UNENFORCEABLE PROVISIONS definition

UNENFORCEABLE PROVISIONS. If any term or portion of this Agreement is declared by a court to be illegal, invalid or unenforceable, it shall not affect the validity and enforceability of all of the other terms and conditions of the Agreement.
Sample 1

Examples of UNENFORCEABLE PROVISIONS in a sentence

  • THE PARTIES SHALL ENDEAVOR IN GOOD FAITH NEGOTIATIONS TO REPLACE THE INVALID, ILLEGAL OR UNENFORCEABLE PROVISIONS WITH VALID PROVISIONS THE ECONOMIC EFFECT OF WHICH COMES AS CLOSE AS POSSIBLE TO THAT OF THE INVALID, ILLEGAL OR UNENFORCEABLE PROVISIONS.

  • THE PARTIES SHALL IN SUCH AN INSTANCE USE THEIR BEST EFFORTS TO REPLACE THE INVALID, ILLEGAL OR UNENFORCEABLE PROVISIONS) WITH VALID, LEGAL AND ENFORCEABLE PROVISION(S) WHICH, INSOFAR AS PRACTICAL, IMPLEMENT THE PURPOSES OF THIS AGREEMENT.

  • THE PARTIES HERETO SHALL ENDEAVOR IN GOOD-FAITH NEGOTIATIONS TO REPLACE THE INVALID, ILLEGAL OR UNENFORCEABLE PROVISIONS WITH VALID PROVISIONS THE ECONOMIC EFFECT OF WHICH COMES AS CLOSE AS POSSIBLE TO THAT OF THE INVALID, ILLEGAL OR UNENFORCEABLE PROVISIONS.

  • UNENFORCEABLE PROVISIONS OF THE STATUTE MAY BE SEVERED.Should this Court find that one of the key provisions of the statute is not enforceable as applied to arbitration agreements, and the other is not preempted by the FAA, the enforceable provision may be severed and effectuated on its own.Whether a portion of a state statute is severable from the remainder of the statute is a question of state law.

  • THE PARTIES WILL ENDEAVOR IN GOOD FAITH NEGOTIATIONS TO REPLACE THE PROHIBITED, INVALID OR UNENFORCEABLE PROVISION(S) WITH A VALID PROVISION(S), THE EFFECT OF WHICH COMES AS CLOSE AS POSSIBLE TO THAT OF THE PROHIBITED, INVALID OR UNENFORCEABLE PROVISION(S).

  • UNENFORCEABLE PROVISIONS Any provision hereof which is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective only to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof or affecting the validity or enforceability of such provisions in any other jurisdiction.

  • THE FTC’S VIEW: IT IS UNFAIR AND DECEPTIVE TO INCLUDE UNENFORCEABLE PROVISIONS IN A CONSUMER CONTRACT, EVEN WHEN THE TERMS ARE NOTENFORCED Chapter 93A § 2(b) expressly provides that Massachusetts courts are to be guided by the FTC’s interpretation of the FTC Act in determining what constitutes an unfair and deceptive practice.

  • THE PARTIES HERETO SHALL CEASE TO PERFORM SUCH INVALID, ILLEGAL OR ​ ​ UNENFORCEABLE PROVISIONS AND SHALL REVISE THEM TO THE NEAREST EXTENT THAT THEY ARE INTENDED TO BE LEGAL, VALID AND ENFORCEABLE, AND THE ECONOMIC EFFECT OF THE REVISED AND VALID PROVISIONS SHALL BE AS SIMILAR AS POSSIBLE TO THE ECONOMIC EFFECT OF THOSE INVALID, ILLEGAL OR UNENFORCEABLE PROVISIONS.

  • UNENFORCEABLE PROVISIONS: If any provision of this Lease shall be held by a court of competent jurisdiction to be void or unenforceable, the balance hereof shall nevertheless be carried into effect.

