id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
dd02400d-c21c-417d-9fc1-bc94788c5a87 | Clause:
In any action or proceeding among the parties arising out of or relating to this Agreement, each of the parties (i) irrevocably and unconditionally consents and submits to the exclusive jurisdiction and venue of any New York federal court sitting in the Borough of Manhattan of the City of New York; (ii) agrees ... | Label: Submission To Jurisdiction |
c4ac3a0c-51c9-404b-b576-0a7635b9bc8b | Clause:
Executive hereby agrees that Executive will not directly or indirectly disparage the Company or disseminate, or cause or permit others to disseminate negative statements regarding Company or any other Executive, officer, director or agent of Company. Company hereby agrees that Company will not directly or indi... | Label: Non-Disparagement |
392069d8-54b9-4165-ada9-80a9612a4bc4 | Clause:
The Borrower and each of its Subsidiaries has filed all tax returns and reports required by law to have been filed by it and has paid all taxes due and owing and has paid all taxes shown to be due on any assessment received to the extent that such taxes have become due and payable (except any such taxes that ar... | Label: Taxes |
64dea52b-ccb0-458f-af32-5941e635fccb | Clause:
This Agreement may only be amended in writing signed by Employee and an authorized officer of the Company.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority,... | Label: Amendments |
5f668ba9-79c5-4838-a5c5-ab86e4362418 | Clause:
The Company hereby employs the Executive to render full-time exclusive services (as defined in Section 1.3 hereof) to the Company during the Term (as hereinafter defined), subject to the direction of the President of Lindsay (the “President”) or such other person as the President or the Board of Directors of Li... | Label: Positions |
e2fa1fec-0a3b-4d35-b7fa-3f34d83cb416 | Clause:
This Joinder Agreement, the Trademark License Agreement, as amended hereby, and their enforcement are governed by, and construed and enforced in accordance with, the laws of the State of New York without regard to conflict-of-laws principles that would apply the laws of another jurisdiction.
Task: Classify thi... | Label: Governing Laws |
2742c470-77b5-4b65-bac5-6b25a059ea72 | Clause:
No party shall issue any press release or public announcement pertaining to the Merger that has not been agreed upon in advance by Nexus and NBPC, except as Nexus reasonably determines to be necessary in order to comply with the rules of the Commission or of the principal trading exchange or market for the Nexu... | Label: Publicity |
a572a23d-ac5a-44d9-accd-d899df831af6 | Clause:
All notices and communications hereunder shall be given to the addresses and otherwise made in accordance with Section 12.1 of the Credit Agreement; provided that notices and communications to the Guarantors shall be directed to the Guarantors, at the address of the Borrower set forth in Section 12.1 of the Cre... | Label: Notices |
710bba1b-4ca1-4c78-87d8-4f03dced2a21 | Clause:
This Agreement and the PRIA constitute the entire among the parties relating to this subject matter and supersedes all prior or simultaneous representations, discussions, negotiations, and agreements, whether written or oral, including the offer letter between Company and Executive dated June 13, 2016. This agr... | Label: Entire Agreements |
a0d1b130-7d7f-48ec-88d4-abff509f83bc | Clause:
Seller shall pay the cost of recording the Deed for the respective Phase and any other documents to be recorded in connection with the Closing for the respective Phase and all documentary, transfer, excise and similar taxes and fees for the respective Phase. The Escrow Agent’s fee shall be evenly divided betwee... | Label: Costs |
6e5e5adb-5b35-4a8f-a9e7-476c9a65dd3d | Clause:
Notices under this Agreement shall be deemed sufficient and effective if (i) in writing and (ii) either (A) when delivered in person or by facsimile, telecopier, telegraph or other electronic means capable of being embodied in written form or (B) forty-eight (48) hours after deposit thereof in the U.S. mails by... | Label: Notices |
3709fad8-a199-4e3c-89a2-323f4d5fcbe1 | Clause:
This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. This Agreement may also be executed via facsimile, which shall be deemed an original.
