id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
06f8ac02-0681-406e-8c8a-ed9cc2b6a2cc | Clause:
The term of this Agreement (the “ Storage Term ”) shall commence on the Commencement Date and end on the later of the Expiration Date (as defined in the Supply and Offtake Agreement) and the last day on which any Materials are held by Aron in the Storage Facilities.
Task: Classify this clause into ONE of these... | Label: Terms |
cb1c2ccb-ca93-4a15-a5f9-08974d5c2c4f | Clause:
All corporate action on the part of the Company, its officers, directors and stockholders necessary for the authorization, execution and delivery of this Agreement and the performance of all obligations of the Company hereunder and thereunder, including, without limitation, the authorization of the Exchange, an... | Label: Authorizations |
8df229ab-3cae-4feb-9a92-c2bcf24138b4 | Clause:
The provisions of the Plan are hereby incorporated herein by reference. Except as otherwise expressly set forth herein, this Award Agreement will be construed in accordance with the provisions of the Plan and any capitalized terms not otherwise defined in this Award Agreement or in the Grant Notice will have th... | Label: Definitions |
84ec5dcb-8958-4e2c-b355-4adf6583d29b | Clause:
The Company has all requisite corporate power and authority, and has taken all corporate action necessary, to execute and deliver the Transaction Agreements, to perform its obligations thereunder and to complete the transactions contemplated by the Transaction Agreements. This Agreement has been, and upon exec... | Label: Authority |
82914b75-bdb2-4d33-8fe9-f3452ccc2ba5 | Clause:
(a) There are no actions, suits or proceedings by or before any arbitrator or Governmental Authority (including with respect to any Environmental Liability) pending against or, to the knowledge of the Company or any Subsidiary, threatened in writing against or affecting the Company or any Subsidiary that (i) c... | Label: Litigations |
6507ac74-1e96-42c1-aef5-0b03cbe2b75b | Clause:
Each Seller, as applicable, shall have caused all warranties and guaranties from manufacturers, contractors, subcontractors, suppliers and installers to be assigned to Buyer effective as of the Closing Date.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendm... | Label: Warranties |
3648ffa8-4e05-404c-9697-4ef1e7a35d37 | Clause:
This Agreement, including the recitals and the documents and exhibits referred to herein (which are incorporated herein by this reference), embodies the entire understanding among the parties, merges all prior discussions and communications among them, and constitutes the final, complete and exclusive statement... | Label: Entire Agreements |
fb5410d4-ec50-4430-8ccb-f11e418cf681 | Clause:
Borrower has disclosed or made available for disclosure to Administrative Agent and the Lenders all material agreements, instruments and corporate or other restrictions to which it or any of its Subsidiaries is subject, and all other matters known to it, that, individually or in the aggregate, would reasonably ... | Label: Disclosures |
da3f8064-1861-42e7-8298-4e1a63890bc1 | Clause:
Following the date of this Agreement, Xerox and Conduent shall use reasonable best efforts to cooperate in administering the Xerox Nonqualified Deferred Compensation Plans and the Conduent Nonqualified Deferred Compensation Plans for purposes of satisfying any obligations relating to the participation of any Co... | Label: Cooperation |
a31d4c43-166a-4bea-95d4-55f6e7c8546f | Clause:
The Credit Parties and their Subsidiaries, taken as a whole, are Solvent.
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, Ben... | Label: Solvency |
17fe2fac-8a49-4c5c-b484-28cea84a78b9 | Clause:
The provisions of this Section 7.3 shall survive the Closing (and not be merged therein) or any earlier termination of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assi... | Label: Survival |
94cf8ae2-2397-45f5-9146-16ca7cb9c427 | Clause:
The Employer may terminate and liquidate this Agreement by taking irrevocable action to terminate and liquidate within the thirty (30) days preceding or the twelve (12) months following a Change in Control. This Agreement will then be treated as terminated only if all substantially similar arrangements sponsor... | Label: Change In Control |
be235691-c2b9-4c50-8633-46aaa6bbf1c3 | Clause:
The remedies provided for in this Article V are not exclusive and shall not limit any right or remedies which may otherwise be available to any indemnified person at law or in equity. The obligations of the Parties to indemnify or make contribution under this Article V shall survive expiration or termination of... | Label: Remedies |
c5eefde7-541a-4504-b274-ba15cb3c81ff | Clause:
In addition to being entitled to exercise all rights provided herein or granted by law, including recovery of damages, each of the Investors and the Company will be entitled to seek specific performance under the Transaction Documents. The parties agree that monetary damages may not be adequate compensation for... | Label: Remedies |
fbe34a28-306b-4ee5-94ac-ed57b825dbcb | Clause:
Schedule 4.q. attached hereto sets forth an accurate list of all insurance policies carried by the Company, the amounts and types of insurance coverage available thereunder and all insurance loss runs for the past three policy years. With respect to each such insurance policy: (i) such policy is in full force a... | Label: Insurances |
55c9c572-3061-4591-b68d-bd5d56de4dda | Clause:
This Plan shall be effective as of September 29, 2017 (the “ Effective Date ”).
