id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
1a44f464-21bc-4fc4-8ad9-74671baacbc2 | Clause:
The individual(s) executing this Agreement on behalf of each party hereto hereby represent and warrant that he/she has the capacity, with full power and authority, to bind such party to the terms and provisions of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustmen... | Label: Authority |
cbe3aad2-7300-4cc3-8deb-c256da2a4f53 | Clause:
Except as otherwise specified in the Transaction Agreements, each Party shall pay its and its Affiliates’ own costs and expenses, including legal, consulting, financial advisor and accounting fees and expenses, incurred in connection with the Transactions and the Transaction Agreements, irrespective of when inc... | Label: Expenses |
dcb958df-f200-4312-873c-4e99cfd119f3 | Clause:
This Amendment may be executed in any number of separate counterparts and by different parties hereto on separate counterparts, each of which, when so executed, shall be deemed an original, but all such counterparts shall constitute one and the same agreement. Delivery of a counterpart hereto by facsimile tran... | Label: Counterparts |
203690c4-0e2d-4331-a245-d3732fef6d07 | Clause:
No Party shall disclose the terms or conditions of this Agreement to a third party (other than the Parties’ employees, lenders, counsel, accountants or advisors who have a need to know such information and have agreed to keep such terms confidential) except in order to comply with any applicable law, regulation... | Label: Confidentiality |
5bca8b3e-bc3e-40d6-b414-91bc503d1de9 | Clause:
Each Party shall pay its respective fees and expenses incident to the negotiation, preparation and operation of this Agreement and the JV LLC Operating Agreement; provided, however, that the JV LLC shall promptly pay, or promptly reimburse Tecogen (at Tecogen’s sole option) on demand for all reasonable legal co... | Label: Expenses |
a68e5056-271b-4bc8-9361-fdbbfa3d4361 | Clause:
This Agreement and the other Loan Documents represent the entire agreement of the Granting Parties, the Collateral Agent, the Administrative Agent and the other Secured Parties with respect to the subject matter hereof, and there are no promises, undertakings, representations or warranties by the Granting Parti... | Label: Integration |
e858c49a-73d9-45d6-8ae6-2442a5ad7524 | Clause:
Each Group Member owns or is licensed to use, free and clear of all Liens (other than Permitted Liens), all Intellectual Property used in the conduct of its business as currently conducted, except for those which the failure to own or license, individually or in the aggregate could not reasonably be expected to... | Label: Intellectual Property |
9da52d80-1791-4d6d-8e4a-82529c61cc90 | Clause:
As of the date hereof and immediately after giving effect to each Transaction under the Repurchase Agreement, the fair value of the assets of Guarantor is greater than the fair value of Guarantor’s liabilities (including, without limitation, contingent liabilities if and to the extent required to be recorded as... | Label: Solvency |
c230fb26-ef57-4256-a621-0651d801201c | Clause:
All actions by (including any authorization, consent or approval) or in respect of (including notice to), or filings with, any Governmental Authority or other Person that are required to consummate the Contemplated Transactions, as disclosed in Schedule 7.05 or as otherwise reasonably requested by Parent, will ... | Label: Consents |
bdb296f0-f294-4231-9e79-1413e8a8471c | Clause:
The representations and warranties contained in Paragraphs 1 and 2, and the undertakings set forth in Paragraph 2 of this agreement, shall survive the delivery hereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable L... | Label: Survival |
9c32a885-8a08-49ac-afba-dca9120f4de2 | Clause:
(a) Mortgagor has good and marketable fee simple title to the Mortgaged Property, subject only to the Liens set forth in Section 6.02 of the Credit Agreement, including, for the avoidance of uncertainty, those Liens set forth in Sections 6.02(h), (i) and (l) of the Credit Agreement.
Task: Classify this clause ... | Label: Titles |
9bd6bf49-b71b-4bf1-aada-726b94ffe02f | Clause:
The Company shall reimburse Executive for the reasonable costs and expenses of legal counsel incurred by Executive in connection with the review and negotiation of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, ... | Label: Expenses |
9c9518e4-3858-47ff-85ea-996f2a6f2ef8 | Clause:
On the Second Restatement Effective Date, the Borrowers shall have paid to the Agents (and their relevant affiliates) and each Lender all costs, fees and expenses (including, without limitation, legal fees and expenses) and other compensation contemplated hereby payable to the Agents (and/or their relevant affi... | Label: Fees |
730c75a9-22cd-4f9c-bd5f-b4bced8df291 | Clause:
The closing of the transactions contemplated hereby (the “ Closing ”) shall take place on September 1, 2016 (the “ Closing Date ”), and the Closing is deemed to be effective as of 12:01 a.m., San Antonio, Texas time, on the Closing Date (the “ Effective Time ”).
