id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
57737340-50bc-40b6-a57c-e27dd57196f2 | Clause:
Agent and Lenders have not waived, are not by this Agreement waiving, and have no present intention of waiving, any Default or Event of Default that may be continuing as of the effectiveness of this Agreement or any Default or Event of Default that may occur after the effectiveness of this Agreement (whether th... | Label: No Waivers |
877d819e-3dc3-499b-b0e8-f0e2a4aed339 | Clause:
Each Credit Party has (a) all insurance policies sufficient for the compliance by each of them with all material Governmental Requirements and all material agreements to which it is party and (b) insurance coverage in at least amounts and against such risk (including, without limitation, public liability) that ... | Label: Insurances |
ce1df7bf-3f58-4288-bfea-8eafc84f81e5 | Clause:
The headings in this Plan have been inserted for convenience of reference only and in the event of any conflict, the text of this Plan, rather than such headings, shall control.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Ap... | Label: Headings |
bf12de8e-e348-45f9-aad6-43a926c20c4d | Clause:
This Agreement, together with the New Award Agreement and the New Option Agreement, contains the entire understanding of the parties to this Agreement with respect to the subject matter contained in this Agreement and supersedes all prior agreements and understandings among the parties with respect to such subj... | Label: Entire Agreements |
b626d35e-278f-475d-bd72-8399cf887832 | Clause:
All authorizations, approvals or permits, if any, of any Governmental Entity that are required in connection with the lawful issuance and sale of the Shares pursuant to this Agreement shall have been obtained and effective as of the Closing.
Task: Classify this clause into ONE of these types (exactly one label... | Label: Qualifications |
4af0372d-6deb-4491-a6cd-4a6c154d3c45 | Clause:
Each Party hereby voluntarily and irrevocably waives trial by jury in any action or other proceeding brought in connection with this APA or any of the transactions contemplated hereby.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption L... | Label: Waiver Of Jury Trials |
f994570e-18c1-41d2-a680-7f4d6ac660dc | Clause:
The execution and delivery by Borrower of this Amendment and the Warrant Amendment and the performance by Borrower of all of its agreements and obligations under the Loan Agreement, the Warrant and the other Loan Documents, as amended hereby, are within the corporate or limited liability company authority, as a... | Label: Authority |
39b599cd-d715-4c6a-b65c-790ccaddb82d | Clause:
This Agreement may be executed in counterparts, each of which shall constitute an original, but all of which, when taken together, shall constitute but one instrument, and shall become effective when one or more counterparts have been signed by each party hereto and delivered to the other parties. Facsimile si... | Label: Counterparts |
4269d3d6-bb75-47e1-86ab-0085ebb6ca7a | Clause:
On October 3, 2016, the Executive Officer shall have earned fifteen (15) vacation days. At the conclusion of the Executive Officer’s employment, the Bank shall pay the Executive Officer all earned but unused vacation days in a lump sum. During Executive Officer’s seven (7) month term of employment, he shall a... | Label: Benefits |
a42c1a71-bde2-43c4-b489-d8c5d10615a7 | Clause:
The Parties agree and acknowledge that they have jointly participated in the negotiation and drafting of this Agreement. In the event of an ambiguity or question of intent or interpretation arises, this Agreement shall be construed as if drafted jointly by the Parties and no presumptions or burdens of proof sha... | Label: Construction |
813e82dc-5857-4173-b86e-76e2a434d01b | Clause:
This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof.
