id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
74ee002b-0634-4315-8ea1-7ed7b3c90623 | Clause:
Neither Borrower nor any of its Subsidiaries nor, to the knowledge of any Obligor, any director or officer or Affiliate of Borrower or any Subsidiary (i) is currently the subject of any Sanctions or is a Sanctioned Person, (ii) is located (or has its assets located), organized or residing in any Sanctioned Juri... | Label: Sanctions |
da4595f3-e276-4ee1-9d6c-3d6f244d6b98 | Clause:
Subject to the terms and conditions hereof, the Investment Advisers and the Broker-Dealers (on behalf of Purchasers which are Clients and Customers, respectively) and the other Purchasers hereby severally and not jointly agree to purchase from the Company, and the Company agrees to issue and sell to the several... | Label: Sales |
c79852d0-9adf-4552-840a-24eef5b7d5d2 | Clause:
The Executive shall be entitled to reimbursement for reasonable and necessary business expenses incurred by him in the performance of his duties and responsibilities hereunder, in accordance with the Company’s reimbursement and expenses policies, as in effect from time to time.
Task: Classify this clause into ... | Label: Expenses |
003c0f3e-8b75-4f9d-a452-577c589126b2 | Clause:
In this Mortgage, unless the Mortgagee and the Mortgagor otherwise agree in writing, the singular includes the plural and the plural the singular; words importing any gender include the other genders; references to statutes are to be construed as including all statutory provisions consolidating, amending or rep... | Label: Interpretations |
80bb6d65-2bc1-408a-ae5e-4a0fc8a75db4 | Clause:
Each of the Lenders, each Issuing Bank and the Administrative Agent agrees that it shall maintain in confidence any information relating to Parent, the Borrowers and the other Loan Parties furnished to it by or on behalf of Parent, the Borrowers or the other Loan Parties (other than information that has become ... | Label: Confidentiality |
701da5a0-36cf-4a0c-a2b8-d532bc759f6c | Clause:
The initial term of this Agreement shall continue for a term commencing on the Effective Date and ending on the third anniversary of the Effective Date (the “Term”). Beginning on the second anniversary of the Effective Date and continuing on each annual anniversary of the Effective Date (each an “Anniversary Da... | Label: Terms |
cd2add1d-6cfb-409d-a445-0833cfbef074 | Clause:
The Executive shall provide his reasonable cooperation in connection with any action or proceeding (or any appeal from any action or proceeding) which relates to events occurring during the Executive’s employment hereunder, but only to the extent the Company requests such cooperation with reasonable advance not... | Label: Cooperation |
87eb1bb7-7aa5-47c4-b3cc-1df9fb982cab | Clause:
The term of this Agreement shall commence on the Effective Date and, except as provided in this Article 13, shall continue in full force until † (such period during which this Agreement remains in effect in whole or in part, the “ Term ”).
Task: Classify this clause into ONE of these types (exactly one label):... | Label: Terms |
5ff74fed-6e3c-432a-a383-17664fa37b2e | Clause:
This Agreement constitutes the entire agreement between the parties and supersedes all prior or contemporaneous oral or written agreements between them. The terms of this Agreement will govern all Services undertaken by Consultant for Company.
