id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
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|---|---|---|
df1738ae-22ea-41e8-b163-336c56c0b108 | Clause:
The Company, by action taken by its Board of Directors, may amend the Plan at any time and for any reason, provided that following a Change in Control any such amendment shall not have a materially adverse impact on a Participant’s reasonably expected economic benefit attributable to compensation deferred by th... | Label: Amendments |
bf474fcd-e62f-4e3a-bee1-db4f52377e64 | Clause:
No written financial statement, certificate or other information (other than projections, budgets, estimates and other forward looking information or information of a general or industry specific nature), furnished in writing concerning the Borrower, the Acquired Business or any of their Restricted Subsidiaries... | Label: Disclosures |
58b84a15-c873-48da-a530-77ca42eb014c | Clause:
Subject to the provisions of Section 2.20 (which shall be controlling with respect to the matters covered thereby), in the event that any Lender (which term shall include the Issuing Bank for purposes of this Section 2.19 ) shall determine (which determination shall, absent manifest error, be final and conclusi... | Label: Taxes |
2bc0a60d-77e6-41a0-b7e9-8ad27b64e24f | Clause:
The Executive agrees that the Executive will not, at any time during the consulting period or thereafter, disclose or use any trade secret, proprietary or confidential information of the Company or any subsidiary or affiliate of the Company (collectively, the “ Confidential Information ”) obtained during the co... | Label: Confidentiality |
1e0496a7-072d-45ec-b715-915fd7dc9204 | Clause:
Without duplication of any obligation of Borrower under Section 10.2 or 10.3, in addition to amounts payable as provided herein, Borrower hereby agrees to protect, indemnify, pay and save harmless Issuing Bank from and against any and all claims, demands, liabilities, damages, losses, costs, charges and expense... | Label: Indemnifications |
cfc02d50-c624-4136-98b3-730b046fb680 | Clause:
The Seller is duly organized, validly existing and in good standing under the laws of California and is duly qualified to do business and in good standing in each jurisdiction except where the failure to so qualify has not had, and is not reasonably likely to have, a Material Adverse Effect.
Task: Classify thi... | Label: Organizations |
b848e0d9-f323-4a9a-859c-204a73f5b034 | Clause:
Use the entire amount of the proceeds of the Loans and the Letters of Credit as set forth in Section 5.21 .
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: Use Of Proceeds |
e3ca990a-026a-4bae-9466-c4c6bffd9f81 | Clause:
The provisions of Article X (Miscellaneous) of the Registration Rights Agreement shall apply to this Amendment mutatis mutandis , and to the Registration Rights Agreement as modified by this Amendment, taken together as a single agreement, reflecting the terms therein as modified hereby .
Task: Classify this c... | Label: Miscellaneous |
80bff45e-e144-461e-80bd-74d83b4e49ab | Clause:
Guarantor shall maintain (a) errors and omissions insurance or mortgage impairment insurance and blanket bond coverage, with such companies; (b) liability insurance and fire and other hazard insurance on its properties, with responsible insurance companies approved by Chase, in such amounts and against such ris... | Label: Insurances |
fc489c71-971b-4a80-886f-d668103607e5 | Clause:
All notices, requests, demands and other communications under this Agreement shall be in writing and shall be deemed duly given ( i ) on the date of delivery if delivered personally, or by facsimile, upon confirmation of receipt, ( ii ) on the first business day following the date of dispatch if delivered by a ... | Label: Notices |
98f58715-90d6-48f9-81a0-29b9e09deb03 | Clause:
The Company shall reimburse Executive for reasonable expenses incurred in the course of performing his duties. The Company shall also pay all reasonable costs associated with Executive’s participation in any peer-to-peer membership organization for executive officers, business owners and executives of small- to... | Label: Expenses |
06cfb958-4d5a-4bbb-a4b4-85158b792d84 | Clause:
Executive will be provided indemnification to the extent permitted by the Company’s and its subsidiaries’ and affiliates’ Articles of Incorporation or Bylaws, including, if applicable, any directors and officers insurance policies, and in accordance with his existing indemnification agreement with the Company.
