id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
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|---|---|---|
301c6844-8cb6-4726-8418-bef09fd764bc | Clause:
This Agreement shall become effective when it shall have been executed by Borrowers and Administrative Agent and when Administrative Agent shall have been notified by each Lender and L/C Issuer that such Lender or L/C Issuer has executed it. Thereafter, it shall be binding upon and inure to the benefit of, but... | Label: Binding Effects |
2ec14c6c-96ac-464a-b2d9-fe3fbecc3d7c | Clause:
The Company and each of its Subsidiaries are insured by insurers of recognized financial responsibility against such losses and risks and in such amounts as are prudent and customary in the business in which the Company and its Subsidiaries are engaged, except as would not, individually or in the aggregate, rea... | Label: Insurances |
92b9d023-eeb0-4a48-9515-f65e6563d561 | Clause:
(a) Unless previously terminated, (i) the Term Loan Commitments shall terminate on the Term Loan Commitment Termination Date and (ii) the Revolving Loan Commitments and all other commitments hereunder shall terminate on the Maturity Date.
Task: Classify this clause into ONE of these types (exactly one label):
... | Label: Terminations |
07a0d9cd-93f2-4c25-b65c-ee9224c1d41d | Clause:
Borrower will, and will cause each of the other Loan Parties to, at any time upon the reasonable request of Agent, execute or deliver to Agent any and all financing statements, fixture filings, security agreements, pledges, assignments (other than intellectual property assignments), mortgages, deeds of trust, o... | Label: Further Assurances |
d9ce6bfd-20ff-4f41-9e34-65b2903a2e22 | Clause:
If any provision of this Agreement is construed to be invalid, unlawful or unenforceable, then the remaining provisions hereof shall not be affected thereby and shall be enforceable without regard thereto, except that, in the event the release in Section 3 is held to be unlawful, invalid or unenforceable, any p... | Label: Severability |
4edc33d3-18ff-40db-8464-4b664cc3717a | Clause:
Borrower shall reimburse the Board Observer for all reasonable and documented out-of-pocket expenses incurred by the Board Observer in his or her capacity thereof, including, without limitation, all reasonable and documented out-of-pocket travel and lodging expenses associated with attending meetings of the Boa... | Label: Expenses |
b9421319-2058-48fe-8770-ff89368d71e0 | Clause:
No modification, amendment or waiver of any of the provisions contained in this Agreement, or any future representation, promise or condition in connection with the subject matter of this Agreement, shall be binding upon any party hereto unless made in writing and signed by the Executive or approved by the Boar... | Label: Modifications |
617aaf04-e63f-4f62-a173-ea519aac26d1 | Clause:
Each Borrower and each Significant Subsidiary is Solvent.
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 E... | Label: Solvency |
2abab99c-c60b-4173-814f-d8176bc5ec36 | Clause:
No failure or delay on the part of any party in exercising any right hereunder will operate as a waiver of, or impair, any such right. No single or partial exercise of any right hereunder shall preclude any other or further exercise of any other right. No waiver of any right hereunder will be effective unless g... | Label: Waivers |
a22caab4-e9f4-4d23-8caa-78944e24253e | Clause:
All representations and warranties made hereunder and in any other Loan Document or other document delivered pursuant hereto or thereto or in connection herewith or therewith shall survive the execution and delivery hereof and thereof. Such representations and warranties have been or will be relied upon by Adm... | Label: Warranties |
4aad8789-5920-4490-81b7-2f35dc745103 | Clause:
Following the Closing, each of the Parties will, and will cause their respective Affiliates to, execute and deliver such additional documents, instruments, conveyances, and assurances, and take such further actions, as may be reasonably required to carry out the provisions of this Agreement and give effect to t... | Label: Further Assurances |
1bdbe33e-3363-4359-b5d7-d8be94a063df | Clause:
