id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
dabab243-ce7c-4fb2-b5f0-5d1959301b45 | Clause:
At the Closing, the Confidentiality Agreement, shall be amended and restated to the form set forth in Exhibit D attached hereto, to among other things extend until two years after the date on which no Purchaser Designee sits on the Board of Directors and the Purchaser has ceased to hold the right to nominate a ... | Label: Confidentiality |
faa5785c-45de-4a4c-b49a-7074b5675745 | Clause:
Whenever any cash or other payment is to be made hereunder or with respect to the Restricted Stock Units, the Company or any Subsidiary shall have the power to withhold an amount (in cash, Restricted Stock Units or in Company Common Stock issuable upon settlement of Restricted Stock Units or from other amounts ... | Label: Tax Withholdings |
37811eab-f5e2-48a9-ace7-972c024ecebf | Clause:
THIS AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAW OF THE STATE OF NEW YORK, WITHOUT REGARD TO CONFLICTS OF LAW PRINCIPLES THAT WOULD REQUIRE THE APPLICATION OF THE LAWS OF ANOTHER JURISDICTION, EXCEPT TO THE EXTENT THAT THE UCC PROVIDES THAT PERFECTION OF THE SECURITY INTEREST HEREUND... | Label: Governing Laws |
754daf44-a48f-45b6-84ef-179378ce6a7b | Clause:
Each Company owns, or has the right to use, all of the patents, patent applications, industrial designs, designs, trademarks, service marks, copyrights and licenses, and rights with respect to the foregoing, necessary for the conduct of its business without any known conflict with the rights of others. Schedul... | Label: Intellectual Property |
5f002e0a-ca75-4d09-9469-62af8b5313cb | Clause:
The Administrative Agent hereby consents to this Amendment.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Authorizations, Base Salary, Benefits, Binding... | Label: Consents |
806339bb-5a0f-4f82-9e14-25d50fd69ec7 | Clause:
During the Employment Period, the Company shall pay the Executive, as compensation for the performance of the Executive’s duties and obligations under this Agreement, an annual base salary of $415,000, payable in a manner that is consistent with the Company’s usual payroll practices for senior executives. The E... | Label: Base Salary |
f0e2c2c5-5b8b-4713-843b-55f929d2c6f2 | Clause:
(i) Seller is a limited liability company duly organized, validly existing and in good standing under the laws of Delaware. Seller (x) has all requisite corporate or other power, and has all governmental licenses, authorizations, consents and approvals necessary to own its assets and carry on its business as n... | Label: Organizations |
3bfec0a9-bf9a-467f-a80e-39c82b2783fe | Clause:
The Lead Borrower has heretofore furnished to the Lenders the Historical Financial Statements. The Historical Financial Statements present fairly the financial condition and results of operations and cash flows of the applicable Loan Parties as of such dates and for such periods. Such balance sheets and the n... | Label: Financial Statements |
2b241b33-889a-4c91-8f87-53b281869a8c | Clause:
The Advisor shall not divulge to anyone, either during or at any time after the termination of this Agreement, any information constituting a trade secret or other confidential information acquired by it concerning the Company, its affiliates or subsidiaries, except in the performance of his duties hereunder, w... | Label: Confidentiality |
b0324c8b-c467-41ba-8798-d0c84b1b7bd5 | Clause:
If Executive incurs a Disability, Company shall have no obligation to Executive or legal representatives of Executive other than (i) payment of termination compensation in the amount equal to two (2) times Executive's annual Base Compensation in effect on the date of the determination of the Disability, subject... | Label: Disability |
e2d6a0d7-46b8-4458-bbb1-140e1de9995e | Clause:
Each Party agrees that, in connection with the performance and exercise of its rights and obligations under this Agreement, it will comply with all applicable Law, including without limitation the FCPA and /or all applicable Anti-Corruption Laws. In particular, neither Party nor any of its directors, officers, ... | Label: Compliance With Laws |
0759e8e3-7c68-437e-8f62-3ba9fcd9fc28 | Clause:
If a scheduled payment under the Promissory Note is not made in a timely manner, Bank is authorized by Borrower to debit the amount of any such payments from any general deposit account of Borrower with Bank. If at any time the Principal Balance exceeds the Borrowing Limit, Borrower shall within two Business Da... | Label: Payments |
89b55bf8-33ad-42a8-9df3-a6e9f2bf856d | Clause:
This Agreement may be executed and delivered electronically and in 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-C... | Label: Counterparts |
9e63e5ec-76b5-4b7c-9ca7-ec42973f7b75 | Clause:
Each of the Borrower and each Subsidiary has good record and marketable title in fee simple or the local equivalent thereof to, or valid leasehold interests in, all material real property necessary or used in the ordinary conduct of its business, except for such defects in title as could not, individually or in... | Label: Liens |
2aab55ac-a508-48af-992c-323d02c3f3db | Clause:
You and the Company agree to submit to mandatory binding arbitration any and all claims arising out of or related to your employment or service with the Company and the termination thereof, including, but not limited to, claims for unpaid wages, wrongful termination, torts, stock or stock options or other owner... | Label: Arbitration |
e6c2e95c-a3b1-41ee-ba20-2b0ce5e9c7c4 | Clause:
Each Party will execute, acknowledge and deliver such further instruments, and do all such other ministerial, administrative or similar acts, as may be necessary or appropriate in order to carry out the expressly stated purposes and the clear intent of this Agreement.
