id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
093ec17a-a301-4989-a136-c6ee95090119 | Clause:
(a) Immediately upon issuance by an Issuer of any Facility Letter of Credit in accordance with the procedures set forth in Section 2.15.3, each Lender shall be deemed to have irrevocably and unconditionally purchased and received from such Issuer, without recourse or warranty, an undivided interest and particip... | Label: Participations |
dd7369bb-c16c-47a9-b603-63da213539e0 | Clause:
No Performance Units or DERs awarded to the Service Provider under this Agreement may be transferred, assigned, pledged or encumbered by the Service Provider, except (i) by will or by the laws of descent and distribution or (ii) pursuant to a domestic relations order. Except as set forth above, any attempt to t... | Label: Assignments |
c8322b7e-0991-415e-9956-76b9a29d654a | Clause:
This Certificate of Designations or any provision hereof may be amended by obtaining the affirmative vote at a meeting duly called for such purpose, or written consent without a meeting in accordance with the NRS, of the Required Holders, voting separate as a single class, and with such other stockholder approv... | Label: Amendments |
085c0765-5111-4202-b5e8-ea4c1c37dfab | Clause:
In consideration of the payments and benefits provided to the Executive under the Employment Agreement and after consultation with counsel, the Executive and each of the Executive’s respective heirs, executors, administrators, representatives, agents, insurers, successors and assigns (collectively, the “ Releas... | Label: Releases |
a55afcc2-bafc-4006-b07e-6ca7ea107498 | Clause:
Either Party may terminate this Agreement for the material breach or default of any of the terms or conditions of this Agreement by the other Party upon thirty (30) days’ written notice and the opportunity to cure during such notice period; and such termination shall be in addition to any other remedies that it... | Label: Terminations |
0a2f1f2a-a644-4e5b-a5cc-e71dea34f43a | Clause:
The execution, delivery and performance by the Company of this Agreement and the other Transaction Documents to which it is a party, the issuance and sale of the Shares and the consummation by it of the transactions contemplated hereby and thereby do not and will not: (i) conflict with or violate any provision ... | Label: No Conflicts |
5fef5c1d-77b5-43bd-9b41-dceb7790cba6 | Clause:
The invalidity or unenforceability of any provision hereof shall in no way affect the validity or enforceability of any other provision. Wherever possible, each provision of this Agreement shall be interpreted in such a manner as to be effective and valid under applicable law, but if any provision hereof shall... | Label: Severability |
a6457882-d51a-4abf-98c8-f1f2132085f6 | Clause:
Lenders authorize Administrative Agent to release any (i) Lien with respect to any Collateral (a) upon Full Payment of the Obligations; (b) that is the subject of an Asset Disposition which the Borrower certifies in writing to Administrative Agent is a Permitted Asset Disposition or a Lien which the Borrower ce... | Label: Liens |
122407e4-9318-49cc-bdef-5c28cb686f79 | Clause:
Consultant shall not assign any rights, or delegate or subcontract any obligations, under this Agreement without the Company's prior written consent. Any assignment in violation of the foregoing shall be deemed null and void. The Company may freely assign its rights and obligations under this Agreement at any t... | Label: Assignments |
6d4c3e64-44ee-4041-888c-2c147c70c1df | Clause:
Except as otherwise provided in this Agreement or as otherwise provided by court order, if any Bank (a “ benefitted Bank ”) shall at any time receive any payment of all or part of its Committed Rate Loans or L/C Obligations, or interest thereon or commitment fee or letter of credit fee hereunder, or receive any... | Label: Adjustments |
d647f970-3e68-41eb-9262-1b37020f82dc | Clause:
During and after the Executive’s employment, the Executive shall cooperate fully with the Company in the defense or prosecution of any claims or actions now in existence or which may be brought in the future against or on behalf of the Company which relate to events or occurrences that transpired while the Exec... | Label: Litigations |
f65257eb-6ca9-49ba-a0ce-95b434079626 | Clause:
All shares of CDI Stock issued hereunder to the Recipient or his Personal Representative shall be transferred in accordance with all applicable laws, regulations and listing requirements of any national securities exchange on which CDI Stock is then traded or listed, and the Company may take all actions necessa... | Label: Compliance With Laws |
