id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
d32f5afb-31a6-40d2-a3a9-44e19b665b16 | Clause:
The Borrower will, and will cause each Subsidiary to, 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, licenses, permits, privileges and franchises material to the conduct of its business; provided that the foregoing shall not p... | Label: Existence |
8cea7e52-7b6d-4f57-95e4-dc8f5d194d95 | Clause:
This Agreement shall be governed by and construed in accordance with the laws of the State of California applicable to contracts entered into and fully to be performed therein without regard to its principles of choice of law or conflicts of law. In all matters of interpretation, whenever necessary to give effe... | Label: Construction |
f20d91c5-9597-4996-8327-19d8480950f9 | Clause:
This Agreement shall not be assignable by any party, except by the Bank and the Corporation to any successor in interest to its business.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, A... | Label: Assignments |
ee060046-e044-4af9-9dfb-f675df0dc6d2 | Clause:
SWBS Disclosure Schedule 3.31 sets forth a true, complete and correct list of all SWBS Intellectual Property. To its Knowledge, SWBS or its Subsidiaries owns or has a valid license to use all SWBS Intellectual Property, free and clear of all Liens, royalty or other payment obligations (except for royalties or p... | Label: Intellectual Property |
47028b61-8ead-4bd8-9dbe-e1a0ee2ec8fc | Clause:
Capitalized terms not defined in this Agreement shall have the meanings ascribed to such terms in the Securities Purchase Agreement dated May 26, 2016.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, ... | Label: Definitions |
96aaa7fa-7a09-4761-b7b9-88942ee88727 | Clause:
After completion of the Pre-Closing Restructuring and as of immediately prior to the Closing, Seller will directly own 100% of the equity interests in NRF OP SPV. Seller is a limited partnership duly organized, validly existing and in good standing under the Laws of Delaware. NRF OP SPV is a limited liability c... | Label: Organizations |
e71fd77f-be1f-46fb-8546-ec90747a5a29 | Clause:
None of the reports, financial statements, certificates or other written information (other than projections, financial estimates, forecasts and other forward-looking information, and other information of a general economic or industry specific nature) furnished by or on behalf of the Borrower or any of its Sub... | Label: Disclosures |
8d9b9c3d-9207-4a53-a55e-a07ec3d46096 | Clause:
The Lenders have agreed among themselves, in consultation with the Borrower, to increase the Aggregate Maximum Credit Amounts to $5,000,000,000, to reallocate their respective Maximum Credit Amounts and to, among other things, allow Goldman Sachs Bank USA, Citibank, N.A., Bank of America, N.A., and Frost Bank, ... | Label: Assignments |
d0cdecdb-b93b-4717-9924-47e00d573a23 | Clause:
If any action at law or in equity is necessary to enforce or interpret the terms of this Agreement, the prevailing party shall be entitled to reasonable attorney's fees, costs and necessary disbursements in addition to any other relief to which he may be entitled.
Task: Classify this clause into ONE of these t... | Label: Costs |
d78b27bf-335b-4449-9f30-7d877d2f1d13 | Clause:
This Agreement will be for an initial term of 20 years (the “ Initial Term ”) from the Effective Date. This Agreement will be automatically extended following the Initial Term for additional successive five-year renewal periods (each, a “ Renewal Term ” and together with the Initial Term, the “ Term ”), unless ... | Label: Terms |
632525da-469c-42d1-9688-4d7e6242448a | Clause:
This Proxy Agreement shall become effective upon the date first written above.
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... | Label: Effective Dates |
f5d0a16b-bbef-438d-9f2e-918a12550ebd | Clause:
This Agreement shall be governed by and construed in accordance with the laws of the State of Nevada without regard to principles of conflicts of laws. Any action brought by either party against the other concerning the transactions contemplated by this Agreement, the Note or any other agreement, certificate, ... | Label: Governing Laws |
f353de99-8468-4cbd-84e0-c6eb958efeea | Clause:
This Indenture may be executed in any number of counterparts and by the parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute one and the same agreement.
