id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
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|---|---|---|
23014508-6645-4812-86d2-338071a94aed | Clause:
The representations and warranties contained herein shall survive the Closings and the delivery of the Securities and shall continue to survive for a period of two years from the last Closing.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corr... | Label: Survival |
e05111fd-bb44-4f06-b2d0-ab1970f615a8 | Clause:
Capitalized terms used in this Modification Agreement, to the extent not otherwise defined herein, shall have the same meanings as in the Agreement, as modified hereby.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable ... | Label: Definitions |
a4cd2bae-f5de-49a4-add6-cbdf2bec8835 | Clause:
EACH OF THE PARTIES HERETO HEREBY AGREES TO WAIVE ITS RESPECTIVE RIGHTS TO A JURY TRIAL OF ANY CLAIM OR CAUSE OF ACTION BASED UPON OR ARISING HEREUNDER OR ANY DEALINGS BETWEEN THEM RELATING TO THE SUBJECT MATTER OF THIS GUARANTEE AGREEMENT. THE SCOPE OF THIS WAIVER IS INTENDED TO BE ALL‑ENCOMPASSING OF ANY AND ... | Label: Waiver Of Jury Trials |
cbec2a18-244b-463c-8325-01672bcbecf7 | Clause:
Employee shall be employed in the position of Executive Vice President and Chief Financial Officer of the Company, and shall work at the Company’s office location in Washington State. Employee shall (a) perform all duties incident to such offices (b) be responsible, subject to the direction of the board of dire... | Label: Duties |
115a6bc9-bc3a-447f-9b6b-87780d5f601e | Clause:
If the Awardee shall die while in the employment of the Company or a Subsidiary Corporation, and such deceased Awardee shall not have suffered Disability (as defined below) within ninety days prior to death, then this Option shall be exercisable by the person or persons to whom the Awardee’s rights under the Op... | Label: Death |
7511bbd9-6a39-468e-b3df-da3492de4148 | Clause:
For avoidance of doubt, the Parties’ obligations under this Section 8 shall survive any termination of Executive’s employment under this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbi... | Label: Survival |
2e84e4ca-21dc-45d9-98c5-60280b1935ee | Clause:
If Tenant requests Landlord's consent to an assignment or subletting by Tenant under this Lease, Tenant shall pay to Landlord a fee of One Thousand Dollars ($1,000) and all of Landlord's reasonable out-of-pocket expenses, including, but not limited to, attorneys' fees reasonably incurred related to such assignm... | Label: Expenses |
177df374-b99f-4678-8563-7c06c02e762f | Clause:
Within thirty (30) days after the end of each calendar month, Provider shall send Recipient an invoice for the Service Fees and, in reasonable detail, the Expenses due in connection with the Services provided to Recipient during the immediately preceding calendar month. Payments of invoices shall be made by che... | Label: Expenses |
a817f253-61e3-4b6e-9118-d3a4d2d5ea9d | Clause:
The parties agree that irreparable damage would occur and that the parties would not have any adequate remedy at law in the event that any of the provisions of this Agreement were not performed in accordance with their specific terms or were otherwise breached. It is accordingly agreed that the parties shall be... | Label: Specific Performance |
7dbfebc8-cbf3-4fa6-86b0-5c1515e614b6 | Clause:
The Company shall by the fourth (4 th ) Trading Day immediately following the date hereof file with the Commission a Current Report on Form 8-K, including the Transaction Documents as exhibits thereto, with the Commission within the time required by the Exchange Act. The Company represents to the Purchaser that... | Label: Publicity |
ed65ed82-fc60-46f4-b376-370144528ac5 | Clause:
Each of Purchaser and the Seller Representative (on behalf of the Sellers) hereby agrees to jointly and severally indemnify the Escrow Agent for, and to hold it harmless against any loss, liability or expense incurred without gross negligence, willful misconduct or bad faith on the part of the Escrow Agent, ari... | Label: Indemnifications |
7b7e8334-b05d-4aee-a4a9-f4448e09bde7 | Clause:
During the Employment Period, the Company shall reimburse the Executive for all reasonable expenses incurred by her in the course of performing her duties under this Agreement which are consistent with the Company’s policies in effect from time to time with respect to travel, entertainment and other business ex... | Label: Expenses |
a8e2cde8-9c01-443d-b167-8e565d778bf6 | Clause:
The registration rights under Article II of this Agreement shall terminate upon expiration of the applicable Registration Period, provided that the rights and obligations of the Parties pursuant to Section 2.6 shall survive such termination.
