id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
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|---|---|---|
0a823700-0b07-466e-8a58-1769a45908c7 | Clause:
During the Employment Term, Executive shall be entitled to participate in the Company’s employee benefit, fringe and perquisite plans, practices, policies and arrangements as in effect from time to time (collectively, “Employee Benefits”), on generally the same terms and conditions as each of the Employee Benef... | Label: General |
6c9f03e9-b874-4cb0-afc6-7a0005ec63e8 | Clause:
This Award Agreement will be construed in accordance with the laws of the State of Delaware, without regard to the application of the principles of conflicts of laws.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable La... | Label: Governing Laws |
7dc5fd1f-c008-4ea2-a00b-66ef418a3139 | Clause:
Any and all notices or other communications or deliveries to be provided by the Holder hereunder, including, without limitation, any Notice of Conversion, shall be in writing and delivered personally, by facsimile, or sent by a nationally recognized overnight courier service, addressed to the Company, at the ad... | Label: Notices |
0a47741b-b2ce-41ac-884c-6d62f4b0f8a1 | Clause:
Comply with the Laws (including any fictitious or trade name statute), regulations, and orders of any government body with authority over the Borrower’s or any Restricted Subsidiary’s business, except where the failure to comply could not reasonably be expected to have a Material Adverse Effect. The Lenders sha... | Label: Compliance With Laws |
9dd74043-ae64-42cd-8f82-82b9ac01a11c | Clause:
Borrower hereby indemnifies Lenders against any loss (each, a “ Loss ”) or reasonable out-of-pocket expenses which any Lender may sustain or incur as a consequence of (a) the receipt or recovery by a Lender whether by voluntary prepayment, acceleration or otherwise, of all or any part of a LIBOR Rate Loan other... | Label: Indemnity |
dda10b88-60ed-4a83-99f5-8bbb86dd9c6f | Clause:
The Board may, from time to time, alter, amend, suspend or terminate the Plan as it shall deem advisable, subject to any requirement for stockholder approval imposed by applicable law, including the rules and regulations of the principal U.S. national securities exchange on which the Shares are traded; provided... | Label: Amendments |
2a1195d9-08ad-4c26-bcfc-1693b596e33b | Clause:
This Agreement may be executed in counterparts (including by means of facsimile or electronic transmission of a “.pdf” or similar file), each of which shall be deemed to be an original and shall be binding upon the Member who executed the same, but all of such counterparts together shall constitute one and the ... | Label: Counterparts |
69219c54-cb48-45ad-b10a-c3dfdb1ed2cb | Clause:
Except as provided in Section 6(b) below, the Company shall distribute to the Participant one Share for each Restricted Stock Unit that vests at the end of the Restriction Period by March 15th, 2019; provided that any fractional shares deliverable to the Participant shall be rounded down to the next whole numbe... | Label: Payments |
133b44da-6bd8-4a96-aa44-efe7c04d2a26 | Clause:
This Agreement may be executed in two or more counterparts which together shall constitute a single agreement. Facsimile or electronic (i.e., PDF) signatures shall be as effective as original signatures.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments... | Label: Counterparts |
d3db047b-b24b-4d02-8838-80c2522f8947 | Clause:
In performance of its obligations under this Agreement, both Parties agree to comply with all applicable laws, rules, regulations, orders and ordinances of the United States and any other state or country with jurisdiction over the Party or the Party’s activities in performance of its obligations hereunder, and... | Label: Compliance With Laws |
acff4c81-8117-4078-820b-23a531a6fe86 | Clause:
This Agreement may not be amended, altered or modified except by an instrument in writing and signed by the parties hereto. The foregoing notwithstanding, the Developer and Owner agree to modify and amend this Agreement in the manner and to the extent reasonably required by the Construction Lender (or any prosp... | Label: Amendments |
0ef6ceab-dafd-4c3a-8312-496a5f7fa49d | Clause:
The execution and delivery of this Agreement by Seller, the performance of Seller’s obligations hereunder, the consummation of the transactions contemplated hereby and the compliance with the terms hereof (a) do not conflict with or contravene any judgment, order, decree, rule, regulation, statute or other law ... | Label: No Conflicts |