76b8e418-c3fd-4776-9c85-1da9bb723e0c | Clause:
After giving effect to the execution and delivery of the Transaction Documents and the consummation of the Transactions, the Borrower and its Subsidiaries, taken as a whole, will not be “insolvent” within the meaning of such term as defined in § 101 of Title 11 of the United States Code, as amended from time to... | Label: Solvency |
0e93efd2-046a-44ae-ab91-6d07390ba5ce | Clause:
This Amendment shall become effective as of the date first above written (the “ Effective Date ”) upon (a) receipt by the Administrative Agent of counterparts of this Amendment, duly executed by each of the parties hereto, and consented to by the Performance Guarantor in the space provided below, (b) receipt by... | Label: Effective Dates |
0886d2a8-6556-4dca-b780-7fe81d2cb405 | Clause:
Any Lender may at any time, without the consent of, or notice to, the Borrower or the Administrative Agent, sell participations to any Person (other than a natural Person, a Defaulting Lender or the Company or any of the Company’s Affiliates or Subsidiaries) (each, a “ Participant ”) in all or a portion of such... | Label: Participations |
5ca1ad0f-1aa1-4c3f-97a2-197dbbef24f1 | Clause:
Each of the parties hereto acknowledges that it has been represented by counsel of its choice throughout all negotiations that have preceded the execution of this Agreement, and that it has executed the same with the advice of such counsel. Each party and its counsel cooperated and participated in the drafting... | Label: Interpretations |
a9afcd78-8e99-4476-8781-15aad26ba82d | Clause:
This Note will be governed by, and construed and enforced in accordance with, the laws of the State of New York, excluding conflict of laws principles that would cause the application of laws of any other jurisdiction.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreeme... | Label: Governing Laws |
9a40ad6f-8cc8-46e2-b189-90cb20e97f1a | Clause:
Payments of Salary shall be subject to the customary withholding of income and other employment taxes as is required with respect to compensation paid by an employer to an employee.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws... | Label: Withholdings |
ce1817bd-0696-497d-b8d5-a8ae0b555308 | Clause:
This Agreement shall be governed by the internal laws of the state in which the Real Property is located.
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: Applicable Laws |
d710cffe-9253-44b1-ad4f-0927eb9ba88b | Clause:
Unless the Administrator provides otherwise at the grant date or provides thereafter in a manner more favorable to the Participant and subject to Section 4.6, Deferred Share Units shall be fully vested and nonforfeitable when granted.
Task: Classify this clause into ONE of these types (exactly one label):
Adju... | Label: Vesting |
978613c8-bf60-486d-9b31-8b9ff576eae2 | Clause:
Subject to the terms of the EQT Plan and/or the EQM Plan, this Agreement may be modified or amended by the EQT Compensation Committee; provided that no such amendment shall materially and adversely affect the rights of Grantee hereunder without the consent of Grantee. Notwithstanding the foregoing, Grantee here... | Label: Amendments |
0a63a922-b39f-40d1-9e65-aefcd2377a26 | Clause:
No proceeds of any Credit Extension will be used by the Transferor to acquire any security in any transaction which is subject to Section 13 or 14 of the Securities Exchange Act of 1934, as amended.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Ant... | Label: Use Of Proceeds |
91a0b50d-48f5-49f9-8256-267130c525bf | Clause:
Each party agrees that during and after the term of this Engagement Letter it will keep confidential and will not use or disclose to any third party any confidential or proprietary information learned by such party or disclosed to such party in connection with this Engagement Letter or the services contemplated... | Label: Confidentiality |
c024a922-d912-4ea6-b70a-4b98229f98f9 | Clause:
All issued and outstanding shares of capital stock and equity interests in the Company have been duly authorized and validly issued and are fully paid and non-assessable. The Capitalization of the Company is accurately set forth in the SEC Documents. Except as set forth in the SEC Documents, there are no option... | Label: Capitalization |
a3454321-96d0-4a0d-8d85-9ce034d46f29 | Clause:
Subject to the notice and cure provisions contained in the Mortgage, upon the occurrence or existence of any Event of Default, the holder hereof may, without further notice, declare the entire unpaid principal balance of this Note and all unpaid, accrued interest on this Note and all other obligations of the Ma... | Label: Remedies |
12940429-a261-4bdf-9361-2138054722f2 | Clause:
This offer letter, the Employee Confidentiality, Non-Compete and Inventions Assignment Agreement and the agreement(s) representing stock options granted to you, if any, under the Plan, when signed by you, set forth the terms of your employment with the Company and supersede any and all prior representations and... | Label: Entire Agreements |
46d876b0-f883-4112-bc18-8fbcb7dfa8aa | Clause:
The Borrower is a limited partnership duly organized and existing under the laws of the State of Delaware, with its principal place of business in the State of Illinois, and is duly qualified as a foreign limited partnership, properly licensed (if required), in good standing and has all requisite authority to c... | Label: Existence |
b3aeef10-26e9-432c-ac62-c7ad9def91c6 | Clause:
In any action between or among any of the Parties arising out of this Agreement, any of the agreements contemplated hereby or otherwise, (a) each of the Parties irrevocably consents to the exclusive jurisdiction and venue of the federal and state courts located in the State of Delaware, (b) if any such action i... | Label: Jurisdictions |
3d18517e-f1f0-4e70-bd92-a2b3b3487632 | Clause:
The parties hereto agree, upon demand by any party, whether made before the institution of a judicial proceeding or not more than 60 days after service of a complaint, third party complaint, cross-claim, counterclaim or any answer thereto or any amendment to any of the above to submit to binding arbitration all... | Label: Arbitration |
66a9d6d7-46ee-4df1-b173-592620750965 | Clause:
All notices, consents, waivers, and other communications under this Agreement must be in writing and will be deemed to have been duly given when (a) delivered by hand (with written confirmation of receipt), (b) sent by facsimile (with written confirmation of receipt), provided that a copy is mailed by registere... | Label: Notices |
52fea275-84fb-4bf8-89a7-ac713183ce20 | Clause:
The Shares issued under this Agreement shall immediately vest and may be sold, exchanged, transferred, pledged, assigned or otherwise disposed only as defined or provided in the Plan.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption La... | Label: Vesting |
ed2dc48a-19fc-464b-ab57-045fb2dc1b7e | Clause:
In the event of termination of Executive’s employment, (i) Executive shall remain covered under the directors and officers liability insurance maintained by the Company in commercially reasonable amounts (as determined by the Board) to the same extent as executives of the Company; and (ii) Executive shall remai... | Label: Indemnifications |
e6e6a650-06d5-4a34-97db-257742223f42 | Clause:
Except as otherwise provided in this Agreement and subject to the Participant’s continuous service with the Company or a Subsidiary, the Restricted Shares will vest on the third anniversary of the Date of Grant (such three (3) year period, the “Restricted Period”).
Task: Classify this clause into ONE of these ... | Label: Vesting |
0bdcff94-6201-4ead-a5be-48a6986d0300 | Clause:
Unless otherwise defined herein, the capitalized terms used in this Amendment shall have the same meaning assigned to such capitalized terms in the Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Appr... | Label: Defined Terms |
b03723ed-5277-4e18-9c5e-952d92f8ae0f | Clause:
All notices, demands, solicitations of consent or approval, and other communications hereunder shall be in writing and shall be sufficiently given if personally delivered, transmitted by facsimile or sent postage prepaid by overnight courier or registered or certified mail, return receipt requested, addressed a... | Label: Notices |
1db6b056-9bc1-4d20-8c07-b14c24899d47 | Clause:
The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower nor any other Credit Party may assign or otherwise transfer any of its rights or obligations hereunder without the ... | Label: Successors |
78b93d02-13b0-4ea6-b53c-4b9eb0438fe2 | Clause:
The Lenders and the Administrative Agent shall have received all fees required to be paid, and all expenses for which invoices have been presented (including the reasonable fees and expenses of legal counsel), at least two Business Days before the Closing Date.
