id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
76714205-dc04-4b44-8efc-856982b498af | Clause:
The Company may terminate this Agreement without cause at any time upon thirty (30) days written notice to the Employee. The Employee may terminate this Agreement without cause at any time upon thirty (30) days’ written notice to the Company. If requested by the Company, the Employee shall continue to perform h... | Label: Terminations |
de2365aa-738c-4b74-99e3-5deaa8c3364f | Clause:
COMPANY HEREBY KNOWINGLY AND VOLUNTARILY WAIVES THE RIGHT IT MAY HAVE TO A JURY TRIAL WITH RESPECT TO ANY ACTION OR CLAIM BASED ON OR ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE REVOLVING NOTE, ANY COURSE OF CONDUCT, COURSE OF DEALING, STATEMENTS (WHETHER VERBAL OR WRITTEN) OR ANY OTHER ACTION OF... | Label: Waiver Of Jury Trials |
a316490f-0026-400d-979e-ec906ca80353 | Clause:
For purposes of this Option and any determinations to be made by the Administrator hereunder, the determinations by the Administrator shall be binding upon the Employee and any transferee.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corrupti... | Label: General |
35cff625-0c1a-4793-a22d-980c95a2d418 | Clause:
This Agreement will be governed by the laws of the state of California without regard to its conflict of laws provisions.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assi... | Label: Governing Laws |
fa6b2d08-93a8-4fe2-9adb-bcc47bec54a9 | Clause:
The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower may not assign or otherwise transfer any of its rights or obligations hereunder (other than pursuant to Section 7.03 ) with... | Label: Successors |
a5a0f32a-271e-4d84-88ed-83b42e3644a5 | Clause:
The Requesting Parties shall have obtained (i) the written consent of SNH to the granting of the exceptions to the Ownership Limit to the Requesting Parties and the Collateral Persons by the FVE Board described in Sections 2.1(c) and 2.1(d) and (ii) a written waiver from SNH, on behalf of itself and its sub... | Label: Consents |
28d1fd7c-86a0-4f00-b3a8-49211aee481e | Clause:
Subject to Sections 9(j) and 10, and the other terms of this Agreement, the Manager shall have the full and exclusive right to manage and control the business and affairs of the Company and to make all decisions regarding the business of the Company. All documents to be signed by the Company may be executed on ... | Label: Powers |
90519b68-8a07-4bf2-908e-677c999069a2 | Clause:
Purchaser hereby indemnifies and agrees to hold Seller harmless from and against any loss or damage arising from any and all persons or firms entering the Property on Purchaser’s behalf and the claims of any and all persons or firms entering the Property on Purchaser’s behalf, which indemnity shall survive the ... | Label: Confidentiality |
82d3b576-3906-4a4e-9f80-ebc1ccc03099 | Clause:
The Company will have the right at all times to assign any of its rights or obligations under this Indenture to a direct or indirect wholly owned Subsidiary of the Company, provided that, in the event of any such assignment, the Company will remain liable for all such obligations. Subject to the foregoing, this... | Label: Assignments |
55942d28-eca1-4bea-9f0d-51bf923651c3 | Clause:
No Member shall create any Liens on all or any portion of its Units. No Member shall Transfer all or any portion of its Units except as permitted by this Article XI . Any attempted creation of a Lien, or Transfer not in accordance with the terms of this Article XI , on all or any portion of Units shall be null ... | Label: Liens |
3c8ca25f-23d9-4760-800d-564090be7bf9 | Clause:
For purposes of this Section 3.01 , the term “ Lender ” includes any L/C Issuer 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 |
fef7845b-2e40-4d9d-b3b2-a24517f0e0c4 | Clause:
If at any time any provision hereof is or becomes illegal, invalid or unenforceable in any respect under the law of any jurisdiction, such invalidity shall not affect (a) the legality, validity or enforceability of the remaining provisions of this agreement, or (b) the legality, validity or enforceability of su... | Label: Severability |
7e6c26a1-10b0-49a3-8e73-e520c6f46a1d | Clause:
The U.S. Borrower will, and will cause each of its Subsidiaries to, do or cause to be done, all things necessary to preserve and keep in full force and effect its existence and its material rights, franchises, licenses, permits, copyrights, trademarks and patents; provided, however, that nothing in this Section... | Label: Existence |
311638fd-0ced-4055-b413-9c370f3654f8 | Clause:
Capitalized terms used in this Agreement that are not otherwise defined herein shall have the meanings assigned to them in Appendix 1 to the 2016-2 Exchange Note Supplement or, if not defined therein, in Appendix A to the Credit and Security Agreement.
