id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
71047c44-7061-4ff6-9b10-a8bf65a9fdaa | Clause:
It has been duly organized and is validly existing as a corporation in good standing under the Laws of its jurisdiction of organization, with power and authority to own its properties and to conduct its business as such properties are presently owned and such business is presently conducted.
Task: Classify thi... | Label: Organizations |
5af4ddb5-d587-414c-9ded-9419cff81bb7 | Clause:
Any notice required to be given or delivered to the Committee or the Company under the terms of this Agreement shall be in writing (including a writing delivered by facsimile) and addressed to the “Compensation Committee” at the principal office of the Company. Any notice required to be given or delivered to th... | Label: Notices |
ddeefb2b-d614-42b0-b988-61d41635758a | Clause:
This Agreement shall be governed by and construed in accordance with the laws of the State of Nevada without regard to principles of conflicts of laws thereof or any other State. Any action brought by any party against any other party hereto concerning the transactions contemplated by this Agreement shall be br... | Label: Governing Laws |
6c20d5ae-6d28-4484-b654-8c87e4b93bc2 | Clause:
Before and after giving effect to the transactions contemplated by this Agreement and the other Loan Documents, including all Indebtedness incurred thereby, the Liens granted by the Loan Parties in connection therewith and the payment of all fees related thereto, the Loan Parties, taken as a whole are Solvent.
... | Label: Solvency |
940dbba5-0345-4910-8bff-506729f12721 | Clause:
THIS WRITTEN AGREEMENT AND THE OTHER CREDIT DOCUMENTS REPRESENT THE FINAL AGREEMENT OF PARENT, HOLDINGS, THE BORROWER, THE COLLATERAL AGENT, THE ADMINISTRATIVE AGENT, THE LETTER OF CREDIT ISSUERS AND THE LENDERS WITH RESPECT TO THE SUBJECT MATTER HEREOF, AND (1) THERE ARE NO PROMISES, UNDERTAKINGS, REPRESENTATI... | Label: Integration |
e526544b-0f64-46bc-9f1b-901d9d23d79d | Clause:
The provisions of this Agreement set forth in Sections 6 through 18 hereof shall survive the termination of the Executive's employment hereunder.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitr... | Label: Survival |
53bc2a72-75b6-4644-a576-31e833005cc9 | Clause:
Any question or dispute regarding the administration or interpretation of the Notice, the Plan or this Award Agreement shall be submitted by the Grantee or by the Company to the Administrator. The resolution of such question or dispute by the Administrator shall be final and binding on all persons.
Task: Class... | Label: Interpretations |
04559339-eefa-4e4f-8d2b-048377a5db66 | Clause:
Each of the Parties acknowledges that the rights of Purchaser under Article VII of this Agreement are unique and recognizes and affirms that in the event of a breach thereof by Seller, money damages may be inadequate and Purchaser may have no adequate remedy at Law. Accordingly, the Parties agree that Purchaser... | Label: Specific Performance |
965fc5d2-a6ba-49dc-a9de-638008c7172a | Clause:
(i) All Federal and material state and local tax returns and other reports required by applicable Requirements of Law to be filed by any Loan Party have been filed, or extensions have been obtained, and (ii) all taxes, assessments and other governmental charges imposed upon any Loan Party or any property of any... | Label: Taxes |
167bdd82-4929-4523-ae91-af72b7d43e15 | Clause:
Each Party irrevocably waives, to the fullest extent it may effectively do so, any objection which it may now or hereafter have to the laying of venue of any such proceeding in the U.S. District Court for the Southern District of New York or in any New York state court sitting in New York, New York. Each Party ... | Label: Venues |
bed2de1c-95aa-4194-b23a-4998fe1190bd | Clause:
All of Borrower’s obligations under this Section 2.2 shall survive termination of the Commitments and repayment in full of all Obligations hereunder.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Ar... | Label: Survival |
d3de1d07-b7ec-420f-93da-dc843f6e423d | Clause:
All of the representations and warranties set forth in Section 5.1 shall survive and shall remain true and correct until all Obligations are satisfied in full (except, if applicable, to the extent that any such representation or warranty expressly relates solely to an earlier date or period of time).
