id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
b2842de3-7c6e-4bf3-b3c6-bf0de7fbbe42 | Clause:
For the convenience of the parties, this Amendment may be executed in multiple counterparts, each of which for all purposes shall be deemed to be an original, and all such counterparts shall together constitute but one and the same agreement. Delivery of an executed counterpart of a signature page of this Amend... | Label: Counterparts |
162477d0-0b6e-4dfb-a23d-db44339bf472 | Clause:
The Company hereby employs the Executive, and the Executive agrees to serve, as the Vice President of Strategy and Business Development of the Company, upon the terms and conditions contained herein. The Executive shall have all of the responsibilities and powers normally associated with such office in a compan... | Label: General |
1f8405e8-5738-4575-9450-11e2446baf04 | Clause:
CME Guarantor will (a) keep and maintain all property material to the conduct of its business (taken as a whole) in good working order and condition, ordinary wear and tear excepted, and (b) maintain, with financially sound and reputable insurance companies, insurance in such amounts and against such risks as a... | Label: Insurances |
5541ef33-d9a0-436d-9bcb-c0a4dbbbeee0 | Clause:
Payment of the purchase price for, and delivery of, the Securities shall be made at the offices of Baker Botts L.L.P., 910 Louisiana Street, Houston, TX 77002, or at such other place as shall be agreed upon by the Representatives and the Partnership, at 9:00 A.M. (Houston time) on December 28, 2016 (unless post... | Label: Payments |
a36836b1-9cd1-4c00-a70c-b94840e60553 | Clause:
If any one or more of the terms, provisions, covenants or restrictions of this Agreement shall be determined by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the terms, provisions, covenants and restrictions shall remain in full force and effect, and the invalid, void ... | Label: Severability |
4691ae66-78b6-459f-a2e2-8881f08693fb | Clause:
Executive agrees that he will not, at any time after the date hereof, make any statement or take or omit to take any action, the effect of which is to criticize or otherwise disparage in any way the Company or any of the other released parties. Executive further agrees that he will not interfere in any manner w... | Label: Non-Disparagement |
92aa5195-8d72-4507-9141-3b334b34d350 | Clause:
Subject to Section 7 below, the Award shall become vested as to 100% of the Stock Units subject to the Award upon the first to occur of (a) the first anniversary of the Date of Grant, (b) a termination of service on the Board if the Grantee has completed one full term of service and he or she does not stand for... | Label: Vesting |
53a1821b-d08f-4ea8-a20f-13912c317481 | 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 (i) $1,000,000... | Label: Closings |
f5e7eb8b-58f9-452f-8eda-724e6ab63191 | Clause:
The reimbursements set forth in this Section 2.2 shall be subject to applicable withholding and other taxes.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authorit... | Label: Taxes |
e3792f8c-69b2-4286-aa9f-e1c4ff846d61 | Clause:
The Plan and all determinations made and actions taken pursuant hereto shall be governed by the laws of Maryland without giving effect to the conflict of laws principles thereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, A... | Label: Governing Laws |
9921ecf0-872e-4115-9ef1-ca7742f86e09 | Clause:
All payments hereunder will be made net of any amount necessary to satisfy applicable tax withholding requirements, as well as any amounts then owed by Executive to the Company or any of their Affiliates. Notwithstanding any other provision of this Agreement, payments hereunder will be subject to Section 3.I an... | Label: Taxes |
2117de04-db8b-4e94-851e-9de1d5d13112 | Clause:
(i) Any Lender may at any time, without the consent of, or notice to, the Loan Parties or the Agent, sell participations to any Person (other than a natural person or the Loan Parties or any of the Loan Parties’ Affiliates or Subsidiaries) (each, a “ Participant ”) in all or a portion of such Lender's rights an... | Label: Participations |
e6b11144-bc3e-4769-8400-911a0dbb4e61 | Clause:
The Board may at any time and from time to time alter, amend, suspend or terminate the Plan in whole or in part. Notwithstanding the foregoing, no amendment or termination of the Plan shall affect adversely any of the rights of any Participant, without such Participant’s consent, under any Award theretofore gra... | Label: Amendments |
538ca26d-f019-4984-b6ea-7f421ca1dd94 | Clause:
This Bill of Sale constitutes the entire agreement between the parties concerning the subject matter hereof and has been entered into in reliance solely on the contents hereof and thereof. This Bill of Sale may not be amended or modified except in writing signed by both parties. This Bill of Sale supersedes any... | Label: Entire Agreements |
85f8d789-5bc0-4f8a-bb07-4ac28675197f | Clause:
Each Warrantholder shall deliver to the Company a properly executed applicable IRS Form W-8 or W-9 (or any successor form) (i) upon execution of this Agreement in the case of the initial Warrantholder and upon assignment in the case of any subsequent Warrantholder, (ii) upon a reasonable request by the Company,... | Label: Taxes |
292b9d4e-2f23-42f7-9674-febb99ce4740 | Clause:
Both before and immediately after giving effect to the Transaction on the Effective Date and the incurrence of the Term Loans and all other indebtedness incurred or to be incurred on the Effective Date, there shall exist no Default or Event of Default.