Task: Classify this clause into ONE of these types (exactl... | Label: Definitions |
cf260b0d-93d1-49e3-a7e5-4db38084b5df | Clause:
Date (after giving effect to the incurrence of Loans on such date).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Authorizations, Base Salary, Benefits,... | Label: Closings |
97a1ad8c-07e0-4bde-9ca3-72d82abca879 | Clause:
Each Borrowing Subsidiary is a Wholly-Owned Subsidiary of the Parent, all of the issued and outstanding shares of capital stock of which are owned by the Parent and/or one or more of its Wholly-Owned Subsidiaries (other than, in the case of any Subsidiary that is not organized under the laws of any political su... | Label: Subsidiaries |
30921d99-2789-471c-8562-f98c69f725b2 | Clause:
To induce Buyer to purchase the Sold Receivables and to acquire the Contributed Receivables, each Transaction Party, as applicable, makes the following representations and warranties to Buyer as of the Closing Date and, except to the extent otherwise expressly provided below, as of each Transfer Date, each of w... | Label: Representations |
7c84eb9d-05da-4699-9617-f6fb75a5df6a | Clause:
Except as otherwise expressly provided in this Agreement (including, without limitation, as provided in Article X ), each of the Sellers and the Purchaser will pay its own costs and expenses in connection with this Agreement and the transactions contemplated hereby.
Task: Classify this clause into ONE of these... | Label: Expenses |
6246132a-a289-4b4f-aa36-bbf9c0a5bff0 | Clause:
This Agreement shall be binding on the successors of each party and the transferee allowed by each Party.
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, ... | Label: Successors |
01aa4633-66b7-4219-8438-8ce621c59ab3 | Clause:
All notices, requests, demands and other communications hereunder shall be given in accordance with the provisions of Section 11.1 of the Purchase Agreement to Mortgagor and to Mortgagee as specified therein.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amend... | Label: Notices |
f364f566-2d9b-41b1-9498-a60df13e3d49 | Clause:
The provisions of this agreement are severable. If any provision is held to be invalid or unenforceable, it shall not affect the validity or enforceability of any other provision.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, ... | Label: Severability |
d4072c5e-86f2-4d67-a768-a9a854a064a4 | Clause:
Prior to the commencement of its operational activities, TOTAL shall acquire, and thereafter maintain, product liability insurance and general commercial liability insurance, to the extent, in amounts and from carriers with quality ratings not lower than industry standards for a similarly situated company, duri... | Label: Insurances |
890a07e2-1323-462c-aab6-5019e145239d | Clause:
The execution, delivery and performance of this Agreement in accordance with its terms and the consummation of the transactions contemplated hereby do not and will not (i) violate any applicable law or regulation, (ii) conflict with, result in a breach of, or constitute a default under the articles or certifica... | Label: No Conflicts |
0e8e5f56-370f-4e44-a1bc-788e85678d2a | Clause:
The execution, delivery and performance by each Loan Party of this Second Amendment, and the performance of the Loan Agreement, as amended hereby, (i) have been duly authorized by all necessary action, (ii) do not and will not contravene any of its Organizational Documents or any Applicable Law in any material ... | Label: Authorizations |
6d02ba45-1acc-4112-ae38-a61628de38a4 | Clause:
Your rights in respect of the Options are conditioned on the receipt to the full satisfaction of the Committee of any required consents that the Committee may determine to be necessary or advisable (including, without limitation, your consenting to the Company’s supplying to any third-party record keeper of the... | Label: Consents |
b0295b34-cdb5-4fb6-84f1-65082ab19379 | Clause:
Each party is responsible for paying all local, state, federal or foreign taxes, levies or duties of any nature applicable to it (" Taxes "). If either party has the legal obligation to pay or collect Taxes for which the other party is responsible, the appropriate amount shall be invoiced to and paid by the res... | Label: Taxes |
e5b89d3a-b4bf-4785-a8cb-df687a872718 | Clause:
This Amendment shall be binding upon and inure to the benefit of the parties hereto and their perspective successors and assigns, subject to the provisions of the Lease regarding assignment or other transfers of Tenant’s rights under the Lease.
