id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
bb623663-47b2-4607-ac95-2bf39af4799b | Clause:
The Term shall terminate in the event of Executive’s death. In such event, the Company shall provide to Executive’s executors, legal representatives or administrators, as applicable, payment in the amount and at the time contemplated by Section 4(b)(z). In addition, Executive’s estate shall be entitled to (i) a... | Label: Death |
5deb7eba-ca9a-4456-9178-6da36237cec9 | Clause:
This Agreement will be governed by, construed and enforced in accordance with, the laws of the State of New York without giving effect to principles of conflicts of laws.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicabl... | Label: Governing Laws |
a6ccf33a-bf38-449a-9465-734eec919c85 | Clause:
The Executive acknowledges that he is not relying on any promises or representations by the Company or any of its agents, representatives or attorneys regarding any subject matter addressed in this Release.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendme... | Label: Entire Agreements |
25928bae-3f43-49ce-a7bf-6b8fe7e08ca0 | Clause:
In addition to the termination consequences set forth in Section 10.4 , the following provisions will survive termination or expiration of this License Agreement: Sections 1 , 3.3 (mutatis mutandis with respect to licenses granted to Bluebird under Section 10.4 ), 3.6 , 3.7 , 4. 4 , 5 , 8 , 9.3 , 9.4 , 9.6 , 9.... | Label: Survival |
b570c162-1f2c-46f5-95fe-70725d2935dd | Clause:
Subject to the terms and conditions set forth herein, the Credit Agreement is hereby amended in its entirety to read in the form attached hereto as Exhibit 1 . Exhibits A – H to the Credit Agreement are hereby amended in their entireties to read in the forms attached hereto as Exhibits A – H . All schedules to... | Label: Amendments |
471e8c19-8e1c-40b8-a976-104f2a5f660f | Clause:
There is no pending (or, to the best knowledge of any Loan Party, threatened) action, suit or proceeding affecting any Loan Party or any of its properties before any court or other Governmental Authority or any arbitrator that (i) if adversely determined, could reasonably be expected to have a Material Adverse ... | Label: Litigations |
1aeb6f04-ab52-406e-9b0b-05587de9cb88 | Clause:
From and after the Effective Date, Company shall employ Executive in the positions of Executive Vice President and Chief Financial Officer and/or in such other position(s) as Company determines.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Co... | Label: Positions |
7e1058af-8a9d-4afa-81ee-145c3c63aee5 | Clause:
As of the Closing Date only, information heretofore furnished by the Borrower to the Administrative Agent or any Lender for purposes of or in connection with this Agreement or any transaction contemplated hereby, together with the Executive Summary is, when taken as a whole, true and accurate in all material re... | Label: Disclosures |
fa0434d3-8aaf-4f87-985c-e9bc52717db4 | Clause:
Any and all payments by Borrowers hereunder and under the other Loan Documents shall be made free and clear of and without deduction for any and all present or future taxes, levies, imposts, deductions, charges or withholdings, and all liabilities with respect thereto, excluding taxes imposed on Agent’s or any ... | Label: Taxes |
081d86b1-fca8-4d69-b689-30934852ed97 | Clause:
Except as set forth on Schedule 2.09 , Seller has not encumbered any registered patents or copyrights of the Companies, or applications therefor.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitr... | Label: Intellectual Property |
67e4694c-f71c-411b-b509-576bdd343f74 | Clause:
For ease of use, certain terms are treated as defined terms in this Agreement. Such terms are identified with a capital letter and set forth and/or defined in Exhibit F.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable... | Label: Defined Terms |
42f0496e-a823-4cfe-8573-96951878218d | Clause:
(a) Indemnitors hereby waive and relinquish (i) any right or claim of right to cause a marshaling of Indemnitors’ assets or to cause Lender or other Indemnified Parties to proceed against any of the Collateral before proceeding under this Agreement against an Indemnitor; (ii) all rights and remedies accorded by... | Label: Waivers |
92d8cf3e-c9b3-44f3-96b9-ea82d434bad7 | Clause:
The Purchaser acknowledges and agrees that all information relating to the Company shall be kept confidential by the Purchaser, except as otherwise required by law or made public other than by or through the undersigned.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agree... | Label: Confidentiality |
f90f34b8-c3c9-4ee6-895c-7e9807c1ff1a | Clause:
All notices and demands by the Lender to Borrower under this Agreement shall be in writing and shall be effective on the earliest of (a) personal delivery to Borrower; (b) two (2) days after deposit in first class or certified United States mail, postage prepaid, addressed to Borrower at the address set forth i... | Label: Notices |
88be5832-6e7a-4aea-a1b0-4b83c5e76741 | Clause:
Capitalized terms not specifically defined herein shall have the meanings specified in 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, Authority, Authoriza... | Label: Defined Terms |
d1ceea47-e7e1-47a0-942c-e39ee71657fa | Clause:
Executive will not receive any employment benefits of any type or nature, including, without limitation, vacation pay, sick pay, health benefits, participation in any 401(k), profit sharing or bonus plan.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendment... | Label: Benefits |
1e34ab13-bc26-44d0-9751-e3e63d0dcc18 | Clause:
Neither the Borrower nor any other member of the Controlled Group has incurred, or is reasonably expected to incur, any withdrawal liability to Multiemployer Plans in excess of $500,000 in the aggregate. Each Plan complies in all material respects with all applicable requirements of law and regulations, no Repo... | Label: Erisa |
f9b5618d-c305-484e-8c24-842b4d28c7aa | Clause:
This Agreement and the Plan constitute the entire agreement of the parties with respect to the subject matter hereof and supersede in their entirety all prior undertakings and agreements of the Company and the Grantee with respect to the subject matter hereof, and may not be modified adversely to the Grantee’s ... | Label: Entire Agreements |
ea614314-1871-4b3b-8ce1-79cccfeef8d8 | Clause:
EACH PARTY HERETO 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 JOINDER AGREEMENT OR ANY OTHER LOAN DOCUMENT OR ANY TRANSACTION CONTEMPLATED HEREBY OR THEREBY (WHETHER BASED ON... | Label: Waiver Of Jury Trials |
9a4f7469-288c-4121-b75e-c366942bd48d | Clause:
Any notice required or permitted by this Agreement shall be in writing and shall be deemed sufficient upon receipt, when delivered personally or by courier, overnight delivery service or confirmed facsimile or electronic mail, or forty-eight (48) hours after being deposited in the U.S. mail as certified or regi... | Label: Notices |
765f1f49-cbf6-4606-a13e-108cc0a99df7 | Clause:
The validity, interpretation , and performance of this Warrant shall be governed by the laws of the State of Delaware .
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assign... | Label: Governing Laws |
60914663-8f20-4963-906c-095699039e09 | Clause:
During the period November 13, 2015 to December 31, 2015, the Company will pay you a $15,916.67 semi-monthly salary, less applicable taxes and withholding and payable in accordance with the Company’s regular payroll schedule, and you will continue to be eligible to participate in the benefits for which you are ... | Label: Benefits |
7ce4899e-60cb-4070-b68e-e8fbcef388ab | Clause:
The Company shall within four business days of the date of this Agreement file a Current Report on Form 8-K with the SEC (the “ 8-K Filing ”) and press release describing all material terms of the transaction contemplated by the Transaction Documents and shall include this Agreement, and such exhibits as ... | Label: Publicity |
a88af26f-b7e0-4ba1-800c-f671c4dc7a81 | Clause:
This Agreement represents the entire agreement and understanding between the parties with respect to the subject matter hereof, and supersedes all prior or contemporaneous agreements, whether written or oral, with respect thereto, including, without limitation Executive’s offer letter from the Company dated Mar... | Label: Integration |
eaa37b2a-0fb6-4d86-9f7b-53e119ef0e67 | Clause:
As of the Closing Date, the Borrower does not own or otherwise possess any material Intellectual Property. To the Borrower’s best knowledge, none of its Intellectual Property infringes on the rights of any other Person; provided that the name “Diversicare” is shared in Canada with various Diversicare entities t... | Label: Intellectual Property |
6cc57afa-8c29-4315-a5a2-791fe5aa43d8 | Clause:
Each Credit Party (other than IMS Southern, LLC) will, and will cause each of its Restricted Subsidiaries to, maintain insurance including, but not limited to, public liability, property insurance, comprehensive general liability, product liability, business interruption and fidelity coverage insurance, in such... | Label: Insurances |
b18d4c8d-4865-4e20-ad28-18f83587c7c1 | Clause:
Each of Holdings and its Subsidiaries has (i) good, sufficient and legal title to (in the case of fee interests in real property), (ii) valid leasehold interests in (in the case of leasehold interests in real or personal property), and (iii) good title to (in the case of all other personal property), all of the... | Label: Titles |
6b32d4fd-1a28-462a-b0da-f5b5ba98f945 | Clause:
Neither this Agreement nor any of the parties’ rights and obligations hereunder may be assigned by a party without the prior written consent of the other party hereto; provided, however, that the Company may assign any or all of its rights and obligations under this Agreement to (i) an affiliate of the Company,... | Label: Assignments |
c14299cd-1c3b-47d4-b767-5a76d8eb6075 | Clause:
This Agreement may be executed in counterparts and also by facsimile, scan or other electronic means, and each counterpart, facsimile or electronic copy shall have the same force and effect as an original and shall constitute an effective, binding agreement on the part of each of the undersigned.
Task: Classif... | Label: Counterparts |
46a9e0c5-a5b6-4c57-8641-255a372a29a6 | Clause:
Upon the effectiveness of this Agreement, the provisions of this Agreement shall supersede the Prior Credit Agreement in its entirety; provided that the effectiveness of this Agreement shall not constitute a novation of any amount owing under the Prior Credit Agreement and all amounts owing in respect of princi... | Label: Amendments |
6aaddd0f-d92a-431f-9500-0ba27cb859ca | Clause:
The representations and warranties contained in this Agreement shall survive indefinitely.
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,... | Label: Survival |
208d5336-f7d8-4e76-b926-27e3261755d0 | Clause:
Subject to Section 6(c) of this Agreement, the parties will bear their own fees and costs incurred in connection with negotiating and drafting this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Appr... | Label: Costs |
87d18595-5023-4c91-a5d5-d911727d3a95 | Clause:
Comply in all material respects with (i) all Laws, (ii) all orders of any Governmental Authority applicable to it or its property and (iii) all Material Permits and Material Agreements.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption ... | Label: Compliance With Laws |
e134e123-82db-49a8-9c0a-d67c97893f86 | Clause:
Schedule 3.23 sets forth a description of all insurance maintained by or on behalf of the Loan Parties as of the Third Fourth Amendment Effective Date. Each insurance policy listed in Schedule 3.23 is in full force and effect as of the Third Fourth Amendment Effective Date and all premiums in respect thereof th... | Label: Insurances |
75ce19ba-6866-4da7-b3ed-5432d126c6b9 | Clause:
Each of the Administrative Agent and each Lender agrees to keep confidential all non-public information provided to it by any Loan Party pursuant to this Agreement that is designated by such Loan Party as confidential; provided that nothing herein shall prevent the Administrative Agent or any Lender from disclo... | Label: Confidentiality |
4f5664b7-76f2-4fb3-8b4b-375031d1b938 | Clause:
Buyer shall not by any act (except by a written instrument pursuant to Section 15 hereof), delay, indulgence, omission or otherwise be deemed to have waived any right or remedy hereunder or to have acquiesced in any default or event of default or in any breach of any of the terms and conditions hereof. No failu... | Label: No Waivers |
0cd2afd8-3853-48d1-96c6-1f5f5645a425 | Clause:
The Company shall have the right to withhold from any amounts or payments required to be made by the Company hereunder to Employee any taxes and other withholding requirements as the Company may reasonably determine it is required to withhold pursuant to any applicable federal, state or local law or regulation.... | Label: Withholdings |
bc5019f2-01c4-420e-af52-cf261fddbffe | Clause:
This Agreement (including the Borrower’s obligation to pay the fees as provided herein (including but not limited to Section 2.16) and in the Agent’s Fee Letter) and the Loan Documents contain the entire agreement between the parties relating to the subject matter hereof and supersede all oral statements and pr... | Label: Integration |
