id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
b2410018-c47e-40b9-8cf0-86bc02c7545c | Clause:
Section 8.2.2 of the Purchase Agreement is hereby amended to provide that “Buyer’s Guarantor” shall be either SSC IV, L.P., a Delaware limited partnership, or SSC V, L.P., a Delaware limited partnership, as required by Existing Lender.
Task: Classify this clause into ONE of these types (exactly one label):
Adj... | Label: Consents |
91a1b888-b2f3-44be-abd5-1e4f06af7f82 | Clause:
Except as would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect: (a) no Reportable Event has occurred during the past five years as to which the Borrower, any of its Subsidiaries or any ERISA Affiliate was required to file a report with the PBGC; and (b) no ERISA ... | Label: Erisa |
101d51b9-ca39-4d8c-a776-8e634a6210c3 | Clause:
The Company will use the proceeds from the sale of the Note for general corporate purposes, and not for (i) the repayment of any outstanding Indebtedness of the Company or any of its Subsidiaries or (ii) the redemption or repurchase of any of its or its Subsidiaries' equity securities.
Task: Classify this clau... | Label: Use Of Proceeds |
7abb2f38-439a-4fd6-a641-c0b1cbdcf0f2 | Clause:
This Joinder shall be governed by and construed in accordance with the internal laws of the State of [Delaware], without regard to any conflicts of law provisions which would require or permit the application of the law of any other jurisdiction.
Task: Classify this clause into ONE of these types (exactly one ... | Label: Governing Laws |
c0ade50d-7dba-4d29-8dae-2d6bd47e76bf | Clause:
Borrower hereby represents that it has dealt with no financial advisors, brokers, underwriters, placement agents, agents or finders in connection with the transactions contemplated by this Agreement other than J.P. Morgan Securities LLC and Credit Suisse Securities (USA) LLC. Borrower hereby agrees to indemn... | Label: Brokers |
eaae8203-336d-4451-ac06-870e9b38ff08 | Clause:
The failure of a Party to insist upon strict adherence to any term of this Agreement on any occasion shall not be considered a waiver of such Party’s rights or deprive such party of the right thereafter to insist upon strict adherence to that term or any other term of this Agreement.
Task: Classify this clause... | Label: No Waivers |
e4d96b6e-bb53-4409-9569-b0991b223c6e | Clause:
Other than the Waiver and Second Amendment, this Third Amendment and the Forbearance Agreement, no settlement, agreement or understanding (A) entered into with respect to the Finance Documents or (B) purporting to amend, modify or qualify the Finance Documents or to waive any rights or obligations set forth the... | Label: No Waivers |
f4ffc616-3cc8-44a9-961f-dba6c0768385 | Clause:
Capitalized terms used herein and not otherwise defined shall have their meanings as attributed to such terms in the Receivables Purchase Agreement or the Receivables Sale Agreements, as applicable.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Ant... | Label: Defined Terms |
942934bc-53b2-4e52-b054-aa2941f8f664 | Clause:
Assignment or attempted assignment by Seller or Guarantor of this Agreement or any rights hereunder without first obtaining the specific written consent of Buyer, or the granting by Seller of any security interest, lien or other encumbrances on any Purchased Mortgage Loans to any person other than Buyer.
Task:... | Label: Assignments |
30522a9a-6e50-4983-805c-bb4b336378db | Clause:
This Agreement and the Plan contain the entire agreement and understanding of the parties hereto with respect to the subject matter contained herein and supersede all prior communications, representations and negotiations with respect thereto. Except as otherwise specified herein or in the Plan, notwithstanding... | Label: Entire Agreements |
8b185724-45bc-4641-bb8a-be9a235652b6 | Clause:
Executive shall be entitled to reimbursement for expenses incurred in the furtherance of the business of the Company in accordance with the Company’s practices and procedures, as they may exist from time to time. Executive may, in his discretion, elect to purchase, and be reimbursed for, business class tickets ... | Label: Expenses |
e43a2ab4-9140-4983-b796-9f7e7d70dbcf | Clause:
No waiver or course of dealing shall be established by (a) the failure or delay of Agent or any Lender to require strict performance by any Obligor with any terms of the Loan Documents, or to exercise any rights or remedies with respect to Collateral or otherwise; (b) the making of any Loan or issuance of any L... | Label: Waivers |
21da3489-602b-49d9-b1a3-7d5c1646afc8 | Clause:
In the event your employment with the Company or any of its Affiliates terminates due to Disability, your rights with respect to any then unvested RSUs awarded pursuant to this Award Agreement shall become vested in you or your guardian or legal representative, as applicable, as of such termination.
