id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
e1db40c2-f7e0-4b81-b4fb-46abd22fe338 | Clause:
In the event any one or more of the provisions contained in this Agreement should be held invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein shall not in any way be affected or impaired thereby. The parties further agree that ... | Label: Severability |
be7375e3-499e-4d30-96d1-8b8d582c258e | Clause:
This Second Amendment is effective as of the date first set forth above.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Authorizations, Base Salary, Bene... | Label: Effective Dates |
72a1c5d9-af48-48da-bbd6-2997f3d73295 | Clause:
No delay on the part of the Lender in the exercise of any right, power or remedy shall operate as a waiver thereof, nor shall any single or partial exercise by the Lender of any right, power or remedy preclude the further exercise thereof, or the exercise of any other right, power or remedy.
Task: Classify thi... | Label: Waivers |
4ba5ec51-36bf-498b-8a5a-535f5e9e2cc2 | Clause:
The Administrative Agent shall have received (i) a certificate executed by a Responsible Officer of the Borrower as of the Closing Date, in form and substance satisfactory to the Administrative Agent, regarding the Solvency of each of the Loan Parties on a consolidated basis.
Task: Classify this clause into ON... | Label: Solvency |
30524a0c-14d3-4bdb-829f-b2f819608eaa | Clause:
Each of (x) the First Lien Administrative Agent, for itself and on behalf of the other First Lien Secured Parties, (y) the Second Lien Collateral Agent, for itself and on behalf of the other Second Lien Secured Parties and (z) the Borrower, for itself and on behalf of its Subsidiaries that are Grantors, agrees ... | Label: Further Assurances |
8f7b957b-719b-4754-b4b8-655cd81f469b | Clause:
Any notice or communication required to be in writing hereunder shall be given by any of the following means: registered, certified, or first class mail or ground or air courier, or mutually agreed electronic means such as email and PDF. Such notice or communication shall be sent to the respective Parties at th... | Label: Notices |
2c6d086c-35c3-4d05-9e35-39f285f312a3 | Clause:
The execution, delivery and performance of this Agreement and the other Loan Documents to which any of the Loan Parties is a party and the transactions contemplated hereby and thereby (i) are within the corporate or other organizational authority of the Loan Parties, (ii) have been duly authorized by all necess... | Label: Authorizations |
20b30eb0-ca94-4cff-927b-c29abd0562a8 | Clause:
The Participant hereby agrees to make adequate provision for any sums required to satisfy the applicable federal, state, local or foreign employment, social insurance, payroll, income or other tax withholding obligations (the “ Withholding Obligations ”) that arise in connection with this Agreement. The Company... | Label: Taxes |
652aef9b-5807-499e-bc85-7986e4d57d8f | Clause:
This Agreement shall become effective when it shall have been executed and delivered by the Borrower and the Administrative Agent and when the Administrative Agent shall have received copies hereof which, when taken together, bear the signatures of each of the other parties hereto, and thereafter shall be bindi... | Label: Binding Effects |
8d3e82ad-5c13-4fe3-bf26-4cf8f49695c2 | Clause:
Any dispute, disagreement or other question arising under this Agreement or the interpretation thereof shall be settled by final and binding arbitration before a single arbitrator under the arbitration provisions of the Employment Dispute Resolution Rules of the American Arbitration Association then in effect, ... | Label: Arbitration |
923e87ba-104d-4917-a764-f8d04e7059ee | Clause:
Except as expressly amended hereby, the Sublease remains in full force and effect in accordance with its terms.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Aut... | Label: Binding Effects |
df154d3a-89e3-4bd5-a742-006ecc2203e3 | Clause:
This Agreement shall be binding upon and inure to the benefit of the parties hereto, and their respective heirs, devisees, personal representatives, successors and assigns.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applica... | Label: Binding Effects |
