Severability Contract Clauses (27,855)

Severability. If any term, provision or restriction of this Amendment is held by a court of competent jurisdiction or other authority to be invalid, void or unenforceable, the remainder of the terms, provisions or restriction of this Amendment shall remain in full force and effect and shall in no way be affected, impaired or invalidated.

Severability. If any term, provision, covenant or restriction of this Agreement is held by a court of competent jurisdiction or other authority to be invalid, void or unenforceable, the remainder of the terms, provisions, covenants and restrictions of this Agreement will remain in full force and effect and will in no way be affected, impaired or invalidated; provided, however, that nothing contained in this Section 31 will affect the ability of the Company under the provisions of Section 27 to supplement or a...mend this Agreement to replace such invalid, void or unenforceable term, provision, covenant or restriction with a legal, valid and enforceable term, provision, covenant or restriction. View More

Severability. If any one or more of the provisions contained in this Agreement is invalid, illegal or unenforceable, the other provisions of this Agreement will be construed and enforced as if the invalid, illegal or unenforceable provision had never been included. CTI Group (Holdings) Inc. By: Name: Title: Address: I agree to the terms of this Agreement and the Plan. By: Name: [Print Name of Participant] Address: -4- EX-10.2 3 d707032dex102.htm EX-10.2 EX-10.2 EXHIBIT 10.2 FORM OF CTI GROUP (HOLDINGS) INC. S...TOCK INCENTIVE PLAN NOTICE OF GRANT OF RESTRICTED STOCK UNITS CTI Group (Holdings) Inc. (the "Company"), pursuant to its CTI Group (Holdings) Inc. Stock Incentive Plan (the "Plan"), hereby grants to the individual listed below ("Participant"), the restricted units of stock (the "Restricted Stock Units") as set forth below. This Award is subject to all of the terms and conditions as set forth herein and in the Restricted Stock Unit Award Agreement attached hereto as Exhibit A (the "Restricted Stock Unit Agreement") (including without limitation the restrictions on the shares of Common Stock set forth in the Restricted Stock Unit Agreement) and the Plan, each of which are incorporated herein by reference. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Notice of Grant of Restricted Stock (the "Grant Notice") and the Restricted Stock Unit Agreement. Participant: Restricted Stock Units: Grant Date: Vesting Schedule: each a "Vesting Date". By his or her signature below, Participant agrees to be bound by the terms and conditions of the Plan, the Restricted Stock Unit Agreement and this Grant Notice. The Participant has reviewed the Restricted Stock Unit Agreement, the Plan and this Grant Notice in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Grant Notice and fully understands all provisions of this Grant Notice, the Restricted Stock Unit Agreement and the Plan. The Participant hereby agrees to accept as binding, conclusive and final all decisions or interpretations of the Administrator of the Plan upon any questions arising under the Plan, this Grant Notice or the Restricted Stock Unit Agreement. Participant further agrees to notify the Company upon any change in the residence address indicated below. PARTICIPANT CTI GROUP (HOLDINGS) INC. Signature Signature Print Name Print Name Print Title Address: Email: Fax: -2- Exhibit A CTI GROUP (HOLDINGS) INC. STOCK INCENTIVE PLAN RESTRICTED STOCK UNITS AWARD AGREEMENT Pursuant to the Notice of Grant of Restricted Stock Units (the "Grant Notice") to which this Restricted Stock Units Award Agreement (this "Agreement") is attached, CTI Group (Holdings) Inc. (the "Company") has granted to Participant the number of Restricted Stock Units under the CTI Group (Holdings) Inc. Stock Incentive Plan, as amended from time to time (the "Plan"), as set forth in the Grant Notice. View More

Severability. In the event that any phrase, clause, sentence, paragraph, section, article or other portion of this Agreement shall become illegal, null or void, or against public policy, for any reason, or shall be held by any court of competent jurisdiction to be illegal, null or void, or against public policy, the remaining portions of this Agreement shall not be affected thereby and shall remain in force and effect to the full extent permissible by law.

Severability. The provisions of this Agreement are severable and if all or any part of this Agreement or the Plan is declared by any court or governmental authority to be unlawful or invalid, such unlawfulness or invalidity shall not invalidate any portion of this Agreement or the Plan not declared to be unlawful or invalid. Any Section of this Agreement (or part of such a Section) so declared to be unlawful or invalid shall, if possible, be construed in a manner which 2007 Stock Incentive Plan RSU Award Agre...ement for U.S. Participants will give effect to the terms of such Section or part of a Section to the fullest extent possible while remaining lawful and valid. View More

Severability. The provisions of this Agreement are severable and if all or any part of this Agreement or the Plan is declared by any court or governmental authority to be unlawful or invalid, such unlawfulness or invalidity shall not invalidate any portion of this Agreement or the Plan not declared to be unlawful or invalid. Any Section of this Agreement (or part of such a Section) so declared to be unlawful or invalid shall, if possible, be construed in a manner which will give effect to the terms of such Se...ction or part of a Section to the fullest extent possible while remaining lawful and valid. 1 2007 Stock Incentive Plan Market-Based Performance Restricted Stock Unit Award Agreement for U.S. Participants 17. Construction. The mPRSUs are being issued pursuant to the Plan and are subject to the terms of the Plan. A copy of the Plan is available upon request during normal business hours at the principal executive offices of the Company. To the extent that any provision of this Agreement violates or is inconsistent with a provision of the Plan, the Plan provision shall govern and any inconsistent provision in this Agreement shall be of no force or effect. View More

Severability. The provisions of this Agreement are severable and if all or any part of this Agreement or the Plan is declared by any court or governmental authority to be unlawful or invalid, such unlawfulness or invalidity shall not invalidate any portion of this Agreement or the Plan not declared to be unlawful or invalid. Any Section of this Agreement (or part of such a Section) so declared to be unlawful or invalid shall, if possible, be construed in a manner which 2011 Stock Incentive (As Amended) Plan R...SU Award Agreement for U.S. Participants will give effect to the terms of such Section or part of a Section to the fullest extent possible while remaining lawful and valid. View More

Severability. If, for any reason, any provision of this Agreement is held invalid, such invalidity shall not affect the other provisions of this Agreement not held so invalid, and each such other provision shall, to the full extent consistent with applicable law, continue in full force and effect. If this Agreement is held invalid or cannot be enforced, then any prior Agreement between the Company (or any predecessor thereof) and the Executive shall be deemed reinstated to the full extent permitted by law, as... this Agreement had not been executed. 13 17. Headings. The headings of the paragraphs herein are included solely for convenience of reference and shall not control the meaning or interpretation of any of the provisions of this Agreement. View More

Severability. In the event that any section or provision of this Agreement shall be held to be illegal or unenforceable, such section or provision shall be severed from this Agreement and the entire Agreement shall not fail as a result, but shall otherwise remain in full force and effect.

Severability. The provisions of this Agreement shall be deemed severable, and if any part of any provision is held to be illegal, void, voidable, invalid, nonbinding or unenforceable in its entirety or partially or as to any party, for any reason, the provision may be changed, consistent with the intent of the parties, to the extent reasonably necessary to make the provision, as so changed, legal, valid, binding and enforceable. If any provision of this Agreement is held to be illegal, void, voidable, invalid..., nonbinding or unenforceable in its 9 entirety or partially or as to any party, for any reason, and if the provision cannot be changed consistent with the intent of the parties to make it fully legal, valid, binding and enforceable, then the provision shall be stricken from this Agreement, and the remaining provisions of this Agreement shall not in any way be affected or impaired, but shall remain in full force and effect. View More