Task: Clas... | Label: Disability |
a1148738-39a5-4f6e-b0c4-dd4d92ace97e | Clause:
To the extent permitted by applicable law, in the event of any litigation between the parties hereto, to the extent that a trial by jury would be available as to any matters in such litigation, the parties hereby expressly waive the right to a trial by jury as to such matters, and hereby agree not to demand a j... | Label: Waiver Of Jury Trials |
8df5109e-148e-47ab-a97a-65f847478971 | Clause:
This Agreement, including the Exhibits to this Agreement, the Specified Documents and the Contribution Agreement embody the entire agreement and understanding of the parties hereto in respect of the subject matter contained in this Agreement. This Agreement supersedes all prior agreements and understandings bet... | Label: Entire Agreements |
93adef40-d341-4393-afed-4214c868c377 | Clause:
The Borrower has the corporate power and authority, and the legal right, to make, deliver and perform the Loan Documents to which it is a party and to borrow hereunder. The Borrower has taken all necessary corporate action to authorize the execution, delivery and performance of the Loan Documents to which it is... | Label: Authorizations |
0b8767c4-6163-40b0-898a-4a09d7212037 | Clause:
The Warrant Agent shall be liable hereunder only for its own gross negligence, willful misconduct or bad faith. The Company agrees to indemnify the Warrant Agent and save it harmless against any and all liabilities, including judgments, claims, losses, damages, costs and reasonable counsel fees, for anything do... | Label: Indemnity |
705c4f26-ad54-4f6a-a6dd-c293dac66355 | Clause:
This Agreement (including the Annexes and Schedule hereto), together with the Purchase Agreement and any other documents delivered by the Parties in connection herewith or therewith, constitutes the entire agreement between the Parties with respect to the subject matter hereof and thereof and supersede any prio... | Label: Entire Agreements |
8fac6ac8-153d-431d-bcbf-b02f2a1061a8 | Clause:
This Agreement is governed by and shall be construed in accordance with the laws of the State of California without regard to conflict-of-law principles. The federal and state courts located in Santa Barbara County, California shall be the exclusive forum for resolving any disputes arising out of or relating to... | Label: Governing Laws |
090e0ec5-8510-42fa-bec9-95eee7ad00d3 | Clause:
Maintain, and cause each Subsidiary to maintain, insurance with reputable insurance companies against such risks, of such types (including general liability, larceny, embezzlement or other criminal misappropriation insurance), on such properties and in such amounts as is customarily maintained by similar busine... | Label: Insurances |
f71f7408-b8de-46a1-b88d-cdfbc8781ebe | 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 |
f39e516e-1ddc-4cd9-8574-a08732305303 | Clause:
Any Lender may at any time, without the consent of, or notice to, any Borrower, the Administrative Agent, any Issuing Bank or any Swing Line Lender, sell participations to one or more Eligible Assignees (each, a “ Participant ”) in all or a portion of such Lender’s rights and/or obligations under this Agreement... | Label: Participations |
c1171c57-9ca5-4fc6-870f-ee35f196ffa3 | Clause:
Each of the Borrower and the Guarantor has timely filed all material federal, state and local income, excise, property, and other material tax returns prior to the Restatement Date and the date of each Warehousing Advance Request, as applicable, and paid all taxes shown thereon to be payable, except to the exte... | Label: Taxes |
7820eb94-6613-4ec2-a5e6-c364d857289a | Clause:
The execution and delivery by such Person of this Amendment, and the performance of its obligations under this Amendment and the Agreement, as amended hereby, are within its corporate powers and have been duly authorized by all necessary corporate action on its part. This Amendment and the Agreement, as amended... | Label: Enforceability |
c03ac9eb-cc80-4b7d-8e6c-2e9e66d8a280 | Clause:
Each capitalized term which is defined in the Credit Agreement, but which is not defined in this Eighth Amendment, shall have the meaning ascribed such term in the Credit Agreement. Unless otherwise indicated, all article, section and exhibit references in this Eighth Amendment refer to articles, sections and e... | Label: Defined Terms |
c3e3c2d3-24e8-44fd-988f-c42ff598e3fe | Clause:
This Agreement may be executed in counterparts and each such counterpart will for all purposes be deemed to be an original, and both such counterparts will together constitute but one and the same instrument. Facsimiles or other electronic copies of signatures will be deemed to be originals.
