id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
c1839fa9-4f56-4b3c-be3a-278c0bd1499f | Clause:
Subject to the terms and conditions set forth in this Agreement, and upon execution and delivery of this Agreement, Seller (“Seller”) shall sell to Buyer, and Buyer shall purchase from Seller, such number of the Company’s Common Shares as set forth on Schedule I attached hereto (the “Seller Shares”), for an agg... | Label: Sales |
43e2b392-0eab-4be1-b7bd-c8ff5b882331 | Clause:
For purposes of this Section 3.03 , the term “applicable law” includes FATCA.
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,... | Label: Defined Terms |
5058e3e8-81cc-40d0-a914-fcab2fc90ace | Clause:
This Assignment may be executed by PDF signatures and/or in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, A... | Label: Counterparts |
0cf6e793-eb21-4236-949e-a162ce7e9cf0 | Clause:
This Warrant and all actions arising out of or in connection with this Agreement shall be governed by and construed in accordance with the laws of the State of California, without regard to the conflicts of law provisions of the State of California or of any other state.
Task: Classify this clause into ONE of ... | Label: Governing Laws |
a0b37f10-e566-4eef-8fa0-f00da2fa0bb5 | Clause:
T h i s Agreeme nt ma y be e x ecute d by one or m o r e of t he partie s t o thi s Agreeme nt on a ny n um b e r of se p arat e co u nterparts , a nd al l of sai d c o u n ter p art s take n t o get h e r s h al l be d eeme d t o c on stitut e one a nd t he sam e ... | Label: Counterparts |
b6b523f3-1951-44cc-9cbc-8cffe5983127 | Clause:
The execution, delivery and performance of this Guaranty by Guarantor will not violate any Applicable Law or any Contractual Obligation or Organizational Document of Guarantor and will not result in, or require, the creation or imposition of any Lien on any of its respective Properties or revenues pursuant to a... | Label: No Conflicts |
7b223755-a71c-4a57-b3cb-703f58821e82 | Clause:
This Amendment shall be governed by and construed in accordance with the laws of the State of New York, without regard to principles of conflicts of law thereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, A... | Label: Governing Laws |
a269c7b8-40b5-4eb4-b655-991549628980 | Clause:
The Company, and the Buyer shall have the right to review a reasonable period of time before issuance of any press releases, OTCQB or FINRA filings, or any other public statements with respect to the transactions contemplated hereby; provided , however , that the Company shall be entitled, without the prior app... | Label: Publicity |
8001f570-36b8-477e-bbf6-e14b87bdd2c1 | Clause:
(a) Addresses . All notices, demands, requests, directions and other communications required or expressly authorized to be made by this Agreement shall, whether or not specified to be in writing but unless otherwise expressly specified to be given by any other means, be given in writing and (i) addressed to, w... | Label: Notices |
c02c29f0-91e6-429f-bd44-889fe30424ad | Clause:
Except as otherwise provided in this Agreement, distributions prior to the dissolution of JVCO shall be made in accordance with this Article V and each Shareholder actually receiving amounts pursuant to a specific distribution by JVCO shall receive a pro rata share of each item of cash or property of which such... | Label: General |
15b79996-334f-43be-80e1-0edb813708c2 | Clause:
(a) Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable withholding agent) requires... | Label: Taxes |
ad47a132-4b12-4248-9f4f-ebec49b32b89 | Clause:
Any notice that the Company is required to or may desire to give you shall be given by personal delivery, recognized overnight courier service, email, telecopy or registered or certified mail, return receipt requested, addressed to you at your address of record with the Company, or at such other place as you ma... | Label: Notices |
8b8720b1-7768-45a4-92e9-0495928ee5da | Clause:
THIS AGREEMENT SHALL BE CONSTRUED AND ENFORCED IN ACCORDANCE WITH, AND THE RIGHTS OF THE PARTIES SHALL BE GOVERNED BY, THE LAW OF THE STATE OF NEW YORK EXCLUDING CHOICE-OF-LAW PRINCIPLES OF THE LAW OF SUCH STATE THAT WOULD PERMIT THE APPLICATION OF THE LAWS OF A JURISDICTION OTHER THAN SUCH STATE.
