id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
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|---|---|---|
8896f81a-f475-4250-aae7-2dd9cb3a910d | Clause:
The insurance coverage of the Borrower and its Subsidiaries complies with the requirements set forth in Section 6.6 .
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: Insurances |
806b9b34-32a7-439d-a8ec-1756c5cb3bcd | Clause:
This Agreement shall be governed by the applicable Code provisions to the maximum extent possible. Otherwise, the laws of the State of Delaware (without regard to principles of conflicts of laws) shall govern the operation of and the rights of the Grantee under, the Plan and this Agreement.
Task: Classify this... | Label: Governing Laws |
065f2fd1-5848-42ae-afec-bf27215acfd6 | Clause:
This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of Delaware applicable to contracts made and to be performed in such State without giving effect to its principles of conflicts of laws. The Company and Indemnitee hereby irrevocably and unconditionally (i) a... | Label: Governing Laws |
c66768f4-7643-46c5-855b-95ebac81506f | Clause:
This Agreement may be executed in any number of counterparts, all of which will be considered one and the same agreement and will become effective when counterparts have been signed by each of the parties and delivered to each other party (including via facsimile or other electronic transmission), it being unde... | Label: Counterparts |
f4577761-ef26-47fa-a7f1-9827071df72f | Clause:
Employee agrees that any breach or threatened breach of Section 8 of this Agreement would result in irreparable harm to the Company; therefore, in addition to its other remedies at law or in equity, the Company shall be entitled to injunctive or other equitable relief in order to enforce or prevent any violatio... | Label: Remedies |
d9c46215-bfae-41c7-b546-49ee9c4c8e65 | Clause:
All notices under this Agreement shall be mailed or delivered by hand to the parties at their respective addresses set forth beneath their signatures below or at such other address as may be designated in writing by either of the parties to one another, or to their permitted transferees if applicable. Notices ... | Label: Notices |
42738b3f-562f-4d01-a401-8dce8ac8238f | Clause:
By the issuance of a Letter of Credit (or an amendment to a Letter of Credit increasing the amount thereof) by an Issuing Lender, and without any further action on the part of such Issuing Lender or the Revolving Lenders, such Issuing Lender hereby grants to each Revolving Lender, and each Revolving Lender here... | Label: Participations |
47cee455-e48f-434f-a8b6-59e4395bf07b | Clause:
The execution, delivery and performance by each Transaction Party of this Agreement and the other Related Documents to which it is a party and the creation and perfection of all Transfers and Liens provided for herein and therein, the exercise by Buyer or its assigns of any of its rights and remedies under any ... | Label: Authorizations |
8f21249b-8d3e-495c-99ed-edcd295d15c2 | Clause:
QTS and/or the Company shall employ Executive, and Executive shall serve as the Chief Scientist of QTS commencing upon the Effective Date, and continuing thereafter for a two (2) year term (the “ Term ”), unless earlier terminated under Article 4; provided , that the Term shall automatically renew for additiona... | Label: Terms |
e9e154bb-7a70-4b9d-b0a9-1b8752f09325 | Clause:
This Agreement may not be amended except by an instrument in writing signed by all the Parties 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, Aut... | Label: Amendments |
52766dd3-d811-44aa-9531-11dd17cd11a3 | Clause:
The closing of any such issuance or sale to a holder of Convertible Preferred Stock shall take place as proposed by Holdings with respect to the New Holdings Securities to be issued or sold no earlier than twenty (20) days after the Holdings receives notice of the exercise of the Participation Right but no late... | Label: Closings |
b12f9c86-44fc-4ee1-ad0c-fb6178d39a78 | Clause:
Each of the Parent and the Borrower will, and will cause each Restricted Subsidiary to, do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence and the rights, licenses, permits, privileges and franchises material to the conduct of its business and ma... | Label: Existence |
6fefdc66-2f52-4c9c-bbf5-3b70c6a76cf0 | Clause:
No Shares shall be delivered under the Plan to any Participant or other person until the Participant or other person has made arrangements acceptable to the Administrator for the satisfaction of any non-U.S., U.S.-federal, U.S.-state, or local income and employment tax withholding obligations, including, withou... | Label: Taxes |
