id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
fc90a773-2968-4435-abaa-5a7ed581bb58 | Clause:
Subject to Section 6.10 hereof, after the Closing, and for no further consideration, each of the parties shall, and shall cause its Affiliates to, execute, acknowledge and deliver such assignments, transfers, consents, assumptions and other documents and instruments and take such other actions as may reasonably... | Label: Further Assurances |
f3e066b5-5e37-4691-8782-7bccfd0998f5 | Clause:
There is no legal action, suit, arbitration or other legal, administrative or other governmental investigation, inquiry, proceeding or other Actions pending or, to the knowledge of the Purchaser, threatened against or affecting the Purchaser or relating to any of the Wecast Agreements or the Contemplated Transa... | Label: Litigations |
85fa714e-708b-44d2-a118-6630519ab3e2 | Clause:
Each Grantor waives and agrees not to assert any rights or privileges which it may acquire under Section 9-626 of the UCC to the extent permitted by applicable law. Each Grantor shall remain liable for any deficiency if the proceeds of any sale or other disposition of the Collateral are insufficient to pay the ... | Label: Waivers |
71c2ec01-1fe5-42b9-995b-8decbb10ad00 | Clause:
For purposes of this Section 2.15, the term "Lender" includes any Issuing Bank and the term "applicable law" includes FATCA.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, A... | Label: Defined Terms |
5ee2a767-1ec6-4b12-a76e-6754de2b40aa | Clause:
Subject to Article 13 of the Plan, any amendment to the Plan shall be deemed to be an amendment to this Agreement to the extent that the amendment is applicable hereto; provided, however, that (a) no amendment shall adversely affect the rights of Participant under this Agreement without Participant’s written co... | Label: Amendments |
0cc66a5e-d512-4627-b179-befdb67cbd99 | Clause:
If the transactions contemplated herein are not consummated, or following the occurrence of a Termination Date, if applicable, nothing herein shall be construed as a waiver by any Party of any or all of such Party’s rights and the Parties expressly reserve any and all of their respective rights. The Parties ack... | Label: No Waivers |
5baab1f8-dde7-4176-97e0-e1fb17f1b21b | Clause:
The dispute resolution provisions set forth in this Schedule D shall apply to any dispute, controversy or claim arising out of or in connection with this Agreement, including any question regarding its existence, validity, or termination, and any claim in tort, in equity or pursuant to any statute (“ Dispute ”)... | Label: General |
02b68dd8-d5be-409a-b9dc-6e0a967a8b08 | Clause:
This Agreement and all claims and causes of action arising out of the negotiation and execution of this Agreement shall be governed by and construed in accordance with the Laws of the State of New York without regard to any conflict of Laws rules thereof that might indicate the application of the Laws of any ot... | Label: Governing Laws |
5195ddc0-54da-41fe-89d5-cbe9dee98a4f | Clause:
The Andeavor Group and the General Partner will each provide such suitably qualified and experienced Seconded Employees as they are reasonably able to make available to the General Partner and the Andeavor Group, respectively. To the extent that the Seconded Employees are required to undergo any training or cer... | Label: Approvals |
63d9fea0-aada-4f74-807c-dd53ea078fea | Clause:
All payments made by the Company to Executive under this Agreement shall be net of any tax or other amounts required to be withheld by the Company under applicable law.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable ... | Label: Withholdings |
f1a75c19-823d-4383-b9f9-36ab9efe88a3 | Clause:
The provisions of the Plan applicable to a Change of Control (as defined in the Plan) shall apply to the Shares, and, in the event of a Change of Control, the Committee may take such actions as it deems appropriate pursuant to the Plan.
