id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
259f1290-0e25-49b5-b739-d35c74677041 | Clause:
Each Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Guarantor and without notice to or further assent by any Guarantor, any demand for payment of any of the Borrower Obligations made by any Guaranteed Party may be rescinded by such Guaranteed Party... | Label: Amendments |
8b96b7c8-3fd2-45be-ad82-98706c7bb409 | Clause:
This Agreement may be executed in counterparts, each of which shall constitute an original but all of which when taken together shall constitute a single contract. Delivery of an executed signature page to this Agreement by facsimile transmission or other electronic transmission shall be as effective as deliver... | Label: Counterparts |
e8f57194-0ac7-4e70-833e-28927c2092e3 | Clause:
Each Loan Document has been duly executed and delivered by each Loan Party party thereto, and constitutes a legal, valid and binding obligation of each such Loan Party enforceable against each such Loan Party in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium ... | Label: Enforceability |
c82b3d69-6918-4160-a01e-2996d58cb495 | Clause:
Each Stockholder will execute all documents and take such other actions as the Board may request in order to consummate the transactions provided for herein and to accomplish the purposes of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendme... | Label: Further Assurances |
0a675ee7-0774-4222-bf41-eeaf5eefee34 | Clause:
During the Term, the Executive shall be entitled to accrue up to 20 paid vacation days in each year, which shall be accrued ratably. The Executive shall also be entitled to all paid holidays given by the Employers to their executives.
Task: Classify this clause into ONE of these types (exactly one label):
Adj... | Label: Vacations |
dff87ba5-087b-46e6-911c-aaea670bee88 | Clause:
This Lease (and amendments to this Lease) may be executed in any number of counterparts, each of which shall be deemed to be an original, and all of such counterparts shall constitute one document. To facilitate execution of this Lease, the parties may execute and exchange, by telephone facsimile or electronic ... | Label: Counterparts |
872d2546-1eca-480c-ba9b-6b60feea79e0 | Clause:
Each Borrower has full power, authority and legal right to enter into this Agreement and the Other Documents to which it is a party and to perform all its respective Obligations hereunder and thereunder. This Agreement and the Other Documents to which it is a party have been duly executed and delivered by each ... | Label: Authority |
dde0730f-62d9-4d17-a191-47832e587ea9 | Clause:
The proceeds of the Loans have been used and shall be used in accordance 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, Authority, Authorizations... | Label: Use Of Proceeds |
2cb90b1f-0195-4ea2-8d87-874eb94b66ab | Clause:
Other than consummating the transactions contemplated hereunder, such Purchaser has not directly or indirectly, nor has any Person acting on behalf of or pursuant to any understanding with such Purchaser, executed any purchases or sales, including Short Sales, of the securities of the Company during the period ... | Label: Confidentiality |
c460d56f-9351-44fb-82b0-32e6438c45de | 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 proceedings... | Label: Governing Laws |
a2e1e55c-1dd2-4f23-ae55-86e7757f53b7 | Clause:
Each Lender, upon execution and delivery hereof or upon executing and delivering an Assignment Agreement, as the case may be, represents and warrants as of the Restatement Date or as of the applicable Effective Date (as defined in the applicable Assignment Agreement) that (i) it is an Eligible Assignee; (ii) it... | Label: Representations |
12c64f2d-dbd7-4960-a0ae-8068cc8c10d9 | Clause:
The Borrower agrees to defend, indemnify and hold harmless the Administrative Agent and the Lenders (and their respective affiliates, officers, directors, attorneys, agents and employees) from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expense... | Label: Indemnifications |
1b4a8a3d-2d96-40ae-a87b-d972aa6a5e9c | Clause:
This Agreement will become effective on the eighth day after the date on which the Executive signs a waiver and release in the form attached as Exhibit I to this Agreement (the “Release”), but only if the Executive has signed this Agreement and the Release within the timeframe described in Section 3(a) and has ... | Label: Effective Dates |
8b85d332-e116-4318-ab59-1e0fea7c76d3 | Clause:
(a) There are no actions, suits, proceedings or investigations by or before any arbitrator or Governmental Authority pending against or, to the knowledge of the Borrower, threatened against or affecting the Borrower or any of its Subsidiaries (i) that could reasonably be expected, individually or in the aggrega... | Label: Litigations |
8606974d-45a6-408e-9065-a44e98ab0be2 | Clause:
This Amendment, together with the Loan Agreement and the other Loan Documents, is the entire agreement between the parties hereto with respect to the subject matter hereof. This Amendment supersedes all prior and contemporaneous oral and written agreements and discussions with respect to the subject matter here... | Label: Entire Agreements |
6d19974a-427f-405f-b67a-b1e5d08443bd | Clause:
The Buyer shall have received the consolidated financial statements of the Seller for year-to-date 2016 that have been prepared in accordance with generally accepted accounting principles.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corrupti... | Label: Financial Statements |
965fff80-f497-489d-8c0a-ec5c5cca56b2 | Clause:
This Guaranty Agreement and each Guaranty Joinder Agreement, together with the Credit Agreement and other Loan Documents, constitutes and expresses the entire understanding between the parties hereto with respect to the subject matter hereof, and supersedes all prior negotiations, agreements, understandings, in... | Label: Entire Agreements |
3ccef716-34f8-402c-b38d-702ea1f142af | Clause:
Licensor will obtain and keep in force the insurance as mutually agreed by the parties. Licensee will furnish such reasonably requested information to Licensor for the purpose of placement of insurance coverages and will reasonably aid and cooperate (at no cost or expense to Licensee) with respect to such insur... | Label: Insurances |
06e883ee-2a7c-4752-b074-7225c9a13a95 | Clause:
Landlord, its agents and employees shall not be liable to Tenant, its employees, agents, invitees, licensees or visitors, or any other person or entity whomsoever for any injury to person or damage to property caused by: (a) the failure of any service provided by Landlord (including security service and devices... | Label: Waivers |
6f9ef206-ed11-4be1-b587-81bf252ac79d | Clause:
Except to the extent otherwise provided herein, each of the Parties hereto shall pay the fees and expenses of their respective counsel, consultants and other expenses incident to the negotiation and preparation of this Agreement and consummation of the transactions contemplated by this Agreement.
Task: Classif... | Label: Expenses |
9789a165-9cc5-48eb-99a2-52b20d1a6845 | 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 the Purchasers, severally and not jointly, agree to purchase, an aggregate of $5,000,000 of Share... | Label: Closings |
3390bb1b-47d9-4783-b803-1a6f593a1320 | Clause:
Each party agrees to cooperate fully with the other parties and to execute such further instruments, documents and agreements and to give such further written assurance as may be reasonably requested by any other party to evidence and reflect the transactions described herein and contemplated hereby and to carr... | Label: Further Assurances |
f0a1f315-6ad4-4e91-9508-8e6a5fa5ecef | Clause:
Notwithstanding any other provision of this Agreement, Grantee hereby agrees that if his or her employment with the Corporation or a Subsidiary is terminated for any reason, voluntarily or involuntarily, whether by retirement, resignation or dismissal for cause or otherwise, and such termination is prior to the... | Label: Forfeitures |
f2ed1c2d-5beb-44f5-89c1-0572b92352cc | Clause:
(a) The Company has previously delivered to the Investor a pro-forma Balance Sheet as of the Closing Date, assuming the consummation of the transactions contemplated hereunder.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Ap... | Label: Financial Statements |
895c621c-f3dd-498c-8abb-1741054eab94 | Clause:
Subject to the terms and conditions set forth in this Agreement, the Company hereby offers and Executive hereby accepts employment.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignm... | Label: Employment |
1ebe474a-ac13-4b28-addb-e2ede6dcb426 | Clause:
This Agreement constitutes the entire understanding and agreement of Seller, Split-Off Subsidiary and Buyer and supersedes prior understandings and agreements, if any, among or between Seller, Split-Off Subsidiary and Buyer with respect to the subject matter of this Agreement, other than as specifically referen... | Label: Entire Agreements |
81fd341a-4d78-4103-901c-545d2c4b9c07 | Clause:
Nothing contained in this Amendment shall be construed as a waiver by the Agent or any Lender of any covenant or provision of the Credit Agreement (as amended hereby), the Other Documents, this Amendment, or of any other contract or instrument between any Borrower and the Agent or any Lender, and the failure of... | Label: No Waivers |
e65e6873-dbc8-4035-9ee4-2f03668da46a | Clause:
The financial statements included in each SEC Filing comply in all material respects with applicable accounting requirements and the rules and regulations of the SEC with respect thereto as in effect at the time of filing (or to the extent corrected by a subsequent restatement) and present fairly, in all materi... | Label: Financial Statements |
b8caf94c-bded-4db1-a990-32b92cb0cd92 | Clause:
The Award shall be subject to adjustment by the Board in accordance with Section 4.4 of the Plan in the case of certain corporate reorganization events.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals,... | Label: Adjustments |
d260d7cc-155b-442c-bf30-0475e68a0409 | Clause:
This Amendment may be executed in any number of separate counterparts, each of which shall collectively and separately constitute one agreement. Delivery of an executed signature page to this Amendment by facsimile or electronic transmission shall be effective as delivery of a manually executed signature page t... | Label: Counterparts |
d673035c-513f-40c9-b09b-0b8ea39efe01 | Clause:
This Amendment No. 2 may be executed in one or more counterparts, each of which will be deemed to be an original, but all of which together will constitute one and the same instrument; however, this Amendment No. 2 shall have no force or effect until executed by both parties.
Task: Classify this clause into ON... | Label: Counterparts |
54932c68-cb28-4949-a239-54de4d8cb612 | Clause:
This Agreement shall be construed and enforced in accordance with the laws of the Commonwealth of Pennsylvania.
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: Governing Laws |
74183ac8-7e73-44fc-a7d2-c560221906ff | Clause:
The parties hereby irrevocably and unconditionally consent to submit to the exclusive jurisdiction of the state and federal courts located in the Borough of Manhattan, State of New York, and expressly waive the right to a jury trial, for any actions, suits or proceedings arising out of or relating to this Agree... | Label: Governing Laws |
ebb8642d-6590-4dd9-af7a-efb6974fc030 | Clause:
This Agreement may be executed in one or more counterparts, including by means of facsimile, each of which shall be an original and all of which shall together constitute one and the same document. Delivery of an executed counterpart of a signature page of this Agreement by facsimile or other customary means of... | Label: Counterparts |
50bca998-5676-4794-8ead-1ba7db67f7f9 | Clause:
The Committee has the right to amend, alter, suspend, discontinue or cancel the Option, prospectively or retroactively; provided, that , no such amendment shall adversely affect the Director's material rights under this Agreement without the Director's consent.
Task: Classify this clause into ONE of these type... | Label: Amendments |
fde07a0e-f7d7-49df-82cf-a82147d60f0f | Clause:
Seller is a Delaware corporation, duly organized, validly existing and in good standing under the Laws of the State of Delaware and is qualified to conduct business in North Dakota.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws... | Label: Qualifications |
a1cf16c0-a5f0-4b6f-b5a5-2de45462537a | Clause:
None of Borrower, Equity Owner, Operating Lessee Pledgor, Mortgage Borrower or Operating Lessee is a party to any agreement or instrument or subject to any restriction for which a default or violation by Borrower, Equity Owner, Operating Lessee Pledgor, Mortgage Borrower or Operating Lessee (as applicable) is r... | Label: Agreements |
c80ec46a-65ef-4a09-b2a8-4b4cab0a9d97 | Clause:
The parties agree that this Agreement shall be governed by and construed in accordance with the laws of the State of Wisconsin without giving effect to any conflicts of law provisions. The parties also agree that any action or suit brought by any party to enforce or adjudicate the rights of the parties to and u... | Label: Governing Laws |
ca0c70de-bda6-42f1-84a6-8b9fa73abb19 | Clause:
(a) Each borrowing by any Borrower from the Lenders hereunder, each payment by any Borrower on account of any facility fee and any reduction of the Revolving Commitments of the Lenders shall be made pro rata according to the respective Revolving Percentages of the relevant Lenders.
