Severability Contract Clauses (27,855)

Severability. If all or any part of this Warrant Agreement is declared by any court or governmental authority to be unlawful or invalid, such unlawfulness or invalidity will not invalidate any portion of this Warrant Agreement not declared to be unlawful or invalid. Any Section of this Warrant 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 Section or part of a Section to the fullest extent pos...sible while remaining lawful and valid. View More

Severability. The provisions of the Agreement (including the Post-Employment Obligations, Terms and Conditions for Non-U.S. Participants and the Country-Specific Terms and Conditions), are severable and if any one or more provisions are determined to be illegal or otherwise unenforceable, in whole or in part, the remaining provisions shall nevertheless be binding and enforceable.

Severability. If any provision hereof is unenforceable, such provision shall be fully severable, and this Consulting Agreement shall be construed and enforced as if such unenforceable provision had never comprised a part hereof, the remaining provisions hereof shall remain in full force and effect, and the court construing the Consulting Agreement shall add as a part hereof a provision as similar in terms and effect to such unenforceable provision as may be enforceable, in lieu of the unenforceable provision.... 3 14. Amendments. This Consulting Agreement may be amended or canceled only by mutual agreement of the Parties in writing without the consent of any other person. So long as Dyer lives, no person, other than the Parties hereto, shall have any rights under or interest in this Consulting Agreement or the subject matter hereof. It is the intent of the Parties that all payments hereunder comply with the requirements of Section 409A of Internal Revenue Code of 1986, as amended, and applicable guidance issued thereunder and that this Consulting Agreement shall be interpreted and administered in accordance with such intent. View More

Severability. If any provision of this Separation Agreement is declared or determined by any court of competent jurisdiction to be illegal, invalid or unenforceable, the legality, validity and enforceability of the remaining parts, terms or provisions will not be affected thereby, and said illegal, unenforceable or invalid part, term or provision will be deemed not to be part of this Separation Agreement.

Severability. In case any one or more of the provisions contained in this Subscription Agreement is for any reason held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provision of this Subscription Agreement, and such invalid, illegal, or unenforceable provision shall be reformed and construed so that it will be valid, legal, and enforceable to the maximum extent permitted by law.

Severability. If any provision of this Agreement is held to be invalid, void, or unenforceable, the remaining provisions shall nevertheless remain in full force and effect, and shall in no way be affected, impaired or invalidated. The Parties agree to execute such further documents as may be necessary or appropriate in order to fully implement or carry out the purpose or intent of this Agreement.

Severability. The provisions of this Amendment are independent of and severable from each other, and no provision shall be affected or rendered invalid or unenforceable by virtue of the fact that for any reason any other or others of them may be invalid or unenforceable in whole or in part.

Severability. Should any provision of this Agreement (other than the provisions of Section 6, which shall be governed by the reformation provisions of Section 6(e) be declared illegal or unenforceable by any court of competent jurisdiction and should such provision be unable to be modified to be enforceable, excluding the general release language, such provision shall immediately become null and void, leaving the remainder of this Agreement in full force and effect.

Severability. If any term or provision of this Agreement is invalid, illegal or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction. If any court determines that any term or other provision in this Agreement is invalid, illegal or unenforceable, it is the parties' intention that such court shall have the power to modify this Agreem...ent so as to effect the original intent of the parties as closely as possible to the maximum extent permitted by applicable law. View More

Severability. (a) The Executive expressly agrees that the character, duration and geographical scope of the non-competition provisions set forth in this Agreement are reasonable in light of the circumstances as they exist on the date hereof. Should a decision, however, be made at a later date by a court of competent jurisdiction that the character, duration or geographical scope of such provisions is unreasonable, then it is the intention and the agreement of the Executive and the Company that this Agreement ...shall be construed by the court in such a manner as to impose only those restrictions on the Executive's conduct that are reasonable in the light of the circumstances and as are necessary to assure to the Company the benefits of this Agreement. If, in any judicial proceeding, a court shall refuse to enforce all of the separate covenants deemed included herein because taken together they are more extensive than necessary to assure to the Company the intended benefits of this Agreement, it is expressly understood and agreed by the parties hereto that the provisions of this Agreement that, if eliminated, would permit the remaining separate provisions to be enforced in such proceeding shall be deemed eliminated, for the purposes of such proceeding, from this Agreement. (b) If any provision of this Agreement otherwise is deemed to be invalid or unenforceable or is prohibited by the laws of the state or jurisdiction where it is to be performed, this Agreement shall be considered divisible as to such provision and such provision shall be inoperative in such state or jurisdiction and shall not be part of the consideration moving from either of the parties to the other. The remaining provisions of this Agreement shall be valid and binding and of like effect as though such provisions were not included. 11 14. Notices and Addresses. All notices, offers, acceptance and any other acts under this Agreement (except payment) shall be in writing, and shall be sufficiently given if delivered to the addressees in person, by FedEx or similar receipted delivery (for next business day delivery) or by e-mail delivery (in which event a copy shall immediately be sent by FedEx or similar receipted delivery (for next business day delivery)), as follows: To the Company: We Sell Cellular, LLC 171 Madison Avenue, 17th Floor New York, New York 10016 Email: nik@usell.com Attention: Nik Raman, Manager With a Copy to: Nason, Yeager, Gerson, White & Lioce, P.A. 1645 Palm Beach Lakes Blvd., Suite 1200 West Palm Beach, FL 33401 Email: mharris@nasonyeager.com Attention: Michael D. Harris, Esq. To the Executive: Brian Tepfer 20 Nancy Street, Unit B West Babylon, NY 11704 Email: btepfer@wesellcell.com With a Copy to: Law Offices of M.W. McCarthy 362 Pacific Street, Suite 2 Brooklyn, NY 11217 Email: maureen@mwmccarthylaw.com Attention: Maureen W. McCarthy, Esq. or to such other address, as either of them, by notice to the other may designate from time to time. View More