Task: Classify this clause into ONE of these types (exactly one lab... | Label: Entire Agreements |
5540e4d8-9cfa-4d13-926c-0cfa51c0a226 | Clause:
Each Option shall state the period or periods of time during which it may be exercised, in whole or in part. The term of an Option may not exceed ten years.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approv... | Label: Terms |
c7a98e5e-3c44-4af6-bb09-18783995e2f7 | Clause:
The person executing this Agreement on behalf of the Seller entity has full authority and power to execute this Agreement. All requisite company action has been taken to authorize and approve the execution and delivery of the Deed, the Bill of Sale, the Assignment and Assumption of Contracts and Intangible Prop... | Label: Authorizations |
a92d85c9-bcb9-48cb-827c-04f2db793870 | Clause:
Notwithstanding any contrary provision of this Award Agreement, no certificate representing the Shares will be issued to Participant, unless and until satisfactory arrangements (as determined by the Administrator) will have been made by Participant to satisfy all withholding and payment obligations payable upon... | Label: Withholdings |
acf78bc3-b1a8-462b-80d4-f016e7861078 | Clause:
Seller hereby represents and warrants to Purchaser as follows: (i) upon receipt of the Purchase Price as provided in this Agreement, Seller will deliver good and valid title to the Units, free and clear from all liens, claims and encumbrances of any nature whatsoever, other than any liens, claims and encumbranc... | Label: Representations |
517c8718-f3ff-4ed3-b931-378298241953 | Clause:
The Borrower has obtained, and maintained in effect, the insurance coverage required by Section 6.2 of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns... | Label: Insurances |
8d96bb59-5d84-43e7-81b2-54d7b7efb243 | Clause:
The proceeds of the Loan shall only be used by Borrower for general working capital purposes of the Borrower.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authori... | Label: Use Of Proceeds |
bfb98d5f-0c55-4b66-a428-a8f2335b9022 | Clause:
The execution, delivery and performance by the Company of this Agreement and the other Transaction Documents to which it is a party, the issuance and sale of the Note and the consummation by it of the transactions contemplated hereby and thereby do not and will not (i) conflict with or violate any provision of ... | Label: No Conflicts |
43796fcb-edf6-4b80-b7f2-20e91a3bc5f3 | Clause:
The Company and Swan hereby mutually agree that the Employment Agreement shall terminate effective immediately (the “Termination Date”). As of the Termination Date, Swan shall no longer serve as CEO of the Company, and shall make no other claims as serving in an officer or director capacity with the Company. Th... | Label: Terminations |
017cb96f-93e3-434f-9c04-c6c12b22a9de | Clause:
The Committee has the right to amend, alter, suspend, discontinue or cancel the Restricted Stock Units, prospectively or retroactively; provided, that , no such amendment shall materially impair the previously accrued rights of the Grantee under this Agreement without the Grantee's consent, subject to the provi... | Label: Amendments |
79daccf9-05db-4307-b6a8-82becc1df6c1 | Clause:
This Agreement and all covenants, agreements, representations and warranties made herein and in the certificates delivered pursuant hereto shall survive the making by Lender of the Loan and the execution and delivery to Lender of the Note, and shall continue in full force and effect so long as all or any of the... | Label: Survival |
21b80b62-a844-4b51-b4d2-bb5c751120c5 | Clause:
The provisions of this Section 5 shall survive termination of employment for any reason.
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, B... | Label: Survival |
4dd05f92-6b09-45e7-8450-00d73ddebe48 | Clause:
If Executive’s employment is terminated during the Employment Period as a result of Executive’s death pursuant to Section 9(a)(i) , the Employment Period shall terminate without further notice or any action required by the Company or Executive’s legal representatives. Upon Executive’s death, the Company shall p... | Label: Death |
061bfc23-a797-4613-bd2a-80b2a6b20556 | Clause:
The Administrative Agent shall have received the Audited Financial Statements and such other reports, statements and due diligence items as the Administrative Agent or any Lender shall request.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Cor... | Label: Financial Statements |
342a67fd-29d5-4680-862a-c858dcd46ada | Clause:
Upon (i) delivery to the Administrative Agent of (x) an Assignment Agreement or (y) to the extent applicable, an agreement incorporating an Assignment Agreement by reference pursuant to a Platform as to which the Administrative Agent and the parties to the Assignment Agreement are participants, together with an... | Label: Effective Dates |
4d2b6d99-03bd-4ec5-b00b-fad7b0ec5f74 | Clause:
The Company will employ you in the position of Chief Medical Officer (CMO) reporting to the Company’s President & COO. Your employment will commence on or about September 1, 2016.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, ... | Label: Positions |
a12a119d-7ef7-46f7-9414-e76406311891 | Clause:
This Agreement constitutes the entire agreement of the Company and Founder with respect to the sale of the Assets and supersedes all prior or contemporaneous written or oral agreements, whether express or implied, related to the sale of the Assets.
