id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
876d8e52-13f7-49a9-9c04-6419d965ea2d | Clause:
The Executive’s rights and obligations under this Section 8 shall survive any termination of the Executive’s employment or of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitratio... | Label: Survival |
2e1b809e-433b-4ce0-8e30-095f5642c39c | Clause:
Executive agrees, during and after the Employment Period, without limitation as to time, to provide information, assistance and cooperation to the Company and its Affiliates, including but not limited to the transition of his most recent role and his attendance and truthful testimony with respect to the Company... | Label: Cooperation |
d2e1ac97-b0c8-477c-99f6-bcb667eb013f | Clause:
The Effective Date shall have occurred, or shall be deemed to have occurred concurrently with the Closing, in accordance with the terms and conditions in the Plan and in the Confirmation Order.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Cor... | Label: Effective Dates |
4ce5747c-dab2-4d35-843d-98da681d1594 | Clause:
The capitalization of the Company (including the authorized capital stock of the Company, the issued and outstanding shares of capital stock of the Company and the number of shares of capital stock of the Company issuable upon the exercise or conversion, as applicable, of any Common Stock Equivalents) is as set... | Label: Capitalization |
66afd04c-c2a7-4f29-a7ab-afd6c4e73bcf | Clause:
In case any provision in this Amendment No. 4 and Waiver shall be invalid, illegal or unenforceable, such provision shall be severable from the remainder of this Waiver and the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.
Task: Classify... | Label: Severability |
07376ad9-db3d-4f5a-ac13-bc84545188f0 | Clause:
Since five (5) years prior to the Closing Date, to the knowledge of the Responsible Officers, there has been no action taken by any Credit Party or any of its Controlled Entities or any officer, director, or employee thereof in violation of applicable Anti-Corruption Laws in any material respect. None of the Cr... | Label: Anti-Corruption Laws |
3523e256-4c17-4dfc-b19a-3d82f482054d | Clause:
The provisions of Section 8.09 of the Loan Agreement are hereby incorporated into this Agreement by this 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, Am... | Label: Severability |
e5a99363-d467-4088-bc01-bc8167b412a3 | Clause:
This Policy shall be binding upon the heirs, executors, administrators, successors and assigns of the parties, including each Participant, present and future.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Appr... | Label: Assigns |
9107c268-154e-4a9f-a508-35af3a1978c1 | Clause:
THIS GUARANTY MAY BE EXECUTED IN COUNTERPARTS (AND BY DIFFERENT PARTIES HERETO IN DIFFERENT COUNTERPARTS), EACH OF WHICH SHALL CONSTITUTE AN ORIGINAL, BUT ALL OF WHICH WHEN TAKEN TOGETHER SHALL CONSTITUTE A SINGLE CONTRACT. DELIVERY OF AN EXECUTED COUNTERPART OF A SIGNATURE PAGE OF THIS GUARANTY BY TELECOPY OR ... | Label: Counterparts |
9ee32ec3-dbaf-4716-9e80-9c994d52cb9d | Clause:
To the extent applicable, it is intended that this Agreement comply with the provisions of Section 409A of the Code, so that the income inclusion provisions of Section 409A(a)(1) of the Code do not apply to the Employee. This Agreement shall be administered and interpreted in a manner consistent with this inten... | Label: General |
28796676-b00b-42a9-a4e3-4da613e9682e | Clause:
No investment banker, broker, finder, financial advisor or other intermediary has been (directly or indirectly) retained by or is authorized to act on behalf of the Partnership or its Affiliates who is entitled to receive from VTDC any fee or commission in connection with the transactions contemplated by this A... | Label: Brokers |
14770431-908c-4eed-9dd9-9ab66c488610 | Clause:
OrLeaf agrees to indemnify, defend and hold harmless Class B Member Indemnified Parties from and against any and all Class B Member Indemnified Costs, pursuant to Article XI of the Company LLC Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments... | Label: Indemnifications |
5dce4174-3ecf-4759-a272-6bac1bf2062e | Clause:
The Administrator may, in its sole discretion, make such provisions and take such steps as it may deem necessary or appropriate to satisfy the Withholding Obligations with respect to the issuance of Option Shares or the exercise of the Option, including deducting the amount of any such Withholding Obligations f... | Label: Taxes |
f57e95aa-c07e-47c6-9d17-e3d528656316 | Clause:
THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK WITHOUT REGARD TO ANY PRINCIPLES OF CONFLICTS OF LAW WHICH COULD CAUSE THE APPLICATION OF THE LAWS OF ANY JURISDICTION OTHER THAN THE STATE OF NEW YORK.
