id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
62e81b5d-bec9-4ace-92a8-c2ec1f00633b | Clause:
GSSI is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and has all requisite corporate power to carry on its business as it is now being conducted and is duly qualified to do business as a foreign corporation and is in good standing in each jurisdicti... | Label: Organizations |
1c15e00d-ffdd-4829-a2b8-30c8c5400884 | Clause:
This Agreement contains the entire Agreement and understanding between the parties hereto, and supersedes all prior agreements, understandings and the letters of intent between the parties.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corrupt... | Label: Entire Agreements |
6ebbd03e-cc58-4d83-bfd7-c42cdec29b7b | Clause:
The parties hereto agree that it is their intention that the ABL Collateral, the Note Collateral and any Additional First Lien Collateral be identical except as provided in Article VI and as otherwise provided herein. In furtherance of the foregoing and of Section 8.08 , the parties hereto agree, subject to the... | Label: Agreements |
3f5e22a9-2dc2-40d9-94f2-7d0c89e24794 | Clause:
Terms used frequently with the same meaning are indicated by initial capital letters, and are defined throughout the Plan. Appendix A contains an alphabetical listing of all such terms and the subsections in which they are defined.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustm... | Label: Defined Terms |
dc36a5ea-2436-4194-bd0c-e2abf7039266 | Clause:
This Amendment may be executed by one or more of the parties to this Agreement on any number of separate counterparts (including by facsimile and other electronic transmission), and all of such counterparts taken together shall be deemed to constitute one and the same instrument.
Task: Classify this clause int... | Label: Counterparts |
0e805ca8-1d69-4522-99ff-562223013f8f | Clause:
The Executive is authorized to incur reasonable, ordinary and necessary expenses in the performance of Executive’s duties hereunder. The Employer will promptly reimburse the Executive for all expenses reasonably, necessarily and actually incurred, as determined by the Company, in accordance with policies which ... | Label: Expenses |
1fbe98c6-3761-4399-acb7-43cfd0999d54 | Clause:
All action on the part of the Seller, its officers, directors, and shareholders necessary for the authorization, execution and delivery of this Agreement, the performance of all obligations of the Seller hereunder, and the sale of the Transferred Units being sold hereunder has been taken, and this Agreement con... | Label: Authorizations |
cd1d9310-33e7-4b23-a817-b4e308b996af | Clause:
This Agreement and the Merger contemplated hereby have been approved by the requisite vote of the majority of the shareholders by written consent at a shareholder meeting of the Constituent Corporations stockholders in accordance with the DGCL and FLBCA and compliance with the requirements of law, including the... | Label: Approvals |
080012e8-125a-43e8-8a0f-49e7f748bf7d | Clause:
If you are resident or employed outside the U.S., as a condition of the Option, you agree to repatriate all payments attributable to the shares of Stock acquired under the Plan in accordance with applicable foreign exchange rules and regulations in your country of residence (and country of employment, if differ... | Label: Compliance With Laws |
5d6b5f38-d94e-40cb-af5b-85cf1881fca9 | Clause:
This Agreement shall terminate and shall have no further force or effect as of the Expiration Date. Notwithstanding the foregoing, nothing set forth in this Section 12 or elsewhere in this Agreement shall relieve either party hereto from any liability, or otherwise limit the liability of either party from any ... | Label: Terminations |
ec3474d3-b7ee-4ad8-8047-4955e7a14dc4 | Clause:
Subject to the terms and conditions of this Agreement, Seller agrees to sell and convey to Buyer, and Buyer agrees to purchase and receive from Seller, the Assets, as defined below.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws... | Label: Sales |
c80605b0-5718-46aa-b18f-1fc3240a2948 | Clause:
The Original Lenders and the Administrative Agent shall have received all fees required to be paid, and all expenses for which invoices have been presented (including the reasonable fees and expenses of legal counsel), on or before the Original Closing Date.
Task: Classify this clause into ONE of these types (... | Label: Fees |
bf94a8d4-42e5-4772-8ecf-112de8897702 | Clause:
This Agreement may be executed in several counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument. Facsimiles (including facsimiles of the signature pages of this Agreement) shall have the same legal effect hereunder as originals.
