id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
ca1077cf-399e-463c-932e-accd1442392f | Clause:
No litigation, investigation or proceeding of or before any arbitrator or Governmental Authority is pending or, to the knowledge of the Borrower, 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 Effect.
T... | Label: Litigations |
cf8aadb3-537b-422f-acfb-c67573c523d5 | Clause:
Such Securing Party is the sole beneficial owner of the Collateral in which it purports to grant a security interest pursuant to Section 3 and no Lien exists upon the Collateral other than (a) the security interest created or provided for herein, which security interest constitutes a valid first and prior perfe... | Label: Titles |
18bab21e-23d9-40ab-9da4-eba3afbdf887 | Clause:
This Third Amendment may be executed in multiple counterparts, and each counterpart when fully executed and delivered shall constitute an original instrument, and all such multiple counterparts shall constitute but one and the same instrument. Emailed and/or faxed counterparts and/or signatures are acceptable.
... | Label: Counterparts |
d251fd58-f32d-47ac-acae-d0e0f4305de7 | Clause:
At Haemonetics’ expense, CoraMed shall fully cooperate with Haemonetics in connection with obtaining any clearances, approvals, permits and licenses required under any applicable law in order to sell, market, install and operate the TEG 6000 Products in the Hospitals and Labs Fields for cardiac surgery inclusiv... | Label: Cooperation |
bde7b17a-d7fb-4ea7-857c-e940ec49cbf4 | Clause:
All notices demands, requests, consents, approvals, or other communication given under this Warrant, unless otherwise provided herein, such notice shall be given and served in accordance with Paragraph 14 of the Loan Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments... | Label: Notices |
ed264bbf-a960-4b2b-b1ca-04b2e3d5c754 | Clause:
(a) Mortgagor has good and marketable fee simple title to the Mortgaged Property, subject only to Permitted Encumbrances.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assi... | Label: Titles |
f32e2dcb-7efb-447b-bf78-9879eb5fc8bd | Clause:
The Company is and shall be, the sole and exclusive owner of all right, title and interest throughout the world in and to all of the Work Product, including all Intellectual Property Rights therein. The Consultant acknowledges and agrees that all Work Product is “work made for hire” for the Company under the co... | Label: Intellectual Property |
e3d3242b-3342-49b0-9199-7fec5b6b5035 | Clause:
If a Participant incurs a Termination of Employment prior to becoming vested in his Account, the balance of his Account shall be immediately forfeited.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, ... | Label: Forfeitures |
63167b2a-b383-4556-81e1-38d00d49e8c4 | Clause:
The Bank shall notify the Company in writing if it receives written notice of any (i) litigation, investigation or other claim pending or, to the Knowledge of the Bank, threatened before any Governmental Authority to which the Bank or any of its Subsidiaries is party that, if adversely determined, would reasona... | Label: Litigations |
50fb9d05-fb1c-41a5-967f-6170bb523e33 | Clause:
The captions used in the Notice and this Agreement are inserted for convenience and will not be deemed a part of the Award for construction or interpretation. Except when otherwise indicated by the context, the singular will include the plural and the plural will include the singular. Use of the term “or” is ... | Label: Construction |
7bc6ba50-c60a-4c6d-92b3-7fe56fe08c7f | Clause:
This Plan shall be construed and enforced in accordance with the law of the State of Delaware.
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, Authorizati... | Label: Governing Laws |
90794eb5-e96a-4291-a3d4-4c2d39fb0e7c | Clause:
At any time and from time to time, on one or more occasions, subject to the terms and conditions set forth herein, the Borrowers may, by notice to the Administrative Agent, (a) increase the U.S./Canadian Revolving Facility Commitments, (b) increase the French Revolving Facility Commitments and/or (c) increase t... | Label: Notices |
55234d22-175d-494c-843d-4a0f79777e1e | Clause:
This Agreement may be terminated by any Purchaser, as to such Purchaser’s obligations hereunder only and without any effect whatsoever on the obligations between the Company and the other Purchasers, by written notice to the other parties, if the Closing has not been consummated on or before August 31, 2017; pr... | Label: Terminations |
a7983648-1e38-4bfa-a153-2bfab3b6ca1c | Clause:
The initial Servicer shall not (i) consolidate with or merge into any other Person or (ii) convey or transfer all or substantially all of its assets to any other Person; provided, that the Servicer may (A) merge with another Person if (1)(x) the initial Servicer is the entity surviving such merger or (y) the Pe... | Label: Sales |
0459f949-6def-4997-8e00-742764b29c39 | Clause:
Except as set forth in Schedule 4.6 , other than the Cases, there are no actions, suits, or proceedings pending or, to the knowledge of Borrowers, threatened in writing against a Loan Party that either individually or in the aggregate could reasonably be expected to result in a Material Adverse Effect.
