id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
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|---|---|---|
249e9f34-da47-4ca8-b3f1-09140d518d34 | Clause:
This Amendment shall not be construed more strictly against the Administrative Agent or any Lender merely by virtue of the fact that the same has been prepared by the Administrative Agent, any Lender or their respective counsel, it being recognized that the Loan Parties, the Administrative Agent and the Lender... | Label: Construction |
1da6a4e1-ca98-4dae-a9e0-3e18e4dab788 | Clause:
As of the date hereof, neither the Partnership nor any of its Subsidiaries is in violation of any Law applicable to the Partnership or its Subsidiaries, except as would not, individually or in the aggregate, have a Material Adverse Effect. The Partnership and its Subsidiaries possess all certificates, authoriza... | Label: Compliance With Laws |
f6724222-72ad-4a44-aaef-6100e54a22e6 | Clause:
The principal of each Competitive Bid Loan shall become absolutely due and payable by the Borrower on the last day of the Interest Period relating thereto, and the Borrower hereby absolutely and unconditionally promises to pay to the Administrative Agent for the account of the relevant Revolving Credit Lenders ... | Label: Interests |
c76e8523-73d2-4eb2-a028-b2e6f11c97cf | Clause:
The severance payment set forth in Section 2(c)(i) shall be paid in a lump sum payment within 60 days following the Termination Date, subject to expiration of the statutory rescission period for signing the release and waiver of claims. The COBRA reimbursement set forth in Section 2(c)(ii) shall be paid in acco... | Label: Payments |
81b262fc-d65c-472f-84e1-2e74a74145f7 | Clause:
The Company and the Investor shall be entitled to enforce their rights under this Agreement specifically, to recover damages by reason of any breach of any provision of this Agreement and to exercise all other rights existing in their favor. The parties hereto agree and acknowledge that a breach of this Agreeme... | Label: Remedies |
56bb1f1f-3787-424c-8803-1a948d283edc | Clause:
This DSA may be executed in two or more counterparts, each of which will be deemed an original and all of which together will constitute one and the same DSA. This DSA may be delivered by facsimile transmission or electronic mail, and such copies of executed signature pages will be binding as originals.
Task: ... | Label: Counterparts |
9d64c248-c128-4302-a0bf-3ff4dd84cc4f | Clause:
This Second Amendment is binding upon and will inure to the benefit of the Borrower, the Lenders and the Administrative Agent and their respective successors and assigns, except that the Borrower will not have the right to assign its rights hereunder or any interest herein except in accordance with the terms of... | Label: Binding Effects |
ef0ad78f-409f-4ed0-9ad9-9c64be9afba2 | Clause:
The execution, delivery and performance by the Parent and TARGET of this Agreement and the consummation of the transactions contemplated hereby have been duly authorized by all necessary corporate or other action on the part of the Parent and TARGET. The Parent and TARGET have duly executed and delivered this A... | Label: Authorizations |
64fb3a9a-a8de-41c8-9982-596d22242574 | Clause:
There are no defaults existing under the Collateral, and there are no offsets or counterclaims to be same, Grantor will strictly and promptly perform each of the terms, conditions, covenants and agreements contained in the Collateral which are to be performed by Grantor, if any.
