id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
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|---|---|---|
df33e2d6-ccc5-40e2-a241-333c11a6cf43 | Clause:
This Amendment shall become effective as of the first date (the “ First Amendment Effective Date ”) on which the Administrative Agent (or its counsel) shall have received duly executed counterparts hereof that bear the authorized signatures of Borrower.
Task: Classify this clause into ONE of these types (exact... | Label: Effectiveness |
30d5b278-6c43-485d-b17a-2096f1b9ed3a | Clause:
All representations and warranties contained in this Agreement (as made as of its date) or contained in certificates (as of their respective dates) submitted pursuant hereto shall remain operative and in full force and effect and shall survive the Closing Date for a period of 18 months.
Task: Classify this cla... | Label: Representations |
31072b3f-e1c0-470f-a2e1-946d40aef760 | Clause:
The corporate law of the State of Nevada shall govern all issues and questions concerning the relative rights of the Corporation and its stockholders. All other issues and questions concerning the construction, validity, interpretation and enforcement of this Agreement and the exhibits and schedules hereto shal... | Label: Governing Laws |
c1d91491-d5f6-480d-94e7-e05c52188780 | Clause:
Except for actions for injunctive or other equitable relief, which may be brought in any court of competent jurisdiction, any legal suit, action or proceeding arising out of or relating to this Agreement will be commenced in a federal court in the Northern District of California or in state court in the County ... | Label: Jurisdictions |
850d80e6-2053-44f1-9253-87c606d3ea4d | Clause:
Subtenant shall not assign, sublease, mortgage, pledge or hypothecate its subleasehold interest or any part thereof, whether by operation of law or otherwise, without the prior written approval of Sublandlord, which approval shall not be unreasonably withheld conditioned or delayed. Any purported assignment, su... | Label: Assignments |
974efd0c-483b-4a9e-9045-25295683eada | Clause:
There shall be no material Litigation or material investigations pending or, to the knowledge of Borrower or any other Loan Party, threatened against Borrower or any other Loan Party which have not been disclosed to Agent in writing and which could have or could reasonably be expected to have a Material Adverse... | Label: Litigations |
5f80a239-88ac-4aea-8be5-500c426f2edb | Clause:
Neither the execution and delivery by the Borrower or any of the Guarantors, if any, of the Loan Documents to which any of them is a party, nor the consummation of the transactions therein contemplated, nor compliance with the provisions thereof will violate any law, rule, regulation, order, writ, judgment, inj... | Label: No Conflicts |
2d3acf8e-30af-4234-a2cb-6c0b0c0aac93 | Clause:
The Parties agree that the covenants and obligations contained in this Agreement relate to special, unique, and extraordinary matters and that a violation of any of the terms of this Agreement would cause irreparable injury in an amount which would be impossible to estimate or determine and for which any remedy... | Label: Remedies |
aae88dd0-adab-4ed0-a42c-105aa93edee3 | Clause:
Lender’s failure at any time to require strict performance by any Forbearance Party of any provision or term of the Loan Documents or this Agreement shall not waive, affect or diminish any right of Lender thereafter to demand strict compliance and performance therewith. Any suspension or waiver by Lender of a ... | Label: No Waivers |
6509d356-7460-44f8-809c-c001cb34b3d4 | Clause:
No provisions of this Agreement may be modified, waived or discharged, and this Agreement may not be terminated before the end of the Term, unless such waiver, modification, discharge or termination is agreed to in a writing signed by Executive and the Company. No waiver by either party hereto at any time of an... | Label: Miscellaneous |
8c1e3a22-6209-4d22-b4db-6042096e8470 | Clause:
The audited December 31, 2016 and the unaudited March 31, 2017 and June 30, 2017 consolidated financial statements of the Parent and its consolidated subsidiaries heretofore delivered to the Lenders fairly present, in all material respects, the consolidated financial condition and consolidated results operation... | Label: Financial Statements |
c5ae494b-6829-4c30-a759-1a3c5d81a289 | Clause:
Upon a Change in Control that occurs while Employee is employed by the Company or its subsidiaries, the RSUs shall, subject to Section 18 of the Plan, continue to vest based on Employee’s continued employment with the Company (including any successor to the Company resulting from the Change in Control) and its ... | Label: Change In Control |
0aa58cad-6dc7-4110-acff-485a62522fda | Clause:
Each of the parties shall pay its own expenses in connection with the transactions contemplated hereby.