Task: Classify this clause into ONE of these types (exactly one label):
Ad... | Label: Change In Control |
a5d3de19-9903-48f0-ac30-3961ebf8eb5b | Clause:
No consent or waiver by either party to or of any breach or non-performance of any representation, condition, covenant or warranty shall be enforceable unless in a writing signed by the party entitled to enforce performance, and such signed consent or waiver shall not be construed as a consent to or waiver of a... | Label: Waivers |
8d997857-811b-4fdd-93f6-2446cdb1f9d5 | Clause:
There is no Litigation pending against, or, to the knowledge of Heartland, threatened against Heartland or its Subsidiaries, any present or former officer, director or employee of Heartland or its Subsidiaries (relating to their capacity as such) or any Person for whom Heartland or its Subsidiaries may be liabl... | Label: Litigations |
7d93dff5-4722-473f-b1c5-80aa2b05f0de | Clause:
Each Loan Party has (a) all insurance policies sufficient for the compliance by each of them with all material Governmental Requirements and all material agreements and (b) insurance coverage in at least amounts and against such risk (including, without limitation, public liability) that are usually insured aga... | Label: Insurances |
826ea676-b315-4ecf-92d1-a64a665bd165 | Clause:
This Agreement and the PPM, together with the exhibits and schedules attached hereto, set forth the entire agreement and understanding of the parties relating to the subject matter herein and supersedes any and all prior agreements or discussions between them, including any term sheet, letter of intent or other... | Label: Entire Agreements |
b9d66957-0cae-4ee3-89cf-e083fcf6e1e3 | Clause:
This Assignment shall be governed by the laws of the State of Maryland. The proper venue for any claims, causes of action or other proceedings concerning this Assignment shall be in the state and federal courts located in Prince George's County, State of Maryland.
Task: Classify this clause into ONE of these t... | Label: Governing Laws |
8d14ffa0-d514-4e62-bf17-a6977a295d3c | Clause:
Each Party represents and warrants that it has the power and authority to execute this Amendment, and that there are no third-party approvals required to execute this Amendment or to comply with the terms or provisions contained herein.
Task: Classify this clause into ONE of these types (exactly one label):
Ad... | Label: Authority |
64cdca8a-ca53-4b01-a648-8e3aa49820c5 | Clause:
Following the date hereof, each party shall execute, deliver, acknowledge and file, or shall cause to be executed, acknowledged, delivered and filed, all such further instruments, certificates and other documents and shall take, or cause to be taken, such other actions as may reasonably be requested by any othe... | Label: Further Assurances |
90504c91-80e5-4729-835d-69d6e8e6055b | Clause:
Any Employer may, at any time, amend or modify the Plan in whole or in part with respect to that Employer. Notwithstanding the foregoing, no amendment or modification shall be effective to decrease the value of a Participant's vested Account balance in existence at the time the amendment or modification is mad... | Label: Amendments |
f74d71cd-e61a-4163-a958-fe83b409e6f8 | Clause:
In the event of any disputes under this Agreement, each party shall be responsible for its own legal fees and expenses which it may incur in resolving such dispute, unless otherwise prohibited by applicable law or a court of competent jurisdiction.
Task: Classify this clause into ONE of these types (exactly on... | Label: Expenses |
d4b6e6c0-7fdc-4a42-8e6d-67833f53ad64 | Clause:
For purposes of this Agreement, the notice address of each party hereto shall be as set forth in the Existing Credit Agreement and the initial notice address of each New Extending Term Facility Lender shall be set forth below its signature hereto.