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 Salar... | Label: Effectiveness |
39536dff-16a9-4762-85c7-6a3003abeb23 | Clause:
The Plan, as amended and restated, shall become effective immediately upon approval of the Plan by the Board, subject to approval of the Plan, as amended and restated, by by the requisite percentage of the holders of the Common Stock of the Company within twelve months after the date of approval of the Plan by ... | Label: Effective Dates |
19396ee5-f399-41d1-a16c-b4abac520fe0 | Clause:
The Borrower shall utilize the proceeds of the Term Loans in accordance with Section 5.06.
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,... | Label: Use Of Proceeds |
08aa31c2-9846-41ac-9cb2-405b763dd2c9 | Clause:
All notices (including requests, demands, approvals, or other communications) under this Lease shall be in writing. Notice shall be sufficiently given for all purposes as follows: (a) When personally delivered to the recipient, notice is effective on delivery; (b) When mailed first class to the last address of ... | Label: Notices |
a8b8cd60-0096-4c5e-8d58-3df3da05a9eb | Clause:
The parties agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the parties shall be entitled to seek an injunction or injunctions to prevent breaches of this Agreement or to enforce specifically the performance of the term... | Label: Specific Performance |
03b0386c-d1b2-48fe-8c1b-3a29d46523cf | Clause:
EACH OF BORROWER AND LENDER (FOR ITSELF AND ITS SUCCESSORS, ASSIGNS AND PARTICIPANTS) WAIVES ITS RIGHT TO A TRIAL BY JURY OF ANY CLAIM OR CAUSE OF ACTION BASED UPON, ARISING OUT OF OR RELATED TO THIS AGREEMENT, THE OTHER LOAN DOCUMENTS OR THE TRANSACTIONS PROVIDED FOR HEREIN OR THEREIN, IN ANY LEGAL ACTION OR P... | Label: Waiver Of Jury Trials |
b7362768-fb59-4cf3-8717-cc82ea0d5e06 | Clause:
In addition to being entitled to exercise all rights provided herein or granted by law, including recovery of damages, the Member, Parent and the Company will be entitled to specific performance under this Agreement. The Parties agree that monetary damages may not be adequate compensation for any loss incurred ... | Label: Remedies |
645f08a6-b0be-4d64-b206-9e754d2033d3 | Clause:
Enter into any transaction, including any purchase, sale, lease or exchange of property, the rendering of any service or the payment of any management, advisory or similar fees, with any Affiliate (other than among the Loan Parties) unless such transaction is (a) otherwise permitted under this Agreement, (b) in... | Label: Transactions With Affiliates |
fd6ef6d7-9580-4f36-a53d-cc8bab216166 | Clause:
This Amendment No. 4 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 Amendment No. 4 b... | Label: Counterparts |
a288f8cb-5dbf-4272-adf4-23bd2ffbbf4a | Clause:
With respect to Executive’s acts or failures to act during his or her employment in Executive’s capacity as an officer, employee or agent of the Company, Executive shall be entitled to indemnification from the Company, and to liability insurance coverage (if any), on the same basis as other officers of the Comp... | Label: Indemnifications |
28a9c1da-402f-4f09-bce1-7d8ec6098de1 | Clause:
The date, amount, interest rate, Type and duration of Interest Periods (if applicable) of the Loan made by each Lender to the Borrower, and each payment made on account of the principal thereof, shall be recorded by such Lender on its books and such entries shall be binding on the Borrower absent manifest error... | Label: Records |
536fef8b-908b-43ed-a0eb-47c3a4682067 | Clause:
If any provision of this Agreement shall for any reason be held to be invalid or unenforceable, such invalidity or unenforceability shall not affect any other provision hereof, and this Agreement shall be construed as if such invalid or unenforceable provision were omitted.
