id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
3a9adaa4-83a9-4e62-b2c9-7e484e622cc6 | Clause:
The Borrower shall have no Subsidiaries other than Wholly-Owned Subsidiaries. The Borrower shall not, and shall not permit its Subsidiaries to, create or acquire any additional Subsidiary (or designate an E&P Subsidiary to no longer be an E&P Subsidiary) unless the Borrower gives written notice to the Administr... | Label: Subsidiaries |
c3579102-9ad7-44ba-b84b-23b731830d36 | Clause:
This Amendment may be executed and delivered in any number of counterparts, each of which so executed and delivered shall be deemed to be an original and all of which shall constitute one and the same instrument.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, A... | Label: Counterparts |
e19c8fd7-c90c-4d5e-912d-c300c59c3671 | Clause:
The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of such Closing with the same force and effect as if they had been made as of such Closing, and the Company shall have performed all obligations and conditions herein required to be p... | Label: Representations |
9bac3247-2e24-4457-bbfe-600a477d2356 | Clause:
If any provision of this Agreement shall be deemed invalid or unenforceable as written, this Agreement shall be construed, to the greatest extent possible, or modified, to the extent allowable by law, in a manner which shall render it valid and enforceable. No invalidity or unenforceability of any provision co... | Label: Enforceability |
dddd0357-fddc-429f-8700-dc3213b5eb78 | Clause:
On and subject to the terms of the Purchase Agreement, (a) the Seller hereby sells, assigns, grants, conveys and transfers to Buyer all of Seller’s right, title and interest in, to and under the Purchased Assets and (b) the Seller hereby assigns and transfers to the Buyer the Assumed Liabilities.
Task: Classif... | Label: Assignments |
bb7b44b0-0da0-453c-87e3-1053761d1206 | Clause:
No statement, information, report, representation, or warranty made by Debtor in the Loan Documents or furnished to Lender in connection with the Loan Documents or any of the transactions contemplated hereby contains any untrue statement of a material fact or omits to state any material fact necessary to make t... | Label: Disclosures |
fc28a5bb-8025-4bbf-9fc1-961640b83573 | Clause:
Notwithstanding any other provision of the Plan to the contrary, all payments under the Plan will be subject to reduction for all applicable tax withholdings and other legally or contractually required withholdings. To the extent that amounts credited under the Plan are includable in “wages” for purposes of Cha... | Label: Withholdings |
9f6d3538-2747-4f59-9fce-6b1bdee3f376 | Clause:
Neither the Company nor the Executive may make any assignment of this Agreement or any interest herein, by operation of law or otherwise, without the prior written consent of the other; provided , however , that the Company may assign its rights and obligations under this Agreement without the consent of the Ex... | Label: Assignments |
6fdbfd8b-d03e-4a89-86f1-fdd900aae6a6 | Clause:
EACH PARTY HEREBY WAIVES ITS RIGHTS TO A JURY TRIAL OF ANY CLAIM OR CAUSE OF ACTION BASED UPON OR ARISING OUT OF THIS AGREEMENT OR THE SUBJECT MATTER HEREOF. THE SCOPE OF THIS WAIVER IS INTENDED TO BE ALL-ENCOMPASSING OF ANY AND ALL DISPUTES THAT MAY BE FILED IN ANY COURT AND THAT RELATE TO THE SUBJECT MATTER O... | Label: Waiver Of Jury Trials |
06c7ec4f-5d60-45a4-840e-a031cbeab6db | Clause:
The Investor shall have all rights and remedies set forth in this Agreement and the Registration Rights Agreement and all rights and remedies which such holders have been granted at any time under any other agreement or contract and all of the rights which the Investor has by law. Any person having any rights u... | Label: Remedies |
80c1d93a-bdff-4b5c-bcda-21b04fe16a94 | Clause:
This Agreement shall be effective commencing on the Effective Date and shall continue, subject to Sections 4.2 and 4.3, until the date that is the later of (1) expiration or invalidation of the last remaining Licensed Patent in Mexico covering Products or (2) expiration of the last remaining Licensed Patent in ... | Label: Terms |
5010a3b5-7cd9-42d5-8839-f6aeba6416ff | Clause:
A Lender that is a Non-Funding Lender pursuant to clause (a) of the definition of Non-Funding Lender shall not earn and shall not be entitled to receive, and the Borrower shall not be required to pay, such Lender’s portion of the Unused Commitment Fee during the time such Lender is a Non-Funding Lender pursuant... | Label: Fees |
92db6d3d-867f-4522-a638-a3d7d56d73ea | Clause:
This Guaranty shall be interpreted and construed under the laws of the United States of America and the State of Texas, U.S.A. (without regard to, and without giving effect to, their conflict of laws rules).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amend... | Label: Governing Laws |
f45c1a2a-d682-46c0-9c3f-62a8fa57bd9f | Clause:
Each Grantor covenants and agrees that it shall perform all covenants in this Section 4.04(b)(ii) .
