id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
0d95e6d8-365a-432a-a694-537832b482bc | Clause:
The Director agrees to perform all acts and execute and deliver any documents that may be reasonably necessary to carry out the provisions of this Grant Agreement, including but not limited to all acts and documents related to compliance with federal and/or state securities laws.
Task: Classify this clause int... | Label: Further Assurances |
a1e9e7e5-4186-4c7c-99f7-719b597cf77e | Clause:
A A-2 Loans . The Company shall repay to the Term A A-2 Lenders the principal amount of all Term A A-2 Loans (i) in equal quarterly payments in the amount of 1.25% of the aggregate principal amount of such Term A A-1 Loans incurred on the Closing Date commencing on September 30, 2016 2017 and on the last day o... | Label: Terms |
badb093d-cfde-466f-94fb-404de80133d0 | Clause:
The Credit Parties will use the proceeds of all Loans and LC Issuances in accordance with Section 5.06(a) and not in contravention of any law or any Loan Document.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws... | Label: Use Of Proceeds |
70e73622-3161-47ed-8bff-70dd96f95e54 | Clause:
The initial term of this Agreement will commence on the Effective Date and expire on March 11, 2018. Commencing on March 12, 2018 and continuing on each March 12th thereafter (in each case an “Anniversary Date”), this Agreement shall be extended for one additional year unless written notice that the Agreement w... | Label: Terms |
dec23504-0fd5-4b72-af5a-1a27fae91d40 | Clause:
The closing of the transactions contemplated by this Agreement (the “ Closing ”) is expected to occur on the business day following the completion of the Business Combination. Upon the business day following the satisfaction of the conditions of the Business Combination and obligations of each party’s respectiv... | Label: Closings |
d711cff9-1b18-489d-aef0-534e86066180 | Clause:
The proceeds of the Loans shall be used working capital requirements and general corporate purposes including Permitted Acquisitions.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assig... | Label: Use Of Proceeds |
2ca0470a-4f2e-4142-b67f-6f5dc114fbdb | Clause:
Except as expressly provided herein, the rights and obligations of a party hereunder may not be assigned, transferred or encumbered without the prior written consent of both parties.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Law... | Label: Assignments |
75ae6036-f9da-4f9d-90f6-83ef3f9f7fce | Clause:
The rights to all inventions and designs related to any of the businesses of the Company or its affiliates, made or conceived in part or wholly by you individually or jointly during the Term belong to the Company regardless of whether they are legally protected.
Task: Classify this clause into ONE of these typ... | Label: Intellectual Property |
3b3c03ae-aa3e-4deb-9454-e1bc158951ef | Clause:
Subject to the terms and conditions set forth in this Agreement, the Company shall pay Employee, and Employee shall accept, an annual base salary (“Base Salary”) of no less than Four Hundred Eighty Thousand Dollars ($480,000.00). The Base Salary shall be paid in accordance with Company’s normal payroll practic... | Label: Base Salary |
c830e99f-22e7-4941-a369-3e240849f209 | Clause:
The parties hereto shall at all times comply with all applicable laws in performing their obligations under this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, As... | Label: Compliance With Laws |
1dd4121a-0121-4f6f-b459-fa579d1918ea | Clause:
During the Employment Term, the Executive shall be entitled to five (5) weeks of paid vacation days per year during the Employment Term, and prorated for partial periods and in accordance with the Company’s vacation policies, as in effect from time to time. The Executive shall receive other paid time-off in acc... | Label: Vacations |
70fefcf6-198c-4c75-8ab0-bb29b44a60d3 | Clause:
The Issuer: (i) is not insolvent” (as such term is defined in § 101(32)(A) of the Bankruptcy Code); (ii) is able to pay its debts as they become due; and (iii) does not have unreasonably small capital for the business in which it is engaged or for any business or transaction in which it is about to engage. The... | Label: Solvency |
ac700392-67d3-415a-b992-aff86605f921 | Clause:
This Agreement and the option evidenced hereby are made and granted pursuant to the Plan and are in all respects limited by and subject to the terms of the Plan. In the event of a conflict between the terms and conditions of the Plan and the terms and conditions of this Agreement, the terms and conditions of t... | Label: Construction |
a097e44c-51fd-4de2-ba34-892ef1a7c69c | Clause:
The proceeds of the Loans and Letters of Credit will be used for general corporate purposes of the Borrower and its Subsidiaries not in contravention of any Law or any of the Loan Documents. No part of the proceeds of any Loan or Letter of Credit will be used, whether directly or indirectly, for any purpose th... | Label: Use Of Proceeds |
16eea830-7347-4612-8189-1516a177e4ed | Clause:
The Committee may, in its discretion and upon such terms and conditions as it may deem appropriate (including the applicable safe-harbor provisions of Securities and Exchange Commission Rule 16b-3 or any successor rule or regulation) provide Optionee (if Optionee is an Employee) with the election to surrender p... | Label: Tax Withholdings |
cf07cf82-6ca9-4a2f-aafd-f6881c9e3592 | Clause:
No uncertainty or ambiguity herein shall be construed or resolved against the Secured Party or Obligors, whether under any rule of construction or otherwise. This Agreement shall be construed and interpreted according to the ordinary meaning of the words used so as to fairly accomplish the purposes and intenti... | Label: Interpretations |
255038c9-1846-4133-9ca6-4e193fdb5c00 | Clause:
No consents, approvals, or other authorizations or notices, other than those which have been obtained and are in full force and effect, are required by any state or federal regulatory authority or other person or entity in connection with the execution and delivery of the Agreement and the performance of any ob... | Label: Consents |
5a946c14-7715-431d-a003-b6eb4a6e9777 | Clause:
The Borrower and each Guarantor will (a) keep, and cause each of their respective Subsidiaries to keep true and accurate records and books of account in which full, true and correct entries will be made in accordance with GAAP and (b) maintain adequate accounts and reserves for all taxes (including income taxes... | Label: Records |
c4bc58d9-a529-454c-9c85-0e2aa0285eac | Clause:
All notices required or permitted to be given hereunder shall be in writing and shall be personally delivered by courier, sent by registered or certified mail, return receipt requested or sent by confirmed facsimile transmission addressed as set forth herein. Notices personally delivered, sent by facsimile or s... | Label: Notices |
1fd53335-57b4-4c48-abae-cd73679e0731 | Clause:
Consultant will be reimbursed by the Company for such reasonable out-of-pocket costs and other expenses, including reasonable direct travel expenses, actually incurred in the performance of Consultant’s services hereunder. Consultant agrees to supply the Company with receipts and other supporting documentation ... | Label: Expenses |
f95c4723-2e9c-489f-8db8-aad7f89e432b | Clause:
This Agreement and the other Credit Documents represent the agreement of Holdings, the Borrowers, the Collateral Agent, the Administrative Agent and the Lenders with respect to the subject matter hereof, and there are no promises, undertakings, representations or warranties by Holdings, the Borrowers, the Admin... | Label: Integration |
34ccd9e1-baed-41c2-866b-4d5d9641eb92 | Clause:
Executive’s employment shall be terminated at the earliest to occur of the following: (i) at the end of the Term unless Executive agrees to continue working for the Company on an “at-will” basis (as described above in Section 2), (ii) the date on which the Board delivers written notice that Executive is being t... | Label: Terminations |
47c42d67-bae5-49aa-9361-65ba82bf75c3 | Clause:
This Agreement may be executed in any number of counterparts, each of which will be deemed an original and all of which, taken together, will constitute one instrument. Signatures to this Agreement transmitted by electronic means shall be valid and effective to bind the party so signing. Buyer and Seller may ex... | Label: Counterparts |
675c5461-e498-4e4a-a79b-8520bdaa9180 | Clause:
If one or more provisions of this Agreement are held to be unenforceable under applicable law, then such provision(s) shall be excluded from this Agreement and the balance of this Agreement shall be interpreted as if such provision(s) were so excluded and shall be enforceable in accordance with its terms.
Task... | Label: Severability |
166c8a3d-8c12-4ed9-b8c0-40896c24c63c | Clause:
This Warrant Certificate shall be binding upon any successors or assigns of the Company. This Warrant Certificate shall not be valid until an authorized signatory of the Warrant Agent or its agent as provided in the Warrant Agreement countersigns this Warrant Certificate. Such signature shall be solely for the ... | Label: Binding Effects |
3138eb57-04e1-4f1c-9f12-b95d7e96e2a1 | Clause:
THIS AGREEMENT IS GOVERNED BY THE LAWS OF THE STATE OF NEVADA, WITHOUT REGARD TO THE CHOICE OF LAW RULES OF THAT STATE. ALL LAWSUITS, ANY CLAIM, DEMAND, ACTION OR CAUSE OF ACTION ARISING FROM OR RELATED TO THIS AGREEMENT SHALL EXCLUSIVELY BE BROUGHT TO AND ADJUDICATED IN THE COURTS OF CLARK COUNTY, NEVADA.