Task: Classify this clause into ONE of these types... | Label: Counterparts |
8b227f02-2b08-4e22-9f97-72f0ba4371e2 | Clause:
Each Party acknowledges and agrees that the other Parties may be damaged irreparably in the event any of the provisions of this Agreement and any of the Ancillary Agreements are not performed in accordance with their specific terms or otherwise are breached or violated. Accordingly, each of the Parties agrees t... | Label: Specific Performance |
caeccd7c-8ce5-493b-b71e-40380f9c2bdf | Clause:
To the fullest extent permitted by Applicable Law, each of Borrower and each Borrowing Base Guarantor waives (a) the right to trial by jury (which Agent and each Lender hereby also waives) in any proceeding or dispute of any kind relating in any way to any Loan Documents, Obligations or Collateral; (b) presentm... | Label: Waivers |
d348027b-d460-4670-a364-7328e44e854b | Clause:
Any Lender may at any time, without the consent of, or notice to, any Borrower, the Administrative Agent, any Swing Line Lender or any L/C Issuer, sell participations to any Person (other than a natural Person, a Defaulting Lender or the Company or any of the Company’s Affiliates or Subsidiaries) (each, a “ Par... | Label: Participations |
607d5c86-db0f-41c1-ae43-3690d2c62643 | Clause:
This Agreement shall be binding upon and inure to the benefit of the Company and the Grantee and their respective successors, permitted assigns, heirs, beneficiaries and representatives.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption... | Label: Binding Effects |
16cd751f-0016-454c-8759-a21634251e4c | Clause:
(a) Each Lender Party shall use its best efforts to (i) keep confidential (and shall cause its directors, officers, employees, representatives, agents, professional advisors or auditors (collectively, “Representatives”) to keep confidential) all information that such Lender Party receives from or on behalf of t... | Label: Confidentiality |
b4f6c851-e870-44bf-a7b3-3d912f856979 | Clause:
The Agreement, PVUs and all related documentation and matters shall be construed in accordance with and governed by the laws of the State of California (without giving effect to principles of conflicts of laws thereof) and applicable Federal law.
Task: Classify this clause into ONE of these types (exactly one ... | Label: Governing Laws |
50f57ca7-134e-4a0c-aa3a-a0b51bcc7c88 | Clause:
This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but all such counterparts shall together constitute one and the same instrument. Delivery of a signed counterpart of this Agreement by facsimile or other electronic transmission shall constitute valid ... | Label: Counterparts |
77c31b69-f875-467a-9859-7d38e9bbca16 | Clause:
The representations and warranties contained in this Agreement shall survive the Closing and shall remain in effect for two years following the date of Closing. No action or proceeding may be brought by a party against another party on the basis of a breach of a representation or warranty hereunder more than tw... | Label: Survival |
907fdee7-465c-477a-ae2b-74e93f6dbec3 | Clause:
Except as expressly disclosed in a writing by the Presidential Parties to the FC Parties dated prior to, and received by the FC Parties prior to, the date hereof, all licenses, permits or other governmental approvals (including without limitation, all Approvals and Entitlements) required to be obtained by the P... | Label: Approvals |
9da9af69-ef39-4308-be33-03191cfe5a64 | Clause:
The audited financial statements and unaudited interim financial statements of the Company included in the Company Reports (collectively, the “ Company Financial Statements ”) (i) complied as to form in all material respects with applicable accounting requirements and, as appropriate, the published rules and re... | Label: Financial Statements |
5afc6c0b-ca4e-4fe5-9613-ccb16fc2b9f5 | Clause:
Employee hereby represents and warrants that (a) Employee has not filed, caused or permitted to be filed any pending proceeding (nor has Employee lodged a complaint with any governmental or quasi-governmental authority) against the Released Parties, nor has Employee agreed to do any of the foregoing, (b) Employ... | Label: Representations |
557e2262-dc3a-41e7-8d16-29d3604302ec | Clause:
Subject to Section 2(d)(iv) below, Employee’s entitlement to benefits from the Company, and eligibility to participate in the Company’s benefit plans, programs and policies, shall cease on the Termination Date, except to the extent Employee elects to and is eligible to receive continued healthcare coverage purs... | Label: Benefits |
a416995a-3b2c-48a3-9e30-47b38d2abcda | Clause:
The RSUs shall vest 100 % on ( Insert Vesting Date ); provided that the Grantee continues to be employed by the Company through the applicable vesting date. Except as otherwise provided below, if a Grantee terminates employment prior to the applicable vesting date, any unvested RSUs shall be forfeited and all r... | Label: Vesting |
9ced594c-e3ab-4790-890c-a4e41cd132b0 | Clause:
The Company is a corporation duly organized, validly existing, and in good standing under the laws of the State of Nevada and has full corporate power and authority to enter into and perform its obligations under this Agreement, and to own its properties and to carry on its business in all jurisdictions as pres... | Label: Organizations |
e116dc34-4f83-4d75-83ba-5a7a34906689 | Clause:
The Tribe and Authority agree that if the Applicable Courts lack or are unwilling to hear a dispute for which a waiver of sovereign immunity has been given pursuant to this Section 20, then any proper party to such dispute may request binding arbitration of such dispute. The dispute shall be settled in accordan... | Label: Arbitration |
0cab11fa-d236-4493-b1b2-27d010469b1f | Clause:
The representations and warranties in this Agreement shall survive Closing and shall remain in full force and effect, and any claims relating to such representations or warranties must be asserted, if at all, in writing within, 12 months after the Effective Date.