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, Author... | Label: Agreements |
b762b150-de01-410e-903b-8b021d39506d | Clause:
Any Lender may at any time, without the consent of, or notice to, any Borrower or the Administrative Agent, 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 benefit of, a natural Person), any Borrower or ... | Label: Participations |
9168c1b5-0002-4d4b-bf4c-0a9c89c39566 | Clause:
This Agreement is a renewal, amendment and restatement of the Existing Credit Agreement, and, as such, except for the “ Obligations ” as defined in the Existing Credit Agreement (which shall, except with respect to such “ Obligations ” owing to JPMorgan Chase Bank, N.A. and Wachovia Bank, N.A. under the Existin... | Label: Amendments |
722060cc-bf3c-4bb0-a9f9-aa5b4ba047bc | Clause:
Subject to the other terms hereof, the Parties agree to execute and deliver such other instruments and perform such acts, in addition to the matters herein specified, as may be commercially reasonably appropriate or necessary, from time to time, to effectuate the Restructuring Transactions in accordance with th... | Label: Further Assurances |
0acf4da6-e31f-4014-9403-afee904546fa | Clause:
Buyer shall pay (a) the premium for the Title Policy and the cost of all endorsements and any extended coverage obtained by Buyer thereunder; (b) the cost of the New Survey; (c) one-half (1/2) of all escrow fees and expenses charged by Escrow Agent; (d) all recording fees on any document recorded pursuant to th... | Label: Expenses |
2eb80172-9f3d-450f-9113-de0d84c7e07b | Clause:
Executive shall serve as President and CEO for the Bank. Executive shall independently perform such duties as are usual and customary for the position of President and CEO and such other work as the Board shall assign.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreeme... | Label: Positions |
0919b66f-11d7-4fd8-96ef-6e4a4cedefd4 | Clause:
Except as set forth above in Section 21 (d), any dispute, claim, or controversy arising from or related to this Agreement shall be submitted to the exclusive jurisdiction of the Supreme Court of British Columbia. The parties hereby expressly consent to this forum selection and expressly waive all jurisdictional... | Label: Consent To Jurisdiction |
697bd95d-ab4a-4af5-88b4-b0000807b270 | Clause:
The Buyer is duly formed, validly existing and in good standing under the laws of the jurisdiction of its organization.
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: Organizations |
6ec69740-7fe9-40a1-8bef-10858b60b309 | Clause:
This Agreement may be executed in any number of counterparts.
