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86430524-8b06-4b94-8aec-cb87fc78f934
Clause: The closing of the sale of the Assets (the “Closing”) will take place promptly upon PhotoMedex’ completion of all closing conditions set forth herein or such earlier date as agreed by the parties on GlobalMed’s waiver of any outstanding closing condition (the “Closing Date”). However, GlobalMed, in its sole dis...
Label: Closings
f92f60b7-4e27-4715-9c9f-c4d2c65ceb09
Clause: The Optionee shall, not later than the date as of which the exercise of this Stock Option becomes a taxable event for Federal income tax purposes, pay to the Company or make arrangements satisfactory to the Committee for payment of any Federal, state, and local taxes required by law to be withheld on account of...
Label: Tax Withholdings
b78bf0d2-c287-4718-814c-f4e63007043f
Clause: This Agreement may be amended, modified or supplemented but only in writing (including a writing evidenced by a facsimile transmission or “pdf” file thereof) signed by the Party against which enforcement is sought. Task: Classify this clause into ONE of these types (exactly one label): Adjustments, Agreements,...
Label: Amendments
7e84dfd3-393c-42f8-bda8-61e7e43691db
Clause: The Company has full power and authority to enter into this Agreement and to perform its obligations hereunder.  The execution and delivery by the Company of this Agreement and the consummation by the Company of the transactions contemplated hereby have been duly authorized by all requisite corporate action on ...
Label: Authorizations
0891edfc-1719-4636-b733-4834d294ba7b
Clause: If any provision hereof should be held invalid, illegal or unenforceable in any respect, then, to the fullest extent permitted by law, (a) all other provisions hereof shall remain in full force and effect and shall be liberally construed in order to carry out the intentions of the Parties as nearly as may be po...
Label: Severability
b242f24c-51d2-417b-a1e7-29920fa8aaa1
Clause: This Agreement may be executed simultaneously in two or more counterparts, any one of which need not contain the signatures of more than one party, but all such counterparts taken together will constitute one and the same Agreement. This Agreement, to the extent delivered by means of a facsimile machine or elec...
Label: Counterparts
713189d2-308d-45f5-936c-42d1c74c76bd
Clause: All questions concerning the construction, validity, enforcement and interpretation of the Transaction Documents shall be governed by and construed and enforced in accordance with the internal laws of the State of New York, without regard to the principles of conflicts of law thereof. Each party agrees that all...
Label: Governing Laws
dd526207-3401-4a15-bec0-324625c36483
Clause: The Company and each of its Subsidiaries are insured by insurers of recognized financial responsibility against such losses and risks and in such amounts as management of the Company believes to be prudent and customary in the businesses in which the Company and its Subsidiaries are engaged. Neither the Company...
Label: Insurances
610f6003-82f1-4fd9-93d4-864af3ab1876
Clause: The Company will maintain with financially sound and reputable insurers, insurance with coverage and limits as may be required by law.  The Company will maintain, in good repair, working order, and condition, all properties used or useful in the business of the Company. Task: Classify this clause into ONE of t...
Label: Insurances
57655761-397a-4d5e-9b7a-4177921af07d
Clause: The Borrower shall not make any election to be treated as an association taxable as a corporation for federal, state or local tax purposes. Task: Classify this clause into ONE of these types (exactly one label): Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration,...
Label: Taxes
ab75898b-7610-4d46-89c1-d00a57b2650b
Clause: This Agreement shall be deemed to be a contract made under and shall be governed by, construed and enforced in accordance with the laws of the State of New York and the laws of the United States, without regard to principles of conflicts of laws. Task: Classify this clause into ONE of these types (exactly one ...
Label: Governing Laws
84c3cbf3-cc75-47ed-a577-4e92fbac4aa1
Clause: If the Administrator, in its discretion, decides to grant an Award intended to qualify as “performance-based compensation” under Code Section 162(m), the provisions of this Section 11 will control over any contrary provision in the Plan; provided, however, that the Administrator may in its discretion grant Awar...