Task: Classify this clause into ONE of these types (exac... | Label: Counterparts |
0ed6e552-7947-414a-a20f-8e303a138ee3 | Clause:
Kveton further agree that he will cooperate fully with the Company and its counsel with respect to any matter (including litigation, investigations, or governmental proceedings) which relates to matters with which Kveton was involved during the time he served as Chief Executive Officer of the Company. Kveton s... | Label: Cooperation |
a79b67d4-0d26-4456-b469-3ca8e80219cf | Clause:
The Company has filed all reports, schedules, forms, statements and other documents required to be filed by the Company under the Exchange Act, including pursuant to Section 13(a) or 15(d) thereof, for the twelve months preceding the date hereof (or such shorter period as the Company was required by law or regu... | Label: Financial Statements |
1d934dc0-b6ce-4efe-8af7-425636efdf30 | Clause:
With respect to each Condition Survey other than the Condition Survey contemplated hereunder to be conducted during the last twelve months of the term prior to the Expiration Date, all Condition Survey Costs shall be allocated equally between the Port Authority and the Lessee. Accordingly, the Lessee hereby agr... | Label: Costs |
7539c2ec-e89b-4cb3-96e1-1a4d9906cc2f | Clause:
The headings of the several sections of this Agreement have been inserted for convenience of reference only and shall be given no effect in the construction or interpretation of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Cor... | Label: Headings |
b0dcecb3-1123-4423-83d3-3f6adf88b384 | Clause:
I agree that if one or more of the provisions in this Agreement are deemed void by law, then the remaining provisions will continue in full force and effect and, if legally permitted, such offending provision or provisions shall be replaced with an enforceable provision or enforceable provisions that as nearly ... | Label: Severability |
baab9c25-3f16-4555-a8db-3644aa625967 | Clause:
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EACH BORROWER HEREBY IRREVOCABLY AND EXPRESSLY WAIVES ALL RIGHT TO A TRIAL BY JURY IN ANY ACTION, PROCEEDING, OR COUNTERCLAIM (WHETHER BASED UPON CONTRACT, TORT, OR OTHERWISE) ARISING OUT OF OR RELATING TO THIS AMENDMENT, THE LOAN AGREEMENT OR ANY OF THE DOCUME... | Label: Waiver Of Jury Trials |
f19a7583-e226-4955-846c-bfa18d1dc9ca | Clause:
This Agreement and the other Loan Documents represent the entire agreement of Holdings, the Borrower, the Agents and the Lenders with respect to the subject matter hereof and thereof, and there are no promises, undertakings, representations or warranties by any Agent or any Lender relative to subject matter her... | Label: Integration |
fedf30ff-9df4-47b3-b2c5-8316c4da75bf | Clause:
This Agreement and the Exhibits attached hereto constitute the entire agreement between Licensee and Licensor in connection with the subject matter hereof and supersedes all documents and correspondence entered into prior to the date hereof.
Task: Classify this clause into ONE of these types (exactly one label... | Label: Entire Agreements |
d3d24db2-1ebc-452b-8dc4-5bbf3d9a8ed0 | Clause:
All representations and warranties made in this Agreement, any other Loan Document or the Intercreditor Agreement or in any document, statement, or certificate furnished in connection with this Agreement shall survive the execution and delivery of this Agreement, the other Loan Documents and the Intercreditor A... | Label: Survival |
b03ee7e3-78e0-4cfd-8983-5bd55933ac56 | Clause:
Borrowers’ acknowledge that Agent shall have earned as of the Sixth Amendment Date a non-refundable closing fee in the amount of $100,000 (the “ Sixth Amendment Fee ”), which fee shall be payable on May 1, 2017; provided however, Agent hereby acknowledges and agrees that in the event that the Credit Agreement i... | Label: Fees |
b67b64ce-868f-46fb-8e6b-8f06e6ed9c88 | Clause:
(a) All of the Due Diligence Information provided to the Buyer or to the Buyer's representatives by, for or on behalf of the Seller and/or the Seller Members, is true, correct and complete in all material respects, both as of the date of this Agreement and as of the Closing Date.
