id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
30b8e663-ed4e-4c8d-b030-79898403ba5f | Clause:
First Hawaiian and each Participant, as a condition to such Participant’s participation in the Plan, hereby irrevocably submit to the exclusive jurisdiction of any state or federal court located in the County of Honolulu, State of Hawaii, over any suit, action or proceeding arising out of or relating to or conc... | Label: Jurisdictions |
5cdbcf4c-508e-4ac1-b51f-f4eb4b124e94 | Clause:
During the Employment Period and for the two year period following the Termination Date, Executive agrees not to make public statements or communications that disparage the Company Group or their businesses, services, products or their affiliates or their current, former or future directors or executive officer... | Label: Non-Disparagement |
cfe6e63a-7be3-4da7-8992-1e7bf8d279bf | Clause:
None of the reports, financial statements, certificates or other information furnished by or on behalf of the Borrower or any Subsidiary to the Administrative Agent or any Lender in connection with the negotiation of this Agreement or delivered hereunder (as modified or supplemented by other information so furn... | Label: Disclosures |
7f1190e8-5891-4d0e-bcfd-2b3b1b9f5540 | Clause:
All policies of fire, liability and other forms of insurance held by Avalon are deemed by Avalon to be sufficient, and valid policies, in such amounts; will be outstanding and duly in force on the Closing Date.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Ame... | Label: Insurances |
584a4a04-16c3-4191-8d71-020066324257 | Clause:
EACH BORROWER, THE AGENT AND EACH LENDER HEREBY WAIVE TRIAL BY JURY IN ANY JUDICIAL PROCEEDING INVOLVING, DIRECTLY OR INDIRECTLY, ANY MATTER (WHETHER SOUNDING IN TORT, CONTRACT OR OTHERWISE) IN ANY WAY ARISING OUT OF, RELATED TO, OR CONNECTED WITH ANY LOAN DOCUMENT OR THE RELATIONSHIP ESTABLISHED THEREUNDER.
T... | Label: Waiver Of Jury Trials |
35edbdae-9c32-4dca-b500-d382c774ccd6 | Clause:
In the event that (a) the sale, novation, conveyance, assignment or transfer of any Acquired Asset (including any Assumed Contract) or any claim, right or benefit arising thereunder or resulting therefrom, without the consent of any Third Party, would constitute a breach or other contravention thereof, be ineff... | Label: Consents |
0afb8239-bfd9-4893-bf16-b8ae04b78da1 | Clause:
With respect to Inventions described in paragraph (d), above, I will assist the Company in every proper way (but at the Company's expense) to obtain, and from time to time enforce, patents, copyrights or other rights on these Inventions in any and all countries, and will execute all documents reasonably necessa... | Label: Cooperation |
d321f96e-4cd0-4c13-a09f-5b32cccea8ae | Clause:
Tenant shall keep and maintain proper and accurate books and records, in accordance with GAAP (or, with respect to revenues from Gaming Operations, such accounting method as may be required by applicable Laws), and, with respect to hotel operations, the Uniform System of Accounts, reflecting the financial condi... | Label: General |
096b95f4-5963-42a0-9ad6-432a9525b6b7 | Clause:
If any term or other provision of this Agreement is invalid, illegal or incapable of being enforced because of any 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 is not ... | Label: Severability |
e601d00c-4cda-4b0d-b19d-b1198ce93a51 | Clause:
The parties hereto agree that irreparable injury would occur if any party fails to perform its obligations under this Support Agreement. Accordingly, each of the parties shall be entitled to specific performance and injunctive and other equitable relief to enforce specifically the performance of the terms and p... | Label: Specific Performance |
6d727f3a-ac8f-4648-8b1e-521e8a918305 | Clause:
All material consents, waivers, approvals, authorizations or orders required to be obtained, and all filings required to be made, by the Acquiree Company and/or the Shareholders for the authorization, execution and delivery of this Agreement and the consummation by them of the transactions contemplated by this ... | Label: Consents |
2dc8c4a4-5394-4f55-a0db-26bcb6105cb3 | Clause:
All notices and other communications provided for herein or required hereby shall be provided in accordance with Section 9.01 of the applicable Credit Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, A... | Label: Notices |