Task: Classify this clause into... | Label: No Defaults |
459b0ea0-88f3-4459-bde3-cb1c17ee6196 | Clause:
An exercisable Option or Stock Appreciation Right may be exercised in whole or in part. However, an Option or Stock Appreciation Right shall not be exercisable with respect to fractional shares and the Administrator may require that, by the terms of the Option or Stock Appreciation Right, a partial exercise mus... | Label: Payments |
3c2f65c0-e9c2-4794-ad45-af5aa8f7b426 | Clause:
No interest shall accrue on this Note. The Maturity Date is six months after the Effective Date and is the date upon which the Principal Sum of this Note, as well as any unpaid interest and other fees, shall be due and payable. The Investor may extend any Maturity Date in its sole discretion in increments of up... | Label: Interests |
136ce7e1-2e75-4ee9-9c43-e8545d6447b4 | Clause:
The provisions of this Agreement shall be construed in accordance with the internal laws of the State of New York, without regard to the conflict of law provisions of any state.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Ap... | Label: Applicable Laws |
044ceeff-8a5d-4b4a-a142-59ec23aef036 | Clause:
Except for the Indemnification Agreement, dated July 8, 2015, by and between the Company and Executive, this Agreement and the Non-Competition Agreement contain the complete agreement and understanding between the Parties hereto with respect to the matters covered hereby and supersede and replace any express or... | Label: Entire Agreements |
bfdc7747-7621-46a0-b9bf-77e4e33d0771 | Clause:
Each Subsidiary Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Subsidiary Guarantor and without notice to or further assent by any Subsidiary Guarantor, any demand for payment of any of the Obligations made by the Administrative Agent, the Issuing ... | Label: Amendments |
314709ff-4eb3-42cb-be10-92d9498f676e | Clause:
The Executive and the Company (including persons speaking with the authority of the Company whether or not speaking on behalf of the Company) agree to represent the other Party in a positive light and not to disparage or in any way communicate to any person or entity any negative information or opinion concerni... | Label: Non-Disparagement |
11553a7b-247e-47e2-ad9d-8925e1c0babb | Clause:
The Seller is duly authorized, validly existing, and in good standing under the laws of Delaware.
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: Organizations |
4ab158ce-9a7b-456c-a19b-b9b0a1ea68ec | Clause:
This Agreement may be executed in counterparts and shall be binding on all parties when each has signed either an original or copy of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Ar... | Label: Counterparts |
d34573df-e94d-49d2-9873-e781d4cfa128 | Clause:
In the event of the Executive’s Involuntary Termination, if the Executive (i) reconfirms and agrees to abide by the covenants described in Section 14(a) and Section 14(c) above, (ii) executes the Release within fifty (50) days after the date of Involuntary Termination and does not revoke such Release in accorda... | Label: Releases |
92e8f1b7-ec43-418b-a19f-fc0b4399a68e | Clause:
Notwithstanding anything to the contrary contained herein or in any other Loan Document, the Administrative Agent and/or Collateral Agent shall take any action reasonably requested by the Parent Borrower having the effect of releasing or evidencing the release of any Collateral or guarantee obligations under th... | Label: Liens |
9e3781d1-5849-46a6-89e1-50899a5f78d4 | Clause:
For any payments received by Consultant under this Agreement, Consultant acknowledges that he is responsible for all applicable city, state, federal and other taxes as required pursuant to any law or governmental regulation or ruling. Consultant acknowledges that Partnership is not withholding any taxes from th... | Label: Taxes |
b995e8a7-85d6-40f8-9669-a73baa46f9ba | Clause:
Upon the death of Executive, Executive’s employment with the Company shall terminate and the Company shall not be obligated to make any further payments to Executive hereunder, except amounts due as Salary, any unpaid Annual Bonus earned pursuant to Section 3(b) and accrued but unused vacation earned at the tim... | Label: Death |
de3adf73-e00c-4b8a-8e59-75d7edd03542 | Clause:
If the Aggregate Commitments are increased in accordance with this Section, the Agent and the Borrowers shall determine the effective date (the “ Increase Effective Date ”) and the final allocation of such increase. The Agent shall promptly notify the Borrowers and the Lenders of the final allocation of such in... | Label: Effective Dates |
a428ed58-a405-4db7-b4b9-0ea4a9d35352 | Clause:
Section headings contained in this Agreement are for reference only and shall not affect in any way the meaning or interpretation of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arb... | Label: Headings |
9201e634-7fb5-4256-a327-763e80e7a64b | Clause:
Each of the parties will bear and pay all other costs and expenses incurred by it or on its behalf in connection with the transactions contemplated pursuant to this Agreement; except that the Company shall bear and upon Purchaser’s request in the manner specified below, reimburse Purchaser for all of its reason... | Label: Expenses |
93823ef0-1385-4fd4-8f11-581812457312 | Clause:
An Eligible Employee designated as a Participant pursuant to Section 2.1 shall become a Participant as of the date determined by the Company. An Outside Director shall become a Participant as of the date he or she is elected a director of the Board. The date that an Eligible Employee or Outside Director is elig... | Label: Notices |
456b761f-8ef5-4604-a081-c6997d131320 | Clause:
Each Supplement H-11 Participant became a Participant in the Plan on the Merger Date (if not already a Participant), and shall continue as a Participant in the Plan until all of the Participant’s vested account balances are distributed, subject to the terms of condition of the Plan and this Supplement H-11.
