id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
20ff9e23-5059-4b27-aa1a-e95972fe9951 | Clause:
There is no suit, action, proceeding, including, without limitation, any bankruptcy proceeding or governmental investigation pending against or to the Knowledge of Borrower, threatened against any Credit Party (other than any suit, action or proceeding in which a Credit Party is the plaintiff and in which no co... | Label: Litigations |
7daf9d49-07c2-4e6f-99ce-b5930b4a3c15 | Clause:
The authorized capitalization of Grote Molen currently consists of 5,000,000 shares of preferred stock, $0.001 par value, of which no shares are issued and outstanding, and 100,000,000 shares of common stock, $0.001 par value, of which 22,200,000 shares are issued and outstanding. The authorized capitalization... | Label: Capitalization |
8cb51cf3-3c3e-4f71-ac17-cb319765a2b6 | Clause:
The Company (or an affiliate) agrees to employ the Executive, and the Executive hereby accepts such employment and agrees to perform the Executive’s duties and responsibilities, in accordance with the terms, conditions, and provisions hereinafter set forth.
Task: Classify this clause into ONE of these types (e... | Label: Employment |
833930bd-1b77-4988-9302-3f70e07fccd2 | Clause:
Except as otherwise determined by the Committee, upon Participant's termination of Service (in either case, as determined under criteria established by the Committee) prior to vesting of the Shares pursuant to Section 2 hereof , all unvested Shares held by such Participant at such time shall be forfeited and re... | Label: Forfeitures |
8c09cf7a-ee04-4b6b-990b-e4cb9766f384 | Clause:
Seller will not request any Transaction, and Seller shall not use, and shall procure that its Subsidiaries and its or their respective directors, officers, employees and agents shall not use, the proceeds of any Transaction (A) in furtherance of an offer, payment, promise to pay, or authorization of the payment... | Label: Use Of Proceeds |
bbb5d104-0331-419f-bde2-42fc4e6d9991 | Clause:
The Company shall, by 9:00 a.m. (New York City time) on the third (3 rd ) Trading Day immediately following the Closing Date, issue a press release disclosing the material terms of the transactions contemplated hereby, and shall file a Current Report on Form 8-K including the Transaction Documents as exhibits t... | Label: Publicity |
5d209fa5-f071-426f-a82a-ae5be3f5a7b9 | Clause:
Any changes, amendments and other agreements entered into by the parties shall be only effective in writing and when signed by both parties.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration... | Label: Modifications |
4d549a8f-ba8c-413f-bab5-a8bbed8183bf | Clause:
The term of the Company commenced, and the Certificate was filed in the Office of the Secretary of State of the State of Delaware, on September 6, 2011, and the Company shall continue for any term set forth from time to time in the Certificate, subject to the provisions set forth in Article XI and applicable La... | Label: Terms |
b181ceb9-7b55-496a-9ade-25ea60022370 | Clause:
Each Lender agrees to indemnify and hold the Administrative Agent harmless (to the extent not reimbursed by the Borrower within ten (10) days after demand) from and against such Lender’s Percentage Share of any and all liabilities, obligations, claims, losses, damages, penalties, fines, actions, judgments, suit... | Label: Indemnifications |
a47d3af1-e33d-4216-a014-23b0ba2376f1 | Clause:
THIS 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, EXCEPT TO THE EXTENT THAT THE UCC PROVIDES THAT PERFECTION OF THE SECURITY INTEREST HEREUND... | Label: Governing Laws |
6693ab52-a1c0-4c76-abc4-81c764e6f35a | Clause:
Purchaser shall pay (i) up to an amount equal to $1,600,000.00, minus all amounts reimbursed pursuant to Section 8(j) of the Voting Agreement, for reasonable out-of-pocket costs and expenses incurred by the Stockholders, including the reasonable fees, charges and disbursements of counsel for the Stockholders in... | Label: Expenses |
d08414b2-4239-4224-a0bd-8ce44e667955 | Clause:
The term of the Partnership shall continue until December 31, 2064, unless earlier terminated, wound up and dissolved and terminated in accordance with this Agreement and the Partnership Act.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corru... | Label: Terms |
