id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
263c5d1b-ad0e-483f-b84b-17c41f6f455d | Clause:
Subject to the conditions set forth within this Development Assignment, White Mountain hereby assigns, grants, transfers, creates step-in rights, and conveys to Developer all of its development rights, privileges and entitlements with respect to the Desal Plant as set forth in Section 1.2 (“ Development Rights ... | Label: Assignments |
a62b17ed-0d3a-4e8f-a652-8f50ee3a75bb | Clause:
(i) In the event that the Closing has not occurred on or before June 30, 2017, then this Letter Agreement and the respective rights and obligations of the Parties hereunder shall automatically terminate and be of no further force and effect and (ii) this Letter Agreement and the respective rights and obligation... | Label: Terminations |
d26a75a1-2110-43b5-b1ec-fd007b104661 | Clause:
The provisions of this 2015 Time-Based Plan are severable and if any one or more provisions are determined to be illegal or otherwise unenforceable, in whole or in part, the remaining provisions shall nevertheless be binding and enforceable.
Task: Classify this clause into ONE of these types (exactly one label... | Label: Severability |
ae9a49fe-6ac4-4983-acd7-baa7f9515aa5 | Clause:
This Agreement and the obligations of the Stockholders pursuant to this Agreement shall terminate upon the earlier to occur of (a) the date the Merger Agreement shall have been validly terminated pursuant to its terms, (b) the date of any amendment, modification, change or waiver to any provision of the Merger ... | Label: Terminations |
a03d86f2-c7f2-4c8e-86b4-77c808e666c4 | Clause:
This Lease, along with any exhibits or attachments hereto, constitutes the entire agreement between the parties relative to the Leased Premises and there are no oral agreements or representations between the parties with respect to the subject matter hereof. This Lease supersedes and cancels all prior agreement... | Label: Entire Agreements |
fe221fc3-40c9-4945-a90b-115f072fa290 | Clause:
This Agreement shall be governed by and interpreted under the laws of the State of Delaware without giving effect to any conflict of laws provisions.
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 |
89ccd3be-66f5-4312-b48c-055f0d8f8355 | Clause:
The execution, delivery and performance by the Company of this Amendment and Waiver Agreement will not (a) contravene, result in any breach of, or constitute a default under, or result in the creation of any Lien in respect of any property of the Company or any Subsidiary under, any indenture, mortgage, deed of... | Label: Compliance With Laws |
f0d363b3-7a14-4b75-843c-07c30a508168 | Clause:
Section 4.2 is intended to provide the greatest restriction allowable under Cal. Bus. & Prof. Code §16601. In the event any provision hereof is determined by a court of competent jurisdiction to violate any provision of Cal. Bus. & Prof. Code §16601, that provision shall be modified to the least extent necessar... | Label: Construction |
742ec40e-51b0-41bf-8c41-629e178f905d | Clause:
The unaudited balance sheet of as of June 30, 2016 and the related statements of income and retained earnings for the period then ended fairly present the financial position of ACQUIRED COMPANY as of the date of the balance sheet included in the financial statements, and the results of its operations for the pe... | Label: Financial Statements |
d1af9637-16b1-47d3-84b0-66cc99c038b2 | Clause:
The Company shall bear all fees and expenses attendant to registering the Registrable Securities pursuant to this Section 4 hereof, but the Holders shall pay any and all underwriting commissions and the expenses of any legal counsel selected by the Holders to represent them in connection with the sale of the Re... | Label: Terms |
455098c3-0eaa-4d06-bb60-7c602e227bdb | Clause:
The parties to each assignment shall execute and deliver to the Administrative Agent an Assignment and Assumption, together with a processing and recordation fee in the amount of $3,500 for each assignment; provided , however , that the Administrative Agent may, in its sole discretion, elect to waive such proce... | Label: Assignments |