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, Au... | Label: Expenses |
1505a221-237f-43b1-8883-7b7d48768484 | Clause:
All rent under this Sub-Sublease shall be paid without deduction or setoff of any kind, except as otherwise provided in this Sub-Sublease, the Lease or the Sublease, at the address of Sub-Sublandlord set forth above or to such other address as Sub-Sublandlord may designate in writing to Sub-Subtenant. Rent for ... | Label: Payments |
59d43032-76a2-4722-9863-e21243ccb9a0 | Clause:
Any payment to be made by Borrower under this Agreement shall be made not later than 12:00 p.m., Pacific Time, on the date of payment to the bank accounts designated by Lender for the making of payments hereunder and shall be made by wire transfer of immediately available funds to such designated bank account, ... | Label: General |
37bb3551-e996-4fe8-95a1-c1c185f7f94b | Clause:
During the Term, Executive shall receive a base salary of $315,000 per annum, subject to withholdings and deductions and which shall be paid to Executive in accordance with the customary payroll practices and procedures of the Company. During the Term, Executive shall not be entitled to any additional bonus com... | Label: Base Salary |
bab6d869-3f91-4533-917c-6f7ac8882adc | Clause:
No Eligible Person shall have the right to be selected to receive an Award under the Plan, or, having been so selected, to be selected to receive a future Award.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, A... | Label: Participations |
26840472-8b20-416b-8678-227b789bb5d1 | Clause:
Each of the Buyer and the Buyer Parent has full corporate power and authority to execute and deliver this Agreement and each of the Ancillary Agreements to which it will be a party, to perform its obligations hereunder and thereunder and to consummate the transactions contemplated hereby and thereby. The execut... | Label: Authority |
04a4e5c8-9f05-4341-914f-4c4549ba6763 | Clause:
The Officer agrees that her obligations under Sections 5, 6, 8 and 9 of this Agreement shall survive the termination of her employment or the Agreement Term, regardless of the reason for such termination.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendment... | Label: Survival |
d9cffe1a-3667-4e69-ba75-e9c392e8c143 | Clause:
The issuance of the Restricted Share Units or unrestricted Share Units pursuant to this Agreement shall be subject to, and shall comply with, any applicable requirements of any foreign and U.S. federal and state securities laws, rules and regulations (including, without limitation, the provisions of the Securit... | Label: Compliance With Laws |
3d12c060-403e-4f26-a883-e4bd05db6f30 | Clause:
All transfer taxes ( e.g. , goods and services tax, value added tax, sales tax, service tax, business tax) imposed directly on or solely as a result of the sale, transfer or delivery of Qualified Probed Wafers and the payments therefor provided herein shall be stated separately on Micron’s invoice, shall be the... | Label: Taxes |
de4d8a89-5cf7-442a-8b11-17a4c880ba84 | Clause:
No failure or delay of either party in exercising any right or remedy hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any such right or power, or any abandonment or discontinuance of steps to enforce such right or power, or any course of conduct, preclude any other or fu... | Label: Waivers |
3e6f7218-a383-4fe5-a0f0-c5d4ab822cff | Clause:
The Company agrees to employ the Executive, and the Executive hereby accepts such employment commencing as of the Commencement Date and continuing, until terminated in accordance with the provisions of Section 3. The Executive’s employment with the Company shall be “at will,” meaning that the Executive’s employ... | Label: Terms |
f96d0aee-6f7a-4401-a114-ae4c4a375a4c | Clause:
All corporate actions on the part of Holder, its officers, directors and stockholders necessary for the authorization, execution and delivery of the Warrant have been taken. Holder has the requisite corporate power to enter into the Warrant and to carry out and perform its obligations thereunder. The Warrant, w... | Label: Authorizations |
b0fb55f0-d4b3-4ed3-bfe7-69640cf4cecc | Clause:
This Amendment may be executed in any number of identical counterparts, each of which will constitute an original but all of which when taken together will constitute but one instrument. Facsimile or email signatures shall be given the same force and effect as original signatures.
