id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
1415cbf5-fc27-4f82-bc25-6ee5f44dfb3d | Clause:
For the purpose of this Agreement, notices and all other communications to either party hereunder provided for in this Agreement shall be in writing and shall be deemed to have been duly given when delivered or mailed by United States certified or registered mail, return receipt requested, postage prepaid, addr... | Label: Notices |
dcbba42e-73f3-4e81-833d-372a29e68a86 | Clause:
TPB and each Holder will take such actions as may be reasonably required or desirable to carry out the provisions of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assign... | Label: Further Assurances |
611522d1-e977-4e29-9947-8f037abaf4a6 | Clause:
All matters relating to the interpretation, construction, application, validity and enforcement of this Agreement shall be governed by the laws of the State of Iowa without giving effect to any choice or conflict of law provision or rule, whether of the State of Iowa or any other jurisdiction, that would cause ... | Label: Governing Laws |
230a2194-7cc7-42e3-8eda-52f5d3394146 | Clause:
Except as specifically provided in this Section, these Terms and Conditions and the Attachments incorporated in these Terms and Conditions constitute the entire agreement between the Company and the Grantee with respect to this Restricted Stock Unit Award. These Terms and Conditions are subject to the terms and... | Label: Interpretations |
eabdc023-ee1f-47e4-9bab-0197e1302200 | Clause:
Any notice or other communication to be given under this Agreement by a Party to the other Party shall be in writing and shall be (a) personally delivered, (b) delivered by overnight express delivery service or same-day local courier service, or (c) delivered by facsimile or other electronic transmission (follo... | Label: Notices |
a42a0751-841c-4340-8844-00d9170e5200 | Clause:
The Plan and the Award Agreement shall be governed by and construed in accordance with the laws of (other than laws governing conflicts of laws) the Commonwealth of Kentucky.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Appli... | Label: Governing Laws |
f2c0c784-9f4e-4e08-aa3d-6df4fe6d21bd | Clause:
The division of this Agreement into articles and sections is for convenience and reference only and shall not affect the interpretation of construction of the Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable... | Label: Interpretations |
b752bdd0-da97-4243-bb24-28307b78c493 | Clause:
Except as set forth on Schedule 4.16 , no broker, finder or investment banker is entitled to any brokerage, finder’s or other fee or commission from the Purchaser, the Target Companies or any of their respective Affiliates in connection with the transactions contemplated hereby based upon arrangements made by o... | Label: Brokers |
24c8afd3-d65f-4115-a358-8d4352d3c9f0 | Clause:
The Parties intend that the 2015 Employment Agreement since first effective be, and continue as the Amended 2015 Employment Agreement to be, interpreted to comply with, or satisfy an exemption under § 409A of the Internal Revenue Code of 1986, as amended ("409A"). For example, any requirement that Employee have... | Label: Interpretations |
9e532b3e-094c-4974-8c94-0ce834ca6cbb | Clause:
Any notice to the Company under the Stock Option Documentation must be in writing and addressed to the Company in care of its Secretary at 1010 Grand Boulevard, Kansas City, Missouri 64106. Any notice to You under the Stock Option Documentation must be in writing and addressed to You at the address last known a... | Label: Notices |
a7e55c17-5d12-4132-8821-466b753326cb | Clause:
Neither Landlord nor Relmada shall be responsible or liable to Client, or to any person claiming through Client, and Client shall indemnify and hold harmless each of Landlord and Relmada, from and against any and all liability, damages, actions, claims, costs, and expenses (including reasonable attorneys’ fees)... | Label: Indemnifications |
ace7f248-d04c-4780-8477-875b9c28f029 | Clause:
Except for the security interest granted to the Administrative Agent for the benefit of the Secured Parties pursuant to this Agreement and Permitted Liens, such Pledgor owns and has rights and, as to Pledged Collateral acquired by it from time to time after the date hereof, will own and have rights in each item... | Label: Titles |
1330da62-5b79-435c-9a5c-940777da2404 | Clause:
The Company and the Selling Shareholder each agree that upon execution of this Agreement, $25,000 shall be transferred to Robinson Brog Leinwand Greene Genovese & Gluck P.C. and $25,000 to Aegis Capital Corp., for an aggregate of $50,000 at the time of the First Closing.