Task: Classify this clause into ONE of th... | Label: Entire Agreements |
5625a683-a6f1-477a-95e9-5fc5e617f422 | Clause:
Any notice required or permitted hereunder by one Party to the other shall be in writing and the same shall be given and shall be deemed to be served and given if (1) delivered in person to the address set forth in this Agreement for the Party to whom the notice is given, or (2) if placed in the United States m... | Label: Notices |
c6e2f7df-48fd-49ba-ba85-137bfeecde3e | Clause:
The capitalization of the Company is as set forth on Schedule 3.1(g) , which Schedule 3.1(g) shall also include the number of shares of Common Stock reserved for issuance and shares of Common Stock owned beneficially, and of record, by Affiliates of the Company as of the date hereof. Except as set forth on Sche... | Label: Capitalization |
13818522-f148-402d-8d0b-407158aa51d7 | Clause:
The Borrower will not, and will not permit any of its Restricted Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except (a) in the ordinar... | Label: Transactions With Affiliates |
1e32e050-11f3-4872-a41f-9318a23e95ab | Clause:
The Parties agree that the terms of this Agreement are confidential, and that they will not disclose any information concerning this Agreement to anyone other than a tax advisor, accountant, attorney, or any others within a confidential relationship as is appropriate, or if compelled by order of court from a co... | Label: Confidentiality |
bd0208ae-a57d-4406-a8d0-5bda54c89362 | Clause:
In the event that any dividend or other distribution (whether in the form of cash, Shares, other securities or other property), recapitalization, stock split, reverse stock split, reorganization, merger, consolidation, split-up, spin-off, combination, repurchase or exchange of Shares or other securities of the ... | Label: Adjustments |
c292e314-5fa6-4c7b-845d-ef6756b4c20e | Clause:
No purported waiver of any provision of this Agreement shall be binding upon the Purchaser, on the one hand, or the Company, the Sellers or Seller Representative, on the other hand, unless either the Purchaser (with respect to waivers by the Purchaser) or Seller Representative (with respect to waivers by the Co... | Label: Waivers |
8c41406d-b2ea-41fe-9049-3916ffd33224 | Clause:
Whenever used in this Agreement, the following words and phrases, unless the context otherwise requires, shall have the meanings specified in this Section 1.01 . Capitalized terms, words and phrases not defined in this Section 1.01 (including in the preamble and recitals hereto) will have the meanings ascribed ... | Label: Defined Terms |
ef30b058-c88a-4120-8f4b-15b2129231d2 | Clause:
Agent may, upon any term or condition it specifies, delegate or exercise any of its rights, powers and remedies under, and delegate or perform any of its duties or any other action with respect to, any Loan Document by or through any trustee, co-agent, employee, attorney-in-fact and any other Person (including ... | Label: Duties |
b36bf23b-bfa3-4e87-8fbe-f369ddc60ac1 | Clause:
Executive acknowledges and agrees that Brixmor’s remedies at law for a breach or threatened breach of any of the provisions of Sections 4 or 5 of this Agreement would be inadequate and Brixmor would suffer irreparable damages as a result of such breach or threatened breach. In recognition of this fact, Executiv... | Label: Specific Performance |
aa7c0bcf-ceb7-4438-bd58-38f36ec60115 | Clause:
The Company and the Subsidiaries are insured by insurers of recognized financial responsibility against such losses and risks (including risks related to clinical trials and product liability) and in such amounts as are prudent and customary in the businesses in which they are engaged; neither the Company nor a... | Label: Insurances |
2cb35f9f-2d46-4cef-a3a9-edd4e1992873 | Clause:
The provisions of this Agreement and the other Loan Documents shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby and thereby, except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its right... | Label: Successors |
049989d4-8747-474d-b6fd-b3a5dab431e1 | Clause:
This Agreement shall be construed, interpreted and enforced in accordance with the internal laws of the State of New Jersey without regard to any applicable conflicts of laws.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Appl... | Label: Governing Laws |
f17453b8-5415-49d8-9b7c-8cb489257e04 | Clause:
This Agreement, including all Exhibits which are incorporated herein by reference, and the Supply Agreement constitute the entire agreement between the parties with respect to the subject matter hereof, and supersede and replace all prior and contemporaneous understandings or agreements, written or oral, regard... | Label: Entire Agreements |
2a62d061-f697-4c80-9db8-4fb288f3a1aa | Clause:
The provisions of this Article 6 shall survive the Closing and the termination 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, Assignments, Assigns, Authority, Authoriz... | Label: Survival |
bf7352bb-6203-438b-b443-926f337ca182 | Clause:
If one or more of the provisions of this Agreement are deemed void by law, then the remaining provisions will continue in full force and effect.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitra... | Label: Severability |
7240bc5f-6858-4f8b-bb79-9c505cc782a5 | Clause:
This Agreement does not alter the at-will nature of Employee’s employment by Employer, and Employee’s employment may be terminated by either party, with or without notice and with or without cause, at any time. In addition to the foregoing provisions of this Agreement, upon Employee’s termination, Employee shal... | Label: Terminations |
efc39950-8006-4d7a-ad26-b535c8b4b0ff | Clause:
Any dispute or claim arising out of or relating to this Agreement, or breach thereof, between GP and Contractor, shall be submitted to a confidential and binding arbitration in Honolulu, Hawaii before a single neutral arbitrator selected from the Panel of Neutrals of Dispute Prevention & Resolution, Inc. (“DPRI... | Label: Arbitration |
011a737b-9fc9-4d90-9289-081b77e5fb82 | Clause:
The closing (the “Closing” or “Closing Date”) of the transactions contemplated by this Agreement shall take place no later than June 15, 2016 at such place designated by the Company subject to the satisfaction of all conditions precedent described in Sections 8 and 9 hereof.
