id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
198cc925-3ed5-476a-8cea-a0a0923b8d0d | Clause:
The Parent and the Borrower will, and will cause each Restricted Subsidiary and DevCo to, comply with all laws, rules, regulations and orders of any Governmental Authority applicable to it or its Property, except where the failure to do so, individually or in the aggregate, could not reasonably be expected to r... | Label: Compliance With Laws |
2c7e1618-7741-4b81-bd1f-d33bed138925 | Clause:
This Amendment shall be governed by and construed and enforced in accordance with the internal 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, ... | Label: Governing Laws |
12c0f317-8592-4524-b0a7-37858effc286 | Clause:
Each representation and warranty of such Obligor contained in the Loan Agreement and the other Loan Documents is true and correct in all material respects (except to the extent that any such representation and warranty (a) is qualified by materiality, in which case it is true and correct in all respects, or (b)... | Label: Warranties |
84779b15-72fc-4d56-adda-2827413ea168 | Clause:
As set forth in the Grant Notice, this Award shall vest and become earned in percentage installments, subject to earlier termination or acceleration and subject to adjustment as provided herein and in the Plan. Except as expressly provided in the Grant Notice, no portion of the Award will be earned or vested (r... | Label: Vesting |
f08d8c15-f15e-4130-8350-5ee3c1cf8d19 | Clause:
(a) The definitions of terms herein shall apply equally to the singular and plural forms of the terms defined. Whenever the context may require, any pronoun shall include the corresponding masculine, feminine and neuter forms. The words “include,” “includes” and “including” shall be deemed to be followed by the... | Label: Construction |
ce4b5ad1-c821-416c-8baa-c8507457cdce | Clause:
This Agreement may be executed in two or more counterparts, each of which shall constitute an original but all of which, when taken together, shall constitute but one contract, and shall become effective as provided in Section 7.04. Delivery of an executed counterpart to this Agreement by facsimile or other ele... | Label: Counterparts |
41a14ab2-8188-411d-b7a2-92fc315ed79e | Clause:
For the avoidance of doubt, any breach of any of the provisions in this Section 4 shall constitute a material breach by Participant. Notwithstanding any other provision of this Program, by becoming entitled to receive any payments or other benefits under this Program, Participant is deemed to have agreed that ... | Label: Remedies |
e6195a0e-126d-46dd-ae50-50c5b0005e1e | Clause:
No portion of this Award may be settled until such portion shall have vested. Except as otherwise provided herein, the Restricted Stock Units vest in three annual installments, with 33.4% vesting on the first anniversary of the Award Date and 33.3% vesting on each of the second and third anniversaries of the Aw... | Label: Vesting |
9357f54b-2a81-4407-8c24-e318ea1b7ade | Clause:
This Amendment, together with all of the rights and obligations of the parties hereto, shall be construed and interpreted in accordance with the laws of the State of New York, excluding the laws applicable to conflicts or choice of law.
