id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
0da7309e-eb01-4bf3-a978-55555e2656a2 | Clause:
The Stock Purchase and Sale Agreement and the Ancillary Documents are the legal, valid and binding obligations of the Sellers and the Company, enforceable in accordance with their respective terms, subject to limitations imposed by bankruptcy, insolvency, moratorium or other similar laws affecting the rights of... | Label: Binding Effects |
2b051a88-7a4c-4677-a938-243a07c6ba66 | Clause:
Failure of a party to insist upon the performance of the other party of any provision of this Agreement shall not be treated as a modification of this Agreement, nor shall such failure or election be treated as a waiver of the right of such party at any later time to insist upon strict performance of such provi... | Label: Severability |
dbdfa7ce-d143-47df-b1e0-5dee4057aa54 | Clause:
Except for any Marketing Authorizations, Regulatory Filings, manufacturing approvals or similar approvals necessary for the Development, Manufacture or Commercialization of the Products, all necessary consents, approvals and authorizations of all Governmental Authorities and other Persons required to be obtaine... | Label: Consents |
11575d1d-e901-4613-97bf-2a30a76623bd | Clause:
Unless agreed to otherwise by Seller or specified herein, payment for all sales of Product shall be made within XXX days after the date of the applicable invoice, provided, however Buyer shall have the right to withhold any amounts disputed in good faith until resolved by the parties; provided, further, that in... | Label: Payments |
2f2aa9a8-20f0-4083-b9ee-d4b72a3bdbc5 | Clause:
The net proceeds of the sale of the Shares and the Warrants hereunder shall be used by the Company for the cancellation of the currently outstanding Series B Preferred stock, repayment of existing debt and general corporate purposes.
Task: Classify this clause into ONE of these types (exactly one label):
Adjus... | Label: Use Of Proceeds |
1ebf6091-f124-467a-aacb-741a80180517 | Clause:
If a Participant’s employment terminates due to death or Disability prior to the end of the Performance Period, the Participant (or his or her estate, in the event of death) will be entitled to receive a pro-rata number of shares of Stock that would have been delivered pursuant to Section 4 had the Participant ... | Label: Disability |
21ddec31-99e8-4e06-bfba-2f954b25090a | Clause:
T HIS E LEVENTH A MENDMENT ( INCLUDING , BUT NOT LIMITED TO , THE VALIDITY AND ENFORCEABILITY HEREOF ) SHALL BE GOVERNED BY , AND CONSTRUED IN ACCORDANCE WITH , THE LAWS OF THE S TATE OF N EW Y ORK .
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, An... | Label: Governing Laws |
57554161-b53b-4092-b664-6501ffaaba9b | Clause:
No Person has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement and the other Transaction Documents that have not been effectively waived. The issuance and sale of the shares of Preferred Stock will not ob... | Label: Capitalization |
93f5dbbf-a7a2-4601-a3a7-b961691422bd | Clause:
This Agreement may be executed in any number of counterparts, each of which shall be deemed an original instrument, but all of which together shall constitute but one and the same instrument. Facsimile signatures shall be considered binding.
Task: Classify this clause into ONE of these types (exactly one labe... | Label: Counterparts |
5ec8f80c-f473-4292-bddd-aa9484e902f4 | Clause:
This Amendment shall be governed by and construed and enforced in accordance with 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, Assignments, Assigns, ... | Label: Governing Laws |
c6b8d61c-dc8c-41ad-aae1-735a8f40567d | Clause:
The Borrower is (a) a limited partnership duly organized and validly existing under the laws of Texas and (b) in good standing and qualified to do business as a foreign corporation in each jurisdiction where its ownership or lease of Property or conduct of its business requires such qualification. Each Restric... | Label: Existence |
ba4defa3-a3cd-4061-a9e8-cf26062c9a7b | Clause:
Except as otherwise specified herein or if the context may otherwise require, capitalized terms not defined in this Agreement shall have the respective meanings assigned such terms set forth in (i) the Series 2016-A Indenture Supplement, dated as of July 19, 2016 (the “ Series 2016-A Indenture Supplement ”), by... | Label: Definitions |
ff6512be-2de3-498c-ad5c-2097dbc76b6e | Clause:
The Company acknowledges and agrees that, subject to Section 5: (a) the Secured Obligations represent separate and distinct indebtedness, obligations and liabilities of the Company to each of the Purchasers, which the Company is separately obligated to each Purchaser to pay and perform, in each case regardless... | Label: Liens |
32269c17-b37e-44e5-b466-c7d243fd51d9 | Clause:
In the event any provision of this Agreement is found to be void and unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall nevertheless be binding upon the parties with the same effect as though the void or unenforceable part had been severed and deleted.