Task: Classify this clause int... | Label: Disclosures |
9053bfe8-be9e-4671-a5ad-0dd275c9e358 | 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 |
53473231-d23b-4f71-8fa4-2e6758ec388d | Clause:
All communications and notices hereunder shall (except as otherwise expressly permitted herein) be in writing and given as provided in Section 9.01 of the Credit Agreement. All communications and notices hereunder to any Subsidiary Guarantor shall be given to it in care of the Borrower as provided in Section 9.... | Label: Notices |
9d19ff38-060c-46b8-ab7a-71b060e1e07a | Clause:
This Agreement may be executed in counterparts, all of which together shall constitute one agreement binding on all of the parties hereto, notwithstanding that all such parties are not signatories to the original or the same counterpart. Each party shall become bound by this Agreement immediately upon affixing ... | Label: Counterparts |
f106f65f-227f-434c-9ee9-654355970006 | Clause:
This Agreement may be executed in counterparts which shall be deemed to be part of one original, and facsimile and electronic signatures shall be equivalent to original signatures.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws,... | Label: Counterparts |
f892f099-7ef3-4735-ac24-647fb46e4983 | Clause:
The Company and its subsidiaries have insurance covering their respective properties, operations, personnel and businesses, including business interruption insurance, which insurance is in amounts and insures against such losses and risks as are adequate to protect the Company and its subsidiaries and their res... | Label: Insurances |
77599317-dabf-4225-b62f-76604bcc7429 | Clause:
This Agreement shall be binding upon and inure to the benefit of the Credit Parties, Administrative Agent and the other Lender Parties and their respective representatives, successors, and assigns, provided , that no interest herein may be assigned, and no obligation may be delegated, by any Credit Party withou... | Label: Binding Effects |
f2010ea5-ca89-4802-8c82-6205dbfd3244 | Clause:
EACH OF SUBORDINATED CREDITOR AND THE COMPANY HEREBY CONSENTS TO THE JURISDICTION OF ANY STATE OR FEDERAL COURT LOCATED WITHIN THE COUNTY OF COOK, STATE OF ILLINOIS AND IRREVOCABLY AGREES THAT, SUBJECT TO AGENT'S ELECTION, ALL ACTIONS OR PROCEEDINGS ARISING OUT OF OR RELATING TO THIS AGREEMENT SHALL BE LITIGATE... | Label: Consent To Jurisdiction |
22ec82e2-d1e9-458e-9286-f4bfa456b797 | Clause:
The sale and purchase herein provided shall be consummated through escrow with all deliveries required hereunder being made to Escrow Company on or before the date that is fifteen (15) days after the expiration of the Due Diligence Period (the “ Closing Date ”). The closing of the transaction contemplated hereb... | Label: Closings |
e50ce784-37f1-4f20-b641-d19cffa50284 | Clause:
As of the date hereof, the authorized capital stock of the Company consists of (a) 200,000,000 shares of Common Stock, par value of $0.0001 per share, of which approximately 105,072,899 shares of Common Stock are issued and outstanding and (b) 15,000,000 shares of preferred stock of which 409,500 shares are iss... | Label: Capitalization |
3b6c0964-0ba0-4424-aa09-864a0d79de22 | Clause:
In the event of any conflict or inconsistency between the terms of this Agreement and the terms of the Plan, the terms of the Plan shall be controlling. In the event of any conflict or inconsistency between the terms of this Agreement and the terms of the Dynegy Inc. Severance Plan, including any amendments or ... | Label: Miscellaneous |
13194024-d1da-4c09-8113-901997b84fe0 | Clause:
This Agreement constitutes and is the entire Agreement of the parties and supersedes all other prior understandings and/or Agreements between the parties regarding the matters herein contained, whether verbal or written.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agree... | Label: Entire Agreements |
7739e91a-185f-47f3-a872-574e9bc72425 | Clause:
All capitalized terms that are not otherwise defined in these Terms and Conditions or the Award Certificate shall have the meanings set forth in the Plan.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approv... | Label: Definitions |
8319b6bf-f8b5-4685-865f-f55872a4639a | Clause:
This Amendment shall be governed by, and construed in accordance with, the laws of the State of New York. The provisions of Sections 12.5 and 12.6 of the Credit Agreement shall apply to this Amendment to the same extent as if fully set forth herein.