08244d26-f419-4d36-9ae8-d3f0c0d5ad28 | Clause:
All notices or other communications provided hereunder must be in writing and mailed or delivered either (i) to the Company at its principal place of business or (ii) to the Grantee at the address on file with the Company, or such other address as the Company or the Grantee may provide to the other for purposes... | Label: Notices |
d5c47437-e7fb-4bbf-821b-311ecb5a8a0b | 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 |
9b00c73f-81eb-484d-9712-4a88648dbd4f | Clause:
All notices, demands and other communications to be given or delivered under or by reason of the provisions of this Agreement shall be in writing and shall be deemed to have been given (a) when personally delivered, (b) when transmitted via telecopy (or other facsimile device) mail to the number set out in Sect... | Label: Notices |
4b330492-617f-4ff2-9699-22fa752ceda7 | Clause:
The Company may terminate the Executive ’ s employment if he is disabled and unable to perform the essential functions of the Executive ’ s then existing position or positions under this Agreement with or without reasonable accommodation for a period of 180 days (which need not be consecutive) in any 12-month p... | Label: Disability |
94c2008f-3048-4bba-aab9-283eadc4e4e4 | Clause:
This Agreement may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which when taken together shall constitute one and the same Agreement. Delivery by e-mail (.pdf format) of an execute... | Label: Counterparts |
68748b87-b234-49ae-9e9c-981260ea1c2f | Clause:
This Amendment contains the entire agreement between the parties regarding the modifications made to the Commitment. Except as explicitly modified by this Amendment, each and every term, condition, exhibit, and provision of the Commitment shall remain in full force and effect.
Task: Classify this clause into O... | Label: Entire Agreements |
5209e8b7-3e8b-4377-9a2e-6c64f35114f0 | Clause:
Notwithstanding anything in the Plan or this Agreement to the contrary, the obligations of the Corporation and the rights of the Optionee are subject to all applicable laws, rules and regulations including, without limitation, the Exchange Act, the U.S. Securities Act of 1933, as amended, the U.S. Internal Reve... | Label: Compliance With Laws |
8ab9fd94-d513-4760-973f-d8ea5fd0a503 | Clause:
All obligations of the Company under the Plan, this Agreement and the Certificate, with respect to these Performance Shares granted hereunder, shall be binding on any successor to the Company, whether the existence of such successor is the result of a direct or indirect purchase, merger, consolidation or otherw... | Label: Successors |
9cfbe0ad-912a-4eec-898a-ed0f62579413 | Clause:
The rights and obligations of the parties to this Agreement shall not be assignable or delegable, except that (i) in the event of the Executive’s death, the personal representative or legatees or distributees of the Executive’s estate, as the case may be, shall have the right to receive any amount owing and unp... | Label: Assignments |
a5461b72-be5d-46dc-b11e-8cd3527495ec | Clause:
The Board may delegate some or all of the administration of the Plan to a Committee or Committees. If administration of the Plan is delegated to a Committee, the Committee will have, in connection with the administration of the Plan, the powers theretofore possessed by the Board that have been delegated to the ... | Label: General |
747b5ace-fc84-4f76-9ed9-71b8ef82acce | Clause:
This Ninth Amendment may be executed in any number of counterparts, each of which shall be deemed to be an original and all of which shall constitute one and the same instrument.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, A... | Label: Counterparts |
60bacb71-6fa7-49b5-9ac3-7cead927720e | Clause:
The capitalization of the Company is as set forth in the SEC Reports. The Company has not issued any capital stock since its most recently filed SEC Report, other than pursuant to the exercise of employee stock options under the Company’s stock option plans, the issuance of grants of Common Stock Equivalents pu... | Label: Capitalization |
4aa2cdc2-0c1b-4068-b06e-c1f905e5eaeb | Clause:
The Employer shall employ the Executive, and the Executive shall serve the Employer, as Executive Vice President and Chief Credit Officer of the Bank upon the terms and conditions set forth herein. The Executive shall have such authority and responsibilities consistent with his positions as are set forth in the... | Label: Employment |
08061364-29a3-4e6a-a2d8-208f4cde5f3d | Clause:
This Agreement shall commence on the Effective Date and shall continue in full force and effect until the end of the Research Program Term and, if Abbott is Developing a Candidate or Commercializing a Product arising out of the Research Program, thereafter until (a) such time as Abbott is no longer Developing a... | Label: Terms |
8c92a42c-3dd4-4e98-af9b-9e191f05cee1 | Clause:
The Company will pay all customary Registration Expenses, as determined in good faith, in connection with a Registration Statement, a Piggyback Registration or an Underwritten Offering, whether or not any sale is made pursuant to such Registration Statement, Piggyback Registration or Underwritten Offering. Each... | Label: Expenses |
a705ed85-7876-47de-9fd7-ae776c1de098 | Clause:
This Award Certificate shall extend to, be binding upon and inure to the benefit of the Participant and the Participant’s legal representatives, heirs, successors and assigns (subject, however, to the limitations set forth in Section 9 with respect to the transfer of this Award Certificate or any rights hereund... | Label: Binding Effects |
ee1d6345-f17e-4c51-b85e-5473deae33f5 | Clause:
This Agreement and the rights of the Members hereunder shall be governed by, and interpreted in accordance with, the laws of the State of Delaware. Each of the parties hereto irrevocably submits to the jurisdiction of the New York State courts and the Federal courts sitting in the State of New York and agree th... | Label: Governing Laws |
e4018dc6-20f1-48f0-b712-99890d7a4dd0 | Clause:
Owner may exercise its right to terminate this Agreement pursuant to Section 3.2(a) above by delivering written notice to Manager of its intent to terminate this Agreement (“Owner’s Termination Notice”) at any time within one hundred twenty (120) days after Owner’s receipt of (i) the Year End Statements; and (i... | Label: Terminations |
6c6d3f39-619d-4ed9-937a-2fa5b802a5fb | Clause:
The Participant acknowledges and agrees that the Company has the right to deduct from payments of any kind otherwise due to the Participant any federal, state, local or other taxes of any kind required by law to be withheld with respect to the vesting of the PSUs. At such time as the Participant is not aware of... | Label: Withholdings |
13094b50-a314-47eb-9fb1-c001cac261aa | Clause:
An individual designated as eligible to participate in the Plan may do so each Plan Year by submitting a Participation Agreement to the Employer prior to the beginning of the Plan Year in accordance to the rules set forth in Section 3.2.
Task: Classify this clause into ONE of these types (exactly one label):
A... | Label: Participations |
93e9ae54-bb10-44f7-a92d-bc745cb352a1 | Clause:
Except as set forth on Schedule 5(q) attached hereto, there are no Actions pending or, to the Knowledge of the Company, threatened in writing against or affecting the Company, or before or by any Governmental Authority. The Company is not subject to any outstanding injunction, fine, judgment, order, or decree o... | Label: Litigations |
04b287a7-2edc-4240-a5d0-ce20196e0278 | Clause:
The proceeds of the Loans on the Effective Date shall be used to (i) consummate the Refinancing, (ii) finance the DTS Acquisition and (iii) pay fees and expenses incurred in connection with the Transactions.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendm... | Label: Use Of Proceeds |
ea0eb4aa-fd41-43c1-89aa-9b0863900c7d | Clause:
The Issuer hereby covenants to comply in all material respects with all applicable laws, rules and regulations and orders of any governmental authority, the noncompliance with which would have a material Adverse Effect or a material adverse effect on the business, financial condition or results of operations of... | Label: Compliance With Laws |
248b9eec-5056-4d37-9963-369148651029 | Clause:
The RSUs will vest in full on November 15, 2017 (the “Vesting Date”) subject to the provisions of Section 4.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authorit... | Label: Vesting |
ff0fcfbf-ee5e-43d5-b4f5-3a2835486f48 | Clause:
This Agreement may be executed in multiple counterparts, each of which shall be an original and all of which taken together shall constitute one and the same agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable ... | Label: Counterparts |
50c059ae-8ea7-4f22-b040-f053efeef0ca | Clause:
The parties hereby acknowledge and agree that the Recitals of this Amendment are true and accurate. Terms not otherwise defined herein shall have the meaning ascribed to them in the Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Cor... | Label: Defined Terms |
57bb64f7-ea92-4d48-a82f-028747fa046d | Clause:
Effective on the date you commence employment with T he Hanover (your “ Employment Date”) , your salary will be payable in biweekly installments which annualize to $ 1,000,000 .