Task: Cl... | Label: Severability |
4b09edea-703e-4bfc-add6-11ff5770fd91 | Clause:
Subject to the applicable terms of this Agreement and the Manufacturing and Supply Agreements, the Sales Affiliates and Brazil Affiliates shall determine the approach to marketing, sales and distribution of Products in their respective fields in their respective jurisdictions.
Task: Classify this clause into O... | Label: Sales |
3c3a54ac-02d5-4a11-8d1e-c8e0ccaaae39 | Clause:
The provisions of this Agreement are severable and should any provision hereof be void, voidable or unenforceable under any applicable law, such void, voidable or unenforceable provision shall not affect or invalidate any other provision of this Agreement, which shall continue to govern the relative rights and ... | Label: Severability |
914d63bf-56e2-4179-a9a8-6d512272095d | Clause:
Borrowers shall pay (i) all reasonable out-of-pocket expenses incurred by Agent and its Affiliates (including the reasonable fees, charges and disbursements of counsel for Agent), and shall pay all fees and time charges and disbursements for attorneys who may be employees of Agent, in connection with the syndic... | Label: Expenses |
cf116531-c06a-4894-8800-f20ac4bbbedb | Clause:
From time to time, at the request of the Company and without further consideration, the Stockholder shall take such further action as may reasonably be deemed by the Company to be necessary or desirable to consummate and make effective the transactions contemplated by this Agreement.
Task: Classify this clause... | Label: Further Assurances |
e36544ba-826b-401c-8a54-2b94b991ddba | Clause:
At such time as the Obligations shall have been paid in full, the Collateral shall be released from the Liens created hereby, and this Agreement and all obligations (other than those expressly stated to survive such termination) of the Indenture Trustee and the Guarantor hereunder shall terminate, all without d... | Label: Releases |
9dacffdd-774b-4623-a9da-fc7ddd9d438d | Clause:
Comply, and cause all other Persons, if any, on or occupying any Facilities to comply, with the requirements of all Contractual Obligations arising from Servicing Agreements and all applicable laws, rules, regulations and orders of any Governmental Authority, noncompliance with which would reasonably be expecte... | Label: Compliance With Laws |
f653acbe-fe3f-422a-b223-7f4a8a419807 | Clause:
Grantors shall jointly and severally reimburse Administrative Agent for any and all out-of-pocket expenses and internal charges (including reasonable attorneys’, auditors’ and accountants’ fees and reasonable time charges of attorneys, paralegals, auditors and accountants who may be employees of Administrative ... | Label: Expenses |
8ca4196e-3373-462c-a3ee-fddbcd6b4635 | Clause:
The Company shall pay the fees to the Agent in amounts and at times provided in the letter agreement dated as of November 18, 2016 (as amended, restated, supplemented or otherwise modified, renewed or replaced from time to time, the “Agent’s Fee Letter”) between the Agent and the Company. The Company shall also... | Label: Fees |
a1579aa2-0c90-4293-8234-6d53f1f86a40 | Clause:
This Agreement shall be governed by and enforceable in accordance with the laws of the State of Delaware as applicable to contracts executed and performed within such state, without regard to the application of any choice-of-law rules that would result in the application of another state’s laws.
