id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
8b9d9c20-14a4-4320-865a-7e21266a5079 | Clause:
Except as provided in Section 18, these Terms and Conditions and the Notice may be amended or waived by the Committee in writing at any time (including for the avoidance of doubt, any provisions of Section 3 or 4 or any related definitions); provided , that no such amendment shall adversely affect the Cash-Sett... | Label: Amendments |
0c9f04ae-df70-4c92-b67f-b01c4a9a234c | Clause:
EACH PARTY HEREBY WAIVES, TO THE FULLEST EXTENT PERMITTED BY LAW, ANY RIGHT TO TRIAL BY JURY OF ANY CLAIM, DEMAND, ACTION, OR CAUSE OF ACTION (I) ARISING UNDER THIS AGREEMENT OR (II) IN ANY WAY CONNECTED WITH OR RELATED OR INCIDENTAL TO THE DEALINGS OF THE PARTIES IN RESPECT OF THIS AGREEMENT OR ANY OF THE TRAN... | Label: Waiver Of Jury Trials |
e3a31507-5426-4f28-bb73-4ba72988d037 | Clause:
Notwithstanding any provision to the contrary in this Agreement, (a) the applicable Lenders may, at any time after the occurrence and during the continuance of an Event of Default under the Financing Documents, declare the unutilized Commitments terminated and accelerate the Credit Agreement Obligations in acco... | Label: Terminations |
70972b70-b44b-42b3-94d4-40d5cd557db5 | Clause:
The parties hereto hereby agree that any suit or proceeding arising in respect of this Guaranty, or any of the matters contemplated hereby will be tried exclusively in the U.S. District Court for the Southern District of New York or, if such court does not have subject matter jurisdiction, in any state court lo... | Label: Submission To Jurisdiction |
acc9a904-6eda-46ae-b376-c506d4bd3b9a | Clause:
In the event of a dispute with respect to this Agreement, or in any case when this Agreement expressly provides for the settlement or determination of a dispute or question by an Expert pursuant to this Section 27.5 (in any such case, a “ Section 27.5 Dispute ”) such dispute shall be determined in accordance wi... | Label: Arbitration |
e672e1a3-293c-43c0-975d-ea987d407eb6 | Clause:
The headings and captions in this Agreement are for reference purposes only and shall not affect the construction or interpretation of any provision of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable L... | Label: Headings |
eebb0ad4-1a77-4d90-aff7-d704d90f6778 | Clause:
Except as disclosed on Schedule 3.15 on the Closing Date and fees payable to Agent and/or Lenders, no broker, finder or other intermediary has brought about the obtaining, making or closing of the transactions contemplated by the Operative Documents, and no Credit Party has or will have any obligation to any Pe... | Label: Brokers |
6f25ef74-9a91-4f67-ac16-d6c16cd40be5 | Clause:
Any and all sales and transfer Taxes imposed as a result of the sale and transfer of the Assets contemplated hereby, shall be timely paid by the Buyer; however, the Seller shall be responsible for remitting fifty thousand dollars ($50,000) of such sales and transfer Taxes imposed as a result of the sale and tra... | Label: Sales |
00c5dc6c-22b3-433f-a940-a28fc3f3c36d | Clause:
Interest on Advances shall be payable in arrears on the first day of each month with respect to Domestic Rate Loans and, with respect to LIBOR Rate Loans, at the end of each Interest Period, provided further that all accrued and unpaid interest shall be due and payable at the end of the Term. Interest charges s... | Label: Interests |
63d7e7e7-ff0d-4340-aee2-d656570f8eed | Clause:
If any portion or provision of this Agreement is found to be unenforceable or invalid, the parties agree that the remaining portions will remain in full force and effect. The parties will negotiate in good faith to give such unenforceable or invalid provisions the effect the parties intended.
Task: Classify t... | Label: Severability |
1ad5cb41-ac74-4cc6-a638-1850eafc8943 | Clause:
This Option shall not be assignable by Optionee without the express written consent of Company or in accordance with the Plan. The Company will maintain records of all stock option grants and exercises. In the event this Grant Certificate and such records do not agree, such records shall control.