Task: C... | Label: Litigations |
e1b73fd6-1c03-470b-b7e2-4a84ec6ccb98 | Clause:
Each Loan Party, the Administrative Agent and each Lender acknowledges that each of them has had the benefit of legal counsel of its own choice and has been afforded an opportunity to review the Loan Documents with its legal counsel and that the Loan Documents shall be construed as if jointly drafted by the par... | Label: Construction |
2bd5799a-0656-4658-bd8c-b6461cb835ea | Clause:
Notwithstanding the provisions of Section 1 through Section 4 hereof or the terms of a Termination Agreement, if you have been continuously employed from the grant date specified above until the date that the Change in Control occurs (the “ Change in Control Date ”) or you are treated, for purposes of such Term... | Label: Change In Control |
e23687e4-5cd9-4e83-a740-cbd595d1528c | Clause:
All notices, requests, demands, claims, and other communications hereunder shall be in writing and delivered via overnight courier. Any notice, request, demand, claim, or other communication hereunder shall be deemed duly given as of the next business day. Such notices shall be addressed to the intended recipie... | Label: Notices |
e723b98f-dc00-4f97-9dea-613dd9f192cc | Clause:
For purposes of these Restricted Stock Award Terms, except where the context clearly implies or indicates the contrary, a word, term, or phrase used in the Plan is similarly used in these Restricted Stock Award Terms.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreemen... | Label: Definitions |
9a5f1cbb-dfd5-415d-9373-fd533c357abe | Clause:
The Purchaser and the Parent Companyare corporations validly existing and in good standing under the laws of the State of Florida, and has all requisite power and authority to own, lease and operate its properties and to carry on its business as now being conducted.
Task: Classify this clause into ONE of these... | Label: Organizations |
ca83e375-f8f0-48d4-8284-f66a630a80b2 | Clause:
Except for the subsidiaries described in Schedule 3(a) , the Company has no subsidiaries and (i) does not otherwise own or control, directly or indirectly, any other Person and (ii) does not hold equity interests, directly or indirectly, in any other Person. Except as otherwise disclosed herein or in the PPM, t... | Label: Subsidiaries |
723dc258-f5cc-4972-9e20-f828cad5e051 | Clause:
This Sixth Supplemental Indenture may be signed in various counterparts which together will 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, Approvals, Arbitration, Assignm... | Label: Counterparts |
7bb01bc2-e132-4388-8863-78069ade2fa9 | Clause:
For so long as this Agreement is in effect and for a period of two (2) years following the date of termination of this Agreement, the Loan Parties and the Lender shall comply with and be bound by the provisions set forth in Annex A hereto, with the party that discloses Confidential Information (as defined in An... | Label: Confidentiality |
83ac8e29-1042-4758-adc9-cf58a23b0b2c | Clause:
All actions and proceedings arising out of or relating to this Agreement shall be heard and determined in the Court of Chancery of the State of Delaware, or, if the Court of Chancery lacks subject matter jurisdiction, in any federal court sitting in the State of Delaware, and the parties hereto hereby irrevocab... | Label: Jurisdictions |
5f9f354a-de2c-42d6-826c-d444176e28dc | Clause:
Any payment of cash or property to Grantee, or to Grantee’s legal representatives, heirs, legatees or distributees, in accordance with the provisions hereof, shall, to the extent thereof, be in full satisfaction of all claims of such persons hereunder. The Partnership may require Grantee or Grantee’s legal rep... | Label: Releases |
7fbf889c-d8c9-42c7-90e5-7a40dd1aaedc | Clause:
(a) Within 3 Business Days of the Tax Schedule for any Covered Taxable Year becoming final under Section 2.01(a) , BGC Partners shall pay (i) to Cantor an amount equal to 80% of the Tax Benefit Payment (determined in accordance with Section 3.01(b) ) and (ii) to a national bank mutually agreeable to BGC Partn... | Label: Payments |
e44cac33-65d5-4d21-8316-20892a393cb8 | Clause:
Executive shall be entitled to vacation in accordance with the Company’s vacation policy, and shall accrue four (4) weeks of paid vacation per year.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arb... | Label: Vacations |
