id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
2a7df39b-4490-4bdd-bbec-84e5af00692d | Clause:
Employee represents and warrants to the Company that, at all times during the term of this Agreement, Employee’s performance of the services contemplated by this Agreement shall not conflict with any agreement, commitment or obligation on the part of Employee to any employer or other third party.
Task: Classif... | Label: No Conflicts |
d44974c4-cd20-43cc-9183-3e5fb5b7f93a | Clause:
LANDLORD AND TENANT HEREBY WAIVE, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM BROUGHT BY EITHER OF THE PARTIES HERETO AGAINST THE OTHER OR IN RESPECT OF ANY MATTER WHATSOEVER ARISING OUT OF OR IN ANY WAY CONNECTED WITH THIS AGREEMENT, THE RELATIONSH... | Label: Waiver Of Jury Trials |
b060993d-73ae-4728-84a2-3da80ebe2f82 | Clause:
All notices, requests, demands, and other communications hereunder shall be in writing and shall be deemed to have been duly given if delivered or mailed (registered or certified mail, postage prepaid, return receipt requested) to the parties at their address specified on the signature page hereto, with a copy ... | Label: Notices |
3d5cd41a-0362-42b4-b6fd-016ae82b8a88 | Clause:
Subject to the terms and conditions of this Agreement, the closing of the Debenture Purchase and the purchase of the New Securities (the “ Closing ”) shall take place no later than two (2) business days after the last of the conditions set forth in Section 3(a) through Section 3(c) have been satisfied or waived... | Label: Closings |
7fdcbf1d-eb37-4480-b02b-e50d238743e5 | Clause:
The validity, construction and effect of the Plan and the Agreement, and any rules and regulations relating to the Plan and the Agreement, shall be determined in accordance with the internal laws, and not the law of conflicts, of the State of Wisconsin .
Task: Classify this clause into ONE of these types (exac... | Label: Governing Laws |
50890dec-228c-4c19-bd36-e9100702620e | Clause:
Except as would not reasonably be expected to have a Material Adverse Effect, each of the CRZO Entities carry, or are covered by, insurance from insurers of recognized financial responsibility in such amounts and covering such risks as is reasonably adequate for the conduct of their respective businesses and th... | Label: Insurances |
e141938a-425a-4286-bcb0-cc1879b101de | Clause:
This Warrant may be amended or supplemented only by an instrument in writing signed by the parties hereto. This Warrant, together with the Purchase Agreement and the Note, taken together, contain the full understanding of the parties hereto with respect to the subject matter hereof and thereof and there are no ... | Label: Amendments |
0d7d861e-f851-4e06-9a74-d593e330f70b | Clause:
The Company shall pay all of the Registration Expenses in connection with any single F-3 Registration.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Aut... | Label: Expenses |
6b826707-10bf-44f1-808a-c3912231b906 | Clause:
Upon the termination of the Security Agreement, the Administrative Agent shall execute, acknowledge, and deliver to the Grantors an instrument in writing in recordable form releasing the collateral pledge, grant, assignment, lien and security interest in the Trademarks under this Trademark Security Agreement.