Task: Classify... | Label: Governing Laws |
95f2083e-123c-4fc0-8365-0f1c34a33fbc | Clause:
The Executive shall serve as theChief Strategy Officer of the Corporation with such duties, responsibilities and authority as are commensurate and consistent with his position, as may be, from time to time, assigned to him by the Board of Directors of the Corporation. The Executive shall report directly to the ... | Label: Duties |
f607b0c9-b7ee-4b49-bc21-c7e67e23b2b0 | Clause:
Except as otherwise permitted in Section 7.03 , neither the Borrower nor the any Guarantor will make any material sale to, make any material purchase from, extend material credit to, make material payment for services rendered by, or enter into any other material transaction with, or permit any of their respect... | Label: Transactions With Affiliates |
25f8a739-0594-4a02-b431-41e98e5b985f | Clause:
The Committee shall have the exclusive authority to amend this Agreement, provided that no amendment of this Agreement shall, without the written consent of the Grantee, adversely affect, as shall be determined by the Committee, the rights of the Grantee hereunder. Any amendment to this Agreement shall not be v... | Label: Amendments |
8b360ce0-9a19-4470-a9f7-6b31b49ecc9d | Clause:
Buyer is not, and upon the consummation of the transactions contemplated hereby, Buyer will not become Insolvent. There is no Action pending or, to Buyer’s knowledge, threatened by Buyer or any third party to declare Buyer bankrupt (whether voluntarily or involuntarily). To Buyer’s knowledge after due inquiry, ... | Label: Solvency |
5aa27e03-fe39-48df-875c-c4b68dedb5d0 | Clause:
Interest on Advances shall be payable in arrears on the last day of each quarter with respect to Domestic Rate Loans and, with respect to LIBOR Rate Loans, at the end of each Interest Period, provided further that all accrued and unpaid interest shall be due and payable at the end of the Term. Interest charges ... | Label: Interests |
b8a120f6-f39a-4ca3-a36d-11a189f8283f | Clause:
The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except for (A) the approvals, consents, registrations, actions and filings which have been duly obtained, taken, given or made and are in full force and effect and (B)... | Label: No Conflicts |
45a2fb8b-cf1a-47e5-b4e0-a0586404e693 | Clause:
The captions and section and paragraph headings used in this Agreement are inserted for convenience only and shall not affect the meaning or interpretation of this Agreement. The construction of this Agreement shall not take into consideration the party who drafted or whose representative drafted any portion o... | Label: Construction |
061808e3-6817-4e09-bfe2-2bd097d8883d | Clause:
Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company confirms that neither it nor any other Person acting on its behalf has provided any of the Purchasers or their agents or counsel with any information that it believes constitutes o... | Label: Disclosures |
312604eb-19c6-4446-a41d-13f33780393a | Clause:
This Agreement shall be given effect and construed by application of the Law of the State of without regard to its conflict of Laws provisions. Any action arising hereunder shall be brought in only the state or federal courts of .
... | Label: Applicable Laws |
845534ba-d06a-472f-8059-886fc7a53574 | Clause:
For purposes of the Credit Agreement, the initial notice address of each Series A New Term Loan Lender shall be set forth below its signature below.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arb... | Label: Notices |
e52cc5c8-d171-49e8-9e63-3c77303ee281 | Clause:
On or before the Commencement Date, Executive shall enter into the Company’s indemnification agreement applicable to officers and directors. During and following the Employment Term, Executive shall have the right to indemnification, advancement of costs and expenses and director and officer insurance coverage ... | Label: Indemnifications |
fbc9902a-b37c-4487-9db5-9377ac49b97d | Clause:
EACH OF THE PARTIES HERETO HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVES (TO THE EXTENT PERMITTED BY APPLICABLE LAW) ANY RIGHTS IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION BASED HEREON, OR ARISING OUT OF, UNDER, OR IN CONNECTION WITH, THIS SUPPLEMENT, THE SERIES 2016-2 NOTES, THE SERIES... | Label: Waiver Of Jury Trials |
334da53e-352b-46d3-969a-31e6ed5f7d1a | Clause:
The Company shall require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business and/or assets of the Company to expressly assume and agree to perform the obligations of the Company under this Plan in the same manner and to the sam... | Label: Successors |
3c35939b-d107-42d0-b43f-eb0c3756c9eb | Clause:
The table of contents and the titles and headings of the articles and sections of this Indenture have been inserted for convenience of reference only, are not to be considered a part hereof, and shall in no way modify or restrict any of the terms or provisions hereof.