dc2587d7-921f-4ec2-95dc-52ec26326a0e | Clause:
If any provision of this Waiver is prohibited by law or otherwise determined to be invalid or unenforceable by a court of competent jurisdiction, the provision that would otherwise be prohibited, invalid or unenforceable shall be deemed amended to apply to the broadest extent that it would be valid and enforcea... | Label: Severability |
5f515ee0-c837-4095-bcdc-f2cff3eb2de6 | Clause:
Schedule 3.12 sets forth a description of all insurance maintained by or on behalf of Murphy USA, the Company and the other Subsidiaries as of the Effective Date.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, ... | Label: Insurances |
34929e5b-7007-4c27-85d0-cc44037721e2 | Clause:
The headings set forth herein are included solely for the purpose of identification and shall not be used for the purpose of construing the meaning of the provisions of this Amended Agreement. Unless otherwise provided, references herein to Exhibits and Sections refer to Exhibits and Sections of this Amended Ag... | Label: Headings |
db6ad7c8-74c7-4771-9e4c-a819280bf2de | Clause:
(a) During the Term, Executive agrees to be employed and devote substantially all of Executive’s business time and efforts to the Company and the promotion of its interests and the performance of Executive’s duties and responsibilities hereunder as Executive Vice President, General Counsel and Corporate Secret... | Label: Duties |
6b9358f6-143e-4d7c-8196-cea2d85f7e49 | Clause:
As of the Closing Date but prior to the issuance of any Units pursuant to this Agreement, the authorized and issued and outstanding capital stock of the Company consists solely of (i) 200,000,000 shares of Common Stock, par value $0.001 per such share, of which 66,999,325 shares of Common Stock are issued an... | Label: Capitalization |
c3ba87e9-7d84-48a6-8df2-d1465e75aa52 | Clause:
The provisions of this Article XII shall survive the Closing or any earlier 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,... | Label: Survival |
e726641d-b7dd-4963-9dda-4b3ca2aa67b0 | Clause:
There is no action, suit or proceeding before any court, arbitrator or governmental body, agency or official pending, or to the knowledge of the Borrower or API, threatened, against API or any Restricted Subsidiary which in any manner seeks to avoid the obligations of the Borrower or any Guarantor hereunder or ... | Label: Litigations |
f91545d5-8eda-4662-965d-ea7e36d11789 | Clause:
Each representation and warranty of such Loan Party contained in the Credit Agreement and the other Loan Documents is true and correct in all material respects (except to the extent that any such representation and warranty is qualified by materiality, in which case it is true and correct in all respects) on th... | Label: Warranties |
c0d73788-a54c-44c5-b3cb-69309316eed0 | Clause:
The Executive shall be entitled to receive prompt reimbursement for any and all reasonable expenses incurred by him during the Term in performing services hereunder, in accordance with the policies and procedures then in effect and established by the Company for its senior executive officers. Any reimbursement ... | Label: Expenses |
40c37894-ac87-47a3-9042-5bfe8ef118e3 | Clause:
You agree that, during your employment and at any time thereafter, you shall not, in any communications with the press or other media or any customer, dealer, manufacturer, lender, client or supplier of SC, or any of its affiliated companies, criticize, ridicule or make any statement that disparages or is derog... | Label: Non-Disparagement |
a017327f-3693-44c0-a512-b4807f476252 | Clause:
The following provisions shall survive any expiration or termination of this Agreement for the period of time specified therein (or, if no such period is specified, indefinitely): ARTICLE 1 (Definitions); ARTICLE 16 (Dispute Resolution); and ARTICLE 17 (Indemnification); and Sections 4.5 (Records; Disclosure of... | Label: Survival |
36a8e6d3-9676-4519-9bd0-943c66814c48 | Clause:
This Agreement and each of the Securities constitutes a valid and legally binding obligation of the Company, enforceable in accordance with its terms, except (a) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, and other laws of general application affecting enforcement of creditors'... | Label: Enforceability |
d4a31eae-c973-4e51-ab3b-3bd44f1686f7 | Clause:
Employee acknowledges that Employee has had access to confidential, proprietary business information of MDC as a result of employment, and Employee hereby agrees not to use such information personally or for the benefit of others. Employee also agrees not to disclose to anyone any confidential information at an... | Label: Confidentiality |
a57bc3cb-67fb-45cf-92ff-c2785e34809c | Clause:
This is a Massachusetts contract and shall be construed under and be governed in all respects by the law of the Commonwealth of Massachusetts, without giving effect to the conflict of laws principles of such Commonwealth. With respect to any disputes concerning federal law, such disputes shall be determined in ... | Label: Governing Laws |
fc583073-5320-4a8a-9597-1bdf8a993b96 | Clause:
Except for that certain Consulting Agreement between me and the Company, this Agreement and the Exhibits to this Agreement constitute the entire agreement between the parties relating to this subject matter and supersede all prior or simultaneous representations, discussions, negotiations and agreements, whethe... | Label: Entire Agreements |
5b2e2b18-53d9-4308-bf80-77a1052305b1 | Clause:
The parties acknowledge and agree that this Agreement and the obligations and undertakings of the parties hereunder will be performable in Dallas, Dallas County, Texas. This Agreement and the rights and obligations of the parties hereto shall be governed, construed and enforced in accordance with the laws of th... | Label: Governing Laws |
850074ee-538b-46ac-a177-d07729e4697c | Clause:
Except as may be otherwise provided in this Section 6, the Grantee shall forfeit all of his rights and interest in the Restricted Stock Units and related dividend equivalents if his Continuous Status as an Employee or Consultant or Non-Employee Director terminates for any reason before the Restricted Stock Unit... | Label: Forfeitures |
0da90390-2569-4fd4-814d-6960e7da8e5c | Clause:
This Ninth Amendment shall be governed by and construed in accordance with the governing law set forth in the Agreement, without regard to the conflicts of laws principles. In the event that the terms of the Agreement conflict or are inconsistent with those of this Ninth Amendment, the terms of this Ninth Amen... | Label: Miscellaneous |
13b930c1-0a21-41b5-b9ef-2150bce69f2b | Clause:
The Loan Parties hereby agree that, during the Forbearance Period, the Loan Parties and their Subsidiaries shall (i) provide the Administrative Agent and the Lenders with the visitation and inspection rights granted under Section 5.7 of the Credit Agreement upon the occurrence of an Event of Default, even if no... | Label: Records |
15a3b3e3-c88e-4e1a-840c-1c1070270a13 | Clause:
The Contractor represents and warrants that he has rightful ownership of all right, title and interest in the Work Product that are herein transferred to the Company and that the Work Product does not infringe the intellectual property rights, contractual rights, or any other right of any third party.
Task: Cl... | Label: Titles |
5d88a816-d55c-4048-a64b-dae14452266c | Clause:
Benefits . The provisions of this Section 7 are intended to assu re and encourage in advance Executive ’ s continued attention and dedication to his assigned duties and his objectivity during the pendency and after the occurrence of a Change in Control. These provisions shall apply in lieu of, and express... | Label: Change In Control |
b4497291-3159-4c96-befb-a2bd957736d9 | Clause:
Benefitfocus agrees to reimburse the Associate for travel and other expenses incurred while conducting business on behalf of Benefitfocus (including the cost of air or ground transportation between Charleston, S.C. and Associate’s home in Atlanta, GA on a weekly basis) as long as they are reasonable and approve... | Label: Expenses |
fa403aaa-5cee-4e13-abb6-4aa52e22f1eb | Clause:
This Note shall be governed by and construed in accordance with the laws of the State of Washington.
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, Autho... | Label: Governing Laws |
aaf49807-65b4-46d8-862a-fe5c72d70246 | Clause:
Buyer is a limited liability company duly organized, validly existing and in good standing under the Legal Requirements of the State of Delaware and has all requisite power and authority to own, lease and operate its property and assets and to carry on its business as presently conducted.