Task: Cl... | Label: Counterparts |
1273c04f-fce4-4a90-bfdb-ef2d6fd2cd48 | Clause:
Seller shall not, without Purchaser’s prior written consent, deliver any inconsistent directions to any Counterparty regarding the payment of the Purchased Receivables or the delivery of Royalty Reports to Purchaser of the type referred to in the Consent and Instruction Letter or any similar Transaction Documen... | Label: Consents |
811c5652-2614-4025-b0ba-d375b9fe0fa4 | Clause:
In the event of a Change in Control, the Options shall vest or continue and shall have such treatment, as set forth in the Plan.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignment... | Label: Change In Control |
e8e4083d-e014-4e42-93d4-9fb1287fd95a | Clause:
Each Seller shall (a) preserve and maintain its legal existence, (b) qualify and remain qualified in good standing in each jurisdiction where the failure to be so qualified would have a Material Adverse Effect, (c) comply with its Governing Documents, including all special purpose entity provisions, and (d) not... | Label: Existence |
08341dea-49ac-4f04-af7d-34eef6c5acaf | Clause:
The Company will, and will cause each of the Subsidiaries to, (a) keep and maintain all property material to the conduct of its business in good working order and condition, ordinary wear and tear excepted, and (b) maintain, with financially sound and reputable insurance companies, insurance in such amounts and... | Label: Insurances |
2fe2a7d4-db51-4ae5-9e73-78fd96d2f756 | Clause:
The issuance of certificates for shares of the Common Stock on conversion of this Note shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that, the Company shall not be required to pa... | Label: Expenses |
fc8ed978-6f63-4292-9d67-7664636416b0 | Clause:
All notices or other written communications hereunder shall be made in accordance with (a) Section 10.6 of the Loan Agreement in the case of Lender and Borrower, and (b) the respective Guaranty Agreement executed by Indemnitor in the case of any Indemnitor.
Task: Classify this clause into ONE of these types (e... | Label: Notices |
41511c7c-9b2d-40cf-919a-274626eccd05 | Clause:
As used herein, capitalized terms shall have the meanings set forth in the body of this Agreement or in Appendix I .
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: Definitions |
e66153ce-8853-4070-b22a-e4b66af0893c | Clause:
The Agreement shall be effective as of the first day of My employment by the Company, as affirmed or reaffirmed by my signature below.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assi... | Label: Effective Dates |
e286c8e1-1d6f-4cd5-8f0c-dcdeedd9398e | Clause:
Any notice or other communication required or permitted under this Agreement must be in writing and must be delivered personally, sent by certified, registered or express mail, or sent by overnight courier, at the sender’s expense. Notice will be deemed given when delivered personally or, if mailed, three (3) d... | Label: Notices |
3af4f14f-e93a-467e-af23-1bbddeaaa4f7 | Clause:
No Shares will be issued pursuant to the exercise of this Option unless and until the Participant pays to the Company, or makes provision satisfactory to the Company for payment of, any federal, state or local withholding taxes required by law to be withheld in respect of this Option. Such withholding taxes may... | Label: Withholdings |
c8214d66-06c4-4120-b8cf-e2403606faac | Clause:
Failure by Landlord to declare an Event of Default upon occurrence thereof, or delay in taking any action in connection therewith, shall not waive such Event of Default, but Landlord shall have the right to declare such Event of Default at any time after its occurrence. To be effective, a waiver of any provisi... | Label: Waivers |
992f3c8b-5070-4c83-8966-6e0f3b8eaaf8 | Clause:
During the Employment Period, the Executive shall be entitled to paid vacation in accordance with the most favorable plans, policies, programs and practices of the Partnership, the Employer and the Affiliated Companies as in effect for the Executive at any time during the 120-day period immediately preceding th... | Label: Vacations |
27a0ad1a-030f-4cd6-8e1c-995f7adbb15e | Clause:
Subject to, and in accordance with the provisions of Article 3 of the Plan, any dispute or claim arising out of or relating to the Plan, this Agreement or the Notice of Restricted Stock Grant shall be settled by binding arbitration before a single arbitrator in Jacksonville, Florida and in accordance with the C... | Label: Arbitration |
a6d75ee8-2708-4f71-b3ce-0eed34d03605 | Clause:
This Agreement shall remain in effect for the Term. If the Agreement is in effect at the end of the Initial Term, the Term shall be renewed automatically for successive twelve-month periods unless and until one party gives written notice to the others of its or her intent not to extend this Agreement with such ... | Label: Terms |
44bb35dc-18c9-42b3-aa98-28c4b4abfae0 | Clause:
In accordance with the provisions of this Agreement, at the Closing, the Seller will sell and transfer to the Purchaser, and the Purchaser will purchase and acquire from the Seller, all of the Shares, free and clear of all Claims (other than any restrictions on transferability imposed by applicable securities L... | Label: Sales |
080aa1b9-6447-484a-a3cf-175b85b9a77e | Clause:
The Company will pay the Executive an annual base salary, which initially is $250,000, which base salary as in effect from time to time will be reviewed periodically (at intervals of not more than twelve (12) months) by the compensation committee of the Board (the “Compensation Committee”). In evaluating increa... | Label: Base Salary |
780f0d10-5ec3-4373-8aee-bfdc9fd6a34b | Clause:
ImmunoGen and Biotest shall each bear all expenses of their respective JDC representatives related to their participation on the JDC and attendance at JDC meetings.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws... | Label: Expenses |
afe1d9f7-3384-48b8-b194-5b1b0f41ce78 | Clause:
Certain terms used in this Agreement are defined in this Section 1.1 . These terms, and the additional terms defined above, shall have the meanings assigned wherever the terms appear in this Agreement. These meanings are also applicable to the singular and plural forms of the terms defined.
Task: Classify thi... | Label: Definitions |
6e8718f9-ae2d-4d78-8a41-884eac353700 | Clause:
Employee hereby represents to Extraction that Employee has read and understands, and agrees to be bound by, the terms of this Article VIII. Employee acknowledges that the geographic scope and duration of the covenants contained in this Article VIII are the result of arm’s-length bargaining and are fair and rea... | Label: Enforcements |
9b088325-e9d0-4ba4-aad2-d159c3743df7 | Clause:
Any notice to be given under the terms of this Award Agreement shall be in writing and addressed to the Company at its principal office to the attention of the Secretary, and to the Holder at the Holder’s last address reflected on the Company’s payroll records. Any notice shall be delivered in person or shall ... | Label: Notices |
7d47e600-7403-4740-ad1b-11d6470088e3 | Clause:
With respect to our opinions in Paragraphs 5(a)(i) and 5(b)(i) as they relate to Regulations T, U and X of the Board of Governors of the Federal Reserve System, the Borrowers will comply with the provisions of the Credit Agreement relating to the use of proceeds.
Task: Classify this clause into ONE of these ty... | Label: Use Of Proceeds |
5db863d3-1d7e-4978-b0ca-03d2786a0950 | Clause:
The Lenders agree to indemnify the Administrative Agent and its Related Parties, ratably according to their pro rata share of the Aggregate Credit Facility Exposure (excluding Swing Loans), from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, reaso... | Label: Indemnifications |
f6266d51-5178-4eb1-8068-814bc37d0bba | Clause:
The provisions of this Agreement and the other Loan Documents shall be binding upon and inure to the benefit of the parties hereto and thereto and their respective successors and assigns permitted hereby, except that neither the Borrowers nor any other Loan Party may assign or otherwise transfer any of its righ... | Label: Successors |
7d2e3f65-67bd-478c-be07-3711c7c44a6f | Clause:
The Reorganized Company will utilize the proceeds from the exercise of the Subscription Rights and the sale of the Unsubscribed Shares (together with the Exit Facility) and less than 50% of the total number of Common Shares outstanding (without accounting for dilution from the EIP) to purchase the Debtors’ asse... | Label: Use Of Proceeds |
66de228f-7921-42a5-bb2b-6f132dea48df | Clause:
Each of the undersigned Grantor hereby represents and warrants that this Supplement has been duly authorized, executed and delivered by it and that this Supplement and the Security Agreement constitute the legal, valid and binding obligation of each of the undersigned, enforceable against it in accordance with ... | Label: Representations |
17bbeb94-b829-47c9-9db9-bbc56aedb147 | Clause:
The headings in the Paragraphs of this Amendment ar e inserted for convenience only and will not constitute 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, Assig... | Label: Headings |
5913f040-ac2f-4e0d-b806-e71102b08df6 | Clause:
Without limiting, and in addition to, the provisions of Section 10.02 , the Seller agrees to indemnify the Buyer and to hold the Buyer harmless from any loss or expense that the Buyer may sustain or incur as a consequence of (i) a default by the Seller in payment when due of the Repurchase Price or Price Differ... | Label: Indemnity |
359b540a-0304-494d-9b38-5bb290aadce7 | Clause:
Except as set forth on Schedule 2.21(i) , neither the execution, delivery or performance of this Agreement, nor the consummation of the Merger or any of the other transactions contemplated by this Agreement, will or may (either alone or upon the occurrence of any additional or subsequent events): (i) constitute... | Label: No Conflicts |
f38e46b2-8af7-4961-8fa7-5534326e9ac4 | Clause:
The Borrower Parties: (1) shall comply, in all material respects, with all material Requirements of Law of any Governmental Authority having jurisdiction over it or its business, and (2) shall, to the extent that the failure of the same would have a Material Adverse Effect, comply, in all respects, with all Co... | Label: Compliance With Laws |
2b256707-27f9-4481-8cb4-2e14c7846e2b | Clause:
Each of the Loan Parties and its Restricted Subsidiaries has filed all material federal, state and other Tax returns and other material tax reports that it is required by law to file, and has paid, or made reasonably adequate provision for the payment of, all Taxes upon it, its income and its Properties that ar... | Label: Taxes |
b487a316-02f8-4deb-84ed-a6764d38f931 | Clause:
(a) There are no actions, suits, investigations or proceedings by or before any arbitrator or Governmental Authority pending against or, to the knowledge of Guarantor, threatened against or affecting Guarantor or any of the Restricted Subsidiaries (i) which could reasonably be expected to be adversely determine... | Label: Litigations |
8d242672-0a6d-49ba-bb0a-f2510726e17b | Clause:
Each Party’s obligation under this Agreement is unique. If any Party should breach its covenants or agreements under this Agreement, the Parties each acknowledge that it would be extremely impracticable to measure the resulting damages; accordingly, the nonbreaching Party or Parties, in addition to any other a... | Label: Specific Performance |
3bd2cb60-e1ae-4abc-ad75-0fb75468c78c | Clause:
The parties to each assignment shall execute and deliver to the Administrative Agent an Assignment and Assumption, together with a processing and recordation fee of $3,500 paid by the assigning Lender (or the assignee); provided that the Administrative Agent may, in its sole discretion, elect to waive such proc... | Label: Assignments |
1e4952b2-4d2e-4d79-a886-f8f8b2f6a4f4 | Clause:
The Closing shall take place on the Closing Date, as the same may be adjusted by mutual agreement of the Parties, provided all conditions to the Closing have been satisfied or duly waived.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corrupti... | Label: Closings |
33dd72c4-40b3-4041-9503-16f20469ada5 | Clause:
To Borrower's and Approved Music Venue's knowledge, (i) there are no actions, suits, proceedings, arbitrations or governmental investigations by or before any Governmental Authority or other court or agency now filed or otherwise pending and (ii) there are no such actions, suits, proceedings, arbitrations or go... | Label: Litigations |
0a8d4516-10cb-4686-99c6-0d8ff3d84ce3 | Clause:
Each Lender hereby designates and appoints Bank of America as its Agent under this Agreement and the other Loan Documents and each Lender hereby irrevocably authorizes the Agent to take such action on its behalf under the provisions of this Agreement and each other Loan Document and to exercise such powers and ... | Label: Authorizations |
d6a05475-e9a5-4f87-8e40-3cc4eb8145a8 | Clause:
By signing this letter agreement, and as a condition to your continued management service with the Company, you agree to sign the enclosed Arbitration Agreement within thirty (30) days of signing this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Am... | Label: Arbitration |
aac38252-113f-4b4a-ac95-364158cab3c3 | Clause:
This Agreement constitutes the entire understanding and agreement between the parties with regard to the specific subject matter hereof and no party shall be liable or bound by any representation, warranty, covenant or agreement except as specifically set forth herein. Any previous agreement (whether written, o... | Label: Entire Agreements |
0c29b7a4-f637-4406-8683-ed91a56f7b7e | Clause:
All disclosure provided to the Investor regarding the Company, its business and the transactions contemplated hereby, furnished by or on behalf of the Company (including the Company’s representations and warranties set forth in this Agreement) are true and correct and do not contain any untrue statement of a ma... | Label: Disclosures |
