id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
593dfdb9-a37d-4c45-b70c-db872096d4cd | Clause:
Create, incur, assume or suffer to exist, or permit any of its Subsidiaries to create, incur, assume or suffer to exist, any Lien upon or with respect to any of its properties, whether now owned or hereafter acquired; file or suffer to exist under the Uniform Commercial Code or any Requirement of Law of any jur... | Label: Liens |
3e213590-a6dd-46f3-ab76-807896d1a31d | Clause:
Executive, as one Party to this Section, and Cogentix and the current and former members of Cogentix’s Board of Directors who are signatories to this Agreement, as the other Party to this Section, agree to refrain from making, causing to be made (directly or indirectly), confirming or expressing agreement wit... | Label: Non-Disparagement |
86411935-42d5-4472-8d6f-6e38d2307587 | Clause:
If you die, the representative of your estate will, on the relevant Payment Date, be paid the amount or percentage of your Award that would have otherwise been payable pursuant to Paragraph 7, after such documentation as may be requested by the Committee is provided to the Committee.
Task: Classify this clause... | Label: Death |
a58ee594-beef-480f-821c-13920ed263e0 | Clause:
This Agreement may be executed in two or more counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same document. This Agreement may be accepted and/or executed by either party by electronic means, and any electronically accepted or executed document sha... | Label: Counterparts |
2e45ddbf-c155-4946-8916-1fcd7f65b51a | Clause:
The Borrower will use the proceeds of the Term Loans in compliance with Section 5.10 .
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Authorizations, Bas... | Label: Use Of Proceeds |
b1fb8df7-8e5e-4e59-b7cd-e6e107949844 | Clause:
This Agreement shall become effective as of the Effective Date upon its execution and delivery by all of the parties.
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: Effectiveness |
a3547a6e-e723-4a66-80d7-1d4627f30cbf | Clause:
Neither the Borrower nor Pangaea maintains any Plan, Multiemployer Plan or Foreign Pension Plan.
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, Authoriza... | Label: Erisa |
3a43f3c3-7f5a-47fd-8290-28e812a3ea6d | Clause:
Subordinated Agent represents and warrants that all Subordinated Debt is owing only to, and is solely owned directly and beneficially by, Subordinated Creditors free and clear of all Liens, and that no Subordinated Creditor has previously assigned any interest in any Subordinated Debt. This Agreement may be cha... | Label: Miscellaneous |
59a1fd2a-7159-40c1-9974-6de827b762e9 | Clause:
The Credit Parties shall keep, and shall cause their respective officers, directors, employees, affiliates and attorneys to keep, all financial statements, reports and other proprietary information furnished to them by the Borrower, the Guarantor or their respective Affiliates (hereinafter collectively, the “In... | Label: Confidentiality |
e7286b57-98fc-411e-8c8a-f714c756b002 | Clause:
The confidentiality, non-disclosure and non-use obligations set forth in Article 8 of the Master Collaboration Agreement, including each Party’s rights and obligations with respect to publicity and publications set forth in Sections 8.6 and 8.7.2 of the Master Collaboration Agreement, shall apply to the Parties... | Label: Confidentiality |
c519b015-a84f-4d3e-8279-bccf67fc35e3 | Clause:
The parties agree that this Agreement shall be construed as if the parties jointly prepared it so that any uncertainty or ambiguity shall not be interpreted against any one party and in favor of the other.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendmen... | Label: Construction |
1f8cb8f0-7467-420a-b01c-5215c5741b9f | Clause:
Reference is made to the final prospectus of the Parent, dated August 12, 2015 (the “ Prospectus ”). The Company has read the Prospectus and understands that the Parent has established the Trust Account for the benefit of the public stockholders of the Parent and the underwriters of the IPO pursuant to the Trus... | Label: Waivers |
ceb16352-4eae-42dc-be12-63e49f1d7b98 | Clause:
To Seller’s knowledge, without investigation, Seller has heretofore delivered to Buyer (or will make available to Buyer as part of the Documents) true complete copies of all Approvals secured by Seller. Seller has not received any currently effective notice in writing of any uncured material breach or default u... | Label: Approvals |
744b9c46-a41d-44ca-9433-464935ec20a0 | Clause:
Any notice required or permitted hereunder shall be given (a) with respect to the Company or any other Grantor, at the address for the giving of notice to the Company then in effect under the Credit Agreement, and (b) with respect to the Administrative Agent or a Lender, at the Administrative Agent’s address in... | Label: Notices |
4c946fc1-92d3-4c87-9c57-bdbd36d984b7 | Clause:
The Originator and each of its Subsidiaries is in compliance with all Laws applicable to it or its property, except where the failure to do so, individually or in the aggregate, would not reasonably be expected to result in a Material Adverse Effect.