Task: Classify this clause into ONE of these types (exactly one label... | Label: Terminations |
64c6010d-9c1a-4cf3-86a1-4d37e3ba6bab | Clause:
This Amendment may be executed in any number of counterparts (and by different parties hereto on different counterparts), each of which when so executed and delivered shall be deemed an original, but all such counterparts together shall constitute but one and the same instrument. Delivery of an executed counter... | Label: Counterparts |
cdbd8263-7180-4bf1-ba06-5ca3a3db59fc | Clause:
This Agreement represents the wording selected by the Parties to define their agreement and no rule of strict construction shall apply against either Party. Whenever the context reasonably permits, the singular shall include the plural, the plural shall include the singular, and the whole shall include any par... | Label: Construction |
cd982915-3f4a-4b32-94cc-52b00b2392b9 | Clause:
Each party represents and warrants to the other that (i) it has full legal right, power and authority to enter into and perform this Agreement; (ii) this Agreement has been duly authorized, executed and delivered by it and constitutes a legal, valid and binding agreement; and (iii) it has and will during the te... | Label: Representations |
800d05f3-859d-4626-ae36-3eeeee774331 | Clause:
The Plan, when approved by the General Partner, shall be effective as of the date of adoption (the “ Effective Date ”).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assign... | Label: Effective Dates |
f509fc4f-9c3c-49d0-913d-5dbd4b01840a | Clause:
The shares of Parent Common Stock subject to your Milestone Award will vest, if at all, on December 31, 2021 (the “ Milestone Performance Period ”), subject to the achievement of certain cumulative earnings goals for the Company’s business after the Effective Time consistent with projections previously provided... | Label: Vesting |
46b2d7b7-b117-42fb-acbe-ebb111638f43 | Clause:
The unenforceability of any provision or provisions of this Agreement shall not affect the enforceability of any other provision of this Agreement. If, for any reason, any provision of this agreement is held invalid, all other provisions of this agreement shall remain in effect. If this agreement is held invali... | Label: Severability |
b322e46a-3b1c-4546-9349-42b722be1c3a | Clause:
The Company shall indemnify Executive to the maximum extent permitted under the Company’s bylaws. Subject to reasonable availability of such insurance coverage and subject to applicable laws and regulations, a directors’ and officers’ liability insurance policy (or policies) shall be maintained, during the Empl... | Label: Indemnifications |
69b70c0e-03a6-4fc8-ba9b-7e5d4b0e436f | Clause:
The Company has timely filed all reports, schedules, forms, statements and other documents required to be filed by it with the SEC pursuant to the reporting requirements of the Securities Exchange Act of 1934, as amended (the “1934 Act”) (all of the foregoing filed prior to the date hereof and all exhibits incl... | Label: Financial Statements |
5a62fe43-4b13-4096-b3e6-c8e559d7ac5e | Clause:
Each Seller and Buyer shall execute and deliver the Assignment and Assumption 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, B... | Label: Assignments |
0ef63abb-5fe8-4bb0-a97c-225bd77de3ed | Clause:
This Amendment shall be deemed effective as of the date first written above, as if executed on such date. Except as expressly set forth herein, this Amendment shall not by implication or otherwise alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contai... | Label: Effectiveness |
4c1acd04-ff58-411d-bc01-36239382ecfe | Clause:
The Manager agrees and recognizes that in the event of a breach or threatened breach of the provisions of the restrictive covenants contained in this Section 10, the Company may suffer irreparable harm, and monetary damages may not be an adequate remedy. Therefore, if any breach occurs or is threatened, the Co... | Label: Remedies |
29aff395-15e9-4dd7-b000-5fd4de670579 | Clause:
The Company shall indemnify and hold the Lender harmless against any and all liabilities, losses, damages, costs, and expenses of any kind (including, without limitation, the reasonable fees and disbursements of counsel in connection with any investigative, administrative or judicial proceeding, whether or not ... | Label: Indemnifications |
ff71689b-0d5c-40d0-b1d5-b2b271386d5d | Clause:
Neither this Notice nor the Award shall confer on Participant any right with respect to continuance of employment by the Company or any of its Affiliates, nor will it interfere in any way with the right of the Company or any Affiliate to terminate such employment. Nothing in this Notice shall be construed as cr... | Label: Employment |
1fad5915-faeb-4c97-8986-44d2b939df7a | Clause:
(II) The Loans comprising each ABR Borrowing shall bear interest at the Alternate Base Rate plus the Applicable Rate.
