id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
b20d2006-ec44-4cfd-af41-f2e9028ae834 | Clause:
The provisions of this Amendment shall apply to each Outstanding Award Agreement only to the extent that the underlying Award has not previously been exercised, paid, cancelled, forfeited, terminated, or expired. Except as expressly amended hereby, the terms and conditions of each Outstanding Award Agreement sh... | Label: Miscellaneous |
a5e633a8-ce01-43c9-a400-e382367fdc8e | Clause:
Any waiver, or failure to seek enforcement or remedy for any breach or suspected breach, of any provision of this Agreement by the Company or Executive in any instance shall not be deemed a waiver of such provision in the future.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustmen... | Label: Waivers |
5e59a4ca-3791-415d-9fd7-ebc3963bffe8 | Clause:
If at any time the Stockholder Representative shall incur out of pocket expenses in connection with the exercise of its duties hereunder, upon written notice to the Corporate Taxpayer from the Stockholder Representative of documented costs and expenses (including fees and disbursements of counsel and accountant... | Label: Expenses |
39ad7bde-624e-492e-8769-6a4f6cab7d1f | Clause:
The September 30, 2015 audited consolidated financial statements of Visa Inc. (which do not contain a “going concern” or like qualification or exception), heretofore delivered or otherwise made available to the Lenders, were prepared in accordance with generally accepted accounting principles in effect on the d... | Label: Financial Statements |
2a9a8cd8-2550-4e79-acdc-794cff866e52 | Clause:
This Agreement and each of the other Loan Documents (i) has been duly and validly executed and delivered by the Borrower, and (ii) constitutes, or will constitute, legal, valid and binding obligations of the Borrower, enforceable against the Borrower in accordance with its terms except to the extent enforceabil... | Label: Binding Effects |
f31c6f5e-f741-4662-afa1-49f270191873 | Clause:
During the Term of Employment, the Company will pay to you a base salary at the rate of not less than $500,000 per annum (the “Base Salary”), which the Company may increase, but not decrease. Base Salary will be paid in accordance with the customary payroll practices of the Company and shall be subject to payro... | Label: Base Salary |
b21fdc94-f00b-4b88-945a-450bbca0a67c | Clause:
By executing this Agreement, each Partner expressly agrees, at all times during the term of the Partnership and thereafter and whether or not at the time a Partner of the Partnership, to maintain the confidentiality of, and not to disclose to any person other than the Partnership, another Partner or a person de... | Label: Confidentiality |
3e259015-eba0-47cb-a607-10e9de03b267 | Clause:
The Executive’s employment hereunder shall be effective as of September 26, 2016 (the “ Effective Date ”) and shall continue until September 26, 2017, unless terminated earlier pursuant to Section 5 of this Agreement. The period during which the Executive is employed by the Company hereunder including any renew... | Label: Terms |
a3c9732a-d265-4016-9574-41901acab9cf | Clause:
The Parties agree (a) to furnish upon request to each other such further information, (b) to execute and deliver to each other such other documents, and (c) to do such other acts and things not inconsistent with this Agreement, all as the other Party may reasonably request for the purpose of carrying out the in... | Label: Further Assurances |
9ac64c09-c47d-4a07-9247-e070a2411aae | Clause:
Licensor warrants that it has the full right and authority to execute and perform pursuant to this Agreement. Licensee warrants that it has the full right and authority to execute and perform pursuant to this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreem... | Label: Authority |
76fd0728-e19d-4973-8ffa-9028a7be801e | Clause:
This Agreement may be executed in any number of counterparts, each such counterpart shall be deemed to be an original instrument, and all such counterparts together shall constitute but one agreement. Any such counterpart may contain one or more signature pages.