cf1b0730-cb97-402c-b806-642aeec6c81b | Clause:
This Amendment may be executed in two (2) counterparts, each of which shall be deemed an original, but all of which together shall constitute one (1) and the same instrument. This Amendment may be executed by facsimile or pdf signatures and such signatures shall be deemed to bind each Party as if they were orig... | Label: Counterparts |
b33a8bab-908e-48ba-95cb-67528d7f32ce | Clause:
No Event of Default shall be waived by Secured Party except in writing. No failure or delay on the part of Secured Party in exercising any right, power or remedy hereunder shall operate as a waiver of the exercise of the same or any other right at any other time; nor shall any single or partial exercise of any ... | Label: No Waivers |
e657487e-ca0d-4817-8ea8-c87a7a58eb71 | Clause:
Except as otherwise set forth herein, all interest and fees shall be calculated on the basis of a year consisting of 360 days and shall be paid for the actual number of days elapsed. Principal payments submitted in funds not immediately available shall continue to bear interest until collected. If any payment t... | Label: Interests |
912af3c8-fb38-4a1c-b819-eb57c8f14694 | Clause:
Schedule 4.3 sets forth (a) the authorized capital stock of the Company on the date hereof; (b) the number of shares of capital stock issued and outstanding; (c) the number of shares of capital stock issuable pursuant to the Company’s stock plans; and (d) the number of shares of capital stock issuable and reser... | Label: Capitalization |
dc4c1ec9-8409-4d7a-92be-9c854dce8c8a | Clause:
Each Borrower and each other Loan Party hereby (a) consents to this Amendment and the transactions contemplated hereby, (b) agrees that, notwithstanding the effectiveness of this Amendment, the Guarantee and Collateral Agreement, the North Atlantic Guarantee Agreement and each of the other Security Documents co... | Label: Consents |
d7f4a7ba-d827-4a50-a578-1dc86e6947f0 | Clause:
(a) Base Salary . As compensation for Executive’s performance of Executive’s duties hereunder, Company shall pay to Executive an initial Base Salary of $200,000 per year beginning May 1, 2016 through December 31, 2016 and $225,000 beginning January 1, 2017, payable in accordance with the normal payroll practi... | Label: Benefits |
d5fcc196-7019-4a9d-85f8-ea7684ddd3af | Clause:
Each Group Member has filed or caused to be filed all Federal, state and other material tax returns that are required to be filed and has paid all Taxes shown to be due and payable on said returns or on any assessments made against it or any of its property and all other Taxes, fees or other charges imposed on ... | Label: Taxes |
74638fb9-fdfa-405a-ac67-4157ab1419f8 | Clause:
This Forbearance may be executed by one or more of the parties hereto in any number of separate counterparts, and all of such counterparts taken together shall be deemed to constitute one and the same instrument. Delivery of this Forbearance by facsimile or electronic transmission in portable document format (.... | Label: Counterparts |
0a302c7e-467e-47ca-b2ff-c6fc3c47d9f6 | Clause:
The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) as contemplated by the definition of “Collateral and Guarantee Requirement”, (ii) such as have been obtained or made and are in full force and effect and (i... | Label: No Conflicts |
b4368cd6-9510-4369-a7ef-5fbb7ee20bfd | Clause:
Each Person who executes and delivers this Amendment on behalf of any of the parties hereto represents and warrants that such Person has the full right, power and authority to execute and deliver this Amendment on behalf such party, and each of the parties hereto represents and warrants that it has the full rig... | Label: Authority |
25b72737-a573-42f9-870d-c2363163002f | Clause:
Any and all disputes arising out of or related to this Agreement shall be resolved pursuant to binding arbitration held in the County of Los Angeles in the State of California and administered by the Judicial Arbitration and Mediation Services, Inc. pursuant to its Streamlined Arbitration Rules & Procedures the... | Label: Arbitration |
e6bc4781-5159-4e07-b34c-3b5da089f378 | Clause:
Each of the Companies that is a Loan Party owns or has a license or other right to use all Intellectual Property necessary for the present conduct of its business, and operates its respective businesses without any known infringement or violation with the Intellectual Property rights of others, except for such ... | Label: Intellectual Property |
20896673-cd31-4707-be63-66a545ef762b | Clause:
Any notices or other communications required or permitted hereunder will be given in accordance with the provisions set forth in Section 11.3 of the JV Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, ... | Label: Notices |
652c94b0-4e10-4dd3-9b9a-f03ce8c236a3 | Clause:
(a) Withholding of Taxes; Gross‑Up . Each payment by the Borrower under any Financing Document shall be made without withholding for any Taxes, unless such withholding is required by any law. If any Withholding Agent determines, in its sole discretion exercised in good faith, that it is so required to withhold... | Label: Taxes |
662a3b95-9d5a-4fd0-855f-74a864870acc | Clause:
Any provision of this Mortgage that is prohibited or unenforceable shall be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof. If any portion of the Secured Obligations is for any reason not secured by a valid and enforceable lien upon any par... | Label: Severability |
d6e0fc22-fa31-4bd5-a10f-1e587aa6ae82 | Clause:
Guarantor hereby acknowledges receiving copies of each Credit Document and consents to the terms and provisions thereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assig... | Label: Consents |
92e2f61a-f4c9-447e-a045-8481da566a37 | Clause:
Upon the repayment in full of all Obligations, this Amended and Restated Security Agreement shall terminate, the Secured Parties shall deliver any release of the Encumbrances created under this Amended and Restated Security Agreement that Debtor may reasonably request (at the cost of the Debtor), and the Secure... | Label: Terminations |
8643dd92-b1c9-4188-86d4-59a80167c667 | Clause:
This Agreement shall become effective when it shall have been executed by Holdings, the Borrower and the Administrative Agent, and when the Administrative Agent shall have, as to each Lender, either received a counterpart hereof executed by such Lender or been notified by such Lender that such Lender has execut... | Label: Binding Effects |
9c7ca8a6-c8d5-48b5-ab1b-e9d67aad106e | Clause:
A waiver of any default, breach, or non-compliance under this Agreement is not effective unless in writing and signed by the party to be bound by the waiver. No waiver will be inferred from or implied by any failure to act or delay in acting by a party in respect of any default, breach or non-observance or by a... | Label: Waivers |
f09f8d92-df91-4f78-885d-d0b98879f3fe | Clause:
Except as set forth in paragraph (b) below, if the Awardee ceases to provide Service to the Company or any Subsidiary Corporation prior to the last day of the Performance Period for any reason other than termination for Retirement, Disability, or death, then the PSU Award will be forfeited to the Company immedi... | Label: General |
3866e564-a17a-49c9-93ee-924d60dfebce | Clause:
(a) All notices and other communications provided for hereunder shall be in writing (including telecopy/fax, telegraphic, telex or cable communication) and mailed, telegraphed, telecopied/faxed, telexed, cabled or delivered, to the addresses specified in Schedule II hereto; or to the Company or the Administrati... | Label: Notices |
938d8138-9237-4f47-8d77-11604e20675a | Clause:
Each party shall do and perform, or cause to be done and performed, all such further acts and things, and shall execute and deliver all such other agreements, certificates, instruments and documents, as the other party may reasonably request in order to carry out the intent and accomplish the purposes of this A... | Label: Further Assurances |
701c9b09-201c-4846-8c04-947930633854 | Clause:
Except as otherwise provided in this Agreement, any failure of either of the parties to comply with any obligation, covenant, agreement or condition herein may be waived by the party entitled to the benefits thereof only by a written instrument signed by the party granting such waiver, but such waiver or failur... | Label: Waivers |
7434bded-5442-4fc7-a1a4-e38c7deed0bc | Clause:
The number of shares of Common Stock issuable upon conversions of this Note (“ Conversion Shares ”) shall be determined by the quotient obtained by dividing (x) the outstanding principal amount of this Note to be converted and any accrued and unpaid interest to be converted by (y) the Conversion Price.
