Validity Clause Example with 28 Variations from Business Contracts
This page contains Validity clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Validity. 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 will not be affected, and the provision so held to be invalid, unenforceable or otherwise illegal will be reformed to the extent, and only to the extent, necessary to make it enforceable, valid or legal. In the event that any court o...r other adjudicative body will 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 will 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
Variations of a "Validity" Clause from Business Contracts
Validity. If any provision of this Agreement or the application of any provision hereof to any person or circumstance circumstances is held invalid, unenforceable or otherwise illegal, the remainder of this Agreement and the application of such provision to any other person or circumstance circumstances will not be affected, and the provision so held to be invalid, unenforceable or otherwise illegal will be reformed to the extent, and extent (and only to the extent, extent) necessary to make it enforceabl...e, valid or legal. In the event that any court or other adjudicative body will decline to reform any 11 24. Miscellaneous. No provision of this Agreement held may be modified, waived or discharged unless such waiver, modification or discharge is agreed to be invalid, unenforceable or otherwise illegal as contemplated in writing signed by the immediately preceding sentence, Executive and the parties thereto will take all such action as may be necessary Company. No waiver by either party hereto at any time of any breach by the other party hereto or appropriate to replace the compliance with any condition or 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 to be performed by such other party will be deemed a waiver of similar or otherwise illegal. dissimilar provisions or conditions at the same or at any prior or subsequent time. No agreements or representations, oral or otherwise, expressed or implied with respect to the subject matter hereof have been made by either party that are not set forth expressly in this Agreement. References to Sections are to references to Sections of this Agreement. Any reference in this Agreement to a provision of a statute, rule or regulation will also include any successor provision thereto. View More
Validity. If any provision of this Agreement or the application of any provision hereof to any person or circumstance circumstances is held invalid, unenforceable or otherwise illegal, the remainder of this Agreement and the application of such provision to any other person or circumstance circumstances will not be affected, and the provision so held to be invalid, unenforceable or otherwise illegal will be reformed to the extent, and extent (and only to the extent, extent) necessary to make it enforceabl...e, valid or legal. In the event that any court or other adjudicative body will decline to reform any 10 24. Miscellaneous. No provision of this Agreement held may be modified, waived or discharged unless such waiver, modification or discharge is agreed to be invalid, unenforceable or otherwise illegal as contemplated in writing signed by the immediately preceding sentence, Executive and the parties thereto will take all such action as may be necessary Company. No waiver by either party hereto at any time of any breach by the other party hereto or appropriate to replace the compliance with any condition or 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 to be performed by such other party will be deemed a waiver of similar or otherwise illegal. dissimilar provisions or conditions at the same or at any prior or subsequent time. No agreements or representations, oral or otherwise, expressed or implied with respect to the subject matter hereof have been made by either party that are not set forth expressly in this Agreement. References to Sections are to references to Sections of this Agreement. Any reference in this Agreement to a provision of a statute, rule or regulation will also include any successor provision thereto. View More
Validity. If any provision of this Agreement or the application of any provision hereof to any person or circumstance circumstances is held invalid, unenforceable or otherwise illegal, the remainder of this Agreement and the application of such provision to any other person or circumstance circumstances will not be affected, and the provision so held to be invalid, unenforceable or otherwise illegal will be reformed to the extent, and extent (and only to the extent, extent) necessary to make it enforceabl...e, valid or legal. In the event that any court or other adjudicative body will decline to reform any 17. Miscellaneous. No provision of this Agreement held may be modified, waived or discharged unless such waiver, modification or discharge is agreed to be invalid, unenforceable or otherwise illegal as contemplated in writing signed by the immediately preceding sentence, Executive and the parties thereto will take all such action as may be necessary Company. No waiver by either party hereto at any time of any breach by the other party hereto or appropriate to replace the compliance with any condition or 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 to be performed by such other party will be deemed a waiver of similar or otherwise illegal. dissimilar provisions or conditions at the same or at any prior or subsequent time. No agreements or representations, oral or otherwise, expressed or implied with respect to the subject matter hereof have been made by either party that are not set forth expressly in this Agreement. References to Sections are to references to Sections of this Agreement. Any reference in this Agreement to a provision of a statute, rule or regulation will also include any successor provision thereto. View More
Validity. 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 will not be affected, and the provision so held to be invalid, unenforceable or otherwise illegal will be reformed to the extent, and only to the extent, necessary to make it enforceable, valid or legal. In the event that any court o...r other adjudicative body will decline to reform any 5 16. GENERAL. No provision of this Agreement held may be waived, modified or discharged unless such waiver, modification or discharge is agreed to be invalid, unenforceable or otherwise illegal as contemplated in writing signed by Indemnitee and the Company. No waiver by either party hereto at any time of any breach by the immediately preceding sentence, the parties thereto will take all such action as may be necessary other party hereto or appropriate to replace the compliance with any condition or 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 to be performed by such other party will be deemed a waiver of similar or otherwise illegal. dissimilar provisions or conditions at the same or at any prior or subsequent time. No agreements or representations, oral or otherwise, expressed or implied with respect to the subject matter hereof have been made by either party that are not set forth expressly in this Agreement. References to Sections are to references to Sections of this Agreement. View More