By Participant’s acceptance of this RSU, Participant consents to the electronic delivery of the Notice of Grant, this RSU Agreement, account statements, any prospectuses required by the Securities and Exchange Commission, U.S. financial reports of the Company, and all other documents that the Company is require... | Label: Disclosures |
63e3dad6-92ce-4554-ac10-c281028257a9 | Clause:
Upon employment termination due to Disability, the Company shall pay or provide the Executive: (i) any unpaid Base Salary through the date of termination and any accrued vacation; (ii) any unpaid Annual Bonus earned with respect to any calendar year ending on or preceding the date of termination; (iii) reimburs... | Label: Disability |
2491ab90-9a6d-41d0-bbc2-651a52780423 | Clause:
The Effective Date shall have occurred, or shall be deemed to have occurred concurrently with the Closing, as applicable, in in accordance with the terms and conditions in the Plan and in the Confirmation Order.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Am... | Label: Effective Dates |
8ab2ac11-5135-47f6-b378-b74714e9f85e | Clause:
The headings used in this Amendment have been inserted for convenience of reference only and do not define or limit the provisions hereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, ... | Label: Headings |
4366a051-cc72-4dcc-aae5-9c7faa50e11f | Clause:
Any notices required hereunder to be in writing shall be deemed effectively given: (a) upon personal delivery to the party to be notified; (b) when sent by electronic mail, telex or confirmed facsimile if sent during normal business hours on the day sent, and, if not, then on the next business day; (c) five (5)... | Label: Notices |
3f119f4a-c697-457a-a0d4-b4048fff9d91 | Clause:
The Company has in place as of the date hereof, with financially sound and reputable insurers, Directors and Officers liability insurance and will use commercially reasonable efforts to cause such insurance policies to be maintained, in an amount and on terms and conditions satisfactory to the Board of Director... | Label: Insurances |
d61d363a-3763-4085-90a3-a6dc71e16500 | Clause:
Executive shall be entitled to four (4) weeks of vacation per year. Vacation not taken during the applicable fiscal year (but not in excess of three weeks) shall be carried over to the next following fiscal year, subject to the Company’s then current practices.
Task: Classify this clause into ONE of these type... | Label: Vacations |
a39b8956-8308-4d8b-9ff4-ff58cbf6f84a | Clause:
Except as is otherwise expressly provided in this Agreement, Executive shall be solely responsible for taxes imposed on Executive by reason of any compensation and benefits provided under this Agreement, and all such compensation and benefits shall be subject to applicable withholding taxes.
Task: Classify thi... | Label: Taxes |
d42dc941-7f03-4245-90fa-8552c7cfa39f | Clause:
Subject to the forfeiture conditions described later in this Agreement, the Restricted Stock Units shall not vest until [________] (the “Vesting Date”), at which date they will become 100% vested.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-... | Label: Vesting |
161b0839-8c1e-4375-a1aa-2c83552fedb9 | Clause:
The Parties acknowledge and agree that the Confidentiality Agreement shall terminate at the Closing. From and after the Closing, the Company shall, and shall cause its Affiliates to, hold, and shall use its reasonable best efforts to cause its or their respective representatives to hold, in confidence any and a... | Label: Confidentiality |
d60c4077-c0b2-4750-8b46-c54ad3039f3c | Clause:
Subject to the terms and conditions of this Agreement and the Assignment and Assumption Agreement dated as of the date hereof between Seller as Assignor and Purchaser as Assignee substantially in the form set forth on Exhibit C hereto (the “ Assignment Agreement ”), Seller shall assign and transfer and Purchase... | Label: Assignments |
d08084a5-cf87-445e-81cd-143d730eaefb | Clause:
Each of the Credit Parties has full power and authority and the legal right to make, deliver and perform this Amendment and the other Credit Documents to which it is party and has taken all necessary limited liability company or corporate action to authorize the execution, delivery and performance by it of this... | Label: Authorizations |
5b5d688e-23f4-42a6-9f99-ea7570b87566 | Clause:
The Base Term of the Lease is hereby extended to expire on the Expiration Date.