... | Label: Terminations |
6cc0cf33-29bd-4644-a563-f7f4ccf2174e | Clause:
All amounts due under this Section shall be payable not later than ten Business Days after receipt of a reasonably detailed invoice therefor.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitratio... | Label: Payments |
0d3ac525-8af6-4b55-8d9c-d6254aeae3fa | Clause:
If any other provision or obligation under this Guaranty shall be determined by a court of competent jurisdiction to be invalid, illegal or unenforceable, that provision shall be deemed severed from this Guaranty and the validity, legality and enforceability of the remaining provisions or obligations shall rema... | Label: Severability |
4baa49d6-ab12-47be-bbef-77e08dda1317 | Clause:
Unless otherwise provided in an applicable Award Agreement with respect to a Permitted Waiver Event, upon a Participant’s termination of service with the Company and its Subsidiaries during the applicable Restricted Period, all Phantom Shares subject to such Restricted Period shall be forfeited by the Participa... | Label: Forfeitures |
926286cf-fa70-4831-9874-f256f907b6ad | Clause:
The Employee agrees, as a condition of the grant of the Stock Units, to repatriate all payments attributable to the Stock Units and/or cash acquired under the Plan (including, but not limited to, dividends, dividend equivalents, and any proceeds derived from the sale of the Stock acquired pursuant to the Stock ... | Label: Compliance With Laws |
d1ac45a6-0802-4a4b-ab0b-209587fa6a46 | Clause:
Borrower covenants and agrees that neither it nor any of its Affiliates has, and covenants and agrees that it will not, and will not allow its Affiliates to, in connection with the transactions contemplated by this Agreement or in connection with any other business transactions involving Lender or Welltower Inc... | Label: Anti-Corruption Laws |
d018b3ac-6ef4-45c5-9cb6-55576f754101 | Clause:
After you sign this Agreement, you will have seven (7) days to revoke it if you change your mind. If you want to revoke the Agreement, you should deliver or email a written revocation to Vice President, Human Resources, Ulta Inc., 1000 Remington Blvd., Suite 120, Bolingbrook, IL 60440 or [ADD APPLICABLE EMAIL] ... | Label: Payments |
c31abecf-c481-4b99-9f9b-970c604b6573 | Clause:
The Restrictive Covenants shall automatically terminate and be of no further force and effect as of the Termination Date, provided, however, that termination of the Restrictive Covenants on the Termination Date shall not limit or preclude Grantor from exercising any of its remedies described in Section 3 above,... | Label: Terminations |
eafe2035-2972-4233-86f2-160b45f9a36b | Clause:
Contractor acknowledges that Contractor’s employees will not receive benefits from Company either as a Contractor or employee, including without limitation paid vacation, sick leave, medical insurance, and 401(k) participation. If a Contractor employee is reclassified by a state or federal agency or court as an... | Label: Benefits |
e4c620cc-53c1-40f8-90bb-caf6830e0caa | Clause:
The Issuer shall keep in full force and effect its existence and rights as a securitization company organized as a private limited liability company ( société à responsabilité limitée ) under the laws of Luxembourg, and shall obtain and preserve its qualification to do business in each jurisdiction in which suc... | Label: Existence |
3e77cf06-92f3-4a36-82b1-0cfe253259bc | Clause:
THIS AGREEMENT SHALL BE GOVERNED BY THE LAWS OF THE STATE OF NEW YORK (INCLUDING SECTIONS 5-1401 AND 5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAW, BUT WITHOUT REGARD TO ANY OTHER CONFLICT OF LAWS PROVISIONS THEREOF).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreeme... | Label: Governing Laws |
0c41fd76-f01b-4853-b648-40af5de3511e | Clause:
Tenant was represented in the transaction evidenced by this Amendment by Jones Lane LaSalle, a licensed real estate broker. Landlord was represented in the transaction evidenced by this Amendment by CB Richard Ellis – N.E. Partners, LP, a licensed real estate broker and certain representatives of Landlord. Land... | Label: Brokers |
348e9ef9-f97b-4e80-bff2-6001a88461ff | Clause:
The Company, in its discretion, may extend the period during which Participants in any Offering may withdraw from participation in such Offering, postpone the date of the purchase and sale of Shares pursuant to any Offering or direct the Broker to delay the issuance of any certificate representing Shares in the... | Label: Compliance With Laws |
bc6ccb96-be42-4069-8cf4-cab9a73e9005 | Clause:
Each of the Rosehill Entities has been duly incorporated or formed, as the case may be, and is validly existing as a limited liability company or corporation, as the case may be, in good standing under the Laws of its jurisdiction of incorporation or formation, as the case may be, and has the full limited liabi... | Label: Existence |
95be927a-f093-43e3-b79f-03d4e22aadab | Clause:
Except as otherwise determined by the Committee at the time of the grant of the Award or thereafter, upon termination of Continuous Status as a Participant during the applicable restriction period or upon failure to satisfy a performance goal during the applicable restriction period, Restricted Stock or Restric... | Label: Forfeitures |
ceb2fe05-f940-4a8c-836f-6fe0b8da60d3 | Clause:
This Agreement shall be construed in accordance with the laws of the State of Illinois (without reference to choice of law principles thereof). The sole venue for any actions or proceedings pursuant to this Agreement shall be the applicable courts located in Lake County, Illinois.