Task: Classify this clause in... | Label: Counterparts |
4924e17a-136d-473a-8081-660208e494d1 | Clause:
I recognize that nothing in this Agreement is intended to limit any remedy of the Company under applicable trade secrets laws. I recognize that my violation of this Agreement could cause the Company irreparable harm, the amount of which may be extremely difficult to estimate, making any remedy at law or in dama... | Label: Remedies |
b94b0e91-2ed3-44d6-b58c-b61074937dbd | Clause:
All of the issued shares of capital stock of each subsidiary of Group have been duly and validly authorized and issued, are fully paid and non assessable and are owned directly or indirectly by Group, free and clear of all liens, encumbrances, equities or claims, except as would not, individually or in the aggr... | Label: Subsidiaries |
39f62b18-a89c-49db-aead-30f2a2326d59 | Clause:
Notices under this Agreement must be in writing and will be deemed given when delivered in person, one business day after being sent by overnight courier, or four business days after being mailed by certified mail. Notices to Corporation must be addressed to Barrett Business Services, Inc., Attention: Chairman... | Label: Notices |
9897f360-0e02-4834-b38e-f26b8387d6f7 | Clause:
This Agreement (including all exhibits attached hereto and all Rolling Forecasts and purchase orders provided to Manufacturer hereunder) and the Quality Agreement (when such agreement has been executed) constitute the entire agreement between the Parties with respect to the subject matter hereof and supersede a... | Label: Entire Agreements |
8bcaf90d-def6-428f-9af6-52b09b82eabf | Clause:
A one-time Interest charge of 10% shall be applied to the Principal Sum. The Interest is in addition to the OID, and that OID remains payable regardless of time and manner of payment by the Issuer. The Issuer may repay a payment of Consideration under this Note (i) at any time on or before 90 days after its Eff... | Label: Interests |
591b2ae1-4d02-4de1-b507-e2dc3ebabe70 | Clause:
The Participant acknowledges that any income or other taxes due from him or her with respect to this Option or the Shares issuable pursuant to this Option shall be the Participant’s responsibility. The Participant acknowledges and agrees that (i) the Participant was free to use professional advisors of his or h... | Label: Taxes |
93df0025-0448-429b-b115-d8e89f92a848 | Clause:
GHM is not (and has not been) a party to any suit, action, arbitration, or legal, administrative, or other proceeding, or pending governmental investigation. To the best knowledge of Purchaser, there is no basis for any such action or proceeding and no such action or proceeding is threatened against Purchaser. ... | Label: Litigations |
80e182e6-88be-4017-b8cc-e521f574248d | Clause:
Any provision of this Agreement held to be invalid, illegal or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such invalidity, illegality or unenforceability without affecting the validity, legality and enforceability of the remaining provisions hereof; and the... | Label: Severability |
a78b0dd2-fb89-481b-8390-9302784adc4e | Clause:
(i) [Reserved] and (ii) the Specified Representations shall be true and correct in all material respects on and as of the Closing Date; provided that, to the extent that such representations and warranties specifically refer to an earlier date, they shall be true and correct in all material respects as of such ... | Label: Representations |
ac8c1d0b-0374-4291-9e43-ab28a0dd1a1a | Clause:
This letter agreement shall be governed by and construed in accordance with the laws of the State of Missouri without reference to principles of conflict of laws.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, ... | Label: Governing Laws |
7a0f357f-8ed1-44f4-9b88-145d2aea8f3b | Clause:
Employee agrees that Employee will not, directly or indirectly, make any disparaging, derogatory, or defamatory remarks about Employer, any of its affiliates, or any of Employer’s or such affiliates’ executives, officers, directors, or managers, and Employee further agrees not to make any negative comments to t... | Label: Non-Disparagement |
9447760e-d790-46a6-89c4-560fe91f7cd9 | Clause:
Each Grantor hereby covenants and agrees that with respect to any Letter of Credit Rights pertaining to letters of credit described in clause (a)(ii) above hereafter arising it shall promptly and in no event later than thirty (30) days of its obtaining rights in such Letter of Credit Rights use its commercially... | Label: Agreements |
7377439d-8277-46bc-a194-98511dd08c8d | Clause:
No amendment or waiver of any provision of this Agreement nor consent to any departure by any Originator therefrom shall in any event be effective unless the same shall be in writing and signed by Buyer, Administrative Agent and (if an amendment) such Originator, and if such amendment or waiver affects the obli... | Label: Amendments |
32c5b143-79d2-480c-a5a0-12bca41d0ac9 | Clause:
Headings have been inserted for convenience of reference only and are not to affect interpretation.
