Common use of Interpretation; Administration Clause in Contracts

Interpretation; Administration. The parties hereto do not intend for the Restrictive Covenants to violate any public policy or statutory or common law. If a court of competent jurisdiction renders a ruling holding that any one or more of the provisions of this Agreement, including the stated term and/or geographic coverage of the Restrictive Covenants, constitute an unreasonable restriction, then the Restrictive Covenants will not be rendered void but will apply to such extent and as to such time period and geographic areas as the court may determine constitutes a reasonable restriction under the circumstances. For clarity, put another way, a court shall be allowed to revise the restrictions to cover the maximum period, scope and area permitted by law. The parties specifically intend that the Restrictive Covenants will be construed as a series of separate and independent covenants for each restrictive action and for each distinct geographic area contained within the stated territory. Contributor’s representations, warranties, covenants, duties, obligations and agreements in this Agreement are the joint and several representations, warranties, covenants, duties, obligations and agreements of Contributor and each person or entity included in the definition of “Contributor” in the Preamble. NewCo may assign its rights and duties under this Agreement by providing Contributor written notice. Sections 13 and 14 of the DACA are incorporated herein by this reference, mutatis mutandis.

Appears in 4 contracts

Samples: Dealership Asset Contribution Agreement (LMP Automotive Holdings, Inc.), Dealership Asset Contribution Agreement (LMP Automotive Holdings, Inc.), Dealership Asset Contribution Agreement (LMP Automotive Holdings, Inc.)

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Interpretation; Administration. The parties hereto do not intend for the Restrictive Covenants to violate any public policy or statutory or common law. If a court of competent jurisdiction renders a ruling holding that any one or more of the provisions of this Agreement, including the stated term and/or geographic coverage of the Restrictive Covenants, constitute an unreasonable restriction, then the Restrictive Covenants will not be rendered void but will apply to such extent and as to such time period and geographic areas as the court may determine constitutes a reasonable restriction under the circumstances. For clarity, put another way, a court shall be allowed to revise the restrictions to cover the maximum period, scope and area permitted by law. The parties specifically intend that the Restrictive Covenants will be construed as a series of separate and independent covenants for each restrictive action and for each distinct geographic area contained within the stated territory. Contributor’s Contributors’ representations, warranties, covenants, duties, obligations and agreements in this Agreement are the joint and several representations, warranties, covenants, duties, obligations and agreements of Contributor Contributors and each person or entity included in the definition of “Contributor” in the Preamble. NewCo NewCos may assign its rights and duties under this Agreement by providing Contributor Contributors written notice. Sections 13 and 14 of the DACA are incorporated herein by this reference, mutatis mutandis.

Appears in 2 contracts

Samples: Dealership Asset Contribution Agreement (LMP Automotive Holdings, Inc.), Dealership Asset Contribution Agreement (LMP Automotive Holdings, Inc.)

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Interpretation; Administration. The parties hereto do not intend for the Restrictive Covenants to violate any public policy or statutory or common law. If a court of competent jurisdiction renders a ruling holding that any one or more of the provisions of this Agreement, including the stated term and/or geographic coverage of the Restrictive Covenants, constitute an unreasonable restriction, then the Restrictive Covenants will not be rendered void but will apply to such extent and as to such time period and geographic areas as the court may determine constitutes a reasonable restriction under the circumstances. For clarity, put another way, a court shall be allowed to revise the restrictions to cover the maximum period, scope and area permitted by law. The parties specifically intend that the Restrictive Covenants will be construed as a series of separate and independent covenants for each restrictive action and for each distinct geographic area contained within the stated territory. ContributorSeller’s representations, warranties, covenants, duties, obligations and agreements in this Agreement are the joint and several representations, warranties, covenants, duties, obligations and agreements of Contributor Seller and each person or entity included in the definition of “ContributorSeller” in the Preamble. NewCo Buyer may freely assign its rights and duties under this Agreement by providing Contributor Seller written notice. Sections 13 and 14 of the DACA APA are incorporated herein by this reference, mutatis mutandis.

Appears in 2 contracts

Samples: Dealership Asset Purchase Agreement (LMP Automotive Holdings, Inc.), Dealership Asset Purchase Agreement (LMP Automotive Holdings, Inc.)

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