id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
c382c4cf-6ec5-438c-93ac-36231fa65fe2 | Clause:
(a) The Existing Credit Agreement is hereby amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text ) and to add the double-underlined text (indicated textually in the same manner as the following example: double-underlined text ) as set forth in the p... | Label: Consents |
aa353212-fd8c-4086-b729-78477bb1bfa2 | Clause:
Upon execution of this Agreement, the Parties may file the Form 8-K statements attached as Exhibit D. No disclosure of the existence, or the terms, of this Agreement may be made by either Party, and no Party shall use the name, trademark, trade name or logo of the other Party or its employees in any publicity, ... | Label: Publicity |
92b7433f-a343-40ad-85f5-1053ca4d0d9e | Clause:
No Limited Partner shall Transfer all or any portion of its Partnership Interest to any transferee without the consent of the General Partner, which consent may be withheld in its sole and absolute discretion, provided , however , that subject to Section 11.3E hereof, ACM may distribute some or all of its Partn... | Label: General |
1aedd1bc-3230-4ce2-807f-828f2c76ec18 | Clause:
Immediately after the consummation of the Transactions on the Closing Date, (a) the fair value of the assets of the Borrower and the Subsidiaries on a consolidated basis, at a fair valuation, will exceed their debts and liabilities, subordinated, contingent or otherwise, (b) the present fair saleable value of t... | Label: Solvency |
5345fca7-5662-4ca3-a7cf-7cb145749472 | Clause:
Except as disclosed in the Prospectus, the Company and its subsidiaries own or possess, or can acquire on reasonable terms, all material Intellectual Property (as defined below) currently employed by them in connection with the business now operated by them. To the Company’s knowledge, (i) there is no infringem... | Label: Intellectual Property |
785c6412-d07a-4822-9402-7fd72de24d0b | Clause:
If any term or provision of this Agreement shall be held to be invalid or unenforceable, the remaining terms and provisions hereof shall not be affected thereby and shall be enforced to the fullest extent permitted under law. Executive’s obligations in Articles IV and V shall survive and continue in full force ... | Label: Severability |
09314035-add7-4318-9f77-4db9fae64d4d | Clause:
This Agreement represents the entire understanding of the Parties with respect to its subject matter and supersedes and cancels all prior written or oral contracts, agreements and understandings of the Parties with respect to the subject matter hereof. No amendment to this Agreement shall be effective unless in... | Label: Entire Agreements |
01c2f6f7-5672-4c50-9ac1-1e513fe21eb9 | Clause:
This Second Amendment may be executed in one or more counterparts, and each of which shall be deemed to be an original, and all of which shall constitute one and the same instrument.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Law... | Label: Counterparts |
fd17ee77-0e5c-48a6-a53e-ff3458facc9c | Clause:
EACH PARTY HERETO HEREBY IRREVOCABLY 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 SECOND AMENDMENT OR ANY OTHER LOAN DOCUMENT EXECUTED IN CONNECTION HEREWITH OR THE TRANSACTIO... | Label: Waiver Of Jury Trials |
08b77225-a214-4d21-9184-3568ff3e5d5c | Clause:
Cognate will secure and maintain in full force and effect throughout the term of this Agreement commercial general liability insurance coverage which is customary and appropriate for a manufacturer of products like the Products and Asterias will secure and maintain in full force and effect throughout the term o... | Label: Insurances |
f479e6e4-9569-4ab6-a3e0-b28019364d53 | Clause:
The execution, delivery and performance by the Company of this Agreement, the issuance and sale of the Purchased Securities and the consummation of the transactions contemplated by this Agreement and the other Transaction Documents will not (i) conflict with or result in a breach or violation of any of the term... | Label: No Conflicts |
a5bdd85d-696a-46a1-b150-0864e619cbd1 | Clause:
Except as otherwise required by court order, each party hereto and its agents, representatives and employees shall protect and maintain the confidentiality of all matters related to and contemplated by this Agreement and the agreements executed and delivered in connection herewith (the “Confidential Matters” ).... | Label: Confidentiality |
49a19e9a-ba75-4b73-9ec4-6bec71c5d11a | Clause:
This Amendment may be executed in any number of counterpart signature pages, and by the different parties on different counterparts, each of which when executed shall be deemed an original but all such counterparts taken together shall constitute one and the same instrument. Delivery of an executed counterpart... | Label: Counterparts |
d2f8e50c-989d-4616-b945-54a6b14fc296 | Clause:
If Section 11(d)(1)(A) or Section 11(d)(2) is triggered in accordance with its terms, the Company will: (i) subject to Sections 11(e) and 11(j) below, beginning within 30 days after Executive’s separation from service as defined by Treasury Regulation § 1.409A-1(h) (“Separation from Service”), pay Executive in ... | Label: Payments |
8d84d6f2-39c0-40df-9327-ff33a556d481 | Clause:
The waiver by either party hereto of a breach of any provision of this Agreement by the other shall not operate or be construed as a waiver of any subsequent breach of the same or any other provision of this Agreement by the breaching party.