Tas... | Label: Applicable Laws |
dbd6af29-536e-4724-821d-52354da8e3a6 | Clause:
The Borrower has filed or caused to be filed all federal, State, local and foreign tax returns that are required to be filed by it. The Borrower has paid or made adequate provisions for the payment of all federal, State, local and foreign Taxes and all assessments made against it or any of its property (other t... | Label: Taxes |
3ff6e3ee-cba7-41d4-b79e-47a5fdacd37e | Clause:
This Note shall be governed by and construed in accordance with the laws of Nebraska, but giving effect to federal laws applicable to national banks, without reference to the conflicts of law or choice of law principles thereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustment... | Label: Governing Laws |
48dfb4ee-a9bc-43e8-b415-ae3bd17c1ed9 | Clause:
The Company confirms that neither it nor any other Person acting on its behalf has provided the Investor or its agents or counsel with any information that it believes constitutes or might constitute material, non-public information which is not otherwise publicly disclosed in a report or statement filed with t... | Label: Disclosures |
4e0c42b3-7bb6-4af5-bad3-b7bc04a4c4d4 | Clause:
This Agreement may be executed in any number of counterparts with the same effect as if all signatory parties had signed the same document. All counterparts shall be construed together and shall constitute one and the same instrument.
Task: Classify this clause into ONE of these types (exactly one label):
Adj... | Label: Counterparts |
8348c534-0713-41bb-811e-003f4a51da69 | Clause:
Neither Party may assign this Agreement without the prior written consent of the other Party, which consent shall not be unreasonably withheld, conditioned or delayed, except that such consent shall not be required in connection with any assignment to an Affiliate of the assigning Party, or to a Third Party in ... | Label: Assignments |
fde2133d-222a-4856-9fc3-adafcac5dd64 | Clause:
The execution, delivery and performance by the Borrower, the Subsidiary Guarantor and each Designated Borrower of each Loan Document to which such Person is party, have been duly authorized by all necessary corporate action, and do not and will not contravene (a) the terms of any of the Borrower’s, the Subsidia... | Label: Authorizations |
e12c7cc6-3edc-48d5-8608-8906309f1c6e | Clause:
T he terms and conditions of the P RSUs (including, but not limited to, the vesting conditions) shall be set forth in a separate Employee Performance Restricted Stock Unit Agreement , substantially in the form attached hereto as Exhibit B , to be entered into between the Company and Executive (the “ PR SU Agre... | Label: Terms |
4dd4cf4e-0cdf-4532-9a84-0f378de5711f | Clause:
No litigation, investigation or proceeding of or before any arbitrator or Governmental Authority is pending or, to the knowledge of the Borrowers’ Agent, threatened by or against any Group Member or against any of their respective properties or revenues which is reasonably expected to have a Material Adverse Ef... | Label: Litigations |
2d362833-437c-4bca-a441-db6c9f4b8982 | Clause:
No representation or warranty or other statement made by Seller in this Agreement, the Disclosure Schedule, any supplement to the Disclosure Schedule, the certificates delivered pursuant to Section 3.2.1 or otherwise in connection with the Contemplated Transactions contains any untrue statement of or omits to s... | Label: Disclosures |
013781d7-bdb6-4a89-8ac0-2fe139b90b63 | Clause:
Any Termination of Employment shall not affect the continuing operation and effect of Sections 5 through 20 hereof, which shall survive the Termination of Employment and continue in full force and effect with respect to the Company and Executive. Sections 5 through 20 hereof shall also continue in force and eff... | Label: Survival |
5f0fd775-c00c-4be9-a0c6-58a28e4d8fac | Clause:
This Agreement may be executed in two (2) or more counterparts (including by facsimile or other electronic transmission), all of which shall be considered one and the same agreement and shall become effective when counterparts have been signed by each of the Parties and delivered to the other Party.
