id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
06247f67-38b4-4a26-a844-6da82e583419 | 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 and except filings necessary to perfect Liens created under the Loan Documents, (b) will not... | Label: No Conflicts |
6b571d23-5488-4630-8e1e-0e184b43902a | Clause:
The Consultant consents to the Company making a notation on its records or giving instructions to any transfer agent of the Shares in order to implement the restrictions on transfer of the Shares.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-... | Label: Consents |
e9bf274a-c862-466b-86fb-68f096a1028a | Clause:
This Release shall be construed and interpreted pursuant to the laws of the State of Texas without regard to its choice of law rules and shall be subject to the arbitration clause set forth in Section 6(k) of the Change in Control Agreement.
Task: Classify this clause into ONE of these types (exactly one label... | Label: Applicable Laws |
2fc59927-f0cb-47ac-8a97-a3c694f39493 | Clause:
This Amendment No. 1 may be executed in any number of counterparts, each of which shall be an original, but all of which taken together shall constitute one and the same agreement. Delivery of an executed counterpart of this Amendment No. 1 by telefacsimile or other electronic method of transmission (including... | Label: Counterparts |
c74607b9-efeb-475c-b8dd-627152f624ff | Clause:
This Agreement may be executed in counterparts (including by facsimile or electronic copy), each of which will be deemed an original, but all of which together will be deemed to be one and the same agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amend... | Label: Counterparts |
e426d958-850e-479e-b1a9-97e1bf34a1e7 | Clause:
All notices and other communications made or given pursuant to this Agreement shall be given in writing and shall be deemed effectively given upon receipt or, in the case of notices delivered by the Company to you, five (5) days after deposit in the United States mail, postage prepaid, addressed to you at the l... | Label: Notices |
cea610bf-33a4-45c6-a7d7-4b367ad18730 | Clause:
The Company shall, by 9:00 a.m. (New York City time) on the Trading Day immediately following the date hereof, file a Current Report on Form 8-K and press release disclosing the material terms of the transactions contemplated hereby, including the Transaction Documents as exhibits thereto. From and after the i... | Label: Publicity |
6c1ae897-4330-403c-9cea-bfa8c413db03 | Clause:
To the fullest extent permitted by law, Employee agrees to keep confidential all facts, opinions, and information which relate in any way to Employee’s employment and/or cessation of employment with Employer, as well as the terms of this Release; provided however, Employee may discuss the terms of this Release ... | Label: Confidentiality |
86c500a8-ffd8-4dfc-95e4-3dc16aca9f98 | Clause:
The parties agree to execute such further instruments and take such further actions as may be necessary to carry out the intent of the Plan and this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, App... | Label: Miscellaneous |
4fd29a62-9da5-42cd-bc19-278e089e0a56 | Clause:
This Amendment may be executed in any number of original counterparts. Any such counterpart, when executed, shall constitute an original of this Amendment, and all such counterparts together shall constitute one and the same Amendment. Either party may deliver its signature to the other via facsimile or electro... | Label: Counterparts |
55f88f10-0c76-4d49-a320-345c1f07997c | 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 5, 2017; prov... | Label: Terminations |
e4197761-2086-42b4-ab96-1c5453875c37 | Clause:
Seller is represented by Seller’s Broker in connection with the transaction contemplated in this Agreement. Except for commissions payable to Seller’s Broker to be paid pursuant to separate agreements, Buyer and Seller each warrant to the other that no fees or commissions are due or owing to any finders or bro... | Label: Brokers |
5ddd684b-08d0-4c2f-93ba-d26d33b5208d | Clause:
THIS AGREEMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES UNDER THIS AGREEMENT SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK (INCLUDING SECTION 5-1401 AND SECTION 5-1402 OF THE GENERAL OBLIGATIONS LAW OF THE STATE OF NEW YORK) WITHOUT REGARD TO CONFL... | Label: Governing Laws |
41e15256-0485-4301-a78f-be07903185e8 | Clause:
In the event any provision of the Plan is held illegal or invalid for any reason, such illegality or invalidity will not affect the remaining parts of the Plan, and the Plan will be construed and enforced as if the illegal or invalid provision had not been included.