Task: Classify this clause into ONE... | Label: Closings |
70ca47d4-4aaa-4fc2-ac38-192e6cf51e80 | Clause:
Subject to the other terms of this Agreement, the Parties agree to execute and deliver such other instruments and perform such acts, in addition to the matters herein specified, as may be reasonably appropriate or necessary, from time to time, to effectuate the Restructuring in a manner materially consistent wi... | Label: Further Assurances |
4d607d74-f3cd-4c03-ab8b-d23440468407 | Clause:
No Participant shall receive any payment under this Plan unless and until the Committee has certified, by resolution or other appropriate action in writing, that the amount thereof has been accurately determined in accordance with the terms, conditions and limits of this Plan and that the applicable Performance... | Label: Payments |
e0915c33-0601-4b7f-8304-a4dfad7ac46c | Clause:
Capitalized terms used in this Agreement which are not defined herein will have the meanings assigned to them in the Reclamation Bond Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitra... | Label: Defined Terms |
4c8fe0e5-1ea1-4135-ad0f-3f60a36b436d | Clause:
Schedule 4.21 sets forth a true, complete and correct description, in all material respects, of all material insurance maintained by or on behalf of Holdings, the U.S. Borrower or its Subsidiaries as of the Closing Date. As of such date, such insurance is in full force and effect.
Task: Classify this clause in... | Label: Insurances |
d9ccb4f5-ca33-43d6-833c-08bc6712c220 | Clause:
During the Term of Employment, Employee shall be entitled to participate in health insurance and other benefits made available to other senior executives of the Company.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable... | Label: General |
23df5486-0240-47f5-97bc-841601b3c29c | Clause:
Each Director shall be fully vested at all times in the balance of his or her Account.
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, Bas... | Label: Vesting |
289371c5-5dc8-4e9c-b110-d73824ebad63 | Clause:
In the event that any of the terms, conditions or covenants of this Contract are held to be unenforceable or invalid by any court of competent jurisdiction, the validity and enforceability of the remaining provisions, or portions thereof, shall not be affected thereby and effect shall be given to the remaining ... | Label: Severability |
65a18b61-cdb6-48e6-b4cb-543c50efc1a9 | Clause:
This Agreement and the exhibits hereto constitute the full and entire understanding and agreement between the parties with regard to the subjects hereof. No party hereto shall be liable or bound to any other party in any manner with regard to the subjects hereof or thereof by any warranties, representations or ... | Label: Entire Agreements |
e57958d6-6424-4aff-8fd4-535cace4af27 | Clause:
Subject to any restrictions contained in the Plan, the Board may waive any conditions or rights under, amend any terms of, or alter, suspend, discontinue, cancel or terminate, the Award, prospectively or retroactively; provided that any such waiver, amendment, alteration, suspension, discontinuance, cancellatio... | Label: Amendments |
4108f5e1-cc52-4a36-ad31-8f10ec0745fb | Clause:
No press release or general public disclosure regarding this Agreement shall be issued by either party without the other party’s prior written approval of the form, content and timing of such press release or general public disclosure, except as may be required by applicable law or the rules of any securities e... | Label: Publicity |
c58de0a6-b82e-4750-be24-ff655eccdd09 | Clause:
Each Party is duly organized, validly existing and in good standing under the Laws of the jurisdiction of its formation and has full corporate power and authority to enter into this Agreement, and to carry out the provisions hereof or thereof, as applicable.