Task: Classify this clause into ONE of these typ... | Label: Closings |
080b43d0-e783-415a-80d2-e4b89e6564da | Clause:
If any provision of this Advisory Engagement Agreement shall be declared invalid, illegal, or unenforceable, the provision shall be severed and the remaining provisions shall continue in full force and effect.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amen... | Label: Severability |
4c92675f-2fa1-49a7-95d7-e4441260d9f6 | Clause:
This Agreement, and the attached exhibits, supersede all prior discussions and agreements among the parties with respect to the subject matter hereof, including but not limited to that certain offer letter between the parties dated April 4, 2013, and contain the sole and entire agreement between the parties her... | Label: Entire Agreements |
61b4af15-c9bd-41be-b97d-f16219e41284 | Clause:
This Agreement shall become binding when any one or more counterparts hereof, individually or taken together, shall bear the signatures of Executive and the Company. This Agreement may be executed in two or more counterparts (including facsimile counterparts or as a “pdf” or similar attachment to an email), ea... | Label: Counterparts |
ca747f07-6921-4ab1-8c7f-1a4762674911 | Clause:
The representations and warranties contained in this Agreement, in the Amendment to Tax Sharing Agreement or in any certificates or other documents delivered prior to or as of the Paragon Plan Closing shall survive the Paragon Plan Closing and will continue in full force and effect for a period of three years a... | Label: Survival |
73c6e6b3-7a6d-4fd3-9533-cedb6c9a4e34 | Clause:
Unless otherwise defined herein, capitalized terms used herein shall have the meanings, if any, assigned to such terms in the Amended Credit Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, ... | Label: Defined Terms |
9bc93019-4a0d-4b80-956c-2e7928ffd261 | Clause:
All notices required or permitted to be given under this Agreement shall be in conformance with Section 10.02 of 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, Assi... | Label: Notices |
4be89853-600f-49bb-b366-a28b68bf84bb | Clause:
From and after the Closing, Seller shall, during normal business hours and with reasonable prior notice, provide Buyer with reasonable access to their books and records relating to the Purchased Assets, the Assumed Liabilities or the Business transferred to Buyer hereunder.
Task: Classify this clause into ONE ... | Label: Cooperation |
6f32a147-c625-4bc8-a7ff-2643503196c1 | Clause:
The parties acknowledge that this Agreement is valid and enforceable only to the extent permitted by applicable law. In the event that Sections 12 or 13 of this Agreement are rendered unenforceable by a court of law or by an arbitral body for any reason, I hereby acknowledge and agree that Eaton does not owe me... | Label: Severability |
43d838f9-d4ec-46ac-bb36-72372a4dee57 | Clause:
In the event that within eighteen months after a Change in Control (as defined below) of Employer or Wintrust (A) Executive’s employment is terminated without Cause (as such term is defined in Section 9(h) hereof) prior to the expiration of the Term of this Agreement or (B) Executive suffers a Constructive Term... | Label: Payments |
614df03f-1fe7-41bb-874a-e54a822a0cbf | Clause:
The Closing of the purchase and sale of the Shares (the “ Closing ”) shall take place at the offices of Kramer Levin Naftalis & Frankel LLP on the third Business Day following the satisfaction or waiver of the conditions to closing specified herein (other than those conditions which will be satisfied at the Clo... | Label: Closings |
ad5e86b7-84c3-44a7-9e28-be8616644055 | Clause:
If the Aggregate Revolving Commitments are increased in accordance with this Section, the Administrative Agent and the Company shall determine the effective date (the “ Increase Effective Date ”) and the final allocation of such increase. The Administrative Agent shall promptly notify the Company and the Revolv... | Label: Effective Dates |
b306c91e-8ca3-4f36-9ebb-09b9d177e649 | Clause:
The Advisor accepts the risks associated with being in business on her own account and will maintain adequate business insurances at her own cost.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbit... | Label: Insurances |
87ceb367-4399-436e-9f4e-5daad3a42228 | Clause:
The Company irrevocably and unconditionally agrees that it will not commence any action, litigation or proceeding of any kind or description, whether in law or equity, whether in contract or in tort or otherwise, against the Agent or any Lender, or any Related Party of the foregoing in any way relating to this ... | Label: Consent To Jurisdiction |
d81d9621-0d58-4243-b630-104d5e7e5909 | Clause:
The execution, delivery, and performance of this Agreement by the Company have been duly authorized by all requisite corporate action. This Agreement has been duly executed and delivered by the Company, and, upon its execution by Purchaser, shall constitute the legal, valid, and binding obligation of the Compa... | Label: Enforceability |
fbef080e-47db-41a0-9b81-6b13bd812053 | Clause:
The Borrower has implemented and maintains in effect policies and procedures designed to achieve compliance by the Borrower, its Subsidiaries and their respective directors, officers, employees and agents (acting in their capacity as such) with applicable Anti-Corruption Laws and Sanctions. The Borrower and eac... | Label: Sanctions |
00c22357-74b1-4c72-b51d-16bb24882d7c | Clause:
Subscriptions will be accepted by the Company in its sole discretion until the Termination Date. Upon the Company’s execution of this Agreement, the subscription evidenced hereby, if not previously rejected by the Company, will, in reliance upon Purchaser’s representations and warranties contained herein, be a... | Label: Closings |
8ac4036e-7d73-4a0d-a2b4-7e8a47371894 | 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 acknow... | Label: Notices |
5283054b-2775-4c7f-ad97-03f021a8f2cb | Clause:
In the event any Lender shall incur any loss or expense (including any loss (other than lost profit) or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to make, continue or maintain any portion of the principal amount of any Loan as, or to convert... | Label: Indemnity |
36ec0e93-0215-4c23-bde4-d3300eac3c16 | Clause:
EACH OF THE PARTIES HERETO HEREBY IRREVOCABLY WAIVES ALL RIGHT TO TRIAL BY JURY AND ANY ACTION, PROCEEDING OR COUNTERCLAIM (WHETHER BASED ON CONTRACT, TORT, OR OTHERWISE) ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE ACTIONS OF ANY PARTY HERETO IN NEGOTIATION, ADMINISTRATION, PERFORMANCE OR ENFORCEMENT HE... | Label: Waiver Of Jury Trials |
9907e8c4-2c96-427b-a4c2-8208b60e328e | Clause:
No portion of any loan is to be used for (i) the purpose of purchasing or carrying any "margin security" or "margin stock" as such terms are used in Regulations U and X of the Board of Governors of the Federal Reserve System, 12 C.F.R. 221 and 224 or (ii) primarily personal, family or household purposes. The C... | Label: Use Of Proceeds |
84fd1840-e459-4e28-a132-d2d81f9223a9 | Clause:
(a) The audited consolidated financial statements referred to in Section 4.01(b)(i) and the audited financial statements most recently delivered pursuant to Section 6.01(a) give a true and fair view of the consolidated financial condition of the Borrower and its Subsidiaries as of the dates thereof and their re... | Label: Financial Statements |
2ad4419c-c0a2-418f-887c-2bac77a59453 | Clause:
All disclosure furnished by or on behalf of the Company to the Subscriber in the Transaction Documents regarding the Company, its business and the transactions contemplated hereby, including the Disclosure Schedules to this Agreement, is true and correct and does not contain any untrue statement of a material f... | Label: Disclosures |
c9156fcd-4db1-446b-9a21-304eca372f6c | Clause:
The obligations of the Borrower under Section 4.1 , Section 4.2 , Section 4.3 , Section 11.3 and Section 11.4 , shall in each case survive any assignment by the Lender and the occurrence of the Termination Date. The representations and warranties made by each Loan Party in each Loan Document shall survive the e... | Label: Survival |
9e5279c2-c9aa-47d5-9f24-b5a92e5046e8 | Clause:
If any term, provision, covenant or restriction of this Agreement is held to be invalid, illegal, void or unenforceable in any respect, the remainder of the terms, provisions, covenants and restrictions set forth herein shall remain in full force and effect and shall in no way be affected, impaired or invalidat... | Label: Severability |
f6c96374-6986-4250-8850-b2654fa84461 | Clause:
After the date hereof, at the reasonable request of the other party, the Seller and Purchaser/Company shall execute and deliver or cause to be executed and delivered to the other party such documents or other instruments as required by this Agreement, in order to implement the transactions contemplated by this ... | Label: Further Assurances |
89827273-6e52-4e78-9a03-2f93014dccd1 | Clause:
The Administrative Agent shall have received a Notice of Borrowing or Letter of Credit Application, as applicable, from the Borrower in accordance with Section 2.03(a) or Section 3.02 , as applicable.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, A... | Label: Notices |
734ce75a-ba20-426a-bd5a-4eaed0061518 | Clause:
This Agreement shall be binding upon and inure to the benefit of the Borrowers, the Banks, the Issuing Banks and the Administrative Agent and their respective successors and assigns, except that the Borrowers shall not have the right to assign their rights hereunder or any interest herein.