Task: Classify this clause into ONE of these types (exactl... | Label: No Defaults |
923b56d9-47bf-4bdd-ab0a-f59d7c9c2945 | Clause:
This Agreement shall be governed by and construed in accordance with the Laws of the State of New York, without giving effect to any choice of law 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 |
cd0a12a8-6436-491b-bd17-6a072940252a | Clause:
Supplier shall hold and maintain in strict confidence all Confidential Information of Company. Without limiting the foregoing, Supplier shall use or disclose the Confidential Information of Company, except as otherwise permitted by this Agreement or as may be necessary or useful to exercise its rights or perfor... | Label: Confidentiality |
4dbf0a4d-d2ee-4b61-9596-b4614d85f254 | Clause:
This Agreement shall not affect in any way the ownership, voting rights or other rights or duties of Employee, except as specifically provided herein.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, A... | Label: Duties |
56b87b9c-b240-4fed-94ce-ef82a8ddd34e | Clause:
In addition to the acts and deeds recited herein and contemplated to be performed at the Closing, Seller and Buyer agree to perform such other acts, and to execute and/or deliver such other instruments and documents as either Seller or Buyer, or their respective counsel, may reasonably require in order to effec... | Label: Further Assurances |
fd39f5e0-2aeb-453f-9795-10af78ef75c9 | Clause:
The Plan may borrow money for any lawful purpose, to the fullest extent permitted by the Code, ERISA and other applicable laws. The foregoing notwithstanding, any loan to the Plan (or the Trust) that is made or guaranteed by a Disqualified Person must satisfy the requirements for an Exempt Loan. As of March 1,... | Label: General |
24a3314f-eda2-4c19-93e1-585e8ad336e6 | Clause:
Employee agrees that he shall be liable for all damages caused to the Company for his disclosure any of the Confidential Information and Proprietary Information, either directly or indirectly, including, but not limited to, loss of revenue, loss of business, loss of customers, loss of customer goodwill, and los... | Label: Remedies |
f7ca4bf8-924f-4715-86d6-68a827bf8df4 | Clause:
Until such time as the Company records its first $10,000,000 in revenue (the “Revenue Trigger”), the Company shall pay the Executive an annual rate of base salary of no less than $225,000.00; after the occurrence of the Revenue Trigger, the Company shall pay the Executive an annual rate of base salary of no les... | Label: Base Salary |
1b6e806c-b2e3-416c-841d-94eb865f3725 | Clause:
Nothing contained herein shall relieve Assignor of any obligation or liability imposed by any documents which confer the Mineral and Mining Rights, or by any laws or regulations pertaining thereto. The Assignor shall indemnify and hold Assignee harmless from and against any such obligations or liabilities, clai... | Label: Indemnifications |
95817b64-ce05-4f4a-9190-7d8a8722aa18 | Clause:
The Seller is a corporation, duly formed and validly existing under the laws of Arizona and has all requisite power and authority to own, lease and operate its properties and to carry on the Business as currently conducted. The Seller is duly qualified or registered as a foreign corporation to transact business... | Label: Organizations |
76446cb8-70be-4df2-88a3-299806e46072 | Clause:
The Sellers will deliver to the Buyer financial statements (audited and/or unaudited as required by SEC regulations) prepared in accordance with Reg. S-X of the Securities Exchange Act of 1934, as amended and in accordance with generally accepted accounting principles through the balance sheet and income statem... | Label: Financial Statements |
04f82ad7-e830-497e-b6fb-ff475243ade4 | Clause:
This Agreement shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its conflict of law principles. Each Party submits to the jurisdiction of any courts of the State of Texas in the County of Harris, or of the United States District Court for the Southern Distr... | Label: Venues |