Label: General
38b47a1c-8374-46cd-bc11-c12e8d34dd03
Clause: Closing Date Additional Closing 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, Binding Effects, Books, Broke...
Label: Payments
874b8bc9-d363-4c9f-8083-38daa63acd5b
Clause: This Section 24, including without limitation the rights of the Executive and obligations of Parent and Albireo AB under this Section 24, shall survive the end of the term of this Agreement and the termination of the Executive’s employment with the Company. Task: Classify this clause into ONE of these types (e...
Label: Survival
96213089-76cc-4eb3-9f1f-77713fc4a481
Clause: The Lender shall have received copies of the financial statements referred to in Section 5.05, each in form and substance satisfactory to the Lender. Task: Classify this clause into ONE of these types (exactly one label): Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Ar...
Label: Financial Statements
dbca81a1-0412-4e36-802c-254312bc938d
Clause: As consideration for the assignment of the Assets, W270 agrees to indemnify and hold harmless the Company and its officers, directors, employees, counsel, agents, and stockholders, in each case past, present, or as they may exist at any time after the date of this Agreement, and each person, if any, who control...
Label: Indemnity
6ee24f59-d4ff-418b-adb5-47e79b8bfdd3
Clause: You must make arrangements satisfactory to the Company to satisfy any applicable federal, state or local withholding tax liability arising from the grant or vesting of your Deferred Units or dividend credits on the Deferred Units.  You can either make a cash payment to the Company of the required amount or you ...
Label: Withholdings
77edd0c2-66c8-48c4-aa56-e976113d8919
Clause: This Agreement may be amended from time to time by a written amendment duly executed and delivered by the parties hereto, with the written consent of the Owner Trustee but without the consent of the Securityholders, for the purpose of adding any provisions to or changing in any manner or eliminating any of the ...
Label: Amendments
b153db94-20a0-475b-8335-701ce1c83a0e
Clause: Each Loan Party will, and will cause each of its Subsidiaries to, do or cause to be done all things reasonably necessary to preserve, renew and keep in full force and effect its legal existence and the rights, qualifications, licenses, permits, privileges, franchises, governmental authorizations and intellectua...
Label: Existence
48f3bcd8-d57d-4daa-80ef-fa9fcf328669
Clause: Enter into any arrangement, directly or indirectly, with any person 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 that it intends to use for substantially the...
Label: Sales
01a057b9-6c56-493f-85af-88014ac1ee10
Clause: The term of each Option shall be stated in the Notice of Grant; provided, however , that the term shall be no longer than ten (10) years from the Date of Grant. Moreover, in the case of an Incentive Stock Option granted to a Participant who, at the time the Incentive Stock Option is granted, owns stock represen...
Label: Terms
e2cf2dd7-df60-4649-aa9f-ce63755ac0cc
Clause: This Agreement may be executed in two counterparts, either of which shall be deemed to be an original and both of which together shall constitute one and the same instrument. Task: Classify this clause into ONE of these types (exactly one label): Adjustments, Agreements, Amendments, Anti-Corruption Laws, Appli...
Label: Counterparts
ebafac23-754a-4f70-9439-4b78b1c0c1c2
Clause: Each Loan Guarantor waives any and all notice of the creation, renewal, extension or accrual of any of the Secured Obligations and notice of or proof of reliance by Lender upon the guaranty contained in this ARTICLE 14 or acceptance of the guaranty contained in this ARTICLE 14 ; the Secured Obligations, and any...
Label: Waivers
4f90532a-bc16-406f-811c-7a814b9b9246
Clause: On the Closing Date, upon the terms and subject to the conditions set forth herein, substantially concurrent with the execution and delivery of this Agreement by the parties hereto, the Company agrees to sell, and the Purchasers, severally and not jointly, agree to purchase, up to an aggregate of $           of...
