id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
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|---|---|---|
433f8bff-966a-4ec7-86c4-0635d5df2b58 | Clause:
Adamis also hereby represents, warrants and covenants to Watson that (a) as of the Effective Date it has sufficient legal or beneficial title, ownership or license rights in or to the Licensed Technology and the Trademark to grant the license as purported to be granted in Section 7.1 pursuant to this Agreement;... | Label: Warranties |
46d67567-7dc2-4241-bed9-0d64e4181c50 | Clause:
The capitalization of the Company is as set forth on Schedule 3.1(g) , which Schedule 3.1(g) shall also include the number of shares of Common Stock owned beneficially, and of record, by each executive officer and director of the Company as of the date hereof. The Company has not issued any capital stock since... | Label: Capitalization |
69c3e253-8952-46df-8f03-80d450efc5ff | Clause:
In the event of a breach by the Company or the Purchasers of any of their respective obligations under this Agreement, the Company or the Purchasers, as the case may be, in addition to being entitled to exercise all rights granted by law and under this Agreement, including recovery of damages, will be entitled ... | Label: Remedies |
341216a5-ba9e-4d7a-bd41-cbf19c48810b | Clause:
Notwithstanding anything contained in this Severance Agreement to the contrary, the provisions of Sections 3 , 4 , 5 , and 6 , shall survive termination of this Severance Agreement and any termination of the Executive’s employment hereunder.
Task: Classify this clause into ONE of these types (exactly one l... | Label: Survival |
c873e4fa-64e3-4c8d-928b-724f1fefb8b0 | Clause:
Borrower’s request for a Revolving Loan will be deemed Borrower’s reaffirmation of its representations and warranties under the Loan Documents, except to the extent such representations and warranties relate solely to an earlier period.
Task: Classify this clause into ONE of these types (exactly one label):
Ad... | Label: Warranties |
5de9dff3-7c92-4cbb-b821-a6ab8dce2d5f | Clause:
This Agreement constitutes the entire agreement and understanding between you and the Company concerning the compensation to be paid to you and all of the terms and conditions of your employment and supersedes all prior agreements concerning same, whether written or oral, except as specifically set forth herein... | Label: Miscellaneous |
9afc2851-ee44-42e9-855e-448fc9d20e21 | Clause:
Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company confirms that neither it nor any other Person acting on its behalf has provided the Holder or its agents or counsel with any information that it believes constitutes or might const... | Label: Disclosures |
1519c24b-a634-4707-9c4d-6b358420f4fa | Clause:
On the Effective Date and after giving effect to the provisions of the Loan Documents, (a) the fair market value of the assets of each Loan Party will exceed their debts and liabilities; (b) the present fair saleable value of the property of each Loan Party will be greater than the amount that will be required ... | Label: Solvency |
c8cba611-f01a-4dd2-8c45-9f8483c90264 | Clause:
By accepting the Restricted Stock Units, the Employee acknowledges that the Employee agrees to comply with applicable Brazilian laws and report and pay any and all applicable taxes associated with the vesting of the Restricted Stock Units and the sale of Shares acquired under the Plan.
Task: Classify this clau... | Label: Compliance With Laws |
83d29aa7-25a0-4616-becd-424bc37f9ea4 | Clause:
THIS AGREEMENT SHALL BE SUBJECT TO THE PROVISIONS REGARDING CHOICE OF LAW AND VENUE AND JURY TRIAL WAIVER SET FORTH IN SECTION 12 OF THE CREDIT AGREEMENT, AND SUCH PROVISIONS ARE INCORPORATED HEREIN BY THIS REFERENCE, MUTATIS MUTANDIS .