Task: Classify this clause into ONE ... | Label: Severability |
50e8b199-9891-434f-b28a-c97d617a429e | Clause:
The validity, interpretation and enforcement of this Amendment and any dispute arising out of the relationship between the parties hereto, whether in contract, tort, equity or otherwise, shall be governed by the internal laws of the State of New York but excluding any principles of conflicts of law or other rul... | Label: Applicable Laws |
d418a828-8f99-41ab-820b-440f9fa405a0 | Clause:
This Agreement shall be governed by and construed and interpreted in accordance with the laws of the State of New York, without reference to principles of conflict of laws.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applica... | Label: Governing Laws |
eae3676a-3761-45b0-b4c3-b0e2b38ffcc3 | Clause:
Executive will not make any statement or take any action that is, or that is intended to be, slanderous, libelous, derogatory, harmful, damaging, detrimental or otherwise adverse to the Company, Loton or any of their affiliates or their respective officers, directors, managers, members, consultants, agents, rep... | Label: Non-Disparagement |
97bb1862-0a06-40d1-a5f6-f103a8bd0b08 | Clause:
Share Appreciation Rights shall contain such terms and conditions as to exercisability, vesting and duration as the Committee shall determine, but in no event shall they have a term of greater than ten (10) years; provided , however , that unless the Committee provides otherwise, a Share Appreciation Right may,... | Label: Terms |
2dfe61ea-5f48-44aa-a60f-543e326968c4 | Clause:
This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and the officers and directors and any controlling persons referred to herein, and the affiliates of each Initial Purchaser referred to in Section 7 hereof. Nothing in this Agreement is intended o... | Label: Successors |
da05e31e-3c6a-41b6-ae74-baeee13f8f1d | Clause:
Upon submission to Employer of vouchers or other required documentation, Employee shall be reimbursed for (or Employer shall pay directly) Employee's actual out-of-pocket travel and other expenses reasonably incurred and paid by Employee in connection with Employee's duties hereunder. Reimbursable expenses mus... | Label: Expenses |
2a9c559d-4df9-49f8-9433-a3d626ea9dfb | Clause:
This Agreement will commence on the Effective Date and shall continue until, and shall end upon, the first anniversary of the Effective Date. This Agreement will terminate automatically on the death of Consultant.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, ... | Label: Terms |
da1918de-e884-46b7-8a99-9876e70e4de6 | Clause:
You agree upon request to execute any further documents or instruments necessary or desirable in the sole determination of the Company to carry out the purposes or intent of the Option.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption ... | Label: Further Assurances |
d99e213b-d47c-4976-8030-ab6e21ba91d8 | Clause:
The Parent, OP LLC and the Borrower have disclosed to the Administrative Agent and the Lenders all agreements, instruments and corporate or other restrictions to which they or any of the Subsidiaries or any of the DevCos is subject, and except for matters that could reasonably be expected to be known already by... | Label: Disclosures |
22e2583a-c159-4ffb-8da5-73417a179af9 | Clause:
This issuance of PRSUs (and the shares of Common Stock underlying the PRSUs) pursuant to this Agreement shall be subject to, and shall comply with, any applicable requirements of any foreign and U.S. federal and state securities laws, rules and regulations (including, without limitation, the provisions of the S... | Label: Compliance With Laws |
8cf86e6e-d17b-4ce0-857e-190f22245931 | Clause:
Borrower has disclosed to Administrative Agent and Lenders all agreements, instruments and corporate or other restrictions to which it or any of its Subsidiaries is subject, and all other matters known to it, that, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Ef... | Label: Disclosures |