Task: Classify this clause in... | Label: Governing Laws |
9ad6023e-1d15-4a4e-b0d2-be2e0d8af75b | Clause:
EACH PARTY HERETO HEREBY 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 ANY OTHER LOAN DOCUMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY (WHETHER BASED ON... | Label: Waiver Of Jury Trials |
9901885d-bea8-4b03-934a-c04cfcdae742 | Clause:
Subject to Section 6 below, the Award shall vest and become nonforfeitable with respect to one hundred percent (100%) of the total number of Stock Units on the [First, Second, Third, Fourth or Fifth] anniversary of the Award Date.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustme... | Label: Vesting |
07b97466-5709-428d-a2da-f4152f943cae | Clause:
This Bill of Sale will be governed by and construed and enforced in accordance with the laws of the State of Delaware without regard to principles of conflicts of law.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable L... | Label: Governing Laws |
7f92ce73-8104-4aa4-9443-d1eb777f1dda | Clause:
All notices or other communications required or permitted hereunder shall be in writing and shall be deemed given or delivered (i) when delivered personally, (ii) one business day after being deposited with an overnight courier service (costs prepaid), (iii) when sent by facsimile or e-mail if sent during norma... | Label: Notices |
6c9500b8-bbe3-4ca3-8c78-60342aa49496 | Clause:
A permanent FHA fully-insured Mortgage Loan secured by a mortgage on a Multi-Family Property.
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, Authorizatio... | Label: Definitions |
a9948be4-7e66-41e5-8425-23abfb2e083a | Clause:
The Pledgor agrees that to the extent the Pledgee is required by Applicable Laws or this Agreement to give reasonable prior notice of any sale or other disposition of any Pledged Collateral, ten (10) business days’ notice shall be deemed to constitute reasonable prior notice.
Task: Classify this clause into ON... | Label: Notices |
af7dfd19-7db8-48ea-b498-8b813e7878f3 | Clause:
The Award has been made pursuant to a determination by the Committee and/or the Board of Directors of the Company, and the Committee shall have plenary authority to interpret, in its sole and absolute discretion, any provision of this Agreement and to make any determinations necessary or advisable for the admin... | Label: Amendments |
82239983-6059-4983-9f7b-876c8a3b9c6a | Clause:
Upon Total Disability of Executive . If the Executive incurs a Total Disability (as defined in Section 9(h)) during the Term, the Company may terminate the Executive’s employment on or after the date of Total Disability. In the event that the Executive’s employment is terminated due to a Total Disability, then ... | Label: Terminations |
4efc4974-60e9-4e83-82d9-269f01815266 | Clause:
The Borrower shall not, and shall not permit any of its Subsidiaries to, directly or indirectly, use the proceeds of any Loan in violation of applicable Anti-Corruption Laws.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Appli... | Label: Anti-Corruption Laws |
0b98a603-524f-464d-b79a-3386f8fb5883 | Clause:
The Holders hereby waive their rights pursuant to Sections 6.1(n) and 9.6 of each Purchase Agreement in respect of the inclusion of a liquidated damages provision in Section 2(d) of the registration rights agreement contemplated to be executed in connection with the Additional Private Placement (as defined in e... | Label: Waivers |
ad42e320-7dff-4753-bf15-52cc1681dace | Clause:
This Agreement shall be construed in accordance with and governed by the laws of the State of California.
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: Governing Laws |
60fadb31-c696-45af-a357-379d4cc481ea | Clause:
Seller, Seller Bank, Buyer, and Buyer Bank may withhold from any amounts payable under this Agreement such federal, state, or local taxes as may be required to be withheld pursuant to applicable law or regulation.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, ... | Label: Withholdings |
0e56193d-42db-4d8c-92e9-d140ba6182bf | Clause:
To the knowledge of the Loan Parties, the Loan Parties and their respective subsidiaries have conducted their businesses in material compliance with the Foreign Corrupt Practices Act, and have instituted and maintained policies and procedures designed to promote and achieve compliance with such laws.