... | Label: Indemnifications |
14aa94cc-ca63-477a-810b-2b5d81bb3ef4 | Clause:
If Executive is a party to any action, suit or proceeding by reason of the fact that Executive is or was an officer or agent of the Company (a “Proceeding”) , the Company will indemnify Executive to the fullest extent permitted by the laws of the state of the Company’s incorporation, in effect at that time, or ... | Label: Indemnifications |
71796ebb-1386-49d1-954b-664f0624b788 | Clause:
Following the Closing Date, at least ten (10) Business Days prior to entering into or becoming bound by any material contract, material agreement or material license, in each case, that is non-assignable by its terms, or as a matter of law, or which prevents the granting of a security interest therein, such Obl... | Label: Agreements |
ca1ae3c3-1af8-46de-b8ae-8e68b5a43449 | Clause:
The costs of administering the Plan shall be charged to Participant Accounts, unless paid for by the Company, as determined by the Company in its discretion.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Appro... | Label: Expenses |
495b9d89-9faa-4102-8903-88f807b998d0 | Clause:
Notwithstanding any other provision of this Section 8.5 , the General Partner may keep confidential from the Limited Partners, for such period of time as the General Partner determines in its sole and absolute discretion, any information that (i) the General Partner reasonably believes to be in the nature of tr... | Label: Confidentiality |
4cb627eb-57ba-412b-b272-c52cda51fa80 | Clause:
The Company has not been advised, and has no reason to believe, that it and each of its Significant Subsidiaries are not conducting business in compliance with all applicable laws, rules and regulations of the jurisdictions in which it is conducting business, except where failure to be so in compliance would no... | Label: Compliance With Laws |
e9b6328e-72a3-4d1c-aa53-1f01c58d1fe1 | Clause:
The Requisite Lenders (or, with respect to any Event of Default occurring under Section 11.1(a) in respect of the Tranche A Term Loans on the Tranche A Term Loan Maturity Date, at the direction of the Requisite Tranche A Term Loan Lenders with respect to the Tranche A Term Loans and all other related Obligation... | Label: Applicable Laws |
3041d918-9654-4979-b7a8-c34e54f27d86 | Clause:
No delay or failure to require performance of any provision of this Agreement shall constitute a waiver of the performance of such provision or any other instance. Any waiver granted by a party must be in writing, and shall apply solely to the specific instance expressly stated. A waiver of any term or conditio... | Label: No Waivers |
bf449cf5-20a3-42a9-bab2-02d2d78f5c51 | Clause:
The issued and outstanding shares of capital stock of the Company have been validly issued, are fully paid and non-assessable and, other than as disclosed in or contemplated by the Registration Statement or the Prospectus, are not subject to any preemptive rights, rights of first refusal or similar rights. The ... | Label: Capitalization |
1bee7bd7-d322-4435-a9a9-a4754d2fd93f | Clause:
Except to the extent that the failure to comply would not materially interfere with the conduct of its business, the Borrower and each Borrower Subsidiary has complied with all applicable laws in respect of: (a) restrictions, specifications, or other requirements pertaining to products that it sells or to the s... | Label: Compliance With Laws |
7b01bb33-29f2-4ade-b7fa-6010cad17893 | Clause:
Whenever possible, each provision of this Agreement will be interpreted in such manner as to be effective and valid under applicable law, but if any provision, or part thereof, of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law, rule, public policy or court... | Label: Severability |
a3b397e1-71bb-4538-a8b4-6e1cc68f48d7 | Clause:
The Employment Term and Executive’s employment hereunder may be terminated by the Company at any time and for any reason upon Notice to Executive and by Executive upon at least 30 days’ advance Notice of any such resignation of Executive’s employment; provided, that in the event that the Company terminates Exec... | Label: Terminations |
fc93b57b-6800-4901-b343-54149b170252 | Clause:
A determination that any provision of this Amendment is unenforceable or invalid shall not affect the enforceability or validity of any other provision hereof and any determination that the application of any provision of this Amendment to any person or circumstance is illegal or unenforceable shall not affect ... | Label: Severability |
d13fcf08-188e-479b-b166-f97b7466fb97 | Clause:
If any provision of this Guarantee Joinder Agreement is held to be illegal, invalid or unenforceable, (a) the legality, validity and enforceability of the remaining provisions of this Guarantee Joinder Agreement shall not be affected or impaired thereby and (b) the parties shall endeavor in good faith negotiati... | Label: Severability |
c5f17542-b79c-466f-a773-8e3611ff489f | Clause:
This Agreement shall be governed by, and construed in accordance with, the laws of the State of Nevada, regardless of the laws that might otherwise govern under applicable principles of conflicts of laws thereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, A... | Label: Governing Laws |
83b107e5-485b-4fe9-a301-9ce22845f517 | Clause:
Performance shall be measured based upon aggregate operating results commencing on and continuing until and (if necessary), respectively (each a “ Measurement Date ”). Within 60 days of a Measurement Date, the performance metric set forth on Appendi... | Label: Payments |
edaf2a13-217a-4e0c-bab0-f15e1319783f | Clause:
The Borrower shall prepare and deliver to the Payee internal quarterly financial statements prepared under GAAP and reviewed annual financial statements; provided that such obligation shall apply only with respect to any quarter or year in which Borrower has not filed corresponding financial statements with the... | Label: Financial Statements |
28f45598-a654-4549-ae99-c01cb48d1f90 | Clause:
This Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania applicable to contracts executed in and to be performed in that commonwealth without regard to its conflicts of laws provisions. Each of the parties irrevocably and unconditionally consents to submi... | Label: Governing Laws |
3f6e6947-df56-49b7-92e5-49955806f138 | Clause:
BORROWERS AND THE OTHER CREDIT PARTIES, AGENT, L/C ISSUER AND EACH LENDER HEREBY CONSENT TO THE JURISDICTION OF THE COURTS OF THE STATE OF ILLINOIS LOCATED IN THE CITY OF CHICAGO, OR OF THE UNITED STATES OF AMERICA SITTING IN THE CITY OF CHICAGO AND IRREVOCABLY AGREE THAT, SUBJECT TO AGENT’S ELECTION, ALL ACTIO... | Label: Consent To Jurisdiction |
16005aa8-b1ff-4e2a-80c6-94ea10cd19a9 | Clause:
This Agreement constitutes the entire agreement among the Parties relating to the subject matter hereof and supersedes all prior agreements and understandings, whether oral or written, with respect to the same, except for the Employment Agreement, and benefit, retirement, equity and incentive plans.
Task: Clas... | Label: Entire Agreements |
4dac5d19-2b88-4cb8-82c6-ab4121876ae1 | Clause:
Any controversy, claim or dispute arising out of or relating to this Agreement, shall be settled solely and exclusively by binding arbitration in Orange County, California, to be conducted in accordance with the then prevailing commercial arbitration rules of JAMS/Endispute ("JAMS"), with the following exceptio... | Label: Arbitration |
d98328c6-bf4b-4c2c-9349-f06df264b266 | Clause:
Section headings herein and in the Loan Documents are included for convenience of reference only and shall not affect the interpretation of this Amendment or any Loan Document.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, App... | Label: Headings |
b4854589-ffed-442d-9aad-a85813c9992d | Clause:
All the covenants and provisions of this Warrant by or for the benefit of the Partnership and the Holder, and shall bind and inure to the benefit of their respective successors and permitted assigns hereunder.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amen... | Label: Binding Effects |
25bd6c33-8806-4ea7-89e5-a91e2b00c884 | Clause:
THE BORROWER AND EACH GUARANTOR AND, BY ACCEPTANCE OF THE BENEFITS HEREOF, THE ADMINISTRATIVE AGENT AND EACH OTHER GUARANTEED PARTY, HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVE TRIAL BY JURY IN ANY LEGAL ACTION OR PROCEEDING RELATING TO THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT AND FOR ANY COUNTERCLAIM THEREIN... | Label: Waiver Of Jury Trials |
7b768d59-9d0e-4fe5-a4ca-47b31587e16c | Clause:
This Agreement shall be governed by, and construed in accordance with, the laws of the State of New York, without regard to such state’s choice of law provisions which would require the application of the law of any other jurisdiction. Each of the Parties hereby agrees that the Bankruptcy Court shall have exclu... | Label: Governing Laws |
d23160d1-0cbf-4560-9861-45a535f1882b | Clause:
Unless otherwise defined in this Amendment, capitalized terms used herein shall have the meanings ascribed to them in the Temporary Limited Waiver or the Credit Agreement, as applicable. All references to herein, hereto and words of similar import mean this Amendment.