Task: Classify this clause into ONE of these type... | Label: Fees |
7f322443-47ea-4ff2-8b17-ac3d75c22c14 | Clause:
Except as set forth on Schedule 3.1(g), the Company has filed all reports, schedules, forms, statements and other documents required to be filed by the Company under the Securities Act and the Exchange Act, including pursuant to Section 13(a) or 15(d) thereof, for the two years preceding the date hereof (or suc... | Label: Financial Statements |
0ac73ecb-b982-4bcb-8f21-4634ab237302 | Clause:
Through the closing of the Company’s acquisition of CBS Radio, Inc., you will be paid under that certain employment agreement between you and the Company dated May 5, 2015.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applica... | Label: Benefits |
681c930b-2b2c-4a9b-81a5-db3dc19709ba | Clause:
You acknowledge and agree that this Agreement, along with the specific agreements that are expressly incorporated herein by reference and stated as surviving the signing of this Agreement, supersede any and all prior or contemporaneous oral and written agreements between you and Pieris, and set forth the entire... | Label: Entire Agreements |
9227e723-fa74-428b-b4c6-36c8dda68940 | Clause:
Comply, and cause each Subsidiary to comply, in all material respects with all Federal, state, local or foreign applicable statutes, rules, regulations and orders, including those relating to terms and conditions of employment, labor relations and collective bargaining, wages and hours, leave laws, workers’ com... | Label: Compliance With Laws |
b5f6caa4-0ac3-4cb8-b805-54439ddc589a | Clause:
The Company hereby acknowledges and agrees that to the best of the Company’s knowledge: (a) neither the Company nor any of its affiliates has any claim or cause of action against Wells Fargo (or any of its respective affiliates, officers, directors, employees, attorneys, consultants or agents), and (b) Wells Fa... | Label: Releases |
5a36e2d3-fe16-4763-9020-72197e81003a | Clause:
This Amendment may be executed in one or more counterparts, and by separate parties on separate counterparts, all of which shall constitute one and the same agreement. Facsimile copies of signatures or copies of signatures sent by electronic mail (as a “pdf” or “tif” attachment) shall be treated as manually sig... | Label: Counterparts |
5dd8d870-cc05-4036-9404-70914bcf4427 | Clause:
This Agreement shall be effective as of the Effective Date and, unless terminated earlier pursuant to Sections 10.2 , 10.3 or 10.4 , shall continue in full force and effect, on a country-by-country basis in the Territory, until expiration of all payment obligations hereunder (the “ Term ”). Upon expiration i... | Label: Terms |
c2fbf977-c675-4195-a65d-02d15fe38d5e | Clause:
Any Bank may at any time sell to one or more Persons (each a “ Participant ”) participating interests in any Loan owing to such Bank, any Note held by such Bank, any Commitment of such Bank and any other interest of such Bank under the Credit Documents (in respect of any such Bank, its “ Credit Exposure ”). Not... | Label: Participations |
3efc0014-66e4-434d-ae95-5804339058e7 | Clause:
This Agreement and the legal relations between the Parties shall be governed by and construed in accordance with the laws of the State of Texas, without regard to principles of conflicts of laws that would direct the application of the laws of another jurisdiction .
Task: Classify this clause into ONE of these... | Label: Governing Laws |
1e5f0b47-e41f-4b13-9bf5-bb5b497e2637 | Clause:
Each of the parties hereby consents to the exclusive jurisdiction of the state and federal courts sitting in Delaware in any action on a claim arising out of, under or in connection with this Agreement or the transactions contemplated by this Agreement.
