id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
1fdfe9bb-94ae-4fb5-8ca5-898ea315c34b | Clause:
After Closing, each Party agrees to take such further actions and to execute, acknowledge and deliver all such further documents as are reasonably requested by the other Parties for carrying out the purposes of this Agreement or of any document delivered pursuant to this Agreement.
Task: Classify this clause i... | Label: Further Assurances |
57c6fc59-7638-494c-a512-69200bcb95e2 | Clause:
If Executive’s employment is terminated by reason of Executive’s Disability during the Employment Period, this Agreement shall terminate without further obligations to Executive, other than for payment of Accrued Obligations and the timely payment or provision of Other Benefits. Accrued Obligations shall be pai... | Label: Disability |
8c5f6057-44ec-4ab9-80dd-cd0ff39394b3 | Clause:
Shareholder has all necessary power and authority to execute and deliver this Agreement, to perform Shareholder’s obligations hereunder and to consummate the transactions contemplated hereby. In the event that any of Shareholder’s Covered Shares are held by a Person that is not an individual, the execution, del... | Label: Authority |
c4e3c6bb-63d2-4f35-961f-24e70748b09a | Clause:
No waiver by any Party of any of the provisions hereof will be effective unless explicitly set forth in writing and signed by the party so waiving. No waiver by any Party will operate or be construed as a waiver in respect of any failure, breach or default not expressly identified by such written waiver, whethe... | Label: Waivers |
887cd055-58e5-413e-acbb-422cff1102c0 | Clause:
This Agreement, which term as used throughout includes the Exhibits hereto, embodies the entire agreement and understanding of the parties in respect of the subject matter contained herein. There are no restrictions, promises, representations, warranties, covenants or undertakings, other than those expressly se... | Label: Entire Agreements |
35405dfd-244e-4e04-969d-64075135e91d | Clause:
Each Lender as of the Closing Date represents and warrants as of the Closing Date to the Administrative Agent, the Arrangers and their respective Affiliates, and not, for the avoidance of doubt, for the benefit of the Borrowers or any other Credit Party, that (1) such Lender is not and will not be (a) an employ... | Label: Erisa |
be97a436-afbb-4495-8c4f-2379bb6a3e94 | Clause:
The Administrative Agent (and in the case of subpart (iii) below, the applicable LC Issuer) shall have received, as applicable, (i) a Notice of Borrowing meeting the requirements of Section 2.06(b) with respect to any Borrowing (other than a Continuation or Conversion), (ii) a Notice of Continuation or Conversi... | Label: Notices |
70e9f574-90ed-4963-bb3b-b9909d69117a | Clause:
This Agreement shall commence on the Effective Date and continue until terminated by either Party in accordance with this Section 10.1. Either party may terminate this Agreement at its discretion by giving written notice to the other party at least sixty (60) days before the proposed termination date. Section 1... | Label: Terms |
b613c701-de2f-4f82-9e41-af324b5a79a8 | Clause:
This Agreement and the rights and duties of the Parties hereto shall be construed and determined in accordance with the laws of the State of Illinois (without giving effect to any choice or conflict of law provisions).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreeme... | Label: Applicable Laws |
3de2b860-730b-4912-8d9a-e358d9088448 | Clause:
No provision of this Termination Agreement may be changed, waived, discharged or discounted, except in writing signed by the Parties hereto.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration... | Label: Amendments |
0dcee4af-ede1-4a41-a19b-0d69fa095053 | Clause:
This Agreement shall be governed by and construed and enforced in accordance with the internal laws of the State of Michigan without regard to principals of conflict of laws. Any proceeding related to or arising out of this Agreement shall be commenced, prosecuted or continued in the Circuit Court in Kent Count... | Label: Applicable Laws |
0bace9d3-a6ae-4dd6-b606-a55c189396da | Clause:
Executive acknowledges that the Company has provided the Executive the opportunity to review and consider this Agreement for at least twenty-one (2l) days from the date the Company provided the Executive this Agreement. Executive represents that he was advised by the Company to review this Agreement with an att... | Label: Effective Dates |