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: Interests |
99ac895a-61af-4e75-9052-ed4e63092875 | Clause:
Your initial annual base salary will be $310,000, less standard payroll deductions and withholdings. You will be paid bi-weekly in accordance with Company practice and policy.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Appl... | Label: Base Salary |
7392c188-8637-4f24-96f5-329a7116fd1e | Clause:
Subject to Section 3(b) of the Employment Agreement, this Agreement contains the entire agreement and understanding between the Operating Partnership, the Company and Executive with respect to the subject matter hereof, and supersedes all prior agreements and understandings with respect to the subject matter he... | Label: Entire Agreements |
4475d48b-d57b-40bb-bd8e-fc3d5bb3e76b | Clause:
None of the reports or other information contained in the Data Room with respect to the Equipment, taken together with any information contained in the public filings made by Sprint with the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended, contains any material mis... | Label: Disclosures |
e818534b-075c-412b-8585-ec77528b475b | Clause:
For the avoidance of doubt, (i) a Change in Control shall not result in the accelerated vesting of either the Time-Based Condition or the Performance Condition, and (ii) in connection with a Change in Control or any other event described in Section 4.2 of the Plan, the Committee shall have the discretion to adj... | Label: Change In Control |
3769b269-cb02-4c02-a819-f53ecdad8d13 | Clause:
All notices or other communications required or permitted to be given pursuant to this Agreement shall be given by written notice, shall be transmitted by (1) personal delivery, (2) registered or certified mail, return receipt requested, postage prepaid, (3) overnight mail by an internationally recognized couri... | Label: Notices |
1d878ae5-090f-47ba-820b-46fabc0466d9 | Clause:
All news releases, publicity or advertising by Borrower or its Affiliates through any media intended to reach the general public which refers to the Loan Documents or the financing evidenced by the Loan Documents, to Lender, KeyBank National Association or any of their Affiliates shall be subject to the prior w... | Label: Publicity |
e24e8531-fd56-4079-9c6f-70d7d446229d | Clause:
The parties acknowledge that Histogenics will be permitted, and may be required pursuant to the rules and regulations promulgated under the Securities Exchange Act of 1934, as amended, to file a Current Report on Form 8-K disclosing the entry into this First Amendment by Histogenics and a brief description of t... | Label: Disclosures |
d3fe5faf-8abe-4ef4-9d6d-59d95c718fda | Clause:
Buyer agrees to purchase from Seller, and Seller agrees to sell to Buyer, all of Seller’s right, title and interest in and to the Property, on the terms and conditions set forth in this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-... | Label: Sales |
e005ae99-e46a-4885-9168-db1482317b6e | Clause:
The Administrative Agent may at any time resign as Administrative Agent upon thirty (30) days’ notice to the Lenders, the L/C Issuer and the Borrower. Upon receipt of any such notice of resignation, the Required Lenders shall have the right, in consultation with the Borrower, to appoint a successor, which shal... | Label: Notices |
4b34a4b2-09cd-4994-a2ad-aa168b35b86d | Clause:
All notices to the Company required hereunder shall be in writing and delivered by hand or by mail, addressed to WPX Energy, Inc., 3500 One Williams Center, Tulsa, Oklahoma 74172, Attention: Stock Administration Department. Notices shall become effective upon their receipt by the Company if delivered in the for... | Label: Notices |
ea191f1c-83f0-4937-ab90-1d903a26fa2c | Clause:
The EFH Parties shall cause each other Person that is or becomes a Subsidiary of EFH (other than any such Person or Subsidiary that is “ring fenced,” including the Oncor Entities) to execute a joinder to this Agreement (a) to become an EFH Party (effective as of the date such Person becomes a Subsidiary of EFH ... | Label: Further Assurances |
fea522c6-d406-4f8b-9fb7-39108b88480d | Clause:
Each Guarantor hereby guarantees that payments hereunder will be paid to the Collateral Agent without set-off or counterclaim in Dollars at the office of the Collateral Agent located at the address specified in Section 14.2 of the Credit Agreement or such other office as may be specified from time to time by th... | Label: Payments |
750c1785-236d-4767-8154-a776a1934b82 | Clause:
Interest accrued on each Floating Rate Advance shall be payable on each Payment Date, commencing with the first such date to occur after the date hereof and at maturity. Interest at the Floating Rate shall be calculated for actual days elapsed on the basis of a 365-day (366-day in leap year) basis. Interest acc... | Label: Interests |
489f20bf-d985-4586-a910-e7eeffb0efb3 | Clause:
Notwithstanding any provision herein to the contrary, as a condition to receiving any Severance Benefit hereunder, Employee shall, and hereby agrees to, execute a release agreement in the form specified by the Company in its sole discretion.