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, ... | Label: Base Salary |
50d5e7fe-5a23-4d77-a428-fd461a635acd | Clause:
In the event of a Change in Control, Executive will be entitled to receive the Severance Payment if such payment is due pursuant to Section 5(b) or 5(c) herein. “ Change in Control ” means the acquisition by any individual, entity or group (within the meaning of Section 13(d)(3) or 14(d)(2) of the Securities E... | Label: Change In Control |
a03e4e03-b90f-454c-b2d2-0435d0ed8ea4 | Clause:
This Subordination Agreement shall in all respects be a continuing agreement and shall remain in full force and effect until the earlier of (a) the payment in full of the Senior Obligations and (b) the payment in full in cash of the Subordinated Debt. Upon such payment in full, this Subordination Agreement shal... | Label: Terminations |
0e3d3c40-88bb-4e6a-a34f-dcca09d986d4 | Clause:
Commencing on the Reporting Compliance Date, the Company confirms that neither it nor any other Person acting on its behalf will have provided any of the Purchasers or their agents or counsel with any information that it believes constitutes or might constitute material, non-public information that has not been... | Label: Disclosures |
4b253c36-5521-4e08-b57f-b60df31dcdc0 | Clause:
Notice hereunder shall be deemed to have been duly given if in writing and delivered in person or by registered or certified mail, postage prepaid, return receipt requested, if to the Company, at its office at 6431 West Oakton, Morton Grove, IL 60053, or if to the Seller, at the address set forth on the signatu... | Label: Notices |
e5983cc5-4c49-4902-bcda-8ab6645692db | Clause:
If any term or other provision of this Agreement is invalid, illegal or incapable of being enforced as a result of any rule of law or public policy, all other terms and other provisions of this Agreement shall nevertheless remain in full force and effect so long as the economic or legal substance of the transac... | Label: Severability |
f2e77b7b-9906-4f25-85ca-f7c16659d1b0 | Clause:
The Company has timely filed all reports, schedules, forms, statements and other documents required to be filed by it with the SEC pursuant to the reporting requirements of the Securities Exchange Act of 1934, as amended (the “1934 Act”) (all of the foregoing filed prior to the date hereof and all exhibits incl... | Label: Financial Statements |
b5bc9207-f670-47be-8e70-6215c2ebb3c9 | Clause:
To the maximum extent permitted under the law of the State of Delaware as from time to time in effect, the Company hereby agrees to indemnify and defend Executive and hold him harmless from and against all liabilities, costs and expenses, including, but not limited to, amounts paid in satisfaction of judgments,... | Label: Indemnifications |
c03fd416-812c-44de-b60d-68b1e05bb88c | 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 Secured Party, its respective successors and assigns, officers, direct... | Label: Releases |
91722b25-2e8a-49e4-a711-5ab8fcb48433 | Clause:
The provisions of this Agreement shall be binding upon and inure to the benefit of the Purchasers and their respective successors and assigns. An Purchaser may transfer or assign, in whole or from time to time in part, to one or more persons its rights hereunder in connection with the transfer of Registrable Se... | Label: Assignments |
30173832-f008-4e23-95e9-ec7ff736c302 | Clause:
Other than the First Waiver and Amendment, the Second Waiver and Amendment, this Third Waiver and Amendment and the Forbearance Agreement, no settlement, agreement or understanding (A) entered into with respect to the Finance Documents or (B) purporting to amend, modify or qualify the Finance Documents or to wa... | Label: No Waivers |
cf79b786-7037-4d12-83ad-88c802403960 | Clause:
The invalidity or unenforceability of any particular provision of this Agreement shall not affect the other provisions hereof, and this Agreement shall be construed in all respects as if such invalid or unenforceable provision was omitted. In the case of any such invalidity or unenforceability, each of the part... | Label: Severability |
ceb9c44f-0981-472c-8150-f71efc3950dc | Clause:
Upon the occurrence and during the continuance of any such Event of Default, the Investor shall have the rights of a secured creditor under the UCC, all rights granted by this Security Agreement and by law, including the right to: (a) require the Company to assemble the Collateral and make it available to the I... | Label: Remedies |
c2db1886-f051-4bdb-b872-d7ffc8861a13 | Clause:
As of the Closing Date, (a) Schedule 4.15 sets forth the name and jurisdiction of incorporation of each Subsidiary and, as to each such Subsidiary, the percentage of each class of Capital Stock owned by any Loan Party and (b) except as disclosed on Schedule 4.15, there are no outstanding subscriptions, options,... | Label: Subsidiaries |
d54e1ea0-b36c-45a7-9b6c-0f088fc91b55 | Clause:
The Administrator, in its discretion, may provide in the Award Agreement evidencing any Award that the Participant will be entitled to receive Dividend Equivalents with respect to the payment of cash dividends on Shares having a record date prior to the date on which the Awards are settled or forfeited. The Di... | Label: General |
38261160-0204-440f-b88f-f6fac18058cf | Clause:
The closing of the Share Exchange (the “ Closing ”) shall take place remotely via the exchange of documents and signatures on the day the conditions to closing set forth in Articles V and VI herein have been satisfied or waived, or at such other time and date as the parties hereto shall agree in writing (the “ ... | Label: Closings |
f3984346-4697-413e-b8ef-8f842803b83b | Clause:
For the avoidance of doubt, Section 26 of the Existing Agreement applies to any payment or benefit provided to Executive pursuant to this Amendment.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arb... | Label: Withholdings |
49cca158-90cd-4713-a452-3ddf115747ac | Clause:
Unless terminated earlier as provided for in this Agreement, the term of this Agreement shall be for three years, commencing on the Effective Date and ending on the third anniversary of the Effective Date (the "Term"). If the employment relationship is terminated by either Party, Employee agrees to cooperate wi... | Label: Terms |
ed3170a7-7f3f-42fc-8db5-dc8bc4d3f8c7 | Clause:
Except as stated on Schedule 6.7 , there are no actions, suits, proceedings or investigations of any kind pending or to the knowledge of the Borrower threatened in writing against Borrower, any Guarantor or any of their respective Subsidiaries before any court, tribunal, arbitrator, mediator or administrative... | Label: Litigations |
3ff5f2dd-9362-4a54-8676-1ee5018eba6e | Clause:
This Third Amended and Restated Credit Agreement, as the same may be amended, modified, supplemented and/or extended from time to time, including the Schedules and Exhibits hereto.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws,... | Label: Agreements |
63dba257-1e4f-4c8b-bf6e-6e01f0db3307 | Clause:
If Grantee incurs a Termination of Service as the result of Grantee's Disability, Normal Retirement or Early Retirement, then any Restricted Shares that have not Vested prior to such Termination of Service but would have been Vested in the ninety (90) day period after the effective date of such Termination of S... | Label: Disability |
a35ceb89-15f5-4e70-9032-050b89e9ad78 | Clause:
The Company shall be responsible for all expenses relating to Advisor’s Services under this Agreement as may be incurred from time to time, subject to pre-approval by the Company.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, ... | Label: Expenses |
02503f64-dc2d-4337-84c8-343c079ec4fe | 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 July , 2016; pr... | Label: Terminations |