Task: Classify this clause into ONE of these types (exa... | Label: Governing Laws |
0b791bb8-bd00-41d0-867b-7924b315f1d3 | Clause:
Each of Holdings and the Borrower shall, and cause each of its Restricted Subsidiaries to use the proceeds of the Advances (a) to directly or indirectly consummate the Initial Acquisition, (b) to pay the fees, costs and expenses incurred in connection with this Agreement, the Initial Acquisition, the Revolver A... | Label: Use Of Proceeds |
c0dcb810-e1fe-4186-bb04-bc01fc59820a | Clause:
None of the Purchaser, Selling Stockholders or the Company shall publicly disclose the terms of this Agreement or issue any press release or public announcement concerning this Agreement or the transactions contemplated hereby without obtaining the prior written approval of the other Party, which approval will ... | Label: Publicity |
04dab832-4244-4b93-a43c-2fd552939c07 | Clause:
Maintain, with financially sound and reputable insurance companies, insurance (subject to customary deductibles and retentions) in such amounts and against such risks as are customarily maintained by similarly situated companies engaged in the same or similar businesses operating in the same or similar location... | Label: Insurances |
4f4c06cf-fcb7-4cc0-9f43-00361f67b241 | Clause:
This Warrant may be executed in counterparts, each of which shall be deemed to be an original, but all of which together shall constitute one and the same instrument.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable La... | Label: Counterparts |
971088f7-68b4-47a2-8adb-e55d5d8692a3 | Clause:
All notices, requests, claims, demands, waivers and other communications hereunder shall be in writing and shall be deemed to have been duly given (i) when delivered by hand, if delivered personally or by courier, (ii) when sent by facsimile (with written confirmation of receipt), provided that a copy is mailed... | Label: Notices |
e25660e1-f5fb-42b3-898c-9293c96c950a | Clause:
The Company shall indemnify Executive to the maximum extent permitted under applicable law for acts taken within the scope of his employment and his service as an officer or director of the Company or any of its subsidiaries or affiliates. To the extent that the Company obtains coverage under a director and off... | Label: Indemnifications |
a6dbd4a4-eb4d-480e-9b78-75780eb87889 | Clause:
In this Agreement, unless there is a clear contrary intention: (i) when a reference is made to a section, an annex or a schedule, that reference is to a section, an annex or a schedule of or to this Agreement; (ii) the singular includes the plural and vice versa; (iii) reference to any agreement, document or in... | Label: Interpretations |
0d443fa8-82ab-422c-95a2-000fb8db202c | Clause:
Notwithstanding anything to the contrary contained herein, the payments described in Sections 7(c), 7(d)(ii) and 7(e) hereof shall only be payable by the Company to the Employee if the Employee has executed and delivered to the Company a reasonable and customary release agreement that is satisfactory to the Com... | Label: Releases |
584e3a5f-45cb-414b-8fb2-31c2adbc07ee | Clause:
(a) The recording of any claim of lien against the Property or Improvements or the service on Agent of any bonded stop payment notice relating to the Loan and the continuance of such claim of lien or bonded stop payment notice for 30 days after Borrower receives notice of the lien or bonded stop payment notice ... | Label: Liens |
dd59e5cc-3043-4e64-8fde-bdd0db84c211 | Clause:
There is no action, suit, arbitration, proceeding, inquiry or investigation before or by the Principal Market, any court, public board, other Governmental Entity, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company or any of its Subsidiar... | Label: Litigations |
0515f3cc-43c0-4567-911f-417243f40e07 | Clause:
This Agreement shall become effective as of the Effective Date, and, shall continue in full force and effect until the Parties have no further obligations to each other hereunder, unless and until earlier terminated as provided herein (the “ Term ”). The Parties acknowledge and agree that this Agreement cannot ... | Label: Terms |
7f8fe637-f09a-48f6-891c-aeb002a140f7 | Clause:
Except as set forth on Schedule 3(k) , the Company has no liabilities or obligations, absolute or contingent (individually or in the aggregate), except (i) liabilities and obligations incurred after December 31, 2016 in the ordinary course of business that are not material and (ii) obligations under contracts m... | Label: Financial Statements |
abd3c7db-146f-4935-a572-54a4b995479d | Clause:
This Settlement Agreement shall terminate, and thereupon become null and void except as otherwise provided herein, if the conditions in Section 10 are not fully satisfied.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicab... | Label: Terminations |
df434ccc-b488-4d1e-8b2a-d482356576e8 | Clause:
This Security Agreement may be executed in any number of counterparts, each of which, where so executed and delivered shall be an original, but all of which shall constitute one and the same instrument. It shall not be necessary in making proof of this Security Agreement to produce or account for more than one ... | Label: Counterparts |
ebaf5c2c-ae67-4fea-815c-59cd2a45e05a | Clause:
This Agreement may be executed in two or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument. This Agreement and any amendments hereto, to the extent signed and delivered by means of digital imaging and electronic mail or a facsimil... | Label: Counterparts |
c49ee948-7895-4d44-9445-294ca5c65a9c | 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 that the Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of t... | Label: Successors |
8eb5a48f-0ab5-4edb-9f48-a87cfb337218 | Clause:
The Lenders severally agree to indemnify the Administrative Agent (to the extent not reimbursed by the Borrower), ratably according to the respective principal amounts of the Advances then owed to them (or if no Advances are at the time outstanding, ratably according to the respective amounts of their Revolving... | Label: Indemnifications |
e191a34c-c958-4d3f-8096-8f7e69a09827 | Clause:
The Company shall pay the Executive an annual rate of base salary of $100,000.00 in periodic installments in accordance with the Company's customary payroll practices and applicable wage payment laws, but no less frequently than monthly. The Executive's base salary shall be reviewed at least annually by the Boa... | Label: Base Salary |
b467263d-b571-4ffa-9993-c615c327cad2 | Clause:
The Borrowing Base Properties are insured by insurers of recognized financial responsibility against such losses and risks in compliance with the requirements of Section 7.5.1 below.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Law... | Label: Insurances |
cab12b80-3033-4e84-8627-d185d561678a | Clause:
This Agreement contains all of the understandings between the parties hereto pertaining to the matters referred to herein, and supersedes all undertakings and agreements, whether oral or in writing, previously entered into by them with respect thereto. The Employee represents that, in executing this Agreement, ... | Label: Entire Agreements |
565b5233-a916-44b5-a5eb-bfec3b28d2aa | Clause:
The Administrative Agent and the U.S. Collateral Agents may, upon any term or condition it specifies, delegate or exercise any of its rights, powers and remedies under, and delegate or perform any of its duties or any other action with respect to, any U.S. Loan Document by or through any trustee, co-agent, empl... | Label: Duties |
921a9473-9bc2-42df-ab72-e5f561b73cb3 | Clause:
The Borrower will use the proceeds of the Loans issued hereunder only as provided in Section 2.5.
