id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
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|---|---|---|
aee5c4de-c2aa-44f4-9493-006b295f228a | Clause:
Executive is employed as Chief Financial Officer.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Authorizations, Base Salary, Benefits, Binding Effects, ... | Label: Positions |
039e8e97-3c1b-47b6-a6c3-b0592a80b8d5 | Clause:
Any written notices provided for in this Agreement or the Plan shall be in writing and shall be deemed sufficiently given if either hand delivered or if sent by fax, pdf/email or overnight courier, or by postage paid first class mail. Notices sent by mail shall be deemed received three business days after maili... | Label: Notices |
4c372918-4dec-49b0-b211-d7099c8aa3d7 | Clause:
An index of terms defined in this Agreement is attached as Exhibit H.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Authorizations, Base Salary, Benefit... | Label: Defined Terms |
6b559ec1-88e4-4a61-9b29-6c476a3baa4c | Clause:
All notices or other communications relating to this Agreement, shall be made in writing, and shall be delivered or sent to the domiciles and facsimile numbers specified below, to each of the parties hereto. Such notices and communications shall be deemed to have been given when sent, the party confirms its del... | Label: Notices |
73591fae-a78d-45c0-9de2-ff25c42f250c | Clause:
The Company shall, not later than the fourth Trading Day following the date hereof, issue a press release and file a Current Report on Form 8-K, disclosing the material terms of the transactions contemplated hereby. The Company and each Purchaser shall consult with each other in issuing any other press releases... | Label: Publicity |
4551f19d-90a0-4594-a78a-176e3184e709 | Clause:
If any Event of Default described in Sections 7.1(e), (f) or (g) shall occur with respect to the Borrower, the Note and all other Obligations shall automatically become immediately due and payable. If any other Event of Default shall occur and be continuing, then, the Bank may declare the outstanding unpaid pri... | Label: Remedies |
e3e0bc7d-1e9d-4eb7-8f4b-3d34da796fd9 | Clause:
The paragraph headings in this Agreement are inserted for convenience of reference only and shall not constitute a part hereof or affect the interpretation hereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws,... | Label: Headings |
124c6717-8f6d-485c-90c4-1cda2ebc560e | Clause:
Shares subject to a Restricted Stock Award shall be subject to vesting and the lapse of applicable restrictions based on such conditions or factors and occurring over such period of time as the Committee may determine in its discretion, subject to the limitations provided in Section 6(b). The Committee may prov... | Label: Vesting |
9c587550-98e7-4b7a-8166-b96b452558dc | Clause:
As of the date hereof and immediately after giving effect to each Transaction, the fair value of the assets of Seller is greater than the fair value of the liabilities (including, without limitation, contingent liabilities if and to the extent required to be recorded as a liability on the financial statements o... | Label: Solvency |
12e55531-f461-4099-8694-3e96ec8f74e1 | Clause:
This Agreement may be executed in two or more counterparts, each of which shall be an original but all of which together shall represent one and the same agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws... | Label: Counterparts |
dbbfa9ff-29d3-4d48-9076-3a0697195d0a | Clause:
Except for any failure to file or pay, collect or remit that could not reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect, each Credit Party has (i) timely filed or caused to be timely filed all Tax Returns required to have been filed by it and all such Tax Returns ... | Label: Payments |
09661036-7fda-4365-9ca9-a8a3739aa81a | Clause:
Capitalized terms not otherwise defined in this Eighth Amendment have the same meanings as specified in the Amended Credit Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assig... | Label: Definitions |
1170db11-ca00-4fe4-872e-9ee109e9bf97 | Clause:
FBR represents and warrants that it is duly registered as a broker-dealer under FINRA, the Exchange Act and the applicable statutes and regulations of each state in which the Placement Shares will be offered and sold, except such states in which FBR is exempt from registration or such registration is not otherw... | Label: Representations |
bc3d70be-ab9b-46e2-8e19-9028177bfdca | Clause:
The parties agree that this Agreement shall be governed by, and construed and enforced in accordance with, the laws of the State of Delaware, as applied to contracts between Delaware residents entered into and to be performed entirely within Delaware.