2031bed3-1fa0-4378-b40c-7399c09d5981 | Clause:
Each of the parties shall execute such documents and perform such further acts (including, without limitation, obtaining any consents, exemptions, authorizations or other actions by, or giving any notices to, or making any filings with, any Governmental Authority or any other Person) as may be reasonably requir... | Label: Further Assurances |
2b59514b-ea42-429b-82d9-a9d8061bda1f | Clause:
This Agreement and, when entered into, each other Transaction Agreement has been duly executed and delivered by the Company and each of the Debtor Subsidiaries party thereto. Assuming this Agreement has been duly authorized, executed and delivered by the Backstop Participants and the other parties thereto, the ... | Label: Enforceability |
9fb24b77-e295-4d68-9512-8290fefcd363 | Clause:
The execution and delivery of this Agreement by Seller, and the performance of this Agreement by Seller, have been approved, except with respect to the Leaseback Agreements, which will be approved on or before the Closing Date, and this Agreement is binding on Seller and enforceable against Seller in accordance... | Label: Authority |
90b29ed1-3a99-484e-88dd-cd71c9e3fceb | Clause:
This Agreement shall become effective when it shall have been executed by the Company, the Administrative Agent and each Bank and thereafter shall be binding upon and inure to the benefit of the Borrowers, the Administrative Agent and each Lender and their respective successors and assigns, except that no Borro... | Label: Binding Effects |
0f7c448b-2d19-410d-a307-dd1f1388673b | Clause:
Cash Collateral (or the appropriate portion thereof) provided to reduce Fronting Exposure or 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 of the ap... | Label: Releases |
e6e05730-62f1-4561-ac61-a379f0390c8b | Clause:
Whenever it requires that a Letter of Credit be issued, the Borrower shall give the Administrative Agent and the applicable Issuing Lender(s) written notice thereof at least three (3) Business Days (or such shorter period acceptable to the applicable Issuing Lender(s)) in advance of the proposed date of issuanc... | Label: Amendments |
d0a58adf-1308-4253-aa4e-3190992f9fb7 | Clause:
This Agreement constitutes the entire agreement between the parties hereto relating to the holding, investment and disbursement of Escrow Property and sets forth in their entirety the obligations and duties of Escrow Agent with respect to the Escrow Property.
Task: Classify this clause into ONE of these types ... | Label: Entire Agreements |
ebf7701f-7ddb-4605-9308-98c40290ca77 | Clause:
Borrower, and any endorsers and guarantors hereof, and all others who may become liable for all or any part of the indebtedness evidenced by this Note, severally waive diligence, presentment for payment, protests, notice of dishonor and of nonpayment and protest, and do hereby consent to any number of forbearan... | Label: Waivers |
cb2710e1-5365-4bab-aad2-7baff9c7b43d | Clause:
Executive agrees that she or she will not in any way disparage Company, its affiliated and related companies, or their current and former employees, officers, directors, agents and representatives, or make or solicit any comments, statements, or the like to the media or to others that may be considered to be de... | Label: Non-Disparagement |
14bdeed9-718e-47ba-9617-72432bf2c0f1 | Clause:
It has not entered, and will not enter, into any agreement with any Third Party that is in conflict with the rights granted to the other Party under this Agreement, and has not taken and will not take any action that would in any way prevent it from granting the rights granted to the other Party under this Agre... | Label: No Conflicts |
9d81d421-4697-4add-bf41-ebce7c886093 | Clause:
Any failure by Mortgagee or the Lenders to insist upon strict performance of any of the terms, provisions or conditions of this Mortgage shall not be deemed to be a waiver of same, and Mortgagee and the Lenders shall have the right at any time to insist upon strict performance of all of such terms, provisions a... | Label: No Waivers |
152212ff-a59b-4933-a014-c24c916c028e | Clause:
The receipt of severance pay and benefits, in any amount, is conditioned upon and subject to the Executive’s execution of a standar d release and waiver promptly delivered to the Executive after termination in a form reasonably satisfactory to the Company. Such release shall be executed and delivered (and no lo... | Label: Releases |
cd603963-49f5-47d2-9431-28a26f7b8366 | Clause:
This Agreement cannot be altered or modified except by an agreement in writing signed by authorized representatives of both parties and specifically referring to this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Ap... | Label: Amendments |
156ceae7-9087-45ae-ae77-0184adc6ac8a | Clause:
Lender hereby consents and agrees to Borrower’s proposed spin-out transaction of its subsidiary Prohibition Products Inc. into a separate company (the “ Spin-Out ”). Borrower also hereby waives any of its rights under the Note to prevent the Spin-Out or call an event of default related to the Spin-Out. Notwiths... | Label: Waivers |
aaab063a-ea66-4de3-9433-1f65e527610e | Clause:
Neither the execution or delivery by the Shareholder of this Agreement or any Transaction Document to which the Shareholder is a party, nor the consummation or performance by the Shareholder of the transactions contemplated hereby or thereby will, directly or indirectly, (a) contravene, conflict with, or result... | Label: No Conflicts |
6fc212e8-14ac-4a4e-8705-7f3ab754c860 | Clause:
Any Lender may at any time, without the consent of, or notice to, the Borrower or the Administrative Agent, sell participations to any Person (other than a natural Person, or a holding company, investment vehicle or trust for, or owned and operated for the primary benefit of a natural Person, a Defaulting Lende... | Label: Participations |
99ef6c10-8371-4a9b-8828-cecde4fc9dd4 | Clause:
The Company hereby employs the Executive, and the Executive hereby accepts such employment, for an initial term commencing as of the Commencement Date and continuing for a one-year period (the “Initial Term”), unless sooner terminated in accordance with the provisions of Section 3; with such employment to autom... | Label: Terms |
28488cd3-4e90-4007-a106-5e119c7ef416 | Clause:
MBM Cleaners is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Florida, and is entitled to own or lease its properties and to carry on its business as and in the places where such properties are now owned, leased or operated and such business is ... | Label: Organizations |
39101375-98c9-4e53-91f1-8432dd3ee38b | Clause:
The Underlying Shares may be adjusted or terminated in any manner as contemplated by Section 9(b) 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, Author... | Label: General |
0e960287-d639-4c2c-9bc3-6c1709dcf718 | Clause:
The Lender may at any time, without the consent of or notice to the Borrowers, sell participations to any Person that is a member of the Farm Credit System, and each such Person may sell sub-participations to any Person that is a member of the Farm Credit System (in each case other than a natural person or a Bo... | Label: Participations |
8396087c-c8d5-4ace-8878-62ae5b267ade | 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 |
54000d2e-0c8a-4f65-ad81-4c42bdf37cf4 | Clause:
All representations, warranties, covenants and other obligations of Sublessee and Sublessor under this Sublease shall survive the Termination Date.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbi... | Label: Survival |
89ee4221-0aca-43c7-b0e4-c17c68a535bd | Clause:
The parties agree that they have waived, and hereby waive, their right to a jury trial with respect to any controversy, claim, or dispute arising out of or relating to this Agreement, or the breach thereof, or arising out of or relating to the employment of the Employee, or the termination thereof, including an... | Label: Waiver Of Jury Trials |
7589db6f-e50d-497c-b76f-343e94ce3a96 | Clause:
Sections 6 through 25 shall continue to be in full force following the termination of the Employment Period.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authorit... | Label: Survival |
c1b11f66-cce3-43b2-9dc5-94df9aab9037 | Clause:
Effective as of [__________], 2015 (the “Performance Share Effective Date”), the Company grants to Participant [_______] Performance Shares (the “Target Award”), subject to the terms of the Plan and this Agreement (“Performance Shares”).