Task: Classify this clause into ONE of these types (exactly one label... | Label: Waivers |
5abf2e89-04de-44d9-9048-df8685dfb4ba | Clause:
This Agreement may be executed in any number of counterparts, each of which when so executed and delivered constitutes an original and all together shall constitute one Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, ... | Label: Counterparts |
57a0eb01-45f4-4685-aa75-c778a0307c28 | Clause:
In the event Participant believes that a “Good Reason” event has been triggered, Participant must give the Company written notice within 30 days of the first occurrence of such triggering event and a proposed termination date which shall be not sooner than 60 days nor later than 90 days after the date of such n... | Label: Notices |
51d8d693-22aa-4998-bf5d-0c89c2404db5 | Clause:
There is no litigation, legal or administrative proceeding, investigation, or other action of any nature pending or, to the knowledge of the Credit Parties, threatened against or affecting any Credit Party, any Subsidiary or any of their respective properties which could reasonably be expected to have a Materia... | Label: Litigations |
e01869ef-35dc-4849-8225-9577c323a9a7 | Clause:
The Executive's employment hereunder shall be effective as of October 24, 2016 (the " Effective Date ") and shall continue until the third anniversary thereof, unless terminated earlier pursuant to Section 5 of this Agreement. The period during which the Executive is employed by the Company hereunder is hereina... | Label: Terms |
60f10377-aa00-4f66-a350-27ebc68275fc | Clause:
Neither Landlord nor Tenant shall issue any press release or statement with regard to the terms and provisions of this Lease without the consent of the other, nor shall either party disclose to any third party (other than its respective employees, directors and officers, in their capacity as such), any informat... | Label: Confidentiality |
06a4da7f-1213-4dd9-b161-af62e44b97bb | Clause:
This Agreement may not be amended or modified in whole or in part in any manner except in a writing which makes reference to this Agreement executed by both parties hereto.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applica... | Label: Amendments |
091264fa-21a8-4fa5-884a-5209a6763715 | Clause:
As of the date hereof, the authorized capital stock of the Company consists of (a) 10 billion shares of Common Stock, of which approximately 1.5 billion shares of Common Stock are issued and outstanding and (b) 10,000 shares of preferred stock, par value $0.001 per share , of which no shares of preferred stock ... | Label: Capitalization |
e20776a0-2703-4b39-b2b8-08b2ffecbf68 | Clause:
Contractor shall assist ABVN in connection with its sales and customer service support for the Business including, without limitation, obtaining orders for sales and marketing of services offered by ABVN and the supply of such services in connection with the operation of the Business answering customer inquirie... | Label: Sales |
0ff8bb5f-fd3b-45a3-8678-49887f1bc336 | Clause:
This Agreement will be governed by the laws of the State of Delaware without regard to conflicts of laws principles.
