id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
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|---|---|---|
4c0ad9e6-f691-4e85-be45-49e2579c3431 | Clause:
In case any provision in or obligation hereunder shall be invalid, illegal or unenforceable in any jurisdiction, the validity, legality and enforceability of the remaining provisions or obligations, or such provisions or obligations in any other jurisdiction, shall not in any way be affected or impaired thereby... | Label: Severability |
c142047e-5bbc-40b4-906d-96b3541bacb1 | Clause:
The following terms apply only to this Article XI.
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, Binding Effects,... | Label: Definitions |
57c94476-3669-4bfb-9e5a-0f4553722211 | Clause:
The headings of Sections and subsections are for ease of reference only and shall not be construed to limit or modify the detailed provisions hereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Ar... | Label: Headings |
9165888f-cb5f-430a-af95-84b050bf8fc5 | Clause:
Except as otherwise provided in this Guaranty, all notices and other communications provided for hereunder shall be in writing or by facsimile and addressed, delivered or transmitted to the appropriate party at the address or facsimile number of (a) each Guarantor, as specified on the signature pages of this Gu... | Label: Notices |
fdd0829e-22d6-49fa-ba36-be0e1a3e32fe | Clause:
During the Term, the Executive shall be entitled to such amount of vacation which is available generally to other senior executives of the Company.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbi... | Label: Vacations |
36a44509-f200-49d1-be64-8eb92aefefe9 | Clause:
The execution and delivery of this Guaranty by Guarantor, and the performance of transactions contemplated hereunder do not and will not (i) conflict with or violate any Legal Requirements or any governmental statutes, laws, rules, orders, regulations, ordinances, judgments, decrees and injunctions of Governmen... | Label: No Conflicts |
7df2fd9a-6876-4294-a719-5b3a63fe2734 | Clause:
The Borrower shall, on demand, indemnify the Bank against any Breakage Costs and any and all other costs, losses, expenses or liabilities sustained or incurred by the Bank (“Special Costs”) as a result of (i) the Loan not being made for any reason, including, without limitation, non-fulfillment of any of the co... | Label: Indemnity |
bc7b6cf8-74dd-4672-8448-f3f44a3b0492 | Clause:
The headings of this Limited Waiver are for purposes of reference only and shall not limit or otherwise affect the meaning hereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignme... | Label: Headings |
a01ef2b2-c1e0-4877-a627-0f99b58f12f5 | Clause:
All representations and warranties made hereunder and in any document, certificate or statement delivered pursuant hereto or in connection herewith shall survive the execution and delivery of this Deed of Trust and the advance of any amounts or credit facilities in connection with the Pledge Agreement.
Task: C... | Label: Warranties |
643d3232-b8f0-464e-9814-8a68832970f4 | Clause:
No party may assign its rights or delegate its obligations under this Agreement to any Person without the prior written consent of the other party; provided , however , that SEACOR shall be entitled to assign this Agreement to any Subsidiary of SEACOR without obtaining the consent of Marine. Any attempted or pu... | Label: Assignments |
611ade61-b041-48ba-b02e-7be26c5a25d8 | Clause:
This Agreement has been executed and delivered by PEAK6 and constitutes the valid and binding obligations of PEAK6 enforceable in accordance with its terms, except as the enforceability thereof may be subject to bankruptcy, insolvency, moratorium and other laws affecting the rights and remedies of creditors and... | Label: Authority |
a98f07b5-20b1-4d8a-8d2e-a7c84dde49fb | Clause:
This Agreement sets forth the entire agreement of the parties with respect to the subject matter hereof, and supersedes any previous oral or written communications, representations, understandings, contracts or agreements between them. Any modification of this Agreement shall be effective only if set forth in ... | Label: Modifications |
7cbcc305-35b3-4c15-8d33-1ebec7eac13e | Clause:
Such Purchaser has all requisite power to execute and deliver this Agreement and to carry out and perform its obligations under the terms of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approv... | Label: Powers |
826b089b-b475-4be6-9278-d48654de1bf4 | Clause:
This Fourth Amendatory Agreement and the Loan Agreement, as amended hereby, constitute the legal, valid and binding obligations of the Security Parties and are enforceable against the Security Parties in accordance with their terms, except as enforceability is limited by bankruptcy, insolvency, reorganization, ... | Label: Enforceability |
6e2bfe5a-5a95-4a86-9661-49a95c0052a4 | Clause:
At all times during which structural construction, repairs or alterations are being made with respect to any Improvements, and only if the property or liability coverage forms do not otherwise apply, (A) commercial general liability and umbrella liability insurance covering claims related to the construction, r... | Label: Construction |
fe9ac72c-bf75-4065-94bd-9b19c311f05c | Clause:
This Agreement may be executed in any number of counterparts (including by facsimile), each of which when so executed and delivered will be deemed an original, but all such counterparts together will constitute but one and the same instrument. The parties hereto may sign this Agreement and any Collateral Trust ... | Label: Counterparts |
8f1bfa6d-cc17-47f2-8258-3bf762452f57 | Clause:
Borrower and each Subsidiary have good and marketable title to or valid leasehold interests in their respective properties and assets, real and personal, including the properties, assets and leasehold interests reflected in the financial statements described in Section 7.2 , and none of the properties, assets o... | Label: Liens |
4df2be23-0eaf-428f-803c-184c2e8c5daf | Clause:
Subject to the terms and conditions of this Agreement, upon request of Parent, each Covered Stockholder shall execute and deliver such additional documents and take all such further action as may be reasonably necessary or appropriate to fulfill such Covered Stockholder’s obligations under this Agreement. With... | Label: Further Assurances |
fc37d495-b100-4719-88ae-fc93b892a861 | Clause:
(a) Wherever pursuant to this Agreement (i) Indemnitee exercises any right given to it to approve or disapprove, (ii) any arrangement or term is to be satisfactory to Indemnitee, or (iii) any other decision or determination is to be made by Indemnitee, the decision of Indemnitee to approve or disapprove, all d... | Label: Miscellaneous |
4cae28a1-2721-4afe-ae80-33128bf227ac | Clause:
If any clause or provision of this Agreement is illegal, invalid or unenforceable under applicable present or future laws, it is the intention of the parties that the remainder of this Agreement shall not be affected, and in lieu of any such clause or provision, there be added as a part hereof a substitute clau... | Label: Severability |
606485f3-29f2-4d35-8e12-b24143b639a8 | Clause:
Each Pledgor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Pledgor and without notice to or further assent by any Pledgor, (a) any demand for payment of any of the Secured Obligations made by the Collateral Trustee or any other Secured Party may be rescinde... | Label: Amendments |
49328d2b-5afe-4a4d-906d-099219352671 | Clause:
Each Loan Party will, and will cause each Subsidiary to, maintain with financially sound and reputable carriers having a financial strength rating of at least A- by A.M. Best Company (a) insurance in such amounts (with no greater risk retention) and against such risks (including loss or damage by fire and loss ... | Label: Insurances |
6ba70058-df3c-4833-88e4-3502c015dc8a | Clause:
In order to eliminate any possibility that any past conditions, acts, omissions, events, circumstances or matters might impair or otherwise adversely affect any of the rights, interests, contracts, collateral security or remedies of the Consenting Senior Note Holders, upon the Closing Date Emergent unconditiona... | Label: Releases |
89315a73-cd0c-4eb2-990f-e8f73d1a7d3b | Clause:
This Agreement (including the Exhibits and Schedules hereto) constitutes the entire and final agreement of the Parties with respect to the subject matter hereof, and may not be changed or modified except by an agreement in writing signed by the Parties. Owner and User hereby agree that all prior or contemporane... | Label: Entire Agreements |
4989c621-8664-4ca8-9f2e-936037f17834 | Clause:
This Agreement shall be construed in accordance with and governed by the substantive laws of the Commonwealth of Massachusetts without regard to conflict of law provisions.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applica... | Label: Governing Laws |
e7eb8875-15b9-4b77-8a4f-c0982d262966 | Clause:
Borrower has filed all tax returns that it is required to file, and has paid all Taxes shown on said returns as well as all Taxes shown on all assessments received by it to the extent that such Taxes are not being Properly Contested; and Borrower is not subject to any tax Liens and has not received any notice o... | Label: Taxes |
33a43555-51e7-49fd-9fff-9a298e3d8ac5 | Clause:
The Borrower shall pay accrued interest to the Lender in cash on a quarterly basis. Interest payments will made on or prior to the 30 th day following the end of each calendar quarter in which interest accrued. The Balance of this Note shall, on the Maturity Date, be payable in cash. All payments on account ... | Label: Payments |
976cfecc-fb99-493d-aa9e-aa3ab2157b22 | Clause:
EACH OF THE SUBSIDIARY GUARANTORS, THE ADMINISTRATIVE AGENT AND THE LENDERS HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY.