Task: Classify this clause into ONE of these types (exactly one... | Label: Notices |
087a778e-b6c4-4ecf-a7ed-38eae841bc1c | Clause:
Each of the Company and the members of the Hale Group covenants and agrees that, during the Standstill Period, neither it nor any of its respective subsidiaries, affiliates, successors, assigns, officers, key employees or directors shall in any way disparage (or cause to be disparaged), attempt to discredit, ma... | Label: Non-Disparagement |
76f35625-01e7-41e8-a1f7-9ec788443835 | Clause:
This Agreement may be amended only by an instrument in writing executed by Linn and Citizen and expressly identified as an amendment or modification.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Ar... | Label: Amendments |
8a5e2c36-caab-4d83-bf2c-ec2330d5f42a | Clause:
The occurrence of any of the following events or conditions if any of the same would have or would be reasonably expected to have a Material Adverse Effect: (i) the Borrower, any of its Subsidiaries or any ERISA Affiliate fails to make full payment when due of all amounts, which under the provisions of any Plan... | Label: Erisa |
c274bcd8-50a3-4a6d-aa32-a36d466b801b | Clause:
The Company shall not, and shall use its best efforts to ensure that no affiliate of the Company shall, after the date hereof, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security that would be integrated with the offer or sale of the Units in a manner that would requi... | Label: Integration |
46f11353-cfe2-4bc7-b5d3-ebda4cc1ad47 | Clause:
Each payment under this Agreement is intended to be (1) exempt from Section 409A of the Code, the regulations and other binding guidance promulgated thereunder (“ Section 409A ”), including, but not limited to, by compliance with the short-term deferral exemption as specified in Treas. Reg. § 1.409A-1(b)(4), or... | Label: Interpretations |
93ca94c9-4e8c-4441-8d36-450cd9020db9 | Clause:
The covenants, provisions and sections of this Agreement are severable, and in the event that any portion of this Agreement is held to be unlawful or unenforceable, the same will not affect any other portion of this Agreement, and the remaining terms and conditions or portions thereof will remain in full force ... | Label: Severability |
53364b01-40db-4b71-acde-fb934ca54367 | Clause:
The Partnership will pay all reasonable Registration Expenses, as determined in good faith, in connection with a shelf Registration, a Piggyback Registration or an Underwritten Offering, whether or not any sale is made pursuant to such shelf Registration, Piggyback Registration or Underwritten Offering. Each Se... | Label: Expenses |
52c66329-0575-4220-85d5-84f52a24570b | Clause:
Executive acknowledges and represents that he has been given at least [twenty-one (21)/forty-five (45)] days during which to review and consider the provisions of this Agreement and, specifically, the General Release set forth in Section 1 above, although he may sign and return it sooner if he so desires. Execu... | Label: Effective Dates |
d6a023b3-9735-44a0-b44d-84cf0090b1b6 | Clause:
Any notice, request or other document required or permitted to be given or delivered to the Holder by the Company shall be delivered in accordance with the notice provisions of the Investment Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments,... | Label: Notices |
48a5d9d5-984c-4f0c-ad85-4dd0cc016039 | Clause:
Unless otherwise agreed to by the parties during their ordinary course of dealings, promptly after Catalent completes Processing of a Batch, Catalent shall provide Client with copies of Batch records prepared in accordance with the Specifications; provided , that if testing reveals an out-of-Specification resul... | Label: Releases |
43eec05c-6a39-46c0-aa94-282dfa4a677b | Clause:
Notwithstanding any other provision of this Article IV , each Purchaser covenants that the Securities may be disposed of only pursuant to an effective registration statement under, and in compliance with the requirements of, the Securities Act, or pursuant to an available exemption from, or in a transaction not... | Label: Compliance With Laws |
b423af03-a95a-4bb7-8624-e2769d448bfa | Clause:
The Borrower hereby irrevocably consents to the nonexclusive jurisdiction of any state or federal court in Denver, Colorado, and consents that Lender may effect any service of process in the manner and at the Borrower's address set forth herein for providing notice or demand; provided that nothing contained in ... | Label: Submission To Jurisdiction |
370e9abe-674c-485d-867e-977e4c5df583 | Clause:
This Agreement constitutes the full and entire understanding and agreement between the parties with respect to the subject matter hereof, and any other written or oral agreement relating to the subject matter hereof existing between the parties are expressly canceled.