f430802a-0f44-45d2-bf2d-0e978c3697c5 | Clause:
Spark hereby represents and warrants that, as of the Effective Date, neither Spark nor any of its Affiliates, nor, to its knowledge, any other Person that will be involved in activities under this Agreement has been debarred or is subject to debarment, and neither Spark nor any of its Affiliates will knowingly ... | Label: Warranties |
b3dfd1c6-a249-477a-9b5e-0b2e0ebb95c5 | Clause:
The properties of the Loan Parties and their respective Subsidiaries are insured with financially sound and reputable insurance companies, in such amounts, with such deductibles and covering such risks as are customarily carried by companies engaged in similar businesses and owning similar properties in localit... | Label: Insurances |
ec635670-7882-40e2-9832-979c03283b7f | Clause:
This Agreement, including the documents referred to herein, constitute the entire agreement among the Parties with respect to, and supersede any prior understandings, agreements or representations by or among the Parties, written or oral, that may have related in any way to, the subject matter hereof.
Task: Cl... | Label: Entire Agreements |
5b3f57fb-7fc6-4829-a7c4-682aa6e94b45 | Clause:
As of the date hereof, the authorized capital stock of the Company consists of 2,000,000,000 shares of the Common Stock, par value $ 0.01 per share, of which as of the date hereof 135,800,000 shares are issued and outstanding. All of such outstanding shares have been, or upon issuance will be, validly issued an... | Label: Capitalization |
aa10145e-57cf-41f0-ba19-7efa228b5c3b | Clause:
Seller and Purchaser hereby covenant and agree that, at all times after the Effective Date and continuing after the Closing, unless consented to in writing by the other party (which consent may be granted or withheld in the sole discretion of the party whose consent is being requested), no press release or othe... | Label: Confidentiality |
9cce9887-4df6-4003-9895-7f2754c93cec | Clause:
Use the proceeds of the Credit Extensions for working capital and other general corporate purposes (including to pay costs and expenses incurred in connection therewith and in connection with the Loan Documents and to make Restricted Payments permitted hereby) not in contravention of any Law or of any Loan Docu... | Label: Use Of Proceeds |
313bfc3b-647e-4222-8b06-2bf6e96d1bdf | Clause:
All of the terms and provisions of this Third Amendment shall be binding upon and inure to the benefit of the parties hereto, their respective successors, assigns and legal representatives.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corrupt... | Label: Assigns |
d5ef47c0-2c31-4609-ab54-cc441b736add | Clause:
Except as set forth on Schedule 7.6 , the audited consolidated financial statements of Regional (excluding a Special Purpose Subsidiary) for the fiscal year ending December 31, 2016, are true and correct and have been prepared in accordance with GAAP, consistently applied (except for changes in application in w... | Label: Financial Statements |
0c36d3e8-986c-4f78-9dec-340b21690421 | Clause:
As of the date of the making of any Loan or issuance, increase, renewal or extension of any Letter of Credit, the making of such Loan or issuance, increase, renewal or extension of such Letter of Credit shall not conflict with any governmental requirement and no litigation shall be pending or threatened that se... | Label: Litigations |
aaac8bcc-39ba-4576-9b0d-6b6d7834c7e3 | Clause:
Any notice, request or other document required or permitted to be given or delivered to the Holder by the Company shall be delivered in accordance with the notice provisions of the SPA.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption ... | Label: Notices |
0f769f95-dadc-43c2-b56f-dcff2d4c45ff | Clause:
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 such shorter period as the Company was requ... | Label: Financial Statements |
6defd250-3684-41b5-b5aa-883c5394c45d | Clause:
As of the Effective Date, the defined term “Waiver Period” set forth in Section 2(c) of the Fifth Amendment and Waiver is hereby amended by replacing the date “June 14, 2017” appearing therein with the date “June 30, 2017” in lieu thereof.