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 Salar... | Label: Terms |
a1fcd015-0bd9-4e98-b37b-6074ef09b0a9 | Clause:
The REO Subsidiary has good and marketable fee simple title to the Rental Property with full right to transfer and sell the Rental Property, free and clear of all liens.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable... | Label: Titles |
ae3b6776-b94a-4bda-870d-1aff1c0e59dc | Clause:
During the term of Employee’s employment with the Company, Employee shall devote their full time, skill and attention to their duties and responsibilities, which Employee shall perform faithfully, diligently and competently, and Employee shall use their best efforts to further the business of the Company. Durin... | Label: Duties |
22dc9d72-beff-458a-9c24-b41200c1a422 | Clause:
Each Credit Party hereby remises, releases, acquits, satisfies and forever discharges Lender, its agents, employees, officers, directors, predecessors, attorneys and all others acting on behalf of or at the direction of Lender, of and from any and all manner of actions, causes of action, suit, debts, accounts, ... | Label: Releases |
71d6fbfe-6b8e-4602-9f8a-a5c1f1948d95 | Clause:
All accrued compensation and unreimbursed expenses through the Termination Date. Such amounts shall be paid to Executive in a lump sum in cash within thirty (30) days after the Termination Date.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Co... | Label: Expenses |
a72c9500-0f1b-4121-95c4-9abfca1ccdd2 | Clause:
No failure by any Lender, any L/C Issuer or any Agent to exercise, and no delay by any such Person in exercising, any right, remedy, power or privilege hereunder or any other Loan Document shall operate as a waiver thereof; nor shall any single or partial exercise of any right, remedy, power or privilege hereun... | Label: No Waivers |
b3d59470-992d-42ff-9bc0-48018f4ae4bf | Clause:
Seller acknowledges that Griffin Assignee is an entity that is an affiliate of a Real Estate Investment Trust (“REIT”) and that, as such, it may be subject to certain filing and reporting requirements in accordance with federal laws and regulations, including but not limited to, regulations promulgated by the S... | Label: Confidentiality |
96d74a5e-2a84-4170-a245-4b33bb85d470 | Clause:
This Amendment may be executed in separate counterparts (including by means of telecopied or e-mailed signature pages) each of which shall be an original and all of which taken together shall constitute one and the same agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustme... | Label: Counterparts |
3da0bbc4-27b4-4cf6-8658-492a06fcee8b | Clause:
All transfer, documentary, sales, use, stamp, registration and other such Taxes, and any conveyance fees or recording charges incurred in connection with the transactions contemplated by this Agreement and the Ancillary Agreements, will be paid by Buyer when due. Seller will, at its own expense, file all necess... | Label: Fees |
cac20624-b5b6-4fe7-b40a-d8a8c53c44a6 | Clause:
In case any provisions (or portions thereof) contained in this Agreement shall, for any reason, be held invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect the other provisions of this Agreement, and this Agreement shall be construed as if such inva... | Label: Severability |
84ac57e0-2ab3-4c27-9f7f-55b0f223685f | Clause:
The parties hereto recognize and agree that if for any reason any of the provisions of this Agreement are not performed in accordance with their specific terms or are otherwise breached, immediate and irreparable harm or injury would be caused for which money damages would not be an adequate remedy. Accordingly... | Label: Miscellaneous |
eb95d065-ff6d-48b9-9bfe-656acd5954e2 | Clause:
If any provision of this Agreement or the application thereof to any Person or circumstance is determined by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions hereof, and the application of such provision to Persons or circumstances other than those as to which it ... | Label: Severability |
d9b5a54d-21a4-419a-b243-0fc415d34f86 | Clause:
A Participant may modify an existing Salary Deferral Agreement to increase or decrease the percentage or amount being withheld by filing a new agreement with the Administrator at any time. The Participant may also at any time suspend or cancel a Salary Deferral Agreement upon reasonable written notice to the Ad... | Label: Modifications |