Task: Classify this clause into ONE of the... | Label: Headings |
62955597-293d-4234-bca3-6c40ec5d1601 | Clause:
Notices or other deliveries required or permitted to be given or made under this Agreement by Employee to Albany shall, except to the extent otherwise required by law, be deemed given or made if delivered by hand or by express mail or overnight courier service to Albany International Corp., 216 Airport Drive, R... | Label: Notices |
e6699105-4fa3-41e3-acac-03e720361496 | Clause:
(a) Subject to Section 2.31, (a) each borrowing by any Borrower of Dollar Revolving Loans from the Lenders hereunder shall be made pro rata according to the respective Borrowing Percentages of the relevant Lenders, (b) each payment by any Borrower on account of any facility fee and any reduction of the Commitme... | Label: Payments |
a758a3e0-514c-4bdb-80f5-7ae25ad58885 | Clause:
Parent hereby irrevocably assigns, transfers and conveys all of its rights, duties, liabilities and obligations under the Existing Credit Agreement and the Assigned Loan Documents to which it is a party to the Borrower, and the Borrower hereby irrevocably accepts such assignment from Parent and as of the Effect... | Label: Assignments |
b721c1db-f0ef-4371-98eb-3200b836b14e | Clause:
For purposes of this Schedule, the following definitions are used.
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, ... | Label: Definitions |
763fc9a5-fe9d-4d55-91d2-ce1c613b5043 | Clause:
The execution, delivery and performance by the Company of this Agreement and the other Transaction Documents, the issuance and sale of the Securities and the consummation by it of the transactions contemplated hereby and thereby to which it is a party do not and will not: (i) conflict with or violate any provis... | Label: No Conflicts |
c2a71e4d-ca89-4b4a-bc16-f751a061c111 | Clause:
This Agreement and the Side Letter constitute the entire agreement between Seller and Purchaser with respect to the Property and shall not be modified or amended except in a written document signed by Seller and Purchaser. Any prior agreement or understanding between Seller and Purchaser concerning the Property... | Label: Entire Agreements |
ffe9f9ac-3191-412c-84e7-fa3faffd305a | Clause:
The closing of the transactions contemplated hereby (the “ Closing ”) will take place remotely via the electronic exchange of documents and signatures on June 30, 2016 (the “ Closing Date ”). Except as specifically provided herein, all proceedings to be taken and all documents to be executed and delivered by a... | Label: Closings |
8004bc66-8abd-49ee-9add-b9e3d04f292a | Clause:
Each Party will perform all further acts and things and execute and deliver such further documents as may be necessary or as the other Party may reasonably require to implement or give effect to this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Ame... | Label: Further Assurances |
329495ce-1518-46a4-98b2-d45ddde0378f | Clause:
With the exception of any agreement with the Company pertaining to proprietary, trade secret, or other confidential information, which shall remain in full force and effect, this Agreement sets forth the entire agreement and understanding between the Parties hereto concerning the subject matter of this Agreemen... | Label: Entire Agreements |
cd16e6cb-0c14-4b24-86ca-d290602cf146 | Clause:
Vapor shall bear the costs of recordations, together with any sales, deed, stamp, intangibles or transfer Taxes arising with respect to the transfer of the Assets or the Vapor Shares.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption La... | Label: Costs |
7d965a86-2186-4d0e-aabf-fee8359317b8 | Clause:
No amendment, modification or waiver of, or consent with respect to, any provision of the Loan Documents shall in any event be effective unless the same shall be in writing and signed and delivered by the Bank and the Borrower or the Guarantor, as applicable, and then any such amendment, modification, waiver or... | Label: Amendments |
f26c4fa4-d60e-4779-99b8-0cb924c5c3c3 | Clause:
Company represents and warrants to Investor that: (i) Company is a corporation duly organized, validly existing and in good standing under the laws of its state of incorporation and has the requisite corporate power to own its properties and to carry on its business as now being conducted; (ii) Company is duly ... | Label: Warranties |
93a90a96-68d8-41d8-9114-b69f7796ec0e | Clause:
Except as otherwise explicitly specified to the contrary, (a) references to a section, exhibit or schedule means a section of, or schedule or exhibit to this Agreement, unless another agreement is specified, (b) the word “including” (in its various forms) means “including without limitation,” (c) references to ... | Label: Interpretations |
6eb269d1-7799-42de-a3e4-f1bd5544338d | Clause:
The properties of each Loan Party and each of its Subsidiaries are insured pursuant to policies and other bonds which are valid and in full force and effect (or are subject to a program of self-insurance) and which provide adequate coverage from reputable and financially sound insurers in amounts sufficient to ... | Label: Insurances |