Task: Classify this clause into ONE of the... | Label: Definitions |
6227f754-6070-418f-8419-f0fd6d3f1ebf | Clause:
Except as expressly provided in Section 8(b) and 8(c) below, if the Participant ceases to be employed by or ceases to provide services to the Corporation or a Subsidiary at any time prior to the third anniversary of the Award Date (the date of such termination of employment or service is referred to as the Part... | Label: General |
7334f692-10ef-4317-a087-681a582da8fc | Clause:
The Company is a corporation duly organized and validly existing in good standing under the laws of its jurisdiction of organization, with all requisite corporate power and authority to own and operate its properties and assets and to execute and deliver this Agreement. The Company and each of its subsidiaries ... | Label: Organizations |
4a5c41c3-6e3a-450a-a291-1af9c34118e7 | Clause:
This Agreement shall become effective when it shall have been executed by each Borrower and the Administrative Agent and when the Administrative Agent shall have been notified by each Lender party to this Agreement as of the Closing Date that such Lender has executed it, and the Closing Date shall have occurred... | Label: Binding Effects |
c7f2cf4a-8bf9-408b-825a-f8b65a3001a8 | Clause:
The Holder hereby waives, with the intention that upon the satisfaction of the requirements of Section 10 of the Registration Rights Agreement such waiver will be binding for all Other Holders: (i) any breach of the Registration Rights Agreement prior to the date hereof under Section 2(a) of the Registration Ri... | Label: Waivers |
b49dc2c6-f443-4cdb-bc5b-dfe2dd46d340 | Clause:
This Agreement and the Notes 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 Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assig... | Label: Governing Laws |
ac032a92-af25-4044-bc5f-d177ab182a2a | Clause:
The covenants set forth in Sections 6 and 11(c) shall survive and shall continue to be binding upon the Executive notwithstanding the termination of this Agreement for any reason whatsoever.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corrup... | Label: Survival |
f00bbef6-a5ff-46ce-b728-c21987afc2b7 | Clause:
This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of Colorado without regard to choice of law provisions thereof, and the parties each agree to exclusive jurisdiction in the state and federal courts in Colorado.
Task: Classify this clause into ONE of these ... | Label: Governing Laws |
670c5930-60e0-4913-a42f-67965cdaae54 | Clause:
Share Appreciation Rights may be granted either alone (“ Free Standing Rights ”) or in conjunction with all or part of any Option granted under the Plan (“ Related Rights ”). Related Rights may be granted either at or after the time of the grant of such Option. The Administrator shall determine the Eligible R... | Label: General |
eb8cb500-498d-4260-b45b-947dd9fa1847 | Clause:
The Plan is effective as of January 1, 2016 (the “Effective Date”), subject to the approval of a majority of the shares of the Company’s common stock who are present in person or by proxy and entitled to vote at the 2016 Annual Meeting of Stockholders.