c1c20153-a794-44ac-ab9b-f609269a144e | Clause:
Except to the extent expressly provided herein, nothing contained herein shall, or shall be construed to (i) modify any of the Credit Documents, (ii) modify, waive, impair or affect any of the covenants, agreements, terms and conditions thereof, (iii) waive the observance and/or performance thereof by any party... | Label: Waivers |
4ff7763c-4a98-4b9f-ab5b-84f80e72f88f | Clause:
As of the Effective Date, the terms of this Agreement and the other agreements and instruments contemplated hereby or referred to herein are intended by the parties to be the final expression of their agreement with respect to the employment of the Executive by the Company and may not be contradicted by evidenc... | Label: Entire Agreements |
5b3a7a21-e1c5-428b-9d89-4a6aca01aded | 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 (including, without limitation, the issuance of the Notes and the Warrants and reservation for issuance and issuance of the Conversion Share... | Label: No Conflicts |
64cb8e93-04d9-4624-aaa8-c0b7418603fb | Clause:
The provisions of this Award Agreement are severable. In the event that one or more of the provisions contained in the Plan or this Award Agreement or in any other agreement referred to herein shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such invalidity or unenforceabi... | Label: Severability |
b70d44bf-9388-4678-bf65-b2cee0bb8920 | Clause:
This Agreement shall be governed by the laws of the Commonwealth of Massachusetts, United States of America without regard to any choice of law rules thereunder.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, A... | Label: Governing Laws |
e894241f-79bc-410a-9ab3-46084953af57 | Clause:
The Borrower will, and will cause each of its Subsidiaries to, comply with all laws (including ERISA and Environmental Laws) and all rules, regulations and orders of any Governmental Authority applicable to it or its property, except where the failure to do so, individually or in the aggregate, would not reason... | Label: Compliance With Laws |
794a6d15-33f1-46ef-94b1-21c1d3b04f86 | Clause:
This Agreement, the First Lien Loan Documents and the Second Lien Documents represent the entire agreement of the Grantors, the First Lien Claimholders and the Second Lien Claimholders with respect to the subject matter hereof and thereof, and supersede any and all previous agreements and understandings, oral o... | Label: Integration |
d5216ef0-23ab-48d4-a1db-920a19163cdb | Clause:
The Company will reimburse Consultant, in accordance with Company policy, for all reasonable, out-of-pocket expenses actually incurred by Consultant in performing the Services pursuant to this Agreement, provided, however, that the Consultant shall submit receipts or other proof of such expenses before Company ... | Label: Expenses |
7f48053a-955b-4ea7-9cd0-cb30f10cb9b6 | Clause:
As Additional Rent, Tenant shall pay at the same time the Base Monthly Rent is due an amount equal to Tenant’s Share of that portion of such monthly amortization payment fairly allocable to the Building (as reasonably determined by Landlord) for each month after such improvements are completed until the first t... | Label: Payments |
15a36c26-7cd9-443e-8b27-f94449a67a22 | Clause:
This Agreement shall be binding upon and shall inure to the benefit of the Parties’ representatives, agents, successors, assigns, heirs, attorneys, affiliates, and predecessors.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Ap... | Label: Binding Effects |
823c85e4-2e4b-409d-ae40-c05dd6d9049e | Clause:
This Joinder Agreement shall be governed by, and construed in accordance with, the internal laws of the State of Delaware, without regard to any conflict of laws provisions which would require the application of the law of any other jurisdiction.
