id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
090da1d0-5905-437a-a4d2-dfcd545373c0 | Clause:
If Employee’s employment with the Company is terminated by reason of Disability, then the Forfeiture Restrictions shall lapse with respect to 100% of the Restricted Stock Units effective as of the date of Employee’s “separation from service” (as defined under Code Section 409A) and Employee’s RSU’s shall be set... | Label: Disability |
4d53e43e-dd4a-4852-8156-e978c99f609b | Clause:
Upon its receipt of an Assignment and Acceptance Agreement executed and delivered by an assigning Purchaser and an Eligible Assignee or assignee Purchaser, the Transfer Agent shall, if such Assignment and Acceptance Agreement has been duly completed, (i) accept such Assignment and Acceptance Agreement, (ii) rec... | Label: Assignments |
f1ceb517-9a3f-4647-8b29-e178c374792e | 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, (i) the Company agrees to sell, and the Purchasers, severally and not jointly, agree to purchase, up to an aggregate of $2,352,941... | Label: Closings |
23cf89a9-5e9b-4fab-a553-ab26f1bdca56 | Clause:
Upon receipt or delivery by the Company of any notice in accordance with the terms of this Warrant, unless the Company has in good faith determined that the matters relating to such notice do not constitute material, nonpublic information relating to the Company or its Subsidiaries (as defined in the Securities... | Label: Disclosures |
7dea6747-b8f9-407e-a3f7-2829fe818222 | Clause:
Terms defined in the Indenture and Security Agreement and not otherwise defined herein are used herein as defined in the Indenture and Security Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approval... | Label: Terms |
20bb9c9f-250a-4ef9-bda6-fe5790f7796b | Clause:
The Company is a corporation duly incorporated, validly existing and in good standing under the Laws of Ohio and has all requisite corporate power and authority to carry on its business as presently conducted. The Company is duly qualified or licensed to do business and is in good standing (where such concept i... | Label: Organizations |
99debb7b-c192-4a9f-9861-366fd762c1da | Clause:
Seller has the absolute and unrestricted right, power, authority and capacity to execute and deliver this Agreement and to perform all of his respective obligations under this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption... | Label: Authority |
c7e4a7f5-6c31-4b18-94bc-6aa867122ca5 | Clause:
As of the Effective Date, after giving effect to the Transactions to occur on the Effective Date, Schedule 3.12 sets forth the name of, and the ownership interest of each Subsidiary of Holdings.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Co... | Label: Subsidiaries |
d1181474-73b4-42fc-a7c7-dcb5d872a8ec | Clause:
EACH GUARANTOR HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVES TRIAL BY JURY IN ANY LEGAL ACTION OR PROCEEDING RELATING TO THIS GUARANTEE, ANY OTHER CREDIT DOCUMENT AND FOR ANY COUNTERCLAIM THEREIN.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-... | Label: Waiver Of Jury Trials |
6df50d2a-9977-483a-8be9-372102270fae | Clause:
Except as otherwise determined by the Committee, at the date of grant or thereafter, upon Termination of Service during the applicable restriction period, Restricted Shares shall be repurchased by the Company for a nominal amount equal to their par value and any accrued but unpaid dividends or Dividend Equivale... | Label: Forfeitures |
ab91c008-fa67-4ffa-8f90-2c79f8a89681 | Clause:
Each Loan Party shall have obtained all governmental authorizations and all consents of other Persons, in each case that are necessary or advisable in connection with the transactions contemplated by the Loan Documents, and each of the foregoing shall be in full force and effect and in form and substance reason... | Label: Consents |
446afb41-e4c4-4c29-83d5-79bd98330126 | Clause:
At the Closing, NHL shall deliver to the Company, the originals of the corporate minute books, books of account, contracts, records, and all other books or documents of NHL now in the possession of NHL or its representatives.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, ... | Label: Records |
10fade04-2444-4cbd-a377-949807ee78e0 | Clause:
Except as herein otherwise expressly stipulated to the contrary, this Agreement shall be binding upon and inure to the benefit of the parties hereto, and their respective heirs, legal representatives, successors and permitted assigns.
