id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
68045483-60d9-4186-b989-747641986d70 | Clause:
The number of shares of CDI Stock to be delivered to the Recipient upon settlement of the earned and vested Performance Units (including shares relating to dividend equivalents) shall be reduced by the number of shares having a Fair Market Value equal to the minimum taxes (including, without limitation, federal... | Label: Tax Withholdings |
5c11e187-33aa-4e86-9516-a35b0deff053 | Clause:
A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension, (i) the aggregate LC Exposure ... | Label: Amendments |
c4951d2a-6be6-46cc-abdb-e656ee4c89bf | Clause:
No consent, approval, authorization or order of any court, governmental agency or body or arbitrator having jurisdiction over the Company, or any of its affiliates, is required for the execution by the Company of the transaction documents and compliance and performance by the Company of its obligations under th... | Label: Consents |
4261f273-9937-40f6-b786-f517184f951c | Clause:
Subject to the provisions of Section 1.5 above, this Warrant is exercisable in whole or in part at any time and from time to time on or before 6:00 PM, Eastern time, on the Expiration Date and shall be void thereafter.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreeme... | Label: Terms |
522b329a-a811-4576-924b-287de1c659ac | Clause:
This Agreement shall be governed and construed in accordance with the laws of the State of Florida (without giving effect to the conflict of law principles thereof). Subject to Section 8(e) hereof, you agree that the state and federal courts of Florida shall have jurisdiction over any litigation between you and... | Label: Governing Laws |
67a0abdf-d526-4ef5-96d5-f7c074b77157 | Clause:
This Agreement is effective as of the Effective Date set forth above, with a service period beginning on April 1, 2017 and will continue until May 15, 2017 or until terminated in accordance with subparagraphs 6.2 or 6.3 below.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments,... | Label: Terms |
25394e18-29c4-4921-956c-f4ac4c686bb6 | Clause:
THIS LETTER SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH INTERNAL LAWS OF THE STATE OF GEORGIA, WITHOUT GIVING EFFECT TO ANY CHOICE OR CONFLICT OF LAW PROVISION OR RULE (WHETHER OF THE STATE OF GEORGIA OR ANY OTHER JURISDICTION) THAT WOULD CAUSE THE APPLICATION OF LAWS OF ANY JURISDICTION OTHER THAN TH... | Label: Governing Laws |
2984f5cf-a07d-475d-adb2-609c7ec62bab | Clause:
The Company may terminate this Agreement at any time by written notice to the Investor, except during any Valuation Period. In addition, this Agreement shall automatically terminate on the earlier of (i) the end of the Commitment Period; (ii) the date that the Company sells and the Investor purchases the Maximu... | Label: Terminations |
e2fcde22-b88a-4738-a74b-ee4620e3322a | Clause:
Before and after giving effect to the transactions contemplated hereby (including the making of each Loan and the issuance, amendment, renewal or extension of any Letter of Credit), (a) the aggregate assets, at a fair valuation, of the Loan Parties, taken as a whole, will exceed the aggregate Debt of the Loan P... | Label: Solvency |
10eb326e-49af-423e-aa96-a75a03a6aeea | Clause:
The Borrower and each of its Restricted Subsidiaries is in compliance in all material respects with the requirements of all Laws and all orders, writs, injunctions and decrees applicable to it or to its properties, except in such instances in which ( a ) such requirement of Law or order, writ, injunction or dec... | Label: Compliance With Laws |
c6002ff7-743e-4adb-b12b-8f23074c5eb5 | Clause:
Upon the termination of the Security Agreement, the Administrative Agent shall execute, acknowledge, and deliver to the Grantors an instrument in writing in recordable form releasing the collateral pledge, grant, assignment, lien and security interest in the Copyrights under this Copyright Security Agreement.
