id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
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|---|---|---|
61cd0d90-909b-46f7-88db-1b44bb95d344 | Clause:
Notwithstanding Section 6.1.11, no ISO granted to any to 10% Stockholder shall be exercisable more than five years after the date of grant.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration,... | Label: Terms |
e2ef2998-5b56-4561-9f72-a58cc65b4a47 | Clause:
In consideration of the compensation and benefits outlined in Section 6 herein, and for other valuable consideration, Employee and his representatives, heirs, successors, and assigns do hereby completely release and forever discharge Company, its parent, and any present or past affiliates, and its and their pre... | Label: Releases |
2e72a844-11c5-4adf-aa93-1d727b454003 | Clause:
The Company maintains insurance covering its properties as the Company reasonably deems adequate and as is customary for companies engaged in similar businesses. Such insurance protects the Company against losses and risks to an extent which is adequate to protect the Company its business and includes, but is ... | Label: Insurances |
b5653152-a03e-4147-bdfd-43364aa31e77 | Clause:
Debtor represents and warrants to Secured Party that (a) Debtor is the owner of the Collateral and that no other person has any right, title, claim or interest (by way of Lien or otherwise) in, against or to the Collateral, other than Permitted Liens, (b) upon the filing of UCC-1 financing statements with the D... | Label: Warranties |
4b105977-e454-44c0-931a-7ad68834de5b | Clause:
This Amendment 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 one and the same instrument. Delivery of an executed counterpart of this Amendment by facsimile or other electronic imaging means shall be effective as an o... | Label: Counterparts |
41863acf-4b9a-401c-b12b-23ac1d65e5dc | Clause:
Except as otherwise expressly set forth herein, this document and the documents referenced herein and therein embody the complete agreement and understanding among the parties hereto with respect to the subject matter hereof and supersede and preempt any prior understandings, agreements or representations by or... | Label: Entire Agreements |
154873ac-8a57-42e7-9e4e-3f6e67b33529 | Clause:
(i) There is no action, suit, proceeding or investigation pending or, to the best knowledge of the Borrower, threatened, against the Borrower before any Governmental Authority and (ii) the Borrower is not subject to any order, judgment, decree, injunction, stipulation or consent order of or with any Government... | Label: Litigations |
8ccad748-0c80-42b4-b629-f51f680886e3 | Clause:
The Borrower will not, and will not permit any of its Subsidiaries to, enter into any Sale and Leaseback Transactions.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns... | Label: Sales |
674bcb79-5531-4fec-a904-9a836aca6c0b | Clause:
Except for the representations and warranties expressly set forth in this Article III or in the Transaction Documents, none of the Sellers or any other Person has made, makes or shall be deemed to make any other representation or warranty of any kind whatsoever, express or implied, written or oral, at law or in... | Label: Warranties |
ea6b73c4-b3e2-4209-8f1f-cdb508e759db | Clause:
This Agreement may be amended, modified or supplemented only by written agreement of Seller and 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, Aut... | Label: Amendments |
e52ee361-5964-40cc-9be0-2f7caf6809ff | Clause:
In the course of Employee’s employment with the Company and the performance of Employee’s duties on behalf of the Company Group hereunder, Employee shall be provided with, and shall have access to, confidential information of the Company. In consideration of Employee’s receipt and access to such confidential in... | Label: Confidentiality |
73069130-5289-4adc-a6fc-bb13de959395 | Clause:
(a) Unless previously terminated, (i) the Term Loan Commitments shall terminate immediately after the funding of the Term Loans on the Amendment No. 1 Effective Date and (ii) the US Tranche Revolving Commitments and the European Tranche Commitments shall terminate on the Maturity Date.