Task: Classify this clause into ONE of these... | Label: Severability |
fe92934a-2327-4ac7-9f0b-aaace63e3caa | Clause:
Each Partner acknowledges and agrees that the information contained in the books and records of the Partnership is confidential and, except in the course of such Partner performing such duties as are necessary for the Partnership and its Affiliates, as required by law or legal process or to enforce the terms of... | Label: Confidentiality |
be306b0a-c77d-4aba-89ba-924d61ccfad9 | Clause:
This Agreement is intended by the parties as a final expression of their agreement and intended to be a complete and exclusive statement of the agreement and understanding of the parties hereto in respect of the subject matter contained herein. This Agreement supersedes all prior agreements and understandings ... | Label: Entire Agreements |
5daaecc9-0414-43af-bcbe-848b08fd4c63 | Clause:
(a) The undersigned hereby irrevocably and unconditionally agrees that it will not commence any action, litigation or other proceeding of any kind or description, whether in law or equity, whether in contract or in tort or otherwise, arising out of or relating to this Security Agreement Supplement in any forum ... | Label: Jurisdictions |
5899c920-7351-4283-aaf5-482574b38e05 | Clause:
Except as required by law, you shall not disclose, publicize or discuss any of the terms or conditions of your Retention Bonus with anyone except your spouse, if any, your attorney, financial advisor and/or tax advisor to the extent necessary for such advisor to render appropriate legal, financial and/or tax ad... | Label: Confidentiality |
59926543-2fb4-4c0d-9886-dea1b43460a4 | Clause:
The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or (ii) conflict with, or constitu... | Label: No Conflicts |
48469bd3-ad0b-465b-a340-f78621a5ad5b | Clause:
This Agreement shall be binding upon Employee and Parkway, the Bank, its Successor and their successors and assigns effective on the date first above written.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Appr... | Label: Binding Effects |
95717730-200e-4360-ae37-e419c2234fda | Clause:
With respect to the subject matter of this Agreement, this Agreement, together with all exhibits and schedules to this Agreement and all agreements contemplated by this Agreement, supersedes all previous contracts and constitutes the entire agreement between the Parties, including that certain Non-Disclosure Ag... | Label: Entire Agreements |
d3641f41-dbee-475c-9413-b7418775c8f7 | Clause:
The Company will employ the Executive as its Chief Executive Officer (“ CEO ”) and the Executive hereby accepts such employment, in each case, upon the terms and subject to the conditions hereinafter set forth, commencing January 10, 2017, (the “ Start Date ”), and continuing indefinitely, unless terminated pur... | Label: Employment |
90eaad56-fbd7-4074-ac63-0494bc766ef0 | Clause:
Except as may otherwise be provided by the Administrator either in the Award agreement or, subject to Section 1 6 below, in writing after the Award agreement is issued, a grantee’s right in all Deferred Stock Awards that have not vested shall automatically terminate upon the grantee’s termination of employment ... | Label: Terminations |
43c26e2f-f19e-460d-84fc-98df10d6df35 | Clause:
Each Lender, upon execution and delivery of this Agreement or upon executing and delivering an Assignment Agreement, as the case may be, represents and warrants as of the Second Amendment Effective Date or as of the applicable Effective Date (as defined in the applicable Assignment Agreement) that (i) it is an ... | Label: Representations |
cfdb14dd-ed23-45b6-b8ba-101f7d884f9c | Clause:
Each Lender, upon execution and delivery hereof or upon succeeding to an interest in the Commitments and Loans, as the case may be, represents and warrants as of the Closing Date or as of the Assignment Effective Date that (i) it is an Eligible Assignee; (ii) it has experience and expertise in the making of or ... | Label: Representations |
3d9c0d65-7dfa-49ea-a7cf-ea5ff8855dd4 | Clause:
Each Credit Party has the corporate or other organizational power and authority to execute, deliver and carry out the terms and provisions of the Loan Documents to which it is party and has taken all necessary corporate or other organizational action to authorize the execution, delivery and performance of the L... | Label: Authority |
3cabddd0-b7ce-4a59-82aa-07df7431e9c3 | Clause:
The Employee shall be entitled to receive during his service hereunder a minimum annual base salary (the “Base Salary”) of Three Hundred Ten Thousand ($310,000), which shall be payable in installments in accordance with the Employer’s usual payroll method. Annually commencing in 2018, the Board of Directors sha... | Label: Base Salary |
f7151887-2e2d-462f-976d-525509d0da12 | Clause:
From time to time, Borrower will execute and deliver to Lender such additional documents and will provide such additional information as Lender may reasonably require to carry out the terms of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amend... | Label: Further Assurances |
c20f5a56-8633-4573-a84a-3a727358cd76 | Clause:
Notwithstanding any provision hereof to the contrary, no Transfer of a Capital Commitment Interest in the Partnership may be made except in compliance with the Partnership Act, the laws of the Cayman Islands and all U.S. federal, state and other applicable laws, including U.S. federal and state securities laws.... | Label: Compliance With Laws |
7c955c35-07bb-4031-b75d-8579f77d98c3 | Clause:
This Amendment shall be construed and enforced in accordance with and governed by the laws of the State of Connecticut.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assign... | Label: Governing Laws |
f2d9f923-b01f-48b1-abf9-fd94ccb6f39a | Clause:
(a) Definition of Proprietary Information . Executive acknowledges that he may be furnished or may otherwise receive or have access to confidential information which relates to Playa Resorts’ or a Playa Affiliate’s past, present or future business activities, strategies, services or products, research and devel... | Label: Confidentiality |
500fc03f-1a3c-4505-9e58-92c80ba6f8f3 | Clause:
This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which taken together shall constitute one and the same instrument. A signed copy of this Agreement delivered by facsimile, e-mail or other means of electronic transmission (to which a PDF copy is attached) shal... | Label: Counterparts |
7ad56c91-169b-4027-a774-ec66ab16c5cd | Clause:
This Agreement may be terminated by the Purchaser, as to the Purchaser’s obligations hereunder only and without any effect whatsoever on the obligations between the Company and the Purchaser, by written notice to the other parties, if the Closing has not been consummated on or before March 15, 2017; provided , ... | Label: Terminations |
923107ff-9600-4743-8f5e-b8e5ea8e2a33 | Clause:
This Agreement has been prepared jointly and shall not be strictly construed against any party.
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, Authorizat... | Label: Construction |
50cc6b5a-afb8-4b21-b784-cb07f0ed3fe2 | Clause:
All notices, demands, requests or other communications of the parties hereto shall be effected as provided in the Purchase Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assi... | Label: Notices |
bebc0693-62c6-4059-836d-334b455fb584 | Clause:
The issuance of certificates for shares of the Common Stock on conversion of this Note shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that, the Company shall not be required to pa... | Label: Expenses |
45990934-bec8-4421-ba43-f97e6b11ec66 | Clause:
Each Borrower hereby represents that it has dealt with no financial advisors, brokers, underwriters, placement agents, agents or finders in connection with the transactions contemplated by this Agreement other than CBRE, Inc. Each Borrower hereby agrees to pay any and all fees due to CBRE, Inc. in connection wi... | Label: Brokers |
d2047cea-a26a-44d6-b701-b95d544c4954 | Clause:
All notices and other communications provided for herein shall be given in the manner and subject to the terms of Section 10.1 of the Note Purchase Agreement; provided that any such notice, request or demand to or upon any Guarantor shall be addressed to such Guarantor at its notice address set forth on Schedul... | Label: Notices |
118e642d-9ff2-48a1-9778-4ef5575876c9 | Clause:
Notwithstanding any contrary provision of this Agreement, the balance of the PSUs that have not vested pursuant to Paragraphs 4 or 5 at the time the Grantee ceases to be in Continued Service will be forfeited and automatically transferred to and reacquired by the Company at no cost to the Company. The Grantee s... | Label: Forfeitures |
2e88f1c5-cd43-43ab-806b-61db0e5a72c6 | Clause:
The invalidity or unenforceability of any portion or provision of this Agreement shall in no way affect the validity or enforceability of any other portion or provision hereof. Any invalid or unenforceable portion or provision shall be deemed severed from this Agreement and the balance of the Agreement shall be... | Label: Severability |
86b2ccdb-f8ec-4927-99a9-37a2c2221b4b | Clause:
Except as otherwise set forth in these Award Terms, the Performance Share Units shall vest in accordance with the “Schedule for Vesting” set forth on the Grant Notice. Each Performance Share Unit, upon vesting thereof, shall entitle the holder thereof to receive one Common Share (subject to adjustment pursuant... | Label: Vesting |
61ecdcf9-a04b-4b8a-8942-120bf16d3735 | Clause:
You will start in a full-time position as the Company’s Chief Revenue Officer (your “ Position ”) on November 8, 2017 and will report to Dheeraj Pandey, the Company’s Chief Executive Officer. In this role, you will be primarily responsible for leading the worldwide teams of Sales, OEM, Channel, SIs, Services, a... | Label: Positions |
c3d2666c-0ec6-404b-b53e-133f4420e79d | Clause:
This Agreement may be executed in multiple counterparts and shall be valid and binding with the same force and effect as if all parties had executed the same Agreement. A fully executed PDF copy of this Agreement shall be effective as an original.
Task: Classify this clause into ONE of these types (exactly one... | Label: Counterparts |
cf8386a5-f172-4a34-b5c9-ce424bfe81b9 | Clause:
All communications and notices hereunder shall (except as otherwise expressly permitted herein) be in writing and given as provided in Section 10.1 of the Credit Agreement. All communications and notices hereunder to any Grantor shall be given to it in care of the Borrower as provided in Section 10.1 of the C... | Label: Notices |
58409882-0a8c-41b0-9dc0-d2d8635eb27a | Clause:
Each Loan Party has implemented and maintains in effect policies and procedures designed to ensure compliance by such Loan Party, its Subsidiaries and their respective directors, officers, employees and agents with Anti-Corruption Laws and applicable Sanctions, and such Loan Party, its Subsidiaries and their re... | Label: Anti-Corruption Laws |
4d3d45a7-3232-41a0-bbe7-f3acf090b8a8 | Clause:
All capitalized terms used herein shall have the meanings set forth in the Plan unless otherwise provided herein. Exhibit A sets forth meanings for certain of the capitalized terms used in this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendment... | Label: Definitions |
b3e24eb6-222f-40fc-bc56-78c52147dfd2 | Clause:
The Parties understand and agree that this Agreement, including facts and circumstances and all matters related to the subject of this Agreement, and the terms or substance of this Agreement, shall forever be deemed confidential between the Parties. Except for tax authorities, accountants and attorneys, and as ... | Label: Confidentiality |
b30b5c3a-8a47-4601-bcdd-659a93d27ee2 | Clause:
I understand and agree that, in the event there is any dispute or claim arising out of or relating to this Agreement or the release of claims set forth in Paragraph 1 of this Agreement (the “Release”), my employment by the Company, my promises or duties owed to the Company or the Company’s promises or duties ow... | Label: Arbitration |
962f4958-e29b-423a-aeda-809392ff7d12 | Clause:
This Agreement contains the entire understanding of Employer and Executive with respect to the subject matter herein. The Transition Benefits shall be in lieu of any severance, notice, termination pay or the like that may be payable under any plan or practice of Employer, or that may be payable by any Federal, ... | Label: Entire Agreements |
e8990492-e879-4c4d-a41d-97fe23a05b31 | Clause:
The performance of this Agreement and of each of the Transaction Documents to which Purchaser or Purchaser’s Subsidiaries is a party, and the consummation of the transactions contemplated hereby and thereby have been duly and validly authorized by all necessary action on the part of Purchaser and its Subsidiari... | Label: Enforcements |
8ada0a7d-2b30-40b9-a39a-19b905b053a8 | Clause:
Each Party will from time to time and at all times hereafter make, do, execute, or cause or procure to be made, done and executed such further acts, deeds, conveyances, consents and assurances without further consideration, which may reasonably be required to carry out the intent and effect the transactions con... | Label: Further Assurances |
07b092ee-cfe1-4da0-9c52-2f4e7dbeac8d | Clause:
As promptly as practicable following the date hereof, Sellers and Purchaser shall cooperate with the Company and one another in connection with the preparation of, and the Company will prepare and file with the SEC an information statement on Schedule 14C, complying as to form in all material respects with the ... | Label: Cooperation |
6a5713b5-e14f-40dd-a3c0-6b0df6b1c508 | Clause:
This Settlement Agreement may be executed and delivered in multiple counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. This Settlement Agreement and any amendments or waivers hereto or thereto, to the extent signed and delivered by me... | Label: Counterparts |
5b004912-d17d-48c1-92fb-09f293f7042d | Clause:
Except as otherwise expressly provided in this Loan Agreement, any provision of this Loan Agreement may be modified or supplemented only by an instrument in writing signed by the Lender and the Borrower and any provision of this Loan Agreement may be waived by the Lender.
Task: Classify this clause into ONE of... | Label: Amendments |
aab7b3ce-767c-4875-9d2f-e68412f9b08f | Clause:
No modification, amendment, extension, discharge, termination or waiver of any provision of this Agreement or of any other Loan Document, nor consent to any departure by Borrower therefrom, shall in any event be effective unless the same shall be in a writing signed by the party or parties against whom enforcem... | Label: Modifications |
71f29733-2641-4a9e-8123-2b2215b69b9e | Clause:
The obligations of the Subsidiary Guarantor under this Subsidiary Guaranty shall continue in full force and effect and shall remain in operation until all of the Obligations shall have been indefeasibly paid in full or otherwise fully satisfied, and shall continue to be effective or be reinstated, as the case m... | Label: Effectiveness |
0bcb4595-3d27-4bc5-ae3e-976dfb9fd420 | Clause:
An Award Agreement may, but need not, provide that in the event of a Change in Control, all Options outstanding on the date of the Change in Control that have not previously vested or terminated under the terms of the applicable Award Agreement shall be immediately and fully vested and exercisable. The provisio... | Label: Change In Control |
034def0b-bd2d-4c0b-b215-d60356ef702c | Clause:
The Company and each of the Company Subsidiaries are presently insured, and have been insured for at least the past two years, for reasonable amounts with financially sound and reputable insurance companies against such risks as companies engaged in a similar business would, in accordance with good business pra... | Label: Insurances |
8cfbbca8-76a7-44be-821f-64ac2607d4ad | Clause:
No broker, finder or investment banker is entitled to any brokerage, finder’s or other fee or commission in connection with the transactions contemplated by this Agreement, the Registration Rights Agreement or any of the other agreements entered into by such Buyer in connection with the transactions contemplate... | Label: Brokers |
52c899bf-328f-4f7c-8837-82dc2565728b | Clause:
If Executive’s employment is terminated as a result of Disability, the Company shall provide Executive with long-term disability benefits in accordance with the Company’s then-existing benefit plans, and the Company shall pay to Executive the Earned Amounts and income due for the remainder of the Term.
Task: C... | Label: Disability |
2e885acb-f928-4fcb-97dd-253a885707d8 | Clause:
Except as set forth on Schedule 4.1(q) , the Company has not purchased, acquired or leased any Property or services from, or sold, transferred or leased any Property or services to, or loaned or advanced any money to, or borrowed any money from, or entered into or been subject to any management, consulting or... | Label: Transactions With Affiliates |
32813d7d-a76b-4c29-a6ac-9f6e1ccab393 | Clause:
Upon the occurrence and during the continuation of a Termination Event, Transferee (or its assigns) may take any of the following actions: (a) declare the Termination Date to have occurred, whereupon the Termination Date shall forthwith occur, without demand, protest or further notice of any kind, all of which ... | Label: Remedies |
562aca0d-3c08-44e2-b842-598a7b4091b9 | Clause:
Once this Agreement has been signed by both parties hereto, this Agreement shall become binding and effective on the later of (a) the eighth calendar day after the date this Agreement has been signed by Employee and (b) the date by when it has been signed by Employer (the “ Effective Date ”).