Task: Classify this clause into ONE of the... | Label: Further Assurances |
5735eb3c-93d7-4b5f-bdd5-4c5666a4adf0 | Clause:
(a) Undefined Terms . Unless the context otherwise provides or requires, capitalized terms used herein which are not defined herein shall have the meanings ascribed to them in the Loan Agreement; provided , however , that all references in the Loan Agreement to (a) “Obligations” shall, in addition to the d... | Label: Definitions |
321fb37c-4081-445f-abb2-5e9f44c507be | Clause:
The Lenders agree to indemnify each Agent and its officers, directors, employees, Affiliates, agents, advisors and controlling persons (each, an “ Agent Indemnitee ”) (to the extent not reimbursed by the Borrower and without limiting the obligation of the Borrower to do so), ratably according to their respecti... | Label: Indemnifications |
adcfbf0f-385b-48f6-948a-130286370f99 | Clause:
All questions concerning the construction, validity, enforcement and interpretation of this Agreement shall be determined pursuant to Section 11 of the Series E Warrant.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable... | Label: Governing Laws |
cc7e3453-1175-4acd-a0fd-b1c3436c416d | Clause:
Subject to the limitations on liability set forth in Section 8(a) hereof, each party shall indemnify, defend and hold harmless the other parties from and against any and all claims, liabilities, damages, losses and expenses (including reasonable attorneys' fees and expenses) incurred by the other party or any o... | Label: Indemnifications |
285c4b00-4871-4448-8bc7-c20e037e00a9 | Clause:
Notwithstanding any other provision of this Agreement, any severance or termination payments or benefits described are conditioned on Executive’s execution and delivery to the Employer of an effective general release and non-disparagement agreement in a form prescribed by the Employer substantially in conformit... | Label: Releases |
4212d29c-c38d-48a2-88ce-b974e3f19465 | Clause:
Upon the terms and subject to the conditions set forth in this Agreement, at the Closing, the Seller shall sell, transfer, assign, convey and deliver to the Buyer, and the Buyer shall purchase from the Seller, all right, title and interest in and to the Membership Units free and clear of all Liens.
Task: Class... | Label: Sales |
1854c0e7-99be-407b-8946-fb6e633d73b0 | Clause:
This Agreement shall be governed by and construed in accordance with the internal laws of the State of Delaware applicable to agreements made and to be performed entirely within such State, without regard to the conflicts of law principles of such State.