Ta... | Label: Participations |
742db907-e30e-46e8-8324-d61936441e02 | Clause:
The closing (the “ Closing ”) of the purchase and sale of the Shares by the Purchaser and the Company will occur in connection with the closing of the Transactions (the “ Closing Date ”).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruptio... | Label: Closings |
631112f6-7f9d-49af-8c64-8226084162af | Clause:
This Amendment shall be construed and governed in accordance with the laws of the State of Delaware.
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, Autho... | Label: Governing Laws |
ee2e3e6b-43a0-40b8-93ca-a8c55943e30b | Clause:
All of the direct and indirect subsidiaries of the Company (the “ Subsidiaries ”) are set forth in the Incorporated Documents. The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any liens, charges, security interests, encumbrances, r... | Label: Subsidiaries |
389d6555-4ba7-409e-8feb-ef347c114c45 | Clause:
Your last day of employment with the Company will be October 9, 2017 (“Termination Date”). You may not be employed by another company or perform work which would be a conflict of interest with your work at Autodesk while employed by Autodesk. You and Autodesk may agree to an earlier Termination Date (such date,... | Label: Employment |
1608371f-6173-4f34-8fd9-f138f2daf74a | Clause:
This Escrow Agreement is binding upon and will inure to the benefit of the parties to this Escrow Agreement and their respective successors and permitted assigns. The headings used in this Escrow Agreement have been inserted for convenience of reference only and do not define or limit the provisions of this Esc... | Label: Miscellaneous |
41fe1183-8af2-45ed-a7f6-345f4742960e | Clause:
Landlord acknowledges that notices to Tenant under the Lease shall hereafter be sent, transmitted, or delivered, as the case may be, to Tenant at by email, and 1455 Market Street, San Francisco, CA 94103, Attention: Finance Department and Attention: General Counsel by personal delivery or mail.
Task: Classify ... | Label: Notices |
b1417dea-83b0-4b42-8a88-63473f2f4ddd | 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 material Requirement of Law applicable to the Borrower or any Subs... | Label: No Conflicts |
d0778a9c-21b2-40b9-9f5d-fe65ae5198fa | Clause:
During the Term, the Employee shall be eligible to participate in employee benefit plans, programs and arrangements of the Company in accordance with their terms, as in effect from time to time, and as are generally provided by the Company to its senior Employee officers.
Task: Classify this clause into ONE of... | Label: Benefits |
3654deee-6b8e-4567-9e8e-ac74142309fa | Clause:
Notwithstanding any other provision in this Agreement to the contrary, Executive agrees to execute upon termination (and not to revoke) a separation agreement and general release of claims acceptable to Company (the “Release”). If Executive fails to execute and deliver the Release, or revokes the Release, withi... | Label: Releases |
196391d2-714d-454b-8b83-6e5a5523c4e5 | Clause:
The Borrower shall, and shall cause each Subsidiary to comply with Applicable Law (including Environmental Laws and Anti-Money Laundering Laws) except where such noncompliance could not reasonably be expected to have a Material Adverse Effect.