bc33fbc4-f8ba-4324-999c-d6455000b1c1 | Clause:
The Company shall pay the Executive an annual rate of base salary of $250,000 which shall accrue commencing as of October 1, 2016 and shall be payable when the Board deems possible; and thereafter payable in periodic installments in accordance with the Company's customary payroll practices, but no less frequent... | Label: Base Salary |
54bf119c-49a0-4c38-b94f-85da78650bed | Clause:
The Company has made available to the Purchasers all the information reasonably available to the Company that the Purchasers have requested for deciding whether to acquire the Shares, including a PowerPoint presentation regarding proposed pharmaceutical development operations (the “ Operating Plan ”). No repres... | Label: Disclosures |
e2bb7b84-e6e6-4933-a70a-a6b0659fd171 | Clause:
The issuance and sale of the Shares have been duly authorized by the Company and the Shares, when issued, delivered and paid for in the manner set forth in this Agreement, will be validly issued, fully paid and nonassessable, and will conform in all material respects to the description thereof set forth in the ... | Label: Sales |
0f4f4d8f-0d14-45d6-8be0-336fe1dcf5cb | Clause:
There shall be no Proceedings (whether or not purportedly on behalf of the Tribe or any Loan Party) that are pending or, to the knowledge of the Borrower, threatened in writing against the Tribe or any Loan Party or affecting any property of the Tribe or any Loan Party, that, individually or in the aggregate, c... | Label: Litigations |
a9322ef6-5da6-48b2-9d5a-12dcfa27e57a | Clause:
To New Borrower's actual knowledge, no event, fact or circumstance has occurred or failed to occur which constitutes, or with the lapse or passage of time, giving of notice or both, could constitute a default or Event of Default under the Loan Documents, other than the commencement of the Bankruptcy Case, the... | Label: No Defaults |
a2d7d1b8-ca9b-4214-a61c-20334e273195 | Clause:
The Lenders ratably agree hereby to indemnify and hold harmless the Agent from and against any and all claims, actions and suits (whether groundless or otherwise), losses, damages, costs, expenses (including any expenses for which the Agent has not been reimbursed by the Borrower as required by §15), and liabil... | Label: Indemnity |
8d112823-c2b7-47f8-b0cb-149e5452eff6 | Clause:
This Article 10 shall be Tenant’s sole and exclusive remedy in the event of damage or destruction to the Premises or the Building. As a material inducement to Landlord entering into this Lease, Tenant hereby waives any rights it may have under Sections 1932, 1933(4), 1941 or 1942 of the Civil Code of Californi... | Label: Waivers |
84a5db55-1a76-4c5f-beda-4c819d521281 | Clause:
The Supporting Party hereby permits AMID to include and disclose in the Registration Statement and in such other schedules, certificates, applications, agreements or documents as such entities reasonably determine to be necessary or appropriate in connection with the consummation of the Merger and the transacti... | Label: Publicity |
f4989396-06d8-46f1-a74a-482fb4a99616 | Clause:
The Company has no plans to use the proceeds of the Offering to (i) make a loan or any other payment to the Company’s officers, managers or Affiliates, except in the ordinary course of business for services performed (e.g., salary) or reimbursement of business expenses in accordance with the Company’s policies ... | Label: Use Of Proceeds |
5012b255-387d-4f09-b782-1d1599b70728 | Clause:
THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAW OF THE STATE OF NEW YORK WITHOUT GIVING EFFECT TO ANY CHOICE OR CONFLICT OF LAW PROVISION OR RULE (WHETHER OF THE STATE OF NEW YORK OR ANY OTHER JURISDICTION) THAT WOULD CAUSE THE APPLICATION OF THE LAW OF ANY JURISDICTION OTH... | Label: Governing Laws |
f1dc786a-0e6d-40c3-9787-10562e02769e | Clause:
Programs Employee eligible (and subject all governing programs Participation Such may participation group medical, and insurance and term insurance. available by Company/Group, and rules, terms, and conditions such may changed by at any advance notice. discretion Affiliate such Programs.