... | Label: Terminations |
0b51dd58-9529-4072-a58a-245d903e959e | Clause:
The nature and terms of this Agreement are strictly confidential and they have not been and shall not be disclosed by Executive at any time to any person (including the Employer’s employees) except Executive’s lawyer, accountant, or immediate family without the prior written consent of an officer of the Employe... | Label: Confidentiality |
0e9b943b-d1dd-4044-baac-ce3c20a4aa62 | Clause:
Employee shall be engaged in full-time employment by SDSP as SDSP's Chief Executive Officer. Employee shall use Employee's best efforts to promote the interests of SDSP and shall devote such time, energy and skill as may be required to perform Employee's duties under this Agreement. The duties and responsibilit... | Label: Duties |
cec90459-3935-4519-9699-aa07dd5beeb1 | Clause:
The rules of interpretation specified in Section 1.2 of the Loan Agreement also apply to this Action, mutatis mutandis.
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: Construction |
f4674ab6-35f9-4a2b-bee2-68e153cc827f | Clause:
As of the date hereof, the authorized capital stock of the Company consists of: (i) 100,000,000 authorized shares of Common Stock, $0.0001 par value per share, of which 55,604,000 shares are issued and outstanding; and (ii) except as disclosed in the SEC Documents (as defined below), no authorized shares of Pre... | Label: Capitalization |
08235208-d9eb-48ae-bb03-e2bfcd1ec4f8 | 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, a Defaulting Lender or the Borrower or any of the Borrower’s Affiliates or Subsidiaries) (each, a “ Participant ”) in all or a portion of su... | Label: Participations |
ee8b85fb-62c9-4471-88b0-9c25e67fb6fa | Clause:
Section 3(a) of the Employment Agreement is hereby amended by deleting the reference to “Chief Financial Officer” and inserting “Chief Financial and Administration Officer” in its place.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption... | Label: Positions |
7d71c9de-9cb3-443e-8c04-0a37ba60346d | Clause:
Failure by either Party to insist upon strict compliance with any term of this Agreement in any one or more instances will not be deemed a waiver of its rights to insist upon such strict compliance with respect to any subsequent failure.
Task: Classify this clause into ONE of these types (exactly one label):
A... | Label: No Waivers |
92a54d09-ee6b-458c-87f7-590b7b1e02b4 | Clause:
This Agreement may be executed in any number of 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. In the event that any signature is delivered by facsimile transmission, such signature shall create a valid... | Label: Counterparts |
1e95a06b-129d-4eb0-b065-3900e55975a3 | Clause:
As soon as is reasonably practicable following the end of the applicable Performance Period, and subject to the Committee certifying in writing as to the satisfaction of the requisite Performance Goal or Goals if such certification is required in order to qualify the Award for the performance-based exemption pr... | Label: Payments |
b8cf649f-864e-4579-b7c3-b89b7bfdfb03 | Clause:
The language of this letter agreement shall be construed as to its fair meaning, and not strictly for or against either party. Any rule of construction that any ambiguities in a contract shall be construed against the drafter of a contract shall not apply.
Task: Classify this clause into ONE of these types (ex... | Label: Construction |
623efd13-cc97-4569-b674-35aaa5a7f0bc | Clause:
The parties shall cooperate to achieve the allocation of rights to Inventions anticipated herein and each party shall be solely responsible for costs associated with the protection of its intellectual property.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Ame... | Label: Cooperation |
548edba8-4fa3-4628-b3b9-60373329df8c | Clause:
Borrower and its Subsidiaries do not own any stock, partnership interest or other equity securities, except for Permitted Investments and any Subsidiaries created after the Closing Date that have satisfied the applicable requirements of Section 6.8. Without limiting the foregoing, Borrower and its Subsidiaries... | Label: Subsidiaries |
f8cf83e7-aa2f-4684-a636-904afb269f2b | Clause:
(a) Attached hereto as Schedule 5(a) is a schedule setting forth all of each Company’s United States Patents and United States Trademarks registered with and published by (or applied for in) the United States Patent and Trademark Office (excluding, for the avoidance of doubt, any United States Patent or United ... | Label: Intellectual Property |
233b04c5-09ab-4031-a5e9-cf2f1a4287f9 | Clause:
Borrower agrees that in any action or proceeding brought on or in connection with this Grid Note (i) any New York State or Federal court sitting in New York County, New York, shall have jurisdiction of any such action or proceeding, (ii) service of any summons and complaint or other process in any such action o... | Label: Jurisdictions |
d6829d3e-428a-4c49-9fd8-d2ab69e45d3a | Clause:
To facilitate execution, this Agreement may be executed in as many counterparts as may be convenient or required. It shall not be necessary that the signature of, or on behalf of, each party, or that the signature of all persons required to bind any party, appear on each counterpart. All counterparts shall coll... | Label: Counterparts |
6a2ae6cb-f2c0-403c-8e30-ff9a35d346b6 | Clause:
Notice shall be given to each party at the address indicated in the preamble hereto or at such other address as provided to the other party in writing.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, ... | Label: Notices |
4ff10e76-b7e8-4886-bd90-3bcd34cb349a | Clause:
In connection with the execution of this Agreement, Executive will execute the Company’s standard form of Mutual Pre-Dispute Arbitration Agreement (the “Arbitration Agreement”) and agrees that its terms are binding upon him. Nothing in this Section 6.10 or in the Arbitration Agreement shall be deemed modified o... | Label: Arbitration |
a4cc2792-48c4-47ab-8954-0c0cba492a37 | Clause:
To the extent not preempted by federal law, this Agreement will be construed and enforced in accordance with, and governed by, the laws of the State of New York, without giving effect to its conflicts of law principles that would require the application of the law of any other jurisdiction.