Task: Classify this clause into ONE of these types (exactl... | Label: Effective Dates |
ae7f02db-7a31-4de2-8546-c59b15cba3c4 | Clause:
No litigation (including derivative actions), arbitration proceeding or governmental investigation or proceeding is pending or, to the Company’s knowledge, threatened against any Loan Party which might reasonably be expected to have a Material Adverse Effect. No Loan Party has any Indirect Obligations not liste... | Label: Litigations |
2181e621-b032-4789-a85a-9ebe47db539c | Clause:
Executive shall be entitled to paid vacation time consistent with the applicable policies of Company as in effect from time to time, but in any event no less than four weeks of such vacation per year.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, A... | Label: Vacations |
ded8476b-d6f4-42fb-ac7f-393949577586 | Clause:
All notices and other communications required or permitted to be given under this Agreement shall be in writing and shall be delivered personally or sent by (a) registered or certified mail, return receipt requested, (b) a nationally-recognized courier service guaranteeing next-day delivery, charges prepaid or ... | Label: Notices |
ca521751-e7a0-4218-80b2-30e4ad2cd846 | Clause:
This Guaranty may be executed in counterparts (and by different parties hereto in different counterparts), each of which shall constitute an original, but all of which when taken together shall constitute a single contract.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Ag... | Label: Counterparts |
63c90a34-5cc5-4c47-bbcb-2bad1626332b | Clause:
This Twelfth Amendment may be executed by one or more of the parties hereto in any number of separate counterparts, and all of such counterparts taken together shall be deemed to constitute one and the same instrument. Delivery of this Twelfth Amendment by facsimile transmission or other electronic delivery sha... | Label: Counterparts |
92d02713-15de-4f98-b89e-c1f44fed035d | Clause:
Holdings waives any right to assert against any Secured Party as a defense, counterclaim, set-off, recoupment or cross claim in respect of Holdings’ Obligations, any defense (legal or equitable) or other claim which Holdings may now or at any time hereafter have against any Borrower or any other Loan Party or a... | Label: Waivers |
b755b53f-d97f-43a7-8730-5503cd85552a | Clause:
Each Borrower and each other Credit Party irrevocably and unconditionally waives, to the fullest extent permitted by applicable law, any objection that it may now or hereafter have to the laying of venue of any action or proceeding arising out of or relating to this Agreement or any other Credit Document in any... | Label: Venues |
240936a9-ca89-4637-8a9d-418d5ded0c20 | Clause:
The parties hereto hereby acknowledge and agree that (i), on the date hereof, Celanese Sales U.S. Ltd. shall automatically and unconditionally assume from Celanese U.S. Sales LLC all of the latter's rights, powers and obligations under the Sale Agreement and any other Transaction Document to which it is a party... | Label: Agreements |
d4950b65-c858-494c-b688-051f3fed9624 | Clause:
Subject to the restrictions contained in the Plan, the Committee may amend the terms of this Agreement, prospectively or retroactively, but, subject to Section 7 above, no such amendment shall impair the rights of the Director hereunder without the Director's consent.
Task: Classify this clause into ONE of the... | Label: Amendments |
52fb7fe1-f6ff-4f2d-b53f-c2576a035c8e | Clause:
Lessor warrants that there are no facts known to it materially affecting the value of the Premises which are not readily observable by Lessee or which have not been disclosed to Lessee.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption ... | Label: Warranties |
1e52bdc7-bb5e-4506-bf14-20454e2cedc8 | Clause:
Each Holder hereby covenants that, in consideration for receiving shares of Series B1 Preferred Stock, that he, she or it will, whenever and as reasonably requested by the Corporation, do, execute, acknowledge and deliver any and all such other and further acts, deeds, confirmations, agreements and documents as... | Label: Further Assurances |
823a2a82-077b-4e1c-b381-18542c76d0b0 | Clause:
No obligations of the Company or the Bank with respect to payments to Executive pursuant to Section 5(c) or the vesting of Restricted Stock or Options pursuant to Section 5(e) shall exist or apply unless Executive has irrevocably executed the General Release in the form attached as Exhibit A and the expiration ... | Label: Releases |
0cd45eaa-c838-4142-a451-dfb6ec97be1b | Clause:
Notices hereunder must be in writing and either personally delivered or sent by registered or certified United States mail, return receipt requested, postage prepaid. Notices to the Company must be addressed to Micron Technology, Inc., 8000 South Federal Way, Boise, Idaho 83706-9632; Attn: Corporate Secretary,... | Label: Notices |
929ab032-a19a-4dce-a001-c5f7ab291814 | Clause:
No waiver of any provision of this Agreement, or consent to any departure by Assignor or NewCo therefrom, shall be effective unless it is in writing and signed by the party to be affected thereby, and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for w... | Label: Waivers |
3e98b922-b654-465f-8993-46b0a4e50cd6 | Clause:
All elections, designations, requests, notices, instructions and other communications from a Participant to the Committee or the Company required or permitted under the Plan shall be in such form as is prescribed from time to time by the Committee, shall be mailed by first‑class mail or delivered to such locati... | Label: Notices |
acd66e8c-8962-403f-bb45-aef55a26bc6c | Clause:
The Company is a corporation duly incorporated, validly existing and in good standing under the laws of the State of Delaware; has the requisite power and authority to own, lease and operate its properties and to carry on its business as now being conducted; and is duly qualified and in good standing to do busi... | Label: Organizations |
8b55e01f-fd02-4ce2-b4db-1098d8d40436 | Clause:
This Agreement (including any claim or controversy arising out of or relating to this Agreement) shall be governed by the Law of the State of Texas, without regard to conflict of Law principles that would result in the application of any Law other than the Law of the State of Texas, it being stipulated by the P... | Label: Venues |
5ebb851d-f204-446b-b1d4-a4fd4be9cb21 | Clause:
Executive is employed as the President and Chief Executive Officer of the Company (the “ Position ”), and shall have the duties and responsibilities as may be reasonably assigned from time to time by Company’s Board of Directors (the “ Board ”). Executive shall perform faithfully and diligently all those duties... | Label: Positions |
66942787-4193-433a-9a66-bb49a35e99f4 | Clause:
This Guaranty is a continuing guaranty and shall (a) remain in full force and effect until a Repayment Event, (b) be binding upon each Guarantor, its successors and assigns and (c) inure to the benefit of and be enforceable by the Guaranteed Parties and their successors, transferees and assigns. Without limitin... | Label: Assignments |
280e03f2-2690-4778-8784-64aee23bb862 | Clause:
Section 13.9 (Publicity) of the Operating Agreement will apply to the parties with respect to this Framework Agreement and actions taken and communications made under it; provided, however, the preceding shall not prohibit BWXTI from making such announcement, statement or other disclosure as may be required by ... | Label: Publicity |
9e6fa0f2-8719-4161-8b06-acfb8ebd7930 | Clause:
The costs and fees of any arbitrator selected under Section 8.2 shall be borne equally by Executive and the Company. Each Party shall bear its own costs and expenses (including without limitation attorneys' fees and other professional fees and charges) incurred by him or it in connection with any Claim; provid... | Label: Expenses |
d4d42e07-938f-4a45-9595-e34e9f320044 | Clause:
This Agreement will be in force and effect for an initial term beginning as of the date of the Agreement and ending on December 31, 2018 (the “Initial Term”). On December 31, 2018, the Agreement will be renewed automatically for successive additional periods of two (2) years (each such two-year period, a “Rene... | Label: Terms |
672b002e-eb76-4825-ab28-8b26614048ce | Clause:
The execution, delivery and performance of the Transaction Documents by the Company and the issuance and sale of the Shares will not (i) conflict with or result in a breach or violation of (a) any of the terms and provisions of, or constitute a default under the Company’s Articles of Incorporation or the Compan... | Label: No Conflicts |
634c6691-d7bc-47f6-b0b3-31d424b9aaeb | Clause:
Such Purchaser has full power and authority to execute and deliver this Agreement and to perform its obligations hereunder in accordance with the terms hereof. This Agreement has been or will be duly executed and delivered by such Purchaser, and constitutes the legal, valid and binding obligation of such Purcha... | Label: Authorizations |
4ed5eca2-322e-479e-b00f-b1937ce2bf4a | Clause:
All notices required or permitted hereunder shall be in writing and shall be deemed effectively given: (i) upon personal delivery to the party to be notified; (ii) when sent by confirmed telex or facsimile if sent during normal business hours of the recipient, if not, then on the next business day; (iii) five (... | Label: Notices |
dfb73146-6926-4093-9760-f6aec3e65333 | Clause:
This Agreement (including all agreements entered into pursuant hereto or referenced herein and all certificates and instruments delivered pursuant hereto and thereto) constitutes the entire agreement of the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements... | Label: Entire Agreements |
6d65707a-d3d1-4ab8-9d1d-714d7de16b76 | Clause:
This Agreement shall commence upon the effectiveness of the resignation by the Consultant from his employment with the Company and shall continue until May 30, 2016 (such period being referred to as the “Consultation Period”), unless sooner terminated in accordance with the provisions of Section 5.