Task: Classify this clause into ONE of these types (exactly one label):
A... | Label: Effective Dates |
7205b8c1-60d2-466c-8077-a8a31a0db55f | Clause:
Each Loan Party shall comply with all Applicable Laws with respect to the Collateral or any part thereof or to the operation of such Loan Party’s business the non-compliance with which could reasonably be expected to have a Material Adverse Effect. The assets of the Loan Parties at all times shall be maintained... | Label: Compliance With Laws |
609d167b-a261-41c3-93d8-fea01d8d33a8 | Clause:
The issuance by the Administrative Agent of any amendment, supplement or other modification to any Letter of Credit shall be subject to the same conditions applicable under this Agreement to the issuance of new Letters of Credit (including, without limitation, that the request therefor be made through the Admin... | Label: Amendments |
56d7a38b-3e00-4a09-82f5-35a77e964791 | Clause:
All demands, notices, communications and instructions upon or to the Depositor, the Servicer, the Issuer, the Owner Trustee, the Indenture Trustee or any Rating Agency under this Agreement shall be in writing, personally delivered, faxed and followed by first class mail, or mailed by certified mail, return rece... | Label: Notices |
03cceb8b-0fe6-4cfb-bceb-dcfdec4aaa5c | Clause:
The U.S. Borrower shall have paid all fees and reasonable expenses (including, without limitation, legal fees and expenses) of the Arrangers, the Administrative Agent and the Lenders as and to the extent (1) required pursuant to the terms of the Commitment Letter and that certain amended and restated fee letter... | Label: Fees |
9c7d73ec-0564-4c6a-9ad5-8f4f81ddf191 | Clause:
The execution, delivery and performance by Borrower of the Financing Documents (a) are within its powers, (b) have been duly authorized by all necessary action pursuant to its Organizational Documents, which included obtaining all additional authorizations and taking all additional actions required by Borrower'... | Label: Organizations |
ded4821f-7440-4349-ab98-900a3a52a2d7 | Clause:
Each of the Lenders and the Issuing Lender hereby irrevocably appoints PNC 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 are delegated to the Administrative A... | Label: Authority |
734b5490-1f14-4a48-b542-d83c963813f6 | Clause:
The Participant understands and agrees that in the Committee’s sole discretion, the Company may cancel all or part of the LTI Grant or require repayment by the Participant to the Company of all or part of any LTI Award Payout underlying any vested LTI Grant pursuant to any recovery, recoupment, clawback and/or ... | Label: Forfeitures |
13fb6712-e7f8-4452-867f-503571a19a03 | Clause:
In case any provision in or obligation under this Amendment shall be held invalid, illegal or unenforceable in any jurisdiction, the validity, legality and enforceability of the remaining provisions or obligations, or of such provision or obligation in any other jurisdiction, shall not in any way be affected or... | Label: Severability |
543186a4-50ee-4822-8821-cef616333c93 | Clause:
The Company has complied with and is in compliance with all applicable Laws of all Governmental Bodies which are applicable to the Business, business practices (including, but not limited to, the Company’s production, marketing, sales and distribution of its products and services and laws related labor and empl... | Label: Compliance With Laws |
742cec8d-4ec0-451b-90e3-621f1d8e271f | Clause:
The Company grants to the Lender, for a period beginning on the date of the Daybreak Loan Payoff through December 31, 2015, an irrevocable, transferable option to purchase, in exchange for the forgiveness by the Lender of the lesser of (a) the outstanding Obligations owing pursuant to the Loan Agreement and (b)... | Label: Sales |
907ddded-1eb5-4774-ab4c-b957d775e73c | Clause:
The Company shall have the right to satisfy any obligation of the Company to withhold taxes or other amounts with respect to the Stock Units by withholding Shares otherwise deliverable to the Employee with respect to the Vested Stock Units having a Fair Market Value equal to the statutory minimum amount of such... | Label: Taxes |
491f00d9-9b30-4265-bf1c-7daec77d7e90 | Clause:
All notices required or permitted to be given hereunder shall be in writing and delivered to the Parties at the addresses set forth below. Any such notices shall be deemed effective upon receipt when hand-delivered, telefaxed or delivered by courier or sent via registered United States mail with postage thereo... | Label: Notices |
a596b971-df5d-4d20-88d0-40fe85ebefb4 | Clause:
(k) Each Grantor agrees to pay or reimburse the Collateral Agent and each other Notes Secured Party for all its costs and expenses incurred hereunder as provided in Article 6 of the Indenture and in collecting against such Grantor under any Notes Document or otherwise enforcing or preserving any rights under th... | Label: Indemnifications |
84bb9ee4-701d-4477-b412-a0846adbbbd9 | Clause:
(a) This Agreement shall inure to the benefit of and be binding upon the Company and its successors and assigns, including, without limitation, any corporation or person which may acquire all or substantially all of the Company's assets or business, or with or into which the Company may be consolidated or merge... | Label: Assignments |
5d76b527-a0e4-4d7a-8e45-13c0e412ea66 | Clause:
This Agreement and the rights of the Parties hereunder shall be governed by and construed in accordance with the Laws of the State of Nevada (regardless of its conflict of laws principles), including all matters of construction, validity, performance and enforcement and without giving effect to the principles o... | Label: Governing Laws |
8d03f418-4f2d-4d9b-a6dc-b87e3f5b19c6 | Clause:
This Agreement and the respective obligations and responsibilities of the parties hereto hereunder shall (unless otherwise expressly stated herein) terminate, on the date on which the Issuer is terminated in accordance with Article IX of the Trust Agreement.