Task: Cla... | Label: Survival |
75f1dad9-ee07-4889-8672-d62a095f4d7c | Clause:
No failure or delay on the part of the Company or you in enforcing or exercising any right or remedy under this letter will operated as a waiver thereof. This letter agreement may not be amended or modified except by an express written agreement signed by you and an authorized representative from the Company. T... | Label: Agreements |
669f099a-6fb1-4dd5-96d5-45c1eebb3ae9 | Clause:
This Agreement shall be governed in all respects by the internal laws of the [Commonwealth of Kentucky][Alternative: insert the state where the property is located] without regard to the laws regarding conflicts of laws.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agree... | Label: Governing Laws |
94515068-b438-4453-87d8-12c951a5e124 | Clause:
To Transfer Personal Data . By accepting these Performance Shares, Grantee voluntarily acknowledges and consents to the collection, use, processing and transfer of personal data as described in this Section 12. Grantee is not obliged to consent to such collection, use, processing and transfer of personal data. ... | Label: Consents |
7448c940-5366-4e69-86ea-6a9d0a99b65a | Clause:
This Agreement may be terminated by the Purchaser, as to the Purchaser's obligations hereunder only and without any effect whatsoever on the obligations between the Company and the Purchaser, by written notice to the other parties, if the Closing has not been consummated on or before May __, 2016; provided , ho... | Label: Terminations |
41e566ad-9796-4dd9-bab9-619a6dfb0c0e | Clause:
No broker, finder or investment banker is entitled to any brokerage, finders or other fee or commission from Seller or any of Seller’s Affiliates in connection with the Transactions.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Law... | Label: Brokers |
ca699170-28bc-40c2-82a7-3cbba4052b0f | Clause:
None of Federated, Passport nor any of its Affiliates has engaged any broker, finder or investment adviser on its behalf or incurred any Liability for any brokerage or finder’s fee or commission in connection with the Transactions.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustm... | Label: Brokers |
678e21f9-ab05-4333-9610-e52329a48010 | Clause:
The Participant is responsible to pay to the Company, or make suitable arrangements to pay, all applicable foreign, federal, state and local tax withholding as a condition to receiving certificates for the vested Units and as a condition to receiving payment of DERs, not later than the period permitted by Regul... | Label: Tax Withholdings |
56687890-6d74-422b-bf2f-c014dc88d72f | Clause:
Whenever used in this Agreement, the following words and phrases, unless the context otherwise requires, shall have the meanings specified in this Section 1.1.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, App... | Label: Defined Terms |
08bb84c0-3b2a-4051-a170-84c193a0ffe2 | Clause:
During the Employment Term, Executive shall devote substantially all of his business time and attention to the performance of Executive's duties hereunder and will not engage in any other business, profession or occupation for compensation or otherwise which would conflict or interfere with the performance of s... | Label: Duties |
9c231f23-6a96-4eec-83d1-be21d7b36856 | Clause:
If the transactions contemplated herein are not consummated, or following the occurrence of the termination of this Agreement with respect to all Parties, nothing herein (or in any of the Definitive Documentation, including the CEOC Plan) shall be construed as a waiver by any Party of any or all of such Party’s... | Label: No Waivers |
ca5085eb-8f6f-484d-8b3c-85c1268be760 | Clause:
This Agreement may be executed in any number of counterparts, each of which when so executed and delivered will be deemed an original, and all of which together shall constitute one and the same agreement. This Agreement may be executed and delivered by facsimile and upon such delivery the facsimile signature w... | Label: Counterparts |
ccad7c7d-8d88-4606-ab86-b39a9b16eb5a | Clause:
Following termination of employment by the Company for cause or by the Executive, Executive shall cooperate with the Company, as requested by the Company upon reasonable notice and with due regard to Executive’s obligations to a future employer, (i) to effect a transition of Executive’s responsibilities and to ... | Label: Cooperation |
3aa5775f-fd06-4b93-9b1e-fe2f465fa2e9 | Clause:
The Certificate of Incorporation of the Corporation shall not be amended in any manner which would materially alter or change the powers, preferences or special rights of the Series B Preferred Stock so as to affect them adversely without the affirmative vote of the holders of at least two-thirds of the outstan... | Label: Amendments |
df14a0dc-ab20-4c55-a7dd-d2f173cdff41 | Clause:
It is further agreed and understood by the parties hereto that if any part, term or provision of this Agreement should be held unenforceable in the jurisdiction in which either party seeks enforcement of the contract, it shall be construed as if not containing the invalid provision or provisions, and the remain... | Label: Severability |
133321a6-15e9-419e-b566-ea63082e91d2 | Clause:
Other than the UCC financing statements required to be filed under this Agreement, the registration of the hypothec under the Code and, the execution and delivery by Purchaser of the Transaction Documents to which Purchaser is party, the performance by Purchaser of its obligations hereunder and thereunder and t... | Label: Consents |
e2fcf204-c5f9-4be4-81ed-4ac49b4c637b | Clause:
(a) The Company shall require any successor (whether direct or indirect, by purchase, merger, consolidation, reorganization or otherwise) to all or substantially all of the business or assets of the Company, by agreement in form and substance satisfactory to Indemnitee and his or her counsel, expressly to assum... | Label: Successors |
beecc2f2-a3af-4fbd-8cf9-ad9e99c02046 | Clause:
As of the Closing Date, all material insurance maintained by or on behalf of the Borrower and the Subsidiaries is in full force and effect.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration,... | Label: Insurances |
4a3034b9-a375-4b1c-9dc4-f8e9fd84c3e0 | Clause:
Notwithstanding the foregoing, you shall not be entitled to take more than two (2) consecutive weeks of vacation without the prior written consent of the Company.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, ... | Label: Vacations |
58c8caf6-80ab-45b7-b556-7de5dda09359 | Clause:
TO THE EXTENT NOT PROHIBITED BY APPLICABLE LAW THAT CANNOT BE WAIVED, THE PARTIES HEREBY WAIVE, AND COVENANT THAT THEY WILL NOT ASSERT (WHETHER AS PLAINTIFF, DEFENDANT OR OTHERWISE), ANY RIGHT TO TRIAL BY JURY IN ANY ACTION ARISING IN WHOLE OR IN PART UNDER OR IN CONNECTION WITH THIS AGREEMENT OR ANY OF THE CON... | Label: Waiver Of Jury Trials |
8666e48f-a2bd-4b67-b81c-423cf8b6e89e | Clause:
All amounts due under this Section 9.5 shall be payable by the Borrower upon demand therefore.
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, Authorizati... | Label: Payments |
a8c9c68d-18bc-4a48-a2a8-eba7ca6f46dc | Clause:
Such party (i) has the requisite power and authority and the legal right to enter into this Agreement and to perform its obligations hereunder and (ii) has taken all requisite action on its part to authorize the execution and delivery of this Agreement and the performance of its obligations hereunder. This Agre... | Label: Authorizations |
fe65c62c-3c9b-4402-bc0a-43a5bbd14a2f | Clause:
This Agreement shall automatically terminate, and none of the Company or the Stockholders shall have any rights or obligations hereunder and this Agreement shall become null and void and have no effect upon the earliest to occur of (a) as to each Stockholder, the mutual written consent of the Company and such S... | Label: Terminations |
b434165b-7402-47a2-b4ad-fbb0946620eb | Clause:
If a lawsuit or other proceedings are instituted by any party to enforce any of the terms or conditions of this Agreement against any other party hereto, the prevailing party in such litigation or proceedings shall be entitled, as an additional item of damages, to such reasonable attorneys’ and other profession... | Label: Costs |
