id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
9a2b12c2-6d3d-4106-b6cf-bbeaef145ee2 | Clause:
This Release may be amended, only upon a written agreement executed by the Executive and 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, Authority, Auth... | Label: Waivers |
03a3e3ea-a38b-473f-bed9-92068074d62d | Clause:
Whenever a Borrower desires the issuance of a Syndicated Letter of Credit, the respective Borrower will give the L/C Agent written notice with a copy to the Administrative Agent not later than 11:00 a.m. three Business Days (or such shorter period as is acceptable to the L/C Agent in its sole discretion in any ... | Label: Notices |
709147c9-e635-4ceb-9c1e-afd5a9b854bd | Clause:
In order to induce the Agent and the Lenders to enter into this Agreement, each of the Borrower and the Guarantors, on behalf of themselves and their respective Related Parties (collectively, the “ Releasing Parties ”), acknowledges and agrees that: (a) none of the Releasing Parties has any claim or cause of ac... | Label: Releases |
5f75da25-7dde-463d-811d-3f2279a17529 | Clause:
This Amendment and the other Loan Documents constitute the entire agreement and understanding between the parties hereto with respect to the transactions contemplated hereby and thereby and supersede all prior negotiations, understandings and agreements between such parties with respect to such transactions .
... | Label: Entire Agreements |
914f5917-30f6-4e2e-925d-9c54b73a9e64 | Clause:
Interest shall not be payable under this Note unless and until the principal due hereunder has been paid in full. Once the principal amount of this Note has been paid in full (or converted into shares of Maker’s common stock, as provided herein), interest shall only be payable under this Note if and to the ext... | Label: Interests |
6f9b2961-719e-4524-8b3d-79fd104aedd3 | Clause:
THIS AGREEMENT WILL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE DOMESTIC LAWS OF THE STATE OF NEW YORK WITHOUT GIVING EFFECT TO ANY CHOICE OF LAW OR CONFLICTING PROVISION OR RULE (WHETHER OF THE STATE OF TEXAS OR ANY OTHER JURISDICTION), THAT WOULD CAUSE THE LAWS OF ANY JURISDICTION OTHER THAN THE STATE... | Label: Governing Laws |
f9e263ed-23d5-4732-a763-57903be57bba | Clause:
Until the Discharge of First Lien Obligations has occurred, the Directing First Lien Collateral Agent shall have the sole and exclusive right, subject to the rights of the First Lien Obligors under the First Lien Financing Documents, to settle or adjust claims over any insurance policy covering the Collateral i... | Label: Insurances |
c1430fb5-a1d8-463d-9873-2a2028127527 | Clause:
Upon termination of the Security Agreement, the security interest granted pursuant to this Patent Security Agreement shall be automatically released and the Grantee shall, at the reasonable request of the Grantor, execute, acknowledge, and deliver to the Grantor an instrument in writing in recordable form relea... | Label: Terminations |
bdedbe45-ae05-4808-8b03-b7e24b19a33f | Clause:
The title of “Administrative Agent” and “Co-Collateral Agent” is used solely as a matter of market custom and the duties of Agents are administrative in nature only. No Agent has any duties except those expressly set forth in the Loan Documents, and in no event does any Agent have any agency, fiduciary or impli... | Label: Duties |
40e8ea19-f412-465d-970c-2d79106bb86a | Clause:
The Stock Units provided herein are subject to adjustment in accordance with the provisions of Section 11 of the 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... | Label: Adjustments |
eace1a15-2c36-47bf-a55d-511c9ce13c8f | Clause:
On the Restatement Effective Closing Date, the authorized capital stock of the Company is as disclosed in the Company’s Form 10-K for the fiscal year ended November 30, 2009. 2015. All such outstanding capital stock has been duly and validly issued and, except as set forth on Schedule 6.13, are free of preempti... | Label: Capitalization |
306aace7-bf97-4dde-9415-0ad9ac3a2752 | Clause:
Each Group Member shall comply in all material respects with (a) all applicable Requirements of Law, (b) all Contractual Obligations and (c) all Permits.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals... | Label: Compliance With Laws |
259b22cc-4848-4d7c-945d-d89927289f41 | Clause:
Each of the Administrative Agent, the Lenders and the Issuing Lender agrees to maintain the confidentiality of the Information, except that Information may be disclosed (i) to its Affiliates and to its and its Affiliates’ respective partners, directors, officers, employees, agents, advisors and other representa... | Label: General |
6f08cc2e-8ac8-42fe-a7ea-67edfdefd61e | Clause:
The Borrowers have furnished, or have caused to be furnished, to the Lenders the audited consolidated financial statements of Parent and its Subsidiaries which present fairly in accordance with GAAP the financial position of Parent and its Subsidiaries as at January 30, 2016.