862c861e-8778-4a42-80a2-3e8734692f22 | Clause:
SSI and Bank agree that Bank shall provide SSI a written, tiered pricing schedule (based on Applicant credit scores or another designation by Bank) for new Score Cut Plan Accounts opened by Bank, which pricing schedule Bank may modify no more than twice during each Plan Year, but in no event sooner than three (... | Label: Fees |
7dce6421-8a54-41a7-af82-1fa170fd6eec | Clause:
This Agreement, together with the other Loan Documents and the Fee Letter, comprises the complete and integrated agreement of the parties on the subject matter hereof and thereof and supersedes all prior agreements, written or oral, on such subject matter. In the event of any conflict between the provisions of ... | Label: Integration |
871d4f24-4d64-4512-95f7-341cce95c9fe | Clause:
Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company confirms that neither it nor any other Person acting on its behalf has provided any of the Purchasers or their agents or counsel with any information that it believes constitutes o... | Label: Disclosures |
95244bca-6d8d-4326-ac5f-c6333237b24d | Clause:
No change, modification or waiver of any term of this Agreement shall be valid unless it is in writing and signed by both parties.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignme... | Label: Modifications |
a413acb6-3f5f-4dbb-910c-d37b9b7c2efe | Clause:
If any term of provision hereof is determined to be invalid or unenforceable in a final court or arbitration proceeding, (i) the remaining terms and provisions hereof shall be unimpaired and (ii) to the extent permitted by applicable law, the invalid or unenforceable term or provision shall be deemed replaced b... | Label: Severability |
68d1f27c-1397-4d34-9763-5fc3e63bbc9c | Clause:
Whenever possible, each provision of this Agreement will be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable law or rule in any jurisdiction, such invalidity, i... | Label: Severability |
0b92ca19-dfc3-430e-b7ff-3b0e9b2533a1 | Clause:
This Amendment and ML4 contain the entire agreement between Lessor and Tenant with respect to the subject matter hereof. No representations, warranties or agreements have been made by Lessor or Tenant except as set forth in this Amendment and ML4.
Task: Classify this clause into ONE of these types (exactly one... | Label: Integration |
2f757e69-2aa4-46ee-8278-2a80bff2d6df | Clause:
This Agreement will be governed by and construed in accordance with the laws of the State of New York applicable to agreements made within such State, without regard to the conflicts of law principles that would require the application of any other law.
Task: Classify this clause into ONE of these types (exact... | Label: Governing Laws |
1db2206a-0278-4aae-8c55-243f10b4556d | Clause:
All matters affecting this Agreement, including the validity thereof, are to be governed by, and interpreted and construed in accordance with, the laws of the State of Illinois applicable to contracts executed in and to be performed in that State.
Task: Classify this clause into ONE of these types (exactly one... | Label: Governing Laws |
8676459c-2e94-4cd0-8ccc-bf21a27c6677 | Clause:
The Representation and Warranty Provider, the Seller (at the direction of applicable Beneficial Holder) and the Purchaser each agree to execute and deliver to the other such reasonable and appropriate additional documents, instruments or agreements as may be necessary or appropriate to effectuate the purposes o... | Label: Further Assurances |
ca862a2b-a487-473c-9e46-8ca3d251f91a | Clause:
This Agreement may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which shall be deemed to be an original, but all of which taken together shall constitute one and the same agreement. Delivery of an executed counterpart of this Agreement by telecopie... | Label: Counterparts |
c22a944a-f50f-416e-b575-a4e12298742f | Clause:
Any modification or amendment to the Clauses of this Amendment Agreement will only be effective when the Parties have agreed in advance in writing. The Parties may not change the terms of this Amendment Agreement unless in writing signed by them.
