id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
afff96ff-26c9-42c5-88e9-7e0d1ec86d82 | Clause:
Buyer and Seller shall each maintain as confidential any and all material or information about the other, or in the case of Buyer and its agents, employees, consultants and contractors, about the Property, and shall not disclose such information to any third party, except, in the case of information about the P... | Label: Confidentiality |
0f6c4b37-ce55-44d7-92ba-5200bb4766f9 | Clause:
On or prior to the Closing Date, the Holder shall, to the extent required by the transfer agent in order to effect the transfer, instruct the transfer agent of the Series A Preferred Stock to deliver the Repurchased Shares to the Company and the Holder shall execute and provide any other documentation required ... | Label: Closings |
29191581-51f8-46a8-94d1-e3563b2828d0 | Clause:
The Board may amend or terminate the Plan at any time; provided, however, that the Board shall not amend the Plan without approval of the stockholders of the Company if such approval is required in order to comply with the Code or applicable laws, or to comply with applicable stock exchange requirements. No ame... | Label: Amendments |
f8d16a0d-ccf7-4ea0-975b-b3fe9c8a540e | Clause:
You will be entitled to five weeks paid vacation in addition to sick leave, both to be used according to the Company’s standard policies.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, A... | Label: Vacations |
e3488af1-70ed-4001-8124-2a596b74b9e6 | Clause:
Corporation will have the right to deduct from any settlement of the Restricted Stock Units any federal, state, or local taxes of any kind required by law to be withheld with respect to such payments or to take such other action as may be necessary in the opinion of Corporation to satisfy all obligations for th... | Label: Tax Withholdings |
828ba3b8-a4da-459e-ae82-4741e1ade8f1 | Clause:
This Agreement is the complete and exclusive understanding and agreement between the Parties regarding its subject matter, and supersedes all proposals, understandings or communications between the Parties, oral or written, regarding its subject matter.
Task: Classify this clause into ONE of these types (exact... | Label: Entire Agreements |
4d371b70-036d-421c-ac3b-ebb3059abdca | Clause:
No provision of this Agreement may be modified, waived, or discharged unless such modification, waiver, or discharge is agreed to in writing and signed by the Executive and by an authorized officer of the Company on the Company’s behalf, or by the respective parties’ legal representations and successors.
Task:... | Label: Modifications |
8ba7c25b-e2d0-4954-8db1-28725cc22ab0 | Clause:
This Agreement and any claim, controversy or dispute arising under or related thereto, the relationship of the parties, and/or the interpretation and enforcement of the rights and duties of the parties, whether arising in law or in equity, in contract, tort or otherwise, shall be governed by, and construed and ... | Label: Governing Laws |
7f67a229-6f60-4e92-aa9f-3821c5b13560 | Clause:
This Agreement is governed solely and exclusively by the laws of Nevada, as to any and all matters. Jurisdiction and venue shall rest solely and exclusively in the courts of Washoe County, Nevada.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-... | Label: Applicable Laws |
cbc94608-5f15-419e-80cf-713d5ede4aff | Clause:
The date and time of the Closing (the “ Closing Date ”) shall be 10:00 a.m., New York City time, on the date hereof (or such other date and time as is mutually agreed to by the Company and each Buyer) after notification of satisfaction (or waiver) of the conditions to the Closing set forth in Sections 6 and 7 b... | Label: Closings |
380ed9f4-78f5-4bc1-bee9-6ca1fdcef0e8 | Clause:
In consideration of the Investor’s execution and delivery of this Agreement and in addition to all of the Company’s other obligations under this Agreement, the LPC Securities Purchase Agreement and the LPC Note, the Company shall defend, protect, indemnify and hold harmless the Investor and each holder of any C... | Label: Indemnifications |
d118c5d2-07ec-4337-b70f-786459ecefe1 | Clause:
This Agreement, inclusive of the Plan incorporated into this Agreement, contains the entire agreement between you, your Employer and the Company with respect to the Restricted Stock and Restricted Stock Units. Any and all existing oral or written agreements, representations, warranties, written inducements, or ... | Label: Entire Agreements |
3a31fb0c-271f-4fb8-babc-8563e5d88088 | Clause:
The Successor Agent shall have received counterparts of this Amendment duly executed by the Borrower, the Parent, Lenders constituting the Required Lenders, the Issuing Lenders, any Increasing Lenders, the Resigning Agent, the Exiting Swingline Lender, the New Swingline Lender, and the New Lender.