Task: Classify this clause into ONE of these types (... | Label: Authority |
87fef092-40e8-4288-b97e-f3444f96b74b | Clause:
This Amendment No. 1 may be executed in counterparts, each of which will be deemed to be an original and all of which will together constitute one and the same instrument.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicab... | Label: Counterparts |
714ebb67-080b-43d1-87e6-49fda1c54768 | Clause:
If any provision of this Agreement or the application thereof to any Person or circumstance is determined by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions hereof or thereof, or the application of such provision to Persons or circumstances or in jurisdictions ot... | Label: Severability |
a081d75c-22f3-4849-96a1-b8f34d4032d7 | Clause:
The Lenders, the Swing Line Lender and the L/C Issuers jointly and severally agree to indemnify and hold harmless the Administrative Agent and its Affiliates, directors, officers, employees, counsel, agents and attorneys-in-fact (collectively the “ Indemnitees ”) from and against any and all liabilities, obliga... | Label: Indemnifications |
d9290f06-a596-4e9c-b08a-894a26b08d4c | Clause:
The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except such as have been obtained or made and are in full force and effect and except any filings of the Mortgages or any of the foregoing which are immaterial in natu... | Label: No Conflicts |
7fa8e4c4-f282-405b-9aa9-01676fe24536 | Clause:
All of the terms, covenants and conditions contained in the Mortgage and Loan Documents are hereby made part of this Note to the same extent and with the same force as if they were fully set forth herein. If Borrower’s obligations under this Note, the Mortgage or the other Loan Documents are enforced by Lender ... | Label: Remedies |
5d4105b6-05dc-4210-b2bf-c9b4c769c018 | Clause:
This 2016-A Servicing Supplement may be executed in any number of counterparts, each of which so executed and delivered shall be deemed to be an original, but all of which counterparts shall together constitute but one and the same instrument.
Task: Classify this clause into ONE of these types (exactly one lab... | Label: Counterparts |
d4ce1ba1-18f5-4250-88a5-b4a8d4a8bc69 | Clause:
The provisions of this Agreement (other than Section 5) shall terminate upon the earliest to occur of ( i ) its termination by the written agreement of all parties hereto or their respective successors in interest, ( ii ) with respect to an Investor Stockholder, the date on which all shares of Common Stock held... | Label: Terminations |
32ae3e2c-874b-42b6-a0c7-8c8a5731e6f5 | Clause:
Borrower will, and will cause each of the Guarantors and their respective Subsidiaries to, comply in all respects with (i) all applicable laws and regulations now or hereafter in effect wherever its business is conducted, including all Environmental Laws, (ii) the provisions of its corporate charter, partnershi... | Label: Compliance With Laws |
e8cb059f-50c0-41d8-820b-74aad2ae5859 | Clause:
This Agreement contains the entire understanding of the parties hereto with regard to the subject matter contained herein and supersedes all prior agreements, statements or understandings (oral or written).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendme... | Label: Entire Agreements |
082cbdf3-b27b-4b04-b396-787ab250c79c | Clause:
(a) Withholding of Taxes; Gross-Up . Each payment by or on account of any Credit Party under any Credit Document shall be made without withholding for any Taxes, unless such withholding is required by any law. If any Withholding Agent determines, in its sole discretion exercised in good faith, that it is so re... | Label: Taxes |
dcd0bbca-2fd9-4502-bdc7-4a84c28cde5d | Clause:
The covenants, representations and warranties set forth in this Agreement shall NOT survive the Closing Date unless such covenant, representation and/or other warranties have been expressly identified in this Agreement to ‘survive’ the Closing Date.
Task: Classify this clause into ONE of these types (exactly o... | Label: Survival |
1239ea92-1378-4648-ad27-d351e51cc85d | Clause:
Any renewal, extension, increase, modification, alteration or rearrangement of the Note, the Loan Agreement, the other Loan Documents, or any other document, instrument, contract or understanding between Borrower, Property Owner and Lender, or any failure of Lender to notify Guarantor of any such action.
