id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
64bf4635-5f55-4b5f-8fa3-d2d93a986848 | Clause:
Titles of the paragraphs herein are used solely for convenience and shall not be used for interpretation or construing any work, clause, paragraph or provision of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, A... | Label: Titles |
dc67a425-c53c-4661-a600-2549d43dd40f | Clause:
This agreement shall be governed by and construed under the laws of the State of Florida applicable to contracts made and to be performed entirely within the State of Florida. Any dispute, claim or controversy arising out of or relating to this agreement or the breach, termination, enforcement, interpretation o... | Label: Governing Laws |
749d2047-a37a-4456-b62b-90bea37e692b | Clause:
The Company shall be entitled to withhold any taxes from any distribution hereunder or from other compensation then payable, as it believes necessary, appropriate, or required under relevant law.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-C... | Label: Taxes |
81772ea6-2100-400b-b229-9b886e5e7515 | Clause:
Such Debtor will maintain insurance on the Collateral for the benefit of the Collateral Agent in accordance with the Indenture.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments... | Label: Insurances |
633c32f4-102d-40fb-bdb1-0bb31c8b82ef | Clause:
Following the Separation Date through June 30, 2018, at the request of the Company, the Executive agrees to cooperate to the fullest extent possible with respect to matters involving the Company about which the Executive has or may have personal knowledge, including any such matters which may arise after the Se... | Label: Cooperation |
8cc784ed-30e1-4cf6-b603-f24337e3f696 | Clause:
(i) The Company is not in violation of its articles of incorporation, as amended, or bylaws, and (ii) no other Debtor is in violation of its respective charter or bylaws, certificate of formation or limited liability company operating agreement or similar organizational document in any material respect. To the ... | Label: Compliance With Laws |
e20026d3-eec2-454f-9a0a-0e6fcb036dd9 | Clause:
Agent, each Lender and each Transferee shall hold all non-public information obtained by Agent, such Lender or such Transferee pursuant to the requirements of this Agreement in accordance with Agent's, such Lender's and such Transferee's customary procedures for handling confidential information of this nature;... | Label: Confidentiality |
29a39d09-9f5b-4c31-93dc-8b56ff3083da | Clause:
Schedule 3.11 sets forth the name and jurisdiction of organization of, and the ownership interest of the Borrower and each Subsidiary in, each Subsidiary and each class of Equity Interest of each Loan Party and each direct Subsidiary thereof and identifies each Subsidiary that is a Loan Party or an Excluded Sub... | Label: Subsidiaries |
0ae85eb7-e4ac-4667-a7b2-faaa1a90ae2b | Clause:
The effective date of the Joint Venture is June 1, 1992 (the “ Effective Date ”). The effective date of this Amendment and Restatement is the Restatement Date.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, App... | Label: Effective Dates |
b1deaa51-cea8-4c99-9c75-a732fa1767a5 | Clause:
Mortgagor agrees to keep the Mortgaged Property insured against loss or damage by fire and other casualty with extended coverage and against any other risks or hazards which in the opinion of Mortgagee should be insured against, and in any case against all risks which persons engaged in the same business as is ... | Label: Insurances |
b68111fc-b1ef-4ad5-9d6c-763830730a12 | Clause:
Upon receipt of all of the Settlement Shares and settlement fee shares for and in consideration of the terms and conditions of this Agreement, and except for the obligations, representations, indemnifications pursuant to paragraph 15 herein and covenants arising or made hereunder or a breach hereof, the parties... | Label: Releases |
5e125ccc-598e-4ed2-b87a-a3ea4ae05b1a | Clause:
Maintain adequate insurance at all times on Borrower’s insurable properties against fire, theft and other hazards with responsible companies and in such amounts and against such risks as is usually carried by owners of similar businesses and properties. Borrower shall promptly deliver to the Lender certificates... | Label: Insurances |
6fa1d2f1-a36e-48f9-b15f-260ac6c2bed8 | Clause:
This Agreement and Schedule A hereto, as well as any other agreements and documents referred to herein (including the Separation Agreement and the agreements contemplated thereby, to the extent applicable), constitute the entire agreement between the Parties with respect to the subject matter hereof, and supers... | Label: Entire Agreements |
d8b5834e-8946-45ff-b135-fdb1892c6d3f | Clause:
The Group, each Warrantor and the Purchasers will from time to time execute and deliver all such further documents and instruments and do all acts and things as the other party may, either before or after the Closing Date, reasonably require to effectively carry out or better evidence or perfect the full inte... | Label: Further Assurances |
c8acdc44-0c04-4a38-ba68-7fa97a1c2d24 | Clause:
This Agreement constitutes the full and entire understanding and agreement between the parties with regard to the subjects hereof and supersedes in their entirety all other or prior agreements between or among the Company and any of the Holders regarding the subjects hereof.