Task: Classi... | Label: Governing Laws |
0a54e554-cb4a-479b-a2e3-d72fcb2e6463 | Clause:
Landlord shall notify Tenant of the Entitlement Conditions applicable to the Zoning Permits (including, without limitation, any Entitlement Base Building Plan Changes and any Layout Changes), within three (3) business days following the determination thereof (“ Landlord's Entitlement Condition Notice ”).
Task:... | Label: Notices |
ce3192a6-75a2-4a96-b2d8-87b0a2d2f3ff | Clause:
All of Tenant’s obligations under this ARTICLE XIII or otherwise relating to obtaining, and maintaining, claims made coverages, and/or switching back to occurrence based coverage, shall survive the expiration or termination of this Lease as it applies to any or all of the Leased Properties.
Task: Classify th... | Label: Survival |
cd176dbd-d2b9-4485-84ec-d0dd8713aabe | Clause:
Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction will be ineffective, as to such jurisdiction, to the extent of such prohibition or unenforceability without invalidating the remaining provisions of this Agreement or affecting the validity or enforceability of such provisio... | Label: Severability |
793701d5-04c5-47ff-b27a-ff858409c659 | Clause:
This Agreement, together with the Second Exchange Note, the other Exchange Documents, and the Transaction Documents, constitutes and contains the entire agreement between the parties hereto, and supersedes all prior oral or written agreements and understandings between Holder, the Company, their affiliates and ... | Label: Entire Agreements |
5e689883-4f72-4723-bc98-4acbaf431c7f | Clause:
The Employment Period and the Employee's employment hereunder shall terminate upon his death.
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, Authorizatio... | Label: Death |
e43001bd-9d4f-4275-9edb-72ecbcba31b8 | Clause:
(a) The Borrower agrees to pay to the Administrative Agent, for the account of the Administrative Agent, the “Second Lien Facility Administration Fee” as set forth in the Administrative Agent Fee Letter, as may be amended, restated, supplemented or otherwise modified from time to time, at the times specified th... | Label: Fees |
4df1204a-5590-4173-9f83-90255f480d46 | Clause:
A Stock Appreciation Right granted in connection with an Option shall entitle the holder thereof, upon exercise of the Stock Appreciation Right or any portion thereof, to receive payment of an amount computed pursuant to Section 7(b)(3).
Task: Classify this clause into ONE of these types (exactly one label):
A... | Label: Payments |
29f7ba9f-ce97-4f6b-bbf5-ce8b727ed451 | Clause:
In addition to Synacor’s notice obligation specified in Section 16.1(a) , Synacor shall promptly notify AT&T if Synacor reasonably believes that any of the AT&T Derived Data Prohibitions have been violated or if the scope of any of the AT&T Derived Data Permissions has been exceeded.
Task: Classify this clause... | Label: Notices |
2e529a71-c6d4-49ca-abfa-d1280fa1afbc | Clause:
The Loan Parties will not, and will not permit any of the Restricted Subsidiaries to, enter into any arrangement, directly or indirectly, whereby it shall sell or transfer any Property, real or personal, used or useful in its business, whether now owned or hereafter acquired, and thereafter rent or lease such P... | Label: Sales |
eb3757c2-7c42-4dde-b88c-e119fe214b3e | Clause:
All reasonable, documented third party out‐of‐pocket fees and expenses of the Investors accrued in connection with the execution, delivery and performance of this Agreement and in connection with due diligence, negotiations and document preparation related to the transactions contemplated by this Agreement, inc... | Label: Expenses |
d8485d80-94fa-45dd-a6d5-20f936f14e66 | Clause:
The provisions of this Agreement will benefit and will be bindin g upon the permitted assigns, successors in interest, personal representatives, estates, heirs and legatees of each of th e parties hereto. However, the Stock Option is non-assignable, except as may be permitted by the Plan.