Task: Classify this clau... | Label: Terminations |
fda26602-53b6-4a8d-8637-08b1b472d49c | Clause:
Each of the Parties hereto (i) consents to submit itself to the personal jurisdiction of the Court of Chancery of the State of Delaware (the “ Chancery Court ”) or, if, but only if, the Chancery Court lacks subject matter jurisdiction, any federal court located in the State of Delaware with respect to any dispu... | Label: Submission To Jurisdiction |
e51f7e8f-a374-442b-a64d-888598f196a9 | Clause:
Except as would not reasonably be expected to have a Material Adverse Effect, each of the Rosehill Entities carries, or is 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 a... | Label: Insurances |
9b30b7c5-0df6-4783-9874-b12550dcca5d | Clause:
Borrower will maintain in full force and effect property insurance on all Collateral and any other property of Borrower, if any, and maintain insurance against such risks of liability (including business interruption insurance) as specified in Annex 2 . Such insurance policies shall name the Bank as an addition... | Label: Insurances |
2a4aeb3a-d8e1-4058-ab96-b416861579f9 | Clause:
The Company shall pay to Employee a base salary of $237,317 per year, payable in accordance with the Company’s usual pay practices (and in any event no less frequently than bi-monthly). Employee’s base salary shall be subject to review annually by and at the sole discretion of the Board or its designee.
Task: ... | Label: Base Salary |
67809529-70d0-47c7-8ebf-1692df99bc38 | Clause:
Grantor agrees to pay upon demand all of Lender's costs and expenses, including Lender's attorneys' fees and Lender's legal expenses, incurred in connection with the enforcement of this Agreement. Lender may hire or pay someone else to help enforce this Agreement, and Grantor shall pay the costs and expenses o... | Label: Expenses |
73e67661-9a34-4b64-a0d9-0e0266ff2d07 | Clause:
Buyer and Sellers shall hold all confidential or proprietary information obtained in connection with the provision by a Party of the Transition Services or receipt by a Party of the Transition Services and relating to Sellers’ or Buyer’s business (“ Confidential Information ”) confidential. The receiving party ... | Label: Confidentiality |
2a3018d5-3b10-4244-b526-b73c40cbf5f7 | Clause:
The Company and its subsidiaries own or possess adequate rights to use or can acquire on reasonable terms all material patents, patent applications, trademarks, service marks, trade names, trademark registrations, service mark registrations, copyrights, licenses and know-how (including trade secrets and other u... | Label: Intellectual Property |
2b434b81-7a2e-4a1c-908d-f4b7416f2ed1 | Clause:
The Restricted Shares shall vest and the forfeiture restrictions shall lapse as follows, in each case, subject to the Participant’s continued employment in good standing through the applicable vesting date: (i) 25% of the Restricted Shares will be vested as of the date of grant; and (ii) 25% of the Restricted S... | Label: Vesting |
54a27058-1493-4a99-ad0e-1ee82c73d7bd | Clause:
VIEX represents and warrants to the Company that (a) the authorized signatory of VIEX set forth on the signature page hereto has the power and authority to execute this Agreement and any other documents or agreements to be entered into in connection with this Agreement and to bind it thereto, (b) this Agreement... | Label: Representations |
293ccf82-4c35-49ff-b55e-6f071d417bec | Clause:
Regardless of whether an Offering or closing is consummated, the Series and Fortress, agree, jointly and severally, to indemnify the Placement Agent with regard to matters contemplated herein, as set forth in Schedule A, attached hereto, which is incorporated by reference as if fully set forth herein. This Sect... | Label: Indemnifications |
289479f7-f103-45a7-b6a6-4f5a845ddc18 | Clause:
This Amendment shall be binding upon and shall inure to the benefit of Company, Optionee and their respective heirs, executors, administrators, successors, and assigns.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable ... | Label: Binding Effects |
d81cf5a7-53ab-4298-b6cb-3bc7ff7774ef | Clause:
Executive acknowledges a duty of confidentiality owed to the Company and shall not, at any time during or after his employment by the Company, retain in writing, use, divulge, furnish, or make accessible to anyone, without the express authorization of the Board, any trade secret, private or confidential informa... | Label: Confidentiality |
19f784a5-e7c1-48ed-ba38-4f586522d77f | Clause:
The Agent shall have received balance sheets with respect to each Property and each Guarantor for the most recent Fiscal Year and calendar quarter and statements of income and statements of cash flows with respect to each Property and each Guarantor for the most recent Fiscal Year and calendar quarter, each in ... | Label: Financial Statements |
4fd137d9-2c0f-44eb-994e-aaa52bf45993 | Clause:
Any notice required or permitted to be given hereunder shall be in writing and shall be mailed, faxed or otherwise delivered in person to the parties at the addresses set forth above in the first paragraph of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, A... | Label: Notices |
991d39a1-a3bf-4d79-b5c1-f2b4f1c5c295 | Clause:
Within 30 days after the Separation Date (or earlier if required by applicable law), the Company shall pay to the Employee: (a) any base salary that had accrued but had not been paid (including accrued and unpaid vacation time) on or before the Separation Date; (b) any reimbursement due to the Employee pursuant... | Label: Benefits |
52c4f3c4-877d-4702-a0e4-d961e25870ea | Clause:
As of the date hereof, to the knowledge of the Stockholder, there is no action, proceeding or investigation pending or threatened against the Stockholder that questions the validity of this Agreement or any action taken or to be taken by the Stockholder it in connection with this Agreement.
