id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
cd41c441-c6e9-4229-9f94-7e695808f1bc | Clause:
The Transactions are within each Obligor’s corporate or other applicable powers and have been duly authorized by all necessary corporate or other applicable action and, if required, by all necessary shareholder action. This Agreement has been duly executed and delivered by each Obligor and constitutes, and eac... | Label: Enforceability |
3310619e-81b5-4acc-907b-db9007607291 | Clause:
To the extent any Agent (or any affiliate thereof) is not reimbursed and indemnified by the Borrower, the Lenders will reimburse and indemnify such Agent (and any affiliate thereof), in proportion to their respective “percentages” as used in determining the Required Lenders (determined as if there were no Defau... | Label: Indemnifications |
314a68f7-9c42-4b95-acf4-b74eb2e5d3a5 | Clause:
Notices and all other communications provided for in the Plan shall be in writing and shall be deemed to have been duly given when delivered or mailed by United States registered or certified mail, return receipt requested, postage prepaid, addressed to the last known residence address of the Participant or in ... | Label: Notices |
a24a3126-1069-42d7-a39b-6ca2faa61c52 | Clause:
Each Participant shall immediately forfeit any benefit to which he or she is otherwise entitled under the SSP if the Participant’s employment is terminated for Cause.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable La... | Label: Forfeitures |
c931ea5b-f94e-4e89-a2c3-e5b975990ce7 | Clause:
Because of the interrelated nature of the actions of Producer and Gatherer required to obtain the necessary Permits from the appropriate Governmental Authorities and the necessary consents, rights of way and other authorizations from other Persons necessary to drill and complete each Well and construct the requ... | Label: Cooperation |
2cd30afd-44fc-4e96-bb00-8a833293f4c4 | Clause:
All of the Executive’s obligations, covenants and restrictions under the Offer Letter, any confidentiality agreement, any non-disclosure agreement, and the Company’s Business Principles shall survive and continue in full force and effect. This Section 4.4 shall in all respects be subject to Paragraph 10 of the ... | Label: Survival |
876e18b4-9c8c-4e7d-8048-4943fc1dd778 | Clause:
Subject to and conditioned upon Assignees’ payment of certain amounts to Assignor as provided in Section 2 hereof on the Effective Date, the Borrower and Assignees entering into the Exchange Agreement, and for other good and valuable consideration, (a) Assignor hereby assigns, transfers, and conveys to Assignee... | Label: Assignments |
fb51b5a9-f412-47fc-a448-1d2fb8313a47 | Clause:
Borrowers hereby authorize Lender to make appropriate announcements of the financial arrangement between Borrowers and Lender, including announcements which are commonly known as tombstones, in such publications and to such selected parties as Lender shall deem appropriate.
Task: Classify this clause into ONE ... | Label: Publicity |
0b7fb97a-e6fc-4ba1-9977-b4a586ca9a46 | Clause:
All provisions of this Agreement shall be construed in accordance with the laws of Texas, except to the extent preempted by federal law and except to the extent that the conflicts of law provisions of the State of Texas would require the application of the relevant law of another jurisdiction, in which event th... | Label: Governing Laws |
d89e67f1-b706-46c9-a437-b6f5ccd39fb7 | 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 |
bb721fd2-2af1-424f-91c7-9f61cc192fee | Clause:
(a) The Borrower will use the proceeds of the Revolving Facility Loans, and may request the issuance of Letters of Credit, solely for general corporate purposes (including, without limitation, for Restricted Payments, Permitted Business Acquisitions and project development and, in the case of Letters of Credit,... | Label: Use Of Proceeds |
62e12651-9c56-4a76-bc73-f94f812b89fc | Clause:
The proceeds of the Notes may be used by the Company for working capital purposes, portfolio acquisitions, growth capital and other general corporate purposes.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, App... | Label: Use Of Proceeds |
056e1ee3-449e-42a3-9c4e-7f26524e7857 | Clause:
Beginning with the Employment Commencement Date and continuing during the Term, Executive agrees to serve as VP Business Management and Marketing of the Company and its subsidiary Heritage-Crystal Clean, LLC, or as updated from time to time. In such capacity, Executive shall have such duties, authorities and re... | Label: Positions |
1b5f9bf6-e702-4e44-9970-86c77d7f62ac | Clause:
Except for limitations on assignment set forth in Section 5.1, this Plan will be binding upon and inure to the benefit of the Company and each Eligible Employee and their respective successors, assigns, heirs, executors, and administrators.