Task: C... | Label: Interests |
775b3074-21bd-4904-8d2c-cf1f4a69cf1b | Clause:
The Company shall reimburse Employee for all necessary and reasonable business expenses incurred by him in the performance of his duties under this Agreement, upon presentation of expense accounts and appropriate documentation in accordance with the Company’s standard policies, as they may be amended from time ... | Label: Expenses |
f7e6350f-cfca-4a52-a987-822746139034 | Clause:
If the Executive is unable to perform the duties required of him under this Agreement because of illness, incapacity, or physical or mental disability, the Employment Term shall continue and the Company shall pay all compensation required to be paid to the Executive hereunder, unless the Executive is unable to ... | Label: Disability |
da503acd-8023-45dc-b84e-5bbe587778b5 | Clause:
This Agreement may be executed in any number of counterparts and by the different parties hereto on separate counterparts, each of which when so executed and delivered shall be an original, but all of which shall together constitute one and the same instrument. A set of counterparts executed by all the parties ... | Label: Counterparts |
3ac2aa2b-b12d-467c-bc57-495f609e86bc | Clause:
This Tenth Amendment may be executed by one or more of the parties hereto in any number of separate counterparts, and all of such counterparts taken together shall be deemed to constitute one and the same instrument. Delivery of this Tenth Amendment by facsimile or electronic (e.g., pdf) transmission shall be e... | Label: Counterparts |
6b81973e-b858-42c9-ac3e-3d2a2474dbf6 | Clause:
Each Loan Party will (i) file all federal, state, local, foreign and other tax returns and reports required to be filed, and shall pay all federal, state, local, foreign and other taxes, assessments, fees and other governmental charges levied or imposed upon them or their properties, income or assets otherwise ... | Label: Taxes |
bc0998de-4e11-4a8f-8504-fe36a6d61318 | Clause:
Each party’s obligations under this Section shall survive the assignment of rights by Buyer, the termination of the Facility and the repayment, satisfaction or discharge of all other Facility Obligations.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendment... | Label: Survival |
b58e9acc-e774-44df-bd17-1903ca8bfef2 | Clause:
This Agreement and the other Loan Documents have been duly executed and delivered by the Borrower and the Guarantors, and this Agreement and the other Loan Documents to which the Borrower, any Guarantor or any Subsidiary of Borrower is a party are valid and legally binding obligations of such Person enforceable... | Label: Enforceability |
ff8b0eaf-ee85-40c7-a243-f834d6c0c0e9 | Clause:
None of this Agreement, any other Loan Document or any provision hereof or thereof may be waived, amended or modified except, in the case of this Agreement, pursuant to an agreement or agreements in writing entered into by each Borrower, the Agent and the Required Lenders and, in the case of any other Loan Docu... | Label: Amendments |
edf89264-33b2-41a1-8fcd-0ab5e7ae26cd | Clause:
All notices under this Agreement must be given in writing, by personal delivery facsimile or by mail, if to you, to the address shown on this Agreement (or any other address designated in writing by you), with a copy to Ken Lefkowitz, Esq., Hughes Hubbard & Reed LLP, One Battery Park Plaza, NY, NY 10004, and, i... | Label: Notices |
c7cf5db6-0419-465c-b2a9-a950b9a5130e | Clause:
The effective date of this agreement (the “Agreement”) shall be April 18, 2016. Subject to the provisions for termination as provided in Section 10 hereof, the term of Executive’s employment under this Agreement shall be the period beginning on the Effective Date and ending on April 18, 2019 (the “Term"). The T... | Label: Terms |
6e7765f1-7af1-4c07-99e9-3ba15d30c845 | Clause:
In this Agreement, the following terms have the meanings specified or referred to in this Section 8.14 and shall be equally applicable to both the singular and plural forms.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applic... | Label: Definitions |
ad31eabe-b128-47b2-92d8-4a1b830ff5c0 | Clause:
Each of Protiva and the Company represents and warrants to Monsanto Canada that, except as set forth on the Disclosure Schedule or the Amended Disclosure Schedule, as applicable, which exceptions shall be deemed to be part of the representations and warranties made hereunder, the representations and warranties ... | Label: Representations |
f05de473-76c0-40cd-aa0f-adbd3c0ef321 | Clause:
As of the Advance Date for any Loan Advance, except as otherwise contemplated hereby with respect to Agency approval and the execution and delivery of Agency Acknowledgment Agreements, no consent, approval, authorization or order of, registration or filing with, or notice to any governmental authority or court ... | Label: Approvals |
c0024d0d-2bbe-4b28-996a-7b907fa0b8a4 | Clause:
The titles and subtitles contained in this Agreement are for convenience only and shall not be used in the construing or interpreting of this Agreement. References herein to Sections and Exhibits are to the sections and exhibits, respectively, of this Agreement. As used herein, the singular includes the plura... | Label: Construction |
6d3f10e7-fd34-4743-8bb4-ba294831c9c4 | Clause:
So long as he remains employed by the Company, during the Term Executive shall be paid a base salary (“ Base Salary ”), which initially shall be at the annual rate of $575,000, payable in installments consistent with the Company’s normal payroll practices.