Task: Classi... | Label: Counterparts |
e3a99fb5-0e15-4c6d-b22e-503aad912e76 | Clause:
No authorization, approval or consent of, and no filing or registration with, any Governmental Authority or third party is or will be necessary for the execution, delivery or performance by Borrower of this Agreement and the other Loan Documents to which Borrower is or may become a party or the validity or enfo... | Label: Approvals |
02f86ebf-0809-4713-a716-e118b7d3b223 | Clause:
Executive hereby represents that Executive (a) has not instituted, assisted or otherwise participated in connection with, any action, complaint, claim, charge, grievance, arbitration, lawsuit or administrative agency proceeding, or action at law or otherwise against any of the Released Parties and (b) shall not... | Label: Representations |
b156fa9b-b6dd-476e-83e3-2b3ff1fa86a0 | Clause:
The proceeds of the Advances will be used by the Borrower for working capital. None of the proceeds of the Advances will be used, directly or indirectly, for the purpose, whether immediate, incidental or ultimate, of purchasing or carrying any "margin stock" within the meaning of Regulation U of the Board of Go... | Label: Use Of Proceeds |
1c8b4c9a-1e2e-42d2-84cf-4fabbe51135e | Clause:
Notwithstanding any other provision of this Agreement, to the extent that Indemnitee is or may be, by reason of Indemnitee’s Corporate Status, made a witness or otherwise asked to participate in any Proceeding, whether instituted by the Company or any other party, and to which Indemnitee is not a party, Indemni... | Label: Indemnifications |
1566de4a-f877-4a84-ae84-a2f45061b4cd | Clause:
This Agreement may be executed in two (2) or more counterparts, each of which shall be deemed an original, and all of which shall constitute one and the same Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable ... | Label: Counterparts |
3c3219a8-7d78-4d3a-8f49-1344f10c87b8 | Clause:
No determination by any court, governmental body or otherwise that any provision of this First Amendment or any amendment hereof is invalid or unenforceable in any instance shall affect the validity or enforceability of (i) any other such provision or (ii) such provision in any circumstance not controlled by su... | Label: Severability |
f4002e55-42e1-4194-9269-e3f18f60eade | Clause:
This Agreement shall be binding upon, inure to the benefit of and be enforceable by the Grantor, the Secured Party 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, App... | Label: Binding Effects |
b68576bf-b158-4d06-91bc-db786aaed66c | Clause:
This Commitment Letter may be executed in any number of counterparts, each of which shall be an original, and all of which, when taken together, shall constitute one agreement. Delivery of an executed signature page of this Commitment Letter by facsimile transmission or other electronic means (including an emai... | Label: Counterparts |
063641f0-65e0-46d1-baae-ffbe19c9d63f | Clause:
(i) The Seller hereby authorizes and hereby agrees from time to time, at its own expense, promptly to execute (if necessary) and deliver all further instruments and documents, and to take all further actions, that may be necessary or desirable, or that the Administrator may reasonably request, to perfect, prote... | Label: Further Assurances |
de637dc9-659a-4bca-9c5b-86c07072a1b2 | Clause:
Each Securing Party hereby irrevocably and unconditionally submits, for itself and its property, to the exclusive jurisdiction of the Supreme Court of the State of New York sitting in New York County and of the United States District Court of the Southern District of New York, and any appellate court from any t... | Label: Submission To Jurisdiction |
133f5e44-694c-42c7-959b-0bcbe11150b9 | Clause:
Manager will invoice Partnership from time to time, as determined by Manager in its sole discretion, including, without limitation, advance requests for the current month’s estimated costs, fees, and expenses, as determined by Manager in its sole discretion. Any over or under payments will be reconciled in subs... | Label: Payments |
222695d9-49af-4cbb-8e65-0eedbc06c24d | Clause:
Either Party may terminate this Agreement for any or no reason upon thirty (30) days’ prior written notice to the Company. For the avoidance of doubt, in the event that the Company terminates this Agreement, the Consultant shall continue to receive the consideration provided in the Separation Agreement through ... | Label: Terminations |
fddda76f-854e-4748-8d3f-0df22a99dda2 | Clause:
(a) Pledgor shall collect and maintain or cause to be collected and maintained all Records relating to the Collateral in accordance with industry custom and practice for assets similar to the Collateral and all such Records shall be in Pledgor’s possession unless Buyer otherwise approves. Pledgor will not allow... | Label: Records |
d8bece5f-8cac-4824-b3d2-eaafee2acf31 | Clause:
Unless otherwise indicated herein, each capitalized term contained in this Agreement but not defined herein shall have the meaning ascribed to it in the accompanying Notice of Stock Award, or if not defined therein, in the Plan.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustment... | Label: Definitions |
fce06242-af4f-49a0-84ad-6357aa20ee6e | Clause:
This Plan, ach award hereunder and the related Agreement, and all determinations made and actions taken pursuant thereto, to the extent not otherwise governed by the Code or the laws of the United States, shall be governed by the laws of the State of Delaware and construed in accordance therewith without giving... | Label: Governing Laws |
a0a0f1dc-0a49-4b78-a7b8-22b6e798c14f | Clause:
All notices or other communications to be made or given pursuant to this Guaranty shall be sufficient if made or given as provided in Section 11.6 of the Credit Agreement; or at such other addresses as directed by any of such parties to the others, as applicable, in compliance with this paragraph.
Task: Classi... | Label: Notices |
3fc32274-073c-4e5e-a1f3-6fc36098ba2f | Clause:
Borrower will comply in all material respects with all federal, state and local laws, regulations and orders applicable to Borrower or its assets including but not limited to all Environmental Laws, in all respects material to Borrower's business or assets and will promptly, but in any event within seven (7) ca... | Label: Compliance With Laws |
45486548-e4be-4926-98c6-b790fcb69ee6 | Clause:
If the parties should have a dispute arising out of or relating Executive’s employment by the Company or the termination thereof, including this Agreement or any breach of this Agreement, or the parties’ respective rights and duties hereunder, then the parties will resolve such dispute in the following manner: ... | Label: Arbitration |
26475464-33ca-4c06-b156-698de5ee65c9 | Clause:
As of the date hereof, the authorized capital stock of the Company on the date hereof is______; (b) the number of shares of capital stock issued and outstanding is ____________; (c) the number of shares of capital stock issuable pursuant to the Company’s stock plans is ______; and (d) the number of shares of ca... | Label: Capitalization |
3222f2b7-0e9a-4e83-a7b0-894788e664fa | Clause:
All federal, state and other tax returns of, the Borrower and the Parent required by Applicable Law to be filed have been duly filed (other than any return the filing date of which has been extended in accordance with Applicable Law), and all federal, state and other taxes, assessments and other governmental ch... | Label: Taxes |
6b07bf06-f4fd-4de6-a107-21e3e311ee38 | Clause:
No provision of this Agreement may be amended, altered, modified, waived or discharged unless such amendment, alteration, modification, waiver or discharge is agreed to in writing signed by the Executive and such officer of the Company as shall be specifically designated by the Committee or by the Board. Any si... | Label: Amendments |
a24a5b14-1113-4415-9152-5f5681e2085d | Clause:
This Agreement shall be construed and enforced in accordance with the laws of the State of Indiana, notwithstanding any state’s choice-of-law rules to the contrary. The parties agree that any legal action relating to this Agreement shall be commenced and maintained exclusively before the United States District ... | Label: Governing Laws |
ee78a657-f7de-4bcb-9780-e2d0eb18f038 | Clause:
Borrower and each Lender hereby acknowledges and agrees that the Administrative Agent and/or its Affiliates from time to time may hold investments in, make other loans to or have other relationships with Borrower and its Affiliates.