Task: Classify this clause into ONE of these types (exactly one ... | Label: Governing Laws |
9e77c070-5128-4206-aa22-7333231f8973 | Clause:
Article, section and subsection headings in this Agreement are included for convenience of reference only and shall not constitute a part of this Agreement for any other purpose.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, A... | Label: Headings |
199b87ea-1fa3-4881-8d76-1425cfad403f | Clause:
The parties to this Agreement shall have all remedies available at law, in equity or otherwise in the event of any breach or violation of this Agreement or any default hereunder. The parties acknowledge and agree that in the event of any breach of this Agreement, in addition to any other remedies that may be av... | Label: Remedies |
5bbc69e3-2ed0-4593-9c30-0ae6f383a64b | Clause:
All payments of principal, interest, fees and other amounts due under the Notes shall be made by the Borrowers to the applicable Investor in lawful money of the United States of America, by check or wire transfer (according to the wiring instructions set forth at Schedule 2.6 ) or ACH direct debit pursuant to t... | Label: Payments |
43fa5800-cccd-4261-ad43-e3455bf54c7a | Clause:
This Section 2 shall terminate upon the closing of an IPO; provided, however, the restrictions set forth in Section 2(a) shall continue to apply with respect to unvested Restricted Shares.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corrupti... | Label: Terminations |
a5366d97-089a-4ef5-b264-d7daaf712955 | Clause:
The Company will pay Executive during the Term an annual base salary of at least equal in amount to that being paid on the date of this Agreement, and which may be adjusted from time to time by the independent members of the Board of Directors or Compensation Committee of the Board of Directors, if any.
Task: ... | Label: Base Salary |
fb23f644-ec0a-4f04-8c74-74f00633e633 | Clause:
This Agreement shall extend to and be binding upon and inure to the benefit of the parties hereto, their respective heirs, representatives, successors, and assigns. This Agreement may not be assigned by Employee, but may be assigned by Company to any person or entity that succeeds to the ownership or operation ... | Label: Binding Effects |
18833294-fdd4-4742-95af-e1718b84f82c | Clause:
The Company shall use its commercially reasonable efforts to submit drafts to the First Lien Bank Professionals of any press releases and public documents that constitute disclosure of the existence or terms of this Agreement or any amendment to the terms of this Agreement at least three (3) Business Days prior... | Label: Publicity |
2a577825-83d2-40b7-9c0d-d4e250a9169c | Clause:
All notices, requests and demands to or upon the Administrative Agent, any Lender or the CME Guarantor shall be effected in the manner provided in Section 9.01 of the Credit Agreement; any such notice, request or demand to or upon the CME Guarantor shall be addressed to the CME Guarantor at its notice address a... | Label: Notices |
bd2e118d-0dd7-434d-8277-ca8dcf98bcb1 | Clause:
This Ninth Amendment (including, but not limited to, the validity and enforceability hereof) shall be governed by, and construed in accordance with, the laws of the State of New York.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption La... | Label: Governing Laws |
7544c455-ab39-4b50-823f-a6ea330546fa | Clause:
Each Loan Party has been duly organized and is validly existing and, to the extent applicable, in good standing under the laws of its jurisdiction of organization, and has all Company powers and all material governmental licenses, authorizations, consents and approvals required to carry on its business as prese... | Label: Powers |
7b51081b-ed75-4a0c-8565-f1115bc0947e | Clause:
This Agreement represents the entire agreement and understanding between the Company and Painter concerning the subject matter of this Agreement and Painter’s employment with and separation from the Company and the events leading thereto and associated therewith, and supersedes and replaces any and all prior ag... | Label: Entire Agreements |
bf76f9ab-3b95-42a5-ab1e-29f9ec735fd9 | Clause:
Except as otherwise provided above, your right to receive a credit of Share Units shall be forfeited automatically without further action or notice in the event that you cease to be continuously employed by Teradata through December 31, 2018.