Task: Classify this clause into ONE of these types (exactly one la... | Label: Successors |
48049e91-ee34-46b7-aac5-adcfd8be362f | Clause:
None of the officers or directors of the Company and, to the Company’s knowledge, none of the employees of the Company, is a party to any transaction with the Company or to a transaction contemplated by the Company (other than for services as employees, officers and directors) that would be required to be discl... | Label: Transactions With Affiliates |
92dee3e1-14e0-4058-be4d-83100292003e | Clause:
No Guarantor shall engage in any transaction, other than a transaction contemplated hereunder, which would cause any obligation, or action taken or to be taken, hereunder (or the exercise by Lender of any of its rights under the Note, the Loan Agreement or the other Loan Documents) to be a non-exempt prohibited... | Label: Erisa |
ac1257bb-9948-4fd4-b95e-eb1bd007d59b | Clause:
THIS WAIVER SHALL BE GOVERNED BY THE INTERNAL LAW 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, Authority, Authorizations, Base Salary, Bene... | Label: Governing Laws |
d5d1e27c-5599-4673-9d38-13aa30ea1079 | Clause:
This Award Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes any prior agreements regarding such subject matter.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Law... | Label: Integration |
264d7723-6e4c-4c1c-b85b-7cb3de93ae81 | Clause:
In the event that, during the Term, (a) the number of issued and outstanding Shares or securities convertible or exchangeable into or exercisable for Shares changes as a result of a reclassification, stock split (including a reverse stock split), stock dividend or distribution, recapitalization, merger, issuer ... | Label: Adjustments |
152e9f0a-2e9e-41b1-bfd5-fcd91afb927f | Clause:
This agreement will be construed by and administered under the supervision of the Committee, and all determinations will be final and binding on the Holder.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approv... | Label: Construction |
75c02b97-ff28-4150-9b96-5d63fb1db0fc | Clause:
The Investors (each, a “ Recipient ”) each acknowledge the confidential and proprietary nature of the Evaluation Material (as defined in the Confidentiality Agreement) and agree that the Evaluation Material will be kept strictly confidential by Recipient and Recipient’s Representatives (as defined in the Confid... | Label: Confidentiality |
239c5eb6-3d54-4160-a9bb-2548aaa6cbf9 | Clause:
Except as to matters regarding the internal affairs of Landlord and issues of or limitations on any personal liability of the shareholders and trustees of Landlord for obligations of Landlord, as to which the laws of the state of Landlord’s organization shall govern, this Guaranty shall be interpreted, construe... | Label: Applicable Laws |
e835172f-fb18-4a5e-88eb-ebcce3b15600 | Clause:
This Agreement may be terminated by any Purchaser, as to such Purchaser’s obligations hereunder only and without any effect whatsoever on the obligations between the Company and the other Purchasers, by written notice to the other parties, if the Closing has not been consummated on or before April 11, 2016; pro... | Label: Terminations |
50f68a53-47b1-4fa1-a68f-fc43d49c739a | Clause:
(a) Schedule 3.08(a) sets forth as of the Closing Date the name and jurisdiction of incorporation, formation or organization of each subsidiary of the Borrower and, as to each such subsidiary, the percentage of each class of Equity Interests owned by the Borrower or by any such subsidiary.
