id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
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|---|---|---|
532dce0f-2061-410b-9b0e-ea758c7330f6 | Clause:
The parties acknowledge that the parties and their counsel have reviewed and revised this Agreement and that the language used in this Agreement has been chosen by the parties to express their mutual intent. Accordingly, no rules of strict construction will be applied against any party with respect to this Agre... | Label: Construction |
f5588616-2730-4d7d-8f9a-3f63fb0bb1a3 | Clause:
All notices shall be sent by registered mail, courier, or hand delivered to the addresses on the signature page.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Auth... | Label: Notices |
6282ad90-df14-4963-9753-058f940ba69e | Clause:
For purposes of this Indenture, the terms set forth on Annex A hereto shall have the meanings indicated on such Annex A.
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: Definitions |
f40b1fbd-d80d-4a19-9d97-f37eae292e63 | Clause:
The rights and obligations of the parties under the provisions of this Agreement, including Sections 6, 10, 11 and 12, shall survive and remain binding and enforceable, notwithstanding the expiration of the Protection Period or the term of this Agreement, the termination of the Executive's employment with the C... | Label: Survival |
4348653b-1dcc-4f8b-9ff7-133b1e3dbd45 | Clause:
Except as set forth on Schedule 4.9 attached hereto and for debt servicing, the Company shall use the net proceeds from the sale of the Securities hereunder for working capital purposes and shall not use such proceeds: (a) for the redemption of any Common Stock or Common Stock Equivalents, (b) for the settlemen... | Label: Use Of Proceeds |
29840aba-0488-404c-98a9-6fddec4f26ec | Clause:
MGM NATIONAL HARBOR LLC Borrower Lenders Lender BANK OF AMERICA, N.A.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Authorizations, Base Salary, Benefit... | Label: Agreements |
87446ce8-5b67-4604-b67c-1a7ef9f9107e | Clause:
In addition to the insurance required hereunder with respect to Collateral, maintain insurance with insurers (with a Best Rating of at least A, unless otherwise approved by Lender in its discretion) satisfactory to Lender, (a) with respect to the Properties and business of Borrowers and Subsidiaries of such typ... | Label: Insurances |
fbbb519c-9517-4c9c-aa1a-8df53c959be3 | Clause:
If any provision of this Agreement or the application thereof to any person or circumstance shall be invalid or unenforceable to any extent, the remainder of this Agreement and the application of such provision to other persons or circumstances shall not be affected thereby and shall be enforced to the greatest... | Label: Severability |
d8d6c71f-b53a-4f91-ba96-61eee7e9966d | Clause:
This Mortgage, except as otherwise provided in herein, and each of the other Loan Documents shall in all respects be governed, construed, applied and enforced in accordance with the laws of the State of New York without regard to principles of conflicts of law as to all matters.
Task: Classify this clause into... | Label: Governing Laws |
5ba58c1a-d199-48af-bccc-ea8429a4df43 | Clause:
Any dispute arising out of or relating to this Agreement or the alleged breach of it, or the making of this Agreement, including claims of fraud in the inducement, shall be discussed between the disputing parties in a good faith effort to arrive at a mutual settlement of any such controversy. If, notwithstandi... | Label: Arbitration |
df6853c8-8479-4357-ba0c-ceeec1ddb4d9 | Clause:
This Amendment and any other documents executed and delivered in connection herewith are the valid and legally binding obligations of Borrower and Guarantors enforceable in accordance with the respective terms and provisions hereof, except as enforceability is limited by bankruptcy, insolvency, reorganization, ... | Label: Enforceability |
181234a3-3256-43f9-a2e7-c0324de2f48c | Clause:
Any notice to be given pursuant to this Agreement shall be sent by certified mail, postage prepaid, by a recognized courier service or electronically (with a copy mailed via first class mail, postage pre-paid) or delivered in person to the parties at their respective business or residential addresses as the par... | Label: Notices |
fe7a0e8b-2217-439e-bf48-9caa41f881cc | Clause:
This Agreement may be executed in one or more counterparts, all of which when taken together shall constitute one and the same instrument. A facsimile or email scan of any original signature shall be binding against the signatories.