Task: Classify this clause into ONE of these types (exactly one label):
Adju... | Label: Binding Effects |
96a07fd5-036e-4619-ba8e-56bf9f85a19d | Clause:
Notwithstanding the foregoing, in no event may the Option be exercised after its term has expired. If, on the date of cessation of service as an Outside Director, the Participant is not vested as to his or her entire Option, the Shares covered by the unvested portion of the Option shall revert to the Plan. If, ... | Label: General |
6bb6b34e-6f0f-49b1-9386-c7de7e43646b | Clause:
THIS AGREEMENT, TOGETHER WITH THE OTHER TRANSACTION DOCUMENTS, REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN AGREEMENTS BETWEEN THE PARTIES. No waiver of any provision of t... | Label: Amendments |
64a38cb0-bec8-495a-9089-6128746752e2 | Clause:
Subject to Section 2(d)(iii) below, Executive’s entitlement to benefits from the Company, and eligibility to participate in the Company’s benefit plans, shall cease on the Termination Date, except to the extent Executive elects to and is eligible to receive continued healthcare coverage pursuant to the provisio... | Label: Benefits |
d5fc7eaf-03c8-46cf-bd96-667760efd4a7 | Clause:
Executive shall be entitled to accrue five (5) weeks of paid vacation annually. While Employer encourages Executive to take vacation, if he does not use all vacation accrued in each calendar year, Executive may carry it over from year to year; provided , however , that the maximum accrual of Executive’s vacatio... | Label: Vacations |
9d739d41-197d-4a8b-a966-4cbad1a4b8bb | Clause:
If any provision of this Agreement or the other Credit 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 Credit Documents shall not be affected or impaired thereby and (b) the parties shall endeavo... | Label: Severability |
e927b4b1-24d1-4ece-80a4-26d572d7698c | Clause:
As of the date of this Agreement, Schedule 3.13 is a complete list of each Subsidiary of LMI and each such Subsidiary’s jurisdiction of incorporation or organization.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable La... | Label: Subsidiaries |
93d8c04c-8bbd-4113-bf4c-94efc954e16a | Clause:
This Supplement may be executed by one or more of the parties to this Supplement on any number of separate counterparts (including by facsimile or other electronic transmission (i.e. a “pdf’ or “tif’)), and all of said counterparts taken together shall be deemed to constitute one and the same instrument.
Task:... | Label: Counterparts |
a1cbd5c4-8c53-4f3c-b634-661189e2fa63 | Clause:
This Agreement may be executed in any number of counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Appl... | Label: Counterparts |
4a9eee61-a07b-4aa7-892a-27752c0be429 | Clause:
Neither the execution and delivery of the Loan Documents, nor the consummation of the transactions contemplated therein, nor performance of and compliance with the terms and provisions thereof will (i) violate or conflict with any provision of its formation and governance documents, (ii) violate any Legal Requi... | Label: No Conflicts |
59dee261-e65b-4df6-b68e-0f8e0b64dfb9 | Clause:
Notwithstanding any other provision of the Plan or the Agreement to the contrary, the grant, vesting and holding of the Shares by Grantee is expressly conditioned upon compliance with the Securities Act and all applicable state securities laws. Grantee agrees to cooperate with the Company to ensure compliance w... | Label: Compliance With Laws |
3240a862-bc20-41a5-aee1-9f660450ff0d | Clause:
The obligation of the Company under this Agreement shall be binding upon the successors and assigns of the Company. If a dividend or other distribution shall be declared upon the Company’s common stock payable in Shares, the Performance Share Units and the Shares on which the Performance Goals are based shall b... | Label: Successors |
f099613c-a744-434f-b176-049d95f13620 | Clause:
Any term or provision of this Agreement which is invalid or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the sole extent of such invalidity or unenforceability without rendering invalid or unenforceable the remainder of such term or provision or the remaining terms and pro... | Label: Severability |
6ad61f17-8ec4-4cbd-8dbf-9d366e31bb09 | Clause:
Request any Borrowing or Letter of Credit, or use, or permit its Subsidiaries or its or their respective directors, officers, employees and agents to use, the proceeds of any Borrowing or Letter of Credit (i) in furtherance of an offer, payment, promise to pay, or authorization of the payment or giving of money... | Label: Use Of Proceeds |
0fd8c9c6-717e-4575-ab46-f549967fb71b | Clause:
Each Loan Party owns or holds a valid and enforceable license to use all intellectual property necessary to conduct its business as currently conducted. No claim has been asserted or is pending by any Person with respect to the use of any such intellectual property or challenging or questioning the validity or ... | Label: Intellectual Property |
bc8b5a03-09d0-438f-881d-d29e7bab5f31 | Clause:
Each Grantor shall remain liable for any deficiency if the proceeds of any sale or other disposition of the Collateral are insufficient to pay its Obligations and the fees and disbursements of any attorneys employed by any Secured Party to collect such deficiency.