Task: Classify this clause i... | Label: Payments |
897c70fe-8f56-481c-9b2c-4a302950f63d | Clause:
All matters affecting this Agreement, including the validity thereof, are to be governed by, and interpreted and construed in accordance with, the laws of the District of Columbia, to the extent not preempted by federal law.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, A... | Label: Governing Laws |
c1bf918e-8e8b-402e-b06c-259c7f8ca604 | Clause:
This Fifteenth Amendment may be executed by one or more of the parties hereto in any number of separate counterparts, and all of such counterparts taken together shall be deemed to constitute one and the same instrument. Delivery of this Fifteenth Amendment by facsimile transmission or via .pdf shall be effecti... | Label: Counterparts |
2b233698-f219-4829-a35c-7c6d2ad8766c | Clause:
I t is in c o m pl i a n c e w i t h a ll A p pl ica ble L aw s i n c lu d i ng w i t h out l i m i ta t i o n th o se w i t h re s p e c t to o w ni n g , l e a s i ng a nd m a int a i n i n g t h e Pr o p e r t ie s, e x ce pt i n e ac h ca se w h e r e a n y f a i l u r e t o c o m p l y th e r ew i t h c o ... | Label: Compliance With Laws |
7bf9486f-bbed-49e8-bd58-29532a8970b0 | Clause:
To the extent that any court action is permitted consistent with or to enforce Section 8 of this Agreement, t he parties hereby consent to the jurisdiction of the Superior Court of the Commonwealth of Massachusetts and the United States District Court for the District of Massachusetts . Accordingly, with resp... | Label: Consent To Jurisdiction |
4496b049-e2f4-4ccd-bcfc-3713df3e879b | Clause:
If, after the initial twenty-four (24) month following the First Procedure Date and each subsequent twelve (12) month period thereafter, as soon as reasonably possible following a written request therefor, JFK has not provided GKF with a reasonable economic justification for GKF to continue to provide the Equip... | Label: Terminations |
49ef4e80-d742-45cd-9eab-207c72d08a6f | Clause:
Sections 10 (“No Conflict of Interest”), 11 (“Non-Competition”), 12 (“Non-Solicitation”), 13 (“Nondisclosure of Confidential Information”) 14 (“Enforcement, Remedies and Construction”), 15 (“General Provisions”) and 16 (“Entire Agreement”) of this Agreement shall survive Executive’s employment by Company.
Task... | Label: Survival |
6c9743bc-9ffa-4a2d-b881-55a98454ec4a | Clause:
Any (a) No failure or delay by the Agent, any L/C Issuer or any Lender in exercising any right or power hereunder or under any other Loan Document shall operate as a waiver thereof, nor shall any single or partial exercise of any such right or power, or any abandonment or discontinuance of steps to enforce such... | Label: Amendments |
6dddadeb-e5d6-410f-9d2f-e9e36e13fd4f | Clause:
The consolidated and consolidating balance sheets, and related statements of income, cash flow and shareholders equity, of Borrowers and Subsidiaries that have been and are hereafter delivered to Lender, are prepared in accordance with GAAP, and fairly present in all material respects the financial positions an... | Label: Financial Statements |
b322c850-5ff3-42a6-b6af-221fc6a5ba4e | Clause:
The scope of an Audit may include [*****]. Foxconn shall and shall cause each of its Representatives to and request that each of its Vendors to, cooperate fully with any Audit. Foxconn shall further make its, and each of its Affiliates’, Vendors, employees, contractors, directors, officers and other representat... | Label: Books |
1d4396b8-177f-4d69-9390-0150c0d0c77f | Clause:
This Joinder Agreement may be executed in two or more counterparts, each of which shall constitute an original but all of which when taken together shall constitute but one contract. Delivery of an executed counterpart of a signature page to this Joinder Agreement by telecopier, electronic mail or other electro... | Label: Counterparts |
02755476-7643-4550-8d02-d78a2d05afe9 | Clause:
This Agreement shall be binding upon and inure to the benefit of the successors, assigns, heirs, and legal representatives of the respective parties.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Ar... | Label: Successors |
4dcfbe09-7308-45de-b944-2d4b59a38d9e | Clause:
From and after the Effective Date, the Borrower shall make all payments in respect of the Assigned Interest (including payments of principal, interest, fees and other amounts) to the Assignor for amounts which have accrued to but excluding the Effective Date and to the Assignee for amounts which have accrued fr... | Label: Payments |