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: Governing Laws |
500ea586-ce25-490e-960a-0cecf3863e21 | Clause:
This Agreement may be executed in two or more counterparts, each of which will be deemed an original but all of which together will constitute one and the same instrument. Delivery of executed copies (including by PDF) of this Agreement or counterparts thereof by facsimile, email or other electronic means will ... | Label: Counterparts |
390dc9ef-dabb-4837-aaa4-499f56ff4464 | Clause:
Capitalized term used, but not otherwise defined, herein has the respective meaning ascribed to such term in the Merger Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignme... | Label: Definitions |
d2e57563-d2cb-4358-b641-78ac5bda121f | Clause:
Venue for the arbitration provided under Section 23(a) of the Agreement shall be in Houston, Harris County, Texas. Except for the limited rights described in Paragraph 9 below, the parties waive their right to file a lawsuit in a court of law to prosecute any Dispute.
Task: Classify this clause into ONE of the... | Label: Arbitration |
619dd1a1-8563-48ce-ac71-2e74823dbcdf | Clause:
This Agreement shall not be binding in any way upon Sellers unless and until each Seller Entity shall execute and deliver the same to Purchaser.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitra... | Label: Binding Effects |
efc8348e-662e-4f0e-be08-ac71209c71cf | Clause:
D ue to Disability . The Company may terminate Executive ’ s employment if he becomes unable to perform the essential functions of his position as a result of his Disability. Upon any termination of the Term and Executive ’ s employment pursuant to this Section 6 (b), Executive shall receive the Accrued Obl... | Label: Terminations |
48d2bc26-edf4-43e4-95c9-631884376ce5 | Clause:
You will serve as the Senior Executive Vice President, Chief Administrative Officer and Chief Human Resources Officer and agree to perform all duties reasonable and consistent with that office. You will report to the Chairman of the Board, President and Chief Executive Officer of CBS (the “ CEO ”) and you will ... | Label: Duties |
aa36e196-9110-4ce9-ad2b-547dfea8e9ce | Clause:
Exhibit 3.24 lists all trade secrets, names, assumed names, registered or unregistered trade names, patents, inventions or discoveries that may be patentable, registered or unregistered trademarks, registered or unregistered service marks, registered or unregistered copyrights, registered or unregistered brands... | Label: Intellectual Property |
ead9de7a-ea09-4990-b2f0-2dca9d637720 | Clause:
Each Loan Party will, and will cause each Domestic Subsidiary to, maintain with financially sound and reputable carriers having a financial strength rating of at least A- by A.M. Best Company (a) insurance in such amounts (with no greater risk retention) and against such risks (including, without limitation: lo... | Label: Insurances |
79f11749-a1cb-4692-8a53-0b6af441fdf1 | Clause:
For valuable consideration, the receipt and sufficiency of which hereby are acknowledged, each Seller hereby sells, assigns and transfers unto the Buyer all of the issued and outstanding Membership Interests held by such Seller on the terms and conditions set forth in the Purchase Agreement. The Buyer hereby ag... | Label: Assignments |
fd291444-2946-4e06-87eb-d2d37beceb2c | Clause:
This Agreement may be executed in counterparts (and by different parties hereto in different counterparts), each of which shall constitute an original, but all of which when taken together shall constitute a single contract. Delivery of an executed counterpart of a signature page of this Agreement by facsimile... | Label: Counterparts |
adaaa59a-9fa7-4f17-a844-ab82851a5e35 | Clause:
The Bank and Adamis will in good faith discuss mutually agreeable amendments or modifications to the Existing Loan Documents in light of the changes in circumstances resulting from the Merger and the transfer of the 4 HIMS Property and the Tribute Property to Adamis and USC, respectively.
Task: Classify this c... | Label: Amendments |
dc617a2c-f86a-4974-8682-682c2d708673 | Clause:
Except as set forth in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by the Principal Market, any court, public board, other Governmental Entity, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Co... | Label: Litigations |
20e89325-4606-4001-9de0-b87aa361dcbe | Clause:
Except as set forth on Schedule 4.6 attached hereto, the Company shall use the net proceeds from the sale of the Shares hereunder for working capital purposes and shall not use such proceeds: (a) for the redemption of any Common Stock or Common Stock Equivalents, or (b) in violation of FCPA or OFAC regulations.... | Label: Use Of Proceeds |
90353241-4a7a-4524-a8de-fa8d75259716 | Clause:
Borrower agrees that at any time, and from time to time, after execution and delivery of this Agreement, it shall, upon the request of Lender, execute and deliver such further documents and do such further things as Lender may reasonably request in order to more fully effectuate the purposes of this Agreement.