Task: Classify this clause into ONE of these types (exactly on... | Label: Entire Agreements |
ee439128-985d-4155-b2de-eb185289c34f | Clause:
Expand, on its own or through a Subsidiary, into any line of business other than (a) those in which the Borrower or such Subsidiary is engaged as of the date hereof and (b) other lines of business related to the production of oil, gas and other hydrocarbons; or permit any material change to be made in the chara... | Label: Subsidiaries |
2ab9f69f-eb3b-460f-b7d6-d79a660fcead | Clause:
IN ANY ACTION, SUIT OR PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT IN ANY JURISDICTION BROUGHT BY ANY PARTY AGAINST ANY OTHER PARTY, THE PARTIES EACH KNOWINGLY AND INTENTIONALLY, TO THE GREATEST EXTENT PERMITTED BY APPLICABLE LAW, HEREBY ABSOLUTELY, UNCONDITIONAL... | Label: Waiver Of Jury Trials |
30d7c1af-6283-47c9-b183-d4a84dc1669c | Clause:
At Closing, Seller agrees to convey to Buyer fee simple marketable title to the Texas City Property by special warranty deed and leasehold marketable title to the Ground Lease Property by assignment and assumption of each Ground Lease, free and clear of all liens, defects of title, conditions, easements, assess... | Label: Titles |
e8f6b828-447f-4614-b6bf-f9c152f69a8e | Clause:
Without limitation of Purchaser’s rights under the special warranty of title in the Assignment, a Title Defect shall be and is hereby conclusively waived by Purchaser, Purchaser shall not be entitled to any adjustment for such Title Defect or to exclude the Asset affected by such Title Defect, and Seller shall ... | Label: Waivers |
4264118f-c688-4f18-8c76-88d6bb60584e | Clause:
Any Lender may at any time, without the consent of, or notice to, the U.S. Borrower or the Administrative Agent, sell participations to any Person (other than a natural person, the U.S. Borrower, any of the U.S. Borrower’s Affiliates or Subsidiaries or those certain competitors of the U.S. Borrower set forth in... | Label: Participations |
a651272b-425f-4d64-9029-8e3835832bf9 | Clause:
All notices, consents, waivers, and other communications under this Agreement must be in writing and will be deemed to have been duly given when (a) delivered by hand, (b) sent by facsimile, or (c) sent by mail, certified or registered mail with postage prepaid or by a nationally recognized next-day or overnigh... | Label: Notices |
b0164d95-79cb-41e5-80b3-a05f032626ec | Clause:
The Company has full corporate power and authority to enter into the Transaction Documents and has taken all requisite action on the part of the Company, its officers, directors and stockholders necessary for (i) the authorization, execution and delivery of the Transaction Documents, (ii) the authorization of t... | Label: Authorizations |
23f0095d-5387-4337-82f4-5c3b437456dc | Clause:
The Administrative Agent shall have received this Amendment executed and delivered by the Administrative Agent, the Canadian Administrative Agent, the Parent, the Company and the Lenders party to the Credit Agreement constituting the “Majority Lenders” thereunder and the Term Lenders having more than 50% of th... | Label: Amendments |
05b40f04-c39e-42c5-a9fc-1c6c45be2917 | Clause:
This Agreement may only be amended by a writing executed by both Parties.