4a2ec973-f122-4108-b12f-13577ec8620b | Clause:
Use proceeds of the Loans for general corporate purposes (including commercial paper support) of the Borrower and its Subsidiaries in the ordinary course of business. The Letters of Credit shall be used to support payment obligations of the Borrower or its Subsidiaries in each case incurred for general corporat... | Label: Use Of Proceeds |
a11580de-bd55-434f-b0d0-5367f18766ab | Clause:
The completion of the transactions under the Transaction Documents to which the Depositor is a party and the performance of its obligations under such documents will not (i) conflict with, or be a breach or a default under, any indenture, mortgage, deed of trust, loan agreement, guarantee or similar document un... | Label: No Conflicts |
67025aa2-b635-4249-b284-1a32a2d1861d | Clause:
Key associates and officers eligible for participation in the Plan will be determined by the Compensation Committee on an annual basis. Executive officers eligible to receive Awards under the Executive Award Feature of the Plan will be identified each year by the Compensation Committee as described in Section 1... | Label: Participations |
d64a3fde-cb2e-4294-9fc6-527e76b79f25 | Clause:
Severance Benefits under this Policy for termination of an executive employee's employment upon or within two (2) years after a Change in Control either (i) by the Company other than for Cause or (ii) by the executive employee due to an Adverse Change in Status shall be governed by Section III.B(2) of this Poli... | Label: Change In Control |
6ac90a3c-bc28-4adb-a913-0ba82c110e98 | Clause:
The Company and any Related Entity shall have the power and the right to deduct or withhold, or require a Grantee to remit to the Company or a Related Entity, an amount sufficient to satisfy any federal, state, local, domestic or foreign taxes required to be withheld with respect to any taxable event arising wi... | Label: Taxes |
82c36b15-a77e-4b5c-92a5-c6b9fc9572b0 | Clause:
This Agreement may be amended, modified or supplemented only by an instrument in writing executed by OS and DanDrit.
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: Amendments |
8c6d1491-138a-4805-ac0b-94d70b7db44e | Clause:
The parties hereto acknowledge and agree that: (a) monetary damages could not adequately compensate any party hereto in the event of a breach of this Agreement by any other party, which results in the failure of the transactions contemplated by this Agreement to be consummated, (b) the non-breaching party would... | Label: Specific Performance |
b0dfdf01-4134-4555-b0c2-9016faf83a8b | Clause:
No Awards may be granted under the Plan on and after the tenth anniversary of the Effective Date.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Authoriz... | Label: Terms |
b81a2081-34c5-4320-9892-a4e30d91cf3b | Clause:
This Settlement Agreement will become effective when it, and all attached exhibits, are fully executed by both Parties (the “ Effective Date ”).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitra... | Label: Effective Dates |
f5a624b2-cd73-4c66-a3e3-e2b64aaf8291 | Clause:
The Transactions (a) do not require any Loan Party to obtain any consent or approval of, or make any registration or filing with, or request any other action by, any Governmental Authority, except such as have been obtained or made and are in full force and effect (except for any reports required to be filed by... | Label: No Conflicts |
07abcb94-aea3-44c7-886c-eb9e0410a092 | Clause:
If the Executive’s employment is terminated during the Employment Period by the Company for Cause or by the Executive other than for Good Reason, the Executive’s death, Retirement or Disability, then the Company shall pay the Executive upon the Date of Termination the Accrued Benefits and the Other Benefits and... | Label: Death |
886e888e-aa9a-4425-a4c3-5a5ce5357ff8 | Clause:
The parties hereto agree that the representations, warranties, and agreements contained in this Assignment shall survive and remain in full force and effect until the payment of all obligations arising under the Financing Documents.