4d8152d9-6f2c-42eb-8fa2-dd9001021d14 | Clause:
Executive will be entitled to vacation in accordance with the Company’s vacation policy for senior executive officers, officers, but in no event less than four weeks per calendar year of paid vacation.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, ... | Label: Vacations |
46bc6e61-9190-4264-af60-aaa87afcfac2 | Clause:
During the Employment Term, Employee’s base salary shall be $320,760 per annum, which salary may be increased (but not decreased) by the Board (or a designated committee thereof) in its discretion (the “ Base Salary ”), which Base Salary shall be payable in regular installments in accordance with the Company’s ... | Label: Base Salary |
b4b6aec0-ea9f-46fe-a208-6c0fe95de184 | Clause:
Subject to the proviso in clause (ii) of Section 3.01(a), each Second Priority Representative, on behalf of itself and each Second Priority Secured Party under its Second Priority Debt Facility, agrees that, unless and until the Discharge of First Priority Obligations has occurred, it will not commence, or join... | Label: Cooperation |
01cabb28-6624-43cb-ab62-72b5e2c2f09c | Clause:
This SAR is not exercisable and shall terminate after the expiration of 10 years from the Grant Date and may terminate on an earlier date in the event of Grantee's Separation from Service. An unexercised (or as-yet unvested) SAR shall lapse and become unexerciseable 3 months following Grantee's Separation from ... | Label: Terms |
a6a90f2c-e6ca-4188-b045-03e5ad83b72a | Clause:
THE PARTIES HEREBY IRREVOCABLY WAIVE THEIR RESPECTIVE RIGHTS TO A JURY TRIAL OF ANY CLAIM OR CAUSE OF ACTION BASED UPON OR ARISING OUT OF THIS AGREEMENT. THIS WAIVER SHALL APPLY TO ANY SUBSEQUENT AMENDMENTS, RENEWALS, SUPPLEMENTS OR MODIFICATIONS TO THIS AGREEMENT. IN THE EVENT OF LITIGATION, THIS AGREEMENT MAY... | Label: Waiver Of Jury Trials |
16b326f6-f102-4115-a104-3de1d963a168 | Clause:
This Agreement (including the Schedules and Exhibits hereto) and the agreements and documents referenced herein constitute the entire agreement of the parties hereto with respect to the subject matter hereof and supersede all prior agreements and undertakings, both written and oral, among the parties hereto wit... | Label: Entire Agreements |
ee1bdbbe-09f8-4f5e-a52b-31c005d02666 | Clause:
Neither the execution, delivery or performance of this Agreement nor the consummation by such Member (or any of its Affiliates) of the transactions contemplated hereby (i) does or will conflict with, violate or result in a breach of (or has conflicted with, violated or resulted in a breach of) any of the terms,... | Label: No Defaults |
32580035-e159-4c6f-904e-e4c18e52502c | Clause:
The Amendment shall be binding upon and inure to the benefit of any successors to the Company and all persons lawfully claiming under Grantee.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitrati... | Label: Binding Effects |
029bbbcf-049d-44a5-9dd6-74fc84640b63 | Clause:
Any notices required or permitted to be given under this Agreement shall be sufficient if in writing, and if personally delivered or when sent by first class certified or registered mail, postage prepaid, return receipt requested − in the case of the Executive, to his principal residence address, and in the cas... | Label: Notices |
7d572357-9689-4592-8243-2a6e49d16c9e | Clause:
If, at any time before the Acceptance Time, the Company reasonably believes or is advised that any further instruments, deeds, assignments or assurances are reasonably necessary or desirable to effectively carry out such Shareholder’s obligations under this Agreement, then each Shareholder shall execute and del... | Label: Further Assurances |
b6077a5d-1dd9-4336-a650-c9721ae0e0e2 | Clause:
The Company agrees during the Standstill Period that it shall not disparage the Shareholder Group, any member of the Shareholder Group, or any member of the management of the Shareholder Group, provided that this provision shall not apply to compelled testimony, either by legal process, subpoena or otherwise, o... | Label: Non-Disparagement |
5c367031-051f-4e73-9165-11ec459d681a | Clause:
The individuals executing this Agreement and the instruments referenced herein on behalf of Purchaser have the legal power, right and actual authority to bind Purchaser to the terms and conditions hereof and thereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreement... | Label: Authority |