Task: Classify this clause into ONE of these types (exactly... | Label: Governing Laws |
29556778-6f0d-470d-81f8-9680de8e8b2c | Clause:
This Agreement represents the entire agreement of the parties and shall supersede any and all previous contracts, arrangements or understandings between you and the Company.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applic... | Label: Entire Agreements |
1d6ad6f3-fabe-4fb6-b298-681bde6662ad | Clause:
Each party agrees to execute and deliver, after the Closing, such forms of corrective deeds, bills of sale or other documentation as the other party may reasonably request to carry out the intent of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements,... | Label: Further Assurances |
20cb8784-21cd-40bb-b560-8f8d33be8dfd | Clause:
Capitalized terms that are used but are not otherwise defined in this Agreement have the meanings assigned to them in the Sale and Servicing Agreement, dated as of August 3, 2016, by and among the Issuer, the Seller, the Servicer and Citibank, N.A., a national banking association, as Trust Collateral Agent.
Ta... | Label: Definitions |
1177ffc1-27fc-4ede-bccf-541a80e321ea | Clause:
Captions contained in this Agreement in no way define, limit or extend the scope or intent of their respective provisions. This Agreement may be executed by facsimile and in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed and delivered shall b... | Label: Counterparts |
86882e83-7946-4dfb-9f95-e22dc74d9d7b | Clause:
Subject to the terms and conditions of this Agreement, including, but not limited to, the provisions for termination set forth in Section 5 hereof, the employment of the Employee under the Original Employment Agreement commenced on the Effective Date, continued through the Initial Term (as defined in the Origin... | Label: Terms |
d7bc4228-f1d9-4ef7-ad31-9a70319a5be1 | Clause:
It is the intention of the Borrower and Lender that the Lender shall be able to sell (if Lender so elects, in Lender’s sole and absolute discretion) the Advisory Fee Shares, and generate net proceeds (net of all brokerage commissions and other fees or charges payable by Lender in connection with the sale thereo... | Label: Adjustments |
c3dadb7b-1c7e-46c6-b2f3-af28d1016b49 | Clause:
This Agreement and the Seller Disclosure Schedule constitute the entire agreement and understanding of the parties and supersede any prior oral or written agreement, understanding, representation, warranty, promise or document relating to the subject matter of this Agreement. This Agreement may be executed in o... | Label: Entire Agreements |
c946393d-a27f-415d-9118-9bd41e8496fa | Clause:
Due to the personal nature of the services to be rendered by Director, Director may not assign this Agreement. Subject to the foregoing, the provisions of this Agreement are binding upon and inure to the benefit of (i) Director and Director’s respective heirs, legal representatives and administrators, and (ii) ... | Label: Binding Effects |
0e9b4388-8e28-43db-9ccc-cbfdf332f9fb | Clause:
THIS GUARANTY SHALL BE CONSTRUED IN ACCORDANCE WITH, AND GOVERNED BY, THE LAWS OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO THE CONFLICT OF LAWS PRINCIPLES THEREOF (EXCEPT FOR SECTION 5-1401 OF THE NEW YORK GENERAL OBLIGATIONS LAW).
Task: Classify this clause into ONE of these types (exactly one label):
... | Label: Governing Laws |
1b258577-1e98-4164-86f3-75b593ecb5d0 | Clause:
The closing (the “Closing”) of the transactions contemplated by this Agreement shall take place within two business days of the satisfaction of all of the conditions to closing as set forth in this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amend... | Label: Closings |
a7254c17-df72-45bb-85ba-9ba596a7c916 | Clause:
The representations and warranties contained in Article III of the Loan Agreement and otherwise made by or on behalf of the Borrower or in connection with the Loan are true and correct as of the date hereof; provided that the representations and warranties set forth in Section 3.11 of the Loan Agreement shall b... | Label: Representations |
4155314e-265d-4c8b-a883-1b014fc82ed7 | Clause:
The undersigned hereby agree, at the reasonable request of the ARC Individual Guarantors, to duly execute, acknowledge, procure and deliver any further documents and to do such other acts as may be reasonably necessary to effect the release of the ARC Individual Guarantors as contemplated hereby at the sole cos... | Label: Further Assurances |
1fcb6e59-41b7-43d6-849d-8fb4c00c702a | Clause:
Subject to the provisions of this Section 4.12 , the Company will indemnify the Investor and its directors, officers, shareholders, members, partners, employees and agents (and any other Persons with a functionally equivalent role of a Person holding such titles notwithstanding a lack of such title or any other... | Label: Indemnifications |
7094bfc6-2435-476c-b5ba-78a9e5d94cd4 | Clause:
THIS AMENDMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER SHALL BE GOVERNED BY, CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK. SECTIONS 10.09 AND 10.10 OF THE CREDIT AGREEMENT ARE HEREBY INCORPORATED BY REFERENCE INTO THIS AMENDMENT AND SHALL APPLY HERETO.