Task: Classify this clause into ONE... | Label: Entire Agreements |
b1236a08-7f42-4e94-8817-87651e9280b0 | Clause:
The failure of a party to insist upon strict adherence to any obligation of this Agreement shall not be considered a waiver or deprive that party of the right thereafter to insist upon strict adherence to that term or any other term of this Agreement. Any waiver of any provision of this Agreement must be in a w... | Label: Waivers |
91144c6a-0b10-4e18-8d5a-da33eadf2e40 | 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 Delaware, without regard to the principles of conflict of laws thereof. Each party agrees that all legal proceedin... | Label: Governing Laws |
6e861adf-e9e2-4785-b24e-7d4bde012bc1 | Clause:
All costs of operation, maintenance, repair, replacement and management of the Building (including the amount of any credits which Landlord may grant to particular tenants of the Building in lieu of providing any standard services or paying any standard costs described in this Section 4.1.2 for similar tenants)... | Label: Expenses |
6d63947c-9830-4046-9d07-afdbce26487e | Clause:
This Agreement may be executed in counterparts, each of which shall be deemed an original and all of which together shall be deemed one and the same agreement, and shall become effective when one or more counterparts have been signed by each of the Parties and delivered (by telecopy, electronic delivery or othe... | Label: Counterparts |
68d6c89c-0406-4376-81f1-abbd2168611f | Clause:
Any notice, request or other document required or permitted to be given or delivered to the Holder by the Company shall be sent to the Holder’s address set forth in the Company’s records.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruptio... | Label: Notices |
76e3fbef-177c-41c0-b395-cc979cbc438d | Clause:
Capitalized terms used but not defined in this Agreement are defined in Appendix A to the Sale and Servicing Agreement, dated as of October 1, 2016, among Ford Credit Auto Owner Trust 2016-C, as Issuer, Ford Credit Auto Receivables Two LLC, as Depositor, and Ford Motor Credit Company LLC, as Servicer. Appendix... | Label: Definitions |
dcb2d67d-a5a5-4bda-b673-fa04f7aad653 | Clause:
On the terms and subject to the conditions set forth herein, on or prior to March 11, 2016 (the “ Initial Tranche Closing ” and the “ Initial Tranche Closing Date ”), the Purchaser shall purchase from the Company a Note in the principal amount of $300,000, and the Company shall issue and sell to the Purchaser s... | Label: Sales |
97a5889e-32c2-4723-b88d-9c4a1a51a98b | Clause:
The Placement Agent and the Company mutually agree that they will not disclose any confidential information received from the other party to others, except with the written permission of the other party or as such disclosure may be required by law.