Task: Classify this cl... | Label: Benefits |
42db9c55-c2a1-4b23-9c6f-75935baf0f1b | Clause:
All payments to be made by Borrower shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. Except as otherwise expressly provided herein, all payments by Borrower hereunder shall be made to Administrative Agent, for the account of the respective Lenders to which such ... | Label: General |
ca317a02-1a6a-4b92-869b-8968f5a3451c | Clause:
Except as described in the SEC Reports, or as contemplated by this Agreement, none of the officers or directors of the Company and, to the knowledge of the Company, none of the employees of the Company is presently a party to any transaction with the Company or any Subsidiary (other than for services as employe... | Label: Transactions With Affiliates |
ef219582-8be0-4733-8172-ade4ba3193cd | Clause:
On the date specified in Section 3.6 of this Agreement, the Servicer will deposit into the Collection Account the aggregate Repurchase Price with respect to Repurchased Receivables purchased by the Servicer pursuant to Section 3.6 on such date and the Servicer will deposit into the Collection Account all amount... | Label: Payments |
29a390d9-fda9-458f-81dd-3db7c1d05fda | Clause:
Each of the representations and warranties of the Company in this Agreement and the other Transaction Documents that are qualified by materiality or by reference to any Material Adverse Effect shall be true and correct in all respects, and all other representations and warranties shall be true and correct in al... | Label: Warranties |
d11d7c57-7ceb-4f17-a448-8b4c9af2c958 | Clause:
The Committee will make appropriate adjustments in the terms and conditions of your Performance Shares in recognition of unusual or nonrecurring events affecting the Company or its financial statements (such as a Common Stock dividend, Common Stock split, recapitalization, payment of an extraordinary dividend, ... | Label: Adjustments |
5aa035e1-5fe7-45c4-be2a-58a361ab43d0 | Clause:
This Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania (excluding conflicts of laws principles), except to the extent such law is preempted by the laws of the United States.
Task: Classify this clause into ONE of these types (exactly one label):
Adjust... | Label: Governing Laws |
158d33fb-4adf-4e7a-b5c7-51116636010b | Clause:
Client shall maintain Records concerning the Accounts and other Collateral as Factor may require and to reflect Factor’s ownership of the Accounts. Factor may at all times have access to and inspect, audit and make abstracts from all of Client’s Records at Client’s expense.
Task: Classify this clause into ONE ... | Label: Records |
87b64475-63da-4d0b-a9cb-7226882be4ad | Clause:
This Amendment may be executed in two or more counterparts, each of which shall constitute an original but all of which when taken together shall constitute but one contract, and shall become effective as provided in Section 10.03 of the Credit Agreement. Delivery of an executed counterpart of a signature page ... | Label: Counterparts |
afeca65f-ee3b-4391-85d3-e5650de96880 | Clause:
As an employee of Company, Employee received proprietary, confidential, and trade secret information of Company and/or its parent or affiliated companies during the course of Employee’s employment with Company, including information relating to Company’s customers and prospects. Employee represents that Employ... | Label: Confidentiality |
a8f0ad6e-4cf4-4c60-b899-83d4945024ff | Clause:
Borrowers shall pay to Lender the fees set forth on Schedule 2.12 attached hereto at the times set forth therein.
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: Fees |
98090f5b-c46a-4cec-84ee-f0cfa6aecf55 | Clause:
The Key Unit Holder has the power and authority and has taken all required action on its part necessary to permit it to execute and deliver and to carry out the terms of this Agreement. This Agreement has been duly and validly executed and delivered by the Key Unit Holder, and (assuming the due authorization, e... | Label: Authorizations |
58329f14-58ad-4362-8826-38dd9ba8cfdb | Clause:
If any provision, section, paragraph or subparagraph of this Agreement is adjudged by any court of competent jurisdiction to be void, illegal or unenforceable, in whole or in part, such adjudication shall not affect the validity of the remainder of this Agreement, including any other provision, sction, paragrap... | Label: Severability |
84bf6060-fad8-4049-9388-ac9506fd002e | Clause:
Any Lender may at any time, without the consent of, or notice to, the Borrower or the Administrative Agent, sell participations to any Person (other than a natural person or the Borrower or any of the Borrower’s Affiliates or Subsidiaries) (each, a “ Participant ”) in all or a portion of such Lender’s rights an... | Label: Participations |
