id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
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|---|---|---|
5830c177-6706-4a0a-bd78-905dfe21a28c | Clause:
This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument, and any party hereto may execute this Agreement by signing any such counterpart. Delivery of an executed counterpart of a signature page of this Agreement by telecopy, emailed... | Label: Counterparts |
5d5e0a35-ef49-4bb6-bb19-e78a0d583c31 | Clause:
This Amendment No. 3 may be executed in any number of counterparts, but all of such counterparts shall together constitute but one and the same agreement. In making proof of this Amendment No. 3, it shall not be necessary to produce or account for more than one counterpart thereof signed by each of the parties ... | Label: Counterparts |
496edc54-74ef-44dd-bd65-a658e5ce8a5d | Clause:
This Note shall be construed in accordance with and governed by the laws of the State of Arizona, without regard to the choice of law rules of the State of Arizona.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws... | Label: Governing Laws |
98bb6341-9a46-4f5a-b45f-893fba0d515f | Clause:
The Committee may determine that any Award under this Plan shall be subject to provisions for the forfeiture and/or reimbursement of all amounts received in connection with an Award in the event of breach of noncompetition, nonsolicitation or confidentiality agreements. All Awards granted under this Plan are su... | Label: Forfeitures |
cbd1715e-c7dc-483e-9dd2-66c0d64e2edf | Clause:
Each of the parties to this Agreement hereby agrees to waive its respective rights to a jury trial of any claim or cause of action based upon or arising out of this Agreement. The scope of this waiver is intended to be all-encompassing of any and all disputes that may be filed in any court and that relate to th... | Label: Waiver Of Jury Trials |
b64d24b4-0afe-44e7-b95a-1401257c404d | Clause:
This Commitment Agreement is duly executed and delivered by the Independent Fiduciary, and is a valid and binding obligation of the Independent Fiduciary and enforceable against the Independent Fiduciary in accordance with its terms, subject to the Enforceability Exceptions. The execution, delivery and performa... | Label: Enforceability |
e2fa46e6-d761-4cca-8982-13f9bc6af558 | Clause:
In the event that the Closing shall not have occurred with respect to a Buyer on or before five (5) Business Days from the date hereof due to the Company’s or such Buyer’s failure to satisfy the conditions set forth in Sections 6 and 7 above (and the nonbreaching party’s failure to waive such unsatisfied condit... | Label: Terminations |
a9775421-9978-4f0a-a0da-5ea155737b99 | Clause:
Executive shall be entitled to four (4) 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 |
1e026fe6-73de-42df-9263-037eded3c0a3 | Clause:
Each Purchaser, severally and not jointly with the other Purchasers, covenants that neither it nor any Affiliate acting on its behalf or pursuant to any understanding with it will execute any purchases or sales, including Short Sales of any of the Company’s securities during the period commencing with the execu... | Label: Confidentiality |
4f1e12a9-742c-4680-be68-cd1f9e840148 | Clause:
All notices, demands, requests, consents, approvals, and other communications required or permitted hereunder shall be in writing and, unless otherwise specified herein, shall be (i) personally served, (ii) deposited in the mail, registered or certified, return receipt requested, postage prepaid, (iii) delivere... | Label: Notices |
a7751adb-10de-4eb1-a709-5ea88fa60064 | Clause:
No representation or warranty by the Company contained in this Agreement, and no statement contained in the any document, certificate or other instrument delivered or to be delivered by or on behalf of the Company pursuant to this Agreement, contains or will contain any untrue statement of a material fact or om... | Label: Disclosures |
670bf440-bd11-405e-a0cc-c16b87da48da | Clause:
The parties agree that certain matters in which Beasley has been involved during his employment may necessitate his cooperation with the Company in the future. Accordingly, to the extent reasonably requested by the Company, Beasley shall cooperate with the Company in connection with such matters. The Company ... | Label: Cooperation |