Task: Classify this clause into ONE of these types (exactly on... | Label: Confidentiality |
9b7aff0a-d6c7-4359-bbe5-013757191c1e | Clause:
This Plan shall be administered in compliance with Section 409A and each provision of the Plan shall be interpreted, to the extent possible, to comply with Section 409A. Notwithstanding any other provision of this Plan to the contrary, neither the time nor the schedule of any payment under the Plan may be accel... | Label: General |
e82e2ef4-eeab-4d2f-b751-1d80f5991761 | Clause:
There is no action, proceeding or investigation pending with respect to which any Seller Party or either Guarantor has received service of process or, to the best of such Seller Party’s or either Guarantor’s knowledge threatened against it before any court, administrative agency or other tribunal (A) asserting ... | Label: Litigations |
a75de24f-07f4-4bfe-9a8a-7cdff82c8148 | Clause:
Upon the death of a Participant, the SOSARs outstanding as of the date of death will become fully vested and immediately exercisable ; provided that the Participant has been employed continuously from the Grant Date until the date of death . Such SOSARs may be exercised by the Participant ’ s legal repres... | Label: Death |
d6c5b6ef-914d-43d4-801b-74fa8b9a0168 | Clause:
By selecting the “Accept" button below you agree (i) to enter into this Agreement electronically, and (ii) to the terms and conditions of the Agreement. Until you select the "Accept" button below and accept the corresponding Irrevocable Stock Power (the “Power”), this Award shall not be effective and if you do ... | Label: Agreements |
e04d1b58-af5b-4124-9f51-771c5c7992b6 | Clause:
Borrower will, and will cause each of its Subsidiaries to, comply with the requirements of all applicable laws, rules, regulations, and orders of any Governmental Authority (including any order of the Bankruptcy Court), other than laws, rules, regulations, and orders the non-compliance with which, individually ... | Label: Compliance With Laws |
429d63b5-d678-439d-a4da-7f42bade35a2 | Clause:
Murphy USA, the Company and each other Subsidiary will do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence and the rights, licenses, permits, privileges, franchises, patents, copyrights, trademarks and trade names material to the conduct of its bu... | Label: Existence |
ee6d9d8d-303d-42cf-876c-d1fdb8a19357 | Clause:
Except as otherwise required or permitted by this Agreement (including Section 7.3), amendments to this Agreement must be approved by the Consent of the General Partner and the Consent of the Partners, and may be proposed only by the General Partner. Following such proposal, the General Partner shall submit to... | Label: Amendments |
b5b9fb2c-07e0-4d54-8113-321f29d75923 | Clause:
The Borrower will not, and will not permit any of its 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 hereinafter acquired, and thereafter rent or lease such property or ot... | Label: Sales |
b58779dd-77de-4c15-b129-72a5744d72d0 | Clause:
Any Lender may at any time, without the consent of, or notice to, the Borrower or the Administrative Agent, sell participations to any Person (other than a natural Person or the Borrower or any of the Borrower’s Affiliates or Subsidiaries) (each, a “Participant”) in all or a portion of such Lender’s rights and/... | Label: Participations |
0beada09-2b51-493b-be90-147237a92a15 | Clause:
Each of the Executive and the Company shall do, execute and deliver, or shall cause to be done, executed and delivered, all such further acts, documents and things as the Executive or the Company may require for the purposes of giving effect to this Agreement.
Task: Classify this clause into ONE of these types... | Label: Further Assurances |
4c5fbe17-715f-4fe8-a36f-9fa86d5b9903 | Clause:
Except as shown on Schedule 9.1.17 , there are no proceedings or investigations pending or, to any Obligor’s knowledge, threatened in writing against any Obligor or Subsidiary, or any of their businesses, operations, Properties or conditions, that (a) relate to any Loan Documents or transactions contemplated th... | Label: Litigations |
9ab25263-4449-4c4d-9718-038d3e8dbc91 | Clause:
The Executive agrees and covenants that she will not at any time make, publish or communicate to any person or entity or in any public forum any defamatory or disparaging remarks, comments or statements concerning the Company or its businesses, or any of its employees, officers.
Task: Classify this clause into... | Label: Non-Disparagement |
6c19f87e-5f18-4702-a67e-a743bf5b4d5e | Clause:
Each of the Company and its Subsidiaries has (a) timely filed all Tax Returns required to have been filed (including any validly obtained extensions), and all such Tax Returns were correct and complete in all material respects and were prepared in substantial compliance with all applicable Laws, (b) timely paid... | Label: Taxes |
cbc632d6-092d-498e-9f03-1a82f2a4a6b7 | Clause:
Executive shall serve as Chief Commercial Officer, and will report directly to the Chief Executive Officer. During the Employment Term (as defined below), Executive shall perform all duties and accept all responsibilities incident to such position and other appropriate duties as may be assigned to Executive by... | Label: Duties |
84d0115f-6862-411d-9086-b849b78a24aa | Clause:
Either the Consultant or the Company may terminate this agreement at any time and for any purpose.