6cbdbec0-4376-46e2-91ca-d99cb4715cdb | Clause:
The Plan and all awards made and actions taken thereunder shall be governed by and construed in accordance with the law of the State of Florida (without regard to choice of law provisions).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corrupt... | Label: Governing Laws |
80723300-b5f9-4285-afd8-b6d0bc8d231c | Clause:
The Company and each of its Subsidiaries are insured by insurers of recognized financial responsibility against such losses and risks and in such amounts as management of the Company believes to be prudent and customary in the businesses in which the Company and its Subsidiaries are engaged. Neither the Compan... | Label: Insurances |
2c8da970-5288-4939-b1fb-db1cec6df4c4 | Clause:
If the Indemnified Parties have a reasonable basis to believe that any Hazardous Substances exists on the Property in violation of any Environmental Laws that, in the sole and reasonable judgment of the Indemnified Parties, endangers or may potentially endanger any tenant or other occupant of the Property or th... | Label: Cooperation |
687cb62f-5480-4154-8aae-cdfa7dc14bf5 | Clause:
Borrower represents, warrants and covenants unto Agent and Lenders that except with respect to intellectual property rights in foreign countries: (A) Agent’s security interest and Lien in the Collateral is now and at all times hereafter shall be perfected and have a first priority, subject only to Permitted Lie... | Label: Liens |
70f14b79-415f-4132-86ee-e04c85ea441a | Clause:
This Amendment shall be governed in all respects by the internal laws of the State of Texas, without reference to principles of choice of law.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitrati... | Label: Governing Laws |
5f1c15f0-bad3-4549-a3d8-a9a1b80cfd7b | Clause:
In addition to the acts and deeds recited herein and contemplated to be performed, executed and/or delivered by any party hereto, each party hereto agrees to perform, execute and deliver any further deliveries and assurances as may be reasonably necessary to effectuate the provisions contained herein or contemp... | Label: Further Assurances |
1579fc68-17c9-4331-bbbf-6eaae3346161 | Clause:
If any term or provision of this Agreement or the application thereof to any person or circumstances shall, to any extent, be invalid or unenforceable, the remainder of this Agreement or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unen... | Label: Severability |
06fdbf5f-f92c-47f6-b255-c01edde8c40f | Clause:
The Purchaser covenants that neither it nor any Affiliate acting on its behalf or pursuant to any understanding with it will execute any purchases or sales, including Short Sales of any of the Company’s securities during the period commencing with the execution of this Agreement and ending at such time that the... | Label: Confidentiality |
910d30aa-5f1a-47d9-a751-2e9ec9b5c3a3 | Clause:
Except as otherwise provided in Section 9 hereof, Employee and the Company covenant and agree that they shall not engage in any communications which shall disparage one another or interfere with their existing or prospective business relationships. Such communications include, but are not necessarily limited to... | Label: Publicity |
09cc1cf1-373c-47ce-877e-63b8eb28b003 | Clause:
In determining the meaning of the Plan, words imparting the masculine gender shall include the feminine and the singular shall include the plural, unless the context requires otherwise. Unless otherwise stated, references to Sections are references to Sections of this Plan. Whenever an example is provided or th... | Label: Construction |
39290db4-f600-4e55-b95f-b9174410f4fc | Clause:
The Parties and the arbitrator will keep confidential, and will not disclose to any person, except the parties' advisors and legal representatives, or as may be required by law or to enforce in court an arbitrator's award, the existence of any controversy under this Section 11, the referral of any such controve... | Label: Confidentiality |
6b1b95af-f89c-4be0-961d-6ae303e70503 | Clause:
The execution and delivery by such Person of this Amendment, and the performance of each of its obligations under this Amendment and the Agreement, as amended hereby, are within each of its organizational powers and have been duly authorized by all necessary action on its part. This Amendment and the Agreement... | Label: Enforceability |