27c4f828-f0fe-441d-8338-c372e02c4073 | Clause:
Subject to the terms and conditions set forth herein, the Borrower may request the issuance of one or more letters of credit denominated in Dollars in the form of (x) trade letters of credit in support of trade obligations of the Borrower and its Subsidiaries incurred in the ordinary course of business (such le... | Label: General |
ff444d9c-ab1f-4083-851f-a86e964a289a | Clause:
The authorized capital stock of the Borrower consists of 10,000,000 shares of Class A Common Stock, of which 2,074,599 shares were issued and outstanding as of the close of business on September 30, 2016, and 2,500,000 shares of Class B Common Stock, of which 778,616 shares were issued and outstanding as of the... | Label: Capitalization |
c98c69e9-4c74-4292-b607-cf5e752182be | Clause:
Any notice to be given under the terms of this Agreement to the Company shall be addressed to the Company in care of its Secretary, and any notice to be given to the Grantee shall be addressed to him or her at the address set forth in the records of the Company. By a notice given pursuant to this Section 6.4, e... | Label: Notices |
98c2d5d0-4ae6-4828-9faa-db723fc58673 | Clause:
If any provision or obligation under this Agreement and the other Loan Documents shall be determined by a court of competent jurisdiction to be invalid, illegal or unenforceable, that provision shall be deemed severed from the Loan Documents and the validity, legality and enforceability of the remaining provisi... | Label: Severability |
86269de1-5dcd-46e0-834f-4ae5cb422eb1 | Clause:
Each party's rights and obligations under this Agreement shall not be assigned or delegated, by operation of law or otherwise, without the other party's prior written consent, and any such assignment or attempted assignment shall be void, of no force or effect, and shall constitute a material default by such pa... | Label: Assignments |
4bf48bf2-8935-4edc-8379-67c3d8af3583 | Clause:
Following the Effective Date, the Company and Investor shall execute and deliver, or shall cause to be executed and delivered, such additional documents, instruments, conveyances and assurances, and take or cause to be taken, such further actions as may be reasonably required to carry out the provisions hereof ... | Label: Further Assurances |
9f363711-27ae-4787-8139-2bae1d7c5257 | Clause:
A certificate, undertaking, and indemnity of Purchaser for HST/GST purposes in the form of Exhibit O .
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, Aut... | Label: Indemnity |
787ddee7-6daa-486d-8ddd-92218d3f4f41 | Clause:
This Agreement, the Separation Agreement and the Merger Agreement constitute the entire agreement among the Parties relating to the transactions contemplated hereby and supersede any other agreements, whether written or oral, that may have been made or entered into by or among any of the Parties or any of their... | Label: Entire Agreements |
7f9cef56-4312-41af-87cf-e2fad9a39089 | Clause:
The invalidity of any portion hereof will not affect the validity, force or effect of the remaining portions hereof. If it is ever held by any Governmental Authority of competent jurisdiction that any restriction hereunder is too broad to permit enforcement of such restriction to its fullest extent, such restri... | Label: Severability |
df1059da-1032-4dcd-a8eb-d5471a552fcb | Clause:
At all times prior to the Closing Date or the earlier termination of this Agreement in accordance with its terms, the Company and the Investors shall consult with each other prior to issuing any press releases, public documents and public filings (and provide each other a reasonable opportunity to review and co... | Label: Publicity |
34cdded3-4754-499e-ba6d-3bec9ced89c1 | Clause:
If any rent remains delinquent for a period in excess of ten (10) days then, in addition to such late charge, Tenant shall pay to Landlord interest on any rent that is not paid when due at the Agreed Interest Rate following the date such amount became due until paid.