c6f36035-1983-4cb0-935b-abe86c2b8835 | Clause:
As of the Effective Time, (x) the Company has no Subsidiaries other than those specifically disclosed in part (a) of Schedule 6.19 hereto and has no material equity investments in any other Person other than those specifically disclosed in part (b) of Schedule 6.19 and (y) and each Subsidiary of the Company (ot... | Label: Subsidiaries |
c346eccd-32b4-4931-a423-8338dfdcbca4 | Clause:
Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, but shall be interpreted as if it were written so as to be enforceabl... | Label: Severability |
00333288-3d6e-4eac-b84d-2ab1c0be674c | Clause:
The parties have participated jointly in negotiating and drafting this Agreement. If an ambiguity or a question of intent or interpretation arises, this Agreement shall be construed as if drafted jointly by the parties, and no presumption or burden of proof shall arise favoring or disfavoring any party by virt... | Label: Interpretations |
3b989f65-9d31-4227-85bc-e6cd150027d0 | Clause:
EACH CO-BORROWER IRREVOCABLY AND UNCONDITIONALLY SUBMITS, FOR ITSELF AND ITS PROPERTY, TO THE NONEXCLUSIVE JURISDICTION OF THE COURTS OF THE STATE OF TEXAS SITTING IN DALLAS COUNTY AND OF THE UNITED STATES DISTRICT COURT OF THE NORTHERN DISTRICT OF TEXAS, AND ANY APPELLATE COURT FROM ANY THEREOF, IN ANY ACTION ... | Label: Submission To Jurisdiction |
e1d4a52e-358a-45b8-8878-636077fcbc8d | Clause:
The Company and the Subsidiaries have, or have rights to use, all patents, patent applications, trademarks, trademark applications, service marks, trade names, trade secrets, inventions, copyrights, licenses and other intellectual property rights and similar rights as described in the SEC Reports as necessary o... | Label: Intellectual Property |
bdf0209c-e8dd-4215-8fce-70eddff9292d | Clause:
This Agreement may be executed in any number of counterparts, each of which when executed shall be deemed to be an original and all of which together shall be deemed to be one and the same instrument.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, A... | Label: Counterparts |
d4b8d69c-c328-4361-8c74-d30634d9322b | Clause:
Capitalized terms not otherwise defined in this Amendment have the same meanings as set forth in the Credit Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns... | Label: Definitions |
398bb36e-1515-4ba0-bad5-f9516ec16bd1 | Clause:
The Committee shall have the authority to determine the Employees, Consultants and Directors to whom Performance Awards may be granted. The Committee may use such business criteria and other measures of performance as it may deem appropriate in establishing any performance conditions, and may exercise its disc... | Label: General |
c5ae8305-fb02-4437-9178-0afee33e1c50 | Clause:
Any notice, demand, statement, request, consent or other communication made hereunder shall be in writing and delivered (i) personally, (ii) mailed by certified or registered mail, postage prepaid, return receipt requested or (iii) by depositing the same with FedEx or another reputable private courier service, ... | Label: Notices |
83ee3e71-4d9d-4523-95b8-b1b9fdac368a | Clause:
This Agreement is binding upon and shall inure to the benefit of the permitted successors or assigns of the respective parties hereto, except that neither party may assign its rights or obligations under this Agreement without the express written consent of the other (which consent shall not be unreasonably wit... | Label: Assignments |
0479240f-4ae8-429a-a455-a43e9e2ffd7e | Clause:
This Amendment may be executed in counterparts, each of which so executed shall be deemed to be an original and such counterparts together shall constitute one and the same instrument. Delivery of an executed counterpart of a signature page to this Amendment by facsimile or via other electronic means shall be e... | Label: Counterparts |
1876c9d6-07a3-4415-83ce-73af2752b6d9 | Clause:
Each Agent, each Lender and each Transferee shall hold all non-public information obtained by such Agent, such Lender or such Transferee pursuant to the requirements of this Agreement in accordance with such Agent’s, such Lender’s and such Transferee’s customary procedures for handling confidential information ... | Label: Confidentiality |
3725f553-b704-4f24-a6d4-a11278fc67f0 | Clause:
The terms and conditions herein constitute the entire agreement between the Parties and shall supersede all previous agreements, either oral or written, between the Parties hereto with respect to the subject matter hereof. No agreement of understanding bearing on this Agreement shall be binding upon either Part... | Label: Entire Agreements |