c80885e6-889d-4b88-bd1f-20a87089dd5f | Clause:
If any provision of this Guarantee, or the application thereof to any Person or circumstance, is invalid or unenforceable in any jurisdiction, (a) a substitute and equitable provision shall be substituted therefor in order to carry out, so far as may be valid and enforceable in such jurisdiction, the intent and... | Label: Severability |
2831da9e-bc22-4bfd-b522-8e16cf28a450 | Clause:
The provisions of this Agreement shall be severable in the event that any of the provisions hereof (including any portion thereof) are held by a court of competent jurisdiction to be invalid, illegal, void or otherwise unenforceable, and the remaining provisions shall remain enforceable to the fullest extent pe... | Label: Severability |
91714e14-e341-4c7a-8b1e-db2ac1beb9f1 | Clause:
This Agreement shall not be assigned by any Party without the prior written consent of the other Party hereto, except that SEACOR may assign (i) any or all of its rights and obligations under this Agreement to any of its Affiliates and (ii) any or all of its rights and obligations under this Agreement in connec... | Label: Assignments |
06fc65b5-53df-42ee-991e-da25479634f1 | Clause:
The terms and conditions of Article I (to the extent necessary to give effect to this Section 8.13), Section 2.1(d), Section 2.7, 2.8, Article III, Article IV, Article V and Sections 7.2, 8.1, 8.3, 8.5, 8.6, 8.7, 8.8, 8.9, 8.10, 8.11, 8.13, 8.15, 8.16, 8.17 and 8.18 of this Agreement shall survive any terminati... | Label: Survival |
136a7657-9000-48e9-bed9-56c2fd84e7ed | Clause:
The Options, although not granted pursuant to the Lands’ End, Inc. 2014 Stock Plan (As Amended and Restated) (the “ Plan ”) shall, except as expressly set forth in this Agreement, be subject to the terms and provisions of the Plan, which is incorporated herein by reference. The Grantee hereby acknowledges recei... | Label: Definitions |
bc75ebb0-9145-4923-8a12-d4ee380c69e6 | Clause:
This Class B Warrant may be modified or amended or the provisions hereof waived with the written consent of the Company and the Holder.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Ass... | Label: Amendments |
8b35ddb0-3d6e-4384-a9bf-59c123dad470 | Clause:
Each of the Parties hereto shall hold and cause its directors, officers, employees, advisors and consultants to hold in strict confidence, unless compelled to disclose by judicial or administrative process or, in the opinion of its counsel, by other requirements of law, all information (other than any such info... | Label: Confidentiality |
5eee403c-3256-4598-b7a3-41641bac8f21 | Clause:
This Agreement and each of the other Loan Documents, taken together, constitute and contain the entire agreement of the Borrowers, the Lenders and the Administrative Agent and supersede any and all prior agreements, negotiations, correspondence, understandings and communications among the parties, whether writt... | Label: Entire Agreements |
91535b5d-449e-4bdd-be62-fc1e3cdb4313 | Clause:
(a) Each Lender hereby appoints and authorizes each Agent to take such action as agent on its behalf and to exercise such powers and discretion under this Agreement and the other Loan Documents as are delegated to such Agent by the terms hereof and thereof, together with such powers and discretion as are reason... | Label: Authorizations |
f4fa7413-329d-4e05-829a-4d32f9805289 | Clause:
The financial statements included in each SEC Filing comply in all material respects with applicable accounting requirements and the rules and regulations of the SEC with respect thereto as in effect at the time of filing (or to the extent corrected by a subsequent restatement) and present fairly, in all materi... | Label: Financial Statements |
a148eb99-050a-4a22-8dab-2f7d2201f206 | Clause:
This Agreement shall be governed by the laws of the State of Delaware except for its laws with respect to conflict of laws. This Agreement is subject to all of the terms and conditions of the Plan.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti... | Label: Governing Laws |
66c46108-73f5-4fc3-bcec-9b0ff7b20e29 | Clause:
Either party hereto may by written notice to the other (i) extend the time for the performance of any of the obligations or other actions of the other under this. Agreement, (ii) waive compliance with any of the conditions or covenants of the other contained in this Agreement and (iii) waive or modify performa... | Label: Waivers |
