id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
22cc361f-0da1-48b4-a88b-19caa07e8de2 | Clause:
The Company hereby acknowledges that the Company was not in compliance for the period ended December 31, 2015, is not currently in compliance and will not be in compliance for the period ended March 31, 2016 with the Financial Covenants (such non-compliance, collectively, the “ Breach ”) and as a result thereof... | Label: Waivers |
22dfca1a-9561-4409-a334-9b23f8b1db34 | Clause:
Employee shall be entitled to reasonable paid vacations and sick leave benefits consistent with the Employer’s vacation and sick leave policies.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitra... | Label: Vacations |
7e6b8839-9f40-43e4-a567-c9e3c4186b19 | Clause:
To the best of the knowledge of Target, there is no action, suit, proceeding or claim pending or threatened by others challenging the Target's rights in or to any Intellectual Property which is used for the conduct of Target's business. Schedule (U) includes a list of all Target's rights in or to any Intellectu... | Label: Intellectual Property |
65a41b2f-5a35-4f88-8c76-7059fcc38703 | Clause:
Each Seller is a corporation duly incorporated, validly existing and in good standing under the laws of the State of Delaware and has all requisite corporate power and authority to own, lease and operate its properties and to carry on its business as now conducted. Each Seller and each of its Affiliates is duly... | Label: Organizations |
17d46295-45d7-4d70-99b9-be1dc9ef501d | Clause:
This Transition Agreement shall be interpreted and construed by the laws of the State of California, without regard to conflict of laws provisions.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbi... | Label: Applicable Laws |
be09a249-7a35-48b2-8d85-bed6459a6c78 | Clause:
Employee and the Company hereby ratify and re-affirm that certain Confidentiality and Non-Competition Agreement dated July 7, 2014 (the “ Confidentiality Agreement ”).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable L... | Label: Confidentiality |
a2cf5ed9-b695-4256-b499-b9a4fbae88fe | Clause:
To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Admini... | Label: Amendments |
32a968ed-f236-4321-98de-d84a39b85a4a | Clause:
This commitment will be effective upon your acceptance of the terms and conditions of this Equity Commitment Letter and will expire on the earlier to occur of (i) March 2, 2016, (ii) the Closing pursuant to the Agreement or (iii) the termination of the Agreement pursuant to its terms. By your acceptance hereof,... | Label: Terms |
0eba03ac-9958-42c4-8617-130455ae9ddb | Clause:
This Agreement, including the rights and duties of the parties hereto, shall be governed by, and construed in accordance with, the laws of the State of New York (including Sections 5-1401 and 5-1402 of the General Obligations Law of the State of New York, but without regard to any other conflicts of law provisi... | Label: Miscellaneous |
9a025d73-5823-422f-b30a-c49deb4dbc1c | Clause:
The Borrower and each other Loan Party on their own behalf and on behalf of their predecessors, successors, heirs, legal representatives and assigns (collectively, the “ Releasing Parties ”), hereby acknowledge and stipulate that as of the Third Amendment Effective Date, none of the Releasing Parties has any kn... | Label: Releases |
37d1823e-e86f-4022-90c2-d8ebe0fb0e2a | Clause:
The terms, including, without limitation, the Applicable Margin, and any other components of yield applicable to the Revolving Facility Increase will be the same as those applicable to existing Loans and Commitments under this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
A... | Label: Terms |
bf7d4032-02ed-44a5-b0ed-ea14fb160356 | Clause:
The rights and remedies provided in this Agreement are cumulative and are not exclusive of other rights or remedies provided by law.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assign... | Label: Remedies |
162107e4-06e5-4905-a72d-0753298f0cc4 | Clause:
Each of the Lenders and the Administrative Agent hereby agrees that it shall not disclose any financial reports and other information from time to time supplied to it by the Company hereunder to the extent that such information is not and does not become publicly available and which the Company indicates at the... | Label: Confidentiality |
75e0db78-c466-44b2-9786-867e660f4416 | Clause:
Executive agrees that during Executive’s employment with the Company hereunder and thereafter, he/she will not, either directly or indirectly, disparage, defame, or besmirch the reputation, character, or image of the Company or its products, services, employees, directors, or officers.