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, Authori... | Label: Terminations |
64d4fc66-5dd1-4c78-9a11-4889b9862290 | Clause:
In order to preserve Holder’s rights under this Award in the event of a change in control of the Company (as defined by the Committee), the Committee in its discretion may at any time take one or more of the following actions: (i) provide for the acceleration of any Vest Date, (ii) provide for payment to the Ho... | Label: Change In Control |
149b1e80-0498-492d-8426-3e8941e4a193 | Clause:
This Retirement Agreement, along with the release contained in Section 3, is the entire agreement between the Parties pertaining to the matters encompassed within it, and except as otherwise specifically contemplated in this Retirement Agreement, supersedes any other agreement, written or oral, that may exist b... | Label: Entire Agreements |
9319b8cc-e933-4bbb-abee-a676528f39cd | Clause:
Except as otherwise provided for in this Agreement, the failure of the Closing to occur in accordance with the terms and conditions of this Agreement and the LLC Agreement shall render the Redemption ineffective and the LLC Agreement in full force and effect as it was on the date immediately prior to the Closin... | Label: Remedies |
575473f1-beed-42e1-8505-9f241376b943 | Clause:
Upon the terms and subject to the conditions set forth herein, the Issuer agrees to sell, and the Investor agrees to purchase the Note, in an aggregate principal amount of $3,725,000, a Warrant to purchase 714,285 shares of Issuer common stock with an aggregate exercise price of $500,000, and such number of Ori... | Label: Sales |
3d149bb9-dde1-44b5-85ec-7e4c1b6e108a | Clause:
(a) Sell or transfer any property or assets to, or purchase or acquire any property or assets from, or otherwise engage in any other transaction with, any of its Affiliates, unless such transaction is (i) otherwise not prohibited by this Agreement, and (ii) upon terms no less favorable to the Borrower or such S... | Label: Transactions With Affiliates |
a5eec5a8-8023-4144-8bea-56e905827532 | Clause:
This Agreement may be executed in counterparts (including by electronic means), each of which shall be considered one and the same agreement and this Agreement shall become effective when a counterpart signed by each party shall be delivered to the other party, it being understood that both parties need not sig... | Label: Counterparts |
0cbcc818-7014-4729-8a92-44bd073eeb92 | Clause:
Any notices given pursuant to this Collateral Assignment shall be sufficient only if given in the manner provided for in the Credit Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitrati... | Label: Notices |
e7bb96a8-8e37-49f3-9a4c-d1cb303ec0da | Clause:
The closing of the transactions contemplated hereby (the “ Closing ”) shall occur within three (3) Business Days after the date on which all of the conditions (except those conditions that are to be satisfied at Closing) set forth in Articles VI and VII have been satisfied or waived at the offices of Winston & ... | Label: Closings |
efca58f7-a9b2-4144-b209-31766178191e | Clause:
In order to induce Lender to execute and deliver this Amendment, each of the Borrowers and the Guarantor hereby represent to Lender that as of the date hereof, (i) each of the Borrowers and the Guarantor are in full compliance with all of the terms and conditions of the Facility Documents and remains bound by t... | Label: Representations |
6c1cc2e6-2708-41c5-ba4c-af4944f22fcc | Clause:
Unless otherwise specified herein or therein, all terms defined in this Agreement or in any other Loan Document shall have the defined meanings when used in any certificate or other document made or delivered pursuant hereto. The meanings of defined terms shall be equally applicable to the singular and plural ... | Label: Defined Terms |
7236cbdb-d224-436e-a854-ff7a555e1c55 | Clause:
For purposes of this Section 3.5 , the term “Lender” includes the 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, A... | Label: Defined Terms |
b33a09d0-dd8e-436d-a8f1-d91ee590e1d4 | Clause:
The sale of the Units pursuant to the Purchase Agreement (as amended by this Amendment) shall be construed and enforced in accordance with the laws of the State of Delaware, and the sale of the C-Corp Property pursuant to the Purchase Agreement (as amended by this Amendment) or any claims arising from the breac... | Label: Governing Laws |
cb31f90f-b86e-4d0b-bbff-84c6fa76ae87 | Clause:
Seller is not, nor has it at any time within the last five (5) years been, nor has it received any notice that it is or has at any time within the last five (5) years been, in violation of or in default under, in any material respect, any Law or Order applicable to the Business or the Purchased Assets.