Task: Classify this clause into ONE of these types (exac... | Label: Governing Laws |
d83514f9-2db4-44a2-b9ed-4b1c0554bfca | Clause:
Programmer shall indemnify and hold Licensee harmless against any and all liability arising from the broadcast of the Programs on the Station, including without limitation all liability for indecency, libel, slander, illegal competition or trade practice, infringement of trademarks, trade names, or program titl... | Label: Indemnifications |
7e186053-58b7-4201-90df-b2e560a454bb | Clause:
In handling any confidential information of Borrower, each of the Lenders and Agent shall use all reasonable efforts to maintain, in accordance with its customary practices, the confidentiality of information obtained by it pursuant to any Financing Document and designated in writing by any Credit Party as conf... | Label: Confidentiality |
97754db3-1c20-4236-be02-94162bf86a80 | Clause:
Except as set forth on Schedule 2 , as of the Closing Date, each Relevant Party is a registered organization and set forth on Schedule 2 is (i) the jurisdiction of organization and the form of organization of each Relevant Party, (ii) the organizational identification number, if any, of such Relevant Party assi... | Label: Jurisdictions |
22e9b396-fa37-4c57-9215-0e80062440b1 | Clause:
The covenants and agreements of Purchaser to be performed on or before the Closing Date in accordance with this Agreement shall have been performed in all material respects.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applic... | Label: Agreements |
d76805e6-048c-4f98-9a78-0f5c819101ec | Clause:
The Supplement is intended to comply with Code Section 409A and guidance issued under Code Section 409A. Notwithstanding any other provision of this Supplement, the Supplement shall be interpreted and administered accordingly. If any provision of the Supplement is held invalid or unenforceable, that invalidity ... | Label: Interpretations |
c8dd7cb2-67e4-42a2-bfe0-a8d92832b827 | Clause:
Investor shall have the right to approve in advance all financial arrangements, including staffing, rates and fee discounts, for all law firms, experts, consultants, vendors and other service providers that Plaintiff, Litigation Counsel and/or IPR Counsel seeks to retain or employ in connection with the Claim a... | Label: Approvals |
d7e4ee81-f02b-4b92-8f62-050c71bdd498 | Clause:
Except as disclosed on Schedule 6.2(c) . there are no actions, suits, arbitrations, mediations, investigations or similar proceedings pending, or to Farmee’s knowledge, threatened, before any Governmental Entity with respect to Farmee, nor are there any presently outstanding judgments, decrees, injunctions, or... | Label: Litigations |
dd06c864-11cf-43b9-a880-b039434a05e0 | Clause:
Each Party agrees promptly to execute and deliver, or cause to be executed and delivered, any instruments, documents or agreements as may be necessary or desirable to consummate the transactions contemplated under this letter agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Ad... | Label: Further Assurances |
755e4ea8-bdae-4bc6-b24e-e5e3a7af6728 | Clause:
By its signature, each Person executing this Agreement on behalf of a party hereto represents and warrants to the other parties hereto that it is duly authorized to execute this Agreement. Each First Lien Agent represents and warrants that this Agreement is binding upon the applicable Senior Lenders. Each Secon... | Label: Authorizations |
39fc699d-c2ee-46c8-ae5b-30759657e8fd | Clause:
The provisions of this Agreement which, by their nature and content, are intended, expressly or impliedly, to continue to have effect notwithstanding the completion, rescission, termination, or expiration of this Agreement, shall survive and continue to bind the Parties, including Articles I , V , VI , VII , VI... | Label: Survival |
b397f119-3290-44e9-9db8-00362e6a8e24 | 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 September ___, 2017... | Label: Terminations |
4e1d6762-e6d6-41c0-b688-9e3ef6cc01e9 | Clause:
Each Supplement H-6 Participant with a portion of his or her Account consisting of amounts transferred from the JTL Plans in connection with the merger of such plans, shall be fully vested in such Participant’s account balances as pursuant to Section 4.2 of the Plan.
