Severability Contract Clauses (27,855)

Severability. In the event that any provision of this Agreement is determined by a court to require the Company to do or to fail to do an act which is in violation of applicable law, such provision (including any provision within a single section, paragraph or sentence) shall be limited or modified in its application to the minimum extent necessary to avoid a violation of law, and, as so limited or modified, such provision and the balance of this Agreement shall be enforceable in accordance with their terms t...o the fullest extent permitted by law. View More

Severability. If any provision under this Grant Agreement or its application to any person or circumstances is held invalid by any court of competent jurisdiction, this invalidity does not affect other provisions of the Grant Agreement, which can be given effect without the invalid provision.

Severability. In case any one or more of the provisions contained in this Note shall for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision hereof. EXECUTED as of the date set forth above. VHGI COAL, INC. By: ______________________________________ The undersigned executes this Note in order to acknowledge the undersigned's agreements and obligations set forth herein. VHGI HOLDINGS, INC. By: ___________...___________________________ 4 EX-10.1 3 ex101.htm ex101.htm Exhibit 10.1 VHGI COAL, INC. PROMISSORY NOTE $3,000,000 February 18, 2013 FOR VALUE RECEIVED, the undersigned, VHGI Coal, Inc., a Delaware corporation ("Maker"), hereby promises to pay to the order of VHGI Holdings or its successors or assigns ("Payee"), Three Million and No/100 Dollars ($3,000,000), together with interest thereon which shall accrue at a rate equal to three percent (3%) per annum provided, however, upon the occurrence of an Event of Default (as defined below), then to the extent permitted by law, Maker will pay interest to the Payee on the outstanding principal balance of this Promissory Note (this "Note") from the date of the Event of Default until payment in full at the rate of eight percent (8%) per annum. All payments on this Note shall be due and payable in lawful money of the United States of America. This Note results from an assignment by Paul R. Risinger ("Risinger") to Payee of $3,000,000 of the principal amount of that certain promissory note made by Maker to Risinger ("Risinger"), dated as of February 16, 2012, pursuant to that certain Exchange Agreement, of even date herewith, by and among Maker, Payee and Risinger of even date herewith (the "Exchange Agreement"). View More

Severability. In case any one or more of the provisions contained in this Note shall for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision hereof. 6 EXECUTED as of the date set forth above. LILY GROUP INC. By: ________________________ Each of the undersigned execute this Note in order to acknowledge the undersigned's agreements and obligations set forth herein. ________________________ Solomon Oden Ho...well, Jr. ________________________ James W. Stuckert ________________________ Diane V. Stuckert Signature Page to Secured Drawdown Promissory Note SCHEDULE I Date of Drawdown Amount of Drawdown February 26, 2013 $2,000,000 EX-10.5 7 ex105.htm ex105.htm Exhibit 10.5 LILY GROUP INC. SECURED DRAWDOWN PROMISSORY NOTE Up to $5,000,000 February 26, 2013 FOR VALUE RECEIVED, the undersigned, Lily Group Inc., an Indiana corporation ("Maker"), hereby promises to pay to the order of Solomon Oden Howell, Jr., James W. Stuckert, and Diane V. Stuckert, or their successors or assigns (collectively, "Payee"), the unpaid principal balance of the Drawdowns (as defined below), together with interest accrued thereon at the Applicable Rate (as defined herein) from the date hereof until the date that this Secured Promissory Note (this "Note") is paid in full; provided, however, upon the occurrence of an Event of Default (as defined below), then to the extent permitted by law, Maker will pay interest to the Payee, payable on demand, on the outstanding principal balance of the Note from the date of the Event of Default until payment in full at the Default Rate (as defined herein). All payments on this Note shall be due and payable in lawful money of the United States of America. View More