Task: Classify thi... | Label: Counterparts |
0d9f1359-0375-4589-bd76-9ff0362440a6 | Clause:
The Award is subject to all the terms and conditions of the Tyson Foods, Inc.
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: Terms |
245562ea-d788-4ff3-a462-531a092d7cf7 | Clause:
This Agreement shall be governed by and construed in accordance with the laws of the State of Nevada without regard to principles of conflicts of laws. Any action brought by either party against the other concerning the transactions contemplated by this Agreement shall be brought only in the state courts of New... | Label: Governing Laws |
3feb9fc5-6a9b-4a8c-a3eb-3e3e2256900c | Clause:
The Plan shall be governed by the laws of the State of California as such laws are applied to agreements between California residents entered into and to be performed entirely within the State of California.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendm... | Label: Applicable Laws |
6a57a8b8-bbcc-4c16-a20b-f695e3861512 | Clause:
The Holder shall be entitled to receive, and Borrower shall pay, simple interest on the outstanding principal amount of this Note at the annual rate of eight (8%) percent per annum payable in cash on the Maturity Date.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreeme... | Label: Interests |
1c1f5bf3-cf04-4162-b0ab-e8ec584a1a19 | 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 $3,000,000 of ... | Label: Closings |
e3fd3714-b50c-494d-b33c-4c5100e9fb78 | Clause:
In the event of any pending or threatened investigation, proceeding, lawsuit, claim or legal action against or involving the Company, the Grantee acknowledges and agrees to cooperate to the fullest extent possible in the investigation, preparation, prosecution, or defense of the Company’s case, including, but n... | Label: Cooperation |
18b08c0e-b548-454c-9106-dc915a8ca0d6 | Clause:
Cash Collateral (or the appropriate portion thereof) provided to reduce Fronting Exposure or other obligations shall be released promptly following (i) the elimination of the applicable Fronting Exposure or other obligations giving rise thereto (including by the termination of Defaulting Lender status of the ap... | Label: Releases |
c8e6ad93-41cf-4bb1-9a66-6eaa1843d998 | Clause:
During the Term, Employee shall serve the Company faithfully and to the best of his ability and shall devote his full time, attention, skill and efforts to the performance of the duties required by or appropriate for the Position, and shall (i) observe the Company’s policies and standards of conduct, as well as... | Label: Duties |
678493d8-0804-45e7-82bc-58bf446046f0 | Clause:
The parties will keep confidential, and will not disclose to any person, except as may be required by law, the existence of any controversy under this Section 25, the referral of any such controversy to arbitration or the status or resolution thereof. In addition, the confidentiality restrictions set forth in ... | Label: Confidentiality |
66a2506b-e7f5-4707-adf1-1141be759488 | Clause:
It is the intention of the parties hereto that the sale, transfer, assignment and conveyance contemplated by this Agreement shall constitute a sale of the Purchased Receivables from Seller to Purchaser and not a financing transaction, borrowing or loan; and accordingly, Seller and Purchaser will treat the sale,... | Label: Sales |
84b36e82-fc8b-4ab9-ab44-986e7d2d9403 | Clause:
Executive shall be entitled to five (5) weeks of vacation and twelve (12) personal days per year, to be taken in such amounts and at such times as shall be mutually convenient for Executive and the Company. Any time not taken by Executive in one year shall be carried forward to subsequent years. If all such vac... | Label: Vacations |
372b61e6-b87c-44fe-af93-3cc43ad96736 | Clause:
Except as disclosed in Schedule 6.2 , the Acquiror Company does not own, directly or indirectly, any equity or other ownership interest in any corporation, partnership, joint venture or other entity or enterprise.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, ... | Label: Subsidiaries |
f1f202ed-c57a-486e-a8a8-18bb1fc115cf | Clause:
Debtor has filed all tax returns and reports required by any governmental authority to be filed by Debtor, and such returns and reports are true and correct. Debtor has paid all taxes, assessments, and other government charges imposed upon it or its income, profits or properties, or upon any part thereof, othe... | Label: Taxes |