Task: C... | Label: Compliance With Laws |
1fec1bf5-afd9-4d96-b0cf-e0a49688fa03 | Clause:
All notices, requests and other communications hereunder shall be in writing (including facsimile transmission or similar writing) and shall be given (a) to each Guarantor at its address set forth below its signature hereto, (b) to the Administrative Agent or any Lender at its respective address for notices pro... | Label: Notices |
833479dd-5d5b-4fdd-bac4-1b85dde695c9 | Clause:
All representations and warranties made hereunder and in any other Loan Document or other document delivered pursuant hereto or thereto or in connection herewith or therewith shall survive the execution and delivery hereof and thereof. Such representations and warranties have been or will be relied upon by the... | Label: Warranties |
43183a8d-b52d-4b9e-9639-50b1235e49cd | Clause:
From the Closing until the Investment Condition Termination Date, Delphax and each Subsidiary shall keep accurate books of record and account for itself in which true and complete entries will be made in accordance with GAAP and, upon request by Air T, will give any representative of Air T access to, and permit... | Label: Books |
7d84d2ed-e4dd-4ca2-8805-541b2ecc1639 | Clause:
The Company shall have the right to deduct from all distributions hereunder any taxes required to be withheld by the federal or any state or local governments.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, App... | Label: Tax Withholdings |
f0ecb6d4-a2d3-4b4a-b32b-df5fc7bd1dc3 | Clause:
During the Employment Term, the Company shall pay Executive a base salary (“Base Salary”) at the annual rate of $500,000, payable in regular installments in accordance with the Company’s usual payment practices. Executive shall be entitled to such increases in Executive’s Base Salary, if any, as may be determin... | Label: Base Salary |
e332adfd-a629-466c-8155-9365ef6bb2f1 | Clause:
As of the Closing Date, after giving effect to (i) the consummation of the transactions contemplated herein to occur on the Closing Date and (ii) any extension of credit hereunder, the Borrowers and the Obligors, taken as a whole, are Solvent. No Obligor is planning to take any action described in Section 12.1(... | Label: Solvency |
a378b421-c9e4-44d1-a6a7-14668bba06e9 | Clause:
No modification or waiver of this Agreement will be effective unless in writing and executed by the parties. No party may assign any of its rights or obligations under this Agreement without the prior written consent of the other parties, except that Assignee may without such consent assign any of its rights or... | Label: Miscellaneous |
7c82c2d1-bcf1-4ce4-ad65-e114c1b51312 | Clause:
GRANTOR AND SECURED PARTY, AFTER CONSULTING OR HAVING HAD THE OPPORTUNITY TO CONSULT WITH COUNSEL, EACH KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVE IRREVOCABLY, ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION OR PROCEEDING TO ENFORCE OR DEFEND ANY RIGHTS UNDER THIS SECURITY AGREEMENT, ANY NOTE, ANY OTHER LOAN DOC... | Label: Waiver Of Jury Trials |
5b52e687-7a86-4e32-9967-4a03713ce554 | Clause:
This Agreement may not be amended nor any rights under this Agreement waived except by an instrument in writing signed by the Party to be charged with such amendment or waiver and delivered by such Party to the Party claiming the benefit of such amendment or waiver.
Task: Classify this clause into ONE of these... | Label: Amendments |
f1665d16-c002-48d9-b298-c3599c091366 | Clause:
This Agreement may be executed in one or more counterparts, each of which shall for all purposes be deemed to be an original, but all of which together shall constitute one and the same Agreement. Delivery of an executed counterpart of a signature page of this Agreement by facsimile, portable document format (.... | Label: Counterparts |
6b6a080c-1d1f-4d40-891a-2b12e0448202 | Clause:
The Borrower shall, and shall cause its Subsidiaries to, cooperate and provide reasonable information and other assistance in connection with any proposed assignment or participation of a Loan permitted by Section 11.05(b) .