Task: Classify this clause into ONE of these typ... | Label: Counterparts |
0b34bd74-f308-4205-b12b-09247d85e5de | Clause:
Defined terms used in this Amendment shall have the meaning ascribed to them herein or in the Employment Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, A... | Label: Defined Terms |
35122e3a-c187-42fb-9b0e-45bf2e142b6f | Clause:
Any and all differences, controversies, claims or disputes of any nature whatsoever arising out of or relating to this Agreement, including the interpretation, application, execution, breach, termination or invalidity thereof (each, a “ Dispute ”), if not resolved through negotiations or voluntary mediation, mu... | Label: Litigations |
dd98b932-ba25-4bf9-b401-384e9cdb651b | Clause:
The total consideration payable by the Purchaser to or for the account of the Stockholder in consideration for the transactions contemplated hereby shall be a note in the form attached hereto as Exhibit C in the original principal amount of $1,500,000 (the " Note "). Following the Closing, the Purchaser shall ... | Label: Payments |
63719ff3-b83c-4b9e-ad14-8d515f54cdd2 | Clause:
The Executive represents and warrants to the Company that the execution, delivery and performance of this Agreement by the Executive does not conflict with, or result in the breach by the Executive or violation by the Executive of, any other agreement to which the Executive is a party or by which the Executive ... | Label: Representations |
acfb2970-1358-4697-9201-288110fbfd8f | Clause:
Each of the Lenders hereby irrevocably appoints the DIP Agent as its agent and authorizes the DIP Agent to take such actions on its behalf and to exercise such powers as are delegated to the DIP Agent by the terms hereof, together with such actions and powers as are reasonably incidental thereto.
Task: Classif... | Label: Powers |
8599e68e-84eb-499e-ab3c-efed9ae49149 | Clause:
This Agreement shall be deemed to be a contract under the Laws of the Commonwealth of Pennsylvania without regard to its conflict of laws principles. Each standby Letter of Credit issued under this Agreement shall be subject either to the rules of the Uniform Customs and Practice for Documentary Credits, as mos... | Label: Governing Laws |
65478604-1af2-4dd0-87f0-2e59ad18ba60 | Clause:
As compensation for Executive’s performance of Executive’s duties hereunder, for fiscal year 2015, Company shall pay to Executive an annualized base salary of $250,000, less required deductions for state and federal withholding tax, social security and all other employment taxes and payroll deductions, payable ... | Label: Base Salary |
e36c1a0c-27c8-48d9-abc0-6d7e882e4790 | Clause:
Effective as of the Closing, Buyer will become solely responsible for all insurance coverage and related risk of loss with respect to the Purchased Assets and the Business. Buyer acknowledges that all insurance coverage for the Purchased Assets and the Assumed Liabilities under policies of Seller and its Affil... | Label: Insurances |
2e59f288-317c-4cd0-97be-ffdc593b260f | Clause:
(a) The Borrower will, from time to time on being required to do so by the Facility Agent or the Hermes Agent, do or procure the doing of all such acts and/or execute or procure the execution of all such documents in a form reasonably satisfactory to the Facility Agent or the Hermes Agent (as the case may be) ... | Label: Further Assurances |
5abcfa56-a7d1-4aef-a617-f686859a8b0f | Clause:
Each Investor, on the one hand, and the Company, on the other hand, acknowledges and agrees that irreparable injury to the other Parties hereto would occur in the event any of the provisions of this Agreement were not performed in accordance with their specific terms or were otherwise breached and that such inj... | Label: Specific Performance |
2ab0a24d-dd61-4d69-bdf5-037e3ef68b5b | Clause:
This Lease may be executed in one or more duplicate counterparts, each of which shall when taken together be deemed to be a fully executed original.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arb... | Label: Counterparts |
9145a52d-1e16-4990-8d9d-f7522cb2cbed | Clause:
The term of the Lease of the Substitution Premises shall commence on the Substitution Premises Commencement Date and expire on the date that is 62 months thereafter (“Substitution Premises Term”).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-... | Label: Terms |
1d42e7de-b745-4295-bf0e-c738cd1d5bdb | Clause:
The Participant shall be required to pay to the Company or any Affiliate and the Company shall have the right and is hereby authorized to withhold from any payment due under this Agreement or under the Plan or from any compensation or other amount owing to the Participant the amount (in cash, Shares, other secu... | Label: Withholdings |
313603ea-50ad-43de-ac05-4006108562bd | Clause:
To the extent Executive meets the eligibility requirements for such arrangements, plans or programs, Executive shall be entitled to: (i) participate in such health (medical, hospital and/or dental) insurance (“ Medical and Health Benefits ”), retirement, life insurance, disability insurance, flexible benefits a... | Label: Vacations |
5248cba4-aa5e-412a-915b-14a6624cebe2 | Clause:
This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of Delaware applicable to contracts made and to be performed in such state without giving effect to its principles of conflicts of laws. The Company and Indemnitee hereby irrevocably and unconditionally: (a) ... | Label: Governing Laws |
45ae4e30-f092-4bcd-8f68-f3bd324cf8c8 | Clause:
The section and subsection headings contained in this Agreement are solely for the purpose of reference, are not part of the agreement of the parties and shall not in any way affect the meaning or interpretation of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustme... | Label: Interpretations |
83a4ea8d-01aa-4936-bd26-2a35a60b0049 | Clause:
This Agreement shall be binding upon the parties hereto and their successors and permitted assignees. This Agreement, and Beattie’s rights and obligations hereunder, may not be assigned by the parties, nor may the parties pledge, encumber or anticipate any payments or benefits due hereunder, by operation of law... | Label: Assignments |
374cf5db-910a-4c57-93a4-63e026681254 | Clause:
Any action at law, suit in equity or judicial proceeding arising directly, indirectly, or otherwise in connection with, out of, related to or from this Agreement, or any provision hereof, that is not required to be submitted to arbitration pursuant to section 7(a) shall be litigated only in the courts of the St... | Label: Venues |
67626cd9-595f-45ee-bab4-3f29b2cd1512 | Clause:
The Borrower will not, and will not permit any Restricted Subsidiary to, enter into or be a party to any transaction or arrangement with any Affiliate (excluding any Restricted Subsidiary, but including any Unrestricted Subsidiary or any other Affiliate) (an “ Applicable Affiliate ”) (including, without limitat... | Label: Transactions With Affiliates |
209f0dbf-2e46-4cd2-ad73-6646a59e1854 | Clause:
A failure by any party to assert its rights under this Agreement shall not be deemed a waiver of such rights, nor shall any waiver be implied from any act or omission. No waiver by a party with respect to any right shall extend its effect to any subsequent breach of the terms hereof of like or different kind un... | Label: No Waivers |
a3672a1b-4b2d-4d70-a005-189645244806 | Clause:
The headings of the various provisions of this Agreement are inserted for convenience of reference only and shall not affect the meaning or construction of any provision.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicabl... | Label: Headings |
f5e7b5a6-ea78-4bb9-89de-e540b9c8be58 | Clause:
Borrower agrees to indemnify Lender from and against any and all claims, losses and liabilities, including, without limitation, reasonable attorneys’ fees, growing out of or resulting from this Agreement (including without limitation enforcement of this Agreement), except claims, losses or liabilities resulting... | Label: Indemnifications |
930c5f8c-7b3e-4455-8312-3fbe1972289f | Clause:
NCAP is a Nevada Corporation, duly formed, validly existing and in good standing under the laws of the state of Nevada.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assign... | Label: Existence |
f5151aba-35c8-4d8c-849f-2ad38cc145ab | Clause:
This Agreement may be executed in multiple counterparts (any one of which need not contain the signatures of more than one Party), each of which will be deemed to be an original but all of which taken together will constitute one and the same agreement. This Agreement, and any amendments hereto, to the extent s... | Label: Counterparts |
0a0e2c58-c4ec-4e32-b615-09f87b708ef5 | Clause:
No waiver by any party hereto of any failure or refusal by any other party hereto to comply with its obligations hereunder shall not be deemed a waiver of any other or subsequent failure or refusal to so comply. Any party hereto may waive compliance by any other party, the other with respect to any of the other... | Label: Waivers |
fdc957d9-8bc4-46e5-994b-c63036dd1bbb | Clause:
During Employee’s employment with the Company or the Affiliated Companies, whether during the Term of this Agreement or outside of this Agreement, and after the termination of such employment for any reason, whether voluntary or involuntary, Employee shall not, without the prior written consent of the Chief Leg... | Label: Confidentiality |
c7d9e1d2-3799-4628-a66e-15e800e2b53a | Clause:
Mr. Schultz’s appointment and service as President and CEO will end on May 12, 2016, the date the successor President and CEO of the Bank commences employment with the Bank. From May 12, 2016 until his retirement on May 31, 2016, Mr. Schultz will be employed as a non-executive employee of the Bank. Notwithstand... | Label: Terms |
6f925c33-92a2-49bf-8b74-9aaa3db896c4 | Clause:
The Executive agrees that the covenants contained in Sections 5 through 8 of this Agreement are of the essence of this Agreement; that each of the covenants is reasonable and necessary to protect the business, interests and properties of the Employer, and that irreparable loss and damage will be suffered by the... | Label: Remedies |
2b7d7c03-84d4-403a-b6c9-ac008b8e4bdb | Clause:
Capitalized terms used in this Agreement and not otherwise defined herein shall have the meanings assigned thereto in the Participation Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbit... | Label: Definitions |
0536bb84-8df2-476f-8100-a400b84291a8 | Clause:
To reasonably cooperate with the Purchaser, at no out-of-pocket cost or expense to the Seller, with respect to all matters related to this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Ar... | Label: Cooperation |
116128c0-4ba7-4d78-8fcf-6b27459f6ae8 | Clause:
The Plan Administrator shall serve without bond (except as otherwise required by federal law) and without compensation for his, her or its service as such; but all expenses incurred in the administration of the Plan and the Trust shall be paid by the Trust pursuant to Section 6.03 except to the extent paid by t... | Label: Expenses |
0413cab3-ac78-4d1d-8a12-a1adf7ad69fb | Clause:
Article and paragraph headings are for reference only and shall not affect the interpretation or meaning of any 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, Arbitratio... | Label: Headings |
4efe88b7-5cc1-441e-aad3-756a798edd01 | Clause:
For services performed by the President pursuant to this Agreement, the Company shall pay the President a base salary of Two Hundred Fifty Thousand Dollars ($250,000.00) per annum, payable in accordance with the Company’s regular payroll practice subject to any applicable tax and payroll deductions (the “ Base ... | Label: Base Salary |
a461b30b-80ff-4f92-a27d-bd6c508014fe | Clause:
The provisions of the following Sections of this Agreement shall survive Closing and shall not be merged into the execution and delivery of the Deed: 3.1; the last paragraph of Section 4.2; 4.5; 5.3; 5.6; 8.1; 9.3; 10.1; 10.8; 10.12; 10.15; 10.16; 10.22; 10.23; 10.24; 10.25 and 10.28.
Task: Classify this claus... | Label: Survival |
26408903-6c35-4e4e-afc7-81c5e2d2e861 | Clause:
Borrower shall not wind up, liquidate, or dissolve itself, be a party to any merger or consolidation, or purchase or otherwise acquire all or substantially all of the assets or any stock of any class of, or any partnership or joint venture interest in, any other Person, except that any Subsidiary may be merged ... | Label: Sales |
fe7b5ebb-6bb7-4175-a3b7-6e9c424651f5 | Clause:
This Agreement shall be governed by the internal law, and not the law of conflicts, of the State of _________.