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, Ben... | Label: Amendments |
776af9d1-b9eb-4f80-ba20-2f15e6250e82 | Clause:
APG has filed all reports, schedules, forms, statements and other documents required to be filed by APG under the Securities Act of 1933, as amended (the “ Securities Act ”), and the Securities Exchange Act of 1934, as amended (the “ Exchange Act ”), including pursuant to Section 13(a) or 15(d) thereof, for the... | Label: Financial Statements |
d0878aab-c47f-4328-8503-241af30df8fb | Clause:
This Agreement and the Release of Claims attached hereto constitutes the entire understanding and agreement of the parties hereto regarding the termination of your employment. This Agreement supersedes all prior negotiations, discussions, correspondence, communications, understandings and agreements between the... | Label: Entire Agreements |
c612730c-49df-4900-bc18-27ec7748eb83 | Clause:
Insurance proceeds shall be applied or disbursed as set forth in Subsection 7.5 of the Credit Agreement to the extent and as applicable.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, As... | Label: Use Of Proceeds |
0dd26c91-6fca-440d-8da4-35b110748a60 | Clause:
Upon the request of either Party, the JSC shall form a joint development committee (a “ Joint Development Committee ” or “ JDC ”) for each Project. The JDC shall have the role and responsibilities and decision-making authority as set forth below. Blueprint shall reimburse Ventana for the travel and related co... | Label: General |
68d65cdf-cab9-4775-b8fc-06cf48992350 | Clause:
Tax Returns and Payments . Each of the Borrower and its Subsidiaries has timely (after taking into account all available extensions) filed all federal, state, local and other material tax returns required by Applicable Law, and has paid all federal, state, local and other material Taxes therein shown to be due... | Label: Payments |
12146be9-1136-4982-9858-dc5d91b7c67b | Clause:
The Term shall continue until the termination of the Executive ’ s employment with the Company as provided 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, Aut... | Label: Terminations |
3dfd1847-0fbe-481d-abc6-01a65239d4c0 | Clause:
Nevada Gold under the laws of the State of Colorado has the legal power and authority to own, sell, convey and transfer the Property. The execution and delivery of, and the performance of all obligations under this Agreement by Nevada Gold, do not and shall not require any consent or approval of any person and ... | Label: Authority |
d4539c63-8cf3-445a-a23b-2ce08dca8acd | Clause:
Unless terminated as provided herein, this Plan will continue in effect twenty (20) years from the date this Plan was first adopted by the Board or, if earlier, the date of stockholder approval. This Plan and all agreements thereunder shall be governed by and construed in accordance with the laws of the State o... | Label: Governing Laws |
11ade7f8-4981-4bbe-9bf6-ae7e5878e964 | Clause:
Distributor shall ensure that all Products sold by Distributor and all related quotations, specifications and descriptive literature, and all other materials carrying Medizone’s Trademarks, are marked with the appropriate trademark notices in accordance with Medizone’s instructions. Distributor shall cooperate... | Label: Notices |
9b019543-f580-4ff8-86c5-bca5712852bc | Clause:
As a regular full-time employee, you shall be entitled to participate in the employee benefits made available to similarly-situated employees, in accordance with the terms of such benefits plans and programs. Information regarding these employee benefits is available in the official plan documents, summary pla... | Label: Benefits |
1ef80560-3be6-443e-a941-821fb7c5ebe2 | Clause:
There is no action, suit, inquiry, notice of violation, proceeding or investigation pending or, to the knowledge of the Company, threatened against or affecting the Company, any Subsidiary or any of their respective properties before or by any court, arbitrator, governmental or administrative agency or regulato... | Label: Litigations |
59d63cf5-f6ed-42dc-b02b-db42fac5e787 | Clause:
The RSUs granted hereunder shall be subject to the provisions of Section 5.3 of the Plan relating to adjustments for recapitalizations, reclassifications and other changes in the Company’s corporate structure.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amen... | Label: Adjustments |
8b1e18e0-b9e4-4d0e-b93b-a3b2f63f487f | Clause:
Your annual gross base salary continues to be $ 6 7 0,000 and paid on the Company’s U.S. Dollar payroll in accordance with normal Transocean payroll policy (the “Base Salary”). Your annual gross base salary will be reviewed each year by the Compensation Committee (the “Committee”) of the Board of Directors o... | Label: Base Salary |
68ef1deb-b295-4c37-a508-d0979456070b | Clause:
The Company shall be permitted to deduct from the amounts payable to the Executive pursuant to this Agreement the amount of taxes that the Company is required to withhold pursuant to applicable laws, rules and regulations.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agr... | Label: Tax Withholdings |
47d54c78-3f38-460e-a01c-ae79343f5a26 | Clause:
The fair saleable value of Borrower’s assets exceeds and will, immediately following the funding of the Loan, exceed Borrower’s total liabilities, including subordinated, unliquidated, disputed and contingent liabilities. The fair saleable value of Borrower’s assets are and will, immediately following the fundi... | Label: Solvency |
6f4a27dd-3fe0-4f2e-80cc-a9572a78d943 | Clause:
Members of the Board shall serve from their designation in accordance with the terms hereof until their resignation, death or removal in accordance with the terms hereof. Members of the Board need not be Unitholders and need not be residents of the State of Delaware. A person shall become a member of the Board ... | Label: Terms |
a6988953-b0d7-401a-b748-3d4686f6ffd7 | Clause:
The Borrower and each of its Restricted Subsidiaries owns, or is licensed to use (including the granting of licenses under), Intellectual Property reasonably necessary for the conduct of its business as currently conducted, except for those the failure to own or be licensed to use (including the granting of lic... | Label: Intellectual Property |
1899e597-5262-412e-91d4-2218f78fe6fd | Clause:
Each of the Lenders and each L/C Issuer hereby irrevocably appoints Bank of America to act on its behalf as the Administrative Agent hereunder and under the other Loan Documents and authorizes the Administrative Agent to take such actions on its behalf and to exercise such powers as are delegated to the Adminis... | Label: Authority |
b9253702-8df2-4d03-9f13-663a070b12e9 | Clause:
Each Lender shall have the right at any time to sell one or more participations to any Person (other than Holdings, any of its Subsidiaries or any of its Affiliates) in all or any part of its Commitments, Loans or in any other Obligation. The holder of any such participation, other than an Affiliate of the Lend... | Label: Participations |
c7eccc30-cc96-4dd3-8432-8f383fb2925c | Clause:
Comply, and cause each Subsidiary thereof to comply, with the requirements of all Applicable Laws, rules, regulations, and orders of any Governmental Authority, other than laws, rules, regulations, and orders the non-compliance with which, individually or in the aggregate, would not reasonably be expected to re... | Label: Compliance With Laws |
22812c5f-eb0e-4aa0-ae72-40f6d601db38 | Clause:
If any portion of this Agreement is held to be void, voidable or unenforceable, such portion shall be modified only to the minimum extent required to render it enforceable, and the remaining portions of the Agreement shall remain in full force and effect.
Task: Classify this clause into ONE of these types (exa... | Label: Severability |
149b705e-995f-47c5-aaca-fcdba2333405 | Clause:
To the extent the Administrative Agent (or any affiliate thereof) or the Collateral Agent (or any affiliate thereof) is not reimbursed and indemnified by US Company or the Borrowers, the Lenders will reimburse and indemnify the Administrative Agent (and any affiliate thereof) or the Collateral Agent (and any af... | Label: Indemnifications |
cdb041c7-bfe7-4315-bc61-58203bf76876 | Clause:
Capitalized terms used and not defined herein shall have the meanings assigned to such terms in the Loan Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, A... | Label: Defined Terms |
76ab8305-021e-4664-b48d-b2d9025a43f2 | Clause:
For purposes of this Section 3.2 , the term “Law” includes FATCA.
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, B... | Label: Defined Terms |
05db7e88-32c5-4a90-8bdb-8b023c5c50c8 | Clause:
The Company is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and has the requisite corporate power and authority to own, lease and operate its properties and to carry on its business as now being conducted. The Company is qualified to do business and... | Label: Organizations |
eb09b1ad-0646-41a8-a4a5-d28e1b15dacc | Clause:
The Plan may be amended at any time, and from time to time, by a written instrument approved by the Board of Directors of Black Hills Corporation. No termination, amendment or modification of the Plan shall adversely affect in any material way any Award previously granted under the Plan, without the written con... | Label: Miscellaneous |
3f4b4dfe-dd8b-487d-8449-f458d3a8f692 | Clause:
No consent, waiver, approval, order or authorization of, or registration, declaration or filing with, or notice to any governmental authority is required by, or with respect to, the Company or the Patents in connection with the execution and delivery of this Agreement or the consummation of the transactions con... | Label: Consents |
28fcd0fc-35af-4881-b182-39095391e57e | Clause:
Subject to the terms of Sections 11.9 , this Agreement may not be amended except by an agreement in writing signed by both Parties.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignm... | Label: Amendments |
7efee195-69c6-4109-8b77-0f1a06052be5 | Clause:
This Agreement may not be modified, discharged or changed in any respect whatsoever, except by a further agreement in writing duly executed by Buyer and Sellers. However, any consent, waiver, approval or authorization shall be effective if signed by the party granting or making such consent, waiver, approval or... | Label: Modifications |
149c821d-c819-4d67-809d-ff9d7905a14d | Clause:
No litigation, arbitration or administrative or bankruptcy proceeding is pending or, to the knowledge of the Borrower, threatened, which, if determined adversely to the Borrower or any Borrower Subsidiary, would materially and adversely affect the ability of the Borrower to perform any of its obligations under ... | Label: Litigations |
ed91358b-4ee0-4061-abc1-79a30b87b30b | Clause:
(a) The Borrower will pay a fee on each outstanding Standby Letter of Credit, at a per annum rate equal to the Applicable Margin then in effect with respect to Eurodollar Loans under the Revolving Facility on the face amount of such Standby Letter of Credit, which fees shall be shared ratably among the Revolv... | Label: Fees |
dd70b8ea-7ee8-4ca9-9146-75fec9b94876 | Clause:
The capitalization of the Company is as set forth on Schedule 3.1(g) , which Schedule 3.1(g) shall also include the number of shares of Common Stock owned beneficially, and of record, by Affiliates of the Company as of the date hereof. The Company has not issued any capital stock since its most recently filed p... | Label: Capitalization |
8aaec6c1-5e89-4b5c-a26d-5cdcb92fb3d6 | Clause:
This Agreement may be executed in multiple counterparts, and by the different parties hereto in separate counterparts, each of which when executed will be deemed to be an original but all of which taken together will constitute one and the same agreement. This Agreement and each other agreement or instrument en... | Label: Counterparts |
cb715530-cf7b-4c62-aac2-6b2feaf0df67 | Clause:
No waiver of any breach or condition of any of the Restricted Stock Documentation will effect a waiver of any subsequent or other breach or condition, whether similar or dissimilar. No failure to exercise or delay in exercising any right or remedy under any of the Restricted Stock Documentation will effect a wa... | Label: No Waivers |
4d6fe086-ef35-480c-a958-3645d05bd2a0 | Clause:
No Eligible Assignee, participant or other transferee of any Lender’s rights shall be entitled to receive any greater payment under Section 4 than such Lender would have been entitled to receive with respect to the rights transferred.
Task: Classify this clause into ONE of these types (exactly one label):
Ad... | Label: Payments |
d4c39f16-a202-430c-8c6b-6ccecef5738b | Clause:
The Company shall (a) by 9:00 a.m. (New York City time) on the Trading Day immediately following the date hereof, issue a press release disclosing the material terms of the transactions contemplated hereby and (b) file a Current Report on Form 8-K, including the Transaction Documents as exhibits thereto, with t... | Label: Publicity |
38ef1602-1498-4ecf-ab8f-2cae8a758520 | Clause:
The term of this Agreement shall automatically renew for successive annual terms from and after the Execution Date; provided, however , that Freddie Mac reserves the right, at its discretion, to terminate this Agreement upon at least thirty (30) calendar days’ prior written notice to Servicer, Depositor, Assign... | Label: Terms |
65281647-97dc-42ef-bc47-ce33b9d52747 | Clause:
In the event of any event described in Section 2 (h) of the Plan occurring after the Date of Grant, the adjustment provisions as provided for under Section 2 (h) of the Plan shall apply to the PSUs .