Task: Classify this clause into ONE of ... | Label: Use Of Proceeds |
5d86ba48-4126-401d-9468-14706d58a779 | Clause:
Each Revolving Lender, (i) on the Closing Date with respect to each Existing Letter of Credit and (ii) upon issuance of a Letter of Credit, shall be deemed to have purchased without recourse a risk participation from the Issuing Lender in such Letter of Credit and the obligations arising thereunder and any Coll... | Label: Participations |
44027840-9f1e-4fda-81d0-b4421f89df36 | Clause:
Any notice required or permitted hereunder shall be in writing and may be given by personal service, reputable overnight courier or the United States mail, first class postage prepaid, to the address of the party receiving notice as it appears on the signature page hereto, as such address may be changed through... | Label: Notices |
635d1a75-0159-4b52-a133-1c8054805d6e | Clause:
Notwithstanding the other provisions hereof, this Agreement is intende d to comply with the requirements of Section 409A of the Code, to the extent applicable, and this Agreement shall be interpreted to avoid any penalty sanctions under Section 409A of the Code. Accordingly, all provisions herein, or incorporat... | Label: Interpretations |
8dd5bbf5-a64b-4117-b22d-274b3ca86dda | Clause:
This Agreement shall be construed under, and governed in accordance with, the laws of the State of Texas.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, ... | Label: Applicable Laws |
b23d8f01-825d-4358-a354-a021f08efb2b | Clause:
This Agreement and the Commitment Letters supersede all other prior oral or written agreements between the Lenders, the Company, their affiliates and persons acting on their behalf with respect to the matters discussed herein, and this Agreement, the Commitment Letters and the instruments referenced herein and ... | Label: Entire Agreements |
5bbd8377-1b6f-4ed6-8380-0250b87a4a45 | Clause:
This Agreement may be executed in several counterparts (including via facsimile or other electronic method), each of which shall be deemed an original but all of which shall constitute one and the same instrument. It shall not be necessary for all parties to execute the same counterpart hereof.
Task: Classify ... | Label: Counterparts |
5cc0c117-1dbd-480a-bd7a-61befde5c913 | Clause:
Capitalized terms used herein (including in the Recitals hereto) but not defined herein, shall have the meanings as given them in the Credit Agreement, unless the context otherwise requires.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corrup... | Label: Definitions |
c19d2fea-251d-43d1-885f-469f071318e9 | Clause:
The Associate is not entitled to any other payments or benefits not provided for in this Agreement, unless the payment or benefit is provided for through the Associate’s participation in an established Walmart-sponsored plan or program. In addition, unless otherwise provided for in the plan, the Associate’s par... | Label: Benefits |
7038866d-22f1-4350-8abe-3965bd8348e2 | Clause:
The Company shall use the net proceeds from the sale of the Shares for general corporate purposes, including general and administrative expenses, and for the repayment of any outstanding Indebtedness of the Company or any of its subsidiaries.
Task: Classify this clause into ONE of these types (exactly one labe... | Label: Use Of Proceeds |
4674a87d-e84d-4d08-a4fe-f0346c44ebc8 | Clause:
Subject to Section 7.02 and Article VII of the Separation and Distribution Agreement, in the event of any actual or threatened default in, or breach of, any of the terms, conditions and provisions of this Agreement, the Party or Parties who are, or are to be, thereby aggrieved shall have the right to specific p... | Label: Specific Performance |
34abff7f-666a-4241-a400-c830c6afc852 | Clause:
This Agreement may be amended or modified only by a written instrument signed by the Employee and the Chairman of the Board of Directors, upon concurrence of two-thirds (2/3 rds ) of all (except the Employee, if he is then serving on either Board of Directors) of the members of each Board of Directors.