Task: Cla... | Label: Anti-Corruption Laws |
ec56775f-67ea-4666-bf32-af636a8a0175 | Clause:
The Company and/or the Participant’s employer shall be entitled to require a cash payment by or on behalf of the Participant and/or to deduct from any Stock Awards granted hereunder of compensation payable to the Participant and/or from any other compensation payable to the Participant any sums required by fede... | Label: Tax Withholdings |
928003a3-1abc-4d91-a997-b520caa96ae2 | Clause:
The Company shall (a) by 9:00 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 |
643c147d-868a-4661-b213-bc28a06fb4cc | Clause:
The term of Consultant’s engagement under this Consulting Agreement shall commence on the Effective Date and shall continue for a period of two (2) months (the “ Initial Term ”). This Consulting Agreement may be renewed for successive one (1) month terms upon written notice from the Company given at least ten (... | Label: Terms |
f0733de7-f00a-4707-a389-fd43f801fe42 | Clause:
The Company has not received written notice that its or any of its Subsidiaries’ material patents, patent applications, trademarks, trademark applications, service marks, trade names, copyrights, licenses and other similar rights that the Company and its Subsidiaries owns, uses, or has the rights to use (collec... | Label: Intellectual Property |
ada52a9a-d02e-41cc-98fc-1da93fbef961 | Clause:
Without limiting any provisions of this Agreement, SpinCo shall bear any and all Taxes and other similar charges (and any related interest and penalties) imposed on, or payable with respect to, any fees or charges, including any Charges, payable by it pursuant to this Agreement, including all sales, use, value-... | Label: Taxes |
ad47cafc-71a0-4d36-b48a-59f2b3aa0767 | Clause:
Create, assume, incur or suffer to exist, or allow any Restricted Subsidiary to create, assume, incur or suffer to exist, any Lien on or in respect of any Property of the Parent or any Restricted Subsidiary, or assign or otherwise convey, or allow any Restricted Subsidiary to assign or otherwise convey, any rig... | Label: Liens |
13f83bdd-4a7a-4741-8aeb-9b3c02700f53 | Clause:
All actions by (including any authorization, consent or approval) or in respect of (including notice to), or filings with, any Governmental Authority or other Person that are required to consummate the Contemplated Transactions, as disclosed in Schedule 3.11 , or as otherwise reasonably requested by the Buyer, ... | Label: Consents |
9f1b5ee9-3a8d-413e-8d44-92d290d280aa | Clause:
This Agreement and any terms hereof may not be amended, supplemented or modified except pursuant to a writing signed by both the Investor and the Company.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approval... | Label: Amendments |
fd3a77b4-afe2-4232-a7c2-8c33a2ee88b2 | Clause:
As consideration for the commitments and agreements of the Commitment Parties hereunder, the Company agrees to pay the fees described in the Term Sheet and in the Fee Letters on the date hereof, on the Closing Date and on the dates set forth in the Fee Letters, as applicable, on the terms and subject to the con... | Label: Fees |
97bb3985-c4ee-46ee-97f1-2106822a6f0c | Clause:
The authorized, issued and outstanding capital stock of the Company as of the date of this Agreement is as set forth in the column entitled “Actual” and in the corresponding line items under the caption “Capitalization” in the Preliminary Offering Memorandum and the Offering Memorandum (except for subsequent is... | Label: Capitalization |
f808356a-210e-460c-9586-91a2ef488d06 | Clause:
Each of the Lenders, each L/C Issuer, the Several L/C Agent and the Fronting Bank hereby irrevocably appoints Bank of America to act on its behalf as the Administrative Agent hereunder and under the other Loan Documents and authorizes the Administrative Agent to take such actions on its behalf and to exercise s... | Label: Authority |
9fbab5ee-bc2e-4b7e-abf1-4280cdd0c94c | Clause:
The rights and/or obligations herein may only be assigned by the Company (except as otherwise expressly set forth herein), may be done without your consent and shall bind and inure to the benefit of the Company, its successors and assigns. If the Company makes any assignment of the rights and/or obligations her... | Label: Assignments |
cbb35a96-adca-4718-93ca-508b63ed653f | Clause:
If any provision contained in this Agreement shall for any reason be held invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision of this Agreement, and this Agreement shall be construed as if such invalid, illegal or unenforceable p... | Label: Severability |
a9b4f23f-300c-4e95-b3a8-9aaffaf17452 | Clause:
(a) Withholding of Taxes; Gross-Up . Each payment by or on account of any Credit Party under any Credit Document shall be made without withholding for any Taxes, unless such withholding is required by any law. If any withholding agent determines, in its sole discretion exercised in good faith, that it is so re... | Label: Taxes |
f62f1f94-100e-410a-92b0-ef7443b0a558 | Clause:
As used in this Agreement and unless the context requires a different meaning, capitalized terms used but not defined herein (including the preamble and the recitals hereto) shall have the meanings assigned to such terms in the Series 2017-1 Supplemental Definitions List attached to the Series 2017-1 Supplement... | Label: Definitions |
03345147-1fb3-42d9-ac22-58572cf60c8c | Clause:
This Agreement shall terminate in its entirety upon the termination of the Merger Agreement in accordance with its terms. The provisions of this Article II (Miscellaneous) shall survive any termination of this Agreement. In the event of termination of this Agreement, this Agreement shall, subject to the immedia... | Label: Terminations |
6c05180a-1f6a-45a5-8ab0-82162cdb27b4 | Clause:
On the date hereof, as par, the Company shall issue to the Holder rights (the “ Rights ”) to receive [ ] shares of Common Stock (collectively, the “ Reserved Shares ”) to the Holder, which shall have such terms and conditions as set forth in this Section 11. The Company and the Holder hereby agree th... | Label: General |
4b60cb60-4151-4d79-90a5-a41cf6b7a2cd | Clause:
The execution, delivery and performance by Holdings (prior to a Qualified IPO), the Borrower and each of the Subsidiary Loan Parties of each of the Loan Documents to which it is a party and the borrowings hereunder (a) have been duly authorized by all corporate, stockholder, partnership or limited liability com... | Label: Authorizations |
154717cd-3beb-4cb0-9f39-f3354d7f0046 | Clause:
The Borrower will not, and will not permit any Subsidiary to, create or acquire any additional Subsidiary unless the Borrower gives written notice to the Administrative Agent of such creation or acquisition and complies with Section 8.14(b) and Section 8.14(c) . The Borrower shall not, and shall not permit an... | Label: Subsidiaries |
23b81c08-f4d2-45dd-9117-abc3afbd0aad | Clause:
If there is any change in the Stock by reason of any stock dividend, recapitalization, reorganization, merger, consolidation, split-up, combination or exchange of shares of Stock, or any similar change affecting the Stock the Committee will make appropriate and proportionate adjustments (including relating to t... | Label: Adjustments |
df135239-6df5-474e-8cb4-291982c8edb3 | Clause:
By its acceptance of the benefits of this Agreement and the other Loan Documents, each Secured Party agrees that (a) the Loan Documents may be enforced only by the Administrative Agent, acting upon the instructions or with the consent of Required Lenders as provided in this Agreement, (b) no Secured Party shall... | Label: Enforcements |
ea02aa14-5999-41d9-b88b-253d96701439 | Clause:
The term of each Annual Option Award granted to a Non-Employee Director shall be ten (10) years from the date the option is granted.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assign... | Label: Terms |
84b0cd12-941e-4e89-9937-7a377d88da91 | Clause:
This Restricted Stock Unit Agreement and the Deferral Election referenced in Paragraph 2 constitute and contain the entire agreement between the parties with respect to the subject matter hereof and supersede any prior or contemporaneous oral or written agreements.