Task: Classify this clause into ONE of these types (exactly one label)... | Label: Successors |
4cb14613-5ff0-4b37-8f1f-114994080e6e | Clause:
The Administrative Agent and the Required Lenders hereby consent to release the Mortgage with respect to the structures listed on Schedule 6.13 hereto.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, ... | Label: Consents |
984ec80b-407d-44a0-916c-099aa81ccc97 | Clause:
Seller has reviewed information provided by Purchaser in connection with the decision to purchase the Stock, including Purchaser’s publicly-available filings with the SEC. Purchaser has provided Seller with all the information that Seller has requested in connection with the decision to purchase the Stock. Sell... | Label: Disclosures |
9919a1d1-5804-4800-87eb-4648ad7dd50a | Clause:
The Company has timely filed all reports, schedules, forms, statements and other documents required to be filed by it with the SEC pursuant to the reporting requirements of the Securities Exchange Act of 1934, as amended (the “1934 Act”) (all of the foregoing filed prior to the date hereof and all exhibits incl... | Label: Financial Statements |
56b82253-b88b-4a97-a636-a0e32f132711 | Clause:
Each Borrower will, and will cause each of its Restricted Subsidiaries to, comply with all laws, rules, regulations and orders of any Governmental Authority applicable to it or its property, including ERISA and any Environmental Laws, except where the failure to do so, individually or in the aggregate, could no... | Label: Compliance With Laws |
974c09dd-ff73-40c4-ad8c-295348cc86f4 | Clause:
As of the date hereof, the authorized capital stock of the Company consists of (a) 100,000,000 shares of Common Stock, par value of $0.01 per share, of which approximately 24,374,000 shares of Common Stock are issued and outstanding and (b) 10,041,469 shares of preferred stock. Except as set forth on Schedule 4... | Label: Capitalization |
00a65020-72ab-4931-a0ee-24310bbe7396 | Clause:
The parties to each assignment shall execute and deliver to the Administrative Agent an Assignment and Assumption, which, if such assignment relates to [ the ] a Term B Facility, shall include a representation by the assignee that it is not a Disqualified Lender, together with a processing and recordation fee i... | Label: Assignments |
23d001b9-12fe-480b-a29c-250cc508c432 | Clause:
The Committee shall have exclusive authority to operate, manage and administer the Plan in accordance with its terms and conditions. Notwithstanding the foregoing, in its absolute discretion, the Board may at any time and from time to time exercise any and all rights, duties and responsibilities of the Committe... | Label: General |
366b9f8b-035c-4617-838d-bb7b1a4b416e | Clause:
The interpretation, performance and enforcement of this Agreement shall be governed by the laws of the State of Delaware, without giving effect to any conflict of law provisions thereof, except to the extent Delaware law is preempted by federal law. The obligation of the Company to sell and deliver Stock hereun... | Label: Governing Laws |
588d4ad0-f908-4afe-98f7-588588a1c48d | Clause:
For all purposes of this Agreement, including, without limitation, each of the Exhibits and Schedules attached hereto, the following terms shall have the meanings indicated or referred to below, inclusive of their singular and plural forms except where the context requires otherwise.