da561266-5bb1-4e6d-897e-f99be1ff3b3a | Clause:
The Borrower will, and will cause each of its Subsidiaries to, (a) keep and maintain all property material to the conduct of its business in good working order and condition, ordinary wear and tear excepted, except where the failure to do so, either individually or in the aggregate, could not reasonably be expe... | Label: Insurances |
610029c7-6f1d-4b48-9265-0a0243d767b5 | Clause:
The Transferor hereby represents and warrants that (a) the Transferee is an Affiliate or a Related Fund of the Transferor; (b) the Transferee is not a Portfolio Company of the Transferor or the Transferor’s Affiliates; (c) the Subject Transfer does not violate any of the provisions contained in Section 2.6(e) o... | Label: Representations |
521f09d0-2e85-43a5-b4d1-3ae0e7faeac1 | Clause:
The Grantee of the Award shall make such arrangements as may reasonably be required by the Corporation, including transferring a sufficient number of shares of the Corporation’s common stock, to satisfy the income and employment tax withholding requirements that accrue upon the Award becoming vested or, if appl... | Label: Taxes |
df125bc1-2a82-4f7f-9c9f-e1f147745c93 | Clause:
Distributions . Except as otherwise provided herein, in the event of a Participant’s Disability prior to Separation from Service, the Distributable Amount credited to the Participant’s Deferral Account and Company Contribution Account shall be paid to the Participant in a lump sum on the Payment Date following ... | Label: Disability |
ffaf9e86-44a1-4393-bba8-7613df6e5935 | Clause:
The Property is in full compliance with all existing laws, rules, regulations, ordinances and orders of all applicable federal, state, city and other governmental authorities in effect as of the Execution Date (collectively, "Laws"), including, without limitation all Laws with respect to zoning, building, fire,... | Label: Compliance With Laws |
689c2d5a-c2ca-4e0c-86ac-bf2879066700 | Clause:
The Indemnified Parties may enforce the obligations of Indemnitor without first resorting to or exhausting any security or collateral or without first having recourse to the Note, the Loan Agreement, the Mortgage or any other Loan Documents or any of the Property, through foreclosure proceedings or otherwise, p... | Label: Enforcements |
0679a7be-9209-4c24-8d9f-910ed6157853 | Clause:
The Seller and the Guarantor shall comply with the requirements of all Applicable Laws of any Governmental Authority.
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: Applicable Laws |
5b8661dd-2f24-4b7f-9b2d-7bfb4fec9c83 | Clause:
This Agreement is made under, and shall be governed by and construed in accordance with the internal substantive laws of the State of Ohio.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration,... | Label: Governing Laws |
5acd938d-64cf-4add-994c-0a7252b586ef | Clause:
From time to time at the request of the Company and without further consideration, the Stockholder will execute and deliver to the Company such documents and take such action as the Company may reasonably deem to be necessary or desirable to carry out the provisions hereof.
Task: Classify this clause into ONE ... | Label: Further Assurances |
bc703358-17ab-4f2c-ab5b-77ee12d6e522 | Clause:
The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except such as have been obtained or made and are in full force and effect, (b) will not violate any applicable law or regulation or the charter or any order, judgment... | Label: No Conflicts |
26a469af-4171-4d9b-bb7a-b078607397f5 | Clause:
At the request of Buyer, Seller shall execute and deliver, or cause to be executed and delivered, to Buyer such further instruments and take such other actions as may be reasonably necessary to carry out the transactions contemplated by this Bill of Sale.
Task: Classify this clause into ONE of these types (exa... | Label: Further Assurances |
8669eaf5-05f0-4416-ae99-daf9589c8fc7 | Clause:
This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Facsimile, .pdf, or other electronic transmission of copies of signatures shall constitute original signatures for all purposes of this Agre... | Label: Counterparts |
2d4ec368-f610-46b9-95dc-53359a5b663a | Clause:
This Amendment shall become effective immediately upon the date hereof.
