Challenge to Enforceability Clause Samples
A Challenge to Enforceability clause defines the process and consequences if a party disputes the validity or enforceability of the contract or any of its provisions. Typically, this clause outlines what happens if a court or authority finds a part of the agreement invalid, such as allowing the rest of the contract to remain in effect or requiring the parties to renegotiate the affected terms. Its core function is to ensure that the contract remains as effective and intact as possible, even if certain provisions are challenged or struck down, thereby reducing uncertainty and maintaining the parties' original intentions.
Challenge to Enforceability. Executive agrees that this Agreement was reached after she had sufficient time to consult with her legal counsel, ▇▇▇▇ ▇▇▇▇▇▇▇▇, LLP, and any other attorney she may have chosen to consult with. Executive therefore waives any claim that she was coerced in any way to enter into this Agreement. Executive understands that nothing contained in this Agreement limits Executive’s ability to file a charge or complaint with the Equal Employment Opportunity Commission (“EEOC”), the Securities and Exchange Commission or any other federal, state or local governmental agency or commission (“Government Agencies”). Executive further understands that this Agreement does not limit Executive’s ability to communicate with any Government Agencies or otherwise participate in any investigation or proceeding that may be conducted by any Government Agency, including providing documents or other information, without notice to the Company. This Agreement does not limit Executive’s right to receive an award for information provided to any Government Agencies. Nothing in this Agreement shall prevent Executive’s participation in any legal proceedings against the Company or any Released Party in compliance with a summons that requires such participation, or Executive’s initiation of or participation in administrative proceedings or investigations of the EEOC or other Government Agencies; provided, however, that this Agreement shall prevent Executive from receiving any monetary or financial damages or recoveries from the Company or any Released Party or reinstatement with the Company in connection with any such proceedings or investigations which is not based on recovering or receiving an award paid by a Government Agency. Executive represents that Executive has not filed or asserted any claims whatsoever against the Company or any Released Party. Nothing contained in this Agreement shall prevent either Party from bringing any claim for breach or to otherwise take legal action to enforce this Agreement’s terms in accordance with the provisions hereof. Further, Executive does not release any claims for indemnification under the Indemnification Rights.
Challenge to Enforceability. (i) Any Proceeding shall have been commenced by any Person (other than by either Party) seeking to cancel, revoke, rescind or disaffirm the obligations of any Party to this Agreement (unless such Party is contesting the Proceeding in good faith and such Proceeding is withdrawn or dismissed with prejudice within fifteen (15) calendar days);
(ii) Any court or other Governmental Authority shall issue a judgment, order, decree or ruling to the effect that any of the material obligations of any Party to this Agreement is illegal, invalid or unenforceable in accordance with its terms; or
(iii) Any claim or lien (other than Owner's statutory landlord/bailee lien, or any statutory liens for taxes not yet due) is asserted or placed on any portion of Customer's Product while stored at the Terminals.
Challenge to Enforceability. Executive agrees not to challenge the enforceability of any provision of this Agreement in any court of competent jurisdiction or arbitration, except as to validity under the ADEA. Executive understands that nothing contained in this Agreement limits Executive’s ability to file a charge or complaint with the Equal Employment Opportunity Commission, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities and Exchange Commission, the California Department of Fair Employment and Housing, or any other federal, state or local governmental agency or commission (“Government Agencies”). Executive further understands that this Agreement does not limit Executive’s ability to communicate with any Government Agencies or otherwise participate in any investigation or proceeding that may be conducted by any Government Agency, including providing documents or other information, without notice to the Company. This Agreement does not limit Executive’s right to receive an award for information provided to any Government Agencies. Nothing in this Agreement shall prevent Executive’s participation in any legal proceedings against the Company or any Released Party in compliance with a summons that requires such participation, or Executive’s initiation of or participation in administrative proceedings or investigations of the EEOC or other governmental agencies; provided, however, that this Agreement shall prevent Executive from receiving any monetary or financial damages or recoveries from the Company or any Released Party or reinstatement with the Company in connection with any such proceedings or investigations which is not based on recovering or receiving an award paid by a Government Agency. Executive represents that Executive has not filed or asserted any claims whatsoever against the Company or any Released Party. Executive is not aware of any conduct by the Company or any Released Party that may violate any federal, state or local law, rule or regulation.
Challenge to Enforceability. If the validity or enforceability of any material provision of this Agreement, the Note, the Other Note, or the Guaranty shall be contested by legal action by the Borrower or the Guarantor, or the Borrower or Guarantor shall deny that it or he has any further liability or obligation hereunder or thereunder.
Challenge to Enforceability. The validity or enforceability of any provision of this Agreement or the other Financing Documents shall be contested by the Company or the Subsidiary, or by any stockholder or officer of the Company or the Subsidiary, or the Company or the Subsidiary shall deny that it has any further liability or obligation hereunder or thereunder.
Challenge to Enforceability. The parties agree not to challenge the enforceability of any provision of this Agreement in any court of competent jurisdiction or arbitration, except as to validity under the ADEA. Executive understands that nothing contained in this Agreement limits Executive’s ability to file a charge or complaint with the Equal Employment Opportunity Commission, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities and Exchange Commission or any other federal, state or local governmental agency or commission (“Government Agencies”). Executive further understands that this Agreement does not limit Executive’s ability to communicate with any Government Agencies or otherwise participate in any investigation or proceeding that may be conducted by any Government Agency, including providing documents or other information, without notice to the Company. This Agreement does not limit Executive’s right to receive an award for information provided to any Government Agencies. Nothing in this Agreement shall prevent Executive’s participation in any legal proceedings against the Company or any ▇▇▇▇▇ Mart Related Party in compliance with a summons that requires such participation, or Executive’s initiation of or participation in administrative proceedings or investigations of the EEOC or other governmental agencies; provided, however, that this Agreement shall prevent Executive from receiving any monetary or financial damages or recoveries from the Company or any ▇▇▇▇▇ Mart Related Party or reinstatement with the Company in connection with any such proceedings or investigations which is not based on recovering or receiving an award paid by a Government Agency. Executive represents that Executive has not filed or asserted any claims whatsoever against the Company or any ▇▇▇▇▇ Mart Related Party. Executive represents that Executive is not aware of any conduct by the Company or any ▇▇▇▇▇ Mart Related Party that may violate any federal, state or local law, rule or regulation.
Challenge to Enforceability. (a) The Company will not challenge the enforceability of Liquidated Damages, Service Default Payments or Material Breach Liquidated Damages in any way whatsoever.
(b) If the Company challenges the enforceability of any Liquidated Damages, Service Default Payments or Material Breach Liquidated Damages, or has not paid any Liquidated Damages, Service Default Payments or Material Breach Liquidated Damages by the date that is 90 days following the due date for their payment (other than where payment is subject to a bona fide dispute, provided such dispute is not a challenge by the Company to enforceability), then CFH may terminate this Agreement (regardless of whether or not CFH has not subscribed for CFH Securities due to the non-satisfaction of one, or more, of the conditions precedent under clause 4 of the Subscription Agreement), and unless CFH exercises its right to terminate this Agreement, the parties will continue to meet their respective obligations under this Agreement.