Task: Classify this clause into ONE of these types (exactly ... | Label: Compliance With Laws |
3b8b4e84-2390-4bfa-99cf-b95d31f59a76 | Clause:
The Company is not responsible for any of the Consultant’s travel, entertainment and other out-of-pocket costs.
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: Expenses |
e20c49d7-113f-459d-b897-8cee24a2e6fc | Clause:
The Borrower shall pay to the Administrative Agent for the account of the Lenders in accordance with the terms of this Section 2.10 , on the date of each termination or reduction of the Revolving Committed Amount, the Commitment Fee accrued through the date of such termination or reduction on the amount of the ... | Label: General |
62648e76-71c8-4bd6-91f6-38c57799d9ab | Clause:
As of the Closing Date, the Company and its Subsidiaries, on a consolidated basis, are, and after giving effect to the incurrence of all Loans and Obligations being incurred in connection herewith will be, Solvent.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements,... | Label: Solvency |
c755ee35-1272-4425-bf6d-6157a6e651aa | Clause:
Each holder of Registrable Securities will take all necessary or desirable action in connection with the consummation of any Piggyback Registration. including (a) agreeing to sell such Person’s securities on the basis provided in any underwriting arrangements approved by the Board; (b) completing and executing ... | Label: Further Assurances |
f4150714-7f73-4cd6-8f63-0a933524b448 | Clause:
Except as otherwise provided in any Employment Agreement (as defined in Section 14 hereof) or determined by the Committee in its sole discretion or provided in Section 4, 5, 6 or 7 hereof, the Shares shall vest and the Restrictions shall lapse and thereby terminate and be of no further force or effect on the th... | Label: Vesting |
43385d4a-4d29-4d97-8496-b50214d804a0 | Clause:
The Subscriber understands and agrees that this Subscription Agreement is not binding upon the Company until the other terms and conditions have been met, including the Offering Amount having been obtained, and the Company accepts the subscription, which acceptance is at the sole discretion of the Company and i... | Label: Binding Effects |
391d59b3-ad63-46da-a77c-53e0d6f369fb | Clause:
This 2016-A Servicing Supplement shall be governed by and construed in accordance with the internal laws of the State of California, without regard to any otherwise applicable principles of conflict of laws.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendm... | Label: Governing Laws |
45fd7365-1ef2-4cf6-b772-d3c2a877ea01 | Clause:
Executive shall render on a full-time basis all of his business time and attention to business of the Company and its subsidiaries (collectively, the “ Company Group ”). Executive will have such authority and responsibilities and will perform such duties assigned to the Executive Vice President and Chief Operat... | Label: Duties |
bf300571-4ad7-45a0-b5f0-95ec109b2a09 | Clause:
The rules of construction set forth in Section 1.02 of the Credit Agreement shall be applicable to this Mortgage mutatis mutandis .