Task: Classify this clause into ONE of the... | Label: Entire Agreements |
371ab7b2-e0fb-4ded-86f3-b84318d22ca7 | Clause:
In the event of a breach or threatened breach by Executive of Sections 1 or 2 of this Agreement, Executive hereby consents and agrees that CenterState and/or CenterState Bank shall be entitled to seek, in addition to other available remedies, a temporary or permanent injunction or other equitable relief against... | Label: Remedies |
e19148a1-48d5-4735-8928-7d5e558d2776 | Clause:
Except as set forth below, no public release or announcement concerning the transactions contemplated hereby shall be issued by the Company or the Investor without the prior consent of the Company (in the case of a release or announcement by the Investor) or the Investor (in the case of a release or announcemen... | Label: Publicity |
cd039a0f-9bb3-4558-ab8e-b2ed6ca4f70b | Clause:
Unless otherwise indicated in this Agreement or any other Loan Document, each term set forth below, when used in this Agreement or any other Loan Document, shall have the respective meaning given to that term below or in the provision of this Agreement or other document, instrument or agreement referenced below... | Label: Definitions |
0cc2db8d-fe84-4a38-8c47-0578f77d8984 | Clause:
Each New Lender (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it meets all the requirements to be an as... | Label: Agreements |
9646ea26-9135-49da-bf93-75d0b0f797c7 | Clause:
This Agreement shall be governed by federal law applicable to the Bank and, to the extent not preempted by federal law, the laws of the State of New York.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approval... | Label: Governing Laws |
42d101db-517c-4027-8341-d5fcd28a0c2f | Clause:
The authorized and outstanding capital stock of the Company and all outstanding rights to acquire or receive, directly or indirectly, any equity of the Company and Subsidiaries as of the date of this Agreement (not including the Securities) are set forth on Schedule 3(d) . Except as set forth on Schedule 3(d) ,... | Label: Capitalization |
3e088656-88d6-467b-9f26-491fdd7796e8 | Clause:
Every provision of this Guaranty is intended to be severable. If, in any jurisdiction, any term or provision hereof is determined to be invalid or unenforceable, (a) the remaining terms and provisions hereof shall be unimpaired, (b) any such invalidity or unenforceability in any jurisdiction shall not invalidat... | Label: Severability |
1cc98ac0-997b-45f5-9f8b-cb7b35287913 | Clause:
I agree that I will not make any public statement or comment concerning the Company or any of its Affiliates, their direct or indirect investors, their management, their products and services or their businesses and agree that this restriction applies whether communication is oral or in writing, whether made di... | Label: Non-Disparagement |
0228055a-2d3b-48d9-bf00-e4962f81ab1b | Clause:
Attached hereto as Exhibit E are the audited consolidated balance sheet of Seller as of December 31, 2016, and the audited consolidated statements of operations, members’ equity and cash flows of Seller for the year then ended (collectively, the “ Financial Statements ”). To Seller’s Knowledge, the Financial St... | Label: Financial Statements |
1a558d38-f27b-472f-a93c-56752c079eca | Clause:
This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and all of which, when taken together, shall be deemed to be one and the same instrument. Delivery of an executed counterpart of a signature page of this Agreement by facsimile, e-mail or other electronic ima... | Label: Counterparts |
4fdf84bd-829b-4e4a-81c7-9e3076405306 | Clause:
Executive recognizes and acknowledges that the knowledge of the business activities, plans for business activities, and all other proprietary information of the Bank, as it may exist from time to time, are valuable, special and unique assets of the business of the Bank. Executive will not, during or after the ... | Label: Confidentiality |
835fa99c-98b4-459b-b428-2e5ccf409a94 | Clause:
Subject to Section 6.5 , this Agreement shall terminate and be of no further force and effect upon the first to occur of the Payment in Full of (a) the Floor Plan Obligations or (b) the Formula Revolver Obligations.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements... | Label: Terminations |
e88f3e0c-f34f-4995-a747-90ab5a9d8c8a | Clause:
Holder of the Note at its option may declare all principal and accrued and unpaid interest thereon and all other amounts payable under this Note immediately due and payable; provided, however, that this Note shall automatically become due and payable without any declaration in the case of an Event of Default sp... | Label: Remedies |
1b461c94-a085-4f28-8204-252b24449ad7 | Clause:
During the Employment Period, Employee shall be paid an annual base salary of $388,640 (“ Base Salary ”), less withholdings and deductions required by law or requested by Employee. Employee’s Base Salary may be adjusted but may not be adjusted downward except in connection with across-the-board base salary redu... | Label: Base Salary |
8e24c73c-e823-40e3-91ff-450ac36ec79e | Clause:
This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument. A facsimile of this Agreement shall be deemed an original.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, A... | Label: Counterparts |
972d02ff-77ef-4307-ba6e-068c86129007 | Clause:
This Agreement constitutes the entire understanding and agreement of the parties hereto as to subject matter hereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, ... | Label: Entire Agreements |
7bc3a2c7-77af-4abf-bfa2-73d74f83d631 | Clause:
The Borrower and each Subsidiary has filed or caused to be filed on a timely basis (taking into account all extensions granted by the applicable Governmental Authority) all United States federal and applicable foreign, state and local Tax returns and reports and all other Tax returns and reports which are requi... | Label: Taxes |
c243bc49-d5ce-41a9-9f60-5a72fdda56b1 | Clause:
The Company shall have the power and the right to deduct or withhold, or require a Grantee to remit to the Company, an amount sufficient to satisfy federal, state, and local taxes, domestic or foreign, required by law or regulation to be withheld with respect to any taxable event arising as a result of the Plan... | Label: Tax Withholdings |
97cb882e-19fd-4995-829e-f9df5688782b | Clause:
This Agreement and the Asset Purchase Agreement sets forth the entire agreement and understanding between the parties as to the subject matter hereof and supersedes all agreements or understandings, verbal or written, made between the parties before the date hereof with respect to the subject matter hereof.
Ta... | Label: Entire Agreements |
f364c253-ef3b-4cf9-9348-80e549cad95b | Clause:
At any time, a Party solely with respect to itself, may: (a) with respect to obligations owed to it or the performance of other acts for its benefit, extend the time for the performance of such obligations or such other acts to be performed hereunder by another Party; (b) waive any inaccuracies in the represent... | Label: Waivers |
fd99d532-2b70-4154-9eee-badb6a98f336 | Clause:
Except as set forth in Schedule 3.1(p) and for the Exempt Issuances, none of the officers or directors of the Company or any Subsidiary and, to the knowledge of the Company, none of the employees of the Company or any Subsidiary is presently a party to any transaction with the Company or any Subsidiary (other t... | Label: Transactions With Affiliates |
13a6009c-bfe6-4042-818b-a6d31111e6c1 | Clause:
Company confirms that neither it nor any other person or entity acting on its behalf has provided the Holder or its counsel with any information that constitutes or might constitute material, nonpublic information other than concerning the Merger. The Company will disclose the material terms of the Merger Agree... | Label: Disclosures |
2691b0ea-f3de-4ac6-a077-8cfe3efdc8a6 | Clause:
The SOJA Shareholder has the right, power, authority and capacity to execute and deliver this Agreement to which such SOJA Shareholder is party, to consummate the transactions contemplated by this Agreement, and to perform such SOJA Shareholder’s obligations under this Agreement. This Agreement has been duly an... | Label: Authority |
e05438d8-afde-4d11-ac6b-bd3463156523 | Clause:
The representations and warranties of the Seller contained in Section 3.02 and in the other 2017-A Basic Documents will be true and correct on the 2017-A Closing Date, and the Seller will have performed on or prior to the 2017-A Closing Date all obligations to be performed by the Seller under this Agreement on ... | Label: Representations |
fcf6d667-8e85-4114-ab04-2e87b60d3c5e | Clause:
No consent, approval, authorization or order of, or filing, registration or qualification with any Governmental Authority is required for the consummation of the transactions contemplated by this Agreement, except for (8) such as have been, or prior to the Closing Date, will be, obtained or made, (9) such conse... | Label: Approvals |
a9e4f573-23e2-47a2-bf77-0be109b18d56 | Clause:
Each Plan which is not a Multiemployer Plan, and, to the knowledge of each Seller Party or Servicer, each Multiemployer Plan, is in compliance in all material respects with, and has been administered in all material respects in compliance with, the applicable provisions of ERISA, the Code and any other Federal ... | Label: Erisa |
24b2c136-1fcc-45af-b65a-2728655b163c | Clause:
This Security Agreement may be executed in any number of counterparts and by different 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. Delivery of an executed counterpart of a s... | Label: Counterparts |