Task: Classify this... | Label: Litigations |
53b938c9-6143-4aba-bed2-38ed475129f8 | Clause:
This Agreement shall commence on the Effective Date and continue until December 31, 2017, unless sooner terminated pursuant to the provisions of Section 3 below. This Agreement may be extended on mutually agreeable terms.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agre... | Label: Terms |
e14e971d-4571-48c9-ae00-234cdc46f31f | Clause:
The parties acknowledge that there may be a delay between the discovery of a condition that results in Executive’s employment termination due to Disability, and the effective date of such termination. In such case, the Governing Body may temporarily appoint a Senior Professional to perform the functional respon... | Label: Disability |
8e062ba9-64ad-4981-bbb3-4c9427b67977 | Clause:
Except as otherwise provided in this Section 2, Performance Shares that are earned pursuant to Exhibit A and not forfeited pursuant to his Agreement shall become vested in accordance with the terms and conditions of this Agreement and the Plan, subject to the Employee’s continued employment through the last day... | Label: Vesting |
9891e603-b7e4-4bf6-9abc-d10530a8f256 | Clause:
This Eleventh Amendment may be amended or supplemented by and only by an instrument executed and delivered by each party hereto.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignment... | Label: Amendments |
23be6677-20c4-40a5-bcd6-fa0d5312c1b5 | Clause:
Borrowers shall be responsible for the payment of all reasonable fees (including attorneys’ fees) and out-of-pocket disbursements incurred by Lender (1) in connection with the preparation, execution, delivery, administration and enforcement of the Loan Documents; (2) in connection with enforcing, protecting or ... | Label: Expenses |
dca17373-0add-4366-a84d-9de9da179153 | Clause:
Executive acknowledges and agrees that the Company's remedy at law for a breach or threatened breach of any of the provisions of this Agreement, including but not limited to those of Sections 10-14, would be inadequate and difficult to ascertain. Therefore, in the event of a breach or threatened breach by the E... | Label: Remedies |
ac258c59-e247-423f-aff9-f95d989859e2 | Clause:
The Depositor makes the following representations and warranties upon which the Issuer is deemed to have relied in acquiring the Depositor Conveyed Assets. Such representations are made as of the date of the execution and delivery of this Agreement and as of the Closing Date, and shall survive the transfer of t... | Label: Representations |
4ebb5612-e7e2-4281-9673-cf351db1ca87 | Clause:
Whether or not the transactions contemplated by this Agreement are consummated, each party acknowledges and agrees that the terms and conditions of the Non-Disclosure Agreement dated September 6, 2017 will apply to all documents, materials and other information which a party shall have obtained regarding the ot... | Label: Confidentiality |
925b4920-bda7-4d31-8c2c-e70b0deacbfc | Clause:
Regardless of any action the Company or its affiliate takes with respect to any or all income tax (including federal, state and local taxes), social insurance, payroll tax, payment on account or other tax-related items related to participation in the Program and legally applicable to the Participant (“ Tax Obli... | Label: Tax Withholdings |
6d8d1b8f-ca7a-4613-92bf-e8edaa5e3438 | Clause:
The execution, delivery, and performance by the Company of the Transaction Documents and the consummation by the Company of the transactions contemplated hereby or thereby (including, without limitation, the issuance of the Securities pursuant to this Agreement and the other Transaction Documents) do not and wi... | Label: No Conflicts |
ea8fde3e-a50d-463a-852c-0b91dcfbada7 | Clause:
The Lender may at any time, without the consent of, or notice to, the Borrower or the Agent, sell participations to one or more Persons in all or a portion of the Lender’s rights and/or obligations under this Agreement (including all or a portion of the Loans owing to it); provided that (i) the Lender’s obligat... | Label: Participations |
97aa430f-d501-41e2-82dd-e09b8ed93fa0 | Clause:
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 Colorado, without regard to the principles of conflicts of law thereof. Each party agrees that all... | Label: Governing Laws |
12f1ea0f-5e89-4fa6-8a58-15f39acac903 | Clause:
Any notice required or permitted hereunder must be in writing and either be personally served, sent by facsimile or email transmission, or sent by overnight courier. Notices will be deemed effectively delivered at the time of transmission if by facsimile or email, and if by overnight courier the business day af... | Label: Notices |
858ca11f-9bee-4875-8f95-dcca38af450d | Clause:
No representation or warranty made by any Borrower in this Agreement, or in any financial statement, report, certificate or any other document furnished in connection herewith contains any untrue statement of a material fact or omits to state any material fact necessary to make the statements herein or therein ... | Label: Disclosures |
59cd7fa1-6245-4c22-8e98-a2131005482f | Clause:
This Agreement shall be governed by and construed in accordance with the laws of the United States of America and the State of New York, both substantive and remedial, without regard to New York conflicts of law principles. Any judicial proceeding brought against any of the parties to this Agreement or any disp... | Label: Governing Laws |
cb016abe-7f9e-4bc7-894a-df518d5bd125 | Clause:
None of the Agents nor any Lender shall disclose any confidential information relating to Mondelēz or any Borrower to any other Person without the consent of Mondelēz, other than (a) to such Agent’s or such Lender’s affiliates and their officers, directors, employees, agents, advisors, insurers and re-insurers,... | Label: Confidentiality |
11dcc61b-c8ec-4c45-8b49-e4890ea1c281 | Clause:
The Sub-Originator will comply with all Applicable Laws to which it may be subject if the failure to comply therewith, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agree... | Label: Compliance With Laws |
c8c5a8b3-47cb-4f84-a6bb-83673c1c918e | Clause:
The Executive's obligations set forth in this Section 5 , and the Company's rights and remedies with respect hereto, shall indefinitely survive the termination of this Agreement and the Executive's employment by the Company, regardless of the reason therefor.
Task: Classify this clause into ONE of these types ... | Label: Survival |
bb1ea796-bcfa-45a6-adc6-3a195483d747 | Clause:
Nothing herein modifies, supersedes, voids or otherwise alters Executive’s pre-existing contractual obligations set forth in the Employee Proprietary Information and Invention Assignment Agreement (“Proprietary Information Agreement”) entered into between Executive and the Company.