Task: C... | Label: Governing Laws |
aa309a3b-350c-4d15-b8e9-c1e0bc5725a0 | Clause:
The Company and Executive shall have the right to obtain from a court an injunction or other equitable relief arising out of the Executive’s breach of the provisions of Section 6 of this Agreement. However, any other controversy or claim arising out of or relating to this Agreement, any alleged breach of this A... | Label: Arbitration |
ab553f28-6b7c-4a31-8dca-23855b629693 | Clause:
Any provision for the benefit of the Company contained in this Agreement may be waived, either generally or in any particular instance, by the Board of Directors of the Company or the Committee (as defined in the Plan).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreem... | Label: Waivers |
8285ced6-d0a7-498c-b99d-f7bb40480c8c | Clause:
Lessor shall keep confidential any financial or other confidential information disclosed by Lessee to Lessor in the course of Lessor's analysis and consideration of Lessee and this Lease (other than information which is a matter of public knowledge or may be obtained from sources readily available to the public... | Label: Confidentiality |
76ff6a8c-58c9-4c40-aaa2-bac75d3d57ee | Clause:
The Board at any time, and from time to time, may amend or terminate this Plan. However, except as provided in Section 11 relating to adjustments upon changes in Common Stock, Section 13.3 and Section 14.2 , no amendment shall be effective unless approved by the stockholders of the Company to the extent stockho... | Label: Amendments |
8a571c8e-71d4-4078-b06b-767026db7fff | Clause:
No Transaction Document or provision thereof may be waived, amended or modified except, in the case of this Agreement, by an agreement or agreements in writing executed by Borrower and the Lender or, in the case of any other Transaction Document, by an agreement or agreements in writing entered into by the part... | Label: Modifications |
2a50bb8a-9dc3-4d78-a0f2-cb137238d978 | Clause:
The Company shall have all powers of a limited liability company formed under the Act and not prohibited by the Act or this Agreement; provided, however, that during the term of that certain loan from the Lender in the approximate amount of $32,626,000.00 (the " Loan "), the Company will comply with the applica... | Label: Powers |
e1bfc30d-43d3-4791-9568-3ae656975961 | Clause:
All notices, requests and demands to or upon the Administrative Agent or any Grantor hereunder shall be effected in the manner provided for in Section 10.2 of the Credit Agreement; provided that any such notice, request or demand to or upon any Subsidiary Guarantor shall be addressed to such Guarantor at its no... | Label: Notices |
9a6b7f0f-8c64-4052-bf8a-3ba9aa4f2c84 | Clause:
Notwithstanding anything in this Section 7 to the contrary, if at any time a court holds that the restrictions stated in this Section 7 are unreasonable or otherwise unenforceable under circumstances then existing, the parties hereto agree that the maximum period, scope or geographical area determined to be rea... | Label: Remedies |
dbeea0a4-78ff-4c61-8305-f94adfbebfb8 | Clause:
Any dispute, controversy or claim arising out of or in relation to this contract, including the validity, invalidity, breach or termination thereof, shall be resolved by arbitration in accordance with the Swiss Rules of International Arbitration of the Swiss Chambers of Commerce in force on the date when the No... | Label: Arbitration |
bda5e3e9-48e6-4ede-8fdd-a0b4475963eb | Clause:
To comply with the laws (including any fictitious or trade name statute), regulations, and orders of any government body with authority over the Borrower’s business. The Bank shall have no obligation to make any advance to the Borrower except in compliance with all applicable laws and regulations and the Borro... | Label: Compliance With Laws |
88299565-e9a1-4904-9cdb-a1f0acd6dce3 | Clause:
If an Event of Default occurs, the outstanding Principal Amount of this Note owing in respect thereof through the date of acceleration, shall become, at the Holder's election, immediately due and payable in cash at the “ Mandatory Default Amount ”. The Mandatory Default Amount means 150% of the outstanding Prin... | Label: Remedies |
6993d58e-6704-44af-9d47-61e64f742115 | Clause:
This Severance Agreement may be terminated, amended, modified or supplemented only by a written instrument executed by Employee and Employer.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitratio... | Label: Amendments |
c999c0a7-ebf9-4ee1-a1f1-4b0462e9b28f | Clause:
Tenant guarantees, warrants and represents that the individual or individuals signing this Third Amendment have the power, authority and legal capacity to sign this Third Amendment on behalf of and to bind all entities, corporations, partnerships, limited liability companies, joint venturers or other organizati... | Label: Authority |
52bd4877-a055-4984-b29a-246bcaccc9d6 | Clause:
If an Event of Default shall have occurred and be continuing, the Seller and the Purchaser shall cooperate with and provide all information and access reasonably requested by the Indenture Trustee or the Noteholders in connection with any actions taken in connection therewith pursuant to the Transaction Documen... | Label: Cooperation |
c524e258-fed6-4d72-98cd-f3310ebaf67a | Clause:
THIS GUARANTEE, IN ACCORDANCE WITH SECTION 5 1401 OF THE GENERAL OBLIGATION LAW OF THE STATE OF NEW YORK, SHALL BE CONSTRUCTED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK WITHOUT REGARD TO ANY CONFLICTS OF LAWS PRINCIPLES THEREOF THAT WOULD CALL FOR THE APPLICATION OF THE LAWS OF ANY OT... | Label: Governing Laws |
9486c00e-46af-4e64-be31-d997f1cb1574 | Clause:
Each Party recognizes and acknowledges that it has received, or is in possession of, certain non-public, confidential, or proprietary Information (including trade secrets) of the other Party or its respective Group (the “ Confidential Information ”). Each Party agrees that it will not, that it will cause its Af... | Label: Confidentiality |
a1f5e938-44c7-4690-b2e5-98b24831817f | Clause:
This Agreement may be amended or modified only by a written instrument executed by both the Company and the Executive and approved by a majority of the members of the Board.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applic... | Label: Amendments |
b2098474-e0a4-4908-a4d0-e18c2f009eb0 | Clause:
The Parent Guarantor and Borrower will comply with all laws, rules, regulations and orders of any Governmental Authority applicable to it or its Property, except where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.
Task: Classify... | Label: Compliance With Laws |
791070fe-8c54-45ca-b83c-bef1a95f2197 | Clause:
The representations, warranties, covenants and agreements contained in this Article III shall survive the Closing for a period of six (6) months.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitr... | Label: Survival |
70307518-0252-4ba1-8784-47efb7aa1e45 | Clause:
From and after the Transfer Effective Date, the Administrative Agent shall make all payments in respect of [the] [each] Assigned Interest (including payments of principal, interest, fees and other amounts) to [the] [the relevant] Assignor for amounts which have accrued to but excluding the Transfer Effective Da... | Label: Payments |
21e45c5d-072e-4771-889b-07225e7aab4d | Clause:
All covenants, conditions, provisions, warranties, guaranties, indemnities, and other undertakings of the Loan Parties contained in this Agreement and the other Loan Documents, or in any document referred to herein or contained in any agreement supplementary hereto or in any schedule or in any Guaranty Agreemen... | Label: No Waivers |
65efe0c7-e71d-4200-a27f-4d23d3ffe2d6 | Clause:
Seller may assign its interest in this Agreement, either in whole or in part, without the prior written consent of Purchaser. Purchaser shall not assign its interest in this Agreement, in whole or in part, without the prior written consent of Seller.