Task: Classi... | Label: Waiver Of Jury Trials |
9984f8f2-1bee-4efc-b81d-cf40c2ccbdda | Clause:
Except as provided otherwise in Section 5.3, if any controversy, claim or dispute arises out of or in any way relates to this Agreement, the alleged breach thereof, Executive’s employment with the Company or termination therefrom, including without limitation, any and all claims for employment discrimination or... | Label: Arbitration |
50eadb33-d1d7-4496-be3a-0c764f25f97e | Clause:
Subject to the terms and conditions of this Agreement, the Seller agree to sell the Shares, and the Purchaser shall purchase the Shares, for a total of Three Hundred Seventy-Five Thousand Dollars USD ($375,000.00) (the “ Purchase Price ”). This is a private transaction between the Seller and Purchaser.
Task: ... | Label: Sales |
a45554d4-ce40-49aa-bc49-7c777de624b2 | Clause:
The losing party agrees to pay and reimburse the prevailing party for all reasonable attorneys’ fees, costs and expenses paid or incurred by the prevailing party in any legal action, proceeding or other dispute of any kind in which Mortgagee is made a party or appears as a party plaintiff or defendant, involvin... | Label: Costs |
b46e9d42-da10-4684-ab0b-99cc0847df83 | Clause:
In addition to the remittances described in Section 2.6, Borrower may make additional payments on the Credit Facility. Any optional or mandatory payment received after 11:00 A.M. (Eastern Time) (including any payment in full of the Obligations and collections received in the Controlled Account) shall be deemed ... | Label: Payments |
b2c99b8e-badc-41f6-9684-52bc74bf1ca0 | Clause:
Landlord covenants, warrants and represents that each individual executing, attesting and/or delivering this Lease on behalf of Landlord is authorized to do so on behalf of Landlord, this Lease is binding upon and enforceable against Landlord, and Landlord is duly organized and legally existing in the state of ... | Label: Authority |
837299fe-5170-4c5b-ab76-c08c9e2fff26 | Clause:
Subscriber acknowledges and understands the meaning of the representations and warranties made by it in this Agreement and hereby agrees to indemnify and hold harmless the Company and its affiliates and agents from and against any and all loss, costs, expenses, damages and liabilities (including, without limita... | Label: Indemnifications |
4296ce9c-6ff4-4858-9d4d-3d0f202f9cb1 | 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 the applicable Issuing Bank or the Lenders, the applicable Issuing Bank hereby grants to each Lender, and each Lender hereby acquires from such Issuing Bank, ... | Label: Participations |
69e7f8d7-4353-48c5-af19-04493a0f8883 | Clause:
Amounts received with respect to a Phantom Stock Award are taxable as regular income upon settlement. Non-Employee Directors receiving such Awards are solely responsible for payment of all state, federal and local taxes applicable thereto.