Task: Classify this clause into ONE of these types (exactly one label):
Ad... | Label: Governing Laws |
8f5b97d9-3eb8-49b8-a2f8-241a8548c105 | Clause:
Advise Buyer promptly of any commenced or threatened litigation, arbitration proceeding of which Seller has received written notice or of which Seller has actual knowledge or administrative hearing (including condemnation) before any governmental agency that affects the Asset, the Ground Lease, the operation of... | Label: Litigations |
de3aff94-6f49-4e1b-9598-e75ac49c930e | Clause:
This Waiver and Amendment No. 5 may be executed in counterparts (and by different parties hereto in different counterparts), each of which shall constitute an original, but all of which when taken together shall constitute a single contract. Delivery of an executed counterpart of a signature page of this Waive... | Label: Counterparts |
7c62d4f0-c330-4bb6-9604-2872b376af7d | Clause:
Your annual base salary will initially be at the rate of US $400,000 per year (“ Annual Base Salary ”), paid on a bi-weekly basis, pro-rated for any partial periods based on the actual number of days in the applicable period. Your performance will be evaluated at least annually, and any increase to the level of... | Label: Base Salary |
b041b1bd-1d59-4e19-8aec-52a797015294 | Clause:
All questions concerning the construction, validity, enforcement and interpretation of the Transaction Documents shall be governed by and construed and enforced in accordance with the internal laws of the State of New York, without regard to the principles of conflicts of law thereof. Each party agrees that all... | Label: Governing Laws |
4c7c1101-4f56-46f2-80e5-e976b29aa298 | Clause:
The representations, warranties, agreements and covenants contained herein shall survive the Closing and the delivery of the Capacity Shares, as applicable.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approv... | Label: Survival |
a33dbb65-aab9-4a2d-9542-799bd25a6214 | Clause:
Other than to other Persons party to this Agreement and to the Purchaser’s employees, officers, directors, attorneys and advisors, the Purchaser has maintained and will maintain the confidentiality of all disclosures made to it in connection with this transaction (including the existence and terms of this trans... | Label: Confidentiality |
4735ea2b-dee4-41ef-b5c3-4956e976b68e | Clause:
The Company shall pay the Executive an annual rate of base salary of $62,500.00 (Sixty Two Thousand Five Hundred Dollars) in periodic installments in accordance with the Company’s customary payroll practices and applicable wage payment laws, but no less frequently than monthly. The Executive’s base salary may n... | Label: Base Salary |
0e6b2aa7-57be-4186-947e-0d798ff2b7ae | Clause:
Each of the First-Out Agent, for itself and on behalf of the other First-Out Secured Party and the Second-Out Agent, for itself and on behalf of the other Second-Out Secured Parties, and each Grantor party hereto, for itself and on behalf of its subsidiaries, agrees that it will execute, or will cause to be exe... | Label: Further Assurances |
a7f9260c-7187-478d-bcfe-13c5b2550cec | Clause:
To the fullest extent permitted by law, Opco shall indemnify, defend and hold harmless FinanceCo and its officers, directors, employees, agents and representatives from and against any Losses suffered or incurred by FinanceCo or such Persons and related to or arising out of or in connection with FinanceCo carry... | Label: Indemnifications |
9b25034f-b379-48e2-ba70-724730908d2e | Clause:
Executive agrees to reasonably cooperate with the Company in connection with its actual or contemplated defense, prosecution, or investigation of any claims or demands by or against third parties, or other matters arising from events, acts, or failures to act that occurred during the period of Executive’s emplo... | Label: Cooperation |
e276f6a7-9e7b-489b-94f6-cd7be0d0db33 | Clause:
This Agreement may be executed in any number of counterparts, each of which shall be deemed an original as against any party whose signature appears thereon, and all of which together shall constitute one and the same instrument. This Agreement shall become binding when one or more counterparts hereof, individu... | Label: Counterparts |
b6b6ae92-fa24-4e18-87ad-65a5a57936d2 | Clause:
The Company shall be entitled to withhold from any payments or deemed payments any amount of withholding required by law. No other taxes, fees, impositions, duties, or other charges or offsets of any kind shall be deducted or withheld from amounts payable hereunder, unless otherwise required by law.