Task: Classify this clause into ONE of these ... | Label: Entire Agreements |
55b44ccf-c7cd-40f2-b2ca-3ad690253f5f | Clause:
In case any provision in this Amendment shall be invalid, illegal or unenforceable, such provision shall be severable from the remainder of this Amendment and the validity, legality and enforceability of the remain ing provisions shall not in any way be affected or impaired thereby.
Task: Classify this clause ... | Label: Severability |
3145d96b-c95d-427d-8157-d99a14b56968 | Clause:
If any provision of this Agreement is held to be unenforceable under applicable law, such provision will be excluded from this Agreement and the balance of the Agreement will be interpreted as if such provision were so excluded and will be enforceable in accordance with its terms.
Task: Classify this clause in... | Label: Severability |
72a9c6fc-5b14-4474-a103-e7bdf9b5a7a5 | Clause:
Upon the Borrower, any of its Subsidiaries, or any ERISA Affiliate obtaining knowledge thereof, the Borrower will give written notice to the Administrative Agent promptly (and in any event within ten days) of any of the following which would result in or reasonably would be expected to result in a Material Adve... | Label: Erisa |
1556714b-f895-4da3-90b7-c3358fb5cea2 | Clause:
The Performance Awards shall vest and become nonforfeitable with respect to thirty-three percent (33%) of the total number of Performance Awards on the first Installment Vesting Date, thirty-three percent (33%) of the total number of Performance Awards on the second Installment Vesting Date and thirty-four perc... | Label: General |
7aea97cd-a125-4c21-9b65-7dceb13a7d0d | Clause:
All plural nouns and pronouns will be deemed to include the singular case thereof where the context requires, and vice versa. All pronouns will be gender neutral unless the context otherwise requires. Any reference to any federal, state, local, or foreign statute or law will be deemed also to refer to all rules... | Label: Construction |
98051b69-87df-4680-b4f3-0645d4a6336b | Clause:
Each of Borrower and Senior Borrower is duly organized, validly existing and in good standing with full power and authority to own its assets and conduct its business, and Senior Borrower is duly qualified and in good standing in the jurisdiction in which the Property is located, and each of Borrower and each S... | Label: Organizations |
70477903-101c-4b28-99ed-43deb96d5dd9 | Clause:
If the Revolving Commitments are increased or term loans shall be made under any Incremental Term Loan Facility, as applicable, in accordance with this Section 2.16 , the Administrative Agent and the Parent Borrower shall determine the effective date (the “ Increase Effective Date ”) and the final allocation of... | Label: Effective Dates |
3728ca74-f739-4d15-8a41-f4d12f2836bf | Clause:
(i) The Specified Acquisition Agreement Representations shall be true and correct in all material respects on and as of the Closing Date and (ii) the Specified Representations shall be true and correct in all material respects on and as of the Closing Date; provided that, in each case, to the extent that such r... | Label: Representations |
fda7c880-297f-4c54-a77c-63f634e0c029 | Clause:
This Agreement shall be binding in all respects on the heirs, representatives, successors, and assigns of the Participant.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Ass... | Label: Binding Effects |
0f86f143-1b1e-4a42-8ad6-cf0be69d5d50 | Clause:
Headings and subheadings in this Plan are inserted for convenience only and are not to be considered in the construction of the provisions hereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbit... | Label: Headings |
2b8d450c-331d-4422-a0fa-acc4fde3bcd5 | Clause:
The covenants contained in Section 9 (Restrictive Covenants; Other Covenants by Executive) of this Agreement and any other provisions, terms or conditions contained in this Agreement that by its or their nature reasonably should be viewed as surviving termination of the Agreement shall survive the termination o... | Label: Survival |
04658699-079f-4d87-aff3-a91935f15f0a | Clause:
From and after the Effective Date, Executive shall serve as the Executive Vice President – Finance, of the Company. The duties and responsibilities of Executive shall be those of a senior executive of the Company as the same shall be assigned to him, from time to time, by the Board of Directors of the Company ... | Label: Duties |
dc913941-79f2-47f2-8076-d785b3adc7bc | Clause:
During the Employment Term, you will continue to receive benefits commensurate with those provided to similarly situated employees.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignm... | Label: Benefits |