Task: Classify this clause into ONE of these types (exactly o... | Label: Governing Laws |
173c4d4b-d6a1-4b19-90ea-bfb0cc34493c | Clause:
This Agreement shall be binding upon and shall inure to the benefit of the transferees, successors and assigns of the Company, including any company or entity with which the Company may merge or consolidate.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendm... | Label: Binding Effects |
91532e1b-7d9b-484d-a1d3-4a8217327f79 | Clause:
Whenever notice is required to be given under this Waiver, unless otherwise provided herein, such notice shall be given in accordance with Section 9(f) of the SPA.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws,... | Label: Notices |
22781bbd-6b1b-4a22-a9d6-cae8bfffc9f4 | Clause:
This Agreement is personal as to Executive and shall not be assignable by Executive.
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 ... | Label: Assignments |
7fa026f2-5647-458b-a2dd-cb0625e3f50d | Clause:
This Agreement shall become effective on January 1, 2014 and shall remain in effect for *. Thereafter, this Agreement shall continue until terminated by either Party upon no less than sixty (60) days prior written notice, provided that such termination shall have no effect with respect to any Confirmed Orders e... | Label: Terms |
21f7371d-6415-4343-96fd-3f73204ed25d | Clause:
Notwithstanding the termination of this Plan Support Agreement pursuant to Section 6 , Sections 9 , 13-15 , 18-20 , and 23-24 shall survive such termination and shall continue in full force and effect in accordance with the terms hereof; provided that any liability of a Party for failure to comply with the ter... | Label: Survival |
e8798fb9-088f-4684-93be-10acc9bfd433 | Clause:
Notwithstanding any other provision of the Notice or these Terms and Conditions to the contrary, if you die before the Fourth Vesting Date and before you have otherwise terminated your employment or engagement with the Company Group, then all remaining Forfeiture Restrictions then applicable to the RSUs shall i... | Label: Death |
d45e7396-94aa-4cde-b791-d1199c5467de | Clause:
Tech Data is in compliance in all material respects with ERISA and no lien exists in favor of the Pension Benefit Guaranty Corporation on any of the Pool Receivables.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable La... | Label: Erisa |
57321f99-5587-4bd4-a99d-4f943d19cf43 | Clause:
The paragraph headings contained in the Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of the Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, A... | Label: Headings |
4a54cea6-cef5-4d02-99b0-3e469103c8dc | Clause:
Except as would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, there is no pending or, to the Knowledge of the Company, threatened claim, action, suit, arbitration, complaint, charge or investigation or proceeding (each an “ Action ”) against the Company or any ... | Label: Litigations |
dd349fa4-0b54-48ea-bfc0-0b5d2a62fa17 | 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 November 10, 2017; ... | Label: Terminations |
f5f26624-e8c6-4064-9434-ff54abc356fa | Clause:
The failure of either party hereto to exercise any right, power or remedy provided under this Agreement or otherwise available in respect hereof at law or in equity, or to insist upon compliance by the other party hereto with its obligations hereunder, and any custom or practice of the parties at variance with ... | Label: No Waivers |
5f179ba2-69d1-40d1-b9e5-7a5e137eb01f | Clause:
By accepting the Options, you acknowledge and agree your agreement to comply with applicable Brazilian laws and to pay any and all applicable taxes associated with the exercise of the Options, the issuance and/or sale of Shares acquired under the Plan and the receipt of any dividends.