... | Label: Further Assurances |
69db27c6-dd18-4312-a067-ade1436982f5 | Clause:
The issuance of certificates for shares of the Common Stock on conversion of this Note shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that, Borrower shall not be required to pay a... | Label: Expenses |
b2a6fb73-5b76-4595-8438-700480032a16 | Clause:
This Agreement, the Non-Compete Agreement, the equity compensation grant agreements required in relation to the grants described in Section 3.3 above, and the agreements described in the attached Exhibits contain the entire agreement of the parties and supersedes all prior or contemporaneous negotiations, corre... | Label: Entire Agreements |
ad8aece2-f972-4a56-85ff-91e7e64561ec | Clause:
The representations and warranties of set forth in this Article V shall survive the execution and delivery of this Agreement and each Servicing Transfer Date and shall continue in full force and effect after the termination date . Upon discovery by any party of any breach of any of the foregoing represent atio... | Label: Survival |
0cf65628-aec0-40b7-a0b6-42c018128ab8 | Clause:
This Agreement may be executed in multiple counterparts, each of which shall be an original and all of which shall constitute one document.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration,... | Label: Counterparts |
b457a26c-bffe-44b3-8315-cafa1099976d | Clause:
This Agreement shall be construed in accordance with and governed by the laws of the State of Delaware, without giving effect to any choice or conflict of laws provision or rule (whether of the State of Delaware or any other jurisdiction) that would cause the application of the Laws of any jurisdiction other th... | Label: Governing Laws |
f76cc660-6d9a-4590-ad72-711586d55899 | Clause:
This Agreement amends, restates, supersedes and terminates in its entirety the Original 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, Authori... | Label: Amendments |
4addc96d-b78e-4569-95d9-18c8878855b6 | Clause:
This Agreement, the Notes and the other Credit Documents (unless otherwise expressly provided therein) shall be governed by, and construed and enforced in accordance with, the laws of the State of Texas. Without limiting the intent of the parties set forth above, (a) Chapter 346 of the Texas Finance Code, as am... | Label: Governing Laws |
c74b3e21-50c3-4616-9929-28c541355785 | Clause:
The Credit Parties and their Subsidiaries, taken as a whole, are able to generally pay their debts as they become due in the ordinary course of business and do not have an unreasonably small amount of capital with which to carry on their businesses; and the amount that will be required to pay the probable liabi... | Label: Solvency |
55954b66-4ce0-4ff6-8e09-341cfb95cc27 | Clause:
There are no actions, suits, claims investigations or proceedings pending in any court or by or before any governmental agency to which FHPI is a party or otherwise affecting the Principal Assets or the Business as now or heretofore conducted by FHPI, and, to the knowledge of Wilshire , after due inquiry, there... | Label: Litigations |
e83a625d-c459-4853-a134-c5353231abde | Clause:
The provisions of this Agreement may be amended and waived only with the prior written consent of the Company and the Grantee.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments,... | Label: Amendments |
5af4c756-aac0-499d-883e-422f182bf34f | Clause:
Any right of the Company contained in this Agreement may be waived in writing by the Committee. No waiver of any right hereunder by any party shall operate as a waiver of any other right , or as a waiver of the same right with respect to any subsequent occasion for its exercise, or as a waiver of any right to d... | Label: Waivers |
2ef0ad9f-00a9-44e1-982d-c1cb70b1c8ee | Clause:
In the event that any portion of this Agreement shall be decreed invalid by the judgment of a court, this Agreement shall be construed as if such portion had not been inserted herein except when such construction would operate as an undue unwaived material hardship upon Owner or Manager or constitute a material... | Label: Severability |
3435cdec-9a82-4ca9-9026-d8e1106ebd30 | Clause:
If any Company (other than a Dormant Subsidiary) shall (a) except as permitted pursuant to Section 5.12 hereof, discontinue business; (b) generally not pay its debts as such debts become due; (c) make a general assignment for the benefit of creditors; (d) apply for or consent to the appointment of a receiver, a... | Label: Solvency |