Task: Classify this c... | Label: Organizations |
5201dafa-31dd-40c5-93bd-85ac7bb0ba66 | Clause:
Except as otherwise provided herein, this Agreement and the Waiver constitute the entire agreement of the parties with respect to the matters addressed herein and it supersedes all other prior agreements and understandings, both written and oral, express or implied, with respect to the subject matter of this Ag... | Label: Entire Agreements |
c5626ddb-df2c-4509-a37e-b5d9d215a810 | Clause:
All notices and other communications provided for hereunder shall be in writing and shall be mailed (by certified mail, postage prepaid and return receipt requested), telecopied or delivered by hand, Federal Express or other reputable overnight courier, if to the Additional Guarantor, to it at its address set f... | Label: Notices |
136d4d88-cb62-43b6-a953-89c35887377b | Clause:
Any waiver by the Company or a Holder of a breach of any provision of this Note shall not operate as or be construed to be a waiver of any other breach of such provision or of any breach of any other provision of this Note or a waiver by any other Holder. The failure of the Company or a Holder to insist upon st... | Label: Waivers |
460f2737-7d97-484d-aed2-3fdd1cd796ac | Clause:
No Party will convey, assign or otherwise transfer either this Agreement or any of the rights, interests or obligations hereunder without the prior written consent of the other Party hereto (in each of such Party’s sole and absolute discretion). Any such prohibited conveyance, assignment or transfer without th... | Label: Assignments |
ac3d3bf2-a2ae-4d25-a5d8-dfa67960f590 | Clause:
Any communication provided for or permitted hereunder shall be in writing and, unless otherwise expressly provided herein, shall be deemed to have been duly given if delivered by courier or mailed by first class mail, postage prepaid, or if transmitted by facsimile and confirmed in a writing delivered or mailed... | Label: Notices |
d2cf49ac-f4f0-4e63-aa3e-b89ac276a9a1 | Clause:
All notices, requests, demands and other communications which are required or may be given under this Agreement shall be in writing and shall be deemed to have been duly given if delivered personally or by commercial messenger or courier service, or mailed by registered or certified mail (return receipt request... | Label: Notices |
d8469c39-d497-4e57-81a3-ac452a9bb118 | Clause:
The Certificate and the Plan contain information regarding the latest date by which the Stock Options may be exercised, and the Company shall have no obligation to provide any additional information or notice to any holder of Stock Options in advance of the Expiration Date or any earlier expiration date.
Task:... | Label: Notices |
7d6d9430-0d2f-4171-b700-aa190d17b5bc | Clause:
During the Term, the Company shall pay the Executive a base salary (the “ Base Salary ”) at the rate of $410,000 (four hundred ten thousand US dollars) per annum, payable in accordance with the normal payroll practices of the Company for its executives and subject to increase (but not decrease) from time to tim... | Label: Base Salary |
a2819f10-4ccb-4a85-864f-804864ee19ef | Clause:
There is no pending or, to the best knowledge of Seller, threatened action or proceeding (or basis for any action or proceeding), to which Seller is a party or involving any of the Assets or which could materially affect Seller’s ability to execute and deliver this Agreement or to perform each of its obligation... | Label: Litigations |
ce679381-6e4a-4c81-a177-162d4d448ee1 | Clause:
The Award is subject to all the terms and conditions of the Tyson Foods, Inc. 2000 Stock Incentive Plan (the “Plan”). Unless otherwise defined herein, all capitalized terms in this Performance Shares Stock Incentive Award Agreement (the “Award Agreement”) shall have the meaning stated in the Plan. Please see th... | Label: Terms |
8e476216-370d-4a24-80ab-70b085485c44 | Clause:
Each of Buyer and the Escrow Agent shall be entitled to deduct and withhold from the consideration otherwise payable pursuant to this Agreement such amounts as it is required to deduct and withhold under applicable Law with respect to the making of such payment, and such withheld amounts shall be remitted by Bu... | Label: Withholdings |
82edd354-9aa5-4d66-86de-e94babc3ff28 | Clause:
Employee’s health insurance benefits shall cease on November 30th, 2016, subject to Employee’s right to continue his/her health insurance under COBRA. Employee’s participation in all benefits and incidents of employment, including, but not limited to the accrual of bonuses, vacation, and paid time off, ceased a... | Label: Benefits |
c398f267-3034-41dd-bc76-c3718ef62f47 | Clause:
The Borrower and each Subsidiary will comply with all laws, including all orders of any Governmental Authority, applicable to it or its property, except where the failure to do so, individually or in the aggregate, would not reasonably be expected to result in a Material Adverse Effect. The Borrower will mainta... | Label: Compliance With Laws |
9c767486-d580-47c5-933a-edd6ed221cd1 | Clause:
Any portion of this option that is not exercisable on the date of Termination shall be forfeited immediately and be of no further force or effect .