Label: Closings
93130e8b-870d-4c0e-bdc6-470055141e9b
Clause: In the event Participant is Disabled prior to the Vesting Date ,   Participant shall immediately vest in a pro-rata portion of the PBRSUs as determined below and the remaining unvested PBRSUs shall be automatically forfeited and returned to the Company for no consideration.  For purposes of this subsection, the...
Label: Disability
9c1fe88d-5407-4b71-9eee-13eef5186443
Clause: Upon satisfaction of the conditions set forth herein, a closing shall occur at the principal offices of the Company, or such other location as the parties shall mutually agree. At closing, Holder shall deliver certificates representing the Exchange Securities to the Company and the Company shall deliver to such...
Label: Closings
1a3c6475-ac60-4b21-9f43-523ae5e91678
Clause: It is not a party to any agreement that would materially prevent it from granting the rights granted to the other Party under this Agreement or performing its obligations under this Agreement.  During the Term of this Agreement, each Party covenants that it will not enter into any contractually binding agreemen...
Label: No Conflicts
7d0480a9-354a-4e40-a2f9-a2d1d2a50617
Clause: The Company, on the one hand, and Acquiring Entity and Acquiring Entity, on the other hand, shall hold and shall cause their respective representatives to hold in strict confidence, unless compelled to disclose by judicial or administrative process or by other requirements of Law, all documents and information ...
Label: Confidentiality
01a8831b-879b-40aa-b501-e1a79ec59435
Clause: The Company shall, and shall cause its Subsidiaries to, (a) comply with all Requirements of Law and all restrictive covenants affecting such Person or the business, properties, assets or operations of such Person, and (b) obtain as needed all permits necessary for its operations and maintain such permits in goo...
Label: Compliance With Laws
976a7e8c-ea83-490a-8240-cab19f7fcc1a
Clause: Except as set forth in Schedule 7 attached hereto and made a part hereof, Schedule 7 to the Prior Perfection Certificate sets forth a list of all the patents, patent rights, patent applications, copyrights and copyright applications, trademarks, trademark rights, patent licenses, copyright licenses and trademar...
Label: Intellectual Property
833c7d41-5d27-4f46-a335-e5a0870cbbdc
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 no Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Agent...
Label: Successors
5ccf9bba-62ef-4b64-afb6-6f15726059c3
Clause: Executive will be covered by the Company’s and/or Bank’s directors and officers liability insurance policy in effect from time to time. To the extent permitted by the Company’s Bylaws and the Montana Business Corporation Act, the Company will indemnify Executive in the event Executive is a party or is threatene...
Label: Indemnifications
18fa95dd-19fb-4ad8-bbd1-5cdcc6a6c953
Clause: In addition to the payment of expenses pursuant to 6.4 , whether or not all and/or any of the transactions contemplated hereby shall be consummated, Company agrees to indemnify, pay and hold each Purchaser, and such Purchaser’s assignees and affiliates and their respective officers, directors, employees, agents...
Label: Indemnity
59e32c44-305b-4200-95e4-70df213fea1d
Clause: Headings contained in this Declaration are inserted for convenience of reference only and do not affect the interpretation of this Declaration or any provision hereof. Task: Classify this clause into ONE of these types (exactly one label): Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable L...
Label: Headings
30fc6fcd-620b-495e-905c-88b2b89ea621
Clause: Any action, suit or proceeding arising out of this Agreement or the transactions contemplated by this Agreement shall be brought exclusively in the United States District Court for the District of Vermont, and Seller and Purchaser agree that such courts are the most convenient forum for resolution of any such a...
Label: Jurisdictions
5c1da0d9-dda3-4a52-a593-b9d1390dcb6e
Clause: If and to the extent that any court of competent jurisdiction holds any provision or any part of this Agreement to be invalid or unenforceable, such holding shall in no way affect the validity or enforceability of the remainder of this Agreement, and this Agreement shall be construed as if such invalid or unenf...
Label: Severability
e2b47b21-b393-4a4a-b4f7-c7ab78e3ac64
Clause: If this Lease is terminated pursuant to Section 16.1 , whether in whole or, in the case of any Facility Default, in part, Tenant waives, to the maximum extent permitted by applicable law, (a) any right of redemption, re-entry or repossession, (b) any right to a trial by jury in the event of summary proceedings ...