Task: Classify this clause into ONE of these types (exactly one labe... | Label: Forfeitures |
d6f5146c-b294-4801-8f48-d07a94abc19c | Clause:
The term of this Agreement shall begin on the date above and shall continue until the first anniversary of the Agreement, unless sooner terminated for Just Cause, as defined in this Agreement. This Agreement shall automatically renew for additional one year periods following the original term, at the end of eac... | Label: Terms |
132f6f62-83e5-41b0-a1c1-b8d0725a13c6 | Clause:
The Company agrees that if there is a Change in Control of the Company (other than a Change in Control that has been approved by a majority of the Company’s Board of Directors who were directors immediately prior to such Change in Control) then, with respect to all matters thereafter arising concerning the righ... | Label: Change In Control |
f86ac7f8-9f4e-4809-87bf-151a436b7cea | Clause:
During the Employment Period, Employee shall be entitled to the benefits of such group medical, travel and accident, short- and long-term disability, and term life insurance (collectively, "Benefit Plans"), if any, as the Company shall make generally available from time to time to the Company's Executive office... | Label: Benefits |
e6c3de56-c30b-4736-b819-c16ef8e44f14 | Clause:
This Warrant and any term hereof may be changed, waived, discharged or terminated only by an instrument in writing signed by the party against which enforcement of such change, waiver, discharge or termination is sought. The governing law, jurisdiction and any waiver of jury trial or arbitration provisions cont... | Label: Miscellaneous |
197ca34a-c2ce-44b5-927d-9344eed5bfb2 | Clause:
The Company maintains, and has caused each Significant Subsidiary to maintain, with financially sound and reputable insurance companies, insurance in such amounts, subject to deductibles and self-insurance retentions, and covering such properties and risks, as is consistent with sound business practices.
Task:... | Label: Insurances |
b7723824-7cb9-4164-8273-5c09063baec1 | Clause:
The Lenders agree to indemnify the Agent (to the extent not reimbursed by the Borrower), ratably according to (i) the respective amounts of their Commitments (or if the Commitments have terminated or expired (other than with respect to the Term Conversion) the Commitments most recently in effect), or (ii) if th... | Label: Indemnifications |
caf30ee5-51b8-4d29-b3c5-dc5798bcabfb | Clause:
Other than the representations and warranties set forth in Section 8.1 above and otherwise as expressly provided in this Agreement and in the Closing Documents, Seller specifically is making no other representations or warranties hereunder or otherwise pursuant to the Closing Documents.
Task: Classify this cla... | Label: Warranties |
70321e3c-2137-4595-b1bd-8cce65a81c49 | Clause:
Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions of this Agreement or affecting the validity or enforceability of such provisi... | Label: Severability |
fae15fc0-50bf-4bd3-9bb4-ed23c6dcaf47 | Clause:
Executive hereby acknowledges and affirms that in the event of any breach by Executive of any of his covenants, agreements or obligations hereunder (including in agreements incorporated herein by reference), monetary damages would be inadequate to compensate the Released Parties or any of them. Accordingly, in ... | Label: Remedies |
5dcc5386-d150-4b32-9296-6b0d85c98a49 | Clause:
The term of this Agreement is one year, beginning on January 1, 2016 and terminating on December 31, 2016 (“Term”).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, A... | Label: Terms |
3069c7c8-537c-4da0-8ca9-e047fa50bba3 | Clause:
This Assignment is to be governed by, and construed and enforced in accordance with, the laws of the State of Texas, without regard to its rules of conflict of laws.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Law... | Label: Governing Laws |
2854b796-4de9-4049-98b6-cd9426cb0052 | Clause:
THIS AGREEMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAW OF THE STATE OF WISCONSIN.