cf054e45-f832-4908-82b3-5e3c1b0727fc | Clause:
EACH LOAN PARTY IRREVOCABLY AND UNCONDITIONALLY SUBMITS, FOR ITSELF AND ITS PROPERTY, TO THE EXCLUSIVE JURISDICTION OF THE COURTS OF THE STATE OF WISCONSIN SITTING IN MILWAUKEE COUNTY AND OF THE UNITED STATES DISTRICT COURT OF THE EASTERN DISTRICT OF WISCONSIN, AND ANY APPELLATE COURT FROM ANY THEREOF, IN ANY A... | Label: Submission To Jurisdiction |
d9d0aad4-bf81-45df-b81f-ec614e2df65e | Clause:
The Administrative Agent shall have received executed signature pages hereto from (i) Lenders constituting the Required Lenders under the Original Credit Agreement, (ii) each Lender (after giving effect to any assignments from Non-Consenting Lenders), (iii) the Incremental Revolving Lender and (iv) each of the ... | Label: Consents |
6dfba86f-c0c8-454f-8c1b-e342ab4ebb2d | Clause:
The Borrowers shall pay to the Administrative Agent for the account of the Lenders in accordance with the terms of this Section 2.10 , on the date of each termination or reduction of the Revolving Committed Amount, the Commitment Fee accrued through the date of such termination or reduction on the amount of the... | Label: General |
1264a7ec-043d-417b-b253-0f5c187af11a | Clause:
To request the issuance of a Letter of Credit by any Issuing Bank (or the amendment, renewal or extension of an outstanding Letter of Credit (other than an automatic renewal or extension permitted pursuant to paragraph (c) of this Section 2.05)), the Borrower shall hand deliver or fax (or transmit by electronic... | Label: Amendments |
05c60d09-ec7d-4fa3-a6d7-43c5586a8c78 | Clause:
All payments by each Obligor under this Lease Agreement shall be made in U.S. dollars, in immediately available funds, without deduction, set off or counterclaim, to Lessors’ account as specified by Lessors to Lessee from time to time, free and clear of and without reduction or withholding for any taxes and Les... | Label: Payments |
1fb3609d-4aa9-419b-852d-5b8cd683cc5e | Clause:
THIS THIRD AMENDMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT AMONG THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS AMONG THE PARTIES.
Task: Classify this clause into ONE of the... | Label: Entire Agreements |
76218f08-1040-45ef-84ca-b853538ed743 | Clause:
Any notices required or permitted by this Agreement or by law to be served on, or delivered to, any Party to this Agreement, shall be in writing and shall be signed by the Party giving or delivering it and sent by courier that guarantees overnight delivery, or by registered or certified mail, return receipt req... | Label: Notices |
0fcda1ea-6d89-465b-b9bc-abb7271b8ee0 | Clause:
In the event Seller or Purchaser fails to perform any of its obligations under this Agreement, the non-defaulting party shall provide the defaulting party with notice and five (5) days to cure such default, prior to pursuing any remedies available with respect to such default; provided, however, that (i) no suc... | Label: Notices |
f8f9098d-4dd6-4983-842e-77a800bfd55e | Clause:
The Administrative Agent shall have received (i) audited consolidated balance sheets and related statements of income, stockholders’ equity and cash flows of the Borrower for the three most recently completed fiscal years ended at least 90 days prior to the Amendment No. 1 Effective Date and (ii) unaudited cons... | Label: Financial Statements |
5ba2617b-5cf8-4281-aa5b-86221c0c05bc | Clause:
For the purposes of this Article, the following words and phrases shall have the meanings set forth in this Section 4.05 of this Part III, unless a different meaning is clearly required by the context.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, ... | Label: Definitions |
186c37e9-76a2-499f-9c02-2281962a2325 | Clause:
Any action or proceeding seeking to enforce any provision of, or based on any right arising out of, this Agreement must be brought against any of the parties in the courts of the State of California, Los Angeles County, or, if it has or can acquire jurisdiction, in the United States District Court for the South... | Label: Jurisdictions |
d64e0aec-c7a0-4068-b4ce-75b1aa4a43ed | Clause:
THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS AND ANY CLAIMS, CONTROVERSY, DISPUTE OR CAUSE OF ACTION (WHETHER IN CONTRACT OR TORT OR OTHERWISE) BASED UPON, ARISING OUT OF OR RELATING TO THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT (EXCEPT, AS TO ANY OTHER LOAN DOCUMENT, AS EXPRESSLY SET FORTH THEREIN) AND THE TRANS... | Label: Governing Laws |
ec4ded5a-75bb-4c99-9f21-da8dee3655c0 | Clause:
The closing of the transactions contemplated by this Agreement (the “Closing”) shall take place simultaneously with the execution and delivery hereof at the offices of GTHC or such other place as the parties may agree.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreeme... | Label: Closings |
fd8576c5-f9ab-4f12-9d3e-b91ab62c64c3 | Clause:
The failure of a party to insist upon strict adherence to any term of this Agreement on one or more occasion shall not be considered a waiver or deprive that party of the right thereafter to insist upon strict adherence to that term or any other term of this Agreement. Any waiver must be in writing. Any waiver ... | Label: Waivers |
8ef0b172-2799-42ee-b294-c5feb62d7189 | Clause:
This Agreement shall be governed by and construed in accordance with the laws of the State of Florida without regard to conflicts of laws principles that would result in the application of the substantive laws of another jurisdiction. Any action brought by either party against the other concerning the transacti... | Label: Governing Laws |
e18e4883-61ed-42a2-991b-ca8ae4f6d0f5 | Clause:
Each party hereto irrevocably and unconditionally agrees that it will not commence any action, litigation or proceeding of any kind or description, whether in law or equity, whether in contract or in tort or otherwise, against any other party hereto, or any Related Party of the foregoing in any way relating to ... | Label: Jurisdictions |
a7036eb6-ded2-456c-9532-803d2f9f7e34 | Clause:
The parties to each assignment shall deliver to the Administrative Agent (A) a duly executed Assignment and Acceptance, (B) a processing and recordation fee of $3,500 , (C) an Administrative Questionnaire unless the assignee is already a Lender and (D) the documents required under Section 2.20 .
Task: Classify... | Label: Assignments |
41fa4161-5f55-4275-b6f7-196a1948b288 | Clause:
All amounts payable by the Company to the Executive hereunder (including, but not limited to, the Salary or any amounts payable pursuant to Sections 3.3 and/or 3.4 hereof) shall be reduced prior to the delivery of such payment to the Executive by an amount sufficient to satisfy any applicable federal, state, lo... | Label: Withholdings |
faee5686-13b6-4398-93af-ada5132ffa82 | Clause:
All Subsidiaries of the Company and the locations thereof on the Closing Date are set forth in the SEC Reports. The SEC Reports set forth as of the Closing Date, the Company’s jurisdiction of organization and the location of Company’s executive offices and other places of business.
Task: Classify this clause i... | Label: Subsidiaries |
e04d64ee-04cd-49d2-849f-eba06fe81bf8 | Clause:
Each of the parties agrees that any breach of the terms of this Agreement will result in irreparable injury and damage to the other parties, for which there is no adequate remedy at law. Each of the parties therefore agrees that in the event of a breach or any threat of breach, the other parties shall be entitl... | Label: Specific Performance |
845135f8-ba0f-40fc-80b8-495b7cde0b64 | Clause:
Except as may be required by applicable law or regulation (but only after using reasonable best efforts to give the MD Stockholders and the SLP Stockholders an opportunity to review and comment), no Stockholder shall make any public announcement regarding, or filings with respect to, the transactions contemplat... | Label: Publicity |
0ba19c6a-44d7-49b9-95f3-f0810af20cea | Clause:
To the extent that the receipt of the Restricted Stock Units or the lapse of any Forfeiture Restrictions results in income, wages or other compensation to you for any income, employment or other tax purposes with respect to which the Company has a withholding obligation, the Company is authorized to withhold fr... | Label: Tax Withholdings |
5508917c-0874-4c35-aaf9-50a8bbb612d2 | Clause:
Notice shall he addressed to the PARTIES at the address and facsimile listed below and sent by both (a) email and (b) by a nationally recognized overnight courier for next day morning delivery, in which case notice shall be deemed delivered one (1) business day after the facsimile has been sent and one (I) busi... | Label: Notices |