51a2a597-0091-419f-9977-65488fbb5c48 | Clause:
The Commencement Date, Expiration Date and Original Term of this Lease are as specified in Paragraph 1.3.
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: Terms |
861ff0a3-9755-42f9-8760-b1eb4f93c17c | Clause:
There shall be no litigation, arbitration, administrative proceeding or consent decree that could reasonably be expected to (1) have a Material Adverse Effect on the Company and its Subsidiaries, taken as a whole, or (2) materially impair the ability of the parties to consummate the Transaction.
Task: Classify... | Label: Litigations |
d8ffb160-72be-4223-96ba-21138d3757c7 | Clause:
Each of the Parties acknowledges and agrees that the other Party may be damaged irreparably in the event any of the provisions of this Agreement are not performed in all material respects or otherwise are breached. Accordingly, and notwithstanding anything herein to the contrary, each of the Parties agrees that... | Label: Specific Performance |
aed30537-d350-4795-9e50-e2b0d9dfab30 | Clause:
Subject to the provisions of Section 2.06(b) , (i) each Eurodollar Rate Loan shall bear interest on the outstanding principal amount thereof for each Interest Period from the applicable borrowing date at a rate per annum equal to the Eurodollar Rate for such Interest Period plus the Applicable Rate; and (ii) ea... | Label: Interests |
67924534-aac3-4620-a29c-9400975bbe6f | Clause:
All disputes which may arise between the Parties hereto in respect of this Agreement shall tried to be settled amicably through mutual consultation within thirty (30) days of a written settlement request of either Party. In the event that efforts to settle a dispute arising under this Agreement are not successf... | Label: Jurisdictions |
5498820c-0693-4303-ae00-67ddcf837861 | Clause:
Your employment under this letter agreement will continue for a five year term, expiring December 31, 2020 (the “Expiration Date”), unless terminated earlier pursuant to Section 7 of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Ant... | Label: Terms |
39b7fa79-014d-42ed-82d3-a2b39f511acf | Clause:
At and after the Effective Time, the officers and directors of the Surviving Corporation shall be authorized to execute and deliver, in the name and behalf of the Company or Merger Sub, any deeds, bills of sale, assignments or assurances and to take and do, in the name and on behalf of the Company or Merger Sub... | Label: Further Assurances |
4c69f1b6-67d7-4506-99d2-1abc2a6ab1d5 | Clause:
All references to Lender or its Affiliates contained in any press release, advertisement, promotional material or other information prepared by Borrower or any Subsidiary must be approved in writing by Lender in advance of issuance and all references to Borrower or its Affiliates contained in any press release,... | Label: Confidentiality |
de8757f1-3d91-4478-8c83-2aa648e1bd9e | Clause:
This Agreement may be executed in two or more counterparts, all of which shall be considered one and the same agreement and shall become effective when two or more counterparts have been signed by each of the parties and delivered to the other parties (including by facsimile or via portable document format (.pd... | Label: Counterparts |
e16c3dec-2541-4973-be7a-1796ad8b9d1a | Clause:
This Agreement may be executed and delivered (including by facsimile transmission or portable document format (“.pdf”)) in one or more counterparts, and by the Parties hereto in separate counterparts, each of which when executed shall be deemed to be an original, but all of which taken together shall constitute... | Label: Counterparts |
7dd5acd1-497b-4aad-8ce0-ab5beb322025 | 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 (including without limitation the Prior Agreement), ... | Label: Entire Agreements |
2c9d229c-8e9d-420c-b77a-116a3c1fa97e | Clause:
The capitalization of the Company is as described in the Company’s most recently filed Annual Report on Form 10-K or Quarterly Report on Form 10-Q, as applicable, (i) no shares of the Company's capital stock are subject to preemptive rights or any other similar rights or any liens or encumbrances suffered or pe... | Label: Capitalization |
36d80a41-4cd8-4cbe-8fda-4c97f0827f3b | Clause:
The fair salable value of Borrower’s assets (including goodwill minus disposition costs) exceeds the fair value of its liabilities; Borrower is not left with unreasonably small capital after the transactions in this Agreement; and Borrower is able to pay its debts (including trade debts) as they mature.