Task: Classify this clause into ONE of these t... | Label: Waivers |
3593a913-210d-42df-81f8-5172607580fe | Clause:
Promptly after an Authorized Officer of the Borrower obtains actual knowledge thereof, notice of (i) the occurrence of any event that constitutes a Default or Event of Default, which notice shall specify the nature thereof, the period of existence thereof and what action the Borrower proposes to take with respe... | Label: Litigations |
b59912db-3870-4b66-91e2-471e385476d4 | Clause:
If any provision of this Agreement is held to be illegal, invalid or unenforceable, (a) the legality, validity and enforceability of the remaining provisions of this Agreement shall not be affected or impaired thereby and (b) the parties shall endeavor in good faith negotiations to replace the illegal, invalid ... | Label: Severability |
786b8202-cbda-499b-a593-7760559efd6f | Clause:
The provisions of Sections 3.3 and 9.4 and Articles 4, 5, 7, 8, 10, 11, 13 and 14 of this Agreement shall survive the termination of this Agreement for any reason.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws,... | Label: Survival |
dc55a398-7d66-48db-b67f-61e7ceafbb0a | Clause:
The Company represents and warrants that the undersigned has the authority to act on behalf of the Company and to bind the Company and all who may claim through it to the terms and conditions of this Agreement. Employee represents and warrants that he has the capacity to act on his own behalf and on behalf of a... | Label: Authority |
9db33390-b128-41c1-8fca-57016f1a67c1 | Clause:
This Agreement is subject to all valid present and future laws, regulations, rules and orders of Governmental Authorities now or hereafter having jurisdiction over the Parties, this Agreement, or the services performed or the facilities utilized under this Agreement.
Task: Classify this clause into ONE of thes... | Label: Applicable Laws |
bd118b2b-2cca-4107-8330-f5706a032b50 | Clause:
Executive recognizes that this Agreement contains confidential information and agrees that the contents of this Agreement or any information made available to Executive in the course of entering into this Agreement shall be considered confidential and shall not be disclosed or communicated in any manner except:... | Label: Confidentiality |
d7fcb5da-c897-425e-9c53-4262c6fd3aff | Clause:
No assignment or transfer by any Party of such Party’s rights and obligations hereunder shall be made except with the prior written consent of the Purchaser, in the case of an assignment by the Company or the Seller, in the case of an assignment by the Purchaser. Notwithstanding the foregoing, without the prior... | Label: Assignments |
080d5c66-5026-4583-aea1-00739b444977 | Clause:
(i) Comply, and cause each of its Material Subsidiaries to comply, in all material respects, with all applicable Laws of Governmental Authorities, such compliance to include, without limitation, compliance with ERISA and Environmental Laws, unless the failure to so comply is not reasonably likely to have a Mate... | Label: Compliance With Laws |
f5f0721c-d8c2-4dfe-a163-548392408265 | Clause:
This Agreement shall be binding upon and inure to the benefit of the Company and the Investor and their respective successors. Neither this Agreement nor any rights of the Investor or the Company hereunder may be assigned by either party to any other Person.