5e47a36f-6f29-4368-80ec-31f04fb130dc | Clause:
Some or all of the payments made under or pursuant to this Agreement may be subject to Section 409A of the Internal Revenue Code of 1986. The Company makes no representation or warranties with respect to the application of such section to such payments. Employee is solely responsible for any federal, state or l... | Label: Taxes |
fc3aa071-c081-4626-9060-5b621334e3ba | Clause:
All amounts under this Agreement shall be paid net of any applicable withholding required under federal, state or local law.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, A... | Label: Withholdings |
45854c38-8ea7-46bc-b22e-a03a66f59f0b | Clause:
Notwithstanding the foregoing, no payments shall be made or benefits provided under this Agreement unless the Executive executes, and does not revoke, the Company’s standard written release, substantially in the form as attached hereto as Appendix A (the “Release”), of any and all claims against the Company and... | Label: Releases |
10b11482-87a8-4ba8-9cc3-02eb9c71ee2e | Clause:
This Agreement may be executed in any number of counterparts and by different parties hereto on separate counterparts, each of which when so executed and delivered shall be deemed to be an original, but all of which when taken together shall constitute a single instrument. Delivery of an executed counterpart of... | Label: Counterparts |
818f5fec-5f5b-4189-af01-bd246ac460cf | Clause:
The Executive acknowledges that all discoveries, concepts, ideas, inventions, innovations, improvements, developments, methods, designs, analyses, drawings, reports, patent applications, copyrightable work and mask work (whether or not including any Confidential Information) and all registrations or application... | Label: Intellectual Property |
b3b4756a-6623-451d-a6e9-b829d4d04333 | Clause:
Borrower and Bank each have good and marketable title to all its respective properties and assets reflected on the financial statements referred to herein, except for (i) such assets as have been disposed of since said date as no longer used or useful in the conduct of business and (ii) items which have been am... | Label: Liens |
e3684a93-c373-479b-a726-6019b43ff5ad | Clause:
The Company shall do and perform, or cause to be done and performed, all such further acts and things, and shall execute and deliver all such other agreements, certificates, instruments and documents, as the MHR Funds may reasonably request in order to carry out the intent and accomplish the purposes of this Ag... | Label: Further Assurances |
43a87081-27e9-488e-9917-8a522029bb37 | Clause:
No Eligible Employee who incurs a Severance during the Change in Control Protection Period or any Former Employee whose Severance Date occurred within the ninety (90) day period ending on the date that the Change in Control is consummated shall be eligible to receive any payments or other benefits under the Pla... | Label: Releases |
0cbb1585-5f63-45aa-927e-c5d8dd386537 | Clause:
Company’s obligation to pay all amounts, including accrued interest, owed to Penn under this Agreement will survive the termination of this Agreement for any reason. Sections 13.10 and 13.11 and Articles 4, 5, 6, 9, 10, and 11 will survive the termination of this Agreement for any reason in accordance with thei... | Label: Survival |
2e61e62e-3f2f-416e-8888-5259388cd03c | Clause:
This Agreement will be governed by, and construed in accordance with, the laws of the State of Colorado (without considering Colorado choice of law provisions).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Ap... | Label: Governing Laws |
87379d1e-9ea0-40ee-ba73-175c4b3ca476 | Clause:
You understand and agree that because the Company is extending these benefits to only a few key employees at the Company, you will keep the terms of this Agreement confidential at all times and will not disclose the terms of this Agreement to anyone (other than to your immediate family members or your personal ... | Label: Confidentiality |
721d0109-3f2c-49c1-b2b0-79e59f60c0b6 | Clause:
If any provision of this IMAX LTIP is held unenforceable, the remainder of the IMAX LTIP shall continue in full force and effect without regard to such unenforceable provision and shall be applied as though the unenforceable provision were not contained in the IMAX LTIP.