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, Authoriz... | Label: Use Of Proceeds |
866906b9-977b-4fb2-b7ca-de5a9d5bbae1 | Clause:
Subject to Section 5 of the Plan, 50% of your SARs shall vest on the second anniversary of the Grant Date, 25% of your SARS shall vest on the third anniversary of the Grant Date and the remaining 25% of your SARs shall vest on the fourth anniversary of the Grant Date, subject, in each case, to your continued em... | Label: Vesting |
754813d1-8779-4abf-9982-5fde3fdbf6dc | Clause:
This Agreement shall be governed solely by the laws of the state of Ohio, without regard to any choice-of-law provisions, the Uniform Commercial Code or the International Convention on the Sale of Goods. In any litigation or arbitration arising under or relating to the terms and conditions of this Agreement, t... | Label: Governing Laws |
4d03fd2b-4ae5-4498-b61b-f4248d5ad3d4 | Clause:
No delay or omission on the part of any Party in exercising any right under this Agreement shall operate as a waiver of such right or any other right under this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicab... | Label: Waivers |
0f798ac4-bd46-459c-a12b-6fc4f7ca7f6c | Clause:
The Borrower has filed or caused to be filed all Federal, material state and other Tax returns that are required to be filed and has paid all Taxes shown to be due and payable on said returns or on any assessments made against it or any of its property and all other Taxes imposed on it or any of its property by... | Label: Taxes |
4d338912-c9c3-45c8-ac3b-a4c0e67f87a6 | Clause:
The Administrative Agent shall have and may exercise such powers under the Loan Documents as are specifically delegated to the Administrative Agent by the terms of each thereof, together with such powers as are reasonably incidental thereto. The Administrative Agent shall have no implied duties or fiduciary dut... | Label: Powers |
9fc72aab-8a0d-44cd-9d8b-cebea68f4168 | Clause:
The Participant shall be liable to the Company for all costs and damages, including incidental and consequential damages, resulting from a disposition of the RSUs which is in violation of the provisions of this Agreement. Without limiting the generality of the foregoing, the Participant agrees that the Company ... | Label: Remedies |
d2081df1-237d-48b6-acd2-8aa8799690f1 | Clause:
Upon the occurrence and during the continuation of an Event of Default, the Required Lenders may (i) declare the outstanding principal of and accrued interest on the Notes to be, and the same shall thereupon forthwith become, due and payable without presentment, demand, protest, notice of intent to accelerate, ... | Label: Remedies |
c83dce12-683a-4771-ae96-3514281c9c20 | Clause:
Any Change in Control shall occur .
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, Binding Effects, Books, Brokers... | Label: Change In Control |
44efdee7-8858-492c-96b1-9995b6913131 | Clause:
This Agreement is made and entered into in the State of Pennsylvania, and shall in all respects be interpreted, enforced, and governed by and continued and enforced in accordance with the internal substantive laws (and not the laws of choice of laws) of the State of Pennsylvania applicable to contracts entered ... | Label: Governing Laws |
da285861-1560-4345-9c4e-44b9dc024ac7 | Clause:
The execution, delivery and performance of this Agreement and the consummation by the Company of the transactions contemplated hereby and will not (i) conflict with or result in a violation of any provision of the Certificate of Incorporation, By-laws or Certificate of Designation or (ii) violate or conflict wi... | Label: No Conflicts |
c97adc01-14af-4294-99e5-57f586cde3fc | Clause:
During the Term, Consultant shall cause (i) Consultant’s relatives and (ii) any entity controlled by Consultant (any such person or entity, a “ Consultant Affiliate ”), to refrain from any criticisms or disparaging comments about the Company or its Affiliates, or any of their respective directors, officers, emp... | Label: Non-Disparagement |
e8d97688-9afa-4f79-9e81-20a2ca03a020 | Clause:
EACH OF THE PARTIES HEREBY VOLUNTARILY AND IRREVOCABLY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY ACTION OR OTHER PROCEEDING BROUGHT IN CONNECTION WITH THIS AGREEMENT OR ANY OF THE TRANSACTIONS CONTEMPLATED HEREBY.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments,... | Label: Waiver Of Jury Trials |