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, An... | Label: Adjustments |
4d18b70d-406d-43e8-b3ea-25c67bb7cda0 | Clause:
This Agreement will be construed in accordance with, and the rights of the Parties will be 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, Applicable Laws, Approvals, Arbitration, ... | Label: Governing Laws |
c66b8f4f-30a8-4b2f-92c5-a7368581aefa | Clause:
All communications required or permitted under this Agreement shall be in writing and shall be deemed to have been given when delivered personally, by email, by press release, by posting on the web site of the General Partner or upon deposit in the United States mail, registered, first-class postage prepaid ret... | Label: Notices |
133da847-a3f3-4663-a3a0-af000e8eb879 | Clause:
Except as set forth in the Public Reports, the Company and its Subsidiaries have good and marketable title in fee simple to all real property, and have good and marketable title to all personal property, owned by them which is material to the business of the Company and its Subsidiaries, in each case, free and ... | Label: Titles |
003cc948-ce4c-43d2-8a64-904195a5c6e0 | Clause:
Seller has not engaged any broker to represent Seller in connection with the sale of the Property and the procurement of this Agreement. Seller agrees to defend and hold Purchaser and its affiliates harmless from, and shall indemnify Purchaser and its affiliates against, any and all commissions, fees and expens... | Label: Brokers |
d112dc5b-9227-4ef5-8ea4-c095e43313bf | Clause:
(a) Execute any and all further documents, financing statements, agreements and instruments, and take all such further actions (including the filing and recording of financing statements, fixture filings, Mortgages and other documents and recordings of Liens in stock registries), that may be required under any ... | Label: Further Assurances |
d13d7a24-4c0a-4024-b650-1edf1b28b303 | Clause:
The principal balance of each 2016 Term Loan Advance shall bear interest thereon from such Advance Date at the 2016 Term Loan Interest Rate based on a year consisting of 360 days, with interest computed daily based on the actual number of days elapsed. The 2016 Term Loan Interest Rate will float and change on t... | Label: Interests |
7849d56d-3008-436f-b303-c050b505ab15 | Clause:
This Agreement shall be governed by and construed in accordance with the laws of the state of California without regard to principles of conflicts of laws. Any action brought by either party against the other concerning the transactions contemplated by this Agreement shall be brought only in the state courts of... | Label: Governing Laws |
f634d0dc-6ac5-4fc4-acc3-8ac53a26730c | Clause:
In addition to the termination payments in Section 7, the Company shall provide severance payments to Executive as provided in this Section 8 and, to the extent applicable, Section 9 below.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corrupt... | Label: Benefits |
570c19fd-da86-4d85-82e0-6fc16cc08516 | Clause:
The term of this Agreement shall be from the Effective Date until the date that is [*] years after the Effective Date (the “ Initial Term ”), unless earlier terminated pursuant to this Article 2. Upon expiration, this Agreement [*] (each a “ Renewal Term, ” and together with the Initial Term, the “ Term ”) unle... | Label: Terms |
4edfd36a-eb83-4c89-96e7-431603824008 | Clause:
Schedule 4.3 sets forth (a) the authorized capital stock of the Company on the date hereof; (b) the number of shares of capital stock issued and outstanding; (c) the number of shares of capital stock issuable pursuant to the Company’s stock plans; and (d) the number of shares of capital stock issuable and reser... | Label: Capitalization |
61084bbb-3c18-4f45-9c46-00c622ee656e | Clause:
With respect to each Property, all non-delinquent real estate and personal property general and special taxes and assessments for such Property for the current assessment year of the applicable taxing authority in which the Closing Date occurs shall be prorated as of the Closing Date. If the exact amount of tax... | Label: Taxes |
9221804d-e285-41b6-842a-a35535d6066c | Clause:
Executive shall be employed as the Company’s Chief Executive Officer, subject to such reasonable duties and responsibilities granted, and restrictions imposed by the Company’s Board of Directors (the “ Board ”), and subject to the Company’s company policies and procedures. Throughout the term of this Agreement,... | Label: Positions |
f3b11413-d8ae-48a2-bcc0-b9d2be715ea8 | Clause:
The Company shall indemnify the Executive in accordance with its articles of organization and by-laws as in effect at the time indemnification is applicable. The Executive agrees promptly to notify the Company of any actual or threatened claim arising out of or as a result of his employment or offices with the... | Label: Indemnifications |
c7d77fb1-b60b-4f3f-b6c3-616c609ca28d | Clause:
If the Asset Representations Reviewer resigns or is removed, the Asset Representations Reviewer will use commercially reasonable efforts to cooperate with the Seller, the Servicer and the Transferor to take all actions reasonably requested to assist the Seller, the Servicer and the Transferor in making an order... | Label: Expenses |
dbe5e9c4-a899-49d6-b8bc-ff030e33614d | Clause:
The execution and delivery of this Agreement and the other Loan Documents will result in valid and legally binding obligations of the Company enforceable against it in accordance with the respective terms and provisions hereof and thereof, except as enforceability is limited by bankruptcy, insolvency, reorganiz... | Label: Enforceability |
86b0d58f-92e2-4ffb-b728-1733daf36f42 | Clause:
This Assignment Agreement shall be construed in accordance with the laws of the State of Texas, without regards to principles of conflicts of laws.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbi... | Label: Governing Laws |
0c62432a-4a7c-4751-a2f1-2faab28a5b6b | Clause:
This Agreement and all actions arising out of or in connection with this Agreement shall be governed by and construed in accordance with the laws of the State of New York, without regard to the conflicts of law provisions of the State of New York or of any other state.