Task: Classify this clause into ON... | Label: Financial Statements |
d7b5cc7f-ff74-46ca-832c-b806af20513c | Clause:
Subtenant shall not assign, sublet, transfer, pledge, hypothecate or otherwise encumber the Sublease Premises, this Sublease or any interest therein, or permit the use or occupancy of the Sublease Premises by any other person other than Subtenant, without the prior written consent of Sublandlord and Master Land... | Label: Assignments |
7a98f27f-c094-48e4-8026-3e81ccb622ed | Clause:
The Company has filed all reports, schedules, forms, statements and other documents required to be filed by the Company under the Securities Act and the Exchange Act, including pursuant to Section 13(a) or 15(d) thereof, for the two years preceding the date hereof (or such shorter period as the Company was requ... | Label: Financial Statements |
b87ae935-2efd-41a0-938c-308ebb5ebb9a | Clause:
A Member shall be entitled to enforce any rights of the Joint Venture against the other Member (or an Affiliate thereof) without the consent of such other Member.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, ... | Label: Enforcements |
a80b98e4-6d52-45ca-b350-ae96dfe18986 | Clause:
Each Credit Party is in compliance (i) with all Applicable Laws, except where the failure to so comply could not reasonably be expected to have a Materially Adverse Effect, and (ii) in all material respects with the provisions of its certificate of incorporation or formation and by-laws or other governing docum... | Label: Compliance With Laws |
d2880745-d070-4a74-9101-dac5b4fc2c74 | Clause:
All covenants, representations and warranties made in this Agreement continue in full force until this Agreement has terminated pursuant to its terms and all Obligations (other than inchoate indemnity obligations and any other obligations which, by their terms, are to survive the termination of this Agreement f... | Label: Survival |
a92e252d-08ac-4611-a3d9-3076573a9f68 | Clause:
The Laws of the State of Delaware shall govern 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, Authorizations, Base Salary, Benefits, Bind... | Label: Governing Laws |
77aa7cff-e4f4-4249-89d3-8f82a51ccba6 | Clause:
Upon the occurrence of any Event of Default, (a) the entire unpaid balance of principal of the Notes, together with all accrued but unpaid interest thereon, and all other Indebtedness owing to Lender by Borrower at such time will, at the option of Lender, become immediately due and payable without further notic... | Label: Remedies |
60770ae2-3192-44ed-9fcc-6efb86893096 | Clause:
The provisions of this Agreement and the other Loan Documents shall be binding upon and inure to the benefit of the parties hereto and thereto and their respective successors and assigns permitted hereby, except neither any Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or ... | Label: Successors |
5b1856ae-f639-4bed-9069-4b72bab81e2b | Clause:
This Agreement amends and restates the Existing Security Agreement, and no novation of the obligations or liabilities of the grantors thereunder shall be deemed to have occurred because of the execution and delivery of this Agreement, or otherwise.
Task: Classify this clause into ONE of these types (exactly on... | Label: Amendments |
53ca214a-90cb-45ce-9a97-2809bfaded73 | Clause:
This Agreement (including the recitals set forth hereinabove), the Letters of Credit, any fee letters relating thereto and the UCP integrate all the terms and conditions mentioned herein or incidental hereto, and supersede all oral negotiations and prior writings with respect to the subject matter hereof.