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignm... | Label: Interpretations |
7e164d94-30be-46b7-9719-67773aa6cb10 | Clause:
Each of Borrower and each Material Subsidiary owns or has the lawful right to use all Intellectual Property necessary for the conduct of its business, without conflict with any rights of others, except as could not reasonably be expected to have a Material Adverse Effect. There is no pending or, to Borrower’s o... | Label: Intellectual Property |
dbf65651-69a0-4917-8f5d-83344b5f3f76 | Clause:
The representations and warranties made in this Agreement shall terminate upon the eighteen (18) month anniversary of the Closing Date, except for the Fundamental Representations, which shall survive as follows: the representations and warranties in Section 3.10 (Tax Matters), Section 3.11 (Environmental Matter... | Label: Survival |
86886e0a-86e9-4ea2-8cba-d4099cfa25d2 | Clause:
Company agrees to pay to Ms. Simonet $11,111.11 per calendar month (or portion thereof) during the Consulting Period for the performance of Services, which payment will be made no later than the tenth day of the calendar month following the calendar month during which Ms. Simonet performed Services under this A... | Label: Fees |
1abf196d-1324-4004-9f56-1369f8a2309d | Clause:
Seller shall not enter into any new service contracts or other similar agreements affecting the Property that will be binding on Buyer without the prior consent of Buyer (not to be unreasonably withheld, conditioned or delayed). Buyer’s failure to approve or disapprove such service contracts within three (3) bu... | Label: Agreements |
f7d634aa-75bb-40f0-87e0-0a30eb2d69ed | Clause:
All the Loan Parties’ obligations under this Article 3 shall survive termination of the Aggregate Commitments and repayment of all other Obligations hereunder.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, App... | Label: Survival |
24be8346-cd3d-419c-b4fd-12af992ac49e | Clause:
During Executive's employment and after Executive's employment with the Company terminates, the Company may, upon receiving Executive's prior written consent, which consent will not be unreasonably withheld, use Executive's image, likeness, voice or other characteristics in the Company's products or services. ... | Label: Releases |
9b474dca-f677-45ad-88d2-00e712be3dfc | Clause:
THE PROVISIONS OF THIS PARAGRAPH 18 SHALL SURVIVE THE CLOSE OF ESCROW AND ANY TERMINATION OF THIS AGREEMENT.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authorit... | Label: Survival |
9b8dd85a-2089-464b-9b65-457bee5e084c | Clause:
Each Loan Party has (a) not entered into the transaction contemplated by this Agreement nor executed any Loan Document with the actual intent to hinder, delay or defraud any creditor and (b) received reasonably equivalent value in exchange for its obligations under the Loan Documents. After giving effect to th... | Label: Solvency |
cbb62a08-c0be-41f0-8a19-9164fe10cdb9 | Clause:
This Agreement shall become effective when it shall have been executed by the Borrower and the Administrative Agent and when the Administrative Agent shall have been notified by each Lender that such Lender has executed it.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Ag... | Label: Binding Effects |
21741bda-249d-420e-95e2-81b5b37d5020 | Clause:
All questions concerning the governing law, construction, validity, enforcement and interpretation of and disputes regarding this Agreement shall be determined in accordance with the provisions of the Purchase Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agree... | Label: Governing Laws |
8317a5b5-7709-4a4f-8750-ac85c547d430 | Clause:
Any notice required or permitted by this Agreement shall be in writing and shall be deemed sufficient when delivered personally, or by electronic delivery in PDF format (followed by first-class mail), or seventy-two (72) hours after being deposited in the U.S. mail, as certified or registered mail, with postage... | Label: Notices |
22259a6b-5081-417d-8b2c-bc531d0f250c | Clause:
This Agreement and all rights hereunder shall be governed by the laws of the State of South Carolina, except to the extent governed by the laws of the United States of America in which case federal laws shall govern. The parties agree that any appropriate state court located in South Carolina or federal court f... | Label: Governing Laws |
87e5b5d8-c3d1-467c-9d64-a32eacbc9d4b | Clause:
Neither Party may issue a press release or refer to the other Party publicly without such Party’s prior consent, which may not be unreasonably withheld. The foregoing excludes any disclosure required under applicable law or regulation, including Securities and Exchange Commission regulation, or by any governme... | Label: Publicity |
fea2f9c7-fbaf-4de4-aaa2-7580b6472d53 | Clause:
All notices required or permitted to be given or made under this Agreement shall be in writing and shall be deemed to have been duly given or made if (i) delivered personally, (ii) transmitted by first class registered or certified United States mail, postage prepaid, return receipt requested, (iii) sent by pre... | Label: Notices |
722ec12c-89d2-4702-a72d-c819ffabbdbb | Clause:
THIS AMENDMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF NEW YORK WITHOUT GIVING EFFECT TO ANY CHOICE OR CONFLICT OF LAW PROVISION OR RULE (WHETHER OF THE STATE OF NEW YORK OR ANY OTHER JURISDICTION) THAT WOULD CAUSE THE APPLICATION OF THE LAWS OF ANY JURISDICTION O... | Label: Governing Laws |
279aaee4-e65b-4f81-8244-312571303901 | Clause:
This Agreement may be executed in counterparts (and by facsimile and .pdf format), each of which shall be deemed to be an original and all of such counterparts together shall constitute one and the same instrument.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements,... | Label: Counterparts |
9ec8db32-26d5-4248-b396-ff6b08902422 | Clause:
The Agreement, together with the Appendices and Schedules, constitutes the entire agreement between the parties with respect to the subject-matter hereof and supersedes any and all written or oral prior agreements and understandings between the parties. No terms or conditions of either party’s invoice, purchas... | Label: Entire Agreements |
3de3bced-9c38-4333-8ecc-6e1dd5b0413f | Clause:
The Borrower, the Agent and Lenders hereby irrevocably submit to the non-exclusive jurisdiction of any United States Federal Court or Michigan state court sitting in Detroit, Michigan in any action or proceeding arising out of or relating to this Agreement or any of the Loan Documents and the Borrower, Agent an... | Label: Consent To Jurisdiction |
80133903-5dcf-49e0-8f03-4fda05d2accc | Clause:
This Agreement shall be binding upon, and inure to the benefit of, the Company and its successors and assigns, and upon any person acquiring, whether by merger, consolidation, purchase of assets or otherwise, all or substantially all of the Company’s assets and business. If any benefits deliverable to Executive... | Label: Successors |
52664a69-a87f-48ba-a8ee-72def9617baa | Clause:
No covenant, term or condition of this Agreement, other than as expressly set forth herein, shall be deemed to have been waived by Seller or Buyer unless such waiver is in writing and executed by Seller or Buyer, as the case may be.
Task: Classify this clause into ONE of these types (exactly one label):
Adjust... | Label: No Waivers |
6cc0c488-c8e9-4380-918c-500528786de2 | Clause:
In the event of (i) any dividend (other than regular cash dividends) or other distribution (whether in the form of cash, shares of Common Stock, other securities or other property), recapitalization, stock split, reverse stock split, reorganization, merger, consolidation, split-up, split-off, spin-off, combinat... | Label: General |
ad22973e-5f40-4016-a2dd-ab6fcbd1cc90 | Clause:
(a) The Company hereby agrees to employ the Employee, and the Employee hereby agrees to accept such employment with the Company, beginning on June 18, 2012 and continuing for the period set forth in Section 2 hereof, all upon the terms and conditions hereinafter set forth.