Label: Waivers
8f3e11a7-dfb0-4fa9-ab38-514f09e42f0c
Clause: Buyer agrees to indemnify, defend and hold harmless Seller from and against, and to reimburse Seller with respect to, any and all claims, demands, causes of action, losses, damages, liabilities, costs and expenses (including without limitation reasonable attorney’s fees and court costs) asserted against or incu...
Label: Indemnity
2a544694-9938-4b82-b6d8-822dbc2e00ce
Clause: Subject to earlier termination as hereinafter provided, the Executive’s employment under this Agreement shall be for a term (the “ Term of this Agreement ”) commencing on the Effective Date and expiring on March 31, 2020 (the “ Expiration Date ”). The Term of this Agreement may be extended or renewed only by wr...
Label: Terms
71c619a3-866d-4802-8976-5e2d79259cb1
Clause: Notices and all other communications contemplated by this Agreement shall be in writing and shall be deemed to have been duly given when personally delivered or one day following mailing via Federal Express or similar overnight courier service. In the case of Executive, mailed notices shall be addressed to Exec...
Label: Notices
b61b4850-9095-42bf-af9e-0e7b3729cb34
Clause: The Borrower shall default in the payment when due of any principal of the Loans (including any payment or prepayment due under Section 5.2 ) or any interest on the Loans or any fees or of any other amounts owing hereunder or under any other Credit Document and such default shall continue for five or more days....
Label: Payments
6afac7c5-da8a-4cc8-b6c8-30c59efaf12e
Clause: No Party shall have the right to assign this Agreement or any of its respective rights or obligations under 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, As...
Label: Assignments
f729cba8-ffa5-4da0-832c-8274d5d84c02
Clause: This Guaranty and any amendments, waivers, consents or supplements hereto may be executed in counterparts (and by different parties hereto in different counterparts), each of which shall constitute an original, but all taken together shall constitute a single contract. Delivery of an executed counterpart of a s...
Label: Counterparts
209570c6-963b-48bf-b000-61fbb9323e16
Clause: Subject to the provisions for termination hereinafter provided, the Employee’s employment hereunder shall begin on the date hereof, and shall terminate on the one year anniversary date of this Agreement. Task: Classify this clause into ONE of these types (exactly one label): Adjustments, Agreements, Amendments...
Label: Terms
ceab1280-4b46-4dec-ae8d-24d645813469
Clause: Executive shall be employed as Chief Executive Officer and shall have the duties and responsibilities assigned by the Company’s Board of Directors (“Board”) both upon initial hire and as may be reasonably assigned from time to time. Executive shall perform faithfully and diligently all duties assigned to Execut...
Label: Positions
08f47106-448b-402d-afa1-b15e2c58cbf3
Clause: For purposes of this Section 2.14 , 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, Assigns, Authority, Authorizations, Base Salary,...
Label: Defined Terms
364d6164-8179-45d7-933a-c2070cc0b9ef
Clause: The Company shall be entitled to withhold from any payments or deemed payments any amount of tax withholding it determines to be required by law.  The Grantee shall, not later than the date as of which vesting or payment in respect of this award becomes a taxable event, pay to the Company or make arrangements s...
Label: Tax Withholdings
ee8c575e-2a9d-4e23-82ae-d209636d6b17
Clause: The Issuer shall indemnify and defend the Trustee (and its officers, directors, managers, employees and agents) for, and hold it harmless from and against, and reimburse the Trustee for, any loss, liability or expense incurred by it without gross negligence or willful misconduct on its part in connection with t...
Label: Indemnity
bf0bec51-5b01-43a7-994c-0e1c2f4d6d44
Clause: This Agreement may be only be modified by a writing signed by both Lessor and Tenant. 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...