Task: Classify this clause... | Label: Definitions |
14a01d79-ed61-417b-8478-160660b94b02 | Clause:
Except as set forth on Schedule 4.8 of the Company Disclosure Schedules, as of the date hereof, there is no Action pending or, to the Knowledge of the Company, threatened against or by the Company or otherwise affecting any of its properties or assets. There is no outstanding order with any Governmental Author... | Label: Litigations |
7a1b2ff0-42bf-4df8-887e-03d8f0ba5dfd | Clause:
As of the date hereof, the authorized capital stock of the Company consists of: (i) 100,000,000 authorized shares of Common Stock, $0.001 par value per share, of which 46716612 shares are issued and outstanding; and (ii) except as disclosed in the SEC Documents (as defined below), 25,000,000 authorized shares o... | Label: Capitalization |
b49bf67f-2b4c-49be-865c-0895ecee62c7 | Clause:
The Purchasers’ Expenses allocated to the Purchasers’ counsel shall have been received by the Purchasers’ counsel.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, A... | Label: Fees |
bfa0fab1-b60b-4647-becb-0d032ce42696 | Clause:
No notice to or demand on, or consent by, Guarantor in any case shall, of itself, entitle Guarantor to any other or further notice or demand, or right to grant or refuse consent, in similar or other circumstances.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, ... | Label: Consents |
e19bef38-8464-460b-beb3-ad5d63123348 | Clause:
Except as otherwise permitted by the Plan, this Agreement may not be modified or amended, nor may any provision hereof be waived, in any way except in writing signed by the parties hereto. Notwithstanding any other provision of this Agreement to the contrary, the Committee may amend this Agreement to the exten... | Label: Modifications |
b1fb0b01-d7a7-4303-a8b3-38971962dfdb | Clause:
This Escrow Agreement may not be amended or modified, except by a written instrument executed by Buyer, Seller, Consultants’ Representative (solely with respect to provisions that may affect the rights or obligations of the Consultants hereunder), and the Escrow Agent.
Task: Classify this clause into ONE of th... | Label: Amendments |
79d7b48c-2c89-44a3-abae-b58c50a19913 | Clause:
Subject at all times to the other provisions of this Agreement, the Borrower will use the proceeds of the Loans solely for general working capital needs (including letters of credit) and other general corporate purposes. Without limiting the right of the Borrower to make requests for Loans as provided in §2.5 ... | Label: Use Of Proceeds |
38ccf10d-90c9-498b-ace5-2ca4b91ff397 | Clause:
Except as otherwise provided in this Section 16.6 , each Party agrees that it shall maintain all terms and conditions of this Agreement, and all information disclosed to it by another Party or obtained by it in the performance of this Agreement and relating to another Party’s business (including development pla... | Label: Confidentiality |
ff067a85-ebbc-424c-bee7-f731ae209bc9 | Clause:
Company shall have paid all fees payable by it on the Amendment Effective Date pursuant to the Fee Letters (which amounts may be paid with the proceeds of a Credit Extension).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Appl... | Label: Fees |
c4c542a6-c4b9-476d-bdee-4c306ac46c87 | Clause:
Any notices or other communications required or allowed to be made or given to the Company under the terms of this Grant Agreement shall be addressed to the Company in care of its President at its offices at 2800 Rockcreek Parkway, North Kansas City, Missouri 64117, and any notice to be given to Optionee shall ... | Label: Notices |
3290db9e-5f57-46b6-ab6b-07859a508969 | Clause:
The execution, delivery and performance by such Purchaser of this Agreement and the consummation by such Purchaser of the transactions contemplated hereby will not (i) result in a violation of the organizational documents of such Purchaser or (ii) conflict with, or constitute a default (or an event which with n... | Label: No Conflicts |
bf05851e-f9c5-4bba-ba20-b72ed08316d4 | Clause:
The Executive shall be entitled to accrue up to 20 paid vacation days in each year, which shall be accrued ratably. In other respects, the Company’s vacation policy as the same may then be in effect shall apply to vacations.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, A... | Label: Vacations |
2eece241-1393-4c07-9534-67c625691f78 | Clause:
This Agreement may be modified, amended, or supplemented by a written agreement executed by the Company and the Holders that own, in the aggregate, (i) 66 2/3% of the principal amount outstanding under the Senior Surplus Notes and (ii) 66 2/3% of the principal amount of the Holder Deferred Amounts, held by the ... | Label: Amendments |
19e49126-9cda-4c27-bb9d-35043cb2cc25 | Clause:
The representations and warranties of the Company and the agreements and covenants set forth in this Agreement shall survive the closing hereunder. The Company agrees to indemnify and hold harmless the Buyer and all their officers, directors, employees and agents for loss or damage arising as a result of or rel... | Label: Survival |
516f8e47-57f1-4d5e-ba13-28a9b98b7df1 | Clause:
All agreements, statements, representations and warranties made by the Pledgor herein or in any certificate or other instrument delivered by the Pledgor or on its behalf under this Agreement shall be considered to have been relied upon by the Collateral Agent and the other Secured Parties and shall survive the ... | Label: Survival |
124665da-6dc8-493d-b2b5-7763ad73045b | Clause:
Employee agrees to continue his employment as the Vice President of Washington Operations of Nevada Gold and Casinos, Inc., commencing on February 1, 2017, under the terms and conditions of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendmen... | Label: Employment |
d9d10d92-b1e5-4193-b05d-db65f9dff13f | Clause:
In furtherance of and in addition to the assignment made by Grantor in Section 2.1 , Grantor hereby absolutely and unconditionally assigns, sells, transfers and conveys to Beneficiary all of its right, title and interest in and to all Leases (but only to the extent permitted under such Leases), whether now exi... | Label: Assignments |
71f83641-81cc-47ec-81a1-74c938204608 | Clause:
This Agreement may be executed in any number of counterparts. All executed counterparts shall constitute one Agreement notwithstanding that all signatories are not signatories to the original or the same counterpart.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreement... | Label: Counterparts |
57a5d98d-2e63-49ed-8db2-e551b17240dd | Clause:
The provisions of this Agreement and the other Loan Documents shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Parent Guarantor nor any other Loan Party may assign or otherwise transfer any of its rights or... | Label: Successors |
f8fb93bd-5790-4fa7-869f-6995a3bdf10d | Clause:
The Option may be exercised only by Participant (or other proper party in the event of death or Disability), subject to the conditions of the Plan and subject to such other administrative rules as the Administrator may deem advisable, by delivering to the Company at its principal office within the option period... | Label: General |
05a84e57-eb25-4ae7-87fe-4595c9df7c88 | Clause:
In reliance on the representations, warranties, covenants and agreements contained in this Amendment, and subject to the satisfaction of the conditions precedent set forth in Section 2 hereof, the Existing Credit Agreement shall be amended effective as of the Fifth Amendment Effective Date in the manner provide... | Label: Amendments |
d5ff74f6-d968-4994-a790-9e52a3e79a82 | Clause:
Parent shall use its best efforts to (i) cause the Shelf Registration Statement filed pursuant to Section 2(a) to be declared effective by the SEC or otherwise become effective under the Securities Act as promptly as practicable after the filing thereof and (ii) keep such Shelf Registration Statement continuous... | Label: Effectiveness |
596c9e9c-195f-48ab-afd4-067c3d73fa0b | Clause:
This Assignment shall terminate and be of no force or effect if the Business Combination Agreement shall be terminated for any reason.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assi... | Label: Terminations |
00c3869b-8c8e-4a7c-b1c3-07b00d74cd9a | Clause:
Licensee will be responsible for warehousing and distributing in the Territory the Product and will perform related distribution activities. Licensee will also be solely responsible for handling all returns, recalls (in accordance with Section 4.11), order processing, invoicing and collection, distribution and ... | Label: Sales |
6b742186-477a-4df5-a106-a41869228b08 | Clause:
The headings and captions of the Articles and Sections used in this Agreement and the table of contents to this Agreement are for reference and convenience purposes of the Parties only, and will be given no substantive or interpretive effect whatsoever.
Task: Classify this clause into ONE of these types (exact... | Label: Headings |
84e209fc-4bda-48de-b8cf-9c557a2b98a4 | Clause:
Subject to the Company’s compliance with Section 11(b) and this Section 12(h), Executive will provide Executive’s reasonable cooperation in connection with any action or proceeding (or any appeal from any action or proceeding) which relates to events occurring during Executive’s employment with the Company or i... | Label: Cooperation |
d2ec4917-877f-479a-b351-be646d3adbe1 | Clause:
This Agreement and all disputes arising out of or related to this Agreement, or the performance, enforcement, breach or termination hereof, and any remedies relating thereto, shall be construed, governed, interpreted and applied in accordance with the laws of the State of Delaware, without regard to conflict of... | Label: Governing Laws |
b6f2558f-6e71-4243-994d-b0c98a401cd6 | Clause:
Interest is payable monthly on the Payment Date of each month and shall be computed on the basis of a 360-day year for the actual number of days elapsed. In computing interest, (i) all payments received after 12:00 p.m. Eastern time on any day shall be deemed received at the opening of business on the next Busi... | Label: Payments |
8dc2af02-1dca-4615-8d7f-16467421e3d1 | Clause:
The Loan Documents constitute valid and binding obligations of Borrower or the Affiliate party thereto, enforceable in accordance with their terms. The Guaranty Documents constitute valid and binding obligations of GEN and Operator, enforceable in accordance with their terms.