Task: Classify this clause into ONE of these types (exact... | Label: Jurisdictions |
97f3d225-9435-43dc-af65-c02dd629381d | Clause:
This Agreement shall be governed by the laws of the State of North Carolina, without regard to the choice of law principles of any jurisdiction. Each party agrees that any litigation under this Agreement shall occur exclusively in a state or federal court in Guilford County, North Carolina and in no other venue... | Label: Governing Laws |
d45b1f38-3828-47a7-a6f4-57a9abe56f8c | Clause:
Except as otherwise provided herein, terms defined in the Loan Agreement shall have the same meaning when used herein. Terms defined in the singular shall have the same meaning when used in the plural and vice versa.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreement... | Label: Definitions |
a680e971-5df7-4726-b475-0c999411457d | 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 constitute one and the same instrument. Facsimile or PDF execution and delivery of this Agreement by either Party followed by exchange of original signatures will constitute a lega... | Label: Counterparts |
7fc0c5c5-82dc-4d80-b523-a60ff7e38fe8 | Clause:
Whenever possible, each provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable Law, but if any provision of this Agreement is held to be prohibited by or invalid under applicable Law in any jurisdiction, such provision shall be ineffective only to the exten... | Label: Severability |
cfe9abda-d570-4af6-ab6c-10c98f0e82da | Clause:
This Amendment may be signed in counterparts (by facsimile transmission or otherwise), but all 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, Applicable Laws, Appr... | Label: Counterparts |
9514b4fb-6c7d-4187-b0d4-9544c402c0e8 | Clause:
If, at any time, a reviewing court of appropriate jurisdiction called upon to issue an injunction in accordance with Section 10(l) finds any of the provisions of this Section 10 to be invalid or unenforceable under any applicable law, by reason of being vague or unreasonable as to area, duration, or scope of ac... | Label: Modifications |
7e87236e-4566-417e-bf77-14e9797b2a11 | Clause:
No Borrower will, directly or, to its knowledge, indirectly, use any part of the proceeds of any Loan in violation of the United States Foreign Corrupt Practices Act of 1977, the UK Bribery Act of 2010, and other similar anti-corruption legislation in other jurisdictions in which the Company or any of its Subsi... | Label: Use Of Proceeds |
5d2041bc-b4a4-4901-a670-30e1de76a14c | Clause:
All payments and collections made by or from the Pledgors under this Agreement shall be deemed to be payments pursuant to, and each Pledgor hereby agrees to be bound by, the provisions of Section 5.9 [Taxes] of the Credit Agreement and each Pledgor shall make all payments free and clear of Taxes as provided the... | Label: Taxes |
85c3c2df-0043-46f9-8695-108d243ab175 | Clause:
The term of this Agreement shall begin on the Effective Date and shall continue in force until June 29, 2017 and shall automatically renew for successive 90 day periods unless the Service Provider, on the one hand, or ARCH or the OP, on the other hand, delivers written notice to the other at least forty (40) da... | Label: Terms |
67c6b84f-31e9-44af-b2ab-75ef02e44701 | Clause:
This Agreement and all of the provisions hereof will be binding upon and inure to the benefit of the Parties and their respective successors and permitted assigns, but neither this Agreement nor any of the rights, interests, or obligations hereunder may be assigned by either Party, without the prior written con... | Label: Assignments |
a6bca15d-6b67-464e-bd2f-fa5933b22154 | Clause:
This Release Agreement constitutes the sole and entire agreement between the Parties regarding the subject matter addressed herein, and supersedes any and all understandings and agreements that may have been reached earlier on this subject matter, with the exception of the continuing obligations outlined in thi... | Label: Entire Agreements |
6071aad2-7ce7-461d-b461-fcf73dea8f07 | Clause:
Notwithstanding the termination of this Agreement by Employee or the Company, the provisions of Sections 4, 5, 6, 7, 8, 9, 11 and 13 shall survive such termination as if this Agreement remained in full force and effect, and no such termination shall terminate the covenants and obligations in said Sections hereo... | Label: Survival |
aeeb0320-a7bf-465a-bca9-1431d1e4e241 | Clause:
The Committee may make or provide for such adjustments as provided for in Section 4.3 of the Plan.
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, Authori... | Label: Adjustments |
09d027b9-3cbc-46d7-a795-1c79912fd4d9 | Clause:
This Agreement shall be governed by, enforced, and construed under and in accordance with the laws of the United States of America and, with respect to matters of state law, with the laws of Delaware. Any dispute arising under or in any way related to this Agreement will be determined exclusively in the Federal... | Label: Governing Laws |
f8fdcb56-8889-4912-8e99-6c892b74a230 | Clause:
This Agreement may be executed in any number of parts, all of which taken together shall be considered to comprise one and the same document, and this Agreement shall become binding on all Parties when each Party has completed delivery of an executed counterpart copy to the other Parties. Delivery may be effect... | Label: Counterparts |
7ea876e1-d7ee-4441-ac2f-5e835a723296 | Clause:
The Initial Borrower shall not, and shall not permit any Restricted Subsidiary to, create or Incur any Lien (other than Permitted Liens) that secures obligations under any Indebtedness on any asset or property of the Initial Borrower or any Restricted Subsidiary.