91ef87a0-5a30-4d8d-9f9c-1a4a9a435dda | Clause:
Schedule 4.1(e) of this Agreement is true and correct.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Authorizations, Base Salary, Benefits, Binding Effe... | Label: Subsidiaries |
418ec371-5f6f-4f9a-80bc-cb6ff74b791c | Clause:
The Company or any employer Affiliate has the authority and the right to deduct or withhold, or require Optionee to remit to the employer, an amount sufficient to satisfy federal, state, and local taxes (including Optionee’s FICA obligation) required by law to be withheld with respect to any taxable event arisi... | Label: Withholdings |
bb4bd4b2-32c0-4ae8-8e86-bae4d360a26e | Clause:
Schedule 5.21 sets forth a complete and correct listing of all insurance that is ( a ) maintained by the Loan Parties and ( b ) material to the business and operations of the Parent Borrower and its Restricted Subsidiaries taken as a whole maintained by Restricted Subsidiaries other than Loan Parties, in each c... | Label: Insurances |
a40613b6-93ae-49f1-8957-2c3da097c981 | Clause:
Receipt by the Administrative Agent of a copy of (i) the annual consolidated financial statements (including balance sheets, income statements and cash flow statements) of the Borrower and its Subsidiaries for Fiscal Years 2014 and 2015, audited by independent public accountants of recognized national standing,... | Label: Financial Statements |
5ef38a01-3564-4c80-b4d7-cd99a6ba1d69 | Clause:
This Agreement shall be binding on and inure to the benefit of the parties hereto and their respective heirs, successors and assigns.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assig... | Label: Successors |
251ed34d-c802-4bcc-8d02-19ae24c3172f | Clause:
One Stone shall execute and deliver (i) an assignment of membership interests in form and substance reasonably satisfactory to Magellan to convey 100% of the outstanding Poplar Membership Interests to One Stone; (ii) an assignment of common units in form and substance reasonably satisfactory to Magellan to conv... | Label: Assignments |
944f4ac8-418c-4e41-b1f6-f508acc796eb | Clause:
All representations and warranties made by WOD in this Agreement shall be true and correct on and as of the Closing Date as if again made by WOD, as applicable, on and as of such date and insofar as any inconsistency or inaccuracy does not or will not have a Material Adverse Effect, except insofar as the repres... | Label: Representations |
8fca381d-4e84-4ef7-a4ac-ca4d7d51ce08 | Clause:
This Agreement shall be binding upon and inure to the benefit of and be enforceable by the parties hereto and their respective successors, (including any direct or indirect successor by purchase, merger, consolidation or otherwise to all or substantially all of the business and/or assets of WFI), assigns, spous... | Label: Successors |
63f611ac-1bd0-4570-b9c6-a39b4ebf6228 | 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 no Loan Party may assign or otherwise transfer any of its rights or obligations hereunder or under any other Loan Document without the p... | Label: Successors |
4bc35c56-c71d-4146-afb2-2c7bd1e32d14 | Clause:
This Agreement, together with the Plan, contains the entire agreement of the parties hereto, and no representation, inducement, promise, or agreement or other similar understanding between the parties not embodied herein shall be of any force or effect, and no party will be liable or bound in any manner for any... | Label: Entire Agreements |
49866a39-2320-4cfe-8c04-e772c0e88082 | Clause:
This Agreement may be executed simultaneously in two (2) or more separate counterparts, any one (1) of which need not contain the signatures of more than one party, but each of which shall be an original and all of which together shall constitute one and the same agreement binding on all the parties hereto.