Task: Classify this clause into ONE of these types (exactly one label):
Ad... | Label: Governing Laws |
9edc7a20-bbdb-46ab-9fcc-67bfab23ddf1 | Clause:
If your Termination of Service is due to your Total and Permanent Disability, your vested Options will terminate (i) 13 months after the date on which your Service terminates or, if later, (ii) upon the date specified in Section 5(c) or 5(d), whichever subsection is applicable (if any) based on your attained ag... | Label: Disability |
e9977814-0378-4c26-9374-1109f660c534 | Clause:
This Agreement shall not be construed against the party preparing it, and shall be construed without regard to the identity of the person who drafted it or the party who caused it to be drafted and shall be construed as if all Parties had jointly prepared this Agreement and it shall be deemed their joint work p... | Label: Construction |
e148373e-fa81-456d-86cc-aba8a2ca8dd6 | Clause:
This Agreement shall be governed by and construed in accordance with the law of the State of Delaware, United States of America, regardless of the law that might be applied under principles of conflicts of law.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Ame... | Label: Applicable Laws |
f4c451f7-c475-438a-afe1-4b61a8e30ced | Clause:
Each Participant must pay the Company, or make provision satisfactory to the Administrator for payment of, any taxes required by law to be withheld in connection with such Participant’s Awards by the date of the event creating the tax liability. The Company may deduct an amount sufficient to satisfy such tax o... | Label: Withholdings |
e0676c18-ed16-4b06-880c-fd4d317d2381 | Clause:
This Agreement has been duly authorized, executed and delivered by such Party and constitutes a legal, valid and binding agreement of such Party, enforceable in accordance with its terms, except to the extent that enforcement hereof may be limited by bankruptcy, insolvency, fraudulent conveyance, reorganization... | Label: Authority |
6c64ac70-3221-409f-b513-6d77ab34020d | Clause:
An Eligible Employee may participate in the Plan pursuant to Section 3(a) by (i) submitting to the Company’s stock administration office (or its designee), on or before a date determined by the Administrator prior to an applicable Enrollment Date, a properly completed subscription agreement authorizing Contribu... | Label: Participations |
d929c34f-98c9-4f9a-992e-64de4b0be9ff | Clause:
The representations and warranties of the Parent contained in this Agreement shall be true in all material respects on and as of the Closing Date with the same force and effect as though made on and as of the Closing Date. The Parent shall have performed and complied in all material respects with all covenants ... | Label: Representations |
bd5b1d0c-d46a-4d3f-b11b-64061997f9d0 | Clause:
The validity, construction, interpretation and effect of this instrument shall be governed by and construed in accordance with the laws of the State of Delaware, without giving effect to the conflicts of laws provisions thereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustment... | Label: Applicable Laws |
a7dd8499-b6b0-453f-9993-3375675c70c0 | Clause:
There shall not exist any action, suit, investigation or proceeding, pending or threatened in writing, in any court or before any arbitrator or Governmental Authority that purports to affect the Parent Guarantors and its Subsidiaries in a materially adverse manner or any transaction contemplated hereby, or that... | Label: Litigations |
3d331328-d2dd-42de-a55b-2077bcc1b1e4 | Clause:
(i) The Accounts, Credit Card Agreements related thereto and Credit Insurance Product were solicited, originated and continue to comply with all applicable Laws in all material respects, (ii) Seller has complied with all applicable Laws in all material respects with respect to the solicitation, origination, mai... | Label: Compliance With Laws |
702f6e42-c4a2-472f-9fd6-2c0c995ed154 | Clause:
The Company shall (a) by 9:30 a.m. (New York City time) on the Trading Day immediately following the date hereof, issue a press release disclosing the material terms of the transactions contemplated hereby, and (b) file a Current Report on Form 8-K, including the Transaction Documents as exhibits thereto, with ... | Label: Publicity |
f708653c-e055-4fe3-8fd8-299faae76654 | Clause:
The Executives recognize that the Employer may disclose secret or confidential information to the Executive during the period of the Executive's employment to enable the Executive to perform his or her duties. Subject to the following sentence, an Executive shall not during his or her employment (except in conn... | Label: Confidentiality |
38db090b-e039-4c1f-9e6c-e652ba8f120a | Clause:
This Agreement may not be modified, amended, terminated or revoked, in whole or in part, except by an agreement in writing signed each of by Boulevard, the Company and each of the Exchanging Shareholders.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendment... | Label: Amendments |