Task: Classify this clause into ONE of these types (exactly one label):
Adjust... | Label: Counterparts |
c878ada1-9707-4d50-8a76-da77ba5b7dd8 | Clause:
Except as otherwise required by law, Ellis will not disclose any of the terms of this Agreement to anyone other than (a) his spouse or professional advisors who agree to maintain the confidentiality of such terms, or (b) the Equal Employment Opportunity Commission or any comparable state or local agency.
Task:... | Label: Confidentiality |
a57cd1f4-4925-4102-b1d9-647496dfe1bc | Clause:
The Company shall have obtained all permits and qualifications required by any applicable state for the offer and sale of the Shares, or shall have the availability of exemptions therefrom. The sale and issuance of the Shares shall be legally permitted by all laws and regulations to which the Company is subject... | Label: Authority |
a02207a0-966a-44ff-a3f3-0381daa57c22 | Clause:
On or before the applicable Redemption Date, each holder of shares of Series A Preferred Stock to be redeemed on such Redemption Date, shall surrender the certificate or certificates representing such shares (or, if such registered holder alleges that such certificate has been lost, stolen or destroyed, a lost ... | Label: Payments |
904469d6-96cf-4ab4-a26e-f0aaa6473dff | Clause:
All compensation and benefits (including, without limitation, any fringe benefits, non-cash compensation, subsidies, severance pay or benefits under Sections 8.5, 10.2 hereof) payable or to be provided to Employee shall be subject to applicable withholding taxes, to applicable foreign, federal, state and local ... | Label: Taxes |
a63544b1-b2f2-4e01-8453-b2142b84eddd | Clause:
Manager shall keep confidential any nonpublic information obtained in connection with the services rendered under this Agreement and shall not disclose any such information (or use the same except in furtherance of its duties under this Agreement), except: (i) with the prior written consent of the Company; (ii)... | Label: Confidentiality |
4b98653e-b59f-48df-a24f-24a5a304d25f | Clause:
THE PARTIES AGREE THAT ANY AND ALL DISPUTES ARISING OUT OF THE TERMS OF THIS AGREEMENT, THEIR INTERPRETATION, AND ANY OF THE MATTERS HEREIN RELEASED, SHALL BE SUBJECT TO ARBITRATION IN SAN FRANCISCO COUNTY, BEFORE JUDICIAL ARBITRATION & MEDIATION SERVICES (“ JAMS ”), PURSUANT TO ITS EMPLOYMENT ARBITRATION RULES... | Label: Arbitration |
e207d0aa-83ee-4607-b6d1-fdf642a5d020 | Clause:
This Agreement may not be modified, amended, altered or supplemented except upon the execution and delivery of a written agreement executed by the Company and Stockholder.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicab... | Label: Amendments |
8185e674-87e6-48bb-b6c0-e3d623c2d2dc | Clause:
Without the prior written consent of Landlord, which shall not be unreasonably withheld, Tenant shall not assign this Lease, sublease all or any part of the Premises, or otherwise transfer or encumber all or any of Tenant’s interest in this Lease, whether voluntarily, involuntarily or by operation of law, or pe... | Label: Assignments |
b04f011d-6163-4fd6-b4a6-b529e9cc044f | Clause:
The term of this Agreement shall commence upon the Effective Date and shall continue until the expiration of the enforceability period for the last-to-expire of the Enzo Patents, unless earlier terminated as set forth in Section 4.2 below.
Task: Classify this clause into ONE of these types (exactly one label):... | Label: Terms |
a3a4075a-634b-4c49-9c2e-880d6cd102a0 | Clause:
Notices and communications under the this Agreement must be in writing and either personally delivered or sent by registered or certified United States mail, return receipt requested, postage prepaid. Notices to the Company must be addressed to: Micron Technology, Inc., 8000 S. Federal Way, P.O. Box 6, Boise, ... | Label: Notices |
117b3eb2-840a-4e69-aa84-ab9b44c8926e | Clause:
No waiver by the Lender of any of its rights or remedies in connection with the Loan Documents shall be effective unless such waiver is in writing and signed by the Lender. The Lender’s rights and remedies under this Agreement are cumulative with and in addition to any and all other legal and equitable rights... | Label: No Waivers |
0af88562-ee04-478d-93e7-ce0729e4401b | Clause:
No Defaulting Lender shall be entitled to receive any fee payable pursuant to Section 2.09(a) for any period during which that Lender is a Defaulting Lender (and the Borrower shall not be required to pay any such fee that otherwise would have been required to have been paid to that Defaulting Lender).