Task: Classify this c... | Label: Successors |
f378ff6c-5f0b-4cbb-8092-27a11c41517c | Clause:
On the Closing Date, upon the terms and subject to the conditions set forth herein, substantially concurrent with the execution and delivery of this Agreement by the parties hereto, the Company agrees to sell, and each Purchaser, severally and not jointly, agrees to purchase that number of Shares and Warrants s... | Label: Closings |
58c1cc12-79c5-4296-8064-ff0bc103d140 | Clause:
Utility bills or charges, where applicable, shall be prorated as of the Closing Date. The parties shall, to the extent reasonably possible, have utility meters read the day preceding the Closing Date and Seller shall be responsible for paying all utility bills or charges which accrued against the Property prior... | Label: Insurances |
6fd5e367-d16f-4ea0-8673-d078079f60da | Clause:
Grote Molen and Merger Co. have each complied with all applicable statutes and regulations of any federal, state, or other governmental entity or agency thereof, except to the extent that noncompliance would not materially and adversely affect the business, operations, properties, assets, or condition of Grote ... | Label: Compliance With Laws |
56a77508-ae94-431f-8523-b9b534bd39be | Clause:
Schedule 4.14 sets forth a true, correct and complete list of the Contracts and arrangements that are in existence as of the date of this Agreement under which there are any existing or future Liabilities or obligations between the Purchaser and any (a) present or former director, officer or employee or Affilia... | Label: Transactions With Affiliates |
37e0d81c-3a52-423b-8ee0-8eac9eb2dc64 | Clause:
Each of the parties to this Agreement will be entitled to enforce its rights under this Agreement specifically, to recover damages and costs (including reasonable attorneys’ fees) caused by any breach of any provision of this Agreement and to exercise all other rights existing in its favor. The parties agree an... | Label: Remedies |
3383abd8-c680-42bc-b4e9-87ef45ab3ec6 | Clause:
This Agreement (together with the Management Stockholders Agreement, the Registration Rights Agreement, the Class A Stockholders Agreement, the Class C Stockholders Agreement and the Subscription Agreements) constitutes the entire understanding and agreement between the parties and supersedes and replaces any p... | Label: Entire Agreements |
b3c68514-b7f4-46f5-8802-95bf77f70904 | Clause:
Owner agrees to review any contracts or agreements submitted by Developer to Owner for Owner’s signature and to execute any such contracts or agreements approved by Owner so as to not cause any undue delay in the Project Development Schedule.
Task: Classify this clause into ONE of these types (exactly one labe... | Label: Agreements |
73281cdd-92ed-4a34-a0b5-3471a40d9bc6 | Clause:
The Administrator may not, without first obtaining stockholder approval: (A) modify or amend an Option or Stock Appreciation Right to reduce the exercise price of such Option or Stock Appreciation Right after it has been granted (except for adjustments made pursuant to Section 16), or (B) cancel any outstanding... | Label: Modifications |
bade53c2-4144-4117-beec-20ab239c7ed9 | Clause:
All representations and warranties made under this Agreement shall be deemed to be made, and shall be true and correct, at and as of the Agreement Date (unless otherwise specified). All representations and warranties made under this Agreement shall survive, and not be waived by, the execution hereof by the Lend... | Label: Warranties |
03bf3690-2887-457f-9de9-dd423bdb1dc6 | Clause:
Within a reasonable time after a Subsidiary is organized or acquired, or any Person becomes a Subsidiary pursuant to the definition thereof, or is designated by the Borrower or the Lender as a Subsidiary, the Borrower shall provide the Lender with written notice thereof setting forth information in reasonable d... | Label: Subsidiaries |
be7cb33d-67f9-492d-9f35-9a810a3ccca8 | Clause:
The Company agrees to indemnify each of the Agent and its affiliates as set forth in Exhibit I attached 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, Autho... | Label: Indemnifications |
df06687b-7317-4843-8d82-c955aee44f0e | Clause:
Subject to the provisions of Section 3.1 , each Swingline Loan shall bear interest, at the option of the Borrower, at a per annum rate equal to (i) the Adjusted Base Rate or (ii) the 30‑Day Interbank Offered Rate plus the Applicable Rate. Interest on Swingline Loans shall be payable in arrears on each applicabl... | Label: Interests |
b6f8d40a-6a90-4266-ab76-7b5baacb0ffe | Clause:
The Purchasers' Expenses shall have been received by the Purchasers' counsel.