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: Headings |
02e6746f-b4b2-44f3-a8e0-4012480e2e0f | Clause:
Executive and the Company acknowledge and agree that they are bound by the Company’s Fair Treatment Process that is attached hereto as Attachment D (the “ FTP ”). The procedures of the FTP are hereby expressly incorporated by reference into this Separation Agreement, and Executive and the Company agree that any... | Label: Arbitration |
e81f29cd-d5d1-40f0-ae6e-1939164d6049 | Clause:
The headings and subheadings in this Agreement are included solely for convenience and shall not affect the interpretation of this Agreement. This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original but all of which together shall constitute one and the same ag... | Label: Counterparts |
ed8c9fd7-2186-4531-ac7a-e925ecddba63 | Clause:
Use the proceeds of the Borrowings for working capital and other general corporate purposes.
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, Authorization... | Label: Use Of Proceeds |
a9f03abf-07fe-4a7c-803b-f1d079934a85 | Clause:
No Seller Party nor any of their respective ERISA Affiliates sponsors, maintains, contributes to, or has within the immediately preceding five calendar years sponsored, maintained or contributed to, any Plans or Multiemployer Plans, the liability for which would reasonably be expected in the aggregate to result... | Label: Erisa |
6d9968a4-1f20-4b7d-8eb9-1fb2c4ff2089 | Clause:
The Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against the Guarantor and without notice to or further assent by the Guarantor, any demand for payment of any of the Obligations made by the Indenture Trustee may be rescinded and any of the Obligations contin... | Label: Amendments |
aa4b275c-1cef-4da4-86b8-cef99c421409 | Clause:
Manager shall use commercially reasonable efforts to prevent any liens from being filed against the Facility which arise from any maintenance, repairs, alterations, improvements, renewals or replacements in or to the Facility. Manager shall not file any lien against the Facility.
Task: Classify this clause int... | Label: Liens |
d99a2c8c-2dbe-45ad-98b3-46d137c36fde | Clause:
The Borrower and each of the Restricted Subsidiaries have obtained all material intellectual property that is necessary for the operation of their respective businesses as currently conducted and as proposed to be conducted, except where the failure to obtain any such rights could not reasonably be expected to ... | Label: Intellectual Property |
283dc0c7-8ec3-4782-81bb-94c7e0d17a22 | Clause:
Notwithstanding any other provision of this Agreement or the Plan, in the event of a Change in Control the unvested portion of the Option shall fully vest and become exercisable immediately prior to such Change in Control.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agr... | Label: Change In Control |
9bff2649-0658-4d1f-a3cb-088c28306d3b | Clause:
In the event that the Executive breaches or threatens to breach any provisions of Section 5 or this Section 6, then the Company will suffer irreparable harm and monetary damages would be inadequate to compensate the Company. Accordingly, in addition to any other rights which the Company may have, the Company sh... | Label: Enforcements |
f242538e-85b7-4ac7-a6f7-d6a5ed3bdb59 | Clause:
THIS RESTATEMENT AGREEMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES UNDER THIS RESTATEMENT AGREEMENT SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, A... | Label: Governing Laws |
d328ea58-f18c-4c49-94d5-70f0edb01895 | Clause:
Each of Holdings , Safari (solely to the extent on or after the Collateral and Guarantee Release Date) and the Borrower will, and will cause each Restricted Subsidiary to, comply with its Organizational Documents and all Requirements of Law with respect to it or its property, except where the failure to do so, ... | Label: Compliance With Laws |
a92b2cc6-1d0c-46e8-b0fd-6d0088adb589 | Clause:
This Agreement contains the entire agreement and understanding between the parties hereto with respect to the subject matter hereof, and supersedes all prior and contemporaneous agreements, understandings, inducements and conditions, express or implied, oral or written, of any nature whatsoever with respect to ... | Label: Entire Agreements |
855d58ba-13e8-49d5-9e68-aceeea8b4ffe | Clause:
This agreement may be executed by each party hereto on a separate counterpart, each of which when so executed and delivered shall be an original, but all of which together shall constitute one agreement. Delivery of an executed counterpart by facsimile or electronic mail shall be equally effective as delivery o... | Label: Counterparts |
f2ce0a6e-6391-48e4-9aa1-b2ccb363b906 | Clause:
This is the entire agreement between the Employee and the Company with respect to the subject matter hereof and the Agreement supersedes any previous negotiations, agreements and understandings. The Employee acknowledges that he has not relied on any oral or written representations by the Company (or its couns... | Label: Entire Agreements |
f070708a-0505-429f-8aa1-7fa1f34f1819 | Clause:
Except to the extent fully satisfied or performed at or prior to Closing, all representations, warranties, covenants and agreements contained in this Agreement shall survive the Closing.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption... | Label: Survival |
c4e701ff-ae51-48b9-8c76-cb9195d23ee5 | Clause:
All notices and other communications made or given pursuant to this Agreement shall be given in writing and shall be deemed effectively given upon receipt or, in the case of notices delivered by the Company to you, five (5) days after deposit in the United States mail, postage prepaid, addressed to you at the l... | Label: Notices |
6c2d2656-789c-42e5-8840-b8b3ce90cfe4 | Clause:
The Company represents and warrants to the Seller that as of the date hereof and as of the Closing: (a) the Company is duly organized, validly existing and in good standing under the laws of the State of Minnesota and has all requisite limited liability company power and authority to own, lease and operate its ... | Label: Warranties |
7a6d593d-3cb8-41e8-ba49-862e43fa95cd | Clause:
References to decisions by the Company will be made by the Board or the applicable Board committee.
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: Interpretations |
6bcc8f8b-c2af-46f5-90c7-bcd1cee4e5e7 | Clause:
Except to the extent that another time period is expressly herein set forth, Tenant shall respond to any request from Landlord, Landlord’s architect, Landlord’s contractor and/or Landlord’s Construction Representative (as defined below) for approvals or information in connection with Landlord’s Expansion Third ... | Label: Approvals |
013c83ec-5780-4de3-80f4-a53948928a70 | Clause:
Cash Collateral (or the appropriate portion thereof) provided to reduce Fronting Exposure or to secure other obligations shall be released promptly following (i) the elimination of the applicable Fronting Exposure or other obligations giving rise thereto (including by the termination of Defaulting Lender status... | Label: Releases |
2c8be6ac-aad4-4d1d-8a9c-c3b87a84fe5d | Clause:
This Agreement, including the signature pages and Exhibits, and the other Transaction Documents constitute the entire agreement among the parties hereof with respect to the subject matter hereof and thereof and supersede all prior agreements and understandings, both oral and written, between the parties with re... | Label: Entire Agreements |
7a5a556d-321c-409d-a046-1c8a0b8e49d0 | Clause:
This Amendment and all later documents, such as amendments, (a) may be executed by electronic signature, (b) may be executed and delivered in counterpart, and (c) may be delivered electronically or by facsimile (provided, if requested by Landlord, Tenant shall deliver a manually executed original of any of the ... | Label: Notices |
fb6e8c06-3b34-4c77-9d9c-d957a4251932 | Clause:
Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State of Nevada, has full legal power to carry on its business as now conducted, is authorized to hold title to the Properties and is in good standing and duly qualified to conduct its business in Texas.
