Severability Contract Clauses (27,855)

Severability. Invalidity or unenforceability of any provision of this Mortgage shall not affect the validity or enforceability of any other provision. 4 14. Successors and Assigns. This Mortgage benefits Mortgagee, its successors and assigns, and binds Mortgagor and its successors and assigns. The undersigned acknowledges receipt of an exact copy of this Mortgage. Signed and Sealed this 20th day of March, 2015. Witnesses: SKYLINE CORPORATION By: /s/ Jon S. Pilarski Print Name: Name: Jon S. Pilarski Title: Vic...e President Finance and Treasurer, Chief Financial Officer Print Name: A C K N O W L E D G M E N T STATE OF WISCONSIN ) ) ss. COUNTY OF MILWAUKEE ) This instrument was acknowledged before me on March 20, 2015, by Jon S. Pilarski, to me known to be the Vice President-Finance Treasurer and Chief Financial Officer of Skyline Corporation, an Indiana corporation, on behalf of the corporation. /s/ Kristin Roeper Notary Public Milwaukee County, Wisconsin My commission is permanent 5 Exhibit A Legal Description All that certain land situate in Marion County, Florida, viz: Commencing at the Northwest corner of Section 19, Township 15 South, Range 22 East, thence East along the North boundary line of said Section 19, 1183.85 feet, thence South 00°30'30" West 30.25 feet to the South right of way line of State Road 200, thence West along said South right of way line 400.00 feet to the point of beginning; (1) thence South 00°30'30" West 900.35 feet to the North right of way line of 60 foot street; (2) thence West 418.31 feet along said North right of way line; (3) thence North 00°30'30" East 899.45 feet to the intersection with the South right of way line of State Road 200; (4) thence along said South right of way line on a curve concaved Southeast having a central angle of 02°18'19", a radius of 1084.24 feet for a distance of 43.62 feet to the point of tangency of curve; (5) thence East 374.71 feet along said South right of way line to the point of beginning; less and except any portion thereof lying within the right-of-way of State Road 200; subject to that certain utility easement reserved over the North and East 20 feet of the above described property. Together with: Commencing at the Northwest corner of Section 19, Township 15 south, Range 22 East, Marion County, Florida; thence East along the North boundary of said Section 19, 1183.85 feet; thence South 00°30'30" West 530.25 feet to the point of beginning; thence South 00°93'03" West 460.35 feet; thence West 400.00 feet; thence North 00°30'30" East 60.35 feet; thence 400.00 feet to the point of beginning; less and except the South 60.00 feet thereof; also less and except the East 200.00 feet thereof; also less and except any portion thereof conveyed by virtue of that certain Warranty Deed, recorded in Official Records Book 1230, Page 0644, of the Public Records of Marion County, Florida. 6 Exhibit B Permitted Liens 1. General and special taxes and assessments and other charges not yet due and payable. View More

Severability. Invalidity or unenforceability of any provision of this Mortgage shall not affect the validity or enforceability of any other provision.

Severability. In case any provisions (or portions thereof) contained in this Agreement shall, for any reason, be held invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect the other provisions of this Agreement, and this Agreement shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. If, moreover, any one or more of the provisions contained in this Agreement shall for any reason be held to be exce...ssively broad as to duration, geographical scope, activity or subject, it shall be construed by limiting and reducing it, so as to be enforceable to the extent compatible with the applicable law as it shall then appear. 3 18. Interpretation. This Agreement will be deemed to be made and entered into in the Commonwealth of Massachusetts, and will in all respects be interpreted, enforced and governed under the laws of the Commonwealth of Massachusetts. I hereby agree to consent to personal jurisdiction of the state and federal courts situated within Suffolk County, Massachusetts for purposes of enforcing this Agreement, and waive any objection that I might have to personal jurisdiction or venue in those courts. View More

Severability. If a court of competent jurisdiction determines that any provision of this Agreement is invalid or unenforceable as written, the parties consent to and request that the court modify such provision to the extent necessary to make it valid and legally enforceable. If such modification is not permitted or not possible, or if the proposed modification would not retain the intent of the parties, the parties agree that the provision shall be severed from the Agreement, and that the validity and enforc...eability of the remaining provisions of the Agreement shall not in any way be affected or impaired thereby. View More

Severability. If any provision of this Agreement is held to be invalid, such invalidity shall not affect the validity or enforceability of any other provision of this Agreement.