Task: Classify this clau... | Label: Non-Disparagement |
4fb5c516-9f66-4645-8d84-4a689329bc1a | Clause:
The execution, delivery and performance by Buyers of this Agreement are within Buyers’ powers. This Agreement has been duly executed and delivered by Buyers and constitutes the valid and binding agreement of Buyers, enforceable against Buyers in accordance with its terms, except to the extent that its enforceab... | Label: Enforceability |
d2c2c2ab-f60b-46c8-b2bd-1df8fb25d8fb | Clause:
The Executive is hereby employed on the Effective Date as the Chief Financial Officer, Group Vice President (CFO). In his capacity as CFO the Executive shall have the duties, responsibilities and authority commensurate with such position as shall be assigned to him by the Chief Executive Officer of the Company ... | Label: Employment |
9cfa8cfc-caa2-419e-8c22-d4aa1e193d7c | Clause:
Executive represents and warrants that Executive has the capacity to act on Executive’s own behalf and on behalf of all who might claim through her to bind them to the terms and conditions of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendm... | Label: Authority |
ba88319e-4d7e-4b28-bbf4-37479c7aee50 | Clause:
Except as set forth on Schedule 6.2(g) of the Disclosure Letter, other than Customary Post-Closing Consents there are no Consents and no preferential purchase rights, rights of first refusal, or similar rights that are applicable to the transfer of the Assets in connection with the Transaction.
Task: Classify... | Label: Consents |
79a5220b-68d9-400d-9914-8ac42257309e | Clause:
Liability for the indemnities of Seller and/or Purchaser made in this Agreement shall survive the execution and delivery of this Agreement, the termination of this Agreement prior to Closing if applicable, the breach of this Agreement by one or more of the parties, the Closing and the delivery of the Closing do... | Label: Survival |
7bafe931-8605-41c2-b49e-9b6af0961eb9 | Clause:
As used in this Agreement: “include,” “includes” and “including” are not limiting and “or” is not exclusive. Headings included herein are for convenience only, and will not be used to construe this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amend... | Label: Interpretations |
62e7d91a-dbb2-4cae-b2ae-931f9d345251 | Clause:
This Agreement, the Notes and the other Loan Documents embody the entire agreement among the parties hereto and supersede all prior commitments, agreements, representations, and understandings, whether oral or written, relating to the subject matter hereof, and may not be contradicted or varied by evidence of p... | Label: Entire Agreements |
35a8d7f8-ed23-4b5e-a794-cc2e9c1a80db | Clause:
For purposes of the Plan, the following terms shall be defined as set forth below. Other capitalized terms used in the Plan shall be defined as set forth in the Plan.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable La... | Label: Definitions |
15730b62-4932-4379-9bd2-1ec1435763fa | Clause:
In accordance with Section 15.1 of the Agreement, the Company shall have paid the fees, charges and disbursements of the Holders’ special counsel in connection with this Third Amendment.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption... | Label: Fees |
40003f45-5cde-4f4f-877e-bd25f13b1f79 | Clause:
Employee will be eligible for _____ weeks of paid vacation each calendar year. For any partial calendar year, Employee’s vacation eligibility shall be prorated accordingly. In addition to vacation, the Company currently observes ________ paid holidays per year. Upon termination of this Agreement Employee shall ... | Label: Vacations |
1e81622b-3190-4302-8a84-f09dceb152a2 | Clause:
The descriptive headings of the several sections and paragraphs of this Warrant are inserted for convenience only and do not constitute a part of this Warrant.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, App... | Label: Headings |
ba8436c9-c145-4c83-8d44-7aca7da5f856 | Clause:
The interpretation, validity, and enforcement of this Agreement will be governed by the laws of the State of Illinois, without regard to any conflicts of law principles that require the application of the law of another jurisdiction. I agree that any action by me to challenge the enforceability of this Agreemen... | Label: Venues |
8461e64e-edaf-4f30-9415-700c1d4cac69 | Clause:
The Company or any employer Affiliate has the authority and the right to deduct or withhold, or require Optionee to remit to the employer, an amount sufficient to satisfy federal, state, and local taxes (including Optionee’s FICA obligation) required by law to be withheld with respect to any taxable event arisi... | Label: Withholdings |
b4079177-ec4a-4969-b06f-b5f8e6b67362 | Clause:
Each of the representations and warranties made by or on behalf of the Borrower, the Guarantors or any of their respective Subsidiaries contained in the Credit Agreement, the other Loan Documents or in any document or instrument delivered pursuant to or in connection with the Credit Agreement or this Amendment ... | Label: Warranties |
51a41a82-ebfa-42f5-bb92-dd8bfec2b8a3 | Clause:
Except as otherwise permitted under Section 6.08, at all times preserve and keep in full force and effect its existence and all rights and franchises, licenses and permits material to its business; provided that no Loan Party (other than Parent and the Borrower with respect to existence) or any of its Subsidiar... | Label: Existence |
756c2890-a964-40b5-8ffa-b153b514378c | Clause:
The Parties may execute this Agreement in multiple counterparts, each of which constitutes an original as against the Party that signed it, and all of which together constitute one agreement. This Agreement is effective upon delivery of one executed counterpart from each Party to the other Party. The signatures... | Label: Counterparts |
95252501-3159-49a4-a0a2-7aac4d369bbd | Clause:
This Trademark Security Agreement shall be construed in accordance with and governed by the law of the State of New York, without regard to conflicts of law principles that would require the application of the laws of another jurisdiction.
Task: Classify this clause into ONE of these types (exactly one label):... | Label: Governing Laws |
cdd49841-0b44-48a8-bc40-9a754c03ef89 | Clause:
If after the initial forty-eight (48) month period of service and during each subsequent twelve (12) month period of service, Medical Center does not provide GKF with a reasonable economic justification to continue providing Gamma Knife services hereunder, then and in that event, on the date which is forty-eigh... | Label: Terminations |
e9f48467-620b-4617-8aa0-2ccd2a9cd316 | Clause:
All representations and warranties of Seller under this Agreement and/or Closing Certificate shall survive Closing or termination of this Agreement for a period of nine (9) months, as extended for any part of that period that Buyer is prevented by court order or an automatic stay in bankruptcy from commencing a... | Label: Warranties |
6ed6d905-6f5d-42c3-b9da-4683f6d47299 | Clause:
Employee agrees that Employee will not make any untrue, misleading, or defamatory statements concerning the Company or any of its subsidiaries or affiliates or any of its or their officers or directors, and will not directly or indirectly make, repeat or publish any false, disparaging, negative, unflattering, a... | Label: Non-Disparagement |
2fdf0054-9bc7-4dcc-b01e-a6ba8f908491 | Clause:
This Agreement constitutes the entire agreement of the parties with regard to the subject matter hereof, and contains all the covenants, promises, representations, warranties and agreements between the parties with respect to employment of Employee by the Company. Without limiting the scope of the preceding sen... | Label: Entire Agreements |
167e0138-905a-466a-9c5f-053ceca0999c | Clause:
The headings contained in the Separation Agreement are for reference purposes only and shall not in any way affect the meaning or interpretation of this Separation Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Appli... | Label: Headings |
5518e998-02df-47bf-9efe-9a0a8cfa2077 | Clause:
This Agreement, the Policies (and the NDA, if and to the extent applicable) constitute the entire agreement between the parties regarding the subject matter hereof and supersede all proposals, oral or written, all negotiations, conversations, or discussions between or among the parties relating to the subject m... | Label: Entire Agreements |
2946e60c-dc5b-4f13-9535-a529c2102d00 | Clause:
Except as would not have a Material Adverse Effect on POM, the business and operations of POM have been and are being conducted in accordance with all applicable foreign, federal, state and local laws, rules and regulations and all applicable orders, injunctions, decrees, writs, judgments, determinations and aw... | Label: Compliance With Laws |
e4f7928d-b54f-4b76-a41e-fea4a9a686c5 | Clause:
Borrower (a) will pay and discharge, and cause each Subsidiary to pay and discharge, before the same shall become delinquent, all of their respective obligations and liabilities, including all Payroll Taxes and other Tax liabilities, except for such obligations and/or liabilities (i) that may be the subject of ... | Label: Payments |
74dc8f73-97f0-4d9d-9b5a-8ece9ee2e166 | Clause:
This Amendment may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Delivery by facsimile, .pdf or other electronic imaging means of an executed counterpart of a signature page to this Amendment shall be e... | Label: Counterparts |