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, A... | Label: Cooperation |
e6761b05-d1e9-4236-bac4-3e93376f5d78 | Clause:
This Agreement will be binding upon and inure to the benefit of and be enforceable by the respective successors and permitted assigns of the Parties. Neither Party may assign (whether by operation of Law or otherwise) this Agreement or any rights, interests or obligations provided by this Agreement without the ... | Label: Assignments |
c9e5711e-2152-4d8c-afb1-2ec886149401 | Clause:
Indemnitee will, as a condition precedent to his or her right to be indemnified under this Agreement, give to the Company notice in writing as soon as practicable of any claim made against him or her for which indemnity will or could be sought under this Agreement. Notice to the Company will be directed to the ... | Label: Notices |
cf623efa-97ba-4fe4-aca6-3a499775ce80 | Clause:
The Company may withhold from all payments due to a Participant (or beneficiary) hereunder all taxes which, by applicable federal, state, local or other law, the Company may be required to withhold. In addition, the Company may limit deferrals to the extent reasonably necessary to pay any of the taxes described... | Label: Withholdings |
0e5357b5-f738-43bf-b0f6-56e819caa1b9 | Clause:
This Agreement shall remain in effect through September 30, 2034 (the “ Initial Term ”) and thereafter on a year to year basis until terminated by Gatherer or Shipper effective upon the expiration of the Initial Term or the expiration of any year thereafter upon written notice no less than 180 Days prior to the... | Label: Terms |
a79ae1e3-3d5b-4d54-9220-d1605f204df5 | Clause:
THIS EIGHTH AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF TEXAS.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authori... | Label: Governing Laws |
a151e91f-1c5a-4e15-ae25-b48efb9ce6c6 | Clause:
Seller is duly formed, 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, Assignments, Assigns, Authority, Auth... | Label: Organizations |
d1fe1f30-29b7-41c7-b0e0-7a45d5a828f0 | Clause:
Any and all notices or other communications or deliveries required or permitted to be provided hereunder shall be in writing and shall be deemed given and effective on the earliest of: (a) the date of transmission, if such notice or communication is delivered via facsimile or email attachment at the facsimile n... | Label: Notices |
bcf095e5-eb42-418b-b185-3c458ca0ab83 | Clause:
The Company shall, no later than four (4) Business Days following the Execution Date, issue a Current Report on Form 8-K disclosing the material terms of the transactions contemplated hereby.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corru... | Label: Publicity |
939a3868-49b2-4872-9a70-288293aabbdc | Clause:
Consultant shall not be entitled to any benefits, coverage or privileges, including, without limitation, social security, unemployment, medical or pension payments, made available to employees of the Company, except as expressly provided in the Separation Agreement between Consultant and the Company dated March... | Label: Benefits |
93cf25aa-4f7b-45d9-a724-d47c0f604476 | Clause:
THIS AGREEMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER SHALL BE GOVERNED BY, AND SHALL BE CONSTRUED AND ENFORCED IN ACCORDANCE WITH [*] .
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals... | Label: Governing Laws |
26e5e179-d1f8-465c-ba4f-4ea71158b168 | Clause:
Unless the Option has earlier terminated pursuant to the provisions of this Agreement or the Plan, all unexercised portions of the Option shall terminate, and all rights to purchase shares of Stock thereunder shall cease, upon the expiration of ten years from the Grant Date.
Task: Classify this clause into ONE... | Label: Terms |
5a373b14-e98b-4996-b982-5fd7ee869ee6 | Clause:
All rights and obligations of any party in Sections 4 through 8 of this Agreement not fully satisfied or performed, as applicable, on the date Executive’s employment is terminated, shall survive the termination of Executive’s employment and the expiration or termination of this Agreement.