Label: Modifications
5251a944-32e2-44c2-931c-b80012fa35c5
Clause: Each of the Administrative Agent and the Lenders agrees to maintain the confidentiality of the Confidential Information, except that Confidential Information may be disclosed (a) to its Affiliates (including the Arrangers) and to its and its Affiliates’ (including the Arrangers’) respective partners, directors,...
Label: Confidentiality
5a4392f9-06a9-48ba-8be1-d031ced7bdbe
Clause: This Restricted Stock Unit Agreement shall be construed and interpreted in accordance with the laws of the State of Delaware, without regard to the principles of conflicts of law thereof. Notwithstanding anything contained in this Restricted Stock Unit Agreement, the Grant Notice or the Plan to the contrary, if...
Label: Governing Laws
3526fccf-cbd5-4dff-a24b-7f138d9981a7
Clause: Each of Merger Sub and Parent shall have performed and complied with in all material respects all of the covenants and agreements required to be performed or complied with by it under this Agreement prior to the Closing Date. Task: Classify this clause into ONE of these types (exactly one label): Adjustments, ...
Label: Agreements
19a2e82d-e115-464d-aaa6-3f2f7a89b586
Clause: Each party will do such acts, and execute and deliver to any other party such additional documents or instruments, as may be reasonably requested in order to effect the purposes of this 2016-B Servicing Supplement and to better assure and confirm unto the requesting party its rights, powers, and remedies hereun...
Label: Further Assurances
0efceb1a-e142-4910-960b-93d54513e515
Clause: (a) Each borrowing by the Borrower from the Lenders hereunder, each payment by the Borrower on account of any commitment fee and any reduction of the Revolving Commitments of the Lenders shall be made pro rata according to the respective Term Percentages or Revolving Percentages, as the case may be, of the rele...
Label: Payments
0c81e8fb-51b6-4ad8-9db6-54032a821ff6
Clause: The Company shall have the right to withhold from the payment relating to Restricted Units any taxes required to be withheld because of such payment. Task: Classify this clause into ONE of these types (exactly one label): Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Ar...
Label: Tax Withholdings
b7dd3f2f-c626-4fad-8d70-2fde49c804eb
Clause: The Company will pay all expenses associated with effecting the registration of the Registrable Securities, including filing and printing fees, the Company’s counsel and accounting fees and expenses, costs associated with clearing the Registrable Securities for sale under applicable state securities laws, listi...
Label: Expenses
58916de2-74fa-413a-882f-771208c29802
Clause: The Company and each of its subsidiaries (i) will use commercially reasonable efforts to maintain, or cause to be maintained, all material environmental permits, licenses and other authorizations required by federal, state and local law in order to conduct their businesses as described in the Prospectus, and (i...
Label: Compliance With Laws
0707db22-856d-40d9-b23a-c531f8afc052
Clause: All payments to be made by the Borrowers shall be made free and clear of and without condition or deduction for any counterclaim, defense, recoupment or setoff. Except as otherwise expressly provided herein, all payments by the Borrowers hereunder shall be made to the Administrative Agent, for the account of th...
Label: General
e7686fe0-81ab-4526-89da-8c1602e11bd8
Clause: THE CME SUBSIDIARY GUARANTOR 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 GUARANTEE OR ANY OTHER CREDIT DOCUMENT (WHETHER BASED ON CONTRACT, TORT OR ANY OTHER THEORY). ...
Label: Waiver Of Jury Trials
b60013c5-1410-4f72-868f-fcd86f95bb38
Clause: Without limiting the other provisions of this Agreement, if at any time during the period between the date of this Agreement and the Effective Time, any change in the capital stock of DSKX shall occur solely by reason of any reclassification, recapitalization, stock split (including any reverse stock split) or ...
Label: Adjustments
1bd7d646-3621-4b0d-965f-eba948fef468
Clause: The Acquiror Company has all requisite authority and power (corporate and other), governmental licenses, authorizations, consents and approvals to enter into this Agreement and each of the Transaction Documents to which the Acquiror Company is a party, to consummate the transactions contemplated by this Agreeme...