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, Bindi... | Label: Counterparts |
766fd01a-9088-417a-9814-426c28b1d6ca | Clause:
From and after the Closing for a period of seven (7) years following the Closing Date, each party hereto agrees that such party shall not, and Buyer shall cause the Companies not to, destroy, alter or otherwise dispose of any books and records of the Companies or that otherwise relate solely to the Business, or... | Label: Records |
8d7d57d8-b708-4ab4-8a33-18656ba9e94e | Clause:
Without the consent of the holders of a majority (by principal) of any Notes then outstanding, which consent shall not be unreasonably withheld, delayed ,denied, or conditioned, the Company shall neither, and shall not permit any Subsidiary to, create or acquire any additional Subsidiary nor permit any Subsidia... | Label: Subsidiaries |
2f8b3410-3d3a-49d9-ae90-adb90f5abcbc | Clause:
As an employee of the Company, you will also be eligible to participate in such life insurance, hospitalization, major medical and other health benefits generally offered by the Company to its employees in your general job classification level. This presently includes participation in the Company's medical and ... | Label: Benefits |
15ab34f3-4e2f-4edf-a732-18de90aa86e4 | Clause:
Each and every right granted to Securities Intermediary hereunder or under any other document delivered hereunder or in connection herewith, or allowed it by law or equity, shall be cumulative and may be exercised from time to time. No failure on the part of Securities Intermediary to exercise, and no delay in... | Label: No Waivers |
c87c960f-4191-42f5-a6ef-ff2b56ee9a7b | Clause:
Sub Lender, on the one hand, and the Company, on the other hand, acknowledges and agrees that irreparable injury to the other party hereto would occur in the event any of the provisions of this Agreement were not performed in accordance with their specific terms or were otherwise breached and that such injury w... | Label: Specific Performance |
59dbf5d2-670e-40fa-bbd9-a06af1c8cefb | Clause:
The Parties agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the Parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the terms and... | Label: Specific Performance |
235b440d-4588-451d-93c4-27f871f5be25 | Clause:
As of the Effective Date, the Company is authorized to issue 200,000,000 shares of Common Stock, of which 29,930,306 shares are issued and outstanding, and 20,000,000 shares of preferred stock, none of which are issued or outstanding, nor have any of the terms or preferences thereof been designated. All issued ... | Label: Capitalization |
e08e40d7-5840-4cd3-ab7e-80aa45bf817a | Clause:
Subject to 3.1(g), the Company shall not sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Mark... | Label: Integration |
0b693ed8-ea27-4ce5-83ed-30af488643ba | Clause:
I f one or mo r e of the p r ovisions in this A g r e e m e nt a r e d ee m ed void b y l aw , th e n t h e re m a ining p r ovisions w ill c o ntinue in f ull f o rc e a nd e f fec t.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption L... | Label: Severability |
33c3a5d9-3ac3-4ab5-9179-58e7fe9917b9 | Clause:
Anything in this Agreement to the contrary notwithstanding, in the event it shall be determined that any payment or distribution by the Company to or for the benefit of the Executive (whether paid or payable or distributed or distributable pursuant to the terms of this Agreement or otherwise) (a “ Payment ”) wo... | Label: Payments |
cfd3d42c-5434-4547-a955-bc798bd7c61c | Clause:
If a court of competent jurisdiction determines that any provision of this Agreement is illegal or unenforceable and such provision or provisions cannot be modified to be enforceable, then such provision will immediately become null and void, leaving the remainder of this Agreement in full force and effect.
Ta... | Label: Severability |
83c4cf75-b90a-486e-8da1-d9982bc399a8 | Clause:
If you are made a party to, are threatened to be made a party to, receive any legal process in, or receive any discovery request or request for information in connection with, any action, suit or proceeding, whether civil, criminal, administrative or investigative (a “ Proceeding ”), by reason of the fact that ... | Label: Indemnifications |
4571374e-d3c6-464f-a8c5-bd04f61dce1d | Clause:
Each Co-Borrower and each Subsidiary owns and possesses or has a license or other right to use all patents, patent rights, trademarks, trademark rights, trade names, trade name rights, service marks, service mark rights and copyrights as are necessary for the conduct of the businesses of the Co-Borrowers and th... | Label: Intellectual Property |
75fbf475-082e-436e-a3d5-7ae17e9ee5ff | Clause:
The Company has filed with the SEC its audited balance sheet as of December 31, 2015 (the “ Statement Date ”), and the audited statements of income and cash flows for the year ending on the Statement Date (together, the “ Audited Financial Statements ”), and its unaudited balance sheet as of March 31, 2016, and... | Label: Financial Statements |
ec2a5e34-7be1-4291-a42a-1668e638030f | Clause:
Each Borrower shall not, and shall not permit any Restricted Subsidiary to, enter into any arrangement, directly or indirectly, with any Person whereby it shall sell or transfer any Property, whether now owned or hereafter acquired, and thereafter rent or lease such Property which it intends to use for substant... | Label: Sales |
ae751cea-b445-4727-83e0-58bb4cd950e2 | Clause:
Each Borrower has disclosed to the Lenders all agreements, instruments and corporate or other restrictions to which it or any of its Subsidiaries is subject, and all other matters known to it, that, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect. None of t... | Label: Disclosures |
8a606fc7-eb05-4854-bea4-21533e882af8 | Clause:
Notwithstanding the foregoing, if Grantee ceases to be a Service Provider during the Performance Period as a result of Grantee’s death, Grantee’s Performance Units shall immediately become fully vested based on the Target number set forth in “Number of Performance Units in Award” in Section I.