Task: C... | Label: Amendments |
47ebcef5-a070-447f-b85c-b4a379f6826a | Clause:
Any notice, demand or request required or permitted to be given by either the Company or a Participant pursuant to the terms of this Plan shall be in writing and shall be deemed given when delivered personally or deposited in the U.S. mail, First Class with postage prepaid, and addressed to the parties, in the ... | Label: Notices |
23072e4a-7950-4847-9075-095704396cef | Clause:
Each Loan Party and each of its Subsidiaries has (a) timely filed all income Tax and other material Ta x returns and reports required by Law to have been filed by it, which Tax returns and reports are correct and complete in all material respects; and (b) paid all income Taxes and other material Taxes of Govern... | Label: Taxes |
fe5f2a04-cc70-424c-992c-e43a995e2f1f | Clause:
This Plan and all awards will be construed in accordance with and governed by the laws of the State of Delaware, but without regard to its conflict of law provisions.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable La... | Label: Governing Laws |
dc16e996-0234-4c30-8d52-db893edc4948 | Clause:
This Agreement, the Arris Investment Agreement, the Acquisition Agreement and the Confidentiality Agreements shall constitute the entire understanding among the parties with respect to the subject matter hereof, superseding all negotiations, prior discussions and prior agreements and understandings relating to ... | Label: Entire Agreements |
cf62686a-e4f0-496b-9593-c9fa7ad32502 | Clause:
Except as otherwise provided in this Section 12.4 , all representations and warranties made by Buyer and Seller in connection with this Agreement shall survive the Closing. Anything in this Agreement to the contrary notwithstanding, the liability of all Indemnitors under this Article XII shall terminate on the ... | Label: Survival |
aa6ec54f-849b-4d46-9ed7-4e4bea161be0 | Clause:
The term “disability”, as used herein, shall refer to the Participant’s inability because of physical or mental illness or incapacity, whether partial or total, with or without reasonable accommodation, to perform the Participant’s duties with the Company for a continuous period of at least three (3) months or ... | Label: Disability |
4a01209d-24c6-4896-a0c5-487fd1a3a3e5 | Clause:
The Company waives diligence, presentment, demand, protest, notice of intent to accelerate the maturity hereof, notice of acceleration of the maturity hereof, and notice of every kind whatsoever. The failure of the Holder to exercise any of its rights under this Note in any particular instance will not constitu... | Label: Waivers |
f26cc0a0-45eb-418d-827d-0ad46b9c4da2 | Clause:
The amount of any Loss for which indemnification is provided under this Article 12 will be net of any amounts actually recovered by the applicable Service Provider Party or Customer Party (each, an “ Indemnitee ”) under third-party, non-captive insurance policies with respect to such Loss (less the cost to coll... | Label: Insurances |
051f571c-8e74-488f-9993-6bfb506817ec | Clause:
None of the terms and conditions of this Agreement shall survive the Closing, except Sections 6 , 7 , 8(g) , 8(h), 9, 10, 11, 12, 13, 14 and 15 .
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitr... | Label: Closings |
af648992-0348-4954-85f3-f817e7df631e | Clause:
The term of this Agreement shall commence on January 1, 2016 and, unless earlier terminated as provided in Section 6 below, shall terminate on January 1, 2019 (the “Current Term”); provided, however, that Sections 4 and 8 (and any enforcement or other procedural provisions hereof affecting Sections 4 and 8) her... | Label: Terms |
0fae292c-c090-4528-9757-3805210125e4 | Clause:
All notices, demands and requests which may be given or which are required to be given by any party to another, and any exercise of a right of termination provided by this Agreement, shall be in writing and shall be deemed effective: (a) on the date personally delivered to the intended recipient’s address below... | Label: Notices |
8b709b38-4ba0-4c2e-a42e-792a9a013c4e | Clause:
The Parent shall provide to the Administrative Agent promptly after the commencement thereof, notice of all actions, suits, and proceedings before any Governmental Authority, affecting the Parent, the Borrower or any other Subsidiary that could reasonably be expected to result in a Material Adverse Change.