Task: Classify this clause into ONE of these types (exactly one lab... | Label: Compliance With Laws |
3a646ecf-17b0-4cfb-942a-f543fc974653 | Clause:
This Agreement shall be construed and enforced under and be governed in all respects by the laws of the Cayman Islands, without regard to the conflict of laws principles thereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, A... | Label: Governing Laws |
68c3aa46-e774-4dd5-9190-a6d8aade4d03 | Clause:
Buyer is a limited liability company duly organized, validly existing and in good standing under the laws of California.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assig... | Label: Existence |
baf94b35-2caf-4f12-8e1f-038bb1364653 | Clause:
Lender may do any and all things to execute and comply with the laws of the State of California and also all other laws, rules, orders, ordinances and requirements of all other governmental agencies affecting the Property.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agr... | Label: Compliance With Laws |
f29c7568-ec9e-4ce2-a41e-689d72d4bc24 | Clause:
This Agreement, the Fee Letter and the other Loan Documents constitute the entire contract between the parties relative to the subject matter hereof and thereof. Any other previous agreement among the parties with respect to the subject matter hereof and thereof is superseded by this Agreement and the other Lo... | Label: Entire Agreements |
40f888dc-9a39-4402-9035-181bd3c791de | Clause:
This Agreement may be terminated by the Buyer any time an Event of Default exists, without any liability or payment to the Company. However, if pursuant to or within the meaning of any Bankruptcy Law, the Company commences a voluntary case or any Person commences a proceeding against the Company, a Custodian is... | Label: Terminations |
b8a856b9-d5cf-4333-a5da-5a4ca5844dd9 | Clause:
This Agreement shall be interpreted, construed, and governed according to the laws of the State of Florida, without reference to conflicts of law principles thereof. The parties agree that any dispute, claim, or controversy based on common law, equity, or any federal, state, or local statute, ordinance, or regu... | Label: Governing Laws |
ba8d26c7-c19b-4d0d-83f5-1acaea998847 | Clause:
No Borrower will, without Agent’s consent, compromise or adjust any Receivables (or extend the time for payment thereof) or accept any returns of merchandise or grant any additional discounts, allowances or credits thereon except for those compromises, adjustments, returns, discounts, credits and allowances as ... | Label: Adjustments |
c487d277-4806-4da4-b696-d5c6050c5529 | Clause:
This Agreement shall be governed by the internal Law of the State of Delaware without giving effect to any choice or conflict of Law provision or rule.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, ... | Label: Governing Laws |
b13ec97e-49f2-4581-9853-b7d1f8ada10b | Clause:
As an independent contractor, the Consultant will be responsible for payment of all applicable taxes relating to her services, including income taxes, and payment of employment taxes for its employees. OneMain may report all payments made under this Agreement to the appropriate Federal and state taxing authorit... | Label: Taxes |
8ea7bc1f-f35b-4899-b1e9-01e4cd4b8940 | Clause:
This Escrow Agreement shall for all purposes be deemed to be made under and shall be construed in accordance with the laws of the State of Florida, without regard to the conflicts of laws principles thereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendm... | Label: Governing Laws |
5860fdce-2a17-4aa9-af96-192f918ef624 | Clause:
Reimbursements . T o the extent that any reimbursements payable pursuant to this Agreement are subject to the provisions of Section 409A of the Cod e, a ny such reimbursements payable to Executive pursuant to this Agreement shall be paid to Executive no later than December 31 of the year following the year in ... | Label: Expenses |
c925ff0a-91f1-4a1b-a018-98d01cde6ac7 | Clause:
The Administrative Agent shall have received, with respect to the Borrower and its Subsidiaries, audited Consolidated balance sheets and related Consolidated statements of income, shareholder’s equity and cash flows for the Fiscal Year ended September 30, 2016 and unaudited Consolidated balance sheets and relat... | Label: Financial Statements |
6aaa13af-bced-4661-8e10-ed3bd1371a69 | Clause:
The Parent and the Borrower will not, and will not permit any of the Restricted Subsidiaries to, create or acquire any additional Subsidiary unless the Borrower gives written notice to the Administrative Agent of such creation or acquisition and complies with Section 8.14(b) and Section 8.14(c). The Parent will... | Label: Subsidiaries |
348d6d52-8d06-4ce2-8de0-ca9a4a8c58cf | Clause:
The Committee, its members and any person designated pursuant to Section 4.4 above shall not be liable for any action or determination made in good faith with respect to the Plan. The Employer shall, to the fullest extent permitted by law, indemnify and hold harmless each member of the Committee and each direct... | Label: Indemnifications |
dd0992ae-8fd6-45ab-a468-c00f8b0117d0 | Clause:
This Agreement may be amended only by means of a written amendment signed by both the Company and the Holders of a majority of the then outstanding Registrable Securities; provided, however , that no such amendment shall materially and adversely affect the rights of any Holder hereunder without the consent of s... | Label: Amendments |
b7a5efa8-9dab-4029-b067-602f81d3f082 | Clause:
EACH PARTY HERETO AGREES THAT SECTION 13.09(b) OF THE CREDIT AGREEMENT SHALL APPLY TO THIS AGREEMENT MUTATIS MUTANDIS.