be11a65e-6e53-49ab-a2b6-71a7bfd8082d | Clause:
Borrower has disclosed to Lender all agreements, instruments and corporate or other restrictions to which it or any of its Subsidiaries is subject, and all other matters known to it, that, individually or in the aggregate, a breach of which would reasonably be expected to result in a Material Adverse Effect. No... | Label: Disclosures |
be32cb48-8ec2-48ad-8072-a70c8e2d66d2 | Clause:
The execution and delivery of this Agreement (or any related instrument) by the Partnership does not, and the consummation of the transaction contemplated hereby and the performance by the Partnership of the obligations that it is obligated to perform hereunder do not and at the Closing will not: (a) violate an... | Label: Consents |
44c26ba9-cab9-4d45-a934-ccef23e54eb0 | Clause:
The headings of the Sections of this Agreement, where employed, are for the convenience of reference only and do not form a part hereof and in no way modify, interpret or construe the meanings of the parties.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amend... | Label: Headings |
871ebf45-2b31-412f-ac9d-d9233e478c41 | Clause:
The Borrower further agrees (a) to defend, protect, indemnify, and hold harmless the Administrative Agent, the Arranger, the Co-Agents, and each and all of the other Lenders and each of their respective Related Parties (including, without limitation, those retained in connection with the satisfaction or attempt... | Label: Indemnity |
63990031-299e-4e76-97e8-429632d73bbc | Clause:
Regardless of whether the transactions contemplated by this Agreement are consummated, except as otherwise set forth herein in Section 10, Parent and Seller shall each pay its own respective legal, accounting, advisory and other fees and expenses incurred in connection with the negotiation, execution and perfor... | Label: Costs |
600adafc-3534-41f7-8b55-257a247fced9 | Clause:
Subject to the other provisions set forth in this Article 7 and any other applicable terms and conditions of this Agreement, the obligations and rights of the Parties under the following provisions of this Agreement shall survive expiration of this Agreement: Articles 1 (Definitions) (to the extent any definiti... | Label: Survival |
aab458ec-abf7-4bb3-bb74-d84ad6c7800c | Clause:
To the extent not inconsistent with this Exhibit, Section 6 of this Lease shall govern the performance of the Work and Landlord’s and Tenant’s respective rights and obligations regarding the improvements installed pursuant thereto.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustm... | Label: Miscellaneous |
173fef9e-c18e-4950-8e3b-84bc4fce2da3 | Clause:
This Agreement may not be amended or modified except by written agreement signed by you and Delta; provided , however , you acknowledge and agree that Delta may unilaterally amend the clawback provision set forth in Section 2(h) of this Agreement to the extent required to be in compliance with any applicable la... | Label: Amendments |
66196b49-f258-4eb3-ba37-f5bf12cc6ad1 | Clause:
All notices hereunder will be in writing and sent by certified mail, hand delivery, overnight delivery or fax, if sent to Rodman, at the address set forth on the first page hereof, e-mail: notices@rodm.com, Attention: Head of Investment Banking, and if sent to the Company, to the address set forth on the first ... | Label: Notices |
04a72884-a9c4-43c6-9138-fa5714bc8f3c | Clause:
The representations and warranties contained herein shall survive the Closing and the delivery of the Notes for the applicable statute of limitations.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, A... | Label: Survival |
76b62d6f-e55e-4250-9913-de8b6734d142 | Clause:
Seller is (i) a limited liability company duly organized, validly existing and in good standing under the Laws of Florida and (ii) is duly qualified or licensed to do business and is in good standing in each jurisdiction in which such qualification or licensing is necessary under applicable Laws or where the Ex... | Label: Organizations |
2b6c15df-fc31-4067-9e56-79540e28c07b | Clause:
No litigation (including derivative actions), arbitration proceeding or governmental investigation or proceeding is pending or, to the knowledge of any Loan Party or any Subsidiary of any Loan Party, threatened against any Loan Party or any Subsidiary of any Loan Party which could reasonably be expected to have... | Label: Litigations |