Task: Clas... | Label: Withholdings |
2303a118-f391-4f07-b5c5-ded6b0da6816 | Clause:
This Agreement, the Change in Control Agreement, the Non-Competition Agreement and the Confidentiality Agreement set forth the entire agreement between Employer and Employee regarding the terms of Employee’s employment and supersede all prior agreements between Employer and Employee covering the terms of Employ... | Label: Entire Agreements |
08c56b01-d46a-400b-9487-806edcad1392 | Clause:
The Plan is incorporated herein by reference. This Agreement and the Plan set forth the entire agreement and understanding of the parties relating to the subject matter herein and merge all prior discussions between them. No modification of or amendment to this Agreement, nor any waiver of any rights under this... | Label: Entire Agreements |
5cb5f5de-0da7-40dd-b2fb-1d108a1fc691 | Clause:
In the event of any dispute between Kreider and Bion over any provision of the JVA (including the Prior Agreements), Kreider and Bion agree that if they cannot resolve such dispute in 90 days (from written notice), such dispute shall be subject to resolution through binding arbitration (in Pennsylvania), which ... | Label: Arbitration |
422913da-1773-4afb-a5e1-5acae3820285 | Clause:
Unless otherwise specified in the Award Agreement or otherwise subsequently determined by the Committee, unvested Shares held pursuant to a Restricted Stock Award and unvested RSUs held under an RSU Award shall be forfeited and canceled upon the termination of a Participant’s employment or other service with th... | Label: Forfeitures |
a77c4ae5-bf14-4d8a-a31a-2926ac9837cd | Clause:
There are no actions, suits, proceedings or investigations pending or, to the knowledge of the Company, threatened against the Company at law or in equity before or by any court or federal, state, municipal or their governmental department, commission, board, bureau, agency or instrumentality, domestic or forei... | Label: Litigations |
e5a53342-c6b8-4b97-bcad-c2845c6f5a52 | Clause:
All press releases and all other publicity concerning the transactions contemplated by this Agreement shall be jointly drafted and prepared by Seller and Purchaser, and Seller and Purchaser agree not to deliver or publish any press releases or other publicity regarding the sale of the Property pursuant to this ... | Label: Publicity |
18e7cf81-93d3-4d71-9d3c-8cb297c66170 | Clause:
The proceeds of Revolver Loans shall be used by the Borrowers solely (a) to issue standby or commercial letters of credit, and (b) to finance ongoing working capital needs and other lawful general corporate purposes of the Borrowers and their Restricted Subsidiaries. No part of the proceeds of any Loan shall, ... | Label: Use Of Proceeds |
d8d826c6-0b4b-4bc6-8304-753fc69ea549 | Clause:
Tenant shall cause the Contractor, at no cost to Landlord, to maintain and keep in full force and effect, the insurance required under Exh ibit C-2 , with such companies, and in such form and amounts as Landlord may reasonably require. Tenant shall, at no cost to Landlord, maintain and keep in full force and ef... | Label: Insurances |
899fbc7f-9125-44a2-b3dc-46cf2c3c14a2 | Clause:
This Agreement may be executed in two or more counterparts, all of which shall be considered one and the same instrument and shall become effective when one or more counterparts have been signed by each of the parties and delivered to the other party. This Agreement may be executed by facsimile signature or oth... | Label: Counterparts |
503a0b73-3380-482d-a1f5-e2c6878e2c99 | Clause:
Except as would not, either individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect, the Borrower and its Restricted Subsidiaries have timely filed all Tax returns and reports required to be filed, and have timely paid all Taxes (including in its capacity as withholding a... | Label: Taxes |
dac6a915-bf57-4360-a156-b93a3c8a531e | Clause:
Executive acknowledges and agrees that the Company’s remedies at law for a breach or threatened breach of any of the provisions of Section 6 of this Agreement would be inadequate and the Company would suffer irreparable damages as a result of such breach or threatened breach. In recognition of this fact, Execut... | Label: Specific Performance |
84542566-8bf0-4a3c-bed5-e7f4fd75df9f | Clause:
Receipt by the Administrative Agent of a copy of (i) the annual consolidated financial statements (including balance sheets, income statements and cash flow statements) of the Borrower and its Subsidiaries for Fiscal Years 2014 and 2015, audited by independent public accountants of recognized national standing,... | Label: Financial Statements |