cd7002f1-6eb3-4312-9ce7-ac46535b6b5c | Clause:
Assignment; Successors . This letter agreement shall be binding upon the Company and its affiliates and their respective successors and assigns and will be interpreted, enforced and governed under the laws of the State of Texas in the United States and without regard to any applicable jurisdiction’s choice of l... | Label: Governing Laws |
8d322311-9b1d-4213-973e-ff87de044d38 | Clause:
There is no action, suit, proceeding or investigation pending or, to the Knowledge of the Company, threatened (including “cease and desist” letters or invitations to take patent license) against, nor any outstanding judgment, order, writ or decree against, the Company or any of its Subsidiaries or any of their ... | Label: Litigations |
e8f6fe65-f618-4570-aae1-5ba0a377bf40 | Clause:
No Default or Event of Default (each as defined under each of the Credit Agreements) other than the Specified Events of Defaults shall have occurred and be continuing.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable L... | Label: No Defaults |
4bee1e19-7d6c-4b0a-aa37-10204446dd6a | Clause:
No amendment to this Agreement will be binding unless it is in writing, identified as an amendment to this Agreement and signed by all Parties to this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, A... | Label: Amendments |
fed95082-6383-4b52-93c7-843549641c7b | Clause:
The Company shall be entitled to deduct and withhold from the amounts payable under this Agreement such amounts as are required to be deducted and withheld under the Code and any other applicable tax laws. Any such deducted and withheld amount shall be treated as though it had been paid to the person in respec... | Label: Withholdings |
f28d159c-7a6b-4884-9766-57fd1599934d | Clause:
The Parties acknowledge and agree that a breach of the provisions of this Agreement could not adequately be compensated by money damages, and therefore any Party shall be entitled, in addition to any other right or remedy available to it, to an injunction restraining such breach or threatened breach and to spec... | Label: Specific Performance |
04dcaf29-29e3-4583-9fee-66fc9f0388cd | Clause:
This Agreement may be executed and delivered in separate counterparts (including by means of email and facsimile), each of which is deemed to be an original and all of which taken together constitute one and the same agreement. This Agreement shall become effective only when counterparts have been executed and ... | Label: Counterparts |
b339ddfb-90dd-49ea-83d5-7b304758ff18 | Clause:
This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, and all of which shall constitute one and the same agreement. A faxed or electronic copy of this Agreement shall be deemed an original.
Task: Classify this clause into ONE of these types (exactly one label):... | Label: Counterparts |
6144e83c-7c6e-4e43-a494-25fb5bf30eca | Clause:
The Company, the Grantee, and the Grantee’s assignees pursuant to Section 9 (the “parties”) agree that any suit, action, or proceeding arising out of or relating to the Notice or this Option Agreement shall be brought in the United States District Court for the Southern District of California (or should such co... | Label: Venues |
0bb0324b-4e9b-4729-945f-097c5bb522e0 | Clause:
Any dispute arising out of or relating to this Agreement shall be resolved in accordance with the dispute resolution provisions of the Employment Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approv... | Label: Arbitration |
16cce571-7f85-4c36-9114-052049d216c4 | Clause:
The term of the Company commenced as of the date the Certificate of Formation of the Company was filed in the office of the Secretary of the State of the State of Delaware and shall continue until the Company is dissolved or otherwise terminated as provided in this Agreement. The existence of the Company as a s... | Label: Terms |
a33f7063-1639-44af-bd62-3b840394c513 | Clause:
This Agreement shall in all respects be construed in accordance with and governed by the substantive laws of the State of Delaware, without reference to its choice of law rules.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Ap... | Label: Governing Laws |
c24b083c-cf3b-4cce-8dae-29ed4f6ffea8 | Clause:
This Agreement, including the Annexes hereto, constitute the entire agreement between the parties hereto with respect to the subject matter hereof and supersede all prior written, and prior and contemporaneous oral, agreements and understandings between the parties with respect to the subject matter hereof.