aa577881-b201-4a8b-9180-16274098da40 | Clause:
During and after Executive’s employment, Executive shall cooperate fully with the Company in the defense or prosecution of any claims or actions now in existence or which may be brought in the future against or on behalf of the Company or any of its subsidiaries which relate to events or occurrences that transp... | Label: Litigations |
4204562b-be1d-44a5-bb2c-244092117f0d | Clause:
The Company shall employ the Executive and the Executive shall continue to serve the Company and its Subsidiaries on conditions set forth herein for a term that begins on the Effective Date and continues through the first anniversary of the Effective Date (“Initial Term”). This Agreement shall automatically ren... | Label: Terms |
8a2b446b-4457-46a2-b92f-62596922fcf7 | Clause:
From the Effective Date through December 29, 2016, Officer agrees to be employed by and to serve Corporation as its Executive Vice President - Investments and Corporation agrees to employ and retain Officer in such capacity. Beginning on December 30, 2016 and thereafter for the remainder of the term of this Agr... | Label: Duties |
9007eea0-2f3a-41bd-8c8c-3d219004c63c | Clause:
Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Credit Agreement (after giving effect to this Amendment).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, ... | Label: Defined Terms |
289124ca-a379-45c3-8907-b8637aa4d2b6 | Clause:
All questions concerning the construction, validity, enforcement and interpretation of this Note shall be governed by and construed and enforced in accordance with the internal laws of the State of Florida, without regard to the principles of conflict of laws thereof. Each party agrees that all legal proceeding... | Label: Governing Laws |
a5172c3f-24f3-473a-afeb-3e2a3dd8f08a | Clause:
Neither the Company nor any of its Subsidiaries is required to obtain any consent, authorization or order of, or make any filing or registration with (other than the filing of a Form D with the SEC, any registration statement as required under the Registration Rights Agreement, other filings as may be required ... | Label: Consents |
809f0107-3260-43da-9ae9-ef5b8531c641 | Clause:
Each payment of the Guaranteed Obligations will be made by each Loan Party without withholding for any Taxes, unless such withholding is required by law. If any Loan Party determines, in its sole discretion exercised in good faith, that it is so required to withhold Taxes, then such Loan Party may so withhold a... | Label: Taxes |
edcc82f9-9e77-4a42-b2b4-44667968b2ed | Clause:
(a) All amounts to be paid by the Seller or the Servicer to the Administrative Agent, any Purchaser Party, any Affected Person or any Seller Indemnified Party hereunder shall be paid no later than noon (New York City time) on the day when due in same day funds to the account so designated by the Administrative ... | Label: Payments |
69a72862-2bad-4d85-b791-ea68b4857588 | Clause:
During the first 90 days of a Disability, the Company shall continue to pay the Executive’s salary, and the Executive shall remain in the employ of the Company during that period.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, ... | Label: Disability |
6598cd8b-8063-454b-ae44-eb07d6200b8e | Clause:
Consultant shall have sole responsibility for withholding and payment of all applicable taxes or contributions imposed or required under applicable law with respect to any amounts paid by Company to Consultant under this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustm... | Label: Taxes |
c452f263-a0a5-4db9-91f6-999f2048de21 | Clause:
All amounts due under this Section shall be payable promptly, but in any event within ten (10) Business Days after demand therefor.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignm... | Label: Payments |
13d31678-2071-45f3-873d-694fc42830aa | Clause:
Borrower shall give prompt notice to Lender of any litigation or proceedings by any Governmental Authority pending or threatened against Borrower , Principal and/or Guarantor which might materially adversely affect Borrower’s, Principal’s or Guarantor’s condition (financial or otherwise) or business or the Prop... | Label: Litigations |
e043a964-9efe-478b-a2e7-2b5180e415b7 | Clause:
If any provision of this Fourth Amendment Agreement is prohibited by law or otherwise determined to be invalid or unenforceable by a court of competent jurisdiction, the provision that would otherwise be prohibited, invalid or unenforceable shall be deemed amended to apply to the broadest extent that it would b... | Label: Severability |