Task: Classify this clause into ONE of these types (exactly ... | Label: Assignments |
27673cb5-7a16-4bbd-b16a-62a369bb4f24 | Clause:
Any person who was an Eligible Employee on the day immediately preceding a Change in Control shall be deemed to be an Eligible Employee during the Restriction Period so long as the person is employed by a member of a “controlled group of corporations” which includes, or by a trade or business that is under comm... | Label: Miscellaneous |
80ee1f55-23be-4aae-95a1-e8c41b7e51e0 | Clause:
During the term of this Agreement, but subject at all times to the ability to satisfy a put of Common Units from A/N for cash in lieu of exchanging such Common Units for shares of Class A Common Stock pursuant to the LLC Agreement and Exchange Agreement (it being understood that, if and when such cash-out right... | Label: Terms |
240e3ef2-3701-43b4-b984-036e6749bd7e | Clause:
All covenants, representations and warranties made in this Agreement shall continue in full force and effect so long as any Obligations remain outstanding, any Guarantor Obligations remain outstanding, or Bank has any obligation to make Credit Extensions to Borrower. The obligations of Grantor to indemnify Ban... | Label: Survival |
63293ab2-1f7c-42e5-a10f-8ed8da68a09f | Clause:
This Amendment shall become effective on the date when the Administrative Agent shall have received counterparts hereof duly executed by Borrower, the Administrative Agent, and the Required Lenders.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Ant... | Label: Effectiveness |
e494184b-4088-4970-8cd8-c3c08ee074a9 | Clause:
This Agreement has been duly and validly executed and delivered by the Company and, assuming due and valid authorization, execution and delivery by Seller, this Agreement constitutes a legal, valid and binding obligation of the Company, enforceable against the Company in accordance with its terms, except as suc... | Label: Enforceability |
3c25d25c-834c-4b82-871f-237907a8059e | Clause:
Notwithstanding anything to the contrary in the Agreement, JPMorgan may assign any of its rights or duties hereunder to any one or more of its Affiliates without the prior written consent of Counterparty; provided that such Affiliate has long-term credit ratings equal to or better than the long-term credit rati... | Label: Assignments |
d55446c4-9a86-446e-a2ba-f6c7b558c233 | Clause:
The Designated Lender makes and confirms to the Administrative Agent, the Designating Lender, and the other Lenders all of the representations, warranties and covenants of a Lender under Article XI of the Credit Agreement. Not in limitation of the foregoing, the Designated Lender (a) represents and warrants th... | Label: Representations |
a8c8a906-2068-4d52-bff9-8d56a71c7490 | Clause:
Section headings used in this Agreement are for convenience of reference only and shall not affect the construction of any provision of this Agreement. As used herein, the singular shall include the plural, and vice versa; and any gender shall be deemed to include the masculine, feminine and neuter gender. Shou... | Label: Interpretations |
9d3620c9-def2-42b4-a193-16707185f87b | Clause:
If any provision of this Lease shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision hereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-C... | Label: Severability |
20e934b2-75c7-4495-b679-f0395d510bd2 | Clause:
Delivery of such other information and documents as may reasonably be required by Administrative Agent and its counsel.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assign... | Label: Miscellaneous |
b51bd263-eb27-41f2-a931-3aefe8210d29 | Clause:
(a) Upon any sale, transfer or other Disposition by any Loan Party (other than any such sale, transfer or other Disposition to another Loan Party) of any Collateral in a transaction permitted by this Agreement, upon the pledge by any Loan Party (other than any such pledge in favor of another Loan Party) of any ... | Label: Liens |
ffa53a87-116a-49af-ad63-b6c6b5a8d746 | Clause:
Unless otherwise provided by the Committee in an Award Agreement: (i) the Restricted Period shall lapse with respect to 100% of the Restricted Stock and Restricted Stock Units on the first anniversary of the Date of Grant; and (ii) the unvested portion of Restricted Stock and Restricted Stock Units shall termin... | Label: Vesting |
d6c53d1c-754f-4da7-ae9f-3cd2ca54338c | Clause:
The headings of any paragraph, section or article of this Agreement are for convenience of reference only and do not form a part hereof and in no way modify, interpret or construe the meanings of the parties.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amend... | Label: Headings |
767350d8-509e-4905-a3cf-743fe9b5b433 | Clause:
This Agreement may be amended only by means of a written amendment signed by the Partnership and the Required Holders. Any amendment, supplement or modification of or to any provision of this Agreement, any waiver of any provision of this Agreement, and any consent to any departure by the Partnership or any Pur... | Label: Amendments |
8cb6630b-aa3f-4057-b42f-f6d1bda0bf98 | Clause:
Notwithstanding (i) a Permitted Transfer of Covered Interests in accordance with Section 10 or (ii) the termination of this Agreement in accordance with its terms, the agreements and obligations of the Parties in this Section 30 and Sections 1, 2(c), 6, 7, 8, 9, 11(k), 12,13, 14, 15, 17, 18, 19, 20, 21, 22, 23,... | Label: Survival |
2e5d55ca-7690-4aca-8416-5e08efbfca3a | Clause:
This Agreement and the RSUs granted hereunder are granted by the Company pursuant to the Plan and are in all respects subject to the terms and conditions of the Plan except as otherwise expressly provided in this Agreement. The Participant hereby acknowledges that a copy of the Plan has been delivered to the Pa... | Label: Construction |
f061cd81-e46e-44d0-89f6-ccd75e93fbf3 | Clause:
The titles and subtitles used in this Agreement are used for convenience only and are not to be considered in construing or interpreting this Agreement. The use in this Agreement of a masculine, feminine or neither pronoun shall be deemed to include a reference to the others.
Task: Classify this clause into ON... | Label: Titles |
861a135b-089b-43ec-84f2-ea9fecfa90a0 | Clause:
The execution, delivery and performance by Acquiring Entity and/or Department of Coffee and Social Affairs Limited of the Acquisition Documents and the other agreements to be made by Acquiring Entity or Department of Coffee and Social Affairs Limited pursuant to or in connection with the Acquisition Documents a... | Label: Compliance With Laws |
99ffc221-1271-4c3b-9525-f5c40f676a7a | Clause:
The Transactions and the entry into each of this Agreement, the Pledge Agreement and the Collateral Account Control Agreement (a) do not require any consent or approval of (including any exchange control approval), registration or filing with, or any other action by, any Governmental Authority, except such as h... | Label: No Conflicts |
a2624f49-4af3-43fe-8a00-962439f1470d | Clause:
This Agreement, together with the exhibit(s) and schedules hereto and the other Master Operative Documents, constitute the entire agreement of the Parties to this Agreement with respect to the subject matter hereof and supersedes all prior written and oral agreements and understandings with respect to such subj... | Label: Entire Agreements |
81be26b9-5a54-46db-91e0-47b7037712e2 | Clause:
The Partnership stipulates that the remedies at law of the Holder of this Warrant in the event of any default or threatened default by the Partnership in the performance of or compliance with any of the terms of this Warrant are not and will not be adequate, and that such terms may be specifically enforced by a... | Label: Remedies |
2eaf7596-0548-4614-ab03-d58cf297cb46 | Clause:
Throughout the entire process of completing the construction of the Tenant Improvements, each party shall cooperate with the other to provide promptly any additional information and details and to respond promptly to any requests reasonably requested by such party regarding such construction and any other reque... | Label: Cooperation |
da692b7a-b266-4abb-9868-19181edb38f7 | Clause:
THIS AGREEMENT AND THE RIGHTS AND OBLIGATION OF THE PARTIES UNDER THIS AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH, AND GOVERNED BY, THE LAWS OF THE STATE OF NEW YORK.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicab... | Label: Governing Laws |
a26c7545-2637-4c80-8df7-b33c447159db | Clause:
Except to the extent inconsistent with applicable law and regulations, and Fulton’s certificate of incorporation or bylaws, Fulton will indemnify the Executive and hold Executive harmless to the fullest extent permitted by law and regulation with respect to Executive’s service as an officer and employee of Fult... | Label: Indemnifications |
a7f9c6d4-bb41-400e-a01a-9f78fe10f6a9 | Clause:
(as defined in Section 3.4 below).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Authorizations, Base Salary, Benefits, Binding Effects, Books, Brokers,... | Label: Disability |
