id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
4544e0bb-6a22-4307-bd9f-f4312dc701a0 | Clause:
The Borrower is in compliance in all material respects with all Laws, the failure to comply with which could have a Material Adverse Effect on the Borrower.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approv... | Label: Compliance With Laws |
069f686f-b7ef-4b52-afa8-99a796e0edd3 | Clause:
The agreements in this Section shall survive the resignation of the Administrative Agent, the replacement of any Lender and the repayment, satisfaction or discharge of all the Obligations.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corrupti... | Label: Survival |
f2aa2934-0263-493c-ab0e-710327c03755 | Clause:
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 neither any Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the pr... | Label: Successors |
6a02598e-5e0d-4d2f-b416-f9c30670d17d | Clause:
The foregoing indemnity and hold harmless agreement shall include indemnity for all costs, expenses and liabilities (including, without limitation, attorneys’ fees and disbursements) incurred by Landlord Parties in connection with any such claim or any action or proceeding brought thereon, and the defense there... | Label: Costs |
df70488a-1fea-42e7-97e1-9b8d2ec8218d | Clause:
The Company will use the proceeds from the sale of the Securities to fund the Company's working capital immediately after the consummation of the Company's contemplated merger (the " Merger ") with Timefire LLC (the " Target "), and to fund the post-closing escrow described in this Section 4(b) . The Company s... | Label: Use Of Proceeds |
8bc335ef-4f34-4390-901f-7b0b0a0c4516 | Clause:
The Service Recipient will pay the Service Provider the Fees for the Services provided by such Service Provider under this Agreement. The Fees for the Services are set forth on Annex B .
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption... | Label: Fees |
d1a72868-e8fd-4601-84b7-93cf62a3b7f0 | Clause:
To the fullest extent permissible under applicable law, each member of the Board shall be indemnified and held harmless by the Company from any loss, cost, liability, or expense that may be imposed upon or reasonably incurred by such member in connection with or resulting from any claim, action, suit or proceed... | Label: Indemnifications |
80f0e587-a923-4612-a664-15a3c5800e44 | Clause:
(a) With respect to any owned real property or fixtures thereon located in the United States of America, in each case with a purchase price or a fair market value at the time of acquisition of at least $7,500,000, in which any Loan Party (other than Holdings) acquires ownership rights at any time after the Clos... | Label: Subsidiaries |
9a0c4d2a-94ed-4d0a-a8c5-c05e0b8bf9d8 | Clause:
Each Party shall execute and deliver any other document or instrument reasonably requested by any other Party to effectuate the terms of this Amendment.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals,... | Label: Further Assurances |
a080a292-ac9a-4915-80e1-02dd40c99eb1 | Clause:
Bank shall maintain insurance policies with insurers and in such amounts and against such types of loss and damage as are customarily maintained by other banks engaged in similar businesses as Bank.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Ant... | Label: Insurances |
d806bf71-bf3d-43da-b3d5-eeb3321f771e | Clause:
Continuation of Representations and Warranties . The representations and warranties contained in this Agreement and the other Loan Documents shall be true and correct in all material respects (except to the extent that such representation and warranty is subject to a materiality or Material Adverse Effect qual... | Label: Warranties |
cb4ecffa-6e15-46dd-b5a5-4e487f5d4718 | Clause:
The heading references herein are for convenience purposes only and shall not be deemed to limit or affect any of the provisions hereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, As... | Label: Headings |
7f4f2b11-f290-4699-88d9-7144a71cc9d3 | Clause:
Effective as of the Closing, Imaging US hereby assigns, sells, transfers and sets over to Imaging Global all of Imaging US's right, title, benefit, privileges and interest in and to the Supply Agreement, and all of Imaging US's burdens and obligations in connection with the Supply Agreement (collectively, the "... | Label: Assignments |
3ded59ba-d71d-4a2f-9796-906123693faf | Clause:
By the issuance of a Letter of Credit (or an amendment to a Letter of Credit increasing the amount thereof) and without any further action on the part of any Issuing Bank or the Lenders, each Issuing Bank hereby grants to each Lender, and each Lender hereby acquires from such Issuing Bank, a participation in su... | Label: Participations |
4b3acafe-864d-458e-9000-b0b702df3f97 | Clause:
All financial statements heretofore given by the Borrower to the Lender, including any schedules and notes pertaining thereto, were prepared in accordance with GAAP and fully and fairly present the financial condition of the Borrower and Borrower Subsidiaries at the dates thereof and the results of operations f... | Label: Financial Statements |
048725d1-94a5-4522-a9a5-973d99ea50c9 | Clause:
The Borrower will, and will cause its Subsidiaries to, comply with, and obtain all permits and licenses required by, all laws (including, without limitation, all Environmental Laws and ERISA laws), rules, regulations and orders, and all applicable restrictions imposed by all Governmental Authorities, applicable... | Label: Compliance With Laws |
5dea3845-90ae-4a68-9c42-90f9b7be78c5 | Clause:
This Agreement shall continue in effect (notwithstanding the fact that from time to time there may be no Secured Obligations outstanding) until terminated in accordance with Section 9.15 of the Credit Agreement. The terms and provisions of Section 9.15 of the Credit Agreement are incorporated into this Agreemen... | Label: Terminations |
53602393-1ba4-48a5-99ff-fc099a615379 | Clause:
The Retention Holder, at the time of and after giving effect to each conveyance of Conveyed Collateral hereunder and the transactions contemplated hereunder and under the Indenture and the other Transaction Documents, is solvent and is not aware of any pending insolvency.
Task: Classify this clause into ONE of... | Label: Solvency |
6a099a32-2a98-40ed-bf7e-55c4c1c37a0a | Clause:
Company hereby offers employment to Executive in accordance with the terms and conditions set forth herein, and Executive hereby accepts such employment, in each case on the date hereof. Such employment shall commence immediately as of the Effective Time, without further notice, or on such other date that is mu... | Label: Employment |
2b0ccfbe-597a-478f-bb37-15d9480966a4 | Clause:
The parties acknowledge that the parties and their counsel have reviewed and revised this Agreement and agree that the normal rule of construction – to the effect that any ambiguities are to be resolved against the drafting party – shall not be employed in the interpretation of this Agreement or any exhibits or... | Label: Construction |
57b2570e-510b-4210-ac16-f029623202e4 | Clause:
Except as set forth in the SEC Filings, none of the officers or directors of the Company or any Subsidiary and, to the knowledge of the Company, none of the employees of the Company or any Subsidiary is presently a party to any transaction with the Company or any Subsidiary (other than for services as employees... | Label: Transactions With Affiliates |
e0175135-ace8-4415-a2ff-5486ef32f7f5 | Clause:
Executive is hereby employed on the Effective Date as the Chief Commercial Officer of the Company. In such capacity, Executive shall have the duties, responsibilities and authority commensurate with such position as shall be assigned to him by the Chief Executive Officer of the Company (the “ CEO ”), and will r... | Label: Employment |
a752ebd2-06c7-4ea8-b248-d4c4cd4016ed | Clause:
In the event that the Company or any Participant initiates legal proceedings to enforce any provision of this Plan or resolve any dispute hereunder, and the Participant is the prevailing party, then the Company shall be responsible for payment of the Participant’s costs incurred in connection therewith, includi... | Label: Expenses |
7dd76e1d-5168-4353-ad64-57274b7f2c07 | Clause:
SportsNet New York, LLC (“SNY”), and each of its subsidiaries that are members of the controlled group of trades or businesses that includes SNY, is a Participating Company hereunder.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption La... | Label: General |
0f58fe8b-62d0-46a4-9c67-ad56e18b6b81 | Clause:
There is no action, suit, inquiry, notice of violation, proceeding or investigation pending or, to the knowledge of the Company, threatened against or affecting the Company, any Subsidiary or any of their respective properties before or by any court, arbitrator, governmental or administrative agency or regulato... | Label: Litigations |
a7504df0-f60e-4b6b-8e39-469216257057 | Clause:
This Agreement, together with any Partner Agreements and, to the extent applicable, the Registration Rights Agreement, the Exchange Agreement, the Tax Receivable Agreement and the Class B Shareholders Agreement, constitutes the entire agreement among the Partners with respect to the subject matter hereof and, a... | Label: Entire Agreements |
1e545dcf-2e90-4d0e-85ed-2e54f66c7599 | Clause:
The Company shall, by 9:00 a.m. (New York City time) on the first (1 st ) Trading Day immediately following the Closing Date, issue a press release disclosing the material terms of the transactions contemplated hereby, and shall file a Current Report on Form 8-K, including the Transaction Documents as exhibits ... | Label: Publicity |
4da38709-1103-4c44-b4c0-74893a562870 | Clause:
Seller shall not disclose and shall maintain the confidentiality of (and shall cause his Affiliates to not disclose and to maintain the confidentiality of) any non-public information which relates to the business, legal or financial affairs of the Company (the "Confidential Information "). Seller shall use at l... | Label: Confidentiality |
94359369-edd0-4264-9362-12a7d1a59477 | Clause:
Subject to Section 9(e) hereof, any dispute, controversy, or claim arising out of or relating to this Agreement or breach thereof, or arising out of or relating in any way to the employment of Executive or the termination thereof, shall be submitted to arbitration in accordance with the Employment Dispute Arbit... | Label: Arbitration |
b01103d2-f401-4bf2-9007-d719d4ed7085 | Clause:
This Agreement shall inure to the benefit of and be binding upon the Company and its successors and assigns, including, without limitation, any corporation or person which may acquire all or substantially all of the Company’s assets or business, or with or into which the Company may be consolidated or merged. T... | Label: Assignments |
76c88801-9d7e-4051-8153-01c91c63d6d4 | Clause:
This Agreement shall be governed by, and construed and enforced in accordance with, the laws of the State of Delaware applicable to contracts made in and to be wholly performed within such. This Agreement shall be binding upon and inure to the benefit of the heirs and legal representatives of the Participant an... | Label: Miscellaneous |
3acbdd4a-30f2-4cb8-9af5-38cc8527d250 | Clause:
Each Company maintains with financially sound and reputable insurers insurance with coverage and limits as required by law and as is customary with Persons engaged in the same businesses as the Companies in accordance with sound business practices . Schedule 6.18 hereto sets forth all insurance carried by the ... | Label: Insurances |
14209b40-623a-4801-a2d6-78d68f9a45d8 | Clause:
With respect to Tenant's use and occupancy of the Premises and Project (including the Common Areas), Tenant shall indemnify, defend (by counsel reasonably acceptable to Landlord), protect, and hold Landlord and each of Landlord's Representatives, free and harmless from and against any and all Losses for death o... | Label: Indemnity |
235fa468-7a18-4dfc-8e8e-30f4641f4d2b | Clause:
This Agreement may be executed in two or more counterparts and all such counterparts shall constitute one and the same instrument.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignme... | Label: Counterparts |
bcdc442e-fb99-4461-aba7-f040610e3ba9 | Clause:
Except for SEC Documents that have been “furnished” to the SEC, the Company has filed all SEC Documents on a timely basis or has received a valid extension of such time of filing and has filed any such SEC Documents prior to the expiration of any such extension. As of their respective dates, the SEC Documents c... | Label: Financial Statements |
76bc284a-2633-4da5-9d1b-bc95b50a1f90 | Clause:
Each Borrower shall promptly and duly execute and deliver to the Administrative Agent and/or the Collateral Agent such documents and assurances and take such further action as the Administrative Agent may from time to time reasonably request in order to carry out more effectively the intent and purpose of the S... | Label: Further Assurances |
b883e927-404d-4c30-b2d7-743706d46d95 | Clause:
For the purposes of this Agreement, notices and all other communications provided for in this Agreement shall be in writing and shall be deemed to have been duly given when personally delivered or sent by certified mail, return receipt requested, postage prepaid, addressed to the respective addresses last given... | Label: Notices |
ba6c7b05-a833-4dfa-93a2-23f62f416a00 | Clause:
The Company shall provide the Holder with no less than five (5) business days written notice of the public announcement of any Fundamental Transaction. In addition, upon any adjustment of the Exercise Price and any increase or decrease in the number of Shares purchasable upon the exercise of this Warrant, then,... | Label: Adjustments |
30a98276-7ef7-4b3a-ab99-63a3acd47ab5 | Clause:
This Agreement represents the entire agreement of the parties, and supersedes all other agreements, discussions and understandings of the parties, concerning the subject matter. All other express or implied agreements of the parties not expressly contained or incorporated by reference herein are terminated and ... | Label: Miscellaneous |
80d3b1d8-f93b-4ab8-bc11-289d41d0f336 | Clause:
This Agreement shall inure to the benefit of and be binding upon the Company and its successors and assigns, including, without limitation, any corporation or person which may acquire all or substantially all of the Company’s assets or business, or with or into which the Company may be consolidated or merged. T... | Label: Assignments |
13352de7-007c-4476-812a-517a31a57560 | Clause:
The Executive agrees to work for the Company as its President performing all of the duties and responsibilities inherent in such position. As the President the Executive shall report to the Company ’ s CEO and Board of Directors and shall be subject to the supervision thereof, and Executive shall have such aut... | Label: Duties |
b9b7496a-ed6d-4943-9564-fe3f6b5317b4 | Clause:
This Agreement will be governed by and construed in accordance with the law of the State of Delaware as applicable to contracts made and to be performed in the State of Delaware, without regard to conflicts of laws principles. The Parties hereby submit to the exclusive jurisdiction of the state or federal court... | Label: Governing Laws |
3d64cd52-8d14-41a9-8caa-8c5140a4447e | Clause:
Borrower shall promptly give Lender notice of the actual or threatened commencement of any condemnation or eminent domain proceeding affecting the Property (a “ Condemnation ”) and shall deliver to Lender copies of any and all papers served in connection with such Condemnation. Following the occurrence of a Con... | Label: Notices |
a96da442-4e4d-4d49-ac20-a7d1c7ec4e64 | Clause:
All questions concerning the construction, validity, enforcement and interpretation of this Agreement shall be determined in accordance with the laws of the State of California.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Ap... | Label: Governing Laws |
393203c5-e770-4cda-ba03-d5bebec6e415 | Clause:
Except as otherwise defined in this Second Amendment, all defined terms in the Agreement shall have the same meaning in this Second Amendment.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitrati... | Label: Defined Terms |
14865113-38d4-4f5e-86f7-e768f732f910 | Clause:
This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original copy of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignm... | Label: Counterparts |
c3a9c9f3-2432-4716-87a8-ff398a9339bd | Clause:
Use the proceeds of the Credit Extensions solely for general corporate purposes, including refinancing existing Indebtedness, working capital, the payment of capital expenses, acquisitions and development and redevelopment of Portfolio Properties, and for Restricted Payments by the REIT, in each case not in con... | Label: Use Of Proceeds |
a0bf509f-add1-44a8-bffc-a2bdc1070669 | Clause:
This Plan and the Trust will be binding on all persons entitled to benefits hereunder and their respective heirs and legal representatives, and on the Administrative & Investment Committee, the Trustee and their successors.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Ag... | Label: Successors |
eba86b77-ffec-46ea-ba14-2eb710929ea7 | Clause:
Buyer, Seller and Lease Guarantor each hereby covenants and agrees that: (i) prior to Closing, none of Seller, Buyer or Lease Guarantor shall issue any press release or public statement with respect to any of the transactions contemplated by this Agreement without the prior consent of the others, except to the ... | Label: Publicity |
1a3ebcce-048a-4ae5-9671-57dc75a0e19c | Clause:
All questions concerning the construction, validity and interpretation of this Agreement shall be governed by and construed according to the internal law and not the law of conflicts of the State of Nevada.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendme... | Label: Governing Laws |
72f0463e-41eb-415f-8962-239a4fd8da73 | Clause:
This Section 3.1(p) is subject to, and qualified by, the disclosures set forth in Schedule 3.1(p). The Company and the Subsidiaries have, or have rights to use, all patents, patent applications, trademarks, trademark applications, service marks, trade names, trade secrets, inventions, copyrights, licenses and o... | Label: Intellectual Property |
c7238571-1bad-4c0e-adf4-827ae5864018 | Clause:
The validity, construction and effect of the Agreement shall be determined in accordance with the internal laws, and not the law of conflicts, of the State of Nevada.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable La... | Label: Governing Laws |
fc58936e-2caa-4fe2-9394-b905db2fe525 | Clause:
(1) Unless previously terminated, the Commitments shall terminate on the Maturity Date.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Authorizations, Ba... | Label: Terminations |
a8bbff7a-19ac-4093-8b53-8e0f8b1f4265 | Clause:
The Senior Notes shall have been issued or shall be issued substantially concurrently with the initial funding on the Closing Date.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignm... | Label: Closings |
d261100c-bfa4-4bd8-a421-c753e3ddf680 | Clause:
The execution and delivery by the Borrower and Corporate Guarantors of this Amendment, the First Replacement Notes, and all other documents executed and delivered in connection herewith and therewith, and the performance by Borrower and Corporate Guarantors of all of their respective Obligations hereunder and t... | Label: Authority |
4a108958-a7c1-4642-848a-438932d62ec3 | Clause:
On the terms and subject to the conditions set forth in this Agreement, at the Closing (defined below), the Purchaser hereby agrees to purchase, acquire and accept from Seller, and Seller hereby agrees to sell, transfer, assign, convey and deliver to the Purchaser , all of the right, title and interest in and t... | Label: Sales |
269e0b11-8a33-44cd-8434-8cfaba7d5388 | Clause:
This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to the principles of conflicts of law thereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Law... | Label: Governing Laws |
aeacb019-1db3-4ef4-b378-006e52499491 | Clause:
It is intended that the terms of the Award shall either be exempt from or comply with Section 409A of the Code (including the Treasury regulations and other published guidance relating thereto) (“ Code Section 409A ”) so as not to subject the Participant to payment of any additional tax, penalty or interest imp... | Label: Construction |
f9767faa-a60d-4131-b9d2-0e3a47faa9c4 | Clause:
All policies of insurance existing on the date hereof relating to the Company Business, the Company Business Assets and the Company Business Employees (except for any such policies maintained to provide benefits to employees under an Employee Benefit Plan) are listed on Section 3.17 of the Photomedex Technology... | Label: Insurances |
7a5044e7-a151-4a79-86c6-136ba35bbf81 | Clause:
If any part or provision of this Agreement (including without limitation any portion or provision of this section of the Agreement) to any extent be declared illegal, or unenforceable by a court of competent jurisdiction, then the remainder of this Agreement, or the application or such part or provision in cir... | Label: Enforceability |
f80ad527-8cfc-4809-a36c-a1fe4add8add | Clause:
This Agreement shall be governed by and construed in accordance with the laws of the State of New Jersey without regard to the application of the principles of 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 |
10bf2653-e8de-4c1d-aeb4-2ca99ece3352 | Clause:
The Executive’s or the Company’s failure to insist upon strict compliance with any provision of this Agreement or the failure to assert any right the Executive or the Company may have hereunder, will not be deemed to be a waiver of such provision or right or any other provision or right of this Agreement.
Task... | Label: Waivers |
a41a41b5-6b4c-4efa-a787-5eef4c8b4640 | Clause:
THIS AGREEMENT WILL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS, WITHOUT GIVING EFFECT TO ANY CHOICE OF LAW OR CONFLICTING PROVISION OR RULE (WHETHER OF THE STATE OF NEW YORK OR ANY OTHER JURISDICTION) THAT WOULD CAUSE THE LAWS OF ANY JURISDICTION OTHER THAN THE STATE OF TEXAS... | Label: Governing Laws |
fb14b404-624a-4ade-9391-a9abe9679ad0 | Clause:
To Seller’s Knowledge, (a) there are no actions, suits, investigations or proceedings pending or threatened in writing against such Seller, and (b) there are no judgments, orders, awards or decrees currently in effect against such Seller or its Property.