Task: Class... | Label: Terms |
029dfedb-0731-4732-ae6a-dfd52c086031 | Clause:
The Committee shall have the discretionary authority to amend the Plan at any time, except that no such amendment shall affect the right of a Participant whose Separation from Service occurred either (i) prior to the amendment date of the Plan to receive any Severance Payment to which such Participant is then e... | Label: Amendments |
3b738aa8-7074-4108-a959-5ee5025032ea | Clause:
Except as expressly set forth in this Section, in the event any dispute should arise between the parties with respect to any of the terms and conditions of this Agreement and/or the Executive’s employment with the Company, the parties agree that any and all controversies, claims or disputes between them, includ... | Label: Arbitration |
1802b299-6d0b-4526-a26f-c9d6d333ac6a | Clause:
The headings and captions used in this Sixth Amendment are for convenience only and will not be deemed to limit, amplify or modify the terms of this Sixth Amendment, the Credit Agreement, or the other Loan Documents.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreement... | Label: Headings |
dd180337-541a-4bb8-a719-3e60784c0363 | Clause:
Neither this Agreement, any rights nor any interest hereunder shall be assignable by either Party without prior written consent of the other Party, such consent not to be unreasonably withheld, except that this Agreement may be assigned by either Party without consent to a Third Party that acquires more than fi... | Label: Assignments |
31573bc9-aede-409a-a7f0-ac0cf645cb43 | Clause:
The Company shall comply with all applicable federal and state securities laws.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Authorizations, Base Salar... | Label: Compliance With Laws |
b627e593-b870-469f-b01b-a97b0ee337e5 | Clause:
It is acknowledged that it will be impossible to measure in money the damages that would be suffered if the parties fail to comply with any of the obligations herein imposed on them and that in the event of any such failure, an aggrieved Person will be irreparably damaged and will not have an adequate remedy at... | Label: Remedies |
a1855c9c-dcc5-4817-989a-0f9743fb212a | Clause:
If a terminated Participant is reemployed, then he or she shall not be required to satisfy the requirements of Section 3.1, and shall be eligible to participate as of the first Entry Date on or after the date of his or her reemployment date, provided that such rehired Participant shall be eligible to make Salar... | Label: Participations |
eafe6e44-bbc6-4e6f-9efc-69286d082317 | Clause:
This Security Agreement shall continue in effect (notwithstanding the fact that from time to time there may be no Secured Obligations outstanding) until Payment in Full. Notwithstanding the foregoing, the obligations of any individual Grantor under this Security Agreement shall automatically terminate to the ex... | Label: Terminations |
b0d12d03-352b-4e0f-a6a9-3231609fd078 | Clause:
The fees and expenses of Latham & Watkins LLP, special counsel to the Administrative Agent, in connection with the preparation, negotiation and closing of the Loan Documents shall have been paid.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-C... | Label: Fees |
96ba6cbc-371e-4241-8d70-591e0f04e9aa | Clause:
As set forth in the 2016 Long-Term Incentive Plan (the “ LTIP ”).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Authorizations, Base Salary, Benefits, B... | Label: Defined Terms |
cfee68a9-626c-4e19-aaea-55df6940025c | Clause:
The Parent represents and warrants that the representations and warranties contained in the Loan Documents are true and correct in all material respects on and as of the date hereof as though made on and as of such date, except (i) to the extent any such representation or warranty is expressly limited to an ear... | Label: No Defaults |
75a9af30-a6db-4afc-8091-22123da30f37 | Clause:
The Lead Arrangers shall have received the financial statements described in Section 5.05(a) .