55343b2c-d6e7-4401-b33f-541ac7f2cd0d | Clause:
All records and files relating to the management or operation of the Property, including, without limitation, all insurance policies, all Resident and Tenant files (including correspondence), employee files, property tax bills, all calculations used to prepare statements of rental increases under the Leases and... | Label: Records |
262a22e6-a419-42dd-b3cd-c4485ff3fc85 | Clause:
During the term of this Agreement, except for periods of absence occasioned by illness, reasonable vacation periods, and reasonable leaves of absence approved by the Board, Executive shall devote substantially all of his business time, attention, skill, and efforts to the faithful performance of his duties here... | Label: Duties |
fbf02624-b75c-4b82-851e-a0ee2df4902a | Clause:
The effective date of this amendment to the Amended and Restated Articles of Incorporation shall be the close of business on the date of filing with Nevada Secretary of State.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Appl... | Label: Effective Dates |
f040b8ca-2e9d-442c-acd1-6727161c8faf | Clause:
This Agreement and all security interests and other liens granted or conveyed hereunder shall remain in full force and effect and shall be irrevocable until the time at which all of the Secured Obligations (other than contingent indemnification obligations so long as no claim or demand for indemnification then ... | Label: Terminations |
3aa3c76a-e565-402b-8dfb-2a3d7213a1cc | Clause:
The Plan will terminate automatically on May 23, 2022. In addition, the Plan may be terminated at any time by the Board. The Plan will remain in effect with respect to outstanding Benefits until no Benefits remain outstanding.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments,... | Label: Terminations |
2f60480d-0f0b-4133-a09d-06e0b92b85da | Clause:
The provisions of this Agreement shall be deemed severable. Whenever possible, each provision or portion of any provision of this Agreement shall be interpreted in such manner as to be effective and valid under applicable Law, but if any provision or portion of any provision of this Agreement is held to be inva... | Label: Severability |
d395a994-a33e-4bb5-9149-765b4aa91034 | Clause:
Vitro reserves the right at any time, upon written notice to Evans, to terminate this Agreement, in which event Vitro shall be obligated to pay Evans only for authorized services provided prior to such termination. Evans may also terminate this agreement at any time by written notification to Vitro.
Task: Clas... | Label: Terminations |
c6fa28ba-cf63-426f-a2cc-27a72d9ef0dc | Clause:
EACH GUARANTOR HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVES TO THE FULLEST EXTENT PERMITTED BY LAW ANY RIGHTS IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION BASED HEREON, OR ANY COURSE OF CONDUCT, COURSE OF DEALING, STATEMENTS (WHETHER ORAL OR WRITTEN) OR ACTIONS OF THE ADMINISTRATIVE AGE... | Label: Waiver Of Jury Trials |
19e370c7-84fe-4cf8-81ef-af1863182c23 | Clause:
This Agreement, which shall inure to the benefit of and shall be binding upon the respective successors and permitted assigns of each Credit Party signatory hereto, Agent and each Lender, shall become effective on the Closing Date and shall continue in full force and effect until the Maturity Date unless sooner... | Label: Terms |
b24b825b-141c-4e82-8856-c6a032b5b1c8 | Clause:
THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS, UNLESS OTHERWISE SPECIFIED, SHALL BE GOVERNED BY THE LAWS OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO ANY CONFLICT OF LAW PRINCIPLES (BUT GIVING EFFECT TO SECTION 5-1401 OF THE NEW YORK GENERAL OBLIGATION LAW AND FEDERAL LAWS RELATING TO NATIONAL BANKS) .
Ta... | Label: Governing Laws |
a21c6f3b-949d-48b3-950c-9d957518603e | Clause:
The obligations of the Credit Parties under Sections 2.2(f), 3.7, 3.8, 3.9, 4.19(h), and 14.5 and the obligations of Lenders under Section 13.7, shall survive termination of this Agreement and the Other Documents and payment in full of the Obligations.