Task: Classify this clause into O... | Label: Enforceability |
4ab84ab3-6d54-4ee7-93c4-c0e7daf7e54a | Clause:
This Agreement and all of the provisions hereof will be binding upon and inure to the benefit of the Parties and their respective successors and permitted assigns. Neither Party may assign its rights or obligations hereunder without the prior written consent of the other Party (such consent not to be unreasonab... | Label: Assignments |
e5d6a245-c0fd-4c67-959a-eb3999b34c20 | Clause:
Receipt by the Administrative Agent of an executed counterpart hereof from each Borrower, the other Loan Parties and the Lenders constituting Required Lenders.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, App... | Label: Consents |
7259a34e-d357-40d9-af57-979b0f19daa4 | Clause:
This Agreement shall be governed by, construed under, and interpreted in accordance with the laws of the State of Nevada applicable to agreements made and to be wholly performed within that State, without regard to its conflict of laws provisions or any conflict of laws provisions of any other jurisdiction whic... | Label: Governing Laws |
7ea40559-0644-44de-b5f9-1a81ebdd80e8 | Clause:
This Agreement together with the A&R LLC Agreement (upon effectiveness) constitute the final expression of, and the entire agreement between, the parties with respect to the subject matter hereof, and supersedes all prior understandings with respect thereto. This Agreement may not be modified, changed, suppleme... | Label: Entire Agreements |
e74ea39d-9874-405d-b4b1-d877cb36a0fc | Clause:
The Agent shall have received a customary certificate from the chief financial officer of the U.S. Borrower certifying that the Loan Parties, on a consolidated basis on the Incremental Amendment No. 1 Effective Date after giving effect to the transaction, are solvent (within the meaning of Section 3.15 of the C... | Label: Solvency |
6f15d138-2fe0-4572-b6da-9233c8f5eae8 | Clause:
From the Effective Date until the Closing or earlier termination of this Agreement, Seller and Purchaser shall use commercially reasonable efforts to take, or cause to be taken, all actions and to do, or cause to be done, all things necessary, proper or advisable to consummate the transaction described in this ... | Label: Further Assurances |
900984d8-59f6-45d1-ba14-0753adf54f0d | Clause:
Subject to the terms and conditions of this Agreement, each of the Parties shall use reasonable best efforts to take or cause to be taken all actions and to do or cause to be done all things reasonably necessary, proper or advisable under applicable Laws to consummate and make effective the Transactions, includ... | Label: Further Assurances |
33d4e801-a91e-4b49-becf-7a1cba34ce17 | Clause:
This Note shall be binding upon Maker and its successors and permitted assigns, and shall inure to the benefit of the Holder and its successors, transferees and assigns; provided that Maker shall not convey, transfer or assign this Note without, in each case, the prior written consent of the Holder. Any purport... | Label: Assignments |
64239a24-3309-4bd7-9cf8-cba70dca078b | Clause:
All necessary governmental (domestic and foreign) and third party approvals and/or consents in connection with the Transaction, the Loan, and the granting of Liens under the Credit Documents shall have been obtained and remain in effect, and all applicable waiting periods with respect thereto shall have expired... | Label: Approvals |
3aa7fba1-9d06-4c8b-b850-b326f2f56205 | Clause:
The validity, construction, interpretation and effect of the Plan shall be governed and construed by and determined in accordance with the laws of the State of Delaware, without giving effect to the conflict of laws provisions thereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adj... | Label: Governing Laws |
4be52497-5b76-4c5f-b1c0-f70558317e33 | Clause:
Secured Party may remedy any Default and may waive any Default without waiving the Default remedied or waiving any prior or subsequent Default.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitrat... | Label: Waivers |
4a37a8e6-3d52-4898-ab92-57cda9ca26fe | Clause:
This Agreement shall be governed by and construed in accordance with the applicable law pertaining in the State of New York, other than those conflict of law provisions that would defer to the substantive laws of another jurisdiction. This governing law election has been made by the parties in reliance (at leas... | Label: Governing Laws |
d436632c-f7ba-4a1e-81e8-eaa390afb693 | Clause:
This Agreement, the Sponsorship Transaction Agreement (including any exhibits thereto), the Company Disclosure Letter (as defined in the Sponsorship Transaction Agreement), the Ancillary Agreements (as defined in the Sponsorship Transaction Agreement), the Charter and the Bylaws constitute the entire agreement,... | Label: Entire Agreements |
4b1fad58-e7e5-4856-8992-5cc7520a86a4 | Clause:
This Agreement and the other Loan Documents represent the agreement of each Pledgor, the Administrative Agent and the Secured Parties with respect to the subject matter hereof and thereof, and there are no promises, undertakings, representations or warranties by the Administrative Agent or any Secured Party rel... | Label: Integration |
a6eac37d-9ee6-4af3-8706-c618a4794bc0 | Clause:
Creditor Status . The benefits to which the Executive may become entitled under Part Two or Part Three of this Agreement shall be paid, when due, from the Corporation’s general assets, and no trust fund, escrow arrangement or other segregated account shall be established as a funding vehicle for such payments. ... | Label: General |
442256a5-6995-4251-bd98-8e3d1f8b0560 | Clause:
(a) Borrower shall cause Mortgage Borrower to maintain at all times during the term of the Loan the insurance required under Section 6.1 of the Mortgage Loan Agreement, including, without limitation, meeting all insurer requirements thereunder. In addition, Borrower shall cause Administrative Agent and Borrower... | Label: Insurances |
cbb476e8-e009-4348-8214-0fc6974da6d3 | Clause:
Cash Collateral (or the appropriate portion thereof) provided to reduce Fronting Exposure or to secure other obligations shall be released promptly following (i) the elimination of the applicable Fronting Exposure or other obligations giving rise thereto (including by the termination of Defaulting Lender status... | Label: Releases |
b8533cab-e967-4139-a092-8cf3756804e7 | Clause:
This Agreement, and any Action arising out of or relating to this Agreement or the transactions contemplated by this Agreement or by the Purchase Agreement, shall be governed by, and construed in accordance with, the Laws of the State of Delaware, without regard to choice or conflict of Law principles thereof; ... | Label: Governing Laws |
3f0e0839-92d1-414a-b967-bff8c1775e2f | Clause:
Notices delivered in connection with this Guaranty shall be given in accordance with Section 10.04 of the PMH Repurchase Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignm... | Label: Notices |
666bf4c2-8692-4159-8c9b-8fd610a6447e | Clause:
All notices given under this Agreement shall be in writing and shall be deemed to have been duly given (a) when delivered personally, (b) three business days after being mailed by first class certified mail, return receipt requested, postage prepaid, (c) one business day after being sent by a reputable overnigh... | Label: Notices |
6c4587ef-1a24-408e-a890-685ea47924ef | Clause:
If any one or more of the provisions contained in this Agreement shall for any reason be held to be invalid, illegal or unenforceable in any respect by a judicial body, such holding shall not affect the validity and enforceability of any other provisions hereof. Further, should any provisions within this Agreem... | Label: Severability |
36c09883-a99e-41a9-8ae1-724bb11c3552 | Clause:
This Agreement may not be orally amended, modified, extended or terminated, nor shall any oral waiver of any of its terms be effective. This Agreement may be amended, modified, extended or terminated, and the provisions hereof may be waived, only by an agreement in writing signed by the Company and Qualified Ho... | Label: Amendments |
ac122a30-a2b6-4aba-bdc5-27b6fc6ee07b | Clause:
The failure of either Party to insist upon strict performance of any provision of this Agreement is not a waiver of any subsequent breach of the same or similar nature. Any waiver of any provision of this Agreement must be in writing and signed by the Party against whom the waiver is sought to be enforced.