Task: Classify this clause into ONE of these types (exac... | Label: Litigations |
a4f332e4-43a7-48be-b3fc-83137517ecf3 | Clause:
The Retention Holder is not in default with respect to any order or decree of any court or any order, regulation or demand of any federal, state, municipal or governmental agency, which default might have consequences that would materially and adversely affect the condition (financial or otherwise) or operation... | Label: No Defaults |
cae9b98b-d9ed-4b2c-983e-8b22fa41e1fc | Clause:
All notices, demands and other communications to be given or delivered under or by reason of the provisions of this Agreement shall be in writing and shall be deemed to have been given when personally delivered, sent by telecopy (with receipt confirmed) on a business day during regular business hours of the rec... | Label: Notices |
82ab4abc-c28e-4737-b161-4a70f9e95081 | Clause:
No approval of, or consent from, any Governmental Authority or any other Person not holding a direct or indirect ownership interest in Borrower or Guarantor is required in connection with the execution and delivery by Borrower or Guarantor of this Agreement or any of the other Loan Documents to which each is a ... | Label: Consents |
bff0dae9-21bc-4ff6-98a8-0a9d1ccb3f72 | Clause:
EACH OF THE PARTIES HERETO HEREBY IRREVOCABLY AND UNCONDITIONALLY AGREES THAT IT WILL NOT COMMENCE ANY ACTION, LITIGATION OR PROCEEDING OF ANY KIND OR DESCRIPTION, WHETHER IN LAW OR EQUITY, WHETHER IN CONTRACT OR IN TORT OR OTHERWISE, AGAINST ANY OTHER PARTY HERETO, OR ANY RELATED PARTY OF THE FOREGOING IN ANY ... | Label: Submission To Jurisdiction |
7f6290fc-a618-4fe9-842b-37c8c389131d | Clause:
All compensation and benefits to the Executive hereunder shall be reduced by all Federal, state, local and other withholdings and similar taxes and payments required by applicable law.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption L... | Label: Withholdings |
3be30902-fa8b-43ae-98fc-1ae15ea58544 | Clause:
Except as provided in Schedule 11.1, each award granted under the Air Products Stock Plan that is outstanding immediately prior to the Separation Time and that is held by Versum Employee or Inactive Versum Employee shall be treated in accordance with this Article 11.
Task: Classify this clause into ONE of thes... | Label: General |
e4dd6f74-ac30-46b2-9030-9bd456e888aa | Clause:
As of the Amendment No. 1 Effective Date, the Loan Parties on a consolidated basis are, and immediately after giving effect to the Amendment No. 1 Transactions (and the payment of fees and expenses in connection therewith) will be, Solvent.
Task: Classify this clause into ONE of these types (exactly one label)... | Label: Solvency |
5c1f1662-2163-4f59-9172-2f8a57f16802 | Clause:
Each party hereto acknowledges that it will be impossible to measure in money the damage to the other party if a party hereto fails to comply with any of the obligations imposed by this Agreement, that every such obligation is material and that, in the event of any such failure, the other party will not have an... | Label: Specific Performance |
cdc9776c-04f1-4000-a988-4e886bde71ca | Clause:
Guarantor agrees to pay and reimburse Buyer for all out-of-pocket costs and expenses incurred by Buyer in connection with the preparation, execution and delivery of this Amendment, including, without limitation, the fees and disbursements of outside counsel to Buyer.
Task: Classify this clause into ONE of thes... | Label: Expenses |
7b53faff-2607-4ae8-a3fc-278a55454f44 | Clause:
All necessary consents, approvals and authorizations of all governmental authorities and other Third Parties required to be obtained by it in connection with the execution, delivery and performance of this Agreement have been obtained by it. For the avoidance of doubt, Purchaser shall be solely responsible for... | Label: Consents |
91c508c0-09f4-45fa-b215-a06c4116c4f4 | Clause:
Except for the security interest granted to the Administrative Agent for the ratable benefit of the Secured Parties and the holders of Equally and Ratably Secured Notes Obligations pursuant to this Agreement and the other Liens not prohibited to exist on the Collateral by the Credit Agreement, such Grantor owns... | Label: Titles |
ce710f91-a844-4fbd-8669-03947957bc95 | Clause:
The Agent may, in its discretion, receive and retain any amounts payable to a Defaulting Lender under the Loan Documents, and a Defaulting Lender shall be deemed to have assigned to the Agent such amounts until all Obligations owing to the Agent and non-Defaulting Lenders have been paid in full. The Agent may a... | Label: Payments |
1ee59eec-17d1-4840-92b8-6eee22bfb12f | Clause:
This Agreement may be amended or modified only by written consent of the Company and the Employee.