Task: Classify th... | Label: Effective Dates |
9ce8d2ad-c03a-4b6f-8818-a663f652d3c1 | Clause:
The Committee’s decision upon appeal, or the Administrator’s initial decision if no appeal is taken, shall be final, conclusive and binding on all parties.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approva... | Label: Binding Effects |
67a2ccf9-8d6f-4230-9e65-6d5068081023 | Clause:
As of the date hereof, the authorized common stock of the Company consists of 500,000,000 authorized shares of Common Stock, $0.001par value per share, of which 65,908,195 shares are issued and outstanding; and 289,846 shares are reserved for issuance upon conversion of the Note. All of such outstanding shares ... | Label: Capitalization |
c391cdee-87b9-4561-ba20-b5544b9017c1 | Clause:
As of the Closing Date and after giving effect to the Transactions, the Borrower and its Subsidiaries, on a consolidated basis, are Solvent.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration... | Label: Solvency |
c4e2773c-bf8b-457f-a6ef-8584d4e318ba | Clause:
On the date of the Closing, upon the terms and subject to the conditions set forth herein, the Company agrees to sell, and the Purchasers, severally and not jointly, agree to purchase, up to an aggregate of 1,800,000 Units at a per Unit purchase price equal to $5.00 per Unit, for total offering proceeds to the ... | Label: Closings |
2f776cea-245e-4bd1-b7f9-6bd6e9f9095e | Clause:
This Award Agreement, together with the relevant Notice and the Plan, contain the entire agreement between the parties with respect to the Restricted Stock Units granted hereunder. Any oral or written agreements, representations, warranties, written inducements, or other communications made prior to the executi... | Label: Entire Agreements |
5acd2d09-4d27-4e37-a6de-d00ccb20f79d | Clause:
The Company, nor the Seller nor any of their respective Affiliates, nor any officer, member, manager, governor, partner, director or employee of any of the foregoing, has employed any broker, finder or investment banker or incurred any liability for any investment banking fees, financial advisory fees, brokerag... | Label: Brokers |
8d5a324c-585b-4c4a-8fd8-69c02748c5fd | Clause:
Section headings used in this Fourth Amendment are for convenience of reference only, are not part of this Fourth Amendment, and are not to be taken into consideration in interpreting this Fourth Amendment.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendme... | Label: Headings |
06b14bf2-da1e-420f-9e5e-73b21f4d78ad | Clause:
The Stock Appreciation Right Agreement shall state when the Stock Appreciation Right becomes exercisable ( i.e. , "vests") and, if applicable in the Administrator's discretion, shall describe the Performance Objectives and Performance Period upon which vesting is based, the manner in which performance shall b... | Label: Terms |
f69d9af3-28e8-4f3d-a915-e4ccc2aacb6b | Clause:
The term of this Agreement shall commence on the date set forth above and shall run concurrently with the term of the Management Agreement, except as otherwise expressly set forth herein.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruptio... | Label: Terms |
1724fb0a-383b-4143-ad2b-5f70fda82962 | Clause:
At the Closing, the Company shall reimburse Buyer for expenses incurred by them in connection with the negotiation, preparation, execution, delivery and performance of this Agreement and the other agreements to be executed in connection herewith (“Documents”), including, without limitation, reasonable attorneys... | Label: Expenses |
9948550b-e256-4e58-9121-d17f7293a460 | Clause:
The headings to the Articles and Sections of this Plan are inserted for reference only, and are not to be taken as limiting or extending the provisions hereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, App... | Label: Headings |
14a7f431-29f6-4f5d-a544-5b40b321fc1d | Clause:
The Borrower represents and warrants to the Lenders that after giving effect to this Amendment (a) the representations and warranties set forth in Article VI of the Credit Agreement are true and correct in all material respects (or, if such representation or warranty is qualified by materiality or Material Adve... | Label: Representations |
03f2b437-0e83-4709-bccc-acfe84a06a19 | Clause:
The headings of paragraphs herein are included solely for convenience of reference and shall not affect the meaning or interpretation of any of the provisions of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Ap... | Label: Headings |
364d3e3d-99a3-4da4-b1f5-c4346c0757ec | Clause:
Unless earlier terminated in accordance with this ARTICLE III, the term of this Agreement (the “ Term ”) shall commence on the Effective Date and shall continue in effect until the fifth (5th) anniversary of the Effective Date, at which time this Agreement shall terminate and the Parties shall have no further ... | Label: Terms |
0f908cef-669e-40b2-bb99-840f8a39e737 | Clause:
This Addendum amends, restates and replaces in its entirety that certain Prime Referenced Rate Addendum to Loan and Security Agreement dated October 2, 2013 between Borrower and Bank.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption La... | Label: Amendments |
f5152bae-3424-48a5-8b59-31c39d3a7a47 | Clause:
This Agreement shall terminate upon the earlier of (i) the tenth anniversary of the date of this Agreement or (ii) the date as of which (A) all of the Registrable Securities have been sold pursuant to a Registration Statement (but in no event prior to the applicable period referred to in Section 4(a)(3) of the ... | Label: Terms |
f67250d7-c795-4c30-817d-20b9afa39b03 | Clause:
The provisions of Sections 17 shall survive any termination of this Contract and shall survive the Closing.
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: Survival |
c3f8b140-1aa1-499e-92da-7e490a9572f8 | Clause:
Directly or indirectly enter into or permit to exist any material transaction with any Affiliate of Borrower except for dividends and distributions permitted hereunder, investments permitted hereunder, arrangements whereby a consolidated subsidiary serving as the general partner or manager of a client engages B... | Label: Transactions With Affiliates |
65ec3b76-074a-46f7-9646-c815ada0ff62 | Clause:
All computations of fees and interest shall be made on the basis of a 360-day year and actual days elapsed. Interest shall accrue on each Loan for the day on which the Loan is made, and shall not accrue on a Loan, or any portion thereof, for the day on which the Loan or such portion is paid; provided that any L... | Label: Fees |
77702bdf-ba22-4008-92a1-ad78a479db1d | Clause:
This Agreement shall be governed by and construed under the laws of the State of Delaware, United States of America, excluding its conflicts of law provisions.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, App... | Label: Governing Laws |
4888cf95-8f7b-4846-88e5-3662b949eaff | Clause:
All business, occupation, income, sales, use and other similar taxes imposed with respect to all or any portion of the Company, Building Owners or Property or the operation thereof for its currently intended purpose, which are due and payable by Seller have been paid in full, or will be paid in full by Seller a... | Label: Taxes |
77930ec8-d38b-4dc6-8f7f-ef1c57584b5d | Clause:
The Parties agree that each shall cause its directors, officers, shareholders, employees, agents, other representatives and affiliates not to disclose to any person the fact that discussions or negotiations are taking place concerning the transactions contemplated hereby, the status thereof, or the existence of... | Label: Disclosures |
9f618f1d-e0be-4334-a142-e0e5f3078725 | Clause:
This Agreement may be executed in any number of counterparts, by facsimile or electronic signatures or otherwise, with the same effect as if all signatories had signed the same document. All counterparts will be construed together and constitute the same instrument.
Task: Classify this clause into ONE of these... | Label: Counterparts |
ed5ac643-3253-4518-8e1c-2e5d8209ffea | Clause:
As of the Closing Date, there are no actions, investigations, suits or proceedings pending or, to the knowledge of any the Borrower, threatened, at law, in equity or in arbitration, before any court, other Governmental Authority, Self-Regulatory Organization, arbitrator or other Person, (i) against or affecting... | Label: Litigations |
0ab850ee-4167-4d95-90eb-f31c716442d8 | Clause:
No provision of this Agreement may be modified, waived or discharged unless such waiver, modification or discharge is agreed to in writing and signed by Executive and the Chief Executive Officer or Chief Financial Officer of the Company.