Task: Clas... | Label: Counterparts |
10b926a9-fa79-4d9e-a8e0-2451f1a1599a | Clause:
(i) Such Disposition would not violate any provision of applicable Law provided, that this clause (i) shall only apply to Dispositions to the extent such violation would or would be reasonably likely to have a material impact on the ability of the Company to perform its obligations under the Holdings Operating ... | Label: Applicable Laws |
34bebfe6-1c06-4374-b54c-1896e397613c | Clause:
The Company may terminate the Executive’s Employment at any time and for any reason (or no reason), with or without Cause, by giving the Executive notice in writing. The Executive may terminate the Executive’s Employment by giving the Company fourteen (14) days’ advance notice in writing. The Executive’s Employ... | Label: Terminations |
d503d90b-d65a-465c-b6b3-4b5f5e74eb5f | Clause:
This Assignment may be executed in counterparts, each of which shall be deemed an original, and both of which together shall constitute one and the same instrument.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws... | Label: Counterparts |
7ccd4aad-8529-4cfd-bea8-c0cb0aa14302 | Clause:
The capitalization of the Company is as set forth in the SEC Reports. The Company has not issued any capital stock since its most recently filed periodic report under the Exchange Act, other than pursuant to the exercise of stock options under the Company’s stock incentive plans, the issuance of shares of Commo... | Label: Capitalization |
fbce9efd-4f77-438e-b67e-13ecafad4379 | Clause:
Executive acknowledges and agrees that any and all payments to which Executive is entitled under this Section 10 (in excess of those otherwise required by law or the terms of any benefit plan, program or arrangement) are conditional upon and subject to Executive’s execution of the mutual Release and Covenant No... | Label: Releases |
027d9664-45a6-4c94-bb49-786827deb926 | Clause:
Notwithstanding any provision to the contrary in this Section 4, the Holder may transfer, with or without consideration, this Warrant or any of the Warrant Shares (or a portion thereof) to the Holder’s Affiliates (as such term is defined under Rule 144 of the Securities Act) without obtaining the opinion from c... | Label: Assignments |
6d44b70a-9025-4b37-9c21-ec3800cea9aa | Clause:
This Agreement may be executed in one or more counterparts each of which when executed shall be deemed to be an original but all of which taken together shall constitute one and the same agreement. Delivery of an executed counterpart of a signature page to this Agreement by facsimile or portable document format... | Label: Counterparts |
a83c45c5-fc67-4196-ad43-da96eec80cc6 | Clause:
This Agreement will be governed by and construed in accordance with the laws of the State of New York. Each party consents to the jurisdiction and venue of the state or federal courts in the State of New York, as applicable, in any action, suit, or proceeding arising out of or relating to this Agreement.
Task:... | Label: Governing Laws |
aa5acc85-db16-4a90-beec-6df39d84b37d | Clause:
During the Employment Term, Executive shall be entitled to participate in the Company’s employee benefit, fringe and perquisite plans, practices, policies and arrangements as in effect from time to time (collectively, “ Employee Benefits ”), on generally the same terms and conditions as each of the Employee Ben... | Label: General |
620e7cb1-4e81-4dd3-b0a5-f4447150a312 | Clause:
Each of the parties hereto hereby irrevocably and unconditionally (i) submits, for itself and its property, to the nonexclusive jurisdiction of any New York state court in New York County or federal court of the United States of America for the Southern District of New York, and any appellate court from any the... | Label: Jurisdictions |
3865b0ca-bca5-4c2b-8550-70ef782ca83e | Clause:
As compensation for the performance of its obligations under the 2017-3 Servicing Agreement, on each Payment Date the Servicer shall be entitled to receive a fee for its performance during the immediately preceding Collection Period or, with respect to the first Payment Date, the period from and excluding the C... | Label: Expenses |
a43e5f70-8003-4149-a0ab-c1b2f886c694 | Clause:
Neither the Company nor any of its Subsidiaries is required to obtain any consent, authorization or order of, or make any filing or registration with, any court, governmental agency or any regulatory or self-regulatory agency or any other Person in order for it to execute, deliver or perform any of its obligati... | Label: Consents |
f521b2b7-d906-4352-a275-54c9092d9aed | Clause:
Subject to Section 5, the restrictions set forth in Section 3 on the Share Award shall lapse with respect to the following portion of Common Shares and related dividends subject to the Share Award: (i) one third (1/3) on the first anniversary of the Date of Grant; (ii) one third (1/3) on the second anniversary... | Label: Vesting |
df6bbcb4-f5c4-4e2c-8dec-c0372139d1b5 | Clause:
The Seller will promptly, and in any event within 10 days after service of process on any of the following, give to the Buyer notice of all litigation, actions, suits, arbitrations, investigations (including, without limitation, any of the foregoing which are pending or threatened) or other legal or arbitrable ... | Label: Litigations |
a889ecd8-7939-4a62-880f-70856f201315 | Clause:
Following the Committee’s determination and certification in accordance with subsection (a) above, the earned Performance-Based Cash Award amount shall be paid to the Participant or his legal representative, in accordance with the terms and conditions set forth in Performance-Based Cash Award agreement, but in ... | Label: Payments |
e7fb9ba1-eec1-499b-a6ee-6af5e3a781eb | Clause:
Its execution and delivery of this Agreement, its performance of the transactions contemplated by this Agreement and the fulfillment of the terms hereof applicable to it will not conflict with, result in any breach of any of the material terms and provisions of, or constitute (with or without notice or lapse of... | Label: No Conflicts |
dd008d91-d956-4ce0-8d86-90984d503c93 | Clause:
A Davis-Bacon Employee will, at all times, have a fully vested and nonforfeitable right to the value of his Matching and Davis-Bacon Supplemental Contribution Accounts.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable ... | Label: Vesting |
57b3b603-24a8-4fc1-9224-2668a73221e9 | Clause:
All documents attached hereto, or that are referenced herein, are incorporated by reference, and shall form an integral part of this Agreement. The titles and headings included in this Agreement are used solely for convenience purposes, and shall not define, limit, or describe in any way the scope, or intent (o... | Label: Headings |
fdcbc56f-1ffc-44f1-b7aa-eba4adcd9767 | Clause:
The payment of any amount pursuant to this Agreement shall be subject to applicable withholding and payroll taxes, and such other deductions as may be required under the applicable law or Company’s employee benefits plans, if any.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustme... | Label: Withholdings |
8a1954f7-530c-48a5-a322-a579797e483b | Clause:
No statement, representation or warranty by Recruiter in this Agreement, including the Schedules hereto, contains any untrue statement of material fact, or omits to state a material fact, necessary to make such statements, representations and warranties not misleading. There is no fact known to the Knowledge of... | Label: Disclosures |
c2d3ca7d-1026-4536-9ca0-ed2eaf0371a4 | Clause:
The Plan shall be governed by and construed in accordance with North Carolina law, without regard to its conflict of laws principles.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assig... | Label: Governing Laws |
12297a5e-a7e2-4f06-ad2b-bee0e6178180 | Clause:
Subtenant may not assign this Sublease, nor sublet all or any part of the Subleased Premises, without the prior written consent of Sublandlord, not to be unreasonably withheld, and subject to the terms of the Prime Lease. Any assignment or sublease in violation of this provision shall be null and void.
Task: C... | Label: Assignments |
bddafaf7-1fbd-4fa9-a165-c9a118fce4dd | Clause:
No Borrower shall, directly or, to its knowledge, indirectly, use the proceeds of any Credit Extension for any purpose which would breach the United States Foreign Corrupt Practices Act of 1977, the UK Bribery Act 2010, and other similar anti-corruption legislation in other jurisdictions.