Task: Cl... | Label: Organizations |
aeab205d-dde1-4ed4-902e-f7b3704f4669 | Clause:
Each of the Borrower and its Subsidiaries has filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes (including any Taxes in the capacity of a withholding agent) required to have been paid by it, except (a) Taxes that are being contested i... | Label: Taxes |
6241e2e3-9eff-4fbf-8ecd-f9cf841d7926 | Clause:
No delay or omission in the exercise of any right or remedy accruing to either party upon any breach by the other party under this Agreement shall impair such right or remedy or be construed as a waiver of any such breach theretofore or thereafter occurring. No waiver of any provision of this Agreement shall be... | Label: Waivers |
ac12c507-8579-4123-be03-b2419303f5eb | Clause:
Subtenant shall pay to Sublandlord, within two (2) business days from the later to occur of (i) Subtenant’s receipt of the Prime Landlord’s Consent (as hereinafter defined), and (ii) execution and delivery by Subtenant and Sublandlord of this Termination Agreement, the amount of $1,000,000.00, as consideration ... | Label: Payments |
807ee5d8-0074-489c-a473-20c2d34dff86 | Clause:
This Amendment may be executed in any number of counterparts and by different parties on separate counterparts, and each counterpart shall be deemed to be an original, and all such counterparts shall together constitute but one and the same instrument. Counterparts of this Amendment may be delivered by facsimil... | Label: Counterparts |
e15a9029-122b-4e93-ad32-d52b272bc99b | Clause:
The Borrower shall not create, incur, assume or otherwise cause or suffer to exist or become effective any Lien that secures obligations under any Indebtedness of the Borrower or any Guarantor (the “ Initial Lien ”) of any kind upon any of its property or assets, now owned or hereafter acquired except any Initi... | Label: Liens |
af8bfedf-8147-4983-b5e2-3682f3793cc9 | Clause:
The Company may terminate this Agreement in the event that Executive shall be in material breach of Sections 6, 8 or 9 of the Separation Agreement; provided, however, that Executive shall be given ten days’ prior notice and opportunity to cure.
Task: Classify this clause into ONE of these types (exactly one la... | Label: Terminations |
2eeb9a6d-f330-4abf-9a1f-0701d75e1367 | Clause:
This Amendment may be executed in several counterparts, each of which shall be deemed to be an original, and all of which together shall constitute one and the same agreement. This Amendment may be executed and delivered via telephonic or electronic facsimile or PDF transmission.
Task: Classify this clause int... | Label: Counterparts |
afe9e1d1-0813-4aed-9cde-26683108af39 | Clause:
During the Term, the China Co. shall pay the Executive a portion of the Base Salary as determined pursuant to Section 4(a) of the Employment Agreement. To the extent the China Co. does not make timely payment of its portion of the Base Salary, the China Co. agrees to reimburse the Company any such payment made ... | Label: Base Salary |
0b6a15d3-7551-4fc5-adc8-9a5407e606de | Clause:
This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, and all of which shall constitute one and the same agreement, and shall become effective when one or more counterparts have been signed by each of the parties and delivered to the other party. Delivery of an ... | Label: Counterparts |
4dc51740-be0a-4084-aae6-41c06aeea726 | Clause:
In the event of a Change in Control, as that term is defined under Section 11 of the Plan, prior to the end of any Restriction Period of the Award, to the extent the successor company (or a subsidiary or parent thereof) does not assume or provide a substitute for the Award on substantially the same terms and co... | Label: Change In Control |
0141e8f9-8cbb-4f3c-ae68-a8a273a04304 | Clause:
Each member of Carlson Capital jointly represents and warrants that, as of the date of this Agreement: (a) Carlson Capital, together with all of the Carlson Capital Affiliates, collectively Beneficially Own an aggregate of 2,287,521 Common Shares; and (b) Carlson Capital has not provided or agreed to provide, a... | Label: Representations |
8f1b325f-4e58-4b8e-a3c3-b520e240d4b8 | Clause:
This Agreement and the other Loan Documents are intended to take effect as sealed instruments and shall be construed in accordance with and governed by the laws of the State of New York, without regard to the conflict of laws principles thereof, except to the extent otherwise provided in the Loan Documents.