Task: Classify this clause into ONE of these types (exactly one label):
Adjust... | Label: Survival |
c0125b74-54a8-432a-ab07-835cea282448 | Clause:
Each Party agrees that the unauthorized use or disclosure of any information by the Receiving Party in violation of this Agreement will cause severe and irreparable damage to the Disclosing Party. In the event of any violation of this ARTICLE 7, the Receiving Party agrees that the Disclosing Party shall be auth... | Label: Remedies |
651463c9-c9fe-4f2c-856c-20ef6b8ac86c | Clause:
As of the Agreement Date, Part I of Schedule 7.1.(f) is a complete and correct listing of all real estate assets of the Parent, the Borrower, each other Loan Party and each other Subsidiary, setting forth, for each such Property, the average occupancy status of such Property for the period of twelve consecutive... | Label: Liens |
5202a80d-6a29-4df5-8f7b-fdfb61adaae8 | Clause:
This Agreement may be executed in any number of counterpa r ts and by different parties to this Agreement on separate counterparts, each of which, when so executed, shall be deemed an original, but all such counterparts shall constitute one and the same agreement. Any signature delivered by a party by facsimile... | Label: Counterparts |
b3740f1f-3cca-4d65-81c9-5b752f6fa431 | Clause:
Employee covenants and agrees that any and all information maintained as confidential by the Corporation concerning the customers, vendors, employees, employment applicants, investors, participating banks, businesses and services of the Corporation of which he has knowledge or access as a result of his associat... | Label: Confidentiality |
da082846-3d3d-4e9f-8523-ed3ecf965a1d | Clause:
The Company shall pay the reasonable legal fees and expenses of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C., counsel to certain Investors (“ Mintz Levin ”), incurred by such Investors in connection with the transactions contemplated by this Agreement, not to exceed $20,000, which amount shall be paid di... | Label: Expenses |
16f84d21-c1b5-4578-ba77-12a253c70c6c | Clause:
No modification, amendment, extension, discharge, termination or waiver of any provision of this Agreement, or of the Note, or of any other Loan Document, nor consent to any departure by Borrower or Guarantor therefrom, shall in any event be effective unless the same shall be in a writing signed by the party ag... | Label: Modifications |
0bd6262e-3525-4296-aa94-9942b9636c08 | Clause:
Heska will pay Executive an annual salary of $230,000 as compensation for Executive’s services (the “ Base Salary ”). The Base Salary will be paid periodically in accordance with Heska’s normal payroll practices and will be subject to the usual, required withholdings and deductions. Executive’s salary will be s... | Label: Base Salary |
5fd51fe4-dc61-4101-ab28-1e30bd2d8326 | Clause:
Any claim or controversy between the parties to this Agreement which arises out of or relates to the Agreement, the business of the Company, Employee’s employment with Company, or any other relationship between Employee and Company, shall be settled by arbitration in accordance with the Employment Arbitration R... | Label: Arbitration |
b6e42693-f6e2-43cf-9f39-9d1cc30bdec6 | Clause:
If all or any part of this Agreement or the Plan is declared by any court or governmental authority to be unlawful or invalid, such unlawfulness or invalidity shall not invalidate any portion of this Agreement or the Plan not declared to be unlawful or invalid. Any Section of this Agreement (or part of such a ... | Label: Severability |
c51630f8-1e74-4798-a7e6-d31c4d9b8ff2 | Clause:
Interest accrued hereunder shall be payable as set forth in Section 2.1(c) hereof. 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 imme... | Label: Interests |
863a4851-a099-4415-92d7-f2ebe8a45cfc | Clause:
This Plan shall be effective on the date set forth on the first page above.
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, B... | Label: Effective Dates |
ea152535-6cf2-4440-ad71-15dd58e7739d | Clause:
The representations, warranties, covenants and agreements contained in this Agreement shall survive the Closing of the transactions contemplated by this Agreement for two years after the Closing.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-C... | Label: Survival |
846e7a92-6440-4cea-b377-05fdf97baa5f | Clause:
All of the Loan Documents shall be governed by, and construed and enforced in accordance with, the laws of the State of Florida without regard to the conflicts of laws principles thereof; provided that if Lender has greater rights or remedies under federal law, then such right and/or remedies under federal law ... | Label: Governing Laws |
86ef8950-abbd-493b-b00f-502844f4d510 | Clause:
If Seller shall breach any of its representations, warranties or covenants under this Agreement, or fail to perform its obligation to convey the Acquired Interests to the Purchaser and close in accordance with the terms of this Agreement, then, in addition to any remedies available at law or in equity, Purchase... | Label: Remedies |
37725391-f3e1-465d-b9bf-773a55d78010 | Clause:
This Agreement may be executed in any number of counterparts, each of which will be deemed an original, but all of which together will constitute but one and the same instrument. This Agreement will become effective when duly executed and delivered by each party hereto. Counterpart signature pages to this Agr... | Label: Counterparts |
2f49c0cd-38a5-4f87-b92f-8e22b459aa0d | Clause:
This Joinder Agreement shall be governed by, and construed in accordance with, the law of the State of New York applicable to agreements made and to be performed entirely within such State; provided that the Administrative Agent, the L/C Issuer, the Swing Line Lenders and each Lender shall retain all rights ari... | Label: Governing Laws |
140ba498-34b5-4b84-9292-a6d837c9891d | Clause:
This Fifth 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 Fifth Amendment by facsimile transmission or electronic transmission (e.g., PD... | Label: Counterparts |
4feb9911-190d-4e24-a8e5-84b8cb566c48 | Clause:
Seller will not and will not permit any of its Subsidiaries to (i) enter into any transaction, including any purchase, sale, lease or exchange of property or the rendering of any service, with any Affiliate unless such transaction is (a) otherwise permitted under this Agreement or (b) in the ordinary course of ... | Label: Transactions With Affiliates |
bb84091f-cc0b-4b5d-add6-cdb53b818b76 | Clause:
The Parties agree that each Party and its counsel have had the opportunity to fully participate in the review of this Agreement and that any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not apply in the interpretation of this Agreement, including all Ap... | Label: Representations |
c696c978-2b4b-40be-aa65-b152b2795dfe | Clause:
First Hawaiian (or, if applicable, a Subsidiary of First Hawaiian which employs the Participant) shall have the power and the right to deduct or withhold, or require a Participant to remit to First Hawaiian (or Subsidiary of First Hawaiian) an amount sufficient to satisfy Federal, state and local taxes (includi... | Label: Tax Withholdings |
f6205b89-b920-4ff2-a68a-1b4c7b31ecd3 | Clause:
No change, amendment or waiver will be made to this Agreement, except by an instrument in writing signed on behalf of each of the parties hereto.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitr... | Label: Amendments |
0d5e234e-7c46-48f0-9094-2e0849551eda | Clause:
This Waiver and Amendment No. 6 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 Waive... | Label: Counterparts |
527ba721-5ff5-4650-ade0-755515e48652 | Clause:
All notices, demands, or other communications to be given or delivered under or by reason of the provisions of this Agreement shall be in writing and shall be deemed to have been given or made when (a) delivered personally to the recipient, (b) telecopied to the recipient (with hard copy sent to the recipient b... | Label: Notices |
c18c0e77-5399-4b56-9931-96862e614248 | Clause:
This Agreement shall be governed by, and are to be interpreted and enforced in accordance with, the internal Laws of the State of Delaware applicable to contracts entered into and performed entirely within the State of Delaware, without giving effect to any choice of Law or conflict of Laws rules or provisions ... | Label: Governing Laws |
541dc0fb-2f2f-4b34-a3e5-2bf8e4c6af22 | Clause:
The Borrower will comply, and cause each Restricted Subsidiary to comply, with all applicable laws, ordinances, rules, regulations, and requirements of any Governmental Authority, except where the failure to do so, individually or in the aggregate, would not reasonably be expected to result in a Material Advers... | Label: Compliance With Laws |
ae12daf6-7c6c-428e-b711-1ab84f9604a4 | Clause:
The execution and delivery by the Security Parties of this Third Amendatory Agreement and the performance by the Security Parties of all of their respective agreements and obligations under the Loan Agreement, as amended hereby, are within each Security Party’s corporate authority and have been duly authorized ... | Label: Authority |
8103a802-1d6e-402f-ba22-6c4cdcecbed8 | Clause:
Executive shall be a Executive Vice-President and Director of Stores of the Company or such other title as designated by the Chief Executive Officer or the Company’s Board of Directors. Executive shall assume those duties on the Commencement Date.