Task: Classify this clause into ONE o... | Label: Employment |
60ea1784-04ce-4020-8ebc-0b8e24be05fd | Clause:
If the Company terminates the Executive’s employment during the Employment Period because of the Executive’s Disability, the Company shall pay to the Executive within thirty (30) days following the Date of Termination any accrued but unpaid Base Salary through the Date of Termination. All other unpaid amounts, ... | Label: Disability |
3b3a2020-0cf2-4b15-b711-ca3bfb4648a0 | Clause:
Each related Mortgaged Property is, and is required pursuant to the related Mortgage to be, insured by a property insurance policy providing coverage for loss in accordance with coverage found under a “ special cause of loss form ” or “ all risk form ” that includes replacement cost valuation issued by an insur... | Label: Insurances |
7cd3ee3a-2340-4c6f-a9e8-dcd37a2d5965 | Clause:
Except as set forth on Schedule 9 attached hereto and made a part hereof, Schedule 9 to the Prior Perfection Certificate sets forth a true and correct list of all duly authorized, issued and outstanding types of stock or membership interests of the Borrowers and each other Credit Party (other than the Parent Gu... | Label: Subsidiaries |
0f3409d2-e618-46c8-863f-9c3a1d426e84 | Clause:
No waiver or modification of this Agreement or of any covenant, condition, or limitation herein contained shall be valid unless in writing and duly executed by the parties to be charged therewith.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-... | Label: Modifications |
28235acf-a87d-4fe2-9471-b99825158976 | Clause:
This Agreement may be signed in one or more counterparts, each of which shall be an original and all of which together shall constitute one agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, A... | Label: Counterparts |
dbc3e394-40e2-49cf-a007-1f30f62a9a41 | Clause:
This Agreement shall be binding upon and inure to the benefit of any successor or successors of you or 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, Assigns, A... | Label: Successors |
40337c1b-157f-4aea-9e9c-c66575b987fb | Clause:
This Agreement and any claim, controversy or dispute arising out of or related to this Agreement, any of the transactions contemplated hereby, the relationship of the parties hereunder, or the interpretation and enforcement of the rights and duties of the parties, whether arising in contract, tort, equity or ot... | Label: Applicable Laws |
0f82bf9a-335e-46dd-bbc2-dc89db2aff64 | Clause:
In the event that any provision of this Agreement is invalidated for any reason by a court of competent jurisdiction, any provision so invalidated will be deemed to be separable from the other provisions hereof. The remaining provisions will continue to be valid and fully enforceable.
Task: Classify this clau... | Label: Severability |
09f0e418-c6ca-4c9d-840f-6f659044364e | Clause:
The compensation and benefits specified in this Section 3 and in Section 5 of this Agreement shall be in lieu of any and all other compensation and benefits, except compensation that Executive will receive in connection with her role as Executive Vice President and General Counsel of vTv. Payment of all compen... | Label: Payments |
5472179f-1f03-48ee-b964-24a291f2af1d | Clause:
Other than the Placement Agents, no Person will have, as a result of the transactions contemplated by the Transaction Documents, any valid right, interest or claim against or upon the Company or an Investor for any commission, fee or other compensation pursuant to any agreement, arrangement or understanding ent... | Label: Brokers |
2c37a3dd-1793-4f84-9523-8776ed77abf1 | Clause:
If the Executive shall be disabled so as to be unable to perform the essential functions of the Executive’s then-existing position or positions under this Agreement, with or without reasonable accommodation, the Board of Directors may remove the Executive from any responsibilities and/or reassign the Executive ... | Label: Disability |
b3ed8697-da68-4837-b044-072d2c479379 | Clause:
No Person will have, as a result of the transactions contemplated by the Transaction Documents, any valid right, interest or claim against or upon the Company, any of its Subsidiaries or an Investor for any commission, fee or other compensation pursuant to any agreement, arrangement or understanding entered int... | Label: Brokers |
38b6c459-105f-4c77-a9fe-f9e8ba64c8b3 | Clause:
THE PARTIES HERETO AGREE THAT IRREPARABLE DAMAGE WOULD OCCUR IN THE EVENT THAT ANY OF THE PROVISIONS OF THIS AGREEMENT WERE NOT PERFORMED IN ACCORDANCE WITH ITS SPECIFIC INTENT OR WERE OTHERWISE BREACHED. IT IS ACCORDINGLY AGREED THAT THE PARTIES SHALL BE ENTITLED TO AN INJUNCTION OR INJUNCTIONS, WITHOUT BOND, ... | Label: Specific Performance |
59fb0757-2bd7-4f58-8e8c-53da9251136d | Clause:
EACH PARTY HERETO HEREBY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS AGREEMENT, ANY OTHER LOAN DOCUMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY (WHETHER BASED ON C... | Label: Waiver Of Jury Trials |
22568473-4598-4f09-b24c-c906e9eff42b | Clause:
The Company and its ownership and operation of its business are in compliance with all applicable Laws in all material respects. The Company has no Knowledge of any changes to its business nor in any regulations, licensing requirements or orders to which the Company or any of the Company’s Employees (because o... | Label: Compliance With Laws |
59fabc92-4cc9-4c26-97c9-6a7316bbc9e1 | Clause:
This Agreement may be executed in counterparts, each of which shall be deemed an original and each of which shall together constitute one and the same agreement. This Agreement will not become enforceable until executed by the Company and following the expiration of the revocation period.