Task: Classify this clause into ONE of these types (exactly one ... | Label: Amendments |
95c412a6-08b9-41ec-8172-299ef80a4292 | Clause:
Neither Borrower nor Owner is a party to any agreement or instrument or subject to any restriction which might materially and adversely affect Borrower or any Individual Owner, any Individual Property or the Collateral, or Borrower’s or Owner’s business, properties or assets, operations or condition, financial ... | Label: Agreements |
c3809f20-24fd-496b-9175-9087c4075ea6 | Clause:
Notwithstanding the foregoing, in no event shall a Participant be permitted to exercise an Option in a manner which the Committee determines would violate the Sarbanes-Oxley Act of 2002, or any other applicable law or the applicable rules and regulations of the Securities and Exchange Commission or the applicab... | Label: Compliance With Laws |
9c0c2463-c62a-4cc6-8282-d3363871f2f9 | Clause:
ISA will withhold all applicable taxes and amounts from payments under this Agreement as required by law.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, ... | Label: Tax Withholdings |
55eb6e29-73ff-418a-ae91-5341d9d02d77 | Clause:
On and as of the date of the Second Initial Advance: (i) the representations of each of the Borrower, the Parent, the Custodian, the Securities Intermediary and the Servicer set forth in the Transaction Documents shall be true and correct with the same effect as if made on such date, and (ii) each of the Borrow... | Label: Representations |
64069052-3f58-4714-82d6-7668607bfbbb | Clause:
The Company hereby employs and engages the services of Employee to serve as Senior Vice President, General Counsel and Corporate Secretary and Employee agrees to diligently and competently serve as and perform the functions of Senior Vice President, General Counsel and Corporate Secretary for the compensation a... | Label: Employment |
3f61da3a-705c-4c56-8c6d-0cbb94b647bc | Clause:
During the term of this Agreement, Officer agrees to be employed by and to serve Corporation as its Executive Vice President and Chief Financial Officer and Corporation agrees to employ and retain Officer in such capacity. Officer shall have such duties and responsibilities as may be prescribed by the Corporati... | Label: Duties |
53339c22-d79b-4fd6-9b49-2817bd6e4617 | Clause:
The Borrower shall have the right, upon not less than three (3) Business Days’ notice to the Administrative Agent (which shall promptly notify each Lender thereof), to terminate the Aggregate Revolving Credit Commitments or, from time to time, to reduce the amount of the Aggregate Revolving Credit Commitments; ... | Label: Terminations |
462b8356-da02-49f8-b890-ecebc9dcb1e0 | Clause:
In the scope of Consultant’s services under this Agreement, Consultant may be requested, alone or with others, to create, invent, enhance, and modify items which are or could be deemed to be Confidential Information. Consultant acknowledges and agrees that all of such information is intended to be, and will rem... | Label: Intellectual Property |
b690d5e4-1549-4fbe-88e2-243f9e76f1ef | Clause:
Borrower has obtained and delivered, or has caused to be obtained and delivered, to Lender certificates evidencing all of the Policies, with all premiums paid as they become due, reflecting the insurance coverages, amounts and other requirements set forth in this Agreement. No claims are pending with respect to... | Label: Insurances |
aa9bedb2-4c14-4c31-b935-a8519fdf6806 | Clause:
Neither the Borrowers, nor any of their respective Subsidiaries, nor, to the knowledge of the Borrowers, any director, officer or employee thereof, is an individual or entity that is (i) currently the subject or target of any Sanctions, (ii) included on OFAC’s List of Specially Designated Nationals, HMT’s Conso... | Label: Sanctions |
06f1a374-3ef3-4c89-b935-a0bdcdf80dbe | Clause:
Each party's obligations under this Section 2.17 shall survive the resignation or replacement of the Administrative 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.
... | Label: Survival |
6f5ce407-21f1-4612-9d16-8c7d411e1b76 | Clause:
Guarantor shall pay on demand all reasonable and documented out-of-pocket expenses (including reasonable attorneys’ fees) in any way relating to the enforcement or protection of Agent’s rights under this Guaranty or in respect of the Guaranteed Obligations, including any incurred during any “workout” or restruc... | Label: Expenses |
05762b2c-346a-4ca7-9b0b-68d0a62dabea | Clause:
The term of Employment of the Executive under this Agreement (“Term”) shall commence on the Effective Date and, unless the Executive becomes a Retired Early Employee under Paragraph 6 of this Agreement or such Employment is earlier terminated as provided in Paragraph 7 of this Agreement, shall expire on the las... | Label: Terms |
0b84fee0-df60-46d2-8c8d-0b4bf2b0f20c | Clause:
Wherever in this Lease provisions are made for submitting disputes to arbitration (with the exception of disputes under Article IV above, which shall be subject to arbitration as set forth in Section 4.9 above or any dispute pursuant to Section 12.4 hereof, which shall be subject to arbitration as set forth in ... | Label: Arbitration |
c405bf0c-a3ef-4518-9599-7d219f07cc53 | Clause:
To the extent shares of Common Stock subject to the Award fail to vest pursuant to this Section 3, then the Award shall be forfeited as it relates to those shares (except as provided in Section 7 in connec tion with a Change in Control), and the Employee shall have no rights with respect thereto (including, wit... | Label: Forfeitures |
d3f965f7-618d-4c4f-9d3a-d80763650250 | Clause:
From the Effective Date through the Closing Date, Purchaser upon becoming aware of facts that Purchaser knows constitute a breach of any representation or warranty set forth in this Agreement or which would make any of the representations and warranties of Purchaser set forth in this Agreement untrue or mislead... | Label: Waivers |
944a61d9-ebe8-4808-b916-a7fde13e14fd | Clause:
The Administrative Agent shall be reasonably satisfied, based on financial statements (actual and pro forma), projections and other evidence provided by Credit Parties, or requested by the Administrative Agent, that Parent and its Subsidiaries (on a consolidated basis), after incurring the Term Loans, will be S... | Label: Solvency |
56ed2d04-dacc-448f-80d7-36bc51c8f3a3 | Clause:
The provisions of this Agreement and the other Loan Documents shall be binding upon and inure to the benefit of the parties hereto and thereto and their respective successors and assigns permitted hereby, except that no Loan Party may assign or otherwise transfer any of its rights or obligations hereunder or th... | Label: Successors |
c75015fc-4d94-467a-a7cd-73300e7f6edb | Clause:
All notices and other communications provided for or permitted hereunder shall be made as set forth in Section 4.11 of the Credit Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration... | Label: Notices |
ea517bc8-e77b-4262-a020-883a714399b4 | Clause:
Except as provided below, during the twenty-four (24) month period following a Change in Control, neither the Company nor any Successor Entity may terminate this Agreement, nor may the Company or any Successor Entity amend this Agreement if any such amendment would have an adverse impact on the interests of Emp... | Label: Terminations |
54888bab-b3a3-43c8-8e1e-34f3fbc5faff | Clause:
Executive shall not disclose, nor have disclosed, directly or indirectly, the existence of this Agreement or the contents of this Agreement to any person until such time the Company discloses this Agreement as required under applicable law. Executive may disclose the terms of this Agreement to an “Exempt Indivi... | Label: Confidentiality |
83c0f181-bacd-4ba5-8396-6103e8d09a66 | Clause:
During the Employment Period, the Executive shall be entitled to all public holidays observed by the Company and vacation days in accordance with the applicable vacation policies for senior executives of the Company, which vacation days shall be taken at a reasonable time or times. The Executive shall be entitl... | Label: Vacations |
a62079c2-e0d9-4223-843c-865db8dd0227 | Clause:
Employee has served, and will continue to serve, as PRESIDENT and CHIEF EXECUTIVE OFFICER of the Company. The Employee will devote his full business time, attention, skill, and energy to the business of the Company and will be a full-time employee of the Company. Employee will use the Employee’s best efforts to... | Label: Duties |
04a20b4c-010d-4ee3-9e02-e164791afe0d | Clause:
No Loan Party will, nor will it permit any Restricted Subsidiary to, enter into any arrangement, directly or indirectly, whereby it shall sell or transfer any property, real or personal, used or useful in its business, whether now owned or hereafter acquired, and thereafter rent or lease such property or other ... | Label: Sales |
944e9acc-e455-4db7-888b-fed50d4532b4 | Clause:
All computations of interest for Base Rate Loans (including Base Rate Loans determined by reference to the Eurodollar Rate) shall be made on the basis of a year of three hundred sixty-five (365) or three hundred sixty-six (366) days, as the case may be, and actual days elapsed. All other computations of fees a... | Label: Fees |
a927ce19-30c5-4091-8840-72bd9cde10b2 | Clause:
(a) Deason is competent and has all necessary power and authority to execute and deliver this Agreement, to perform his obligations hereunder and to consummate the Exchanges. The execution, delivery and performance by Deason of this Agreement, and the consummation by Deason of the Exchanges, have been duly auth... | Label: Authority |
8032d96d-9ef7-41de-b78c-e8cecf8e13dc | Clause:
Whenever the singular number is used in this Operating Agreement and when required by the context, the same shall include the plural and vice versa, and the masculine gender shall include the feminine and neuter genders and vice versa.