Task: Classify this clause into ONE of these types (ex... | Label: Base Salary |
44bdd6cc-4746-45e4-8157-543e7867cf01 | Clause:
The interpretation, performance and enforcement of this Agreement shall be governed by the laws of the State of Maryland without resort to that state's conflict-of-laws rules or principles.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corrupt... | Label: Governing Laws |
dcce3066-704c-45f9-a74f-2fbacdcf9bf2 | Clause:
(a) The Borrower and each other Loan Party 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, the Collateral Agent, any Lender, ... | Label: Jurisdictions |
673803ba-de35-4c00-99c9-21c580f85975 | Clause:
Each Loan Party irrevocably and unconditionally submits, for itself and its property, to the nonexclusive jurisdiction of the courts of the Province of British Columbia, and any appellate court from any thereof, in any action or proceeding arising out of or relating to this Agreement or any other Credit Documen... | Label: Submission To Jurisdiction |
cedc09a3-4116-4812-bf30-dd9816a2f396 | Clause:
Cash Collateral (or the appropriate portion thereof) provided to reduce Fronting Exposure or to secure other obligations shall be released promptly following (i) the elimination of the applicable Fronting Exposure or other obligations giving rise thereto (including by the termination of Defaulting Lender status... | Label: Releases |
a1347615-d91c-48be-9332-569ed61e6fa6 | Clause:
The execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby have been duly and validly authorized by all necessary action on the part of NCAP and constitute the valid and legally binding obligations of NCAP enforceable against it in accordance with its ... | Label: Enforceability |
5e1c6840-4a31-454d-b6ea-22b5b8066ca0 | Clause:
This Amendment No. 1 may be executed in one or more counterparts, each of which will be deemed an original but all of which together will constitute one and the same instrument. Any signature page delivered electronically or by facsimile (including, without limitation, transmission by .pdf or other fixed image ... | Label: Counterparts |
d3810c72-d55f-4294-b464-7fb42044bf54 | Clause:
In the event any one or more of the provisions contained in this Agreement are held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability will not affect any other provisions hereof, and this Agreement shall be construed as if such invalid, illegal, or unenfor... | Label: Severability |
6329c4a9-bdd2-4cd8-b7e9-9674a2085740 | Clause:
The Company shall be entitled to deduct and withhold from amounts payable to any Unitholder any sums required by federal, state, or local tax law to be withheld by the Company with respect to the issuance, vesting, exercise, repurchase, or cancellation of, or otherwise with respect to, any Units or any option t... | Label: Tax Withholdings |
f277c5b9-2fac-4276-b74f-b6476eef2acc | Clause:
The Contributor has no knowledge whether the Contributed Property has the requisite licenses, permits or other governmental approvals (including without limitation, all approvals and entitlements) required to be obtained by the owner of any of the Contributed Property in connection with the permitting, approval... | Label: Approvals |
486a45af-2591-434f-9cd2-5500895896ed | Clause:
The h eadings of sections and subsections herein are included solely for convenience of reference and shall not control the meaning or interpretation of any of the provisions of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Cor... | Label: Headings |
6f6a0d88-de18-44b3-8939-4335e4d8cd52 | Clause:
This Agreement is governed by, and construed and enforced in accordance with, the laws of the State of California, excluding its conflicts of laws principles.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Appr... | Label: Governing Laws |
709a55a7-ba18-40a1-9299-a0a8281fb796 | Clause:
The obligations of the Company and the Stockholder under this Section 2 . 4 shall survive the completion of any offering of securities pursuant to a registration statement under this Agreement, and otherwise.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amend... | Label: Survival |