Task: Classify this... | Label: Subsidiaries |
4ca1a8bb-5272-4b99-8b98-1bc78c2c11cc | Clause:
This Agreement may be executed in any number of counterparts, each of which shall be an original as against any party whose signature appears thereon and all of which together shall constitute one and the same instrument.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agre... | Label: Counterparts |
cbcad335-8d66-4f8e-80e7-2485aee83522 | Clause:
Each Credit Party and each Subsidiary thereof has duly filed or caused to be filed all federal, and all other material state, local and other material tax returns required by Applicable Law to be filed, and has paid, or made adequate provision for the payment of, all material federal, state, local and other tax... | Label: Payments |
13b5fbbd-9e88-4926-a73f-0acf94255736 | Clause:
No Employee shall have the right to be selected to receive an award under the Plan, or, having been so selected, to be selected to receive a future award. Except as expressly set forth in a Participant’s employment agreement with the Company or an Affiliate, any Actual Awards under the Plan shall not be conside... | Label: Participations |
c7582014-8a23-4f35-bd50-5d3a0d04ae03 | Clause:
THIS AMENDMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER SHALL BE GOVERNED BY THE LAWS OF THE STATE OF NEW YORK, INCLUDING, WITHOUT LIMITATION, NEW YORK GENERAL OBLIGATIONS LAW SECTIONS 5-1401 AND 5-1402 (BUT GIVING EFFECT TO FEDERAL LAWS RELATING TO NATIONAL BANKS).
Task: Classify this clause in... | Label: Governing Laws |
74e9c999-20fe-43c8-a24a-d2f9c26cc5d4 | Clause:
Holder hereby agrees to indemnify and hold harmless the Company and its incorporators, officers, directors, employees and agents, and any of its professional advisors, and any corporation or entity affiliated with the Company, and their officers, directors, employees and agents, and any of their professional ad... | Label: Indemnifications |
d7d48fe6-724f-48a2-8fe8-cc5c161cd445 | Clause:
(i) 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) (each, a “ Participant ”) in all or a portion of such Lender’s rights and/or obligat... | Label: Participations |
b229a1c9-8d83-4011-b4d6-b2149ff0c2b3 | Clause:
The representations and warranties of the Parties set forth in Section 6.1(a) through (e) and 7.1(a) through (e) (collectively, the “ Fundamental Reps ”), together with all of the covenants of the Parties contained herein, shall survive the Closing indefinitely. The representations and warranties of Seller set... | Label: Survival |
fd8d9e2f-0e53-4d93-ab28-8013ca7bef02 | Clause:
This Agreement (including any Schedules hereto) constitutes the full and entire understanding and agreement among the parties with respect to the subject matter hereof, and any other written or oral agreement relating to the subject matter hereof existing between the parties is expressly canceled; provided , th... | Label: Entire Agreements |
7358037e-c0bd-4095-bc60-8b2369886c62 | Clause:
The Grant Notice may be executed in one or more counterparts, including by way of any electronic signature, subject to applicable l aw, each of which shall be deemed an original and all of which together shall constitute one instrument.
Task: Classify this clause into ONE of these types (exactly one label):
Ad... | Label: Counterparts |
abe0f524-3c42-4a5d-baf1-cf48319a924d | Clause:
Pursuant to the Company’s customary policies in force at the time of payment, Employee shall be promptly reimbursed, against presentation of vouchers or receipts, for all authorized expenses properly and reasonably incurred by him on behalf of the Company in the performance of his duties hereunder.