Task: Classify this clause i... | Label: Confidentiality |
4b11f7b1-8e0e-47a3-8374-1af225377349 | Clause:
Interest hereunder computed at the Alternate Base Rate shall be computed on the basis of a year of 365 or 366 (as applicable) days and for the actual number of days elapsed. All other fees and interest hereunder shall be computed on the bases of a year of 360 days and for the actual number of days elapsed. If... | Label: Fees |
24660d85-285f-4711-bc8a-8d5d4a949423 | Clause:
The execution, delivery and performance of this Agreement by the Company and the consummation by the Company of the transactions contemplated hereby do not and will not: (i) conflict with or violate any provision of the Company’s articles of incorporation or bylaws, or (ii) conflict with, or constitute a defaul... | Label: No Conflicts |
b07f7b6c-6cac-4b5f-896b-e90f4d122d35 | Clause:
Receipt by Agent of (i) the financial statements (including balance sheets, income statements and cash flow statements) of Borrower and their respective Subsidiaries for the fiscal year ended December 31, 2016, (ii) financial statements (including balance sheets, income statements and cash flow statements) of B... | Label: Financial Statements |
1534d6a1-3859-4a1c-b3f0-b8b8f462642c | Clause:
(a) On the terms and subject to the conditions set forth in this Agreement, subject to Section 2.01(b) , the Investor shall purchase and acquire from the Company an aggregate of the lesser of (i) 150,000 shares of Series A Preferred Stock and (ii) a number of shares of Series A Preferred Stock that equals (on a... | Label: Sales |
55d69fef-7257-47ec-9881-a8d9266adbf3 | Clause:
In consideration of Executive’s performance of the responsibilities and duties set forth in this Agreement, the Company will provide Executive the compensation specified in this Agreement. The Company will pay Executive a salary of $238,703.00 per year (“Base Salary”). Such Base Salary will be payable in accord... | Label: Base Salary |
a8c5f978-9295-4d3e-bb8f-3ad71b44bf7f | Clause:
This Note may not be changed, modified, extended, terminated or discharged orally, except by a written Note specifically referring to this Note which is signed by the Payor and the Noteholder.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corr... | Label: Modifications |
56d8d681-9761-4b94-93b7-6ee326b1b6d5 | Clause:
Each of the Obligors are insured by insurers of recognized financial responsibility against such losses and risks and in such amounts as are prudent and customary in the businesses in which they are engaged. All policies of insurance insuring such Obligor or their respective businesses, assets, employees, offic... | Label: Insurances |
b4cda320-c0d2-4509-8aa7-b643fc6dbc0c | Clause:
The Employer shall employ Executive, and Executive shall serve as the COO Sales of the Company, commencing upon the Effective Date and continuing thereafter for a two (2)-year term (the “ Term ”), unless earlier terminated under Article 4 ; provided that the Term shall automatically renew for additional two (2)... | Label: Terms |
15849706-d212-4e6c-be22-9a3f57fa70d8 | Clause:
Any term or provision of this First Incremental Agreement held to be invalid, illegal or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such invalidity, illegality or unenforceability without affecting the validity, legality and enforceability of the remaining ... | Label: Severability |
69f4569e-44c6-40f4-907c-c93a1441f87e | Clause:
Section 3.13 of the Disclosure Letter and Section 3.13 of the Disclosure Letter Supplement sets forth a description of all insurance maintained by or on behalf of Parent and the Restricted Subsidiaries as of the Effective Date and the Amendment No. 2 Effective Date, respectively . As of the Effective Date and ... | Label: Insurances |
b1a4e8e2-2fc4-46c3-8324-f276418888c2 | Clause:
Any provision of this Supplement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof and in the Security Agreement, and any such prohibition or unenforcea... | Label: Severability |
1389de36-5487-440f-a5c5-d1ab2415154b | Clause:
Notwithstanding anything to the contrary contained herein, the Company’s or applicable Subsidiary’s obligation to pay benefits to a Participant under Section 6 is subject to the condition precedent that the Participant execute a valid and effective release of any and all claims in a form and manner acceptable t... | Label: Releases |
1f6a68d2-bf0a-4f39-a226-cf0739e5d936 | Clause:
An Indemnified Party promptly shall notify the Indemnifying Party, in writing, of any suit or threat of suit of which that party becomes aware which may give rise to a right to indemnification under this Agreement (but in any event within 30 days of the discovery of such claim), and any Indemnified Party seekin... | Label: Notices |
4f5de94c-5295-43e1-adef-faf4959e5a33 | Clause:
The issuance and transfer of the Shares shall be subject to and conditioned upon compliance by the Company and Grantee with all applicable state and federal laws and regulations and with all applicable requirements of any stock exchange or automated quotation system on which the Company's common stock may be li... | Label: Compliance With Laws |
7fb83da5-2861-4256-a1a6-48e265e9e06d | Clause:
In case any one or more of the provisions contained in this Agreement should be invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.