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: Governing Laws |
280619e4-a4aa-479c-aaa6-f8cb2a2ca635 | Clause:
The Performance Units are subject to a vesting requirement (in addition to the performance requirement described in Appendix I). The Performance Units earned as described in Appendix I shall become vested on the distribution date of the Award following the end of the Performance Period (the “ Vesting Date ”), p... | Label: Vesting |
d537ab60-a25f-42c8-820d-405fa4d20b3e | Clause:
The occurrence of any of the following events: (a) any Loan Party or ERISA Affiliate fails to make full payment when due of all amounts which any Loan Party or ERISA Affiliate is required to pay as contributions, installments, or otherwise to or with respect to a Pension Plan or Multiemployer Plan, and such fai... | Label: Erisa |
6a45c936-943c-42fa-9398-a0417378cce1 | Clause:
No Holder may participate in any registration hereunder unless such Holder: (i) cooperates with the Company as reasonably requested by the Company in connection with the preparation of the Registration Statement, and for so long as the Company is obligated to file and keep effective the Registration Statement, ... | Label: Cooperation |
65d38fc6-f002-4764-8618-ff61a9f1a6fd | Clause:
All capitalized terms used and not otherwise defined herein shall have the respective meanings specified for such terms in the Distribution Agreement or in the APA.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws... | Label: Terms |
65f42f40-510f-47e1-943c-d8eebbac6bbf | Clause:
This Agreement will be governed under the internal laws of the state of Illinois without regard to principles of conflicts of laws. Executive agrees that the state and federal courts located in the state of Illinois will have exclusive jurisdiction in any action, lawsuit or proceeding based on or arising out of... | Label: Governing Laws |
a89e7a22-797b-41dc-b735-f3d331cd6e7a | Clause:
The Company will, and will cause each of its Subsidiaries to, do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence and the rights, qualifications, licenses, permits, privileges, franchises, governmental authorizations and intellectual property righ... | Label: Existence |
909b806c-723b-43b8-9d50-eaa463a6f7f1 | Clause:
(a) Upon the occurrence of an Event of Default and during the continuation thereof, all or any one or more of the rights, powers, privileges and other remedies available to Lender against Borrower under this Agreement or any of the other Loan Documents executed and delivered by, or applicable to, Borrower or at... | Label: Remedies |
c9b7d6a5-fb59-4f30-a371-6d5147c2528d | Clause:
During the Employment Term, the Executive shall be entitled to four weeks of paid vacation days per calendar year (prorated for partial years) in accordance with the Company’s vacation policies, as in effect from time to time.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments,... | Label: Vacations |
e0ea5ab0-b1e2-4230-bd68-a266c07706dc | Clause:
The Borrower and its Subsidiaries, taken as a whole, are, and after giving effect to the financing transactions referred to herein will be and will continue to be, Solvent.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applica... | Label: Solvency |
ad77a050-dee4-448b-bbcc-ccc48729a45d | Clause:
Any notice provided for in this Agreement must be in writing and must be either personally delivered, transmitted via telecopier, mailed by first class mail (postage prepaid and return receipt requested) or sent by reputable overnight courier service (charges prepaid) to the recipient at the address below indic... | Label: Notices |
001b1f08-f736-44a9-8f30-72752d913694 | Clause:
THIS AGREEMENT SHALL BE GOVERNED, CONSTRUED AND ENFORCED IN ACCORDANCE WITH THE LAWS OF THE STATE OF DELAWARE, WITHOUT GIVING EFFECT TO ANY CONFLICT OR CHOICE OF LAW PROVISION THAT WOULD RESULT IN THE IMPOSITION OF ANOTHER JURISDICTION’S LAW, AND THE APPLICABLE PROVISIONS OF THE BANKRUPTCY CODE. THE LAWS OF THE... | Label: Governing Laws |
727c8c23-14ba-401c-8b63-fa9b6a4d5bcf | Clause:
This Assignment (including the recitals to this Assignment which are incorporated herein), and the Agreement set forth the entire understanding and agreement of the parties hereto, and shall supersede any other agreements and understandings (written or oral) between Assignor and Assignee on or prior to the date... | Label: Entire Agreements |
aa3ba187-3799-45fc-aa8c-0b81f7472e68 | Clause:
The Borrower will maintain in effect and enforce policies and procedures designed to promote and achieve compliance by the Borrower, its Subsidiaries and their respective directors, officers, employees and agents with Anti-Corruption Laws and applicable Sanctions.