Task: Classify this clause into ONE of these types (exactly one... | Label: Titles |
3fb697e6-58dc-4b57-926e-921e3e329e2a | Clause:
The parties hereto agree that the Administrative Agent shall be entitled to reimbursement of its expenses incurred hereunder as and to the extent provided in Section 10.5 of the Credit Agreement and the provisions of Section 10.5 of the Credit Agreement shall be incorporated by reference herein and apply to the... | Label: Expenses |
35447e0c-c22e-4d20-8e13-4d80bc14eac1 | Clause:
The Parties agree that the fact of this Agreement and its terms and conditions, including the consideration provided in Paragraph 1 and Paragraph 2 above, shall be strictly confidential and shall not be disclosed to any person, natural or otherwise, other than: (i) the Parties; (ii) the Parties’ attorneys, acco... | Label: Confidentiality |
a4e7b12c-8c28-4ab0-a60c-fe70175819d0 | Clause:
All payments to be made by the Borrower shall be made free and clear of and without condition or deduction for any counterclaim, defense, recoupment or setoff. Except as otherwise expressly provided herein, all payments by the Borrower hereunder shall be made to the Administrative Agent, for the account of the ... | Label: General |
d39bdd25-2c4f-45ef-b14e-984b93e3d598 | Clause:
THIS AGREEMENT SHALL BE GOVERNED BY THE LAWS OF THE STATE OF TEXAS, WITHOUT GIVING EFFECT TO ANY PRINCIPLES REGARDING CONFLICT OF LAWS.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Ass... | Label: Governing Laws |
98d95077-68f6-4dd3-b339-8f696258bc15 | Clause:
If any installment of Rent is not paid promptly on the first of the month or otherwise when due, the unpaid amounts shall bear interest at the Interest Rate specified in Section 4.5 of the Master Lease from the date due to the date of payment. In addition, Subtenant acknowledges that the late payment of any in... | Label: Interests |
7d9bcc85-c887-4ad7-ab9e-1e7378d13889 | Clause:
The parties hereto shall execute and deliver such additional documents and take such additional action as may be necessary or desirable to effectuate the provisions and purposes of this Amendment.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-... | Label: Further Assurances |
8d11caf8-814b-4fd8-ac20-a75ce8ac36cb | Clause:
The Owner will promptly give each Financier notice of all legal or arbitral proceedings, and of all proceedings by or before any governmental or regulatory authority or agency, and any material development in respect of such legal or other proceedings, involving the Owner or Lessee if, in the case of the Lessee... | Label: Litigations |
195e913c-c216-4caa-a81d-747236538fa4 | Clause:
TO THE FULLEST EXTENT PERMITTED BY LAW, LENDER AND DEBTOR HEREBY VOLUNTARILY, UNCONDITIONALLY AND IRREVOCABLY WAIVE TRIAL BY JURY IN ANY LITIGATION OR PROCEEDING IN A STATE OR FEDERAL COURT WITH RESPECT TO, IN CONNECTION WITH, OR ARISING OUT OF THIS AGREEMENT OR THE OTHER LOAN DOCUMENTS OR THE SECURED OBLIGATIO... | Label: Waiver Of Jury Trials |
2f4b4764-cb81-47d9-bade-73f780a37738 | Clause:
The Grantee shall, not later than the date as of which the receipt of this Award becomes a taxable event for Federal income tax purposes, pay to the Company or make arrangements satisfactory to the Committee for payment of all Federal, state, and local taxes required by law to be withheld on account of such tax... | Label: Tax Withholdings |
9b5d1aea-5def-40e3-bc57-9b589f69860e | Clause:
If any provision of this Agreement is invalid or unenforceable under any statute or rule of law, the provision is to that extent to be deemed omitted, and the remaining provisions shall not be affected in any way.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, ... | Label: Severability |
a9778b32-8c48-439a-bd9d-da18ecca3f5c | Clause:
The Remaining Purchase Agreements and the related rights and obligations under the Side Letter are hereby irrevocably terminated in their entirety and are null and void and none of the Parties shall have any rights or obligations under the Remaining Purchase Agreements (other than rights and obligations which e... | Label: Terminations |
d9286e03-e712-4d1e-b066-e309c95364a1 | Clause:
No modification, rescission, waiver, release, or amendment of any provision of this Disclaimer and Consent shall be made, except by a written agreement signed by the Lender and the Mortgagee.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corru... | Label: Modifications |
bbaa7e53-d0d9-4146-8dbc-72697e5a0866 | Clause:
The Company and each of the Subsidiaries have good and marketable title to their properties and assets, and have valid leasehold interests, in each case free and clear of all conditional sale agreements, mortgages, pledges, liens, leases, encumbrances or charges, other than (a) Permitted Liens, and (b) minor im... | Label: Liens |