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, Benef... | Label: Effectiveness |
df5181fd-60ac-4f46-94c3-9db5109477f8 | Clause:
The term (the “ Employment Term ”) of Executive’s employment under this Agreement shall be for the period commencing upon consummation of the Mergers and ending on the third anniversary of the Commencement Date.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Am... | Label: Terms |
cb51ebf3-7ac3-424d-a180-b64fab1ddf3b | Clause:
Any question or dispute regarding the administration or interpretation of the Notice, the Plan or this Option Agreement shall be submitted by the Grantee or by the Company to the Administrator. The resolution of such question or dispute by the Administrator shall be final and binding on all persons.
Task: Clas... | Label: Interpretations |
d1b81c17-8c6c-485b-a725-27a68aeed577 | Clause:
Any dispute or controversy arising under or in connection with this Release shall be resolved in accordance with Section 15 of the Employment Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals,... | Label: Arbitration |
696f572b-10ab-43d3-97ac-6f508b9e136d | Clause:
(a) The Commitments shall be automatically terminated on the Termination Date.
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... | Label: Terminations |
6a52f569-5237-4748-ad59-c86bd3cd2890 | Clause:
This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof. It may be changed only by an agreement in writing signed by the party against whom enforcement of any waiver, change, modification, extension or discharge is sought. This Agreement shall be construed i... | Label: Entire Agreements |
a0e945a8-41a0-4b5d-959a-adc0d48d56c9 | Clause:
The Borrower agrees to pay all reasonable costs and expenses of the Administrative Agent in connection with the preparation, execution and delivery of this Amendment and the other instruments and documents to be delivered hereunder, if any (including, without limitation, the reasonable fees and expenses of Cahi... | Label: Expenses |
243bcb9c-9aec-4315-961b-d011d1a079ca | Clause:
This Agreement has been duly and validly authorized, executed and delivered on behalf of the Noteholder and shall constitute the legal, valid and binding obligations of the Noteholder enforceable against the Noteholder in accordance with its respective terms, except as such enforceability may be limited by gene... | Label: Enforcements |
42ce31f8-2461-4d7f-846f-6bc3fa58bc2e | Clause:
As used in this Supplemental Indenture, terms defined in the Indenture or in the preamble or recital hereto are used herein as therein defined. The words "herein," "hereof" and "hereby" and other words of similar import used in this Supplemental Indenture refer to this Supplemental Indenture as a whole and not ... | Label: Defined Terms |
b0205210-b9bc-426b-bde6-594ca9cd46ae | Clause:
The Administrative Agent shall not have any duties or obligations except those expressly set forth in the Loan Documents. Without limiting the generality of the foregoing: (a) the Administrative Agent shall not be subject to any fiduciary or other implied duties, regardless of whether a Default has occurred and... | Label: Duties |
3b1ae741-c5c0-4824-967d-e95a1cd2b3a8 | Clause:
Any notice required to be given or delivered to the Company shall be in writing and addressed to the Corporate Secretary of the Company at its principal corporate offices. Any notice required to be given or delivered to Grantee shall be in writing and addressed to Grantee at the address indicated above or to s... | Label: Notices |
08c0cab1-5bf5-4530-848d-842f5ee7a649 | Clause:
Employer hereby employs Executive, and Executive hereby accepts such employment and agrees to perform services for Employer, for the period and on the other terms and subject to the conditions set forth in this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agre... | Label: Employment |
67525f33-89db-4a83-80f4-259e1b0e47e2 | Clause:
If any provision of this Agreement is held to be invalid or unenforceable, then the offending provision shall not render any other provision of this Agreement invalid or unenforceable, and the Agreement shall remain in full force and effect and shall be enforceable, unless the offending provision shall substant... | Label: Severability |