Task: Classify this clause into ONE of these types (exactl... | Label: Survival |
45306cd9-bad7-492e-9621-ee800114c4d1 | Clause:
This Award Certificate shall be governed by, and construed in accordance with, the laws of the State of Delaware (disregarding any choice-of-law provisions). Any dispute or disagreement regarding the Participant’s rights under this Award Certificate shall be settled solely by binding arbitration in accordance w... | Label: Arbitration |
d0e7f876-c8fc-4efd-8532-f20754e5ee78 | Clause:
The Parties may, by written agreement, (a) extend the time for the performance of any of the obligations or other acts of the Parties, (b) waive compliance with, or modify, any of the covenants or conditions contained in this Agreement, and (c) waive or modify performance of any of the obligations of any of the... | Label: Waivers |
5490f4ff-338b-4e5a-aca1-5a7c91d458ef | Clause:
At and as a condition to the Closing, the Parent and ICA-T shall reimburse the Buyer for all costs and expenses incurred by it or its affiliates in connection with its due diligence up to $20,000 of which $6,000 was previously paid, structuring, documentation, negotiation and closing of the transactions contemp... | Label: Fees |
0204e28b-0170-4002-b473-81d1ba422946 | Clause:
THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF CALIFORNIA.
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, ... | Label: Governing Laws |
7089f0da-fa1f-4a36-bda0-056ebe5612eb | Clause:
The Executive hereby consents to personal jurisdiction and exclusive venue in the United States District Court for the Southern District of Florida, if such Court can exercise jurisdiction over the matter for any action brought by the Company or the Executive arising out of or in connection with this Agreement ... | Label: Venues |
0f57f8c7-47f8-4616-85bf-8826aa25b6b2 | Clause:
Subject to the terms of the Plan and any applicable Award Agreement, Awards may be granted as set forth in this Section 6. In addition, the Committee may impose on any Award or the exercise thereof, at the date of grant or thereafter (subject to the terms of Section 11.01), such additional terms and conditions,... | Label: General |
14e1d85e-436c-4f0b-90e9-47851e0bc4c2 | Clause:
The Plan shall be governed by and construed in accordance with the internal laws of the State of Delaware applicable to contracts made and performed wholly within the State of Delaware, without giving effect to the conflict of laws provisions thereof. EACH PARTICIPANT WHO ACCEPTS AN AWARD IRREVOCABLY WAIVES AL... | Label: Governing Laws |
76b4f10c-c920-4308-bae1-7aedc2198c6d | Clause:
The Lenders agree to indemnify the Agents and the Fronting Banks in their capacity as such (to the extent not reimbursed by the Borrower and without limiting the obligation of the Borrower to do so), ratably according to their respective Revolving Commitment Percentage in effect on the date on which indemnifica... | Label: Indemnifications |
3b30a842-a2ab-492b-911f-f1077bd066df | Clause:
Each Purchaser, severally and not jointly with the other Purchasers, covenants that neither it, nor any Affiliate acting on its behalf or pursuant to any understanding with it will execute any purchases or sales, including Short Sales, of any of the Company's securities during the period commencing with the exe... | Label: Confidentiality |
b776d57b-0061-4e85-b891-f95bc1ff3f9b | Clause:
The authorization, execution, delivery and performance by the Company of this Agreement and the Related Agreements to which it is a party, and the completion by the Company of the transactions contemplated hereby and thereby, including the issuance of the Shares, do not and will not: (i) violate, conflict with ... | Label: No Conflicts |
2255caa9-f194-4af3-b836-f512fb877661 | Clause:
All notices, requests, demands and other communications provided for hereunder shall be in writing and, if to the Borrower, mailed or delivered to it, addressed to it at the address specified on the signature pages of this Agreement, if to the Administrative Agent or a Lender, mailed or delivered to it, address... | Label: Notices |
28958913-e82d-46e5-89e1-c84152b89cad | Clause:
Upon any event described in Section 13 of the Plan occurring after the Date of Grant, the adjustment provisions as provided for under Section 13 of the Plan shall apply to the Option.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption La... | Label: Adjustments |
5391b987-718b-4ffe-ba13-451dbf4e1912 | Clause:
The parties intend this Release to cover any and all such Released Claims, whether they are contract claims, equitable claims, fraud claims, tort claims, discrimination claims, harassment claims, whistleblower or retaliation claims, personal injury claims, constructive or wrongful discharge claims, emotional di... | Label: Benefits |
72bf08d4-d745-46a9-9b6f-8e57e3f1367f | Clause:
This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of Indiana without regard to its conflict of law principles. All payments made or required to be made hereunder by Employer shall be subject to applicable and other withholdings as required by law.