Severability. The invalidity or unenforceability, in whole or in part, of any covenant, promise or undertaking, or any section, subsection, paragraph, sentence, clause, phrase or word or of any provision of this Agreement shall not affect the validity or enforceability of the remaining portions thereof. 1011 Campus Drive, Mundelein, IL 60060 ● p: 847-549-6002 ● f: 847-549-6028 ● www.ztrim.com 22. Enforcement. Should it become necessary for any party to institute legal action to enforce the terms and condition...s of this Agreement, the ultimately successful party will be awarded reasonable attorneys' fees at all trial and appellate levels, expenses and costs. View More

Severability. If any provision of this Agreement or the application of any provision hereof to any person or circumstance is held invalid, unenforceable or otherwise illegal, the remainder of this Agreement and the application of such provision to any other person or circumstance shall not be affected, and the provision so held to be invalid, unenforceable or otherwise illegal shall be reformed to the extent, and only to the extent, necessary to make it enforceable, valid or legal. In the event that any court... or other adjudicative body shall decline to reform any provision of this Agreement held to be invalid, unenforceable or otherwise illegal as contemplated by the immediately preceding sentence, the parties thereto shall take all such action as may be necessary or appropriate to replace the provision so held to be invalid, unenforceable or otherwise illegal with one or more alternative provisions that effectuate the purpose and intent 13 of the original provisions of this Agreement as fully as possible without being invalid, unenforceable or otherwise illegal. View More

Severability. If any provision of this Agreement or the application of any provision hereof to any person or circumstance is held invalid, unenforceable or otherwise illegal, the remainder of this Agreement and the application of such provision to any other person or circumstance shall not be affected, and the provision so held to be invalid, unenforceable or otherwise illegal shall be reformed to the extent, and only to the extent, necessary to make it enforceable, valid or legal. In the event that any court... or other adjudicative body shall decline to reform any provision of this Agreement held to be invalid, unenforceable or otherwise illegal as 13 contemplated by the immediately preceding sentence, the parties thereto shall take all such action as may be necessary or appropriate to replace the provision so held to be invalid, unenforceable or otherwise illegal with one or more alternative provisions that effectuate the purpose and intent of the original provisions of this Agreement as fully as possible without being invalid, unenforceable or otherwise illegal. View More

Severability. Any provision of this Agreement that is determined by a court of competent jurisdiction to be invalid or unenforceable shall as to such court, be ineffective to the extent of such invalidity or unenforceability, and the remaining provisions of this Agreement shall remain in full force and effect and any such invalidity or unenforceability shall not invalidate or render unenforceable such provision in any other jurisdiction and such invalid provision shall be reformed in a manner that is both (i)... legal and enforceable, and (ii) most closely represents the parties' original intent. View More

Severability. The invalidity or unenforceability of any provision of this Agreement will not affect the validity or enforceability of any other provision of this Agreement, which will remain in full force and effect. If a court of competent jurisdiction ever determines that any provision of this Agreement (including, but not limited to, all or any part of the non-competition covenant in this Agreement) is unenforceable as written, the parties intend that the provision shall be deemed narrowed or revised in th...at jurisdiction (as to geographic scope, duration, or any other matter) to the extent necessary to allow enforcement of the provision. The revision shall thereafter govern in that jurisdiction, subject only to any allowable appeals of that court decision. -9- 12. Arbitration. The Corporation and Executive agree that the sole and exclusive method for resolving any dispute between them arising out of or relating to this Agreement shall be arbitration under the procedures set forth in this Section; provided, however, that nothing in this Section prohibits a party from seeking preliminary or permanent judicial injunctive relief, or from seeking judicial enforcement of the arbitration award. The arbitrator shall be selected pursuant to the Rules for Commercial Arbitration of the American Arbitration Association. The arbitrator shall hold a hearing at which both parties may appear, with or without counsel, and present evidence and argument. Pre-hearing discovery shall be allowed in the discretion of and to the extent deemed appropriate by the arbitrator, and the arbitrator shall have subpoena power. The procedural rules for an arbitration hearing under this Section shall be the rules of the American Arbitration Association for Commercial Arbitration hearings and any rules as the arbitrator may determine. The hearing shall be completed within ninety (90) days after the arbitrator has been selected and the arbitrator shall issue a written decision within sixty (60) days after the close of the hearing. The hearing shall be held in Grand Rapids, Michigan. The award of the arbitrator shall be final and binding and may be enforced by and certified as a judgment of the Circuit Court for Kent County, Michigan or any other court of competent jurisdiction. One-half of the fees and expenses of the arbitrator shall be paid by the Corporation and one-half by Executive, except that the fees and expenses of the Arbitrator incurred by Executive shall be reimbursed in full by the Corporation with respect to any arbitration initiated after the date of a Change in Control. The attorney fees and expenses incurred by the parties shall be paid by each party, except that the Corporation shall reimburse Executive's reasonable attorney fees incurred with regard to any arbitration proceeding initiated after a Change in Control unless the arbitrator finds that Executive's claims or defenses in such proceeding lack merit and were asserted in bad faith. Any such reimbursement will be made within thirty (30) days after Executive submits documentation of such expenses, provided that no payment will be made after the last day of the calendar year following the calendar year in which the expense was incurred. To the extent that (i) the reimbursement of attorney fees, together with any other payments under this Agreement, constitute separation pay under Code Section 409A and the regulations thereunder; (ii) a portion of such separation pay exceeds the amount that would be exempt from consideration as a deferral of compensation under Treas. Reg. § 1.409A-1(b)(9)(iii) (the "Excess Separation Payment"); and (iii) the Excess Separation Payment is not otherwise exempt from treatment as a deferral of compensation under Treas. Reg. § 1.409A-1(b), then such amounts shall be reduced to the extent necessary so that Executive does not receive an Excess Separation Payment. View More