37589e2e-c40b-4c46-b523-7fafb67cd279 | Clause:
Subject to the provisions of Section 2.08(b), (i) each Eurodollar Rate Loan under the Revolving Facility shall bear interest on the outstanding principal amount thereof for each Interest Period from the applicable borrowing date at a rate per annum equal to the Eurodollar Rate for such Interest Period plus the ... | Label: Interests |
93f46620-2464-42ce-9e8c-f0ba0f34f51d | Clause:
The Executive agrees that while the Executive is employed by the Company and at all times following the termination of the Executive’s employment with the Company for any reason, the Executive will not take any action or make any statement which disparages the Company or its practices or which disrupts or impai... | Label: Non-Disparagement |
d4f33665-8385-4fe5-b4f7-8ad6e01f0459 | Clause:
Notwithstanding anything herein to the contrary, Employee shall not be eligible to receive any Severance Benefits under this Agreement unless he or she first executes a general release of claims substantially in the form attached as Exhibit A hereto (the “ Release ”) within twenty-one (21) days (or forty-five (... | Label: Releases |
9197c929-bb5b-484e-a76d-ba6c563fdf4d | Clause:
THIS AGREEMENT, TOGETHER WITH THE SENIOR AGREEMENTS, REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN AGREEMENTS BETWEEN THE PARTIES. No waiver of any provision of this Agreement, and no... | Label: Amendments |
05e1e3ee-6dd6-497e-ae1e-b884773675ac | Clause:
Guarantor hereby irrevocably and unconditionally guarantees the payment to Lender of the Recourse Obligations of Borrower, as more particularly described in Section 9.21 of the Loan Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corr... | Label: Agreements |
be378b27-09f0-4488-b4f4-9c0aebd12e88 | Clause:
This Agreement shall be governed by and construed under the Laws of the State of Delaware, excluding any choice of law rules which may direct the application of the Laws of another jurisdiction.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Co... | Label: Governing Laws |
67f78531-bf46-4f51-aae8-ee83f25b394a | Clause:
This Award Agreement may be modified or amended at any time in accordance with Section 15 of the Plan; provided that you must consent in writing to any modification that adversely and materially affects your rights or obligations under this Award Agreement (with such an affect being presumed to arise from a mod... | Label: Modifications |
41ea2dd5-3b0d-4285-8835-46a6f8f17ad1 | Clause:
This Agreement will terminate without further action at any time before the Distribution upon termination of the Separation Agreement. If terminated, no Party will have any liability of any kind to the other Party or any other Person on account of this Agreement, except as provided in the Separation Agreement.
... | Label: Terminations |
a0a103ea-f8e7-4235-b1b8-58434cccf811 | Clause:
Except as set forth on Schedule 7.1.(i), there are no actions, suits, investigations or proceedings pending (nor have any actions, suits or proceedings been threatened in writing) against or in any other way relating adversely to or affecting, any Loan Party, any other Subsidiary or any of their respective prop... | Label: Litigations |
ec9f2f7d-89a0-4287-8f07-e43056f029a3 | Clause:
The provisions of Article 8 of the Second Lien Intercreditor Agreement will apply with like effect to this Grantor Joinder Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assig... | Label: Miscellaneous |
5121c4bd-1711-4059-bbdd-9f17a8b63535 | Clause:
All questions concerning the construction, validity, enforcement and interpretation of this Amendment shall be determined in accordance with the provisions of the Warrants.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applica... | Label: Jurisdictions |
cffbbefb-dbdf-406a-a16a-a4d8a57ff58b | Clause:
The Borrower acknowledges that a breach by it of its obligations hereunder will cause irreparable harm to the Holder, by vitiating the intent and purpose of the transaction contemplated hereby. Accordingly, the Borrower acknowledges that the remedy at law for a breach of its obligations under this Note will be ... | Label: Remedies |
68336720-2761-4275-8613-35d5513019c5 | Clause:
Seller hereby agrees to sell, convey and assign to Purchaser, and Purchaser hereby agrees to purchase and accept from Seller, on the Closing Date and subject to the terms and conditions of this Agreement, the Real Property and the Improvements together with all of Seller’s right, title, and interest in and to e... | Label: Agreements |