Task: Classify this clause into ONE of thes... | Label: Vesting |
216b477e-b7e2-48cf-bc1b-af3114733a2d | Clause:
The Grantee shall, not later than the date as of which the receipt of this Award becomes a taxable event for Federal income tax purposes, pay to the Corporation or make arrangements satisfactory to the Administrator for payment of any Federal, state, and local taxes required by law to be withheld on account of ... | Label: Tax Withholdings |
38e667e4-35aa-4bfe-adf0-bcc3906b8c51 | Clause:
Any Future Advance by Lender of Loan proceeds made prior to or without the fulfillment by Borrower of all of the conditions precedent thereto described in this Section 2.5 , whether or not known to Lender, shall not constitute a waiver by Lender of the requirement that all conditions, including the non-performe... | Label: No Waivers |
ae4447a6-80b3-4f6b-bac9-71b676b71011 | Clause:
Failure to insist upon strict compliance with any of the terms, covenants or conditions of this Agreement shall not be deemed a waiver of such term, covenant or condition, nor shall any waiver or relinquishment of any right or power hereunder at any one or more times be deemed a waiver or relinquishment of such... | Label: No Waivers |
90a2d474-8ad7-4f2a-b0bb-e3579a3d14b8 | Clause:
Expiration or termination of this Agreement shall not affect any rights or obligations of either Party that have accrued prior to such expiration or termination. Without limiting the foregoing, the following provisions shall survive any expiration or termination of this Agreement: Articles I, XIII, XV and XVI, ... | Label: Survival |
ece58f45-c277-485e-a45c-b880cce287e3 | Clause:
This Agreement shall inure to the benefit of and shall be binding upon Employer, its successors and assigns, but without the prior written consent of Executive, this Agreement may not be assigned other than to an affiliate of Employer or in connection with a merger or sale of all or substantially all of the ass... | Label: Survival |
ebd8a870-b9b8-49f9-b6c4-ab51ffc707ee | Clause:
Borrowers, through the Borrower Agent, may request and transfer funds based on telephonic or e-mailed instructions to Lender. Borrower Agent shall confirm each such request by prompt delivery to Lender of a Notice of Borrowing but if it differs materially from the action taken by Lender, the records of Lender s... | Label: Notices |
5302e147-0309-4e47-9e8e-3649e4f9ffd4 | Clause:
You will not disparage the Company; its officers, directors, employees, shareholders, and agents; or its business or products in any way that is likely to be harmful to its or their business, business reputation, or personal reputation, and you will not encourage any third parties to do so. Without limiting the... | Label: Non-Disparagement |
6b5b4f3b-f2f3-43fe-8290-1df59abd72c6 | Clause:
Upon the payment in full of the Obligations and termination of the Security Agreement, the Collateral Agent shall execute, acknowledge, and deliver to the Grantors an instrument in writing in recordable form releasing the collateral pledge, grant, assignment, lien and security interest in the Marks under this T... | Label: Terminations |
5c5148a4-9a4d-484c-bb96-9ffa2c6d6e68 | Clause:
All questions pertaining to the construction, validity and effect of this Plan shall be determined in accordance with the laws of the State of Florida, to the extent not preempted by Federal law.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-C... | Label: Applicable Laws |
5fd70022-b360-46e0-bdc5-1f5df4d5755a | Clause:
Telecopy . This Amendment may be executed in any number of counterparts, each of which when so executed and delivered shall be an original, but all of which shall constitute one and the same instrument. Delivery of an executed counterpart to this Amendment by telecopy or other electronic means shall be effectiv... | Label: Counterparts |
4cef1952-85cd-4303-aae2-65f33cb18b74 | Clause:
This Third Amendment may be executed in counterparts (and by different parties hereto on different counterparts), each of which shall constitute an original, but all of which when taken together shall constitute a single contract. Delivery of an executed counterpart of a signature page of this Third Amendment b... | Label: Counterparts |
6f5b7d71-9b65-4723-ada2-0aa6253cff72 | Clause:
Any notices referred to herein shall be in writing and shall be deemed given if delivered in person or by facsimile transmission, telexed or sent by U.S. registered or certified mail to the Participant at his or her address on file with the Company (or to such other address as the Participant shall specify by n... | Label: Notices |
784006e2-8eac-4104-a410-a51915753934 | Clause:
Upon the occurrence of an Event of Default, Agent, in its discretion, may (and, at the direction of Required Lenders, shall): (A) exercise any one or more of the rights and remedies accruing to a “secured party” under the UCC and any other applicable law upon a default by a debtor; (B) enter, with or without pr... | Label: Remedies |
3011d1ce-e4d2-44d6-bba5-d4c92d9b6bbe | Clause:
As soon as practicable, and in any event within ten (10) days after Borrower has knowledge of the occurrence thereof, (i) Borrower shall provide Lender with notice of the occurrence of any ERISA Event (or, to Borrower’s Knowledge, the occurrence with respect to an unaffiliated third-party property manager engag... | Label: Erisa |
faf8ec74-2419-4445-a417-280f5bb8864c | Clause:
In the event a dispute shall arise between the parties to this agreement, the parties agree to participate in at least eight (8) hours of mediation in accordance with the mediation procedures of Judicial Arbitration and Mediation Services, Inc. (“JAMS). The mediation shall be administered by JAMS before a media... | Label: Arbitration |
46694b9b-0622-4627-83a1-4d177bb221bf | Clause:
The provisions of this Article VI shall survive the Closing until fully performed or if a period is specified, for such period.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments... | Label: Survival |
b0dcb30f-e17f-4b3e-8d95-7d7f2904337c | Clause:
This Agreement shall be governed by the laws of the State of Texas as such laws are applied to agreements between Texas residents entered into and to be performed entirely within the State of Texas.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Ant... | Label: Applicable Laws |
fe61c194-d674-4a70-beb6-035c11a68fd4 | Clause:
The Borrower is the sole Subsidiary of the Parent, and the Parent owns all of the membership interest of the Borrower. Schedule 3 contains an accurate list of all Subsidiaries of the Parent and the Borrower (as of the Closing Date), setting forth their respective jurisdictions of organization and the percentage... | Label: Subsidiaries |
381dbf79-dd3f-45ea-9cd8-4c54e2d88844 | Clause:
Wyse shall keep as confidential all non-public information received from the Company in conjunction with this Agreement, except: (i) as requested by the Company or its legal personnel; (ii) as required by legal proceedings; or (iii) as reasonably required in the performance of this Agreement. All obligations as... | Label: Confidentiality |
515d8087-55aa-45ac-9627-d3ef3a971402 | Clause:
It is agreed that (i) each of JPMCB and WF Securities will act as a lead arranger and bookrunner for the Incremental Term Facility (collectively with any other arrangers appointed pursuant to this Section 2, the “ Lead Arrangers ”); provided that JPMCB may provide any of its services as lead arranger and bookru... | Label: Titles |
38b7b8c9-ec70-4a7e-90e4-bd789c5ae3ca | Clause:
All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a) . The Company owns, directly or indirectly, the capital stock or other equity interests of each Subsidiary, in the amounts set forth on Schedule 3.1(a), free and clear of any Liens, and all the issued and outstanding sha... | Label: Subsidiaries |
de264fa0-a396-4434-bd4d-f32b0e30f00c | Clause:
The Administrative Agent shall have received evidence of insurance coverage in form, scope, and substance reasonably satisfactory to the Administrative Agent and otherwise in compliance with the terms of Section 5.10 hereof and Section 4.12 of the Security Agreement.
Task: Classify this clause into ONE of thes... | Label: Insurances |
6a009a3a-3253-4048-adb7-7f0219935de8 | Clause:
The Seller does not have any Liabilities or obligations of any nature (whether absolute, accrued, contingent or otherwise and whether due or to become due) except (i) liabilities and obligations occurring in the Ordinary Course of Business since June 30, 2017 consistent with past practice, (ii) as disclosed on ... | Label: Solvency |
c850f23c-b61b-4965-8e9e-b819914edc9f | Clause:
Each Participant shall pay to the Company, or make provision satisfactory to the Board for payment of, any taxes required by law to be withheld in connection with Awards to such Participant no later than the date of the event creating the tax liability. Except as the Board may otherwise provide in an Award, wh... | Label: Withholdings |
9983b85f-2f89-4624-a069-b963f0a2d900 | Clause:
Each Loan Party 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 otherw... | Label: Taxes |
60b3ed9f-0c65-40ab-83ad-fa9edc220a6e | Clause:
The Seller shall maintain all licenses, permits or other approvals necessary for the Seller to conduct its business and to perform its obligations under the Program Agreements, and the Seller shall conduct its business strictly in accordance with Applicable Law. The Seller shall maintain its status as an approv... | Label: Approvals |
19eb81b0-3ccc-4e9d-9680-9b2b3fa51aaa | Clause:
At any time and from time to time, upon the reasonable request of a Party hereto, each other Party hereto shall promptly execute and deliver all such further agreements, documents, and instruments and take such further action as may be necessary or appropriate to carry out the provisions and purposes of this Ag... | Label: Further Assurances |
49f2cbfa-8ec9-4662-bdfc-7c0e549330bc | Clause:
Executive’s employment with the Company is at-will and shall be governed by the terms of this Agreement, commencing on June 1, 2017 and continuing for one (1) year (the “ Term ”), unless this Agreement is terminated at some earlier time in accordance with the terms of this Agreement.