e6fcd7c4-cb37-4069-83cd-797631048e77 | Clause:
This Agreement sets forth the entire agreement and understanding of the parties in respect of the transactions contemplated hereby and supersedes all prior and contemporaneous agreements, arrangements and understandings of the parties relating to the subject matter hereof. No representation, promise, inducement... | Label: Entire Agreements |
614ca459-c812-45ab-a731-046f7f7d825c | Clause:
Consultant recognizes that Consultant could face possible criminal and civil actions, resulting in substantial monetary liability if Consultant misappropriates GEE’s trade secrets. In addition, Consultant recognizes that a violation of this Agreement could cause GEE irreparable harm, the amount of which may be... | Label: Remedies |
840c6b98-0aba-42d1-9120-5d99c3cf31bf | Clause:
If any provision or provisions of this Agreement shall be held to be invalid, unlawful or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired. The failure of a party hereto to insist upon strict adherence to any term of this Agreement... | Label: Severability |
87e3bc20-5cde-4849-927b-49031c9d6d46 | Clause:
Except for the payment of benefits under Section 3.01(a), the payment of benefits under Section 3.01 is subject to the Participant’s timely execution and return of a Waiver and Release to the Employer, without subsequent revocation during the seven-day period following such execution date (the “ Waiver and Rele... | Label: Waivers |
e2d1e4ca-4012-4e33-a3c3-1a0e8e97ca27 | Clause:
The Contractor acknowledges that in the course of the Contractor’s engagement with the Company the Contractor will become familiar with trade secrets and other confidential information concerning the Company and its divisions, subsidiaries and affiliates and that the Contractor’s services will be of special, un... | Label: General |
b6a10668-edbe-4be0-a23e-6c1940abafb7 | Clause:
This is a Panamanian contract and shall be construed under and be governed in all respects by the laws of the Republic of Panama.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignmen... | Label: Governing Laws |
425ab28c-7a2d-4c65-baf4-cbdad1a419b3 | Clause:
You hereby represent and warrant that you are unaware of (1) any claims that have been threatened or asserted against the Company that are not already known to in-house legal counsel or (2) any fraud or suspected fraud involving the Company, management or other employees.
Task: Classify this clause into ONE of... | Label: Representations |
0a7791e6-125b-40e6-8a45-82a4c79602f7 | Clause:
The Plan shall be construed under the laws of the District of Columbia, to the extent not preempted by federal 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, A... | Label: Governing Laws |
02a7b770-2386-49fe-959b-cc8f8ff8cfb0 | Clause:
Subject to the terms and conditions specified in Section 3.1 and Section 3.2, if any Stockholder (the “ Selling Stockholder ”) proposes to Transfer any of its Common Shares to any Person (a “ Proposed Transferee ”), each other Stockholder (each, a “ Tag-along Stockholder ”) shall be permitted to participate in ... | Label: Participations |
29764c4e-babc-4c60-b4e8-d80cb8305d92 | Clause:
Notwithstanding the foregoing, and subject to applicable information necessary for any adjustment with respect to a Custom Index Company being publicly available, in the event of material acquisitions or dispositions occurring with respect to either the Company or a Custom Index Company during any Performance P... | Label: Adjustments |
fa1d9e25-373f-429a-8370-c8905dcb6c87 | Clause:
Commencing on the second anniversary of the Funding Date and continuing on the last day of each three-month period thereafter until the Term Loan Maturity Date, the Borrower shall pay to the Bank installments of principal as set forth on the amortization schedule annexed to the Note as Schedule I; provided , ho... | Label: Interests |
f0473e63-34ee-4532-b24e-cfd29e609e50 | Clause:
Any term or provision of this Agreement that is invalid or unenforceable in any situation in any jurisdiction will not affect the validity or enforceability of the remaining terms and provisions hereof or the validity or enforceability of the offending term or provision in any other situation or in any other ju... | Label: Severability |
cff11bc8-8a33-480c-90c3-427660c38007 | Clause:
Seller, at his risk, shall determine what, if any, filings and consents must be made and/or obtained prior to Closing to consummate the purchase and sale of the Assets. The Seller shall indemnify the Buyer Indemnified Parties (as defined in Section 12.1 below) against any Losses (as defined in Section 12.1 belo... | Label: Consents |