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: Submission To Jurisdiction |
780bd866-0a76-4ed1-ae58-8dce1ac714ed | Clause:
If Executive was or is made a party or is threatened to be made a party to or is otherwise involved (including involvement as a witness) in any action, suit or proceeding, whether civil, criminal, administrative or investigative (a " Proceeding "), by reason of the fact that he is or was an officer or employee... | Label: Indemnifications |
cf367385-cdbd-4338-806e-37f6eb88cbcb | Clause:
EMPLOYEE agrees to comply with all provisions of this Agreement and with all laws and to indemnify, defend and hold harmless SYNTEL, its employees, agents, officers, and directors, from and against any and all claims, liabilities, damages, costs, and/or expenses of whatever kind or nature, including without lim... | Label: Compliance With Laws |
8167a6d4-bee6-4c59-88aa-3c6b180f08b7 | Clause:
Executive may accept this Agreement by signing it and the Release and returning both documents to the Company’s Executive Vice President of Administration & Corporate Secretary. In the event Executive does not accept this Agreement (including the Release Agreement) as set forth in this paragraph 16, this Agreem... | Label: Effective Dates |
d9fffb3e-78b4-4f23-8bdc-80a289722c0c | Clause:
Any notice to the Company provided for in this Agreement shall be addressed to the Head of Human Resources or Chief Financial Officer at their corporate address at the Company, and any notice to the Participant shall be addressed to such Participant at the current address shown on the payroll of the Employer, o... | Label: Notices |
0a5c266b-8ce3-490f-838b-0093b657cf0b | Clause:
There is no action, suit or proceeding at law or in equity by or before any court or other Governmental Authority or other agency now pending or threatened in writing against any Borrower or any Property and there is no action, suit or proceeding, at law or in equity, by or before any court or other Governmenta... | Label: Litigations |
b76272b0-0589-43df-94d0-5d1156e81ab3 | Clause:
Any Lender may at any time, without the consent of, or notice to, the Borrowers or the Administrative Agent, any L/C Issuer or the Swing Line Lender sell participations to any Person (other than a natural person, or a holding company, investment vehicle or trust for, or owned and operated for the primary benefi... | Label: Participations |
d21e7f15-5a77-41b4-bbf0-22ad0451cfd3 | Clause:
No waiver of any breach of any covenant or provision herein contained shall be deemed a waiver of any preceding or succeeding breach thereof, or of any other covenant or provision herein contained. No extension of time for performance of any obligation or act shall be deemed an extension of the time for perform... | Label: No Waivers |
969e62e3-1d89-491b-bcb9-35a2812fa0b1 | Clause:
There are no actions, investigations, suits or proceedings pending or, to the knowledge of any Borrower, threatened, at law, in equity or in arbitration, before any court, other Governmental Authority, arbitrator or other Person, (i) against or affecting any of the Consolidated Entities or any of their respecti... | Label: Litigations |
21706aa8-0731-44e6-9697-1d36615fb9d6 | Clause:
This Agreement may be executed manually or by facsimile or pdf by the Parties, in any number of counterparts, each of which shall be considered one and the same agreement and shall become effective when a counterpart hereof shall have been signed by each of the Parties and delivered to the other Party.