Task:... | Label: Modifications |
e582c45d-cff3-4707-960f-4594849d75c8 | Clause:
The headings of the respective articles, sections and clauses of this Agreement are inserted for convenience of reference only and shall not be deemed to be a part of this Agreement or considered in construing this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, ... | Label: Headings |
0e8742e0-6a39-4ab8-9420-c406acd9b833 | Clause:
The Company shall, as soon as practicable but not later than one Business Day following the execution of this Agreement, file a Current Report on Form 8-K with the SEC (the “ 8-K Filing ”) describing all material terms of the transactions contemplated by the Transaction Documents and including as exhibits to su... | Label: Publicity |
80749fb5-dece-4ad6-85c9-c91afe00e8ab | Clause:
Each of the Lenders and each L/C Issuer hereby irrevocably appoints Barclays Bank PLC, to act on its behalf as the Administrative Agent hereunder and under the other Loan Documents and authorizes the Administrative Agent to take such actions on its behalf and to exercise such powers as are delegated to the Admi... | Label: Authority |
a1f2ec15-2cba-4bec-839a-d50fb6d5f0a5 | Clause:
The Company has good and marketable title to all of the Assets, which assets are described on Exhibit “A” attached hereto (except properties and assets sold or otherwise disposed of subsequent to the Closing Date in the ordinary course of business or as contemplated in this Agreement), free and clear of all sec... | Label: Titles |
78679311-dd0e-4c05-bef8-d50c43012b13 | Clause:
Subject to the provisions of the Israeli Appendix, the Company or any Subsidiary, Affiliate or the Trustee is authorized to withhold from any Award granted or payment due under the Plan the amount of all federal, state, local and non-United States taxes (including, for removal of doubt, national insurance payme... | Label: Withholdings |
7f3c10b8-2a91-4a30-b18c-bfb7917c40e5 | Clause:
Employee shall receive Full Benefits (as defined above) for one (1) year following termination due to Disability.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Aut... | Label: Benefits |
55634983-22f3-4992-9fd3-52207d643964 | Clause:
Except with respect to all of the Company's obligations under the Severance Plan, Participant and Participant's heirs, executors, assigns, agents, legal representatives, and personal representatives, hereby remise, release, and forever discharge the Company, its predecessors, successors, parent, subsidiaries, a... | Label: Releases |
62e3eebd-d5db-41dd-9978-1c5dbbbeab36 | Clause:
This Agreement may be exe-cuted in any number of counterparts, each of which shall be deemed to be an original and all of which, taken together, shall constitute one and the same instrument.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corrup... | Label: Counterparts |
781d0f54-cce4-4b8d-96d7-08a0b678f90e | Clause:
Section 2.18 of the Seller Disclosure Schedule sets forth a list, as of the date hereof, of all casualty, general liability and other insurance maintained by any Acquired Entity or Seller with respect to the Business or any of the Acquired Assets (the “ Insurance Policies ”). Each of the Insurance Policies is i... | Label: Insurances |
78bc1a4b-3fd5-4d6d-adea-edda1a3e0c17 | Clause:
Seller and Buyer each will, and each will cause its Affiliates as necessary to, cooperate (i) in carrying out the provisions of this Section 6.01 (Certain Employee Matters) (including working with third-party administrators and insurance carriers and making available to the other such records and other informat... | Label: Cooperation |
e174c13b-3a97-4f1b-807b-c553b354021e | Clause:
By signing below, Employee represents and warrants that Employee: (a) has been informed that Employee may only sign this Agreement on or after the Termination Date, and that any signature before that date will be null and void; (b) has been informed that Employee has at least twenty-one (21) days from the date ... | Label: Representations |
ea5b37f6-9a3c-4b6d-8748-7f3a83937024 | Clause:
The Lenders shall have received a reasonably satisfactory Solvency Certificate which shall document the solvency of Borrower and its Subsidiaries taken as a whole after giving effect to the transactions contemplated hereby and the consummation of the Acquisition.