a2da87ad-6083-47db-bd21-90f95ca8f82a | Clause:
Debtor has full right, power and authority to enter into this Security Agreement and to perform all of its duties and obligations under this Security Agreement. The execution and delivery of this Security Agreement and the other Loan Documents will not, nor will the observance or performance of any of the matte... | Label: Authorizations |
97c24bc9-8311-4a35-af0e-3068c65d7021 | Clause:
The CSAR herein granted will vest in three equal annual installments beginning on the first anniversary of the Effective Date, provided Employee remains an employee of the Company on such dates.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Co... | Label: Vesting |
9add545f-cf83-4134-8b5b-669dd75b10f6 | Clause:
The Servicer’s appointment as custodian will become effective as of the Cut-Off Date and will continue in full force and effect until terminated pursuant to this Section 2.2(g) . If the Bank resigns as Servicer in accordance with Section 6.6 or if all of the rights and obligations of the Servicer have been term... | Label: Terminations |
7b604771-a92b-4b73-9321-815a3d4fb5c9 | Clause:
All of Borrower’s obligations under this Section 2.07 shall survive termination of the Facility, repayment of all other Obligations hereunder, and resignation or replacement of Administrative Agent.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Ant... | Label: Survival |
509d0882-7710-4766-8ac8-26c12ffcc1a7 | Clause:
In case any one or more of the provisions of this Mortgage are held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision hereof. Each of the provisions of every such agreement, document or instrument shall be enforceable by... | Label: Severability |
9ff69cc8-b0a5-432f-b8cf-bb8b7a5df54b | Clause:
This Consent, when delivered hereunder, will have been duly executed and delivered by each Loan Party that is party hereto. This Consent constitutes a legal, valid and binding obligation of such Loan Party, enforceable against such Loan Party that is party hereto in accordance with its terms, except to the exte... | Label: Binding Effects |
efe8207e-7582-4abb-ad2b-2187fe6ac590 | Clause:
Unless other arrangements have been made that are acceptable to the General Partner or an Affiliate, the Partnership or an Affiliate is authorized to withhold from any Award, from any payment due or transfer made under any Award or from any compensation or other amount owing to a Participant the amount (in cash... | Label: Tax Withholdings |
e73ef653-bd2b-4ed4-9e79-03aa74f633b5 | Clause:
Each Party acknowledges that the other possesses, and will continue to possess, information that has been created, discovered or developed by them and/or in which property rights have been assigned or otherwise conveyed to them, which information has commercial value and is not in the public domain. The proprie... | Label: Confidentiality |
4a06265b-ea7c-4cfa-abc1-af12c68b4689 | Clause:
There is no action, suit, inquiry, notice of violation, proceeding or investigation pending or, to the knowledge of the Company or any Subsidiary, threatened against or affecting the Company, any Subsidiary or any of their respective properties before or by any court, arbitrator, governmental or administrative ... | Label: Litigations |
ca3f20e9-c9b3-4786-882a-c31ece61267c | Clause:
Neither the Corporation nor any member of the Board of Directors or of the Committee, nor any other person participating in any determination of any question under this Plan, or in the interpretation, administration or application of this Plan, shall have any liability to any party for any action taken or not t... | Label: Indemnity |
86872681-db36-4389-b34b-2dd8909a840b | Clause:
The Borrower will, and will cause each of its Subsidiaries to, (i) keep all property necessary to the business of the Borrower and its Subsidiaries in good working order and condition, ordinary wear and tear excepted, and (ii) maintain insurance on all its property in at least such amounts and against at least ... | Label: Insurances |
7fac9f2f-8ae1-4c9a-aa6f-740eccb0aada | Clause:
Each Buyer and each holder of the Securities shall have all rights and remedies set forth in the Transaction Documents and all rights and remedies which such holders have been granted at any time under any other agreement or contract and all of the rights which such holders have under any law. Any Person havin... | Label: Remedies |