Task: Classify this clause into ONE of thes... | Label: Interests |
a8250952-4c78-4420-83dd-b575c9b78d3e | Clause:
None of the officers or directors of the Company or any Subsidiary and, to the knowledge of the Company, none of the employees of the Company or any Subsidiary is presently a party to any transaction with the Company or any Subsidiary (other than for services as employees, officers and directors), including any... | Label: Transactions With Affiliates |
7c338212-033d-4700-a660-2d8a46219139 | Clause:
Since the date of the latest audited financial statements included within the SEC Reports, except as disclosed in the SEC Reports or in Schedule 3.1(h) hereto, (i) there has been no event, occurrence or development that, individually or in the aggregate, has had or that would result in a Material Adverse Effect... | Label: Financial Statements |
21e05994-fbb7-4dc1-aed2-17114f3c2b58 | Clause:
Borrower (a) has not entered into the transaction contemplated by this Agreement or any Loan Document or the Environmental Indemnity with the actual intent to hinder, delay, or defraud any creditor and (b) has received reasonably equivalent value in exchange for its obligations under the Loan Documents and the ... | Label: Solvency |
3d15a4a3-5157-48d9-909c-4f3a16408e07 | Clause:
Such Warrantholder has full legal capacity, power and authority to execute and deliver this Agreement, to perform its obligations under this Agreement, and to consummate the transactions contemplated by this Agreement. This Agreement has been duly and validly executed and delivered by such Warrantholder and con... | Label: Powers |
26669558-4f47-4e7b-aba6-8502fdebbb74 | Clause:
This Agreement has been, and each other Loan Document, when delivered hereunder, will have been, duly executed and delivered by each Loan Party that is party thereto. This Agreement constitutes, and each other Loan Document when so delivered will constitute, a legal, valid and binding obligation of such Loan P... | Label: Binding Effects |
72815345-a267-42e3-b67a-754152d13023 | Clause:
This Agreement and each other Loan Document may be executed in one or more counterparts (and by different parties hereto in different counterparts), each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Delivery by telecopier or other electronic tran... | Label: Counterparts |
1ab87657-6322-45e1-99cd-82f0b83c1252 | Clause:
The validity, interpretation, performance, and enforcement of this Agreement shall be governed by the laws of the State of Georgia without regard to the principles of conflict of laws thereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corr... | Label: Governing Laws |
9de3d73e-c855-41ab-9442-c286879b7cef | Clause:
As a condition of the granting of the Restricted Shares, the Director agrees for himself and his legal representatives, that any dispute or disagreement which may arise under or as a result of or pursuant to this Agreement shall be determined by the Committee in its sole discretion, and any interpretation by th... | Label: Interpretations |
03d766b8-e6f6-402d-b9fe-b764595bf3e4 | Clause:
Whether or not the Amendment No. 5 Effective Date occurs, the Borrower agrees to pay or reimburse the Term B-2 Lenders for all reasonable out-of-pocket costs and expenses incurred in connection with the preparation, negotiation and execution of this Agreement and the other Loan Documents to be entered into or t... | Label: Expenses |
a6a3c45a-dd44-415f-b10e-9159a4b24926 | Clause:
The Loan Parties have disclosed to the Lenders all agreements, instruments and corporate or other restrictions to which any Loan Party or any Subsidiary is subject, and all other matters known to it, that, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect . N... | Label: Disclosures |
31e16b13-61d1-4cde-a8cf-f7f1179f542f | Clause:
This Note will be governed by the laws of the Commonwealth of Virginia.
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, Benef... | Label: Governing Laws |
981efd23-3582-44b3-b9ee-2aa1e29174dd | Clause:
The Purchaser is a corporation duly incorporated, validly existing and in good standing under the laws of the State of Nevada, with the power and authority to conduct its business as it is now being conducted and to own and lease its properties and assets.