3550cbd2-6a0b-4a08-8aa9-c1db18addf19 | Clause:
The issued and outstanding shares of capital stock of the Company have been validly issued, are fully paid and non-assessable and, other than as disclosed in or contemplated by the Registration Statement or the Prospectus, are not subject to any preemptive rights, rights of first refusal or similar rights. The ... | Label: Capitalization |
10435722-944d-4cbf-9cdb-53fd4d87ab07 | Clause:
To the extent any provision of this Agreement shall be considered by a court or arbitrator to be invalid or unenforceable, the provision shall be considered deleted here from and the remainder of such provision and of this Agreement shall be unaffected and shall continue in full force and effect. Each of the pa... | Label: Severability |
523cf833-6866-44c4-8f63-a9ef2dcaa70a | Clause:
The Executive shall pay the initial arbitration filing (but only so much of the filing fees as the Executive would have instead paid had he filed a complaint in a court of law), and the Company shall pay the remaining costs and expenses of such arbitration (unless the Executive requests that each party pay one-... | Label: Costs |
44f37ccc-76a3-44f1-a476-0826ae448799 | Clause:
All questions concerning the construction, validity, enforcement and interpretation of the Transaction Documents shall be governed by and construed and enforced in accordance with the internal laws of the State of Nevada, without regard to the principles of conflicts of law thereof. Each party agrees that all l... | Label: Governing Laws |
379ae1e9-e3d2-4cd0-9ab9-9130a92e7fc0 | Clause:
Executive will receive an annual base salary of $240,000 per year effective as of March 28, 2016, less applicable payroll withholdings and payable in accordance with CDTI’s normal payroll practices. This salary shall be subject to annual review by CDTI in accordance with its general policies as in effect from ... | Label: Base Salary |
4b3b68f5-7bbd-4262-abc0-c14cfd2a48fc | Clause:
The Agent is authorized to take such action on behalf of each of the Lenders and to exercise all such powers as are hereunder and under any of the other Loan Documents and any related documents delegated to the Agent, together with such powers as are reasonably incident thereto, provided that no duties or respo... | Label: Authorizations |
1c6a22d1-5099-4644-913c-5742b44f19e1 | Clause:
Before Attainment of Early Retirement Age . If a Participant, who has a vested interest as determined under this Section 4.8 and Section 4.3, dies while on Disability before he attained Early Retirement Age, his Surviving Spouse or Eligible Children will be entitled at the Participant’s death to receive a benef... | Label: Death |
ef1b3c04-4317-4e29-8f0d-27f41fa71f1f | Clause:
This Agreement may not be modified, amended or supplemented except by mutual written agreement of the 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, Author... | Label: Miscellaneous |
1bb17804-77c6-4cba-82ff-66a80538895a | Clause:
The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority or any third Person (including holders of its Equity Interests or any class of directors, managers or supervisors, as applicable, whether interested or disinterested, o... | Label: No Conflicts |
8d66682c-9e39-4903-8f5c-719b51734aaf | Clause:
The FC Parties shall have performed all obligations to be performed by them, and complied with their agreements and covenants to be performed or complied with by them under this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corrupti... | Label: Agreements |
bd6c8d6f-c9c0-4fe0-8fea-7593ade3099a | Clause:
The NCLC Group have complied with all taxation laws in all jurisdictions in which it is subject to Taxation and has paid all material Taxes due and payable by it; no material claims are being asserted against it with respect to Taxes, which might, if such claims were successful, have a material adverse effect o... | Label: Payments |
6a3986b2-b090-4a2c-80d5-cccbeae29368 | Clause:
Each party hereto acknowledges that each of them has had the benefit of legal counsel of its own choice and has been afforded an opportunity to review this Agreement with its legal counsel and that this Agreement shall be construed as if jointly drafted by the parties hereto. Each party hereto expressly acknowl... | Label: Construction |
3a701b5a-17ca-407e-b2e3-2a772e87ada6 | Clause:
Capitalized terms used but not defined in this Supplement are defined in Appendix 1 to the 2016-A Exchange Note Supplement, dated as of March 1, 2016 (the “ Exchange Note Supplement ”), to the Second Amended and Restated Credit and Security Agreement, dated as of July 22, 2005, as amended and restated as of Dec... | Label: Definitions |
d52f73f6-0f49-4da2-b855-afe898b7b0dc | Clause:
As consideration for the sale of the Acquired Assets and other commitments of Seller set forth in this APA, Purchaser shall, subject to section 2.12, issue and deliver to Seller 1,000,000 shares of CannaSys Stock as soon practicable after the increase of authorized shares of CannaSys Stock becomes effective.