Task: Classify this clause into ONE of these types (exactly one label... | Label: Releases |
b7d7eb07-4b42-4aa8-9c8d-273cefdc260b | Clause:
The Technical Agreement contains provisions relating to the release of Kits.
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: Releases |
0fc74e3c-ae74-4a55-9844-7e7a38fe5070 | Clause:
Your Award is Vested. When an Award is Vested, it means that your continued active Employment is not required for payment of that portion of your Award. The terms of this Award Agreement (including conditions to payment) continue to apply to your Vested Award.
Task: Classify this clause into ONE of these types... | Label: Vesting |
e9118e3b-e9aa-4fe3-86d5-66697c3bdae8 | Clause:
Except as provided in Section 10 of this Agreement, any controversy or claim arising out of or relating to this Agreement or the breach thereof shall be settled by arbitration in Philadelphia, Pennsylvania in accordance with the rules of the American Arbitration Association, and judgment upon any award so rende... | Label: Arbitration |
27f85cd7-1b85-42a1-afa0-b79898a7675d | Clause:
This Agreement constitutes the entire agreement and understanding of the Parties hereto in respect of the subject matter contained herein, and there are no promises, representations, warranties, covenants, conditions or undertakings with respect to the subject matter hereof, other than those expressly set forth... | Label: Entire Agreements |
d0a3ba72-7603-4b49-a2da-b6a2c5d42731 | Clause:
This Agreement may be terminated by written consent of each of the Parties. If this Agreement is terminated in accordance with this Section 5.1 , this Agreement shall be of no further force and effect, without any liability on the part of any Party, except for Sections 5.3 through 5.9 and 5.12 through 5.17 , wh... | Label: Terminations |
e0812bbc-5f78-4212-8a39-24dcf063bd48 | Clause:
Borrowers shall deliver to Administrative Agent the following financial information, all of which shall be prepared in accordance with generally accepted accounting principles consistently applied, and shall be accompanied by a compliance certificate in the form of Exhibit C hereto: (i) no later than thirty (30... | Label: Financial Statements |
54e57572-8be4-4d6a-82ea-aff12f3f7d81 | Clause:
If any term, provision, covenant or restriction contained in this Agreement is held by a court of competent jurisdiction or other authority to be invalid, void, unenforceable or against its regulatory policy, the remainder of the terms, provisions, covenants and restrictions contained in this Agreement shall re... | Label: Severability |
3c4a9c19-fd94-4a4d-9bc0-2c1af4773ea2 | Clause:
Except as may be otherwise provided by the Plan, any written notices provided for in the Plan and this Award Agreement shall be in writing and shall be deemed sufficiently given if either hand delivered or if sent by email, fax or overnight courier, or by postage paid first class mail. Notices sent by mail sh... | Label: Notices |
a4155a9a-402a-4441-951d-c693473e3970 | Clause:
Schedule 5.15(a) sets forth a summary of all insurance policies maintained by or on behalf of the Company and the Subsidiaries. All such insurance policies are in full force and effect and all related premiums due and payable with respect thereto have been paid. Except as set forth in Schedule 5.15(b) , there i... | Label: Insurances |
f4024988-7fce-4011-8b17-f081079b4e4a | Clause:
The rights and obligations of the respective parties hereto under this Agreement shall inure to the benefit of and shall be binding upon the heirs, legal representatives, successors and assigns of the parties hereto; provided, however, that this Agreement shall not be assignable by the Executive without prior w... | Label: Assignments |
eb6f2a0b-f676-4142-a50e-ad84bc3dd238 | Clause:
This Award Certificate shall be governed by, and construed in accordance with, the laws of the State of California (disregarding any choice-of-law provisions). Any dispute or disagreement regarding the Participant’s rights under this Award Certificate shall be settled solely by binding arbitration in accordance... | Label: Arbitration |
b5c46a89-9439-4237-8062-83fb932d313f | Clause:
If any provision of this Release or the application thereof is held invalid, the invalidity shall not affect the other provisions or applications of this Release which can be given effect without the invalid provisions or applications and to this end the provisions of this Release are declared to be severable.