Task: Classify this clause into ONE of these types (exactly one label):
Adj... | Label: Construction |
80d076e3-2bd6-4547-bd7f-3c539ce324fb | Clause:
The Committee may amend, suspend or terminate the Plan at any time. However, without the approval of the Company’s stockholders, there shall be (a) no increase in the maximum aggregate number of shares of Stock that may be issued under the Plan (except by operation of the provisions of Section 4.3), (b) no chan... | Label: Amendments |
259ecb32-56a4-4f54-b311-64906a114a34 | Clause:
In the case of Executives, generally, the Compensation Committee annually will select the Participants no later than 90 days after the beginning of a Performance Period (or, if shorter, before 25% of the Performance Period has elapsed) in accordance with Code Section 162(m). Following such selection by the Comp... | Label: Participations |
9e26c8fb-e425-4939-be4e-e533d4b3e311 | Clause:
All plans of a type described in Section 3(3) of ERISA (“ Plans ”) in respect of which Guarantor is an “employer,” as defined in Section 3(5) of ERISA, are in substantial compliance with ERISA, and none of such Plans is insolvent or in reorganization, has an accumulated or waived funding deficiency within the m... | Label: Erisa |
7d381388-d4f0-41f5-af7e-fcc3527987f7 | Clause:
The provisions of Sections 1.3, 5.1, 5.2 and Section 6.1 through 6.10 hereof shall survive the termination for any reason or expiration of this Agreement for the period described or referenced in each such Section or, if no period is described or referenced in such Section, indefinitely.
Task: Classify this cl... | Label: Survival |
52bb4c12-0bb2-40b7-8472-d1b6e5e8f788 | Clause:
Any Lender may at any time, without the consent of, or notice to, any Borrower or the Administrative Agent, sell participations to any Person (other than a natural Person (or a holding company, investment vehicle or trust for, or owned and operated for the primary benefit of, a natural Person), a Defaulting Len... | Label: Participations |
270eaed6-4c4f-4167-a9ec-f4bfa8dbc3d0 | Clause:
This Agreement may be executed by facsimile, email or in any number of counterparts, each of which when so executed shall be deemed an original, but such counterparts shall together constitute one and the same.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Ame... | Label: Counterparts |
1d941155-a630-4aa6-ac1c-fbf48cabb730 | Clause:
The obligations of each Partner under this Section 10.3 shall survive such Partner’s withdrawal from the Partnership, and each Partner agrees to execute such documentation requested by the Partnership at the time of such Partner’s withdrawal from the Partnership to acknowledge and confirm such Partner’s continu... | Label: Survival |
0bfd8f43-7e0a-46cc-aaa1-6283da4e1f62 | Clause:
If a Participant dies while employed by the Company or an Affiliated Company, payouts of all his/her outstanding Awards will be made to the Participant’s estate as provided in Section 4.5 of the Plan. Payouts will be prorated based on the number of months that the Participant actually worked as a full-time emp... | Label: Death |
d6cc9ecb-c6df-400a-ba58-0ad8e7ddaccc | Clause:
Words used in the singular shall include the plural, and vice-versa, and any gender shall be deemed to include the other. Whenever the words “including”, “include” or “includes” are used in this Agreement, they should be interpreted in a non-exclusive manner. The captions and headings of the Sections of this Ag... | Label: Interpretations |
ec11cc4b-5a67-4f0e-b565-70d93e355643 | Clause:
Set forth on Schedule 3.20 is a complete and accurate list of all Intellectual Property (as defined in Section 2.20) owned or licensed by Parent, and accurately identifies all Persons from which or to which Parent licenses all such listed Intellectual Property.