Task: Classify this c... | Label: Anti-Corruption Laws |
32128ee3-3708-4716-a1e1-17fba55fd61c | Clause:
The Parties hereto represent and acknowledge that in executing this Agreement they do not rely and have not relied on any representation or statement made by the other Party or by any of the Parties’ agents, representatives, or attorneys with regard to the subject matter, basis, or effect of this Agreement or o... | Label: Entire Agreements |
538d8e5c-c0ae-4578-9a65-3605391fb9f6 | Clause:
In any infringement Action brought under the Synlogic Delivered Microbe Patent Rights pursuant to Section 4.3.2(b) or (c), each Party shall, and shall cause its Affiliates to, reasonably cooperate with the other Party, in good faith, relative to the other Party’s efforts to protect the Synlogic Delivered Microb... | Label: Cooperation |
f8f961b1-a19c-4362-9fd6-1c308a30ba01 | Clause:
The rights, powers and remedies of Lender hereunder are cumulative and not exclusive of any other right, power or remedy which Lender would otherwise have. No failure or delay on the part of Lender in exercising any such right, power or remedy may be, or may be deemed to be, a waiver thereof; nor may any single... | Label: No Waivers |
f9a34c23-bd76-41cd-8728-8d372f3a31fb | Clause:
This Amendment supplements, amends, modifies and is made a part of the Agreement and together therewith, shall constitute the entire agreement between the parties hereto with respect to the subject matter hereof. This Amendment supersedes all prior understandings, arrangements or agreements, whether verbal or w... | Label: Entire Agreements |
e5b707c8-8b95-4550-80c0-3328dd4d6af8 | Clause:
In addition to being entitled to exercise all rights provided herein or granted by law, including recovery of damages, the Investor and the Company will be entitled to specific performance under the Transaction Documents. The parties agree that monetary damages may not be adequate compensation for any loss incu... | Label: Remedies |
abefc1c4-d638-46d0-a3b2-ea79bd4c835e | Clause:
This Agreement amends and restates the Amended and Restated Parent Pledge Agreement dated as of August 7, 2013 (the “ Existing Parent Pledge Agreement ”) between the Parent and the Administrative Agent, as heretofore amended and supplemented. All obligations of and security interests created by the Parent unde... | Label: Amendments |
0ae974c1-7b96-4772-8575-a14692290342 | Clause:
If any provision of this Agreement or the other Loan Documents is held to be illegal, invalid or unenforceable, (a) the legality, validity and enforceability of the remaining provisions of this Agreement and the other Loan Documents shall not be affected or impaired thereby and (b) the parties shall endeavor in... | Label: Severability |
c0af9335-f7e9-48b4-b97c-59f2603192d6 | Clause:
Maintain insurance with financially sound and reputable insurance companies against at least such risks and in at least such amounts as are customarily maintained by similar businesses and as may be required by Applicable Law.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments,... | Label: Insurances |
96ebfdad-d061-4d72-873a-29c659363568 | Clause:
Unless otherwise specified in this Agreement, all accounting terms used herein shall be interpreted, all determinations with respect to accounting matters under this Agreement shall be made, and all financial statements and certificates and reports as to financial matters required to be furnished to the Purchas... | Label: Interpretations |
d3c00d1c-8e96-4677-a34e-0c1b04675c11 | Clause:
Each Lender (in its capacity as a Lender and an Issuing Bank (if applicable)) hereby irrevocably appoints Bank of America to act on its behalf as the Paying Agent hereunder and under the other Loan Documents and authorizes the Paying Agent to take such actions on its behalf and to exercise such powers as are de... | Label: Authority |
c9a889ea-9663-4fd3-913e-9125f054bf49 | Clause:
Grantor has authority to execute this Deed of Trust, to grant, bargain, sell, mortgage, assign, transfer, and convey the Mortgaged Property to Trustee pursuant to this Deed of Trust, and to make the covenants, representations, warranties, and assignments contained in this Deed of Trust.
Task: Classify this cla... | Label: Authority |
7ad744f6-7454-495a-81ef-fe4244dcb2cf | Clause:
Executive acknowledges that the Company has provided the Executive the opportunity to review and consider this Updated General Release Agreement for at least twenty-one (21) days from the date the Company provided the Executive this Release. Executive represents that he was advised by the Company to review this... | Label: Effective Dates |
fe5cb4da-1e43-4bb4-aa63-20383f85444a | Clause:
Subject to the terms and provisions set forth in this Agreement, Executive shall continue in the employ of the Company in a senior executive capacity, with such duties, powers and authority as are assigned to Executive from time to time by the Board, and with access to the Company’s Confidential Information.
T... | Label: Employment |
2befc72d-cead-4a1d-8d88-3b493cc05558 | Clause:
Within [**] days after delivery by Allergan of a report to Editas (as set forth above), Editas or Allergan, as the case may be, shall pay the applicable payments due to the other Party. The Parties shall have the audit rights set forth in Section 6.10 of the Alliance Agreement.