c540d570-987e-457f-bf8e-95bdf4a6162f | Clause:
Subject to the terms and conditions hereof, the Company agrees to sell, and Purchaser irrevocably subscribes for and agrees to purchase, the number of Units set forth on the signature page of this Agreement at a purchase price of $1.64 per Unit. The aggregate purchase price for the Units shall be as set forth o... | Label: Sales |
93785fad-919a-4d82-88c0-42d79ecf8c92 | Clause:
Borrowers shall use the proceeds of the Loans solely for (a) transaction fees incurred in connection with the Financing Documents, and (b) for working capital needs of Borrowers and their Subsidiaries. No portion of the proceeds of the Loans will be used for family, personal, agricultural or household use.
Ta... | Label: Use Of Proceeds |
19a31bbe-a69d-40ad-b81c-06ebddfe0a12 | Clause:
Options granted under this Article 6 shall be exercised by the delivery of notice of exercise to an agent designated by the Company or by complying with any alternative procedures which may be authorized by the Committee, setting forth the number of Shares with respect to which the Option is to be exercised.
T... | Label: Payments |
35c388dd-72df-4eae-9190-ffed10269667 | Clause:
The Loan Parties will promptly cure any defects in the creation and issuance of the Notes and the execution and delivery of the other Loan Documents. Promptly, upon the reasonable request of the Administrative Agent, the Collateral Agent or any Lender, at the Borrowers’ expense, the Loan Parties will execute, a... | Label: Further Assurances |
8ca8e767-ec87-4879-a386-39339f72e2b7 | Clause:
You will serve as Executive Vice President & Chief Technology Officer of the Company, based in our Atlanta office. In this position, you will report to me and you will become a member of the Company’s Management Committee.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agr... | Label: Duties |
2bc9e43d-ca62-4014-b95e-26aee8dca122 | Clause:
This Agreement supersedes, amends and restates all prior agreements and understandings between the parties, oral or written, including, without limitation, the Executive Agreement. No modification, termination or attempted waiver shall be valid unless in writing, signed by the party against whom such modificati... | Label: Entire Agreements |
74bac176-6229-4037-bd35-ddfb4571cd3a | Clause:
The Obligor acknowledges receipt of a copy of this Agreement. The Obligor waives any notice of acceptance of this Agreement by the Secured Parties. The Obligor also waives the right to receive a copy of any financing statement or financing change statement that may be registered in connection with this Agreemen... | Label: Waivers |
836d1d86-8527-4d22-810c-638cc0e16c07 | Clause:
The execution, delivery and performance by such Loan Party of this Amendment and all documents, instruments and agreements contemplated herein are within such Loan Party limited liability company or corporate powers and have been duly authorized by all necessary limited liability company or corporate action. Th... | Label: Enforceability |
92c0aaea-ffad-43ed-95ca-4ba479c52d0e | Clause:
(a) Tressler, for himself and his representatives, agents, successors and assigns, hereby releases and forever discharges the Company and its affiliates, their past, present and future parents, successors, affiliates, subsidiaries and assigns, and their respective officers, directo... | Label: Releases |
3e376143-69e3-48ff-bb12-acd121a9671f | Clause:
Without duplication of any obligation of the Credit Parties under Section 11.2 , in addition to amounts payable as provided herein, each of the Credit Parties hereby agrees, on a joint and several basis, to protect, indemnify, pay and save harmless the Issuing Bank from and against any and all claims, demands, ... | Label: Indemnifications |
fbeffbb3-a505-4270-91ce-76914fb85911 | Clause:
If any term or other provision of this Agreement is determined to be invalid, illegal or incapable of being enforced by any rule of Law or public policy, all other conditions and provisions of this Agreement shall nevertheless remain in full force and effect so long as the economic or legal substance of the tra... | Label: Severability |
7d086a69-cb96-491e-9455-fa32d7ba7772 | Clause:
All representations and warranties made hereunder and in any other Loan Document or other document delivered pursuant hereto or thereto or in connection herewith or therewith shall survive the execution and delivery hereof and thereof. Such representations and warranties have been or will be relied upon by the ... | Label: Warranties |
e36a27ec-8820-493b-aec4-26ecec748390 | Clause:
The Plan shall be governed by and construed in accordance with the internal laws of the State of Delaware applicable to contracts made and performed wholly within the State of Delaware, without giving effect to the conflict of laws provisions thereof. EACH PARTICIPANT WHO ACCEPTS AN AWARD IRREVOCABLY WAIVES AL... | Label: Governing Laws |
a74e4f83-5a6d-4acf-b406-277d6fe131c0 | Clause:
Each party hereto hereby irrevocably and unconditionally submits, for itself and its property, to the exclusive jurisdiction of the Supreme Court of the State of New York sitting in New York County and of the United States District Court of the Southern District of New York, and any appellate court from any the... | Label: Jurisdictions |
5492bf1b-fed4-4608-a215-ba1c673a272b | Clause:
There are no actions, suits, proceedings, claims or disputes pending or, to the knowledge of the Borrower, threatened in writing, at law, in equity, in arbitration or before any Governmental Authority, by or against the Loan Parties or against any of their properties or revenues that (a) purport to affect or pe... | Label: Litigations |
289fdded-83d9-4aaa-ad05-a2096b6715e1 | Clause:
Borrower shall fail to cause Property Owner to maintain in full force and effect all Policies required hereunder.
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: Insurances |
aa487fa3-241b-4289-8c32-b370f46865cc | Clause:
If either Landlord or Tenant shall commence any action or other proceeding against the other arising out of, or relating to, this Lease or the Premises, the prevailing Party shall be entitled to make a claim for its reasonable attorneys’ fees in the event that the non-prevailing Party’s position in such dispute... | Label: Costs |
7444e26f-2d9d-4523-bb25-d92e61a86393 | Clause:
Any notices, requests, demands and other communications provided for by this Agreement shall be sufficient if in writing and delivered in person or sent by a nationally recognized overnight courier service or by registered or certified mail, postage prepaid, return receipt requested, to the Executive at the las... | Label: Notices |
6994eb24-6ecc-407d-a696-5fd304837b76 | Clause:
The granting and exercising of the Option, and any other obligations of the Company under this Agreement shall be subject to all Applicable Laws and to such approvals by any regulatory or governmental agency as may be required. The Committee, in its sole discretion, may postpone the issuance or delivery of Comm... | Label: Compliance With Laws |
49aeacd9-d5aa-4243-a8a2-32a4a2c17277 | Clause:
This Agreement, including the appendices hereto, contains and comprises the entire understanding and agreement between Executive and SHO and fully supersedes any and all other prior agreements or understandings between Executive and SHO (including Executive’s Executive Severance Agreement dated August 2, 2012 b... | Label: Entire Agreements |
7a1d6e89-1115-4477-8815-c28d5f802253 | Clause:
This Agreement and the Ancillary Agreements, including any related annexes, schedules and exhibits, as well as any other agreements and documents referred to herein and therein, will together constitute the entire agreement between the Parties with respect to the subject matter hereof and thereof and will super... | Label: Entire Agreements |
43201306-82a6-434b-b7ac-70ddbddb77aa | Clause:
The Committee may require a Participant to enter into an Agreement evidencing the Award, which Agreement shall contain such terms and conditions, not inconsistent with the Plan, as the Committee determines in its discretion.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, A... | Label: Agreements |
6e939356-7815-4f0d-92ea-efbf0faef53c | Clause:
Our opinions are limited to the Applicable Law, and we do not express any opinion concerning any other law. Without limiting the generality of the foregoing, our opinions relating to the Delaware General Corporation Law are limited to our review of the respective texts of such law without regard to any judicial... | Label: Applicable Laws |
9537ea9b-6b27-4a9f-a852-991cda4dede9 | Clause:
In consideration of the services rendered to the Company hereunder by Executive and Executive’s covenants hereunder and in the Company’s Proprietary Information and Inventions Agreement, during the Employment Term, the Company shall pay Executive a gross salary of $280,000.00 per year (the “ Base Salary ”), les... | Label: Base Salary |
c60d132e-9397-45ec-808e-eceb66ae5b4c | Clause:
This Lease contains the entire agreement between Lessor and Tenant with respect to the subject matter hereof. No representations, warranties or agreements have been made by Lessor except as set forth in this Lease.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements,... | Label: Integration |
c8ef88e0-f88a-4a1a-a3b3-70df984e48f7 | Clause:
T, U and X; Investment Company Act .
