Common use of Reformation and Severability Clause in Contracts

Reformation and Severability. If any provision of this Agreement shall be held to be invalid, unenforceable or illegal in any jurisdiction under any circumstances for any reason, (a) that provision shall be reformed to the minimum extent necessary to cause such provision to be valid, enforceable and legal and preserve the original intent of the parties, or (b) if that provision cannot be so reformed, it shall be severed from this Agreement. The holding shall not affect or impair the validity, enforceability or legality of the provision in any other jurisdiction or under any other circumstances. Neither the holding nor the reformation or severance shall affect or impair the legality, validity or enforceability of any other provision of this Agreement to the extent that the other provision is not itself actually in conflict with any applicable law. Upon a determination that any term or provision is invalid, unenforceable or illegal, 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.

Appears in 14 contracts

Samples: Sharing and Indemnification Agreement (SDS Holding Co), Sharing and Indemnification Agreement (Sybron Dental Specialties Inc), Confidentiality and Nondisclosure Agreement (SDS Holding Co)

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Reformation and Severability. If any provision of this Agreement ---------------------------- shall be held to be invalid, unenforceable or illegal in any jurisdiction under any circumstances for any reason, (ai) that such provision shall be reformed to the minimum extent necessary to cause such provision to be valid, enforceable and legal and preserve the original intent of the parties, or (bii) if that such provision cannot be so reformed, it such provision shall be severed from this Agreement. The Such holding shall not affect or impair the validity, enforceability or legality of the such provision in any other jurisdiction or under any other circumstances. Neither the such holding nor the such reformation or severance shall affect or impair the legality, validity or enforceability of any other provision provisions of this Agreement to the extent that the such other provision is not itself actually in conflict with any applicable law. Upon a determination that any term or provision is invalid, unenforceable or illegal, 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.

Appears in 4 contracts

Samples: Employee Benefits and Compensation Agreement (Videopropulsion Inc), General Assignment, Assumption and Agreement (Videopropulsion Inc), Confidentiality and Nondisclosure Agreement (Apw LTD)

Reformation and Severability. If any provision of this Agreement shall be held to be invalid, unenforceable or illegal in any jurisdiction under any circumstances for any reason, (ai) that such provision shall be reformed to the minimum extent necessary to cause such provision to be valid, enforceable and legal and preserve the original intent of the parties, or (bii) if that such a provision cannot be so reformed, it such provision shall be severed from this Agreement. The Such holding shall not affect or impair the validity, enforceability or legality of the such provision in any other jurisdiction or under any other circumstances. Neither the such holding nor the such reformation or severance shall affect or impair the legality, validity or enforceability of any other provision of this Agreement to the extent that the such other provision is not itself actually in conflict with any applicable law. Upon a determination that any term or provision is invalid, unenforceable or illegal, 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.

Appears in 2 contracts

Samples: Insurance Matters (Videopropulsion Inc), Apw LTD

Reformation and Severability. If any provision of this Agreement shall be held to be invalid, unenforceable or illegal in any jurisdiction under any circumstances for any reason, (ai) that such provision shall be reformed to the minimum extent necessary to cause such provision to be valid, enforceable and legal and preserve the original intent of the parties, or (bii) if that such provision cannot be so reformed, it such provision shall be severed from this Agreement. The Such holding shall not affect or impair the validity, enforceability or legality of the such provision in any other jurisdiction or under any other circumstances. Neither the such holding nor the such reformation or severance shall affect or impair the legality, validity or enforceability of any other provision provisions of this Agreement to the extent that the such other provision is not itself actually in conflict with any applicable law. Upon a determination that any term or provision is invalid, unenforceable or illegal, 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.

Appears in 2 contracts

Samples: Release and Settlement Agreement (Briggs & Stratton Corp), Release and Settlement Agreement (Briggs & Stratton Corp)

Reformation and Severability. If any provision of this Agreement Guarantee shall be held to be invalid, unenforceable or illegal in any jurisdiction under any circumstances for any reason, (a) that provision shall be reformed to the minimum extent necessary to cause such provision to be valid, enforceable and legal and preserve the original intent of the parties, or (b) if that provision cannot be so reformed, it shall be severed from this AgreementGuarantee. The holding shall not affect or impair the validity, enforceability or legality of the provision in any other jurisdiction or under any other circumstances. Neither the holding nor the reformation or severance shall affect or impair the legality, validity or enforceability of any other provision of this Agreement Guarantee to the extent that the other provision is not itself actually in conflict with any applicable law. Upon a determination that any term or provision is invalid, unenforceable or illegal, the parties hereto shall negotiate in good faith to modify this Agreement Guarantee so as to effect the original intent of the parties as closely as possible.

Appears in 2 contracts

Samples: Assumption and Agreement (SDS Holding Co), Assumption and Agreement (Sybron Dental Specialties Inc)

Reformation and Severability. If any provision of this Agreement shall be held to be invalid, unenforceable or illegal in any jurisdiction under any circumstances for any reason, (a) that provision shall be reformed to the minimum extent necessary to cause such provision to be valid, enforceable and legal and preserve the original intent of the parties, or (b) if that provision cannot be so reformed, it shall be severed from this Agreement. The holding shall not affect or impair the validity, enforceability or legality of the provision in any other jurisdiction or under any other circumstances. Neither the holding nor the reformation or severance shall affect or impair the legality, validity or enforceability of any other provision of this Agreement to the extent that the other provision is not itself actually in conflict with any applicable law. Upon a determination that any term or provision is invalid, unenforceable or illegal, 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.