Label: Authorizations
081d86f9-a9b9-452c-9ae9-f1a39cae6eac
Clause: The parties hereto shall execute such other documents as may be reasonably necessary or as may be reasonably required, in the opinion of counsel to Agent, to effect the transactions contemplated hereby and to protect the liens and security interests of Lenders under the Loan Documents, the insurance thereof and...
Label: Further Assurances
deabae6d-a324-4ec9-8403-294f6627b3d6
Clause: Buyer have all necessary company power and authority to execute and deliver this Agreement and the documents and agreements contemplated hereby, to consummate the transactions contemplated hereby and thereby, and to perform its obligations hereunder and thereunder.  This Agreement has been duly and validly appr...
Label: Authorizations
8eb4ac45-694e-400f-8f88-c92e207dcd99
Clause: THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK WITHOUT REGARD TO THE PRINCIPLES OF CONFLICT OF LAWS THEREOF. Task: Classify this clause into ONE of these types (exactly one label): Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws...
Label: Governing Laws
e628f7e1-4c51-4acf-a82e-3277eb5f9374
Clause: If any provision of the Agreement is or becomes or is deemed to be invalid, illegal or unenforceable in any jurisdiction or would disqualify the Agreement under any law, such provision shall be construed or deemed amended to conform to applicable laws, or if such provision cannot be so construed or deemed amend...
Label: Severability
3213a676-cce3-4128-8932-60bbd131c892
Clause: The Company hereby employs the Executive as its Chief Financial Officer (“CFO”). Executive shall do and perform all such services and acts as necessary or advisable to fulfill the duties and obligations of said position and/or such other and/or additional responsibilities as reasonably delegated to Executive by...
Label: Positions
a9bfb31d-ab9f-4370-8f89-3ce5b83f4ffa
Clause: If any term or provision of this Agreement, or the application thereof to any person or circumstance, is, to any extent, invalid or unenforceable, the remaining terms and provisions of this Agreement or application to other Persons and circumstances are not invalidated thereby, and each term and provision hereo...
Label: Enforceability
f2d029a3-8443-4b90-89f8-3d5bc6a4be7f
Clause: Each Party shall execute and deliver all such future instruments and take such other and further action as may be reasonably necessary or appropriate to carry out the intention of the Parties expressed in this Joinder Agreement and the Trademark License Agreement, as amended hereby. Task: Classify this clause ...
Label: Further Assurances
4e95ec99-9b78-4023-a98a-51d36a6e373d
Clause: The certificate, advice, receipt or bill of the appropriate official designated by law to make or issue the same or to receive payment of any Imposition, or of non-payment of such Imposition shall be prima facie evidence that such Imposition is due and unpaid or has been paid at the time of the making or issuan...
Label: Miscellaneous
90bad715-1ec1-4e96-8885-7e5278396fa9
Clause: Each Debtor shall advise the Administrative Agent promptly, in reasonable detail, of (a) any material Lien, other than Permitted Liens, attaching to or asserted against any of the Collateral, (b) any material change in the composition of the Collateral and (c) the occurrence of any other event which could reaso...
Label: Notices
4268822a-3422-4e3d-8e0f-4f2d17005101
Clause: Executive shall be entitled to paid vacation days in accordance with Company policy. Executive shall also be entitled to all paid holidays given by the Company to its employees generally. Task: Classify this clause into ONE of these types (exactly one label): Adjustments, Agreements, Amendments, Anti-Corruptio...
Label: Vacations
b760fbea-eb19-4cd2-afc4-02ea36461c6c
Clause: This Company Note is the Company Note described in, and is subject to the terms and conditions set forth in, that certain Second Amended and Restated Sale and Contribution Agreement dated as of October 5, 2016 (as the same may be amended, supplemented, amended and restated or otherwise modified in accordance wi...
Label: Sales
7715b486-5778-452b-ba61-b42d1222cc9f
Clause: Enter into any arrangement, directly or indirectly, with any person 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 that it intends to use for substantially the...