Task: Classify this clause... | Label: Terms |
0ba0c5eb-a52c-44e6-ae13-8ccd0c0ea303 | Clause:
This Agreement may not be amended or modified other than by a written instrument signed by an authorized representative of the Company and Officer.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbi... | Label: Amendments |
e225bf69-c6a8-487a-99ab-bdc407e4494c | Clause:
Where this Indenture provides for notice to Holders of any event, such notice shall be sufficiently given (unless otherwise herein expressly provided) if in writing and mailed, first class postage prepaid, or by overnight air courier guaranteeing next day delivery, to each Holder affected by such event, at such... | Label: Waivers |
f2f01a56-3879-404a-88ff-2eb92f2c097f | Clause:
The proceeds of the Loans and the Letters of Credit shall be used for general corporate purposes of MVWC, the Borrower and its Subsidiaries.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration... | Label: Use Of Proceeds |
4a366500-1870-44bc-850c-04bf92957dfa | Clause:
Subject to Section 15, no provisions of this Agreement may be modified, waived or discharged unless such waiver, modification or discharge is agreed to in writing signed by Executive and Energen. No waiver by either party hereto at any time of any breach by the other party hereto of, or compliance with, any con... | Label: Miscellaneous |
e6f9e0a1-732b-44d5-899e-f0ea07b94ffa | Clause:
The terms of this Plan and Awards granted pursuant to the Plan are subject to all present and future regulations and rulings of the Secretary of the Treasury relating to the qualification of Incentive Stock Options under the Code or compliance with Code section 162(m), to the extent applicable, and they are sub... | Label: Interpretations |
e538749b-c226-4c57-af48-df89ca6701d5 | Clause:
This Agreement and the other documents delivered pursuant hereto constitute the full and entire understanding and agreement between the parties with regard to the subjects hereof and thereof and they supersede, merge, and render void every other prior written and/or oral understanding or agreement among or betw... | Label: Entire Agreements |
75264565-4b37-4b7e-be3a-15fea7685b5a | Clause:
Except as may be provided in a change in control agreement that is in effect for a Covered Executive at the time of a Change in Control between the Company and a Covered Executive, this Plan document, as it may be amended by the Committee, and the documents specifically referenced herein, or in such amendment, ... | Label: Entire Agreements |
53f2a2df-2dfb-405d-99c1-e8b1e70886ad | Clause:
This Option Agreement shall be governed by and construed in accordance with the laws of the State of Texas without giving effect to the principles of conflict of laws.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable L... | Label: Governing Laws |
59f0e40a-6fe1-47e6-a468-7e28fa484f52 | Clause:
Manager will invoice Partnership from time to time, as determined by Manager in its sole discretion, including, without limitation, advance requests for the current month’s estimated costs, fees, and expenses, as determined by Manager in its sole discretion. Any over or under payments will be reconciled in sub... | Label: Payments |
cad266d8-e37b-4d67-9ab7-3f12aba2ad54 | Clause:
Executive shall be reimbursed for his/her reasonable business expenses, subject to the presentation of evidence that such expenses are made in accordance with established policies adopted by Employer from time to time.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreeme... | Label: Expenses |
6e9c8aae-e172-42d1-8159-ac8b1444660c | Clause:
The terms of this Agreement may not be changed, amended or waived except by another written document signed by all parties.
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: Amendments |
883c9719-526a-4b42-9a18-0c613075b763 | Clause:
All notices, demands, or other communications to be given or delivered under or by reason of the provisions of this Agreement shall be in writing and shall be deemed to have been given or made when (i) delivered personally to the recipient, (ii) telecopied to the recipient (with a hard copy sent to the recipien... | Label: Notices |
32fd9b13-2acc-4588-8062-a2a7f680fd67 | Clause:
Subject to Article 5 hereof, the Parent and its Restricted Subsidiaries shall (i) do or cause to be done all things necessary to preserve and keep in full force and effect the corporate existence of Parent, and the corporate, partnership or other existence of each of its Restricted Subsidiaries, in accordance w... | Label: Existence |
d53380ec-0ae8-4e13-ad64-e3de894a5560 | Clause:
The Company may acquire insurance on the life of one or more Participants. The Company will be the owner and beneficiary of the policy(ies). The Participant will have no interest in or right to any policy purchased by the Company.