Task: Classify this... | Label: Governing Laws |
6f92ea9c-9b93-407a-a86e-85e130bd577f | Clause:
Schedule 3.12 sets forth a description of all insurance (including self-insurance) maintained by or on behalf of the Loan Parties as of the Effective Date. As of the Effective Date, all premiums due in respect of such insurance have been paid. The properties of the Company and its Subsidiaries are insured with ... | Label: Insurances |
3303306f-d6a3-4068-9693-509c9f7383dc | Clause:
The Company shall pay to the Consultant consulting fees of $75,000 per year, payable in equal quarterly installments. Payment for any partial quarter shall be prorated.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable... | Label: Fees |
051dfd60-9566-40ab-ab9a-ac0994e08be1 | Clause:
Any notice, request, approval, consent or written communication required or permitted to be delivered under this Lease shall be: (a) in writing; and (b) transmitted by personal delivery, overnight courier or United States Certified Mail, return receipt requested. Such writings shall be addressed to Landlord or ... | Label: Notices |
55618582-3ba8-41a5-8fec-be956e27029e | Clause:
Lender may sell, transfer or assign all or any portion of its interest or one or more participation interests in the Loan, the Loan Documents, the Guaranty, if any, and the Environmental Indemnity at any time and from time to time, including, without limitation, its rights and obligations as servicer of the Loa... | Label: Participations |
80845b6c-0805-40e9-b303-6694cdb42a5d | Clause:
This Amendment shall be governed by the governing law described in Section 8.05 of the Transfer and Servicing Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assig... | Label: Governing Laws |
87b7fc62-b420-4251-a83c-7f2921146bc6 | Clause:
The execution and delivery of this Agreement and the other Loan Documents by each Individual Borrower and the performance of its Obligations hereunder and thereunder will not conflict with any provision of any law or regulation to which each Individual Borrower is subject, or conflict with, result in a breach o... | Label: No Conflicts |
43b26d47-3cd2-4391-891e-af522b5f2c7b | Clause:
Executive agrees that this Separation Agreement and the Employment Agreement are confidential and agrees not to disclose any information regarding the terms of this Separation Agreement or the Employment Agreement, except to his immediate family and any tax, legal or other counsel he has consulted regarding the... | Label: Confidentiality |
7f933b32-1601-413e-8a0d-e73abd1ad423 | Clause:
Form or acquire any Subsidiary after the Closing Date, except in accordance with Sections 10.1.9 and 10.2.5 ; or permit any existing Subsidiary to issue any additional Capital Stock except (a) director’s qualifying shares and (b) Capital Stock issued to an Obligor.
Task: Classify this clause into ONE of these ... | Label: Subsidiaries |
528fb62e-b142-488c-8a05-e450e3423531 | Clause:
The Committee has the right to amend, alter, suspend, discontinue or cancel the RSUs, prospectively or retroactively; provided, that , no such amendment shall adversely affect the Grantee’s material rights under this Agreement without the Grantee’s consent.