Task: Cla... | Label: Governing Laws |
2d9614be-d2ab-464e-a753-e2a0d52c3226 | Clause:
Seller and Purchaser shall use commercially reasonable efforts to cooperate with the Party contesting the Taxes (at no cost or expense to the Party not contesting the Taxes other than any de minimis cost or expense or any cost or expense which the requesting Party agrees in writing to reimburse) and to execute ... | Label: Cooperation |
2c96c353-7c83-4e21-b87b-fcfd139f3ede | Clause:
This Agreement may be amended only by means of a written amendment signed by the Partnership and the Holders of a majority of the then outstanding Registrable Securities; provided, however , that no such amendment shall materially and adversely affect the rights of any Holder hereunder without the consent of su... | Label: Amendments |
ecdaa20c-8023-446a-800c-81dddfe90067 | Clause:
Each of Parent and Purchaser Sub has all requisite corporate power and authority, and has taken all corporate or other action necessary, to execute and deliver the Transaction Agreements, to perform its obligations thereunder and to complete the transactions contemplated hereby. This Agreement has been duly an... | Label: Authority |
760fbcca-05ae-4e09-b639-de48a3b4d825 | Clause:
The Borrowers shall use the net Purchase Price only (i) to repay the indebtedness (including any accrued and unpaid interest thereon) described on the attached Schedule 4(d) (the “ Existing Debt ”) or (ii) for working capital and general business purposes.
Task: Classify this clause into ONE of these types (ex... | Label: Use Of Proceeds |
f7d17478-69f4-4754-b82f-8e46e3e0e851 | Clause:
This Agreement may be executed in two (2) or more counterparts (including by electronic transmission), each of which shall constitute an original, and all of which taken together shall constitute one instrument. Delivery of a signed counterpart of a signature page of this Agreement by facsimile or by .PDF file ... | Label: Counterparts |
aeb9b262-e6c2-426d-b215-97906f0d9ee6 | Clause:
Except as disclosed in the periodic and other reports, proxy statements and other materials filed by the Guarantor with the SEC prior to the date hereof, there are no suits, actions, proceedings or investigations pending, or, to the knowledge of Tenant or Guarantor, threatened against or involving Tenant or Gua... | Label: Litigations |
5acdae9e-1bc9-4250-9746-78c118adbc7b | Clause:
The Company will, and will cause each Restricted Subsidiary to, comply with all laws, rules, regulations, orders, writs, judgments, injunctions, decrees or awards to which it may be subject including the USA Patriot Act, the Fair Debt Collection Practices Act (or any similar federal, state or local laws or regu... | Label: Compliance With Laws |
243f47d0-482f-4c2a-9a5d-9fb0845b9dda | Clause:
Each of the Term Facility Borrowers agrees to pay and reimburse the Administrative Agent for all its reasonable costs and out-of-pocket expenses incurred in connection with the preparation and delivery of this Amendment No. 3, including, without limitation, the reasonable fees and disbursements of counsel to th... | Label: Expenses |
6c9557ed-96f1-413d-8eb8-fb713dabef48 | Clause:
Except as otherwise provided in this Agreement, Sellers, Shareholder and Purchasers shall each bear their own expenses incurred in connection with the negotiation and execution of this Agreement and each other agreement, document and instrument contemplated by this Agreement and the consummation of the Transact... | Label: Expenses |
40a4e5d6-f218-42ef-be68-f952a28f4d0c | Clause:
This Sublease (including the exhibits hereto which are hereby made a part hereof) contains the entire agreement between the parties, and any agreement hereafter made shall be ineffective to change, modify or discharge it in whole or in part unless such agreement is in writing and signed by the party against w... | Label: Assigns |
12107f25-c672-4f03-8720-9dd787e15e49 | Clause:
The execution, validity, interpretation, and performance of this Agreement shall be governed by, and construed in accordance with, the laws of the State of Delaware, applied without giving effect to any conflicts-of-law principles, except to the extent pre-empted by federal law.
Task: Classify this clause into... | Label: Governing Laws |
2b55ab38-ea14-4ac4-bd91-287edb056eac | Clause:
This Agreement was negotiated, entered into and is performable, in whole or in part, in Texas and therefore shall be governed by and construed and enforced in accordance with the laws of the State of Texas, without giving effect to conflict of law principles.