... | Label: Severability |
69302f08-516f-4055-9f57-53e5f1f3f53b | Clause:
This Amendment may be executed by the parties hereto on separate counterparts, and all of said counterparts taken together shall be deemed to constitute one and the same instrument. Signatures delivered by facsimile or other electronic imaging shall have the same force and effect as manual signatures delivered ... | Label: Counterparts |
b0628ae6-21bf-4d44-9f5b-9e8423fd422a | Clause:
Each of the Borrower Parties and their respective Subsidiary Entities has good and marketable fee or leasehold title to all Property and assets reflected in the financial statements referred to in Section 6.1 above in all material respects, except Property and assets sold or otherwise disposed of in the ordinar... | Label: Liens |
4e85883f-2995-47ae-8de5-c9383fbfda33 | Clause:
This Agreement shall be construed, administered and enforced according to the laws of the State of Maryland without regard to the conflicts of law provisions thereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable La... | Label: Governing Laws |
3d908aa4-17a6-4d0b-8531-c24eca2b23f1 | Clause:
This Guaranty is not limited to any particular period of time, but shall continue in full force and effect until all of the Liabilities have been fully and finally paid or have been otherwise discharged by the Administrative Agent and the Lenders, and the Guarantor shall not be released from any obligation or l... | Label: Terms |
8ea23542-d36f-47d2-b18f-435522be0cc4 | Clause:
After giving effect to this Amendment, no Event of Default or Default has occurred and is continuing.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Auth... | Label: No Defaults |
8be58506-1485-4eee-bb91-7c0a388ee77c | Clause:
The Participant shall, to the extent required by applicable law or regulations, be required to pay to the Company or any Affiliate, and the Company or any Affiliate shall withhold from any issuance or transfer due in connection with the RSUs under this Agreement or under the Plan, applicable withholding taxes a... | Label: Tax Withholdings |
4cf762b8-28e0-4c88-b355-25fedc51cd3c | Clause:
This Agreement constitutes the entire agreement relating to the matters stated herein, and it cancels and supersedes any prior agreements or understandings that may have existed between Employee and ANSYS with respect to all matters covered by this Agreement except that nothing in this Agreement releases Employ... | Label: Entire Agreements |
18104272-7ded-4b56-9183-031e9aa4254a | Clause:
Executive acknowledges and agrees that he is responsible for the payment of all taxes relating to the consideration to be provided to him as contemplated by this Agreement, including the payment of any taxes relating to his exercise of stock options and his receipt of any stock, cash or other consideration rela... | Label: Tax Withholdings |
ed2049df-723c-438d-a6f4-9da16ac68026 | Clause:
This Agreement shall be governed by and construed in accordance with the laws of the State of New York without giving effect to choice of law doctrine.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, ... | Label: Governing Laws |
59a444f2-667e-4e45-8cdc-fbaa8f6c327a | Clause:
The Company will use the proceeds from the sale of the Securities for general corporate purposes, but not, directly or indirectly, for (i) the satisfaction of any indebtedness of the Company or any of its Subsidiaries (other than payment of trade payables in the ordinary course of business), (ii) the redemption... | Label: Use Of Proceeds |
ab469e9d-f68c-40e5-b1f0-f9fcea5744f6 | Clause:
The Borrower shall pay interest on the unpaid principal amount of this Note from the date of this Note until this Note shall be paid in full at a rate per annum, compounded annually, equal at all times to the AFR. Interest shall accrue and be paid as provided in Section 2.2 above.