T... | Label: Payments |
c054d2ae-99fa-4787-b547-f5d5fb26cc1e | Clause:
The validity, interpretation, construction and performance of this Agreement will be governed by and construed in accordance with the substantive laws of the State of Washington, without giving effect to the principles of conflict of laws of such State.
Task: Classify this clause into ONE of these types (exact... | Label: Governing Laws |
c473f32f-3923-4f89-8c88-cad684d3d954 | Clause:
Each Loan Party and each Subsidiary has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which such L... | Label: Taxes |
0120d3c3-5033-49d1-a6ab-18466b6029a5 | Clause:
Executive hereby represents and warrants to the Company that, as of the date of this Agreement, Executive is a resident of the Commonwealth of Pennsylvania. This Agreement shall be governed by and interpreted under the laws of the Commonwealth of Pennsylvania without giving effect to any conflict of laws provis... | Label: Governing Laws |
da60e875-480f-411a-8b3d-48a592502ed4 | Clause:
No use of the pipelines, facilities or equipment used in connection with this Contract shall be construed as having been dedicated to public use and it is hereby acknowledged by the Parties that the owner of any pipelines used to transport Fuel under this Contract retains the rights to determine who, other than... | Label: Miscellaneous |
09f37324-4410-45ea-a411-b807228ba387 | Clause:
If such termination of employment is because of the Employee’s Disability while in the employ of the Company, then the continued employment requirement for the Employee shall cease to apply and the Profit Requirement for the PSUs shall be determined as of the End of the Performance Period and paid in accordance... | Label: Disability |
ff10fea3-1c7e-407c-bdff-904242711afa | Clause:
If a Member exercises its right to Transfer its Membership Interest or acquire the other Member’s Membership Interest in accordance with this Section 7.2, each Member shall execute and deliver all related documentation and take such other action in support of the Transfer as shall be reasonably requested by the... | Label: Cooperation |
feff67e7-149b-4954-83f7-c69faa6c19f8 | Clause:
As a condition to the delivery of shares of Common Stock, Holder must, upon request by the Company, pay to the Company such amount as the Company may be required, under all applicable federal, state, local or other laws or regulations, to withhold and pay over as income or other withholding taxes (the “Required... | Label: Tax Withholdings |
43baa5ae-ffb5-40c7-95de-2a27303b5834 | Clause:
Manager hereby acknowledges and consents to this Agreement and agrees that Manager will act in conformity with the provisions of this Agreement and MetLife’s rights hereunder or otherwise related to the Management Agreement. In the event that the responsibility for the management of the Property is transferred ... | Label: Consents |
42307a9e-0be8-4c0c-9a16-90cff9fb6625 | Clause:
This Agreement sets forth the entire agreement of the parties hereto in respect of the subject matter contained herein and supersedes all prior agreements, arrangements and understandings of the parties hereto with respect to the subject matter contained herein, including, without limitation, any prior change i... | Label: Entire Agreements |
3aea18bb-4eea-43dc-b779-659f85d3cdfc | Clause:
The Executive will serve as President and Chief Executive Officer of the Company (the “ ”) and will have such powers and duties as may from time to time be prescribed by the Company’s Board of Directors (the “ ”). While the Executive is employed as the CEO, the Board (or a committee thereof) shall nominate the ... | Label: Duties |
95717d63-a3de-425e-ad2f-7b8103528bb8 | Clause:
Grantee shall not ( 1 ) make any public statements regarding his/her Service (other than factual statements concerning the dates of Service and positions held) or his/her termination or Retirement from LNC that are not agreed to by LNC, such approval not to be unreasonably withheld or delayed; and ( 2 ) dis... | Label: Non-Disparagement |
a350b81d-2f2f-48aa-abd7-792bcab168da | Clause:
Upon the occurrence and during the continuance of an Event of Default, all or any one or more of the rights, powers and other remedies available to Lender against Borrowers under any Loan Document, or at law or in equity may be exercised by Lender at any time and from time to time (including the right to accele... | Label: Remedies |