Tas... | Label: Waivers |
01718848-1f77-4fd4-91a5-25f39d8c8f1c | Clause:
Each party’s obligations under this Section 3.01 shall survive the resignation or replacement of the Administrative Agent or any assignment of rights by, or the replacement of, a Term Lender, and the repayment, satisfaction or discharge of all other Obligations.
Task: Classify this clause into ONE of these typ... | Label: Survival |
86fa7fc4-4362-4477-bd9c-62404870bfc0 | Clause:
In the event your employment is terminated by reason of layoff, disability, or death, your RSU payout, including any dividend equivalent RSUs, will vest. Payment for such awards will be made as soon as administratively possible, but not later than 60 days after your termination of employment.
Task: Classify th... | Label: Disability |
de35e5a7-8497-4916-97f8-ced4bad41e4a | Clause:
Landlord and Tenant represent and warrant to each other that they have not had any dealings with any broker, agent or finder in connection with the transaction evidenced by this Second Amendment, other than OR&L Commercial (the " Broker "). Each party agrees to protect, indemnify, defend and hold the other harm... | Label: Brokers |
7f2c91f4-2bbc-4220-a2b9-baba2bed9b39 | Clause:
The Borrower and each Subsidiary has duly complied, and its Properties and business operations are in compliance, in all material respects with all Applicable Law, except where noncompliance could not reasonably be expected to have a Material Adverse Effect. There have been no citations, notices or orders of ma... | Label: Compliance With Laws |
d2c640af-6fcd-423e-a4af-667bc1dc6d37 | Clause:
The Bank agrees to employ Executive, and Executive agrees to be employed as Executive Vice President & General Counsel of the Bank and Executive Vice President & General Counsel of publicly traded Eagle Bancorp, Inc. (“Bancorp”), subject to the terms and provisions of this Agreement.
Task: Classify this clause... | Label: Employment |
16abaf04-3d2e-4855-80e4-09dabf989986 | Clause:
For purposes of determining Lenders’ obligations to fund or participate in Loans or Letters of Credit, Agent may exclude the Commitments and Loans of any Defaulting Lender(s) from the calculation of Pro Rata shares. A Defaulting Lender shall have no right to vote on any amendment, waiver or other modification o... | Label: Amendments |
49bd16f8-d761-47d3-9085-faf1aa8049be | Clause:
This Agreement, the Notes, and the other Credit Documents (other than those containing a contrary express choice of law provision) shall be governed by, construed, and enforced in accordance with the laws of the State of Texas. Without limiting the intent of the parties set forth above, (a) Chapter 15, Subtitle... | Label: Governing Laws |
fb8d51a1-4a53-4209-8849-351521e17f38 | Clause:
Interest shall accrue on any late payment of fees owed to Pieris not made on the date such payment is due, at an annual interest rate equal to the lesser of (a) the Euribor one month with respect to payments in Euros plus [***] or (b) the highest rate permissible by Law, with such interest accruing from the dat... | Label: Interests |
803ed28f-95c5-45b2-9cee-c2989a93597e | Clause:
Any notice required or permitted by this Agreement shall be in writing and shall be deemed sufficient when delivered personally or sent by fax or forty-eight (48) hours after being deposited in the mail, as certified or registered mail, with postage prepaid, and addressed to the Company at the Company's headqua... | Label: Notices |
df8b59ab-aab3-43a4-8ef9-e284cb144a24 | Clause:
Except as described on Schedule 3.1(j) , 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, arbitrator, governme... | Label: Litigations |
4d4fa0bb-a0cf-486b-8ebe-42c014ebba04 | Clause:
The Purchaser shall have all rights and remedies set forth in the Transaction Documents and the Certificate of Designation and all rights and remedies which the Purchaser has been granted at any time under any other agreement or contract and all of the rights which Purchaser has under any law. Purchaser shall b... | Label: Remedies |
475be881-cdda-480f-a95e-0f95e68f4007 | Clause:
Each Performance Unit/Performance Share Award Agreement shall set forth the extent to which the Participant shall have the right to receive a Performance Unit/Performance Share payment following termination of the Participant's employment with or service on the Board of the Company and its Subsidiaries during a... | Label: Terminations |
45b33bce-5f77-4c39-b3d4-f3fda0185411 | Clause:
The issuance and/or transfer of the Shares of Restricted Stock shall be subject to compliance by the Company and the Participant with all applicable requirements of federal and state securities laws and with all applicable requirements of any stock exchange on which the Company’s Shares may be listed. No Shares... | Label: Compliance With Laws |
5cce04a3-7427-4d91-b6a0-cd7955d5eb24 | Clause:
The Company has good and marketable title to (i) all real property owned by it and (ii) all personal property, owned by it which is material to the business of the Company, in each case, free and clear of all liens, encumbrances and defects except such as do not materially affect the value of such property and ... | Label: Titles |
5bd728f2-aa23-4724-b543-d01f4806e18c | Clause:
During the Employment Term, the Executive shall serve as the Acting Chief Financial Officer of the Company, reporting directly to the President and Chief Executive Officer and, as appropriate, Board of Directors of the Company (the “ Board ”). For purposes of this Agreement, it is expressly recognized that the ... | Label: Positions |
87b9eb1a-f028-4cb4-a13c-27a5807f6b02 | Clause:
This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to the conflict of laws provisions of any state, and in accordance with applicable federal laws of the United States.