87ee488f-4efc-4eeb-8da7-ac5b13851823 | Clause:
Executive acknowledges and agrees that the Company’s remedies at law for a breach or threatened breach of any of the provisions of Sections 8 or 9 would be inadequate and the Company would suffer irreparable damages as a result of such breach or threatened breach. In recognition of this fact, Executive agrees t... | Label: Specific Performance |
c70c8ef0-e321-41da-bb65-94d65c11e823 | Clause:
This Agreement (and any claims or disputes arising out of or related hereto or to the transactions contemplated hereby or to the inducement of any Party to enter herein, whether for breach of contract, tortious conduct, or otherwise and whether predicated on common law, statute, or otherwise) shall be governed ... | Label: Governing Laws |
e26a6211-0272-4c8d-a1c0-8f8dd05fa3d9 | Clause:
All of the provisions of this Second Amendment shall be effective as of the date hereof. Except as specifically provided for in this Second Amendment, the terms of the Agreement shall remain in full force and effect. In the event of any conflict or inconsistency between the terms of this Second Amendment and ... | Label: Effectiveness |
e831eb2b-0589-495b-8628-5540260a6106 | Clause:
The Company covenants and agrees that if default be made in any payment of principal of, or interest on, this Note, it shall, to the extent permitted under applicable law, pay to the Lender such further amount as shall be sufficient to cover the cost of expense of collection and other enforcement, including rea... | Label: Costs |
0064684c-c8cc-4342-9806-de6ad4c4d82f | Clause:
Except as would not have a Material Adverse Effect, the business and operations of the Acquiree Company have been and are being conducted in accordance with all applicable Laws and Orders. Except as disclosed in Schedule 5.8, the Acquiree Company has not received notice of any violation (or any Proceeding invol... | Label: Compliance With Laws |
4a294fff-3865-4c8e-a6be-cdb8c706fe7d | Clause:
(i) The Participant will not at any time (whether during or after the Participant’s Employment with the Company) (x) retain or use for the benefit, purposes or account of the Participant or any other person; or (y) disclose, divulge, reveal, communicate, share, transfer or provide access to any person outsid... | Label: Confidentiality |
753abccd-8957-4efd-ab63-297aa068f51a | Clause:
Kappel and the Company agree that, during the Consulting Period and for a period of five years thereafter, neither will directly or indirectly disparage the other.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws,... | Label: Non-Disparagement |
3f7f29e7-d333-4bb6-8e66-ec52c72394d9 | 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 an aggregate of (i) $350,000 face val... | Label: Closings |
5a813a4f-27ff-428b-9775-b888995a0cc7 | Clause:
No Borrower shall report any Inventory acquired or accepted on consignment or approval as Eligible Inventory. Each Borrower shall keep all such Inventory segregated and clearly and conspicuously identified as being acquired or accepted on consignment or approval. Each Borrower shall take all steps to assure t... | Label: Sales |
3506ec45-c34c-4604-8639-c20fda429c16 | Clause:
(a) It shall be a condition of the obligation of the Company to issue Option Shares to the Key Employee or the Beneficiary, and the Key Employee agrees, that the Key Employee shall pay to the Company upon its demand, such amount as may be requested by the Company for the purpose of satisfying its liability to w... | Label: Tax Withholdings |
26819329-4f37-4f68-8009-9110ddec0401 | Clause:
All payments made pursuant to this Agreement will be subject to withholding of applicable income and employment taxes as required by law.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, A... | Label: Withholdings |
94063f27-17f0-4bd5-9fba-acad2ba46007 | Clause:
RSUs shall be subject to the adjustment provisions included in Section 5(e) of the Plan. In the event of any such adjustment, the adjusted award shall be subject to the same vesting schedule as the RSUs, as set forth in Section 3.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustme... | Label: Adjustments |
18a8bd99-ae30-4b9c-bd2e-7c4904e0a633 | Clause:
The Executive’s employment and this Agreement shall terminate automatically at the Executive’s death. If the Executive dies in active service to the Company, the Executive’s estate shall receive any sums due to the Executive as Base Salary and reimbursement of expenses through the end of the month in which deat... | Label: Death |