Task: Class... | Label: Expenses |
a9add1ee-2f28-48d1-938f-54f5b3121987 | Clause:
The provisions of this Agreement are severable. If any clause or provision hereof shall be held invalid or unenforceable in whole or in part in any jurisdiction, then such invalidity or unenforceability shall affect only such clause or provision or part thereof in such jurisdiction and shall not in any manner a... | Label: Severability |
72c97e22-fea2-4eb4-8f8b-ce630500d250 | Clause:
If the Executive’s Termination of Employment is by reason of the Executive’s death during the Employment Period, this Agreement shall terminate without further obligations to the Executive’s legal representatives under this Agreement, other than for payment of the Special Termination Amount and the timely payme... | Label: Death |
fc0833c4-335f-4e3d-b1e8-9e7782bfdb36 | Clause:
Unless the context of their use in this Agreement requires otherwise, the following words and phrases shall have the following meanings when used in initially-capita lized form in this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-C... | Label: Definitions |
f192bc8e-5020-45b5-a703-128cbdd0b56c | Clause:
This Note is a valid, legal and binding obligation of Borrower, enforceable against Borrower in accordance with its terms except as enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting the enforcement of creditors' rights generally and by gener... | Label: Enforceability |
9801a504-923b-4b69-a290-7b54eb40db93 | Clause:
HFOL has kept all books and records since inception and such financial statements have been prepared in accordance with Generally Accepted Accounting Principles (“ GAAP ”) consistently applied throughout the periods involved. The balance sheets are true and accurate and present fairly as of their respective dat... | Label: Financial Statements |
bce4c385-ec0e-4ad3-b0e6-13fbf097e312 | Clause:
The term of Rodman’s exclusive engagement will begin on the date hereof and end 14 days after the date hereof (the “ Term ”). Notwithstanding anything to the contrary contained herein, the Company agrees that the provisions relating to the payment of fees, reimbursement of expenses, indemnification and contribu... | Label: Terms |
a305040f-8ac5-46ca-bbd0-4d8d68ff1470 | Clause:
This Agreement shall be binding upon and inure to the benefit of the parties hereto, their heirs, successors and permitted assigns. As used herein, the singular number includes the plural and the masculine gender includes the feminine and neuter.
Task: Classify this clause into ONE of these types (exactly one ... | Label: Binding Effects |
b433bbb6-982a-4167-8ccf-895511cfa168 | Clause:
This Award may be amended only by a writing executed by the Company and the Participant which specifically states that it is amending this Award. Notwithstanding the foregoing, this Award may be amended solely by the Committee by a writing which specifically states that it is amending this Award, so long as a c... | Label: Amendments |
523de4ae-2181-4e28-8c75-2c8d661f7a6c | Clause:
All rights and obligations of the Parties under this Agreement that, by their nature do terminate with the expiration or termination of this Agreement, shall survive the expiration or termination of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements,... | Label: Survival |
35b1a313-ddb6-4850-a79d-caa08211e29c | Clause:
The term of the Option is ten years from the Grant Date and will automatically terminate on July 1, 2026, to the extent not exercised, unless terminated earlier in accordance with this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-C... | Label: Terms |
56ff61d0-2233-46eb-a7d7-4c8507b17d22 | Clause:
The Administrative Agent shall have received a Notice of Borrowing from the Borrowing Agent in accordance with Section 2.2(a) , Section 4.2 or Section 5.2 , as applicable.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicab... | Label: Notices |
1facc415-8b48-49ab-98da-da58c4775a5f | Clause:
Company may terminate Employee’s employment hereunder if (i) as a result of Employee’s incapacity due to physical or mental illness, Employee shall have been absent from his duties hereunder on a full-time basis for an aggregate of one hundred eighty (180) consecutive or non-consecutive business days in any twe... | Label: Disability |
388de74f-b1b5-4bb6-b474-e5baab3df3fc | Clause:
Any Lender may at any time, without the consent of, or notice to, any Borrower or the Administrative Agent, sell participations to any Person (other than a natural Person, or a holding company, investment vehicle or trust for, or owned and operated for the primary benefit of a natural Person, a Defaulting Lende... | Label: Participations |
29c647ec-7261-4cf7-bd31-624ad5fd4555 | Clause:
The representations and warranties of the Company contained in this Agreement or in any closing certificate delivered to WPU pursuant hereto shall be true and correct at and as of the date of the Advance (the “ Advance Date ”) as though made at and as of the Advance Date, other than such representations and war... | Label: Warranties |
1c186dc8-b781-4093-813d-25dd7892746f | Clause:
This Warrant and all rights, obligations and liabilities hereunder shall be governed by, and construed in accordance with, the internal laws of the State of Delaware, without giving effect to the principles of conflicts of law that would require the application of the laws of any other jurisdiction.