c7f8ae00-1fd5-46bf-bd2a-282c1d6b7cab | Clause:
The Borrower will not request any Borrowing or Letter of Credit and the Borrower shall not use, and shall ensure that its Subsidiaries and its or their respective directors, officers, employees and agents shall not use, the proceeds of any Borrowing or Letter of Credit (a) in furtherance of an offer, payment, p... | Label: Use Of Proceeds |
bbccadf7-73ae-4b44-a63b-20668c190641 | Clause:
All notices, demands and requests given or required to be given by, pursuant to, or relating to, this Agreement shall be in writing. All notices shall be deemed to have been properly given if mailed by United States registered or certified mail, with return receipt requested, postage prepaid, or by United State... | Label: Notices |
04cb5567-1585-4fd6-82f4-87fe6f9a377f | Clause:
The Administrative Agent shall have received satisfactory evidence that the global insurance required to be maintained by Section 5.02 and the Security Documents is in full force and effect and that the persons identified in Section 5.02 are noted (in a manner reasonably satisfactory to the Administrative Agent... | Label: Insurances |
7470644f-7029-4309-a789-5232dce12a90 | Clause:
This Agreement shall be governed by and construed according to the laws of the State of Hawaii without regard to its principles of conflict of laws.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arb... | Label: Governing Laws |
edeb3efe-b107-43e7-9546-da47446817d5 | Clause:
Executive acknowledges that a violation by Executive of any of the covenants contained in Section 7, 8, 9,10 or 11 would cause irreparable damage to the Company in an amount that would be material but not readily ascertainable, and that any remedy at law (including the payment of damages) would be inadequate. A... | Label: Remedies |
4c61cde4-6a1f-4f8a-84eb-ca0705d8ccd9 | Clause:
On and as of the Third Amendment Effective Date, after giving effect to this Agreement and to all Indebtedness (including the Loans) being incurred, and to be incurred (and the use of proceeds thereof), and Liens created, and to be created, by the Borrower and its Subsidiaries in connection with the transaction... | Label: Solvency |
cab2b061-d41f-40c1-b564-9df25710e812 | Clause:
The Company will pay or reimburse Executive for all reasonable out-of-pocket expenses incurred by Executive in the furtherance of or in connection with the performance of Executive’s duties hereunder, provided that Executive shall submit such expenses in accordance with the policies applicable to senior executi... | Label: Expenses |
9131e259-be1d-477f-abea-2d3f27a2e592 | Clause:
Except for the security interest granted to the Administrative Agent for the ratable benefit of the Secured Parties pursuant to this Agreement and the other Liens permitted to exist on the Collateral by the Credit Agreement, such Grantor owns each item of the Collateral free and clear of any and all Liens. Such... | Label: Titles |
59f37fbb-d23e-4333-be38-b9b88439f2ae | 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 all or any portion of any outstanding Base Rate Loans (other than Swingline Loans) in a principal amount equal to $5,000,000 or any whole multiple of $1,000,000 in exce... | Label: Notices |
28143462-0e5f-4dfc-9908-4cbacec4b244 | Clause:
This Guaranty shall be deemed to be a contract under the Laws of the State of New York and shall, pursuant to New York General Obligations Law Section 51401, for all purposes be governed by and construed and enforced in accordance with the laws of the State of New York.
Task: Classify this clause into ONE of t... | Label: Governing Laws |
cfed4237-0d15-4e64-86e5-0481777bf2cd | Clause:
For purposes hereof, the capitalized terms used herein and not otherwise defined have the meanings set forth in the Water Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assign... | Label: Definitions |
66b72c12-32bd-4b6f-ae7d-f7134d26c8d2 | Clause:
Except as otherwise determined by the Committee, upon termination of employment of a Participating Key Employee or service as a director of a Non-Employee Director (as determined under criteria established by the Committee) for any reason during the applicable restriction period, all Shares of Restricted Stock ... | Label: Forfeitures |
f27cf6e3-0430-4203-9eb1-28f0e3f8dcca | Clause:
Each Loan Party is, individually and together with its Subsidiaries on a consolidated basis, Solvent, both before and after giving effect to the Amendment No. 2 Transactions.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Appli... | Label: Solvency |
67a901ce-a6d2-4ba6-879a-463c44be0924 | Clause:
During the time period from the Effective Date to the Closing or earlier termination of this Agreement, Seller shall promptly deliver to Buyer any and all notices and/or other written communications delivered to or received from: (i) any party under any of the Contracts or any of the Construction Contracts; and... | Label: Notices |
eb1493e0-ae58-4ed9-b2cc-aa83c8c2b1e9 | Clause:
This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but all of which shall constitute one and the same agreement, which shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns. It shall not be nec... | Label: Counterparts |
b7f082bb-2ca1-407b-9c60-faf512f37d0a | Clause:
Joining Party represents and warrants to Agent that, as of the Effective Date (as defined below), the representations and warranties contained in the Credit Agreement and the other Loan Documents applicable to a “Subsidiary Guarantor” or “Guarantor” are true and correct in all material respects as applied to Jo... | Label: Representations |
73607533-83cc-46ae-a1cc-3d5e6a53b260 | Clause:
Capitalized terms used herein without definition shall have the meanings assigned to such terms in the Credit Agreement. This Amendment shall constitute a Loan Document for all purposes of the Credit Agreement and the other Loan Documents. Each reference to “hereof”, “hereunder”, “herein” and “hereby” and eac... | Label: Definitions |
f27d1b17-67dc-4d0b-9b81-615baddd8b88 | Clause:
The dispute resolution provisions set forth in this Schedule A shall apply to any dispute, controversy or claim between the parties hereto arising out of or in connection with this Agreement but not the Ground Lease, the Site Services Agreement or the Supply Agreement, including any question regarding this Agre... | Label: General |
43bdd4ca-1beb-4c89-8cf4-f0f767129208 | Clause:
All notices hereunder will be in writing and sent by certified mail, hand delivery, overnight delivery or fax, if sent to Wainwright, at the address set forth on the first page hereof, e-mail: notices@hcwco.com, Attention: Head of Investment Banking, and if sent to the Company, to the address set forth on the f... | Label: Notices |
945b90b9-2bcc-4453-bbd4-aac96229994a | Clause:
(i) Except to the extent required by Applicable Law, any and all payments and deposits required to be made hereunder, under any other Transaction Document or under any instrument delivered hereunder or thereunder to any Affected Party or otherwise hereunder or thereunder by Seller or Servicer shall be made free... | Label: Taxes |
5ee764e0-fff7-4279-88de-c882c42b6d0b | Clause:
Capitalized terms used but not defined herein shall have the meaning set forth in the MSR Purchase Agreement or, if not defined therein, in any applicable Sale Supplement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicab... | Label: Definitions |
f9ef035e-241b-4e1a-998f-8136bf5cd0fb | Clause:
The occurrence of one or more ERISA Events that, either individually or in the aggregate, (a) have had or could reasonably be expected to have a Material Adverse Effect or (b) result in a Lien on any of the assets of any Loan Party or Subsidiary.
Task: Classify this clause into ONE of these types (exactly one ... | Label: Erisa |
c4e37405-7de1-4e0f-8b7c-91eec508c968 | Clause:
The Credit Agreement is, effective as of the Amendment No. 4 Effective Date, hereby amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text ) and to add the double-underlined text (indicated textually in the same manner as the following example: double... | Label: Amendments |
c94df83e-579f-45c5-930e-67746a2602d3 | Clause:
The Company shall employ the Executive, and the Executive agrees to be so employed, in the capacity of the Chief Executive Officer and President as of the Start Date and through the Term as provided in Section 3(a) of this Agreement. The Executive shall assume and discharge such duties and responsibilities as a... | Label: Employment |
bf02a93b-3364-4b26-9830-3ca5e2c605ea | Clause:
When used in this Agreement, the following terms shall have the meanings assigned to them in this Section 1.1 .