Task: Classify this clause into ONE of these types (exactly one label):
Adjust... | Label: Disclosures |
35f50740-8633-44f7-85b3-a81e8fa95a84 | Clause:
During the Term, you will be paid a base salary of at least $500,000 per annum. The base salary will be paid in accordance with the Company’s standard payroll procedures.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicabl... | Label: Base Salary |
0248c2c2-c93d-4c84-b02e-7de508a2226d | Clause:
Seller hereby absolutely and irrevocably sells, assigns and transfers to Administrative Agent (on behalf of Purchasers), ratably, according to each Purchaser Group’s Purchaser Group Investment, without any formal or other instrument of assignment (other than this Agreement), upon the payment of the Cash Purchas... | Label: Sales |
87d5bcdc-19a5-48e0-885d-fdc31351578b | Clause:
No delay or omission in the exercise of any right, power, or remedy hereunder shall impair such right, power, or remedy or be construed to be a waiver of any default or acquiescence therein.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corrup... | Label: Waivers |
02d7f7c1-7a89-4d2e-acd1-c9b7d48b443e | Clause:
Subject to the terms and conditions set forth herein, and so long as (i) the 2016 Audited Financial Statements are delivered to the Lender on a timely basis as required pursuant to Section 7.1(c) of the Credit Agreement, (ii) the Proposed Audit Opinion, in substantially the form as attached as Annex A , is deli... | Label: Waivers |
ea587569-f6c4-418d-beb6-4bfc049da7a0 | 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 RESPECT OF ANY LITIGATION DIRECTLY OR INDIRECTLY ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT. EACH PARTY HERETO (A) CERTIFIES THAT NO REPRESENTATIVE, AGENT OR ATTORNEY O... | Label: Waiver Of Jury Trials |
5dc4bc71-07d7-4d2f-8585-a0a797688c66 | Clause:
Borrower shall obtain and keep in force insurance of the types and in amounts customarily carried in lines of business similar to Borrower’s, as well as such other insurance and coverages as may be necessary to comply with any Requirement of Law or as Agent may otherwise reasonably require from time to time, in... | Label: Insurances |
c9b2c5f3-23be-4bfc-8935-c4e863e39f62 | Clause:
This Agreement, along with the Confidentiality Agreement, constitutes the entire agreement of the parties hereto and supersedes in their entirety all prior representations, understandings, undertakings or agreements (whether oral or written and whether expressed or implied) of the parties with respect to the su... | Label: Entire Agreements |
a9cc7ab7-0f3a-4585-aca0-31f02e2fefdb | Clause:
In consideration of the agreements of Lender contained herein and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, each Credit Party, voluntarily, knowingly, unconditionally and irrevocably, with specific and express intent, for and on behalf of itself and ... | Label: Releases |
56464571-7187-4c3d-9ffe-7082b23b031a | Clause:
Borrower (a) will deliver to Agent each of the financial statements, reports, and other items set forth on Schedule 5.1 no later than the times specified therein, (b) will deliver on the date that is seven days after the Closing Date, and every successive week thereafter, a proposed updated cash flow forecast f... | Label: Financial Statements |
2ab9002e-5a53-42b0-8cc0-737b5f49b947 | Clause:
The Executive’s employment under this Agreement shall commence as of October 25, 2017 (the “ Effective Date ”) and shall terminate on the earlier of (i) the Company’s 2021 Annual Meeting of Shareholders (the “ End Date ”) and (ii) the termination of the Executive’s employment under this Agreement. The period f... | Label: Terms |
55b311c0-2249-47a4-a879-c6e3573d80d0 | Clause:
This Agreement may be executed in one or more counterparts, each of which when taken together will constitute 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, ... | Label: Counterparts |
19ac4830-8c98-4245-99c8-7d51daf58c9f | Clause:
All information relating to or concerning the Company or any of its Subsidiaries set forth in this Agreement and provided to the Buyer pursuant to Section 2(d) hereof and otherwise in connection with the transactions contemplated hereby is true and correct in all material respects and the Company has not omitte... | Label: Disclosures |
e8c7c828-098d-463c-b8d8-24ab2da7a6ba | Clause:
This Eighth Amendment and all rights and obligations of the parties hereunder shall be governed by and be construed and enforced in accordance with the laws of the State of New York.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Law... | Label: Governing Laws |
94c576e5-ea76-42e3-a18b-5bc0711d719d | Clause:
This Agreement shall be effective on the Effective Date. This Agreement shall expire on December 9, 2019, provided the obligations of the Selling Member under Sections 2 shall survive for a period of three (3) years after expiration or termination. Notwithstanding the foregoing the obligations of the Selling Me... | Label: Terms |
6f379760-4c3f-441b-89b5-fa37f5e294e4 | Clause:
Each Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Guarantor and without notice to or further assent by any Guarantor, any demand for payment of any of the Secured Obligations made by the Administrative Agent or any other Secured Party may be resc... | Label: Amendments |
ed1ad70b-ceb4-409e-a1ea-1d579fb065ea | Clause:
(i) Each Lincoln Party shall comply in all respects with its Articles of Incorporation or Certificate of Incorporation (or equivalent organization documentation), as the case may be, and Regulations or By-laws, as the case may be (or equivalent organization documentation), and all applicable occupational safety... | Label: Compliance With Laws |
872d643c-596c-4f1e-9460-28fe23cda476 | Clause:
THIS AGREEMENT SHALL BE CONSTRUED AND ENFORCED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF MINNESOTA (WITHOUT REGARD TO CONFLICTS OF LAW).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbi... | Label: Governing Laws |
c584d680-e8b9-4420-90e4-ca1d9e652f9f | Clause:
In addition to any other obligation of indemnification, the Company hereby assumes responsibility and liability for, and hereby holds harmless and indemnifies the Bank from and against, any and all, by way of example but without limitation, liabilities, demands, obligations, injuries, costs, damages (direct, in... | Label: Indemnifications |
51b3ee54-d129-4cd8-a9f2-e72af4d46671 | Clause:
Any waiver by the Corporation or a Holder of a breach of any provision of this Certificate of Designation shall not operate as or be construed to be a waiver of any other breach of such provision or of any breach of any other provision of this Certificate of Designation or a waiver by any other Holders. The fa... | Label: Waivers |
3103b226-d559-4741-ac3b-bfc826904baf | Clause:
Use of the masculine pronoun or possessive adjective shall been deemed to include usage of the feminine pronoun or possessive adjective where appropriate. The headings of the paragraphs of this Agreement are inserted for convenience only and shall not be deemed to constitute part of this Agreement or to affect ... | Label: Miscellaneous |
c62f59a5-ca7a-4807-b4b6-74fee72aa3b4 | Clause:
Except to any successor or assignee of the Employer as provided in Section 6.5, neither this Agreement nor any rights or benefits hereunder may be assigned by either party hereto without the prior written consent of the other party. Neither the Founder, the Founder's spouse, the Founder's designated contingent ... | Label: Assignments |
1ce8fae1-f237-41e7-8194-0ec41ec121a9 | Clause:
On the Closing Date, upon the terms and subject to the conditions set forth herein, substantially concurrent with the execution and delivery of this Agreement by the parties hereto, the Company agrees to sell, and the Purchasers, severally and not jointly, agree to purchase up to an aggregate of $7,450,003 of S... | Label: Closings |
44dae91b-ddb8-48a6-a1d7-96c5dea15dc7 | Clause:
Buyer has, or will have as of the Closing Date, the power and authority to enter into this Agreement and all Closing Documents to be executed by Buyer, to own the Property and to consummate the Transaction. This Agreement and all Closing Documents to be executed by Buyer are, or when delivered shall be, duly au... | Label: Authority |
84ad37b5-e990-408f-b968-33093a45ce55 | 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 |
2eb1fe3b-a7bf-429f-afba-10024d09f020 | Clause:
Holder shall be entitled to receive and Company agrees to pay all expenses incurred by Holder (including the fees, costs, charges and disbursements of any counsel engaged or retained by Holder) in connection with any litigation or controversy connected with this Debenture or the transactions contemplated hereby... | Label: Costs |
2c0c6b22-b230-4537-bb81-7b3324eb69c8 | Clause:
Upon the occurrence of an Ownership Change Event, a dividend or distribution to the stockholders of the Company paid in shares of Stock or other property, or any other adjustment upon a change in the capital structure of the Company as described in Section 11 , any and all new, substituted or additional securi... | Label: Adjustments |
e2373c86-7f08-459f-b24b-320883bcd980 | Clause:
If any provision of this Plan or of any Option would otherwise frustrate or conflict with the intents expressed above, that provision to the extent possible shall be interpreted so as to avoid such conflict. If the conflict remains irreconcilable, the Committee may disregard the provision if it concludes that t... | Label: Interpretations |
2f64d9e2-5a02-428b-81fd-4a0cbee1b748 | Clause:
Buyer acknowledges that (A) Seller or its Affiliates own all the proprietary rights to Seller Marks and (B) Buyer gains no ownership rights to Seller Marks licensed under this Agreement and gains only the limited right to use Seller Marks subject to the terms of this Agreement. Seller and its Affiliates reserve... | Label: Notices |
7111e2e2-40de-48c3-8653-fb8f8f649206 | Clause:
The Holder may assign or sell a portion or all of this Debenture to one or more of its Affiliates upon five (5) Trading Days’ notice to the Company, which assignment or sale does not require the consent of the Company, or to one or more non-Affiliates upon five (5) Trading Days’ notice to the Company, which ass... | Label: Assignments |
96946ec9-d71f-46ce-be6a-4c548ea94d63 | Clause:
The Stockholder acknowledges and agrees that ( i ) the covenants, obligations and agreements contained in this Agreement relate to special, unique and extraordinary matters, ( ii ) the Company and Parent are relying on such covenants in connection with entering into the Merger Agreement and ( iii ) a violation ... | Label: Specific Performance |
38c32f67-bcea-4a33-acb7-0ce1b3d6a1ae | Clause:
You and the Company agree to submit to mandatory binding arbitration any and all claims arising out of or related to your employment with the Company and the termination thereof, including, but not limited to, claims for unpaid wages, wrongful termination, torts, stock or stock options or other ownership intere... | Label: Arbitration |
67586aa9-a691-45d0-b034-63772a08cda9 | Clause:
This Agreement shall be governed by and construed in accordance with the laws of the Federative Republic of Brazil. Any and all controversies or disputes arising out of and/or in connection with this Agreement shall be submitted to and settled by the court of the city of São Paulo, State of São Paulo, Brazil, w... | Label: Governing Laws |
92de9cd2-ec6a-4bdb-b574-b8715004ba53 | Clause:
The Committee may modify, extend or renew outstanding Options and authorize the grant of new Options in substitution therefore, provided that any such action may not, without the written consent of a Participant, impair any of such Participant’s rights under any Option previously granted. Subject to Section 18,... | Label: Modifications |
d8e9230d-005c-446c-9589-661469bedfdb | Clause:
This Agreement (including the exhibits and schedules hereto), the Confidentiality Agreement and the other Transaction Agreements constitute the entire agreement of the parties hereto with respect to the subject matter hereof and thereof and supersede all prior agreements and undertakings, both written and oral,... | Label: Entire Agreements |
93e764cc-66b7-4860-8968-adfe9757ff73 | Clause:
Any term or condition of this Agreement may be waived at any time by the party that is entitled to the benefit thereof, but no such waiver shall be effective unless set forth in a written instrument duly executed by or on behalf of the party waiving such term or condition. No waiver by any party hereto of any t... | Label: Waivers |
6c48f9c0-5b87-433c-9bfa-e3f6c6457fd4 | Clause:
After giving effect to this Amendment, each representation and warranty of such Credit Party contained in the Credit Agreement and the other Loan Documents is true and correct in all material respects on the date hereof (except to the extent any such representation and warranty is qualified by materiality or re... | Label: Warranties |
3d35988f-637a-4697-8fec-661b8e6232a8 | Clause:
The Executive shall serve as the Chief Financial Officer. During the Employment Term, the Executive shall perform all duties and accept all responsibilities incident to such position and other appropriate duties as may be assigned to the Executive by the Chief Executive Officer of the Company or the board of di... | Label: Duties |
b10f5792-a541-41b1-8d50-77984035b960 | Clause:
The Plan shall become effective as of March 12, 1997. No Incentive Stock Option (as defined in Section 5 below) granted under the Plan shall become exercisable and no payments shall be made under a Performance-based Award, however, until the Plan is approved by the affirmative vote of the holders of a majority ... | Label: Effective Dates |
2342fe1b-91cb-4af6-95a2-004adc730a36 | Clause:
To the extent not governed by federal law, the Plan and all Award Notifications shall be construed in accordance with and governed by the laws of the State of Maryland.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable ... | Label: Governing Laws |