Task: Classify this clause into ONE of these types ... | Label: Assignments |
65a21e3b-4693-415e-bfc6-d8f88bfa5b49 | Clause:
TO THE FULLEST EXTENT PERMITTED BY LAW, THE PARTIES HERETO HEREBY WAIVE THEIR RESPECTIVE R IGHTS TO A JURY TRIAL OF ANY PROCEEDING (whether in contract, in tort, at law or otherwise) BASED UPON, ARISING OUT OF, OR RELATED TO THIS AGREEMENT OR ANY OF THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT. THE SCOPE OF ... | Label: Waiver Of Jury Trials |
c6f7f8c9-d6a2-45e2-b9a2-65fc31760f24 | Clause:
If any provision of this Agreement is construed to be invalid, unlawful or unenforceable, then the remaining provisions hereof shall not be affected thereby and shall be enforceable without regard thereto, except that if Employee claims that the release in Section 9 is unlawful, invalid or unenforceable, and su... | Label: Severability |
9928d890-cd6d-4022-8e4b-f8bd7f5b71b2 | Clause:
The authorized capital stock of the Company and the shares thereof issued and outstanding as of December 31, 2016, are set forth on Schedule 2.1(c) hereto. All of the outstanding shares of the Company’s Common Stock and any other security of the Company have been duly and validly authorized. No shares of Common... | Label: Capitalization |
276893f8-bae6-4a46-8eaf-e5928fffc85d | Clause:
There is no action, claim, hearing, charge, complaint, demand, challenge, suit, proceeding or investigation (“ Action ”) pending or, to the knowledge of the Company, threatened against, nor any outstanding Order against, the Company or any of its Subsidiaries before or by any Governmental Authority, other than ... | Label: Litigations |
a6e4dd6e-50ca-4f08-be5f-69201152c816 | Clause:
Each Pledgor agrees that Pledgor will do such acts and things and promptly execute and deliver (and cause the Pledged Entities to promptly execute and deliver) to Secured Party such financing statements or additional conveyances, assignments, agreements and instruments as Secured Party may reasonably require to... | Label: Further Assurances |
789e361a-1318-4b92-ab0e-a552695c92fe | Clause:
Enter into any arrangement, directly or indirectly, with any person whereby it shall sell or transfer any property, real or personal, used or useful in its business, whether now owned or hereafter acquired, and thereafter, as part of such transaction, rent or lease such property or other property that it intend... | Label: Sales |
8e47c0bb-d191-441d-b6b4-ce54df1bd01d | Clause:
Each Loan Party will, and will cause each Subsidiary to, (a) do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence and the rights, qualifications, licenses, permits, franchises, governmental authorizations, intellectual property rights, licenses and... | Label: Existence |
658cd773-d95d-4b87-833d-931bbd5726b3 | Clause:
The RSUs subject to the Award shall vest in accordance with the Vesting Schedule set forth in Exhibit B to the Grant Notice. Unless and until the RSUs have vested in accordance with the Vesting Schedule set forth in the Grant Notice, Participant will have no right to any distribution with respect to such RSUs.... | Label: Vesting |
7ed5a758-01c9-476a-a5ca-4d6f6ff8895b | Clause:
If the Executive’s employment is terminated by reason of the Executive’s Disability during the Employment Term, this Agreement shall terminate without further compensation obligations to the Executive, other than for (i) payment of Accrued Obligations (which shall be paid to the Executive in a lump sum in cash ... | Label: Disability |
e5b525f0-453e-4123-8bd5-85e844207047 | Clause:
For the convenience of the parties hereto, this Agreement may be executed in any number of separate counterparts, each such counterpart being deemed to be an original instrument, and all such counterparts will together constitute the same agreement. Executed signature pages to this Agreement may be delivered by... | Label: Counterparts |
a1423579-099b-4909-ae9e-fbfc39d98953 | Clause:
Each Restricted Share Unit shall have a value equal to the Fair Market Value of a Share. Restricted Share Units shall be paid in cash, Shares, other securities, or other property, as determined in the sole discretion of the Committee, upon the lapse of the restrictions applicable thereto, or otherwise in accord... | Label: Payments |
7073c13e-af99-4d0b-8258-2d24b5c7c8c0 | Clause:
This Agreement will be construed and interpreted under the laws of the State of Delaware, without regard to the principles of conflicts of law. If any controversy between First Data and you arises out of, or relates to, this Agreement, First Data and you agree and consent to the exclusive jurisdiction and venue... | Label: Governing Laws |
8834f7bd-6955-4ad8-8a4c-e0d17347c81b | Clause:
A permanent and total disability such that the Participant is unable to engage in any substantial gainful activity by reason of any medically determinable physical or mental impairment which can be expected to last for a continuous period of not less than 12 months, or is, by reason of any medically determinabl... | Label: Disability |
02b7bf21-fe99-4c1f-9319-eed6d42f1855 | Clause:
This Agreement may be terminated by the either party by written notice to the other party, if the Closing has not been consummated on or before April 21, 2017; provided , however , that such termination will not affect the right of any party to sue for any breach by any other party (or parties).
