id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
d81bfd8f-fd7a-42aa-9b42-b7720e5f4e5c | Clause:
All subsidiaries of Seller, direct and indirect, are set forth on SCHEDULE 3.2 . Except for Transgenomic Limited, none of the subsidiaries listed on SCHEDULE 3.2 are operating subsidiaries or have any contracts, rights or other assets of any kind relating to the GAP Business.
Task: Classify this clause into ON... | Label: Subsidiaries |
fb3ab6c5-2e8b-4770-92a2-35eb8e52c663 | Clause:
Elliott’s employment hereunder shall commence on the Commencement Date and continue in full force and effect for a period of two (2) years, unless sooner terminated in accordance with the provisions hereof (the “ Term ”). Commencing on the first (1st) anniversary of the Commencement Date, such Term shall automa... | Label: Terms |
2c8b797a-1987-42a8-a224-35c759d25929 | Clause:
GUARANTOR HEREBY (a) IRREVOCABLY SUBMITS AND CONSENTS TO THE EXCLUSIVE JURISDICTION OF THE STATE AND FEDERAL COURTS LOCATED IN THE STATE OF NEW YORK, COUNTY OF NEW YORK WITH RESPECT TO ANY ACTION OR PROCEEDING ARISING OUT OF THIS GUARANTY AND/OR THE OTHER LOAN DOCUMENTS, THE GUARANTOR OBLIGATIONS OR ANY MATTER ... | Label: Consent To Jurisdiction |
cec064a9-ee18-43d7-83d6-b85e48bc779d | Clause:
The execution, delivery and performance by the Seller of the Transaction Documents to which it is a party (i) have been duly authorized by all necessary limited liability company action on the part of the Seller and (ii) do not contravene or constitute a default under (A) any applicable order, law, rule or regu... | Label: Authorizations |
d2846a0c-4280-48bb-ad35-b9c97ca57631 | Clause:
Each Loan Party represents and warrants to the Lenders that after giving effect to this Agreement (a) the representations and warranties set forth in Article VI of the Credit Agreement are true and correct as of the date hereof unless they specifically refer to an earlier date, in which case they shall be true ... | Label: Representations |
2781df32-a69e-47a7-9262-a51acef47344 | Clause:
Any notice provided for in this Agreement must be in writing and must be either personally delivered, mailed by first class mail (postage prepaid and return receipt requested) or sent by reputable overnight courier service (charges prepaid) in an envelope marked “confidential” to the recipient at the address be... | Label: Notices |
fd3ab489-4ab4-4539-8420-2510eba3b07c | Clause:
Each party covenants that at any time, and from time to time, after the Closing Date, it will execute such additional instruments and take such actions as may be reasonable requested by the other party to confirm, perfect or otherwise carry out the intent and purposes of this Agreement and any Ancillary Agreeme... | Label: Further Assurances |
abb0a3e4-646a-494c-aef5-c3af0e4b745c | Clause:
The LLC shall keep, or cause to be kept, appropriate books and records with respect to the LLC’s affairs, including all books and records necessary to provide any information, lists, and copies of documents required to be provided pursuant to Section 8.3 or pursuant to applicable laws. All matters concerning ( ... | Label: Records |
25bae847-84a1-4cf5-9370-d51f172daa90 | Clause:
This Agreement is subject to all the terms, conditions and provisions of the Plan, including, without limitation, the amendment provisions thereof, and to such rules, regulations and interpretations relating to the Plan adopted by the Committee as may be in effect from time to time. If and to the extent that th... | Label: Interpretations |
88dd0d9f-5b6d-4fe6-a257-0efd58f95b4f | Clause:
In the event of a Change in Control during the Term, any then outstanding and unvested equity compensation awards (including but not limited to stock options and restricted stock units) held by the Employee will vest on an accelerated basis immediately prior to and contingent on consummation of the Change in Co... | Label: Change In Control |
90279861-95c6-4072-869e-8467c8e7ae09 | Clause:
Glenn agrees not to disparage the Company or its officers, directors, employees, shareholders or agents, in any manner likely to be harmful to them or their business, business relationships or personal reputations. Glenn shall respond accurately and fully to any questions, inquiry or request for information whe... | Label: Non-Disparagement |
9060589f-9e61-4a42-99db-0eecfd945500 | Clause:
THIS AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF NEVADA (WITHOUT GIVING EFFECT TO ANY CONFLICTS OR CHOICE OF LAWS PROVISIONS WHICH WOULD CAUSE THE APPLICATION OF THE DOMESTIC SUBSTANTIVE LAWS OF ANY OTHER JURISDICTION). THE PARTIES AGREE THAT VENUE FOR ANY DISPUTE AR... | Label: Governing Laws |
96f3d96a-51d3-4263-a31d-82033d9593f6 | Clause:
The Company has made available to Parent prior to the date of this Agreement true, correct and complete copies of the Company’s director and officer insurance policies. The insurance policies held by the Company provide adequate coverage for all normal risks incident to the business of the Company and its Subsi... | Label: Insurances |
c944e3ff-9e91-468a-a22f-2a1a042e1889 | Clause:
The Board of Directors may amend, suspend or terminate this Plan at any time; provided that no such amendment, suspension or termination shall adversely effect the amounts in any then-existing account. Further, no amendment, suspension or termination of the Plan may result in the acceleration of payment of any ... | Label: Amendments |
585c018d-bec7-4a2f-a228-c59c7795e200 | Clause:
Each of the BioAmber Parties, the Company and any other applicable BioAmber Affiliate has, or prior to its execution will have, all requisite corporate (or other applicable Entity) power and authority to execute and deliver this Agreement and each Ancillary Agreement to which it is, or it will become, a party a... | Label: Authority |
4b9482fe-7356-48a5-9259-e09dcf1e3328 | Clause:
Subject to the terms and conditions set forth herein, the Company may from time to time request the Bank to issue Letters of Credit for its own account in such form as is acceptable to the Bank in its reasonable determination.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments,... | Label: General |
63577ee3-1fec-46d1-9a7e-44841b1a24a5 | Clause:
Except as otherwise defined in this Rider, terms defined in the Agreement are used herein as defined 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, Authori... | Label: Definitions |
34410b36-d725-4e99-a8c5-80f656d423a5 | Clause:
The Lenders may continue to make loans or extend credit to any Borrower based on this Guaranty until five (5) days after the Agent receives written notice of termination from any Guarantor. Notwithstanding receipt of any such notice, each Guarantor will continue to be liable to the Lender for any Guarantied Ob... | Label: Terminations |
08bb5c69-ef2f-4a08-b4bd-d44ba227af31 | Clause:
Whether or not the transactions contemplated hereby are consummated, all costs and expenses (including any brokerage commissions or any finder’s or investment banker’s fees and including attorneys’ and accountants’ fees) incurred in connection with the negotiation and execution of this Agreement and each other ... | Label: Expenses |
d8ae5793-7bf5-4714-b8a0-2797c203e187 | Clause:
The provisions of Section 15(d) of the Plan are incorporated herein by reference and made a part hereof.
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, A... | Label: Tax Withholdings |
00c60dc4-b8d8-410e-a713-35437bbd5fe0 | Clause:
The Parties agree that the provisions set forth in section 9 of the MSA related to confidentiality, privacy, and information security apply to this Work Statement and are incorporated herein by reference.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendment... | Label: Confidentiality |
136de9b7-39f8-4fdb-9940-8f187694a3d1 | Clause:
This Agreement and each other Loan Document may be executed in one or more counterparts (and by different parties hereto in different counterparts), each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Delivery of an executed counterpart of a signat... | Label: Counterparts |
1dc43f05-6837-477e-8a84-bdb6aad6c3a8 | Clause:
Any notices under this Note shall be given by personal delivery or by nationally recognized overnight courier service at the addresses specified below or any address specified in writing from time to time by Maker and Payee. Notices shall be effective upon receipt or upon affirmative refusal to accept delivery.... | Label: Notices |
cfae109d-c712-42fe-bb06-a120a7f97519 | Clause:
Your eligibility to receive the Severance Benefits is subject in all respects to the terms and conditions of the Severance Agreement, including, without limitation, your timely execution and non-revocation of the Waiver (as defined in the Severance Agreement), your compliance with Sections 4 (“ Nondisparagement... | Label: Terms |
71084de1-6c7a-4b11-95c6-ad556873a546 | Clause:
All notices and other communications made or given pursuant to this Agreement shall be in writing and shall be sufficiently made or given if hand delivered or mailed by certified mail, addressed to you at the address contained in the records of the Company, or addressed to the Board, care of the Company for the... | Label: Notices |
e0ba88cc-4d51-4a0b-b66c-f43fe15b296c | Clause:
(a) The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that none of the Loan Parties may assign or otherwise transfer any of its rights or obligations hereunder without the prior written conse... | Label: Assignments |
3ad0a307-5c2a-4d9d-942c-d0d39b980c76 | Clause:
The representation and warranties of Purchaser set forth in Section 5.5 hereof shall survive Closing.