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Authorizati... | Label: Financial Statements |
42c94646-85be-45ca-9e59-2750b7ba89f8 | Clause:
Except as set forth below, no public release or announcement concerning the transactions contemplated hereby shall be issued by the Company or the Investors without the prior consent of the Company (in the case of a release or announcement by the Investors) or the Investors (in the case of a release or announce... | Label: Publicity |
9520bf31-4651-4d2a-8890-bd61623dcb31 | Clause:
Any of the terms and covenants contained in this Agreement which require the performance of either party after the Closing shall survive the Closing.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Ar... | Label: Survival |
623ce7d1-b7d7-4b30-8dcd-082234a346a0 | Clause:
Buyers shall not have terminated this Agreement pursuant to Section 11(E).
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, Be... | Label: Terminations |
a9958921-01bc-4b35-b87e-07d5e6eec228 | Clause:
All notices and other communications provided for hereunder shall be given in the form and manner provided in Section 10.01 of the Credit Agreement, and, if to the Secured Bank Product Counterparty, shall be mailed, sent, or delivered to the address set forth below, or, in each case as to any party, at such oth... | Label: Notices |
90e53430-d1bd-4bdb-9624-e4de00cf31f9 | Clause:
The Borrower maintains, and has caused each Subsidiary to maintain, with financially sound and reputable insurance companies insurance on all their Property in such amounts, subject to such deductibles and self-insurance retentions and covering such properties and risks as are consistent with sound business pra... | Label: Insurances |
9ce9e21c-fd08-4325-9f78-3541990cc3a1 | Clause:
A list of all Registered Intellectual Property of each Credit Party and all material in-bound license or sublicense agreements, exclusive out-bound license or sublicense agreements, or other rights of any Credit Party to use any Material Intangible Asset (but excluding in-bound licenses of over-the-counter soft... | Label: Intellectual Property |
03e26fb5-e7a7-4dc6-939d-ee40f8b2e8d8 | Clause:
This Agreement, including the schedules and exhibits hereto, together with the Employee NDA, contain the entire agreement of the parties hereto with respect to the terms and conditions of Executive's employment during the Term and activities following termination of this Agreement and supersede any and all prio... | Label: Entire Agreements |
e35e781b-e3f9-481c-87e6-90c7073a6db3 | Clause:
Upon any acceleration of the Loans pursuant to this Section 8.02 , the Lender, in addition to all other rights and remedies under this Agreement or otherwise, shall have all other rights and remedies provided under the UCC of each applicable jurisdiction and other applicable laws, which rights shall be cumulati... | Label: Remedies |
538d0310-1a47-47bc-97b9-b3eced959634 | Clause:
The Seller has not entered into any agreement with any other party and is not responsible for claims by any other party for brokerage or other commissions related to this Agreement or the transactions contemplated hereby.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agre... | Label: Brokers |
084dfdb1-4ce1-4178-9f21-6ecb8a9ed4ce | Clause:
This lease contains the entire agreement between Landlord and Tenant and may not be changed except by written agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assig... | Label: Entire Agreements |
d3710028-8485-43c0-8bf5-c055a79a04b1 | Clause:
Each of the parties will bear and pay all costs and expenses incurred by it or on its behalf in connection with the transactions contemplated pursuant to this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable... | Label: Expenses |
39f7234c-0fb0-4c8a-94e9-69f46f00e2d8 | Clause:
This Amendment shall be governed by, and construed in accordance with, the laws of the State of Delaware, without regard to its conflicts of laws principles.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Appro... | Label: Governing Laws |
ef365fe0-a282-4e05-b224-223bebe87310 | Clause:
The audited consolidated financial statements of Borrower and its Subsidiaries for the fiscal year ended December 31, 2015, copies of each of which have been furnished to Administrative Agent and each Lender, and the consolidated results of operations of Borrower and its Subsidiaries for the periods ended on su... | Label: Financial Statements |
3e566adc-8641-44db-99c5-ba593b71613e | 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 $21,300,000 of... | Label: Closings |
10db7eb1-6303-4731-a01a-b6c40b7640f2 | Clause:
In the event of any recapitalization, stock dividend, stock split, combination of shares or other similar change in the Common Stock, the number of shares of Common Stock then subject to the Plan, including shares subject to outstanding Incentives, and all limitations on the number of shares that may be issued ... | Label: Adjustments |
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