Task: C... | Label: Counterparts |
de63d424-d580-4cf0-a6de-239fdf6f6534 | Clause:
Schedule 5.19 sets forth each of the consents, approvals, Orders, authorizations and waivers of, and declarations, filings and registrations with, all third parties (including Governmental Authorities) that are necessary or required to permit the transactions contemplated by this Agreement and otherwise to cons... | Label: Consents |
3f93c890-c734-4340-a3ba-19bfbe56f2b8 | Clause:
The parties have executed this Memorandum of Lease as of the date first set forth above on the dates and at the places indicated in their acknowledgments below.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Ap... | Label: Miscellaneous |
3b97c1a3-af4f-4552-9858-891c3e4ab4d3 | Clause:
This is the entire agreement between the Employee and the Company with respect to the subject matter hereof and the Agreement supersedes any previous negotiations, agreements and understandings. The Employee acknowledges that she has not relied on any oral or written representations by the Company (or its coun... | Label: Entire Agreements |
e43a9f35-a680-44a8-a361-0a68a91b7df7 | Clause:
There are no material private or governmental (whether federal, state, local or foreign) claims, complaints, actions, suits, proceedings, arbitrations or investigations pending or, to the Seller’s knowledge, threatened or verdicts or judgments entered (i) against the Seller, the Project Assets, or, to the Selle... | Label: Litigations |
fa22d215-c687-4add-ad23-9eb87f662204 | Clause:
This Agreement shall be construed under and governed by the laws of the State of Delaware, without regards to any conflict of laws principles which, if applied, might permit or require the application of the laws of another jurisdiction.
Task: Classify this clause into ONE of these types (exactly one label):
A... | Label: Applicable Laws |
dcdd9abc-8427-4c4c-951d-40ce4d6b264c | Clause:
The representations and warranties shall survive each Closing and the delivery of the Notes until, with respect to the Purchaser, the Notes held by the Purchaser have been paid in full or converted into Underlying Shares, at which time they shall expire and shall no longer be of any force or effect.
Task: Clas... | Label: Survival |
00bd4e4b-31ed-4b8d-850a-3d131dbaeacd | Clause:
The issuance and transfer of shares of Common Stock in connection with the PUs shall be subject to compliance by the Company and the Participant with all applicable requirements of federal and state securities laws and with all applicable requirements of any stock exchange on which the Company’s shares of Commo... | Label: Compliance With Laws |
6664c624-2464-4e7e-882e-8fce4d1f21fa | Clause:
No addition, modification, amendment or waiver of any part of this Agreement shall be binding or enforceable unless executed in writing by both parties hereto.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, App... | Label: Amendments |
0c035b08-5728-4972-9dba-1aa328659485 | Clause:
Notwithstanding anything contained herein to the contrary, this Agreement shall terminate, and all rights and obligations hereunder shall cease, upon such time as there are no Registrable Securities, except for the provisions of Sections 5.8 , 5.12 , 5.13 , 5.14 , 5.15 and this Article 6 , which shall survive s... | Label: Terms |
f6a1a046-51ac-43eb-b336-55bea8eef199 | Clause:
No provision in this Agreement may be amended unless such amendment is agreed to in writing and signed by both Employee and an authorized officer of Bank and Parent.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Law... | Label: Amendments |
db638bad-59e4-4499-a11b-86270a597884 | Clause:
Any recording and other taxes (excluding franchise, income or similar taxes) or other similar assessments or charges payable or ruled payable by any governmental authority incurred in connection with the consummation of the transactions contemplated by this Agreement shall be paid by the Borrower, together with... | Label: Taxes |
a6c3d8b2-fced-4a06-8f1a-c27339cfbd18 | Clause:
Each of the Issuer, the Company and the Guarantors, jointly and severally, will pay all expenses incident to the performance of their respective obligations under this Agreement, including (i) the preparation and printing of the Preliminary Offering Memorandum, the General Disclosure Package and the Offering Me... | Label: Expenses |
18aaf18c-a2e5-4179-930c-fef065b78268 | Clause:
The following words and terms shall have the meanings set forth below for the purposes of 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, Assigns, Authority, ... | Label: Definitions |
fe75089c-de28-4cf5-9a1c-59c985e3e763 | Clause:
Upon the occurrence of any Change of Control, unless the Required Lenders of the respective Class shall elect otherwise with respect to such Class, the Borrower shall prepay the Loans hereunder in full (and provide cover for LC Exposure as specified in Section 2.04(i)) plus any accrued and unpaid interest and f... | Label: Change In Control |
4db6ba25-9e2f-42b7-9fa7-48a4ab390484 | Clause:
This Agreement will be binding upon and inure to the benefit of the parties named herein and their respective successors and permitted assigns. No party hereto may assign either this Agreement or any of its rights, interests or obligations hereunder without the prior written approval, in the case of assignment ... | Label: Assignments |