Ta... | Label: Entire Agreements |
58fac9e3-6e92-4980-b492-d6998231f38f | Clause:
All notices given under this Amended Agreement shall be in writing and shall be deemed to have been duly given (a) when delivered personally, (b) three business days after being mailed by first class certified mail, return receipt requested, postage prepaid, (c) one business day after being sent by a reputable ... | Label: Notices |
5a73f648-193c-40f0-a487-e77259868413 | Clause:
If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall be enforced.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, ... | Label: Severability |
e6164857-3047-4906-8634-5218e9c2173f | Clause:
Subject to the provisions of Section 2.19 (which shall be controlling with respect to the matters covered thereby), in the event that any Lender shall determine (which determination shall, absent manifest error, be final and conclusive and binding upon all parties hereto) that any law, treaty or governmental ru... | Label: Taxes |
d5b3e4db-18b0-421a-98bf-34b51926e4ed | Clause:
After giving effect to the consummation of the transactions contemplated by this Agreement and other Loan Documents, each Credit Party will be solvent, able to pay its indebtedness as it matures and will have capital sufficient to carry on its businesses and all business in which it is about to engage. This Agr... | Label: Solvency |
9600979b-3559-45ea-a27e-1f2ce4aa25d6 | Clause:
The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of each Closing Date.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, A... | Label: Representations |
b0bf3677-c4ae-4b19-9f7f-3fd1ac25f54a | Clause:
If a court of competent jurisdiction finds any provision of this Note to be invalid or unenforceable as to either the Borrower or the Holder, such finding shall not render that provision invalid or unenforceable as to any other Persons. If feasible, any such offending provision shall be deemed to be modified to... | Label: Severability |
b7c88b73-5460-44d0-9f9c-0ab18fd934f7 | Clause:
The Original Agreement, as amended by this Amendment, collectively sets forth the entire understanding and agreements of the Parties in relation to the subject matter hereof and supersede any prior negotiations and agreements between the Parties relative to such subject matter.
Task: Classify this clause into ... | Label: Entire Agreements |
a2eddbf3-7229-4e67-882f-1247ee7238af | Clause:
This Agreement sets forth the entire understanding and agreement of the Members, and supersedes any other agreements and understandings (written or oral) made among the Members on or prior to the date of this Agreement with respect to the transaction contemplated in this Agreement. No amendment or modification... | Label: Entire Agreements |
61464167-3a4f-40a5-8a7c-22218b7e6d47 | Clause:
This guaranty and the other Secured Obligation Documents required under this guaranty, collectively: (a) represent the sum of the understandings and agreements between Lender and Guarantor concerning this credit; (b) replace any prior oral or written agreements between Lender and Guarantor concerning this credi... | Label: Entire Agreements |
42768169-493b-45c3-9801-845b1fab1ccc | Clause:
If a Participant incurs a termination of his or her directorship for any reason other than a Without Cause Termination, the Participant shall automatically forfeit any unvested Restricted Shares and the Company shall acquire such unvested Restricted Shares for the amount paid by the Participant for such Restric... | Label: Forfeitures |
9a78f2b0-a5c6-4df2-90ea-263a25f7a310 | Clause:
The Borrower has furnished to each Lender copies of the audited consolidated balance sheet of Spirit REIT and its consolidated Subsidiaries for the fiscal years ended December 31, 2013 and December 31, 2014, and the related audited consolidated statements of operations, shareholders’ equity and cash flow for th... | Label: Financial Statements |
d74d4449-102d-412e-8bf3-9a64e96f16a1 | Clause:
Guarantor is a REIT. Each Seller is disregarded as a separate entity from Guarantor for U.S. federal income tax purposes. Sellers and Guarantor have each filed all required federal Tax returns and all other material Tax returns, domestic and foreign, required to be filed by them and have (for all prior fiscal y... | Label: Taxes |
dd152b59-bdd0-4b2c-81fe-818d160488a7 | Clause:
The terms of this Section shall survive any termination or expiration of this Lease.