6ae447be-b5c3-43d2-bf23-6247d127a08b | Clause:
(a) At such time as the Loans, the Reimbursement Obligations and the other Obligations shall have been paid in full, the Commitments have been terminated and no Letters of Credit shall be outstanding, the Collateral shall be released from the Liens created hereby, and this Agreement and all obligations (other t... | Label: Releases |
a3260fd0-59f9-435a-af33-9cf6c6b2b8d9 | Clause:
The Company has not been advised, and has no reason to believe, that it and each of its subsidiaries are not conducting business in compliance with all applicable laws, rules and regulations of the jurisdictions in which it is conducting business, except where failure to be so in compliance would not be reasona... | Label: Compliance With Laws |
7908fb2a-db6f-465b-923a-cd9c6e256e9d | Clause:
All Products are subject to qualification by the Purchaser prior to the issuance of the Purchaser’s purchase order and delivery of Products to Purchaser’s Plants listed on Exhibit A hereto. Purchaser will perform qualification to the Product Specifications set forth on Exhibit B hereto, and final approval of Pr... | Label: Qualifications |
1007e4d8-47c6-419e-8d30-732d40e2663a | Clause:
Employee agrees that the terms of this Release shall remain completely confidential. Except to the extent otherwise required by law, Employee agrees that Employee has not and will not to disclose, in whole or in part, the existence, negotiation, or any of the terms of this Release. However, Employee may discl... | Label: Confidentiality |
720d8a1f-31ee-41a7-8dd1-d6fb76da40dc | Clause:
Except as set forth in the Registration Statement, Prospectus and Prospectus Supplement, none of the officers or directors of the Company or any Subsidiary and, to the knowledge of the Company, none of the employees of the Company or any Subsidiary is presently a party to any transaction with the Company or any... | Label: Transactions With Affiliates |
00146715-8515-4a8d-9549-39f9d37f4244 | Clause:
The proceeds of the Advances and Letters of Credit will be used by the Borrower for the purposes described in Section 5.09. The Borrower is not engaged in the business of extending credit for the purpose of purchasing or carrying margin stock (within the meaning of Regulation U). No proceeds of any Advance wi... | Label: Use Of Proceeds |
8178baf8-b86c-4aa2-bcdd-91cb094f7afc | Clause:
Subject to the limitations contained herein, the Option will vest and become exercisable as provided in the Notice of Grant. Any portion of the Option that is vested may be exercised at any time during the period prior to the date the Option terminates. No partial exercise of the Option may be for less than fiv... | Label: Vesting |
ecd72f3e-ac05-41e2-8e16-35282559bfa1 | Clause:
Former participants in the Broadcast Plan who were hired by Leitch, OSI or Videotek, Inc. prior to January 1, 2006 shall be 100% vested in their Accounts under the Plan.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable... | Label: Vesting |
29344a70-eee1-4d65-a044-dc493c85fb9b | Clause:
The term of this Agreement shall commence on the Effective Date and shall end on the earlier of (i) December 31, 2017 or (ii) the closing date of the E-Side Transaction (the “ Term ”). At the end of the Term all rights and obligations under this Agreement shall cease, except (a) the rights and obligations that ... | Label: Terms |
e797493f-45d0-410c-aea7-f46303172246 | Clause:
If a court of competent jurisdiction determines that any part of Sections 6 through 16 is not enforceable, then the parties request that such court modify such provision in order to render such provision not unenforceable and then enforce the provision as modified. The parties further agree that each provision ... | Label: Severability |
8e3bbfbb-3a46-49d5-bc09-834380a6cff8 | Clause:
The Company hereby covenants and agrees that, so long as the Participant shall continue to serve as an agent of the Company and thereafter so long as the Participant shall be subject to any possible proceeding by reason of the fact that Participant was an agent of the Company, the Company shall, subject to Sect... | Label: General |
1face2f2-eeca-41a3-b3a5-93265ceea16e | Clause:
Unless otherwise provided in the Award Agreement, in the event of a Change in Control, unless an Award is assumed or substituted by the successor corporation, then (i) such Awards shall become fully exercisable during the ten (10) day period immediately prior to the Change in Control, whether or not otherwise t... | Label: Change In Control |
723490b9-fd1a-42fc-8406-853183914b9b | Clause:
Whenever possible, each provision (or portion thereof) of this Agreement shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision (or portion thereof) of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or r... | Label: Severability |
277922ea-ef11-4212-9ed7-b5688cd8ff2c | Clause:
Each Loan Guarantor hereby agrees to indemnify the Administrative Agent and the other Indemnitees, as set forth in Section 9.03 of the Amended and Restated First Lien Credit Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption L... | Label: Indemnity |
e9027201-2ada-425a-b1b8-428bf3723707 | Clause:
If the Optionee is resident or employed outside of the United States, the Optionee may be required to repatriate all payments attributable to the Shares and/or cash acquired under the Plan (including, but not limited to, dividends and any proceeds derived from the sale of the Shares acquired pursuant to the Opt... | Label: Compliance With Laws |
9a5b2a22-c520-4f7e-b087-75e2bdfd719e | Clause:
On the Closing Date, upon the terms and subject to the conditions set forth herein, substantially concurrent with the execution and delivery of this Agreement by the parties hereto, the Company agrees to sell, and the Purchasers, severally and not jointly, agree to purchase, up to an aggregate of 3,366,667 Shar... | Label: Closings |
e3a5a910-b3e6-47d6-9f16-44b3a4811cc6 | Clause:
Except as otherwise permitted under Section 6.3 or Section 6.4 , Borrower will, and will cause each of its Subsidiaries to, at all times preserve and keep in full force and effect such Person’s valid existence and good standing (or in the case of any Foreign Subsidiary, the equivalent status, if any, in the app... | Label: Existence |
3c034641-0270-4da1-96e9-1754fe4fbf00 | Clause:
This Agreement and any Terms Agreement, and any claim, controversy or dispute relating to or arising out of this Agreement or any Terms Agreement, will be governed by and construed in accordance with the laws of the State of New York applicable to contracts made and to be performed within the State of New York,... | Label: Applicable Laws |
2668a6f0-86e9-484a-a0fb-78ef53cefaa2 | Clause:
Each Borrower will, and will cause each of its Subsidiaries to, timely file complete and correct U.S. federal and all other applicable material foreign, state and local tax returns required by law and pay when due all U.S. federal and all other applicable material foreign, state and local taxes, assessments and... | Label: Taxes |
72374075-aadd-435e-a029-d543185a29aa | Clause:
The agreements in this Section shall survive the resignation of the Administrative Agent and any LC Issuer, the assignment of any Commitment or Loan by any Lender, the replacement of any Lender, the termination of the Aggregate Commitments and the repayment, satisfaction or discharge of all the other Obligation... | Label: Survival |
c2195ffd-90df-4b7f-abab-0dbb07421255 | Clause:
This document and its related attachments contain the entire agreement between you and Trovagene regarding the terms of your employment. Any amendment to these terms must be in writing and must be signed by you and the Company’s President.
Task: Classify this clause into ONE of these types (exactly one label):... | Label: Entire Agreements |
c316362b-9d8b-434d-9fc2-02e57d4f7c72 | Clause:
This Agreement may be amended by the Board or by the Committee at any time (a) if the Board or the Committee determines, in its sole discretion, that amendment is necessary or advisable in light of any addition to or change in any federal, state, local, or foreign tax or securities law or other law or regulatio... | Label: Amendments |
8933564f-0da4-447c-86d0-0e474ebb85d6 | Clause:
If any term of this Agreement is rendered, declared or held to be invalid or unenforceable, the remaining provisions hereof shall remain in full force and effect, shall in no way be affected, impaired or invalidated, and shall be enforced to the full extent permitted by law and equity.
Task: Classify this clau... | Label: Severability |
Subsets and Splits
No community queries yet
The top public SQL queries from the community will appear here once available.