bc2336b3-39b9-415d-bb18-fdecbbe9f8c2 | Clause:
Interest (the “ Interest ”) shall accrue on the unpaid Principal from the date hereof until the unpaid Principal is repaid in full at the rate of ten percent (10%) per annum. Interest shall be payable monthly in arrears on or before the tenth (10 th ) day of each succeeding month with the first interest payment... | Label: Interests |
f77d751f-ac68-4732-9be2-7f3fee81b789 | Clause:
For Hub Equipment to be installed by Aircom or its contractor (the terms of any installation services shall be set forth in a separate agreement or purchase order signed by both parties), title and risk of loss will pass to dMobile upon completion of such installation. For all other Products hereunder, title an... | Label: Titles |
60b283dc-27c3-43c1-a00c-cdb1dc31ec84 | Clause:
The Partners, as of the date of the Prior Partnership Agreement, agreed among themselves that: (i) beginning on the date of the Prior Partnership Agreement, Interests in the Partnership shall be designated as “Class A Common Units” (“ Class A Common Units ”), “Class B Common Units” (“ Class B Common Units ”) an... | Label: General |
6220872b-a5f5-4cf1-bc69-f3e54b6d1cbb | Clause:
Survival . All covenants, agreements, representations and warranties made by the Borrower herein, in the other 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 oth... | Label: Survival |
f737e617-c2bb-4f2e-8c99-013c07ec12d8 | Clause:
(a) Neither the Company nor any of its Subsidiaries is in material default under any material insurance policy of the Company, (b) all material claims made thereunder have been properly and timely filed, and (c) no written notice of cancellation or termination of coverage has been received by the Company or its... | Label: Insurances |
2026bd3a-f329-4d2c-b18f-581996facf7a | Clause:
Schedule 8.13 to the Disclosure Letter lists each Subsidiary of Holdings and the Borrowers (and the direct and indirect ownership interest of Holdings and the Borrowers therein), in each case existing on the Closing Date after giving effect to the Transactions.
Task: Classify this clause into ONE of these type... | Label: Subsidiaries |
d82c58fb-b99b-4f18-9d88-48ccc316463c | Clause:
If any provision of this Agreement is or becomes or is deemed to be invalid, illegal or unenforceable in any jurisdiction or as to the RSUs or any Person, or would disqualify the RSUs under any law deemed applicable by the Committee, such provision shall be construed or deemed amended to conform to the applicab... | Label: Severability |
8496d933-a871-4ea8-9277-43d8802085a8 | Clause:
The execution, delivery and performance by the Company of this Agreement and the other Transaction Documents to which it is a party, the issuance and sale of the Securities and the consummation by it of the transactions contemplated hereby and thereby do not and will not (i) conflict with or violate any provisi... | Label: No Conflicts |
138707a4-1efd-4bba-9a2e-e4de3e79e6e7 | Clause:
Borrower will not be (i) reconstituted as a Plan or as an entity whose assets constitute “plan assets” or (ii) a “governmental plan” within the meaning of Section 3(32) of ERISA. The transactions contemplated by the Loan Documents will not be in violation of any state statutes applicable to Borrower that regula... | Label: Erisa |
334925c3-a662-4676-934e-0b92af5cbef3 | Clause:
The provisions of the Terms are severable and if any one or more provisions are determined to be illegal or otherwise unenforceable, in whole or in part, the remaining provisions shall nevertheless be binding and enforceable.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, ... | Label: Severability |
7d3806c1-f8c2-452b-8b84-bfdcd09d07e3 | Clause:
Notwithstanding anything to the contrary in the Plan, Section 5 of this Agreement shall be governed by and construed in accordance with the laws of the State of Texas, without giving effect to any choice or conflict of law provision or rule that would cause the application of the laws of any other jurisdiction,... | Label: Governing Laws |
7cf27754-bbcb-4cbe-9490-8d81cc3474f7 | Clause:
Except as set forth on Schedule 3.06 , other than the Chapter 11 Cases (which term shall, for the avoidance of doubt, not include any adversary proceeding commenced against any DIP Loan Party on or after the Petition Date), there is no pending (or, to the knowledge of any Group Member, threatened in writing) ac... | Label: Litigations |
22110395-05e3-4bc7-8088-24dc6dbfa7c8 | 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 for (i) the filing of UCC financing statements, (ii) filings with the United States Patent and Trademark Office and the United States Copyright Office, (iii) th... | Label: No Conflicts |
0f3fb8de-b252-4a4b-be83-7ac4fbbcb82f | Clause:
(i) To the extent permitted by law, all payments under this Agreement and under the Revolving Credit Notes (including payments of principal and interest) shall be payable to each Lender free and clear of any and all present and future taxes, levies, imposts, duties, deductions, withholdings, fees, liabilities a... | Label: Withholdings |
c6a808e2-60a3-4087-9683-c3df57af249a | Clause:
The provisions of this 2017-A Servicing Supplement shall be binding upon and inure to the benefit of the parties hereto and their permitted successors and assigns, and all such provisions shall inure to the benefit of the Owner Trustee on behalf of the Issuing Entity.