Task: Classify this clause into ONE of these types (exactly one label):
A... | Label: Amendments |
6216fe5d-4e3d-48b7-851d-db582bc415bb | Clause:
No Shares will be delivered to the Grantee or other person pursuant to the exercise of the Option until the Grantee or other person has made arrangements acceptable to the Administrator for the satisfaction of applicable income tax and employment tax withholding obligations, including, without limitation, such ... | Label: Taxes |
c9b0e7bb-49f1-42a6-88cb-3bad86501fac | Clause:
(a) Section 4.24(a) of the Company Disclosure Schedule sets forth a true and complete list as of the date hereof of all registrations and applications for registration with a Governmental Entity or Internet domain name registrar of Owned Intellectual Property (collectively, the “ Registered Intellectu... | Label: Intellectual Property |
e9cef3e1-2e25-4044-8241-58b27bc9f94d | Clause:
This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of Texas without giving effect to the conflict of laws principles thereof. Any action brought by any party to this Agreement shall be brought and maintained in a court of competent jurisdiction in the State o... | Label: Governing Laws |
3a5c3713-d913-48dd-b5f8-0e74301faf7f | Clause:
Each party’s obligations under this Section 2.14 shall survive the resignation or replacement of the Administrative Agent or any assignment of rights by, or the replacement of, a Lender, the termination of the Commitments, the repayment, satisfaction or discharge of all obligations under any Loan Document and t... | Label: Survival |
95c27017-f8af-4eed-8e77-aed3b2ee9832 | Clause:
The Advisor shall maintain appropriate records of all its activities hereunder and make such records available for inspection by the Board and by counsel, auditors and authorized agents of the Company, at any time or from time to time during normal business hours. The Advisor shall at all reasonable times have ... | Label: Records |
d898c25f-854f-4541-86eb-4afbddf1aa7a | Clause:
The proceeds which First Financial receives from the sale of any shares of Stock under the Plan shall be used for general corporate purposes and shall be added to the general funds of First Financial.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, A... | Label: Use Of Proceeds |
9ad01793-832c-4262-b7a1-242d67a9cc3b | Clause:
Such Lender is a limited partnership duly organized, validly existing and in good standing under the laws of Delaware, with the requisite power and authority to own and use its properties and assets and to carry on its business as currently conducted.
Task: Classify this clause into ONE of these types (exactly... | Label: Organizations |
5c6c63d0-27bd-4694-9c4c-ddb41c1aa8d6 | Clause:
This Agreement, and all of Executive’s rights and duties hereunder, shall not be assignable or delegable by Executive. Any purported assignment or delegation by Executive in violation of the foregoing shall be null and void ab initio and of no force and effect. This Agreement shall be assigned by the Company to... | Label: Assignments |
d80dc59b-2e95-4798-b657-21d3c5c21c3b | Clause:
This Bonus Letter may be executed in separate counterparts, each of which shall be deemed an original, and both 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, Appl... | Label: Counterparts |
38704983-f776-48e1-8e54-a47a57d996c9 | Clause:
By written notice to the Company or representative designated by the Company (including a third-party administrator designated by the Company), at any time prior to the last day of any particular Offering Period, a Participant may elect to withdraw all of the accumulated payroll deductions in his or her Account... | Label: General |
489645d4-da9e-432c-9435-f6e2df306813 | Clause:
The provisions of this Section 8 and any other provisions relating to the enforcement thereof shall survive (i) the termination or expiration of this Agreement, and (ii) termination of Executive’s employment.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amend... | Label: Survival |
65bca158-883d-44f5-8649-3937b43645be | Clause:
Executive agrees not to engage at any time in any form of conduct or make any statements or representations, or direct any other person or entity to engage in any conduct or make any statements or representations, that disparage, criticize or otherwise impair the reputation of the Company, its affiliates, paren... | Label: Non-Disparagement |
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