14843596-c909-46f7-b917-0a9961c2802f | Clause:
Each of Borrower and Borrower Representative shall (i) do or cause to be done all things necessary to preserve, renew and keep in full force and effect its existence, rights, and franchises, (ii) continue to engage in the business presently conducted by it, (iii) obtain and maintain all Licenses, and (iv) quali... | Label: Existence |
6063d75d-7f32-4e71-a8b4-ec0ce6964216 | Clause:
Executive shall be entitled to participate in, to the extent Executive is otherwise eligible under the terms thereof, the benefit plans and programs, and receive the benefits and perquisites, generally provided by the Company to executives of the Company, including without limitation family medical insurance. N... | Label: Benefits |
cf6e79d4-8c5c-4979-9bfe-0d15dcaddadc | Clause:
This Third Amendment shall constitute a Loan Document for all purposes of the Credit Agreement and the other Loan Documents.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, A... | Label: Remedies |
23ef662a-0424-4d70-b443-74bf0bcc1994 | Clause:
Anything herein to the contrary notwithstanding, the Debtor shall remain liable under each contract or agreement comprised in the Collateral to be observed or performed by the Debtor thereunder. The Secured Party shall not have any obligation or liability under any such contract or agreement by reason of or ari... | Label: Duties |
bbac0c26-46c5-42e0-afb9-fce5cb07d406 | Clause:
Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Stockholders Agreement.
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: Defined Terms |
94d3043b-1594-45e7-ac6e-3b99e8abc672 | Clause:
Subject to the provisions set forth in Appendix 14.3, if a Participant dies before his or her Account is paid to him or her in full, the remaining portion of the Account will be paid to his or her Beneficiary determined in accordance with (b) below.
Task: Classify this clause into ONE of these types (exactly o... | Label: General |
e6b61163-c56d-4af8-9945-4231a914a993 | Clause:
Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned, in whole or in part, by any of the parties without the prior written consent of the other party. Subject to the preceding sentence, this Agreement shall be binding upon, inure to the benefit of, and be enforceabl... | Label: Assignments |
413c7e3f-97fb-4a90-b5e9-e1d93cc184fb | Clause:
This letter agreement contains the entire understanding of the parties in respect of the subject matter hereof, and supersedes all prior negotiations and understandings between the parties with respect to such subject matter.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, ... | Label: Entire Agreements |
adf4e077-d14d-45a3-9092-4aae0e2e1a53 | Clause:
In the event of any termination or expiration of this Agreement, each of the provisions of ARTICLE 1, 6, 7, 8, 9, 10 and 11 and Sections 2.9 , 3.5 , 3.7 , 3.8 , and 3.9 and other terms that by their nature are intended to survive, shall survive the termination or expiration of this Agreement and continue to be ... | Label: Survival |
2714c60f-34d9-406e-a2e0-7dbf0711d6d8 | Clause:
(a) Upon the terms and subject to the conditions set forth in this Agreement, at the Closing, the Company agrees to issue and sell to the Buyer, and the Buyer agrees to purchase from the Company, the number of newly issued Ordinary Shares (the Purchased Shares ) as determined in accordance with Section 2.1(c), ... | Label: Sales |
ab31d01c-7490-40f7-ae9f-d9ecfecd2a20 | Clause:
This Agreement may be executed in two or more counterparts, each of which shall be deemed to be an original but all of which together shall constitute one and the same instrument. Each party hereto will receive by delivery or by facsimile or other electronic transmission a duplicate original of the Agreement ex... | Label: Counterparts |
3800f265-eaed-498c-b6f6-3b3331af8186 | Clause:
During the Employment Period, the Executive shall receive a base salary equal to $400,000 per annum (the “ Base Salary ”). The Base Salary shall be reviewed annually by the Compensation Committee of the Board (the “ Compensation Committee ”) and may be increased from time to time by the Compensation Committee ... | Label: Base Salary |
d9bdd401-9d2f-4a2a-ba5f-3f31de8d3204 | Clause:
This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements and understandings, including the Prior Agreement, whether written or oral, relating to the subject matter of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustmen... | Label: Entire Agreements |
558606f5-4df1-4e82-b09e-e04e7cba418f | Clause:
Any provision of this Agreement held to be invalid, illegal or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such invalidity, illegality or unenforceability without affecting the validity, legality and enforceability of the remaining provisions hereof; and the... | Label: Severability |
2d430d55-0961-4c57-b568-c71e9841c36e | Clause:
Each Grantor hereby covenants and agrees that with respect to any material letter of credit hereafter arising it shall obtain the consent of the issuer thereof to the assignment of the proceeds of the letter of credit to the Secured Party and shall deliver to the Secured Party a completed Pledge Supplement, sub... | Label: Agreements |
6473279a-dae5-46cc-a868-4771d08bbcbf | Clause:
The term (“ Term ”) of the Agreement shall begin on the Effective Date and continue until terminated in accordance with Section 3.2 below.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, ... | Label: Terms |
91e48c44-4d3a-4091-a925-02d1421c93f2 | Clause:
This Agreement shall not be changed, modified, terminated or discharged, in whole or in part, except by an instrument in writing signed by both parties hereto, or their respective successors or assignees.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendment... | Label: Modifications |
a32b66d0-d970-4e2f-9636-74a4f46bce10 | Clause:
This Amendment may be executed in two or more counterparts and via facsimile, pdf or electronic delivery, each of which shall be considered an original instrument, but all of which shall be considered one and the same agreement, and shall become binding when one or more counterparts have been signed by each of ... | Label: Counterparts |
3c029ffb-de8a-4824-a212-f0b25ea23e86 | Clause:
During and after the negotiation of the Purchase Agreement, Licensee and Licensor (or its Designee) shall each use its commercially reasonable efforts acting in good faith to obtain such governmental and third party consents as may be required in order to consummate the closing of the purchase of the Selected A... | Label: Approvals |
377bf37d-5932-4755-8587-7a363daa1ab0 | Clause:
This Agreement, the Proprietary Information and Confidentiality Agreement attached and the exhibits hereto, contain the entire Agreement among the parties and supersede all prior and contemporaneous oral and written agreements, understandings and representations among the parties, including without limitation a... | Label: Entire Agreements |
a6e23458-d8cb-4387-bb01-15ea792e49fe | Clause:
The Seller shall not engage in any transaction with the Originator or any Affiliate of the Originator except pursuant to, or as contemplated by, this Agreement, or as is necessary to carry out its obligations hereunder or under the other Transaction Documents.
Task: Classify this clause into ONE of these types... | Label: Transactions With Affiliates |
78387c37-c2c8-40a9-87a9-33c9e9b071da | Clause:
The respective rights and obligations of the parties hereunder shall survive the termination of this Agreement to the extent necessary to the intended preservation of such rights and obligations.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-C... | Label: Survival |
ff7437bc-0b2d-4692-bae4-37a9be8fe380 | Clause:
Parent and each Subsidiary has filed all federal, state, foreign and local tax returns which were required to be filed (subject to any valid extensions of the time for filing), the failure to file of which would have a material adverse effect on Parent’s or such Subsidiary’s business or financial condition, and... | Label: Taxes |
23fd5f41-049c-410a-a96d-62be815163f6 | Clause:
All corporate action on the part of the Shareholder, its officers, directors and stockholders necessary for the authorization, execution, delivery and performance of this Agreement has been taken. When executed and delivered by the Shareholder, this Agreement shall constitute the legal, valid and binding obliga... | Label: Authorizations |
76bf7f41-90b2-4d50-b68f-199899be5040 | Clause:
The Loan Parties acknowledge and agree that, as a result of the existence of the Specified Defaults, and notwithstanding anything contained in the Credit Agreement to the contrary (including, without limitation, Article II thereof), the Administrative Agent and the Lenders have no obligation to make (and shall ... | Label: Terminations |