e702360b-53c1-4db2-ac02-8e9b94e85610 | Clause:
The Company shall cause the Executive (together with other officers and directors) to be indemnified for any actions taken or omissions made within the scope of his employment to the fullest extent provided under the Company’s bylaws, operating agreements, and directors and officers liability insurance (which t... | Label: Indemnifications |
653bd23f-5dd3-4dde-8479-19b18c493eb1 | Clause:
THIS COMMITMENT LETTER AND THE FEE LETTER, AND ANY CLAIM, CONTROVERSY OR DISPUTE ARISING UNDER OR RELATED THERETO (INCLUDING, WITHOUT LIMITATION, ANY CLAIMS SOUNDING IN CONTRACT LAW OR TORT LAW ARISING OUT OF THE SUBJECT MATTER HEREOF OR THEREOF), SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS... | Label: Governing Laws |
cf2ec0f5-c456-45a4-bb6c-85b89e13cd59 | Clause:
The parties mutually agree to keep the existence and terms of this Agreement, and the discussions between them regarding this Agreement, confidential and agree that neither the existence, the terms, nor the discussions with regarding this Agreement shall be disclosed or communicated in any manner except (i) as ... | Label: Confidentiality |
38e86736-eba8-4d2b-a4fd-3de16054abbc | Clause:
The covenants and agreements of the parties set forth in SECTIONS 4, 5 and 6 are of a continuing nature and shall survive the expiration, termination or cancellation of this Agreement, irrespective of the reason therefor.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agre... | Label: Survival |
b64c2a7b-6785-4744-8d75-8ee66e9e568e | Clause:
The Administrative Agent shall not have any duties or obligations except those expressly set forth in the Loan Documents. Without limiting the generality of the foregoing, (a) the Administrative Agent shall not be subject to any fiduciary or other implied duties, regardless of whether a Default has occurred and... | Label: Duties |
cb8b64c8-05ef-4c40-ad79-33962375c701 | Clause:
Any notice to the Company provided for herein shall be in writing to the Company, marked Attention: Corporate Secretary, and any notice to the Grantee shall be addressed to said Grantee at his or her address currently on file with the Company. Except as otherwise provided herein, any written notice shall be de... | Label: Notices |
065b7ff8-e48e-4e2b-9fc0-b22f7a72c2f3 | Clause:
The Company has no insurance policies.
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, Brok... | Label: Insurances |
b91717e1-9d9a-44ae-bb90-172688b5f962 | Clause:
This Amendment, together with the Credit Agreement and the other Loan Documents, is the entire agreement between the parties hereto with respect to the subject matter hereof. This Amendment supersedes all prior and contemporaneous oral and written agreements and discussions with respect to the subject matter he... | Label: Entire Agreements |
fb70f258-bab1-4f90-8f42-f265e563ffed | Clause:
For purposes of determining the amount of Distributions, each Member shall be treated as having made the Capital Contributions and as having received the Distributions made to or received by its predecessors in respect of any of such Member’s Units.
Task: Classify this clause into ONE of these types (exactly o... | Label: Successors |
cb3675c6-65cf-4059-8203-d24887507163 | Clause:
This Agreement and the Plan constitute the entire agreement between the parties hereto with regard to the subject matter hereof and shall supersede any other agreements, representations or understandings (whether oral or written and whether express or implied, and including, without limitation, any employment a... | Label: Entire Agreements |
0d893352-ffb2-40c8-b50d-6cd201eb7388 | Clause:
The Note Collateral Agent shall be entitled to the compensation and indemnification set forth in Section 707 (with the references to the Trustee therein applying herein to refer to the Note Collateral Agent).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amen... | Label: Indemnifications |
f8824edb-eb49-4a6a-b028-b354b110aeec | Clause:
Any amendment to the Plan shall be deemed to be an amendment to this Agreement to the extent that the amendment is applicable hereto; provided , however , that no amendment shall impair the rights of the Participant under this Agreement without the Participant’s written consent.