Tas... | Label: Litigations |
5a37a772-0930-4f35-8857-ade2b990ebbf | Clause:
All decisions or interpretations made by the Committee with regard to any question arising under the Plan or this Agreement as provided by Section 3.1 of the Plan, shall be binding and conclusive on the Company and Knapper.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Ag... | Label: Interpretations |
b5781275-e978-447f-aaf7-e0a1a0fab84b | Clause:
The Company shall be entitled to deduct and withhold from the amounts payable under this Agreement such amounts as are required to be deducted and withheld under the Code and any other applicable tax laws. Any such deducted and withheld amount shall be treated as though it had been paid to the person in respect... | Label: Withholdings |
dd39cd97-b732-4330-a502-b792de5a1c72 | Clause:
The Borrower shall notify the Administrative Agent in writing of any prepayment hereunder, not later than 11:00 a.m., Houston time, one Business Day before the date of prepayment. Each such notice shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid. Each... | Label: Notices |
f5b54ef7-ef25-4423-bc55-630a5ce626dc | Clause:
The Company has the requisite power and authority to enter into and perform its obligations under this Agreement and to complete the Exchange, in accordance with the terms thereof. The execution and delivery of this Agreement by the Company and the consummation by the Company of the Exchange, have been duly aut... | Label: Authorizations |
fc7914a9-b38f-427d-b389-319a3ec7a786 | Clause:
(a) Interest and fees payable pursuant hereto shall be calculated on the basis of a 360-day year for the actual days elapsed, except that, with respect to ABR Loans the rate of interest on which is calculated on the basis of the Prime Rate, the interest thereon shall be calculated on the basis of a 365- (or 36... | Label: Fees |
139656a3-237b-4823-b5fc-945291fafff9 | Clause:
All representations and warranties set forth in the other Credit Documents were true and correct in all material respects at the time as of which such representations and warranties were made (or deemed made) and shall be true and correct in all material respects as of the Effective Date as if such representati... | Label: Representations |
5bdb40a8-9d04-42d6-8953-d8d303b67aca | Clause:
The Borrower will use the Letters of Credit from time to time issued hereunder, the proceeds of all Loans made on the Closing Date and the proceeds of all Revolving Credit Loans from time to time made pursuant to the Revolving Credit Commitments for the purposes set forth in the introductory statement to this A... | Label: Use Of Proceeds |
b4f5b7c2-4aae-4699-9e4f-dc4297ca0b47 | Clause:
By signing below, Executive represents and warrants that Executive: (a) has carefully read and understands the terms of this Agreement; (b) is entering into this Agreement knowingly, voluntarily and of Executive’s own free will; and (c) understands its terms and significance and intends to abide by its provisio... | Label: Representations |
8d1c61d0-a68d-4b6f-b620-5556b59314fa | Clause:
Notwithstanding any termination of this Agreement or Executive’s employment hereunder, Executive shall remain bound by the provisions of this Agreement which specifically relate to periods, activities or obligations upon or subsequent to the termination of Executive’s employment, including without limitation th... | Label: Survival |
d5ce5481-98ee-45ba-b43b-e16f8c8807af | Clause:
This Waiver shall be governed by and construed in accordance with the laws of the State of New York without regard to principles of conflicts of laws thereof other than Sections 5-1401 and 5-1402 of the General Obligations Law of the State of New York.
Task: Classify this clause into ONE of these types (exactl... | Label: Governing Laws |
3ac21a69-a6ff-4115-8471-a93fd9c6034f | Clause:
This Agreement, the Partnership Agreement and the Indemnification Agreement embody the complete agreement and understanding among the parties hereto with respect to the subject matter hereof and supersede and preempt any prior understandings, agreements or representations by or among the parties hereto, written... | Label: Entire Agreements |
ec2a30a4-8011-4b70-a40d-0d356e06de06 | Clause:
Each of the Credit Parties (a) is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization (to the extent applicable under such laws), (b) has the requisite power and authority and the legal right to own and operate all its property, to lease the property it o... | Label: Compliance With Laws |
d9832d50-118d-4984-8f9b-784ab1be6781 | Clause:
The execution, delivery and performance of this Agreement by the Company and the consummation by the Company of the transactions contemplated hereby will not: (i) result in a violation of the Certificate of Incorporation or By-laws; or (ii) conflict with or constitute a default (or an event which with notice or... | Label: No Conflicts |
b111f9df-dc57-45ea-8c89-cd7d77e6523d | Clause:
Evidence that all current and past due real property taxes, and any special assessments, levied or assessed against each Pledged Pool Property have been paid.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Appr... | Label: Taxes |
3afa88bc-7acd-44cf-9fd4-c9f7d347da3c | 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 |
b272d431-6355-46a5-b3f0-3e54f899e851 | Clause:
The execution, delivery and performance by the Company of the Transaction Documents and the offer, issuance and sale of the Shares require no consent of, action by or in respect of, or filing with, any Person, governmental body, agency, or official other than filings that have been made pursuant to applicable s... | Label: Consents |
49d7d382-e9aa-4350-9e97-e34215301f7f | Clause:
The Company and Employee may execute this Agreement in any number of counterpru1s, each of which shall be deemed to be an original but all of which shall constitute but one instrument. In proving this Agreement, it shall not be necessary to produce or account for more than one such counterpart.