Task: Classify this clause into ONE of these types (exactly one label):
Adjust... | Label: Insurances |
40235ac6-f858-4604-a874-723cf5d26154 | Clause:
Each person signing this Agreement as a party or on behalf of a party represents that he or she is duly authorized to sign this Agreement on such party's behalf, and is executing this Agreement voluntarily, knowingly, and without any duress or coercion.
Task: Classify this clause into ONE of these types (exact... | Label: Authorizations |
dfc53306-18d8-41ff-901a-453b8f24fbc7 | Clause:
The Administrative Agent shall have received all fees due and payable thereto or to the Arranger or any Lender on or prior to the Second Amendment Effective Date and, to the extent invoiced, all other amounts due and payable pursuant to the Commitment Letter dated as of February 21, 2017 (the “ Commitment Lette... | Label: Fees |
dba7fa1d-808c-431d-a05d-98a54edc3f36 | Clause:
This Agreement constitutes the entire agreement between the parties with respect to the subject matter of this Agreement and supersedes all prior agreements and understandings, both oral and written, between the parties with respect to the subject matter of this Agreement; provided , that unpaid accrued payment... | Label: Entire Agreements |
da02f79b-65ad-45d4-9080-6d5f219632e1 | Clause:
The Buyer has filed all SEC Filings required to be filed by it under the Securities Act and the Exchange Act, including pursuant to Section 13(a) or 15(d) thereof, for the twenty-four months preceding the date hereof. Since January 1, 2015, the SEC Filings have complied in all material respects with the require... | Label: Financial Statements |
fed86135-396c-475f-8e21-005d740c9278 | Clause:
THIS AMENDMENT IS A LOAN DOCUMENT. THE CREDIT AGREEMENT, AS AMENDED BY THIS AMENDMENT, AND THE OTHER LOAN DOCUMENTS, AS AMENDED, REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS BETWEEN THE PARTIES. THERE ARE NO ... | Label: Entire Agreements |
6a3a9f2f-a1d8-4e8b-944d-454fef48db29 | Clause:
Set forth on Schedule 4.01(b) to the Disclosure Letter is a complete and accurate list of all Subsidiaries of each Loan Party, showing as of the date hereof (as to each such Subsidiary) the jurisdiction of its incorporation, organization or formation, the number of shares (or the equivalent thereof) of each cla... | Label: Subsidiaries |
f3d48499-f118-4604-b5ec-384bbfda3c23 | Clause:
The Parent, the Borrower and each Subsidiary maintains with financially sound and reputable insurance companies insurance on all their property in such amounts and covering such risks as is consistent with sound business practice.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustme... | Label: Insurances |
a8b0d31f-8934-44f9-b4d0-bba1674c34a0 | Clause:
Employer shall reimburse Executive for his reasonable expenses (including, without limitation, travel, entertainment, and similar expenses) incurred in performing and promoting the business of Employer. Executive shall present from time to time itemized accounts and receipts of any such expenses as required by ... | Label: Expenses |
c601055b-7f43-4924-a796-820cf93f63da | Clause:
Unless otherwise provided in this Agreement or the Warrant, each of the parties hereto will bear and pay all costs and expenses incurred by it or on its behalf in connection with the transactions contemplated under this Agreement and the Warrant, including fees and expenses of its own financial or other consult... | Label: Expenses |
f324dffd-9ad5-43a5-901d-0e933a700d45 | Clause:
No litigation, investigation or proceeding of or before any arbitrator or Governmental Authority is pending or, to the knowledge of the Borrower, threatened in writing by or against any Group Member or against any of their respective properties or revenues that would reasonably be expected to have a Material Ad... | Label: Litigations |
bfac2b12-0ea2-4234-b062-7a16c4261fbb | Clause:
Except as disclosed in the SEC Reports and the Data Room, there is no action, suit, inquiry, notice of violation, Proceeding or investigation pending or, to the knowledge of the Company, threatened against or affecting the Company, any subsidiary or any of their respective properties before or by any court, arb... | Label: Litigations |
db66ad9e-a248-448a-994c-e2199de8bd21 | Clause:
The validity and effect of this Plan and the rights and obligations of all persons affected hereby shall be construed and determined in accordance with the laws of the State of Texas unless superseded by federal law.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreement... | Label: Governing Laws |
86b1c43d-a792-4f2b-8a1b-462292df567f | Clause:
All of the terms and provisions of this Agreement shall bind and inure to the benefit of the parties hereto and their respective successors and assigns. No Person other than Borrower or Lender shall be entitled to rely upon this Agreement or be entitled to the benefits of this Agreement.