Task... | Label: Entire Agreements |
03f375a2-9ec4-4886-8fe6-5c919df3aff9 | Clause:
Any notices required to be sent under this Agreement shall be either (i) sent by certified mail, return receipt requested, in which case notice shall be deemed delivered on the day of deposit, postage prepaid in the U.S. Mail, (ii) sent by overnight courier for next Business Day delivery using a nationally reco... | Label: Notices |
cc68846f-1fdb-494f-a831-bdf4148ad87f | Clause:
The provisions of this Award Agreement are severable and if one or more of the provisions of this Award Agreement shall be held invalid, illegal or otherwise unenforceable, in whole or in part, the remaining provisions shall nonetheless be binding and enforceable; provided, however, that to the extent permissib... | Label: Enforceability |
747d5774-0bce-4500-84c7-de786fb4a335 | Clause:
During the Employment Period, Executive shall be entitled to paid vacation in accordance with the policies and practices of the Company as in effect from time to time with respect to senior executive officers employed by the Company, but in no event shall such vacation time be less than twenty-five (25) busines... | Label: Vacations |
3243fc91-2745-4c57-8bc4-cf5fc4bc4d0b | Clause:
There are no actions, suits, proceedings, claims or disputes pending or, to the knowledge of the Borrower, threatened or contemplated, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Subsidiaries or against any of their properties or revenues that... | Label: Litigations |
59312a96-6eb7-436a-b336-ee24281bcef9 | Clause:
You represent and warrant that you are not bound by any employment contract, restrictive covenant, or other restriction preventing you from carrying out your responsibilities for the Company, or which is in any way inconsistent with the terms of this Agreement. You further represent and warrant that you will no... | Label: No Conflicts |
85b58d04-3838-40d2-bd30-75a76dbdf404 | Clause:
Each Lender shall indemnify the Administrative Agent, within 10 days after demand therefor, for (i) any Indemnified Taxes attributable to such Lender (but only to the extent that the Borrowers have a Borrower has not already indemnified the Administrative Agent for such Indemnified Taxes and without limiting an... | Label: Indemnity |
cf3173ba-ddf1-4594-81dd-b12d07897699 | Clause:
The Purchaser will hold, and will cause its respective Affiliates and their respective directors, officers, employees, agents, attorneys, accountants and financial advisors to hold, in strict confidence, unless disclosure is requested or legally compelled (in either case pursuant to the terms of a valid and eff... | Label: Confidentiality |
664b5d65-b153-4fb5-a11a-a5d156f8f1b7 | Clause:
Schedule 9.1.4 lists each Subsidiary of Parent (and the direct and indirect ownership interest of Parent therein), in each case existing on the Closing Date. As of the Closing Date, Schedule 9.1.4 shows, for each Loan Party, its name, jurisdiction of organization and issued Equity Interests. Except as disclosed... | Label: Subsidiaries |
24c78d6f-05d0-4d2f-b1e6-1dcbbfe2d4f6 | Clause:
THE BORROWER IRREVOCABLY AND UNCONDITIONALLY agrees that it will not commence any action, litigation or proceeding of any kind or description, whether in law or equity, whether in contract or in tort or otherwise, against the Administrative Agent, any Lender, the l/c Issuer, or any Related Party of the foregoin... | Label: Submission To Jurisdiction |
a043e329-1d90-40c0-8caa-6277244135e6 | Clause:
This Agreement shall terminate and be of no further force and effect upon the Discharge of the ABL Obligations or upon the Discharge of the First Lien Obligations, subject to the rights of the ABL Claimholders and the First Lien Claimholders, as applicable, under Section 6.04 .
Task: Classify this clause into ... | Label: Terminations |
5e068518-e3e9-40b6-936a-c2424bf003a0 | Clause:
(a) To the extent that the Borrower or any other Loan Party for any reason fails to indefeasibly pay any amount required under Section 11.5 to be paid by it to the Administrative Agent (or any sub-agent thereof) or the Collateral Agent (or any sub-agent thereof) or any Related Party of any of the foregoing, eac... | Label: Indemnity |
d1b5cd2f-3939-4839-9bf9-89ea96ba6bb4 | Clause:
An Assignment and Assumption of Manager’s Rights in the form of Exhibit L attached hereto (the “Assignment of Manager’s Rights”), executed by Seller.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Ar... | Label: Assignments |
a6c3520b-f115-4294-95c5-b5b69f7b799c | Clause:
Except as set forth on Schedule 9.4 , as of the Effective Date, (a) there are no actions, suits or proceedings pending or, to the knowledge of an Authorized Officer of the Borrower, threatened with respect to the Borrower or any of its Subsidiaries and (b) the Borrower has not received any written notice of Env... | Label: Litigations |
a81018c0-5dc5-4794-b4fc-f1feb7b1b796 | Clause:
The provisions of this Article will apply with respect to distributions under the Plan made for calendar years beginning on or after January 1, 2006. With respect to distributions under the Plan made for calendar years beginning on or after January 1, 2002 and prior to the effective date of the application of ... | Label: Effective Dates |
0ed9e440-05f6-4c3c-a9be-a35b48271bf3 | Clause:
No party hereto shall assign this Agreement or any part hereof without the prior written consent of the other Parties. Subject to the foregoing, this Agreement shall be binding upon and inure to the benefit of the Parties and their respective permitted successors and assigns.