Severability. In case any one or more of the provisions contained in this Note shall for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision hereof. 6 EXECUTED as of the date set forth above. LILY GROUP INC. By: ________________________ Each of the undersigned execute this Note in order to acknowledge the undersigned's agreements and obligations set forth herein. ________________________ Solomon Oden Ho...well, Jr. ________________________ James W. Stuckert ________________________ Diane V. Stuckert Signature Page to Drawdown Promissory Note SCHEDULE I Date of Drawdown Amount of Drawdown February __, 2013 $____________ EX-10.6 8 ex106.htm ex106.htm Exhibit 10.6 LILY GROUP INC. DRAWDOWN PROMISSORY NOTE Up to $1,000,000 February 26, 2013 FOR VALUE RECEIVED, the undersigned, Lily Group Inc. an Indiana corporation ("Maker"), hereby promises to pay to the order of Solomon Oden Howell, Jr., James W. Stuckert and Diane V. Stuckert or their successors or assigns (collectively, "Payee"), the unpaid principal balance of the Drawdowns (as defined below), together with interest accrued thereon at the Applicable Rate (as defined herein) from the date hereof until the date that this Promissory Note (this "Note") is paid in full; provided, however, upon the occurrence of an Event of Default (as defined below), then to the extent permitted by law, Maker will pay interest to the Payee, payable on demand, on the outstanding principal balance of the Note from the date of the Event of Default until payment in full at the Default Rate (as defined herein). All payments on this Note shall be due and payable in lawful money of the United States of America. View More

Severability. In the event that any one or more of the provisions contained in this Promissory Note shall for any reason be held invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provision of this Promissory Note.

Severability. If any term or other provision of this Agreement is determined to be invalid, illegal, or incapable of being enforced by any rule of law or public policy, all other conditions and provisions of this Agreement shall nevertheless remain in full force and effect. Upon any such determination, the parties hereto shall negotiate in good faith to modify this Agreement so as to effect the original intent of the parties as closely as possible to the fullest extent permitted by applicable law in an accept...able manner to the end that the transactions contemplated hereby are fulfilled to the extent possible. View More

Severability. The invalidity or unenforceability of any provision of this Agreement, or any terms thereof, shall not affect the validity of this Agreement as a whole, which shall at all times remain in full force and effect. -7- 15. Integration. This Agreement contains the entire agreement of the parties on the subject matter of this Agreement and supersedes all prior communications, representations, understandings and agreements, oral or written, between the parties with respect to the subject matter of this... agreement. Notwithstanding the foregoing, this Agreement does not supersede any existing agreements between Advisor and the Company relating to confidential information or proprietary rights ("Prior Confidentiality Agreements"). View More

Severability. If any provision of this Agreement or any part thereof, including, without limitation, Sections 6 and 7, as applied to either party or to any circumstances shall be adjudged by a court of competent jurisdiction to be void or unenforceable, the same shall in no way affect any other provision of this Agreement or remaining part thereof, which shall be given full effect without regard to the invalid or unenforceable part thereof, or the validity or enforceability of this Agreement. 15 If any court ...construes any of the provisions of Section 6 or 7, or any part thereof, to be unreasonable because of the duration of such provision or the geographic scope thereof, such court may reduce the duration or restrict or redefine the geographic scope of such provision and enforce such provision as so reduced, restricted or redefined. View More

Severability. 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 s...uch provisions were not included. If any restriction set forth in this Agreement is deemed unreasonable in scope, it is the parties' intent that it shall be construed in such a manner as to impose only those restrictions that are reasonable in light of the circumstances and as are necessary to assure the Company the benefits of this Agreement. 4 12. 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 overnight delivery, as follows: If to the Company: Aspen Group, Inc. 224 W. 30th Street, Suite 604 New York, NY 10001 Attention: Michael Mathews, CEO Email: michael.mathews@aspen.edu With a copy to: Nason, Yeager, Gerson, White & Lioce, P.A. 1645 Palm Beach Lakes Blvd., Suite 1200 West Palm Beach, FL 33401 Attention: Michael D. Harris, Esq. Email: mharris@nasonyeager.com If to the Recipient: GT Marketing Group, LLC Brad Powers 45 Broadway, Suite 2230, New York, N.Y. 10006 With a copy to: George Cacoulidis, Esq. 590 Madison Avenue, 21st Floor New York, N.Y. 10022 Or to such other address a either of them, by notice to the other may designate from time to time. Time shall be counted to, or from, as the case may be, the delivery in person or by mailing. View More