Task: Classify this clause i... | Label: Interests |
39d2f13b-c958-4c66-982e-dc77dcd11c3b | Clause:
Each Credit Party has the corporate, limited liability company or partnership power and authority, as the case may be, to execute, deliver and perform the terms and provisions of each of the Credit Documents to which it is party and has taken all necessary corporate, limited liability company or partnership act... | Label: Authority |
b5e699cc-4a1e-447a-acae-2cfb99a3a971 | Clause:
Each Operative Document to which an Idaho Wind Entity is a party is a legal, valid and binding obligation of such Idaho Wind Entity, as the case may be, enforceable against such Idaho Wind Entity, as the case may be, in accordance with its terms, except as may be limited by applicable bankruptcy, insolvency, mo... | Label: Enforceability |
82f5872e-5e80-4093-bd7a-90f85d9d4d1a | Clause:
As of the date hereof, the issued and outstanding partnership interests of the Partnership consist of 31,237,021 Common Units, 10,107,464 Series A convertible preferred units representing limited partner interests in the Partnership, 8,792,205 Series C convertible preferred units representing limited partner in... | Label: Capitalization |
d6038b9e-1261-4182-a2b9-ce484bf84110 | Clause:
The Company and its ownership and operation of the Company Business are in compliance with all applicable Laws in all material respects. The Company has no Knowledge of any changes to the Company Business nor in any regulations, licensing requirements or orders to which the Company or the Company’s Employees (... | Label: Compliance With Laws |
3277770e-1433-4019-a2a8-de7188fd15c8 | Clause:
This Amendment may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute but one and the same agreement. Delivery of an executed counterpart hereof by f... | Label: Counterparts |
3ba62ded-a7bc-40b3-be5d-7df43155c9a5 | Clause:
Each Borrower will not, and will not permit any of its Subsidiaries to create, incur, assume, or suffer to exist, directly or indirectly, any Lien on or with respect to any of the Collateral, except for Permitted Liens. Notwithstanding anything to the contrary in this Agreement or other Loan Documents, each Bor... | Label: Liens |
b5c206b9-c905-4a68-8759-1b0debd53a42 | Clause:
The Borrowers shall pay on each Payment Date all accrued and unpaid interest on the Loan as shown in the Payment Notice most recently delivered as of such Payment Date. If not sooner paid, any balance of the principal amount and interest accrued thereon and all other amounts due hereunder shall be due and payab... | Label: Payments |
9cf7b431-a8e0-41e4-82e1-e911719a89cc | Clause:
(c) Except to the extent set forth in clause (c) below, each of the parties hereto hereby irrevocably and unconditionally submits, for itself and its property, to the nonexclusive jurisdiction of any New York State court or Federal court of the United States of America sitting in New York County, and any appell... | Label: Jurisdictions |
8c1ee0e9-787c-46dd-af43-a9fe62f2f7d1 | Clause:
The Borrower shall have delivered to Lender: (i) a certificate from the Secretary of State of Tennessee that Borrower is in good standing and certificates from the Secretaries of State and of each other State in which the Borrower’s ownership of any property, location of any employees or agents, or other conduc... | Label: Authority |
49bba12a-bf95-4b51-9e10-057e78d21b60 | Clause:
Nothing in this ARTICLE X or elsewhere in this Agreement shall prohibit either Party from seeking and obtaining immediate injunctive or other equitable relief if such Party reasonably believes that it will suffer irreparable harm from the actions or inaction of the other.