Task: Classify this clause into ONE of these ty... | Label: Liens |
00b2d6d2-930c-417a-a056-849be4305383 | Clause:
All notices, requests and demands to or upon the U.S. ABL Collateral Agent or any Granting Party hereunder shall be effected in the manner provided for in subsection 11.2 of the ABL Credit Agreement; provided that any such notice, request or demand to or upon any Guarantor shall be addressed to such Guarantor a... | Label: Notices |
735607cd-72d7-43e3-8d0e-e60a2a135da6 | Clause:
Employee is employed by the Company on an at-will basis meaning that either party may terminate the relationship at any time, with or without cause, and without providing a reason for such termination.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, ... | Label: Employment |
82de8e28-a37a-48e9-ab90-5614f1523e46 | Clause:
The execution, delivery and performance of the Transaction Agreements by the Company and the Shareholder, as the case may be, and the consummation by the Company and the Shareholder of the transactions contemplated hereby and thereby do not and will not (i) conflict with or violate any provision of the Organiza... | Label: No Conflicts |
57e6d712-ff5b-424a-93cb-136850c1cd18 | Clause:
If a court or arbitrator with proper jurisdiction determines that any provision of this Agreement is illegal, invalid, or unenforceable, the remaining provisions of this Agreement remain in full force. The Parties will negotiate in good faith to replace such illegal, invalid, or unenforceable provision with a ... | Label: Severability |
87123d39-c0af-458b-8b6d-8b03d1c3b617 | Clause:
This Agreement, the Company's Intellectual Property Agreement, and the Restricted Stock Units Agreement, shall supersede and replace all prior agreements or understandings relating to the subject matter hereof, and no agreement, representations or understandings (whether oral or written or whether express or im... | Label: Entire Agreements |
a7813a13-009b-43f3-985d-24948d025300 | Clause:
The headings in this Agreement are for purposes of reference only and shall not be considered in construing 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, As... | Label: Headings |
bad2e208-4a62-4f1d-aa1f-7d79870d9a1c | Clause:
As and to the extent provided in Section 10.5 of the Credit Agreement, the Borrower agrees to reimburse the Administrative Agent for its and the Lead Arrangers’ reasonable out-of-pocket expenses incurred by them in connection with this Amendment, including the reasonable fees, charges and disbursements of Cahil... | Label: Expenses |
ff73760d-7055-4414-b045-8aa6fd4c95bb | Clause:
If the Executive’s employment terminates during the Term by reason of the Executive’s Disability, this Agreement shall terminate without further obligations to the Executive under this Agreement, other than for payment of Accrued Obligations, and any incentive compensation for the year in which the termination ... | Label: Disability |
563067eb-8dcf-4cad-9ab8-d917508e35d8 | Clause:
Through the Retirement Date, Executive shall continue to participate in the employee benefit and executive perquisite plans and programs in which he is participating on the Effective Date. On the Retirement Date, Executive’s participation in any Company employee compensatory and/or benefit plans, programs or ar... | Label: Benefits |
9f2c8990-f3f5-4a3c-a30c-93f620a3ef32 | Clause:
This Agreement and , the other Loan Documents , and any separate letter agreements with respect to fees payable to the Agents, represent the entire agreement of the Borrower, the Agents, the Arrangers, the Issuing Lender and the Lenders with respect to the subject matter hereof and thereof and supersede any and... | Label: Integration |
b8aabaa2-9a07-4d97-90be-98e2cf1e731a | Clause:
(a) Unless otherwise defined herein, capitalized terms defined in the Collateral Trust Agreement and used herein shall have the meanings given to them in the Collateral Trust Agreement, and the following capitalized terms are used herein as defined in the New York UCC (and if defined in more than one Article o... | Label: Definitions |
e084667d-b230-486d-9df7-ea6d178d2315 | Clause:
If any term or provision of this Agreement is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction. Upon a det... | Label: Severability |
fbb0fa7c-30ba-43aa-b3d8-c432676309d1 | Clause:
The headings of the Paragraphs of this Agreement are for convenience only and shall not control or affect the meaning or construction or limit the scope or intent of any of the provisions of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendme... | Label: Headings |