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, ... | Label: Governing Laws |
28399992-0824-45a2-98c7-0e6bb4fb28e6 | Clause:
Employee shall be paid an annual base salary of Five Hundred Thousand Dollars ($500,000) and shall be eligible for increases in base salary consistent with Company’s ordinary compensation cycles and process.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendm... | Label: Base Salary |
e85ce039-1890-41f3-9914-8a754f065f3c | Clause:
If your Service terminates for any reason, all unvested RSUs shall be forfeited to the Company forthwith, and all rights you have to such RSUs shall immediately terminate. Your Service will be considered terminated as of the date you are no longer providing services (regardless of the reason for such terminatio... | Label: Terminations |
c2b5902c-6b28-40a8-a97b-d1a0a73d1f36 | Clause:
This Agreement, together with Appendix A, constitutes the entire agreement between Company and Employee, as to the subject matter hereof and supersedes all prior agreements between the parties hereto relating directly to the subject matter hereof including any prior retention payments or agreements relating to ... | Label: Entire Agreements |
6a82785f-2c9d-461f-8a45-c9dc959adca5 | Clause:
Except for the filing of the Certificate of Designation with the Secretary of State of Nevada, the execution, delivery and performance by the Company of the Transaction Documents and the offer, issuance and sale of the Securities require no consent of, action by or in respect of, or filing with, any Person, gov... | Label: Consents |
e1b37244-c43f-4480-91e2-c076519e94da | Clause:
Capitalized terms in the Plan shall be defined as set forth in the Plan (including the definition provisions of Article 8 ).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, A... | Label: Definitions |
20776296-a933-4f30-bc0f-6ccd561aca07 | Clause:
This Agreement (including the Exhibits and Schedules hereto), the Confidentiality Agreement and the Voting Agreements (a) constitute the entire agreement and supersede all prior agreements and understandings, both written and oral, among the Parties with respect to the subject matter hereof and thereof and (b) ... | Label: Entire Agreements |
936dc10a-7ee5-4989-b54c-808ac2b5603c | Clause:
As compensation for services rendered hereunder, the Executive shall initially receive a salary of $300,000.00 annually (the “ Base Salary ”), which shall be paid in accordance with the Company’s then prevailing payroll practices; provided that, the Base Salary may be adjusted upward from time to time as determ... | Label: Base Salary |
85e50f24-9155-43f5-86c5-0fc86a1cebd5 | Clause:
EACH OF THE PARTIES HERETO HEREBY WAIVES TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY WITH RESPECT TO ANY LITIGATION DIRECTLY OR INDIRECTLY ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT OR THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT. EACH OF THE PAR... | Label: Waiver Of Jury Trials |
fc7b0a17-40b2-4667-93f6-d2af5ee8321c | Clause:
The Administrative Agent shall have received all fees required to be paid hereunder, and all expenses for which reasonably detailed invoices have been presented (including the reasonable fees and expenses of legal counsel), on or before the Partial Waiver Date.