e28da9e9-2b19-4911-8056-a38f9733ebf5 | Clause:
All amounts owed under this Agreement shall be stated, calculated and paid in United States Dollars. Except as otherwise specified in this Agreement, Intel shall pay the invoicing entity for the amounts due, owing, and duly invoiced under this Agreement within [***] ( [***] ) days following delivery of an invoi... | Label: Payments |
c5540f96-3363-4fbe-8930-1854fb9786ca | Clause:
The Partnership may, without prior written consent or notice, (i) file the Transaction Agreements as exhibits to Exchange Act reports, if required by applicable Law and (ii) disclose such information with respect to any Class B Purchaser as required by applicable Law or the rules or regulations of the NASDAQ or... | Label: Disclosures |
fe2bbef6-942e-4af9-a620-4fde3cb496b8 | Clause:
In the event any one or more of the provisions contained in this Agreement should be held invalid, illegal, or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein and therein shall not in any way be affected or impaired thereby. The parties shall ... | Label: Severability |
3a8c5f69-764c-4f18-b257-0f903c335968 | Clause:
This Agreement shall be binding upon the parties hereto and their respective heirs, legal representatives, successors and permitted assigns. This Agreement is not assignable except by operation of law.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, ... | Label: Assignments |
acffe3d9-cb8a-4739-b888-b73ec393a850 | Clause:
The individuals executing this Agreement on behalf of Seller and Purchaser individually represent and warrant that he or she has been authorized to do so and has the power to bind the party for whom they are signing.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreement... | Label: Authority |
5020b076-b8ac-4885-98bb-0adf447e5ac8 | Clause:
The provisions of this Section 9.5 shall survive Closing.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Authorizations, Base Salary, Benefits, Binding E... | Label: Survival |
a17d6551-2bc3-4272-9db2-1b3a162ff5c2 | Clause:
No authorizations, approvals or consents of, and no filings or registrations with, any Governmental Authority, or any other Person, are necessary for the execution, delivery or performance by each Seller of the Program Documents to which it is a party or for the legality, validity or enforceability thereof, exc... | Label: Approvals |
1214fe11-2387-4b07-87a5-bc07e3d6b928 | Clause:
For the duration of this assignment, salary administration and performance management will be based on your home country policies and practices. Your annual salary will be EUR 462,238.14. Your next salary review date is January 1, 2017, and you will be paid from BD France payroll on a monthly basis.
Task: Clas... | Label: Base Salary |
89739884-f3f4-4966-a9a1-d03b772e5eb5 | Clause:
All of the financial statements provided by Seller to Purchaser with respect to the Property are correct and complete copies thereof and are the same financial statements that Seller uses for its own purposes with respect to the Property.
Task: Classify this clause into ONE of these types (exactly one label):
... | Label: Financial Statements |
783c1b31-b513-4e35-93ed-c8f0e2d6f6ec | Clause:
Assignor hereby assigns and transfers all of its rights, title, interest and obligations under and pursuant to the Declaration and Deed of Trust to Assignee.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Appro... | Label: Assignments |
eca37fc9-a340-416f-ab25-bfe8d15dc1d5 | Clause:
To request the issuance of a Letter of Credit (or the amendment or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or if arrangements for doing so have been approved the Administrative Agent and by the applicable Issuing Bank, electronic communication) to such Issuing... | Label: Amendments |
a7e9ebc3-726b-43c4-85bd-ab78c3ddc19b | Clause:
The representations and warranties made herein and in any certificate delivered in connection herewith shall expire as of the Closing.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assi... | Label: Warranties |
342990fc-2ed7-4985-adde-427b195e1209 | Clause:
If any provision of any Transaction Document is held invalid or unenforceable to any extent or in any application, the remainder of such Transaction Document and all other Transaction Documents, or the application of such provision to different Persons or circumstances or in different jurisdictions, shall not b... | Label: Severability |
a50a204e-1cb7-4bda-9a46-6885a8cf7dd2 | Clause:
After giving effect to the execution and delivery of the Loan Documents, the making of any Loans under this Agreement, the consummation of all transactions contemplated by such Loan Documents, the Borrower and its Subsidiaries on a consolidated basis are Solvent.