Label: Sales
451943cc-bc4a-460a-8202-d8d3e6a66916
Clause: Set forth in Schedule V is a complete and correct list of all of the Subsidiaries of XL Group as of March 31, 2016, together with, for each such Subsidiary, (i) the jurisdiction of organization of such Subsidiary, (ii) each Person holding ownership interests in such Subsidiary and (iii) the percentage of owners...
Label: Subsidiaries
11dce87c-6997-4b95-a0ff-5577d42e3dd7
Clause: The Lender agrees to hold any confidential information it may receive from the Borrower or its Subsidiaries in connection with this Agreement in confidence, except for disclosure (i) to its Affiliates, (ii) to legal counsel, accountants, and other professional advisors to the Lender, (iii) as provided in Sectio...
Label: Confidentiality
47e1fc69-4528-476d-a601-bc58b48996a0
Clause: No party hereto may assign this Agreement without the prior written consent of the other parties hereto. 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, A...
Label: Assignments
b360c2db-628b-4236-8e04-80f811bbe7a6
Clause: At all times prior to Closing, Seller shall not knowingly take any action that would result in a failure to comply in all material respects with all applicable statutes, rules, regulations and requirements of all federal, state and local commissions, boards, bureaus and agencies applicable to the Property, it b...
Label: Compliance With Laws
49ab903e-bf27-4758-ac34-7d3866ff4c2c
Clause: If any Event of Default occurs (other than an Event of Default with respect to the Borrower described in clause (h) or (i) of Section 7.01 ), and at any time thereafter during the continuance of such Event of Default, the Administrative Agent may, and at the request of the Required Lenders shall, by notice to t...
Label: Remedies
22207e92-e3e5-4ae4-95bf-a009808ea8a8
Clause: This Agreement shall be governed and construed in accordance with the laws of the State of Florida (without giving effect to the conflict of law principles thereof). Employee agrees that the state and federal courts of Florida shall have jurisdiction over any litigation between you and the Company regarding thi...
Label: Governing Laws
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Clause: HFC hereby waives promptness, diligence, all setoffs, presentments, protests and notice of acceptance and any other notice relating to any of the Buyer Payment Obligations and any requirement for Seller to protect, secure, perfect or insure any security interest or lien or any property subject thereto or exhaus...
Label: Waivers
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Clause: The Administrative Agent shall have received this Amendment, executed and delivered by the Administrative Agent, the Parent Borrower and the Required Lenders. Task: Classify this clause into ONE of these types (exactly one label): Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Appr...
Label: Amendments
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Clause: So long as the Borrower shall have any obligation under this Note, the Borrower shall not, without the Holder’s written consent, change the nature of its business. In addition, so long as the Borrower shall have any obligation under this Note, the Borrower shall maintain and preserve, and cause each of its Subs...
Label: Existence
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Clause: During the Employment Period, the Company shall pay to the Executive a base salary at the rate of no less than $950,000 per calendar year (the “Base Salary”), less applicable deductions, and prorated for any partial month or year, as applicable. The Base Salary shall be reviewed for increase by the Compensation...
Label: Base Salary
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Clause: The Borrower has disclosed to the Lenders all agreements, instruments and corporate or other restrictions to which it or any Restricted Subsidiary is subject, and all other matters known to it, that, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect. None of t...
Label: Disclosures
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Clause: If any provision of this Agreement or the application thereof to any particular circumstance is held to be unenforceable or invalid, the enforceability of the remaining provisions of this Agreement shall not be affected. Task: Classify this clause into ONE of these types (exactly one label): Adjustments, Agree...
Label: Severability
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Clause: All unvested shares of Restricted Stock issued hereunder shall, in addition to any provisions relating to vesting contained in this Agreement, become immediately fully vested upon the termination of Recipient’s employment with the Company by the Company without Cause or by Recipient for Good Reason, in either c...