Task: Classify this clause into O... | Label: Assignments |
f8e90160-0c6d-4cd7-92cd-7ccefb2986a6 | Clause:
No public release or announcement concerning this Agreement or the transactions contemplated hereby shall be issued by the Company, any Selling Stockholder or any Purchaser without the prior consent of the Company and the Selling Stockholders (in the case of a release or announcement by a Purchaser), such Purch... | Label: Publicity |
58746cdb-a416-4a0a-ab11-22afcfa73ae8 | Clause:
If any provision in this Agreement is held to be invalid, the remainder of this Agreement shall not be affected by such a determination and this Agreement shall be construed as if such invalid or unenforceable provision had never been contained herein.
Task: Classify this clause into ONE of these types (exactl... | Label: Severability |
b42d138d-811e-4068-85f0-efd091606de0 | Clause:
The Company or any parent or subsidiary of the Company is authorized to withhold from any Award granted, any payment relating to an Award under the Plan, including from a distribution of Stock, or any other payment to a Participant, amounts of withholding and other taxes due in connection with any transaction i... | Label: Taxes |
679ecd46-a2bc-48fa-8660-040eca8d2708 | Clause:
PLS is a limited liability company, duly organized, validly existing and in good standing under the laws of the State of Delaware. PLS, as Servicer, is duly qualified to do business and is in good standing (or is exempt from such requirements) and has obtained all necessary licenses and approvals in each juris... | Label: Organizations |
9fe74ac0-9ad2-4b63-a9cf-2fa275be2927 | Clause:
This Agreement shall be binding upon and inure to the benefit of and be enforceable by the parties hereto and their respective successors and assigns, including any direct or indirect successor by purchase, merger, consolidation or otherwise to all or substantially all of the business and/or assets of the Compa... | Label: Binding Effects |
349c1b52-fd76-4755-a66a-ece203a9b9be | Clause:
The invalidity, illegality or unenforceability of any provision of this Subscription Agreement shall not affect the validity, legality or enforceability of any other provision hereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption La... | Label: Severability |
22129f40-5a06-4cc3-8357-91ec35924a21 | Clause:
This Agreement may be assigned by the Company as part of the sale of substantially all of its business, provided, however, that the purchaser shall expressly assume all obligations of the Company under this Agreement. Further, this Agreement may be assigned by the Company to an affiliate, provided that any such... | Label: Assignments |
3084f892-4c70-4a63-a3cb-27db2ba87c81 | Clause:
This Agreement shall be governed by and construed in accordance with the internal laws (and not the law of conflicts) of the State of California.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitr... | Label: Governing Laws |
edd2b054-1fb9-42db-91b0-a165ef10eb34 | Clause:
This Agreement and the APA contain the entire agreement between the Merchant and Agent, and this Agreement, the APA, the Letter Agreement, and such other written agreements executed between the Buyer and Agent contain the entire agreement between the Buyer and Agent with respect to the transactions contemplated... | Label: Entire Agreements |
b675ccba-c934-4b45-9f1d-b9142becafe8 | Clause:
This Agreement may be executed in one or more counterparts, each of which will be deemed to be an original copy of this Agreement and all of which, when taken together, will be deemed to constitute one and the same agreement. This Agreement shall become effective when one or more counterparts have been executed... | Label: Counterparts |
b9aae8d8-8a16-4a00-aa30-335e67afd074 | Clause:
Seller has the requisite limited partnership power to execute and deliver this Agreement and the other Transaction Documents to which it is party and to consummate the transactions contemplated hereby and thereby. Seller’s General Partner and Limited Partners have duly authorized Seller to execute and deliver t... | Label: Authorizations |
f43cec20-1a9b-4b07-8210-784316010664 | Clause:
If any provision of this Agreement shall for any reason be held to be invalid or unenforceable, such invalidity or unenforceability shall not effect any other provision hereof, and this Agreement shall be construed as if such invalid or unenforceable provision were omitted.