3d9f24cc-22b0-43f4-abba-f5e74940b60a | Clause:
The Section headings in this First Amendment are included herein for convenience of reference only and shall not constitute a part of this First Amendment for any other purpose.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Ap... | Label: Headings |
64ea0b96-6b86-4bee-9eaf-348db4e3c8f7 | Clause:
To induce Sublandlord to enter into this Sublease, Subtenant hereby represents to Sublandlord that (i) Subtenant is a duly formed and validly existing New York mutual insurance company with full power and authority to enter into this Sublease and to perform Subtenant’s obligations under this Sublease in accorda... | Label: Authority |
06e0a8c2-72d3-4f70-9056-3fb398bbbad5 | Clause:
During the Employment Period, the Executive shall be entitled to five (5) weeks per annum of paid vacation, which will be taken in accordance with Employer policy.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws,... | Label: Vacations |
851bd7c2-e843-4c0c-88ec-c4cb2fbd9f43 | Clause:
The Employer shall continue to employ the Executive, and the Executive shall continue to serve the Employer, as the Chief Executive Officer of the Company and the Bank and now also as the President of the Company and the Bank upon the terms and conditions set forth herein. The Executive shall have such authorit... | Label: Employment |
0f2ef7a6-7d00-4652-9485-a0ab6fe2ff81 | Clause:
Each party shall keep records adequate to verify each report payment to be made pursuant to this Agreement for three (3) full years following the submission of each such payment.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, A... | Label: Records |
04e9b102-f61c-4032-9a42-7fcdfa5ba013 | Clause:
Upon the payment in full of the Secured Obligations and termination of the Security Agreement, the Administrative Agent shall execute, acknowledge, and deliver to the Pledgor an instrument in writing in recordable form releasing the collateral pledge, grant, assignment, Lien and security interest in the Tradema... | Label: Terminations |
6c0d5f11-973f-4fe4-bdac-866f0f3b6ec9 | Clause:
This Agreement may be executed in two or more counterparts, each of which shall constitute an original but all of which, when taken together, shall constitute but one contract, and shall become effective as provided in Section 9.03 . Delivery of an executed counterpart to this Agreement by facsimile (or other e... | Label: Counterparts |
a3a2c095-2df6-41ba-a484-a6c48cf6a11f | Clause:
The Transaction Documents, together with the exhibits and schedules thereto, the Prospectus and the Prospectus Supplement, contain the entire understanding of the parties with respect to the subject matter hereof and thereof and supersede all prior agreem ents and understandings, oral or written, with respect t... | Label: Entire Agreements |
d9893d60-fde8-4d24-a22e-8bfbb7315cfd | Clause:
No representation or warranty made by any Credit Party in this Agreement or in any financial statement, report, certificate or any other document furnished in connection herewith or therewith, taken as a whole, contains any untrue statement of a material fact or omits to state any material fact necessary to mak... | Label: Disclosures |
777b00e9-befa-405c-8e22-34346ca6bc54 | Clause:
This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but all such separate counterparts shall together constitute but one and the same instrument. In proving this Agreement or any other Loan Document in any judicial proceedings, it shall not be necessary... | Label: Counterparts |
fc119826-6f89-4907-9d92-269c1591b976 | Clause:
This Supply Agreement may be executed in counterparts, each of which shall be deemed to be an original document, and all of which together with this writing shall be deemed one instrument. Signatures provided by facsimile transmission or in PDF sent by electronic mail shall be deemed to be original signatures.
... | Label: Counterparts |
2c133cb7-d016-421c-908f-18640bc81260 | Clause:
Each Holder agrees that such Holder shall treat as confidential the receipt of a Demand Notice, Shelf Takedown Notice or Piggyback Notice and shall not disclose or use the information contained in any such notice without the prior written consent of the Company until such time as the information contained there... | Label: Confidentiality |
5740d400-fc94-41b9-89b3-40b69dc99d09 | Clause:
This Second Amendment shall be governed by, interpreted under, and construed and enforced in accordance with, the laws of the State of Texas.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitratio... | Label: Governing Laws |
8d7dc941-4f0d-4a5c-80c0-b0c877a41967 | Clause:
The Required Consent(s), if any, and Required Estoppel shall have been obtained and delivered to Buyer.