Task: Cl... | Label: Fees |
51a7008d-f6cb-4d69-93a4-3a8b714a381a | Clause:
This Agreement may be terminated at any time prior to the Closing by: (i) mutual written agreement of the Company and Cognate or (ii) by the Company, by written notice to Cognate, if Nasdaq rejects the Company’s remediation plan or notifies the Company that, upon the Closing, the remediation plan shall not be d... | Label: Terminations |
28893dfb-5e6b-41f6-8788-c888a56bc5e0 | Clause:
If Tenant requires Landlord's consent under any provision of this Lease and Landlord fails or refuses to give such consent, Tenant will not be entitled to any damages for any withholding by Landlord of Landlord's consent; it being intended that Tenant's sole remedy will be an action for specific performance or ... | Label: Consents |
6bc977bb-4d29-4600-8892-7ec143f032fe | Clause:
All questions arising with respect to the provisions of the Plan and payments due hereunder will be determined by application of the laws of the State of Texas, without giving effect to any conflict of law provisions thereof, except to the extent Texas law is preempted by federal law.
Task: Classify this claus... | Label: Governing Laws |
84305861-7806-428e-819e-f4c15d9fe62a | Clause:
Subject to and without waiver of the provisions of the Agreement or otherwise, all of the rights, duties, benefits, liabilities and obligations of the parties under this Amendment shall inure to the benefit of, and be binding upon, their respective successors and assigns. Except as specifically set forth or ref... | Label: Binding Effects |
583f2824-deff-4f9a-8389-5152e98c9ad5 | 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 20,000 shares ... | Label: Closings |
0f6204ec-9454-41ad-9c7f-43a9c70ddb9a | Clause:
Contingent upon the execution of the Subsequent Agreement by the parties, the parties agree that the terms of the Stegodon Loan will be amended to require only interest-only payments until June 30, 2019, and all cash covenants will be waived until June 30, 2019. Amyris agrees that all Value-Creation payments re... | Label: Waivers |
f7aecf89-1c8a-4a87-be08-fde6164cb3d0 | Clause:
Each of the parties hereto represents and warrants, as to itself, that it has duly authorized, executed and delivered this Agreement and that this Agreement is the legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms, except to the extent that enforceabi... | Label: Representations |
2cc01ad6-9f31-475e-a59a-0e2b3b25e787 | Clause:
Borrower hereby restates and reaffirms all of the covenants, representations and warranties set forth in the Loan Agreement, as if made as of the date of this Amendment and with regard to the Loan and the Additional Properties. In particular, all of the representations and warranties set forth in Section 4 of t... | Label: Representations |
1ede238f-39c7-464c-b5b1-723df15f4f47 | Clause:
All payments made pursuant to this Agreement shall be subject to such withholding taxes as may be required by any applicable law.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignmen... | Label: Withholdings |
c6bfac55-e9ee-4edc-8ed0-53d599953729 | Clause:
Executive shall be paid a base salary (“Base Salary”) at the annual rate of $215,000, payable in weekly installments consistent with Company’s payroll practices.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, A... | Label: Base Salary |
d6d93ed7-b3bd-4692-8525-359a20710dea | Clause:
As of September 15, 2015, the authorized capital stock of the Company consists of (i) 50,000,000 shares of Common Stock, of which 4,637,684 shares are issued and outstanding, 687,377 shares are reserved for issuance pursuant to stock options granted under the Company’s equity compensation plans, 40,023 shares a... | Label: Capitalization |
64bbfcfc-0ddd-427c-83dd-aefb13e3b18a | Clause:
You will pay to the Company or a Subsidiary, or make other arrangements satisfactory to the Company regarding the payment of, any federal, state, or local taxes of any kind required by applicable law to be withheld with respect to the Restricted Shares awarded under this Award Notice. Your right to receive the ... | Label: Withholdings |
3bc264c4-5165-4238-84a3-cfcace4b6772 | Clause:
No delay or failure on the part of the Agent or any Lender or on the part of the holder or holders of any of the Obligations in the exercise of any power or right under any Loan Document shall operate as a waiver thereof or as an acquiescence in any default, nor shall any single or partial exercise of any power... | Label: No Waivers |
c1fbf83e-edab-4cb9-967e-13997d0bfb4a | Clause:
This Agreement shall become effective when it shall have been executed by the Company, MJC and the Administrative Agent and when the Administrative Agent shall have received copies hereof (telecopied or otherwise) which, when taken together, bear the signature of each Lender, and thereafter shall be binding upo... | Label: Binding Effects |
ad4d5fcb-1450-4d9e-babd-c32ba55d7999 | Clause:
The Plan and the Notice shall be governed by, and construed in accordance with, the laws of the State of Texas, without regard to conflicts of laws. The courts in Harris County, Texas shall be the exclusive venue for any dispute regarding the Plan or the Notice.