Task: Classify t... | Label: Death |
9b6a42f9-487a-4c3d-9c7e-877acba77ff3 | Clause:
Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents that will be timely publicly disclosed by the Company, the Company confirms that neither it nor any other Person acting on its behalf has provided the Investor or its agents or counsel with any... | Label: Disclosures |
e4645aa9-badb-4a3a-a5f6-5bc1e182cb31 | Clause:
Any and all notices or other communications or deliveries to be provided by the Holders hereunder including, without limitation, any Notice of Exercise, shall be in writing and delivered personally, by facsimile, or sent by a nationally recognized overnight courier service, addressed to the Company, at the addr... | Label: Notices |
9bb8d281-1570-4dae-bb92-43c790425db4 | Clause:
The employment of the Executive under this Agreement shall be for the Term. Following the initial Term, the Term shall be extended for successive one-year periods as of each Renewal Date unless, with respect to any such Renewal Date, (a) the Company gives the Executive at least three months’ prior written notic... | Label: Terms |
a19c3080-3541-4dd7-9b7e-a30f7ea0caae | Clause:
(a) Comply, and cause each other Loan Party and each Subsidiary of the Loan Parties to comply, in all material respects with all applicable laws, rules, regulations, decrees, orders, judgments, licenses and permits, except where failure to comply could not reasonably be expected to have a Material Adverse Effec... | Label: Compliance With Laws |
0ec46c59-1715-4e35-988a-e5b2fa6ae00b | Clause:
This Agreement has been, and each of the Rights Agreements, when delivered hereunder, will have been, duly executed and delivered by the Company. This Agreement constitutes, and each of the Rights Agreements when so delivered will constitute, a legal, valid and binding obligation of the Company, enforceable aga... | Label: Binding Effects |
ad8ac3c1-2b42-4e22-a00a-44bb2baad8b3 | Clause:
Except as provided in Section 1.3(b), the Daily Balance of Advances will bear interest at a variable per annum rate equal to Daily Three Month LIBOR plus 3.50%.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Ap... | Label: Interests |
04de6da3-067b-4277-b70c-4eec12a068a3 | Clause:
During the Employment Term, the Company shall pay the Executive a base salary at the annual rate of $440,000, payable in regular installments in accordance with the Company’s normal payroll practices. The Executive shall be entitled to such increases in the Executive’s base salary, if any, as may be determined ... | Label: Base Salary |
2b83a804-ae0d-4668-91e4-dc4f2f74bb43 | Clause:
To the extent required by applicable Federal, state, local or foreign law, the Participant or his successor shall make arrangements satisfactory to the Corporation, in its discretion, for the satisfaction of any withholding tax obligations that arise in connection with an Award. The Corporation shall not be req... | Label: Withholdings |
87cfd1f8-f999-478d-b062-09cfda93c7b6 | Clause:
Each party will comply in all material respects with all applicable laws, rules, and regulations in fulfilling its obligations under 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: Compliance With Laws |
cb70652f-3d27-4420-bd74-92733aaf9bc1 | Clause:
This Agreement shall be binding upon and inure to the benefit of all of the parties and, to the extent permitted by this Agreement, their successors, legal representatives and assigns.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption L... | Label: Binding Effects |
4e94607a-18d8-4f31-913b-049045e8e244 | Clause:
Service Recipient will, for each Service performed, reimburse Service Provider for any reasonable documented out-of-pocket expenses payable to Third Parties which are incurred by Service Provider or its Affiliates in connection with Service Provider’s provision of such Service (“ Expenses ”); provided that the ... | Label: Expenses |
72809871-88a2-463b-80f1-538d9764e9a7 | Clause:
The Plan shall be effective as of May 16, 2016 (the “ Effective 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, Bene... | Label: Effectiveness |
befc8d07-d8de-4f5f-868a-eb58388a9a09 | Clause:
Any notices or communications required in this Agreement or permitted to be given shall be in writing and delivered personally, by a recognized courier service, by a recognized overnight delivery service, by facsimile or by registered or certified mail, postage prepaid, at the applicable address or facsimile nu... | Label: Notices |