Task: Classify this clause into ONE of these types (exactly one label):... | Label: Taxes |
12ac24cc-0c69-4641-a634-643c116a4653 | Clause:
This Agreement may be executed in one or more counterparts (including by facsimile or other electronic transmission), each of which shall be deemed an original, but all of which together shall constitute one instrument.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreem... | Label: Counterparts |
c823ca22-4212-468d-8ce3-1fe7d33f1c9a | Clause:
All federal and material state, foreign and local tax returns, reports and statements required to be filed by or on behalf of each Credit Party have been filed with the appropriate Governmental Authorities in all jurisdictions in which such returns, reports and statements are required to be filed and, except to... | Label: Taxes |
e37f34fb-54b3-420c-9a2d-3f9c1757811f | Clause:
The Company and each of its Subsidiaries have filed all federal, state, local and foreign tax returns which have been required to be filed and paid all taxes shown thereon through the date hereof, to the extent that such taxes have become due and are not being contested in good faith, except where the failure t... | Label: Taxes |
0edf75d5-4c39-4545-9809-8dcedbcb8bef | Clause:
In furtherance, but not in limitation, of the foregoing provisions, the following procedures, presumptions and remedies shall apply with respect to advancement of expenses and the right to indemnification hereunder.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements... | Label: Remedies |
af2dea80-da00-49d8-91b5-39b445b30b3e | Clause:
In the event that the parties are unable to resolve any dispute hereunder in accordance with the non-binding mediation terms of Section 12, each party agrees to submit itself to binding statutory arbitration. Such dispute shall be submitted to arbitration in the city of Houston, County of Harris, State of Texas... | Label: Arbitration |
968a171e-58f5-48ae-b991-68ef46817153 | Clause:
This Agreement may be executed in any number of counterparts (and each party shall not be required to execute the same counterpart). Each counterpart of this Agreement including a signature page or pages executed by each of the parties hereto shall be an original counterpart of this Agreement, but all of such ... | Label: Counterparts |
8dbd7880-3a2c-4501-ae95-fe8767f34f7a | 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, subject to the terms and the provisions of the Intercreditor Agreement, to take such actions on its be... | Label: Authority |
c988630f-3c71-4f5e-811c-ec7d10c8b8ab | Clause:
The Plan is discretionary in nature and may be varied, suspended or terminated by the Company at any time and for any reason. With respect to the Plan, (a) each grant of Performance Shares is a one-time benefit which does not create any contractual or other right to receive future grants of Performance Shares, ... | Label: Employment |
568cd058-3d51-4114-afb0-136096558027 | Clause:
Each Loan Party party hereto has (a) the corporate or other power and authority to make, deliver and perform the Amendment and the other Loan Documents to which it is a party and (b) taken all necessary corporate or other action to authorize the execution, delivery and performance of this Amendment and the othe... | Label: Authority |
9ac398e0-b187-4560-af46-97d67daff51b | Clause:
During the Employment Period, Executive shall be entitled to participate in the benefit plans and programs commensurate with Executive's position that are provided by the Company from time to time for comparable executives generally, subject to the terms and conditions of such plans. The Company may alter, modi... | Label: Benefits |
e5543337-7b09-498b-a2c4-ff733aed0cf6 | Clause:
The Plan, the Grant Notice and this Award Agreement constitute the entire agreement of the parties and supersede in their entirety all prior undertakings and agreements of the Company and Grantee with respect to the subject matter hereof.
Task: Classify this clause into ONE of these types (exactly one label):
... | Label: Entire Agreements |
65b12e17-d6da-457d-8eac-901ba059472f | Clause:
Guarantor shall promptly (and in any event within two (2) Business Day after knowledge thereof) notify Purchaser of the commencement or threat of, settlement of, or judgment in, any litigation, action, suit, arbitration, investigation or other legal or arbitrable proceeding affecting Guarantor or any of its Sub... | Label: Litigations |
4ec378bb-3d86-43ce-983c-89a77e98b4fd | Clause:
This Agreement, including its Exhibit A, contains the entire understanding and agreement among the Parties concerning the subject matter hereof and supersedes all prior agreements, understandings, discussions, negotiations, and undertakings, whether written or oral, among them with respect thereto.