Task: Classify... | Label: Terminations |
f0e679a7-ed75-4f84-83a0-fd03c01f1b96 | Clause:
As of the Effective Date, Assignor hereby transfers, conveys, and assigns to Assignee, its successors and assigns, all of Assignor’s right, title, interest, and obligations in and to the Purchase Agreement. As of the Effective Date, with respect to the Purchase Agreement, Assignee does hereby accept such assign... | Label: Assignments |
348c5875-cb9c-4d14-8cc6-30047074fb00 | Clause:
Amend, modify or change in any manner any subordination terms of any Subordinated Indebtedness.
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, Authorizat... | Label: Amendments |
ad37fb84-c503-4eeb-b3df-ea8f00b36c14 | Clause:
Except as disclosed in the Company’s SEC Reports, there are no actions, investigations, suits or proceedings pending or, to the knowledge of Company, threatened, at law, in equity or in arbitration, before any court, other governmental authority, arbitrator or other Person, (i) against or affecting the Company ... | Label: Litigations |
992850c3-ff44-41be-b0c8-278b57be492a | Clause:
The Purchaser has all requisite corporate power, authority and capacity, to execute and deliver this Agreement and to perform all of its obligations hereunder. The Purchaser does not believe, nor does it have any cause or reason to believe, that it cannot perform each and every covenant required of it contained... | Label: Authority |
90fe5721-e58d-4f3c-9948-2b5a83b1e6fa | Clause:
No provisions of this Agreement may be modified, waived or discharged unless such waiver, modification or discharge is agreed to in writing signed by the Executive and the Bank. No waiver by either party hereto at any time of any breach by the other party hereto of, or compliance with, any condition or provisio... | Label: Miscellaneous |
5ed330bc-273f-45d1-a0c1-4ec90aed21fe | Clause:
In the event the Company becomes involved in investigations, audits or inquiries, tax examinations or legal proceedings of any nature, related directly or indirectly to events that occurred during Executive’s employment and about which Executive has or may have personal knowledge, Executive agrees that Executiv... | Label: Litigations |
e653903f-0a2a-497d-b5cc-6de6e728aa64 | Clause:
The Committee shall have the authority, at or before the time of grant of any Award, to designate such Award as a Performance Compensation Award intended to qualify as “performance-based compensation” under Section 162(m) of the Code. Notwithstanding anything in the Plan to the contrary, if the Company deter... | Label: General |
1b7b37c7-e33a-4acc-b31d-56e7e5dd2474 | Clause:
This Amendment may be executed by one or more of the parties to this Amendment on any number of separate counterparts (including by facsimile or electronic transmission of signature pages hereto), and all of said counterparts taken together shall be deemed to constitute one and the same instrument.
Task: Class... | Label: Counterparts |
a51f87a8-51dc-4825-8c66-fc5deeaeac2e | Clause:
Each of the parties hereto shall preserve, until at least the fifth (5 th ) anniversary of the Closing Date or longer period as may be required by law, all pre-closing records possessed or to be possessed by such party relating to Seller or the Business. After the Closing Date and up until at least the fifth (5... | Label: Records |
03ef6240-2cf1-427a-ad17-eae0dc54eec8 | Clause:
This Agreement shall be binding upon and inure to the benefit of the beneficiaries, heirs and representatives of the Stockholders and the successors and assigns of the Company.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, App... | Label: Binding Effects |
6ca3e603-6033-46fd-92c6-d4566acabc18 | Clause:
The rights and obligations of the parties under the provisions of this Agreement shall survive, and remain binding and enforceable, notwithstanding the expiration of the Term, the termination of this Agreement, the termination of Consultant’s services hereunder or any settlement of the financial rights and obli... | Label: Survival |
fdc566fb-cb64-45df-825c-e04060c2c09f | Clause:
Neither Borrower nor any ERISA Affiliate of Borrower has incurred or could be subjected to any liability under Title IV or Section 302 of ERISA or Section 412 of the Code or maintains or contributes to, or is or has been required to maintain or contribute to, any employee benefit plan (as defined in Section 3(3... | Label: Erisa |
a9ad99f9-ce67-40eb-9fe7-bc695d646ea6 | Clause:
In the event that any provision of this Agreement or any other agreement delivered in connection herewith is invalid or unenforceable under any applicable statute or rule of law, then such provision shall be deemed inoperative to the extent that it may conflict therewith and shall be deemed modified to conform ... | Label: Severability |