9e7c23ae-2fa7-49fe-8738-479ce0a1d102 | Clause:
The provisions of this Agreement are severable. If any provision(s) of this Agreement are adjudged void, unenforceable or contrary to law, the balance of the Agreement nonetheless will remain in full force and effect.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreemen... | Label: Severability |
8746aff5-e2f5-4fba-a591-8a357dc09770 | Clause:
This Agreement contains the entire agreement between the parties with respect to the subject matter of this Agreement and supersedes all written or verbal representations, warranties, commitments and other understandings with respect to the subject matter of this Agreement prior to the date of this Agreement, i... | Label: Entire Agreements |
fe06d066-5209-4205-8ec0-3a68b0f12f8d | Clause:
Each Note Party and each Holder hereby acknowledge and agree that Agent and/or its Affiliates and their respective Related Funds from time to time may hold investments in, and make loans to, or have other relationships with any of the Note Parties and their respective Affiliates, including the ownership, purcha... | Label: Disclosures |
66a54434-3899-44b9-9908-d81325f85379 | Clause:
This Agreement constitutes the entire agreement of the parties with respect to the subject matter of this Agreement and supersedes all prior agreements and undertakings, both written and oral, between the parties, or any of them, with respect to the subject matter of this Agreement (but does not in any way merg... | Label: Entire Agreements |
c3199e72-1bd2-4eb6-b281-8f2ba7e62999 | Clause:
You will be eligible to participate in any associate benefit plan that the Company has adopted or may adopt, maintain, or contribute to for the benefit of its regular exempt employees generally, subject to satisfying any applicable eligibility requirements. You will be eligible to participate in our comprehensi... | Label: Benefits |
e5f2c3d7-48aa-4740-9927-2a2f2ec3ca2a | Clause:
Landlord and Tenant hereby warrant to each other that they have had no dealings with any real estate broker or agent in connection with the negotiation of this Sixth Amendment, and that they know of no real estate broker or agent who is entitled to a commission in connection with this Sixth Amendment. Each part... | Label: Brokers |
2f9724c9-590d-4887-afc3-775178c2fdf2 | Clause:
Subject to entry of the Sale Order, this Agreement and all documents required hereby to be executed by Seller are and shall be valid, legally binding obligations of and enforceable against Seller in accordance with their terms except to the extent that such enforcement may be limited by applicable principles re... | Label: Enforceability |
3870531c-f28f-49d9-aa47-9fd4ec986059 | Clause:
If any provision of this Note is invalid, illegal or unenforceable, the balance of this Note shall remain in effect, and if any provision is inapplicable to any Person or circumstance, it shall nevertheless remain applicable to all other Persons and circumstances. If it shall be found that any interest or other... | Label: Severability |
a505cbcc-1469-48a2-ac6c-3a533dbab88b | Clause:
The validity, construction, and performance of this Agreement shall be governed by and in accordance with the internal laws of the State of Missouri.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Ar... | Label: Governing Laws |
c1b8d663-d73c-45e6-b84b-7838216b9f72 | Clause:
The Company anticipates using the gross proceeds from the Offering as set forth on Exhibit D or as otherwise agreed to be the lead investor set forth on Exhibit E , attached hereto (the “ Lead Investor ”.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendment... | Label: Use Of Proceeds |
3ada2a9b-a7e8-407a-a338-c107e8b1cb71 | Clause:
Neither Company has engaged any investment banker, finder, broker or sales agent or any other Person in connection with the origin, negotiation, execution, delivery or performance of any Transaction Document to which it is a party, or the Transactions.