Task: Classify this clause into ONE of these types (exact... | Label: Severability |
e5cf8b72-faef-4e84-9a29-66082b170b2b | Clause:
This Agreement will be governed by, and construed in accordance with, the laws of the State of Georgia applicable to agreements made and to be performed entirely in such State. This Agreement may not be assigned by either party without the prior written consent of the other party. This Agreement shall be bindin... | Label: Governing Laws |
14ff0b21-4916-4a7b-ac61-cdb8091b1f02 | Clause:
Secured Party shall not by any act (except by a written instrument pursuant to Section 9), delay, indulgence, omission or otherwise be deemed to have waived any right or remedy hereunder or to have acquiesced in any Event of Default. All rights and remedies herein provided are cumulative and are not exclusive o... | Label: No Waivers |
af6f4cbb-5141-460d-85ed-e1ed97456b3e | Clause:
This Agreement contains the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior agreements and understandings, written or oral, with respect thereto, including the Prior Employment Agreement.
Task: Classify this clause into ONE of these types (exactly one lab... | Label: Entire Agreements |
b1496344-8f78-495f-b257-4d2fcd9421fb | Clause:
Any notices required or permitted hereunder shall be given to the appropriate party at the address specified below or at such other address as the party shall specify in writing. Such notice shall be deemed given upon personal delivery to the appropriate address or, if sent by certified or registered mail, seve... | Label: Notices |
f1643a91-3e84-4351-8812-3f497a4dce31 | Clause:
Holder hereby makes the following representations and warranties to the Company, and covenants for the benefit of the Company.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments,... | Label: Representations |
e3677915-fd07-4204-8129-45a5867fb18a | Clause:
If any of the Facilities is increased or a new term facility is established in accordance with this Section, the Administrative Agent and the Company shall determine the effective date (each an “ Increase Effective Date ”) and the final allocation of such increase among the Appropriate Lenders.
Task: Classify ... | Label: Effective Dates |
600ea7cd-4953-4f5a-b1a6-41a7d4e6726b | Clause:
The Company and each Subsidiary: (a) is duly incorporated or otherwise organized, validly existing and in good standing under the laws of the jurisdiction of its formation, (b) is duly qualified to do business as a foreign entity and is in good standing in each jurisdiction where the nature of the property owne... | Label: Organizations |
83b5bfe9-c789-4677-a794-260e64bbfb9a | Clause:
This Agreement shall be binding upon the Senior Representatives, the Senior Secured Parties, the Junior Priority Representatives, the Junior Priority Debt Parties, the Borrower, the other Grantors party hereto and their respective successors and assigns.
Task: Classify this clause into ONE of these types (exac... | Label: Assigns |
0d994a61-7f1e-4611-8e7a-3303996cfd22 | Clause:
With respect to any suit, action or proceeding relating to any offers, purchases or sales of the Securities by the undersigned (" Proceedings "), the undersigned irrevocably submits to the jurisdiction of the federal or state courts located in the Borough of Manhattan in New York City, which submission shall be... | Label: Submission To Jurisdiction |
ae9bb1af-b233-49d9-82c1-6e8d8c00cec4 | Clause:
If Executive is or has been materially unable for any reason to perform her duties hereunder for 120 days during any period of 150 consecutive days, Company shall have the right to terminate Executive’s employment upon 30 days’ prior written notice to Executive at any time during the continuation of such inabil... | Label: Disability |
d8723e84-be78-44f6-9b40-44cd53085b81 | Clause:
Each party’s obligations under this Section 2.19 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 |
2266af7a-1d39-4e9f-bcbd-beaa4dabeadd | Clause:
Judgment on any award rendered by the arbitrators may be entered in any court of competent jurisdiction, however, the arbitrators have no authority to award punitive damages unless otherwise allowable pursuant to this Agreement or any other damages not measured by the prevailing Party’s actual damages (unless l... | Label: Enforcements |
a309c8b1-1664-4774-bc5e-5fef5bce9722 | Clause:
Upon employment termination due to Disability, the Company shall pay or provide the Executive: (i) any unpaid Base Salary through the date of termination and any accrued vacation; (ii) reimbursement for any unreimbursed expenses owed to Executive; and (iii) all other payments and benefits to which the Executive... | Label: Disability |