Task: Classify this clause into ONE of ... | Label: Severability |
dfbe0767-6f2a-45ad-9af7-3246e8daf0da | 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 at the facsimile number or email attac... | Label: Notices |
b194206a-3cfc-473a-8823-b60fd0475649 | Clause:
Notwithstanding any provision of this Agreement to the contrary, if, within two years following a Change in Control, the Participant’s employment is terminated by a Group Company not for Cause or by the Participant for Good Reason, the Award shall become immediately vested in full upon such termination of emplo... | Label: Change In Control |
157cf56f-8cc6-4f0e-aa6e-0b2b6963445c | Clause:
If any provision of this Plan or any Award is or becomes or is deemed to be invalid, illegal, or unenforceable in any jurisdiction or as to any person or Award, or would disqualify this Plan or any Award under any law deemed applicable by the Board, such provision shall be construed or deemed amended to conform... | Label: Severability |
b55c37b7-326e-4236-898c-3c22f90bbd6d | Clause:
This Agreement may be executed in any number of counterparts, each of which shall be an original, and all of which, when taken together, shall constitute one agreement. Delivery of an executed signature page of this Agreement by facsimile transmission or electronic transmission (i.e., a “pdf” or “tif”) shall be... | Label: Counterparts |
5befc76c-4d89-47c0-a137-abd147a7e1a2 | Clause:
The Grantors shall maintain insurance on the Collateral as required by Section 6.07 of the Credit Agreement, which insurance shall include the endorsements and provisions required by Section 6.07 of the Credit Agreement. All such insurance policies shall name the Collateral Agent as additional insured or loss p... | Label: Insurances |
bb48e2c6-e11e-42b9-ae40-667799964610 | Clause:
The proceeds of the Term B Loans and the Revolving Credit Loans shall be used in a manner consistent with the uses set forth in the Preliminary Statements to this Agreement. The proceeds of the Dollar Term C-1 Loans, Euro Term C-1 Loans and Term C-2 Loans shall be used to refinance the Dollar Term B-1 Loans, Eu... | Label: Use Of Proceeds |
f667f17d-ca34-49a4-8e60-9fdfed466feb | Clause:
This Agreement shall not be modified or amended except in writing signed by HCW and the Company. This Agreement shall be binding upon and inure to the benefit of both HCW and the Company and their respective assigns, successors, and legal representatives. This Agreement constitutes the entire agreement of HCW a... | Label: Miscellaneous |
94a8ed4d-e93f-4ffa-8c42-05a5b3a405a5 | Clause:
Creditor represents and warrants to Lender that, except as specified in this Agreement, there are no other Obligations to Creditor. Creditor agrees in favor of Lender that no additional Obligations to Creditor shall be incurred by any Obligor in favor of Creditor (without Lender’s prior written consent) and, in... | Label: Warranties |
8a8fb4d4-e9e7-4af0-a100-d6e6ee677cc6 | Clause:
If any provision of this Agreement should be held unenforceable or void, then that provision shall be separated from the remaining provisions and shall not affect the validity of this Agreement except that if the unenforceable or void provision relates to the payment of any monetary sum, then, Lender may, at it... | Label: Severability |
2e627fed-0f2d-4968-acb7-250f0a156e6d | Clause:
This Agreement is the entire agreement between the Parties with respect to the subject matter hereof, and supersedes any previous agreements, written or oral, between Executive and Company with regard to the subject matter of this Agreement. This Agreement may not be modified or amended orally, and any amendmen... | Label: Entire Agreements |
d67c2840-9753-47ce-b25e-21a33837b074 | Clause:
The execution and delivery by Borrower of the Loan Documents, Borrower’s performance of its obligations thereunder and the creation of the Liens provided for in the Loan Documents (a) have been duly authorized by all requisite action on the part of Borrower, (b) will not violate any provision of any applicable ... | Label: Authorizations |
29584534-b63a-499f-bed1-c3d10e15537d | Clause:
(a) The Term Loan Representative, on behalf of itself and the other Term Loan Secured Parties, agrees that each of them shall take such actions as the ABL Representative shall request in connection with the exercise by the ABL Secured Parties of their rights set forth herein in respect of the ABL Facility Prior... | Label: Cooperation |
8f9cc27a-375c-4317-a9f1-3fc63a921e4f | Clause:
Titles are provided herein for convenience only and are not to serve as a basis for interpretation or construction of this RSU Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, A... | Label: Titles |
5c7fa41b-2f3a-4f16-b1b8-c6146aac9163 | Clause:
(a) Each borrowing by the Borrowers from the Lenders hereunder, each payment by the Borrowers on account of any commitment fee and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Tranche A Term Loan Percentages, Incremental Term Loan Percentages or Revolving Cr... | Label: Payments |
5ed2d26b-043f-4a56-b818-2d8c7604e003 | Clause:
Year-end audited financial statements and unaudited quarterly stub financial statements are available online at www.sec.gov (collectively the "Financial Statements"). The Financial Statements present fairly, in all material respects, the financial position on the dates thereof and results of operations of the ... | Label: Financial Statements |
7b4ee665-f438-4d16-9195-a22fa8775a3a | Clause:
Every term and provision of this Agreement is intended to be severable. If any term or provision hereof is held to be illegal, invalid or unenforceable for any reason whatsoever, such term or provision will be enforced to the maximum extent permitted by law and, in any event, such illegality, invalidity or unen... | Label: Severability |
2a6cc29c-f4e6-4ad5-bd1d-bab424792022 | Clause:
Employee recognizes that his services hereunder are of a personal, special, unique and extraordinary character and irreparable injury will result to Employer and to its business and properties in the event of any breach by Employee of any of the restrictive covenants set forth in Sections 11 and 12 (the “ Restr... | Label: Remedies |
631cf582-55c3-4433-b2b9-ac2f2db1e177 | Clause:
The Corporation may satisfy any tax withholding obligations in respect of the Stock Units in accordance with Section 8.5 of the Plan.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assig... | Label: Tax Withholdings |
7ccaccc5-ef2f-4795-887c-ec9e187e818b | Clause:
Borrower shall pay to Administrative Agent, for its own account or for the account of the Lenders, as applicable, all Fees set forth in the Fee Letter as and when due as provided therein.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruptio... | Label: Fees |
469c92ea-8a60-4b50-a0da-3d49a88f0452 | Clause:
At Closing, the Company shall pay the reasonable fees and expenses of the Purchasers (including fees of counsel to such Purchasers) incurred in connection with the transactions contemplated herein, in an aggregate amount not to exceed $75,000.
Task: Classify this clause into ONE of these types (exactly one lab... | Label: Expenses |
db1bc7f3-8f82-41fa-b246-b7acd6ea9a26 | Clause:
From and after the date of this Agreement, the Company shall not sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) of the Company that would be integrated with the offer or sale of the Securities such that the rules or... | Label: Integration |
a24d7e0e-f960-4237-b5b0-8857c9485438 | Clause:
This Agreement, the Purchase and Sale Agreement and the documents entered into in connection therewith (collectively, the “ Transaction Documents ”) constitute the entire agreement between the parties and their Affiliates with respect to the subject matter hereof and the Transaction Documents supersede all prio... | Label: Entire Agreements |
8aab3857-93de-4f86-8907-19be76a70d78 | Clause:
Receipt of Severance Compensation and other benefits or amounts by the Executive under this Agreement, is conditioned upon the Executive executing and delivering to the Company a release.. Such release must be executed and delivered by no later than the fifth day following the expiration of the applicable 21-da... | Label: Releases |
71362665-cc7f-4c94-8efd-c6a66e1bdcc5 | Clause:
For the avoidance of doubt, (a) Purchaser hereby acknowledges that it bears the risk of non-payment by the obligors of the Purchased Loans and associated credit-related losses in respect thereof, and indemnification shall not be available for any such non-payment or associated losses under this Agreement, (b) t... | Label: Assignments |
1eb2dc14-2952-45ae-8a65-fc58cfe7657d | Clause:
THIS AGREEMENT AND ANY CLAIM, CONTROVERSY OR DISPUTE ARISING UNDER OR RELATED TO THIS AGREEMENT, THE RELATIONSHIP OF THE PARTIES TO THIS AGREEMENT, AND/OR THE INTERPRETATION AND ENFORCEMENT OF THE RIGHTS AND DUTIES OF THE PARTIES TO THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERN... | Label: Governing Laws |
4a0cf2b1-18dc-4d56-a538-b297c06aff8d | Clause:
Except in the event of an outright sale to Republic in accordance with Article III of this Agreement, PVOG shall be responsible for the payment of severance taxes and PVOG hereby directs Republic to not withhold any amounts from the proceeds allocable to the sale and delivery of crude oil for the payment of suc... | Label: Taxes |
Subsets and Splits
No community queries yet
The top public SQL queries from the community will appear here once available.