BY THE COMPANY AND THAT THE PERSON EXECUTING THIS AGREEMENT ON BEHALF
OF THE COMPANY IS AUTHORIZED TO EXECUTE THIS AGREEMENT..
20.
SEVERABILITY:
IF ANY PROVISION OR TERM OF
THIS AGREEMENT IS HELD TO BE ILLEGAL, INVALID, OR UNENFORCEABLE, SUCH PROVISION
OR TERM SHALL BE FULLY SEVERABLE; THIS AGREEMENT SHALL BE CONSTRUED AND ENFORCED
AS IF SUCH ILLEGAL, INVALID, OR UNENFORCEABLE PROVISION HAD NEVER COMPRISED PART
OF THIS AGREEMENT; AND THE REMAINING PROVISIONS OF THIS AGREEMENT SHALL REMAIN
IN FULL FORCE AND EFFECT AND SHALL NOT BE AFFECTED BY THE ILLEGAL, INVALID, OR
UNENFORCEABLE PROVISION OR BY ITS SEVERANCE FROM THIS AGREEMENT.
FURTHERMORE,
IN LIEU OF EACH SUCH ILLEGAL, INVALID, OR UNENFORCEABLE PROVISION OR TERM THERE
SHALL BE ADDED AUTOMATICALLY AS A PART OF THIS AGREEMENT ANOTHER PROVISION OR
TERM AS SIMILAR TO THE ILLEGAL, INVALID, OR UNENFORCEABLE PROVISION AS MAY BE
POSSIBLE AND THAT IS LEGAL, VALID, AND ENFORCEABLE.
21.
ATTORNEYS' FEES IN THE EVENT OF BREACH:
THE
PARTIES AGREE THAT SHOULD A PARTY TO THIS AGREEMENT MAKE A CLAIM AGAINST ANOTHER
PARTY TO THIS AGREEMENT FOR A BREACH OF ANY PROVISION OF THIS AGREEMENT, THE
PREVAILING PARTY SHALL BE ENTITLED TO RECOVER ITS ATTORNEYS' FEES, EXPENSES, AND
COSTS.
THE PARTIES HEREBY AGREE THAT EACH PARTY SHALL HAVE THE RIGHT TO SEEK
SPECIFIC PERFORMANCE OF THIS AGREEMENT, AND DECLARATORY AND INJUNCTIVE RELIEF.
22.
GOVERNING LAW; EXCLUSIVE VENUE:
ALL
QUESTIONS CONCERNING THE CONSTRUCTION, VALIDITY AND INTERPRETATION OF THIS
AGREEMENT AND ITS EXHIBITS WILL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH
THE LAWS OF THE STATE OF TEXAS WITHOUT GIVING EFFECT TO ANY CHOICE OF LAW OR
CONFLICT OF LAW PROVISION OR RULE (WHETHER OF TEXAS OR ANY OTHER JURISDICTION)
THAT WOULD CAUSE THE APPLICATION OF THE LAWS OF ANY JURISDICTION OTHER THAN
TEXAS, UNLESS PREEMPTED BY FEDERAL LAW OR OTHERWISE STATED IN THIS AGREEMENT.
THE PARTIES CONSENT, STIPULATE AND AGREE THAT THE EXCLUSIVE VENUE OF ANY
LAWSUIT, ARBITRATION, OR OTHER PROCEEDING REFERENCED IN, ARISING FROM, OR
RELATED TO THIS AGREEMENT SHALL BE DALLAS, TEXAS.
23.
NO ASSIGNMENT:
THE EMPLOYEE SHALL NOT
ASSIGN ANY OF HIS RIGHTS UNDER THIS AGREEMENT, OR DELEGATE THE PERFORMANCE OF
ANY OF HIS DUTIES HEREUNDER, WITHOUT THE PRIOR WRITTEN CONSENT OF THE COMPANY.
10
24.
SUCCESSORS AND ASSIGNS: ALL OF THE
PROVISIONS OF THIS AGREEMENT SHALL BE BINDING UPON AND INURE TO THE BENEFIT OF
THE PARTIES HERETO AND THEIR RESPECTIVE HEIRS, IF ANY, SUCCESSORS, AND PERMITTED
ASSIGNS.
THE MERGER OR CONSOLIDATION OF THE COMPANY INTO OR WITH ANY OTHER
ENTITY SHALL NOT TERMINATE THIS AGREEMENT.
25.
CONSTRUCTION:
THE PARTIES WERE EACH FULLY
REPRESENTED BY COUNSEL IN NEGOTIATING THIS AGREEMENT.
THE LANGUAGE OF ALL PARTS
OF THIS AGREEMENT SHALL IN ALL CASES BE CONSTRUED AS A WHOLE, ACCORDING TO ITS
FAIR MEANING, AND NOT STRICTLY FOR OR AGAINST ANY PARTY.
AS USED IN THIS
AGREEMENT, THE SINGULAR OR PLURAL NUMBER SHALL BE DEEMED TO INCLUDE THE OTHER
WHENEVER THE CONTEXT SO INDICATES OR REQUIRES.
26.
COUNTERPARTS:
IT IS UNDERSTOOD AND AGREED
THAT THIS AGREEMENT