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, Au... | Label: Consents |
735d42a6-966c-4640-b235-d9ae409676f7 | Clause:
The remedies herein provided are cumulative and not exclusive of any remedies provided by law. Without limiting the foregoing, the Originator hereby authorizes the Company, at any time and from time to time, to the fullest extent permitted by law, to set off, against any obligations of the Originator to the Com... | Label: No Waivers |
6a495e05-3c98-4006-b9a4-34dbe4e29116 | Clause:
This Multiparty Guaranty is a continuing and irrevocable guaranty of all Secured Obligations now or hereafter existing and shall remain in full force and effect until the Facility Termination Date (whereupon the Guarantors’ obligations under this Multiparty Guaranty shall terminate, other than contingent indemn... | Label: Terminations |
f9d67b56-49d1-463f-b835-1153d98e274f | Clause:
Plaintiff has received advice from legal counsel of its choosing regarding the common interest doctrine and confidentiality in the context of and in connection with this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws,... | Label: Confidentiality |
63b6c6c1-0726-4d59-bb62-d4417752edff | Clause:
(a) Interest and fees payable pursuant hereto shall be calculated on the basis of a 360-day year for the actual days elapsed, except that, with respect to ABR Loans the rate of interest on which is calculated on the basis of the Prime Rate, the interest thereon shall be calculated on the basis of a 365- (or 366... | Label: Fees |
bbc9b681-ec10-4376-bc18-acb2dfb557a6 | Clause:
(a) The Seller is a limited liability company duly formed, validly existing, and in good standing under the laws of Colorado.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, ... | Label: Organizations |
e89dd1ad-5a71-450b-8397-940512115504 | Clause:
All notices and other communications hereunder shall be in writing and shall be given by hand delivery to the other party or by registered or certified mail, return receipt requested, postage prepaid, or by overnight courier, addressed as follows: (a) if to you: your most recent address on the records of the Co... | Label: Notices |
7ed6064f-fc68-42b0-8d06-d00d001a2c7f | Clause:
Each party 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 other party may reasonably request in order to carry out the intent and accomplish the purposes of this... | Label: Further Assurances |
97c7b0f7-10f8-4de1-82c2-d559c133ce64 | Clause:
From the Drawdown Date until the Total Commitments have terminated and all amounts payable hereunder have been paid in full, the Borrower undertakes with each Creditor Party to comply with the following provisions of this Clause 15 except as the Agent, with the consent of the Lenders, may approve from time to t... | Label: General |
fcc01469-469c-4fcb-99af-b6dc6962d0ac | 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 Global Tranche Lenders, such Issuing Bank hereby grants to each Global Tranche Lender, and each Global Tranche Lender hereb... | Label: Participations |
e004f75c-2faf-41e2-9211-70138a83455d | Clause:
The headings used herein are intended only for convenience in finding the subject matter and do not constitute part of the text of this Option Agreement and shall not be considered in the interpretation of this Option Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustment... | Label: Headings |
70c96364-3615-4466-bb84-a45a5874079c | Clause:
Each party’s obligations under this Section 2.20 shall survive the resignation or replacement of the Administrative Agent or any assignment of rights by, or the replacement of, a Lender and the Discharge of Obligations.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agree... | Label: Survival |
c1b41d45-5183-4fb9-a648-c991dd9e3e7b | Clause:
Terms defined in the Credit Agreement and not otherwise defined herein are used herein (including in the Recitals hereto) with the meanings so defined.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, ... | Label: Definitions |
cfa3f0f6-8bf7-4cd0-ac1b-01a1fba452f1 | Clause:
All capitalized terms used in this Second Amendment and not otherwise defined shall have the same meanings herein as in the Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assi... | Label: Definitions |