0b839e99-6831-4ec6-a56a-335927decf1d | Clause:
During the Term, the Employee shall have such authority and responsibilities and shall perform such executive duties as are customarily performed by a chief financial officer of a company in similar lines of business as the Company and its Affiliates or as may be assigned to the Employee by the CEO, the Board a... | Label: Duties |
db24a7d9-12cd-4956-96bf-8bc32d5284f8 | Clause:
Article titles and headings to Sections herein are inserted for convenience of reference only and are not intended to be a part of or to affect the meaning or interpretation of this Agreement. The language used in this Agreement shall be deemed to be the language chosen by the Parties hereto to express their mu... | Label: Interpretations |
f0a3384d-404b-41fc-8a44-5b46f7384dfd | Clause:
To the extent permitted by applicable law, any provision of this Amendment held to be invalid, illegal or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such invalidity, illegality or unenforceability without affecting the validity, legality and enforceability ... | Label: Severability |
a250c0b0-2ba6-4d68-a714-421f61ae6d22 | Clause:
Except as (i) set forth in Schedule 5.2(b) of the Buyer Disclosure Letter, (ii) as required under the Competition Laws set forth in Schedule 5.2(c) of the Buyer Disclosure Letter or (iii) would not reasonably be expected to be, individually or in the aggregate, material to Buyer, no consent of or filing with ... | Label: Consents |
968177a7-3cf1-490c-b760-1b2cf1410039 | Clause:
The Company has an authorized capitalization consisting of 10,000 shares of common stock, $0.001 par value per share (the “ Company Common Stock ”) and 0 shares of preferred stock, no par value per share (the “ Company Preferred Stock ” and together with the Company Common Stock, and the Company Stock Rights, t... | Label: Capitalization |
1e1e306c-16d6-4844-9c0c-0034ed1277a1 | Clause:
A Participant shall be entitled to benefits under this Appendix only if the Participant retires or otherwise terminates employment with the Company and its Affiliates on or after the Participant’s attainment of age fifty-five (55) and on or after the date on which the Participant has completed ten (10) years of... | Label: Vesting |
cc1cbb4b-dddf-4fe4-af5c-1a60c02b187f | Clause:
Except as otherwise expressly provided in this Agreement, in the event of any breach by the Parties of any of their obligations under this Agreement, the non-breaching Party shall be entitled to every right and remedy provided in this Agreement or otherwise available at law or in equity.
Task: Classify this cl... | Label: Remedies |
e0162da8-71fa-4c66-bd55-0aca3abd1944 | Clause:
The Shares shall be issued in the amounts and on the dates specified in the following schedule so long as the Grantee remains an employee or in the services of the Company on such dates. The restrictions and conditions of Section 2 shall lapse as to each amount of shares issued according to the schedule below.... | Label: Vesting |
a4fef87a-b787-486f-9fb8-a49b9b013a20 | Clause:
This Agreement may be amended or modified only in a writing executed by each of the Parties hereto.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Author... | Label: Amendments |
3a03942b-260c-4ef4-a53b-84a7d7db98d8 | Clause:
Notices are to be delivered in writing, in the case of the Company, to 112 West 34th Street, 18th Floor, New York, New York 10120, Attention: Chief Executive Officer, and in the case of the Adviser, to 84 Fox Hollow Lane, Southampton, New York 11968, or to such other address as may be given by each party from t... | Label: Notices |
e9c791ef-2320-4f29-b770-4ee088454519 | Clause:
The Company may, without prejudice to any right or remedy it may have due to any failure of the Consultant to perform its obligations under this Agreement, terminate the Consultant and the Consulting Period upon fourteen (14) days’ prior written notice to the Consultant. In the event of such termination, the Co... | Label: Terminations |
8d687ae4-9774-4c36-ab25-5f3d407765a4 | Clause:
Promptly, upon the reasonable request of the Administrative Agent, at the Borrowers’ expense, execute, acknowledge and deliver, or cause the execution, acknowledgment and delivery of, and thereafter register, file or record, or cause to be registered, filed or recorded, in an appropriate governmental office, an... | Label: Further Assurances |
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