Task: Classify this ... | Label: Binding Effects |
99f56a91-9607-41ea-92a5-fb4c14b89a80 | Clause:
This Award Agreement may be executed simultaneously in any number of counterparts, each of which when so executed and delivered shall be taken to be an original and all of which together shall constitute one document.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreemen... | Label: Counterparts |
a130de49-929e-4611-8692-545da98990d7 | Clause:
Each Group Member owns, or is licensed to use, all Intellectual Property necessary for the conduct of its business as currently conducted, free and clear of all Liens, except as permitted by Section 7.3, and the use thereof and the conduct of each of the Group Members does not infringe in any material respect u... | Label: Intellectual Property |
5ef89e3d-4e65-4e3e-826d-1811f64959ba | Clause:
This Agreement constitutes the entire Agreement by and among Ironclad and ORR Safety with respect to the subject matter of this Agreement and supersedes all prior agreements, understandings and negotiations, both written and oral, by and between the Parties with respect to the subject matter of this Agreement, ... | Label: Entire Agreements |
133bb0a4-1c5c-4f1e-bbe8-d919b9169b66 | Clause:
In addition to the accounts and records referred to in subsection (a), each Lender and the Administrative Agent shall maintain in accordance with its usual practice accounts or records evidencing the purchases and sales by such Lender of participations in Japanese Yen Loans, Letters of Credit and Swingline Loan... | Label: Participations |
79751c4f-1206-4d93-a0e3-253d8fbc22f6 | Clause:
All questions concerning the construction, validity, enforcement and interpretation of this Agreement shall be governed by and construed and enforced in accordance with the internal laws of the State of New York, without regard to the principles of conflicts of law thereof. Each party agrees that all legal proc... | Label: Governing Laws |
324eb5ad-b452-492c-8254-38f03e8e1490 | Clause:
Grantee shall not ( 1 ) make any public statements regarding his/her Service (other than factual statements concerning the dates of Service and positions held) or his/her termination or Retirement from LNC that are not agreed to by LNC, such approval not to be unreasonably withheld or delayed; and ( 2 ) Gra... | Label: Non-Disparagement |
4039a352-0b72-4f82-ab9e-874e001debf2 | Clause:
By signing this Agreement, Executive promises and agrees, at all times after the Retirement Date, to cooperate fully with the Company and its officers, directors, employees, agents and legal counsel in connection with any claim, complaint, charge, suit or action previously or hereafter asserted or filed by or a... | Label: Cooperation |
40d59fb7-72d9-421a-a380-34aafd2e0609 | Clause:
This Agreement shall terminate automatically (without any action by any Party) (i) as to each Sponsor Shareholder, when such Sponsor Shareholder no longer beneficially owns any Company Shares and (ii) as to the Company, when no Sponsor Shareholder owns any longer any Company Shares; provided , in each case, tha... | Label: Terminations |
2a7e5837-c36d-4f04-86cd-c86cf3fa4a5a | Clause:
This Agreement is a Loan Document. This Agreement, the Loan Agreement and the other Loan Documents constitute the entire agreement of the parties hereto with respect to the subject matter hereof and supersede all current and prior agreements and understandings, whether written or oral, with respect to such subj... | Label: General |
fed63610-4ae8-4b9f-9728-d937c40a3feb | Clause:
All questions concerning the construction, validity, enforcement and interpretation of this Warrant shall be determined in accordance with the provisions of the Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicab... | Label: Jurisdictions |
0d420961-a4af-4c2d-8860-7d81a0aebef3 | Clause:
The parties agree that irreparable damage would occur in the event that any of the provisions of this Agreement were not performed in accordance with their specific terms or were otherwise breached. Accordingly, each of the parties shall be entitled to specific performance of the terms hereof, including an inj... | Label: Enforcements |
7da050dd-f6d9-4b5c-9f19-08958ba5cd1a | Clause:
Each Borrower shall keep accurate and complete records of its Accounts, including all payments and collections thereon, and shall submit to the Administrative Agent sales, collection, reconciliation and other reports in form satisfactory to the Administrative Agent on a periodic basis (but not more frequently t... | Label: Records |