Task: Classify this clause into ONE of these types (ex... | Label: Organizations |
c66e4597-e08d-4fd7-ac13-45937b95cbfd | Clause:
Executive, as Executive Vice President, shall devote his full-time, attention, and energies to the business of the Company and will diligently and to the best of his ability perform all duties incident to his employment hereunder, shall perform such administrative, managerial and executive duties for the Compan... | Label: Duties |
de839316-0f4f-4e58-8cf7-2153524dcddd | Clause:
No Credit Party shall use the proceeds of any Credit Extension of the Loans except pursuant to Section 6.8 . No Credit Party shall use, and each Credit Party shall ensure that its Subsidiaries and its or their respective directors, officers, employees and agents shall not use, the proceeds of any Credit Extens... | Label: Use Of Proceeds |
6c77dea6-9e36-4424-98ea-c94592827cd6 | Clause:
All covenants, agreements, representations and warranties made by the Loan Parties in the Loan Documents and in the certificates or other instruments delivered in connection with or pursuant to this Agreement or any other Loan Document shall be considered to have been relied upon by the other parties hereto and... | Label: Survival |
818b8f53-77ef-46db-9fc6-29d5f948e65f | Clause:
THIS AMENDMENT SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF ILLINOIS (INCLUDING 735 ILCS SECTION 105/5-1 ET. SEQ. BUT OTHERWISE WITHOUT REGARD TO CONFLICT OF LAWS PROVISIONS).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amen... | Label: Governing Laws |
53d6b7ad-701c-4a03-9cee-53faa342891a | Clause:
The execution, delivery and performance by each Loan Party of this Amendment and the Third Amended and Restated Credit Agreement has been duly authorized by all necessary corporate or other organizational action, and does not and will not (a) contravene the terms of any of such Person’s Organization Documents; ... | Label: Authorizations |
1f7f8c03-4b0a-478e-b6ef-4e9bfe6802c0 | Clause:
The execution, delivery and performance by each Loan Party of each Loan Document to which such Person is a party, and the consummation of the Transaction, are within such Loan Party’s corporate or other powers, have been duly authorized by all necessary corporate or other organizational action, and do not and w... | Label: Authorizations |
761897fe-d4d1-4ff7-9975-1986f504348f | Clause:
(a) There are no actions, suits or proceedings by or before any arbitrator or Governmental Authority pending against or, to the knowledge of the Parent, threatened in writing against the Parent or any of its Subsidiaries (i) as to which there is a reasonable possibility of an adverse determination and that, if ... | Label: Litigations |
a4b8c160-8b49-4845-8fa1-15d763ed471f | Clause:
Each party hereto from time to time at the request of the other party hereto, whether before or after Closing Time, shall do such further acts and execute and deliver such further instruments, deeds and documents as shall be reasonably required in order to fully perform and carry out the provisions of this Subs... | Label: Further Assurances |
7f1e4289-19b3-4ec9-bb1c-3a9f10453bb8 | Clause:
Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against Guarantor, and without notice to or further assent by Guarantor, any demand for payment of any of the Obligations made by Buyer may be rescinded by Buyer and any of the Obligations continued, and the Oblig... | Label: Amendments |
84178f09-f75c-4dde-a48a-42e6bc017a1d | Clause:
If any Event of Default shall have occurred and be continuing, Issuer may take any one or more of the following actions: (i) declare the amount of the Credit and any or all other obligations under this Agreement due and payable by Applicant immediately (provided that if the Event of Default is described in Sec... | Label: Remedies |
ff321b78-d007-48f0-a18d-f2192a5db1bb | Clause:
The Company has timely filed all material tax returns that are required to be filed, and has paid all Taxes as shown on such returns and on all assessments received by it to the extent that such taxes have become due, except to the extent the Company is contesting any such assessment in good faith. All such ret... | Label: Taxes |
ef184b43-0e8f-4f37-9421-93d63338a2db | Clause:
(a) Keep and maintain all property material to the conduct in its business in good working order and condition, ordinary wear and tear excepted and (b) maintain with financially sound and reputable insurance companies insurance on all its property in at least such amounts and against at least such risks as are ... | Label: Insurances |
e98668ad-887c-4cf1-8d38-5a0175d4c8ed | Clause:
This Escrow Agreement shall terminate upon the distribution of all the Escrow Funds pursuant to any applicable provision of this Escrow Agreement, and Escrow Agent shall thereafter have no further obligation or liability whatsoever with respect to this Escrow Agreement or the Escrow Funds.