Task: ... | Label: Solvency |
58088145-9675-4839-89ed-79408c11a045 | Clause:
Promptly after receipt by an indemnified party under this Section 5 of notice of the commencement of any action (including any governmental action), such indemnified party shall, if a claim in respect thereof is to be made against any indemnifying party under this Section 5 deliver to the indemnifying party a w... | Label: Notices |
709f3c9d-57dc-4007-bea4-b696c978bbbc | Clause:
The Corporation hereby employs the Employee and the Employee hereby accepts employment as an Employee of the Corporation, subject to the terms and conditions set forth in this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption... | Label: Employment |
67be6fcf-ea8b-454c-9a84-509f618c5897 | Clause:
The provisions of this Agreement shall be construed and interpreted in accordance with the laws of the State of Texas, and venue for any action brought with respect to any claims arising out of this Agreement shall be brought exclusively in Dallas County, Texas.
Task: Classify this clause into ONE of these typ... | Label: Venues |
5db1d1d8-9bd5-4de1-81d8-05a723c5e95b | Clause:
This Agreement shall become effective (other than Section 2.01, which shall only become effective upon satisfaction of the conditions precedent set forth in Section 3.01) when it shall have been executed by PPG and the Administrative Agent and when the Administrative Agent shall have been notified by each Initi... | Label: Binding Effects |
78bb84e4-6588-4951-b334-6b416f845a0a | Clause:
This Intellectual Property Security Agreement and the transactions contemplated hereby, and all disputes between the parties under or relating to this Intellectual Property Security Agreement or the facts or circumstances leading to its execution, whether in contract, tort or otherwise, shall be construed in ac... | Label: Governing Laws |
5a41c055-3f10-49fe-b608-82707804189f | 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 |
b6bace51-0f81-4679-b363-a3a1eec703f8 | Clause:
If any action at law or in equity is necessary to enforce or interpret the terms of this Agreement, the prevailing party shall be entitled to recover from the other party reasonable attorneys’ fees and expenses in addition to any other relief to which he or it may be entitled.
Task: Classify this clause into O... | Label: Costs |
7bd084a5-10cf-4755-ac7b-b3b8bbcbf33f | Clause:
The Purchaser has all requisite corporate power and authority to execute and deliver this Agreement and each Ancillary Document to which it is a party, to perform the Purchaser’s obligations hereunder and thereunder and to consummate the transactions contemplated hereby and thereby. The execution and delivery o... | Label: Authorizations |
f8cbcdf6-8cdd-4525-a314-7f87a166950e | Clause:
On or prior to the Initial Borrowing Date, the Effective Date shall have occurred.