Validity. 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 will shall not be affected, and the provision so held to be invalid, unenforceable or otherwise illegal will 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 will 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 will 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. This Agreement shall replace and supersede any indemnification agreement in effect between Indemnitee and the Company immediately prior to the execution and delivery of this Agreement by Indemnitee and the Company (the "Prior Indemnification Agreement"); provided that if, after giving effect to the foregoing provisions of this Section 19 and any actions contemplated thereby that are taken pursuant thereto, Indemnitee is not satisfied, in his or her sole discretion, with the rights and benefits provided to Indemnitee by this Agreement, Indemnitee may elect to have the Prior Indemnification Agreement, rather than this Agreement, govern the rights and obligations of the parties hereto in relation to the subject matter of the Prior Indemnification Agreement with the same force and effect as if this Agreement had never replaced or superseded the Prior Indemnification Agreement (it being the intent of the parties hereto to fully preserve the validity, binding effect and enforceability of the Prior Indemnification Agreement in that event). 12 20. Miscellaneous. No provision of this Agreement may be waived, modified or discharged unless such waiver, modification or discharge is agreed to in writing signed by Indemnitee and the Company. No waiver by either party hereto at any time of any breach by the other party hereto or compliance with any condition or provision of this Agreement to be performed by such other party shall be deemed a waiver of similar or dissimilar provisions or conditions at the same or at any prior or subsequent time. No agreements or representations, oral or otherwise, expressed or implied with respect to the subject matter hereof have been made by either party hereto that are not set forth expressly in this Agreement. View More
Validity. 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 will shall not be affected, and the provision so held to be invalid, unenforceable or otherwise illegal will 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 will 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 will 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. This Agreement shall replace and supersede the indemnification agreement in effect between Indemnitee and the Company immediately prior to the execution and delivery of this Agreement by Indemnitee and the Company (the "Prior Indemnification Agreement"); provided that if, after giving effect to the foregoing provisions of this Section 19 and any actions contemplated thereby that are taken pursuant thereto, Indemnitee is not satisfied, in his or her sole discretion, with the rights and benefits provided to Indemnitee by this Agreement, Indemnitee may elect to have the Prior Indemnification Agreement, rather than this Agreement, govern the rights and obligations of the parties hereto in relation to the subject matter of the Prior Indemnification Agreement with the same force and effect as if this Agreement had never replaced or superseded the Prior Indemnification Agreement (it being the intent of the parties hereto to fully preserve the validity, binding effect and enforceability of the Prior Indemnification Agreement in that event). View More
Validity. If any provision of this Agreement or the application of any provision hereof to any person or circumstance is held invalid, unenforceable invalid or otherwise illegal, unenforceable, the remainder of this Agreement and the application of such provision to any other person or circumstance will not be affected, and the provision so held to be invalid, unenforceable invalid or otherwise illegal unenforceable will be reformed to the extent, and extent (and only to the extent, extent) necessary to m...ake it enforceable, valid enforceable or legal. In the event that any court or other adjudicative body will 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 will 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. valid. View More
Validity. If any provision of this Agreement or the application of any provision hereof to any person or circumstance circumstances is held invalid, unenforceable or otherwise illegal, illegal by a court of competent jurisdiction, the remainder of this Agreement and the application of such the provision to any other person or circumstance circumstances will not be affected, and the affected. The provision so held to be invalid, unenforceable or otherwise illegal will be reformed amended to the extent, and... only to the extent, minimum extent necessary to make it enforceable, valid or legal. In the event that any court or other adjudicative body will 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 will 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
Validity. If any provision provisions of this Agreement the Plan or the application of any provision hereof to any person or circumstance is held invalid, unenforceable or otherwise illegal, the remainder of this Agreement the Plan and the application of such provision to any other person or circumstance will circumstances shall not be affected, and the provision so held to be invalid, unenforceable or otherwise illegal will shall be reformed to the extent, and extent (and only to the extent, extent) nece...ssary to make it enforceable, valid or and legal. In the event that any court or other adjudicative body will 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 will 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
Validity. 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 will shall not be affected, and the provision so held to be invalid, unenforceable or otherwise illegal will 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 will 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 will 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. 11 20. Miscellaneous. No provision of this Agreement may be waived, modified or discharged unless such waiver, modification or discharge is agreed to in writing signed by Indemnitee and the Company. No waiver by either party hereto at any time of any breach by the other party hereto or compliance with any condition or provision of this Agreement to be performed by such other party shall be deemed a waiver of similar or dissimilar provisions or conditions at the same or at any prior or subsequent time. No agreements or representations, oral or otherwise, expressed or implied with respect to the subject matter hereof have been made by either party that are not set forth expressly in this Agreement. Subject to Section 11 hereof, this Agreement supersedes any prior written agreement between the parties concerning, related to or otherwise in connection with, the subject matter hereof. View More