9b73200c-3008-4fbb-a4eb-d27f5b2f9fa2 | Clause:
Each Party acknowledges that because money damages would be an insufficient remedy for any failure of any Party to perform its obligations in accordance with their specific terms or any other breach of this Agreement by any Party, each non-breaching Party shall be entitled to specific performance and injunctive... | Label: Specific Performance |
36884b7d-b396-41bb-a8cb-e4b51e2a9d9b | Clause:
No Person will have, as a result of the transactions contemplated by the Transaction Documents, any valid right, interest or claim against or upon the Company, any Subsidiary or an Investor for any commission, fee or other compensation pursuant to any agreement, arrangement or understanding entered into by or o... | Label: Brokers |
8871a275-b092-45d1-878d-5fca013a669f | Clause:
The parties to each assignment shall execute and deliver to the Administrative Agent an Assignment and Assumption, together with a processing and recordation fee in the amount of $3,500, unless, in the case of the processing and recordation fee, such assignment is to a Lender or an Affiliate of a Lender or an A... | Label: Assignments |
54155af8-2956-4331-a102-0c63f3ace1c2 | Clause:
Executive and the Company agree and acknowledge that the limitations as to time, geographical area and scope of activity to be restrained as set forth in Section 7.2 hereof are reasonable and do not impose any greater restraint than is necessary to protect the legitimate business interests of the Company. Execu... | Label: Remedies |
0bfd7f44-fb31-4531-97b6-87575e06d4b3 | Clause:
The parties to each assignment shall execute and deliver to the Administrative Agent an Assignment and Assumption, together with a processing and recordation fee of $4,500 ($7,500 if such Lender is a Defaulting Lender as such time) for each assignment, and the assignee, if it is not a Lender, shall deliver to t... | Label: Assignments |
75aa0412-83fe-40d7-ae0b-9f95c74ffae5 | Clause:
Each of the parties hereto shall execute and provide all additional documents and other assurances that are reasonably necessary to carry out and give effect to the intent of the parties reflected in this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements... | Label: Further Assurances |
876779c6-c606-4194-98cd-a872f02a819c | Clause:
This Award Agreement and the Plan constitute the entire agreement between Awardee and the Company regarding SUAs. Any prior agreements, commitments or negotiations concerning these SUAs are superseded. This Award Agreement may be amended only by written agreement of Awardee and the Company, without consent of a... | Label: Amendments |
ef211a2a-a6a4-471c-913d-c220c7706e78 | Clause:
This Agreement may not be transferred or assigned, in whole or in part, by either party without the prior written consent of the other party being first obtained.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, ... | Label: Assignments |
6bfb9886-0a79-420a-8337-4b429665ca6f | Clause:
TO THE EXTENT NOT PROHIBITED BY APPLICABLE LAW WHICH CANNOT BE WAIVED, EACH PARTY HERETO HEREBY WAIVES, AND COVENANTS THAT IT WILL NOT ASSERT (WHETHER AS PLAINTIFF, DEFENDANT OR OTHERWISE), ANY RIGHT TO TRIAL BY JURY IN ANY FORUM IN RESPECT OF ANY ISSUE, CLAIM, DEMAND, ACTION, OR CAUSE OF ACTION ARISING OUT OF ... | Label: Waiver Of Jury Trials |
b16f94e1-6106-4266-8f56-717c8c3d3dd5 | Clause:
Each capitalized term which is defined in the Credit Agreement, but which is not defined in this Seventh Amendment, shall have the meaning ascribed such term in the Credit Agreement. Unless otherwise indicated, all article, section and exhibit references in this Seventh Amendment refer to articles, sections and... | Label: Defined Terms |
9b5b8c2d-0afc-4235-b53e-8ae7c04255f6 | Clause:
All remedies under this Agreement are cumulative and are not exclusive of any other remedies provided by applicable law. The parties agree and acknowledge that money damages may not be an adequate remedy for any breach by a party of the provisions of this Agreement and that the any party may in its sole discre... | Label: Remedies |
e8ebe45a-48e6-4c3b-8b76-eceeacaec496 | Clause:
If any Incremental Commitments are added in accordance with this Section 2.16 , the Administrative Agent and the Borrower shall determine the effective date (each, an “ Incremental Effective Date ”) and the final allocation thereof. The Administrative Agent shall promptly notify the Borrower, the existing Lende... | Label: Effective Dates |
91fbe1b5-1b42-4002-b219-2d4f2f9b9ffe | Clause:
Each party’s obligations under this Section 2.8 shall survive any assignment of rights by, or the replacement of, a Lender and the repayment, satisfaction or discharge of all obligations under any Loan Document.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Am... | Label: Survival |
968efc35-bc7a-4d00-b677-8e223d3651dc | Clause:
Each of the Priority Lien Agent, the Second Lien Collateral Trustee and the Third Lien Collateral Trustee represents and warrants to the other parties hereto that it is authorized under the Priority Credit Agreement, the Second Lien Collateral Trust Agreement and the Third Lien Collateral Trust Agreement, as th... | Label: Representations |
291040be-a404-4940-aada-dfcc2d422026 | Clause:
Capitalized terms used herein which are defined in this Section 1 have the respective meanings assigned hereto in this Section 1. All other capitalized terms used but not defined in this Agreement shall have the meanings given to them in the Plan.
Task: Classify this clause into ONE of these types (exactly one... | Label: Definitions |
973b52b2-a45a-4ed4-9576-f499ec57cbfd | Clause:
Subject to the remaining provisions of this Section 3.2, any expenditures or commitments by the Consultant in anticipation of any requirements of the Company are at the Consultant’s sole risk and expense. The Company shall not reimburse the Consultant for any expenses incurred by the Consultant in the performan... | Label: Expenses |
2bbe6c0c-f4a1-4d80-8b63-ff933ccea326 | Clause:
Nothing contained in this Agreement shall be construed to limit the Company or any Noteholder from making such disclosures as may be required by law.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Ar... | Label: Disclosures |
591e135b-16f3-47a4-8aa4-c7fb36963a7c | Clause:
The businesses of each of the Company and the Subsidiaries have not been, and are not being, conducted in violation of any Laws, except for violations that, individually or in the aggregate, would not reasonably be expected to be material. Except with respect to routine examinations of patent, trademark and co... | Label: Compliance With Laws |
a25e905c-8efd-4c42-bba2-a566c69b2474 | Clause:
This Agreement may be executed in one or more counterparts, each of which will be deemed an original, and all of which together will be deemed to be one and the same instrument. Signatures to this Agreement transmitted by facsimile transmission, by electronic mail in portable document format (.pdf) form, or by ... | Label: Counterparts |
c8c57841-f1a2-4bd8-a328-c039dca45955 | Clause:
As of each Advance Date, after giving effect to each Advance made on such Advance Date, the Borrower is and will be Solvent and able to pay its debts as they come due, and will have adequate capital to conduct its business.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Ag... | Label: Solvency |
8fceef05-4ead-4b94-9d96-272f7e12b224 | Clause:
The headings inserted in this Agreement are for reference only and shall not be employed in the 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, Arbitration, Assignmen... | Label: Headings |
1cfb2ccb-643c-472b-ab06-a09e1e66d5c3 | Clause:
If the Participant remains continuously employed by the Company or a Subsidiary through each Vesting Date set forth in the Notice of Grant, the Restricted Stock Units shall vest (it being understood that Units shall vest cumulatively) and the Company shall electronically register one share of Common Stock in th... | Label: Vesting |
7bee9dc5-b332-47cb-ad57-76d0d33c111c | Clause:
The Company shall employ the Executive as its Senior Vice President of Homebuilding and Development/President - East Region, and the Executive hereby accepts such employment on the following terms and conditions. Subject to the terms and conditions set forth in this Agreement, the Company agrees to employ the E... | Label: Employment |
e8cc9938-6ed3-4513-bf60-f76c5db92937 | Clause:
You will serve as Non-Executive Chairman until either you or the Board of Directors (the “ Board ”) provides written notice of your termination from such position or if you leave the Board for any reason (the “ Term ”).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreem... | Label: Positions |
61e94c9c-280a-43b8-a0ca-bea3e27c7f9b | Clause:
In order to receive amounts payable under Section 2 hereof, Executive must execute a timely and effective release of claims in the form attached hereto and marked Exhibit A (the "Release of Claims"), and no amounts will be payable under Section 2 hereof until the Release of Claims is effective. In addition, Exe... | Label: Waivers |
c43fd99b-db27-4f04-9e43-7772e29e6ab6 | Clause:
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EACH OBLIGOR AND LENDER HEREBY IRREVOCABLY AND EXPRESSLY WAIVES ALL RIGHT TO A TRIAL BY JURY IN ANY ACTION, PROCEEDING, OR COUNTERCLAIM (WHETHER BASED UPON CONTRACT, TORT, OR OTHERWISE) ARISING OUT OF OR RELATING TO ANY OF THE LOAN DOCUMENTS OR THE TRANSACTIONS... | Label: Waiver Of Jury Trials |
2d82e151-4e42-4485-b2f2-0b439e5caeb5 | Clause:
Sharp agrees not to disparage the Company or its officers, directors, employees, shareholders or agents, in any manner likely to be harmful to them or their business, business relationships or personal reputations. Sharp shall respond accurately and fully to any questions, inquiry or request for information whe... | Label: Non-Disparagement |
312e0b9c-a312-4b95-b7c5-8746fa7d085f | Clause:
Each Guarantor irrevocably and unconditionally submits, for itself and its property, to the exclusive jurisdiction of the state and federal courts of the State of New York sitting in New York County and of the United States District Court of the Southern District of New York sitting in the borough of Manhattan,... | Label: Submission To Jurisdiction |
0c8672d4-8236-4bca-821d-7035dd7d49eb | Clause:
The issuance of Shares will be subject to and conditioned upon compliance by the Company and you with all applicable state and federal laws and regulations and with all applicable requirements of any stock exchange or automated quotation system on which the Company’s Common Stock may be listed or quoted at the ... | Label: Compliance With Laws |
c52545eb-1f6a-4c17-a66b-bd471cd823bd | Clause:
The Company shall be entitled to require a cash payment by or on behalf of the Participant and/or to deduct from the Shares otherwise issuable hereunder or other compensation payable to the Participant any sums required by federal, state or local tax law to be withheld or to satisfy any applicable payroll deduc... | Label: Tax Withholdings |
d685d2e7-6b46-41ab-b93f-9f07ee04deb9 | Clause:
This AGREEMENT may be signed in counterparts and said counterparts shall be treated as though signed as one document.
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: Counterparts |
9f47f720-2236-43a2-ae65-bbdb7d5f2118 | Clause:
The headings are used herein for convenience of reference only, and shall not be deemed to vary the content 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,... | Label: Headings |
92bbf501-b0db-4daf-aff2-c9bef1545ae8 | Clause:
The Borrower and each Obligor, in consideration of the Administrative Agent’s and the undersigned Lenders’ execution and delivery of this Amendment and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, unconditionally, freely, voluntarily and, after consulta... | Label: Releases |
40e64869-1113-4c04-b705-cad27fdccb86 | Clause:
The terms of this Agreement, collectively with the Offer Letter, the Confidentiality Agreement between the Company and Executive entered into on or about the date herewith (the “Confidentiality Agreement” ), and the Indemnification Agreement, is intended by the Parties to be the final expression of their agreem... | Label: Entire Agreements |
68e3d444-2f8d-456c-befc-fed100bcb4a2 | Clause:
(a) To the extent not prohibited by applicable Legal Requirements, the Indemnified Parties may enforce the obligations of Borrower without first resorting to or exhausting any security or collateral or without first having recourse to the Note, the Loan Agreement or any other Loan Documents, through foreclosure... | Label: Enforcements |
b276a92f-c8e0-4c46-b0f8-886b85d9f288 | Clause:
Borrower may not assign this Note without the prior written consent of Lender. This Note may be offered, sold, assigned, pledged, encumbered or transferred by Lender without the consent of Borrower.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Ant... | Label: Assignments |