fb53bfe4-0b81-4ab5-939a-855dccf7c665 | Clause:
This Agreement and any covenants and agreements incorporated herein by reference as set forth in Section 7 together constitute the entire agreement between the parties in respect of the subject matter contained herein and therein and supersede all prior or simultaneous representations, discussions, negotiations... | Label: Entire Agreements |
dd1eaa6e-5451-4d9a-8ebb-eae1055d4e75 | Clause:
Upon the reasonable request of the Administrative Agent, promptly perform or cause to be performed any and all acts and execute or cause to be executed any and all documents for filing under the provisions of the UCC or any other Requirement of Law which are necessary or advisable to maintain in favor of the Ad... | Label: Further Assurances |
eca5deab-e677-47d2-bea9-f8677e94b505 | Clause:
All representations and warranties contained herein will survive the execution and delivery of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Author... | Label: Warranties |
e178f1da-cbf8-491f-890c-b7898a8d0d2d | Clause:
OCLL has been and is in compliance with, and has not received any notice of any violation of any, applicable law, order, ordinance, regulation or rule of any kind whatsoever, including without limitation the Securities Act, the Exchange Act, the applicable rules and regulations of the SEC or the applicable secu... | Label: Compliance With Laws |
9f5feee6-6c04-4516-91a9-e26e7ba98ca7 | Clause:
The Company agrees to pay the Executive an annual Base Salary at the rate of Five Hundred Thousand Dollars ($500,000.00), less applicable withholding. This Base Salary will be subject to annual review and may be increased from time to time in the discretion of the Company, based on factors such as the Executive... | Label: Base Salary |
c14a78dc-dec9-493a-9821-359395deba0a | Clause:
Unless otherwise defined herein, all capitalized terms used herein that are defined in the Securities Purchase Agreement or the Streaming Agreement (as context dictates) shall have their respective meanings as therein defined.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments,... | Label: Defined Terms |
7ea3a01c-0b6a-42f3-bd6f-7ee9cfd77c98 | Clause:
The Facility Documents and each Transaction is not entered into in contemplation of insolvency or with intent to hinder, delay or defraud any of the Sellers’ creditors. No Seller is insolvent within the meaning of 11 U.S.C. Section 101(32) and the entering into of a Transaction pursuant hereto (i) will not caus... | Label: Solvency |
de2d64cd-9ee2-4b8a-8424-08a50bc1a113 | Clause:
The Company shall employ Executive, and Executive hereby accepts employment with the Company, upon the terms and conditions set forth in this Agreement. The initial term of employment under this Agreement (the “ Initial Term ”) shall be for the period beginning on June 20, 2016 (the “ Start Date ”) and ending o... | Label: Employment |
94b025dd-588c-4b02-a357-653df1bb3e2a | Clause:
This Agreement constitutes the complete, final and exclusive embodiment of the entire agreement between you and the Company with respect to the subject matter hereof. The Agreement is executed without reliance upon any promise, warranty or representation, written or oral, by any party or any representative of a... | Label: Entire Agreements |
b6ffdb21-d70d-406f-b059-5c16defc457f | Clause:
THIS CLAUSE 10 SETS FORTH THE SOLE AND EXCLUSIVE REMEDY OF THE BUYER FOR DELAYS IN DELIVERY OR FAILURE TO DELIVER, OTHER THAN SUCH DELAYS AS ARE COVERED BY CLAUSE 11, AND THE BUYER HEREBY WAIVES ALL RIGHTS TO WHICH IT WOULD OTHERWISE BE ENTITLED IN RESPECT THEREOF, INCLUDING, WITHOUT LIMITATION, ANY RIGHTS TO I... | Label: Remedies |
3d948617-e191-4b61-84a1-64cdba815539 | Clause:
The Company shall have the right, upon at least three Business Days’ notice to the Administrative Agent, to terminate in whole or reduce each Lender’s Pro Rata Share of the Unused Revolving Credit Commitments. Each partial reduction of the Revolving Credit Commitments shall be in the aggregate amount of at leas... | Label: Terminations |
4078adea-235a-4d2c-b9b9-b2f8fce52eba | Clause:
Although the Company and each Affiliate anticipates that it will continue the Plan for an indefinite period of time, there is no guarantee that the Company or any such Affiliate will continue the Plan or will not terminate the Plan at any time in the future. Accordingly, the Company reserves the right to discon... | Label: Terminations |
