Common use of Reformation; Severability Clause in Contracts

Reformation; Severability. The Employer and Executive agree that the foregoing restrictions are reasonable under the circumstances and that any breach of the covenants contained in this Article VIII would cause irreparable injury to the Employer. Executive understands that the foregoing restrictions may limit Executive’s ability to engage in certain businesses anywhere in the Restricted Area during the Prohibited Period, but acknowledges that Executive will receive sufficient consideration from the Employer to justify such restriction. Further, Executive acknowledges that Executive’s skills are such that Executive can be gainfully employed in non-competitive employment and that the agreement not to compete will not prevent Executive from earning a living. Nevertheless, if any of the aforesaid restrictions are found by a court of competent jurisdiction or arbitral authority to be unreasonable, or overly broad as to geographic area or time, or otherwise unenforceable, the parties intend for the restrictions herein set forth to be modified by the court or arbitral authority making such determination so as to be reasonable and enforceable and, as so modified, to be fully enforced. If, due to applicable law, a court or arbitral authority is not permitted to modify a restriction within this Article VIII that it deems overly broad, then the court or arbitral authority shall have the power to, and shall, sever such overly broad restriction (or any portion thereof) so that the restrictions after such severance are enforceable and shall be fully enforced. By agreeing to this contractual modification prospectively at this time, the Employer and Executive intend to make this Article VIII enforceable under the law or laws of all applicable states and other jurisdictions so that the entire agreement not to compete and this Agreement as prospectively modified shall remain in full force and effect and shall not be rendered void or illegal. Such modification shall not affect the payments made to Executive under this Agreement.

Reformation; Severability. The Employer Company and Executive the Employee agree that the foregoing restrictions are reasonable under the circumstances and that any breach of the covenants contained in this Article VIII Exhibit A would cause irreparable injury to the EmployerCompany and its affiliates. Executive The Employee understands that the foregoing restrictions may limit Executivethe Employee’s ability to engage in certain businesses anywhere in the Restricted Area during the Prohibited Period, but acknowledges that Executive the Employee will receive sufficient consideration from the Employer Company and its affiliates to justify such restriction. Further, Executive the Employee acknowledges that Executivethe Employee’s skills are such that Executive the Employee can be gainfully employed in non-competitive employment and that the agreement not to compete will not prevent Executive the Employee from earning a living. Nevertheless, if any of the aforesaid restrictions are found by a court of competent jurisdiction or arbitral authority to be unreasonable, or overly broad as to geographic area or time, or otherwise unenforceable, the parties intend for the restrictions herein set forth to be modified by the court or arbitral authority making such determination so as to be reasonable and enforceable and, as so modified, to be fully enforced. If, due to applicable law, a court or arbitral authority is not permitted to modify a restriction within this Article VIII Exhibit A that it deems overly broad, then the court or arbitral authority shall have the power to, and shall, sever such overly broad restriction (or any portion thereof) so that the restrictions after such severance are enforceable and shall be fully enforced. By agreeing to this contractual modification prospectively at this time, the Employer Company and Executive the Employee intend to make this Article VIII Exhibit A enforceable under the law or laws of all applicable states and other jurisdictions so that the entire agreement not to compete and this Agreement as prospectively modified shall remain in full force and effect and shall not be rendered void or illegal. Such modification shall not affect the payments made to Executive the Employee under this the RSU Agreement.