Task: Classify this clause into ONE of these ty... | Label: Survival |
c64568e8-d5f2-4dc5-b55c-bc0dfba7e84a | Clause:
This Agreement shall be binding upon the parties hereto and their successors and permitted assignees. This Agreement, and the Executive's rights and obligations hereunder, may not be assigned by the Executive, nor may the Executive pledge, encumber or anticipate any payments or benefits due hereunder, by operat... | Label: Assignments |
e36b198f-dfae-4410-a228-c89cf19a3be7 | Clause:
It (i) is validly existing and in good standing under the laws of its jurisdiction of formation, (ii) with respect to the SPV, was duly organized, (iii) has all corporate or limited liability company power and all licenses, authorizations, consents and approvals of all Official Bodies required to carry on its b... | Label: Powers |
81939123-3dc3-4284-bf8d-671ecc068a83 | Clause:
The Buyer is a corporation duly incorporated, validly existing, and in good standing under the laws of the State of Nevada.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, As... | Label: Organizations |
cb3cb11e-fc1d-4228-b47d-7301be983ded | Clause:
All Liens granted to Agent under the Loan Documents by (a) the U.S. Domiciled Obligors are for the benefit of the Secured Parties and (b) the Foreign Domiciled Obligors are for the benefit of the Foreign Facility Secured Parties. Promptly upon request, Obligors shall deliver such instruments and agreements, and... | Label: Further Assurances |
745a595c-1420-41c5-9ed7-43d2c295219d | Clause:
This Agreement is governed by and is to be construed in accordance with the law of the State of Nevada applicable to agreements made and to be performed in Nevada.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws,... | Label: Governing Laws |
953f153a-4805-49ea-92fa-8c797b501193 | Clause:
No party to this Loan Agreement that receives any Confidential Information (the “ Receiving Party ”) from any other party (the “ Disclosing Party ”) under this Loan Agreement or any other Transaction Document shall disclose any Confidential Information of the Disclosing Party to any Person without the consent o... | Label: Confidentiality |
b80c2c0f-ff6b-42ce-83c6-388acb01c703 | Clause:
EACH PARTY HERETO AND THE COMPANY AND THE OTHER GRANTORS HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS AGREEMENT OR ANY OTHER FIRST LIEN DOCUMENT OR SECOND L... | Label: Waiver Of Jury Trials |
b481a242-afc8-43b8-a853-e2368ffe6eab | Clause:
This Agreement, the JV Agreement, the other Related Agreements and the documents referred to herein or therein, or delivered pursuant hereto or thereto, contain the entire understanding of the Parties with respect to the subject matter hereof and thereof. There are no agreements, representations, warranties, co... | Label: Integration |
7b86117f-5b60-41e8-9911-caf1f0a247b0 | Clause:
The Company is not providing Grantee with advice, warranties, or representations regarding any of the legal, tax, or business effects to Grantee with respect to the Plan or this Award Agreement. Grantee is encouraged to seek legal, tax, and business advice from Grantee’s own legal, tax, and business advisers a... | Label: Representations |
8f3e2701-532e-482c-81d5-0b6a9c7ce941 | Clause:
THIS SERIES 2016-1 SUPPLEMENT, AND ALL MATTERS ARISING OUT OF OR RELATING TO THIS SERIES 2016-1 SUPPLEMENT, SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE INTERNAL LAW OF THE STATE OF NEW YORK, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HERETO SHALL BE DETERMINED IN ACC... | Label: Governing Laws |
06988766-779f-4b72-9b52-78094221b446 | Clause:
This RSU Agreement and the Award evidenced hereby are made and granted pursuant to the Plan and are in all respects limited by and subject to the terms of the Plan. In the event of any conflict between the terms of this RSU Agreement and the Plan, the terms of the Plan shall apply. All decisions of the Committe... | Label: Construction |
5c8e3359-1915-4d98-8eb8-4a57c1459d55 | Clause:
The Investor has full power and authority to enter into this Agreement and this Agreement constitutes the Investor’s valid and legally binding obligation, enforceable in accordance with its terms except (i) as may be limited by applicable bankruptcy, insolvency, reorganization, or other laws of general applicat... | Label: Authorizations |
2e2cb7bf-eaaf-494d-aa4c-ed97219422c7 | Clause:
Buyer is a corporation, duly incorporated and validly existing and in good standing under the laws of the State of Delaware Buyer has all requisite power and authority to execute and deliver, and to perform all its obligations under this Agreement.
Task: Classify this clause into ONE of these types (exactly on... | Label: Authority |
4c91c499-2857-4fe8-b7ef-3dcd1a9b6424 | Clause:
Seller and Buyer hereby irrevocably waive trial by jury in any action, proceeding or counterclaim brought by one party against another party on any matter arising out of or in any way connected with this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements,... | Label: Waiver Of Jury Trials |
2fc70194-6c01-4e01-a4fc-d690c73a0106 | Clause:
The capitalization of the Company is as set forth on Schedule 3.1(g) . The Company has not issued any capital stock and/or Common Stock Equivalents not set forth in the SEC Reports. No Person has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the tra... | Label: Capitalization |
033ae5ed-7131-416b-b097-a8bb2d4d656f | Clause:
The rules in this Section 3.8(b) apply in addition to the service spanning rules in Section 1.37(a) to (c). If a Participant had a prior Severance from Employment with entitlement to a distribution under any provision of Article VI from any of his Accounts, any Vesting Service attributable to his prior period o... | Label: Vesting |
48456be7-558f-4669-8135-319023fc67cf | Clause:
No amendment, modification, or termination of any provision of this Agreement or any other Loan Document, or any consent to any departure by any Borrower therefrom, shall in any event be effective unless the same shall be in writing and signed by Lender the Lenders and the Credit Party who is a party to this Ag... | Label: Amendments |
ae331a1d-4e1f-4893-a20d-7cf7a2da44c9 | Clause:
An Eligible Employee becomes a Participant upon the earlier to occur of (i) a credit of Company Contributions under Article V or (ii) receipt of notification of eligibility to participate.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corrupti... | Label: Participations |
93c0203e-22d9-4551-8a76-dc0d29f8eea2 | Clause:
Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Purchase Agreement. Neither this Agreement nor any right, interest or obligation hereunder may be assigned by any Party hereto without the prior written consent of the other Parties hereto , and any attempt to do so sh... | Label: Miscellaneous |
13c9aa5b-bc0f-47e2-9d94-82493ea4b928 | Clause:
No waiver by a party of any provision of this Agreement shall be considered a waiver of any other provision or any subsequent breach of the same or any other provision. The exercise by a party of any remedy provided in this Agreement or at law shall not prevent the exercise by that party of any other remedy pro... | Label: Waivers |
fb30114b-dbf9-4045-a285-812626480a72 | Clause:
This Agreement amends and restates in its entirety the Existing Credit Agreement. All references to the “Credit Agreement” contained in the other Loan Documents delivered in connection with the Existing Credit Agreement or this Agreement shall, and shall be deemed to, refer to this Agreement. Notwithstanding ... | Label: Amendments |
0ed0d44a-dc02-4f27-89aa-6eb229513ff2 | Clause:
In the event that a dispute shall arise with respect to any of the provisions of this Agreement, either the Employer or the Employee or his beneficiary, as the case may be, may give written notice to the other stating the claims that said party desires to arbitrate, and naming an arbitrator. Within ten (10) day... | Label: Arbitration |
1e514c10-d1fb-448b-9e28-5d6e24197bdd | Clause:
This Agreement may be terminated, and be of no further force or effect, by either Sabby Party by written notice to the Company if the Boyalife Financing is not consummated, and the Repayment is not received by the Sabby Parties, on or before February 19, 2016.