Ta... | Label: Governing Laws |
b26581a6-a3e9-46e3-9541-1f79cce5d0c0 | Clause:
Your initial title will be Chief Medical & Scientific Officer, Senior Vice President, reporting to Arthur Higgins, President and CEO. This is a full-time position. While you render services to the Company, you will not engage in any other employment, consulting or other business activity (whether full-time or ... | Label: Positions |
864200f4-b982-4f9c-a67a-9dd25fbeda90 | Clause:
The Company understands and agrees that it will be solely responsible for all attorneys' fees and expenses incurred by the Fund with respect to the Litigation or otherwise pertaining to any and all matters related hereto. The Fund understands and acknowledges that the Settlement Shares. as converted by the Fund... | Label: Costs |
15b3d433-1162-48fb-809a-5eba4f3d8840 | Clause:
The Company agrees to employ Executive, and Executive agrees to be employed by the Company, for a period of two (2) year(s) beginning on the Effective Date (the “ Term ”).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicab... | Label: Terms |
6f05b6d5-2af1-4a08-8b39-ce848cf9f6d6 | Clause:
In the course of its review and physical inspection of the Properties, the Blackstone Parties shall have the right to conduct non-invasive physical and environmental inspections and shall: (i) not unreasonably disturb the Tenants at the Properties; (ii) not unreasonably interfere with the operation and maintena... | Label: Indemnity |
b8c55f7f-3431-451c-af01-97072be0da1b | Clause:
Employee understands that he has been selected for employment by the Company on the basis of his personal qualifications, experience and skills. Employee, therefore, shall not assign all or any portion of Employee’s performance under this Agreement. Subject to the preceding two sentences, this Agreement shall b... | Label: Assignments |
b01f0fa2-9293-42d1-b2f8-b9788c10edda | Clause:
The Parties understand and agree that this Agreement constitutes the entire Agreement between the Parties concerning the scope of Executive’s separation from Company and the related release of claims, and that this Agreement supersedes any and all prior oral or written agreements and understandings between the ... | Label: Entire Agreements |
c81a3c87-e2a4-4d48-9779-a078be02efd9 | Clause:
The Plan shall become effective on the date it is approved by the requisite vote of the Company’s Board, subject to approval by the Company’s shareholders. If the shareholders fail to approve the Plan within 12 months of its adoption by the Board, any Awards already made will be null and void and no additional ... | Label: Effective Dates |
17b1c44e-19ed-4f5f-8f04-d725030dfe01 | Clause:
At any time or from time to time after the Original Issue Date, the parties hereto agree to cooperate with each other, and at the request of any other party, to execute and deliver any further instruments or documents and to take all such further action as the other party may reasonably request in order to evid... | Label: Further Assurances |
b739c301-f2a4-4b2c-9cd8-08e7a298320e | Clause:
The Borrower and the Guarantors will, and will cause their respective Subsidiaries to, permit the Agent and the Lenders, at the Borrower’s expense and upon reasonable prior notice, to visit and inspect any of the properties of the Borrower, each Guarantor or any of their respective Subsidiaries (subject to the ... | Label: Books |
d2f72d97-5c83-42f4-9a96-62bece9d1536 | Clause:
Subject to Section II.A.2(b) below, and as soon as administratively practicable following (but no later than thirty (30) days following) the Vesting Date, the Corporation shall issue Grantee one share of Stock for each vested Restricted Stock Unit.
Task: Classify this clause into ONE of these types (exactly on... | Label: General |
6f12449c-62ec-4542-99cd-d079117923c5 | Clause:
The parties shall use their best efforts to close the transaction contemplated by this Agreement on or before September __, 2017, however the transaction shall be made effective September 1, 2017. However, closing may be postponed if additional time is needed to obtain title opinions upon the Leases, or if any ... | Label: Closings |
6968344f-cce2-4b5d-a8d5-7883e05f2283 | Clause:
The execution, delivery and performance of each of the Transaction Documents by the Company, and the consummation by the Company of the transactions contemplated hereby and thereby will not (i) result in a violation of the Certificate of Incorporation or the By-laws (or equivalent constitutive document) of the ... | Label: No Conflicts |
6d058695-15a7-4db5-9464-0149b82a5456 | Clause:
This Amendment shall be construed in accordance with and governed by the law of the State of New York. Section 9.10 of the Credit Agreement is incorporated herein mutatis mutandis .