Task: Classify this clause into ONE of these t... | Label: Sanctions |
df170d17-b357-42fd-b17c-081e9f2b7eca | Clause:
GSK and the Company each agree and acknowledge that a portion of the Shares purchased hereunder are being purchased pursuant to Section 2.1(d)(ii) of the Governance Agreement for the October 1 to December 31, 2015 period and that execution and delivery of this Agreement shall be deemed as adequate and timely no... | Label: Miscellaneous |
a72da602-5365-4f84-87e2-db0644d81768 | Clause:
The Company shall reimburse the Purchaser for any reasonable expenses incurred by the Purchaser Designee in connection with performing his or her duties as a member of the Board, any committee of the Board or any subcommittee of any such committee, in the same manner as, and to the extent that, the Other Member... | Label: Indemnifications |
074cc862-0c29-43f0-b618-62fea1f6f1f2 | Clause:
No specific provision contained in this Certificate of Designation shall limit or modify any more general provision contained herein. This Certificate of Designation shall be deemed to be jointly drafted by the Company and all initial holder of the Series A Preferred Stock and shall not be construed against any... | Label: Construction |
0265cea7-6481-45de-bc37-2a921dae4340 | Clause:
(a) Borrower shall pay interest to Lender on the outstanding balance of the Loan at the Loan Rate. All computations of interest shall be made by Lender on the basis of a 360-day year, in each case for the actual number of days occurring in the period for which such interest or fee is payable. In no event will L... | Label: Interests |
e38b9693-57bb-497c-b185-80f380c36497 | Clause:
The Administrative Agent shall have received unaudited Consolidated balance sheet of the Borrower and its Subsidiaries as of October 4, 2015 and related unaudited interim statements of income and retained earnings.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements,... | Label: Financial Statements |
9379c0fe-db81-480e-b237-0268b328b76d | Clause:
The terms and provisions of Exhibit A hereto are incorporated herein as if fully set forth herein.
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, Authori... | Label: Arbitration |
c430e52d-cb50-4da6-a20c-21218fccb1d1 | Clause:
Any payments to be made or benefits to be provided by the Company or any affiliate thereof pursuant to this Article III or any other provision hereof which requires receipt of a release from Executive, shall be subject to the Company's receipt from Executive of an effective general release and agreement not to ... | Label: Releases |
ad8badff-f202-4bc2-92bf-f608caf7e585 | Clause:
The provisions of this Agreement that contemplate performance after the Closing and the obligations of the parties not fully performed at the Closing shall survive the Closing and shall not be deemed to be merged into or waived by the instruments of Closing.
Task: Classify this clause into ONE of these types (... | Label: Survival |
e983b920-9699-4016-b5b8-eeeecee93bb6 | Clause:
The Company and the Participant shall comply with all federal and state laws and regulations respecting the required withholding, deposit and payment of any income, employment or other taxes relating to the Award (including Dividend Equivalents). The Company shall withhold the employer’s minimum statutory withh... | Label: Withholdings |
5969c744-593a-4645-b73e-44014ba0cc6c | Clause:
Each Loan Party will, and will cause each of its Material Subsidiaries to, do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence and the rights, licenses, permits, privileges and franchises material to the conduct of its business; provided that (i) ... | Label: Existence |
1c7a87f0-ec9b-459b-bd8c-35fe9c44639a | Clause:
Any term or provision of this Guarantee or any other Credit Document to the contrary notwithstanding, the Guarantor will execute any and all further documents, financing statements, registrations, agreements and instruments, and take all such further actions (including the filing and recording of financing stat... | Label: Further Assurances |
b35c5531-6f3b-4ef2-861b-0d63bc002e1c | Clause:
This Amendment shall in all respects be subject to, and governed by, the laws of the Province of Alberta without giving effect to its conflict of laws principles.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, ... | Label: Governing Laws |
1a26be5d-8af8-4956-b6d3-c1ca5189a781 | Clause:
The Borrower shall, and shall cause each other Credit Party to, promptly upon request by the Administrative Agent, or the Required Lenders through the Administrative Agent, (a) correct any material defect or error that may be discovered in any Loan Document or in the execution, acknowledgment, filing or recorda... | Label: Further Assurances |
79001b1d-300f-40fe-b78c-d8e13b0b629f | Clause:
No remedy conferred upon either party by this Agreement is intended to be exclusive of any other remedy, and each and every such remedy shall be cumulative and shall be in addition to any other remedy given hereunder or now or hereafter existing at law or in equity. No delay or omission by either party in exerc... | Label: No Waivers |
beb4aabd-f249-447e-a947-5bbb2fe8d0bf | Clause:
The Company has in full force and effect insurance policies, with extended coverage, insuring the Company and its property and business against such losses and risks, and in such amounts, as are customary for corporations engaged in a similar business and similarly situated and as otherwise may be required purs... | Label: Insurances |
2b8e1e87-f59a-43e4-b29c-5471763440d7 | Clause:
Except as would not reasonably be expected to have a Material Adverse Effect or as set forth in Schedule 2.28 , (a) the Company and each of its Subsidiaries owns, or possesses adequate rights to use, all Intellectual Property that are used or held for use in or are otherwise reasonably necessary for the presen... | Label: Intellectual Property |
7cbbbd0e-ab40-4017-b643-8bca2006928c | Clause:
This Contract shall be governed by the Federal laws of the United States of America and the state laws of California, excluding conflict of law rules that dictate the application of laws in other jurisdictions.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Ame... | Label: Governing Laws |
d5854829-3529-475a-bcf3-2d2ed9cfc319 | Clause:
The Borrowers shall pay to Agent the fees set forth in the Fee Letters in the amounts and on the dates set forth therein which fees shall be fully earned and non-refundable when paid.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption La... | Label: Fees |
3b817d32-40e1-4331-876e-ab446d29af8f | Clause:
Schedule 3.6 annexed hereto sets forth the name and jurisdiction of organization of each Subsidiary of the Borrower as of the Closing Date and, as to each such Subsidiary, the percentage of each class of Capital Stock owned by any Loan Party as of the Closing Date, and (b) as of the Closing Date, there are no o... | Label: Subsidiaries |
4877d790-6064-4014-8051-cd6d562235b0 | Clause:
No notice to, filing with, or authorization, registration, consent or approval of any Governmental Authority is necessary for the execution, delivery or performance of this Agreement or the consummation of the transactions contemplated by the Transaction Documents by Buyer, except for (a) filings, permits, auth... | Label: Consents |
ac989c87-11c6-4839-9a56-52a349fef691 | Clause:
Comply in all material respects with its Organization Documents and the requirements of all Laws and all orders, writs, injunctions and decrees of any Governmental Authority applicable to it or to its business or property (including without limitation ERISA and Sanctions Laws and Regulations, OFAC and FCPA), ex... | Label: Compliance With Laws |
f8efe9c7-87eb-49b9-97cf-9e6ca9600bd3 | Clause:
The Partnership shall be dissolved upon (i) an Event of Bankruptcy as to the General Partner or the dissolution or withdrawal of the General Partner (unless within ninety (90) days thereafter Limited Partners holding more than fifty percent (50%) of the Limited Partnership Interests in the Partnership elect to ... | Label: Terminations |
1516bfb9-9523-4d27-848b-d2732c939000 | Clause:
Schedule 1(b)(i) sets forth as of the Closing Date a complete and accurate list of all Patents, Trademarks and Copyrights registered with the United States Patent and Trademark Office or United States Copyright Office, as applicable, and all applications therefor, held by each of the Obligors.
Task: Classify t... | Label: Intellectual Property |
b636e1fc-9769-44e4-9219-ddf880c7719c | Clause:
To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank (except that t... | Label: Amendments |
ecfaa61b-ca79-441f-8877-ec8772175257 | Clause:
Section headings and the Table of Contents used herein are for convenience of reference only, are not part of this Guaranty and are not to affect the construction of, or to be taken into consideration in interpreting, this Guaranty.