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, Binding Effects, Books, Broker... | Label: Use Of Proceeds |
fb362283-7de6-4316-83f2-e26519c2c6d1 | Clause:
This Amendment, the Amended Credit Agreement and the other Credit Documents embody the entire agreement between the parties and supersede all prior agreements and understandings, if any, relating to the subject matter hereof. These Credit Documents represent the final agreement between the parties and may not ... | Label: Binding Effects |
9cc33556-074a-4274-87d4-aa1018dea21a | Clause:
The Borrower shall have paid, or made arrangements to pay concurrently with the closing on the Closing Date, (i) to the Administrative Agent, the Arranger and the Lenders the fees set forth or referenced in Section 2.9(c) and any other accrued and unpaid fees or commissions due hereunder (including without limi... | Label: Expenses |
2f20118d-d3ff-48e1-8ef0-83e713310b0c | Clause:
As of the date hereof, the authorized capital stock of the Company is set forth on Schedule 4(c) . Except as disclosed in Schedule 4(c) , (i) no shares of the Company's capital stock are subject to preemptive rights or any other similar rights or any liens or encumbrances suffered or permitted by the Company, (... | Label: Capitalization |
cf827347-4d5e-4470-bc40-e4bfbee2d1df | Clause:
The Letters of Credit and the proceeds of the Loans will be used for general corporate purposes, including the financing of working capital needs.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbit... | Label: Use Of Proceeds |
d4b71433-3d62-4c00-b157-35d8d7453fc2 | Clause:
The Company shall withhold the amount of taxes, which in the determination of the Company are required to be withheld under federal, state and local laws and all other applicable payroll withholding with respect to any amount payable under the Award.
Task: Classify this clause into ONE of these types (exactly ... | Label: Tax Withholdings |
91ea87c8-5544-422c-aec6-7a4a54e1ec6d | Clause:
This Second Acknowledgement shall be binding upon Borrower and its respective heirs, beneficiaries, successors, assigns and personal and legal representatives, and shall inure to the benefit of Lender and Lender’s successors and assigns.
Task: Classify this clause into ONE of these types (exactly one label):
A... | Label: Binding Effects |
8ec171a4-8bdf-40e6-aa68-48690761798b | Clause:
This Amendment may be executed in two counterparts (including by facsimile or by e-mail delivery of a “.pdf” file), each of which shall be effective as of the Amendment Effective Date, and all of which shall constitute one and the same instrument. Each such counterpart shall be deemed an original, and it shall ... | Label: Counterparts |
450bdafc-27c7-4b0b-97ee-81033b3dcda7 | Clause:
In the event that any distribution (whether in the form of cash, Shares, other securities, or other property), recapitalization, split, reverse split, reorganization, merger, consolidation, split-up, spin-off, combination, repurchase, or exchange of Shares or other securities of the Company, issuance of warrant... | Label: Adjustments |
a8ebc0b9-2a7b-4cf6-a5ba-7b1649e68cb0 | Clause:
Within five (5) days after receipt of a request from the Company, the Subscriber will provide such information and deliver such documents as may reasonably be necessary to comply with any and all laws and ordinances to which the Company is subject.