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 Sa... | Label: Effective Dates |
e7668395-2179-4a97-bd67-b22baff6376b | Clause:
The Loan Documents embody the entire agreement and understanding among the Borrowers, the Agent, the LC Issuer and the Lenders and supersede all prior agreements and understandings among the Borrowers, the Agent, the LC Issuer and the Lenders relating to the subject matter thereof other than any fee letters amo... | Label: Entire Agreements |
44848d65-fbad-4824-ad2b-d44ceddfa429 | Clause:
No consent or waiver, express or implied, by any party of a breach or default by any party in the performance of its obligations hereunder shall be deemed or construed to be a consent or waiver to or of any other breach or default in the performance by such party of the same or any other obligations of such par... | Label: Waivers |
20064a7a-47c6-42d5-9b48-e6296bae4d49 | Clause:
(a) The Loans comprising each ABR Borrowing (including each Swingline Loan) shall bear interest at the Alternate Base Rate.
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: Interests |
6fca83a9-84ee-4f3a-b54d-0514b2d83968 | Clause:
Fulton Financial Corporation shall have the right to amend the Plan at such time or times and in such manner as it deems advisable and, by adopting this Plan, each Employer is deemed to consent to, and be bound by, any such amendment without further act or deed. Notwithstanding the foregoing, no amendment shall... | Label: Amendments |
aee2a84a-be78-4a6f-b95e-5e56755d11dd | Clause:
Except as expressly provided in this Second Amendment, the terms and provisions of the Lease, as previously executed by the parties, shall continue to govern the rights and obligations of the parties and all provisions and covenants of the Lease, as herein amended, remain in full force and effect. The Lease and... | Label: Binding Effects |
b017209f-2581-4d50-8f0d-9c78ecd9dd44 | Clause:
This Agreement is subject to the terms and conditions of the Plan. In the event of any inconsistent provisions between this Agreement and the Plan, the provisions of the Plan control. Capitalized terms used in this Agreement without definitions have the meanings assigned to them in the Plan. References to Secti... | Label: Interpretations |
a696a99f-0229-469c-a2ab-05e5fdf82ebd | Clause:
Except as otherwise herein provided, all statements, requests, notices and agreements shall be in writing and delivered by hand, overnight courier, mail or facsimile and, if to the Agent, shall be sufficient in all respects if delivered or sent to [ ]; if to the Forward Purchaser, it shall be suffici... | Label: Notices |
50a331ac-3ebf-459d-9653-5661b7313cb5 | Clause:
Any notice to the Company provided for in this Agreement shall be addressed to the Corporate Secretary of the Company at 1 Bella Drive, Westminster, MA 01473, and any notice to the Optionee shall be addressed to such Optionee at the current address shown on file with the Company, or to such other address as th... | Label: Notices |
b2f95cc8-9ee9-4d24-b149-9d3519409d77 | Clause:
Each Borrower shall immediately notify the Borrower Representative of the occurrence of any Default or Event of Default hereunder referring to this Agreement describing such Default or Event of Default and stating that such notice is a “notice of default”. In the event that the Borrower Representative receives ... | Label: Notices |
2c123657-0bb1-4f25-86ec-68d0c3cb3ea7 | Clause:
Notwithstanding any provision herein to the contrary, the payment of the Severance Benefits and the Pro Rata Bonus Payment, and the provision of the Accelerated Equity Benefit, pursuant to subsection (d), (e) or (g) of this Section 7, shall be conditioned upon Employee’s execution, delivery to the Company, and ... | Label: Releases |
c755b4fb-1f73-4f9b-b9c5-383191f8e1ad | Clause:
This Agreement may be executed in two counterparts, each of which will be an original and both of which will constitute together the same document. Counterparts may be signed and delivered by facsimile or digital transmission (.pdf), each of which will be binding when received by the applicable Party.
Task: Cl... | Label: Counterparts |
bfba3280-92dd-4e6a-856b-ee4e09311b3b | Clause:
As defined in Section 5.1.18.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Authorizations, Base Salary, Benefits, Binding Effects, Books, Brokers, Capi... | Label: Financial Statements |
0b2760ad-6dac-484a-a0b1-f0dd6e41bdf7 | Clause:
Subject to the provisions of Section 10.2(a), each of Agent, Lenders, each Credit Party and each of their Related Persons, is authorized (but not required) to transmit, post or otherwise make or communicate, in its sole discretion, Electronic Transmissions in connection with any Loan Document and the transactio... | Label: Authorizations |
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