Validity Pooling Clause Samples
The 'Validity; Pooling' clause defines the conditions under which the agreement remains effective and addresses how resources, rights, or obligations may be combined or aggregated among parties. In practice, this clause may specify that even if certain provisions are found invalid, the rest of the agreement continues to operate, and it may outline procedures for pooling assets, liabilities, or data for collective benefit or risk-sharing. Its core function is to ensure the ongoing enforceability of the contract despite potential legal challenges to specific terms, while also providing a framework for collaborative management or distribution of pooled elements.
Validity Pooling. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement, which shall remain in full force and effect. In the event that the Company is party to a transaction that is otherwise intended to qualify for "pooling of interests" accounting treatment then (a) this Agreement shall, to the extent practicable, be interpreted so as to permit such accounting treatment, and (b) to the extent that the application of clause (a) of this Section 12 does not preserve the availability of such accounting treatment, then, to the extent that any provision of this Agreement disqualifies the transaction as a "pooling" transaction (including, if applicable, the entire Agreement), such provision shall be null and void as of the date hereof. All determinations under this Section 12 shall be made by the accounting firm whose opinion with respect to "pooling of interests" is required as a condition to the consummation of such transaction.
Validity Pooling. The invalidity or unenforceability of any provision of this Amendment to the Employment Letters shall not affect the validity or enforceability of any other provision of this Amendment, which shall remain in full force and effect. If (a) the Board approves a merger or consolidation of Lycos which is intended by the Board to satisfy the accounting rules related to the pooling of interest method of accounting (the "Pooling Rules") and (b) any provision of this Amendment would violate the Pooling Rules, then such provision shall be null and void ab initio. In such event, Lycos and the Executive shall negotiate, in good faith, a replacement provision of equivalent value which does not cause such a violation, provided, and to the extent, that Lycos' outside auditors determine that any such replacement provision is permissible without violating the Pooling Rules.
Validity Pooling. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement, which shall remain in full force and effect. In the event that the Company is party to a transaction that is otherwise intended to qualify for "pooling of interests" accounting treatment then (a) this Agreement shall, to the extent practicable, be interpreted so as to permit such accounting treatment, and (b) to the extent that the application of the first sentence of this Section 12 does not preserve the availability of such accounting treatment, then, to the extent that any provision of this Agreement disqualifies the transaction as a "pooling" transaction (including, if applicable, the entire Agreement), such provision shall be null and void as of the date hereof. All determinations under this Section 12 shall be made by the accounting firm whose opinion with respect to "pooling of interests" is required as a condition to the consummation of such transaction.
Validity Pooling