Task: Classify this clause into ONE of these types (e... | Label: Amendments |
6a94b4fa-d479-47bf-b377-aa1c886a4709 | Clause:
If (i) in connection with a Change in Control the Stock Option, to the extent outstanding immediately prior to such Change in Control, is assumed or continued, or a new award is substituted for the Stock Option by the acquiror or survivor (or an affiliate of the acquiror or survivor) in accordance with the prov... | Label: Change In Control |
e4e3366f-c55e-4016-8e8f-2b88bf669a9d | Clause:
The Administrative Agent and the Lenders will have received (i) the audited consolidated balance sheets and related statements of income and cash flows of each of the Borrower and the Acquired Business for the Fiscal Years ending December 31, 2015 and December 31, 2016 (which the Administrative Agent acknowledg... | Label: Financial Statements |
8b4f7610-9afc-43e0-b4ba-92c4c4ceed6b | Clause:
The headings of the sections hereof are inserted for convenience only and shall not be deemed to constitute a part hereof, nor to affect the meaning thereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Appro... | Label: Headings |
d1560c45-6e6d-45fd-aa1c-d0ba3078d4ab | Clause:
EACH BORROWER IRREVOCABLY AND UNCONDITIONALLY AGREES THAT IT WILL NOT COMMENCE ANY ACTION, LITIGATION OR PROCEEDING OF ANY KIND OR DESCRIPTION, WHETHER IN LAW OR EQUITY, WHETHER IN CONTRACT OR IN TORT OR OTHERWISE, AGAINST THE ADMINISTRATIVE AGENT, ANY LENDER, THE L/C ISSUER, OR ANY RELATED PARTY OF THE FOREGOI... | Label: Submission To Jurisdiction |
85cbf4c1-ad9d-47da-bf78-819e6ae8c14f | Clause:
The Company will at all times reserve and keep available, solely for issuance and delivery on the exercise of the Warrants, all shares of Common Stock (or Other Securities) from time to time issuable on the exercise of the Warrant. This Warrant entitles the Holder hereof, upon written request, to receive copies... | Label: Financial Statements |
6fe44190-475e-45b9-83a9-a458ba71972f | Clause:
This Agreement may be amended in accordance with the terms of Section 6.10(b) of the Plan.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Authorizations,... | Label: Amendments |
a04608ac-bc61-4ec9-9cc0-565eaa6c7b52 | Clause:
This Agreement may be executed by the parties hereto in several counterparts, and each such counterpart shall be deemed to be an original and all of which shall constitute together but one and the same agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, A... | Label: Counterparts |
7e46a7a2-e1c7-4e50-ba9f-c4090925b44f | Clause:
Notwithstanding Section 6.1.10, no ISO granted to any Ten Percent Stockholder shall be exercisable more than five (5) years after the date of grant.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arb... | Label: Terms |
ac38ef7b-f4c9-480d-a732-f3b7a45bcd82 | Clause:
THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE SUBSTANTIVE LAWS OF THE STATE OF DELAWARE WITHOUT REGARD TO ANY CONFLICTS OF LAW CONCEPTS WHICH WOULD APPLY THE SUBSTANTIVE LAW OF SOME OTHER JURISDICTION.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustme... | Label: Governing Laws |
451a11c9-7e8b-4509-9f89-d93ca29a0a0a | Clause:
The Agent shall have received duly executed signature pages for this First Amendment signed by the Borrowers, each other Credit Party, the Agent and the Lenders.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, A... | Label: Agreements |
569f468c-dcdb-4492-a16e-c6d2dec1ad4e | Clause:
Each party shall indemnify the other party against any loss, cost or damages (including reasonable attorney’s fees and expenses) incurred as a result of such party’s breach of any representation, warranty, covenant or agreement set forth in this Agreement.