Task: Classify this clause into ONE of these types (exactl... | Label: Brokers |
27c097d8-c620-4faf-866b-e83a491274d1 | Clause:
The Partnership maintains insurance covering the properties, operations, personnel and businesses of the Rhino Entities. Such insurance insures against such losses and risks as are reasonably adequate to protect the Rhino Entities and their businesses. None of the Rhino Entities has received notice from any ins... | Label: Insurances |
b5135075-b9dd-4aad-889e-8bad41321a40 | Clause:
This Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania, without regard to principles of conflict of laws.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws... | Label: Governing Laws |
1dc9718d-c62d-410a-82e5-9719c68e4f50 | Clause:
The Plan, this Agreement and the Grant Notice (including any exhibit hereto) constitute the entire agreement of the parties and supersede in their entirety all prior undertakings and agreements of the Company and Holder with respect to the subject matter hereof, including without limitation, the provisions of a... | Label: Entire Agreements |
40e90bea-3bf4-4393-a1d7-9ba68d13c0bc | Clause:
During the Term, the Executive shall serve as the Chief Executive Officer of the Company with duties, responsibilities and authority commensurate therewith and shall report to the Board of Directors of the Company (the “ Board ”). The Executive shall perform all duties and accept all responsibilities incident t... | Label: Duties |
5b4d4867-62ed-46d1-a0bd-c058ecf1332f | Clause:
Executive’s receipt of any payments and benefits pursuant to this Agreement (other than the payments and benefits pursuant to Sections 2.l(a), 2.1(b) and 3 (the “Accrued Obligations”)) is subject to Executive’s executing this Agreement and not revoking the release set forth in Section 5; provided that the relea... | Label: Releases |
4c7768bf-d5e7-4ab9-8527-ec8f202d57a9 | Clause:
The execution, delivery and performance by the Company of this Agreement and the other Transaction Documents to which it is a party, the issuance and sale of the Securities and the consummation by it of the transactions contemplated hereby and thereby do not and will not (i) conflict with or violate any provisi... | Label: No Conflicts |
3054afc5-dd0a-4132-a764-4cfbf5652b14 | Clause:
The Principal Holder agrees not to commence, join in, facilitate, assist or encourage, and agrees to take all actions necessary to opt out of any class in any class action with respect to, any claim or Proceeding against Parent, Purchaser, the Company or any of their respective directors or officers related to ... | Label: Litigations |
3e0e6ed3-b326-4c4e-bff9-eaa2d5ca216d | Clause:
Employee acknowledges and agrees that it is impossible to measure in money the damages which will accrue to SDSP if Employee breaches any of Employee's obligations under Sections 12, 13, 14 or 15 above, and that SDSP would be irreparably damaged by such breach by Employee. Accordingly, if any action or proceedi... | Label: Remedies |
b11357e1-045d-423a-874f-e4b12b16cbd7 | Clause:
Executive agrees, upon Atmos Energy’s reasonable request, to cooperate in any investigations and/or litigations, claims, or other disputed matters regarding events that occurred during Executive’s employment with Atmos Energy. Executive will be entitled to indemnity by Atmos Energy with respect to any claims as... | Label: Cooperation |
5aac7ba4-4e45-4f5d-8b51-98c1186f252d | Clause:
This Pledge Agreement Supplement shall be governed by, and construed in accordance with, the laws of the State of New York.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, As... | Label: Governing Laws |
8642c3e5-6e72-4bd5-893f-83829667a64f | Clause:
The Company will use the proceeds from the sale of the Securities (excluding amounts paid or to be paid by the Company for fees as set forth in the Registered Offering Transaction Documents, if any) for general corporate and working capital purposes and acquisitions or assets, businesses or operations or for ot... | Label: Use Of Proceeds |
2443bbce-5166-43d5-9ffc-7172750298e5 | Clause:
Each of the Administrative Agent, the Class Investors and the Class Agents agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its and its Affiliates' respective partners, directors, officers, employees, agents, advi... | Label: Confidentiality |
686fe48c-65ea-461a-ba37-5bbd01307034 | Clause:
No right conferred upon the Employee by this Agreement is intended to be exclusive of any other right or remedy, and each and every such right or remedy shall be cumulative and shall be in addition to any other right or remedy given hereunder or now or hereafter existing at law or in equity. No delay or omissio... | Label: No Waivers |