Task: Classify this clause into ONE of these type... | Label: Fees |
0bdb2804-bf76-4b47-9667-56b66bf2bbf6 | Clause:
Neither the execution and delivery by such Party of this Agreement, nor the performance by such Party of its duties and obligations hereunder, shall (i) conflict with, result in a breach of the terms, conditions or provisions of, or constitute a default (or an event which with notice, or lapse of time, or both,... | Label: No Conflicts |
cafaacaa-ae2a-4f0f-a7eb-9a8566d57a60 | Clause:
This Agreement is effective on the eighth (8th) day after you sign it and without revocation by you as provided in Section 16 (the “Effective Date”).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Ar... | Label: Effective Dates |
558ddb60-8a2c-4cce-9af7-748db97836b1 | Clause:
In addition to the actions specifically provided for elsewhere in this Agreement, each Party hereto shall execute and deliver such additional documents, instruments, conveyances and assurances and take, or cause to be taken, all actions, and to do, or cause to be done, all things reasonably necessary, proper or... | Label: Further Assurances |
aaff9198-f091-4a4f-b17b-fdae49aacacd | Clause:
All notices, requests, consents, claims, demands, waivers and other communications hereunder shall be in writing and shall be deemed to have been given (a) when delivered by hand (with written confirmation of receipt); (b) when received by the addressee if sent by a nationally recognized overnight courier (post... | Label: Notices |
5e1d9ed7-a2d3-428a-8987-5627d97864ee | Clause:
Except as set forth in the SEC Reports, none of the executive officers or directors of the Company and, to the Company’s knowledge, 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 employees, officers and directors), that... | Label: Transactions With Affiliates |
2877cb2a-0023-4eb4-b710-4236e0b6b3fd | Clause:
Pubco does not have any subsidiaries or agreements of any nature to acquire any subsidiary or to acquire or lease any other business operations, except as disclosed in the Pubco SEC Documents.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corr... | Label: Subsidiaries |
b52b356d-69d0-4f68-b457-c5df44c1f95a | Clause:
Investor shall indemnify and hold harmless the Company and its officers, directors, stockholders, employees, agents, and attorneys against any and all losses, claims, demands, liabilities, and expenses (including reasonable legal or other expenses incurred by each such person in connection with defending or inv... | Label: Indemnifications |
59bfa399-cb70-4edf-9896-0ffc2604d229 | 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 a holding company, investment vehicle or trust for, or owned and operated for the primary benefit of, a natural Person, a Defaulting Lend... | Label: Participations |
938cd209-0555-40b8-846c-27a3682c14c7 | Clause:
If any term, provision, agreement, covenant or restriction of this Agreement is held by a court of competent jurisdiction or other authority to be invalid, void, or unenforceable, the remainder of the terms, provisions, agreements, covenants and restrictions of this Agreement shall remain in full force and effe... | Label: Severability |
c14b9ae9-c70d-4ae8-a6f8-d219a81f6473 | Clause:
This Agreement shall remain in effect for the Term. If the Agreement is in effect at the end of the Initial Term, the Term shall be renewed automatically for successive twelve-month periods unless and until one party gives written notice to the others of its or his intent not to extend this Agreement with such ... | Label: Terms |
5631d0d0-0d27-405f-b69b-f75e267582ac | Clause:
Amendments to this Agreement may be proposed by the Managing Member or by any Non-Managing Member holding Interests representing twenty-five percent (25%) or more of the Percentage Interest of the Common Units. Following such proposal (except an amendment governed by Section 14.1.B ), the Managing Member shall ... | Label: General |
3eca47a9-8fe7-41ad-a2dd-41f1f66351c8 | Clause:
This agreement contains the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements, written or oral, with respect thereto.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Law... | Label: Entire Agreements |
f661b393-85e1-4e91-85f2-fba6d1ffedda | Clause:
All notices or other communications hereunder shall be in writing and shall be deemed to have been duly given or made (i) upon delivery if delivered personally (by courier service or otherwise) to the address provided in this Section 10.2 , or (ii) if delivered by facsimile transmission to the facsimile number ... | Label: Notices |
be8e44df-bf9a-4745-9c11-258474caeddb | Clause:
Neither this instrument nor any term hereof may be changed, waived, discharged or terminated orally, but only by an instrument in writing signed by the party against which enforcement of the change, waiver, discharge or termination is sought.
