Common use of Severability; Specific Performance Clause in Contracts

Severability; Specific Performance. (a) Should any provision of this Agreement be held by a court of competent jurisdiction to be enforceable only if modified, such holding shall not affect the validity of the remainder of this Agreement, the balance of which shall continue to be binding upon the parties hereto with any such modification to become a part hereof and treated as though originally set forth in this Agreement. The parties further agree that any such court is expressly authorized to modify any such unenforceable provision of this Agreement in lieu of severing such unenforceable provision from this Agreement in its entirety, whether by rewriting the offending provision, deleting any or all of the offending provision, adding additional language to this Agreement, or by making such other modifications as it deems warranted to carry out the intent and agreement of the parties as embodied herein to the maximum extent permitted by law. In any event, should one or more of the provisions of this Agreement be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provisions hereof, and if such provision or provisions are not modified as provided above, this Agreement shall be construed as if such invalid, illegal or unenforceable provisions had never been set forth herein. (b) The Employee acknowledges and agrees that the restrictions contained in Sections 8, 9 and 10 are a reasonable and necessary protection of the immediate interests of the Employer, and any violation of these restrictions would cause substantial injury to the Employer and that the Employer would not have entered into this Agreement without receiving the additional consideration offered by Employee in binding itself to these restrictions. In the event of a breach or a threatened breach by the Employee of these restrictions, the Employer will be entitled to an injunction restraining the Employee from such breach or threatened breach without the necessity of (x) proving the inadequacy as a remedy of money damages or (y) posting a bond or other surety; provided, however, that the right to injunctive relief will not be construed as prohibiting the Employer from pursuing any other available remedies, whether at law or in equity, for such breach or threatened breach. (c) The Employee acknowledges and agrees that his obligations under Sections 8, 9 and 10 shall survive the termination of this Agreement.