c8663ed4-b51a-47d9-8376-49827c184f3c | Clause:
Executive represents and warrants that: (a) Executive has filed no pending claims with any court or government agency against any of the Released Parties; and (b) Executive has not breached any terms of any agreement between Executive and the Company regarding confidential information, competition or solicitat... | Label: Representations |
1bb7a8eb-3710-4c14-8ca7-cefe19fe8fed | Clause:
The Company hereby agrees to continue to employ the Executive, and the Executive hereby agrees to continue to be employed by and perform services for the Company, on the terms and conditions set forth herein.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amend... | Label: Employment |
da2ebb8a-56d1-49a5-8bab-9b32c954b1c9 | Clause:
During the Term, the Executive shall have the position of Chief Marketing and Business Development Officer of the Company.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Ass... | Label: Titles |
db15e182-f730-4b84-9ee2-61ac955f759f | Clause:
This Assignment (including the recitals to this Assignment which are incorporated herein) and the Agreement set forth the entire understanding and agreement of the parties hereto, and shall supersede any other agreements and understandings (written or oral) between Assignor and Assignee on or prior to the Effec... | Label: Entire Agreements |
f3226971-7491-4edf-94e5-911905b63b7f | Clause:
The Borrower is not a party to any agreement or instrument or subject to any corporate restriction that has resulted or could reasonably be expected to result in a Material Adverse Effect. Neither the Borrower nor any Subsidiary of the Borrower is in default in any manner under any provision of any indenture or... | Label: Agreements |
b199b1d8-816a-437f-aa23-82b1f3b9271c | Clause:
This Agreement and any certificate attached hereto or delivered in accordance with the terms hereby by or on behalf of DEAC in connection with the transactions contemplated by this Agreement, when taken together, do not contain any untrue statement of a material fact or omit any material fact necessary in order... | Label: Disclosures |
c0cea0ba-9d53-4b6e-8fc0-a576541e251c | Clause:
This Agreement sets forth the entire understanding between the parties hereto with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings, inducements or conditions, express or implied, oral or written with respect to the PSU Grant. This Agreement cannot ... | Label: Amendments |
133d6c01-aa9c-4b6c-9171-bf4c4b4af48c | Clause:
This Agreement shall be binding upon and inure to the benefit of, and shall be enforceable by the Executive, the Company, and their respective heirs, executors, administrators, legal representatives, successors, and assigns. In the event of a Business Combination (as defined in clause (iii) of Change of Control... | Label: Successors |
a8978842-7fa3-443e-9067-8e9d2535f0cc | Clause:
Each party’s obligations under this Section 2.19 shall survive the resignation or replacement of the Administrative Agent or any assignment of rights by, or the replacement of a Lender, the termination of the Commitments and the repayment, satisfaction or discharge of all obligations under any Financing Documen... | Label: Survival |
df7eff4a-82d4-4113-95f1-1ef00e0481ef | Clause:
This Agreement (a) may not be amended, modified or terminated orally or by any course of conduct pursued by IAHC or the Executive, but may be amended, modified or terminated only by a written agreement duly executed by IAHC and the Executive, and (b) shall be governed by, and interpreted and construed in accord... | Label: Miscellaneous |
803617ca-8782-4066-80d2-daa7e8b7be9e | Clause:
This Agreement shall be governed by and construed in accordance with the internal laws of the Commonwealth of Virginia, to the extent not inconsistent with and governed by federal law, without giving effect to principles of conflict of laws. All headings in this Agreement have been inserted solely for convenie... | Label: Construction |
00864a23-5c53-406f-ab7a-e0ae6b9dca88 | Clause:
Subject to Section 6 below, the Award shall vest and become nonforfeitable with respect to one hundred percent (100%) of the total number of Restricted Stock Units on the [First, Second, Third, Fourth or Fifth] anniversary of the Award Date.