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, Auth... | Label: Warranties |
0c31c924-1d7e-44d2-9c7f-c434f22bbc10 | Clause:
Based on the consolidated financial condition of the Company as of the Closing Date, after giving effect to the receipt by the Company of the proceeds from the sale of the Securities hereunder: (i) the fair saleable value of the Company’s assets exceeds the amount that will be required to be paid on or in respe... | Label: Solvency |
a23bf331-24a8-4825-bda9-3eafb87329f7 | Clause:
Taxes . To permit the Company to comply with all applicable federal and state income tax laws or regulations, the Company may take such action as it deems appropriate to ensure that, if necessary, all applicable federal and state payroll, income, or other taxes are withheld from any amounts payable by the Comp... | Label: Withholdings |
e2addd9d-388f-44c8-8e0d-274b245d728c | Clause:
This Amendment shall be governed by and construed in accordance with the laws of the State of Texas without giving effect to the principles thereof relating to conflicts of laws.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, A... | Label: Governing Laws |
a762ddbd-bd13-409a-b8fe-437060efa135 | Clause:
The Borrower shall notify the Administrative Agent in writing of any optional prepayment hereunder, not later than 12:00 noon, New York City time, three Business Days before the date of such optional prepayment. Each such notice shall be irrevocable and shall specify the optional prepayment date, the principal ... | Label: Notices |
2f455f1c-ca1b-4545-aafa-a882957d2c30 | Clause:
No failure by any Secured Party to exercise, and no delay by any such Person in exercising, any right, remedy, power or privilege hereunder or under any other Loan Document shall operate as a waiver thereof; nor shall any single or partial exercise of any right, remedy, power or privilege hereunder preclude any... | Label: No Waivers |
e1cc78ab-7e0a-4c76-bf81-b42515332ab1 | Clause:
Except as disclosed on Schedule 6.4 hereto, there are (a) no lawsuits, actions, investigations, examinations or other proceedings pending or, to the knowledge of the Borrower , threatened against any Company, or in respect of which any Company may have any liability, in any court or before or by any Governmenta... | Label: Litigations |
46aa0796-31e0-4eac-b113-8179cb66fc96 | Clause:
Eligibility to enroll in Tilly’s Medical Benefits Program will take effect on the first of the month following one complete calendar month of employment.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals... | Label: Benefits |
8e48cf89-1ed3-4b16-8cf8-165037262262 | Clause:
Each Seller Party and Servicer (a) is a corporation, real estate investment trust or limited liability company as specified in this Agreement, duly organized, validly existing and in good standing under the laws of the jurisdiction in which it was formed, as specified in this Agreement, (b) has all requisite co... | Label: Existence |
d78f74ad-5295-4f68-9a09-247785f4c027 | Clause:
To the extent otherwise eligible, Executive will be entitled to receive or participate in any additional benefits, including without limitation group health insurance plans, retirement plans, and medical reimbursement plans, which Corporation may from time to time make available to its executive management empl... | Label: Benefits |
e6788d87-923d-40da-8588-48fb82dfabf4 | Clause:
Notwithstanding anything to the contrary in this Agreement, it is intended that the severance benefits and other payments payable under this Agreement satisfy, to the greatest extent possible, the exemptions from the application of Section 409A of the Code provided under Treasury Regulations Sections 1.409A-1(b... | Label: General |