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: Survival |
4053d701-b4a4-4aaf-976c-c3fb793979f2 | Clause:
This Agreement is intended by the Parties as a final expression of their agreement and intended to be a complete and exclusive statement of the agreement and understanding of the Parties hereto in respect of the subject matter contained herein. There are no restrictions, promises, warranties or undertakings oth... | Label: Entire Agreements |
37d5d4af-0472-45ef-a0a6-cba57f89ef41 | Clause:
The laws of the State of Texas will govern all matters arising out of or relating to this Agreement, without giving effect to any conflict of law principles. Each of the parties irrevocably consents to the exclusive jurisdiction of the federal and state courts located in Dallas, Texas for any matter arising out... | Label: Governing Laws |
9e468a20-b5c9-4150-a080-0f99f0b5e0f9 | Clause:
This Agreement may be amended only by a written agreement executed by the General Partner and the Service Provider, except that the Committee may unilaterally waive any conditions or rights under, amend any terms of, or alter this Agreement provided no such change (other than pursuant to Section 7(b), 7(c), 7(d... | Label: Amendments |
b24588c2-b321-4905-8586-07a04cc94f92 | Clause:
Unless agreed otherwise, this Agreement and all obligations of the parties hereunder shall expire on the date on which you no longer serve as an observer on the Board.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable L... | Label: Terms |
492520fc-5b51-4d8f-a75c-f2e2069804a3 | Clause:
This Agreement may be terminated in the absolute discretion of the Representative, by notice to the Manitowoc Parties, if after the execution and delivery of this Agreement and prior to the Closing Date: (i) trading generally shall have been suspended or materially limited on the New York Stock Exchange or the ... | Label: Terminations |
058079b0-602e-4e58-9b82-d3c3f1bc6dae | Clause:
Upon the occurrence of any event triggering the prepayment requirement under clauses (i) through and including (iii) above, the US Borrower shall promptly deliver a Notice of Prepayment to the Administrative Agent and upon receipt of such notice, the Administrative Agent shall promptly so notify the Lenders. E... | Label: Notices |
f44614f1-78a3-4997-b0cc-01a245d92db1 | Clause:
To the extent any of the Agents is not reimbursed and indemnified by the Borrower, the Lenders will reimburse and indemnify the applicable Agents, in proportion to their respective “percentages” as used in determining the Required Lenders (without regard to the existence of any Defaulting Lenders), for and agai... | Label: Indemnifications |
a2816da8-2446-42c3-86a8-ea7c5bfe4c05 | Clause:
(a) In the event that the Executive is made a party or threatened to be made a party to any action, suit, or proceeding, whether civil, criminal, administrative or investigative (a "Proceeding"), other than any Proceeding initiated by the Executive or the Company related to any contest or dispute between the Ex... | Label: Indemnifications |
75e8ffbf-c30d-4a51-8b12-b4affae15646 | Clause:
The Borrower has received consideration that is the reasonable equivalent value of the obligations and liabilities that the Borrower has incurred to Administrative Agent and the Lenders. As of the Closing Date and as of the Amendment and Restatement Effective Date, each Loan Party is, individually and collectiv... | Label: Solvency |
432fc978-9245-4011-b912-a083e730b6b8 | Clause:
The consent of the Borrower will be required unless (i) an event of default has occurred and is continuing or (ii) the assignment is to a Lender, an affiliate of a Lender or an Approved Fund (as such term is defined in the Existing Credit Agreement) (and the Borrower’s consent will be deemed given if not expres... | Label: Consents |
986dd709-c4a0-416a-8780-0c29bb49f3e9 | 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 $2,500,000 in ... | Label: Closings |
6085658d-ccde-478a-a396-f23a579d28d6 | Clause:
This Ninth Amendment may be executed in one or more counterparts, each of which shall be deemed to be an original, but all of which together shall constitute one and the same instrument. One or more counterparts of this Ninth Amendment may be delivered by facsimile, with the intention that delivery by such mean... | Label: Counterparts |