af9a6c29-5c49-4945-8b59-4d505301f128 | Clause:
Upon the payment and performance in full of all of the indebtedness, liabilities and obligations under this Agreement and the Notes of any Designated Subsidiary then, so long as at the time no Borrowing Notice in respect of such Designated Subsidiary is outstanding, such Subsidiary’s status as a “Designated Sub... | Label: Terminations |
10ca573c-d0be-474c-b3b5-97ac387eb4b2 | Clause:
Each party will maintain, during the Term and for three (3) years thereafter, such comprehensive general liability insurance (including without limitation, products liability) as will adequately protect it against its potential liabilities under this Agreement, in amounts customary in the semiconductor industry... | Label: Insurances |
24905dc1-e46a-4893-ac1d-c1243f24b02b | Clause:
The provisions of Section 9.9 of the Agreement are hereby incorporated into this Amendment by reference to the fullest extent as if the text of such provisions were set forth in their entirety herein.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, A... | Label: Interpretations |
cf36db31-d079-4b50-aa99-626da4464853 | Clause:
Every notice or other communication relating to this Restricted Stock Agreement between the Company and the Participant shall be in writing, and shall be mailed to or delivered to the party for whom it is intended at such address as may from time to time be designated by such party in a notice mailed or deliver... | Label: Notices |
456155b6-1cca-46de-b0f7-e89ced7ac550 | Clause:
During the Employment Period, the Company shall employ Executive, and Executive shall serve as Senior Vice President and Chief Financial Officer of the Company. Executive’s principal place of employment shall be at the corporate offices of the Company in Houston, Texas. Executive understands and agrees that he ... | Label: Employment |
6dbae54f-a259-4f0a-9708-713e40f19ab4 | Clause:
The Company shall have the power and the right to deduct or withhold, or require a Participant to remit to the Company, the minimum statutory amount to satisfy federal, state, and local taxes, domestic or foreign, required by law or regulation to be withheld with respect to any taxable event arising as a result... | Label: Tax Withholdings |
32393bc5-81d8-4c1d-a998-49dcd702f89c | Clause:
There are no actions, suits, proceedings, claims or disputes pending or, to the knowledge of the Borrower, threatened in writing, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Subsidiaries that (a) challenge the validity or enforceability of any... | Label: Litigations |
9daa6f64-d3a2-47dc-98f3-07f692c761af | Clause:
No Partnership Interest shall be transferred, in whole or in part, except in accordance with the terms and conditions set forth in this Article XI. Any transfer or purported transfer of a Partnership Interest not made in accordance with this Article XI shall be null and void ab initio .
Task: Classify this cl... | Label: General |
58cb837e-51a8-4efc-bdc7-eb3fbed31b19 | Clause:
The representations and warranties contained herein shall survive the Closing. Each Buyer shall be responsible only for its own representations, warranties and covenants hereunder.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws,... | Label: Survival |
b35823dd-ff6b-4b22-8b32-e3c53b12b6d3 | Clause:
For purposes of this Section 2.12, the term “Lender” includes any Issuing Lender.
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 Sal... | Label: Defined Terms |
b5a3739a-2bb7-4652-a881-9941209dab92 | Clause:
The Company hereby agrees to employ Employee in the capacity of [•], or in such other position or positions of the same or greater stature as the Board may direct or desire, to the extent reasonably acceptable to Employee, and Employee hereby accepts such employment, on the terms and subject to the conditions s... | Label: Employment |
6cbee216-cca3-43b8-b393-d8a5a571367d | Clause:
The Article, Section and Paragraph headings contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption L... | Label: Headings |
7e81cd61-1ead-4f85-abb3-f31d31bea620 | Clause:
Any Lender may at any time, without the consent of, or notice to, the 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 Lend... | Label: Participations |
dd65559b-a2b7-4455-a21f-b921f10610b5 | Clause:
Participation in the Plan shall be limited to Executives as that term is defined in Section 2.15. An employee who becomes eligible as an Executive shall commence participation as of the first day of a Plan Year as designated by the Administration Committee.