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,... | Label: Fees |
efb31b7c-4598-4c86-9ec3-9914bb0eb405 | Clause:
Any Lender may at any time, without the consent of, or notice to, the Borrower, the L/C Issuer or the Administrative Agent, sell participations to any Person (other than a natural Person, a Defaulting Lender, an Ineligible Assignee or the Borrower or any of the Borrower’s Affiliates or Subsidiaries) (each, a “ ... | Label: Participations |
64342376-3134-45d3-b921-96e76dc68bbf | Clause:
All notices or communication required or permitted to be given by either Party hereunder shall be deemed sufficiently given if delivered in person, mailed by registered mail or certified mail, return receipt requested, or sent by overnight courier, such as Federal Express, to the other Party at its respective a... | Label: Notices |
69d47e53-df14-459e-83bd-ebbafc62dea5 | Clause:
Use the proceeds of the Loans for general corporate purposes.
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, Bindi... | Label: Use Of Proceeds |
5a5e7370-0d2f-42a2-b7a2-e832d178a3e9 | Clause:
The headings contained herein are for the convenience of reference and are not to be used in interpreting this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assi... | Label: Headings |
d60874ef-d85f-44ef-9144-847fd8f5cb88 | Clause:
Subject to Section 3.7 , each party to this Agreement, by its execution hereof, hereby irrevocably: (i) submits to the exclusive jurisdiction of the Chancery Court of the State of Delaware or, if but only if such Court declines jurisdiction, the Superior Court of the State of Delaware or the United States Distr... | Label: Consent To Jurisdiction |
cebd9f59-fd4a-4ad8-b36d-a70220a044b1 | Clause:
Any entitlement to any severance benefits shall be governed by the terms of Sections 10 and 11 of the Employment Agreement (if applicable) and shall be deemed to include statutory entitlements (if any) under UK law.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements... | Label: Terminations |
ac0cbcca-2d21-430a-b97d-78cb758947c8 | Clause:
Since January 1, 2013, the Business has been conducted in compliance with all, and not in violation of any, and, to the knowledge of Parent is not under investigation with respect to and has not been threatened to be charged with or given notice of any violation of any, and has not conducted any internal invest... | Label: Compliance With Laws |
d28de3d6-cae1-48f8-baac-1953df93c421 | Clause:
Unless otherwise specified herein, each term used herein that is defined in the Transaction Documents shall have the meaning assigned to such term in the Transaction Documents, as applicable. Each reference to "hereof," "hereto," "hereunder," "herein" and "hereby" and each other similar reference, and each refe... | Label: Definitions |
6bf78a97-65e5-4034-8d6e-635b58fb2ed9 | Clause:
If a claim or request under this Section 6 is not paid by the Company or on its behalf, within thirty (30) days after a written claim or request has been received by the Company, Executive may at any time thereafter bring an arbitration claim against the Company to recover the unpaid amount of the claim or requ... | Label: Enforcements |
b640539f-a12a-43b4-aebe-65bcd1663d3a | Clause:
If the Executive asserts any claim in any contest (whether initiated by the Executive or by the Company) as to the validity, enforceability or interpretation of any provision of this Agreement, the Company shall pay the Executive’s legal expenses (or cause such expenses to be paid) including, without limitation... | Label: Expenses |
c2805a8e-22b2-469d-bdb5-1e4ee560e9c6 | Clause:
All the accounts, books, registers, ledgers, CATQ Board minutes and financial and other records of whatsoever kind of CATQ have been fully, properly and accurately kept and completed; there are no material inaccuracies or discrepancies of any kind contained or reflected therein; and they give and reflect a true... | Label: Books |
1eefa8ef-15a7-467b-b0bc-714bb3ec14d9 | Clause:
Any indemnification of you under the Company’s Articles of Incorporation and Bylaws, as well as under any applicable insurance policies governing directors’ and officer’s liability or fidelity coverage, will continue to the same extent and with payments on the same basis as apply under such Articles of Incorpor... | Label: Indemnifications |
97a3d6bd-02d9-4d84-b9f6-eddd6ce0d174 | Clause:
The Executive agrees that upon termination of the Executive’s employment, for any cause whatsoever, the Executive will surrender to the Company in good condition (reasonable wear and tear excepted) all property and equipment belonging to the Company and all records kept by the Executive containing the names, ad... | Label: Records |