d0b4341a-3faf-4959-8538-7e45a8e3593f | Clause:
Notwithstanding any provisions in this Agreement to the contrary other than Sections 5, 10, 12 and 24, in the event a Change in Control occurs prior to the Vesting Date and the Stock Units are not assumed, converted or replaced by the continuing entity or successor, the Stock Units shall become fully Vested imm... | Label: Change In Control |
f28639f5-3d31-4ae1-8eab-a9a33b7f4d18 | Clause:
Buyer has not: (1) made a general assignment of a its assets for the benefit of creditors; (2) filed any voluntary petition in bankruptcy or, to Buyer's Knowledge, suffered the filing of any involuntary petition in bankruptcy by its creditors; (3) suffered the appointment of a receiver to take possession of all... | Label: Solvency |
b81e10f3-3748-46bb-9f9b-3843ab9b0cd6 | Clause:
Any and all notices or other communications or deliveries to be provided by the Holder hereunder, including, without limitation, any Notice of Conversion, shall be in writing and delivered personally, by facsimile, by email attachment, or sent by a nationally recognized overnight courier service, addressed to t... | Label: Notices |
61c0d452-5125-446e-98aa-eae49bb57c76 | Clause:
Notices and all other communications provided for in this Agreement shall be in writing and shall be deemed to have been duly given when (i) personally delivered or (ii) mailed by United States certified or registered mail, return receipt requested, postage prepaid, addressed to the respective addresses set for... | Label: Notices |
e49ed1f2-fd57-4656-bc13-a489ddd762e6 | Clause:
THE PARTIES TO THIS AGREEMENT EACH HEREBY WAIVES, AND AGREES TO CAUSE ITS AFFILIATES TO WAIVE, TO THE FULLEST EXTENT PERMITTED BY LAW, ANY RIGHT TO TRIAL BY JURY OF ANY CLAIM, DEMAND, ACTION OR CAUSE OF ACTION (A) ARISING UNDER THIS AGREEMENT OR (B) IN ANY WAY CONNECTED WITH OR RELATED OR INCIDENTAL TO THE DEAL... | Label: Waiver Of Jury Trials |
8e9fc967-a0db-4f86-85d1-1a83e05e12c5 | Clause:
You acknowledge and agree that you remain bound to any and all policies agreed to previously, including but not limited to those relating to protection of the Company’s confidential and proprietary information, including Section 9 of the Employment Agreement. You agree not to reveal, disclose, or publicize, or ... | Label: Confidentiality |
20ca016e-11c1-4322-8217-00e8cb92a97d | Clause:
If any provision of this Agreement is found to be illegal or unenforceable, the other provisions shall remain effective and enforceable to the greatest extent permitted by law.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, App... | Label: Severability |
5cd84ada-8434-4c1a-afaf-11b8fa4b6edc | Clause:
Except as disclosed in the Registration Statement and the Prospectus, the Company: (A) is and at all times has been in compliance with all statutes, rules, or regulations, including the Federal Food Drug and Cosmetic Act; applicable to the ownership, testing, development, use, marketing, labeling, promotion, of... | Label: Compliance With Laws |
4be07af4-70d7-4397-bd85-7db8834defa8 | Clause:
This Agreement may be executed in one or more counterparts, each of which will be deemed an original, but all of which together will constitute one and the same instrument. The parties agree that a facsimile or an electronic transmission of original signatures constitute and will be accepted as original signatu... | Label: Counterparts |
dfa0f14e-9e5a-4291-ac39-d875fbfa7c27 | Clause:
None of the Borrower, any of its Subsidiaries, any director or officer, or any employee, agent, or Affiliate, of the Borrower or any of its Subsidiaries is an individual or entity that is, or is owned or controlled by Persons that are, (i) the subject of any sanctions administered or enforced by the US Departme... | Label: Sanctions |
a4c7af87-2e46-4d59-b7f8-2b14efe34006 | Clause:
The Loan Parties and their Restricted Subsidiaries have conducted their business in compliance in all material respects with the United States Foreign Corrupt Practices Act of 1977, the UK Bribery Act 2010 and other similar anti-corruption legislation in other jurisdictions, and have instituted and maintained p... | Label: Anti-Corruption Laws |
c478f7fa-f90d-4080-b530-8d5df2eb3511 | Clause:
You will be entitled to reimbursement for all ordinary and reasonable out-of-pocket business expenses that are reasonably incurred by you in furtherance of the Company’s business, following submission of reasonably detailed receipts.