Task: Classify this clause into ONE of these type... | Label: Intellectual Property |
4e1ce4ff-318d-4664-8a47-31edb20c50d0 | Clause:
Executive understands that this Agreement shall be null and void if not executed by him within twenty one (21) days of the date this Agreement is presented to him by the Company. Executive has seven (7) days after Executive signs this Agreement to revoke it. This Agreement will become effective on the eighth (... | Label: Effective Dates |
882fde9f-1ed3-46ea-a923-a652608d1cba | Clause:
This Note shall be construed and enforced in accordance with, and the rights of the parties shall be governed by, the laws of the State of Nevada, without regard to the conflict of law principles thereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendment... | Label: Governing Laws |
67aa8da4-6dc6-4c45-8f79-d4ecdd1c7896 | Clause:
Each of the following events shall constitute an " Event of Default " hereunder: (a) the Borrower defaults in making any payment when the same shall become due under this Note or any of the other Loan Documents, and such default shall continue for five (5) days after the due date therefore; (b) the Borrower fai... | Label: Remedies |
efbc072b-fbd4-4ebe-bc38-659854ec13a4 | Clause:
Except as otherwise provided in Section 18.02 , any and all notices, demands, requests, consents, approvals, objections, comments, responses or other communications (each, a “ Notice ”) permitted or required to be made under this Agreement shall be in writing, signed by the party giving such Notice and shall be... | Label: Notices |
38d73662-f29b-44a3-91b2-9844879e357c | Clause:
During the term of his employment under this Agreement, the Executive shall be permitted to participate in any group life, hospitalization or disability insurance plans, health (including dental) programs, pension and profit sharing plans and similar benefits that may be available to other senior executives of ... | Label: Benefits |
d03524eb-2785-43e4-b9dd-fbff73dd7127 | Clause:
In consideration of Administrative Agent's and the Lenders’ execution of this Amendment, each Loan Party, individually and on behalf of its respective successors (including any trustees acting on behalf of such Loan Party, and any debtor-in-possession with respect to such Loan Party), assigns, Subsidiaries and ... | Label: Releases |
e3baae63-329b-44dd-b47d-e81d516f24c0 | Clause:
During the Restriction Period, you agree to refrain from any disparaging or negative statements or comments about the Company and its current and former employees, officers, and directors, including, without limitation, the business, products, intellectual property, financial standing, or employment/compensatio... | Label: Non-Disparagement |
289ac469-4eed-44e3-97b9-24b7af43b6f7 | Clause:
This Agreement will commence on the Effective Date and, unless sooner terminated as set forth in this Agreement, will continue until the fifth anniversary of the Effective Date (the " Initial Term "). Unless either Party provides written notice to the other Party of its intent not to renew the Agreement at leas... | Label: Terms |
2f51e680-0aaf-414b-b9ca-dee178c747cd | Clause:
This Agreement, including any agreements referenced herein and the Certificate of Formation, which are hereby incorporated herein, constitutes the entire agreement between the parties hereto with respect to the transactions contemplated herein, and supersedes all prior understandings or agreements between the p... | Label: Entire Agreements |
81013551-ef38-4738-8454-3dd6f7829719 | Clause:
Subject to this Agreement, each officer of the Company shall have, in addition to the duties and powers specifically set forth in this Agreement, such duties and powers as are customarily incident to his or her office, and such duties and powers as may be designated from time to time by the Board.
Task: Classi... | Label: Duties |
cd05e8d1-005c-4af1-b33a-edb7e59b83c2 | Clause:
Each party hereto shall jointly and severally indemnify and hold harmless the other party and such other party's agents, beneficiaries, affiliates, representatives and their respective successors and assigns (collectively, the "Indemnified Persons") from and against any and all damages, losses, liabilities, tax... | Label: Indemnifications |
d2cda5e6-26c8-4e8d-9ebf-ed0c78e70e57 | Clause:
(a) The Landlord’s Work shall be performed by Landlord in a good and workmanlike manner.
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, B... | Label: Miscellaneous |
8d2b9245-908e-45af-ad77-cbde3ccea6f5 | Clause:
Neither any Loan Party nor any Subsidiary thereof is in default under or with respect to any Contractual Obligation that could either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. No Default has occurred and is continuing or would result from the consummation of the... | Label: No Defaults |
69719dc3-d55c-468e-884f-a57b580fd8cd | Clause:
This Agreement shall be governed by, and construed and interpreted in accordance with, the laws of the United States and the State of California, without reference to conflict of laws principles and excluding the 1980 U.N. Convention on Contracts for the International Sale of Goods.