Task: Classify this clause into ONE of these types ... | Label: Participations |
20cb4b99-5c92-4666-b564-a4fb5dbfaed7 | Clause:
All payments to Executive hereunder are subject to such deductions for income tax and National Insurance (or any equivalent thereof) as may be required by law.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, App... | Label: Withholdings |
86d4ccba-50df-4ae7-a0a7-d720486f16fd | Clause:
Party B will provide sales and marketing services, consisting of the support of 3 dedicated Party B personnel to Party A commencing on the Effective Date and for a period of 2 years (" Sales Service Term ") in accordance with the provisions of Appendix D.
Task: Classify this clause into ONE of these types (exa... | Label: Sales |
589edf1e-c4cb-4dad-8a63-e45e5b4f169d | Clause:
No employee shall have a right to be selected as a Participant, or, having been so selected, to be selected again as a Participant.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignm... | Label: Participations |
a65bd07f-b629-49b7-801e-e16e9bcb37fb | Clause:
Neither a Reportable Event nor a failure to meet the minimum funding standards of Section 412 or 430 of the Code or Section 302 or 303 of ERISA has occurred during the five-year period prior to the date on which this representation is made or deemed made with respect to any Plan. Except as would not reasonably ... | Label: Erisa |
1a4e540e-d914-42e3-8fb9-9cb7aeb75c91 | Clause:
Whenever possible, each provision of this Security Agreement shall be interpreted in a manner as to be effective and valid under applicable law, but if any provision of this Security Agreement shall be prohibited by or invalid under applicable law, such provision shall be ineffective to the extent of such prohi... | Label: Severability |
710e7f6d-150b-45c3-8eca-68b9f98cfecf | Clause:
It is the intent of the parties hereto that all questions with respect to the construction of this Agreement and the rights and liabilities of the parties hereunder shall be determined in accordance with the laws of the State of Utah, without regard to principles of conflicts of laws thereof, or principles of c... | Label: Governing Laws |
b7dc182a-385a-41f2-8ad9-5eb729580bca | Clause:
The Restricted Shares may be adjusted or terminated in any manner as contemplated by Article XII 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, Assignments, Assigns, Authori... | Label: Adjustments |
1bdc3823-3853-474a-a9c8-a54040d93438 | Clause:
This Amendment shall be binding upon, and inure to the benefit of, Borrowers, Guarantor and Lender and their respective successors and assigns.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitrat... | Label: Binding Effects |
dc204679-ec19-40fd-8d38-3256088cf5cb | Clause:
No Third-Party Beneficiaries. This Agreement (together with any ancillary agreements and any other documents and instruments referred to herein) constitutes the entire agreement and supersedes all prior agreements and understandings, both written and oral, among the parties with respect to the subject matter he... | Label: Entire Agreements |
419f5078-e85c-4ce0-9732-98070d98a17c | Clause:
Director shall have full responsibility, and the Company shall have no responsibility, for satisfying any liability for any federal, state or local income or other taxes required by law to be paid with respect to such Performance Shares, including upon the vesting of the Performance Shares. In connection with ... | Label: Withholdings |
dac9d7c6-0cf5-4f3e-acc9-3495ca8c4fb4 | Clause:
All notices, requests, demands and other communications which are required or may be given under this Warrant shall be in writing and shall be deemed given and effective on the earliest of (i) the date of transmission, if such notice or communication is delivered via facsimile prior to 4:00 p.m. Los Angeles tim... | Label: Notices |
b1bf6621-b545-4daa-9cde-61ce944154d5 | Clause:
Any provision of this Agreement held to be unenforceable under applicable law will be enforced to the maximum extent possible, and the balance of this Agreement will remain in full force and effect.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Ant... | Label: Severability |
0007ba19-9d2f-4df1-8fd6-bddd2481f64c | Clause:
There are no actions, claims or proceedings pending or to the knowledge of Borrower threatened against Borrower which might materially adversely affect the ability of Borrower to conduct its business or to pay or perform the Obligations.
Task: Classify this clause into ONE of these types (exactly one label):
A... | Label: Litigations |
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