Task: Classify this clause into ONE of these types (exactly one label):
Adjust... | Label: Headings |
465a8dae-1663-4372-b4ad-78a827660f1b | Clause:
This Agreement and the Employment Agreement contain the entire understanding and agreement between the Company and the Grantee concerning the Market Stock Units granted hereby, and supersede any prior or contemporaneous negotiations and understandings. The Company and the Grantee have made no promises, agreeme... | Label: Entire Agreements |
10223036-f321-42ab-836b-f63ea3577e47 | Clause:
This Change in Control Agreement, together with the Offer Letter, and Retention Agreement dated January 1, 2016, as amended, contain the entire agreement between you and the Company concerning your employment with the Company, and supersede any previous agreements or understandings, whether written or oral. The... | Label: Miscellaneous |
c6a32231-f3fc-4f53-8772-57654b7ebeee | Clause:
Nothing in this Agreement should in any way be deemed (i) a waiver of the Specified Defaults or any Other Default or any term or provision of the Notes or (ii) an agreement to forbear from exercising any rights or remedies with respect to the Specified Defaults (except as expressly set forth herein) or any Othe... | Label: No Waivers |
7d370fe6-fb45-4b19-9c0d-894b0cd4a7d7 | Clause:
Notwithstanding any other provision hereof to the contrary, no sale or other disposition of an interest in the Company may be made except in compliance with all federal, state and other applicable laws, including federal and state securities laws. Nothing in this Section 7.5 shall be construed to limit or othe... | Label: Compliance With Laws |
f9b0c8cc-9771-4148-a2b6-e652d4ac6b90 | 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 Holdings, the Borrower or any of their Affiliates or Subsidiaries) (each, a “ Participant ”) in all or a portion of such Lender’s rights a... | Label: Participations |
8247ec76-e597-4336-b3fd-dda935434428 | Clause:
The headings of the sections of this Agreement are for convenience only and are not binding on any interpretation 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: Construction |
ae56ed42-58e0-4a69-b7c0-658ac8355c38 | Clause:
The Company will employ Executive as its [ ] reporting to [the Company’s Chief Executive Officer (“ CEO ”) and] its Board of Directors (the “ Board ”), and Executive accepts employment to serve in this capacity, all upon the terms and conditions in this Agreement. Executive will have those duties and respon... | Label: General |
1a1f759d-5970-437e-873e-6f107e168c1b | Clause:
No provision of this Agreement may be modified, waived or discharged unless such waiver, modification or discharge is agreed to in writing signed by the Executive and such other officer of the Company as may be specifically designated by the Board. No waiver by either party hereto at any time of any breach by t... | Label: Miscellaneous |
d06e93c4-fdee-4661-82a6-a8f5c38185b0 | Clause:
The Loan Parties shall execute such UCC‑1 or PPSA financing statements as are required by the UCC or the PPSA, as applicable and such other instruments, assignments or documents as are necessary to perfect the Agent’s Lien upon any of the Collateral and shall take such other action as may be required to perfect... | Label: Further Assurances |
63e040fb-83c9-4e8d-a70e-33930c550a43 | Clause:
Should any provision of this Agreement be held unenforceable or invalid under the Laws of the United States of America or the State of Indiana, or under any other applicable Laws of any other jurisdiction, then the Parties agree that such provision shall be deemed reformed and modified for purposes of performan... | Label: Severability |
d9c79a52-e40f-417e-8135-319905227570 | Clause:
This Agreement constitutes an amendment and restatement of the Existing Credit Agreement, effective from and after the Closing Date. The execution and delivery of this Agreement shall not constitute a novation of any indebtedness or other obligations owing to the Lenders or the Administrative Agent under the Ex... | Label: Amendments |
828ebdbb-f2b2-456e-b3e2-2fced2b2d552 | 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, and the Parties expressly reserve any and all of their respective rights. The Parties ac... | Label: No Waivers |
daf6f0d8-a2b7-4097-ab8f-f4ec10618ddb | Clause:
Each Loan Party and each Subsidiary thereof is in compliance in all material respects with the requirements of all Laws and all orders, writs, injunctions and decrees applicable to it or to its properties, except in such instances in which (a) such requirement of Law or order, writ, injunction or decree is bein... | Label: Compliance With Laws |
e82f0137-a502-4693-816c-af08d15f97e7 | Clause:
The parties agree that at the Closing, each of the Prior Agreements shall be terminated automatically without any further action by either party, provided, that, all provisions of each of the Prior Agreements that expressly or by their nature provide for rights, obligations, or remedies that extend beyond termi... | Label: Terminations |
fb9b1afd-d5b5-4de1-a943-9340ed6cc30b | Clause:
All notices, requests, consents and other communications under this Agreement shall be in writing and shall be delivered by hand, sent by fax, or nationally recognized overnight courier or mailed by first class certified or registered mail, return receipt requested, postage prepaid to the address of each party ... | Label: Notices |
Subsets and Splits
No community queries yet
The top public SQL queries from the community will appear here once available.