Task: Classify this clause into ONE of these types (exactly on... | Label: Cooperation |
614a569a-1aba-4175-9f27-236ebae4a5e5 | Clause:
Any Lender may at any time, without the consent of, or notice to, the Company or the Administrative Agent, sell participations to any Person (other than a natural person or the Company or any of the Company’s Affiliates or Subsidiaries) (each, a “ Participant ”) in all or a portion of such Lender’s rights and/o... | Label: Participations |
d00ce02a-04da-4fcb-bdf2-a72feb94501d | Clause:
All payments to be made by the Borrower shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. Except as otherwise expressly provided herein, all payments by the Borrower hereunder shall be made to the Administrative Agent, for the account of the respective Lenders to ... | Label: General |
ae4b3238-dc5f-4964-aa06-98d33df01bc1 | Clause:
ENDO or an Affiliate thereof shall be solely responsible for all Managed Markets field activities for the Licensed Product in the Territory, at its sole cost and expense.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicabl... | Label: Costs |
e904ecdb-febc-4ca8-8462-e26f2747e8f0 | Clause:
Executive shall be entitled to five (5) weeks paid vacation and five (5) days of paid personal business time each year during the Term. Any vacation or personal business days not used in any year shall be subject to forfeiture or accrual pursuant to the Company’s then-current vacation policy.
Task: Classify th... | Label: Vacations |
557ac785-1cc5-486d-be02-7d799c559d3b | Clause:
This Agreement may be executed in one or more counterparts, each of which will be deemed an original, but all of which together will constitute one and the same instrument. Copies, telecopies, facsimiles, electronic files and other reproductions of original executed documents shall be deemed to be authentic and... | Label: Counterparts |
eb8f09c3-340b-4f32-a3ff-27286e51babe | Clause:
All notices, invoices, payments, and other communications made under this Agreement (each, a " Notice ") shall be in writing and sent to the appropriate party at the address set forth for such party on the signature page below, or at such other address as such party may designate by ten (1) days advanced Notice... | Label: Notices |
d5c94b9f-27bf-49e0-820f-9bbd487b3418 | Clause:
To the best of the Borrower’s knowledge, neither the Lender Presentation Presentations, the CIM, nor any of the other reports, financial statements, certificates or other written information furnished by or on behalf of the Borrower to the Administrative Agent or any Lender in connection with the negotiation of... | Label: Disclosures |
811c3a07-8b09-4942-a99d-4d9783e5fcda | Clause:
The rules of construction set forth in Annex A shall apply to this Royalty Right Agreement and are hereby incorporated by reference into this Royalty Right Agreement as if set forth fully in this Royalty Right Agreement. Capitalized terms used but not otherwise defined in this Royalty Right Agreement shall have... | Label: Defined Terms |
ac6fccca-8a27-4d56-a80f-e5b523fff04a | Clause:
The Company shall assign its rights and obligations under this Agreement to any successor to all or substantially all of the business or the assets of the Company (by merger or otherwise). This Agreement shall be binding upon and inure to the benefit of the Company and its successors, assigns, personnel and leg... | Label: Successors |
b6230166-3230-472a-954c-6b5ad6698f60 | Clause:
All material director and officer, fire and casualty, general liability, business interruption, product liability, and sprinkler and water damage insurance policies maintained by the Company and the Subsidiaries are with reputable insurers of recognized financial responsibility, provide full and adequate covera... | Label: Insurances |
1010642b-b905-4b57-94b3-03d32cf824a5 | Clause:
Other than Permitted Liens, neither the Company nor any Subsidiary and/or any of their respective assets are subject to any Liens.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignme... | Label: Liens |
99205690-5b6a-4f23-8d05-d42f2a7ab7b7 | Clause:
All real estate taxes, personal property taxes, sales taxes and similar liabilities, assessments or expenses currently due and payable with respect to the Property have been fully and timely paid or are being contested in accordance with the provisions of Section 7.3 of the Loan Agreement.
Task: Classify this ... | Label: Taxes |
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