3a15e180-6b60-4a1c-a0cc-7cfa70bd05b4 | Clause:
Such Investor is duly formed or organized, validly existing and in good standing under the laws of its jurisdiction of organization or formation, and has all requisite corporate, limited liability company, partnership or trust (as the case may be) power and authority to enter into the Transaction Documents to w... | Label: Organizations |
d7f56c43-36d9-4014-88e3-ebd7120cb274 | Clause:
If one or more provisions of this Agreement are held to be unenforceable under applicable law, the parties agree to renegotiate such provision in good faith. In the event that the parties cannot reach a mutually agreeable and enforceable replacement for such provision, then (a) such provision shall be excluded ... | Label: Severability |
6494670f-94df-4088-b6b4-d95337a2daf9 | Clause:
All notices, demands, requests, consents, approvals, and other communications required or permitted hereunder shall be in writing and, unless otherwise specified herein, shall be (i) personally served, (ii) deposited in the mail, registered or certified, return receipt requested, postage prepaid, (iii) delivere... | Label: Notices |
b03d909d-73a8-40b7-8047-b38b9c54f9a9 | Clause:
The Company shall use the proceeds from the sale and issuance of the Common Stock only for general corporate purposes and working capital.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, ... | Label: Use Of Proceeds |
1419ef24-7853-45da-a6ee-57d74c58719b | Clause:
Executive shall be entitled to four (4) weeks of vacation with pay during each year that ends during the Employment Term. Vacations shall not be taken in a manner which will unreasonably interfere with Executive’s duties hereunder. Executive shall also be entitled to all paid holidays and personal days given by... | Label: Vacations |
cfaba5d7-6e83-408a-adf7-d37193f87160 | Clause:
The Executive’s acknowledgments and agreements set forth in Sections 8 and 9 shall survive the termination of the Executive’s employment with Company for any reason.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Law... | Label: Survival |
fa72308a-746a-474e-b55b-4871bee32852 | Clause:
The execution, delivery and performance by the Loan Parties of this Agreement and the other Loan Documents, and, in the case of the Borrower, the borrowing of Loans and other credit extensions hereunder and the use of the proceeds thereof, in each case, (a) do not require any consent or approval of, registratio... | Label: No Conflicts |
ffcd31f9-c385-400b-a8e8-f6244bc38bb1 | Clause:
This Amendment may be executed in any number of counterparts, each of which shall be deemed to be an original and shall be binding upon all parties, their successors and assigns. The exchange of copies of this Amendment and of signature pages by facsimile or .pdf via email transmission shall constitute effectiv... | Label: Counterparts |
1c2716fa-c2fa-47b3-92d3-4b2cf4990f8c | Clause:
No party shall originate any publicity, news release, or other such general public announcement or make any other disclosure to any third party regarding the terms of this Agreement without the express written consent of the other party. (The foregoing provision is not intended to limit communications deemed re... | Label: Confidentiality |
516723c9-a8f4-4b79-a88e-df9be66988da | Clause:
The Committee reserves the right at any time to amend the terms of this Award Agreement, and the Board may amend the Plan in any respect; provided that, notwithstanding the foregoing and Sections 1.3.2(f), 1.3.2(h) and 3.1 of the Plan, no such amendment will materially adversely affect your rights and obligatio... | Label: Amendments |
7738aa76-04b5-40ab-9030-98c4b9f28c23 | Clause:
Following the Closing, each of the parties hereto will execute and deliver such additional documents, instruments, conveyances and assurances and take such further actions as may be reasonably required to carry out the provisions hereof and give effect to the transactions contemplated by this Agreement and the ... | Label: Further Assurances |
72fb3e68-6800-4325-b456-9d3432cd7e29 | Clause:
The Company will not, and will not permit any of its Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except (a) in the ordinary course of ... | Label: Transactions With Affiliates |
c2838fc2-064a-49f3-b3b7-789f75de94ee | Clause:
This Subsidiary Guarantee represents the entire agreement of each Subsidiary Guarantor with respect to the subject matter hereof and there are no promises or representations by the Administrative Agent, the Issuing Lender or any Lender relative to the subject matter hereof not reflected herein.