be640471-fe78-45fc-9b76-299909a53ec5 | Clause:
There are no (i) actions, suits, complaints, claims, investigations, causes of action, subpoenas or proceedings, at Law or in equity, outstanding or, to the knowledge of the Vendor, threatened or pending against the Vendor, or (ii) orders outstanding against the Vendor which, in either case, prohibit, make ill... | Label: Litigations |
92c7d45c-48dd-4bd4-8f27-c91c81c306f8 | Clause:
The Parent Guarantor hereby agrees to pay all reasonable out-of-pocket costs and expenses of the Administrative Agent and each other Financing Party in connection with the enforcement of this Parent Guaranty and the protection of the Financing Parties’ rights hereunder and any amendment, waiver or consent relat... | Label: Expenses |
4830354e-990e-4eb1-8333-4dd8f3d95cbf | Clause:
This Agreement may be assigned by the Company in connection with a sale of all or substantially all of the Company’s assets. The Executive may not assign or delegate his duties under this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Ant... | Label: Assignments |
65c25172-fd9d-40a8-9b47-aa0b0bff9df6 | Clause:
There are no restrictions in any Organizational Document governing any Pledged Equity or any other document related thereto which would limit or restrict (i) the grant of a Lien pursuant to this Agreement on such Pledged Equity, (ii) the perfection of such Lien or (iii) the exercise of remedies in respect of su... | Label: Consents |
1cc42145-f4ca-467e-a315-010692f057b2 | Clause:
The effectiveness of this letter agreement is subject to the occurrence of the Effective Date of the Plan of Reorganization.
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: Effectiveness |
17c73400-a838-45e9-91fb-0342ce4fb392 | Clause:
Each of the Loan Parties and their Restricted Subsidiaries own, license or possess the right to use, all of the United States and foreign trademarks, service marks, logos, trade names, domain names, copyrights, patents, patent rights, licenses, trade secrets, proprietary information, technology, software, know-... | Label: Intellectual Property |
8fe1c476-5d3f-470a-a6c4-f795c31bddfe | Clause:
The Participant agrees that the restrictions in the Covenants are reasonable and necessary for the protection of the Corporation’s legitimate interests. If at any time there is a final determination in arbitration or temporary or preliminary determination in court pursuant to Section 6.06(f) that the time perio... | Label: Miscellaneous |
fa02610d-abce-419d-9cd3-82b80c2e98a8 | Clause:
If any pro v i s ion of this Agreement sha ll be found by a court of competent jurisdiction to be inva lid or unenforceable , in who le or in part , then such provi s ion s hall be construed and / or modified or re s tricted to the extent and in the manner nece ssa ry to render the same valid and enforceable, o... | Label: Severability |
8b414593-592d-47ac-998a-1ac0656589f3 | Clause:
Except as otherwise permitted under Section 6.3 or Section 6.4 , each Borrower will, and will cause each of its Subsidiaries to, at all times preserve and keep in full force and effect such Person’s valid existence and good standing in its jurisdiction of organization and, except as could not reasonably be expe... | Label: Existence |
2c57f53a-a506-4bea-84b9-caf4354b719d | Clause:
The Company will use the proceeds from the sale of the Securities (excluding amounts paid or to be paid by the Company for fees as set forth in the Registered Offering Transaction Documents, if any) for general corporate and working capital purposes and acquisitions or assets, businesses or operations or for o... | Label: Use Of Proceeds |
4b90717d-7c1b-4a58-b760-bb2d675e6a23 | Clause:
This Agreement shall terminate with respect to each Holder on the earlier of: (i) the date that is the later of (x) three years from the SEC Effective Date and (y) the date on which all Registrable Shares held by such Holder are transferred other than to a Permitted Transferee or may be sold under Rule 144 with... | Label: Terms |
6ab5fce2-9fe0-4938-b3a1-aa01f71a4421 | Clause:
Upon the effectiveness of this Agreement, the Original Agreement and all Amendments (if any) and prior restatements of this Agreement shall be deemed amended and restated to read in their respective entireties as set forth in this Agreement. This Agreement, including amendment(s) if any, together with the Sched... | Label: Entire Agreements |
50bbf48c-1d5c-4942-aa23-cbc12dafefbe | Clause:
Each party shall pay his or its own fees and expenses incurred by him or it in the drafting, review and negotiation 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, Assi... | Label: Expenses |