0d861f1c-2ff8-4235-879d-19916dfb9595 | Clause:
ZAI shall have the sole right to and responsibility for the Commercialization of Licensed Products in the ZAI Territory, including manufacturing, selling, distributing and invoicing Licensed Products and would book one hundred percent (100%) of the sales, in the ZAI Territory. ZAI shall use Commercially Reason... | Label: General |
94ca7850-70e6-4548-a79b-de521d6068d9 | Clause:
Indemnitee shall give the Company notice in writing as soon as practicable of any Proceeding for which indemnification or advancement of Expenses will or could be sought under this Agreement, provided that any failure or delay in giving such notice shall not relieve the Company of its obligations under this Agr... | Label: Cooperation |
78ad7ba5-c94f-45cd-96bf-2042c6b0d5f1 | Clause:
This Agreement may be executed in one or more counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same Agreement. Delivery of an executed counterpart of this Agreement by facsimile or email shall be equally as effective as delivery of an original execut... | Label: Counterparts |
fe741756-beb4-4879-bd2d-c9785799a956 | Clause:
This Assignment and any of the provisions hereof may not be amended or modified except by an instrument in writing and signed by each party hereto.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbi... | Label: Amendments |
6c64a103-7199-474a-a974-5249bde6d04a | Clause:
The term "Mortgagor" as used in this Mortgage will be construed as singular or plural to correspond with the number of Persons executing this Mortgage as Mortgagor. If more than one Person executes this Mortgage as Mortgagor, his, her, its, or their duties and liabilities under this Mortgage will be joint and s... | Label: Terms |
352ac326-3201-43f1-9cd8-794b95cb4385 | Clause:
The Warrant Agent shall account to the Company with respect to Warrants exercised or converted and pay to the Company all moneys received by the Warrant Agent on behalf of the Company on the purchase of Warrant Shares through the exercise of Warrants pursuant to the procedures set forth in Section 5(f)(v). The ... | Label: Payments |
1269ea67-8e40-499f-a200-b59023e4c260 | 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, such Issuing Bank hereby grants to each Lender, and each such Lender hereby acquires from such Issuing Bank, a par... | Label: Participations |
4419e459-f2b6-4f5f-886b-8a9bb3e67b4c | Clause:
The services and duties to be performed by the Executive hereunder are personal and may not be assigned or delegated. This Agreement shall be binding upon and inure to the benefit of the Company, its successors and assigns, and the Executive, the Executive's heirs and representatives.
Task: Classify this claus... | Label: Successors |
9651a51c-1f32-457f-94ac-c8d0700f97de | Clause:
Except as otherwise provided in this Agreement, the Recipient shall have, with respect to all of the shares of Restricted Stock, whether Vested Shares or Non-Vested Shares, all of the rights of a holder of shares of common stock of the Company, including without limitation (i) the right to vote such Restricted ... | Label: General |
e7497ce3-154f-44dd-a6c3-4ca0b81ca725 | Clause:
On the Closing Date, upon the terms and subject to the conditions set forth herein, substantially concurrent with the execution and delivery of this Agreement by the parties hereto, the Company agrees to sell, and the Purchasers, severally and not jointly, agree to purchase, up to an aggregate of $14,175,000 of... | Label: Closings |
e17b0791-0eb4-4b05-8c39-609200de0ae6 | Clause:
Borrower hereby agrees from time to time, as and when requested by the Agent or any Lender, to execute and deliver or cause to be executed and delivered, all such documents, instruments and agreements and to take or cause to be taken such further or other action as the Agent or such Lender may reasonably deem n... | Label: Further Assurances |
11086ccb-8f8b-47d3-a113-e7bb7356e14c | Clause:
This Agreement and the performance of the parties hereunder shall be governed by the internal laws (and not the law of conflicts) of the State of Colorado.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approva... | Label: Governing Laws |
907237bc-3524-4512-b2f4-baacc9527772 | Clause:
This Letter Agreement shall not be assignable by operation of law or otherwise without the written consent of the non-assigning parties hereto. Any purported assignment in violation of this Letter Agreement is void.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements... | Label: Assignments |
c22b4b86-1074-4a37-8872-d6aff2f5e808 | Clause:
(i) Keep all of its insurable properties adequately insured at all times with responsible insurance carriers or self-insured against loss or damage by fire and other hazards as are customarily insured against by similar businesses owning such properties similarly situated, (ii) maintain general public liability... | Label: Insurances |
f9dceefa-fc4d-4eb3-a8b5-f9ea6a1ac38d | Clause:
Borrower agrees to pay to WFS the fees in the amounts previously agreed with WFS, at the times when due and payable, in accordance with the terms thereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approval... | Label: Fees |
ddd901c3-275f-4a89-8e2f-fe310ba9030d | Clause:
THIS AMENDMENT SHALL BE GOVERNED BY AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH THE LAW OF THE STATE OF NEW YORK WITHOUT GIVING EFFECT TO ITS PRINCIPLES OR RULES OF CONFLICT OF LAWS TO THE EXTENT SUCH PRINCIPLES OR RULES ARE NOT MANDATORILY APPLICABLE BY STATUTE AND WOULD REQUIRE OR PERMIT THE APPLICATION ... | Label: Applicable Laws |
48a9c4e7-c254-426e-8090-f34d2726217d | Clause:
This Amendment constitutes a legal, valid and binding obligation of Borrower, enforceable in accordance with its terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other laws affecting creditors’ rights generally and subject to general principles of equity, regardless of whether ... | Label: Enforceability |
82e95931-a9ab-4f3d-b198-143dac60fafd | Clause:
Upon the date of the issuance or increase of a Letter of Credit or the deemed issuance of the Existing Letters of Credit under Section 2.3(a) , Issuing Lender shall be deemed to have sold to each other Lender and each other Lender shall have been deemed to have purchased from Issuing Lender a participation in t... | Label: Participations |
664b699f-6d8b-44f6-afe2-e90f2367aa86 | Clause:
Notwithstanding the foregoing and subject to Section 5 of the 2017 LTIP, upon a Participant’s Termination of Employment by the Company without Cause or by the Participant for Good Reason on or after a Change in Control (whether prior to or on or after October 1, 2017) but prior to the second anniversary of such... | Label: Change In Control |
3ea489a3-2a11-44b3-bc5a-a9c15953ff5f | Clause:
All notices, requests, demands and other communications hereunder shall be in writing and shall be deemed to have been duly given if delivered by hand or mailed, certified or registered mail, return receipt requested, with postage prepaid, to the following addresses or to such other address as either party may ... | Label: Notices |
5c88a8b1-e993-471b-818b-ed57857c1e03 | Clause:
If any provision of this Agreement or the other Loan Documents is held to be illegal, invalid or unenforceable, (a) the legality, validity and enforceability of the remaining provisions of this Agreement and the other Loan Documents shall not be affected or impaired thereby and (b) the parties shall endeavor in... | Label: Severability |
b5c62935-e7dd-4c10-96ad-1d96f07d4ce3 | Clause:
The provisions of this Subparagraph 4(e) shall survive the Closing.
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: Survival |
2ab698c8-9d59-4d43-afa8-a66d4a15758b | Clause:
Borrower has obtained insurance policies reflecting the insurance coverages as set forth and certified to Lender in the Officer’s Certificate, and such list accurately reflects the insurance coverage maintained with respect to each of the Properties. All premiums on such insurance policies required to be paid a... | Label: Insurances |
218d48f2-978e-4324-8c69-cec317a230ea | Clause:
To the fullest extent permitted by applicable law, each party to this agreement hereby irrevocably waives all right to trial by jury in any action, proceeding or counterclaim arising out of or relating to this agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agree... | Label: Waiver Of Jury Trials |
34c78211-9c82-4c37-9fd0-e2684c6aef54 | Clause:
This Amendment may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed and delivered shall be deemed to be an original and all of which when taken together shall constitute one and the same instrument. Delivery of a counterpart signa... | Label: Counterparts |
7df4d490-601c-4c47-b298-60b067d10a48 | Clause:
The Buyer is a Nevada corporation duly organized, validly existing and in good standing under the laws of the State of Nevada. The Buyer: (a) has all requisite power and authority, and has (or will at the Closing have) all governmental licenses, authorizations, consents and approvals, necessary to own its asset... | Label: Organizations |
9f0621af-b7c4-469d-ba3a-9ea32f9d9843 | Clause:
Except as specified in Schedule 7.06 (as amended from time to time in accordance with Section 7.20 solely for purposes of each Compliance Certificate), there is no litigation, investigation or proceeding pending or, to any Obligor’s Knowledge, threatened with respect to Borrower and its Subsidiaries by or befo... | Label: Litigations |