Label: Change In Control
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Clause: This Agreement may be executed and delivered by fax or .pdf signature and in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Task: Classify this clause into ONE of these types (exactly one label): Adjustments, Agreemen...
Label: Counterparts
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Clause: Any notice to be given hereunder by any party to the other, may be effected either by personal delivery in writing, or by mail, registered or certified, postage pre-paid with return receipt requested. Mailed notices shall be addressed to the parties at the addresses appearing in the introductory paragraphs of t...
Label: Notices
287a7fb1-dcf8-48a9-aa03-cce6638d84b8
Clause: Subordinated Lender shall pay or reimburse Senior Lenders, upon demand, for all of its reasonable and documented costs and expenses incurred in connection with the enforcement of any rights and remedies with respect to the Subordinated Lender under this Agreement, including, without limitation, Attorney Costs o...
Label: Expenses
361b7de2-e21d-43e1-9a7d-499429de1bab
Clause: Termination of the Executive's employment whether voluntary or involuntary, whether with or without Cause, shall not relieve the Company and/or its successor (s) from their obligations hereunder. All of Sections 5 and 6 and shall survive the termination of this Agreement and shall not relieve the Company and/or...
Label: Survival
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Clause: (a) The Borrower agrees to pay to the Administrative Agent for the account of each Lender a commitment fee, which shall accrue at the Applicable Fee Rate on the average daily amount of the Available Revolving Commitment of such Lender during the period from and including the Effective Date to but excluding the ...
Label: Fees
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Clause: This Amendment may be executed in several counterparts, each of which shall be deemed to be an original, and all of which together shall be deemed to be one and the same agreement. Execution copies of this Amendment may be delivered by facsimile or other electronic communication, which shall be deemed to be an ...
Label: Counterparts
68432e11-398e-42c1-bd53-0b62f4ed1ae8
Clause: This Award Agreement and the rights of the Participant hereunder are subject to all terms and conditions of the Plan, as the same may be amended from time to time, as well as to such rules and regulations as the Board may adopt for administration of the Plan. It is expressly understood that the Board is authori...
Label: Interpretations
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Clause: Executive acknowledges and agrees that (i) the agreements and covenants contained in this Section 6 are (A) reasonable and valid in geographical and temporal scope and in all other respects and (B) essential to protect the value of the Company Group’s business and assets, and (ii) by his employment with the Com...
Label: General
d1f982e0-10f6-4d77-93ca-3a06692a470d
Clause: This Agreement shall terminate upon the payment and performance in full of all Obligations under the Notes. 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: Terminations
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Clause: This Agreement, the Amended and Restated Credit Agreement, and the other Loan Documents constitute the entire agreement among the parties hereto with respect to the subject matter hereof and thereof and supersede all other prior agreements and understandings, both written and verbal, among the parties hereto wi...
Label: Entire Agreements
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Clause: No waiver by Secured Party of any default shall operate as a waiver of any other Event of Default or of the same Event of Default on a future occasion. The taking of this Security Agreement will not waive or impair any other security Secured Party may have or hereafter acquire for the Obligations, nor will the ...
Label: No Waivers
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Clause: Subject to the following sentence, each Unitholder shall bear its own expenses incurred in connection with this Article IV , and any Unitholder effecting a transfer pursuant to this Article IV (other than pursuant to an ECP Forced Sale) shall reimburse the Company for any expenses incurred by the Company in con...
Label: Expenses
a5b8453b-ae04-4115-a49e-2beaa7a01336
Clause: The rights provided in this Agreement may not be assigned or transferred by the Holders without the Company's written consent; provided that, an Holders that is not an individual may assign or transfer such rights to an affiliate of the Holders without the Company's consent in connection with the transfer of th...
Label: Assignments
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Clause: Subject to the terms and conditions hereof, the consummation of the purchase and sale of the Purchased Units hereunder (the “ Closing ”) shall take place at the offices of American Midstream Partners, LP, 2103 CityWest Boulevard, Building #4, Suite 800, Houston, Texas 77042, or such other location as mutually a...
Label: Closings