Ta... | Label: Counterparts |
db1e9562-7247-442f-a0c6-697092f7352c | Clause:
During the Term, Subtenant, at its sole cost and expense, shall provide and maintain commercial general public liability and property damage insurance with a broad form contractual liability endorsement and other insurance required to be carried by Sublandlord in conformity with the provisions of the Lease appl... | Label: Insurances |
2f1641ea-eb3d-4900-97a8-9e8ad7c6553c | Clause:
This Agreement and the Proprietary Information Agreement contain the entire agreement among the parties hereto with respect to the subject matter hereof, and supersede all prior and contemporaneous oral and written agreements, understandings and representations among the parties. There are no representations, ... | Label: Entire Agreements |
fa85be84-32d4-418c-a34a-1502f72963ed | Clause:
The Borrower and each Subsidiary thereof has duly filed or caused to be filed all federal, state, local and other tax returns required by Applicable Law to be filed, and has paid, or made adequate provision for the payment of, all federal, state, local and other taxes, assessments and governmental charges or le... | Label: Payments |
5839d62b-427d-477f-b2d3-e26b2daff4e3 | Clause:
The compensation and benefits specified in this Section 3 and in Section 5 of this Agreement shall be in lieu of any and all other compensation and benefits. Payment of all compensation and benefits to Executive specified in this Section 3 and in Section 5 of this Agreement (i) shall be made in accordance with... | Label: Payments |
fda9e886-2aec-405c-a133-e3a968305c1b | Clause:
Each of the Company and its Restricted Subsidiaries has filed all United States federal tax returns and all other material tax returns that are required to be filed with any Governmental Authority and has paid all Taxes required to be paid by it, except (i) such Taxes, if any, as are being contested in good fai... | Label: Taxes |
6906e286-f806-4738-93c1-148149bb5d5e | Clause:
If any provision of this Agreement or the other Loan Documents is held to be illegal, invalid or unenforceable, (a) the legality, validity and enforceability of the remaining provisions of this Agreement and the other Loan Documents shall not be affected or impaired thereby and (b) the parties shall endeavor in... | Label: Severability |
de742d64-fe25-4ac9-8fee-81cc7bbc1301 | Clause:
The obligations of the Company relating to the Warrant Shares shall inure to the benefit of the successors and assigns of the Holder hereof and shall be binding upon any successor entity. Upon such event, the successor entity shall assume the obligations of this Warrant, and this Warrant (or any substitute war... | Label: Successors |
83ea7b48-4bdc-48ce-91d5-dfc736ef9b22 | Clause:
This Agreement, and all claims or causes of action (whether in contract or tort) that may be based upon, arise out of or relate to this Agreement or the negotiation, execution or performance of this Agreement (including any claim or cause of action based upon, arising out of or related to any representation or ... | Label: Governing Laws |
cb89dd0b-9960-4d75-8ae5-76d92450fc7c | Clause:
The Company has delivered to Buyer balance sheets as of December 31, 2015 and 2014, and May 31, 2016; and statements of income for the twelve months ending December 31, 2015 and 2014, and five months ended May 31, 2016 (the “ Financial Information ”). The Company’s Financial Information presents fairly, in all ... | Label: Financial Statements |
ac2a1a6f-6bbc-4517-a97b-d643d6234dd9 | Clause:
The Company shall use the net proceeds from the sale of the Securities hereunder for working capital purposes and as otherwise described under the section titled “Use of Proceeds” in the Prospectus Supplement, and shall not use such proceeds: (a) for the satisfaction of any portion of the Company’s debt (othe... | Label: Use Of Proceeds |
1e14024b-ccd1-4dee-970b-473e99857f57 | Clause:
Each individual executing this Amendment on behalf of Tenant represents and warrants to Landlord that he or she is duly authorized to so execute and deliver this Amendment and that all corporate actions and consents required for execution of this Amendment have been given, granted or obtained.
Task: Classify t... | Label: Authority |
c4e73908-4b89-4381-9d2d-0ac594a84f24 | Clause:
If any Event of Default shall have occurred and be continuing, Issuer may take any one or more of the following actions: (a) declare the amount of the Credit and any other Obligations then outstanding or accrued due and payable by Applicant immediately (provided that if the Event of Default is described in Sect... | Label: Remedies |
ffe0852e-135a-4844-a927-582bd7126f7e | Clause:
Except as otherwise provided in this Agreement, the RSA and the documents to be executed pursuant hereunder and thereunder, (i) all expenses incurred by Venoco in connection with or related to the authorization, preparation or execution of this Agreement, and the exhibits and schedules hereto and thereto, and a... | Label: Expenses |
ecc17281-db32-4b0c-af65-20bdc9e481ca | Clause:
This Amendment and Waiver may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument and any of the parties to this Amendment and Waiver may execute this Amendment and Waiver by signing any such counterpart.