Task: Classify this ... | Label: Counterparts |
7f56d43b-4895-4f86-969f-a3623db89ec0 | Clause:
The language used in this Agreement will be construed to be the language chosen by the parties to express their mutual intent and no rules of strict construction will be applied against either party.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, An... | Label: Construction |
91747c22-bee1-41a1-9b20-0c513d94cea3 | Clause:
Except as set forth in the SEC Reports or reported on a Form 3, 4 or 5 filed with the Commission, in either case at least ten days prior to the date hereof, none of the executive officers, directors or employees of the Company is presently a party to any transaction with the Company (other than for ordinary cou... | Label: Transactions With Affiliates |
8ae87e56-aaaa-4161-892f-668d1b52e699 | Clause:
This Agreement, the Purchase Agreement and the other documents delivered pursuant to the Purchase Agreement (including the Warrant, Series A Certificate of Designations, Registration Rights Agreements, and Term Sheet, each as defined therein), constitute the full and entire understanding and agreement between t... | Label: Entire Agreements |
c2c260bc-4347-42dc-b38e-b4a0e7d765c6 | Clause:
The “Effective Date” of the Plan shall be October 27, 2016. The “Plan Year” shall be the 12-consecutive month period beginning on January 1 and ending on December 31; provided, however, that, the first Plan Year shall be a short Plan Year beginning on the Effective Date and ending on December 31, 2016.
Task: C... | Label: Effective Dates |
c2a21a57-d209-4bea-ac2a-fe1cf8a580d6 | Clause:
Assignor does hereby sell, assign, transfer and set over to Assignee all of Assignor’s right, title and interest as “Landlord” under the Leases, and Assignee hereby assumes all of Assignor’s duties and obligations as “Landlord” under the Leases arising on and after the Effective Date.
Task: Classify this claus... | Label: Assignments |
9e3ac25a-b328-4487-8857-5a760fd0fb39 | Clause:
Sublessor will lease the Aircraft to Sublessee for a term of 36 months commencing __________, 20__ and terminating on __________, 20__, unless sooner terminated as provided in Section 2 below (the “ Term ”), provided that Sublessor will have the option to renew this Sublease for one two-year term and, in the ev... | Label: Terms |
f5a7dbce-6b90-4b15-8263-be04580cc389 | Clause:
In case any provision in this Agreement shall be invalid, illegal or unenforceable, such provision shall be severable from the remainder of such contract and the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.
Task: Classify this clause in... | Label: Severability |
9435c566-4246-483c-ba3a-31464b2ef3ed | Clause:
This Agreement shall be governed by and construed and enforced in accordance with the Laws of the State of Iowa without regard to principles of conflicts of law.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, A... | Label: Governing Laws |
77502585-bbb3-4968-b87d-317a171197ae | Clause:
Employee agrees to refrain from any disparagement, defamation, libel, or slander of any of the Releasees, and agrees to refrain from any tortious interference with the contracts and relationships of any of the Releasees. Employee shall direct any inquiries by potential future employers to the Company’s human re... | Label: Non-Disparagement |
48e6cccf-5a1a-4364-a699-06528bcf1d9b | Clause:
At the Closing upon the terms and subject to the conditions set forth herein, (a) Purchaser shall purchase from the Sellers, and one or more of their direct or indirect Subsidiaries, and the Sellers shall, or shall cause one or more of their direct or indirect Subsidiaries to, as applicable, sell, convey, assig... | Label: Sales |
a1b1845f-c339-4d24-8e34-d49bbc95374d | Clause:
This Sixth Amendment may be executed in multiple counterparts, each of which shall constitute an original, with the same effect as if the signatures thereto were upon the same instrument. If any signature to this Sixth Amendment is delivered by facsimile transmission or by e-mail delivery of a portable document... | Label: Counterparts |
f32ace19-232a-461b-80d6-f3b630fd8368 | Clause:
Each Bank appoints and designates AgStar Financial Services, PCA as Agent hereunder. The Agent may, and each Bank authorizes Agent to, enter into all Loan Documents to which Agent is intended to be a party and accept all Security Interest, for Agent's benefit and the pro rata benefit of Banks. Each Bank agrees ... | Label: Authorizations |
9b0e8af2-971f-4d54-a16a-61a4f2e36e00 | Clause:
In the event that the Administrative Agent desires to exercise any remedies, voting or consensual rights or attorney-in-fact powers set forth in this Agreement and reasonably determines it necessary to obtain any approvals or consents of any Governmental Authority or any other person therefor, then, upon the re... | Label: Consents |