e55e0620-1b0a-4a52-b58f-1d7a93735aaf | Clause:
The Administrator may grant Options or Stock Appreciation Rights to Service Providers subject to the limitations in the Plan, including Section 9.9 with respect to Incentive Stock Options. The Administrator will determine the number of Shares covered by each Option and Stock Appreciation Right, the exercise pr... | Label: General |
100906bf-727e-4c03-a215-d1600c121503 | Clause:
This Agreement shall become effective immediately prior to the Closing of the Transaction, contingent upon the completion of the Transaction. If the Transaction is not consummated, the Options will not be canceled, will remain in full force and effect pursuant to their terms (including vesting requirements with... | Label: Effectiveness |
2d17c2fe-ea01-4570-bc76-7073a6eafcdf | Clause:
Any notice required to be given or delivered to the Company under the terms of this Award Agreement shall be in writing and addressed to the Company at its principal corporate offices. Any notice required to be given or delivered to the Participant shall be in writing and addressed to the Participant at the add... | Label: Notices |
356500ce-4f2a-4d64-b757-806b066bc770 | Clause:
No action or want of action on the part of any Party at any time to execute any rights or remedies conferred upon it under this Agreement shall be, or shall be asserted to be , a waiver on the part of any party hereto of its rights or remedies hereunder.
Task: Classify this clause into ONE of these types (exac... | Label: No Waivers |
c39d52c5-bcd7-49ce-9900-e4c7504e020d | Clause:
NBHC shall reasonably determine the amount of any federal, state, local, or other income, employment, or other taxes that NBHC or any of its Subsidiaries may reasonably be obligated to withhold with respect to the grant, vesting, settlement, or other event with respect to the PSUs. NBHC’s obligation to deliver... | Label: Tax Withholdings |
e7127d22-545f-4ecb-9f5b-7f175f20b7a8 | Clause:
No action, suit or proceeding shall have been instituted before any court or governmental or regulatory body or instituted or threatened by any governmental or regulatory body to restrain, modify or prevent the carrying out of the Transactions or to seek damages or a discovery order in connection with such Tran... | Label: Litigations |
ae7d1eec-6893-4db7-8c2e-dc09e260c3c2 | Clause:
This Agreement shall be construed and interpreted under the laws of the State of California, USA, except that questions affecting the construction and effect of any patent within the Licensed Patents under the Exclusive Agreement shall be determined by the applicable law of the country or jurisdiction in which ... | Label: Governing Laws |
2f03fc4c-9e90-4d3a-85b9-2bfc937c115d | Clause:
THIS INCREMENTAL AMENDMENT NO. 2 AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK. SECTION 10.22 OF THE CREDIT AGREEMENT IS HEREBY INCORPORATED BY REFERENCE INTO THIS INCREMENTAL AMENDMENT NO. 2 AND ... | Label: Governing Laws |
82facd60-2303-4477-bd53-4b66179a1409 | Clause:
In consideration of each Buyer’s execution and delivery of the Transaction Documents and acquiring the Securities thereunder and in addition to all of the Company’s other obligations under the Transaction Documents, the Company shall defend, protect, indemnify and hold harmless each Buyer and each holder of any... | Label: Indemnifications |
454513c6-62ac-41bb-91fc-69f246d82ff7 | Clause:
Execute, acknowledge and deliver, or cause to be executed, acknowledged or delivered, any and all such further assurances and other agreements or instruments, and take or cause to be taken all such other action, as shall be requested by Lender from time to time to give full effect to the Loan Documents and the ... | Label: Further Assurances |
585f7f7d-6c22-4775-8eb7-955bf3f7d73d | Clause:
This Agreement may be executed in two or more counterparts, each of which shall be deemed an original and all of which together shall constitute but one and the same instrument.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Ap... | Label: Counterparts |
8525c59e-379d-4ad6-9ad3-da56b70fb653 | Clause:
Shares acquired by Optionee under this Agreement shall be subject to policies established and amended from time to time by the Committee regarding the recovery of erroneously awarded compensation.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-... | Label: Forfeitures |
ccaf1f34-3905-4c1a-a0fc-d626cee64947 | Clause:
EACH PARTY TO THIS AGREEMENT 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, THE RELATED DOCUMENTS AND THE TRANSACTIONS CONTEMPLATED HEREBY AND THEREBY.