e18cd8dd-2c01-413b-a417-79a02ebd4af4 | Clause:
Guarantor shall automatically be released from its obligations hereunder (other than with respect to amounts then due and payable by Guarantor) upon the consummation of any transaction permitted by the Lease, the result of which is that the Lessee ceases to be a Subsidiary of Lessee’s Parent or otherwise ceases... | Label: Releases |
c0e8d4ab-09ae-4dab-b7cf-a0d86cbf5491 | Clause:
All notices, requests, demands, and other communications hereunder shall be sufficient if in writing and shall be deemed to have been duly given if delivered by hand or if sent by registered or certified mail to the Executive at the last address he filed in writing with the Company or, in the case of the Compan... | Label: Notices |
eeac4b7e-180d-4e2f-b0c5-adb0129e954d | Clause:
The Closing of the sale of the Property by Seller to Purchaser will occur on the Closing Date, TIME BEING OF THE ESSENCE, through the escrow established with the Title Company. Each of Seller and Purchaser shall have the right to extend the Closing Date one time to a date no later than September 7, 2016, only i... | Label: Closings |
0f75b62c-33d7-494d-bd46-aeef4e34b314 | Clause:
The Company agrees to employ the Employee during the Term specified in Paragraph 2 hereof, and the Employee agrees to accept such employment, upon the terms and conditions hereinafter set forth.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Co... | Label: Employment |
58af95f9-3b12-4f04-a15e-abbecdd82f56 | Clause:
The Company and the Subsidiaries have, or have rights to use, all patents, patent applications, trademarks, trademark applications, service marks, trade names, trade secrets, inventions, copyrights, licenses and other intellectual property rights and similar rights as necessary or required for use in connection... | Label: Intellectual Property |
c945bf33-247d-490f-b36d-4f06d6b93ebc | Clause:
For purposes of this Amendment, all terms used herein and not otherwise defined herein, including but not limited to, those terms used in the recitals hereto, shall have the respective meanings assigned thereto in the Credit Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adj... | Label: Defined Terms |
d2048670-2bc0-4c8e-a506-53a9ce0e3d9d | Clause:
This Agreement and all obligations of the Restricted Holder hereunder are personal to the Restricted Holder and may not be transferred or delegated by the Restricted Holder at any time unless the transferee or delegee executes a separate lock-up/leak-out agreement with the Company in substantially the same form... | Label: Assignments |
2b2534cb-fb12-4009-ba4b-91a4eb3079d9 | Clause:
In the event that any one or more terms or provisions hereof shall be held void or unenforceable by any court or arbitrator, all remaining terms and provisions hereof shall remain in full force and effect.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendmen... | Label: Severability |
e93f1a7c-e38f-4f4a-bd87-634254bc21e8 | Clause:
Except as previously disclosed to Sutherland pursuant to the Company Disclosure Letter, no broker, finder or investment banker is entitled to any brokerage, finder’s or other fee or commission in connection with the transactions contemplated hereby based upon arrangements made by or on behalf of Advisor or its ... | Label: Brokers |
ad7d1de0-fd50-403b-87d8-cf45f5ca352d | Clause:
Executive’s execution of a complete and general release of any and all of his potential claims (other than for benefits and payments described in this Agreement or any other vested benefits with the Employees and/or their affiliates) against the Employer, any of its affiliated companies, and their respective su... | Label: Releases |
1c8118fe-6e08-415c-9b84-f358862a2dec | Clause:
All payments hereunder shall be in Canadian currency. Constellation may withhold from any payments due to Executive hereunder such amounts as Constellation may determine are required to be withheld under applicable federal, provincial and local tax laws. To the extent that there are no cash payments to withhold... | Label: Tax Withholdings |
dbc449d3-a70b-4db2-b01e-6bfedd650cdb | Clause:
Except as provided in this Section 15, any and all claims between Employee and the Company, any of its affiliates and/or any of their respective directors, officers, employees or agents that arise out of Employee’s employment, including, without limitation, disputes involving the terms of this Agreement, Employ... | Label: Arbitration |
f0e2bf61-094e-43e9-a77c-50a0287895e6 | Clause:
(a) Subject to Section 10.2(b), the parties hereto agree that irreparable damage would occur, and that the parties would not have any adequate remedy at law, in the event that any of the provisions of this Agreement were not performed in accordance with their specific terms or were otherwise breached. Subjec... | Label: Enforcements |