e119d1c4-dc8d-47bf-9ba3-ba745300c1c7 | Clause:
The parties to each assignment shall execute and deliver to the Administrative Agent an Assignment and Assumption, together with a processing and recordation fee in the amount of $3,500 (except in the case of any Permitted Open Market Purchase or Term Loans purchased through Auctions pursuant to Section 2.18 );... | Label: Assignments |
742fecc0-13b2-4ef8-aeda-67dc5a808d44 | Clause:
Director agrees to execute such additional instruments and to take all such further action as may be reasonably requested by the Company, the Partnership or their respective Affiliates to carry out the intent and purposes of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label)... | Label: Further Assurances |
f5243911-61cf-48a7-9ef4-b1d29dce9b23 | Clause:
The representations, warranties, covenants and agreements made in this Agreement (in each case other than the representations and warranties relating to Taxes) shall survive the Closing solely for purposes of Section 11.03 , Section 11.04 and Section 15.04 and shall terminate at the close of business on the dat... | Label: Survival |
0ee9cc01-58cb-46f1-9c22-a8a46b29ce10 | Clause:
Each Group Member has provided to the Agent accurate and complete copies of all of the following agreements or documents to which it is subject and each of which is listed on Schedule 3.18 : all Material DL OLC Agreements; all material licenses and permits held by the Group Members; instruments and documents ev... | Label: Agreements |
1ab8fdd8-a380-4a36-a489-2172b894df78 | Clause:
If any provision of this Service Mark License Agreement From Licensor to Licensee is determined to be invalid, such invalidity shall not impair the operation of other provisions of this Service Mark License Agreement From Licensor to Licensee, unless the invalid provision is a material part of the parties’ barg... | Label: Severability |
66d12134-2a19-434a-89c0-6a403b39e3c6 | Clause:
This Agreement may be executed in two (2) or more counterparts, including facsimile and electronically transmitted counterparts, each of which will be deemed an original, but all of which together constitute one and the same instrument. Signatures provided by facsimile transmission or in Adobe™ Portable Documen... | Label: Counterparts |
635c8f17-e5ea-4cfa-9320-cbb5a73a349a | Clause:
The purchase price (the “Purchase Price”) for the Purchased Assets and Assumed Liabilities shall be equal to the sum of Six Hundred and Fifty Thousand Dollars ($650,000.00). The Purchase Price shall be paid in full at the Closing. The Purchase Price shall be allocated among the Purchased Assets in accordance wi... | Label: Payments |
7e948c00-cbdb-49a6-a398-d17ef14ceedf | Clause:
All notices to the Issuer under this Note shall be in writing and addressed to the Issuer at 722 Columbia Avenue, Franklin, Tennessee 37064, Attention: Richard E. Herrington, or to such other address as the Issuer may notify to the Holder (the “ Payment Office ”). All notices to the Holders shall be in writing ... | Label: Notices |
afeeb5f5-f1f3-4db6-9dfe-fae05e277aa9 | Clause:
Any failure by any party or parties to comply with any of its or their obligations, agreements or conditions herein contained may be waived in writing, but not in any other manner, by the party or parties to whom such compliance is owed. No waiver of, or consent to a change in, any of the provisions of this Agr... | Label: Waivers |
46a93366-b75f-446f-ae1c-d2586cce7c4d | Clause:
The Executive’s employment hereunder shall automatically terminate upon his death.