Task: Classify this clause into ONE ... | Label: Severability |
b08d7ca7-eee2-44b4-87d4-ea281f3cd202 | Clause:
This Agreement, together with that certain letter agreement, dated as of even date herewith, by and between the Company and the Executive, shall constitute the entire agreement among the Company, the Bank, and the Executive with respect to the subject matter hereof, and shall supersede any prior understandings,... | Label: Entire Agreements |
d4bbbc5b-5d9d-489d-a0f5-728c95625ddb | Clause:
Unless earlier terminated as provided herein, the Executive’s employment under this Agreement shall commence on the date hereof and be for a term of three years (the “Term”). At the end of each day of the Term, the Term shall be extended for an additional day so that the remaining term shall continue to be thre... | Label: Terms |
af36b5ac-a73c-47e1-8bf0-cfaf9786283d | Clause:
This Amendment Number Eight may be executed by each of the parties hereto on any number of separate counterparts, each of which shall be an original and all of which taken together shall constitute one and the same instrument.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments,... | Label: Counterparts |
0792719c-e3ff-407d-b28e-6f6da6b2f91b | Clause:
Following Executive’s employment, Executive agrees not to defame, disparage or criticize the Company, its business plan, procedures, products, services, development, finances, financial condition, capabilities or other aspect of its business, or any of its officers, directors, agents or assigns (and their direc... | Label: Non-Disparagement |
99e2cde5-66ed-4fa3-a20b-6f5e4c4c93c3 | Clause:
This Agreement may be executed in counterparts (and by different parties hereto on different counterparts), each of which shall constitute an original but all of which when taken together shall constitute a single contract, and shall become effective as provided in Section 9.03. Delivery of an executed signatur... | Label: Counterparts |
4988c101-4543-4365-8e8a-9b414202f256 | Clause:
T HIS A GREEMENT WILL BE GOVERNED BY , CONSTRUED AND ENFORCED IN ACCORDANCE WITH THE SUBSTANTIVE LAWS OF THE S TATE OF N EVADA , WITHOUT REGARD TO THE CONFLICT OF LAWS PRINCIPLES THEREOF . T HE PARTIES HEREBY WARRANT AND REPRESENT THAT THE SELECTION OF N EVADA LAW AS GOVERNING UNDER THIS A GREEMENT ( I ) HAS ... | Label: Governing Laws |
2d8c9f9b-7369-4658-a857-f55304a99d83 | Clause:
Unless otherwise defined herein, terms defined in the Security Agreements and used herein have the meaning given to them in the Security Agreements.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arb... | Label: Defined Terms |
4a39d7cf-5377-4a96-8488-3796be9ac7aa | Clause:
Each Loan Party shall pay and discharge, and cause each of its Subsidiaries to pay and discharge, before the same shall become overdue, (i) all material Taxes, assessments and governmental charges or levies imposed upon it or upon its assets and (ii) all lawful claims that, if unpaid, might by law become a Lien... | Label: Taxes |
2bad3a63-9f9b-4883-a63a-0e7ad411aaa9 | Clause:
If any term or other provision of this Agreement is invalid, illegal or incapable of being enforced by any rule of law or public policy, all other conditions and provisions of this Agreement shall nevertheless remain in full force and effect so long as the economic or legal substance of the transactions contemp... | Label: Severability |
5b7fd5c5-e17e-425e-aa7d-ffd3d152cd63 | Clause:
The Seller does hereby sell, transfer, assign, set over and convey to the Purchaser, without recourse, representation or warranty (except as otherwise specifically set forth herein), subject to the rights of the holders of interests in any related Companion Loan, all of its right, title and interest in and to t... | Label: Sales |
090ae44a-1a92-4c28-9539-307cc5c495b2 | Clause:
Any term, condition or provision of this Agreement may be waived to the extent permitted by law in writing at any time by the Party that is entitled to the benefits thereof. The waiver of any breach of any provision under this Agreement by any Party shall not be deemed to be a waiver of any preceding or subseq... | Label: No Waivers |
3a52dbe7-003c-49ea-b97d-c47354d21a8d | Clause:
At Closing, Seller shall deliver to Buyer, at Buyer’s address or at such other location as directed by Buyer all originals of the Records, or where originals are not available, copies, at Buyer’s sole cost and expense, of the Records.