Task: Classify this clause into... | Label: Payments |
123b7a5a-7d07-4e85-930f-b633ea91c216 | Clause:
The Company expressly acknowledges and agrees that the terms of the Certificate of Designations and each other applicable Transaction Document shall serve as the basis for the selected investment bank’s resolution of the applicable dispute, such investment bank shall be entitled (and is hereby expressly authori... | Label: Miscellaneous |
35d6c140-067f-4c99-8874-19b54d01324c | Clause:
The parties hereto shall promptly execute, deliver, file or record such agreements, instruments, certificates and other documents and take such actions as the other parties may reasonably request or as may otherwise be necessary or proper to carry out the terms and provisions of this Agreement and to consummate... | Label: Further Assurances |
51494b7e-cbf9-42fd-988e-883110df7c65 | Clause:
The Company and the Indemnitee each hereby irrevocably consent to the jurisdiction of the courts of the State of Delaware for all purposes in connection with any Proceeding which arises out of or relates to this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agr... | Label: Consent To Jurisdiction |
1c90cdc4-5b37-4785-badc-b71affabed50 | Clause:
This Amendment may be executed in any number of counterparts, each of which when so executed and delivered shall be deemed an original and it shall not be necessary in making proof of this Amendment to produce or account for more than one such counterpart. Delivery of an executed counterpart of this Amendment b... | Label: Counterparts |
5def015f-7d9f-4012-8f31-610f54cc53c8 | Clause:
Manager will (a) maintain the Records for engineering, design, accounting, tax, regulatory, land and such other matters as are generally necessary for the conduct of the business of Owner, (b) assist and support Owner in general planning and budgeting activities and (c) coordinate and manage Owner’s reporting r... | Label: General |
385493e9-f90e-4474-920c-902b408ecbd1 | Clause:
The proceeds of the Loans made (a) on the Amendment No. 1 Effective Date will be used to (i) consummate the Refinancing, (ii) finance the Quasar Acquisition and (iii) refinance the Initial Term B Loans in full and to pay fees and expenses incurred in connection with the Transactions foregoing , and (b) after ... | Label: Use Of Proceeds |
0d841dbc-6313-4680-98a0-211848897827 | Clause:
This Agreement shall be governed by and shall be construed and enforced in accordance with the internal laws of the State of Illinois, without regard to conflicts of law principles, except federal laws relating to national banks.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustmen... | Label: Applicable Laws |
07eead3d-feca-4736-b2e6-173e7cc09dae | Clause:
As of the date hereof, the authorized common stock of the Company consists of 19,995,000,000 authorized shares of Common Stock, $0.0001 par value per share, of which 11,411,218,709 (Pre-Reverse stock split) shares are issued and outstanding; and 1,558,059 shares are reserved for issuance upon conversion of the ... | Label: Capitalization |
b0c65b32-fdc3-4a94-8db9-dba1e95d1d50 | 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 (i) the filing of financing statements and other documents contemplated by Section 3.6 (and appropriate amendments and continuations of financing statements tha... | Label: No Conflicts |
9ccd42b3-3857-4dd5-935d-92c5e1e6c01e | Clause:
JetBlue Airways Corporation, a Delaware corporation (the “ Company ”), hereby establishes this incentive compensation plan to be known as the “JetBlue Airways Corporation 2011 Incentive Compensation Plan,” as set forth in this document (the “ Plan ”). The Plan permits the grant of Nonqualified Stock Options, In... | Label: Effective Dates |
ac1cfc40-de6f-4fd8-95c4-4c9651877b1c | Clause:
This Agreement sets forth the parties’ sole and entire agreement regarding the subject matter hereof and supersedes any and all other agreements, statements and representations of the parties, including but not limited to any employment agreement or other agreement regarding the Executive’s compensation or term... | Label: Entire Agreements |
35578f80-1bfd-4a05-a9e7-a572fdb05e44 | Clause:
This Amendment may be executed in one or more counterparts, and by the different parties to such agreement in separate counterparts, each of which when executed shall be deemed to be an original but all of which taken together shall constitute one and the same agreement. Delivery of an executed counterpart of a... | Label: Counterparts |
80ccbae4-11e6-4672-97ad-c8ab605fee0f | Clause:
FBR represents and warrants that it is duly registered as a broker-dealer under FINRA, the Exchange Act and the applicable statutes and regulations of each state in which the Placement Shares will be offered and sold, except such states in which FBR is exempt from registration or such registration is not otherw... | Label: Representations |