Task: Classify this clause into ONE of these type... | Label: Terminations |
13f4b417-ceae-4dc1-804d-a0be57780bd3 | Clause:
Seller and Purchaser shall, from time to time after Closing, upon request, execute such additional documents as are reasonably necessary to convey, assign and transfer the Property pursuant to this Agreement and otherwise complete the Transactions contemplated by this Agreement, provided that such documents are... | Label: Further Assurances |
47c62aba-967b-4bbd-ab8a-e4415e746692 | Clause:
If any provision or provisions of this Agreement shall be held by a court of competent jurisdiction to be invalid, void, illegal or otherwise unenforceable for any reason whatsoever: (a) the validity, legality and enforceability of the remaining provisions of this Agreement (including each portion of any sectio... | Label: Severability |
9dbed00d-b261-4cb4-9df0-6e2964ab9024 | Clause:
Unless otherwise specified in the Award Agreement or in this Plan, any notice to the Company required by any of the provisions of this Plan shall be addressed to the director of human resources or to the chief executive officer of the Company in writing, and shall become effective when it is received by the off... | Label: Notices |
bd67b9a4-b1dd-41c6-b0b9-2444bda4ee78 | Clause:
If any provision of this Agreement is held to be illegal, invalid or unenforceable, such provision will be fully severable and this Agreement will be construed and enforced as if such illegal, invalid or unenforceable provision never comprised a part hereof, and the remaining provisions hereof will remain in fu... | Label: Severability |
bed6a1a6-925e-4ff1-b128-9b3c6a8f28d3 | Clause:
If the Optionee dies while still employed by the Company or any Subsidiary, the Option shall immediately become vested and exercisable with respect to those Shares that otherwise would have vested during the one-year period following the Optionee’s death and shall be deemed to have become vested and exercisable... | Label: Death |
19e0d21b-9ff8-4980-bec4-ffa4eab91215 | Clause:
Except as to matters of federal law and the provisions of Section II hereof, this Agreement shall be governed by, and construed in accordance with, the laws of the State of Delaware without regard to its conflict of laws rules. This Agreement shall also be governed by, and construed in accordance with, the term... | Label: Governing Laws |
39a06f3f-592e-4599-b050-332bdd8de107 | Clause:
All payments required to be made by Guarantor to each Beneficiary under this Guaranty shall be made in United States dollars and shall be paid within thirty (30) business days after receipt by Guarantor from the respective Beneficiary of written demand for such payment and shall not be the subject of any offset... | Label: Payments |
89bb03ac-406b-4b47-b332-8dd0f7f21e89 | Clause:
During the Employment Term, the Executive shall serve as the Chief Operating Officer of the Company, reporting to the Chief Executive Officer of the Company (the “ Supervisor ”). In such position, the Executive shall have such duties, authority and responsibility as shall be determined from time to time by Supe... | Label: Positions |
1bdbda4a-3c11-493d-b341-7165d14461dd | Clause:
Each Loan Party is Solvent and the Loan Parties on a consolidated basis are Solvent. No transfer of Property is being made by any Loan Party or its Subsidiaries and no obligation is being incurred by any Loan Party or its Subsidiaries in connection with the transactions contemplated by this Agreement or the oth... | Label: Solvency |
dd490f81-6c6e-45d1-8240-34b1033c9edc | Clause:
Any provision of this Amendment held by a court of competent jurisdiction to be invalid or unenforceable shall not impair or invalidate the remainder of this Amendment and the effect thereof shall be confined to the provision so held to be invalid or unenforceable in such jurisdiction.