Task: Classify this clause into ONE of these types (exactly one label):... | Label: Amendments |
1b8fb4d6-25c5-481b-a786-74ad24788187 | Clause:
Any controversy or claim arising out of or relating to this Agreement, or the breach thereof, will be settled by binding arbitration before a single arbitrator in accordance with the Employment Arbitration Rules of the American Arbitration Association. The decision of the arbitrator will be final and binding on... | Label: Arbitration |
0555b38f-df00-4087-b752-19c6f78560d4 | Clause:
The Plan is incorporated herein by reference. The Plan and this Award Agreement (including the exhibits referenced herein), and the Retention Agreement, constitute the entire agreement of the parties with respect to the subject matter hereof and supersede in their entirety all prior undertakings and agreements ... | Label: Entire Agreements |
bb3fcc88-cb1c-45f1-8c8b-7dd9a36f451a | Clause:
This Agreement contains all the understandings and agreements between the parties concerning matters set forth in this Agreement. The terms of this Agreement supersede any and all prior statements, representations and agreements by or between the Company and Executive, or either of them, concerning the matters ... | Label: Entire Agreements |
ab215170-8ad8-4720-9b4a-eda8c22ac6ed | 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 each Purchaser, severally and not jointly, agrees to purchase that number of Shares specified belo... | Label: Closings |
aedf59b2-a6a0-42a4-a287-23b735dbd4d0 | Clause:
Enter into any transaction of any kind with any Affiliate of Borrower, whether or not in the ordinary course of business, other than on fair and reasonable terms substantially as favorable to Borrower or such Subsidiary as would be obtainable by Borrower or such Subsidiary at the time in a comparable arm’s leng... | Label: Transactions With Affiliates |
f94d16a6-60df-4dac-b5d6-77d45e0b2f4a | Clause:
An Eligible Employee may become a Participant in the Plan by completing, within any prescribed enrollment period prior to the applicable Offering Date, a Payroll Deduction Authorization Form (electronic or otherwise) and/or any other forms and following any procedures for enrollment in the Plan as may be establ... | Label: Participations |
0a1e0a3f-f21c-4fd5-8eca-9b7ee6e69cc3 | Clause:
If any provision of this Agreement or the application thereof to any Person or any circumstance is held invalid or unenforceable to any extent, the remainder of this Agreement and the application of such provision to other Persons or circumstances will not be affected thereby and will be enforced to the greates... | Label: Severability |
a5bbaad4-b1ed-4164-bdd1-92d677fb99f9 | Clause:
There are no pending or, or to the Knowledge of Victory, threatened Actions against Victory or its Subsidiaries or by which its or their assets may be bound except as specifically disclosed in the SEC Reports or in the Disclosure Schedule. Neither Victory nor any Subsidiary, nor to Victory’s Knowledge, any dire... | Label: Litigations |
7101faa2-ff49-4124-8e80-648a007de6c2 | Clause:
Assignor has the legal right, power, authority and capacity to execute, deliver and perform all of Assignor’s obligations under this Assignment and to consummate the transactions contemplated herein.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, An... | Label: Authorizations |
520ee4f3-2de3-411d-817a-3704ac4105e1 | Clause:
The consolidated and consolidating balance sheets, and related statements of income, cash flow and shareholder’s equity, of Holdings, Borrower and Subsidiaries that have been and are hereafter delivered to Agent and Lenders, are prepared in accordance with GAAP, and fairly present in all material respects, the ... | Label: Financial Statements |
36cfbb92-daed-42de-99b2-bc75063be655 | Clause:
The indemnification obligations of Indemnitor under this Agreement shall continue in effect and shall survive (among other events) any payment and satisfaction of the Loan and the Obligations, any termination or discharge of any Mortgage, foreclosure, a deed-in-lieu transaction, or release of any Collateral.