Task: Classify this clause into ONE of these ty... | Label: Solvency |
c3fe616b-e718-424e-aa8a-8b5321439a13 | Clause:
This Release may be executed, including execution by electronic or facsimile signature, in one or more counterparts, each of which shall be deemed an original, and all of which together shall be deemed to be one and the same instrument.
Task: Classify this clause into ONE of these types (exactly one label):
Ad... | Label: Counterparts |
214efd3c-f33f-450a-a517-c9b1e075a41c | Clause:
EACH OF BORROWER AND LENDER IRREVOCABLY AND UNCONDITIONALLY SUBMITS, FOR ITSELF AND ITS PROPERTY, TO THE NONEXCLUSIVE JURISDICTION OF THE COURTS OF THE STATE OF NEW YORK LOCATED IN NEW YORK, NEW YORK AND OF THE UNITED STATES DISTRICT COURT OF THE SOUTHERN DISTRICT OF NEW YORK, AND ANY APPELLATE COURT FROM ANY T... | Label: Submission To Jurisdiction |
78d46687-9792-4ebe-9aab-937f218fbadb | Clause:
The effectiveness of this Agreement is conditioned upon the closing of the Merger prior to December 31, 2016, and this Agreement shall be void and of no further force or effect if the Merger is not consummated on or before such date.
Task: Classify this clause into ONE of these types (exactly one label):
Adjus... | Label: Effectiveness |
61c0098d-3285-43a8-91b1-4d4b2cb00eef | Clause:
The recitations set forth in the preamble of this Amendment are true and correct and incorporated herein by this reference. All capitalized terms referenced herein and not otherwise defined in this Amendment shall have the meanings ascribed to such terms in the Licensing Agreement.
Task: Classify this clause i... | Label: Definitions |
9a5fdb53-aabc-4e99-949a-1a38aa4d710b | Clause:
The Loan Parties shall have delivered to the Administrative Agent the insurance documentation required by Section 8.1.3 [Maintenance of Insurance] of the Credit Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicab... | Label: Insurances |
a8b5df1d-b220-4309-a1e1-be1de69b37bf | Clause:
This Agreement shall be binding upon and inure to the benefit of the parties hereto and their heirs, executors, administrators, successors, legal representatives and permitted assigns. The Indemnified Persons and their heirs, executors, administrators and successors shall be entitled to receive the benefits of ... | Label: Binding Effects |
284ca96c-afbf-4a86-9ffe-930766193739 | Clause:
The execution, delivery and performance of the Exchange Documents by the Company and the consummation by the Company of the transactions contemplated hereby and thereby (including, without limitation, the issuance of the Preferred Shares and reservation for issuance and issuance of the Conversion Shares) will n... | Label: No Conflicts |
605edcfb-22b0-4bd6-8194-8385e3fd00b2 | Clause:
Except as disclosed in any Form 10-K, 10-Q, 8-K or other public filing of the Company with the Securities and Exchange Commission prior to the date hereof or in Schedule 3.6, there shall exist no pending or threatened litigation, bankruptcy or insolvency, injunction, order or claim which could have a Material A... | Label: Litigations |
d39f83a6-7f48-4c0d-bda0-d1fe1300af5b | Clause:
The term of this Lease (the “Term”) shall commence on the date hereof (the “Commencement Date”) and shall end on the tenth (10 th ) anniversary of the last day of the month in which the Commencement Date occurs, unless sooner terminated in accordance with the provisions hereof; provided, however, in the event t... | Label: Terms |
4d101ec2-1910-4a67-a371-654adf23c6e2 | Clause:
No representation or warranty by the Buyer in this Agreement, nor any statement or certificate furnished or to be furnished to the Seller, pursuant hereto, or in connection with the transactions contemplated hereby, contains or will contain any untrue statement of a material fact, or omits or will omit to state... | Label: Disclosures |
0d37a3e8-583f-4683-aa4a-92f81d193d75 | Clause:
So long as no Event of Default then exists or would result therefrom, Cash Collateral (or the appropriate portion thereof) provided to reduce Fronting Exposure or to secure other obligations shall be released promptly following (i) the elimination of the applicable Fronting Exposure or other obligations giving ... | Label: Releases |
4cb65ba3-1a58-4bc2-82a9-32b4bd800974 | Clause:
The Employer shall pay the Employee for all services rendered a base salary of $450,000 per year (the “ Base Salary ”), payable in accordance with the Employer’s payroll procedures, subject to customary withholdings and employment taxes. The Base Salary may be re-evaluated annually at the sole discretion of the... | Label: Base Salary |
93e281c1-c090-4643-a4c8-1baf750297f4 | Clause:
This Agreement is for the benefit only of the parties hereto and no other person or entity shall be entitled to rely hereon, receive any benefit herefrom or enforce against any party hereto any provision hereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Am... | Label: Benefits |
619e99b1-f869-4349-99d4-8a9ec61615d9 | Clause:
Stockholder will, upon request, execute and deliver any additional documents reasonably necessary or desirable to complete and effectuate the covenants contained herein.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable... | Label: Further Assurances |
9ce17a79-63b3-4e1f-b443-dcee36a8623e | Clause:
Each Party will duly execute and deliver, or cause to be duly executed and delivered, such further instruments and do and cause to be done such further acts and things, including the filing of such assignments, agreements, documents, and instruments, as may be necessary or as the other Party may reasonably requ... | Label: Further Assurances |
b2a6b101-d250-4832-9bd0-f95addc126e3 | Clause:
At all times keep the insurable properties of Borrower, the Bank, and each other Subsidiary adequately insured and maintain in force (i) insurance, to such an extent and against such risks, including fire and theft, as is customary with companies in the same or similar business, (ii) necessary workmen’s compens... | Label: Insurances |
6773a8db-0de2-4230-8ab5-3cb858d2978c | Clause:
The Obligors hereby authorize the Indenture Trustee (however the Indenture Trustee shall not have the obligation) to file a financing statement or statements in connection with the Account Collateral to properly perfect the Indenture Trustee’s security interest therein to the extent a security interest in the A... | Label: Further Assurances |
639b9525-b6f6-4004-ac8a-87e6fc3303e4 | Clause:
The Borrower shall have delivered to Lender: (i) a certificate from the Secretary of State of Mississippi that Borrower is in good standing and certificates from the Secretaries of State and of each other State in which the Borrower owns any property, has stationed any employees or agents, or otherwise conducts... | Label: Authority |
53aa26cf-7d2c-43f2-ae27-1f8702f98f0e | Clause:
When a reference is made in this Agreement to an article, section, paragraph, clause, schedule, such reference shall be deemed to be to this Agreement unless otherwise indicated. The text of all schedules is incorporated herein by reference. Whenever the words “include,” “includes” or “including” are used in th... | Label: Interpretations |
f5ec1380-f2fa-4555-932e-6b1545c18264 | Clause:
Each of the Company and the Investors shall be responsible for its own fees and expenses incurred in connection with the negotiation, execution, and effectuation of this Agreement and the transactions contemplated hereby, including, but not limited to attorneys’ fees incurred in connection with the negotiation ... | Label: Expenses |
112f4a1b-6291-4c44-b783-6241ee8cd49e | Clause:
If any provision of this Bill of Sale is held to be unenforceable for any reason, it will be adjusted rather than voided, if possible, to achieve the intent of the parties. All other provisions of this Bill of Sale will be deemed valid and enforceable to the extent possible.