Task: Clas... | Label: Governing Laws |
366ddde4-37dd-45d4-814c-aa048a4c1a31 | Clause:
Any and all notices, requests, demands and other communications provided for by this Agreement shall be in writing and shall be effective when delivered in person or deposited in the United States mail, postage prepaid, registered or certified, and addressed (i) to Fifer, at the address listed therefor on the b... | Label: Notices |
263030c8-ec81-4d04-b8d5-0ba53f3b5085 | Clause:
IRCTC may modify any of the terms and conditions contained in this API Agreement, at any time and in its sole discretion, by posting a change notice to your account, changing the agreement, emailing the email address of your account or otherwise notifying you. The changes to this API Agreement will not apply r... | Label: Modifications |
2a9c4025-4a5d-4307-90df-db6e2f3b7e3c | Clause:
This Agreement may be executed and delivered in several counterparts, each of which, when so executed and delivered, shall constitute an original, fully enforceable counterpart for all purposes. In order to expedite the transaction contemplated herein, facsimile or e-mail signatures may be used in place of ori... | Label: Counterparts |
54359868-96d5-44bf-9614-91ebf812cbb0 | Clause:
No Loan Party will, nor will it permit any Subsidiary to, enter into any arrangement, directly or indirectly, whereby it shall sell or transfer any property, real or personal, used or useful in its business, whether now owned or hereafter acquired, and thereafter rent or lease such property or other property th... | Label: Sales |
64f10449-bebf-4458-bcc5-cccb722a275d | Clause:
All notices, consents, requests, instructions, approvals or other communications provided for herein shall be in writing and delivered by personal delivery, overnight courier, mail, electronic facsimile or e-mail addressed to the receiving party at the address set forth herein. All such communications shall be ... | Label: Notices |
c4f7c282-db26-49e9-b0d5-eba5a190ffad | Clause:
No amendment or waiver of any provision of this Agreement or any other Loan Document, and no consent to any departure by Borrower therefrom shall be effective unless in writing signed by Lender and Borrower, and each such waiver or consent shall be effective only in the specific instance and for the specific pu... | Label: Amendments |
fddfcf70-2941-4727-b43e-6df1881a3f9b | Clause:
Except when telephonic notice is expressly authorized by this Agreement, any notice or other communication to any party in connection with this Agreement shall be in writing and shall be sent by manual delivery, facsimile transmission, overnight courier or United States mail (postage prepaid) addressed to such ... | Label: Notices |
2ee980b8-f6e4-4e81-ae63-d58169a08022 | Clause:
Buyer hereby adopts and agrees to be bound by, the Confidentiality Agreement with the same force and effect as if Buyer was originally a party thereto and originally subject thereto, and Buyer shall be subject to the same obligations as TH Exploration, LLC. Buyer acknowledges that, by virtue of its right of acc... | Label: Confidentiality |
62469644-4f60-4584-9415-847e7e90a621 | Clause:
Options shall be exercised by the Participant’s delivery of a written notice of exercise to the Secretary of the Company (or its designee), setting forth the number of Shares with respect to which the Option is to be exercised, accompanied by full payment for the Shares and payment of any additional amount that... | Label: Payments |
3f194d34-a408-432c-b490-c7a2f5c70bc8 | 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 one year preceding the date hereof (or such shorter period as the Company was requi... | Label: Financial Statements |
b0e9337b-9e1f-43ad-95d6-34d51a06fc7d | Clause:
Each of the Borrower and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which ... | Label: Taxes |
f1206533-0fc1-4dd0-a33b-8ded2fc10497 | Clause:
Each Borrower will, and will cause each of the other Loan Parties to, at any time upon the reasonable request of Agent, execute or deliver to Agent any and all joinder agreements, financing statements, security agreements, pledges, assignments and all other documents (the “ Additional Documents ”) that Agent ma... | Label: Further Assurances |
562ffcff-d800-4053-b177-98b283d85877 | Clause:
This Agreement will be binding upon and will inure to the benefit of the Company and its successors. The rights and benefits under this Agreement are personal to Executive and such rights and benefits shall not be subject to assignment, alienation or transfer, except to the extent such rights and benefits are l... | Label: Successors |
7162e492-59d6-49f8-b248-42fb7fece967 | Clause:
You will be eligible to participate in all of MGP Ingredient's medical insurance coverage provided for the benefit for you and your family by group health insurance programs and the existing terms of that program. The Company currently pays 85% of medical and dental premiums. Coverage will commence 90 days from... | Label: Benefits |
64cde23d-a8b3-4c13-a941-04980bead51b | Clause:
THIS THIRD AMENDATORY AGREEMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK, EXCLUDING THE LAWS APPLICABLE TO CONFLICTS OR CHOICE OF LAW (OTHER THAN THE NEW YORK GENERAL OBLIGATIONS LAW §5-1401).