6611ebf9-f7a7-42d4-ba0e-f45fb1eb3e02 | Clause:
(j) The Borrower agrees to pay to the Administrative Agent for the account of each Lender a commitment fee, which shall accrue at the Applicable Rate on the average daily amount of the Available Revolving Commitment of such Lender during the period from and including the Effective Date to but excluding the date... | Label: Fees |
c6c369b9-d037-4a6e-a8c8-674723be638b | Clause:
THE PARTIES EACH WAIVE, TO THE EXTENT PERMITTED BY LAW, ANY RIGHT TO TRIAL BY JURY IN ANY ACTION OR PROCEEDING RELATING TO THIS WARRANT.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, As... | Label: Waiver Of Jury Trials |
eff3a819-c8f7-437e-9d68-7ba76171d860 | Clause:
The following representations and warranties are made (i) with respect to each Delivery Date on which TRLWT is to Convey assets to the Purchaser, by TILC, in its capacity as TRLWT Manager, with respect to each representation expressed as a representation of TRLWT as “Seller”, and (ii) with respect to each Deliv... | Label: Representations |
d2ec6d85-ab5c-4a86-a844-452f04acc82a | Clause:
During the Employment Term, Executive shall be eligible for three (3) weeks of paid vacation per calendar year (prorated for partial years) in accordance with Company’s vacation policies, as in effect from time to time.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreem... | Label: Vacations |
9d88f12c-7e7b-4575-b9d3-931f0070b11b | Clause:
The Borrower and each Principal Subsidiary is in compliance with all laws, rules and regulations to which its business is subject, except to the extent that any non-compliance would not have a Material Adverse Effect.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreemen... | Label: Compliance With Laws |
075d1cdf-4049-44a0-aa69-87e110a49fe8 | Clause:
The closing (the “ Closing ”) shall take place at the offices of LeClairRyan, A Professional Corporation, 919 E. Main Street, 24th Floor, Richmond, Virginia 23219 at 10:30 a.m. local time on the date mutually agreed to the Parties, but no later than February 28, 2017 (the “ Closing Date ”). The Closing and all ... | Label: Closings |
11360c92-cfa3-40ae-9eae-9858bb7780a5 | Clause:
By executing a counterpart hereto, each of the parties hereto acknowledges and consents to the transfers and releases, as applicable, contemplated herein.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approval... | Label: Consents |
33122d17-bd10-401c-b25e-ec5ed2250990 | Clause:
This Agreement shall be governed by, construed in accordance with, and enforced pursuant to the laws of the State of Vermont.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, ... | Label: Governing Laws |
3d23601e-4859-4a5e-a9eb-272869e8dc76 | Clause:
Each of (i) the Borrower and the Parent shall have delivered executed counterparts of this Amendment to the Administrative Agent and (ii) the Continuing Term Lenders (constituting at least the Required Lenders) and the Additional Term Lenders shall have delivered the applicable Lender Addendum to the Administra... | Label: Agreements |
5de18f2e-c2cc-4dbd-890d-1f7fcf999ff9 | Clause:
Each Party shall without the necessity of any further consideration execute and deliver to the other Party all such instruments and other documents, and shall take all such other actions, as such other Party may reasonably request at any time for the purpose o f carrying out or evidencing the intent and purpose... | Label: Further Assurances |
86be6ac8-41fa-433e-98cb-ed1f378dba89 | Clause:
This Termination Agreement may be executed in one or more counterparts, each of which shall be deemed an original, and all of which, when taken together, shall constitute a single instrument.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corru... | Label: Counterparts |
2fea2089-c241-4ff5-bc75-3aa3dbda726a | Clause:
The Executive shall be eligible to participate in all benefit plans, programs and other arrangements of the Company that may be offered by the Company to its executives as a group (including, without limitation, medical and dental insurance and a 401(k) plan). During the lesser of the period during which Execu... | Label: Benefits |