4cd0294d-ee31-42ee-a12a-5f3b73d616e9 | Clause:
If the lien, security interest, validity, enforceability or priority of any Security Instrument, or if title or any of the rights of Borrower or Lender in or to the Property, shall be endangered or questioned, or shall be attacked directly or indirectly, or if any action or proceeding is instituted against Borr... | Label: Litigations |
0ae36aa3-a6c8-46fe-afd6-8f559e48f842 | Clause:
The Borrower shall not request any Borrowing and shall not use, and shall procure that its Subsidiaries and its and their respective directors, officers, employees and agents shall not use, any of the proceeds of any Borrowing (a) in furtherance of any offer, payment or promise to pay, or any authorization of t... | Label: Use Of Proceeds |
fde70def-29d2-4660-8ffa-1df7c9009432 | Clause:
Except to the extent approved in writing by Buyer, no Seller has waived the performance by the Underlying Repurchase Counterparty of any action, if the Underlying Repurchase Counterparty’s failure to perform such action would cause the Underlying Repurchase Transaction to be in default in any material respect n... | Label: No Waivers |
850d269a-210f-4dd0-95f1-91feb8ae40e2 | Clause:
To the Knowledge of the Stockholder all factual information (taken as a whole) heretofore or contemporaneously requested by Parent or Buyer (or their financial advisor) and furnished to Parent or Buyer by or on behalf of Stockholder and the Company or their representatives for purposes of or in connection with ... | Label: Disclosures |
ad05596c-6429-4a48-b50b-7b87dd2a2e02 | Clause:
As an employee of the Company you will become a co-employee of Insperity, Inc. for purposes including benefits. You will be provided with a Forms and Policies booklet which outlines the Company’s policies and programs. You will also be provided with copies of benefits booklets which outline the Company’s benefi... | Label: Benefits |
d9379e9d-f029-491e-8e03-64a5482017f9 | Clause:
The effective date of this Plan shall be April 1, 2016 (the “Effective Date”), subject only to the approval by the holders of a majority of the securities of the Company entitled to vote thereon, in accordance with the applicable laws.
Task: Classify this clause into ONE of these types (exactly one label):
Adj... | Label: Effective Dates |
16e783c6-3a57-489c-bb83-46bd366ffadd | Clause:
Each of the Banks hereby irrevocably appoints Industrial and Commercial Bank of China Limited, New York Branch to act on its behalf as the Administrative Agent hereunder and under the other Loan Documents and authorizes the Administrative Agent to take such actions on its behalf and to exercise such powers as a... | Label: Authority |
0ba6d7c1-1539-48ae-81c1-2d2fd3b07abe | Clause:
Each Loan Party and each Subsidiary thereof maintains with financially sound and reputable insurers (or is self-insured) insurance with coverage and limits as required by Law and as is customary with Persons engaged in the same businesses as the Loan Parties and their Subsidiaries. Schedule 5.18 hereto sets for... | Label: Insurances |
91300190-aad6-41c0-b7ab-5766fd7df5e9 | Clause:
Each of the parties hereto hereby irrevocably waives all right to trial by jury in any action, proceeding or counterclaim arising out of or relating to this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable L... | Label: Waiver Of Jury Trials |
fd305997-0287-48f9-a02a-46d93e8e11db | Clause:
The obligations of the parties pursuant to Sections 3.10, 4.2 and 4.3 (if applicable), 5 through 9, 13, 16, 17, 18, 21, 22, 23 and 25 , as applicable, shall survive the Executive’s Termination of Employment hereunder for the period designated under each of those respective sections.
Task: Classify this clause ... | Label: Survival |
ac2fcd04-e8ed-47e6-9945-0b0bf2332b83 | Clause:
This Amendment may be executed in counterparts, each of which when so executed will be deemed an original, but all such counterparts together will constitute but one and the same instrument.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corrup... | Label: Counterparts |
dc4609ac-0f24-4855-805a-42c25d4a2d98 | Clause:
Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company confirms that neither it nor any other Person acting on its behalf has provided any of the Purchasers or their agents or counsel with any information that it believes constitutes o... | Label: Disclosures |
bf996093-5c1b-4ccf-bd03-576d4a10ecfa | Clause:
This Lease is made pursuant to, and shall be governed by, and construed in accordance with, the laws of the Commonwealth of Massachusetts and any applicable local municipal rules, regulations, by-laws, ordinances and the like.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments,... | Label: Governing Laws |
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