Task: Classify this clause into ONE of these types (exactly one label)... | Label: Governing Laws |
8e931825-3133-43c2-8ebc-4199977dafe2 | Clause:
This Lease shall become effective (the "Effective Date") upon the approval of the Lessor's lender on the Property and when signed by Lessor and Lessee (if lender's prior approval is required). All of the terms, conditions, covenants, rules and regulations of the Lease (other than the payment of Rent) shall appl... | Label: Effective Dates |
6e3db901-e7f5-4a6a-8ead-15dba70a19b5 | Clause:
As a material inducement for Lender to enter into this Agreement, the Credit Parties agree to defend, protect, indemnify and hold harmless Lender, and its parent companies, Subsidiaries, Affiliates, divisions, and their respective attorneys, officers, directors, agents, shareholders, members, partners, employee... | Label: Indemnifications |
02bc6302-f886-4e6f-b477-b3677f128311 | Clause:
This Agreement shall be governed by and construed in accordance with the laws of the State of California, without reference to principles of conflict of laws. The captions of this Agreement are not part of the provisions hereof and shall have no force or effect.
Task: Classify this clause into ONE of these ty... | Label: Governing Laws |
48e97544-c433-42dd-b66f-af75d5e7bd6f | Clause:
Subject to the other terms and conditions contained in the Certificate and in the Plan, the Restricted Share Units shall vest in four installments of an approximately equal whole number of Restricted Share Units on each of the first, second, third and fourth anniversaries of the Date of Grant.
Task: Classify t... | Label: Vesting |
54d4c640-355c-43fe-b704-6e477f53f124 | Clause:
The Lenders and each Managing Agent hereby appoint and authorize the Administrative Agent to take such action as agent on their behalf and to exercise such powers under this Agreement as are delegated to the Administrative Agent by the terms hereof, together with such powers as are reasonably incidental thereto... | Label: Authorizations |
b76162eb-c717-4d40-a03c-d6b3e0b01627 | Clause:
The Plan is governed by and construed in accordance with the laws of the State of Michigan without reference to principles of conflict of laws, except as superseded by ERISA and other applicable federal law.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendm... | Label: Governing Laws |
b8140796-cc83-467f-90f0-072fcb864399 | Clause:
Each Guarantor irrevocably waives acceptance hereof, diligence, promptness, presentment, demand, protest and, to the fullest extent permitted by applicable law, any notice not provided for herein, as well as any requirement that at any time any action be taken by any Person against the Borrower, any other guara... | Label: Waivers |
ada48988-eb2b-425d-9a94-1488b15819b0 | Clause:
The execution, delivery and performance of this Agreement and the other Loan Documents by each Loan Party party thereto (a) will not contravene such Loan Party’s organizational documents, (b) will not result in any violation of the provisions of any Legal Requirement of any Governmental Authority having jurisdi... | Label: No Conflicts |
a1f8dac9-4122-4f77-926f-d9ab26d3971e | Clause:
Each of the Lenders hereby irrevocably appoints U.S. Bank to act on its behalf as the Administrative Agent hereunder and under the other Loan Documents and authorizes the Administrative Agent to take such actions on its behalf and to exercise such powers as are delegated to the Administrative Agent by the terms... | Label: Authority |
6376e4f7-9fc5-4fe0-98d1-1ac3023ab6b0 | Clause:
Each party hereto warrants that the person signing below on such party's behalf is authorized to do so and to bind such party to the terms of this Amendment.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Appro... | Label: Authorizations |
0e6a94af-b75f-4a47-bc4d-c6e681910837 | Clause:
The rights and remedies of the Parties are cumulative and not alternative. Neither the failure nor any delay by any Party in exercising any right, power, or privilege under this Agreement, or the documents referred to in this Agreement, will operate as a waiver of such right, power, or privilege, and no single ... | Label: Waivers |
11710e3b-9fa7-4fc4-b23b-534f8e35a463 | 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 |
7e708ce2-abb7-4425-8551-2e6eca2496cf | Clause:
This Agreement may be executed and delivered (including by facsimile or other electronic transmission (e.g., .pdf file) in counterparts, and by the Parties in separate counterparts, each of which when executed shall be deemed to be an original, but all of which taken together shall constitute one and the same a... | Label: Counterparts |
f14973e3-4ef6-4db7-a6d5-1cc365a979f5 | Clause:
During the Term of this Agreement, Mr. Clarkson shall be reimbursed by HCSB for all reasonable business expenses incurred in connection with the performance of his duties hereunder, and all such reimbursements shall be paid in accordance with the reimbursement policies of HCSB in effect from time to time.