b3f8c754-0ce2-48bc-b5a8-80ab025bfa09 | Clause:
Allquestionsconcerningthe construction, validity, enforcementandinterpretationofthisNoteshallbegovernedbyandconstruedandenforcedinaccordancewiththeinternallawsoftheStateofNewYork,withoutregardtotheprinciplesofconflictoflawsthereof.Eachparty agrees thatalllegalproceedings concerning the interpretation,enforcemen... | Label: Governing Laws |
5e58e294-bf61-4e51-b4d0-c490fa440750 | Clause:
Not to assign or sublet all or any portion of the Premises without the prior written consent of the Landlord which consent shall not be unreasonably withheld or delayed. In the event Landlord consents to a subletting or assignment of all or any portion of the Premises, it shall be a condition of any such sublet... | Label: Assignments |
ad720582-aca4-45d2-aaf3-aa2e6339012a | Clause:
Each party hereto agrees to execute and deliver such additional documents and instruments and to perform such additional acts as any party may reasonably request or as may be reasonably necessary or appropriate to effectuate, consummate and perform any other terms, provisions, or conditions of this First Amendm... | Label: Cooperation |
f2074412-5053-4cbd-a8d1-d84c8e6599e1 | Clause:
Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any of the parties to this Agreement (whether by operation of law or otherwise) without the prior written consent of the other parties to this Agreement, and any purported assignment or other transfer without s... | Label: Assignments |
52d42874-9b7f-4e78-9c1e-1df407f24700 | Clause:
This Agreement has been duly executed and delivered by the Company and constitutes a legal, valid and binding obligation of the Company, enforceable against the Company in accordance with its terms, except as limited by bankruptcy, insolvency, or other laws of general application relating to or affecting the en... | Label: Enforceability |
e307d667-3aed-45d1-832c-10b0b74c4389 | Clause:
Subject to the satisfaction of the conditions set forth in Section 7 below and in reliance upon the representations and warranties of Borrowers set forth in Section 8 below, Lenders hereby (a) consent to (i) the prepayment in full of the Term Loan Debt and (ii) the Equity Issuance, but only so long as the Net... | Label: Consents |
b334fc1c-586a-4f96-9ba3-307bb973121b | Clause:
All Consents shall have been obtained and copies shall have been delivered to Buyer.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Authorizations, Base ... | Label: Consents |
d718ca96-ef9e-4dc1-a74d-5cb6c28add4d | Clause:
The Administrative Agent may take such action and carry out such functions under this Agreement as are authorized to be performed by it pursuant to the terms of this Agreement, any other Related Document or otherwise contemplated hereby or thereby or are reasonably incidental thereto; provided , that the duties... | Label: Authorizations |
f138df1e-fc6a-468d-ad11-e0f11ab294ca | Clause:
Other than Eastdil Secured, L.L.C. (“ Named Broker ”) which Sellers hereby represent has been engaged pursuant to a separate agreement between Sellers and Named Broker, Sellers and Purchaser each represent and warrant to the other, that they know of no brokers or other persons or entities who have been instrume... | Label: Brokers |
c85fe142-a790-4d29-a60f-96ac035822e8 | Clause:
The Assignment of Management Agreement, executed by Seller and Manager, including the Seller release, pursuant to Section 6.8 .
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments... | Label: Assignments |
72bbca9d-b5df-42f7-945d-a619df5f749d | Clause:
Each of the Parties will use all commercially reasonable efforts to take all action and to do all things necessary, proper, or advisable in order to consummate and make effective the transactions contemplated by this Agreement (including satisfaction, but not waiver, of the closing conditions set forth in Artic... | Label: General |
f4e038d7-5a9d-4301-aaa0-318b6c47c190 | Clause:
All notices to the Company hereunder shall be delivered to the attention of the Administrative Committee. Any notice or filing required or permitted to be given to the Company under this Plan shall be sufficient if in writing and hand delivered, or sent by registered or certified mail, to the Administrative Com... | Label: Notices |
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