Task: Classify this clause into... | Label: Amendments |
56a4acef-b821-4722-99bb-bb7d05744520 | Clause:
The capitalization of the Company is as set forth on Schedule 3.1(g) . No Person has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by the Transaction Documents. Except as disclosed on Schedule 3.1(g) , there are no outs... | Label: Capitalization |
41d14a81-fd26-4bbc-9801-f1cb7047bba1 | Clause:
In the event that any provision hereof becomes or is declared by a court of competent jurisdiction to be illegal, unenforceable or void, this Release Agreement shall continue in full force and effect without said provision.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Ag... | Label: Severability |
4f33db37-05d8-443a-943e-c45345102dc3 | Clause:
If a Change in Control shall occur prior to the end of the Deferral Period, then all nonvested Restricted Stock Units (if any) shall fully vest, all restrictions (other than those described in Paragraph 10) applicable to such Restricted Stock Units shall terminate and the Company shall issue and deliver electro... | Label: Change In Control |
6be4859c-cee5-4b12-b762-ab6a193fe30c | Clause:
All covenants, agreements, representations and warranties made by the Loan Parties in the Loan Documents and in the certificates or other instruments delivered in connection with or pursuant to this Agreement or any other Loan Document shall be considered to have been relied upon by the other parties hereto and... | Label: Survival |
88beadf8-d8fc-4f60-90b3-16e55758df0d | Clause:
In exchange for Employee’s satisfactory performance of his duties and responsibilities, Employee initially shall be paid a semi-monthly Base Salary of $16,250 ($390,000 on an annualized basis), payable in accordance with the regular payroll practices of the Company. All payments in this Agreement are on a gross... | Label: Base Salary |
5ed8b130-4f13-4fa3-aea8-f784511b839b | Clause:
Notwithstanding anything to the contrary set forth in the Loan Agreement or any Other Document, Agent and Lenders consent to (a) the March 2017 GACP Voluntary Payment to be made on the Effective Date and (b) so long as no Default or Event of Default shall exist at the time of or after giving effect thereto, the... | Label: Consents |
c9527cb6-5d7b-4650-9195-b00ea7666c26 | Clause:
The agreement to arbitrate under this Section 9 and the Arbitration Agreement shall be governed by the Uniform Arbitration Act of 2000 (Nevada Revised Statutes 38.206 et seq). In ruling on procedural and substantive issues raised in the arbitration itself, the Arbitrator shall in all cases apply the substantiv... | Label: Governing Laws |
f399f1f9-8ac0-4c0d-903a-2c0c9ea70c77 | Clause:
No Default or Event of Default exists under or with respect to the Transaction Documents that has not been disclosed to Buyer.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments,... | Label: No Defaults |
d090a742-a363-421e-9de9-4981be57e510 | Clause:
This Agreement may be terminated by any Purchaser, as to such Purchaser’s obligations hereunder only and without any effect whatsoever on the obligations between the Company and the other Purchasers, by written notice to the other parties, if the Closing has not been consummated on or before April 3, 2017; prov... | Label: Terminations |
f82ba952-b3c7-4bee-8f54-b9e83055bcbe | Clause:
The Borrower and each other Obligor will, and will cause each of its Subsidiaries to, comply with all laws, rules, regulations and orders of any Governmental Authority applicable to them or their Property, except where the failure to do so, individually or in the aggregate, could not reasonably be expected to r... | Label: Compliance With Laws |
3794381f-93e4-4da2-b19d-57c326ca23f9 | Clause:
(a) General . Any and all payments by each Loan Party hereunder or under the Notes shall be made in accordance with Section 2.09, free and clear of and without deduction for any and all taxes, levies, imposts, deductions, charges or withholdings, and all liabilities with respect thereto (which are, with respect... | Label: Taxes |
eca534cc-57ca-4862-8777-352d3957dbb1 | Clause:
Should a court declare or determine that any provision of this Release is illegal or invalid, the validity of the remaining parts, terms or provisions of this Release will not be affected and any illegal or invalid part, term, or provision will be deemed to not be a part of this Agreement.
Task: Classify this ... | Label: Severability |
62fd46cc-1cbb-4bd8-b7f0-9248eca5a1f0 | Clause:
None of the representations and warranties of in this Agreement contains, or on the closing date of this Placement (the “Closing” or “Closing Date”) will contain any untrue statement of a material fact or omits, or on the Closing will omit, to state any material fact required to be stated herein or therein in o... | Label: Disclosures |
85a65c16-3813-467f-9444-a2f8557f75be | Clause:
Except as otherwise provided herein, until the date that is five (5) years after the expiration or earlier termination of this Agreement—except with respect to any Confidential Information constituting a trade secret, in which case the receiving party’s obligation pursuant to this paragraph continues in perpetu... | Label: Confidentiality |
3705ab70-7166-48cd-a17c-fee82d012f49 | Clause:
The Lenders party hereto constituting the Required Lenders hereby waive any Default or Event of Default arising from the Borrower’s failure to enter into a control agreement with respect to the Borrower’s deposit account, with account number 4093206506, established at Wells Fargo Bank, N.A. (the “ Subject Accou... | Label: Waivers |
040e5598-4d4f-4a04-b2a0-26e9e556e87a | Clause:
The agreements in this Section 3.01 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 this Agreement and the payment of the Loans and all other amounts payable hereunder.