Task: Classify this clause into ONE of th... | Label: Governing Laws |
98c9e3b1-9855-44c0-9227-fa3235f233b9 | Clause:
This Amendment expresses the entire understanding of the parties with respect to the transactions contemplated hereby. No prior negotiations or discussions shall limit, modify, or otherwise affect the provisions hereof. Any determination that any provision of this Amendment or any application hereof is invali... | Label: Miscellaneous |
4ba050ef-277d-403f-81c5-a2bcc3208a7e | Clause:
The Company or its affiliates, as applicable, may withhold from any amounts payable or benefits provided under this Agreement such federal, state, local, foreign or other taxes as will be required to be withheld pursuant to any applicable law or regulation (or require Executive to make arrangements satisfactory... | Label: Withholdings |
1a261d61-49d1-426b-b117-c0f46b6bfb11 | Clause:
The Company may, in its sole discretion, decide to deliver any documents related to the RSUs or any future RSUs granted under the Plan by electronic means or request Participant’s consent to participate in the Plan by electronic means. Participant hereby consents to receive such documents by electronic delivery... | Label: Participations |
8c4ee95a-8560-4153-8e47-aff8fec5e681 | Clause:
For all services to be rendered by Executive pursuant to this Agreement, Executive’s annual base salary will be $500,000 (Five Hundred Thousand Dollars) per year (the “Base Salary”), payable bi-weekly in accordance with the Company’s normal payroll practices. It is possible for the Executive’s Base Salary to be... | Label: Base Salary |
47f303cb-c2a3-4289-a110-354e1485b479 | Clause:
In the event that any provision or portion of the Plan shall be determined to be invalid or unenforceable for any reason, the remaining provisions and portions of the Plan shall be unaffected thereby and shall remain in full force and effect to the fullest extent permitted by law.
Task: Classify this clause in... | Label: Severability |
e47155ef-f8d7-4622-a424-68a12be943d9 | Clause:
Company will disclose all material terms of this Agreement and the transactions contemplated hereby in a filing with the Commission on Form 8-K no later than 4 Trading Days following the Effective Date. Notwithstanding any other provision, except with respect to information that must be, and only to the extent ... | Label: Disclosures |
3c0dd58e-5d7a-4280-a9d1-2f52abfa30a8 | Clause:
Borrower and each Guarantor has full power and authority to enter into and to perform its obligations under the Loan Documents to which it is a party.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, A... | Label: Authority |
5a1cc844-bce0-4c77-867a-b507e759f68f | Clause:
Except as set forth in Schedule 4.8 , each Group Member has good and indefeasible title in fee simple to, or a valid leasehold or subleasehold interest in, all its real property, and good title to, or a valid leasehold interest in or right to use, all its Property (other than Intellectual Property), in each cas... | Label: Liens |
f9b9bc97-da5c-40b3-95da-a9a3af86e0ff | Clause:
Any amendment to the Plan shall be deemed to be an amendment to this Agreement to the extent that the amendment is applicable hereto; provided , however , that no amendment shall adversely affect the rights of the Grantee with respect to Performance Shares without the Grantee’s consent.
Task: Classify this cla... | Label: Amendments |
c09cd449-2bf7-4030-8fb5-4928c287307e | Clause:
The Borrower will not, nor will it permit any Subsidiary to, enter into any Sale and Leaseback Transaction, other than Sale and Leaseback Transactions in respect of which the net cash proceeds received in connection therewith does not exceed $25,000,000 in the aggregate during the term of this Agreement, determ... | Label: Sales |
842c905f-0485-416b-882d-8e0e6e168119 | Clause:
The enforceability of any purported waiver, release, variation, disclaimer, consent or other agreement to similar effect (collectively, a “ Waiver ”) or any purported agreement to establish standards for reasonable notification or commercial reasonableness (collectively, an “ Agreed Standard ”) by any Lender Pa... | Label: Waivers |
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