88134b3d-b541-4a4e-8204-9e052f86bccd | Clause:
Any representation or warranty of the Borrower made in the Purchase Agreement, this Note, the Pledge Agreement,or in any agreement, statement or certificate given in writing pursuant hereto or in connection herewith or therewith shall be false or misleading in any material respect when made and the breach of wh... | Label: Warranties |
572592a0-5d44-4297-8065-b4d53c51d9f5 | Clause:
Except as expressly provided herein, neither Party may, without the prior written consent of the other Party, sell, transfer, assign, delegate, pledge, subcontract or otherwise dispose of, whether voluntarily, involuntarily, by operation of law or otherwise, this Agreement or any of its rights or duties hereund... | Label: Assignments |
ee265c49-a4b3-4c65-b58d-3d8218e90f79 | Clause:
Any term or provision of this Agreement that is invalid or unenforceable in any jurisdiction shall, as to that jurisdiction, be ineffective to the extent of such invalidity or unenforceability and, unless the effect of such invalidity or unenforceability would prevent the parties from realizing a material porti... | Label: Severability |
c011e67c-19ab-415f-8fb0-96f8d2a3f237 | Clause:
Except as disclosed on Exhibit C , and other than the Consent and Instruction Letter, the UCC financing statements and the registration of the hypothec under the Code required to be filed under this Agreement, the execution and delivery by Seller of the Transaction Documents to which Seller is party, the perfor... | Label: Consents |
b624f6ef-024b-439f-b2d9-3b149fff10f9 | Clause:
A final examination of the title to the Land by the Title Company shall disclose no title exceptions except for the Permitted Exceptions and other matters approved or deemed approved by Purchaser in accordance with this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustme... | Label: Titles |
031979b6-afa1-4350-bd63-9f2534e3f7de | Clause:
The rights and obligations of this Agreement shall bind and inure to the benefit of the surviving corporation in any merger or consolidation in which the Employer is a party, or any assignee of all or substantially all of the Employer’s business and properties. The Executive’s rights and obligations under this ... | Label: Successors |
0b2279df-6f63-4f79-86ae-a7236f5cf758 | Clause:
You will be eligible to participate in the various benefit plans offered by the Company from time to time, including health, insurance, retirement, vacation/PTO and other benefits, in each case, subject to the terms and conditions set forth in the applicable benefit plan.
Task: Classify this clause into ONE of... | Label: Benefits |
1b7b5d2d-d0ce-46bc-a574-008e7383e774 | Clause:
GSSI does not own any subsidiary corporations.
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, Boo... | Label: Subsidiaries |
ea868afc-729d-47ac-bcb1-56b29ae53cca | Clause:
Buyer is a limited liability company duly organized, validly existing and in good standing under the Laws of the state of Delaware.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignm... | Label: Organizations |
76d8c825-1ea1-43f3-8c17-12e8cadb4ae9 | Clause:
Other than Johnson Rice & Company, L.L.C., the financial advisor to the audit committee of the board of directors of SN, no investment banker, broker, finder, financial advisor or other intermediary has been (directly or indirectly) retained by or is authorized to act on behalf of the SN Parties or their Affili... | Label: Brokers |
3a8b6bf4-e96a-4058-ac90-993e497cfd74 | Clause:
Prior to the Petition Date, the Debtors shall pay all then-accrued but unpaid reasonable and documented prepetition fees and expenses incurred by Stroock & Stroock & Lavan LLP (“ Stroock ”), as counsel to the Initial Consenting Senior Noteholders, and Haynes and Boone, LLP (“ HB ”), as local counsel to the Init... | Label: Expenses |
b06f0e3b-c563-42c6-8e9a-e95983b36d2f | Clause:
Whenever any payment of cash is to be made by the Company to any Person pursuant to this Certificate of Designations, unless otherwise expressly set forth herein, such payment shall be made in lawful money of the United States of America by a certified check drawn on the account of the Company and sent via over... | Label: Payments |
caa5fed8-1965-46b3-b335-6724bc08f0bc | Clause:
The Company shall pay interest to the Holder on the aggregate unconverted and then outstanding principal amount of this Debenture at the rate of 10% per annum.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, App... | Label: Interests |
1eaf86bd-cf47-4776-b48f-975d882a62ee | Clause:
All payments made pursuant to this letter agreement will be subject to withholding of applicable taxes.