Task: Classify this clause ... | Label: Governing Laws |
7c42aa48-11d5-4497-9add-15709c582456 | Clause:
EACH PARTY HERETO HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY (WHETHER BASED ON CONTRACT, TORT OR ANY OTH... | Label: Waiver Of Jury Trials |
488c22af-0b07-485d-8119-baf45005df6f | Clause:
Any notice required by the provisions of this Section 5 to be given to the holders of shares of the Series C Preferred Stock shall be deemed given upon the earlier of actual receipt or deposit in the United States mail, by certified or registered mail, return receipt requested, postage prepaid, addressed to eac... | Label: Notices |
3fa9ba18-91e5-4b94-92a6-6f65bc826f87 | Clause:
Any notice or communication required or permitted hereunder shall be given in writing or by electronic transmission, sent in the manner provided in Section 14.2 of the Second-Out Credit Agreement, if to the Mortgagee or to a Trustor that is a party to the Second-Out Credit Agreement, to the address set forth in... | Label: Notices |
a8ba1993-e69d-4ded-bf63-4881cc8968f9 | Clause:
Except as otherwise provided therein, all questions concerning the construction, validity, enforcement and interpretation of the Transaction Documents shall be governed by and construed and enforced in accordance with the internal laws of the State of New York, without regard to the principles of conflicts of l... | Label: Governing Laws |
ea900730-99bc-46da-9ae9-8d8db97ebc70 | Clause:
In the case that any one or more of the provisions contained in this Agreement shall, for any reason, be held invalid or unenforceable, the other provisions of this Agreement shall remain in full force and effect. Any provision of this Agreement held invalid or unenforceable only in part or degree shall remain ... | Label: Severability |
601a22ef-03e4-4e38-8953-fe155776ac93 | Clause:
The Annual Deferral Amount shall be withheld at the time the Bonus otherwise would be paid to the Participant, whether or not this occurs during the Plan Year itself. Annual Deferral Amounts shall be credited to the Participant’s Annual Account for such Plan Year at the time such amounts would otherwise have be... | Label: Withholdings |
69e2dc28-3dbd-4c26-86aa-102d607a7d20 | Clause:
This Agreement may be executed simultaneously in two or more counterparts, each of which shall be deemed an original, and it shall not be necessary in making proof of this Agreement to produce or account for more than one counterpart.
Task: Classify this clause into ONE of these types (exactly one label):
Adju... | Label: Counterparts |
51dd3026-9e8f-471b-a4c9-a7bfd0794e94 | Clause:
THE MORTGAGOR IRREVOCABLY WAIVES ANY AND ALL RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY ACTION, PROCEEDING OR CLAIM OF ANY NATURE RELATING TO THIS MORTGAGE, ANY DOCUMENTS EXECUTED IN CONNECTION WITH THIS MORTGAGE OR ANY TRANSACTION CONTEMPLATED IN ANY OF SUCH DOCUMENTS. THE MORTGAGOR ACKNOWLEDGES THAT THE FORE... | Label: Waiver Of Jury Trials |
f62ff760-cd78-4754-9fd2-ec58bd5a1810 | Clause:
Any Lender may at any time, without the consent of, or notice to, the Loan Parties or the Administrative Agent, sell participations to any Person (other than a natural person, or a holding company, investment vehicle or trust for, or owned and operated for the primary benefit of a natural person, a Defaulting L... | Label: Participations |
0f1dbe21-52b1-4960-b13c-30b8cbb16946 | Clause:
All obligations of the Company under the Plan and with respect to Awards shall be binding on any successor to the Company, whether the existence of such successor is the result of a direct or indirect purchase, merger, consolidation, or other event, or a sale or disposition of all or substantially all of the bu... | Label: Successors |
1dea8a11-6db3-4a21-af1c-53855dd39cec | Clause:
In the event of a breach or threatened breach by the Executive of Section 7 , Section 8 or Section 9 of this Agreement, the Executive hereby consents and agrees that the Company shall be entitled to seek, equitable relief against such breach or threatened breach from any court of competent jurisdiction, with th... | Label: Remedies |
bf7259fd-6075-4a84-a48b-60dd0475cf4e | Clause:
The enforceability of any agreement of a Borrower in the Credit Agreement relating to (i) indemnification, contribution or exculpation from costs, expenses or other liabilities or (ii) changes in the organizational control or ownership of such Borrower, which agreement (in the case of clause (i) or clause (ii))... | Label: Indemnifications |
ac0a09e1-d9a5-492c-9d61-aeed18cb2802 | Clause:
Each of the Borrower and the other Loan Parties have the right and power, and have taken all necessary action to authorize them, to execute and deliver this Amendment and to perform their respective obligations hereunder and under the Credit Agreement, as amended by this Amendment, and the other Loan Documents ... | Label: Authorizations |
c783a41d-f43e-403a-870e-d6629534bd50 | Clause:
Stock Appreciation Rights granted to Participants other than non-employee directors that vest solely based on the passage of time shall not vest (i) prior to the first anniversary of the date of grant; (ii) as to more than one-third of the Award prior to the second anniversary of the date of grant; and (iii) as... | Label: Vesting |
331c3684-4add-42f7-a435-b7ced026a066 | Clause:
Debtor , at its expense, shall keep the Collateral insured against loss or damage by fire, theft, explosion, sprinklers, and all other hazards and risks, and in such amounts, are reasonable given the nature of Debtor ’s business and the type and use of Collateral. Debtor shall also maintain insurance relating ... | Label: Insurances |
d3770492-a5d2-483e-964a-181885c2525e | Clause:
This Agreement, the other Transaction Documents, the Confidentiality Agreements and the other agreements and documents referred to herein are intended by the parties as a final expression of their agreement and intended to be a complete and exclusive statement of the agreement and understanding of the parties h... | Label: Entire Agreements |
d56b0081-4f6b-4751-b0f1-fc88084cb295 | Clause:
This Agreement is the entire agreement between the Parties hereto with respect to the subject matter hereof and supersedes all prior agreements between the Parties hereto with respect thereto. This Agreement may not be altered, amended, changed, terminated or modified in any respect or particular, unless the s... | Label: Entire Agreements |
c3d36a46-ea77-4062-b16f-d9646217cd5a | Clause:
Tenant hereby warrant s and represent s that there were no brokers or agents involved in the transaction which resulted in this Amendment other than other than Lincoln Property Company Commercial, Inc. Services which acted as Landlord’s agent . Tenant shall indemnify Landlord against any expense incurred by La... | Label: Brokers |
79bf86f3-60bb-43d5-ae79-5af6e1ede28f | Clause:
This Agreement, including the Annexes hereto and the sections of the Separation Agreement referenced herein, constitutes the entire agreement between the Parties with respect to the subject matter of this Agreement, and supersedes all prior negotiations, agreements and understandings of the Parties of any natur... | Label: Entire Agreements |
50cd586f-6608-4711-afa7-b43e496fd7d7 | Clause:
Subject to Section 9(c) of this Agreement, you agree that you will not disclose this Agreement or any of its terms or provisions, directly or by implication, except to members of your immediate family and to your legal and tax advisors, and then only on condition that they agree not to further disclose this Agr... | Label: Confidentiality |
656146e5-f474-4586-a507-e60436ad5d17 | Clause:
Prior to the Discharge of Priority Lien Obligations, the Priority Lien Agent agrees that if it shall at any time hold a Priority Lien on any Collateral that can be perfected by the possession or control of such Collateral or of any Account in which such Collateral is held, and if such Collateral or any such Acc... | Label: General |
5a6a793f-9470-403a-8576-4ce002e78843 | Clause:
Any failure of Executive to comply with any obligation, covenant, agreement or condition herein may be waived only in writing by the Company, but such waiver or failure to insist upon strict compliance with such obligation, covenant, agreement or condition shall not operate as a waiver of, or estoppel with resp... | Label: Consents |
076c0118-98ed-461a-999f-afb2e973641f | Clause:
All notices and other communications hereunder shall be in writing and shall be deemed duly given (i) on the date of delivery if delivered personally, (ii) when received when sent by email or facsimile by the party to be notified, provided , however , that notice given by email or facsimile shall not be effecti... | Label: Notices |
287cf27b-5eb6-4c8f-9565-63bfafe3b656 | Clause:
The execution, delivery and performance of this Guarantee by the Guarantor and the consummation by the Guarantor of the transactions contemplated thereby do not and will not (i) conflict with or violate any provision of its certificate or articles of incorporation, by-laws or other organizational documents (ii)... | Label: No Conflicts |
4e2c6ee3-5dcc-45b4-bdb3-78cb5eecded3 | Clause:
Notwithstanding Section 2 above, all shares of the Restricted Stock Award shall be deemed to be vested and unrestricted and shall be distributed to the Employee in the event of a “Change in Control” of the Company, as defined in the Plan, as of the effective date of such Change in Control.
Task: Classify this ... | Label: Change In Control |
4a880bc5-6f72-4fa2-8722-b606af93d9cb | Clause:
Except as set forth below, no public release or announcement concerning the transactions contemplated hereby shall be issued by any Investors without the prior written consent of the Company.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corru... | Label: Publicity |
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