1d437277-b456-4792-915e-84bdf693bd5f | Clause:
The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except such as have been obtained or made and are in full force and effect, (b) will not violate any applicable law or regulation or the charter, by-laws or other orga... | Label: No Conflicts |
c555a6e7-a26f-47fc-93c8-cb59cdba9d50 | Clause:
The Seller has filed or caused to be filed all tax returns and reports (Federal, state or local) required by Law to be filed by it and has paid or caused to be paid or made adequate provision for all taxes and governmental charges due and owing and all assessments received by it except to the extent that any fa... | Label: Taxes |
74f88594-18d5-4ee9-93e0-a80cc115c00f | Clause:
Upon request of the Bank, Borrower shall make, execute, and deliver (or shall cause to be made, executed, and delivered) to Bank any and all such other documents and instruments that they may consider reasonably necessary to correct any errors in or omissions from this Agreement, or any of the Loan Documents, o... | Label: Further Assurances |
a165bda4-5b48-4a6a-8dc4-80dc4fa6a90f | Clause:
This Agreement may be executed in any number of counterparts, each of which, when taken together and confirmed between the attorneys identified herein, shall constitute but one and the same fully executed instrument. Signatures on counterparts of this Agreement that are delivered via fax, email or by other elec... | Label: Counterparts |
61ceed90-dcf5-4ce5-ba9d-8dbdfab63dc3 | Clause:
The term of this lease is 24 months commencing on February 1, 2016 (Commencement Date) and ending on February 1, 2018 (Expiration Date).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, As... | Label: Terms |
d32bee11-2da9-4495-8f9f-e1f7827e1be5 | Clause:
Whether or not the transactions contemplated hereby are consummated, each of the Parties hereto shall bear all taxes of any nature (including, without limitation, income, franchise, transfer, and sales taxes) and all fees and expenses relating to or arising from its compliance with the various provisions of thi... | Label: Expenses |
185eefd9-84c5-4d6b-bdb3-d74fe3770579 | Clause:
A Participant’s Deferrals shall be 100% vested at all times.
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, Bindin... | Label: Vesting |
e3c44059-9d5c-4812-9298-286761c13c64 | Clause:
This Separation Agreement shall be governed by and construed exclusively in accordance with the laws of the State of Tennessee. The parties agree that any conflict of law rule that might require reference to the laws of some jurisdiction other than Tennessee shall be disregarded. Each party hereby agrees for it... | Label: Governing Laws |
2eb82cec-2c0f-4180-b49e-305b2d1cac11 | Clause:
Except for the Disclosed Matters, such Borrower and its Subsidiaries have complied with all applicable statutes, rules, regulations, orders and restrictions of any domestic or foreign government or any instrumentality or agency thereof having jurisdiction over the conduct of their respective businesses or the o... | Label: Compliance With Laws |
c69762d1-bf65-40a6-b6db-2c231a6362b2 | Clause:
The Borrower shall, and shall cause each Restricted Subsidiary to, comply in all respects with all Applicable Laws, where any such non-compliance, individually or in the aggregate, would reasonably be expected to have a Material Adverse Effect.
Task: Classify this clause into ONE of these types (exactly one la... | Label: Compliance With Laws |
8a9b1433-3947-4a8b-8f2d-fe33998a3945 | 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 June 27, 2016; prov... | Label: Terminations |
a7a1bf3e-d746-4bab-abb3-92e7299a6913 | Clause:
The execution, delivery and performance by each Credit Party of the Operative Documents to which it is a party are within its powers, have been duly authorized by all necessary action pursuant to its Organizational Documents, require no further action by or in respect of, or filing with, any Governmental Author... | Label: Organizations |
72c10051-f357-458e-b1ef-84922d95cb10 | Clause:
The Grantee shall be responsible for payment of all taxes relating to the exercise of the Option and the receipt and disposition of related Shares. The Grantee shall be responsible for making arrangements acceptable to the Administrator for the satisfaction of such tax withholding obligations; provided, however... | Label: Taxes |
3e161a2c-3086-45ea-aac1-81c61329076f | Clause:
The representations, warranties and covenants of Seller set forth in this Agreement are remade as of the Closing Date and shall not be deemed to be merged into or waived by the instruments at Closing and shall survive after the Closing Date for a period of nine (9) months (the “ Seller’s Representation, Warrant... | Label: Warranties |