b5761ac3-39ba-4031-9977-5b07253b3bb2 | Clause:
Except as otherwise determined by the Committee in its sole discretion (subject to Section 23 of the Plan) or as otherwise provided in this Section 3 or Section 9, the vesting of RSs covered hereby shall be subject to the Employee’s continued employment with the Company or a subsidiary or affiliate through the ... | Label: Vesting |
846ca233-3392-4447-bdd7-7d32c0a9cd73 | Clause:
This Agreement shall be construed in accordance with and governed by the applicable Federal law and, to the extent otherwise applicable, 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 ... | Label: Governing Laws |
5c3750ae-fc8e-4d2d-a584-c00ad1201bfa | Clause:
The Company, the Operating Sub and their respective subsidiaries are corporations, duly organized, validly existing and in good standing under the Laws of the jurisdiction in which they are incorporated. The Company has the full corporate power and authority and all necessary certificates, licenses, approvals a... | Label: Organizations |
c92d193e-69e8-4663-a2f7-3ed2f117837b | Clause:
Executive will serve as the Bank's___________________ or such other position at the same grade level as the Bank may designate from time to time. Executive also agrees to serve, if elected, as an officer and/or director of the Company or any of its affiliates. Executive will faithfully and diligently perform ... | Label: Positions |
ffd22b2c-c92b-4d7a-a5de-a3de1a551f5f | Clause:
This Agreement may be amended or modified with the express written consent of all of the Members, provided, however, that no Member shall unreasonably withhold or delay his written consent to any such amendment or modification if such amendment or modification neither enlarges the obligations, nor reduces the r... | Label: Amendments |
b841e32f-2179-4532-bfd6-ef1925398dbc | Clause:
This Offer Letter may be assigned by the Company to an Affiliate (including Cott) or any successor to its business or operations. Your rights hereunder may not be transferred by you except by will or by the laws of descent and distribution and except insofar as applicable law may otherwise require. Any purporte... | Label: Assignments |
adba525b-ed89-40ec-ba5d-4aa8d7cfc8f1 | Clause:
The provisions of this section will survive the termination of the commitment to lend under this Agreement and the repayment of the Loan and all other amounts payable under the Loan Documents.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corr... | Label: Survival |
36c6294e-09a3-46ca-b5f4-5d4f44b6c5ea | Clause:
To the best of Seller's knowledge, all of the Improvements have been constructed and installed in accordance with applicable codes, laws, ordinances, rules, regulations, permits and approvals and have been completed in a professional and workmanlike manner and are in good operating condition and repair. To the ... | Label: Construction |
b78e2cc6-bbe0-4f55-8f0b-19df749f8189 | Clause:
(a) The Borrower will, and will cause each of its Subsidiaries to, at the expense of the Borrower, make, execute, endorse, acknowledge, file and/or deliver to the Collateral Agent from time to time such schedules, confirmatory assignments, conveyances, financing statements, transfer endorsements, powers of atto... | Label: Further Assurances |
58f67ae1-5e56-42b9-a7b7-fd87bcf9676e | Clause:
The Employment Term and Executive’s employment hereunder shall terminate upon Executive’s death. In that event, (i) Executive’s estate shall be entitled to a lump-sum payment equal to a pro-rata portion of the projected bonus amount for the year during which the death occurs, as reasonably determined by the Com... | Label: Death |
bf1cbe1e-86b4-439f-81a5-3991a7096612 | Clause:
The capitalization of the Company is as set forth in the SEC Reports. The number of shares of Common Stock issued and outstanding as of the date hereof is 5,914,560. The Company has not issued any capital stock since its most recently filed periodic report under the Exchange Act, other than pursuant to the exer... | Label: Capitalization |
e0644d09-3fff-46c3-8321-6e587c3c1184 | Clause:
This Agreement will become effective immediately upon execution and delivery by Element, the Company and Celadon.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Aut... | Label: Effectiveness |
431f4016-66c2-4f0a-8cd8-bdf4deb8f926 | Clause:
After the termination of Executive’s employment for any reason this Agreement and the respective rights and obligations of the parties set forth in Sections 2.8 through 2.11 and Sections 3 through 18 hereof shall survive such termination.