Task: Classify ... | Label: Integration |
621f83cc-bd57-4eaa-adfa-40efcb0c41dd | Clause:
The capitalized terms used herein have the following meanings.
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, Bind... | Label: Defined Terms |
46a3194f-1e84-4c0c-8cbc-de2ed8aec954 | Clause:
For the purposes of this Agreement, notices and all other communications provided for in the Agreement (including any Notice of Termination) shall be in writing and shall be deemed to have been duly given when personally delivered or sent by Certified mail, return receipt requested, postage prepaid, addressed t... | Label: Notices |
7e3525ae-d16b-4097-9224-a98c14ef0b04 | Clause:
Participation in the Plan may be terminated at any time by written notice from the Participant received by the Custodian and will be terminated by written notice of the death or adjudicated incompetency of a Participant similarly received. A Participant's participation in the Plan may also be terminated upon re... | Label: Terminations |
3e7757c7-ef05-479e-8c7f-92b83daf2178 | Clause:
The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that no DIP Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the A... | Label: Successors |
b4e32d74-466c-40da-ba1f-e516025bf529 | Clause:
Each of the Administrative Agent, the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its and its Affiliates’ respective partners, directors, officers, employees, agents, trustees, adv... | Label: Confidentiality |
4f0e8a9a-9ada-4b59-b525-507147d36d95 | Clause:
This Agreement shall be effective as of the date hereof and all of the terms and conditions of this Agreement, including but not limited to Section 5, shall be binding upon and inure to the benefit of, the parties and their respective heirs, successors, assigns, and personal representatives, as the case may be.... | Label: Assignments |
e48267ec-6e6e-4c26-8ff4-9fdec5f7e9cf | Clause:
The execution, delivery and performance by each Borrower of this Agreement and the other Loan Documents are within its powers as set forth in its applicable constituent documents, as the case may be, and have been duly authorized by all necessary action thereunder, and the execution, delivery and performance by... | Label: Authorizations |
d850d176-35ed-4cd3-99bb-54f5af449ce8 | Clause:
This Agreement when executed and delivered will constitute a valid and legally binding obligation of Executive, enforceable against Executive in accordance with its terms.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicab... | Label: Authorizations |
e1c2d72e-5146-45a7-aa39-d6803be62b05 | Clause:
This Incremental Amendment No. 2, the Credit Agreement, the other Loan Documents and the Fee Letter constitute the entire agreement among the parties hereto with respect to the subject matter hereof and thereof and supersede all other prior agreements and understandings, both written and verbal, among the parti... | Label: Entire Agreements |
0aad5cc8-4b6a-4e71-9420-f8fef4c7933b | Clause:
Provided that no Default or Event of Default has occurred and is then continuing, the Borrower shall have the option to (a) convert at any time following the third (3 rd ) Business Day after the Closing Date all or any portion of any outstanding Base Rate Loans (other than Swingline Loans) in a principal amount... | Label: Notices |
229c9670-094c-4dac-9962-418f47d4136e | Clause:
No failure or delay by FNF in exercising any right, power or privilege hereunder shall operate as a waiver thereof nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any right, power or privilege.
Task: Classify this clause into ONE of these types... | Label: Waivers |
67bb0bab-3c1d-4b09-bfd5-b5cdfa209b09 | Clause:
This Deed of Trust shall be governed by and construed according to the internal laws of the State of Texas from time to time in effect, without giving effect to its choice of law principles.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corrup... | Label: Applicable Laws |
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