Task: Classify this cla... | Label: Waiver Of Jury Trials |
261672ae-68fd-4486-9f9d-f0aa1bba6e9f | Clause:
This Letter of Guarantee shall be binding on, and shall inure to the benefit of the Guarantor, the Bank and their respective successors and assigns; provided that the Guarantor may not assign or transfer its rights or obligations under this Letter of Guarantee. Without limiting the generality of the foregoing: ... | Label: Assignments |
eaa54147-e8ef-4212-af31-559bf7aae54f | Clause:
This Agreement (and all controversies which may arise between the parties related to or arising from this Agreement) is governed by the laws of the State of New York, without regard to conflicts of law principles. The parties agree that the exclusive venue for disputes under this Agreement shall be the state a... | Label: Assignments |
177554c9-f9f2-4e93-b42b-295fcfc90d20 | Clause:
As of the Cutoff Date, the 2017-3 Lease Agreement is not a Liquidated Lease, a Defaulted Lease or a Delinquent Lease and, except as permitted in this paragraph, to the best of the Seller’s and Servicer’s knowledge, no default, breach, violation or event permitting acceleration under its terms has occurred; and ... | Label: No Defaults |
5ca9f4c8-82a8-4eff-af64-efe0097abd3c | Clause:
In the event that the payments and benefits (the “ Payments ”) paid or provided to Executive under this Agreement or otherwise (a) constitute “parachute payments” within the meaning of Section 280G of the Code (“ Section 280G ”), and (b) but for this Section 5, would be subject to the excise tax imposed by Sec... | Label: General |
a053118c-4fcb-445b-b1d5-ca325162cab1 | Clause:
Except as amended herein, the Warrant shall remain in full force and effect. This Amendment may be executed in any number of facsimile counterparts, each of which shall be an original, but which together constitute one and the same instrument. This Amendment may be executed and delivered by facsimile.
Task: Cl... | Label: Miscellaneous |
d558fc54-4144-4e1b-9c84-8516f6d71f08 | Clause:
The proceeds of the Loans are to be used solely for the purposes set forth in and permitted by Section 7.07 . No Co-Borrower is generally engaged in the business of purchasing or selling Margin Stock or extending credit for the purpose of purchasing or carrying Margin Stock, and none of the proceeds of the Loan... | Label: Use Of Proceeds |
f6f346b8-7cc8-4067-bd8e-97cd02d787e5 | Clause:
THIS AGREEMENT SHALL BE GOVERNED BY, AND CONSTRUED, INTERPRETED AND ENFORCED ACCORDING TO, THE LAWS OF THE STATE OF NEVADA, WITHOUT REGARD TO PRINCIPLES OF CONFLICT OF LAWS PROVISIONS THEREOF AND SHALL BE BINDING UPON THE PARTIES HERETO AND THEIR RESPECTIVE SUCCESSORS AND ASSIGNS. In the event any claim arising... | Label: Jurisdictions |
123d6a6d-77e7-4bfa-9e9a-a4945e66948e | Clause:
Each of the Company and the Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which t... | Label: Taxes |
05cd99e7-924b-48af-af6b-b9337b57b264 | Clause:
Interest is payable monthly on the Payment Date of each month and shall be computed on the basis of a three hundred sixty (360) day year for the actual number of days elapsed. In computing interest, (i) all payments received after 12:00 p.m. Pacific time on any day shall be deemed received at the opening of bu... | Label: Payments |
0bb9d67a-971b-4564-8a54-195d7a6a1330 | Clause:
The Company agrees to indemnify and hold harmless each Investor and its Affiliates and their respective directors, officers, members, managers, agents and employees, and their respective successors and assigns, from and against any and all losses, claims, damages, liabilities and expenses (including without lim... | Label: Indemnifications |
9242e0a7-7e94-4093-88ff-a3962a062050 | Clause:
This Agreement may be executed in two or more identical counterparts, all of which shall be considered one and the same agreement and shall become effective when counterparts have been signed by each party and delivered to the other parties; provided that a facsimile or portable document format (“ PDF ”) signat... | Label: Counterparts |
ae681a1c-0569-4c5f-94f9-7071163f8812 | Clause:
Each Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Guarantor and without notice to or further assent by any Guarantor, any demand for payment of any of the Obligations made by the Administrative Agent or any other Secured Party may be rescinded by... | Label: Amendments |
d82ed13f-d132-4201-b89a-947239629089 | Clause:
Neither the Company nor Seller has dealt with any agent, finder, broker or other Representative in any manner which could result in the Buyer being liable for any fee or commission in the nature of a finder’s fee or originator’s fee in connection with the subject matter of this Agreement.