Appears in 2 contracts

Samples: Employee Benefits Agreement (SDS Holding Co), Employee Benefits Agreement (Sybron International Corp)

Reformation and Severability. If any provision of this Agreement ----------------------------- shall be held to be invalid, unenforceable or illegal in any jurisdiction under any circumstances for any reason, (ai) that such provision shall be reformed to the minimum extent necessary to cause such provision to be valid, enforceable and legal and preserve the original intent of the parties, or (bii) if that such provision cannot be so reformed, it such provision shall be severed from this Agreement. The Such holding shall not affect or impair the validity, enforceability or legality of the such provision in any other jurisdiction or under any other circumstances. Neither the such holding nor the such reformation or severance shall affect or impair the legality, validity or enforceability of any other provision provisions of this Agreement to the extent that the such other provision is not itself actually in conflict with any applicable law. Upon a determination that any term or provision is invalid, unenforceable or illegal, 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.

Appears in 1 contract

Samples: Confidentiality and Nondisclosure Agreement (Videopropulsion Inc)

Reformation and Severability. If any provision of this Agreement shall be held to be invalid, unenforceable or illegal in any jurisdiction under any circumstances for any reason, (a) that provision shall be reformed to the minimum extent necessary to cause such provision to be valid, enforceable and legal and preserve the original intent of the parties, or (b) if that provision cannot be so reformed, it shall be severed from this Agreement. The holding shall not affect or impair the validity, enforceability or legality of the provision in any other jurisdiction or under any other circumstances. Neither the holding nor the reformation or severance shall affect or impair the legality, validity or enforceability of any other provision of this Agreement to the extent that the other provision is not itself actually in conflict with any applicable law. Upon a determination that any term or provision is invalid, unenforceable or illegal, 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.the

Appears in 1 contract

Samples: Contribution Agreement, Plan and Agreement of Reorganization and Distribution (Sybron International Corp)

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Reformation and Severability. If any provision of this Agreement shall be held to be invalid, unenforceable or illegal in any jurisdiction under any circumstances for any reason, (ai) that such provision shall be bc reformed to the minimum extent necessary to cause such provision to be valid, enforceable and legal and preserve the original intent of the parties, or (bii) if that such provision cannot be so reformed, it such provision shall be severed from this Agreement. The Such holding shall not affect or impair the validity, enforceability or legality of the such provision in any other jurisdiction or under any other circumstances. Neither the such holding nor the such reformation or severance shall affect or impair the legality, validity or enforceability of any other provision of this Agreement to the extent that the such other provision is not itself actually in conflict with any applicable law. Upon a determination that any term or provision is invalid, unenforceable or illegal, 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.9.6

Appears in 1 contract

Samples: Benefits and Compensation Agreement (Chemfirst Inc)

Reformation and Severability. If any provision of this Agreement shall be held to be invalid, unenforceable or illegal in any jurisdiction under any circumstances for any reason, (a) that provision shall be reformed to the minimum extent necessary to cause such provision to be valid, enforceable and legal and preserve the original intent of the parties, or (b) if that provision cannot be so reformed, it shall be severed from this Agreement. The holding shall not affect or impair the validity, enforceability or legality of the provision in any other jurisdiction or under any other circumstances. Neither the holding nor the reformation or severance shall affect or impair the legality, validity or enforceability of any other provision of this Agreement to the extent that the 9 <PAGE> 10 other provision is not itself actually in conflict with any applicable law. Upon a determination that any term or provision is invalid, unenforceable or illegal, 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. 6.7.

Appears in 1 contract

Samples: Contribution Agreement, Plan and Agreement

Reformation and Severability. If any provision of this Agreement shall ---------------------------- be held to be invalid, unenforceable or illegal in any jurisdiction under any circumstances for any reason, (a) that provision shall be reformed to the minimum extent necessary to cause such provision to be valid, enforceable and legal and preserve the original intent of the parties, or (b) if that provision cannot be so reformed, it shall be severed from this Agreement. The holding shall not affect or impair the validity, enforceability or legality of the provision in any other jurisdiction or under any other circumstances. Neither the holding nor the reformation or severance shall affect or impair the legality, validity or enforceability of any other provision of this Agreement to the extent that the other provision is not itself actually in conflict with any applicable law. Upon a determination that any term or provision is invalid, unenforceable or illegal, 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.

Appears in 1 contract

Samples: Apw LTD

Reformation and Severability. If any provision of this Agreement shall be held to be invalid, unenforceable or illegal in any jurisdiction under any circumstances for any reason, (ai) that such provision shall be reformed to the minimum extent necessary to cause such provision to be valid, enforceable and legal and preserve the original intent of the parties, or (bii) if that such provision cannot be so reformed, it such provision shall be severed from this Agreement. The Such holding shall not affect or impair the validity, enforceability or legality of the such provision in any other jurisdiction or under any other circumstances. Neither the such holding nor the such reformation or severance shall affect or impair the legality, validity or enforceability of any other provision of this Agreement agreement to the extent that the such other provision is not itself actually in conflict with any applicable law. Upon a determination that any term or provision is invalid, unenforceable or illegal, 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.

Appears in 1 contract

Samples: Agreement and Plan of Distribution (Beverly Enterprises Inc /De/)

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