Task: Classify this claus... | Label: Compliance With Laws |
2f423d7f-bcf0-426e-b42c-ee007d6358c9 | Clause:
The Company confirms that neither it nor any other Person acting on its behalf has provided the Holder or its agents or counsel with any information that constitutes or would reasonably be expected to constitute material, non-public information concerning the Company or any of its Subsidiaries, other than the e... | Label: Disclosures |
e3f4bba7-3de9-4d48-9ea1-01eb554b11b2 | Clause:
This Agreement has been, and each other Loan Document, when delivered hereunder, will have been, duly executed and delivered by each Loan Party that is party thereto. This Agreement constitutes, and each other Loan Document when so delivered will constitute, a legal, valid and binding obligation of such Loan Pa... | Label: Binding Effects |
d96bdd25-dbf4-4ead-a477-666bcfdf65d8 | Clause:
The parties acknowledge that the parties and their counsel have reviewed and revised this Agreement and agree that the normal rule of construction - to the effect that any ambiguities are to be resolved against the drafting party—shall not be employed in the interpretation of this Agreement or any exhibits or a... | Label: Construction |
b30323a2-0776-43f3-bb00-34657b31bad4 | Clause:
There is no action, suit, proceeding, arbitration or investigation pending or, to Guarantor’s knowledge after due and diligent inquiry, threatened against Guarantor in any court or by or before any other Governmental Authority, in each case, which might have consequences that would materially and adversely affe... | Label: Litigations |
e07f1172-70b2-4e9a-b8f1-931932aca6e4 | Clause:
The Grantor will, if so requested by the Lender, furnish to the Lender, as often as the Lender reasonably requests, statements and schedules further identifying and describing the Collateral and such other reports and information in connection with the Collateral as the Lender may reasonably request, all in suc... | Label: Further Assurances |
aef954dc-6fce-4ca7-8789-60548ac2b3e9 | Clause:
This Agreement shall not have been terminated as to such Purchaser in accordance with Section 6.16 herein.
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: Terminations |
1e596e6b-d228-4d21-aa6b-a9bf4bb9ba62 | Clause:
Other than as expressly provided herein (including the permitted assignments described in this Article XVII ), User shall not, without Owner’s prior written consent (which, except as specifically set forth herein, may be withheld in Owner’s sole and absolute discretion), voluntarily or by operation of law assig... | Label: Assignments |
8ea269b0-aef4-451b-a691-b56df8177fb0 | Clause:
The Executive shall have such duties and responsibilities of the Executive’s Position and such other duties and responsibilities that are reasonably consistent with the Executive’s Position as the Company may request from time to time and Executive shall perform such duties and carry out such responsibilities t... | Label: Duties |
b070dce2-8502-48b4-8263-b532eae84f74 | Clause:
Interest shall accrue to the Holder on the aggregate unconverted and then outstanding principal amount of this Note at the rate of (i) 12.75% per annum (the “Cash Interest”), calculated on the basis of a 360-day year, which shall accrue daily commencing on the Original Issue Date and be paid monthly until payme... | Label: Interests |
45314135-b228-4f70-b862-8d04b0c9c0fe | Clause:
Except as set forth on Schedule 7.05 , there are no actions, suits, investigations or proceedings by or before any arbitrator or Governmental Authority pending against or, to the knowledge of the Parent or the Borrower, threatened against or affecting any Restricted Subsidiary or involving any Material Documen... | Label: Litigations |
033f5a18-4223-400b-8a42-8f083b38e44a | Clause:
The Lenders severally agree to reimburse and indemnify the Administrative Agent (to the extent not promptly reimbursed by the Parent) ratably in proportion to their respective Commitments (or, if the Commitments have been terminated, in proportion to their Commitments immediately prior to such termination) (i) ... | Label: Indemnifications |
3b26473c-374a-4662-aca1-fb50a660c504 | Clause:
The Executive hereby (a) reaffirms the rights and obligations contained within the Restrictive Covenants, and (b) understands, acknowledges and agrees that such rights and obligations shall survive the Executive’s termination of employment with the Company and remain in full force and effect in accordance with ... | Label: Survival |
c2f50b2a-53eb-4d4e-90e2-7dc60cd43172 | Clause:
By the issuance of a Letter of Credit (or an amendment to a Letter of Credit increasing the amount thereof) and without any further action on the part of the relevant Issuing Bank or the Revolving Lenders, the relevant Issuing Bank hereby grants to each Revolving Lender, and each Revolving Lender hereby acquire... | Label: Participations |
889567a1-a5b4-4316-8c2a-399235487b94 | Clause:
The Borrower will, and will cause each of its Material Subsidiaries to, (a) keep and maintain all Property material to the conduct of its business in good working order and condition, ordinary wear and tear excepted and casualty or condemnation excepted, except if the failure to do so could not reasonably be ex... | Label: Insurances |