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws... | Label: Governing Laws |
124a4dbd-e5e0-4be6-b38d-1153b8685a53 | Clause:
All of the terms and provisions of the Credit Agreement, the Foresight Energy Guaranty and the other Finance Documents are and shall remain in full force and effect and are hereby ratified and confirmed. The execution and delivery of this Eighth Amendment shall not, except as expressly provided herein, constit... | Label: No Waivers |
09321beb-2cc6-4a8b-a070-3b7c6f537d13 | Clause:
No Event of Default or Investor Termination Event exists at the time of, or would result from, such funding, issuance or grant.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments... | Label: No Defaults |
651b3858-85a0-40e4-8344-c80630f311a8 | Clause:
This Agreement shall be construed in accordance with and governed by the law of the State of New York, except as otherwise required by mandatory provisions of law and except to the extent that remedies provided by the laws of any jurisdiction other than the State of New York are governed by the laws of such jur... | Label: Governing Laws |
5262cd15-0a63-4d5f-8415-4bb07028f005 | Clause:
The FVE Parties shall reasonably cooperate with the SNH Parties in connection with obtaining any Required Licenses, the Lender Consents and any other third party consent requested by an SNH Party.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-... | Label: Cooperation |
4f3a65ba-4727-4732-9775-a32a256812cc | Clause:
No waiver by either party of any breach by the other party of any condition or provision of this Agreement to be performed by such other party shall be deemed a waiver of any other provision or condition at the time or at any prior or subsequent time. This Agreement and the provisions contained in it shall not... | Label: Waivers |
40b221a4-cf19-4d71-8f96-8189a77842de | Clause:
Executive agrees to abide by the Company’s Employee Proprietary Information and Inventions Agreement (the “ Non-Disclosure Agreement ”), which Executive has signed and is incorporated herein by reference.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendment... | Label: Confidentiality |
b38632d5-cb73-440f-80d9-2cff5277b496 | Clause:
Prior to the payment of the Appreciation Value in connection with the exercise of the SARs, the Grantee must make arrangements satisfactory to the Company to pay or provide for any applicable federal, state, and local withholding obligations of the Company.
Task: Classify this clause into ONE of these types (e... | Label: Withholdings |
44ae6046-5d83-47bd-886e-f9c636768b50 | Clause:
During the remainder of the Employment Term the Executive shall continue to serve in his current position or such other position as the Corporation and the Bank shall determine as appropriate.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corr... | Label: Positions |
8e51e265-9913-436b-bbba-0e221f4acab2 | Clause:
Each Borrower shall promptly, and in any event within five (5) Business Days after any Credit Party or any officer of any Credit Party obtains knowledge thereof, notify Lender in writing of (i) any pending litigation, suit, investigation, arbitration, formal dispute resolution proceeding or administrative proce... | Label: Notices |
50c1a635-9995-4951-bacf-33745e969820 | Clause:
This Trademark Security Agreement shall terminate upon termination of the Security Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Authorizatio... | Label: Terminations |
73a6bb57-9066-44c3-8fd2-2118fbcaa767 | Clause:
You understand and agree to hold the provisions of this Agreement in strictest confidence as a condition of the benefits, and you agree not to publicize or disclose the terms of this Agreement in any manner whatsoever; provided, however, that you may disclose this Agreement to: (a) your spouse or domestic partn... | Label: Confidentiality |
2fbb10d8-6bd7-47b8-8e0a-6aaeab24aeb9 | Clause:
On the Closing Date, upon the terms and subject to the conditions set forth herein, substantially concurrent with the execution and delivery of this Agreement by the parties hereto, the Company agrees to sell, and the Purchasers, severally and not jointly, agree to purchase, an aggregate of up to $7,000,000 of ... | Label: Closings |
d2254c88-8248-443a-9ddb-0af06372d03c | Clause:
This 2017-1 Servicing Supplement may be executed in any number of counterparts, each of which so executed and delivered shall be deemed to be an original, but all of which counterparts shall together constitute but one and the same instrument.
Task: Classify this clause into ONE of these types (exactly one lab... | Label: Counterparts |
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