Task: Classify this clau... | Label: Severability |
32adb3f6-56fc-446a-8a15-e90556a6fa33 | Clause:
This Agreement contains the entire understanding between the parties hereto with respect to the subject matter hereof, and supersedes all prior and contemporaneous agreements and understandings, inducements, and conditions, express or implied, oral or written, except as herein contained, and excluding the Propr... | Label: Entire Agreements |
eddf99dd-1cc8-43b5-a337-59e9c72af222 | Clause:
If for any reason a court of competent jurisdiction finds any provision of this Agreement to be unenforceable, that provision of the Agreement will be enforced to the maximum extent permissible so as to affect the intent of the parties, and the remainder of this Agreement will continue in full force and effect.... | Label: Severability |
e322c2f6-07e7-4b09-ad40-5f487cab4e9e | Clause:
The Consultant acknowledges that the Company has entered into this Agreement on the basis of the particular abilities of the Consultant. Accordingly, the Company shall be entitled to assign, sell, transfer, delegate or otherwise dispose of, whether voluntarily or involuntarily, by operation of law or otherwise... | Label: Assignments |
f3091f96-9d36-4419-8026-dd2ccd696fe1 | Clause:
This Agreement may not be amended except by an instrument in writing signed on behalf of each of Buyer, Sellers and the Company.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignment... | Label: Amendments |
b3290899-c289-4589-958a-a0360c59ece4 | Clause:
This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument. Facsimile, .pdf and other electronic signatures to this Agreement shall have the same effect as original signatures.
Task: Classify this clause... | Label: Counterparts |
222599e3-b0bd-4271-b806-bd03569fe0c1 | Clause:
This Letter Agreement shall be governed by and construed in accordance with the laws of the State of Michigan.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Author... | Label: Governing Laws |
0e1498cf-6215-47e5-9764-7f11da63e1aa | Clause:
This Agreement, together with the Purchase Agreement, constitute the entire agreement of the parties hereto with respect to the subject matter hereof and supersede all prior agreements and understandings, both written and oral, among the parties hereto with respect to the subject matter hereof. In the event of ... | Label: Entire Agreements |
0332d578-418f-496d-9bf6-24cf200cb844 | Clause:
The provision of a Table of Contents, the division of this Agreement into Articles, Sections and other subdivisions and the insertion of headings are for convenience of reference only and shall not affect or be utilized in construing or interpreting this Agreement. All references to “Sections” and “Articles” sh... | Label: Headings |
a65816ea-ca6c-4b3b-9607-ac5246330df3 | Clause:
If any provision of this Agreement or the application thereof is held to be invalid or unenforceable, such defect shall not affect other provisions or applications of this Agreement that can be given effect without the invalid or unenforceable provisions or applications, and to this end, the provisions and appl... | Label: Severability |
226a4109-a225-41fd-9d82-4ed9a1e75526 | Clause:
Subject to the terms and conditions set forth in this Agreement, the Company employs Executive, and Executive hereby accepts such employment by the Company.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approv... | Label: Employment |
6525b0f8-20fa-43ed-9090-deb6156bed4d | Clause:
During the Employment Period, the Employee shall serve as, and with the title, office and authority of, the President and Chief Executive Officer of the Company. The Employee shall have such duties and authority as are normally associated with such positions and will generally have responsibility for managing ... | Label: Positions |
34ef6f1c-8e38-49ef-bc35-6b2a6bdaa5e0 | Clause:
The provisions of Sections 12.3 and 12.4 shall survive the expiration or 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, Autho... | Label: Survival |
4262401a-75dc-4e4b-a2d1-14d44b639948 | Clause:
Full power and authority to construe, interpret and administer the Plan shall be vested in the Board of Directors. Decisions of the Board shall be final, conclusive and binding upon all parties.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Co... | Label: Interpretations |
79d81355-e614-4c03-8e77-0f8061c26b94 | 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 applicable Issuing Bank or the Lenders, such Issuing Bank hereby grants to each Lender, and each Lender hereby acquires from such Issuing Bank, a particip... | Label: Participations |
3cc93029-7c06-4886-9f01-2604a0af71c2 | Clause:
The number of Phantom Units granted to the Service Provider pursuant to this Agreement shall be adjusted to reflect distributions of the Partnership paid in units, unit splits or other changes in the capital structure of the Partnership, all in accordance with the Plan. All provisions of this Agreement shall be... | Label: Adjustments |
1a9ea5a6-9c39-4432-bfbf-e6ca8ef83207 | Clause:
Executive shall be entitled to vacation in accordance with the applicable Company Group policy, as in effect from time to time, but in no event less than five (5) weeks of paid vacation per calendar year.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendment... | Label: Vacations |
e1dcbc18-6e58-47b9-94fd-81d3c6e6c1df | Clause:
Upon the occurrence and during the continuance of any Event of Default, the holder of this Note, at the holder’s option, may declare all sums of principal and interest outstanding hereunder to be immediately due and payable without presentment, demand, notice of nonperformance, notice of protest, protest or not... | Label: Remedies |
79604b7b-b6dd-4628-b668-d84569354dfc | Clause:
(a) To the knowledge of each Pledgor, the operation of such Pledgor’s business as currently conducted or as contemplated to be conducted and the use of the Intellectual Property Collateral in connection therewith does not conflict with, infringe, misappropriate, dilute, misuse or otherwise violate the intellect... | Label: Intellectual Property |
469adbef-8283-4d23-a874-58e335496e9f | Clause:
The December 31, 2015 audited consolidated financial statements of the REIT and its Subsidiaries, and their unaudited financial statements dated as of June 30, 2016, heretofore delivered to the Lenders were prepared in accordance with GAAP as in effect on the date such statements were prepared and fairly presen... | Label: Financial Statements |
c3a4769d-bfb2-4658-9a43-517298dda228 | Clause:
During the Term, the Company shall pay the Executive an annual base salary of $230,000 (“Base Salary”). The Board shall review the Executive’s Base Salary each year and shall have the right in its discretion to increase such Base Salary.
Task: Classify this clause into ONE of these types (exactly one label):
A... | Label: Base Salary |
c7b23e7e-ed26-428e-a80d-901d6318ff8e | Clause:
Notices from Landlord to the Permitted Leasehold Mortgagee for which notice has been properly provided to Landlord pursuant to Section 17.1(b) hereof shall be provided in the method provided in Section 35.1 hereof to the address or fax number furnished Landlord pursuant to subsection (b) of this Section 17.1 , ... | Label: Notices |
8b530e4f-1f77-4537-88f8-5c7b742acd70 | Clause:
The headings contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement. When a reference is made in this Agreement to an Article or a Section, such reference shall be to an Article or Section of this Agreement unless otherwise ind... | Label: Interpretations |
cd966703-5d8c-41c5-a229-c8510211b09c | Clause:
The headings in this Agreement are included for convenience only and neither affect the construction or interpretation of any section in this Agreement nor affect any of the rights or obligations of the Parties to this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustmen... | Label: Headings |
62c59f32-5474-4adf-809d-3d6ae7c077af | Clause:
Each Borrower will, and will cause each Subsidiary to, comply with all laws, rules, regulations and orders of any Governmental Authority applicable to it or its property, including Environmental Laws, except where the failure to do so, individually or in the aggregate, could not reasonably be expected to result... | Label: Compliance With Laws |
e2527918-f8c3-481d-babc-92bebffe8a84 | Clause:
This Agreement, and all claims or causes of action (whether at Law, in contract or in tort or otherwise) that may be based upon, arise out of or relate to this Agreement or the negotiation, execution or performance hereof, shall be governed by and construed in accordance with the laws of the State of Delaware, ... | Label: Governing Laws |
d60a7d8c-cd05-40d2-ba8c-1561b869c0b8 | Clause:
APAM shall be entitled to deduct and withhold from any payment payable pursuant to this Agreement such amounts as APAM is required to deduct and withhold with respect to the making of such payment under the Code or any provision of state, local or foreign tax law. To the extent that amounts are so withheld and ... | Label: Withholdings |
b80b80ac-15e9-4f4b-a233-74836d6d5e9f | Clause:
Section titles or captions contained in this Lease are inserted as a matter of convenience and for reference and in no way define, limit, extend or describe the scope of this Lease or any provision hereof. No provision in this Lease is to be interpreted for or against either party because that party or its lega... | Label: Interpretations |