c82b4a4a-cef5-42be-90b2-bf3f38c12d91 | Clause:
This Agreement and each other Loan Document has been duly executed and delivered by each Loan Party that is party thereto. This Agreement and each other Loan Document constitutes a legal, valid and binding obligation of such Loan Party, enforceable against such Loan Party that is party thereto in accordance wi... | Label: Binding Effects |
46dd18f0-a4ad-46cb-b403-ac8865e737a7 | Clause:
Any Lender may at any time, without the consent of, or notice to, the Borrower or the Administrative Agent, sell participations to any Person (other than a natural Person (or a holding company, investment vehicle or trust for, or owned and operated for the primary benefit of a natural Person), a Defaulting Lend... | Label: Participations |
3d98f80b-1d18-40c0-8aea-24cca634becf | Clause:
Except for the Governmental Approvals described on Schedule 4.4 , all Governmental Approvals and consents and approvals of, or notices to, any other Person (including the holders of any Capital Stock issued by any Loan Party) required in connection with the execution and performance of the Loan Documents, the ... | Label: Approvals |
2afa80b0-b377-4ffc-a9df-b83ee84833ba | Clause:
COCP agrees to sell and the Purchaser agrees to purchase a Note from the Company in the amount of $________ and the Company shall issue such Note to the Purchaser. The Note shall be convertible into COCP common stock at $0.27 per share; provided , however , if COCP closes on a financing in which it receives at ... | Label: Sales |
fe2f4799-9ddf-4c81-9ec9-be18e885897e | Clause:
In the event that any Person becomes a Domestic Subsidiary of Holdings, or any Unrestricted Subsidiary is converted into a Restricted Subsidiary that is a Domestic Subsidiary, or any other Excluded Subsidiary that is a Domestic Subsidiary ceases to be an Excluded Subsidiary, in each case after the Closing Date ... | Label: Subsidiaries |
f169f52b-ee3a-4c84-adcb-117d56333000 | Clause:
Subject to the terms and conditions set forth herein, in addition to the Loans provided for in Section 2.01, the Borrower may request any Issuing Lender to issue, at any time and from time to time during the Revolving Credit Availability Period, Letters of Credit denominated in Dollars or in any Agreed Foreign ... | Label: General |
73379a4a-f5ce-4bb5-8fa0-41a3e26e8c73 | Clause:
The Arrangers shall have received the fees required to be paid on the Amendment Date, including those separately agreed among the Borrower and the Arrangers, and all expenses (including the reasonable fees, disbursements and other charges of Simpson Thacher & Bartlett LLP, counsel for the Arrangers) for which i... | Label: Fees |
44463daf-ccd5-49bb-9209-fb2e137ac889 | Clause:
There is no litigation, legal or administrative proceeding, investigation, or other action of any nature pending or, to the knowledge of the Borrower, threatened against or affecting the Borrower or any Guarantor that involves the possibility of any judgment or liability not fully covered by insurance and that ... | Label: Litigations |
718b9333-3e32-473b-a7a1-7dd38fcfb1a5 | Clause:
This Agreement shall commence on the date hereof and shall continue until the first anniversary of such date (such period, as it may be extended or sooner terminated in accordance with the provisions of Section 4, being referred to as the “ Consultation Period ”).
Task: Classify this clause into ONE of these t... | Label: Terms |
66b2e795-edd1-4bb4-91dc-4183e5049332 | Clause:
Subject to Section 11.9 , each Member agrees that all non-public information received from or otherwise relating to, the Company, its subsidiaries and businesses, their Members, or any third party who has entrusted the Company with confidential information with the expectation that such information will be kept... | Label: Confidentiality |
bb70455d-65d9-435e-b318-effe8bb7980c | Clause:
(i) There shall be no continuing material failure by Seller to perform or comply with any of its covenants and agreements herein that by their terms are to be performed or complied with at or prior to the Closing; (ii) each of the representations and warranties of Seller contained or referred to herein shall be... | Label: Warranties |
85086428-b43c-4c6c-b756-ef68805a7abd | Clause:
None of the information and data furnished in writing by or on behalf of any Loan Party to any Agent, any Issuing Bank or any Lender on or before the Closing Date in connection with the transactions contemplated hereby and the negotiation of this Agreement or delivered hereunder or any other Loan Document (as m... | Label: Disclosures |
625aeb0d-e8e3-4257-ba6d-8985845d924d | Clause:
Whenever notice is required to be given under this Warrant, unless otherwise provided herein, such notice shall be given to Gordon Snyder, 28 Middle Street, Suite 100, Keene, NH 03431, Telephone: 603-721-9500. The Company shall provide the Holder with prompt written notice of all actions taken pursuant to this ... | Label: Notices |
3f64f30f-bfe6-4c7b-926f-058a5afcdece | Clause:
This Amendment, together with the Credit Agreement and the Other Documents, incorporates all negotiations of the parties hereto with respect to the subject matter hereof and is the final expression and agreement of the parties hereto with respect to the subject matter hereof.