b916cacc-76ff-4ba9-98ab-0db6142131b2 | Clause:
This Agreement, together with the exhibits attached hereto or incorporated herein by reference, constitutes the entire agreement between the Parties relating to this subject matter and supersedes all prior or simultaneous representations, discussions, negotiations, and agreements, whether written or oral. This ... | Label: Entire Agreements |
fc645ce1-d65c-4150-bc36-6c9f6083c02a | Clause:
No later than the Delivery Date, if applicable, the Grantee will pay, or otherwise provide for to the satisfaction of Artisan, any applicable federal, state and local tax and social security withholding obligations of Artisan. To the extent permitted by law, the Grantee may provide for payment of withholding ta... | Label: Tax Withholdings |
c3fb3afc-6f75-4eb4-806a-53639d7409f3 | Clause:
This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. In the event that any signature is delivered by facsimile transmission or by e-mail delivery of a “.pdf” format data file, such signatur... | Label: Counterparts |
20c8e9ba-52e7-404f-858a-c9f392aba38f | Clause:
Executive’s initial annual base salary will be $550,000, less applicable withholdings and deductions, payable according to UnitedHealth Group’s regular payroll schedule. Periodic adjustments to Executive’s base salary may be made in UnitedHealth Group’s sole discretion.
Task: Classify this clause into ONE of t... | Label: Base Salary |
b973ece5-ee4f-4331-a0b1-204558db8938 | Clause:
All notices and other communications provided for hereunder shall be in writing and shall be mailed, certified mail, return receipt requested, or delivered, if to (i) the Borrower, to it at 8503 Hilltop Drive, Ooltewah, Tennessee 37363, Attention: Vincent Mish and Frank Madonia, Telecopy: (423) 238-8417, (ii) t... | Label: Notices |
65aaa2ae-1fda-421f-a629-0735b07e0538 | Clause:
Should a court of competent jurisdiction determine that any section or sub-section of this letter agreement is unenforceable because one or all of them are vague or overly broad, the parties agree that this letter agreement may and shall be enforced to the maximum extent permitted by law. It is the intent of th... | Label: Severability |
e4347b3b-d3aa-49e7-b32b-306d3497eb47 | Clause:
Capitalized terms used and not otherwise defined herein shall have the meanings assigned to such terms in the Credit Agreement as amended by this Amendment.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approv... | Label: Defined Terms |
b31568d7-55bb-4d03-9cbb-f18dac0653bd | Clause:
This Agreement shall be governed by, and construed in accordance with, the laws of the State of New York and any applicable law of the United States of America. The terms and conditions of Section 19.3 of the Loan Agreement are hereby incorporated herein by this reference, with the same force and effect as if s... | Label: Governing Laws |
cf3ae0ac-b150-44ad-922f-f4e3e6d31003 | Clause:
THE BORROWER, AGCO, THE ADMINISTRATIVE AGENT AND EACH LENDER HEREBY IRREVOCABLY WAIVES ALL RIGHT TO TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM (WHETHER BASED ON CONTRACT, TORT OR OTHERWISE) ARISING OUT OF OR RELATING TO ANY OF THE LOAN DOCUMENTS, THE TERM LOAN OR THE ACTIONS OF THE ADMINISTRATIVE A... | Label: Waiver Of Jury Trials |
37960910-cedc-46b0-a013-94153ed5fe9d | Clause:
The Parties agree that Brixmor’s obligations under Section 8(b) of the Employment Agreement will continue beyond the Separation Date and that Section 8(b) is incorporated herein as if fully set forth herein.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendm... | Label: Indemnifications |
c2c28b8f-bfd8-4aac-99a0-6819bede43bf | Clause:
It has the requisite power and authority to enter into each of the Transaction Agreements to which it is a party, and to perform its obligations thereunder. Each of the Transaction Agreements to which it is a party (i) has been duly authorized, (ii) has been duly executed and delivered by it and (iii) is a vali... | Label: Authorizations |
fbd45283-c880-425c-a99a-2d882b3cfde5 | Clause:
To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the applicable Issuing Bank) to the applicable Issui... | Label: Amendments |
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