5345ce24-ff2e-404c-ab22-c682c7aff86b | Clause:
This instrument contains the entire agreement of the parties relating to the subject matter hereof, and supersedes in its entirety any and all prior agreements, understandings or representations relating to the subject matter hereof[, including without limitation, the Prior Agreement, which shall terminate as o... | Label: Entire Agreements |
630db7db-8753-4e15-a25d-8c9bbdd43592 | Clause:
Each of Holdings and its Subsidiaries possesses all franchises, licenses and permits, patents, copyrights, trademarks and trade names, and rights in respect of the foregoing, material and necessary to the conduct of its business without known conflict with any rights of others.
Task: Classify this clause into ... | Label: Intellectual Property |
90257ce7-dd7d-4b60-8478-9772f480527b | Clause:
The Member and each person who is or has agreed to become an Officer of the Company, or each such person who serves or has agreed to serve at the request of the Company as a director or officer of another corporation, limited liability company, partnership, joint venture, trust or other enterprise (including th... | Label: Indemnifications |
f8519681-f415-4126-8693-1f505ae60687 | Clause:
This Agreement has been duly executed and delivered by Parent, Borrower Holdco and the Borrower and constitutes, and each other Loan Document when executed and delivered by each Loan Party that is party thereto will constitute, a legal, valid and binding obligation of such Loan Party enforceable against each su... | Label: Enforceability |
c410be66-b8c3-46c1-9384-c24c0b312787 | Clause:
This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which shall together constitute one and the same Agreement. Facsimile copies shall be deemed to be originals of the original executed document.
Task: Classify this clause into ONE of these types (e... | Label: Counterparts |
448a61b2-5b11-47d1-a76a-679aafbf46cd | Clause:
This Supplemental Indenture, together with the Indenture, shall be governed by and construed in accordance with the laws of the State of New York.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbit... | Label: Governing Laws |
649d721f-6977-4984-9ae5-dc708cd0fc80 | Clause:
Seller shall notify Purchaser prior to Closing of all Known Preferential Rights and Consents that have not been waived or granted, as applicable, or that have been exercised in the case of preferential rights to purchase, and the Assets to which they pertain. In no event shall there be included in the Conveyanc... | Label: Consents |
f4b2cd13-ae98-443a-94eb-460b1875ad84 | Clause:
The Borrower will not, and will not permit any of its Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except (a) at prices and on terms an... | Label: Transactions With Affiliates |
08b8d62a-586e-44d3-a8c3-3436a0a25a83 | Clause:
Notices hereunder must be in writing, delivered personally or sent by registered or certified U.S. mail, return receipt requested, postage prepaid. Notices to the Company must be addressed to CommScope Holding Company, Inc., 1100 CommScope Place, SE, Hickory, North Carolina 28602, Attn: Corporate Secretary, or ... | Label: Notices |
298c6805-f3a5-4f14-9d46-016eddee2d32 | Clause:
This Guaranty shall not terminate until such time, if any, as (i) all Obligations shall be finally and irrevocably paid in full in cash, (ii) no Notes shall remain outstanding, (iii) all commitments to lend under the Purchase Agreement shall have terminated and (iv) there shall exist no other outstanding paymen... | Label: Terminations |
852f6588-d956-49ec-ad28-6042a7edc8e3 | Clause:
The Company hereby covenants and agrees that the proceeds from the sale of Shares net of expenses shall be used to fund all or a portion of the purchase price under the PHMD APA.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, A... | Label: Use Of Proceeds |
77d48885-7925-4ae7-9957-f7e53e2d7269 | Clause:
The provisions of this Article 8 shall survive the PE Unit Closing and termination of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Auth... | Label: Survival |
2f42df92-9c1b-4cbc-8f42-6858cf7edd22 | Clause:
The Severance Benefit hereunder shall be reduced by all applicable income, employment or other taxes withheld by the Company from such payment.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitrat... | Label: Withholdings |
2d7a7a9c-e4bc-4678-96e1-38572a8e6240 | Clause:
Before and after giving effect to the making of each Advance and the issuance or increase of each Letter of Credit, in each case, after the Effective Date, the Borrower and its Restricted Subsidiaries are, when taken as a whole, Solvent.