Task: Classify this clause into ONE of the... | Label: Counterparts |
7528ce65-fc41-473a-84a3-4ed3ad8ad6f2 | Clause:
This Agreement shall be deemed to have become effective and constitute a legal and binding agreement of the Parties hereto as of the Effective Date of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable La... | Label: Effective Dates |
a967225f-23e8-4a8e-b7bd-c2b921691925 | Clause:
All obligations of the Company under this Plan with respect to awards granted hereunder will be binding on any successor to the Company, whether any such succession is the result of a direct or indirect purchase, merger, consolidation of the Company, acquisition of all or substantially all of the business or as... | Label: Successors |
a3e7d93a-94be-47fa-85e5-11c3f6a4b234 | Clause:
Effective as of August 31, 2016, Section 6.02(f) of the Loan Agreement is hereby amended to delete the percentage “12.0%” appearing therein and insert the percentage “15.0%” therefor.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption La... | Label: Amendments |
fc7ec24a-1c3e-4be8-8119-e5d8cdeefe71 | Clause:
Each party’s obligations under this Section 3.01 shall survive the resignation or replacement of the Administrative Agent or any assignment of rights by, or the replacement of, a Lender or L/C Issuer, the termination of the Commitments and the repayment, satisfaction or discharge of all other Obligations.
Ta... | Label: Survival |
e7151342-81e0-4964-a224-13ee2a10d39d | Clause:
The Company is a corporation duly organized, validly existing, and in good standing under the laws of the state of Nevada and has all necessary corporate powers to own properties and carry on its business. All actions taken by the incorporators, Directors and/or shareholders of Company have been valid and in ac... | Label: Organizations |
dda6a4a7-ea62-4f58-9691-6e3ea829cd4a | Clause:
The failure or delay of Agent or any Lender to require strict performance by Borrower or any Borrowing Base Guarantor with any terms of the Loan Documents, or to exercise any rights or remedies with respect to Collateral or otherwise, shall not operate as a waiver thereof nor as establishment of a course of dea... | Label: Waivers |
fdbdc7c3-b986-4aa3-89a9-024a7eecd47e | Clause:
In the event of the invalidity of any provision of this Agreement, such provision is deemed stricken from this Agreement, which will continue in full force and effect as if the offending provision were never a part of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjus... | Label: Severability |
92bee58d-1563-47f8-864a-48edb9ecada4 | Clause:
The enforceability of any agreement of a Borrower Party in a Subject Document relating to (i) indemnification, contribution or exculpation from costs, expenses or other liabilities or (ii) changes in the organizational control or ownership of such Borrower Party, which agreement (in the case of clause (i) or cl... | Label: Indemnifications |
8f4a31cc-94f8-4d18-a08e-def2f8c5212f | Clause:
Set forth on Schedule 4.01(b) hereto (as the same is supplemented or otherwise updated from time to time in accordance with the Loan Documents) is a complete and accurate list of all Subsidiaries of the Parent Guarantor, showing as of the Closing Date, and as of each other date such Schedule 4.01(b) is suppleme... | Label: Subsidiaries |
53ac5706-55a8-4e7f-9d4c-6366d56a5d08 | Clause:
On the Closing Date, Borrower, as determined on a consolidated basis, is Solvent.
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: Solvency |
2f2e93bd-5b5e-460b-8aee-e65dd145937f | Clause:
To the extent that any Agent is not reimbursed and indemnified by any Loan Party, and whether or not such Agent has made demand on any Loan Party for the same, the Lenders will, within five days of written demand by such Agent, reimburse such Agent for and indemnify such Agent from and against any and all liabi... | Label: Indemnifications |
081d47c9-b90a-408e-be2e-2bfcc769be56 | Clause:
Except as set forth in the SEC Reports, 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... | Label: Transactions With Affiliates |
17b72f35-64f4-4930-a989-2095d82d7906 | Clause:
This Agreement and any dispute arising from this Agreement shall be governed by and construed in accordance with the domestic laws of the State of Washington without giving effect to any choice or conflict of law provision or rule (whether of the State of Washington or any other jurisdiction) that would cause t... | Label: Governing Laws |
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