Task: Class... | Label: Entire Agreements |
904a8627-cecd-4866-a3d1-f442dc57c5fd | Clause:
The Parties shall comply with all applicable laws, rules, regulations and ordinances in the performance 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, Assignments, Ass... | Label: Compliance With Laws |
e0b7aec9-ac5d-4f3a-9db4-ffdfc45e2dc8 | Clause:
Subtenant shall indemnify, defend (using legal counsel reasonably acceptable to Sublandlord or Master Landlord, as applicable) and save Sublandlord and Master Landlord harmless from all claims, suits, losses, damages, fines, penalties, liabilities and expenses (including Sublandlord’s and Master Landlord’s pers... | Label: Indemnity |
8deac382-78e3-4949-b932-cfe1f209fbc5 | Clause:
The grid attached to any Note, or the continuation of such grid, or any other similar record, including computer records, maintained by any Bank with respect to any Loan.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicabl... | Label: Records |
241a5c29-6275-4f1f-adc7-1ac0a4d9879f | Clause:
The Company is a corporation duly organized and validly existing under the laws of Florida. The Company has all requisite power to own, operate and lease its business and assets and carry on its business as the same is now being conducted.
Task: Classify this clause into ONE of these types (exactly one label)... | Label: Organizations |
5bbdbf7e-2eb4-4ed0-9966-be8d21ae8c19 | Clause:
The term of the Partnership began on the date the Certificate of Limited Partnership of the Partnership became effective, and the Partnership shall have perpetual existence unless sooner dissolved as provided in Article IX.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Ag... | Label: Terms |
9eee9394-b451-43af-b8eb-d59bff66f4ea | Clause:
The Partnership is duly licensed or qualified to conduct its business and is in good standing in the State of Delaware and in each jurisdiction in which the properties owned or leased by it or the operation of its business as currently conducted makes such licensing or qualification necessary, except where the ... | Label: Qualifications |
6f47f674-0b4e-466d-96da-c562b26eebea | Clause:
Each Party acknowledges and agrees that the provisions on confidentiality set forth in Section 6.9 of the Separation Agreement shall be incorporated into this Agreement by reference. The Parties further agree that confidential information shall also include any other confidential information or data received in... | Label: Confidentiality |
44c4e21b-ba41-4c7d-be3a-d4ea1d539b9f | Clause:
Seller is a corporation duly organized, validly existing and in good standing under the Laws of the State of Alabama and has the corporate power and authority to own or lease its assets and to carry on its business as it is currently being conducted. Seller is not in default under or in violation of any provis... | Label: Organizations |
07946797-401d-4c96-b993-5c52cf2557c3 | Clause:
This Agreement may be executed in two or more counterparts, each of which when so executed shall be deemed to be an original and, all of which taken together shall constitute one and the same Agreement and shall become effective when counterparts have been signed by each party and delivered to the other party, ... | Label: Counterparts |
426fda25-fe52-4757-ab24-45e6991f023a | Clause:
All notices and other communications given or made pursuant hereto shall be in writing and shall be deemed to have been duly given or made if and when delivered personally or by overnight courier to the parties at the following addresses or sent by electronic transmission, with confirmation received, to the tel... | Label: Notices |
e9ec45b9-1d04-4f72-a249-dc3b707b9a64 | Clause:
This Note will be governed by and construed in accordance with the internal laws of the State of Florida without giving effect to any choice or conflict of law provision or rule (whether of the State of Florida or any other jurisdiction).