Task: Classify this clause into ONE of these types (... | Label: Survival |
7978c940-116a-4e76-9baf-9322068559ac | Clause:
The representations and warranties of the Company and the Investor contained in Sections 3 and 4, the agreements and covenants set forth in Sections 5 and 6, and the indemnification provisions set forth in Section 10 , shall survive until the termination of the Agreement.
Task: Classify this clause into ONE of... | Label: Survival |
235e8521-4d3c-48cd-a2f2-64b7d64e26d2 | Clause:
The term (the “Term”) of Chardan’s engagement will begin on the date hereof and end December 2, 2016. Notwithstanding anything to the contrary contained herein, the provisions concerning indemnification, contribution and the Company’s obligations to pay fees and reimburse expenses contained herein will survive ... | Label: Terms |
c7e1c485-44b7-40fc-8545-6e2eed26d9a5 | Clause:
Upon successful completion of employee’s 90 day probation, employee shall become eligible for company benefits. At this time the company offers both a PPO medical insurance. The Company shall pay the Employee premiums up to a maximum amount of $1,000.00 (ONE THOUSAND DOLLARS) per month. Premium cost overages fo... | Label: Benefits |
8929abfc-e146-4155-8750-eabe4d6af5ed | Clause:
This Agreement shall bind the Pledgor and its successors and assigns. All rights, privileges, and powers granted to the Pledgee under this Agreement shall benefit the Pledgee and its successors and assigns.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendme... | Label: Assigns |
0192bdc8-6a63-4abc-b9da-bff05c365ee5 | Clause:
Except as otherwise stated herein, each party will be responsible for its own costs and expenses in connection with the transactions contemplated by this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws... | Label: Expenses |
f7f364e3-bcb7-4ce2-8a44-157b6a01139c | Clause:
The Company shall be entitled to terminate this Agreement, if the Board determines that the Executive has been unable to attend to his duties for at least one-hundred and twenty (120) consecutive days because of a medically diagnosable physical or mental condition, and has received a written opinion from a phys... | Label: Disability |
40ddc4f3-de08-4597-8f37-c9adb0be9846 | Clause:
Subject to the terms and conditions set forth herein, each of the Borrowers may request the issuance of Letters of Credit denominated in U.S. Dollars or Alternative Currencies, in each case for its own account (or for the account of a Subsidiary, so long as such Borrower and such Subsidiary are co-applicants) i... | Label: General |
e89b0bb3-ed5f-4dbd-aa00-958ed4ac320c | Clause:
This Amendment may be executed in any number of counterparts, each of which when executed and delivered shall be deemed an original, but all of which constitute one instrument. In making proof of this Amendment, it shall not be necessary to produce or account for more than one counterpart thereof signed by each... | Label: Counterparts |
1f7c1d4c-cd31-4fdc-9c77-5a6794e25e33 | Clause:
If any term or provision of this Amendment, or the application thereof to any person or circumstance shall to any extent be invalid or unenforceable, the remainder of this Amendment, or the application of such provision to persons or circumstances other than those as to which it is invalid or unenforceable, sha... | Label: Severability |
0a4a4d12-df9e-45b6-8269-5a54b2b3a841 | Clause:
Each party shall bear its own expenses in connection with the negotiation of this Agreement, except that the Company shall reimburse the Employee up to $5,000 for legal expenses incurred by the Employee upon the submission by the Employee to the Company of invoices evidencing such expenditures.