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Autho... | Label: Definitions |
1838d60a-10a0-4545-aa10-add0dba7e4ed | Clause:
Any termination of Tasker’s employment, of the Employment Period or of this Agreement (or breach of this Agreement by Altimmune or Tasker) shall have no effect on the continuing operation of this Section 7.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendme... | Label: Survival |
de559fe2-ae90-4d8b-91c3-9ca66500c6aa | Clause:
Except as otherwise provided in this Article 11, any Non-Qualified Stock Option granted under this Article 11 shall be subject to the terms and conditions set forth in Sections 6.3 and 12.3, and any Restricted Stock Unit granted under this Article 11 shall be subject to the terms and conditions set forth in Sec... | Label: Terms |
16de0323-2123-4b5d-afd3-fb82a2b7096c | Clause:
The Lender is a limited partnership duly organized and existing in good standing under the laws of the state of Delaware and has the requisite power to own its properties and to carry on its business as now being conducted.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Ag... | Label: Organizations |
771b83df-b265-4b88-8279-a7e5f6758565 | Clause:
The consummation of the purchase and sale of the Purchased Shares and the other transactions contemplated by this Agreement (the “ Closing ”) shall take place at the offices of Ropes & Gray LLP at 10:00 a.m. New York City time on the first date following the date on which each of the conditions set forth in Sec... | Label: Closings |
0cf49225-b4ec-4efb-9ab9-8916f06ca20c | Clause:
Landlord will reimburse Tenant for all costs and expenses incurred by Tenant with respect to the design, implementation, purchase, construction and installation of the Mammoth Sign on the Building, which is to be of a similar size, quality and type as the currently existing Orange Leaf signage on the Building, ... | Label: Construction |
4bda35be-47f9-4358-b19e-9956e2d08be4 | Clause:
The Committee may amend, modify, suspend or terminate the Plan, in whole or in part, at any time, including the adoption of amendments deemed necessary or desirable to correct any defect or to supply omitted data or to reconcile any inconsistency in the Plan or in any Award granted hereunder. The Committee rese... | Label: Amendments |
62d97907-a4b9-40cd-8354-eb92b1e9217b | Clause:
This Agreement and the other Loan Documents represent the entire agreement of the parties hereto with respect to the subject matter hereof and thereof, and there are no promises, undertakings, representations or warranties by any such party relative to the subject matter hereof not expressly set forth or referr... | Label: Integration |
adb14c6c-9203-449e-8f18-ed14a8a1e05e | Clause:
Seller shall timely file all tax returns that are required to be filed by them and shall timely pay and discharge all taxes, assessments and governmental charges or levies imposed on it or on its income or profits or on any of its property prior to the date on which penalties attach thereto, except for any such... | Label: Taxes |
40c755ac-a77e-49f8-be06-8f6dc77f2dfc | Clause:
The Company agrees to pay Employee a total of [Click and Type Amount] Dollars ($[Click and Type Amount]), at the rate of [Click and Type Amount] Dollars ($[Click and Type Amount]) per [month/week], less applicable withholding, for [ ] months from the first regular payroll date following the... | Label: Payments |
50d869f5-e60d-44e4-a833-6cb8bf52a244 | Clause:
This Agreement shall be binding upon the Partnership, the General Partner, UGI and their respective successors and permitted assigns. Except as expressly provided in this Agreement, this Agreement shall not be construed so as to confer any right or benefit upon any Person other than the parties to this Agreemen... | Label: Binding Effects |
f784e437-4961-46e1-b011-275cd7dfd8f0 | Clause:
This Agreement shall be effective as of the Effective Time. In the event the Merger Agreement is terminated for any reason, this Agreement shall be deemed null and void ab initio .