Task: Classify this clause into ONE of... | Label: No Waivers |
47a3e25b-e67a-4ab8-80b6-d55e6fc07dc3 | Clause:
Except as otherwise specified herein, this Agreement supersedes all prior understandings and agreements between the parties with respect to the subject matter hereof and may not be changed or terminated orally, and no change, termination or attempted waiver of any of the provisions hereof shall be binding unles... | Label: Entire Agreements |
00b47e8a-e5b9-4eaf-94fc-a244e6fa7ba7 | Clause:
This Guarantee shall be binding on, and shall inure to the benefit of the Guarantors, the Agent and their respective successors and assigns; provided that, except in connection with a transaction permitted by Section 6.03 of the Credit Agreement, the Guarantors may not assign or transfer their respective rights... | Label: Assignments |
a2f7c55e-49a9-4c41-a6e1-eb2b23d2b396 | Clause:
By selecting the “Accept" button below you agree (i) to enter into this Agreement electronically, and (ii) to the terms and conditions of the Agreement. Until you select the "Accept" button below, this Award shall not be effective and if you do not select the “Accept" button within 14 days from the date the Agr... | Label: Agreements |
c8ba35a7-c7e7-4f3b-9a04-4860a91e0870 | Clause:
If an amount due is not paid to Executive under this Agreement within five business days after such amount first became due and owing, interest shall accrue on such amount from the date it became due and owing until the date of payment at an annual rate equal to two hundred (200) basis points above the base com... | Label: Interests |
ee43a5da-a773-444c-8e67-10f6b11bda57 | Clause:
Subject to paragraph 18 hereof, all Restricted Stock Units that are forfeitable shall be forfeited if Participant's employment with the Company or an Affiliate terminates for any reason except the Participant's death or Disability.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustm... | Label: Forfeitures |
57ee2f17-6998-4b6c-9b02-fa8d43f4f18c | Clause:
This Agreement may not be modified or amended except by a written agreement signed by Sauers and the Company.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authori... | Label: Modifications |
74cb3fd3-aaf1-4db7-8d7c-abb049c6af3d | Clause:
The Company acknowledges that a breach by it of its obligations hereunder will cause irreparable harm to Buyer by vitiating the intent and purpose of the transaction contemplated hereby. Accordingly, the Company acknowledges that the remedy at law for a breach of its obligations under this Agreement will be ina... | Label: Remedies |
818c3192-883d-44e6-9acf-1374bf3cfce0 | Clause:
Neither party hereto may assign his or its rights or delegate his or its duties under this Agreement without the prior written consent of the other party; provided, however, that: (i) this Agreement shall inure to the benefit of and be binding upon the successors and assigns of Employer upon any sale of all or ... | Label: Successors |
64e93cd2-d09e-41e6-b3ac-667176674a80 | Clause:
In the event of any actual or threatened default in, or breach of, any of the terms, conditions and provisions of this Agreement, the Party who is or is to be thereby aggrieved shall have the right to specific performance and injunctive or other equitable relief of its rights under this Agreement, in addition t... | Label: Specific Performance |
ef1d13f9-0a88-4beb-bd97-112ece167e67 | Clause:
The representations and warranties by Seller in this Agreement shall not survive the Closing.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Authorizatio... | Label: Survival |
f7c6c7c7-d2ce-463f-9ffb-41be6d1d2cfd | Clause:
The Maker also promises to pay simple interest on the unpaid principal amount of this Bridge Note from the date hereof until this Bridge Note is paid in full at the per annum rate of two and one-half percent (2.50%). Interest on the unpaid principal amount of this Bridge Note shall be payable at maturity (wheth... | Label: Interests |
f294720a-5944-489b-8402-01df97572dd8 | Clause:
No Borrower shall: (i) execute a negative pledge agreement with any Person covering any of its Property other than property subject to purchase money indebtedness permitted hereunder, or (ii) cause or permit or agree or consent to cause or permit in the future (upon the happening of a contingency or otherwise),... | Label: Liens |
92affaaf-91f6-4833-a183-3f2956d4050b | Clause:
This Agreement shall be governed by the laws of the State of Washington, without regard for choice-of-law provisions. Each party consents and submits to the jurisdiction of any local, state, or federal court located in King County, Washington.