Task: Classify this clause into ONE of these types (exactly one label):
Ad... | Label: Governing Laws |
4cfdcd81-1ee6-4d68-8364-96b6b2a0f0dd | Clause:
Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware and has all requisite corporate power and authority to own its property and to carry on its business as it is now being conducted.
Task: Classify this clause into ONE of these types (exactly one... | Label: Organizations |
0159154f-322b-433b-bb98-8cc300814c91 | Clause:
The Loan Parties have filed all Federal, state and other material tax returns and reports required to be filed, and have paid all Federal, state and other material taxes, assessments, fees and other governmental charges levied or imposed upon them or their properties, income or assets otherwise due and payable,... | Label: Taxes |
43474dee-8f2f-4e5d-8d57-af198812ba75 | Clause:
(a) Interest and fees payable pursuant hereto shall be calculated on the basis of a 360-day year for the actual days elapsed, except that, with respect to Base Rate Loans the rate of interest on which is calculated on the basis of the Prime Rate, the interest thereon shall be calculated on the basis of a 365- ... | Label: Fees |
2099c15f-686b-4c7e-8a2f-cdf4bb9d1826 | Clause:
This Pledge Agreement and all obligations of each Pledgor hereunder shall be binding upon the successors and assigns of each Pledgor, and shall, together with the rights and remedies of Administrative Agent hereunder, inure to the benefit of Administrative Agent (for its benefit and for the benefit of Lenders) ... | Label: Binding Effects |
1780c721-8e8a-4641-9f65-f594356173b0 | Clause:
Upon the appropriate waiting period for each plan, you will be eligible for all the standard Gannett benefits programs, including health insurance, 401K, life insurance, etc. Please note that your health/dental/vision insurance begins on the first day of the month following from your start date. You will receiv... | Label: Benefits |
14242000-675a-4888-9ba0-338120d30fc2 | Clause:
This Release may be executed in several counterparts and all counterparts so executed shall constitute one agreement binding on all parties hereto, notwithstanding that all the parties are not signatories to the original or the same counterpart. Facsimile signatures shall be accepted the same as an original sig... | Label: Counterparts |
64e608e6-2269-4e10-bce6-22b9ac496256 | Clause:
All capitalized terms not defined herein shall have the meanings given to them in the Cooperation and Safety Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assign... | Label: Defined Terms |
9a355daa-9453-4013-bb88-9a59f76e04eb | Clause:
This Agreement has been duly authorized, executed and delivered by PIC and constitutes legal, valid and binding obligations of PIC, enforceable against PIC in accordance with its terms except (i) as limited by applicable bankruptcy, insolvency, reorganization, moratorium or other laws of general application aff... | Label: Authorizations |
2beaa840-79f2-4011-92c9-a6d664cda141 | Clause:
This Agreement may not be modified, amended or terminated except by an instrument in writing, signed by you and by a duly authorized representative of the Company. Notwithstanding the foregoing, this Agreement may be amended solely by the Board by a writing which specifically states that it is amending this Agr... | Label: Amendments |
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