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, Au... | Label: Tax Withholdings |
3857fce7-ecb6-4c3c-a9a3-5e968a70f3e5 | Clause:
The term of this Agreement shall begin on the date of execution of this Agreement and, unless sooner terminated pursuant to Section 10 of this Agreement, shall terminate on June 30, 2017; provided that on June 30, 2016 the term of this Agreement shall be extended for two years; and on June 30, 2018 and each Jun... | Label: Terms |
9cbc0fcb-4582-458e-9837-02d8d380556c | Clause:
This Release may be executed in any number of counterparts, each of which, when executed and delivered, shall be deemed an original, and such counterparts shall constitute but one and the same instrument and shall be binding upon each party hereto as fully and completely as if all had signed but one instrument.... | Label: Counterparts |
7392aa39-9fa9-45bf-884a-46e3ee9a3e84 | Clause:
In the event of a stock split, a stock dividend or a similar change in Company stock, the number of unvested MSUs awarded to Participant under this Award Agreement will be adjusted in accordance with the Plan.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amen... | Label: Adjustments |
903246c6-f4d7-499c-bf3a-1ebc0aba2b46 | Clause:
THIS THIRD AMENDMENT (INCLUDING, BUT NOT LIMITED TO, THE VALIDITY AND ENFORCEABILITY HEREOF) SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK AND EACH BORROWER HEREBY IRREVOCABLY AND UNCONDITIONALLY SUBMITS, FOR ITSELF AND ITS PROPERTY, TO THE NONEXCLUSIVE JURISDICTION OF ... | Label: Governing Laws |
aead6c95-3f3d-42f3-aad2-0d3cfb20a261 | Clause:
EXCEPT AS OTHERWISE EXPRESSLY SET FORTH IN THIS SECTION 3 , LOGICMARK DOES NOT MAKE ANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, AT LAW OR IN EQUITY, IN RESPECT OF LOGICMARK OR ANY OF ITS ASSETS, LIABILITIES OR OPERATIONS, INCLUDING WITH RESPECT TO MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, A... | Label: Warranties |
b11b54be-30ee-4ebd-88f4-3a7c19f85090 | Clause:
This Agreement and the Delegation Agreement, the FinanceCo LLC Agreement and the Opco LLC Agreement constitutes the entire agreement of the Parties relating to the matters contained herein, superseding all prior contracts or agreements, whether oral or written, relating to the matters contained herein.
Task: C... | Label: Entire Agreements |
44f41faf-96ac-456f-885a-2d92f8ccdf62 | Clause:
The provisions of the Plan shall bind and inure to the benefit of the Plan Sponsor, the Employer and their successors and assigns and the Participant and the Participant's designated Beneficiaries.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti... | Label: Successors |
92954497-dbc9-42d1-9e75-c3412c3f852a | Clause:
The Recipient understands and agrees that: (i) he or she will be fully liable for any federal, state or local taxes of any kind owed by him or her with regard to issuance of the Shares, whether owed at the time of transfer pursuant to the Recipient having made an election under Section 83(b) of the Internal Rev... | Label: Taxes |
51b618a8-4e04-464f-be04-5a057dbad03c | Clause:
EACH GUARANTOR HEREBY IRREVOCABLY AND UNCONDITIONALLY SUBMITS, FOR ITSELF AND ITS PROPERTY, TO THE NONEXCLUSIVE JURISDICTION OF THE SUPREME COURT OF THE STATE OF NEW YORK SITTING IN NEW YORK COUNTY AND OF THE UNITED STATES DISTRICT COURT OF THE SOUTHERN DISTRICT OF NEW YORK, AND ANY APPELLATE COURT FROM ANY THE... | Label: Jurisdictions |
ed80e57a-2d2f-450e-9fba-6adca13f4968 | Clause:
The Administrative Agent and the Borrowers may, without the consent of any Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent and the Borrowers, to effect the increase in Commitments pursuant to this Secti... | Label: Amendments |
93c4e126-0ebb-4f37-8f10-b70ea016951a | Clause:
The Borrowers hereby unconditionally promise to pay interest on the unpaid principal amount of each Advance made by each Lender to it from the date of such Advance until such principal amount shall be paid in full, a rate per annum equal to the Contract Rate, payable in arrears in cash on the Payment Date of ea... | Label: Interests |
b13f755b-dbd0-4fa0-940f-58056a75e890 | Clause:
If employment terminates by reason of Disability, vested SARs may be exercised for up to three years from the date of termination (or until the expiration of the SAR, if earlier). Unvested SARs will remain eligible to vest as scheduled and may then be exercised for three years following the vesting date.