9670cdb9-a800-4cde-8874-fe93f5ec29e2 | Clause:
Pledgor shall cause Issuer to execute and deliver to Lender an Acknowledgment and Consent with respect to this Agreement in the form of Exhibit C attached hereto in connection with the execution and delivery of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments,... | Label: Consents |
e993340e-95af-47af-8ac5-7f45df93416c | Clause:
All governmental and third party approvals relating to the Loan Parties reasonably necessary in connection with the transactions contemplated hereby shall have been obtained and be in full force and effect.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendme... | Label: Approvals |
a41fdec3-47ed-4b21-84fc-b8384aa3f445 | Clause:
This Agreement will be binding upon, and inure to the benefit of, the Parties and their permitted successors and assigns, and nothing herein is intended to or shall confer any right, benefit or remedy on any other person or entity, except for the Affiliates of Goodyear and Licensee, which are intended beneficia... | Label: Assignments |
62ae2e5d-0f69-4ae1-a8ea-a4e83df0f17a | Clause:
If Bayer desires to sublicense rights to Commercialize a Licensed Product in the United States and/or three (3) or more of the European Major Markets to a Third Party, such sublicensing shall be subject to prior consultation with and prior written consent of Licensor, such consent to not be unreasonably withhel... | Label: Consents |
e3cc078d-1b6f-46e7-b9d9-8599f55dcf0c | Clause:
Except as described on Schedule 5.10 , Borrower has all material rights with respect to Intellectual Property necessary or material in the operation or conduct of Borrower’s business as currently conducted and proposed to be conducted by Borrower. Without limiting the generality of the foregoing, and in the cas... | Label: Intellectual Property |
b91d922d-5ac9-4551-941c-22001df8b3d0 | Clause:
Any notice required or permitted by this Agreement shall be in writing and shall be delivered as follows with notice deemed given as indicated: (a) by personal delivery when delivered personally; (b) by overnight courier upon written verification of receipt; (c ) by telecopy or facsimile transmission upon ackn... | Label: Notices |
81e2b022-fbda-4161-92ce-80342d93fc8d | Clause:
Employee’s employment with the Company shall begin on January 17, 2011 (“ Commencement Date ”) and shall continue for a period of five (5) years from such date, unless it is terminated earlier in accordance with Article II of this Agreement. The term of this Agreement may be extended upon written agreement by E... | Label: Terms |
a7f08584-a18d-4ded-9dcf-03a4a140e83a | Clause:
Mr. Corrato agrees that he shall not make, or cause to be made, any disparaging or critical remarks, comments or statements about or against the Company or its subsidiaries (including the Bank) or affiliates or any director, officer, employee or customer of any such entities at any time in the future, except fo... | Label: Non-Disparagement |
af25f409-8a2c-4fdb-9d20-934ba3d7f384 | Clause:
This Amendment may be signed in counterparts, each of which shall be deemed an original and all of which together shall be one and the same instrument. A signature hereon sent by facsimile or other electronic means shall be as effective as an original signature.
Task: Classify this clause into ONE of these ty... | Label: Counterparts |
c8c4ced9-f950-466d-9825-254b384e9c79 | Clause:
The term of this Agreement (the “Term”) shall commence as of the date hereof and shall automatically expire on March 31, 2017. Executive and Company each hereby acknowledge and agree that Executive’s employment shall automatically terminate upon the March 31, 2017, expiration of the Term of this Agreement, unle... | Label: Terms |
38dd6c26-e287-4196-b3c0-04f2a7dfb1f2 | Clause:
The Borrower will use the proceeds for general corporate purposes. The Borrower will not use the proceeds of any loan provided hereby in such a manner as to result in a violation of Regulations T, U or X of the Board of Governors of the Federal Reserve System.
Task: Classify this clause into ONE of these type... | Label: Use Of Proceeds |
9037cd27-26fc-467e-92ab-d32faa683aca | Clause:
Processor agrees that all information concerning the Obligors of the Receivables which comes into Processor’s possession pursuant to this Agreement, other than that which is already known by Processor or to the general public, will be treated in a confidential manner.