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, Authori... | Label: Amendments |
9e35cdd7-03ad-49b3-90bf-c1f0950d92ea | Clause:
During the Employment Term, the Executive shall serve as the Chief Financial Officer of the Company, reporting to the Chief Executive Officer of the Company (the “ Supervisor ”). In such position, the Executive shall have such duties, authority and responsibility as shall be determined from time to time by Supe... | Label: Positions |
6b7c6620-3beb-4daa-9159-6c08ef445ed1 | Clause:
No investment banker, broker, finder or other intermediary has been retained by or is authorized to act on behalf of Seller, and no such Person is entitled to any fee or commission from Seller or any Seller Affiliate in connection with the transactions contemplated by this Agreement.
Task: Classify this clause... | Label: Brokers |
6878bba6-1233-43d1-a22b-1a1b0ba74498 | Clause:
The obligations contained in Sections 3, 5 6, 7 and 13 herein shall survive the termination of this Agreement. In addition, the termination of this Agreement shall not affect any of the rights or obligations of either party arising prior to or at the time of the termination of this Agreement or which may arise... | Label: Survival |
4d36ce32-3ea0-4cd3-8c72-af73f2edcca3 | Clause:
If any provision of this Agreement or the application of any such provision to any person or circumstance shall be held invalid, illegal or unenforceable in any respect by a court of competent jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision hereof. To the exten... | Label: Severability |
aee61bce-2054-4068-b97a-7d6af2b40e47 | Clause:
Upon the terms and subject to the conditions set forth in this Amendment No. 1, Lender hereby waives any Event of Default resulting from the failure to deposit Collections of Accounts received by Borrower in the account designated by Lender through December 6, 2016. This waiver shall be effective only in this s... | Label: Waivers |
070bf832-387d-4bc2-84d3-e7b9727ab1cf | Clause:
In the event of Officer’s death during the term of this Agreement, Officer’s employment shall be deemed to have terminated as of the last day of the month during which his death occurs and Corporation shall pay to his estate or such beneficiaries as Officer may from time to time designate all accrued Base Salar... | Label: Death |
97204b8f-29ba-4cb8-826f-fb2c8328e5d6 | Clause:
Cash Collateral (or the appropriate portion thereof) provided to reduce Fronting Exposure or other obligations shall be released promptly following (i) the elimination of the applicable Fronting Exposure or other obligations giving rise thereto (including by the termination of Defaulting Lender status of the ap... | Label: Releases |
7c3bdc8d-e044-4a5a-abf5-bb1344244d54 | Clause:
All of Buyer’s representations and warranties made in this Agreement shall be true and correct as of the Effective Date and as of Closing Date in all material respects.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable ... | Label: Warranties |
21fb354a-883c-4e67-b45c-e0f33976c409 | Clause:
This Agreement shall be governed by, and construed in accordance with, the laws of the Commonwealth of Massachusetts.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns,... | Label: Governing Laws |
b7cf61fa-5dbf-4882-9e38-7c5b01f59d38 | Clause:
The Lenders shall have received (i) all financial statements required to have been delivered pursuant to Sections 9.01(1) and (2) of the Existing Credit Agreement (as in effect on the Bridge Commitment Date), (ii) the consolidated balance sheets of the Target and its Subsidiaries as at June 30, 2013, June 30, 2... | Label: Financial Statements |
3c55f2c9-503a-4344-a59d-5fc1ce51861d | Clause:
None of the Credit Parties is a party to any contract or agreement that has or could reasonably be expected to have a Material Adverse Effect, and each of the Credit Parties is in compliance in all material respects with all material contracts and agreements to which it is a party.