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 Sa... | Label: Death |
d67b252f-f961-4644-bb82-05ed8cf3003f | Clause:
If any term or provision of this Agreement is to any extent held invalid or unenforceable, the remaining terms of this Agreement will not be affected thereby, but each term and provision of this Agreement will be valid and enforceable to the fullest extent permitted by law. This Agreement shall be governed by t... | Label: Miscellaneous |
0c1bd35a-d700-4e4a-b8ff-e1ba4f14d318 | Clause:
The Administrative Agent and the Borrower shall determine the effective date (the “ Increase Effective Date ”) and the final allocation of any Incremental Term Facility. The Administrative Agent shall promptly notify the Borrower and the Lenders of the final allocation of such increase and the Increase Effectiv... | Label: Effective Dates |
fc38da54-e223-406b-aef8-477a51fc311d | Clause:
This Agreement, including its attached Exhibits, constitutes the entire employment agreement between Sauers and the Company regarding the terms and conditions of his employment, with the exception of those provisions of the 2008 Plan (and any predecessor plan) and related award agreements incorporated by refere... | Label: Entire Agreements |
72fca97c-b1bf-4b0a-8da0-a4b9b8e43ffd | Clause:
Commencing on the Agreement Effective Date and thereafter during his Employment Period, the Executive shall receive an annual base salary of $ 236,000 (as such salary may be increased from time to time , the “Annual Base Salary”), which shall be paid on a semimonthly basis. During the Employment Period, the Ann... | Label: Base Salary |
cc2adaed-1c1a-4e90-9dec-688d84580b3b | Clause:
The Committee, in its discretion, shall select, no later than the Determination Date, the persons who shall be Participants for the Performance Period. Only eligible individuals who are designated by the Committee to participate in the Plan with respect to a particular Performance Period may participate in the ... | Label: Participations |
cf99b66a-c0da-4d6d-a151-4b5705edc601 | Clause:
This Agreement may be executed in any number of counterparts and by the different parties hereto on separate counterparts, each of which counterparts when executed and delivered shall be an original, but all of which shall together constitute one and the same instrument.
Task: Classify this clause into ONE of ... | Label: Counterparts |
ec137be5-8c05-4286-a073-089e609f1c3f | Clause:
Awards shall be paid in cash by the Company on or about the September 15th immediately following the end of the Company's fiscal year in which they were earned, but in no event later than the next following March 15th (or such later date as is permitted under Internal Revenue Service regulations or guidance wit... | Label: Payments |
4943e6a0-7e8b-4a25-b2ad-b6c050d80472 | Clause:
This Award Agreement may be modified or amended at any time, in accordance with Section 15 of the Plan and provided that you must consent in writing to any modification that adversely affects any rights or obligations under this Award Agreement (with such an affect being presumed to arise from a modification th... | Label: Modifications |
6c9b7724-443f-4726-88b8-8c9f617477d9 | Clause:
In the event that any provision of this Agreement is found to be unenforceable by an arbitrator or court of competent jurisdiction, such provision shall be deemed modified to the extent necessary to allow enforceability of the provision as so limited, it being intended that the parties shall receive the benefit... | Label: Severability |
035cb43f-3259-4d9c-b69d-6b1c8d21de50 | Clause:
This Agreement shall be binding upon and inure to the benefit of the heirs and representatives of the Executive and the successors and assigns of the Bank and the Company. The Bank and the Company shall require any successor (whether direct or indirect, by purchase, merger, reorganization, consolidation, acquis... | Label: Binding Effects |
301d2f23-a6e4-4741-ba8a-0e120c77fb62 | Clause:
With respect to each Plan, the Borrower and all ERISA Affiliates have paid all required minimum contributions and installments on or before the due dates provided under Section 430(j) of the Code and could not reasonably be subject to a lien under Section 430(k) of the Code or Title IV of ERISA. Neither the Bor... | Label: Erisa |
c48e0d2d-7fa7-4fb8-8f9a-ed86f19bef0d | Clause:
The Transferor hereby represents and warrants that (a) the Subject Transfer has been approved by the Requisite Commitment Parties; (b) the Transferee is not a portfolio company of the Transferor or the Transferor’s Affiliates and (c) the Subject Transfer does not violate any of the provisions contained in Secti... | Label: Representations |
59988f74-8311-4662-8d52-64ed28848757 | Clause:
The Grant Certificate and the Equity Plan constitute the entire agreement between the parties hereto with regard to the subject matter hereof. They supersede all other agreements, representations or understandings (whether oral or written and whether express or implied) that relate to the Award. By accepting ... | Label: Entire Agreements |