Task: Classify this clause into ONE of these types (ex... | Label: Indemnifications |
dfba1f08-600b-4dbf-98b0-01fa6bfed80d | Clause:
EACH OF THE MEMBERS HEREBY WAIVES TRIAL BY JURY IN ANY ACTION ARISING OUT OF MATTERS RELATED TO THIS AGREEMENT, WHICH WAIVER IS INFORMED AND VOLUNTARY TO THE FULLEST EXTENT PERMITTED BY LAW.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corrup... | Label: Waiver Of Jury Trials |
68785b43-0ec4-4e8b-8581-5baf51c62faa | Clause:
Your title will be Vice President, Chief Commercial Officer and you will report to Badri Kothandaraman, President and CEO. This is a full-time exempt position located in Petaluma, CA. While you render services to the Company, you will not engage in any other employment, consulting or other business activity (wh... | Label: Positions |
55a5ee29-59d4-4de9-8702-481bd44f89d3 | Clause:
Article 15 of the LLC Agreement shall apply mutatis mutandis to this Amendment.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Authorizations, Base Salar... | Label: Miscellaneous |
3301446f-4d01-4d41-8dac-4372dfccec5d | Clause:
This Joinder Agreement may be executed by one or more of the parties to this Joinder Agreement on any number of separate counterparts, and all of said counterparts taken together shall be deemed to constitute one and the same instrument. Delivery of an executed signature page of this Joinder Agreement or any d... | Label: Counterparts |
cc2a85a5-dd8f-472a-bd6d-645c58f03b37 | Clause:
Whenever possible, each provision of this Amendment shall be interpreted in a manner as to be effective and valid under applicable law, but if any provision of this Amendment shall be prohibited by or invalid under applicable law, such provision shall be ineffective to the extent of such prohibition or invalidi... | Label: Severability |
aafd60ff-faaf-4e8b-9b9e-bcc489cb3f7d | Clause:
Schedule 4.21 lists and briefly describes each insurance policy maintained by or on behalf of the Company with respect to their respective properties, assets and business, together with a claims history for the past three (3) years, showing in each case the owner of and all insureds under such policy. All of su... | Label: Insurances |
3e3ccda5-3e80-4493-a947-b14b87cdead6 | Clause:
By signing below, each Guarantor (a) acknowledges, consents and agrees to this First Amendment, (b) acknowledges and agrees to any amendment to its obligations in respect of the Guarantee made pursuant to this First Amendment, (c) acknowledges and agrees that its obligations in respect of the Guarantee, the Sec... | Label: Agreements |
bedc216c-7f0e-4c22-870f-f8dae7fac9fb | Clause:
EACH PARTY HERETO ACKNOWLEDGES AND AGREES THAT ANY CONTROVERSY WHICH MAY ARISE UNDER THIS AGREEMENT IS LIKELY TO INVOLVE COMPLICATED AND DIFFICULT ISSUES, AND THEREFORE IT HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION DIRECTLY OR INDIRECTLY A... | Label: Waiver Of Jury Trials |
c1667faa-df0c-4a32-bdaa-7810c5fff11f | Clause:
Each Grantor hereby waives notice of the time and place of any public sale or the time after which any private sale or other disposition of all or any part of the Collateral may be made. To the extent such notice may not be waived under applicable law, any notice made shall be deemed reasonable if sent to the G... | Label: Waivers |
ccba9c0b-d9d2-439a-8e92-09f22f472004 | Clause:
This Agreement and the rights and obligations of the Members hereunder shall be governed by and interpreted in accordance with the laws of the State of Delaware; provided, however, issues concerning title to the Property shall be governed by the laws of the state where the Property is located. The parties furth... | Label: Applicable Laws |
c95b9fe6-08a2-4784-98b1-1cea2ed30b7d | Clause:
This Outside Director Equity Compensation Policy (the “Policy”) is adopted by the Board of Directors (the “Board”) in accordance with Section 12 of the Advanced Micro Devices, Inc. 2004 Equity Incentive Plan (the “Plan”). Capitalized but undefined terms used herein shall have the meanings provided for in the Pl... | Label: General |
2b5983d1-fbd0-4e1d-a745-d3b160e0046c | Clause:
The written information furnished in writing to the Administrative Agent and the Lenders by or on behalf of any Credit Party or any Restricted Subsidiary thereof to the Administrative Agent or any Lender in connection with the transactions contemplated hereby and the negotiation of this Agreement or delivered h... | Label: Disclosures |
75ea4d98-5bc1-467a-b273-1a2c9c1a9be8 | Clause:
This Amendment No. 4 and Waiver may be executed in any number of counterparts and by different parties on separate counterparts, each of which, when executed and delivered, shall be deemed to be an original, and all of which, when taken together, shall constitute but one and the same Waiver. Delivery of an exec... | Label: Counterparts |
e03cffc1-b474-4203-87a4-254dbc1f10d8 | Clause:
The assignments and conveyances hereby made are made by Seller subject to the disclaimers and releases set forth in Section 10.18 of the Agreement, to the same extent as if such disclaimers and releases were repeated herein.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, A... | Label: Releases |
d966f19f-b254-4711-a4c2-2fa43a1e3372 | Clause:
If any provision of the Plan or any Award is or becomes or is deemed to be invalid, illegal, or unenforceable in any jurisdiction or as to any person or Award, or would disqualify the Plan or any Award under any law deemed applicable by the Committee, such provision shall be construed or deemed amended to confo... | Label: Severability |
69c2ac36-18b6-4783-8148-41c766275efe | Clause:
The Company shall not, and shall not permit any of its Restricted Subsidiaries to, use the proceeds of the Loans for purposes other than those described in Section 4.15. No Borrower shall request any Loan or Letter of Credit, and the Company shall not use, and shall procure that its Subsidiaries and its and the... | Label: Use Of Proceeds |
fc11bdfd-590c-4b17-aded-a8c6af7b0099 | Clause:
The Company and the Bank agree to employ Executive and Executive accepts employment by the Company and the Bank on the terms and conditions set forth in this Agreement. Executive’s title will be Executive Vice President and Chief Financial Officer of the Company and the Bank. During the term of this Agreement, ... | Label: Employment |
6f42ec0d-4bdd-408b-8144-44e9e550da08 | Clause:
This Agreement may be executed in multiple counterparts, each of which together shall be deemed an original, but all of which together shall constitute one and the same Agreement. In the event that any signature is delivered by facsimile transmission or by e-mail delivery of a “.pdf” format data file, such sign... | Label: Counterparts |
c7d28b26-af49-4b7e-8ae8-07be6447767f | Clause:
The execution, delivery and performance of each of the Loan Documents to which each of the Loan Parties is a party do not and will not (a) conflict with the certificate or articles of incorporation or by-laws of such Loan Party, (b) constitute a tortious interference with any Contractual Obligation of any Perso... | Label: No Conflicts |
497979cd-b109-4e29-a184-d7727715aa2a | Clause:
This Bill of Sale shall be governed by and construed and enforced in accordance with the internal laws of Delaware without reference to Delaware’s choice of law rules. This Bill of Sale may be modified or supplemented only by written agreement of the parties hereto.
Task: Classify this clause into ONE of thes... | Label: Governing Laws |
d6cc643c-3655-4e9a-ae00-350b3f8d8ddc | Clause:
The Issuer will, and will cause each of its Subsidiaries to, comply with all laws, rules, regulations and requirements of any Governmental Authority applicable to its business and properties, including, without limitation, all Environmental Laws, ERISA and OSHA, except where the failure to do so, either individ... | Label: Compliance With Laws |
f4beeaf7-6f30-43cf-950a-3f1c3fa86eb5 | Clause:
In consideration of the agreements of Agent and Lenders contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, each Credit Party hereby releases and forever discharges Agent, each Lender and their respective directors, officers, employees, a... | Label: Releases |
1267b0e7-7dad-46dd-a463-f24796ef6f93 | Clause:
The Company may withhold from all payments due to Executive (or his/her estate) hereunder all taxes which, by applicable federal, state, local or other law, are required to be withheld.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption ... | Label: Tax Withholdings |
ff32547f-f7bf-4b7d-aa3e-99c89d113b8e | Clause:
It and its Subsidiaries have filed all United States federal tax returns and all material other tax returns which are required to be filed (taking into account any applicable extensions) and have paid all taxes due pursuant to said returns or pursuant to any assessment received by, respectively, the General Par... | Label: Taxes |
162ce0cc-f913-4b84-9b07-88765bb418ee | Clause:
After giving effect to the Transactions and the other transactions contemplated hereby (including at the time of and immediately after giving effect to any Borrowing or the issuance, amendment, renewal or extension of any Letter of Credit, as applicable) (a) the sum of the debt and liabilities (including subord... | Label: Solvency |