Task: Classify this clause into O... | Label: Survival |
f80d422c-b006-4244-a1e4-119805067b93 | Clause:
The Commitments shall terminate on the Commitment Termination Date. If the total Commitments in effect on the Effective Date are not drawn on the Effective Date, the undrawn amount shall automatically be cancelled. In addition, the Commitments shall be automatically and permanently reduced in accordance with ... | Label: Terminations |
b34ac06d-aa0d-4d2c-8307-97201742b8b7 | Clause:
This Amendment may be executed in any number of counterparts, and by the parties hereto on the same or separate counterparts, and each such counterpart, when executed and delivered, shall be deemed to be an original, but all such counterparts shall together constitute one and the same Amendment. Delivery of an... | Label: Counterparts |
3631ec7b-53e0-41bf-8daa-28ed848370d7 | Clause:
Consignee shall maintain the Consigned Goods free and clear of and from and against all liens and encumbrances of any nature whatsoever.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, As... | Label: Liens |
613216ab-fd0e-4805-87f7-cc69081edf3e | Clause:
This Letter Agreement shall be binding upon and inure to the benefit of the Parties and their respective successors and assigns.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignment... | Label: Binding Effects |
82f0c955-ae04-4112-a225-61a8e9a0f606 | Clause:
EACH GUARANTOR IRREVOCABLY 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 THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY (WHETHER BASED ON CONTRACT, TO... | Label: Waiver Of Jury Trials |
3b4291e9-a44a-47bb-a9fb-6e0ced053890 | Clause:
The headings and other captions in this Warrant are for the convenience and reference only and shall not be used in interpreting, construing or enforcing any provision of this Warrant.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption L... | Label: Headings |
8dabb2e6-762a-49be-9be9-7c97836ed979 | Clause:
Borrower shall not use the proceeds of the Revolving Loans made hereunder for any purpose other than, consistent with the terms and conditions hereof, to make investments in Borrower’s and its Subsidiaries’ Funds and the ongoing working capital needs and general corporate purposes of the Loan Parties.
Task: Cl... | Label: Use Of Proceeds |
4c29a660-8173-4ac5-992e-38245f93359b | Clause:
This Agreement may be executed in any number of counterparts, and by facsimile or portable document format (pdf) transmission, and each of such counterparts shall for all purposes be deemed to be an original and all such counterparts shall together constitute but one and the same instrument.
Task: Classify thi... | Label: Counterparts |
135ec4e5-c80d-4fda-9146-612b5e47153c | Clause:
If you breach any term of this Agreement or Section 9 of your Employment Agreement, the Company shall be entitled to its available legal and equitable remedies, including but not limited to suspending and recovering any and all payments and benefits made or to be made under Section 1 of this Agreement and payme... | Label: Remedies |
4f82b923-88d2-4a32-b748-12a94be0d508 | Clause:
Assignor, on demand, shall indemnify and hold Assignee harmless for, from, and against any and all loss, cost, damage, claim, liability or expense, including reasonable attorneys’ fees and court costs, arising out of any breach of the terms, provisions and/or conditions of this Assignment by Assignor or its age... | Label: Indemnifications |
d78d1620-0d13-4eb5-9b17-0dda8ac2e2a2 | Clause:
If any term or other provision of this Agreement is invalid, illegal or incapable of being enforced by any rule of Law or public policy, all other conditions and provisions of this Agreement shall nevertheless remain in full force and effect so long as the economic or legal substance of the transactions contemp... | Label: Severability |
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