Task: Classify ... | Label: Counterparts |
122a12a7-6814-4417-bcbb-cb4e7ff6d23a | Clause:
Individual participants in the Plan shall be those individuals who are participants under a participating company’s bonus income plan that has been designated by that participating company for participation in this Plan. Prior to December 31 of each Plan year, each eligible participant, if he or she wishes to d... | Label: Participations |
abdd4921-0c8b-4f77-9341-cca4d2e51401 | Clause:
By the issuance of a Letter of Credit (or an amendment to a Letter of Credit increasing the amount thereof) and without any further action on the part of any Issuing Bank or the Lenders, the Issuing Bank issuing the Letter of Credit hereby grants to each Lender, and each Lender hereby acquires from such Issuing... | Label: Participations |
311e8aa3-1239-49a4-a2b7-c783d5679a29 | Clause:
To the extent not governed by the federal laws of the United States of America, this Agreement shall be construed and enforced in accordance with the laws of the State of California. Any dispute between the parties hereto not relating to the enforcement of Section 10, 11 or 12 shall be settled by arbitration in... | Label: Governing Laws |
16422012-2ad1-4903-b0f6-de6c6089a1bb | Clause:
This Agreement and all controversies arising out of this Agreement shall be governed by, and construed and enforced in accordance with, the laws of the State of Texas, without giving effect to the principles of conflicts of laws that would apply the laws of any state other than the laws of the State of Texas.
... | Label: Governing Laws |
142d909f-cea9-44b1-82f8-0a03145cef4f | Clause:
The duties and obligations of Escrow Holder shall be determined solely by the express provisions of this Agreement and no implied duties or obligations shall be implied against Escrow Holder. Further, Escrow Holder shall be under no obligation to refer to any other document between or among Buyer and Seller re... | Label: Duties |
4ca806ce-cd88-4443-b475-b75e7b74d45f | Clause:
Borrower shall have delivered to Lender current financial statements for Borrower certified to be true, correct and complete. Said financial statements must be current within the last twelve (12) months.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendment... | Label: Financial Statements |
24c3dea7-62bc-446b-a2a2-4efd227ce428 | Clause:
All corporate actions required to be taken by the Buyer in order to authorize the Buyer to enter into this Agreement have been taken, and all corporate actions required to authorize the Buyer to purchase the Purchased Shares at the Closing have been taken or will be taken prior to the Closing. All corporate act... | Label: Authorizations |
4e7213df-2bee-4525-b848-895be7545464 | Clause:
Except as set forth on Schedule 3.1(g) , the capitalization of the Company immediately prior to each Closing is as set forth in the SEC Reports. All of the outstanding shares of capital stock of the Company are validly issued, fully paid and nonassessable, have been issued in compliance with all federal and sta... | Label: Capitalization |
fd80f77e-5f96-493e-83f4-90cbe147a985 | Clause:
Sections 11 (“No Conflict of Interest”), 12 (“Post-Termination Restrictions”), 13 (“Non-solicitation of Company’s Employees”), 14 (“Injunctive Relief”), 15 (“Agreement to Arbitrate”), 16 (“Successors”), 19 (“General Provisions”) and 21 (“Entire Agreement”) of this Agreement shall survive Executive’s employment ... | Label: Survival |
5cac7a48-2d3e-433b-9d80-74b9e60484b1 | Clause:
Executive shall receive an annual base salary of $425,000 (“ Base Salary ”) payable in accordance with the Company’s normal payroll practices and be subject to the usual, required withholdings. Executive’s Base Salary will be subject to review and any adjustments will be made based upon the Company’s normal per... | Label: Base Salary |
b8ac0279-47ea-449a-ad77-2537becbb542 | Clause:
If the transactions contemplated herein are not consummated, or following the occurrence of a Termination Date, if applicable, nothing herein shall be construed as a waiver by any Party of any or all of such Party’s rights, other than as provided in Section 17 of this Agreement, and the Parties expressly reser... | Label: Waivers |
022097f7-5330-42c4-8a38-c0261bf07d21 | Clause:
The validity, construction and effect of the Agreement shall be determined in accordance with the internal laws, and not the law of conflicts, of the State of Delaware.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable ... | Label: Governing Laws |