Task: Classify this clause into ON... | Label: Integration |
a2a3772c-3eb8-45cd-afd8-f64312106b1c | Clause:
All notices, demands, requests, consents, approvals and other communications required or permitted hereunder ( “Notices” ) shall be given in accordance with Section 14.6 of the Loan Agreement to the addresses listed below.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agr... | Label: Notices |
026ccedf-b1d4-4ca8-a3aa-2f1a1b209601 | Clause:
This Agreement shall inure to the benefit of and be binding on the parties and their respective successors in interest, and shall not be assignable by either party without the written consent of the other; provided that nothing in this Section shall preclude the Executive from designating a beneficiary to recei... | Label: Assignments |
c5548bca-beb5-41dc-a734-eeca8d032ef4 | Clause:
Seller and Buyer each hereby covenant and agree that, except as expressly permitted by Section 8.4 , neither Seller nor Buyer (nor any affiliate thereof) shall issue any press release or similar public statement with respect to the Transaction or this Agreement without the prior consent of the other, which con... | Label: Publicity |
63d63bd4-c0ea-4028-a9d7-49650c0757a4 | Clause:
In case any provision in this Second Amendment and Limited Waiver shall be invalid, illegal or unenforceable, such provision shall be severable from the remainder of this Second Amendment and Limited Waiver and the validity, legality and enforceability of the remaining provisions shall not in any way be affecte... | Label: Severability |
33dca7ee-045e-47ee-aeb8-10b264326763 | Clause:
The term of Executive’s employment under this Agreement (the “ Employment Term ”) shall be for the period commencing upon the Effective Date and, except to the extent it shall terminate earlier as provided herein, shall continue through December 31, 2018, provided that, in any event, the Employment Term shall e... | Label: Terms |
89ec188e-6196-4ed0-8bf6-6abf11f4051e | Clause:
The proceeds of the Loans are intended to be and shall be used solely for the purposes set forth in and permitted by Section 1.3(c) and are intended to be and shall be used in compliance with Section 5.8 . Neither the Borrower nor any of its Subsidiaries is engaged in the business of purchasing or selling Margi... | Label: Use Of Proceeds |
580dfe39-6b2f-4c42-8324-efe279a29c7a | Clause:
Any term or provision of this Agreement that is held by a court of competent jurisdiction or other authority to be invalid, void or unenforceable in any situation in any jurisdiction shall not affect the validity or enforceability of the remaining terms and provisions hereof or the validity or enforceability of... | Label: Severability |
152feef5-40eb-443d-b7c8-87021f2f4452 | Clause:
During the Term, the Company shall pay the Executive a base salary (“ Base Salary ”) at the annual rate of (i) $512,500 for the period commencing on the Effective Date and ending June 30, 2019 and (ii) $550,000 for the period commencing July 1, 2019 and thereafter. Base Salary shall be paid in installments in a... | Label: Base Salary |
e924063c-6e13-4b3e-abcd-2f288531063e | Clause:
Any notice or other communication required or permitted pursuant to the terms hereof will have been duly given when delivered or mailed by United States Mail, first class, postage prepaid (or such local equivalent thereof), addressed to the intended recipient at his, her or its last known address.