Task: Classify this clause into ONE of these types ... | Label: Applicable Laws |
c2413f29-bf00-4ad4-bb12-d3562c2fd305 | Clause:
Upon (i) delivery to the Administrative Agent of an assignment, together with any consents required by Sections 12.3(a) and 12.3(b), and (ii) payment by the assigning Lender or assignee Lender of a $3,500 fee to the Administrative Agent for processing such assignment (unless such fee is waived by the Administra... | Label: Effective Dates |
8b8bf3b4-9b50-4c34-a21e-d88be2a72955 | Clause:
This Grid Note sets forth the entire agreement of Borrower and the Lender with respect to this Grid Note and may be modified only by a written instrument executed by Borrower and the Lender.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corrup... | Label: Entire Agreements |
1118db63-6701-4a4e-9453-e2dad93c1977 | Clause:
Except as set forth on Schedule 7.6 , as of the Execution Date, there is no suit, action or litigation by any Person by or before any Governmental Body, and no legal, administrative or arbitration proceeding (in each case) pending or, to Linn’s Knowledge, threatened in writing (a) against Linn or any Affiliate ... | Label: Litigations |
9de1437c-c97b-4816-84ae-bdf5c678fe71 | Clause:
The capitalization of the Company is as set forth on Schedule 3.1(g) . The Company has not issued any capital stock since its most recently filed periodic report under the Exchange Act, other than issuances of the Company’s equity securities to the Company’s officers, directors, employees or consultants in the ... | Label: Capitalization |
7dcbf5ee-5dd4-479e-be21-499daa6fd8f5 | Clause:
Commencing on September 18, 2017 or such other date on or prior to September 30, 2017 as is mutually agreed by the Company and the Executive (the “Commencement Date”), the Company agrees to employ Executive and Executive agrees to be employed by the Company on the terms and conditions set forth in this Agreemen... | Label: Employment |
1fafdc58-00e4-4f03-a1b1-2e159d6bef32 | Clause:
Prior to a formal announcement of the Transaction, you agree not to disclose the potential existence of the Transaction, the Transaction, or its terms to any employee without a clear business purpose underlying the disclosure, or to any third parties, unless approved by the Company or required by law. By enteri... | Label: Confidentiality |
9483c2a7-c415-427a-b357-e20c88954adc | Clause:
The Executive will be entitled to vacation and sick days in accordance with the policies of the Company for its employees generally, as in effect from time to time.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws... | Label: Vacations |
1a6ea0d0-550d-410e-8878-828defac1536 | Clause:
This Award Notice may be amended, in whole or in part and in any manner not inconsistent with the provisions of the Plan, at any time and from time to time, by written agreement between the Company and the Recipient. This Award Notice amends and supersedes any Award Notice bearing the same effective date.
Task... | Label: Amendments |
1a6f6e4d-ff92-4c0b-9d26-bc5818dd686b | Clause:
The Partnership may maintain insurance, at its expense, to protect itself and any director, officer, employee or agent of the Partnership or another corporation, partnership, joint venture, trust or other enterprise against any expense, liability or loss, whether or not the Partnership would have the power to i... | Label: Insurances |
64f4da77-993c-4136-9a30-a875821628a3 | Clause:
This Agreement shall be governed by and construed in accordance with the laws of the State of New York, without respect to its principles of conflicts of laws that would refer resolution of any dispute arising under this Agreement to the substantive laws of another jurisdiction. Employee and the Company hereby... | Label: Governing Laws |
43ae036b-bf92-40f1-8736-82843da93fec | Clause:
On the Closing Date, upon the terms and subject to the conditions set forth herein, substantially concurrent with the execution and delivery of this Agreement by the parties hereto, the Company agrees to sell, and the Purchasers, severally and not jointly, agree to purchase, $2,000,000 of shares of Preferred St... | Label: Closings |
164d23fa-b24b-4b8b-8753-b59ecdef4785 | Clause:
PLEDGOR AND BUYER HEREBY IRREVOCABLY WAIVE, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT, ANY OTHER REPURCHASE DOCUMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY.