Task: Classify this clause into ONE of these types (exactly one label):
Adju... | Label: Records |
680ed058-0a77-41a0-af95-0f26b32efe5e | Clause:
The Borrower will, and will cause each of its Subsidiaries to, maintain with financially sound and reputable carriers (a) insurance in such amounts (with no greater risk retention) and against such risks (including loss or damage by fire and loss in transit; theft, burglary, pilferage, larceny, embezzlement, an... | Label: Insurances |
334b58b0-e711-4565-b587-fd9e07c06c2f | Clause:
This Agreement as amended and restated herein and the other agreements referred to herein set forth the entire understanding of the parties and supersede all prior agreements, arrangements and communications, whether oral or written, pertaining to the subject matter hereof.
Task: Classify this clause into ONE ... | Label: Entire Agreements |
130e7b63-64d7-425e-9852-1bdf762f8810 | Clause:
With the exception of those terms and conditions specifically modified and amended herein, the herein referenced Lease shall remain in full force and effect in accordance with all its terms and conditions. In the event of any conflict between the terms and provisions of this Fifth Amendment and the terms and pr... | Label: Miscellaneous |
2279d04f-4d19-4350-9e08-442e0b31823a | Clause:
Words importing the masculine, feminine or neutral gender shall include any other gender and shall, where applicable, include firms, corporations and other legal entities.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicab... | Label: Interpretations |
620e3e70-7251-4fdf-a4a7-9e38677760d9 | Clause:
Landlord and Tenant hereby warrant to each other that they have had no dealings with any real estate broker or agent in connection with the negotiation of this Second Amendment other than Cushman & Wakefield of California, Inc. and Jones Lang LaSalle (the " Broker "), and that they know of no other real estate ... | Label: Brokers |
739a0169-d9b7-434c-8aaa-d56e1692751d | Clause:
All payments in respect of the principal amount of any Loan shall include payment of accrued interest on the principal amount being repaid or prepaid, and all such payments shall be applied to the payment of interest before application to principal.
Task: Classify this clause into ONE of these types (exactly o... | Label: Interests |
1d76c182-679a-4d1e-aa0c-a4b4e3c116f6 | Clause:
Upon death of the Employee, all Restrictions upon the Target Award Amount shall lapse and such Units shall immediately vest and the Shares representing such vested Units shall be paid promptly to the Employee’s executors, administrators, heirs or distributes, as the case may be. In the event that Employee is co... | Label: Death |
bc84b308-e75e-4f2d-a75d-c7d86db2397c | Clause:
The Parent, the Borrower and the other Guarantors, taken as a whole, are, and immediately after giving effect to the incurrence of any Debt or obligations being incurred in connection herewith will be, Solvent.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Ame... | Label: Solvency |
b815e393-4fbe-4831-a8eb-a5d0ad4f4d9c | Clause:
Any written notices provided for in this Award Agreement which are sent by mail shall be deemed received three business days after mailing, but not later than the date of actual receipt. Notices shall be directed, if to Awardee, at the Awardee’s address indicated by the Company’s records and, if to the Company... | Label: Notices |
7e2a5c7a-f973-442f-9a57-736f3bc822aa | Clause:
The obligations of Landlord and Tenant under this Section 7.2 shall survive the expiration or earlier termination of the Lease Term. The rights and obligations of Landlord and Tenant with respect to issues relating to Hazardous Materials are exclusively established by this Section 7.2. In the event of any incon... | Label: Survival |