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbi... | Label: Forfeitures |
629fa25e-0a32-4457-81b9-adbec2fadb0b | Clause:
Each Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Guarantor and without notice to or further assent by any Guarantor, any demand for payment of any of the Obligations made by any Secured Party may be rescinded by such Secured Party and any of the... | Label: Amendments |
1dc83201-7d94-42bf-9211-1cb27d8e3b27 | Clause:
Unless earlier terminated by the provisions of this Agreement, the Escrow Period will terminate on the earlier of the date all of the Escrow Property is released from Escrow, termination of the Underlying Agreement and February 8, 2026 (the “ Termination Date ”). Depositor and Recipient shall have the right to ... | Label: Terminations |
8c94c8d2-1dd4-4804-9f5f-282fb1b5eab7 | Clause:
This Amendment may be executed in any number of counterparts and signature pages may be detached from multiple separate counterparts and attached to the same document. A telecopy or other electronic transmission of any such executed counterpart signature page shall be deemed valid as an original.
Task: Classif... | Label: Counterparts |
d22c7bf6-bb1a-4ea5-a167-7fb9bf851dc6 | Clause:
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 (or portion thereof) giving rise thereto (including by the termination of Def... | Label: Releases |
707137b1-1817-49ce-b9c2-c83875b0c186 | Clause:
Director shall have full responsibility, and the Company shall have no responsibility, for satisfying any liability for any federal, state or local income or other taxes required by law to be paid with respect to such Restricted Stock, including upon the vesting of the Restricted Stock. In connection with the ... | Label: Withholdings |
ca62029e-deed-46a6-b12c-257d956aa1c2 | Clause:
From and after the date of this Agreement, upon the request of any Investor, the Corporation shall execute and deliver such instruments, documents and other writings as may be reasonably necessary or desirable to confirm and carry out and to effectuate fully the intent and purposes of this Agreement and the Ser... | Label: Further Assurances |
3e5d9b07-d9f3-4188-8db8-feb20c6d816a | Clause:
This Amendment may be executed in one or more counterparts, each of which when so executed shall be deemed to be an original, but all of which when taken together shall constitute one and the same instrument. Delivery of an executed counterpart of this Amendment by facsimile or portable document format (pdf) sh... | Label: Counterparts |
f380173c-d6f6-4fa7-afd1-b79a0da97dab | Clause:
Notices by the Buyer to the Guarantor shall be given in accordance with the Repurchase 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: Notices |
4eabf468-31de-4543-8005-89ece9c936d1 | Clause:
This Agreement, together with the Merger Agreement and the Confidentiality Agreement, constitute the entire agreement, and supersede all prior agreements and understandings, both written and oral, among the parties, with respect to the subject matter hereof.