f2604fd5-100b-4232-8651-a8a0603e7627 | Clause:
Each of Parent and each of its Subsidiaries has duly complied, and its Properties and business operations are in compliance, in all material respects with all Applicable Law, except where noncompliance could not reasonably be expected to have a Material Adverse Effect. No Inventory has been produced in the U.S.... | Label: Compliance With Laws |
6bb9c95e-2ead-4958-96a5-b2311c2f2d09 | Clause:
The effect of this Note is to amend and restate the Original Note. This Note shall constitute a renewal, extension and modification of the terms of the Original Note and evidences the same indebtedness that existed under the Original Note. The Company and the Holder agree and acknowledge that any and all rights... | Label: Amendments |
bc81df22-4b2e-4192-ac56-4c35692f7b3b | Clause:
The laws of the State of New Jersey will govern the interpretation, validity and effect of this Agreement without regard to principles of conflicts of law, the place of execution or the place for performance thereof. The Parties hereto hereby irrevocably and unconditionally each submits for itself and its prope... | Label: Governing Laws |
f3566fcd-e73a-4a7d-88f6-7db1a13b348a | Clause:
Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under Applicable Law, but if any provision of this Agreement is held to be prohibited by or invalid under Applicable Law, such provision shall be ineffective only to the extent of such prohibitio... | Label: Severability |
5bab1d83-350c-45a6-8e88-e4043361aa9c | Clause:
This Warrant Certificate and all obligations hereunder will terminate automatically and have no further force or effect, without any further action by any party, upon the Expiration Date.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruptio... | Label: Terminations |
fc224af4-cf2b-4e05-8422-08d831f041f5 | Clause:
All the covenants and provisions of this Agreement by or for the benefit of the Holders or the Company shall bind and inure to the benefit of their respective successors and assigns.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Law... | Label: Successors |
af718eaf-bdf2-4d85-a1c4-0247e5d44cf8 | Clause:
The Borrower has furnished to each Lender (i) the audited consolidated balance sheet of the Borrower and its Subsidiaries as of December 31, 2011 and the related consolidated statements of income, shareholders' equity and cash flows for the Fiscal Year then ended prepared by Ernst & Young, LLP and (ii) the unau... | Label: Financial Statements |
f83a4017-4286-4e85-8540-cda1620e7d5c | Clause:
THIS FORBEARANCE SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAW 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, Arbitration, Assignments, Assigns, Authority,... | Label: Governing Laws |
dfb42c3a-8b88-4dc7-9b6e-43efb96d55db | Clause:
The Borrower agrees to pay (a) the reasonable costs incurred by Bank of America, JPMorgan, WFB and the Arrangers in producing this Agreement, the other Loan Documents and the other agreements and instruments mentioned herein, (b) the reasonable fees, expenses and disbursements of one outside counsel to both the... | Label: Expenses |
fc1db549-24ab-406b-a772-f2e90e07da58 | Clause:
Either party may terminate this Agreement upon written notice to the other party if the other party materially breaches this Agreement and does not cure such breach within thirty (30) days after receiving written notice of such breach. Either party may terminate this Agreement, upon written notice, (i) upon the... | Label: Terminations |
0f2936c1-1d75-404c-8f7a-59c96dcc7b0c | Clause:
Borrowers shall pay all Taxes and Other Charges now or hereafter levied, assessed or imposed as the same become due and payable, and shall furnish to Agent receipts for the payment of the Taxes and the Other Charges prior to the date the same shall become delinquent (provided, however, that Borrowers need not p... | Label: Taxes |
Subsets and Splits
No community queries yet
The top public SQL queries from the community will appear here once available.