Task: Classify this clause into ONE of these types (exactly one label):
... | Label: Governing Laws |
7a662c86-c7f3-407a-9d6d-73d11bc3fd8b | Clause:
Any dispute or controversy based on, arising under or relating to this Agreement shall be settled exclusively by final and binding arbitration, conducted before a single neutral arbitrator in Middlesex County, New Jersey in accordance with the Employment Arbitration Rules and Mediation Procedures of the America... | Label: Arbitration |
1a7e5fd5-cb3f-4b60-8576-b7bae46e05d5 | Clause:
In consideration of Executive’s performance of the duties set forth in Section 2, the Bank shall provide Executive the compensation specified in this Agreement. The Bank shall pay Executive a salary of $103,651 per year (“ Base Salary ”). The Base Salary shall be payable biweekly, or with such other frequency a... | Label: Base Salary |
5f5809da-b5e9-4043-8f55-5d2822ee0a89 | Clause:
Any notices or other communications provided for in this Agreement shall be sufficient if in writing. In the case of Director, such notices or communications shall be effectively delivered if hand delivered to Director or if sent by registered or certified mail to Director at the last address Director has filed... | Label: Notices |
cf598f31-aed7-40e1-b3a5-466a0f51fd03 | Clause:
All costs and expenses incurred in connection with this Agreement shall be paid by the party incurring such costs and expenses, whether or not the transactions contemplated by this Agreement or the Merger Agreement are consummated.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustm... | Label: Expenses |
cc559ab7-8f45-4386-8ce7-e09ef4e89d8d | Clause:
The capitalization of the Company is as set forth on Schedule 3.1(g) . Except as set forth on Schedule 3.1(g) , the Company has not issued any capital stock since its most recently filed periodic report under the Exchange Act, other than pursuant to the exercise of employee stock options under the Company’s sto... | Label: Capitalization |
f1920587-9771-4a05-ac91-b946f7759273 | Clause:
During the Employment Period, the Executive shall be entitled to twenty (20) days of paid time off ("PTO") per year. PTO shall be taken at such times as are mutually convenient to the Executive and the Company. The Executive may carry up to ten (10) days of unused PTO forward from one calendar year to the next.... | Label: Vacations |
ef2e7f49-e554-4856-a979-616a81ac2d52 | Clause:
Except (i) for proceedings of which the Purchaser or any of its Representatives is aware, or (ii) as disclosed in the Partnership’s reports filed under the Exchange Act, as of the date hereof, there are no legal or governmental proceedings pending to which any Partnership Entity is a party or to which any Prope... | Label: Litigations |
8e0d3739-6966-4dd2-a3b0-85444470372c | Clause:
Any and all notices or other communications or deliveries required or permitted to be provided hereunder shall be in writing and shall be deemed given and effective on the earliest of: (a) the date of transmission, if such notice or communication is delivered via facsimile or email attachment at the facsimile n... | Label: Notices |
db565d08-0c2e-4e45-9a21-7f77b1bceeab | Clause:
The certifications set forth in the Solvency Certificate are true and correct.
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... | Label: Solvency |
ca914dbe-7305-4155-87c4-12dea00df52e | Clause:
Except as set forth in Schedule 7.19 , there are no actions, suits or proceedings pending nor, to the knowledge of the Borrower, threatened in writing against or in any other way relating adversely to or affecting any Credit Party or any Subsidiary thereof or any of their respective properties in any court or b... | Label: Litigations |
ac88047d-b065-46f3-8c4f-ee19371cecf3 | Clause:
Landlord and Tenant each warrant and represent to the other that it has had no dealing with any real estate broker or agent in connection with the negotiation of this First Amendment. Except for any commission claims made by a broker claiming to represent Tenant in connection with this First Amendment, Landlor... | Label: Brokers |
20ece884-f112-4789-85e7-7a87d663fbd3 | Clause:
The Lenders, the Administrative Agent and the Lead Arrangers shall have received all fees required to be paid, and all expenses for which invoices have been presented at least one (1) Business Day prior to the Restatement Effective Date (including the reasonable fees and expenses of legal counsel), on or before... | Label: Fees |
ff1e3d8e-6fd1-46a6-9076-1b40ebb37198 | Clause:
Except as otherwise disclosed in the Annual Report or Confidential Private Placement Memorandum, there is no litigation or other legal, administrative or governmental proceeding pending or, to the knowledge of the Issuer, threatened against or relating to the Issuer or its properties or business, that if determ... | Label: Litigations |
e4fb3436-b36c-426b-a505-170956eb7669 | Clause:
Any notice under the Plan shall be in writing, or by electronic means, and shall be received when actually delivered, or mailed postage paid as first class U.S. Mail. Notices shall be directed to the Company at its principal business office at 10201 North Loop East, Houston, TX 77029, to a Nonemployee Director ... | Label: Notices |
38b6f71e-1ef5-4007-bfc7-9422c610234d | Clause:
Each party’s obligations under this Section 3.01 shall survive the resignation or replacement of the Agent or any assignment of rights by, or the replacement of, a Lender, the termination of the Commitments and the repayment, satisfaction or discharge of all obligations under any Loan Document.