9dcbce34-e615-410e-93b5-78a75496ba9e | Clause:
If any term, provision, covenant or restriction of this Agreement is held by a court of competent jurisdiction to be invalid, illegal, void or unenforceable, the remainder of the terms, provisions, covenants and restrictions set forth herein shall remain in full force and effect and shall in no way be affected,... | Label: Severability |
45e08f93-d0e2-46fd-9fe2-d42e68d61747 | Clause:
As of the Closing Date, there is no fact known to the Borrower that would reasonably be expected to have a Material Adverse Effect that has not been set forth herein or in the Disclosure Documents. Neither the Information Memorandum nor any of the reports (including without limitation all reports that the Borro... | Label: Disclosures |
48675fa6-2c22-490e-b7d6-d7346213c3ab | Clause:
This Agreement may be terminated by any Purchaser, as to such Purchaser’s obligations hereunder only and without any effect whatsoever on the obligations between the Company and the other Purchasers, by written notice to the other parties, if the Closing has not been consummated on or before February 5, 2016; p... | Label: Terminations |
e9dfbc46-3e14-4ba3-b0a5-fe9ad7a61e33 | Clause:
Counterparts of this Agreement (or applicable signature pages hereof) that are manually signed and delivered by facsimile transmission or by portable data format (pdf) file via electronic mail shall be deemed to constitute signed original counterparts hereof and shall bind the parties signing and delivering in ... | Label: Counterparts |
8c48cbc7-de6e-4736-a28e-8a8470d6a177 | Clause:
The Company and each Subsidiary shall execute and deliver such further documents and do such other acts and things as the Administrative Agent may reasonably request in order to fully effectuate the purposes of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments,... | Label: Further Assurances |
84cac1c0-4f0f-49d7-bf4b-560668b5cf95 | Clause:
This Escrow Agreement may be executed in several counterparts, each of which shall be deemed an original and constitute one and the same instrument. Copies of this executed Escrow Agreement shall have the same effect as an original.
Task: Classify this clause into ONE of these types (exactly one label):
Adjust... | Label: Counterparts |
9d6f8e83-381d-4648-88eb-e8eb7d4ddd2d | Clause:
Tenant shall pay all costs of purchase (no part of which shall be paid from the Tenant Allowance), design, installation, operation, utilization, replacement, maintenance and removal (including any damage to the Building) of the Generator and the Tank.
Task: Classify this clause into ONE of these types (exactly... | Label: Costs |
542cd2ff-e681-42de-ae34-6622ac02ba49 | Clause:
The net proceeds of the sale of the Debenture hereunder shall be used by the Company for software development as outlined in Schedule 4.7. The Company hereby agrees that such net proceeds shall be held in Escrow by Matheau J. W. Stout, Esq. (the “Escrow Agent”) under the terms of the Escrow Agreement dated Dece... | Label: Use Of Proceeds |
fa64d6eb-da49-4838-bd99-f00405fbebd6 | Clause:
The Parties will, and will cause their Affiliates and Third Party subcontractors to, maintain complete and accurate records of all work conducted in performing Development activities with respect to the Compounds and Products, and all results, data, Inventions and Know-How made during the performance of such De... | Label: Records |
84264b36-035d-44ae-a6f9-7e1089843bba | Clause:
Except as set forth in Section 3.7 of the Disclosure Schedule, there is no action, suit or proceeding (“ Litigation ”) pending or threatened against Seller before any court, arbitrator or administrative or governmental body. Seller is not in default under any judgment, decree, injunction, or order of any court,... | Label: Litigations |
a6ff2a32-d3bd-4f1f-9023-387b253b9a8b | Clause:
This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original and all of which together shall be deemed to be the same Agreement. Executed counterparts may be delivered by facsimile.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustme... | Label: Counterparts |
8bf6a86f-2af5-4961-9597-9d859c4064a8 | Clause:
The parties hereto agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with its specific terms or were otherwise breached. Accordingly, the parties shall be entitled to specific performance of the terms hereof, including an injunction or injunctions to p... | Label: Specific Performance |
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