7f49b36d-f952-4298-8606-deab3dbed8af | Clause:
The “ Term ” of this Lease shall commence on the Commencement Date for the applicable Portion of the Premises and end on the Expiration Date as stated in Exhibit 1, unless extended or terminated pursuant to the terms hereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, A... | Label: Terms |
0e305732-f591-4b56-8f62-8de638e3b9bb | Clause:
Customer hereby grants to Company a warehouseman’s lien on all of Customer’s Products in storage at the Terminal for any amounts payable by Customer to Company that have not been paid when due hereunder. If a warehouse receipt is required under Law for such a lien to arise, this Schedule will be deemed to be th... | Label: Liens |
6b55c732-e785-4356-8d5b-25aec0eedf02 | Clause:
Except as set forth on Schedule 5.15, no Person is entitled to any brokerage, financial advisory, finder’s or similar fee or commission payable by the Seller.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Appr... | Label: Brokers |
a9b7c3f7-6b47-4878-8c5c-badc44d0c513 | Clause:
No Company shall (a) violate the provisions of any Laws or rulings of any Governmental Authority applicable to it or of any Material Agreement to which it is a party if that violation alone, or when aggregated with all other violations, would be a Material Adverse Event, (b) violate the provisions of its organi... | Label: Compliance With Laws |
868de98b-040c-4dc9-8418-f973c7f0211d | Clause:
This Amendment may be signed in counterparts and each of such counterparts will constitute an original document and such counterparts, taken together, will constitute one and the same instrument.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-C... | Label: Counterparts |
70b261a2-3801-4d96-bbc0-b6584ba4ea4d | Clause:
This Plan was adopted by the Board of Directors of the Company on March 18, 2011, effective as of July 1, 2011 (the “ Effective Date ”), and shall apply to any purchase right granted, or stock transferred pursuant to any purchase right granted, on or after the Effective Date. This Plan shall continue until the ... | Label: Terms |
54a0c26f-fa94-4c43-b0b9-1a07eecaf186 | Clause:
Except as otherwise noted herein, this Agreement, and any agreements referenced herein, represent the entire agreement and understanding between the Executive and the Company regarding the subject matter hereof and supersede and replace any and all prior agreements and understandings between the Parties with re... | Label: Entire Agreements |
996678b2-8cbf-4718-aaef-6248d9da87b1 | Clause:
Upon termination of this Agreement by the Company or Executive for any reason, such termination shall constitute written resignation by Executive from all positions as an officer, director or member of any committee or board of the Company or of any of its Affiliates as may be requested by the Company or such A... | Label: Duties |
fa371f96-8d69-4526-bfbd-8b7d6de1c71f | Clause:
All demands, notices and communications hereunder shall be in writing and shall be delivered or mailed by registered or certified first-class United States mail, postage prepaid, hand delivery, prepaid courier service, or by telecopier, and addressed in each case as follows: (i) if to the Issuer or the Adminis... | Label: Notices |
1819cd2b-c628-4a05-b591-6d8c46cc2fb0 | Clause:
The Company and the Holders acknowledge that there would be no adequate remedy at law if any party fails to perform any of its obligations hereunder, and accordingly agree that the Company and each Holder, in addition to any other remedy to which it may be entitled at law or in equity, shall be entitled to comp... | Label: Specific Performance |
83bf03d2-8bb0-486a-840e-7031fd750233 | Clause:
Subject to your continued employment, 33-1/3% of the Stock Units will vest on [DATE] of [YEAR], [YEAR] and [YEAR]. Each date on which a Stock Unit is scheduled to vest pursuant to this Section II.B.2. is a “ Stock Unit Scheduled Vesting Date .” In the event of your termination of employment, the occurrence of y... | Label: Vesting |
e6c69c74-f06c-431c-8878-8f58ff7da874 | Clause:
Unless otherwise provided in an award agreement, in the event the employment of a Participant is terminated by reason of death, Disability or Retirement during a Performance Period, the Participant’s Award will immediately vest in a prorated number of PSUs based on the Participant’s date of termination of emplo... | Label: Disability |
b28fe466-62a9-4710-a748-21cea6be4ca7 | Clause:
This Agreement contains the entire agreement between the parties with respect to the Stock Units granted hereunder. Any oral or written agreements, representations, warranties, written inducements, or other communications made prior to the execution of this Agreement with respect to the Stock Units granted here... | Label: Entire Agreements |
43d345d5-5ab4-4442-a29b-59542b3879e3 | Clause:
The Purchaser has all necessary power and authority under all applicable provisions of law to execute and deliver this Agreement and the Registration Rights Agreement and to carry out the provisions of this Agreement and the Registration Rights Agreement. All action on the Purchaser’s part required for the lawf... | Label: Authority |
877fc8a1-959c-4317-8fa7-56137751f8e3 | Clause:
This Agreement shall be construed and enforced exclusively pursuant to the laws of the State of Texas applicable to contracts to be performed wholly within the State. The Parties also agree that the venue of any action to enforce the provisions of this Agreement, or any document executed in connection with this... | Label: Venues |
0697d53e-f25a-41d4-aeee-aafbb9860443 | Clause:
The New Subsidiary Borrower (i) is duly organized, validly existing and (to the extent applicable in the relevant jurisdiction) in good standing under the laws of the jurisdiction of its incorporation or formation, except to the extent that the failure to be organized, existing and (to the extent applicable) in... | Label: Powers |
7452273d-aa45-43ec-b312-a80d45982d54 | Clause:
The Employee agrees that he will not during the Term of this Agreement or thereafter disparage the Company, the Partnership or any of their respective affiliates, any of the products, practices or services of the Company, the Partnership or any of their respective affiliates, or any directors, officers, manager... | Label: Non-Disparagement |
c98afcde-a7bc-4eec-9635-9096cc46d327 | Clause:
Each Eligible Employee who incurs a Severance shall be entitled, subject to Section 2.3, to receive the following payments and benefits from the Company.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals... | Label: Benefits |
829e40bf-14e7-46ff-bb0f-d7119f286aa2 | Clause:
For purposes of this Section 2.11 , the term “Lender” includes any Issuing Lender and the term “applicable law” includes FATCA.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments... | Label: Defined Terms |
7c3e51d6-5c15-48c1-8c91-89f58e0d33b5 | Clause:
If the Disability of the Executive has occurred during the Contract Term, the Partnership or the Company, respectively, may give the Executive written notice in accordance with Section 7(g) of its intention to terminate the Executive’s employment. In such event, the Executive’s employment with the Partnership ... | Label: Disability |
a12a7442-278b-4be0-97b3-ee4dc54d7d4b | Clause:
This Agreement shall be governed by, and construed in accordance with, the laws of the State of California, excluding any conflicts or choice of law rule or principle that might otherwise refer construction or interpretation of this Agreement to the substantive law of another jurisdiction. Any litigation pertai... | Label: Governing Laws |
50fd3828-169d-422c-bd6e-6c7c0265ebd8 | Clause:
No delay or failure on the part of Lender or on the part of any holder of the Note in the exercise of any right, power or privilege granted under this Agreement, or under any other Loan Document, or available at law or in equity, shall impair any such right, power or privilege or be construed as a waiver of any... | Label: No Waivers |
8d81dea2-706d-49ed-87ad-6713539b5949 | Clause:
The provisions of this paragraph 10 shall apply in the event of a Change in Control (as defined in the Plan) prior to the forfeiture of the Option under paragraph 9.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Law... | Label: Change In Control |
52a20297-ef68-4a78-a331-2059f93946cc | Clause:
This Agreement may be amended upon the consent of the Manager and Member.
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, Ben... | Label: Amendments |
b662953c-b393-4b0a-bbde-638725f777b9 | Clause:
The consent of Landlord outlined in this Agreement shall not be construed as a waiver or modification of the provisions in the Lease which restricts the assignment and/or subletting of the Premises without Landlord's prior written consent. Any future assignment or sublease must be in accordance with the terms a... | Label: No Waivers |
6fe05f23-a69d-4584-ab58-3efbdb1af737 | Clause:
Notices and other communications provided for under the Intercreditor Agreement to be provided to the [Agent] shall be sent to the address set forth below its name on the signature page hereto (until notice of a change thereof is delivered as provided in Section 10.9 of the Intercreditor Agreement).