Task: Classify ... | Label: Survival |
a3c08f7d-b608-4ac6-869a-876b9c11825f | Clause:
This Agreement shall be governed by and construed with the internal substantive laws of the State of Georgia, without giving effect to any principle of law that would result in the application of the law of any other jurisdiction.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustme... | Label: Governing Laws |
0cdc8917-8bf4-4e75-bae8-f68419901606 | Clause:
This Amendment shall be effective automatically and without necessity of any further action by Borrower, Administrative Agent or Lenders when counterparts hereof have been executed by each Credit Party and the Lenders.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreeme... | Label: Effectiveness |
6e7ffea2-f4ff-483d-a6d2-8231e928a843 | Clause:
The First Amendment is a legal, valid and binding obligation of each Obligor party hereto, enforceable in accordance with its terms, except as enforceability may be limited by bankruptcy, insolvency or similar laws affecting the enforcement of creditors’ rights generally.
Task: Classify this clause into ONE of... | Label: Enforceability |
cf321094-5a15-4959-8dfd-154785ea4a5e | Clause:
All amounts due under this Section shall be payable within ten (10) Business Days’ of demand therefor.
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, Aut... | Label: Payments |
84520f2b-ec64-40cd-84bb-1bdecb144c00 | Clause:
Sections 5, 6, 13, 16, 20, 22, and 24 of this Agreement, and any provision of this Agreement which expressly states that it is to continue in effect after termination or expiration of this Agreement or Executive’s employment, or which by its nature would survive the termination or expiration of this Agreement o... | Label: Survival |
edc1edb5-d5da-4bf0-9683-2900779eb7e7 | Clause:
This Agreement constitutes the entire agreement and understanding between the parties with respect to the subject matters herein and supersedes and replaces any prior agreements and understandings, whether oral or written, between them with respect to such matters.
Task: Classify this clause into ONE of these ... | Label: Entire Agreements |
f3b9fa1d-b90e-41f1-82db-9a6deba0678d | Clause:
No provision of this Agreement shall be construed in favor of, or against, any particular party by reason of any presumption with respect to the drafting of this Agreement; both parties, being represented by counsel, having fully participated in the negotiation of this instrument.
Task: Classify this clause in... | Label: Construction |
f1822971-89ba-4b19-b911-a9c864dcb9c4 | Clause:
The grant of Performance Share Units and the obligation of the Company to issue shares of Stock under this Agreement are subject to all applicable federal and state laws, rules and regulations, including those related to disclosure of financial and other information to the Participant and to approvals by any go... | Label: Compliance With Laws |
1fba944b-f7de-40c0-b6fd-315d98386542 | Clause:
Neither the Company nor any of its Subsidiaries is required to obtain any consent, authorization or order of, or make any filing or registration with, any government, court, regulatory, self-regulatory, administrative agency or commission or other governmental agency, authority or instrumentality, domestic or f... | Label: Consents |
11dc91f7-1e04-46ca-913e-867a5878d2cd | Clause:
The Company and each Subscriber hereby irrevocably waives, and agrees not to assert in any such suit, action or proceeding, any claim that it is not personally subject to the jurisdiction in New Jersey of such court, that the suit, action or proceeding is brought in an inconvenient forum or that the venue of th... | Label: Consent To Jurisdiction |
3f9f7d99-6138-46e2-a285-51f72e5edb87 | Clause:
All notices, requests, demands and other communications hereunder shall be in writing.
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, Bas... | Label: Notices |
cdc7e838-e214-4aab-8eb8-d7bb4d52c842 | Clause:
Effective as of the First Amendment Effective Date, with respect to the Credit Agreement, (i) Capital One, National Association, is appointed as a Documentation Agent and (ii) J.P. Morgan Securities LLC is appointed as a Joint Lead Arranger and as a Joint Bookrunner. The appointment of such Persons in such capa... | Label: Titles |
4065c9f1-615f-4272-9143-1190226558cb | Clause:
For any fiscal year or other accounting period for the applicable Person, balance sheets, statements of operations and capital accounts, and statements of cash flows setting forth in comparative form the corresponding figures for the year-earlier fiscal period, all prepared in accordance with GAAP.