67341807-9767-452e-b034-6bb164f2e012 | 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 attorneys’ fees, costs and necessary disbursements in addition to any other relief to which such party may be entitled. Each party hereto shall pay all costs a... | Label: Expenses |
2c3c1fb2-9ccb-4481-bec0-d11a28e595f5 | Clause:
The Company has the requisite corporate power and authority and has taken all requisite corporate action necessary for, and no further action on the part of the Company, its officers, directors and stockholders is necessary for, (i) the authorization, execution and delivery of the Transaction Documents, (ii) th... | Label: Authorizations |
06d752b3-9952-458e-b346-b3cf1ec911e8 | Clause:
The Borrower will not, and will not permit any of its Subsidiaries to enter into any other transaction directly or indirectly with, or for the benefit of, any Affiliate of the Borrower (including Guaranty Obligations with respect to any obligation of any such Affiliate), except for transactions (a) on a basis n... | Label: Transactions With Affiliates |
e55ddf23-293b-420d-a192-09b28e829c7a | Clause:
This Agreement, together with the Exhibits hereto, sets forth all the covenants, promises, agreements, warranties, representations, conditions and understandings between the Parties as to the subject matter of this Agreement and supersedes and terminates all prior agreements and understanding between the Partie... | Label: Entire Agreements |
fe11e7fc-a291-44ff-8333-5ba2c1d1fd26 | Clause:
There are no claims, suits, actions or proceedings pending or, to IA's knowledge, threatened against IA, before any court, governmental department, commission, agency, instrumentality or authority, or any arbitrator that seeks to restrain or enjoin the consummation of the transactions contemplated by this Agree... | Label: Litigations |
93bcfb73-8fd8-4fb2-9829-1c19fa090009 | Clause:
Nothing contained in this Agreement shall limit the Board in awarding, in its discretion, additional compensation and benefits to Executive.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration... | Label: Benefits |
fb3423b1-0a1b-4edb-938a-1d63726847d2 | Clause:
The terms and conditions of this Agreement shall be effective as of the Date of Hire.
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: Effective Dates |
2b8eb198-0683-4226-b1f1-04e7e5d2715f | Clause:
The proceeds of Revolving Advances shall be used for general working capital purposes.
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, Bas... | Label: Use Of Proceeds |
d268d0a7-3aef-4eef-94fb-dc000372f432 | Clause:
Any notice or filing required or permitted to be given to the Plan Administrator under this Plan shall be sufficient if in writing and hand-delivered, or sent by registered or certified mail, to the Bank’s main office. Such notice shall be deemed given as of the date of delivery or, if delivery is made by mail,... | Label: Notices |
f5cb0ca1-9914-4d6b-a725-de117af48853 | Clause:
Notwithstanding any other provision of this Section 8.5, the General Partner may keep confidential from the Limited Partners, for such period of time as the General Partner determines in its sole and absolute discretion to be reasonable, any information that (i) the General Partner reasonably believes to be in ... | Label: Confidentiality |
c0aa11e0-313d-42ec-b9b0-9b84c2c99ace | Clause:
This Indemnity Agreement constitutes the entire understanding among the Parties with respect to the subject matter hereof and supersedes any prior agreement or understanding among the Parties with respect to the subject matter hereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adju... | Label: Entire Agreements |
221f1993-f5ab-4664-9b3e-b844ffe8122c | Clause:
Executive acknowledges that while employed by ILG or any of its Affiliates, Executive will occupy a position of trust and confidence. Executive shall not, except as may be required to perform Executive’s duties hereunder or as required by applicable law, without limitation in time or until such information sha... | Label: Confidentiality |
a62b2c21-848e-4050-b7a6-ceabe4e2551e | Clause:
All questions concerning the construction, validity, enforcement and interpretation of this Certificate of Designation shall be governed by and construed and enforced in accordance with the internal laws of the State of Delaware, without regard to the principles of conflict of laws thereof. Each party agrees th... | Label: Governing Laws |
e311f775-22d4-4a6f-b219-7d85a4066e75 | Clause:
The Employee acknowledges and agrees to treat as confidential all information known or obtained by the Employee, whether before or after the date hereof, concerning Company or its respective subsidiaries’ records, properties, books, contracts, commitments and affairs, including but not limited to, information r... | Label: Confidentiality |
187191aa-1750-4dd9-89e0-6d626111a326 | Clause:
Your bi-weekly base salary will be $19,230.77 ($500,000 annually) less required state and federal tax withholding and any other deductions you authorize to be withheld from your pay.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Law... | Label: Base Salary |
6ace7ea6-d6d7-4f4d-8945-5cc5a597f0cf | Clause:
The captions, headings, and arrangements used in this Deed of Trust are for convenience only and do not in any way affect, limit, amplify, or modify the terms and provisions hereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws... | Label: Headings |
65bfee2e-07a0-4d0b-b993-d68c801826c8 | Clause:
This Agreement may be amended by the parties hereto without the consent of any Registered Holder for the purpose of curing any ambiguity, or curing, correcting or supplementing any defective provision contained herein or adding or changing any other provisions with respect to matters or questions arising under ... | Label: Amendments |
8d2f6f00-df0d-4f08-ac7b-67576ed7bffe | Clause:
No waiver of any right under this Agreement shall be deemed effective unless contained in writing and signed by the Party charged with such waiver, and no waiver of any right shall be deemed to be a waiver of any future right or any other right arising under this Agreement.
Task: Classify this clause into ONE ... | Label: Waivers |
5f7ba411-f903-4e24-bbe8-206cebd35189 | Clause:
The JSC and any Subcommittee shall have only the powers assigned expressly to it in this ARTICLE III and elsewhere in this Agreement, and shall not have any power to amend, modify or waive compliance with or the terms of this Agreement. In furtherance thereof, each Party shall retain the rights, powers and disc... | Label: Authority |
ebce232d-5849-4903-a841-8f334e6f0e2d | Clause:
Whenever notice is required to be given under this Note, unless otherwise provided herein, such notice shall be given in accordance with Section 5.9 of the Exchange Agreement. The Company shall provide the Holder with prompt written notice of all actions taken pursuant to this Note, including in reasonable deta... | Label: Notices |
fc88ea8c-2c36-46da-96ee-f251626064ed | Clause:
Except as otherwise expressly provided in this First Amendment, the provisions of the Original Agreement shall be and remain unmodified and in full force and effect (such Original Agreement being hereby ratified, reaffirmed and confirmed by Buyer and Seller), and if any provision of this First Amendment conflic... | Label: Miscellaneous |
8f7edab5-f58c-43f9-8b54-1abcbfe46b79 | Clause:
Each capitalized term which is defined in the Credit Agreement, but which is not defined in this Second Amendment, shall have the meaning ascribed such term in the Credit Agreement. Unless otherwise indicated, all article, section and exhibit references in this Second Amendment refer to articles, sections and e... | Label: Defined Terms |
de08a717-9722-45ba-978a-cf8479708400 | Clause:
Except as set forth on Schedule 4.3 attached hereto, the Company shall use the net proceeds from the sale of the Securities hereunder for working capital purposes and shall not use such proceeds: (a) for the satisfaction of any portion of the Company’s debt (other than payment of trade payables in the ordinary ... | Label: Use Of Proceeds |
ebdcabc2-27cb-4ef3-8516-f07719ae7202 | Clause:
Maker and all endorsers and guarantors of, and sureties for, this Note waive presentment for payment, demand, notice of dishonor, protest, and notice of protest with regard to the Note, all errors, defects and imperfections in any proceedings instituted by Payee under the terms of this Note, and all benefits th... | Label: Waivers |
83aa9a33-aab0-4daf-ae9c-61e3e9a3f02b | Clause:
This Agreement shall be governed by, and construed in accordance with, the laws of the State of California.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority... | Label: Governing Laws |
646ea372-112a-4c09-ae0f-c8288654ff89 | Clause:
No representation or warranty made by the Borrower in the Loan Documents or which will be made by the Borrower from time to time in connection with the Loan Documents (a) contains or will contain any misrepresentation or untrue statement of any material fact, or (b) omits or will omit to state any material fact... | Label: Disclosures |
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