The unenforceability of any provision of this Agreement shall not impair the enforceability of any other part of this Agreement to the extent permitted by applicable law.  If any provision of this Agreement shall be deemed invalid or unenforceable, in whole or in part, this Agreement shall be deemed amended to delete or modify, as necessary, the invalid or unenforceable provision to render it valid, enforceable, and, insofar as possible, consistent with the original intent of the Parties.