Task: Classify ... | Label: Expenses |
a40b2b8a-e93e-4d98-9b8c-0cdc7cb9fcea | Clause:
The effective date of this Amendment shall be February 8, 2016.
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, Bin... | Label: Effective Dates |
528d56cd-c8a0-476a-9999-8ce16f50eb89 | Clause:
Each Loan Party is duly incorporated and validly existing; and each Loan Party (other than WABTEC UA) is in good standing under the laws of its jurisdiction of organization; and each Loan Party is duly qualified to do business in each jurisdiction where, because of the nature of its activities or properties, su... | Label: Organizations |
5fb47844-55fb-4067-a44d-dbd2e853a21a | Clause:
The number of Performance Stock Units that vest for each Performance Period will be calculated by multiplying the portion of the Target Award eligible to vest by the Performance Multiplier (as defined below) for that Performance Period. The number of Performance Stock Units that vest may range from 0 – 200% of ... | Label: Vesting |
90880733-0981-4257-abe2-56672fc35e34 | Clause:
A Participant is considered disabled if the Participant (i) is unable to engage in any substantial gainful activity by reason of any medically determinable physical or mental impairment which can be expected to result in death or can be expected to last for a continuous period of not less than 12 months, or (ii... | Label: Disability |
4d262499-4863-4c0d-bd49-00b5d7800d26 | Clause:
Comply in all material respects with the requirements of all Laws and all orders, writs, injunctions and decrees applicable to it or to its business or property, except in such instances in which (a) such requirement of Law or order, writ, injunction or decree is being contested in good faith by appropriate pro... | Label: Compliance With Laws |
ae3da932-3f3b-4372-a290-0df9c9f6b198 | Clause:
Each employee benefit plan, within the meaning of Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended (“ ERISA ”), that is maintained, administered or contributed to or by the Company or any of its subsidiaries or the OP for employees or former employees of the Company or any of its ... | Label: Erisa |
0bb6002f-df0f-4ef0-9f27-60cc779fa943 | Clause:
All demands, notices and communications hereunder shall be in writing and shall be deemed to have been duly given if personally delivered at, sent by facsimile to, sent by courier (overnight or hand-delivered) at or mailed by registered mail, return receipt requested, to (a) in the case of the Issuer, to 4055 T... | Label: Notices |
4c1999a3-b673-4ea9-baed-a8283d34cd7c | Clause:
The Plan was originally adopted by the Board on March 12, 2009, was subsequently amended on each of March 15, 2012, March 7, 2013, February 26, 2014 and March 12, 2015 and was amended and restated in its entirety as of April 8, 2016 (the “ Amendment Date ”). The Plan, as amended and restated, shall become effec... | Label: Effective Dates |
ae51d662-53fc-410c-8547-91b59daabfbc | Clause:
The Borrower shall make each payment (other than Issuing Lender fronting fees which shall be paid directly to the Issuing Bank) under any Loan Document not later than 2:00 P.M. on the day when due to the Administrative Agent by wire transfer to an account or by such other means to such other address as Administ... | Label: Payments |
1d0939e5-d1c2-400a-b0fc-307f382c7918 | Clause:
The captions to the several Articles and Sections of this Agreement are included only for convenience of reference and shall not in any way affect the construction of, or be taken into consideration in interpreting, this Agreement. In this Agreement: (a) the word “including” shall be deemed to be followed by th... | Label: Interpretations |
5c1b8dd0-4d50-4eef-ba42-b6a8d7ef69df | Clause:
During the term of this Agreement, Chugach shall reimburse Thibert for all reasonable travel, entertainment and other business expenses incurred or paid by Thibert in performing his duties and functions hereunder, subject to Thibert’s accounting for and reporting such expenses pursuant to applicable Chugach pol... | Label: Expenses |