5d7d5f8e-19e5-422b-9712-0aabf0a6d472 | Clause:
This Amendment may be signed in counterparts, each of which shall be an original, with the same effect as if the signatures thereto and hereto were upon the same instrument. A signed copy of this Amendment delivered by facsimile, e-mail or other means of electronic transmission (to which a PDF copy is attached)... | Label: Counterparts |
db662c21-a817-4698-adb9-a6402c5f1f6b | Clause:
Programmer and Licensee each represent and warrant to the other that (i) it has the power and authority to enter into this Agreement and to consummate the transactions contemplated hereby, (ii) it is in good standing in the jurisdiction of its organization and is qualified to do business in all jurisdictions wh... | Label: Representations |
6cd77121-9db7-4fff-8b4a-171dee297793 | Clause:
The Company may amend the Plan at any time and for any reason by action of the Compensation Committee of the Board of Directors of the Company. The Compensation Committee generally will determine the effective date of any amendment to the Plan. However, if Section 409A of the Code requires a delayed effective d... | Label: Amendments |
07e4ed42-2073-459c-a4e0-e978c855c435 | Clause:
The initial term of this Agreement shall begin on the Effective Date and shall continue until April 18, 2018, unless terminated sooner pursuant to the provisions of this Agreement (the “ Initial Term ”). At the expiration of the Initial Term, unless terminated sooner pursuant to the provisions of this Agreement... | Label: Terms |
d3dc499d-9459-41cc-8850-bc26712e753d | Clause:
The Borrower agrees to indemnify each Lender for, and to hold each Lender harmless from, any loss or expense that such Lender may sustain or incur as a consequence of (a) default by the Borrower in making a borrowing of, conversion into or continuation of Eurodollar Loans after the Borrower has given a notice r... | Label: Indemnity |
2ed9b67d-e302-45b3-a6b2-71f0b5118613 | Clause:
This Warrant and the Registration Rights Addendum shall be governed by and construed in accordance with the internal laws of the State of New York without giving effect to any choice or conflict of law provision or rule (whether of the State of New York or any other jurisdiction) that would cause the applicatio... | Label: Governing Laws |
8a94ed97-90b6-490e-8b45-5e8fbf91fa69 | Clause:
This Agreement constitutes the full and entire understanding and agreement of the Parties with regard to the subjects hereof and supersedes and cancels in its entirety all other or prior or contemporaneous agreements, whether oral or written, with respect thereto, including any prior employment agreements betwe... | Label: Entire Agreements |
4c10c0b1-3236-4a83-8f38-24c053390077 | Clause:
To the extent permitted by applicable laws, the Parties waive trial by jury in any action, proceeding or counterclaim brought by the other Party hereto related to matters arising out of or in any way connected with this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustme... | Label: Waiver Of Jury Trials |
f5705377-e6fc-4656-8ac1-d2683b2ce2ac | Clause:
As of the date hereof, the authorized common stock of the Company consists of 999,000,000 authorized shares of Common Stock, $0.00001 par value per share, of which 70 506,085 shares are issued and outstanding; and 18,155,126 shares are reserved for issuance upon conversion of the Note. All such outstanding shar... | Label: Capitalization |
2dfdbbcc-c5dd-47d4-a7c5-fdab9e031833 | Clause:
Conduct all transactions otherwise permitted under this Agreement with any of their Affiliates on terms that are fair and reasonable and no less favorable to Holdings, the applicable Borrower or their respective Subsidiaries than it would obtain in a comparable arm’s-length transaction with a Person not an Affi... | Label: Transactions With Affiliates |
1334c5e7-177e-4d63-b3e5-a2115621b131 | 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 al... | Label: Governing Laws |
d3eba288-3889-4409-9888-dd863a1ff112 | Clause:
Except as set forth on Schedule 9.15 , the Borrower and its Subsidiaries owns or has the right to use all of the material patents, patent applications, industrial designs, trademarks, service marks, copyrights and licenses, if any, and rights with respect to the foregoing, necessary for the conduct of its busin... | Label: Intellectual Property |
3709cd94-ee16-4004-a59c-ff2eef727c24 | Clause:
The Company agrees to employ Employee, and Employee accepts employment with the Company, on and subject to the terms and conditions set forth in this Employee Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable... | Label: Employment |
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