Task: Classify this ... | Label: Terminations |
20eb8595-1d3f-428c-bd01-da77252f01c9 | Clause:
The Company shall deduct and withhold from all compensation payable to Employee hereunder, including, without limitation, the Compensation, all applicable federal, state and local income and employment withholding taxes and any other amounts required to be deducted or withheld by the Company under applicable st... | Label: Withholdings |
a57b2b1a-0ccd-44a0-81d0-d81edb9980de | Clause:
Headings for the paragraphs herein are for convenience only and shall not be construed in interpreting 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... | Label: Headings |
4d7ed3ad-86b6-46d7-8eba-c39e64889f37 | Clause:
This Agreement may be executed in one or more counterparts, all of which shall be considered one and the same agreement, and shall become effective when one or more counterparts have been signed by each of the Parties and delivered to the other Party. Execution of this Agreement or any other documents pursuant ... | Label: Counterparts |
efd5f33d-9482-475a-869e-6ab1b3438374 | Clause:
For purposes of this Agreement, a “Change in Control” shall be deemed to have occurred if: (i) any person (as defined in Section 13(d) and 14(d) of the Exchange Act) is or becomes the beneficial owner (as defined in Rule 13d-3 of the Exchange Act), directly or indirectly, of securities of the Corporation repres... | Label: Change In Control |
150a0af9-b2b7-48b9-9ef0-47c145fd4e49 | Clause:
In the event of any default hereunder, the non-defaulting party may proceed to protect and enforce its rights either by suit in equity and/or by action at law, including but not limited to an action for damages as a result of any such default, and/or an action for specific performance for any default where the ... | Label: Remedies |
6440f42a-c147-4fc0-817f-15ad11faf068 | Clause:
Employee shall not, during Employees employment or at any time after the Termination Date (i) attempt or seek to cause any of the customers of the Company to refrain from maintaining, selling to, or acquiring from or through the Company any service or product relating to the Company's business as conducted duri... | Label: Non-Disparagement |
c9923140-d26a-4579-9906-7cc3f6167438 | Clause:
It is the intention of each of the parties hereto that (a) the Existing Credit Agreement be amended and restated in its entirety pursuant to this Agreement so as to preserve the perfection and priority of all security interests securing indebtedness and obligations under the Existing Credit Agreement, (b) that ... | Label: Amendments |
4463af4a-1545-4cc4-8197-5a745af03687 | Clause:
Executive acknowledges and agrees that each of the Restrictive Covenants is reasonable and valid in time and scope and in all other respects. The parties agree that it is their intention that the Restrictive Covenants be enforced in accordance with their terms to the maximum extent permitted by law. Each of the... | Label: Severability |
be92fd8d-efc5-4d59-89be-f2c245c1cbd4 | Clause:
FCX will, and will cause each of its Subsidiaries to, do or cause to be done all things necessary to preserve, renew and keep in full force and effect (a) its legal existence, except in the case of any Subsidiary other than PTFI, to the extent the failure to do so would not reasonably be expected to have a Mate... | Label: Existence |
75cb2844-58ca-4231-93e7-eed459b4b82f | Clause:
THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE INTERNAL LAWS (AND NOT THE CONFLICT OF LAWS) OF THE STATE OF NEW YORK.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitr... | Label: Governing Laws |
7e6fef40-376e-47de-9016-b4f428702694 | Clause:
Except for this Agreement, the Schedules to this Agreement, and information previously disclosed to the Investors in connection with or pursuant to the Credit Agreements or the Aurora Agreements, the Company confirms that neither it nor any officers, directors or Affiliates, has provided any of the Investors or... | Label: Disclosures |
65843211-b499-464b-bb2f-f1a4cfb3bac1 | Clause:
The provisions of this Agreement shall extend to any business that becomes a successor to the Company on account of a merger, consolidation, sale of assets, spinoff or similar transaction with respect to the Company, and if this grant continues in effect after such corporate event, references to the “Company or... | Label: Successors |
905fc120-0886-45d2-824b-e4de7ed16f28 | Clause:
This Agreement shall not be terminated by the merger or consolidation of Company with any corporate or other entity or by the transfer of all or substantially all of the assets of Company to any other person, corporation, firm, or entity. The provisions of this Agreement shall be binding on and shall inure to t... | Label: Assignments |
c2b4bca7-0f5d-44d4-a897-694869f5c54a | Clause:
Each of the Parties submits to the exclusive jurisdiction of any state or federal court sitting in Chicago, Illinois, in any action or proceeding arising out of or relating to this Agreement and agrees that all claims in respect of the action or proceeding shall be heard and determined in any such court. Each o... | Label: Submission To Jurisdiction |
6e064309-e255-486c-ab04-2ce5b5198f8f | Clause:
The Plan Administrator may provide, in an Award Agreement or otherwise, for accelerated vesting or exercisability of an Award in connection with a sale or change of control of the Company.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corrupti... | Label: Change In Control |
d343b7df-40ca-4ff1-b132-0ae07ed2cf4b | Clause:
Landlord shall commence construction of the Tenant Improvements within ten (10) days following the later of (i) the approval of the Final Plans, or (ii) Landlord’s receipt of any necessary Permits. Landlord shall diligently pursue completion of construction of the Tenant Improvements and use its commercially re... | Label: Construction |
2048e00d-4808-4303-80f3-10f41b6fa31d | Clause:
No amendment or waiver of any provision of this Agreement nor consent to any departure by the Bank or the Company therefrom shall in any event be effective unless the same shall be in writing and signed by the Bank and the Company, and then such waiver or consent shall be effective only in the specific instance... | Label: Amendments |
cdec1e96-12c2-42f4-b3c9-18bafc34ec5e | Clause:
Notwithstanding any provision of this Plan, the Separation Benefits described herein are conditioned on Participant’s execution, delivery to the Company and non-revocation of a general release of claims against the Company and its subsidiaries and affiliates on a form substantially identical to the release atta... | Label: Releases |
c30abe3e-82dc-422e-866d-5f543755a57a | Clause:
The Institutional Investor represents to the Company that it is acquiring New Notes solely for its own account and not as a nominee or agent for any other person and not with a view to, or for sale in connection with, any distribution thereof (within the meaning of the Securities Act of 1933, as amended (the “ ... | Label: Representations |
7d726e6c-125c-4be2-8091-9051e54c21ac | Clause:
Each Service will be provided for the duration of the applicable Transition Period and will lapse automatically thereafter or at the time such Service is terminated prior to the expiration of the Transition Period in accordance with Section 4.2(b) . This Agreement shall terminate on December 31, 2018.
Task: C... | Label: Terms |
a2ac5efd-3c8e-447e-bbc4-d22340b8efc3 | Clause:
The terms and conditions applicable to each Initial Option Grant and Continuing Option Grant granted to Non-Employee Directors pursuant to this Policy shall be subject to the terms and conditions in the forms of stock option notice of grant and option award agreement previously approved by the Board or the Comp... | Label: Terms |
e3c4981c-fd6f-4df6-afcd-af0eb9cc79de | Clause:
Employee represents that Employee’s performance of all the terms of this Agreement does not and will not breach any agreement to keep in confidence proprietary information acquired by me in confidence or in trust prior to the execution of this Agreement. Employee has not entered into, and shall not enter into, ... | Label: No Conflicts |
4dbd0b41-a8f9-469e-9eed-a4278aad397f | Clause:
Any term used herein that is not otherwise defined herein shall have the meaning ascribed to such term as provided in the Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assign... | Label: Defined Terms |
7ca27f73-4065-40ac-a887-add564e67852 | Clause:
By the issuance of a Letter of Credit (or an amendment to a Letter of Credit increasing the amount thereof) and without any further action on the part of the Issuing Bank or the Revolving Lenders, the Issuing Bank hereby grants to each Revolving Lender, and each Revolving Lender hereby acquires from the Issuing... | Label: Participations |
c4bdee1c-a1c5-4686-9cad-785297197422 | Clause:
The agreements in this Section shall survive the resignation of the Administrative Agent and the L/C Issuer, the replacement of any Lender, the termination of the Aggregate Revolving Commitments and the repayment, satisfaction or discharge of all the other Obligations.