Task: Clas... | Label: Notices |
ccf6c260-21d6-4922-9d68-6d8fb6efd5e0 | Clause:
The execution, delivery and performance of this Agreement by the Seller and the consummation by the Seller of the transactions contemplated hereby (including, without limitation, the sale of the Assigned Debenture to the Buyer) will not: (i) conflict with or result in a violation of any provision of its certifi... | Label: No Conflicts |
61991a0b-3689-41ef-ad62-2e9d575830de | Clause:
This Security Agreement amends and restates the Existing Security Agreement. All liens, claims, rights, titles, interests and benefits created and granted by the Existing Security Agreement shall continue to exist, remain valid and subsisting, shall not be impaired or released hereby, shall remain in full force... | Label: Amendments |
8a33f6c4-515f-415f-b0c8-3924b162fb24 | Clause:
In the event that any Law requires the Paying Party to withhold taxes with respect to any payment to be made by the Paying Party pursuant to this Agreement, the Paying Party will notify the non-Paying Party of such withholding requirement prior to making the payment to the non-Paying Party and provide such assi... | Label: Withholdings |
5b9f066d-919e-457d-a71f-fac402764878 | Clause:
All questions concerning the construction, validity, enforcement and interpretation of the Transaction Documents shall be governed by and construed and enforced in accordance with the internal laws of the State of New York, without regard to the principles of conflicts of law thereof. Each party agrees that all... | Label: Governing Laws |
e7d14c7f-338a-419b-95f2-e922be4b0919 | Clause:
The Borrower will use the proceeds of the Loans and will request the issuance of Letters of Credit solely in compliance with Section 6.9 of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approva... | Label: Use Of Proceeds |
d1c76a55-d336-404d-93b0-db3eba002b0d | Clause:
All section headings used in this Agreement are for convenience only. This Agreement may be executed in counterparts, each of which shall be deemed to be an original but all of which together shall constitute the same instrument.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustmen... | Label: Miscellaneous |
9ac30622-b9db-4b4b-b812-5cacd3677644 | Clause:
The following terms and conditions will govern the Executive’s employment with the Company throughout the Term.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Autho... | Label: Employment |
b7bfc191-a398-485f-b496-8c0a012104a7 | Clause:
Each Party acknowledges that in connection with this Agreement it may gain access to Confidential Information of the other Party. Each Receiving Party shall, in perpetuity: (i) not use the Confidential Information other than as necessary to exercise its rights and perform its obligations under this Agreement or... | Label: Confidentiality |
7cd72c57-5f9e-4e03-87ae-6bcf7bd4ae19 | Clause:
Subject to the terms and conditions of this Article 22 and the Work Letter, Tenant may include a fitness or gym facilities (a “ ”) in the Premises. The location of the Fitness Facility within the Premises shall be determined by Tenant subject to Landlord’s reasonable approval and any limitations set forth under... | Label: Construction |
61fbaed2-e35e-448b-aac0-d07c87cbc563 | Clause:
Each TRA Holder shall (i) furnish to the Parent Corporation in a timely manner such information, documents and other materials as the Parent Corporation may reasonably request for purposes of making any determination or computation necessary or appropriate under this Agreement, preparing any Tax Return or conte... | Label: Cooperation |
a3afd20a-a1c2-4dd6-af40-1059c56731fa | Clause:
TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE PARTIES HEREBY KNOWINGLY, INTENTIONALLY AND VOLUNTARILY WAIVE TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM BROUGHT BY EITHER PARTY AGAINST THE OTHER ON ANY MATTER ARISING OUT OF OR IN ANY WAY CONNECTED WITH THIS AGREEMENT. THE PARTIES ACKNOWLEDGE THAT TH... | Label: Waiver Of Jury Trials |
7b0e6e92-43be-4a8c-b671-ce99c4eacc26 | Clause:
Each Loan Party and each of its Subsidiaries is in compliance, in all material respects, with all applicable Laws and applicable Consents of any Governmental Authority.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable ... | Label: Compliance With Laws |
6cf67f39-a5c7-4d55-94b6-01d117520a20 | Clause:
EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN ANY OF THE LOAN DOCUMENTS, IN ALL RESPECTS, INCLUDING ALL MATTERS OF CONSTRUCTION, VALIDITY AND PERFORMANCE, THIS AGREEMENT AND THE OBLIGATIONS ARISING HEREUNDER SHALL BE GOVERNED BY, AND CONSTRUED AND ENFORCED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF CONNECTICUT AP... | Label: Venues |
de46fba6-49cb-4f7d-ab9c-82e23463b656 | Clause:
The Company shall employ and continue to employ Employee, and Employee shall be employed and continue to be employed with the Company, upon the terms and conditions set forth in this Agreement for the period beginning on the date hereof and ending on the Termination Date, as defined in Section 4 hereof (the “Em... | Label: Employment |
be0d6533-71a0-4a90-9924-76c075d84dec | Clause:
To induce the Subordinated Agent to execute and deliver this Agreement, Senior L/C Lender hereby represents and warrants to the Subordinated Agent that as of the date hereof: (a) Agent has the power and authority to enter into, execute, deliver and carry out the terms of this Agreement, all of which have been d... | Label: Representations |
d07fb93d-f58c-4be2-824d-40d3c9ac2cca | Clause:
To the extent allowable pursuant to Applicable Law, each member of the Committee or of the Board shall be indemnified and held harmless by the Company from any loss, cost, liability, or expense that may be imposed upon or reasonably incurred by such member in connection with or resulting from any claim, action,... | Label: Indemnifications |
316841d3-f747-4176-999f-3a4c8a5dbc4e | Clause:
The rights contained in this Section 1.5 shall be personal to the Original Tenant and any Affiliate Assignee and may only be exercised by the Original Tenant or such Affiliate Assignee (and not any other assignee or sublessee of the Original Tenant's interest (or Affiliate Assignee's interest) in this Lease) if... | Label: No Defaults |
ea5b8201-26e8-4751-98fc-3d3201d676e6 | Clause:
The Chicago Bridge & Iron Savings Plan was originally established by the Company’s corporate predecessor effective June 16, 1964. Chicago Bridge & Iron Company, a Delaware corporation, became the sponsor of the Plan effective March 18, 1997. The Company merged the CBI Hourly Employees’ Saving Plan into this Pla... | Label: Amendments |
b97a3333-eb3f-4b07-9f5f-47120a0af745 | Clause:
There are no Legal Proceedings pending or, to the knowledge of Purchaser, threatened against Purchaser, nor to the knowledge of Purchaser is there any pending investigation by any Governmental Body, which would give any third party the right to enjoin or rescind the transactions contemplated hereby or otherwise... | Label: Litigations |
f7b37e28-04e3-4adb-a8c1-557e9054c5cf | Clause:
The section headings and captions contained in this Agreement are for reference purposes only, are not part of this Agreement and shall not affect the meaning or interpretation of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-C... | Label: Headings |
9000a955-cf1f-4321-9359-e54ed3ac9bd0 | Clause:
(a) The proceeds of the Heartland Facilities shall be used to finance the Heartland Acquisition Costs and (b) the proceeds of the other Loans shall be used solely (i) to refinance existing Indebtedness and pay fees, costs and expenses related thereto (ii) to finance Acquisitions and the fees and expenses relate... | Label: Use Of Proceeds |
1ab8a1ce-9e3f-48e4-b891-e9a66da48f88 | Clause:
No approval, consent, exemption, authorization, or other action by, or notice to, or filing with, any Governmental Authority or any other Person (each, a “ Consent ”), is necessary or required in connection with the issuance and sale of the Purchased Shares by the Company, the execution, delivery and performanc... | Label: Approvals |
7016bec3-2f22-4365-8c91-98533f205b98 | Clause:
Each party agrees to execute such further documents and take such further action as may be reasonable necessary to effectuate the provisions of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, App... | Label: Further Assurances |
4fa86392-48eb-4686-a9d0-093c85be01b2 | Clause:
Notwithstanding any provision of this Agreement to the contrary, if any amount or benefit to be paid or provided under this Agreement would be an “Excess Parachute Payment,” within the meaning of Section 280G of the Code, or any successor provision thereto, but for the application of this sentence, then the pay... | Label: Benefits |
04e8271c-cee8-4b37-9254-e20100c429e4 | Clause:
If the Employee separates from employment with the Employers and Affiliates prior to the Three-Year Anniversary Date by reason of death, then on the date of the Employee’s death the Award shall become nonforfeitable and the Restriction Period with respect to the Award shall terminate. Within sixty (60) days fo... | Label: Death |
1e9ad4d2-1bed-47f8-84d2-f87e8a9f199b | Clause:
This Project Agreement shall become effective as of the date first written above and shall continue for the later of the second anniversary of the effective date or the substantial conclusion of the Lucent quality litigation matter, such period of time being the " Initial Term ." This Project Agreement may be e... | Label: Terms |
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