Task: Classify this clause into ONE of these typ... | Label: Governing Laws |
ebc18732-19d3-4420-b9ba-3f5c223d1432 | Clause:
Except as otherwise expressly provided in this Agreement, whether or not the transactions contemplated by this Agreement are consummated, all costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be borne by the Party incurring such costs and expenses. Not... | Label: Expenses |
6fffcc11-480c-449d-b5e4-cc3bccf722da | Clause:
The Purchaser does not have any knowledge of any brokerage or finder's fees or commissions that are or will be payable by the Company to any broker, financial advisor or consultant, finder, placement agent, investment banker, bank or other person or entity with respect to the transactions contemplated by this A... | Label: Brokers |
bc1ce65b-5431-4fd0-b941-6285e57fcd02 | Clause:
This Amendment may be executed in counterparts, each of which shall be deemed to be an original, but all of which together shall constitute one and the same instrument. The Parties agree that this Amendment shall be legally binding upon the electronic transmission, including by facsimile or email, by each Party... | Label: Counterparts |
67f82326-c2e1-457a-b272-564ad1892b1b | Clause:
Except as hereinafter provided and prior to adjustment in accordance with Sections 4.06(a) and 4.07(b), the annual postponed retirement allowance with respect to Benefit Service credited prior to January 1, 1996 and Benefit Service credited under Section 2.02(c)(ii) on and after January 1, 1996 payable on a lif... | Label: Benefits |
182c4a55-4f09-4934-bdeb-e557f413eb0f | Clause:
Payments made pursuant to this Agreement are intended to be exempt from Section 409A of the Code or to otherwise comply with Section 409A of the Code. Accordingly, other provisions of the Plan or this Agreement notwithstanding, the provisions of this Section 9 will apply in order that the Restricted Stock Units... | Label: General |
7ef708f2-587b-4edf-86d9-0be2104e6d8c | Clause:
If any provision of this Agreement is held invalid or unenforceable by any court of competent jurisdiction, the other provisions of this Agreement will remain in full force and effect. Any provision of this Agreement held invalid or unenforceable only in part or degree will remain in full force and effect to t... | Label: Severability |
835afe0f-47e7-422a-8795-8562cafe3b78 | Clause:
This Agreement shall be governed by and construed in accordance with the internal laws of the Commonwealth of Virginia, to the extent not inconsistent with and governed by federal law, without giving effect to principles of conflict of laws. All headings in this Agreement have been inserted solely for convenien... | Label: Construction |
55fd63de-5c36-46ae-9bdc-390a536d8a07 | Clause:
This Agreement shall become effective when executed and delivered by the parties hereto (the “ Effective Date ”). Upon the occurrence of the Effective Date, each of the Secured Parties shall recognize the existence and permissibility of the other Secured Parties and their respective Indebtedness, Liens and/or O... | Label: Effectiveness |
6557e870-5186-4859-8e60-60c192b43ee1 | Clause:
(a) The definitions of terms herein shall apply equally to the singular and plural forms of the terms defined. Whenever the context may require, any pronoun shall include the corresponding masculine, feminine and neuter forms. The words “include,” “includes” and “including” shall be deemed to be followed by the... | Label: Construction |
0bda8dec-41ef-4932-87ea-218c1fc40c7c | Clause:
The execution, delivery and performance of the Transaction Documents by the Company and the consummation by the Company of the transactions contemplated hereby and thereby will not: (i) conflict with or result in a violation of any provision of the Certificate of Incorporation or By-laws or (ii) violate or conf... | Label: No Conflicts |
0305b2b0-f507-4bf8-9890-72988577d8d7 | Clause:
Except as expressly set forth herein, each party hereto shall bear its own costs and expenses in connection with this Agreement, the Ancillary Agreements and the transactions contemplated hereby and thereby, including all legal, accounting, financial advisory, consulting and all other fees and expenses of third... | Label: Expenses |
f4bd59d1-5608-4111-b336-ab65d828595b | Clause:
Furnish to Holder or file with the Securities and Exchange Commission (“ SEC ”), within the time periods applicable to a non-accelerated filer under Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended (the “ Exchange Act ”), all annual and quarterly financial statements required to be cont... | Label: Financial Statements |
72679601-23cf-4e09-a379-1715a7aca6fe | Clause:
Each Lessee makes the representations and warranties in Section 7.1(a), (c), (d), (e) and (f) to the Buyer as of the Lease Closing Date and as of the Amendment Closing Date and makes the agreements in Section 7.1(b) and (f) from the Lease Closing Date to the Final Settlement Date.