Task: Classify this clause i... | Label: Agreements |
dcbd3eec-14d7-4d29-aa95-92c92761fb79 | Clause:
The provisions of this Agreement shall be deemed severable and the invalidity or unenforceability of any provision hereof shall not affect the validity or enforceability of the other provisions hereof. If any provision of this Agreement, or the application thereof to any Person or any circumstance, is invalid o... | Label: Severability |
665c1127-b9de-4603-9cc2-726a5eff4a0d | Clause:
This Agreement shall be interpreted and construed in accordance with the laws of the State of Illinois, without regard to its choice of law principles.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, ... | Label: Governing Laws |
a3596042-fe0b-48fd-9a2f-820b3421f475 | Clause:
Any litigation based hereon, or arising out of, under or in connection with this Amendment may be brought and maintained in the courts of the State of New York sitting in New York County, New York or in the United States district court for the Southern District of New York.
Task: Classify this clause into ONE ... | Label: Consent To Jurisdiction |
5d4d0e30-07f0-4fef-8337-2fbf8ccb5675 | Clause:
Each party hereby waives, to the full extent permitted by applicable Laws, any right it may have to a trial by jury in any legal proceeding directly or indirectly arising out of or relating to this Agreement, any other Loan Document or the transactions contemplated hereby (whether based on contract, tort or any... | Label: Waiver Of Jury Trials |
c7634151-47fd-49c1-95a3-20596d63ead4 | Clause:
Date " shall mean the due date for any payment required under the Note , whether by reason of it being a payment required under Section 3 or otherwise.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, ... | Label: Payments |
d4bad449-5563-4be6-bf63-2bd0346159c6 | Clause:
The Administrative Agent shall have received duly executed signature pages for this Amendment signed by the Borrower, the Administrative Agent and Lenders constituting Majority Lenders.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption ... | Label: Amendments |
b5322b76-1fcf-4315-84ff-e642575b81a8 | Clause:
You represent and warrant to the Company that this Agreement is legal, valid and binding upon you and the execution of this Agreement and the performance of your obligations hereunder does not and will not constitute a breach of, or conflict with the terms or provisions of, any agreement or understanding to whi... | Label: No Conflicts |
11205c7a-469c-4e8b-8ed6-09a19e923ee6 | Clause:
Loan ” ) in the principal amount of up to $30,000,000 (the “ Term Loan Amount ”).
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 S... | Label: Terms |
311a37ce-1cbc-4230-bb2c-932eb842679e | Clause:
The Lenders, JPMCB and the Administrative Agent shall have received all fees required to be paid, and all expenses for which invoices have been presented (including the reasonable fees and expenses of legal counsel), on or before the Effective Date. All such amounts will be paid with proceeds of Loans made on t... | Label: Fees |
6d625423-cf47-4edd-a0ef-69c11b35158b | Clause:
The Company has all requisite power and full legal right to execute and deliver this Agreement, and to perform all of its obligations hereunder in accordance with the terms hereof. This Agreement and the transactions contemplated hereby have been duly approved and authorized by all requisite corporate action on... | Label: Binding Effects |
530148b8-ab78-4caf-870c-02bc339d5a79 | Clause:
On the terms and subject to the conditions set forth herein, the Corporation agrees to continue to employ the Executive as its President of IntraDerm™ Pharmaceuticals division for the Term of Employment (as defined in Section 2 ). The Executive does hereby accept and agree to such employment, on the terms and c... | Label: Positions |
8141217b-cc58-4781-9300-c0f5f23e3166 | Clause:
If the Company terminates Executive’s employment during the Employment Period because of Executive’s Disability pursuant to Section 9(a)(ii)(A) , the Company shall pay to Executive (i) all Accrued Benefits, if any, to which Executive is entitled and (ii) Executive’s outstanding equity awards shall vest pro rata... | Label: Disability |
Subsets and Splits
No community queries yet
The top public SQL queries from the community will appear here once available.