Task: Classify this clause into ONE of th... | Label: Survival |
e4e08c68-23b3-49b0-af51-1bc390d003dd | Clause:
If the Participant’s Termination is by the Company other than for Cause or (as such term is defined herein) during the CIC Severance Protection Period, the Option shall become fully vested upon the later of the occurrence of a Change in Control or such Termination and may be exercised by the Participant at any ... | Label: Change In Control |
bbb0ec40-c1c0-4e61-acdd-8f99bb3fe86e | Clause:
No consent of any third party or Governmental Authority is required in connection with the execution and delivery by NCAP of this Agreement and/or the consummation of the transactions contemplated hereby.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendment... | Label: Consents |
878c9015-041f-4147-92ac-b57551c1c20b | Clause:
Upon Lender’s request and at Borrower’s sole cost and expense, Borrower shall execute, acknowledge and deliver any other instruments and perform any other acts necessary, desirable or proper, as reasonably determined by Lender, to carry out the purposes of this Agreement and the other Loan Documents or to perfe... | Label: Further Assurances |
cf42778c-d48b-4a9b-a2c8-ed108446a58c | Clause:
The Transferee hereby makes, to each of the other Parties, as to itself only and (unless otherwise set forth therein) as of the date hereof and as of the Closing Date, the representations and warranties set forth in Article V of the Agreement; provided , however , for purposes of Sections 5.7(a) and 5.7(b) of t... | Label: Representations |
61990705-21bb-45af-9cb8-ff202cc83fb2 | Clause:
In the event of a Change in Control and the termination by the Company (or a successor company as a result of the Change in Control) of the Grantee’s position as a director of the Company (or a successor company as a result of the Change in Control) other than for Cause within the Change in Control Period, any ... | Label: Change In Control |
340d1a72-3216-4848-8c63-ee4dd5c4cf0f | Clause:
Any party may waive compliance with any of the agreements or conditions contained herein. Any agreement on the part of a party hereto to any such waiver shall be valid only if set forth in a written instrument signed on behalf of such party.
Task: Classify this clause into ONE of these types (exactly one label... | Label: Waivers |
c26198e1-d41f-4bd2-a273-69ddb0ffc3c2 | Clause:
No Default or Event of Default shall exist or would result from the proposed Credit Extensions on the Amendment No. 1 Effective Date or from the application of the proceeds thereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws... | Label: No Defaults |
a0ed3b61-cabc-4989-8004-646d7c28e9e5 | Clause:
Each Award granted under this Plan shall vest as provided in Sections 5.1, 5.2 and 5.3 above, respectively; provided, however, that each Award shall become fully vested upon the occurrence of a Change of Control.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, A... | Label: Vesting |
cbf143b0-be83-4798-88ac-aaed39d3f082 | Clause:
Except as disclosed on Schedule 11.7 hereto, there are no actions or proceedings which are pending or, to the best of any Borrower’s knowledge, threatened against a Borrower which is, in the determination of Administrative Agent, reasonably likely to have a Material Adverse Effect on such Borrower. No Borrower ... | Label: Litigations |
5d7deea5-a77e-4309-9021-e56deda55f29 | Clause:
Tenant represents and warrants to Landlord that Tenant has not had any dealings with any real estate broker, agent or finder in connection with the negotiation of this Lease or the introduction of the parties to this transaction, except for Broker, and that it knows of no other real estate broker, agent or find... | Label: Brokers |
b63a9aa0-d72a-4d7c-8473-51c6b106f5b3 | Clause:
This Collateral Assignment may be executed in several counterparts, each of which when executed and delivered is an original, but all of which together shall constitute one instrument. In making proof of this Collateral Assignment, it shall not be necessary to produce or account for more than one such counterp... | Label: Counterparts |
55b92844-48a1-4f42-8b71-df4c06f10810 | Clause:
The Credit Agreement is hereby amended and restated in the form of Exhibit B hereto.