Task: Classify this c... | Label: Brokers |
74c169d5-ed33-47a4-a3c6-39ca4cc8ccec | Clause:
Each Agent hereby appoints The Bank of New York Mellon Trust Company, N.A. to act on its behalf as the Collateral Agent hereunder and under the Collateral Documents to which the Collateral Agent is a party and authorizes the Collateral Agent to take such actions on its behalf as are delegated to the Collateral ... | Label: Authority |
08e56481-123c-424e-a9f0-a84c3addb715 | Clause:
This Agreement may be terminated at any time prior to the Closing Time by the written agreement of all the Parties. Notwithstanding anything to the contrary in this Agreement, nothing in this Agreement will have any effect until the Effective Time.
Task: Classify this clause into ONE of these types (exactly on... | Label: Terminations |
fc747ab6-830a-4d72-8cd9-4d8160f4b1b1 | Clause:
This Agreement may be executed in two or more counterparts, each of which shall be deemed to be an original, but all of which shall constitute one and the same instrument. The submission of a signature page transmitted by facsimile (or similar electronic transmission facility, including PDF via email) shall be ... | Label: Counterparts |
3c5461a0-a2bc-4b4c-b311-2ac063386510 | Clause:
The Payee may assign, participate, transfer or otherwise convey this Note and any of its rights or obligations hereunder to any affiliate of Payee and to any other Person that the Company consents to (such consent not to be unreasonably withheld or delayed), and this Note shall inure to the benefit of the Payee... | Label: Assignments |
1c246317-f659-4d11-8306-ff1f560a585c | Clause:
The Participant’s interest in the Common Shares covered by the Share Award shall become vested and nonforfeitable to the extent provided in paragraphs (a), (b) and (c) below.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Appli... | Label: Vesting |
36ef9d2d-b9cc-4aa3-bf2c-14a319063e9c | Clause:
This Agreement may be executed and delivered in separate counterparts (including by means of facsimile), each of which is deemed to be an original and all of which taken together constitute one and the same agreement. This Agreement shall become effective only when counterparts have been executed and delivered ... | Label: Counterparts |
877b5880-ea09-472c-9496-93a13f2f799a | Clause:
This Agreement shall commence on the Effective Date and shall continue until the end of the fifth (5 th ) Contract Year, unless either party earlier terminates this Agreement within thirty (30) days of the end of the third (3) Contract year or fourth (4) Contract Year with 24 months’ notice to the other party o... | Label: Terms |
53378cfe-2d31-4416-938b-d4c8b363afbc | Clause:
This Agreement shall be governed by and construed and enforced in accordance with the laws of Bermuda without regard to conflict of law principles thereunder.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Appr... | Label: Governing Laws |
611417b4-4bdd-484c-a334-feec5e9ed11b | Clause:
The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the pr... | Label: Successors |
4c99e018-d1cf-461e-8ed4-f7cba34dd424 | Clause:
Purchaser is a duly organized and validly existing limited liability company in good standing under the laws of the State of Delaware. This Agreement has been duly authorized, executed and delivered by Purchaser, and is, and at the time of the Closing will be, a legal, valid and binding obligation of Purchaser ... | Label: Organizations |
2325e41a-391c-46ea-b18e-66ce8bf2442c | Clause:
The waiver by either party of any term, covenant, agreement or condition herein contained shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, agreement or condition herein contained, nor shall any custom or practice which may develop between the parties in the ad... | Label: Waivers |
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