Task: Classify this clause in... | Label: Representations |
65130c2d-a5df-4cd6-b726-2dea68868829 | Clause:
In this Agreement, unless the Bank and the Borrowers 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 replaci... | Label: Interpretations |
91d52364-419b-4d42-b538-d9105db6f5cb | Clause:
Employee shall have such duties as are customarily performed and exercised by the Chief Medical Officer of a company with subsidiary operations, subject to the supervision of the President and Chief Executive Officer, together with such additional duties as are reasonably assigned by the President and Chief Exe... | Label: Duties |
5f51b697-487e-4c4b-a173-2212469e963b | Clause:
This Agreement and each other Transaction Document to which such Loan Party is a party constitute the legal, valid and binding obligations of such Loan Party enforceable against such Loan Party in accordance with their respective terms, except as such enforcement may be limited by applicable bankruptcy, insolve... | Label: Binding Effects |
6eb9ae83-bb8d-4286-93d8-41eabf85fcef | Clause:
GUARANTOR AND (BY ACCEPTANCE OF THIS GUARANTEE) THE COMPANY HEREBY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY SUIT, ACTION OR OTHER PROCEEDING ARISING OUT OF THIS GUARANTEE .
Task: Classify this clause into ONE of these types (exactly o... | Label: Waiver Of Jury Trials |
fd7b5f95-2e38-49e8-8afc-82c991ab4254 | Clause:
To the Knowledge of Seller, no representation or warranty in this Agreement contains any untrue statement of a material fact or omits to state any statement necessary to make the representations and warranties made herein not misleading in light of the circumstances under which they were made.
Task: Classify t... | Label: Disclosures |
9d03644e-d2ba-4971-a61f-90ed69aa3bb7 | Clause:
Each of the Borrower and its Subsidiaries has the power and authority and legal right to execute and deliver the Loan Documents to which it is a party and to perform its obligations thereunder. The execution and delivery by each of the Borrower and its Subsidiaries of the Loan Documents to which it is a party a... | Label: Authorizations |
a7b0af66-138a-41f3-9e20-7ac94a812a86 | Clause:
The Loan Documents remain in full force and effect except as expressly modified by this Agreement. Neither this Agreement nor the Loan Documents may be amended except by an instrument in writing signed by the Parties, their successors or assigns.
Task: Classify this clause into ONE of these types (exactly one ... | Label: Modifications |
f1cbb707-3bfd-49b5-9f6a-c0cc7d665ae1 | Clause:
This Agreement constitutes the entire agreement, and supersedes any prior understandings and agreements, between the parties with respect to its subject matter and there are no representations, warranties, forms, conditions, undertakings or collateral agreements, express implied or statutory between the parties... | Label: Entire Agreements |
7de30c60-569f-479c-abfa-633dcf56abc3 | Clause:
If (a) any Event of Default described in Sections 10.1(e), (f) or (g) shall occur, the Commitments shall automatically terminate and the outstanding unpaid principal balance of the Notes, the accrued interest thereon and all other obligations of the Borrowers to the Banks and the Agent under the Loan Documents ... | Label: Remedies |
075bbb0d-584f-4cae-9503-ae14bc330c38 | Clause:
Lessee acknowledges that the Management Parties and their Affiliates have the right to, and currently do, manage, operate and otherwise provide services to hotel and lodging facilities and enterprises other than the Hotels. Each of Lessee and the Management Parties acknowledges and agrees that any and all incom... | Label: Expenses |
41240573-92cf-448b-8bba-474db7703cdb | Clause:
The Seller shall pay to each Purchaser Agent for the benefit of the Purchasers in the related Purchaser Group, in accordance with the provisions set forth in Section 1.4(d) , certain fees (the “ Fees ”) in the amounts and on the dates set forth in the applicable fee letter agreement for such Purchaser Group dat... | Label: Fees |
17d2e591-7685-482f-bca5-41a00fd5ae13 | Clause:
Subject to the terms and conditions of this Award, the Time-based RSUs indicated in the table above shall vest over three years from the Award Date according to the dates identified in the following table if you remain continuously employed by the Company until the respective vesting date.