  • IF ANY PROVISION HEREOF SHOULD BE HELD INVALID, ILLEGAL OR UNENFORCEABLE IN ANY RESPECT IN ANY JURISDICTION, THE PARTIES WILL SUBSTITUTE, BY MUTUAL CONSENT, VALID PROVISIONS FOR SUCH INVALID, ILLEGAL OR unenforceable PROVISIONS, WHICH VALID PROVISIONS IN THEIR ECONOMIC EFFECT ARE SUFFICIENTLY SIMILAR TO THE INVALID, ILLEGAL OR UNENFORCEABLE PROVISIONS THAT IT CAN BE REASONABLY ASSUMED THAT THE PARTIES WOULD HAVE ENTERED INTO THIS AGREEMENT WITH SUCH VALID PROVISIONS.

Related to UNENFORCEABLE PROVISIONS

  • Invalid means one who is physically or mentally incapacitated from earning a livelihood.

  • Provision in relation to the Act, means words or other matter that form or forms part of the Act, and includes:

  • Other Provisions As specified in the Preliminary Prospectus Supplement dated November 13, 2018 relating to the Securities. Securities Exchange: The Series Z Notes will not be listed on any exchange. Ratings: Baa2 by Xxxxx’x Investors Service, Inc. BBB by S&P Global Ratings Closing Date and Delivery Date: November 16, 2018 Closing Location: Xxxxxxx Xxxxxxx & Xxxxxxxx LLP 000 Xxxxxxxxx Xxx. Xxx Xxxx, Xxx Xxxx 00000 Address for Notices to Underwriters: X.X. Xxxxxx Securities LLC 000 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Facsimile: (000) 000-0000 Attention: Investment Grade Syndicate Desk Deutsche Bank Securities Inc. 00 Xxxx Xxxxxx Xxx Xxxx, XX 00000 Facsimile: (000) 000-0000 Attention: Debt Capital Markets Syndicate Schedule II-C Representatives: X.X. Xxxxxx Securities LLC Deutsche Bank Securities Inc. Underwriting Agreement: June 9, 2006 Registration Statement No.: 333-223058 Title of Securities: 4.650% Series AA Notes due 2028 (the “Series AA Notes”) Aggregate principal amount: $300,000,000.00 Price to Public: 99.680% of the principal amount of the Series AA Notes, plus accrued interest, if any, from November 16, 2018 Underwriting Discount: 0.65% Indenture: Indenture dated as of November 16, 1998 between Marriott International, Inc. and The Bank of New York Mellon, as successor to JPMorgan Chase Bank, N.A., formerly known as The Chase Manhattan Bank, as trustee Date of Maturity: December 1, 2028 Interest Rate: 4.650% per annum, payable semiannually Interest Payment Dates: June 1 and December 1, commencing on June 1, 2019 CUSIP: 571903 BB8 Optional Redemption Provisions: The Series AA Notes may be redeemed in whole or in part from time to time prior to September 1, 2028 (3 months prior to the maturity date of the notes), at the issuer’s option, at a redemption price equal to the greater of (1) 100% of the principal amount of the Series AA Notes being redeemed and (2) the sum of the present values of the remaining scheduled payments of principal and interest (not including accrued interest as of the redemption date) on the Series AA Notes to be redeemed, discounted to the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate (the yield to maturity of the United States Treasury security, selected by a primary U.S. government securities dealer, having a maturity comparable to the remaining term of the Series AA Notes being redeemed) plus 25 basis points, plus, in each case, accrued and unpaid interest on the Series AA Notes to the redemption date. The Series AA Notes may be redeemed in whole or in part from time to time on or after September 1, 2028 (3 months prior to the maturity date of the notes), at the issuer’s option, at a redemption price equal to 100% of the principal amount of the notes being redeemed, plus any accrued and unpaid interest on the notes being redeemed to the redemption date.

  • invalid carriage means a mechanically propelled vehicle of which the weight unladen does not exceed 254 kilograms and which is specially designed and constructed, and not merely adapted, for the use of a person suffering from some physical default or disability and is used solely by such a person;

  • statutory provision means a provision of an Act or of an instrument made under an Act.

  • Illegality has the meaning specified in Section 5(b).