Task: Classify this clause into ONE of the... | Label: Confidentiality |
11a0ff3e-8a8b-4d17-9b7f-be1f464614e0 | Clause:
Each Borrower and Subsidiary has duly complied, and its Properties and business operations are in compliance, in all material respects with all Applicable Law, except where noncompliance could not reasonably be expected to have a Material Adverse Effect. There have been no citations, notices or orders of nonco... | Label: Compliance With Laws |
085d0448-0a4f-4f47-95a5-afc515e9a6ab | Clause:
A medically-determinable physical or mental impairment as a result of which Executive is receiving income replacement benefits under the Company’s long-term disability plan.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applic... | Label: Disability |
e8709fe1-2ec0-4e4e-aae8-b96e85f6996e | Clause:
Any notice under this Amendment will be in writing in English and addressed to the other party at its address set forth below (or to any other address that the receiving party may designate from time to time in accordance with this Section). Notices will be delivered by: (i) personal delivery; (ii) courier or f... | Label: Notices |
8ea0aadf-e8b9-468e-bf28-d2b68001e845 | Clause:
The headings of this Agreement are for purposes of convenience only and shall not limit or define the meaning of the provisions of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbit... | Label: Headings |
804a4a21-d54a-473b-8054-bd6c5919835d | Clause:
(a) No amendment or waiver of any provision of this Agreement, the Notes or any other Loan Document, nor consent to any departure by any Borrower therefrom, shall in any event be effective unless the same shall be in writing and signed by the Required Lenders (and in the case of any amendment to any Loan Docume... | Label: Amendments |
71f4b73f-263f-4003-81cc-2aad526b894d | Clause:
Any controversy or claim arising out of or in connection with this Agreement or any breach of this Agreement or default under this Agreement shall be settled by binding arbitration in the City of Dallas, Texas, in accordance with the rules of the American Arbitration Association, and, judgment upon the award re... | Label: Arbitration |
6324fb88-e13d-457e-b5cc-67829eb8b280 | Clause:
The Borrower will, and will cause each Subsidiary to, timely file complete and correct United States federal and applicable foreign, state and local tax returns required by law and pay when due all taxes, assessments and governmental charges and levies upon it or its income, profits or Property, except those wh... | Label: Taxes |
25457c79-01e6-4a01-badc-3a7006643631 | Clause:
The date and time of the Closing (the " Closing Date ") shall be 10:00 a.m., New York City time, on the Execution Date (or such later date as is mutually agreed to by the Company and each Buyer) after notification of satisfaction (or waiver) of the conditions to the Closing set forth in Sections 6 and 7 below, ... | Label: Closings |
d4abebf8-abfc-4351-a013-5563e024db8b | Clause:
The Company will withhold Shares having a Fair Market Value on the date the tax is to be determined equal to the minimum statu t ory amount (or such other amount as may be determined by the Administrator in accordance with the Plan) for federal, state, local and employment taxes which could be withheld on the t... | Label: Withholdings |
9ea01d0e-bc0d-4437-bf2d-d82760ce8ce0 | Clause:
Company shall reimburse Executive for business expenses incurred by Executive in the performance of his duties under this Agreement from time to time, including, without limitation, reimbursement for travel expenses, automobile expenses, mobile phone devices and data plans, upon Executive’s submission to Compan... | Label: Expenses |
9246ed6d-39c2-438e-b7a5-f3597edbc729 | Clause:
Whenever the following terms are used in this Option Agreement (Agreement), they have the meanings below. Capitalized terms that are not defined in this Agreement have the meanings defined in the Plan.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, ... | Label: Definitions |
30b246cb-7a9f-4b6b-9bbb-15f6ebaf5ba5 | Clause:
This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of Delaware without reference to the conflict of laws principles thereof that would result in the application of the laws of another jurisdiction. Each of the Parties hereto irrevocably agrees that any legal ... | Label: Applicable Laws |
0fa10f17-3bdb-4b2d-9bf2-62d69d107b0c | Clause:
Subject to the provisions of this Agreement, the closing of the Merger (the “ Closing ”) shall take place in New York City at the offices of Wachtell, Lipton, Rosen & Katz, New York, New York on the second Business Day following the satisfaction or, to the extent permitted hereunder, waiver of the conditions se... | Label: Closings |
8af1ad34-21b0-4e67-8be1-516bc5e02828 | Clause:
This Agreement shall be construed, administered and enforced according to the laws of the State of New York without giving effect to the conflict of laws principles thereof, except to the extent that such laws are preempted by the federal law. The federal and state courts having jurisdiction in Kings County, Ne... | Label: Governing Laws |
3a09c1ac-698e-4d3c-bbdc-68279bb467e2 | Clause:
This Agreement represents the entire agreement and understanding between the Company and Employee concerning the subject matter of this Agreement and Employee’s employment with and separation from the Company and the events leading thereto and associated therewith, and supersedes and replaces any and all prior ... | Label: Entire Agreements |
b7504fbb-f350-41ac-bcda-320f638be863 | Clause:
(i) Each of the Loan Parties shall not, and shall not permit any of its Subsidiaries to, own or create directly or indirectly any Subsidiaries, except (a) any Domestic Subsidiary that has joined this Agreement as a Borrower or Guarantor on the Closing Date, (b) any Material Subsidiary acquired, incorporated or ... | Label: Subsidiaries |
d005f591-f984-4f2f-9672-cd8e7bac3245 | Clause:
Set forth on Schedule 5.17(b) is a list of all registered or issued Intellectual Property (including all applications for registration and issuance) owned by each of the Loan Parties or that each of the Loan Parties has the right to (including the name/title, current owner, registration or application number, a... | Label: Intellectual Property |
4074d410-d799-44d0-806d-10227d390363 | Clause:
Employee agrees to cooperate with and assist the Company with any investigation, lawsuit, arbitration, or other proceeding to which the Company is subjected. Employee will make Employee available for preparation for, and attendance of, hearings, proceedings or trial, including pretrial discovery and trial prepa... | Label: Cooperation |
cfa1ec72-4671-4972-8854-9be608603f5d | Clause:
This Agreement shall terminate upon the repayment or conversion, as the case may be, of all of the Notes outstanding.
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: Terminations |
337bfda4-a050-493d-9ea9-285348119690 | Clause:
This Agreement shall be deemed to be an Award Agreement as defined in the Plan. This Agreement constitutes the entire understanding of the legal obligations between the parties with respect to the subject matter hereof and controls and supersedes any prior understandings, agreements or representations by or bet... | Label: General |
b07bff7a-c5e8-49e2-a0ac-8156bd01c19e | Clause:
Section and subsection headings in this Amendment No. 2 are included herein for convenience of reference only and shall not constitute a part of this Amendment No. 2 for any other purpose or be given any substantive effect.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Ag... | Label: Headings |
ab6ff925-0689-4e6b-aa1a-a03addcf9c98 | Clause:
Until the Closing, Buyer shall use commercially reasonable efforts to take all action and to do all things necessary, proper or advisable in order to consummate and make effective the transactions contemplated by this Agreement, including satisfying Seller’s conditions to Closing in 0 . Until the Closing, the ... | Label: General |
7d379ba3-9bb2-406b-a03c-3e0ad4dd95c2 | Clause:
Any notice provided for in this Agreement must be in writing and must be either personally delivered, transmitted via telecopier, mailed by first class mail (postage prepaid and return receipt requested) or sent by reputable overnight courier service (charges prepaid) to the recipient at the address below indic... | Label: Notices |
fbee22c1-626f-42ae-b071-e8f0bd8eceff | Clause:
This Amendment may be executed in any number of counterparts and by the parties hereto on separate counterparts but all such counterparts shall together constitute one and the same instrument. Facsimile execution and delivery of this Amendment is legal valid and binding execution and delivery for all purposes.
... | Label: Counterparts |
233cc66d-9520-4b37-b27b-99ce10de2ebd | Clause:
If any provision of this Agreement is held to be void, invalid or unenforceable, the same shall be reformed to give the fullest effect to the intention of the parties when executing this Agreement while complying with Applicable Law or stricken if not so conformable, so as not to affect the validity or enforcea... | Label: Severability |
883c2506-4595-47b2-8783-676c7283ea9f | Clause:
The issuance by an Issuing Bank of any amendment, supplement or other modification to any Letter of Credit (excluding any amendment that reduces the amount of such Letter of Credit) issued by it shall be subject to the same conditions applicable under this Agreement to the issuance of new Letters of Credit (inc... | Label: Amendments |
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