Task: Classify this clause into ONE of these types (... | Label: Entire Agreements |
a8b4a170-3d74-4d9a-b626-eba687916216 | Clause:
To the Seller’s knowledge, no taxes or special assessments of any kind (special, bond or otherwise) are or have been levied with respect to the Property, or any portion thereof, which are outstanding or unpaid, other than amounts not yet due and payable, and no such assessments or levies are pending or threaten... | Label: Taxes |
8dedf51e-f381-4390-ac37-04fa87307218 | Clause:
All notices and other communications provided for hereunder shall be given in the form and manner provided in Section 11 of the Credit Agreement, and, if to Agent, shall be mailed, sent, or delivered to Agent in accordance with Section 11 in the Credit Agreement, if to Borrowers, shall be mailed, sent, or deliv... | Label: Notices |
d5dbdded-d8b8-4bb9-8c47-8b4021644120 | Clause:
For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, each Credit Party hereby, for itself and its successors and assigns, fully and without reserve, releases, acquits, and forever discharges each of the Lender Parties and each Lender CounterParty, its respective suc... | Label: Releases |
fd2e1579-03d9-49ae-a611-4d14871fd129 | Clause:
The headings used in this Agreement are for convenience only and are not a part 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, Authori... | Label: Headings |
040a864f-5eb0-4bc3-b7b8-9356b138a58d | Clause:
From time to time, at the reasonable request of the MD Stockholders or the SLP Stockholders and without further consideration, each party hereto shall execute and deliver such additional documents and take all such further action as may be necessary or appropriate to consummate and make effective, in the most e... | Label: Further Assurances |
69d8564c-2af7-47b1-8926-375c2a0d93ee | Clause:
This Agreement, including the Exhibits hereto, constitutes the entire agreement and understanding between the Company and Executive with respect to the subject matter hereof and supersedes all prior agreements and understandings (whether written or oral), between Executive and the Company, relating to such subj... | Label: Entire Agreements |
688acefc-0b0c-47fd-8b75-1bc703b8f28f | Clause:
All real estate taxes, charges, and assessments affecting the Property (collectively, “ Taxes ”) shall be prorated on a per diem basis as of the Pro Ration Date, applying any discount for early payment applicable as of the Pro Ration Date, and on the basis of the actual fiscal year for which such taxes are asse... | Label: Taxes |
6a7a90f2-02b7-4029-9e87-17d7804bdbb6 | Clause:
This Guaranty amends and restates the Existing Restated Guaranty. All obligations evidenced by the Existing Restated Guaranty that remain outstanding and in effect as of the Second Restatement Date are continued by this Guaranty with such modifications as are set forth herein.
Task: Classify this clause into... | Label: Amendments |
06af5578-6e13-4649-aee3-e4fc490065ec | Clause:
This Amendment shall be incorporated into, and be a part of the Agreement. All other terms in the Agreement will remain in full force and effect. Unless otherwise specified in this Amendment, all capitalized terms set forth in the Agreement shall apply.
Task: Classify this clause into ONE of these types (exact... | Label: Integration |
8a794097-8d83-4445-b36e-37d0dd125135 | Clause:
Each Party agrees to obtain and maintain commercial general liability insurance of [ * ] Each Party shall maintain such insurance for so long as the Current Product in the Territory continues to be manufactured or sold and thereafter for so long as is necessary to cover any and all Third Party Claims which may ... | Label: Insurances |
6fe0e299-0180-4b1a-be54-6e85b67a4d5a | Clause:
Purchaser is not (i) an “employee benefit plan” (within the meaning of section 3(3) of ERISA) that is subject to the provisions of Title I of ERISA, (ii) a “plan” that is subject to the prohibited transaction provisions of section 4975 of the Code or (iii) an entity whose assets are treated as “plan assets” und... | Label: Erisa |
b88ba513-b659-40bf-b6aa-616988adfd7b | Clause:
Each Credit Party and its Subsidiaries owns or is validly licensed to use all Intellectual Property that is necessary for the present conduct of its business, free and clear of Liens (other than Permitted DIP Liens), without conflict with the rights of any other Person unless the failure to own or benefit from ... | Label: Intellectual Property |
cd2d7c7f-4458-43c7-96c4-3a9f080930d1 | Clause:
This Amendment may be signed in one or more counterparts, each of which, when executed and delivered, shall constitute an original and all of which together shall constitute one and the same agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, ... | Label: Counterparts |
810dbe78-4c8e-4969-8ae4-a3738f79f2a0 | Clause:
The obligations of the parties pursuant to Sections 3.13, 4.2, 5 through 9, 15, 16, 17, and 22 , as applicable, shall survive the Executive’s Termination of Employment hereunder for the period designated under each of those respective sections.