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 ... | Label: Amendments |
6a1d56f4-1199-4b48-879e-4250019b3e36 | Clause:
During the Employment Term, the Executive shall serve as the Chief Executive Officer of the Company, reporting to the Board of Directors. In that capacity, the Executive shall (i) be responsible for the operations and other general management affairs of the Company; (ii) perform any services, duties or responsi... | Label: Positions |
5fa16d1f-d59b-4205-8095-9938bc46f0a3 | Clause:
This Agreement shall, in all respects, be governed, construed, applied, and enforced in accordance with the laws of the state in which the Property is located.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, App... | Label: Governing Laws |
e49b8341-8935-4ae9-9f4a-2bfcfa36693d | Clause:
This Agreement 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):
... | Label: Counterparts |
dda5f6df-8a2f-46c1-a1d6-b9c73b9a6416 | Clause:
In the event any provision of this Agreement is found to be unenforceable by an arbitrator or court of competent jurisdiction, such provision shall be deemed modified to the extent necessary to allow enforceability of the provision as so limited, it being intended that the Parties shall receive the benefit cont... | Label: Severability |
1dc6c134-f2f5-4b36-9606-3006b8efcbfc | Clause:
The Storage Services Fee shall be calculated using the per Barrel rate set forth on the Terminal Service Orders executed effective as of the Commencement Date for the then-existing aggregate Shell Capacity of all of the Tanks in the Storage Facility. The Storage Services Fee owed during the Month in which the C... | Label: Fees |
a12e8722-1e68-4726-8676-89fa8033f592 | Clause:
The proceeds of the Loans shall be used to finance the investment activities, working capital needs and general corporate purposes of the Borrower and its Subsidiaries.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable ... | Label: Use Of Proceeds |
0d812ae3-2516-495d-b23f-d537edb64423 | Clause:
The initial term of this Agreement (the “ Initial Term ”) shall be for a period beginning on the Effective Date and ending on the three-year anniversary of the Effective Date. On the three-year anniversary of the Effective Date and each successive anniversary of the Effective Date, the term of this Agreement s... | Label: Terms |
7394f4e5-a089-4705-8075-2866d9af466d | Clause:
This Agreement may be executed in multiple counterparts, including by electronic transmission or portable document format (PDF), each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
Task: Classify this clause into ONE of these types (exactly one lab... | Label: Counterparts |
87e13d4b-c12a-4f56-98a2-e483854e7c52 | Clause:
Unless otherwise defined herein, capitalized terms used in this Amendment shall have the respective meanings ascribed to such terms in the Exchange Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Appr... | Label: Definitions |
875e3e38-2f03-4b9e-87af-403bb3144bb0 | Clause:
Subject to the terms and conditions hereof, the Company hereby agrees to issue and sell to the Purchaser and the Purchaser hereby agrees, severally and not jointly, to purchase from the Company, its Purchased Shares, and the Purchaser agrees, severally and not jointly, to pay the Company the Common Share Price ... | Label: Sales |
309d518e-dfcd-4b21-87b5-bbe8710a4df7 | Clause:
VIVUS shall be responsible for establishing and maintaining such procedures for implementing corrective and preventive actions with respect to the manufacturing of the Product as required by Applicable Law, cGMP, and the Quality Agreement. VIVUS shall cooperate with Purchaser at VIVUS’ expense in determining t... | Label: General |
a1ab4814-1c33-42ac-8b99-6c5e38300a2e | Clause:
This Agreement may be executed in two or more counterparts, and any one counterpart executed by all of the parties hereto, or any set of counterparts so executed in aggregate, shall constitute a complete original. In proving this Agreement, it shall not be necessary to produce or account for more than one such ... | Label: Counterparts |
d64f0185-cf37-42b9-bd49-9cd71e18230c | Clause:
The Company has not (a) made a general assignment for the benefit of creditors; (b) filed any voluntary petition in bankruptcy or suffered the filing of any involuntary petition by its creditors; (c) suffered the appointment of a receiver to take possession of all, or substantially all, of its assets; (d) suffe... | Label: Solvency |
7c1b48cd-e287-4b75-ab4e-aa3329e68539 | Clause:
Any notice required by the terms of this Agreement shall be given in writing and shall be deemed effective upon personal delivery or upon deposit with the United States Postal Service, by registered or certified mail, with postage and fees prepaid. Notice shall be addressed to the Company at its principal execu... | Label: Notices |
fce9cae8-4fb1-4600-9549-aff4b8e70d76 | Clause:
The Executive hereby covenants and agrees that the Executive shall not, directly or indirectly, make or solicit or encourage others to make or solicit any disparaging remarks concerning any of the Company Entities, or any of its products, services, businesses or activities; provided that the foregoing restricti... | Label: Non-Disparagement |
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