Task: Class... | Label: Financial Statements |
9d2d8689-ed0d-4869-8360-e73acefcaeff | Clause:
This Agreement, together with the other Loan Documents, constitutes the entire agreement among the parties with respect to the subject matter hereof and supersedes all previous proposals, negotiations, representations, commitments and other communications between or among the parties, both oral and written, wit... | Label: Entire Agreements |
ef02091e-bd0c-4ef1-82d5-d2830981d654 | Clause:
The Company shall be entitled, without the prior approval of the Purchaser, to make any press release or SEC, OTC Markets (“OTCMKTS”) (or other applicable trading market) or Financial Industry Regulatory Authority (“FINRA”) filings with respect to this transaction as is required by applicable law and regulation... | Label: Publicity |
fa58cbf3-4d11-408a-9fdd-c0c7189b9696 | Clause:
The Company may withhold from all payments due to Participant (or his/her estate) hereunder all taxes which, by applicable federal, state, local or other law, are required to be withheld.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruptio... | Label: Tax Withholdings |
6ddfaa89-4c2f-466f-ad41-cd2b72fd5aa2 | Clause:
The Administrative Agent shall have received executed counterparts of this Fourth Amendment from the Credit Parties and the Lenders.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assign... | Label: Counterparts |
b4b73faf-ffc8-4099-a20b-3868268c7f0f | Clause:
The Committee may waive any conditions or rights under, or amend, alter, suspend, discontinue, or terminate, this Agreement; provided, however, that without the consent of the Grantee, no such amendment, alteration, suspension, discontinuation, or termination of this Agreement may materially and adversely affec... | Label: Amendments |
263fd64a-28c8-46bd-bc70-40c28586e025 | Clause:
For the purpose of this Agreement, notices and all other communications 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 registered mail, return receipt requested, postage prepaid, addressed to the respective addresses set f... | Label: Notices |
86106234-ccea-45ef-a694-5237b6890e82 | Clause:
The execution, delivery and performance by Purchasers of this Agreement and the consummation of the transactions contemplated hereby have been duly authorized by all necessary actions, as the case may be, on the part of Purchasers. Purchasers have duly executed and delivered this Agreement and this Agreement co... | Label: Authorizations |
ff9143e6-952a-442c-b712-21b4810f08ab | Clause:
As of the Fourth Restatement Effective Date, neither Holdings nor any other Loan Party has any Subsidiaries other than those specifically disclosed on Schedule 5.12 , and all of the outstanding Equity Interests in the Parent Borrower and its Subsidiaries have been validly issued and are fully paid and (if appli... | Label: Subsidiaries |
e91e283c-c05d-4c5c-b02c-3cbc862cede5 | Clause:
All covenants, agreements, representations and warranties made by the Borrower herein and in the certificates or other instruments prepared or delivered in connection with or pursuant to this Credit Agreement or any other Loan Document shall be considered to have been relied upon by the other parties hereto and... | Label: Survival |
9aede8e2-07ec-4ff9-97f0-0ea396f352bd | Clause:
Promptly execute and deliver at its expense all further instruments and documents and take all further action that may be necessary and desirable or that the Administrative Agent may request in order to (i) perfect and protect the security interest created hereby in the Pledged Collateral of such Pledgor (inclu... | Label: Further Assurances |
fc2d8545-f4d7-4304-8f28-e6ec9ed604f9 | Clause:
The chief executive office of the Issuer and the office where Issuer maintains copies of its corporate records, is located at the offices of the Administrator at 3043 Townsgate Road, Westlake Village, CA, 91361; provided that, at any time after the Closing Date, upon thirty (30) days’ prior written notice to th... | Label: Records |
1d5acf63-9427-4023-9e05-64b3906dd1ae | Clause:
No Party shall assign or otherwise transfer all or any part of this Agreement to any third Person other than an Affiliate, nor shall any Party delegate any of its rights or duties hereunder (including by change of control, merger, consolidation, or stock purchase) to any third Person other than an Affiliate, wi... | Label: Assignments |
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