Task: Classify this clause into ONE of these types (exactly one labe... | Label: Amendments |
45aa8b0d-aa1c-420e-9f8e-2ba06b2b2fff | Clause:
The Note Purchase Agreement may be executed in counterparts, each of which shall constitute an original, but all of which, when taken together, shall constitute but one instrument, and shall become effective when one or more counterparts have been signed by each party hereto and delivered to the other parties. ... | Label: Counterparts |
96c3c0ca-70d2-4ad0-87da-d79b4a53a167 | Clause:
This Restricted Unit Award is not qualified under Section 401(a) of the Code and is not subject to any of the provisions of the Employee Retirement Income Security Act of 1974.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, App... | Label: Erisa |
6cd4d953-7392-47e7-b076-997d9a509342 | Clause:
If any court determines that any of the provisions of this Agreement is invalid or unenforceable, the remainder of such provisions shall not thereby be affected and shall be given full effect without regard to the invalid provisions. If any court construes any of the provisions of this Agreement, or any part th... | Label: Severability |
eb82655f-dcb9-47b5-960a-c6da799a8875 | Clause:
After the death of a Participant, amounts accumulated in his or her Account shall be paid to the Participant's estate in accordance with the applicable Swiss inheritance rules.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, App... | Label: Death |
4062d8be-7fc4-43c3-bf76-03c426eab6d8 | Clause:
Schedule 3.12 sets forth a description of all insurance maintained by or on behalf of the Borrower and the Subsidiaries as of the Original Effective Date.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approval... | Label: Insurances |
0ba290de-0798-4c5d-9695-e8f161010566 | Clause:
This Agreement may be terminated by any Purchaser, as to such Purchaser’s obligations hereunder only and without any effect whatsoever on the obligations between the Company and the other Purchasers, by written notice to the other parties, if the Closing has not been consummated on or before July 31, 2016; prov... | Label: Terminations |
14d69a0b-5b0d-4d19-9c92-0ad4a99f6d67 | Clause:
Borrower shall use proceeds of the Loan to (a) make initial deposits of the Reserve Funds, (b) make distributions to Equity Owner, (c) pay costs and expenses incurred in connection with the closing of the Loan and the related Securitization, and (d) to the extent any proceeds remain after satisfying clauses (a)... | Label: Use Of Proceeds |
fc27ba09-58b6-43ec-9f7f-dde28a26f027 | Clause:
In this Guaranty, unless Lender and each Guarantor otherwise agree in writing, the singular includes the plural and the plural the singular; references to statutes are to be construed as including all statutory provisions consolidating, amending or replacing the statute referred to; the word “or” shall be deeme... | Label: Interpretations |
d2669660-2d05-434e-bfe3-2f8ed210239a | Clause:
The Loan Documents embody the entire agreement and understanding among the Borrowers, the Administrative Agent, the Lenders and the Issuers and supersede all prior agreements and understandings among the Borrowers, the Administrative Agent, the Lenders and the Issuers relating to the subject matter thereof othe... | Label: Entire Agreements |
6b85fd06-2596-4df6-924b-7821e4309cb7 | Clause:
All amounts required to be paid to Seller by Buyer pursuant to this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Authorizations, Base Salary... | Label: Payments |
7bbd0d90-830e-4010-9a67-9e5ecc8fbdb0 | Clause:
Your initial base cash salary will be at a rate of US$1,000,000 per year.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Authorizations, Base Salary, Ben... | Label: Base Salary |
68ff0ca4-3d88-460f-87b8-1c812929ec75 | Clause:
This Agreement shall be binding upon and inure to the benefit of (a) the heirs, beneficiaries, executors and legal representatives of Executive upon Executive’s death and (b) any successor of the Company. Any such successor of the Company shall be deemed substituted for the Company under the terms of this Agre... | Label: Assignments |
04f73892-1894-4ac2-a813-dfeb9ff241fa | Clause:
The form, terms and conditions of each Restricted Stock Unit shall be determined by the Committee and shall be set forth in an Award Agreement. Such terms and conditions may include, without limitation, the conditions or circumstances upon which such Restricted Stock Unit will be paid, forfeited or otherwise mo... | Label: Terms |
9f1c8de9-0618-4c1e-998b-ba07c573da82 | Clause:
Optionee agrees that Optionee shall not disparage, criticize or defame the Company, its affiliates and their respective affiliates, directors, officers, agents, partners, stockholders or employees, either publicly or privately. Nothing in this Section 4 shall have application to any evidence or testimony requir... | Label: Non-Disparagement |
98971b3e-c7f0-4b5b-bbbe-6d34513b156e | Clause:
For purposes of this Agreement, “Cause,” “Disability,” “Good Reason” and “Release” shall have the same meanings as set forth in your Employment Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approval... | Label: Definitions |
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