T... | Label: Survival |
dcb8b718-3c71-44c6-ae1f-eb8da2bb3492 | Clause:
Other than as may be disclosed in the Company’s most recently filed periodic report under the Exchange Act, there is no action, suit, notice of inquiry, violation, Proceeding or investigation pending or, to the Company’s Knowledge, threatened against or affecting the Company, any Subsidiary or any of their resp... | Label: Litigations |
5b36e745-9317-4f1b-acad-1b1038eaf998 | Clause:
The shares of Common Stock subject to the Option may be adjusted or terminated in any manner as contemplated by Section 3.2 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, As... | Label: Adjustments |
2bf407fd-f765-42d1-b808-1020db7f6cd7 | Clause:
No Person will have, as a result of the transactions contemplated by this Agreement, any valid right, interest, or claim against or upon the Company or any Purchaser for any commission, fee, or other compensation pursuant to any agreement, arrangement, or understanding entered into by or on behalf of such Purch... | Label: Brokers |
4f983500-dc6d-4ab8-a164-3d35093ffb2b | Clause:
Except as would not have a Material Adverse Effect, the Company is and at all times has been in material compliance with all Laws. The Company has not received any notice that it is in violation of, has violated, or is under investigation with respect to, or has been threatened to be charged with, any violation... | Label: Compliance With Laws |
8fafadbe-f1b1-4e52-ae9c-78fe644a25bc | Clause:
The express representations and warranties made in this Agreement by Seller shall not merge into any instrument of conveyance delivered at the Closing and all of the representations and warranties made in this Agreement by Seller shall survive the Closing for a period of six (6) months (the " Survival Period " ... | Label: Survival |
f1a3b247-75e0-46e7-90ac-b3acbc98f70c | Clause:
The Administrator may grant Options or Stock Appreciation Rights to Service Providers subject to the limitations in the Plan, including Section 9.9 with respect to Incentive Stock Options. The Administrator will determine the number of Shares covered by each Option and Stock Appreciation Right, the exercise pri... | Label: General |
912f96c2-ede9-4c2d-8238-1079bbe917c8 | Clause:
The Company will reduce its compensatory payments to Executive hereunder for withholding and FICA and Medicare taxes and any other withholdings and contributions required by law.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, A... | Label: Withholdings |
9fbc8510-6fe6-49a4-ab7c-857c0a25f7bc | Clause:
This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. The parties hereto agree to execute such further instruments and to take such further action as may be reasonably necessa ry to carry ou... | Label: Counterparts |
4d205072-27de-4ff9-9330-ac116e67f1ea | Clause:
The obligation to pay the any Transaction Fee Award is solely that of the Company, provided that the Company may assign its obligations to any entity that succeeds to the Company’s business. You may not assign your right to receive any Transaction Fee Award.
Task: Classify this clause into ONE of these types (... | Label: Assignments |
8534919c-35a0-4713-8ba7-a1332e94cbb7 | Clause:
(i) Restricted Shares comprised in a Restricted Share Award awarded to a Participant shall be subject to the following restrictions until the expiration of the Restricted Period and the attainment of any other vesting criteria established by the Committee, and to such other terms and conditions as may be set fo... | Label: Forfeitures |
04597c0a-c3ee-4d90-8587-b284bcda64a1 | Clause:
The Stockholder acknowledges and agrees that ( i ) the covenants, obligations and agreements contained in this Agreement relate to special, unique and extraordinary matters, ( ii ) the Company and Parent are relying on such covenants in connection with entering into the Merger Agreement and ( iii ) a violation ... | Label: Specific Performance |
dcc4fdb8-14b6-4f83-aa87-37e93815967c | Clause:
Each Borrower hereby indemnifies, subject to Section 2.10(b) , each of the Lenders against any actual loss or expense which may arise or be attributable to each Lender’s obtaining, liquidating or employing deposits or other funds acquired to effect, fund or maintain any Loan (a) as a consequence of any failure ... | Label: Indemnity |
9cc6ecc5-9f24-4d35-b79d-657cee01f6b2 | Clause:
You agree, during the Employment Term and thereafter, to hold in strictest confidence, and not to use or to disclose to any individual or entity, without the prior written authorization of the Company, any Confidential Information. “ Confidential Information” means any of the Company’s confidential or proprieta... | Label: Confidentiality |
fddaee6e-0d3f-41fa-904a-625f74be1e1b | Clause:
Each Covenant Entity owns, licenses or possesses the legal right to use, all of the trademarks, service marks, trade names, copyrights, domain names, patents, patent rights, franchises, technology, software, know how, database rights, design rights, licenses and other intellectual property rights (collectively,... | Label: Intellectual Property |
508771c3-3d75-4ccd-b4ba-02a7bf861ffe | Clause:
All notices and other communications provided for herein shall be by telephone, telecopier, electronic mail or in writing and telephoned, telecopied, mailed (electronic or otherwise) or delivered to the intended recipient at the telephone or telecopier number or “Address for Notices” specified in its Administra... | Label: Notices |
48551590-5bb6-4254-813f-1d0911f5a461 | Clause:
The Loan Documents constitute the entire understanding and agreement between Borrower, Guarantor and Agent with respect to the transactions arising in connection with the Loan and this Guaranty. The Loan Documents supersede all prior written or oral understandings and agreements between Borrower, Guarantor and ... | Label: Entire Agreements |
3a3cf5d9-9771-4fdf-a6e9-a51880f06a61 | Clause:
During the Term and in perpetuity following the Termination Date, Employee shall not make any remarks disparaging the conduct or character of Sheldon G. Adelson, the Company or its Affiliates, subsidiaries and related entities, their agents, employees, officers, directors, successors, or assigns.
Task: Classif... | Label: Non-Disparagement |
292a86d0-5049-476c-97ff-f51c80381fe9 | Clause:
(a) The Company's obligation to make any payments provided for in this Plan and otherwise to perform its obligations hereunder shall be in lieu and in full settlement of all other severance payments to the Participant under any other severance or employment agreement between the Participant and the Company, an... | Label: Costs |
3da9d9f9-9e99-40e2-bde4-de578eea1486 | 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) such as have been obtained or made and are in full force and effect or (ii) where the failure to obtain such consent or approval or make such registration o... | Label: No Conflicts |
86f61a5e-5f7d-4bcf-b27d-dd1033f86ba7 | Clause:
Prior to each shipment of Drug Product, CRL shall provide Client with a Certificate of Analysis and a Certificate of Compliance, as required by the Quality Agreement, and, at Client’s request, CRL shall provide Client with reasonable access to any applicable supporting data. Prior to release of the Drug Product... | Label: Releases |
f37879e4-7e59-462b-af8c-fa56ece5723d | Clause:
This Agreement may be executed in separate counterparts each of which shall be an original and all of which taken together shall constitute one and the same agreement. No provision of this Agreement is intended to confer any rights, benefits, remedies, obligations, or liabilities hereunder upon any Person other... | Label: Counterparts |
5870f02b-0279-466b-bacf-c4929bf4eceb | Clause:
This Agreement and the instruments referenced herein and in the exhibits attached hereto supersede all previous understandings or agreements among the parties, whether oral or written, with respect to the subject matter of this Agreement and such instruments. This Agreement and such instruments contain the enti... | Label: Integration |
cb33c2e0-f6c2-4fda-b7a2-5ebc0f54a6a0 | Clause:
This Agreement shall be interpreted and enforced according to the laws of the State of Colorado.