Task: Classify this c... | Label: Survival |
1b8fb6be-d6dc-4994-9fa1-f76a89cc301a | Clause:
This Agreement shall be binding upon and inure to the benefit of the Parties named herein and their respective successors and permitted assigns. No Party may assign either this Agreement or any of its rights, interests, or obligations hereunder (by operation of law, merger or otherwise) without the prior writte... | Label: Assignments |
62e653fd-53e6-4a73-ae7e-e7c33e91f220 | Clause:
EACH LENDER, EACH LOAN PARTY AND THE ADMINISTRATIVE AGENT HEREBY IRREVOCABLY AND UNCONDITIONALLY SUBMITS, FOR ITSELF AND ITS PROPERTY, TO THE EXCLUSIVE JURISDICTION OF ANY FEDERAL OR STATE COURT LOCATED IN THE BOROUGH OF MANHATTAN IN THE CITY OF NEW YORK, AND ANY APPELLATE COURT FROM ANY THEREOF, IN ANY ACTION ... | Label: Jurisdictions |
75f02c27-150f-4c5b-9bf0-ccaabaad6c93 | Clause:
The parties hereby acknowledge and agree that the Membership Interests cannot be readily purchased or sold on the open market and for that reason, among others, the parties hereto will be irreparably damaged in the event this Agreement is not specifically enforced. Should any dispute arise concerning the sale,... | Label: Specific Performance |
9c528ea6-95d7-4d1f-bb6a-7d75d1e728a1 | Clause:
Executive shall receive a base salary (as applicable, the “ Base Salary ”) at an annual rate of no less than $1,050,000. Executive’s Base Salary shall be reviewed by the Company in 2017 and at least annually thereafter for increase. Base Salary shall be paid at such times and in such manner as the Company custo... | Label: Base Salary |
3434e324-d5f2-43a4-acd4-2d7b05d2f321 | Clause:
Subject to ERISA, the provisions of this Plan shall be construed and interpreted according to the internal laws of the State of Nevada, without regard to its conflicts of laws principles.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruptio... | Label: Governing Laws |
cb9eb0fa-39dd-44d6-a8c6-5c46005fb6f4 | Clause:
All representations and warranties made by the Grantors in this Agreement and in the certificates or other instruments delivered in connection with or pursuant to this Agreement shall be considered to have been relied upon by the other parties hereto and shall survive the execution and delivery of this Agreemen... | Label: Survival |
6844b1b0-f0fa-4830-964a-7c86a57e45ed | Clause:
This Agreement shall be construed in accordance with and shall be governed by the laws of the State of New York. The invalidity or unenforceability of any provision of this Agreement shall not effect the validity or enforceability of any other provision of this Agreement. Debtor covenants and agrees to execute ... | Label: Applicable Laws |
059be161-ab9a-4f91-8b8a-324c33493fe5 | Clause:
Comply with the requirements of all Applicable Laws, rules, regulations, and orders of any Governmental Authority, other than laws, rules, regulations, and orders the non-compliance with which, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Change.
Task: Clas... | Label: Compliance With Laws |
3270d857-5535-4590-9cdc-8bbc98474491 | Clause:
All consents, approvals, waivers or amendments pursuant to all contracts, licenses, permits, trademarks and other intangibles in connection with the transactions contemplated herein, or for the continued operation of Target after the Closing Date on the basis as presently operated shall have been obtained.
Tas... | Label: Consents |
45fe208f-32c7-42c7-b5d5-14e947617b88 | Clause:
The Board may delegate administration of the Plan to a Committee of one or more individuals, and the term “Committee” shall apply to any person or persons to whom such authority has been delegated. If administration is delegated to a Committee, the Committee shall have, in connection with the administration of... | Label: General |
9149887b-01d6-49b0-a43f-300cddfaeaf9 | Clause:
Subject to Landlord's payment or reimbursement obligations under Paragraph 4(b) hereof with respect to the Tenant Improvement Allowance, Tenant shall promptly pay all costs and expenses arising out of the performance of Tenant's Work (including the costs of permits) and shall furnish Landlord with evidence of p... | Label: Costs |
4b5ca3e3-82e7-4c25-910e-4d9a49329cd3 | Clause:
Subject to the terms and conditions hereof, the Company has authorized the issuance and sale of the Preferred Shares.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns,... | Label: Sales |
f9bcb485-57b5-4889-b8ff-030d46ae8dde | Clause:
Notwithstanding the foregoing, Section 4 , Section 5 , Section 6 and Section 7 shall survive any termination or expiration of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitratio... | Label: Survival |
a3c31b2d-de2a-46dc-88bb-015e479731d4 | Clause:
This Agreement is not assignable by Consultant in whole or in part without the prior written consent of the Company. The Company may assign this Agreement to its successors or assigns.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption ... | Label: Assignments |
f4c91b20-f8e9-4f52-8233-d787d66cfdf3 | Clause:
As a condition to the Executive's receipt of any post-termination benefits described in Section 8 , Executive shall execute a Release (the "Release") in a form reasonably acceptable to the Bank within fifty (50) calendar days following the Termination and shall not subsequently revoke such Release within the ti... | Label: Releases |
65d94c29-118a-4501-b556-8a9b7cdec5d1 | Clause:
This First Amendment may be executed in any number of counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Execution of this First Amendment by the parties hereto may be evidenced by the transmission of facsimile or electronic (includin... | Label: Counterparts |
f4929470-42fb-471a-8638-13be790dab72 | Clause:
All remedies hereunder are cumulative and are not exclusive of any other remedies provided by law or equity. In the event of litigation relating to this Agreement, if a court of competent jurisdiction determines that this Agreement has been breached by either party, then the breaching party shall reimburse the ... | Label: Remedies |
fa22cf40-5f61-4a17-a6f3-3ce25b4d3ec0 | Clause:
On each 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 with respect to the First Closing, the Company agrees to sell, and the Purchaser agrees to purchase, such Purchaser’s Closing Subs... | Label: Closings |
952e883d-7bd1-42e2-a454-5c06dc2d8c79 | Clause:
To Purchaser's knowledge, no investigation, action or proceeding is currently pending against Purchaser or relating to the Asset for which Purchaser has been served with service of process that satisfies any of clauses (i), (ii), or (iii) below in this Section 4.4(d). To Purchaser's knowledge, Purchaser has not... | Label: Litigations |
94603123-87d7-4736-9078-c2fd15fbc0a2 | Clause:
Upon your termination of Service for any reason, all Unvested Shares shall immediately be forfeited to the Company, and all of your rights to such Unvested Shares shall immediately terminate as of your termination date. In case of any dispute as to whether a termination of Service has occurred, the Committee sh... | Label: Terminations |
c2028baa-f2dd-40d5-a6f0-59aecbee96fe | Clause:
For the avoidance of doubt, it is acknowledged that the Holder shall be entitled to the benefit of all adjustments as a result of any splits, recapitalizations, combinations or other similar transaction affecting the Conversion Units that occur prior to the conversion of the Note.
Task: Classify this clause in... | Label: Adjustments |
914ffbf3-4068-4742-a948-54b315e1628e | Clause:
Except as set forth on Schedule 5.11 attached hereto, the Company shall use the net proceeds from the sale of the Securities hereunder for working capital purposes and shall not use such proceeds for: (a) the satisfaction of any portion of the Company’s debt (other than payment of trade payables in the ordinary... | Label: Use Of Proceeds |
8638203d-ceae-429b-a1b7-5c91e8cbafdf | Clause:
In addition to any rights now or hereafter granted under applicable law or otherwise, and not by way of limitation of any such rights, upon the occurrence of an Event of Default and the commencement of remedies described in Section 9.2 , each Lender is authorized at any time and from time to time, without pre... | Label: Adjustments |
e9aa75e4-9a5e-4995-ac34-447b45a8adaf | Clause:
This Agreement may be executed in any number of counterparts, each of which when so executed shall be deemed an original but all such counterparts shall constitute one and the same instrument. Delivery of an executed counterpart of a signature page to this Agreement by telecopier or “pdf” shall be as effective ... | Label: Counterparts |
d2426b39-420f-4007-840a-f225c78c627d | Clause:
Mortgagor shall pay all operating costs and expenses of the Mortgaged Property, shall keep the Mortgaged Property free from levy, attachment, mechanics’, materialmen’s and other liens except for any Permitted Liens as defined in the Loan Agreement (“ Liens ”), and shall pay when due all indebtedness which may b... | Label: Liens |
135b84d3-0a7e-47cc-9464-be3ce91e099f | Clause:
Cash Collateral (or the appropriate portion thereof) provided to reduce Fronting Exposure or other obligations shall be released promptly following (i) the elimination of the applicable Fronting Exposure or other obligations giving rise thereto (including by the termination of Defaulting Lender status of the ap... | Label: Releases |
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