Task: Classify this clause into ONE of these ty... | Label: Solvency |
1b6abd12-7055-4af6-9f48-481d27894712 | Clause:
If the Participant becomes totally and permanently disabled (as determined under the Company’s long-term disability program, or an affiliate or a successor plan or program of similar purpose), the Restricted Stock Units will vest pro rata for each full month in which the Participant is paid salary during the Ve... | Label: Disability |
b7fcb12e-c00b-4317-a7d3-b54b09fd5475 | Clause:
The Revolving Line terminates on the Revolving Line Maturity Date, when the principal amount of all Advances, the unpaid interest thereon, any unpaid portion of the Revolving Line and all other Obligations relating to the Revolving Line shall be immediately due and payable.
Task: Classify this clause into ONE ... | Label: Terminations |
f5e8fe01-d934-428b-a696-6bf272b090fd | Clause:
EACH OF THE PARTIES HERETO HEREBY WAIVES TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY WITH RESPECT TO ANY ACTION DIRECTLY OR INDIRECTLY ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY. EACH PARTY HERETO (A) CERTIFIE... | Label: Waiver Of Jury Trials |
a42d6eb1-c875-4fd1-bbc9-d345afb1dc94 | Clause:
No failure or delay on the part of any Agent or any Lender in the exercise of any power, right or privilege hereunder or under any other Credit Document shall impair such power, right or privilege or be construed to be a waiver of any default or acquiescence therein, nor shall any single or partial exercise of ... | Label: No Waivers |
1943f6d7-e1b1-4cb4-8671-1c2015cbb905 | Clause:
This Thirteenth Amendment may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applic... | Label: Counterparts |
a4e325f6-6972-4780-8145-ce6461e8f8a6 | Clause:
This Warrant will be governed by, and construed and enforced in accordance with, the laws of the State of Nevada, without regard to the conflict of laws principles thereof. Any action brought by either party against the other concerning the transactions contemplated by this Warrant shall be brought only in the ... | Label: Governing Laws |
e67dc033-6973-4fec-9cae-6a52557be05c | Clause:
On the Closing Date, after giving effect to the Transactions and the incurrence of the Indebtedness and obligations being incurred in connection with this Agreement and the Transactions, the Borrower and its Restricted Subsidiaries, taken as a whole, are Solvent.
Task: Classify this clause into ONE of these ty... | Label: Solvency |
c0d2b245-5b67-4aa1-918c-c18460648c8f | Clause:
To the extent that any court action is permitted consistent with or to enforce Section 10 of this Agreement, the parties hereby consent to the jurisdiction of the Superior Court of the State of Florida and the United States District Court for the District of Florida. Accordingly, with respect to any such court ... | Label: Consent To Jurisdiction |
38089925-e7c1-4671-931b-75767b8b525e | Clause:
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, governmental or administrative agency or regulato... | Label: Litigations |
4105dfb3-506a-4fd5-8f94-155c5f2be508 | Clause:
Upon the occurrence and during the continuance of any Event of Default, the Collateral Agent shall have the right but shall in no way be obligated to file applications for protection of the Intellectual Property Collateral and/or bring suit in the name of any Pledgor, the Collateral Agent or the Secured Parties... | Label: Litigations |
5073938a-48fc-4af1-a234-44b8e2a0acf5 | Clause:
This Agreement contains the entire agreement between the parties with respect to the Award Shares granted hereunder. Any oral or written agreements, representations, warranties, written inducements, or other communications made prior to the execution of this Agreement with respect to the Award Shares granted he... | Label: Entire Agreements |
b7d613d7-adf9-417c-af3a-51522a447ce2 | Clause:
Cooperate with the Lender and execute such further instruments and documents as the Lender shall reasonably request to carry out the transactions contemplated by this Agreement and the other Loan Documents, including all documents, agreements, notices and other items necessary or desirable to assure that the Le... | Label: Further Assurances |
947dd9df-46ad-4cc1-88fb-8a0ad2ee5f6f | Clause:
This Agreement shall be governed by and construed in accordance with the laws of the State of Neveda without regard to principles of conflicts of laws. Any action brought by either party against the other concerning the transactions contemplated by this Agreement shall be brought only in the state courts of San... | Label: Governing Laws |
72965fdb-0089-4110-9077-52146872cb01 | Clause:
You will be eligible to participate in all retirement, health, and welfare programs made available or sponsored by SHO on a basis no less favorable than other SHO executive officers, in accordance with the applicable terms, conditions, and availability of those programs.