d81e71f2-ee34-4b00-b490-ea2a446eea26 | Clause:
Recipient shall compensate Provider only for Services actually provided pursuant to this Agreement. Invoices will be rendered each month by Provider to Recipient for the Service Fee for Services delivered during the preceding month and for any other sums due under Sections 2.1 , 2.3 , 3.3 , 2.7 , and 5.2 and A... | Label: Payments |
1f0f6624-1af6-4ef4-853c-25e6efaad5af | Clause:
This Agreement constitutes the legal, valid, and binding obligation of Mr. Frija, enforceable against Mr. Frija in accordance with its terms except (i) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and other similar laws of general application affecting enfor... | Label: Enforceability |
ac65fc1c-9f7f-4f2b-9e9a-8a04ae64c38b | Clause:
All obligations and liabilities of Landlord or Tenant to the other which accrued before the expiration or other termination of this Lease and all such obligations and liabilities which by their nature or under the circumstances can only be, or by the provisions of this Lease may be, performed after such expirat... | Label: Survival |
337404a5-866c-4edf-bfac-576f9b90daba | Clause:
Notwithstanding anything to the contrary in this Security Agreement, the representations, warranties and covenants made by such Debtor in this Security Agreement with respect to the creation, perfection or priority (as applicable) of the security interest granted in favor of the Collateral Agent (pursuant to th... | Label: Warranties |
5d727065-583d-46ee-a13e-5d323b923765 | Clause:
The Company shall afford the Investor and its counsel with the opportunity to review and comment upon, shall consult with the Investor and its counsel on the form and substance of, and shall give due consideration to all such comments from the Investor or its counsel on, any press release, SEC filing or any oth... | Label: Publicity |
36e04fe9-1d83-4fe5-a803-f098f1fb1860 | Clause:
The Company shall indemnify Executive, to the fullest extent permitted by its certificate of incorporation or by-laws, for any and all liabilities to which Executive may be subject as a result of, in connection with or arising out of Executive’s employment by the Company hereunder, as well as the costs and expe... | Label: Indemnifications |
1f0433ee-5cbd-4a74-b5ba-5ab016546104 | Clause:
Neither the Company nor any of its Subsidiaries is in violation of any Law applicable to the Company or its Subsidiaries, except as would not, individually or in the aggregate, have a Material Adverse Effect. The Company and its Subsidiaries possess all certificates, authorizations and permits issued by the app... | Label: Compliance With Laws |
924bf936-0a28-4996-9734-0ba45f7d0b00 | Clause:
If any provisions of this Lease are determined to be invalid by a court of competent jurisdiction, the balance of this Lease shall remain in full force and effect, and such invalid provision shall be construed or reformed by such court in order to give the maximum permissible effect to the intention of the part... | Label: Severability |
79d74393-5558-48c8-aec4-7e2bb960734b | Clause:
Except as may be otherwise provided in this Agreement, Employee agrees that Employee’s (i) participation in all benefits and incidents of employment, including, but not limited to, the accrual of vacation or paid time off (collectively, “PTO”) or bonuses, ceased (or will cease) as of the Separation Date; and (i... | Label: Benefits |
0adc1d9f-e28e-409e-8add-756487db8bea | Clause:
All notices required or permitted under this Agreement shall be in writing and shall be sufficiently made or given if hand delivered or mailed by registered or certified mail, postage prepaid. Notice by mail shall be deemed delivered at the time and on the date on which the same is postmarked.