Task: Classify this clause into ONE of the... | Label: Binding Effects |
98662873-a9e4-4c26-babf-c003ff077d34 | Clause:
Upon the occurrence and during the continuance of any Event of Default, the holder of this Note, at the holder’s option, may declare all sums of principal and interest outstanding hereunder to be immediately due and payable without presentment, demand, notice of nonperformance, notice of protest, protest or not... | Label: Remedies |
9216257f-9aee-4af3-ae24-893c8ca12352 | Clause:
EACH OF THE PARTIES HERETO HEREBY IRREVOCABLY WAIVES ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY ACTION BASED UPON, ARISING OUT OF OR RELATED TO THIS AGREEMENT.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Appr... | Label: Waiver Of Jury Trials |
489944f9-1a88-40e6-97db-b1eaa8744c23 | Clause:
Following Closing, each Party shall, at the reasonable request of the other Party, take such further actions as are requested and execute any additional documents, instruments or conveyances of any kind which may be reasonably necessary to further effect the transactions contemplated by this Agreement and the T... | Label: Further Assurances |
2be4561c-c53e-4a55-8f78-bcdcd9c4e252 | Clause:
THIS REFINANCING AMENDMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT AMONG THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS AMONG THE PARTIES.
Task: Classify this clause into ONE ... | Label: Entire Agreements |
2a8357c3-edb2-4d55-963e-0147585d7299 | Clause:
Each Loan Party will, and will cause each Subsidiary to, (a) maintain with financially sound and reputable carriers (having, in the case of any Loan Party, a financial strength rating of at least A- by A.M. Best Company) (i) insurance in such amounts (with no greater risk retention) and against such risks (incl... | Label: Insurances |
a592a85d-27ab-4634-8c19-e98ee2b793c1 | Clause:
The parties acknowledge that the Company’s principal place of business is located in the State of Minnesota. The parties hereby agree that this Agreement shall be construed in accordance with the internal laws of the State of Minnesota without regard to the conflict of laws thereof; provided that , both parties... | Label: Governing Laws |
16b18386-9a6c-4953-8c60-265d909d8d1d | Clause:
During the two (2) years prior to the date hereof, the Company has timely filed all reports, schedules, forms, proxy statements, statements and other documents required to be filed by it with the SEC pursuant to the reporting requirements of the 1934 Act (all of the foregoing filed prior to the date hereof, inc... | Label: Financial Statements |
4902ac51-4487-4586-8d42-5819af467221 | Clause:
If at any time subsequent to the Effective Date, any provision of this Agreement shall be held by any court of competent jurisdiction to be illegal, void or unenforceable, such provision shall be of no force and effect, but the illegality or unenforceability of such provision shall have no effect upon the legal... | Label: Severability |
4c8bfe48-2a0a-4b2d-8fb6-c6b3fcb90d9e | Clause:
The Borrower shall notify the Administrative Agent (and, in the case of prepayment of a Swingline Loan, the Swingline Lender) by telephone (confirmed by telecopy) of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 noon, New York City time, three Business Da... | Label: Notices |
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