8a3346f9-988c-437d-9164-d27b410a7ddb | Clause:
If any provision of this Debenture is prohibited by law or otherwise determined to be invalid or unenforceable by a court of competent jurisdiction, the provision that would otherwise be prohibited, invalid or unenforceable shall be deemed amended to apply to the broadest extent that it would be valid and enfor... | Label: Severability |
74bfdb28-bcc1-4e1f-ac0c-f9149c8225b9 | Clause:
Each Borrower hereby agrees to reimburse each Lender for up to $10,000 in reasonable and documented out-of-pocket costs and expenses (including reasonable and documented attorneys' fees and expenses) incurred by each Lender in connection with the preparation, negotiation, execution and delivery of this Amendmen... | Label: Expenses |
51e8bd8f-cd31-4c53-8fd3-9683c0e380a5 | Clause:
Except as hereby amended, the Agreement shall remain in full force and effect. Except as expressly provided herein or in the Agreement, this Amendment shall not release, waive or excuse, and each Party shall remain responsible and liable for, such Party’s respective rights and obligations (or breach thereof) un... | Label: Entire Agreements |
3799db15-563a-4868-8633-dfda1395db70 | Clause:
This Agreement and all obligations, covenants and agreements contained herein, including the voting agreements contemplated hereby and the proxies granted hereunder, shall automatically terminate and cease to be effective at the earliest to occur of: (a) the Effective Time; (b) the termination of the Merger Agr... | Label: Terminations |
92476bff-fda3-4d81-b620-42ba47ab4f9a | Clause:
The failure of either party to enforce any of the respective rights or remedies hereunder, or to promptly enforce any such rights or remedies, shall not constitute a waiver thereof nor give rise to any estoppel against such party nor excuse any of the parties hereto from their respective obligations hereunder. ... | Label: No Waivers |
90ceb619-8db1-4b3e-b0b4-97a7311c98ca | Clause:
Executive acknowledges and agrees that the terms and provisions of this Agreement shall not be divulged or disclosed by Executive except as set forth herein. Executive further acknowledges and agrees that the Company may disclose the existence and terms of this Agreement, as well as the circumstances to which i... | Label: Confidentiality |
33c8c8cb-5db2-47fd-801e-3d675397b1d6 | Clause:
Executive shall be entitled to receive paid vacation in accordance with the plans, policies, programs and practices of the Company applicable to its senior executives.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable L... | Label: Vacations |
91d5e57c-5315-4521-a4c0-f21dbb7afb30 | Clause:
The capitalization of the Company is as set forth on Schedule 3.1(g) . The Company has not issued any capital stock since its most recently filed periodic report under the Exchange Act, other than pursuant to the exercise of employee stock options under the Company’s stock option plans, the issuance of shares o... | Label: Capitalization |
fb15595e-507c-4da3-9858-b630703d4a8b | Clause:
Your assignment will be as TITLE reporting to MANAGER. This offer is for a full time position, located at the Company’s offices in Wallingford, CT.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbi... | Label: Duties |
e86998be-8d72-4bea-b654-c8db90afc034 | 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 an original, but all of which shall together constitute one and the same instrument. Delivery of an executed counterpart of a signature pag... | Label: Counterparts |
d830961b-4d7e-440f-9c1e-24d5fe5efb9c | Clause:
Borrower's execution, delivery, and performance of this Agreement and all of the Related Documents have been duly authorized by all necessary action by Borrower and do not conflict with, result in a violation of, or constitute a default under any provision of (i) Borrower's organizational documents, if Borrower... | Label: Authorizations |
b376ad0e-9fb3-468d-8b73-92e8a2d6f619 | Clause:
If any provision of this Agreement shall be declared by any court of competent jurisdiction to be illegal, void, or otherwise unenforceable, all other provisions of this Agreement, to the extent permitted by Law, shall not be affected and shall remain in full force and effect. Upon any such determination, the p... | Label: Severability |