f4aca67a-4628-40d5-848f-45b0365ecf50 | Clause:
No Borrower is in default in the performance or observance of any material obligation, agreement, covenant or condition contained in any indenture, debenture, mortgage, deed of trust or other material instrument or agreement to which it is a party or by which it or its property is bound and neither the executio... | Label: No Defaults |
857aeae1-7fa6-4ea8-91bd-855021464ea0 | Clause:
This Agreement shall be governed by and construed and interpreted in accordance with the laws of the State of California. Venue shall be in Los Angeles County, State of California.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws,... | Label: Governing Laws |
1f972ed8-de97-4e83-8832-db91efacb93c | Clause:
All notices, requests or other communications provided for in this Agreement shall be made, if to the Company, to Broadwind Energy, Inc., Attn: Legal Department, 3240 S. Central Avenue, Cicero, Illinois 60804, and if to the Holder, to the last known mailing address of the Holder contained in the records of the ... | Label: Notices |
41dfe22d-6d5a-471a-bc0c-fe42c8bfe4f6 | Clause:
The parties hereto agree that any and all disputes, claims or controversies arising out of or relating to this Agreement that are not resolved by mutual agreement shall be submitted to final and binding arbitration before JAMS/ENDISPUTE, or its successor, pursuant to the United States Arbitration Act, 9 U.S.C. ... | Label: Arbitration |
14571264-7f7f-44d3-ba62-146f559812cb | Clause:
No failure or delay on the part of the Transferor in exercising any power or right hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any such power or right preclude any other or further exercise thereof or the exercise of any other power or right. No amendment, modificat... | Label: General |
273c423e-7dc0-4f54-bc20-f4e6fc5b04db | Clause:
The original principal amount of this Note (the “Loan”), and all interest accrued thereon, shall be due and payable on the Maturity Date, accelerated or otherwise, when the principal and remaining accrued but unpaid interest shall be due and payable, or sooner as described below and subject to Section 3.
Task:... | Label: Payments |
9b8a21a4-42ad-4537-9cec-8a465824c51e | Clause:
As a condition of the granting of the Performance Shares, the Employee agrees for himself and his legal representatives, that any dispute or disagreement which may arise under or as a result of or pursuant to this Agreement shall be determined by the Committee in its sole discretion, and any interpretation by t... | Label: Interpretations |
75987772-8052-4fed-bc22-1fd6b200b07f | Clause:
This Amendment and the Agreement supersede all other prior agreements, understandings, representations and warranties, oral or written between the parties hereto in respect of the subject matter hereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments,... | Label: Entire Agreements |
e9f63f48-c896-4c84-9bf1-89e2b69a79bc | Clause:
All notices, requests and demands to or upon the Administrative Agent or any Grantor hereunder shall be effected in the manner provided for in Section 11.2 of the Credit Agreement; provided that any such notice, request or demand to or upon any Guarantor (other than Parent or the Borrower) shall be addressed to... | Label: Notices |
f139557e-db90-4927-b93a-6d117beec173 | Clause:
This Agreement shall become effective on the date (the “Effective Date”) on which (i) the Borrower, each Lender and each Agent shall have signed a counterpart hereof (whether the same or different counterparts) and shall have delivered (including by way of facsimile or by electronic mail in Adobe Corporation’s ... | Label: Effectiveness |
e2c5638a-fd6d-4854-b8d6-eb5d853bf055 | Clause:
The Administrative Agent and the Lenders shall have received all fees and other amounts due and payable on or prior to the Third Amendment Effective Date, including to the extent invoiced, reimbursement or payment of all out-of-pocket expenses required to be reimbursed or paid by the Borrowers under the Credit ... | Label: Fees |
3c671632-605d-48bf-a438-1236dad1d491 | Clause:
Any term of this Agreement may be amended or terminated only with the written consent of the Company, the Holders and the FF Beneficial Investor.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitr... | Label: Amendments |
d7c69399-1e78-4311-8d3e-4e7a0b09ff1a | Clause:
The Corporation and the Corporation Subsidiaries have maintained insurance in such types and amounts as appropriate for their respective businesses. Neither the Corporation nor any Corporation Subsidiary has any self-insurance or co-insurance programs. Neither the Corporation nor any Corporation Subsidiary has ... | Label: Insurances |
75055d32-2b27-4a81-99bf-2e5190718261 | Clause:
Bank will be solely responsible for providing all terms, conditions, disclosures and notices required by Applicable Law to be included in the eQuickscreen process (“ Disclosures ”). As the [***], Retailers will make the Disclosures available to each Retailer Customer on the eQuickscreen acceptance page in the o... | Label: Disclosures |
e8855fe0-b6e7-4b3c-aca7-cf233ee46967 | Clause:
Each of the Company and each Subsidiary has good record and marketable title in fee simple to, or valid leasehold interests in, all real property necessary or used in the ordinary conduct of its business, except for such defects in title as could not, individually or in the aggregate, reasonably be expected to ... | Label: Liens |
ec77ac2f-905d-48a0-8550-34e61d1e8560 | Clause:
Any Lender may at any time, without the consent of, or notice to, the Borrowers or the Administrative Agent, sell participations to any Person (other than (A) a natural person or (or a holding company, investment vehicle or trust for, or owned and operated for the primary benefit of, a natural Person), (B) any ... | Label: Participations |
ae4dbb41-b37d-4c38-88f5-d55132b5da06 | Clause:
Except as otherwise provided for herein, this Agreement shall commence on the Effective Date hereof and shall remain in effect for a period of two (2) years t hereafter (the "Term") or until the end of the Contract Period, whichever is later. The Term shall be automatically extended for an additional one (1)... | Label: Terms |
c5a86918-a936-488d-942c-344880732410 | Clause:
(a) The Fundamental Representations shall survive the Closing and continue in full force and effect indefinitely, (b) the representations and warranties set forth in Section 4.21 (Tax Matters), Section 4.23 (Employee Benefit Plans), Section 5.21 (Tax Matters) and Section 5.23 (Employee Benefit Plans) (the “ Tax... | Label: Survival |
77f42e7e-0d64-4777-b286-f38c6dc78a32 | Clause:
The Company is a corporation duly organized, validly existing and in good standing under the Laws of the State of Delaware. The Company has all power and authority, corporate and otherwise, and all governmental licenses, franchises, Permits, authorizations, consents and approvals required to own and operate its... | Label: Powers |
c3afb795-b0cd-435a-8a58-7676d798ddd0 | Clause:
The Executive acknowledges that a breach of his covenants and agreements contained in Sections 6 and 7 would cause irreparable damage to the Company and its subsidiaries and affiliates, the exact amount of which would be difficult to ascertain, and that the remedies at law for any such breach or threatened brea... | Label: Enforcements |
66c57e2f-1f41-4912-b0b1-9eee967a43d6 | Clause:
Except as otherwise provided herein, provided that the Participant has remained continuously employed through the applicable Vesting Date, the Units will vest on December 31, 2018 (the “Vesting Date”).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, ... | Label: Vesting |
460308e0-f184-4bf2-963e-782fb33821de | Clause:
The provisions of this Section 7.7 are for the benefit of the Indemnitees, their employees, officers, directors, trustees, heirs, successors, assigns and administrators and shall not be deemed to create any rights for the benefit of any other Persons. Any amendment, modification or repeal of this Section 7.7 , ... | Label: Benefits |
ba51c88c-3ee8-40d6-a7b3-d811157ba88f | Clause:
The historical financial statements of the Partnership (including the related notes and supporting schedules) included in the SEC Reports comply as to form in all material respects with the requirements of Regulation S-X under the Securities Act and present fairly in all material respects the financial conditio... | Label: Financial Statements |
f685695b-4c02-4f15-8694-208db0e320cd | Clause:
(a) This Agreement and the other Loan Documents represent the entire agreement of the Grantors, the Agent and the other Secured Parties with respect to the subject matter hereof and thereof, and supersede any and all previous agreements and understandings, oral or written, relating to the subject matter hereof... | Label: Integration |
018ac003-9777-4f98-afcc-268fec7491ae | Clause:
Every notice or other communication relating to this Agreement shall be in writing, and shall be mailed to or delivered to the party for whom it is intended at such address as may from time to time be designated in a notice mailed or delivered to the other party as provided herein; provided that, unless and unt... | Label: Notices |
cf491c5b-1128-4745-8fee-0825018caf21 | Clause:
As of each Applicable Time occurring on or after the date of the first Placement Notice hereunder, all legal or governmental proceedings, affiliate transactions, off-balance sheet transactions, contracts, licenses, agreements, leases or documents of a character required to be described under the Securities Act ... | Label: Disclosures |
89693bb9-f1c5-401c-8275-e648303e760e | Clause:
As a condition for obtaining Lessor's consent to any assignment, encumbrance or sublease, Lessee must require that the rent payable by such assignee or sublessee is at least at the then current rental rates for the Premises or comparable premises in the Building, and, if Lessor so requests, shall require that t... | Label: Assignments |
f8477fa9-f0f2-48d6-af9d-9580f34ec16f | Clause:
THIS AMENDMENT NO. 2 SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAW 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, Author... | Label: Governing Laws |
59da0adf-3986-4852-96bc-b522145a6208 | Clause:
If the Company has authorized any construction or renovation on any Property, including but not limited to construction of tenant finish-out, and the Company has requested in writing the services of the Property Manager with regard to any construction, renovation or tenant finish-out, then the Property Manager ... | Label: Construction |
43d37f70-1d18-4d80-9a24-0ae32cc963da | Clause:
Provided Lessee has complied with all governmental regulations, Lessee may at any time, by notice to Lessor, terminate this Lease as to, and release from this Lease, all or any portion of the Leased Premises and be freed from all obligation and liability as to the released portion of the Leased Premises under t... | Label: Terminations |
8d7ed310-1233-4e1a-a148-25e11022cee5 | 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, in the aggregate, up to $500,000 in ... | Label: Closings |
42522943-4e67-4026-b42b-0aef4bb9b72a | Clause:
No Party may assign any of its rights or delegate any of its obligations under this Agreement, by operation of law or otherwise, without the prior written consent of the other Party, except that Buyer may transfer or assign its rights and obligations under this Agreement, in whole or from time to time in part b... | Label: Assignments |
cf4c35a2-e394-419e-a2e6-cde9fdcf35a5 | Clause:
All notices, requests and other communications provided for herein (including without limitation any modifications of, or waivers, requests or consents under, this Guaranty) shall be given or made in writing (including without limitation by email or telecopy) and delivered to the intended recipient at the “Addr... | Label: Notices |
d9256e20-8b40-4b16-a32a-87751bc37712 | Clause:
Each Loan Party and each Subsidiary of any Loan Party has and will have its own separate financial statement, provided, however, that the assets of each Loan Party and each Subsidiary of any Loan Party may be included in a consolidated financial statement of its parent companies if inclusion on such a consolida... | Label: Financial Statements |
4e6c7209-1f93-4526-b5fd-8db6e808d9e6 | Clause:
Fortress will conduct any construction or other work done by it so as to minimize the possibility of any claim of lien against any part of its Interest and, if any such claim of lien be created, will forthwith take all necessary steps to have the same discharged unless the claim of lien is being contested in go... | Label: Liens |
049f4746-884f-4f3e-b36b-1bf06ffa1e56 | Clause:
The Company will agree to endeavor to construct, occupy and maintain the Project in accordance with all applicable federal, state, county and municipal laws, ordinances, rules and regulations, including, without limitation, all environmental laws; provided, however, the Company shall be permitted to contest in ... | Label: Compliance With Laws |
d1a8085b-68ba-4c79-911b-e283fcbf137f | Clause:
This Agreement contains the entire understanding and agreement among the Partners with respect to the subject matter hereof and supersedes any other prior written or oral understandings or agreements among them with respect thereto.
Task: Classify this clause into ONE of these types (exactly one label):
Adjust... | Label: Entire Agreements |
a31d49cd-ba71-42c5-94bc-579cc932be36 | Clause:
The Borrower will, and will cause each of its Subsidiaries to, comply with all laws, rules, regulations, orders, writs, judgments, injunctions, decrees or awards to which they may be subject, the violation of which could reasonably be expected to have a Material Adverse Effect. The Borrower will maintain in ... | Label: Compliance With Laws |
e47e8419-a9de-4c01-86e2-4a253d5b9a9f | Clause:
This Agreement shall be governed by the internal laws of the state of Delaware as to all matters, including but not limited to matters of validity, construction, effect, performance and remedies. Any legal action or proceeding with respect to the Plan or this option may only be brought and determined in a court... | Label: Governing Laws |
d09dc8fb-69bc-47e4-8cd1-2eabe8310ae4 | Clause:
Company shall indemnify Executive and hold him harmless from and against any and all costs, expenses, losses, claims, damages, obligations or liabilities (including actual attorneys’ fees and expenses) arising out of or relating to any acts, or omissions to act, made by Executive on behalf of or in the course o... | Label: Indemnifications |
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