Task: Classify this clause into ONE of these types (exactly one label):
Adjus... | Label: Expenses |
9ada2a5f-1e87-4f95-b5e1-af1b023248c7 | Clause:
This Letter Agreement, the Securities Purchase Agreement and the Basic Documents are intended by the parties as a final expression of their agreement and intended to be a complete and exclusive statement of the agreement and understanding of the parties hereto in respect of the subject matter contained herein. ... | Label: Entire Agreements |
b87d514f-2bc2-4340-ae72-c3e9cc884509 | Clause:
Assignor conveys and assigns to Assignee all of Assignor’s right, title and interest in and to the Leases and the Contracts, together with the right to receive any and all sums and proceeds arising out of said Leases and Contracts, from and after [the date of conveyance of the Property by Assignor to Assignee (... | Label: Assignments |
d8e645fb-5603-478d-9a1c-36c446202815 | Clause:
Subject to the last line of Section 6(c) of the Agreement, the Accrued Benefit will be paid in a cash lump sum within 30 days after any termination of employment.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, ... | Label: Payments |
26635a1a-6b84-460e-85d6-4841b444ce2c | Clause:
Any provision of this Agreement (or portion thereof) which is deemed invalid, illegal, or unenforceable in any jurisdiction shall, as to that jurisdiction and subject to this Section 13(g) , be ineffective to the extent of such invalidity, illegality, or unenforceability, without affecting in any way the remain... | Label: Severability |
5d2d09a5-0b98-4951-a5c6-b3d0a90d094d | Clause:
This Agreement and each Warrant Certificate issued hereunder shall be governed by, and construed in accordance with, the laws of the State of New York without giving effect to the conflicts of law principles thereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreement... | Label: Governing Laws |
c11cdb90-52ae-4ea9-a695-a8ed3303fd56 | Clause:
The Loan Documents, including this Agreement: (a) integrate all the terms and conditions mentioned in or incidental to the Loan Documents; (b) supersede all oral negotiations and prior and other writings with respect to their subject matter; and (c) are intended by the parties as the final expression of the ag... | Label: Integration |
67429133-4d43-4744-b930-be159401f44e | Clause:
The execution, delivery and performance of the obligations under the Loan Documents (a) do not require any material consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except such as have been obtained or made and are in full force and effect and except for a... | Label: No Conflicts |
8a438239-fd82-4214-a5b3-c59cf4ba09cf | Clause:
This Agreement, together with the Non-Solicitation Agreement, constitutes the entire agreement of the parties hereto and supersedes in their entirety all prior representations, understandings, undertakings or agreements (whether oral or written and whether expressed or implied) of the parties with respect to th... | Label: Entire Agreements |
0f21a9bd-ec60-42a1-908a-15698b0363ee | Clause:
Unless and until the Discharge of Senior Lender Claims has occurred, each First Lien Agent and the Senior Lenders shall have the sole and exclusive right, subject to the rights of the Grantors under the Senior Lender Documents, to adjust settlement for any insurance policy covering the Common Collateral or any ... | Label: Insurances |
01ec57f2-0962-4986-be5d-23ede6cdee04 | Clause:
The Plan is effective as of the Effective Date. The Plan shall continue in effect until the Board terminates it.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Auth... | Label: Effective Dates |
0bde44c7-14b6-445b-8104-d8e9f4006095 | Clause:
Following any expiration or termination of this Agreement and Executive’s employment hereunder, in addition any amounts owed pursuant to Section 5 hereof, the Company shall pay to Executive all amounts earned by Executive hereunder prior to the date of such expiration and termination, as soon as administrativel... | Label: Payments |
273d4020-8fdf-4b56-a911-cdfadbebbd39 | Clause:
Upon a Change in Control or a Change in Ownership, (i) the provisions of Paragraphs 11, 15 and 17 hereof shall become null and void and of no force and effect insofar as they apply to a Participant who has been terminated under the conditions described in Paragraph 21(a) above; and (ii) no action, including, bu... | Label: Miscellaneous |