356833bf-be3e-4479-b81f-4e46cb200e08 | Clause:
All warranties and representations (as of the date such warranties and representations were made) made herein shall be considered to have been relied upon by the parties hereto and shall survive the issuance of the New Warrant. This Agreement shall inure to the benefit of and be binding upon the successors and ... | Label: Survival |
66279a18-1109-4381-9afa-502833b74c1e | Clause:
Each of the Parties hereby agrees that it will hereafter execute and deliver any further document, agreement or instrument as may be necessary or desirable to effectuate the purposes hereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corrup... | Label: Further Assurances |
ac594e46-34c8-48b6-bc51-135132594e8d | Clause:
Evidence of insurance as required by the Loan Agreement, and conforming in all respects to the requirements of Administrative Agent.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assign... | Label: Insurances |
e05712cc-2336-4f87-a029-3c7069b2e9bf | Clause:
Any Party may deliver executed signature pages to this Amendment by facsimile transmission to the other Parties, which facsimile copy shall be deemed to be an original executed signature page. This Amendment may be executed in one or more counterparts, each of which will be deemed an original, but all of which ... | Label: Counterparts |
44d5b23b-3524-4976-ba70-00a2bee96ca0 | 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 |
5e192945-0477-41df-8547-f19d1b996fd5 | Clause:
Borrower shall use proceeds of the Loan to (i) pay and discharge (or cause the assignment to Lender of) the Prior Loan, (ii) pay all past-due Taxes, Insurance Premiums and Other Charges, if any, in respect of the Property, (iii) pay costs and expenses incurred in connection with the closing of the Loan, and (iv... | Label: Use Of Proceeds |
5b5fcb11-d2aa-47bc-92e0-ae379f6e7cd7 | Clause:
The internal laws of Washington, but not the choice of law rules, govern this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Authorizations, B... | Label: Governing Laws |
763df66d-24c7-4482-bad6-14e09f060f04 | Clause:
The Client shall indemnify the Company and its shareholders, directors, officers, attorneys, employees, and authorized agents (collectively, the “ Indemnified Persons ”) in accordance with the Company’s provision and rendering of the Services. The Client shall not and shall cause its affiliates and their respec... | Label: Indemnity |
12f1c5a3-cb15-4c2c-a26b-602d26f6c9c2 | Clause:
Borrower, Administrative Agent and each Lender acknowledge that each of them has had the benefit of legal counsel of its own choice and has been afforded an opportunity to review this Agreement and the other Loan Documents with its legal counsel and that this Agreement and the other Loan Documents shall be cons... | Label: Construction |
730e9d29-a9ee-434d-b707-760a0e6566a6 | Clause:
This Agreement shall bind and inure to the benefit of the respective successors and permitted assigns of each of the parties; provided, however, that no Borrower may assign this Agreement or any rights or duties hereunder without the Lenders’ prior written consent and any prohibited assignment shall be absolute... | Label: Successors |
4360d827-72e4-4f9c-9ee1-be1badcd8a89 | Clause:
On the Closing Date, Borrower will pay Lender a fee of $33,333.
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, Bin... | Label: Fees |
1634641f-bd67-4168-bb27-5b4859d82faa | Clause:
This Release Agreement constitutes the sole and entire agreement between the Parties regarding the subject matter addressed herein, and supersedes any and all understandings and agreements that may have been reached earlier on this subject matter, with the exception of the continuing obligations outlined in thi... | Label: Entire Agreements |
ed1604d8-1cc1-48d4-9fb1-96b1123c8b13 | Clause:
This Agreement may be executed in one or more counterparts, each of which shall constitute an original and all of which taken together shall constitute one agreement. Facsimile and Portable Document Format (PDF) signature pages shall have the same force and effect as original signature pages.