Task: Classify this clause into ONE of these types (exactly one la... | Label: Survival |
0583ba89-fb13-481b-8c43-b56a6d7c6610 | Clause:
This Lease, together with the Exhibits, contains all of the agreements of Landlord and Tenant in respect of this Lease and supersedes any previous negotiations. There have been no representations made by Landlord or any of Landlord's representatives, or understandings made between Landlord and Tenant, other tha... | Label: Entire Agreements |
bfe3c233-16c6-4557-9c60-46abe4c85f7c | Clause:
Seller (and its successors in interest) agrees that, at any time and from time to time after the Closing, it will, upon the request and cost of Purchaser, do all such further acts as may be reasonably required to further transfer, assign and confirm to Purchaser or to aid and assist in the gaining of possession... | Label: Further Assurances |
8100a654-0143-4374-acec-193ba1c145f2 | Clause:
Enter into any arrangement, directly or indirectly, with any person whereby it shall sell or transfer any property, real or personal, used or useful in its business, whether now owned or hereafter acquired, and thereafter rent or lease such property or other property that it intends to use for substantially the... | Label: Sales |
6dd27596-9e95-4baa-85ad-c2a6fc0fdad5 | Clause:
The exercise of this Option and the issuance of Shares shall be subject to compliance by the Company and Optionee with all applicable requirements of U.S. federal and state, and local securities laws and with all applicable requirements of any stock exchange or national market system on which the Company’s Comm... | Label: Compliance With Laws |
61fdcaf5-57e8-4b1c-afa8-9308a7cf174e | Clause:
The Plan will become effective on the date it is approved by the Company’s stockholders (the “ Effective Date ”). The Plan will expire on, and no Award may be granted pursuant to the Plan after the tenth anniversary of the Effective Date, but Awards previously granted may extend beyond that date and shall rema... | Label: Effective Dates |
8b41d3d2-86ac-488c-95f9-a6c4b779a9e7 | Clause:
Vacation accrues on a basis equivalent to four (4) weeks per full calendar year of employment, in accordance with the Bank’s standard vacation policy and payroll practices for employees. Vacation will stop accruing after a total of 160 hours (four (4) weeks) are accumulated.
Task: Classify this clause into ONE... | Label: Vacations |
7184bd49-a9d1-428f-a27c-c2782d8dc318 | Clause:
This Agreement shall be construed and enforced in accordance with the laws of the State of Colorado, County of Arapahoe, United States of America.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbit... | Label: Governing Laws |
ec727560-acb2-477e-b794-5ca9b2108692 | Clause:
The Borrower shall have delivered to Lender: (i) a certificate from the Secretary of State of Maryland 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 (Michigan, Minnesota, and Wisconsin), has stationed any employee... | Label: Authority |
ffd2de19-bb20-4d53-bd80-c74b6779cea5 | Clause:
The parties hereto agree that any suit, action or proceeding seeking to enforce any provision of, or based on any matter arising out of or in connection with, this Agreement or the transactions contemplated hereby shall be brought in the Delaware Chancery Court or, if such court shall not have jurisdiction, any... | Label: Jurisdictions |
64685cb5-b0aa-40cb-b080-34ee584cf382 | Clause:
This Agreement shall bind and inure to the benefit of the respective successors and assigns of each of the parties; provided , however , that no Borrower may assign this Agreement or any rights or duties hereunder without the Lenders’ prior written consent and any prohibited assignment shall be absolutely void ... | Label: Successors |
9d5bca2b-299c-472c-9da2-556992f7843c | Clause:
THE AGREEMENTS IN THIS SECTION 10.04 SHALL SURVIVE THE TERMINATION OF THE COMMITMENT AND THE REPAYMENT, SATISFACTION OR DISCHARGE OF ALL THE OTHER OBLIGATIONS.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, App... | Label: Survival |
315d46fb-02a7-44ca-9b7a-258bfda61810 | Clause:
The Parties have all requisite power and authority to enter into this Agreement and to consummate the transactions contemplated hereby. The execution and delivery by the Parties of this Agreement and the consummation of the transactions contemplated hereby have been duly authorized by all necessary action on t... | Label: Authority |
a758ff4a-1263-484b-8b89-4bb0cb403fdc | Clause:
The Loan Parties shall have delivered all material consents required to effectuate the transactions contemplated by this Amendment.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignm... | Label: Consents |
3bdb12ae-60e9-4913-9fa1-ada318ea9d40 | Clause:
Your starting base annualized salary will be $400,000, paid on a bi-weekly basis.