Task: Classify this clause into ONE of these types (exactly one label):
... | Label: Survival |
7e0a4c14-d9cb-4e07-92d5-5d382f40d6c9 | Clause:
To the extent any provision of this Agreement is not enforceable under applicable law, such provision shall be deemed null and void and shall have no effect on the remaining portions of the Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, A... | Label: Severability |
bb77646a-b4ee-4925-b534-a208d320dbe9 | Clause:
The parties agree to execute and deliver all such further documents, agreements and instruments and take such other and further action as may be necessary or appropriate to carry out the purposes and intent of this Subscription Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
... | Label: Further Assurances |
55e3c0ce-8fba-40a2-9fd0-d10ebb7dd08c | Clause:
Any notice, demand or other communication to be given under or by reason of the provisions of this Agreement shall be in writing and shall be deemed to have been given (i) when delivered personally to the recipient, (ii) when sent by confirmed electronic mail or facsimile if sent during normal business hours of... | Label: Notices |
1a5c97d5-d72a-4047-bcd6-08177d3cc5c1 | Clause:
THE PROVISIONS OF THIS MORTGAGE REGARDING THE CREATION, PERFECTION AND ENFORCEMENT OF THE LIENS AND SECURITY INTERESTS HEREIN GRANTED SHALL BE GOVERNED BY AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH THE LAWS OF THE STATE IN WHICH THE LAND IS LOCATED. ALL OTHER PROVISIONS OF THIS MORTGAGE SHALL BE GOVERNED... | Label: Governing Laws |
d433ebe6-30e8-4e3b-9024-515895c0d207 | Clause:
In the event Holder takes any action to enforce any provision of this Note, either through legal proceedings or otherwise, Company promises to immediately reimburse Holder for reasonable attorneys' fees and all other costs and expenses so incurred as awarded by a court of law. Company shall also reimburse Holde... | Label: Costs |
0a8e2fd9-d393-4f04-9cb8-0df6078fe4ed | Clause:
Subject to the items on Schedule 3.7, the operation of each of the Company’s and each of its Subsidiaries’ business is and shall continue to be in compliance in all material respects with all applicable federal, state and local laws, rules and ordinances, including to all laws, rules, regulations and orders rel... | Label: Compliance With Laws |
23070c9c-ea7b-4490-b721-a8349ee48f3a | Clause:
This Agreement shall be governed by and construed in accordance with the internal laws of the State of Texas without reference to the conflict of law principles thereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable... | Label: Governing Laws |
155905c2-b397-4bd2-b260-8a302609e5e8 | Clause:
Except as described in the SEC Filings or in the Prospectus, there are no pending actions, suits or proceedings against or affecting the Company, its Subsidiaries or any of its or their properties; which pending actions, suits or proceedings has had or could reasonably be expected to have a Material Adverse Eff... | Label: Litigations |
0ad452a4-bdfc-496e-8c65-d8315706b8fb | Clause:
The agreements in this Section and the indemnity provisions of Section 10.02(e) shall survive the resignation of the Administrative Agent, the Collateral Agent, any L/C Issuer and the Swing Line Lender, the replacement of any Lender, the termination of the Aggregate Commitments and the repayment, satisfaction o... | Label: Survival |
2ff3aa03-9963-4187-a45a-81049a45a188 | Clause:
During the Employment Term, the Executive shall serve as Chief Financial Officer, reporting directly to the Chief Executive Officer of the Company (the “CEO”) and the Board of Directors of the Company (the “Board”). For purposes of this Agreement, it is expressly recognized that the Board may delegate its autho... | Label: Positions |
9bc039b7-e311-4f44-856d-bace13e4020c | Clause:
You acknowledge that the activities of the Company are subject to compliance with applicable laws and regulations. You agree to comply with all applicable laws.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Ap... | Label: Compliance With Laws |
92d6094a-9781-49c1-89ba-c34cac24097e | Clause:
Within twenty (20) days after Landlord’s written request, Tenant at its expense shall deliver to Landlord copies of Tenant’s most recent annual financial statements. The financial statements shall include a balance sheet and a statement of profit and loss. All financial statements shall be prepared in accordanc... | Label: Financial Statements |
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