Task: Classify this clause into ONE... | Label: Severability |
f1105bce-5629-4464-9379-8e11e8d1557d | Clause:
Unless expressly set forth in a document signed by both parties, the restrictive covenants set forth herein shall survive the termination of this Agreement and the termination of Executive ’s employment for any reason, voluntary or involuntary. Executive ’s obligations hereunder are independent of Executive ’s... | Label: Survival |
a25c2ef2-049c-435e-9825-03526ca99d5e | Clause:
References in this Agreement to any gender include references to all genders, and references to the singular include references to the plural and vice versa. The words “include,” “includes” and “including” when used in this Agreement will be deemed to be followed by the phrase “without limitation.” Unless the c... | Label: Interpretations |
be154d65-0860-4c2b-8ebc-59c993785937 | Clause:
Joining Party represents and warrants to Agent that, as of the Effective Date (as defined below), except as disclosed in writing by Joining Party to Agent on or prior to the date hereof and approved by the Agent in writing (which disclosures shall be deemed to amend the Schedules and other disclosures delivered... | Label: Representations |
790fa651-c9a3-4a82-be17-07b7cc50e1b2 | Clause:
The Borrowers Each Borrower and each Australian Borrower irrevocably and unconditionally submit, for itself and its property, to the nonexclusive jurisdiction of the Supreme Court of the State of New York sitting in New York County and of the United States District Court for the Southern District of New York, a... | Label: Submission To Jurisdiction |
4379ca0a-028d-42ad-ba97-57b179f51f64 | Clause:
Base salary for this position will be $17,307.70 currently payable bi-weekly, equivalent to $450,000.20 on an annualized basis. Your performance and base salary will generally be reviewed on an annual basis during the normal executive review process. Your 2015 performance and base salary will be reviewed duri... | Label: Base Salary |
1b062920-8c4f-4583-914f-75fa9c869fc2 | Clause:
The Parties acknowledge that each covenant and/or provision of this Agreement shall be enforceable independently of every other covenant and/or provision. Furthermore, Executive and the Company acknowledge that, in the event any covenant and/or provision of this Agreement is determined to be unenforceable for a... | Label: Severability |
6d8bed0a-f237-4c6b-9cf8-3ce00b7987d1 | Clause:
Each provision of this Agreement shall be considered severable such that if any one provision or clause conflicts with existing or future applicable law, or may not be given full effect because of such law, this shall not affect any other provision which can be given effect without the conflicting provision or ... | Label: Severability |
60e91ba3-7b55-42d4-89c5-a547b50da4b1 | Clause:
In the event any Registrable Securities are included in a registration statement under this Article VII.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, A... | Label: Indemnifications |
a4403a9f-b76a-41f0-a9e9-dc1f0469458b | Clause:
(a) The Borrower agrees to pay to the Administrative Agent for the account of each Lender a commitment fee, which shall accrue at the Applicable Rate on the average daily difference between the Revolving Commitment of such Lender and the Revolving Credit Exposure (excluding Swingline Exposure) of such Lender du... | Label: Fees |
ac75c9dc-656b-44bb-83e5-01f3fec7d183 | Clause:
The representations and warranties of Purchaser set forth in Section 13.3 being true and correct in all material respects as of the date made and as of the Closing Date as if then made, unless otherwise specified therein.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agre... | Label: Warranties |
46cf2fa4-4e33-4045-82fa-b77d09d1ece2 | Clause:
In consideration for Mr. Greene entering into this Agreement, Mr. Greene shall receive (a) a cash payment equal to $67,000, representing a pro-rated portion of his 2016 target long-term incentive opportunity and (b) a cash payment equal to his 2016 target annual cash incentive award, prorated to reflect the num... | Label: Payments |
07c51b2d-52e8-45bb-bd14-4b31e2690ecb | Clause:
The Lenders shall have received (i) the Pro Forma Financial Statements, (ii) and the financial statements referenced in Section 4.1 .
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assig... | Label: Financial Statements |
9bb44e78-3372-44da-b3cc-4723c35b79e8 | Clause:
All questions concerning the construction, validity, enforcement and interpretation of this Warrant shall be governed by and construed and enforced in accordance with the internal laws of the State of New York, without regard to the principles of conflicts of law thereof. Each party agrees that all legal procee... | Label: Jurisdictions |
6364e3ce-5dcb-45b0-a7c7-1ac0b1d5fe85 | Clause:
Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable under any applicable law or rule, the validity, legality and enforceability of the o... | Label: Severability |
9af3ed72-3d35-4768-ba36-004bacce734c | Clause:
Schedule 8 lists all of the following Intellectual Property, to the extent owned by such Grantor in its own name on the date hereof: (i) issued Patents and pending Patent applications, (ii) registered Trademarks and applications for the registration of Trademarks, and (iii) registered Copyrights, and applicatio... | Label: Intellectual Property |
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