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, Authoriza... | Label: Governing Laws |
fa180e2b-e4f1-4912-980d-7166373fabc5 | Clause:
The Seller has heretofore made available to the Purchaser and the Trustee copies of Consolidated Parent’s consolidated balance sheets and statements of income and changes in financial condition as of and for the fiscal years ended January 31, 2016, and January 31, 2017, audited by and accompanied by the opinion... | Label: Financial Statements |
aafa7002-e759-4baf-996a-8d193aadb690 | Clause:
If the aggregate Commitments (including due to new Commitments by additional Lenders) are increased in accordance with this Section 2.14 , the Agent and the Borrower shall determine the effective date (the “ Increase Effective Date ”) and the final allocation of such increase. The Agent shall promptly notify t... | Label: Effective Dates |
64d76d20-452d-469e-8ce0-2be249e09730 | Clause:
Each Borrower shall keep accurate and complete records of its Inventory, including costs and daily withdrawals and additions, and shall submit to Lender inventory and reconciliation reports, in form and substance satisfactory to Lender, on or before the 20 th day of each month, and such inventory and reconcilia... | Label: Records |
4311d5bc-47a1-4080-86d3-971996a50abd | Clause:
Interest and fees hereunder shall be computed on the basis of a year of 360 days and for the actual number of days elapsed; provided that interest on Domestic Rate Loans shall be calculated on a 365 or 366 day basis, as the case may be, for the actual number of days elapsed. If any payment to be made hereunder ... | Label: Fees |
c552a07e-ae87-49d3-84a1-0a11313dcc7f | Clause:
The Committee shall have the full power and authority provided under Section 4.2 of the Plan and provided by delegation by the Board, subject to the terms of the Plan, and subject to such orders or resolutions not inconsistent with the provisions of the Plan as may from time to time be adopted by the Board. Suc... | Label: Interpretations |
61493309-4f30-4e09-9b65-2c00631c27bd | Clause:
Each covenant, agreement and provision of this Lease shall be construed to be a separate covenant, agreement and provision. If any covenant, agreement or provision of this Lease or the application thereof to any person or circumstance shall to any extent be invalid or unenforceable, the remainder of this Lease,... | Label: Severability |
4cd2edc8-1b26-4af4-8d39-60f9c67ced80 | Clause:
If any of the restrictions contained in this Section 8 shall be deemed to be unenforceable by reason of the extent, duration or geographical scope thereof, or otherwise, then the court making such determination shall have the right to reduce such extent, duration, geographical scope, or other provisions hereof,... | Label: Severability |
eb729383-105d-428d-9d62-26b2a39f0a61 | Clause:
The Company and its subsidiaries carry, or are covered by, insurance covering their respective properties, operations, personnel and businesses in such amounts and covering such risks as is customary for companies engaged in similar businesses in similar industries; and neither the Company nor any of its subsid... | Label: Insurances |
3907cf50-b5ce-445c-9d51-e1161aafab35 | Clause:
The parties agree to perform any and all acts and to execute and deliver any and all documents necessary or convenient to carry out the terms of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Ap... | Label: Cooperation |
04af4304-5009-4b23-b42e-574a0034d741 | Clause:
Any notice provided for in this Agreement must be in writing and must be either personally delivered, mailed by first class mail (postage prepaid and return receipt requested) or sent by reputable overnight courier service (charges prepaid) to the recipient at the address below indicated or at such other addres... | Label: Notices |
dec712d5-c873-4881-97cf-5692fcb8da56 | Clause:
This Agreement shall bind and inure to the benefit of the respective successors and assigns of each of the parties; provided , that no Borrower may assign this Agreement or any rights or duties hereunder without the Lenders' prior written consent and any prohibited assignment shall be absolutely void ab initio.... | Label: Successors |
0e29d5a5-3897-4bf1-80fb-82b0ef1670de | Clause:
The execution, delivery and performance by each Loan Party of each Loan Document to which it is or will be a party, (i) have been duly authorized by all necessary action, (ii) do not and will not contravene (A) any of its Governing Documents, (B) any applicable material Requirement of Law or (C) any material C... | Label: Authorizations |
ff1b5e40-24e5-46b0-88a2-f288853f32b2 | Clause:
Tenant shall indemnify and hold harmless Landlord and its members, managers, officers, directors, employees, agents, contractors, successors and assigns for, from and against any and all claims, demands, liabilities, damages, fines, losses, costs (including the cost of compliance with any governmental order) an... | Label: Indemnity |
3f4d708d-9f6c-4cc8-beee-596b1e38fa72 | Clause:
Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, HBD confirms that neither it nor any other Person acting on its behalf has provided the Company or its agents or counsel with any information that it believes constitutes or might constitute m... | Label: Disclosures |
970b5db0-8c91-4984-94c4-4ed899d602e4 | Clause:
This Agreement shall terminate, except for the provisions of Section 3.8, Section 3.9 and Section 3.10, which shall survive any such termination, upon the date that is the earliest to occur of (i) the date on which no Holder holds any Registrable Securities; and (ii) the date on which the Company is no longer s... | Label: Terminations |
fb2bfd2b-6fd9-47da-9ade-85c2c2ad8cdd | Clause:
This Guaranty may be executed in counterparts, each of which will be deemed an original, and all such counterparts when taken together will constitute but one agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable... | Label: Counterparts |
038ebf13-af4d-4a08-b00d-2a6bd26297bf | Clause:
All notices under this Agreement shall be in writing and shall be deemed effective when delivered in person (in the Company’s case, to the BOD or Secretary) or forty eight (48) hours after deposit thereof in the U.S. mail, postage prepaid, addressed to Executive, at last known address as carried in the records ... | Label: Notices |
04032848-b2a9-4483-8212-ae3b62123eac | Clause:
The Company and each of its wholly-owned subsidiaries is duly incorporated, validly existing, and in good standing under the laws of the jurisdiction of its organization. Each of the Company and its subsidiaries has all requisite power and authority to own and operate its respective properties and assets and to... | Label: Organizations |
c77d8a51-0d2b-4b4a-bee4-3a134a4f3a44 | Clause:
No failure on the part of Lender to exercise, and no forbearance, delay or omission by Lender in exercising, any right or remedy hereunder shall impair such right or remedy or operate or be construed as a waiver thereof or any acquiescence therein, nor shall any single or partial exercise of any right or remedy... | Label: No Waivers |
86f7579a-fbb8-4772-b6c8-a96ea6e9ae7e | Clause:
This Agreement shall be governed by and construed in accordance with the laws of the State of New York without regard to principles of conflicts of laws. Any action brought by either party against the other concerning the transactions contemplated by this Agreement shall be brought only in the state courts of N... | Label: Governing Laws |
a58522e2-8970-4bfa-bd05-777c812ea349 | Clause:
The Borrower and its Subsidiaries have filed all Federal, state and other material tax returns and reports required to be filed, and have paid all Federal, state and other material taxes, assessments, fees and other governmental charges levied or imposed upon them or their properties, income or assets otherwise... | Label: Taxes |
8dfe4cc0-7463-4a73-9630-79f3278f1839 | Clause:
No part of the proceeds of any Loan will be used, whether directly or indirectly, for any purpose that would violate any rule or regulation of the Board of Governors of the Federal Reserve System, including Regulations T, U or X.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustmen... | Label: Use Of Proceeds |
bde9ede9-31d5-4d48-8283-f8dff6cd7b42 | Clause:
All payments and benefits described in this Agreement shall be subject to any and all applicable federal, state and local income, employment and other taxes, and the Company will deduct from each payment to be made to Executive under this Agreement such amounts, if any, required to be deducted or withheld under... | Label: Taxes |
277410d5-cf60-44f1-a1a4-609e7cc5cae6 | Clause:
Except as otherwise provided in this Agreement, each Party will bear its respective fees and expenses incurred in connection with the preparation, negotiation, execution and performance of this Agreement and the Contemplated Transactions, including all fees and expense of its Representatives. Buyer will pay one... | Label: Expenses |
f1044dc2-93fe-4154-b8b4-b960dab76257 | Clause:
To the extent applicable, the Participant shall be subject to the provisions of Section 12 of the Plan with respect to any withholding or other tax obligations in connection with the grant, vesting or settlement of the Restricted Shares or otherwise in connection with this Agreement. The Participant also acknow... | Label: Taxes |
15ec33f9-b1f5-49ab-9921-a5978f64e185 | Clause:
During the Term (and any extension thereof), Executive shall be employed as and hold the title of Chief Executive Officer (“CEO”) and will also serve as President, unless and until the Board of Directors of the Company (the “Board”) elects to appoint a different President who reports solely to the CEO, other th... | Label: Employment |
369473ec-73c8-4e5d-8ede-9bf9c56af4cb | Clause:
The Revolving Credit Facility, to the extent available, must be used to support Letters of Credit and for working capital, capital expenditures, acquisitions, stock repurchases and general corporate purposes.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amend... | Label: Use Of Proceeds |
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