Task: Classify this clause into ONE of ... | Label: Benefits |
4e9ec71f-dab7-4192-9124-c7e9fe51c0b8 | Clause:
The BioLargo Shares are unvested at time of grant, and shall only vest upon removal of the Restrictions set forth in Paragraph 1.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignmen... | Label: Vesting |
63bdaf9e-7111-45dd-9242-2de51fed421a | Clause:
Schedule 3.1(o) contains a complete and accurate list and description of all material Intellectual Property Rights and of all contracts (including Term Sheets and oral agreements) relating to the Intellectual Property Rights to which the Company is a party or by which the Company is bound, except for any licens... | Label: Agreements |
dea36778-09ef-4554-843f-aa7a458a1f57 | Clause:
The Borrower shall pay (as and when incurred) all costs, expenses and fees (including, without limitation, any attorneys’ fees) associated with the Credit Agreement and this Amendment No. 5.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corrup... | Label: Costs |
b45d8563-b563-45f6-82de-ce29c53d76d8 | Clause:
The invalidity, illegality or unenforceability of any provision of this Plan shall in no way affect the validity, legality or enforceability of any other provision.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws... | Label: Severability |
7c746625-b68a-4ed5-93f8-82154ebf85f0 | Clause:
Subject to the limitations and other provisions of this Agreement, the representations and warranties contained herein and in the other Transaction Documents shall survive the Issuance and Transfer Upon Exercise and shall remain in full force and effect until the date that is 18 months from the Exercise Date.
... | Label: Survival |
a83229e0-c3b6-41e2-a5fb-8d1d7688d929 | Clause:
This Agreement, together with the additional agreements referred to herein, constitute the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements between the parties concerning such subject matter, including, without limitation, the Incentive Agreement... | Label: Integration |
4dc84d28-4615-4559-9548-e6223deaa909 | Clause:
There is no action, suit or proceeding pending or, to Seller’s knowledge, threatened against Seller in respect of the Stations that will subject Buyer to liability or which will affect Seller’s ability to perform its obligations under this Agreement.
Task: Classify this clause into ONE of these types (exactly ... | Label: Litigations |
2e2d7743-5d89-41e9-bb5e-a03f61d729d1 | Clause:
Executive shall devote substantially all of Executive’s business time and attention to the performance of Executive’s duties hereunder and will not engage in any other business, profession or occupation for compensation or otherwise which would conflict or materially interfere with the performance of such servi... | Label: Duties |
6a42d53a-a7a5-4117-8572-a3491d71305a | Clause:
This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of New York applicable to agreements made between residents thereof and to be performed entirely in New York. Any dispute arising out of or relating to the Executive’s employment with the Company, any termina... | Label: Arbitration |
ca0b014e-4cff-4ee9-8262-2c87846fb090 | Clause:
This Side Letter may not be amended or otherwise modified without the prior written consent of each party hereto. This Side Letter constitutes the sole agreement, and supersedes all prior agreements, understandings and statements, written or oral, among us and any of our Affiliates, and each of you and any of y... | Label: Entire Agreements |
f8dad200-d98c-4871-b19e-961e1fa4090a | Clause:
The failure of any party to this Agreement to enforce any provision or provisions of this Agreement shall not in any way be construed as a waiver of any such provision or provisions, nor prevent any such party from thereafter enforcing each and every other provision of this Agreement. The rights granted the pa... | Label: Waivers |
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