4b804145-f21f-47c7-a91b-7ec3160dc526 | Clause:
This Agreement may be executed by the parties hereto in several counterparts, each of which shall be an original and all of which shall constitute together but one and the same agreement. This Agreement shall become effective when counterparts hereof executed on behalf of the Borrower, each other Loan Party and... | Label: Effectiveness |
ff3132ec-fadd-473e-bf04-12d2b85ef2cf | Clause:
Terms used in this Amendment that are defined in the Agreement shall, when used herein, have the meanings ascribed to them in the Agreement unless otherwise defined in this Amendment.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption La... | Label: Definitions |
d9d72780-d662-4053-84a1-cea7e0cf2b72 | Clause:
The Employers, on their own behalf or on behalf of the Trustee of the Trust, if any, and, in their sole discretion, may apply for and procure insurance on the life of the Participant, in such amounts and in such forms as the Trust, if any, may choose. The Employers or the trustee of the Trust, if any, as the ca... | Label: Insurances |
bf767e8d-91eb-4d36-be8c-199472d02cc0 | Clause:
Executive shall perform the duties assigned to him by Employer ’ s B oard of D irectors. Executive shall be furnished with appropriate office space, secretarial assistance, and such other facilities and services as are suitable to Executive ’ s position and adequate for the performance of Executive ’ s dutie... | Label: Duties |
c7f7ae19-e5f7-42ae-8e28-b55301b37954 | Clause:
The Company shall employ the Employee in the position of Co-Chief Executive Officer, as such position has been defined in terms of responsibilities and compensation as of the effective date of this Agreement. The Board of Directors of the Company (the “ Board ”) shall have the right, at any time prior to the oc... | Label: Duties |
021ea224-666b-4742-aa5f-7bf0a0655b05 | Clause:
The Closing (the “ Closing ”) shall take place by electronic communication 7 business days, meaning a day other than a Saturday or a Sunday or holidays, on which banks are open for business in Copenhagen and New York City, after all of the closing conditions set forth in Article 5 of this Agreement have been ei... | Label: Closings |
c7db803c-4a15-466a-a386-4b3ec0e76de8 | Clause:
Cash Collateral (or the appropriate portion thereof) provided to reduce Fronting Exposure or 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 of the ap... | Label: Releases |
0fa87bf7-12da-4000-8bfa-24ae58ac7238 | Clause:
The Company shall use the net proceeds from the sale of the Securities hereunder for working capital purposes and for other general corporate purposes, including Phase III clinical trials of OHR-102, and shall not use such proceeds: (a) for the satisfaction of any portion of the Company’s debt (other than payme... | Label: Use Of Proceeds |
0c03feb4-a2a7-4847-8a1a-7b3123dd9dfa | Clause:
Each party’s obligations under this Section Taxes on Payments shall survive the resignation or replacement of the Administrative Agent or any assignment of rights by, or the replacement of, a Lender, the termination of the Revolving Loan Commitments and the repayment, satisfaction or discharge of all obligation... | Label: Survival |
4a4cba91-91e1-480e-8d1f-1f4655e6cdd3 | Clause:
No failure or delay on the part of the Administrative Agent or any Lender in exercising any right, power or privilege hereunder or under any other Credit Document and no course of dealing between the Credit Parties and the Administrative Agent or any Lender shall operate as a waiver thereof; nor shall any singl... | Label: No Waivers |
a739bcd5-b20c-4ef8-916f-1485d3e96ea4 | Clause:
The effective date of the Plan shall be August 1, 2016, subject to approval of the Plan by holders of a majority of the outstanding voting common stock of the Corporation. Any Award granted prior to such shareholder approval shall be expressly conditioned upon shareholder approval of the Plan.