aca5b706-52cb-40c5-9987-f91e9c90b65c | Clause:
Options which have not become vested as of the date the Optionee’s Employment terminates shall immediately be forfeited on such date, and the Optionee shall have no further rights with respect thereto.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, ... | Label: Forfeitures |
490cab31-ab57-4827-a4a2-96afb955fcd2 | Clause:
Except as otherwise specifically provided in this Lease, any consent or approval to be given by Landlord under this Lease may be withheld or denied at Landlord’s sole and absolute discretion.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corru... | Label: Consents |
7d925455-4ac2-4746-abcd-465a9b0a6914 | Clause:
Unless otherwise provided in the Plan, Participant’s Restricted Stock shall vest in accordance with the Vesting Schedule and/or upon the Special Vesting Events set forth in the Notice of Restricted Stock Grant.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Ame... | Label: Vesting |
db947755-8055-444d-b005-bc469bbf561e | Clause:
This Agreement shall be governed by and construed in accordance with the internal laws of the State of New York without regard to the conflicts of laws principles thereof. The parties hereto hereby irrevocably agree that any suit or proceeding arising directly and/or indirectly pursuant to or under this Agreem... | Label: Governing Laws |
35862464-a42c-4647-ba77-f3155c63bc18 | Clause:
A Member shall not assign all or any of its rights, obligations or benefits under this Agreement to any other Person otherwise than (i) in connection with a transfer of its Company Interests pursuant to Article IX or (ii) with the prior written consent of each of the other Members, which consent may be withhel... | Label: Assignments |
6151b428-d653-4df0-b647-4b020f4ca280 | Clause:
Notwithstanding any conflicts of law or choice of law provision to the contrary, this Agreement shall be construed and interpreted according to the laws of the State of Texas.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Appl... | Label: Governing Laws |
b267c443-7d43-4e89-b6d9-adaaa04fda16 | Clause:
Except as set forth on Schedule 2.18 or except as would not reasonably be expected to be material to the Group Companies, the business of the Company and the Company Subsidiaries is and, for the past three (3) years, has been conducted in compliance in all respects with applicable Law. No representation or warr... | Label: Compliance With Laws |
cd7ebf8d-9451-4c62-b8f8-56bdb2baace5 | Clause:
The Administrative Agent, the Arrangers and the Lenders shall have received all fees and other amounts due and payable pursuant to any fee letter between the Company and any Arranger or Lender, this Agreement or any other Loan Document on or prior to the Effective Date, including, to the extent invoiced, reimbu... | Label: Fees |
2134484c-729f-449b-af12-424d5d43d128 | Clause:
(a) Interest on this Promissory Note shall commence accruing on the Issuance Date and shall be computed annually on the basis of a 365-day year for the actual number of days elapsed since the Issuance Date through each Conversion Date (as defined in Section 3(c)(i))(as to the applicable portion of the Full Note... | Label: Interests |
407424be-929e-4d16-9294-0a76509f53a0 | Clause:
Each Acquiror Party has the corporate or limited liability company, as the case may be, power and authority to enter into and perform its obligations under this Agreement and each other Transaction Agreement to which it is a party and to consummate the Transactions contemplated by this Agreement and such other ... | Label: Powers |
0987da20-7c54-4006-8a09-16c4b6cc1029 | Clause:
Subject to the terms and conditions set forth herein, the Borrower may request the issuance of (and, subject to the penultimate sentence of clause (b) below, the applicable Issuing Lender shall issue) Letters of Credit in Dollars, at any time and from time to time during the Revolving Availability Period, in ea... | Label: General |
714528e9-fd2d-4859-8472-6b6f990f516e | Clause:
Executive shall be entitled to paid vacation in accordance with the Employer’s vacation policy during the Term. Executive may use his vacation in a reasonable manner based upon the business need s of the Company.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, ... | Label: Vacations |
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