Task: Classify this clause in... | Label: Waiver Of Jury Trials |
9e1b1b76-7268-4f24-9ac6-7cc4fe059116 | Clause:
Any disputes arising under or in connection with this Agreement shall be resolved by binding arbitration, to be held in Maryland in accordance with the Commercial Arbitration Rules, as amended from time to time, of the American Arbitration Association (the “AAA”). The Company and the Executive will each select ... | Label: Arbitration |
a5defc87-2f28-4920-9a8f-6ae7b7f6e6b1 | Clause:
The Committee shall make or provide for such adjustments in the number of Common Shares covered by this Agreement as the Committee shall in good faith determine to be equitably required in order to prevent any dilution or expansion of the rights of the Grantee that otherwise would result from (i) any share divi... | Label: Adjustments |
c37af784-b5a6-4572-9ad5-b2f75a046e8a | Clause:
PWB hereby grants to each Lender, and each Lender hereby acquires from PWB, a participation in such Ancillary Services equal to such Lender’s Revolving Percentage of the aggregate amount provided under the Ancillary Services. In consideration and in furtherance of the foregoing, each Lender hereby absolutely an... | Label: Participations |
414f79c7-163b-4871-b3d7-6c338ee730eb | Clause:
THE AVAILABILITY, COST, TERMS AND COVERAGE OF LIABILITY, HAZARD, COMPREHENSIVE AND ANY OTHER INSURANCE OF OR WITH RESPECT TO THE ASSETS.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, As... | Label: Insurances |
1776bac7-2599-4c9e-9155-215136c72903 | Clause:
ActiveSite represents, warrants and covenants as of the Effective Date that all Licensed Intellectual Property which has not been patented has been kept confidential, except for public disclosures customarily made in the industry, and except for disclosures to employees, consultants, agents and contractors of A... | Label: Confidentiality |
7db043a2-98a9-4587-ba5b-f79eea79b0ff | Clause:
In case any one or more of the provisions hereof shall be invalid, illegal or unenforceable in any respect under any law, the validity, legality and enforceability of the remaining provisions contained herein shall not in any way be affected or impaired thereby. The parties shall endeavor in good faith negotiat... | Label: Severability |
9d5421b8-0ccc-4adb-b73e-7bc19d3bd66f | Clause:
This Amendment shall be construed in accordance with and governed by the laws of the State of New York excluding choice-of-law principles of the law of such State that would permit the application of the laws of a jurisdiction other than such State.
Task: Classify this clause into ONE of these types (exactly o... | Label: Governing Laws |
6deec121-4e59-43e1-9f19-7f59b053aadf | Clause:
The Executive will be entitled to twenty (20) vacation days per calendar year, prorated for partial years. In all other respects, the Executive’s vacation and sick leave benefit will be governed by the Company’s vacation and sick leave policy, which the Company may publish and revise in its sole discretion fro... | Label: Vacations |
e3b44542-e69d-4a30-9811-de87a6531b12 | Clause:
This Agreement will be governed by and performed in accordance with the laws of the Commonwealth of Pennsylvania without regard to its conflicts of laws provisions. Employee consents to the personal jurisdiction and venue of the state and federal courts having jurisdiction over Washington County, Pennsylvania.
... | Label: Governing Laws |
a4827c0c-6f22-461f-9703-08873e33cea0 | Clause:
Each Company represents and warrants to the Collateral Agent and the Secured Parties that: (a) such Company does not own any patents, trademarks, copyrights or mask works registered in, or the subject of pending applications in, the Patent and Trademark Office or the Copyright Office or any similar offices or a... | Label: Representations |
5bdc15f9-d9b3-469c-bbdd-ac361276dddd | Clause:
This Commitment Letter shall not be assignable by you without our prior written consent (and any purported assignment without such consent shall be null and void), is intended to be solely for the benefit of the parties hereto and is not intended to confer any benefits upon, or create any rights in favor of, an... | Label: Miscellaneous |
79733bcd-acc1-40db-9918-1c5cddfe1e21 | Clause:
Unless otherwise defined herein, terms defined in the Repurchase Agreement and used herein shall have the meanings given to them in the Repurchase Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Appro... | Label: Definitions |
dc0ea0ef-d43e-4e88-b498-e1b49d735a14 | Clause:
Each Party agrees that no public release or announcement concerning the transactions contemplated hereby shall be issued by either Party or its Affiliates without the prior consent of the other Party (which consent shall not be unreasonably withheld, delayed or conditioned), except as such release or announceme... | Label: Publicity |
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