5a3d2af4-cc4f-4977-ae36-25b593522906 | Clause:
If any provision hereof should be held invalid, illegal or unenforceable in any respect in any jurisdiction, the Parties hereto will substitute, by mutual consent, valid provisions for such invalid, illegal or unenforceable provisions, which valid provisions in their economic effect are sufficiently similar to ... | Label: Severability |
245ec742-b2b5-42c8-9b33-d7e66958a68a | Clause:
Unless otherwise specifically provided for herein, all notices, demands or requests required or permitted under this Agreement to be given to the Company or Holder shall be given as set forth in the “Notices” section of the Purchase Agreement.
Task: Classify this clause into ONE of these types (exactly one lab... | Label: Notices |
a520b761-fa0f-4ed4-916f-5e188aac029c | Clause:
Each of the Lenders and each of the Issuing Lenders hereby irrevocably appoints the Administrative Agent as its 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 Agent b... | Label: Authority |
f4f3fb77-13e4-410b-a805-b94256e90b65 | Clause:
This amended policy shall become effective as of November 11, 2015.
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,... | Label: Effectiveness |
810acabf-d3c6-49f8-80bc-c06c65d81128 | Clause:
For the avoidance of doubt, Sections 3.1, 3.2, 4.4, 5, 6, 7, 8.16 and 10 of the Plan shall survive and continue to apply to Employee and the Company.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Ar... | Label: Survival |
799ab468-1d71-4989-bf51-de2351d47fc3 | Clause:
Any waiver by any party of any provision of this Indenture or any right, remedy or option hereunder shall only prevent and estop such party from thereafter enforcing such provision, right, remedy or option if such waiver is given in writing and only as to the specific instance and for the specific purpose for w... | Label: Waivers |
d25caae6-a21f-4e70-9534-da96e27830c9 | Clause:
EACH PARTY HERETO HEREBY 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 MORTGAGE, ANY OTHER LOAN DOCUMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY (WHETHER BASED ON CO... | Label: Waiver Of Jury Trials |
b02b5557-4817-46f0-a994-29b8b062b2e2 | Clause:
Neither Borrower nor Operating Lessee is a party to any agreement or instrument or subject to any restriction for which a default or violation by Borrower or Operating Lessee (as applicable) is reasonably likely to result in a Material Adverse Effect. Neither Borrower nor Operating Lessee is in default in any m... | Label: Agreements |
dcd282e1-9839-4dcf-a64e-eab8b5cdc1ba | Clause:
Capitalized terms contained but not defined in this Amendment shall have the meaning ascribed to such terms in the Purchase Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assi... | Label: Defined Terms |
7e7e99c1-d0fe-44a1-9ecb-b9dc16553b46 | Clause:
The individual officer executing this Lease on behalf of Lessee covenants and warrants to Lessor that he/she is duly authorized by Lessee so to do pursuant to all required corporate resolutions and approvals and that upon execution by such officer on behalf of Lessee, Lessee shall be fully bound by the terms he... | Label: Authority |
a2536c57-d619-4b4b-84a9-868d040b07a5 | Clause:
Except as described in Section 4.17 of the Disclosure Letter, there are no pending actions, suits or proceedings against or affecting the Company, its Subsidiaries or any of its or their properties; and no such actions, suits or proceedings have been threatened in writing or, to the Company’s Knowledge, orally.... | Label: Litigations |
d36cad81-c792-4e30-beb3-e03b11b6b402 | Clause:
If any term or provision hereof is held invalid, illegal or unenforceable in any respect under any applicable Law or as a matter of public policy, the validity, legality and enforceability of all other terms and provisions hereof shall not in any way be affected or impaired. If the final judgment of a court of... | Label: Severability |
d6407ba4-94dd-4f4e-a2eb-c89c41fcd80b | Clause:
EACH PARTY HERETO EXPRESSLY WAIVES THE RIGHT TO TRIAL BY JURY IN ANY LAWSUIT OR PROCEEDING RELATING TO OR ARISING IN ANY WAY FROM THIS AGREEMENT OR THE MATTERS CONTEMPLATED HEREBY.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws,... | Label: Waiver Of Jury Trials |
d5e697b3-4caf-4009-8364-6dec3c824c48 | Clause:
Company agrees that, except as limited by Company’s Certificate of Incorporation or By-Laws (as either or both may be amended from time to time), or applicable law, Company shall indemnify Employee (and promptly advance expenses as may be required) to the fullest extent permitted by applicable law in effect on ... | Label: Indemnifications |
20935d81-af06-4160-8e8a-79b4b14026d8 | Clause:
During the term of this Agreement, the Employee shall be entitled to sick leave and vacation consistent with the Employer's policy concerning sick leave and vacation.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable La... | Label: Vacations |
a998b240-ee46-4cbf-9e0b-d37c54bc441a | Clause:
As used herein, the capitalized term “Section” refers to a section hereof unless otherwise specifically provided herein. As used in this Lease, the terms “herein,” “hereof,” “hereto” and “hereunder” refer to this Lease and the term “include” and its derivatives are not limiting. Any reference herein to “any par... | Label: Interpretations |
3f78365a-58c8-49db-b91a-482cf155939c | Clause:
Whenever Members are required or permitted to take any action at a meeting, a written notice of the meeting shall be given which shall state the place, date and hour of the meeting, and, in the case of a special meeting of Members, the purpose or purposes for which the meeting is called. Unless otherwise requir... | Label: Notices |
b35bb924-d2f1-480d-90d7-185c24d54246 | Clause:
From time to time, as and when requested by any party hereto and at such requesting party’s expense, any other party shall execute and deliver, or cause to be executed and delivered, all such documents and instruments and shall take, or cause to be taken, all such further or other actions as the requesting part... | Label: Further Assurances |
f126d9f1-2f46-4a92-ab0f-82d1f245fe9d | Clause:
The Lenders shall have received the financial statements and opinion referred to in Section 4.1 , none of which shall demonstrate a material adverse change in the financial condition of the Borrower from the financial statements previously provided to the Lenders.
Task: Classify this clause into ONE of these t... | Label: Financial Statements |
06effb4d-c7c2-4c18-9bbf-191a415b7da2 | Clause:
The date, amount, interest rate, Interest Rate Option and duration of Interest Periods (if applicable) of each portion of the Loan made by each Lender to the Borrower, and each payment made on account of the principal thereof, shall be recorded by such Lender on its books and such entries shall be binding on th... | Label: Records |
2ed92b3b-ae5d-471c-9121-7335a075342a | Clause:
On the Assignment Date with respect to each Replacement Portfolio, the provisions set forth in Section 3.01(b) and Section 3.01(c) shall apply, as applicable, to each Replacement Mortgage Loan and the Replacement Portfolio, and Seller shall be deemed to have represented and warranted to the Purchaser with respe... | Label: Warranties |
2e2532de-20f7-4351-a81a-e55bb61cef8d | Clause:
The following shall be a default under this Note and shall entitle the Lender to all of the rights and remedies specified herein or otherwise available under applicable law or in equity: (i) any failure to make any payment due under this Note when due or upon the failure to comply with any other terms and provi... | Label: Remedies |
462f03d0-67e4-4f28-866e-33b202f84788 | Clause:
This Agreement (including the recitals and exhibits hereto), the agreements, documents and instruments to be executed and delivered pursuant hereto or referred to herein, are intended to embody the final, complete and exclusive agreement between the parties with respect to matters set forth herein and any relat... | Label: Entire Agreements |
adc27378-fc51-4b49-b181-4f42d9bcfed8 | Clause:
No authorization or approval or other action by, and no notice to or filing with, any governmental authority or regulatory body is required for the due execution and delivery by the Servicer of this Agreement and the other Transaction Documents to which it is a party and the performance of its obligations hereu... | Label: Authorizations |
85c1fb30-0915-4bf4-a294-09270f1990ad | Clause:
The Borrower agrees to pay on demand all reasonable out-of-pocket expenses of the Administrative Agent (including the reasonable fees and out-of-pocket expenses of counsel to the Administrative Agent) in connection with the negotiation, preparation, execution and delivery of this Amendment.