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 Sal... | Label: Base Salary |
b801028d-2d1a-4ab3-9490-bdc67649fc1f | Clause:
This Waiver shall be governed by and construed in accordance with the laws of the State of Oklahoma, without giving effect to the principles of conflicts of law.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, A... | Label: Governing Laws |
8b537e77-733a-4bf2-b27f-ef41e1a355ac | Clause:
This Agreement constitutes the entire agreement between the parties hereto pertaining to the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings of the parties, and there are no warranties, representations or other agreements between the parties in connection with th... | Label: Entire Agreements |
334e31dc-68d8-45f9-8c48-49c224993fc5 | Clause:
The Executive (and, where applicable, the Executive’s qualified dependents) will be eligible to participate in health insurance and other employee benefit plans and policies established by the Company for its executive team from time to time on substantially the same terms as are made available to other such em... | Label: Benefits |
498a1057-7f96-428c-a076-afef24e8b794 | Clause:
This Agreement will be governed by and construed and enforced under the internal laws of the State of New York, without reference to principles of conflict of laws or choice of laws.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Law... | Label: Governing Laws |
42efe137-586a-4fc4-ad9b-a0546684f116 | Clause:
To the extent that any Party has or hereafter may acquire any immunity from the jurisdiction of any court or from any legal process (whether through service or notice, attachment prior to judgment, attachment in aid of execution, execution or otherwise) with respect to itself or its property, each such Party he... | Label: Jurisdictions |
4035f4b2-fb2b-4f42-9f86-80319a305a0c | Clause:
The provisions of this Agreement that restrict transfer and govern voting of the Shares became effective on the Trust Termination Date because at the time of such termination, and after giving effect to the distribution of the shares held by the Scripps Trust, the holders of at least 50% of the then outstanding... | Label: Effectiveness |
68b6804b-9612-4659-a96a-0ae13bb48a35 | Clause:
No waiver or course of dealing shall be established by (a) the failure or delay of the Administrative Agent or any Lender to require strict performance by Borrowers with any terms of the Loan Documents, or to exercise any rights or remedies with respect to Collateral or otherwise; (b) the making of any Loan dur... | Label: Waivers |
5e20b726-48e5-4195-ae61-5fb4991a79e5 | Clause:
The words and phrases defined in this Section 21 shall have the respective meanings set forth below throughout this Agreement, unless the context in which any such word or phrase appears reasonably requires a broader, narrower or different meaning.
Task: Classify this clause into ONE of these types (exactly on... | Label: Definitions |
a92ec7c5-d83f-4941-88ba-8a684d07f5b8 | Clause:
The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower nor any other Credit Party may assign or otherwise transfer any of its rights or obligations hereunder without the ... | Label: Successors |
850837bd-4c65-441c-8597-9f7709d5f818 | Clause:
Executive shall be entitled to five (5) weeks of paid vacation during each calendar year and time off for all holidays as designated by the Employer. Unused vacation time will be paid to Executive at calendar year end.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreeme... | Label: Vacations |
53e6dbfa-2919-4f24-a4a5-5a5798fb6537 | Clause:
Each of Holdings and the Borrower will, and will cause each Restricted Subsidiary to, comply with its charter, by-laws or other organizational documents, and with all applicable laws, orders, writs, injunctions and orders (including, but not limited to Environmental Laws, and ERISA), except to the extent that f... | Label: Compliance With Laws |
23ec3b6b-888b-4daf-99f4-9559fad9b823 | Clause:
Seller is not, and upon the consummation of the transactions contemplated hereby, Seller will not become Insolvent. There is no Action pending or, to Seller’s knowledge, threatened by Seller or any third party to declare Seller bankrupt (whether voluntarily or involuntarily). To Seller’s knowledge after due inq... | Label: Solvency |
6da7814b-8425-405f-88cc-f928e843be1b | Clause:
At all times preserve and keep in full force and effect, and cause each Subsidiary to preserve and keep in full force and effect, (a) its valid existence and good standing under the laws of its jurisdiction of organization and (b) all rights, privileges, permits, licenses and franchises necessary or desirable i... | Label: Existence |
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