Task: Classify th... | Label: Counterparts |
ba01e880-4654-4d04-9b56-341957aa6ab6 | Clause:
Either party’s failure to enforce any provision or provisions of this Award Agreement shall not in any way be construed as a waiver of any such provision or provisions, nor prevent that party from thereafter enforcing each and every other provision of this Award Agreement . The rights granted both parties here... | Label: No Waivers |
37e6ca7b-c57b-4a31-8f61-6c9cc7e62ccc | Clause:
Neither the Buyer, nor the Seller may assign this Agreement or any rights without the prior written consent of the other party.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments... | Label: Assignments |
e0892327-137b-46b2-9625-e52f9dd27777 | Clause:
Executive shall cooperate with the Company to respond to requests by the Company for information concerning matters, including but not limited to, financial and accounting involving facts or events relating to the Company that are within his knowledge. Company will reimburse Executive for all reasonable out-of-... | Label: Cooperation |
4eb685ac-a93a-49fa-9600-8267811feedd | Clause:
All representations and warranties made hereunder and in any other Loan Document or other document delivered pursuant hereto or thereto or in connection herewith or therewith shall survive the execution and delivery hereof and thereof. Such representations and warranties have been or will be relied upon by the ... | Label: Survival |
d4ea6e6f-cff8-47e6-8ef8-1a4a2f76712d | Clause:
Employee’s employment with the Employer (as defined under the Ascena Retail Group, Inc. Executive Severance Plan (the “ Severance Plan ”)) [ is] [was] terminated as of [________________ ___], 20[__] (the “ Termination Date ”). Employee acknowledges that the Termination Date [ is] [was] the termination date of [... | Label: Terminations |
06330620-19f4-4b81-b12a-084b0b1f1e49 | Clause:
Each of the Company and its Subsidiaries will benefit from the financing arrangement established by this Agreement. The Administrative Agent and the Lenders have stated and acknowledge that, but for the agreement by each of the Subsidiary Guarantors to execute and deliver the Subsidiary Guaranty, the Subsidiary... | Label: Benefits |
2711472a-4b5d-4deb-aecd-64328f985aca | Clause:
Notices and all other communications contemplated by this Agreement shall be in writing and shall be deemed to have been duly given when personally delivered or when mailed by U.S. registered or certified mail, return receipt requested and postage prepaid or deposited with Federal Express Corporation, with ship... | Label: Notices |
4bd6b1e0-2621-44ec-9ee0-444a71ef4000 | Clause:
THE LOAN DOCUMENTS AND THE PARTIES’ RIGHTS AND OBLIGATIONS THEREUNDER SHALL IN ALL RESPECTS BE GOVERNED BY, AND CONSTRUED AND ENFORCED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF ILLINOIS (WITHOUT GIVING EFFECT TO ILLINOIS’ PRINCIPLES OF CONFLICTS OF LAW), EXCEPT TO THE EXTENT (A) OF PROCEDURAL AND SUBSTANTIVE... | Label: Governing Laws |
8ea25c5b-5a01-4a78-ad20-8c2c75a556fa | Clause:
The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects at the Closing with the same force and effect as if they had been made on and as of the Closing Date; and the Company shall have performed all obligations and conditions herein required ... | Label: Representations |
79a9c4fe-2e50-446f-8e60-8527805022d9 | Clause:
This License Agreement will be construed, interpreted and enforced in accordance with, and the respective rights and obligations of the parties will be governed by, the laws of the State of Nevada and the federal laws of United States applicable therein, and each party irrevocably and unconditionally submits to... | Label: Applicable Laws |
6a1eae48-67e4-4692-be7a-fb98ed1dc664 | Clause:
Each of Buyer, Seller and each Shareholder submits to the jurisdiction of the courts of the State of Delaware in any action or proceeding arising out of or relating to this Agreement. Each party waives any defense of inconvenient forum to the maintenance of any action or proceeding so brought and waives any bon... | Label: Submission To Jurisdiction |
c17e21b1-cb95-46d4-8568-b18bed05871a | Clause:
The validity, interpretation, and performance of this Agreement shall be construed and interpreted according to the laws of the State of Texas. This Agreement shall not be interpreted for or against either party on the grounds that such party drafted or caused this Agreement to be drafted. If any provision of... | Label: Interpretations |
22ba1e80-f723-4016-91ec-2e8e243ab11c | Clause:
The authorized, issued and outstanding capital stock of the Company is as set forth in Schedule 5.2 hereto and all issued and outstanding shares of capital stock of the Company are validly issued, fully paid and nonassessable. Except as set forth in Schedule 5.2 hereto, (i) there are no outstanding securities o... | Label: Capitalization |
e4fc91f4-ed77-4934-bead-92a02f151730 | Clause:
This Agreement may be terminated by any party hereto without any effect whatsoever on the obligations between the Company and the other Purchasers, by written notice to the other parties, if the Closing has not been consummated on or before [_________]; provided , however , that such termination will not affect... | Label: Terminations |
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