be7ed415-93bd-4b1d-95a8-d3eb9f73f6ab | Clause:
Any questions as to whether and when there has been a Termination and the cause of such Termination shall be determined in the sole discretion of the Committee. Nothing in this Agreement shall interfere with or limit in any way the right of the Company to terminate the Participant’s service at any time, for any... | Label: Terminations |
9b879487-b701-442f-aab7-df644782a61e | Clause:
The rights and obligations of any Participant under the Plan will be governed by and interpreted, construed and enforced in accordance with the laws of the State of California without regard to its or any other jurisdiction’s conflicts of laws principles.
Task: Classify this clause into ONE of these types (exa... | Label: Governing Laws |
b06ac0fd-648a-4c4b-9678-e1992e1ab852 | Clause:
Each party’s obligations under this Section 3.1 shall survive the resignation or replacement of the Administrative Agent or any assignment of rights by, or the replacement of, a Lender or the Issuing Lender, the termination of the Commitments and the repayment, satisfaction or discharge of all other Obligations... | Label: Survival |
752c266e-18a1-4e76-b504-a0d76236e43a | Clause:
Each Party, for the purpose of enforcing an award under Section 13.2(a)(vii) or for seeking injunctive or other equitable relief as permitted by Section 13.2(a)(vii), (a) irrevocably submits to the non‑exclusive jurisdiction of the United States District Court for the Southern District of New York and the Supre... | Label: Jurisdictions |
a108642e-a6ff-427a-9281-9891270c90af | Clause:
Schedules 5, 6, 7 and 8 list all of the patents, patent applications, trademarks, trademark applications, registered copyrights, and domain names owned by any of the Grantor as of the date hereof. Schedule 9 lists all licenses in favor of any Grantor for the use of any patents, trademarks, copyrights and domai... | Label: Intellectual Property |
8ad2af52-b645-4d5e-8be2-e357e3f2f77a | Clause:
Schedule 7.2 sets forth the name and jurisdiction of incorporation of each Subsidiary of the Borrower or its Subsidiaries and, as to each such Subsidiary, the percentage of each class of Stock owned by the Borrower or by any Borrower’s Subsidiary. There are no outstanding subscriptions, options, warrants, calls... | Label: Subsidiaries |
3e10f6cc-5d8c-4fbf-849c-c7229a889342 | Clause:
The term of the Director's retainer under this Agreement (the “Term”) shall commence on the Date herein (also called the “Effective Date”) and shall expire upon termination through a duly executed resolution of the Board of Directors, as set forth in the Bylaws, or upon the occurrence of an event under Section ... | Label: Terms |
0848fae2-26ba-4f18-b1f7-06fca02ea31b | Clause:
This Agreement is valid, binding and enforceable against the Standby Purchaser in accordance with its terms, subject, as to enforcement, to bankruptcy, insolvency, reorganization, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ rights and to general equity princ... | Label: Enforceability |
8ab5cf32-c519-4bef-8e34-d5e7cd5f2904 | Clause:
During the Service Period, the Company shall pay the Executive a base salary at the rate of $64,473.75 per month (which equals an annualized rate of $773,685 per year) (the “ Base Salary ”), less payroll deductions and all required withholdings, payable in regular bi-weekly payments or otherwise in accordance w... | Label: Base Salary |
1440c67b-18c7-4ae7-afe7-4fb425417880 | Clause:
No representation or warranty of any Loan Party contained in any Loan Document and made on or after the Second Amendment Date or in any other documents, certificates or written statements furnished to any Agent or Lender by any Group Member (or by its agents on its behalf) for use in connection with the transac... | Label: Disclosures |
b82b8d80-8c05-4af9-abab-32fe1214ff55 | Clause:
The parties hereto acknowledge and agree that it is their intention that the Priority Lien Collateral, the Second Lien Collateral and the Third Lien Collateral be identical (other than with respect to Excluded Assets of the type described in clause (i) of the definition thereof, which shall not constitute Secon... | Label: Agreements |
50918862-301d-49c5-85c4-c7f396d653f0 | Clause:
To the Knowledge of the Seller Parties, the conduct of the business of the Company does not infringe, misappropriate or otherwise violate the Intellectual Property of any Person.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, A... | Label: Intellectual Property |
574e06d8-0a63-4dd3-af36-a65e57c67da5 | Clause:
Except for J.P. Morgan Securities LLC pursuant to that certain engagement letter dated August 24, 2016, the fees and expenses of which will be paid by the Company, neither the Company nor its Subsidiaries or any of their respective officers, directors, employees or agents has employed any broker or finder or in... | Label: Brokers |
2dd9e968-f6d0-4e47-ba0b-4e982ea0ec68 | Clause:
Except as otherwise provided in the terms of the applicable Award Agreement, upon termination of a Participant ’ s employment or service with the General Partner and its Affiliates or membership on the Board or the board of directors of an Affiliate , whichever is applicable, for any reason during the applicabl... | Label: Forfeitures |
a0aedf83-7ddf-4b99-9a91-b544d4f46c5b | Clause:
With respect to each Borrowing as to which a Use of Proceeds Certificate is required to have been delivered hereunder, if the Borrower has not applied the proceeds of such Borrowing to fund the applicable Acquisition as detailed in such Use of Proceeds Certificate by the fourth Business Day following the date s... | Label: Use Of Proceeds |
16ebf8ba-cbc8-4823-ba30-9dc70820e171 | Clause:
The Borrower hereby represents and warrants to the Lenders that (i) all of the information set forth in this Agreement, including the recitals hereto, is true and correct in all material respects and (ii) after giving effect to the release of Subsidiary Guarantors provided in Section 2.02 of this Agreement, all... | Label: Representations |
05473b6c-3a58-4ad3-bbf4-fc27e6add2c9 | Clause:
No failure on the part of Purchasers’ Agent or any Purchaser to exercise and no delay in exercising, and no course of dealing with respect to, any right, remedy, power or privilege under this Agreement shall operate as a waiver of such right, remedy, power or privilege, nor shall any single or partial exercise ... | Label: Waivers |
f3385d17-919c-4027-aed0-19583f1298b3 | Clause:
Each Borrowing shall be made pursuant to a Notice of Borrowing (or by telephone notice promptly confirmed in writing by a Notice of Borrowing), given not later than 11:00 a.m. ( Houston , Texas time) (i) on the third Business Day before the date of the proposed Borrowing, in the case of a Borrowing comprised of... | Label: Notices |
2ef025b1-7c02-419c-8571-7a934a6d7995 | Clause:
This Letter Agreement constitutes the entire understanding between the Company and you and supersedes all prior agreements concerning the terms and conditions of your employment.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, A... | Label: Entire Agreements |
d04255b0-1a6c-4470-a6d7-3a33e2a4132f | Clause:
(a) Neither the Borrower nor any Subsidiary nor, to the knowledge of the Borrower, any of their respective officers or directors is in violation of any applicable Sanctions.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applic... | Label: Sanctions |
4ef15976-d134-4859-b784-6f663d66535f | Clause:
All notices or other communications referenced under this Agreement shall be made in writing and sent to the address designated above or designated from time to time in writing by the Parties. All notices shall be deemed given to the other Party if delivery receipt is confirmed using one of the following method... | Label: Notices |
d2a13f12-3f5b-44e5-858e-1d831c477a51 | Clause:
During the Employment Term, the Executive shall serve as the President of Nomac Drilling LLC, reporting to the COO of the Company or, if none, the CEO of the Company. In such position, the Executive shall have such duties, authority and responsibility as shall be determined from time to time by the COO of the C... | Label: Positions |
b3092a13-770a-4efa-80e2-1c91886876dc | Clause:
THE PARTIES HEREBY WAIVE THEIR RESPECTIVE RIGHTS TO A JURY TRIAL OF ANY CLAIM OR CAUSE OF ACTION BASED UPON OR ARISING OUT OF THIS AGREEMENT. THE COMPANY AND HOLDER ACKNOWLEDGE THAT THIS WAIVER IS A MATERIAL INDUCEMENT TO ENTER INTO A BUSINESS RELATIONSHIP, THAT EACH HAS RELIED ON THE WAIVER IN ENTERING INTO TH... | Label: Waiver Of Jury Trials |
dba55ed0-f714-46e2-b6f6-c31ccf8b1e69 | Clause:
Within [**] after the end of each Calendar Quarter following the Agios Opt-Out Date, Celgene with respect to each Licensed Product shall provide Agios with a report stating the sales in units and in value of such Licensed Product made by Celgene, its Affiliates, and Licensee Partners, as applicable, on a countr... | Label: Payments |
1b3c690a-9485-4028-bcc9-91c6735ef6e6 | Clause:
This Second Amendment shall be effective automatically and without necessity of any further action by Borrower, Administrative Agent or Lenders when counterparts hereof have been executed by Borrower, Administrative Agent and the Required Lenders, and all conditions to the effectiveness hereof set forth herein ... | Label: Effectiveness |
fc2b0d0e-9e68-4299-a065-6b0ddb4da486 | Clause:
The term of employment under this Agreement (“ Term ”) shall be for the period beginning on the Effective Date and ending on the third anniversary of the Effective Date, subject to earlier termination as provided in Section 3 . The “ Effective Date ” will be a date that is mutually agreed between the Company a... | Label: Effectiveness |
d342aa96-d604-4f42-818a-1f8ac20fa6de | Clause:
Landlord's failure to furnish the Statement or Estimated Statement for any Expense Year in a timely manner shall not prejudice Landlord from enforcing its rights under this Article 5. Even if the Lease Term has expired and Tenant has vacated the Premises, if a deficiency exists when the final determination is m... | Label: No Waivers |
db5ec59c-7eed-400e-af09-3d808c4274c2 | Clause:
The Transaction Agreements (including all exhibits and schedules thereto) may only be amended, restated supplemented or otherwise modified by written agreement making specific reference to the applicable Transaction Agreement to be amended, restated, supplemented or otherwise modified, in each case duly execute... | Label: Amendments |
20f5203a-1f96-4b01-aedc-cd41d87af992 | Clause:
Subject to the terms and conditions of this Agreement, the sale and purchase of the Purchased Assets and the assumption of the Assumed Liabilities contemplated by this Agreement (the “ Closing ”) shall take place at Ropes & Gray LLP, Prudential Tower, 800 Boylston Street, Boston, MA 02199 on the Effective Date ... | Label: Closings |
28f9bce5-1b21-4364-b059-d666672f1d2a | Clause:
Montage has all necessary legal capacity, corporate power and authority to execute and deliver this Agreement and to perform its obligations hereunder. This Agreement has been duly authorized, executed and delivered by Montage and, assuming it has been duly and validly executed and delivered by the other partie... | Label: Authorizations |
713a7d55-0ef4-4358-bc4a-fcd570a4d3b0 | Clause:
For purposes of this Section 4.06 , the term “Lender” includes any Issuing Bank and 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, ... | Label: Defined Terms |
508b2a71-5419-4db6-87e2-a27780a71e78 | Clause:
This Agreement shall have a term ending December 3, 2016, and may be renewed for an unlimited number of successive terms of no more than one year upon mutual consent of the parties. The Company (acting through the Conflicts Committee) will evaluate the performance of the Advisor before renewing this Agreement, ... | Label: Terms |
35b5dc8d-3100-4b9a-bc27-7783d5b58883 | Clause:
This Agreement shall terminate at the sooner of i) by ninety (90) days written notice from Car User, or ii) termination of the Master Supply Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, ... | Label: Terminations |
d9d16d5f-19d5-437b-ac83-600446fa94d1 | Clause:
All capitalized terms used herein without definition shall have the meaning ascribed to them in the Lease (as amended hereby).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments,... | Label: Defined Terms |
21f83f13-bfb5-41de-a37f-3f77666f0635 | Clause:
Subject to your continued employment, 33-1/3% of the Stock Units will vest on [DATES]. Each date on which a Stock Unit is scheduled to vest pursuant to this Section II.B.2. is a “ Scheduled Vesting Date .” In the event of your termination of employment, the occurrence of your Permanent Disability (as defined in... | Label: Vesting |
65baebf0-20dd-4f94-bb1e-c2faedb27877 | Clause:
Participation in Progenics' Medical, Dental, Vision, 401(k), and other benefit plans that are available for all professional employees. The Company currently matches 50% of employee's 401(k) contributions between 1% and 10% of compensation.