Task... | Label: Expenses |
40b49e81-7aa5-4b8a-965c-3f1b5bb8f5ca | Clause:
Eagle shall: (i) perform all of its obligations under this Agreement in compliance with all Applicable Laws and the Codes; (ii) instruct its personnel not to, and shall use reasonable efforts consistent with industry practices to ensure that its personnel do not, make any representation, statement, warranty or ... | Label: General |
f8a68117-fb1f-4833-882a-8f8d3acef65e | Clause:
The Lenders shall indemnify (to the extent not reimbursed by the Borrower) and hold harmless the Administrative Agent and each of its employees, representatives, officers, directors, agents, consultants, counsel, accountants, and advisors (each an “ Administrative Agent Indemnified Person ”) pro rata in accorda... | Label: Indemnifications |
1d1933dd-75d4-4e29-8b01-060af4322e12 | Clause:
The Borrower (a) is a corporation duly organized, validly existing and in good standing under the laws of the jurisdictions of its incorporation, (b) is duly qualified and in good standing as a foreign corporation authorized to do business in every jurisdiction where the failure to so qualify would have or woul... | Label: Organizations |
38b15c2e-2a69-4ae6-9667-4dd96a1356c5 | Clause:
There are no legal actions, suits, proceedings, claims or disputes pending or, to the knowledge of Borrower, threatened, at law, in equity, in arbitration or before any Governmental Authority against or affecting such Loan Party or any of its Subsidiaries that (a) purport to affect or pertain to this Agreement,... | Label: Litigations |
4566a7a3-7b1c-47ac-b183-cc088d485e08 | Clause:
Executive acknowledges that, while employed by the Company, Executive will occupy a position of trust and confidence. The Company, its subsidiaries and affiliates shall provide Executive with “Confidential Information” as referred to below. Executive shall not, except as may be required to perform Executive’s d... | Label: Confidentiality |
5500be17-f960-48bc-bc90-d0dfd0ea70fe | Clause:
This Pledge Agreement may be executed in any number of counterparts each of which when so executed and delivered shall be deemed an original, and it shall not be necessary in making proof of this Pledge Agreement to produce or account for more than one such counterpart executed by the Pledgor against whom enfor... | Label: Counterparts |
70bdcf0e-268d-4661-b6f9-87bb995b337a | Clause:
Seller hereby makes the following representations and warranties to Purchaser as of the Effective Date shall be deemed remade at Closing pursuant to Section 4.2(d). Such representations and warranties are subject to those matters, if any, disclosed in Seller's disclosure statement attached hereto as Schedule 5.... | Label: Representations |
2c8bf5f3-fd06-43cb-9a95-9db452de2647 | Clause:
The representations and warranties of each Purchaser shall be true and correct in all material respects as of the date when made and as of the Closing Date as though made at that time, except for representations and warranties that are expressly made as of a particular date, which shall be true and correct in a... | Label: Warranties |
f22d71a4-4232-4691-b566-d794bf47b107 | Clause:
(a) As promptly as possible but in any event within thirty (30) days (or such later date as may be agreed upon by the Administrative Agent) after any Person becomes a Material Subsidiary, the Borrower shall provide the Administrative Agent with written notice thereof setting forth information in reason... | Label: Further Assurances |
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