7db1a30d-ac66-45aa-b94b-7b99ed546752 | Clause:
Subject to Section 8(a), all Disputes will be submitted for binding arbitration to the American Arbitration Association on demand of either party. Such arbitration proceeding will be conducted in Wichita, Kansas and, except as otherwise provided in this Agreement, will be heard by one (1) arbitrator in accorda... | Label: Arbitration |
6b93da59-355f-44c5-a2ec-5d8275da4fc1 | Clause:
THIS AGREEMENT SHALL BE ENFORCED, GOVERNED AND CONSTRUED IN ALL RESPECTS IN ACCORDANCE WITH THE LAWS OF THE STATE OF DELAWARE, WITHOUT GIVING EFFECT TO ITS CONFLICTS OF LAWS PRINCIPLES.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption ... | Label: Governing Laws |
7e27afec-ac04-44c4-90d9-5c69969f6799 | Clause:
Except as set forth in this Section 19 , the rights and benefits hereunder shall not be assignable or transferable, and any purported transfer, sale, assignment, pledge or other encumbrance or disposition or attachment of any payments or benefits hereunder other than by operation of law, shall not be permitted ... | Label: Assignments |
8373de2f-2134-4f6d-ba44-b72140ba5154 | Clause:
All covenants, agreements, representations and warranties made in this Agreement shall survive the execution and delivery 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... | Label: Survival |
21a17588-155d-4978-b1e3-5938a1f1f66a | Clause:
The Borrower is organized, validly existing and in good standing under the laws of the jurisdiction of its organization.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assig... | Label: Existence |
62cb9f26-32d5-4ed4-b77a-da14b8fb675f | Clause:
This Agreement shall be governed by the internal law (and not the law of conflicts of 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 |
8f88d322-18d7-4ef9-b2c1-2bbc3d4eaaf8 | Clause:
In the event that a Change in Control (as defined in the 2015 Amendment and Restatement of the 2006 Omnibus Award Plan (as amended) (the “Plan”)) occurs at a time when any portion of restricted stock units or a stock option granted to Executive remains unvested, then effective upon the consummation of the Chang... | Label: Change In Control |
6d8441ad-64b3-4cb6-b45f-ac6cd9f52d90 | Clause:
The consummation of the purchase and sale of the Property (the “ Closing ”) shall take place on or before September 15, 2016 or at earlier date as mutually agreed to in writing by the parties (the “ Closing Date ”). The Closing shall be conducted through an escrow with the Escrow Holder, with escrow fees to be ... | Label: Closings |
7e4a8a89-7b40-436d-a92b-746575a9055f | Clause:
Borrower shall pay to Bank a non-refundable success fee equal to Seventy Five Thousand Dollars ($75,000), which fee shall be fully earned as of the date hereof and shall be payable on or before the earlier to occur of (i) receipt by Borrower of net proceeds from the issuance of additional equity securities of B... | Label: Fees |
3432459c-ece3-4739-9088-cafa37d223d2 | Clause:
Schedule 7.07 of the Existing Credit Agreement is hereby deleted in its entirety and replaced with Schedule 7.07 attached hereto.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignmen... | Label: Amendments |
34f9e713-b26d-4f84-a0d0-2a4246aa5232 | Clause:
Unless defined otherwise in this Second Amendment, all capitalized terms used in this Second Amendment shall have the same meaning and definition given to them in the Lease.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applic... | Label: Definitions |
a3fd5637-992b-482f-9493-0715222f40ea | Clause:
This Agreement may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original, and all such counterparts shall together constitute one and the same instrument. This Agreement may be executed by facsimile signatures.
Task: Classify this clause into... | Label: Counterparts |
89a0e2e7-7571-4c2c-b26d-7176b41db280 | Clause:
(a) Each borrowing by the Borrower from the Term B Lenders hereunder shall be made pro rata according to the Term B Percentages of the Term B Lenders.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, A... | Label: Payments |
00c2db94-5e92-4434-82f3-18a8e0ac54eb | Clause:
This Agreement and the other Transaction Documents constitute the entire agreement of the parties hereto with respect to the subject matter hereof and thereof and supersede all previous contracts and understandings between the parties with respect to the subject matter hereof and thereof. Accordingly, except a... | Label: Entire Agreements |
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