Task: Classify this ... | Label: Vesting |
40e7439d-4d4f-4bf4-bbaf-4befb5371872 | Clause:
In the event of the occurrence of any one or more of the events of default specified in paragraph (a) of this Article 26, upon payment of any unpaid costs by Purchaser up to the date of default, which is not contested by Contractor, or, which if contested, is resolved in Purchaser’s favor under DISPUTES Article... | Label: Remedies |
384afbac-7c19-4f3e-9c28-93c3bb0a750f | Clause:
This Second Amendment may be executed in any number of counterparts, each of which will constitute an original and all of which together shall constitute one instrument. Signature by facsimile shall bind the parties hereto.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Ag... | Label: Counterparts |
b0a14284-812c-4c7c-89c9-3d530cc9b42e | Clause:
The closing of the Exchange (the “ Closing ”) will take place at 11111 Santa Monica Boulevard, Suite 1840, Los Angeles, California 90025, or at such other place as the parties hereto mutually agree, on a date and at a time to be specified by the parties, which shall in no event be later than 10:00 a.m., local t... | Label: Closings |
65802cff-d12e-419c-b264-4ff3a02ac062 | 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 the Registration Statement or the Prospectus, are not subject to any preemptive rights, rights of first refusal or similar rights. The Company has an auth... | Label: Capitalization |
06fc49d6-7b2c-498e-93c2-19f7f9c538fd | Clause:
The Company shall in accordance with such Notice of Exercise, (i) as soon as practicable but not later than three Business Days after the Company shall have received such Notice of Exercise and payment, execute an electronic delivery of the Warrant Shares to the Holder’s account at the Depository Trust Company ... | Label: Effectiveness |
cf70a29d-c9e6-4739-adf8-a8b106382d24 | Clause:
EACH OF THE COMPANY AND THE WARRANT AGENT ACKNOWLEDGES AND AGREES THAT ANY CONTROVERSY WHICH MAY ARISE UNDER THIS WARRANT AGREEMENT OR A WARRANT IS LIKELY TO INVOLVE COMPLICATED AND DIFFICULT ISSUES, AND THEREFORE EACH SUCH PERSON HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVES ANY RIGHT SUCH PERSON MAY HAVE TO A... | Label: Waiver Of Jury Trials |
2f114687-abe0-4fbd-b922-7e5d00977719 | Clause:
This Agreement shall be binding upon the Partnership, each Purchaser and their respective successors and permitted assigns. Except as expressly provided in this Agreement, this Agreement shall not be construed so as to confer any right or benefit upon any Person other than the Parties to this Agreement and as p... | Label: Binding Effects |
879f169e-b53d-4b5e-92c5-880c981398e2 | Clause:
Unless otherwise defined herein, capitalized terms shall have the meanings assigned to such terms in the Notice of Grant (including any Superseding Agreement) or the Plan.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicab... | Label: Definitions |
e31509fd-54b9-4724-b316-846cbefc0bbd | Clause:
Each Party agrees to execute, acknowledge and deliver such further instruments and to do all such other reasonable acts as may be necessary or appropriate in order to carry out the purposes and intent of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreem... | Label: Further Assurances |
6ed941bd-6958-4238-bebf-48c771caf27d | Clause:
Except for any liability that a Fiduciary may have under ERISA, a Fiduciary shall not be liable for the breach of a fiduciary duty or responsibility by another Fiduciary of the Plan except where (i) such Fiduciary participates knowingly in, or knowingly undertakes to conceal, an act or omission of such other Fi... | Label: General |
935a8470-a9a7-4b01-bf56-50534d334e2a | Clause:
Immediately after the issuance of the Initial Notes, (i) excluding contingent liabilities of the Company to Baxalta Incorporated, Baxalta US Inc. and Baxalta GmbH pursuant to that certain Amended and Restated License Agreement by and among the Company, Baxter International Inc., Baxter Healthcare Corporation an... | Label: Solvency |
8633325b-4cd0-4d07-8d29-486c37d10bf5 | Clause:
The Loan Parties will, and will cause each of their Subsidiaries to, maintain with financially sound and reputable insurance companies which are not Affiliates of any Loan Party insurance with respect to its properties and business, and the properties and business of the REIT Guarantor and its Subsidiaries, aga... | Label: Insurances |
01d4e970-9a0c-4e5d-9e23-29b014989c25 | Clause:
This Agreement has been jointly and freely negotiated by the Parties and their respective counsel. Accordingly, neither this Agreement nor any provision hereof shall be construed against any of the Parties as drafter.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreemen... | Label: Construction |
50097be8-e454-4426-a048-cc12b1d90670 | Clause:
If there is a breach or threatened breach of any provision of Section 9, 10, 11, or 13 of this Agreement, the Company will suffer irreparable harm and shall be entitled to an injunction restraining Employee from such breach. Nothing herein shall be construed as prohibiting the Company from pursuing any other re... | Label: Remedies |
f50a4e27-09c5-4d2d-ac9a-3a3293f25469 | Clause:
All federal and other material tax returns, reports and similar statements or filings of MAC and its Subsidiaries have been timely filed. Except for Permitted Encumbrances, all taxes, assessments, fees and other charges of Governmental Authorities upon such Persons and upon or relating to their respective Prop... | Label: Taxes |
729a401d-3ab5-401c-add9-a0e1be7e4186 | Clause:
(a) The Manager shall maintain appropriate books of accounts and records relating to services performed hereunder, and such books of account and records shall be accessible for inspection by representatives of the Trust or any Subsidiary at any time during normal business hours upon reasonable advance notic... | Label: Confidentiality |
8b308c47-08cf-41d0-8690-850520f95d04 | Clause:
The Applicable Refinery Owner will pay all taxes, import duties, license fees and other charges by any Governmental Authority levied on or with respect to the Feedstocks processed and Products delivered to the Applicable Refinery Owner by HEP Operating. HEP Operating will pay all property and ad valorem taxes l... | Label: Taxes |
4a9794b5-fecd-49c7-87ba-4b1c326e4284 | Clause:
Lender agrees (on behalf of itself and each of its affiliates, directors, officers, employees and representatives) to keep confidential, in accordance with its customary procedures for handling confidential information of this nature and in accordance with safe and sound practices of comparable commercial finan... | Label: Confidentiality |
aa4a2d56-5789-48fb-8d50-1f52750f1c86 | Clause:
The Company shall have the right to retain and withhold the amount of taxes (at the statutorily required rates) required by any government to be withheld or otherwise deducted and paid with respect to the Award. At its discretion, the Committee may require the Participant to reimburse the Company for any such t... | Label: Taxes |
838505c8-a46c-47c3-9880-e13aabe4df32 | Clause:
Any notice to the Company shall be addressed to the director of human resources or to the chief executive officer of the Company in writing, and shall be effective when it is hand-delivered or three (3) days after its deposit in the U.S. mail, postage-paid, certified, and return receipt requested. Any notice to... | Label: Notices |
fb911d4d-5fd6-425c-86c2-9276ba8417b3 | Clause:
This Amendment is subject to the general provisions set forth in the Loan Agreement, including, but not limited to, Sections 15.14 , 15.15 , and 15.16 .