Task: Classify t... | Label: Notices |
b70a65a0-7418-4040-b2fb-fed09a79c87d | Clause:
The effective date of this Agreement shall be the date on which it has been fully executed 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, Aut... | Label: Effective Dates |
abf92756-b942-4913-b91c-6afe2d64e336 | Clause:
Seller is not the subject of any state or federal bankruptcy or insolvency proceeding. The transactions under this Agreement do not and will not render Seller insolvent.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable... | Label: Solvency |
ea140305-abe1-415c-a333-9f213ceae4ae | Clause:
The delivery of the Deed by Seller, and the acceptance thereof by Purchaser shall be deemed to be the full performance and discharge of every covenant and obligation on the part of Seller to be performed hereunder except the obligations set forth herein which, by their terms, expressly survive Closing. No actio... | Label: Survival |
dafd7871-eb9a-479b-8f69-dd2a6db6ed92 | Clause:
Schedule 4.12 sets forth a complete and accurate list of all Subsidiaries of the Borrower, showing as of the Closing Date (as to each Subsidiary) the jurisdiction of its incorporation, the address of its principal place of business and its U.S. taxpayer identification number or, in the case of any non-U.S. part... | Label: Subsidiaries |
80942cef-b5c7-485c-bb06-b2aab2dc3086 | Clause:
The waiver of any breach of any term or condition of this Agreement shall not be deemed to constitute the waiver of any other breach of the same or any other term or condition of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Co... | Label: Waivers |
aa59ad32-7a78-4c76-aa19-aa45bfd552be | Clause:
Except as set forth on Section 5.4 of the Purchaser Disclosure Schedule, there is no Action pending or, to the knowledge of the Purchaser, threatened against the Purchaser that (a) challenges or seeks to enjoin, alter or materially delay the consummation of the transactions contemplated by this Agreement, or (b... | Label: Litigations |
60793a25-c64e-4030-98a6-f456428b6c40 | Clause:
This Award Agreement will be governed by the laws of California without giving effect to the conflict of law principles thereof. For purposes of litigating any dispute that arises under this Award of Restricted Stock Units or this Award Agreement, the parties hereby submit to and consent to the jurisdiction of ... | Label: Governing Laws |
c1bd518c-8cd1-4cb2-8cde-98ff270328a0 | Clause:
The Borrower and the Restricted Subsidiaries have good and marketable title to, or a valid license or right to use, all patents, patent rights, trademarks, servicemarks, trade names, copyrights, technology, software, know-how database rights, rights of privacy and publicity, licenses and other intellectual prop... | Label: Intellectual Property |
7bbdb3b2-66c0-4b96-b554-e4a7598ada87 | Clause:
This Agreement and any amendment hereof may be executed in several counterparts and by each party on a separate counterpart, each of which, when so executed and delivered, shall be an original, but all of which together shall constitute but one and the same instrument. In proving this Agreement, it shall not be... | Label: Counterparts |
242a4723-ef2a-4262-b2f8-d13960d29c32 | Clause:
All notices from the Debtor to the Secured Party and the Secured Party to the Debtor required or permitted by any provision of this Security Agreement shall be in writing and shall be deemed to have been duly given at the time of receipt if delivered by hand or by electronic transmission (with receipt and oral ... | Label: Notices |
8c8d2b95-11d4-49cb-a737-8c43918bab81 | Clause:
Except as disclosed to the Administrative Agent by the Company in writing from time to time after the Closing Date, (a) Schedule 3.19 sets forth the name and jurisdiction of incorporation of each Subsidiary and, as to each such Subsidiary, the percentage of each class of Capital Stock owned by any Loan Party an... | Label: Subsidiaries |
621568e5-4b11-4333-bef6-7cc629f4ff8a | Clause:
Subject headings are included for convenience only and shall not affect the interpretation of any provisions of this Lease Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assig... | Label: Headings |
e8a7ef12-01fc-4638-b324-f31f32788110 | Clause:
This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, personal representatives, successors and assigns.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, A... | Label: Binding Effects |
d93ae0f5-7399-40d4-a870-78c72723ddf8 | Clause:
Use the proceeds of the Loans, or lend, contribute or otherwise make available such proceeds (i) to fund any activities or business of or with any Person, or in any country or territory, that, at the time of such funding, is the subject of OFAC Sanctions Programs, except as licensed by OFAC or otherwise authori... | Label: Anti-Corruption Laws |
d81e9a15-4bdd-4c83-b33d-a6d3a3057654 | Clause:
Subject to Article VI and VII above, whether or not the Exchange is consummated, each of Longbau and Target will bear their own respective expenses, including legal, accounting and professional fees, incurred in connection with the Exchange or any of the other transactions contemplated hereby.
Task: Classify t... | Label: Expenses |
b2fa38b1-27aa-4c79-aa9b-434732386a56 | Clause:
The Company will withhold all applicable taxes from any Actual Award, including any federal, state and local taxes.
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: Tax Withholdings |
51c6e36f-7b7d-4f47-b6e8-842d44cadcc2 | Clause:
The Company agrees to employ Executive, and Executive hereby desires to be employed by the Company to serve as General Counsel and Secretary, upon the terms and conditions as set forth in this Agreement on an at-will basis, for the period beginning on November 9, 2015 (the “ Effective Date ”) unless and until h... | Label: Employment |
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