Reformation; Severability. The Employer and Executive the Participant agree that the foregoing restrictions are reasonable under the circumstances and that any breach of the covenants contained in this Article VIII Exhibit A would cause irreparable injury to the EmployerCompany Group and its Affiliates. Executive The Participant understands that the foregoing restrictions may limit Executivethe Participant’s ability to engage in certain businesses anywhere in the Restricted Area during the Noncompetition Prohibited Period, but acknowledges that Executive the Participant will receive sufficient consideration from the Employer and its Affiliates to justify such restriction. Further, Executive the Participant acknowledges that Executivethe Participant’s skills are such that Executive the Participant can be gainfully employed in non-competitive employment and that the agreement to not to compete will not prevent Executive the Participant from earning a living. Nevertheless, if any of the aforesaid restrictions are found by a court of competent jurisdiction or arbitral authority to be unreasonable, or overly broad as to geographic area or time, or otherwise unenforceable, the parties intend for the restrictions herein set forth to be modified by the court or arbitral authority making such determination so as to be reasonable and enforceable and, as so modified, to be fully enforced. If, due to applicable law, a court or arbitral authority is not permitted to modify a restriction within this Article VIII Exhibit A that it deems overly broad, then the court or arbitral authority shall have the power to, and shall, sever such overly broad restriction (or any portion thereof) so that the restrictions after such severance are enforceable and shall be fully enforced. By agreeing to this contractual modification prospectively at this time, the Employer and Executive the Participant intend to make this Article VIII Exhibit A enforceable under the law or laws of all applicable states and other jurisdictions so that the entire agreement not to compete and this Agreement as prospectively modified shall remain in full force and effect and shall not be rendered void or illegal. Such modification shall not affect the payments made to Executive the Participant under this Agreementthe Plan.

Reformation; Severability. The Employer and Executive agree that the foregoing restrictions are reasonable under the circumstances and that any breach of the covenants contained in this Article VIII would cause irreparable injury to the Employer. Executive understands that the foregoing restrictions may limit Executive’s ability to engage in certain businesses anywhere in the Restricted Area during the Prohibited Period, but acknowledges that Executive will receive sufficient consideration from the Employer to justify such restriction. Further, Executive acknowledges that Executive’s skills are such that Executive can be gainfully employed in non-competitive employment and that the agreement not to compete will not prevent Executive from earning a living. Nevertheless, if any of the aforesaid restrictions are found by a court of competent jurisdiction or arbitral authority to be unreasonable, or overly broad as to geographic area or time, or otherwise unenforceable, the parties intend for the restrictions herein set forth to be modified by the court or arbitral authority making such determination so as to be reasonable and enforceable and, as so modified, to be fully enforced. If, due to applicable law, a court or arbitral authority is not permitted to modify a restriction within this Article VIII that it deems overly broad, then the court or arbitral authority shall have the power to, and shall, sever such overly broad restriction (or any portion thereof) so that the restrictions after such severance are enforceable and shall be fully enforced. By agreeing to this contractual modification prospectively at this time, the Employer and Executive intend to make this Article VIII enforceable under the law or laws of all applicable states and other jurisdictions so that the entire agreement not to compete and this Agreement as prospectively modified shall remain in full force and effect and shall not be rendered void or illegal. Such modification shall not affect the payments made to Executive under this Agreement.

Reformation; Severability. The Employer and Executive the Participant agree that the foregoing restrictions are reasonable under the circumstances and that any breach of the covenants contained in this Article VIII Exhibit A would cause irreparable injury to the EmployerEmployer and its affiliates. Executive The Participant understands that the foregoing restrictions may limit Executivethe Participant’s ability to engage in certain businesses anywhere in the Restricted Area during the Prohibited Period, but acknowledges that Executive the Participant will receive sufficient consideration from the Employer and its affiliates to justify such restriction. Further, Executive the Participant acknowledges that Executivethe Participant’s skills are such that Executive the Participant can be gainfully employed in non-competitive employment and that the agreement not to compete will not prevent Executive the Participant from earning a living. Nevertheless, if any of the aforesaid restrictions are found by a court of competent jurisdiction or arbitral authority to be unreasonable, or overly broad as to geographic area or time, or otherwise unenforceable, the parties intend for the restrictions herein set forth to be modified by the court or arbitral authority making such determination so as to be reasonable and enforceable and, as so modified, to be fully enforced. If, due to applicable law, a court or arbitral authority is not permitted to modify a restriction within this Article VIII Exhibit A that it deems overly broad, then the court or arbitral authority shall have the power to, and shall, sever such overly broad restriction (or any portion thereof) so that the restrictions after such severance are enforceable and shall be fully enforced. By agreeing to this contractual modification prospectively at this time, the Employer and Executive the Participant intend to make this Article VIII Exhibit A enforceable under the law or laws of all applicable states and other jurisdictions so that the entire agreement not to compete and this Agreement as prospectively modified shall remain in full force and effect and shall not be rendered void or illegal. Such modification shall not affect the payments made to the Participant under the Executive under this AgreementSeverance Plan.