Task: Classify this... | Label: Expenses |
6d6b6235-5eb5-4642-a336-1e7aebfda942 | Clause:
During your employment with PNC and thereafter regardless of the reason for termination of such employment, you will not disclose or use in any way any confidential business or technical information or trade secret acquired in the course of such employment, all of which is the exclusive and valuable property of... | Label: Confidentiality |
d815fa03-612b-4860-ac7e-776d7708c5b3 | Clause:
The salary and benefits outlined in this Offer Letter are contingent upon your execution of the Confidentiality, Non-Solicitation and Non-Competition Agreement attached hereto as Exhibit A.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corrupt... | Label: Confidentiality |
dabbc2ea-206b-4f2b-8a08-019162f5835b | Clause:
The Shareholder shall use commercially reasonable efforts to cooperate with the Company, at the Company’s expense, in connection with the Company’s efforts to make any filings, notices, reports, consents, registrations, approvals, permits or authorizations required to be made with, or obtained from, any Governm... | Label: Cooperation |
bcdb2c9a-476c-47ed-a057-2ab8adfca90e | Clause:
This Letter of Credit Acknowledgment shall be governed in accordance with the laws of the State of New York [or local law if Acknowledgement would be unenforceable if governed by New York law] . This Letter of Credit Acknowledgment may be executed in one or more counterparts which taken together shall constitut... | Label: Governing Laws |
91174af6-775a-4b6b-88e7-629c913c2b73 | Clause:
Except as otherwise provided herein, if you terminate service with the Company prior to the end of the performance period , you will forfeit any Awarded Shares that otherwise be deliverable with respect to such period. scheduled to vest on that date..
Task: Classify this clause into ONE of these types (exactly... | Label: Forfeitures |
048ecb0d-88a0-4807-8a6b-45b3f06a7861 | Clause:
This Amendment shall be construed in accordance with and governed by the Law of the State of New York, without regard to such state’s conflict of laws rules.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Appro... | Label: Governing Laws |
7dd5cf84-73db-4182-a909-6a6749496fcf | Clause:
This Agreement, the Amended Credit Agreement and the other Loan Documents, the Consenting Lender Agreements and, when executed, the Joinder Agreements, constitute the entire agreement among the parties with respect to the subject matter hereof and thereof and supersede all other prior agreements and understandi... | Label: Entire Agreements |
74c1aa0b-e5b5-44fa-9e04-05302ea2c402 | Clause:
The Participant shall pay the Company any amount of taxes as may be necessary in the opinion of the Company to satisfy tax withholding required under the laws of any country, state, province, city or other jurisdiction, including but not limited to income taxes, capital gains taxes, transfer taxes, and social s... | Label: Withholdings |
72f9005e-7d73-4072-b515-943cbcb7bf2c | Clause:
The Consolidated balance sheet of the Company and its Subsidiaries as at December 31, 2015, and the related Consolidated statements of income and cash flows of the Company and its Subsidiaries for the financial year then ended, accompanied by an opinion of the Company’s auditors, copies of which have been furni... | Label: Financial Statements |
fb5b2c2f-c47a-4271-912a-65d45a283d82 | Clause:
Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties (whether by operation of law or otherwise) without the prior written consent of the other party; provided , however , that, without the consent of any party, each Vantage Seller shall be enti... | Label: Assignments |
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