Task: Classify this cl... | Label: Benefits |
9eef0633-c499-4a59-a8c1-73f8f626e680 | Clause:
Each Collateral Agent, on behalf of itself and each First Lien Secured Party under the Indenture or any Additional First Lien Debt Facility, as applicable, agrees that it will take such further action and shall execute and deliver such additional documents and instruments (in recordable form, if requested) as t... | Label: Further Assurances |
cb3acb52-4003-4282-815d-1a50b2dbe801 | Clause:
No Obligor shall acquire or accept any Inventory on consignment or approval, and each Obligor shall take all steps to assure that all Inventory is produced in accordance with Applicable Law, including the FLSA. Except to the extent permitted by Section 10.2.5(b) in the case of consignments, no Obligor shall sel... | Label: Sales |
130df24a-eb93-4fcb-91d8-b3da327f7044 | Clause:
This trust shall not terminate, and all rights, titles, powers, duties, discretions and immunities imposed on or reserved to the trustee, the administrator, the grantor and the beneficiaries shall continue in effect, until all assets of the trust have been distributed by the trustee as provided in Article II.
... | Label: Terminations |
6136aae8-cd57-482e-9691-b5c059630b3b | Clause:
This Agreement constitutes the entire agreement of the Parties relating to the matters contained herein, superseding all prior contracts or agreements, whether oral or written, relating to the matters contained herein. The Parties acknowledge and agree that the Original Agreements shall be terminated as of the ... | Label: Entire Agreements |
f0770559-787a-43fd-8213-006341161ba9 | Clause:
All fees required to be paid on the Closing Date pursuant to this Agreement and the reasonable legal fees of Paul, Weiss, Rifkind, Wharton & Garrison LLP, counsel to the Lenders, related to the Loan Documents shall, upon the making of the Secured Term Loans, have been paid, which amounts may be offset against t... | Label: Fees |
8c34f405-f5e0-450f-aa6e-74150a6d3964 | Clause:
Assignor hereby transfers, assigns and sets over to Assignee all of its right, title and interest in and to the Leases from and after the Effective Date.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals... | Label: Assignments |
b01ce152-7c53-4892-8462-cd673893041d | Clause:
Other than consummating the transactions contemplated hereunder, such Purchaser has not directly or indirectly, nor has any Person acting on behalf of or pursuant to any understanding with such Purchaser, executed any purchases or sales, including Short Sales, of the securities of the Company during the period ... | Label: Confidentiality |
6bd2eafc-1519-4e7c-8619-b764575cd6a6 | Clause:
No amendment or waiver of any provision of this Guarantee will be valid and binding unless it is in writing and signed by the Guarantors and the Beneficiaries. No failure on the part of the Beneficiaries to exercise, or delay in exercising, any right, remedy or power hereunder, whether intentional or not, shall... | Label: No Waivers |
104ec51a-bf91-4efc-bf22-9e57ef7b664d | Clause:
This Agreement constitutes the entire agreement, and supersedes all prior agreements and understandings, both written and oral, among the parties hereto with respect to the subject matter of this Agreement. This Agreement is not intended, and shall not be deemed, to confer any rights or remedies upon any person... | Label: Entire Agreements |
cb70c279-f613-4d77-b996-60c742b2c1b4 | Clause:
As of the Closing Date and after giving effect to any Loans made on the Closing Date, the Borrower and its Subsidiaries, on a consolidated basis, are Solvent.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Appr... | Label: Solvency |
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