Task: Classify this clause into ONE of these types (exactly one label... | Label: Benefits |
1541f373-761c-48ee-957e-53a2c8b53580 | Clause:
Neither the Company nor any of the Company's officers, directors, employees or stockholders has employed or engaged any broker or finder in connection with the transactions contemplated by this Agreement and no other fee or other compensation is or will be due and owing to any broker, finder, underwriter, place... | Label: Brokers |
b0f6143e-b2b9-4611-8f9e-c6868911352e | Clause:
There are no actions, suits, proceedings, judgments, claims or investigations pending or, to the best of Seller’s knowledge, threatened by or against the Company or affecting the Company or its properties, at law or in equity, before any court or other governmental agency or instrumentality, domestic or foreign... | Label: Litigations |
b490a713-e33a-40a8-9e9a-b4576c36d4e9 | Clause:
Schedule 3.19 lists as of the date of this Agreement, all Contracts between or among the Companies, on the one hand, and (a) Seller or any other Affiliate of Seller or (b) any officer, director or employee of Seller or any other Affiliate of Seller (other than any Plan and company indemnity obligations), on the... | Label: Transactions With Affiliates |
f28c2b82-9256-4db0-bac7-886735c44760 | Clause:
No Party shall have the right to assign its rights or obligations under this Agreement without the consent of the other Parties; provided, however , that the General Partner and any Partnership Group Member may make a collateral assignment of this Agreement solely to secure financing for the Partnership Group.
... | Label: Assignments |
ec55e517-ec32-41a6-bb9b-a6ba593aa87c | Clause:
All non-delinquent real estate taxes, personal property taxes and current installments of assessments affecting the Property which are payable by Seller shall be prorated as of the Close of Escrow based on the actual current tax bill, or if such tax bill is not available, the latest available tax information fo... | Label: Taxes |
4f2ca413-317a-4141-b1b6-c60202493755 | Clause:
The Administrative Agent shall have received (i) evidence that all material Government Approvals for the Projects set forth on Schedule 4.30(a) (A) have been duly obtained, were validly issued and are in full force and effect, (B) are held in the name of CCTP, SPLNG or such third party as allowed pursuant to Go... | Label: Consents |
d464d776-f92c-4eb4-a312-6127f66a1865 | Clause:
The term of this Agreement (the "Term") shall begin on the Effective Date , shall not be for a definite period, but rather continued indefinitely until terminated in accordance with paragraph 6 of this Agreement .
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, ... | Label: Terms |
3a14fefa-3acd-43f9-b80a-42067d86aa73 | Clause:
Immediately after the consummation of the Transactions to occur on the Spin-Off Date and immediately following the making of each Loan and the application of the proceeds thereof, and giving effect to the rights of indemnification, subrogation and contribution under the Collateral Agreement, (a) the sum of the ... | Label: Solvency |
46c78e24-2273-4522-a48d-605b8a52b616 | Clause:
In the event of the death of a Participant all payments due to such Participant under the Plan shall be paid to the Participant’s Beneficiary in a single lump-sum cash payment as soon as administratively feasible following the Participant’s death. The value of the Participant’s Account for which a distribution ... | Label: Death |
cfbe59f2-c7ba-4775-a42a-82419c484663 | Clause:
This Agreement is intended to be administered, interpreted and enforced under the internal laws of the State of Delaware, without giving effect to any choice of law or conflict of law provision or rule (whether of the State of Delaware or any other jurisdiction) that would cause the application of the laws of a... | Label: Governing Laws |
3a20289d-565e-446c-97ce-bf52820c3923 | Clause:
Options shall be exercisable over the exercise period (which shall not exceed ten years from the date of grant), at such times and upon such conditions as the Board may determine, as reflected in the Award Agreement; provided, that the Board shall have the authority to accelerate the exercisability of any outst... | Label: Terms |
Subsets and Splits
No community queries yet
The top public SQL queries from the community will appear here once available.