Task: Classify t... | Label: Effective Dates |
1a084072-0d4b-43e7-9f0a-2a912ceb46c9 | Clause:
Executive has had a meaningful opportunity to work with legal counsel of his choosing and has either availed himself of such opportunity to his satisfaction or has independently determined not to seek such counsel. Furthermore, Executive has a meaningful opportunity to review and negotiate the terms and conditi... | Label: Interpretations |
40485924-0650-451d-b137-636647ba8c9c | Clause:
This Agreement is effective as of the date first above written and shall continue in effect with respect to each Subject Contract until the earlier to occur of (i) novation or completed assignment of rights and obligations under the Subject Contract to the Spinco Companies, and (ii) the satisfaction of all of t... | Label: Terms |
fdc5a77d-892b-40cd-b3d4-67f4419d362b | Clause:
During the Transition Period, the Company will continue to pay you your current base salary and you will continue to be eligible to participate in benefits customarily afforded to other similarly situated employees, including participation in the Company-sponsored health benefits plan, to the fullest extent all... | Label: Benefits |
b96e139f-ffd0-4b84-b665-3d97a1082eea | Clause:
Such Investor has full power and authority to enter into this Agreement and such agreement constitutes its valid and legally binding obligation, enforceable in accordance with its terms except (i) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, and other laws of general application ... | Label: Authorizations |
e9fe9285-4d5c-413a-ac32-39bb7874c7f1 | Clause:
Subject to the provisions of Sections 5.3, 5.4, 8.6(b), 11.6(d), and 13.2, the General Partner shall cause the Partnership to distribute to the Partners as of the applicable Partnership Record Date, at such times as the General Partner shall determine, amounts of Available Operating Cash and Net Sales Proceeds ... | Label: General |
51e49897-6480-44dd-a09c-71221e2156e6 | Clause:
Each of the Parties hereto agrees that, at any time and from time to time after the date hereof, it shall, upon written request from the other Party hereto, and without further consideration, perform such other and further acts, and execute, acknowledge and deliver, or cause to be executed, acknowledged and del... | Label: Further Assurances |
5e12c4b6-80ff-449d-925c-b05bf2264823 | Clause:
The term of this Plan shall automatically be extended for one (1) additional year at the end of the Initial Term, and then again after each successive one (1) year period thereafter (each such one (1) year period following the Initial Term is referred to as a "Successive Period"). However, the Board or the Comm... | Label: Notices |
5c2b3c2a-d156-4364-bf16-31051072d6ff | Clause:
All amounts payable and benefits provided hereunder shall be subject to any and all applicable taxes, as required by applicable Federal, state, local and foreign laws and regulations.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption La... | Label: Taxes |
885cb1a0-7727-491b-bef9-48efaeec27be | Clause:
Except as could not reasonably be expected to have a Material Adverse Effect, take all reasonable action to maintain all rights, privileges and Governmental Approvals necessary in the normal conduct of its business and comply with all Applicable Law , and maintain and enforce policies and procedures designed to... | Label: Compliance With Laws |
aa1e397b-8550-411a-9d13-029158ad8d2f | Clause:
The provisions of this Plan shall be interpreted and construed in accordance with the laws of the State of Indiana.
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: Governing Laws |
87edffc0-58ed-486a-9b07-156d692f560f | Clause:
This Agreement may be executed in counterparts, each of which will be enforceable against the Parties actually executing such counterparts and all of which together will constitute one instrument. A signed copy of this Agreement delivered by facsimile, e-mail or other means of electronic transmission shall be d... | Label: Counterparts |
b25441f9-6434-4fcb-88c1-6067203eb9b2 | Clause:
The Borrower hereby waives, unless otherwise provided for in this Note, demand, notice of presentment, protest, notice of dishonor and protest, rights or extension and any defense by reason of extension of time or other indulgences granted by the Lender.
Task: Classify this clause into ONE of these types (exac... | Label: Waivers |
9fb95780-4797-4922-95ec-f624a061643a | Clause:
Borrower agrees to promptly reimburse Lender for (i) all costs and expenses of collection of the Note, including reasonable attorneys’ fees, and (ii) all expenses incurred by Lender in acting on behalf of Borrower, the Bank, or the other Subsidiaries in accordance with the terms of this Agreement or any other L... | Label: Expenses |
0280b160-e122-41b8-a53c-9ab2276c23cc | Clause:
In the event the Company is required to withhold taxes from the Grantee for taxable compensation relating to the issuance of shares of Stock in connection with this Award, 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, pa... | Label: Tax Withholdings |
ed155b51-5689-4d82-a53f-624d0959bdd2 | Clause:
If a particular provision of the Plan or this Agreement shall be found by final judgment of a court or administrative tribunal of competent jurisdiction to be illegal, invalid or unenforceable, such illegal, invalid or unenforceable provisions shall not affect any other provision of the Plan or this Agreement a... | Label: Severability |
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