0ac25fc7-0a7e-411a-97fd-40292e90b2c4 | Clause:
The execution, delivery and performance by each of the Buyer Parties of this Agreement and the other Buyer Transaction Agreements to which such Buyer Party is a party, consummation of the Buyer Transactions and compliance with the terms of this Agreement and the other Buyer Transaction Agreements to which such ... | Label: Consents |
30e2e755-145e-4a11-b1d8-d897dcefec6c | Clause:
The Company has no direct or indirect Subsidiaries other than those listed in Schedule 3.1(a) hereto. Except as disclosed in Schedule 3.1(a) hereto, the Company owns, directly or indirectly, all of the capital stock or comparable equity interests of each Subsidiary free and clear of any and all Liens, and all t... | Label: Subsidiaries |
55c1bde2-f0ab-47a5-b8cc-f043a26f82d8 | Clause:
This Fifth Amendment may be executed in any number of counterparts and by different parties and separate counterparts, each of which when so executed and delivered shall be deemed an original, and all of which, when taken together, shall constitute one and the same instrument. Delivery of an executed counterpa... | Label: Counterparts |
95d0e64b-e94d-43b6-b48c-0d0387c8db15 | Clause:
The Company has made available to Parent true and complete copies of all policies of insurance of the Company currently in effect, a list of which is attached as Schedule 3.19 . All of the policies relating to insurance maintained by the Company (or any comparable policies entered into as a replacement thereof... | Label: Insurances |
7db29522-7c7b-4c84-8466-ea3458f12ae6 | Clause:
This Agreement (including the appendices, exhibits, schedules and other documents referred to herein) constitutes the entire agreement among the Parties and supersedes any prior understandings, agreements or representations by or among the Parties, written or oral, that may have related in any way to the subjec... | Label: Entire Agreements |
30c1d965-5d61-4bc4-9346-259a592d17b0 | Clause:
Except as provided by the Committee in accordance with Section 10(b)(iii) , the Participant shall forfeit Restricted Shares upon the expiration of the Restricted Period, to the extent the conditions prescribed by the Committee have not been satisfied. Upon such a forfeiture, all of the Participant’s interest in... | Label: Forfeitures |
7959bc64-9baa-4909-bef3-fcde1240d7a5 | Clause:
The Options granted hereunder will vest monthly in equal 1/36 th increments during the three years from the date of this agreement. In the event that the company is purchased by another company (a “Liquidity Event”), the Options shall fully vest simultaneously with such Liquidity Event.
Task: Classify this cla... | Label: Vesting |
82575ce6-46b9-49c8-86e6-d7f0b43c7357 | Clause:
If the Province and Fortress are unable to agree upon the Depreciated Book Value of any Removable Improvement or Structural Improvement, the Net Realizable Value of any Removable Improvement, the Structural Improvement Value of any Structural Improvement or the fair market value of the Day Skier Facility or the... | Label: Arbitration |
3111f78a-6d5a-4b1b-94ac-4d584f4fa807 | Clause:
On each 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 Purchaser agrees to purchase, the Purchaser’s Closing Subscription Amount as set forth on the... | Label: Closings |
94017886-33cd-4c07-8cdc-586475cf8129 | Clause:
This Security Agreement may be executed in any number of identical counterparts, any set of which signed by all the parties hereto shall be deemed to constitute a complete, executed original for all purposes. Transmission by facsimile, “pdf” or similar electronic copy of an executed counterpart of this Security... | Label: Counterparts |
75448c9e-ac33-4473-85e7-8cc67b1f910c | Clause:
This Note may be modified or amended or the provisions hereof waived only with the written consent of Lender and Borrower.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Ass... | Label: Amendments |
Subsets and Splits
No community queries yet
The top public SQL queries from the community will appear here once available.