Task:... | Label: Disability |
53fe197f-28ac-4da6-a150-4a712286387a | Clause:
If any change is made to the outstanding Shares or the capital structure of the Company, if required, the Shares shall be adjusted or terminated in any manner as contemplated by Section 9 of the Plan.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, A... | Label: Adjustments |
977b9742-94de-4b0b-9d99-1315c9e8f982 | Clause:
The Borrower will use the proceeds of the Revolving Loans and Letters of Credit in compliance with Section 5.10 .
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Aut... | Label: Use Of Proceeds |
04ad2947-eb96-4956-89db-1c7bd110cc2b | Clause:
The effective date of your new position will be November 19, 2015.
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, ... | Label: Effective Dates |
03637f42-cbf3-443c-b0fd-8186472d2e6a | Clause:
No waiver of any term or provision of this Lease Agreement shall be effective unless in writing, signed by the Party against whom enforcement of the same is sought. No failure by any Party to exercise, and no delay by any Party in exercising, any right or remedy under this Lease Agreement shall constitute a wai... | Label: Waivers |
6a3b3bd7-f034-4f72-8443-82e4674749aa | Clause:
The material properties of the Parent Borrower and the Restricted Subsidiaries that are necessary for the operation of their businesses are insured with financially sound and reputable insurance companies not Affiliates of the Parent Borrower, in such amounts, with such deductibles and covering such risks as ar... | Label: Insurances |
2345495c-5dcf-43b6-880c-932134c09020 | Clause:
The parties agree that the arbitration of disputes provides mutual advantages in terms of facilitating the fair and expeditious resolution of disputes. In consideration of these mutual advantages, the parties agree to the Ar bitration Procedures set forth in Exhibit A attached hereto.
Task: Classify this clau... | Label: Arbitration |
99cf4728-bd53-4f34-9478-663b456ae335 | Clause:
All notices and other communications under this Agreement shall be in writing and shall be deemed given when delivered personally (including by confirmed legible telecopier transmission) or mailed by certified mail, return receipt requested, or by overnight mail properly receipted to the parties at the addresse... | Label: Notices |
426ba788-16c4-46be-b047-d91ccce8ce24 | Clause:
Each of Holdings, the US Borrower and its Restricted Subsidiaries (a) is duly organized, validly existing and in good standing or in full force and effect under the laws of the jurisdiction of its organization (to the extent such concepts exist in such jurisdictions), (b) has the organizational power and author... | Label: Compliance With Laws |
4d398052-a885-43ec-9f50-731284e40933 | Clause:
This Amendment may be executed in several counterparts, each of which shall be fully effective as an original and all of which together shall constitute one and the same instrument. Signature pages may be detached from the counterparts and attached to a single copy of this document to physically form one docume... | Label: Counterparts |
3c0eed54-77aa-4461-ab73-43172cb72ed3 | 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. Pursuant to Section 11(e) ... | Label: Withholdings |
1ec79f25-69c9-4527-a855-4e529a33a9d8 | Clause:
Each notice relating to this Stock Agreement must be in writing and delivered in person or by registered mail to First Financial at its office, 255 East Fifth Street, Suite 700, Cincinnati, Ohio 45202, attention of the Secretary, or at such other place as First Financial has designated by notice. All notices to... | Label: Notices |
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