Task: Classi... | Label: Notices |
69be5af5-f72b-422d-92df-2a55caab5f91 | Clause:
The Company has filed all reports required to be filed by it under the Exchange Act, including pursuant to Section 13(a) or 15(d) thereof, for the 12 months preceding the date hereof on a timely basis or has received a valid extension of such time of filing and has filed any such SEC Reports prior to the expira... | Label: Financial Statements |
147f7013-15e0-4004-964d-c180d9333b02 | Clause:
After giving effect to the transactions contemplated under this Agreement, Borrower is able to pay its respective debts as they become due, and has capital sufficient to carry on its respective business and all businesses in which it is about to engage, and now owns Property having a value both at fair valuatio... | Label: Solvency |
8cbada9b-335c-478d-a3e2-a42295eb003f | Clause:
Any and all notices, requests, demands, acceptances, appointments and other communications provided for by this Agreement shall be in writing (including telex, telecopy or similar tele-transmission) and shall be effective when actually delivered in person or, if mailed, five (5) days after having been deposited... | Label: Notices |
0a25a645-9b4d-434f-8de3-cc1395c09a13 | Clause:
This Agreement shall be governed and construed according to the laws of the State of Minnesota without regard to conflicts of law provisions. The Company and Executive agree that if any action is brought pursuant to this Agreement that is not otherwise resolved by arbitration pursuant to Section 10.06, such dis... | Label: Governing Laws |
9cb5f6ee-fd71-448d-a208-d0b26af72fc7 | Clause:
The issuance of certificates for shares of the Common Stock on conversion of this Debenture shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that, the Company shall not be required ... | Label: Expenses |
c3475776-3129-400b-92d1-1823ee03ac6d | Clause:
This Agreement shall be governed by and interpreted in accordance with the laws of the State of Delaware without regard to the principles of conflicts of laws. In the event that any provision of this Agreement shall be deemed to conflict with any provision of the Partnership Act, the provisions of the Partnersh... | Label: Applicable Laws |
b7344348-ee0a-449b-b79a-be5d75bdcd22 | Clause:
The closing of this sale shall take place at the office of the Title Company or at another mutually agreed location. Seller and Buyer agree to complete the transactions contemplated under this Agreement on or before September 1, 2017 (the “Closing Date”), which date can be extended by a written agreement signed... | Label: Closings |
51a6de0d-2f01-4dfb-a20c-cf0df6a4c7b2 | Clause:
The Parent Borrower will, and will cause each of its Restricted Subsidiaries to, do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence except, solely in the case of a Restricted Subsidiary, where the failure to do so could not reasonably be expected... | Label: Existence |
b397bce3-5910-40d8-83c9-65c3a7b52108 | Clause:
This Agreement shall create a continuing security interest in the Collateral and shall (i) be binding upon the Grantors, their respective successors and assigns and (ii) inure, together with the rights and remedies of the Administrative Agent hereunder, to the benefit of the Administrative Agent and the other S... | Label: Assignments |
f85fb708-875f-4ccf-96d5-02aa50d7a9d7 | Clause:
Unless otherwise provided in a Participant’s Grant Agreement, if a Participant ceases to be a director, officer or employee of, or to perform other services for, the Company or any Subsidiary due to his or her death, all of the Participant’s Awards shall become fully vested and all of the Participant’s options ... | Label: Death |
e7923386-3646-4712-b61c-f7f1f4ce0809 | Clause:
Upon the occurrence and during the continuation of any Event of Default specified in Section 3(a) (solely with respect to failure to pay the principal hereof or interest thereon when due at the Maturity Date, after giving effect to any applicable cure period), the Note shall become immediately due and payable a... | Label: Remedies |
f6537cea-8532-443f-bb3d-3598b5a3f3f8 | Clause:
This Agreement, together with the Service Schedules hereto, constitutes the entire agreement between the Parties with respect to the subject matter hereof and shall supersede all negotiations, prior discussions and prior agreements, both written and oral, made prior to the date hereof.
Task: Classify this clau... | Label: Entire Agreements |
eccf9361-b027-43dd-86c4-c77cfd3ecde0 | Clause:
Any notice, demand, request, waiver or other communication required or permitted to be given pursuant to this Agreement must be in writing (including electronic format) and will be deemed by the parties to have been received (i) upon delivery in person (including by reputable express courier service) at the add... | Label: Notices |
019fc3bb-7936-4890-b6c6-e94305732254 | Clause:
The Administrator has the right to amend, alter, suspend, discontinue or cancel the Option, prospectively or retroactively; provided, that, no such amendment shall adversely affect the Participant's material rights under this Agreement without the Participant's consent; provided, further, that, to the extent re... | Label: Amendments |
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