Task: Classify this clause into ONE of these types (exactly one lab... | Label: Governing Laws |
d1394e49-9e2c-42a5-85bf-20165c36fe27 | Clause:
Axiom and CJC agree that, except as set out on Schedule 7.01 attached hereto, there were no finders or brokers involved in bringing the parties together or who were instrumental in the negotiation, execution or consummation of this Agreement.
Task: Classify this clause into ONE of these types (exactly one labe... | Label: Brokers |
91041f1a-16a2-443b-9e98-ae64c3bbb142 | Clause:
All amounts payable under this Agreement will be subject to withholdings as required by law.
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, Authorization... | Label: Withholdings |
b1b289bb-b5a4-4faf-a729-e213f64d2a8d | Clause:
This Agreement shall be governed by and interpreted and enforced in accordance with the laws of the State of Florida without giving effect to the choice of law provisions thereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, ... | Label: Governing Laws |
4876d896-857c-4241-b00a-6ae9337f7014 | Clause:
Within ten (10) business days after written request therefor, but not more than once a year, Tenant shall deliver to Landlord a copy of the financial statements (including at least a year end balance sheet, a statement of profit and loss, and a statement of cash flows) of Tenant (and of each guarantor of Tenant... | Label: Financial Statements |
cea1f0d0-8d7b-4a79-8d14-347767f208b5 | Clause:
For the purpose of this Agreement, notices and all other communications provided for in the Agreement shall be in writing and shall be deemed to have been duly given when delivered by hand or nationally recognized courier service addressed to the respective addresses set forth below in this Agreement or to such... | Label: Notices |
4eb12ea1-e4b8-4d80-b8d5-f8ffc7073345 | Clause:
This Agreement shall be binding upon, and inure to the benefit of, the Parties and their respective successors, assigns, heirs, executors, administrators and representatives. No rights or obligations of any Party under this Agreement may be assigned or transferred to any other person or entity except as otherw... | Label: Assignments |
ab746d8f-de0f-480c-bb8a-c25ed1c986ce | Clause:
All payments required to be made pursuant to this Agreement shall be made in U.S. dollars and in immediately available funds, without deduction of any kind whatsoever.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable L... | Label: Payments |
846d2528-5668-4afb-83e7-c6bf58af1c34 | Clause:
Each of the Parent and its Material Subsidiaries maintains insurance of the types and in the amounts which, at the time such insurance was acquired, was deemed adequate for its business, including, but not limited to, insurance covering real and personal property owned or leased by it against theft, damage, des... | Label: Insurances |
c520e01b-d599-4418-a93c-a7df98a67fe5 | Clause:
Borrower and, as applicable, Maryland Loan Guarantor have not received any written notice from any governmental entity claiming that Borrower, Maryland Loan Guarantor or the Property is not presently in compliance with any laws, ordinances, rules and regulations bearing upon the use and operation of the Propert... | Label: Compliance With Laws |
fd486b30-c5e7-4272-bff3-bcd64e9abb3f | Clause:
Each Seller Party shall maintain all licenses, permits or other approvals necessary for such Seller Party to conduct its business and to perform its obligations under the Program Agreements, and such Seller Party shall conduct its business in all material respects in accordance with applicable law.
Task: Class... | Label: Approvals |
ca7075c4-04b6-47f0-814c-05014761bae1 | Clause:
(a) This Agreement shall be governed by and construed in accordance with the laws of the State of Wisconsin, without reference to principles of conflict of laws. The captions of this Agreement are not part of the provisions hereof and shall have no force or effect. This Agreement may not be amended or modifi... | Label: Miscellaneous |
c82a20b1-be59-431a-9911-301ebc1f839d | Clause:
If an Account of any Borrower includes a charge for any Taxes, the Administrative Agent is authorized, in its discretion, if such Borrower has not paid such Taxes when due, to pay the amount thereof to the proper Governmental Authority for the account of such Borrower and to charge the Loan Parties therefor; pr... | Label: Taxes |
7afee5ac-12de-49e2-aac3-c0d14715bcc0 | Clause:
The Company hereby indemnifies and holds ATI harmless from and against any and all losses, claims, damages, and law suits (including costs of investigation and reasonable legal fees, and expenses at trial or on appeal) which arise out of or result from ATI's association with the Company through this Agreement a... | Label: Indemnifications |
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