Task: Classify this clause into ONE of these types (exactly one label... | Label: Vesting |
52e1739d-f0f7-4e71-b5d1-78eb9d71b228 | Clause:
Upon a Participant’s Termination of Service by reason of Disability, any Option held by such Participant that was exercisable immediately before such Termination of Service may be exercised at any time until the earlier of (A) the third (3rd) anniversary of such Termination of Service (or with respect to Incent... | Label: Disability |
e8841e42-3d0d-49cf-8e44-8baa8dc1a9ed | Clause:
The Company and each Subsidiary owns, possesses, licenses or has other rights to use the patents and patent applications, copyrights, trademarks, service marks, trade names, Internet domain names, technology, know-how (including trade secrets and other unpatented and/or unpatentable proprietary rights) and othe... | Label: Intellectual Property |
c8e53dcc-0f28-4629-b067-1f2fc9d5af05 | Clause:
This Agreement shall be construed under the laws of the State of California in the venue of the County of Los Angeles. In case of a dispute the prevailing party shall be entitled to all of its reasonable legal fees and costs. All disputes shall be resolved through binding arbitration. All obligations of Buyer s... | Label: Miscellaneous |
a8acff0e-5bcd-41ac-9ef5-b3f5510bd325 | Clause:
Subject to paragraph 3 below, this Option shall vest and become exercisable as set forth in the Certificate 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, A... | Label: Vesting |
dc4b7963-beba-4c04-a0a5-b925e8d5f48d | Clause:
This Amendment shall not be deemed, either expressly or impliedly, to waive, amend or supplement any provision of the Note Purchase Agreement other than as set forth herein, the Note Purchase Agreement, as modified hereby, remains in full force and effect and is hereby reaffirmed, ratified and confirmed.
Task:... | Label: No Waivers |
bb469bf1-dacc-4149-a628-54a7a4dd4541 | Clause:
All taxes (other than property taxes, ad valorem taxes, income taxes, gross receipt taxes, payroll taxes and other similar taxes) that Operator incurs on TRMC’s behalf for services provided pursuant to this Agreement with respect to the Avon Terminal, shall be reimbursed by TRMC unless prohibited by Applicable ... | Label: Taxes |
37458359-9018-4f76-8981-e17e3add666a | Clause:
The Company has filed all reports, schedules, forms, statements and other documents required to be filed by the Company under the Securities Act and the Exchange Act, including pursuant to Section 13(a) or 15(d) thereof, for the two years preceding the date hereof (or such shorter period as the Company was requ... | Label: Financial Statements |
61d76b16-305e-4151-8f0e-ed556b8d4de1 | Clause:
At any time, and from time to time, the Committee may amend the terms of this Agreement in accordance with Section 14 of the Plan.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignme... | Label: Amendments |
0d99e53f-655f-4f3f-8872-a4f348de299a | Clause:
Except as otherwise disclosed on Schedule 5.8 , and except for (a) the Emergent Spinoff Transaction and any agreements entered into pursuant thereto and (b) transactions that are disclosed to Agent in advance of being entered into and transactions which contain terms that are no less favorable to the applicable... | Label: Transactions With Affiliates |
00c10498-f623-48ce-a523-25eac912dfe3 | Clause:
By the issuance of a Letter of Credit (or an amendment to a Letter of Credit increasing the amount thereof) and without any further action on the part of the Issuing Bank or the Lenders, the Issuing Bank hereby grants to each Lender, and each Lender hereby acquires from the Issuing Bank, a participation in such... | Label: Participations |
be2c207a-0af0-4b1e-a70d-6c92b8d02301 | Clause:
BORROWER AND LENDER ACKNOWLEDGE THAT THE RIGHT TO TRIAL BY JURY IS A CONSTITUTIONAL ONE, BUT THAT IT MAY BE WAIVED. EACH PARTY, AFTER CONSULTING (OR HAVING HAD THE OPPORTUNITY TO CONSULT) WITH COUNSEL OF THEIR CHOICE, KNOWINGLY AND VOLUNTARILY, AND FOR THEIR MUTUAL BENEFIT, WAIVES ANY RIGHT TO TRIAL BY JURY IN ... | Label: Waiver Of Jury Trials |
7bccf256-7a7d-48aa-9339-86b9c706dc54 | Clause:
This Agreement shall be governed by and construed in accordance with the laws of the State of California, without giving effect to conflicts of law principles.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, App... | Label: Applicable Laws |
7411e9aa-7b77-48cd-b1ff-949415dbaf8b | Clause:
This Agreement shall be governed by and interpreted in accordance with the laws of the State of New York, including General Obligations Law §5-1401, but otherwise without regard to the conflict of laws principles thereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agre... | Label: Governing Laws |
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