Task: Classify this clause into ONE of these types (exactly one label):
A... | Label: Solvency |
c21f8ab9-f1e3-4f54-ac0c-5015ca45f2aa | Clause:
(a) Payments Free of Taxes . Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable wi... | Label: Taxes |
7fefdec3-248f-4108-9d30-aae0ac9932a1 | Clause:
Adjustments under this Section 12 related to stock or securities of the Company shall be made by the Administrator, whose determination in that respect shall be final, binding, and conclusive.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corr... | Label: Adjustments |
6271fa03-3594-4006-bdb9-1cba6a72f73b | Clause:
If any provision of this Agreement is held to be unenforceable for any reason, it will be adjusted rather than voided, if possible, to achieve the intent of the parties. All other provisions of this Agreement will be deemed valid and enforceable to the extent possible.
Task: Classify this clause into ONE of th... | Label: Severability |
80b2ebf6-891e-41c8-9707-3df3cf68b01b | Clause:
All headings are for convenience only and shall not be used in interpreting any text to which they relate.
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: Headings |
82214117-518d-46b0-b1d4-1834ae950e67 | Clause:
THIS AMENDMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT AMONG THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS AMONG THE PARTIES.
Task: Classify this clause into ONE of these ty... | Label: Entire Agreements |
ec6b7664-9206-4562-b84a-7ee9d9560846 | Clause:
In the event of the occurrence of a Change in Control, 100% of the then unvested portion of the Options granted hereunder and not previously forfeited shall immediately become fully vested and non-forfeitable, provided that the Participant remains in Service on the date of consummation of the Change in Control.... | Label: Change In Control |
8fee6420-d824-4088-8ba8-a0ec3318da4f | Clause:
This Agreement shall be binding upon, and shall inure to the benefit of, the Members, and their respective heirs, executors, administrators, successors and assigns. There shall be no third party beneficiaries of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments... | Label: Benefits |
216b5869-78b6-460a-b0bc-cc304d5e77b6 | Clause:
The closing of the transactions contemplated by this Agreement (the “ Closing ”) shall take place at FCRE’s offices at 60 Broad Street, 34th Floor, New York, NY, or such other location in Manhattan which is mutually agreeable to the Parties, on the date of the execution of this Agreement if the conditions to cl... | Label: Closings |
5bf61522-6c4f-4cc5-8c62-2645943c30da | Clause:
This Agreement and the other Indenture Documents to which such Grantor is a party constitute legal, valid and binding obligations of such Grantor, enforceable in accordance with their respective terms, except as limited by bankruptcy, insolvency or similar laws of general application relating to the enforcement... | Label: Enforceability |
d8c569fd-785b-4998-9da8-05f84029b117 | Clause:
This Agreement and the rights and obligations hereunder shall be binding on and inure to the benefit of successors of the parties hereto. This Agreement and the rights and obligations herein may not be assigned or otherwise transferred, in whole or in part, by Voce without the express written consent of the Com... | Label: Assignments |
cbe0e8ee-c8c9-432d-a4a8-e6014f84ff62 | Clause:
(i) Use the proceeds of the facility created by this Agreement solely for the following purposes: the issuance of the Letter of Credit to support the payment of principal, and interest on the principal amount, or purchase price, of the Bonds and (ii) will not request any Liquidity Advance or the Letter of Credi... | Label: Use Of Proceeds |
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