  • provisions means "provisions, terms, agreements, covenants and/or conditions"; (iii) "lien" shall mean "lien, charge, encumbrance, title retention agreement, pledge, security interest, mortgage and/or deed of trust"; (iv) "obligation" shall mean "obligation, duty, agreement, liability, covenant and/or condition"; (v) "any of the Leased Premises" shall mean "the Leased Premises or any part thereof or interest therein"; (vi) "any of the Land" shall mean "the Land or any part thereof or interest therein"; (vii) "any of the Improvements" shall mean "the Improvements or any part thereof or interest therein"; (viii) "any of the Equipment" shall mean "the Equipment or any part thereof or interest therein"; and (ix) "any of the Adjoining Property" shall mean "the Adjoining Property or any part thereof or interest therein".

  • Severability If any provision of this Consulting Agreement is invalid, illegal, or unenforceable, the balance of this Consulting Agreement shall remain in effect, and if any provision is inapplicable to any person or circumstance, it shall nevertheless remain applicable to all other persons and circumstances.

  • void means invalid with no result.

  • former provisions means the provisions of the Petroleum Act 1936 which, by force of section 134 of the Petroleum Act are deemed to subsist and enure in their application to or in relation to the Xxxxxx Island Lease;

  • Illegality Event means that:

  • Other Applicable Provisions To the extent Dealer is obligated to deliver Shares under any Transaction, the provisions of Sections 9.2 (last sentence only), 9.8, 9.9, 9.10, 9.11 and 9.12 of the Equity Definitions will be applicable as if “Physical Settlement” applied to such Transaction; provided that the Representation and Agreement contained in Section 9.11 of the Equity Definitions shall be modified by excluding any representations therein relating to restrictions, obligations, limitations or requirements under applicable securities laws that exist as a result of the fact that Counterparty is the issuer of the Shares.

  • Ineffective means that the specialist has received two (2) or fewer Satisfactory Component ratings out of the five (5) components in accordance with the Appraisal Criteria in 5.0.

  • Inoperative means a status of licensure where the

  • Invalid Drug Test means the result of a drug test for an oral fluid specimen that contains an unidentified adulterant, or an unidentified substance, that has abnormal physical characteristics, or that has an endogenous substance at an abnormal concentration preventing the laboratory from completing or obtaining a valid drug test result.

  • invalid carriage or other vehicle means a vehicle propelled by a petrol engine or by electric power supplied for use on the road and to be controlled by the occupant;

  • Restrictive Covenant Agreement means any agreement, and any attachments or schedules thereto, entered into by and between the Participant and the Partnership or its Affiliates, pursuant to which the Participant has agreed, among other things, to certain restrictions relating to non-competition (if applicable), non-solicitation and/or confidentiality, in order to protect the business of the Partnership and its Affiliates.

  • Additional Defeasible Provision means a covenant or other provision that is (a) made part of this Indenture pursuant to an indenture supplemental hereto, a Board Resolution or an Officer’s Certificate delivered pursuant to Section 3.1, and (b) pursuant to the terms set forth in such supplemental indenture, Board Resolution or Officer’s Certificate, made subject to the provisions of Article Thirteen.

  • Restrictive Covenant Agreements is defined in the Recitals.

  • Spendthrift provision means a term of a trust that restrains both voluntary and involuntary transfer of a beneficiary's interest.

  • Restrictive Covenant has the meaning set forth in Section 6(c).

  • Competent means the ability of an offeror to satisfy the requirements of the solicitation. This determination is based on a comprehensive assessment of each offeror's proposal including consideration of the specific areas of evaluation criteria in the relative order of importance described in the solicitation.

  • Subordination Provisions has the meaning specified in Section 8.01(l).

  • Other Definitional Provisions set forth in Section 1.2 of the Basic Servicing Agreement are incorporated by reference into this 2017-3 Servicing Supplement.

  • Indemnification Provisions means each of the Debtors’ indemnification provisions in place immediately prior to the Effective Date whether in the Debtors’ bylaws, certificates of incorporation, other formation documents, board resolutions, the 2008 Bond Documents, or contracts for the current and former directors, officers, managers, employees, attorneys, other professionals, and agents and such current and former directors, officers, and managers’ respective Affiliates.

  • Relevant Provisions means, in respect of the Determination Agent, the provisions of the Determination Agency Agreement, the Trust Deed, and the Conditions.