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws... | Label: Effectiveness |
225e3df6-ca66-47c6-a5e1-90f539011f83 | Clause:
On or before the 21st day following the Retirement Date, you shall execute a Release of Claims in the form provided to you by the Company (the “ Release ”). Other than the Accrued Benefits, no payments that are scheduled to be paid prior to June 30, 2018 shall be made to you pursuant to this Letter Agreement an... | Label: Releases |
2a6dc763-a738-40b3-88bc-6a8613c8f7dc | Clause:
User shall reimburse Owner for Owner’s reasonable out-of-pocket costs and expenses actually incurred in conjunction with the processing and documentation of any assignment or transfer of this Agreement by User, including reasonable documented attorneys’, architects’, engineers’ or other consultants’ fees whethe... | Label: Costs |
12fe9a95-9e66-47e0-a660-a8989ce5f099 | Clause:
The Parties hereby acknowledge and agree that monetary damages, even if available, would not be an adequate remedy in the event of any actual or threatened material default in, or material breach of, any of the terms, conditions and provisions of this Agreement. The non-breaching Party shall have the right to s... | Label: Specific Performance |
0309ea0c-6854-40f9-a210-8d64b67b4014 | Clause:
Executive agrees that any and all discoveries, concepts, ideas, inventions, writings, plans, articles, devices, products, designs, treatments, structures, processes, methods, formulae, techniques and drawings, and improvements or modifications related to the foregoing that are in any way related to the Company’... | Label: Intellectual Property |
c4081a07-7ba8-4dda-affc-c8f8bae58ad8 | Clause:
Each Party shall execute such instruments and documents and shall give such further assurances as shall be necessary to perform such Party’s obligations hereunder.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws,... | Label: Further Assurances |
0c7fb0b6-726d-495d-a176-5d52de54eae1 | Clause:
Dealer shall pay New Holland for all Products immediately upon invoicing of Products to Dealer. The terms and conditions of sale and payments for all Products invoiced to Dealer shall be subject to New Holland’s applicable conditions of sale and prices as published and modified from time to time by New Holland.... | Label: Payments |
87ca3f87-3eb2-4b83-a82a-aefa03597112 | Clause:
Except as otherwise permitted under Section 9.13 of the Credit Agreement, without the prior written consent of the Administrative Agent, the Company shall not file or suffer to be on file, or authorize or permit to be filed or to be on file, in any jurisdiction, any financing statement or like instrument with r... | Label: Liens |
42aedf1b-4cdd-47fe-8aca-7b2ab84b082a | 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, an aggregate minimum of $3,500,000 a... | Label: Closings |
b8267586-72f0-498c-99d5-2b297fdb6105 | Clause:
This Agreement sets forth the entire intent of and understanding between the parties with respect to the subject matter of this Agreement and supersedes all prior discussions, negotiations, and agreements between the parties, rendering all prior agreements between the parties null and void.
Task: Classify this... | Label: Entire Agreements |
4b02e7f0-5f3f-40a8-87ba-3b51ab73e44e | Clause:
Means a Participant's base salary as of the date of the Participant’s Separation from Service.
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, Authorizati... | Label: Base Salary |
007658ea-0401-4f55-9dd5-8aac2c67c366 | Clause:
The failure of any party to insist upon strict performance of any of the terms and provisions of this Agreement shall not be construed as a waiver or relinquishment of any such terms or conditions or of any other term or condition and the same shall be and remain in full force and effect. Any waiver by a party ... | Label: Waivers |
e8ceebe3-be34-4b9b-afa0-c577d65642f8 | Clause:
All representations and warranties made hereunder and in the other Credit Documents (or in any amendment, modification or supplement hereto or thereto) and in any certificate delivered pursuant hereto or such other Credit Documents shall survive the execution and delivery of this Agreement and the issuance of L... | Label: Warranties |
90979c2c-ea84-40d8-8fa3-ad1b5e7779d8 | Clause:
The provisions of the Plan are incorporated into this Agreement by reference. Capitalized terms used but not defined in this Agreement shall have the meanings ascribed to them in the Plan.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corrupti... | Label: Defined Terms |
a2866d99-e773-44a9-9878-6f13d839567e | Clause:
Tenant shall provide to Landlord promptly, and in any event immediately upon Tenant’s receipt thereof, a copy of any notice or notification with respect to (a) any violation of a Legal Requirement relating to Hazardous Substances located in, on, or under the Premises; (b) any enforcement, cleanup, removal, or o... | Label: Notices |
b309941e-7ca3-49a5-84bd-af6e0d653813 | Clause:
The provisions of the following Sections and Articles of this Agreement shall survive Closing and shall not be merged into the execution and delivery of the Deed until the earlier of the time period set forth in this Agreement with respect to the applicable section or article or the applicable statute of limita... | Label: Survival |
b49af64a-5c54-4301-8f20-7ed507fa2b33 | Clause:
You hereby agree that you may not make any statement that would libel, slander or disparage the Company or its past or present officers, directors, employees or agents (subject to any obligation you have to comply with legal and regulatory requirements ( e.g. , a subpoena)). In addition, the Company hereby agre... | Label: Non-Disparagement |
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