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approval... | Label: Miscellaneous |
bd67e823-71f0-4600-8005-04012abe5bfd | Clause:
This Agreement shall be binding upon the Parties and their respective successors and assigns, provided however, that no Party may assign its interests under this Agreement without the consent of all the Parties hereto.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreeme... | Label: Assignments |
202df38a-08bb-4de5-816d-1a2dc58efc98 | Clause:
The exercise of this Option and the issuance of Shares shall be subject to compliance by the Company and Optionee with all applicable requirements of U.S. federal and state, local, and foreign securities laws and with all applicable requirements of any stock exchange or national market system on which the Compa... | Label: Compliance With Laws |
29223b36-2e3f-4757-8f87-ad4eea55e5c3 | Clause:
The laws of the State of Illinois (other than those pertaining to conflicts of law) shall exclusively govern all aspects of this Agreement, irrespective of the fact that one of the parties now is or may become a resident of a different state or country. The parties agree that all actions or proceedings in any w... | Label: Applicable Laws |
576e60ea-05dc-40e2-906a-6dfe8db2938e | Clause:
Subject to the provisions of Section 4(b) regarding Ten Percent Stockholders, no Option or SAR will be exercisable after the expiration of ten (10) years from the date of its grant or such shorter period specified in the Stock Award Agreement.
Task: Classify this clause into ONE of these types (exactly one lab... | Label: Terms |
0f963b1b-76ea-479f-ab53-9646ba09aef1 | Clause:
Any and all taxes levied on account of royalties or milestone payments accruing under this Article 8 shall be paid by Antares. If laws or regulations require withholding of taxes, such taxes will be deducted by Lumara or its sublicensee from such remittable royalties or milestone payments and will be ... | Label: Taxes |
81d54cf5-b3bb-42e8-ae95-8d965220f610 | Clause:
Agent shall not in any way be responsible for the performance or discharge of, and Agent does not hereby undertake to perform or discharge, any obligation, duty, responsibility, or liability of Pledgor in connection with the Pledged Collateral or otherwise. Pledgor hereby agrees to indemnify Agent and hold Age... | Label: Indemnifications |
cd83ab6c-8361-4666-9f87-b37d2baefb2a | Clause:
This Agreement, for all purposes, shall be construed in accordance with the laws of Oregon without regard to conflicts of law principles. Any action or proceeding by either of the parties to enforce this Agreement shall be brought only in a state or federal court located in the state of Oregon, county of Multno... | Label: Venues |
5b7dc8e5-2266-49b5-a027-df1f8bcf893e | Clause:
The invalidity or unenforceability of any provision of this Employment Agreement, whether in whole or in part, shall not in any way affect the validity and/or enforceability of any other provision herein contained. Any invalid or unenforceable provision shall be deemed severable to the extent of any such inval... | Label: Severability |
5020f98c-55b8-4bab-a27b-10418e3aebdf | Clause:
Borrower and its Significant Subsidiaries maintain insurance with financially sound and reputable insurance companies on all their Property of a character usually insured by entities in the same or similar businesses similarly situated against loss or damage of the kinds and in the amounts, customarily insured ... | Label: Insurances |
ca5f5cc0-61a6-4684-b13b-723139eb7d88 | Clause:
Subject to Sections 2.4 and 2.5 hereof, all Performance Stock Units will, subject to Participant’s continued employment or services through , vest and become nonforfeitable on and shall be subject to settlement with respect to the number of Shares as described on the Grant Notice and at the time set forth in Se... | Label: Vesting |
94066fe4-920b-496a-b4d3-a0c9eb32be99 | Clause:
This Notice of Grant of Security Interest in [Copyright] [Patent] [Trademark] Supplement shall terminate concurrently with the termination of the Revolving Facility Security Agreement in accordance with the terms thereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agre... | Label: Terminations |
b4ea75b5-b5a6-4afa-b179-9fe854c8d005 | Clause:
Such Purchaser shall not, and shall cause its Affiliates not to, engage, directly or indirectly, in any transactions in the securities of the Company (including, without limitation, any Short Sales) during the period from the date hereof until such time as (i) the transactions contemplated by this Agreement are... | Label: Sales |
70175f62-61d4-4528-b8db-4d73fa81a406 | Clause:
The Company agrees to employ Executive, and Executive hereby accepts employment with the Company, upon the terms and conditions set forth in this Agreement. This Agreement shall commence on the Effective Date as defined in Paragraph 19 and will continue in effect through the second anniversary of the Effective... | Label: Employment |
8d992442-0b98-4d57-b9fd-575461809b87 | Clause:
For the consideration as provided under the APA, Assignor hereby assigns and conveys to Assignee, and Assignee hereby acquires and assumes from Assignor, all right, title and interest of Assignor in and to the Distribution Agreement, and all interest, rights, title and obligations of Assignor deriving therefrom... | Label: Assignments |
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