Task: Classif... | Label: Assignments |
9350cb0c-7d99-4282-af01-8c83fab5d7eb | Clause:
Each Borrower and its Subsidiaries shall not use, and shall procure that the respective directors, officers and employees of such Borrower and its Subsidiaries shall not use, the proceeds of any Loan (A) in furtherance of an offer, payment, promise to pay, or authorization of the payment or giving of money, or ... | Label: Anti-Corruption Laws |
db329a7e-d370-4b05-9259-2c72009904b1 | Clause:
Except as disclosed in the SEC Reports, 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 than for services as employees... | Label: Transactions With Affiliates |
2c69bee5-a21d-45b8-8e8a-5c2e98c60452 | Clause:
The Article and Section headings in and referred to in this Agreement are for convenience of reference only, and shall not be deemed to alter or affect the meaning or interpretation of any provisions hereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendm... | Label: Headings |
53e3b012-0e74-4265-82db-561d31b4481e | Clause:
This Agreement, together with the Insider Letter and the Registration Rights Agreement, embodies the entire agreement and understanding between the Director and the Company with respect to the subject matter hereof and supersedes all prior oral or written agreements and understandings relating to the subject ma... | Label: Entire Agreements |
e415b71f-dfc8-412e-99d5-37e54f7d78f8 | Clause:
During the period of Employee’s employment by Advance and for a period of one (1) year immediately following the termination of Employee’s employment with Advance for any reason, Employee agrees to be reasonably available to assist Advance, its Related Entities and their respective representatives and agents wi... | Label: Cooperation |
79240f6c-b253-4b76-9649-c081dad9916c | Clause:
Provided that Tenant and Tenant’s agents do not interfere with Landlord’s construction of the Project, including the Tenant Improvements, Landlord shall allow Tenant and Tenant’s employees, consultants and vendors access to the Premises, Critical Common Areas, and Parking Garage prior to the anticipated Substan... | Label: Cooperation |
8c1d898c-763a-4fa8-a446-1ffaaf83f8ba | Clause:
A base annual salary equal to the annual salary in effect as of the Change in Control. The annual salary shall be payable in installments in accordance with the Company’s usual payroll method.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corr... | Label: Base Salary |
8ae13d93-7bb7-4441-996a-1fc89d808752 | Clause:
The payments referenced in Section 2 shall be subject to reduction for tax and other withholding obligations.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authori... | Label: Taxes |
4eacbdaf-b9fa-415d-b3d7-399394ae0296 | Clause:
The Borrower has disclosed to the Lenders all agreements, instruments and corporate or other restrictions to which it or any Restricted Subsidiary is subject, and all other matters known to it, that, individually or in the aggregate, could reasonably be expected to result in a Material Adverse Effect. None of t... | Label: Disclosures |
ae8fe0ee-8ce6-4e18-a3e2-5f94bbeaa099 | Clause:
No Borrower will, or will permit any Subsidiary to, directly or indirectly (a) declare, pay, make or set aside any amount for payment in respect of Subordinated Debt, except for payments made in full compliance with and expressly permitted under the Subordination Agreement, (b) amend or otherwise modify the ter... | Label: Payments |
66c17477-7053-49f7-9323-fd0afe40addd | Clause:
This Agreement shall be binding upon the parties and their respective successors and permitted assigns, and shall remain in full force and effect after the Anadarko Closing and if occurring, the KNOC Closing. Except as expressly provided in this Agreement, this Agreement shall not be construed so as to confer ... | Label: Binding Effects |
1d922ddc-be62-45b0-b779-989bcafe112d | Clause:
None of the offering, issuance and sale by the Partnership of the Purchased Units and the application of the proceeds therefrom, the execution, delivery and performance of this Agreement by the Partnership, or the consummation of the transactions contemplated hereby (i) conflicts or will conflict with, or const... | Label: No Conflicts |
6a0360cc-03bb-4db2-8c85-cd5a0d6f5ff0 | Clause:
Borrower and its consolidated subsidiaries own or possess (or will be licensed or otherwise have the full right to use) all intellectual property that is necessary for the operation of their business, without any known conflict with the rights of others. No product of Borrower and its consolidated subsidiaries ... | Label: Intellectual Property |
d1c0dc7f-5f39-4f27-9f0a-77e6c23687e3 | Clause:
The Executive shall be entitled to 20 paid vacation days in each calendar year, which shall be accrued ratably during the calendar year. The Executive shall also be entitled to all paid holidays given by the Company to its executives.
Task: Classify this clause into ONE of these types (exactly one label):
Adj... | Label: Vacations |
99fedb66-af75-40b2-9e01-118882a2cbb3 | Clause:
If this Lease is terminated under this Section 19 , then the provisions of this Section 19 shall survive such termination.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Ass... | Label: Survival |
8b37dd0a-bb86-42d1-882e-2b0366f14755 | Clause:
Guarantor is in compliance in all material respects with all Requirements of Law. Guarantor is not in default with respect to any judgment, order, writ, injunction, decree, rule or regulation of any arbitrator or Governmental Authority.
Task: Classify this clause into ONE of these types (exactly one label):
A... | Label: Compliance With Laws |
0381b4e3-9493-48ed-b164-5fe3adbfe6a0 | Clause:
Grantee agrees that, to the fullest extent permitted by applicable law, Grantee will not at any time (whether during or after Grantee’s employment or service with any System Company), other than in the proper performance of Grantee’s duties, publish or communicate to any person or entity any “Disparaging” (as d... | Label: Non-Disparagement |
91367877-eda5-435b-85f2-0b4d1599b2c4 | Clause:
This Agreement shall automatically terminate and be of no further force and effect in the event that the conditions in paragraph 1(b) of this Agreement have not been satisfied on or prior to May 5, 2017.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments... | Label: Terminations |
5d83b827-076e-4ae5-af6a-8861ba6b625f | Clause:
Each of the Borrowers is Solvent and the Obligors, taken as a whole, are Solvent. None of PHR, any Future Intermediation Subsidiary or any Obligor is planning to take any action described in Section 12.1(h) .
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amen... | Label: Solvency |
f6ad20f4-ae83-4440-8d1e-19c76ceed812 | Clause:
During the Term, the Executive’s initial annual base salary shall be $470,000. The Executive’s base salary shall be reviewed annually for a potential increase by the Board or the Compensation Committee of the Board (the “Compensation Committee”). The base salary in effect at any given time is referred to herein... | Label: Base Salary |
d51d9d43-f2a7-4a23-8097-06d6c60521a2 | Clause:
In addition to the Base Salary and other compensation provided for in Section 3 and Section 4 above, the Executive shall be eligible to participate in such health and welfare benefit plans (including Executive’s eligible dependents) and any qualified and/or non-qualified retirement plans of DeVry Group as may b... | Label: Benefits |
08a092b1-b1b5-4d2d-83cb-f9a4ec737c05 | Clause:
The Company will pay to Executive for services provided hereunder a base salary paid in accordance with the Company’s normal payroll policies and procedures. The Board of Directors of the Company (or any authorized committees of the Board, together hereafter the “Board”) will review Executive’s performance on a... | Label: Base Salary |
cd37cf70-9287-4d5f-b7d0-ac646e81fd97 | Clause:
Notwithstanding anything herein to the contrary (other than Section 14.02 ), the foregoing defense, release, indemnity and hold harmless obligations shall not apply to, and each Party shall be solely responsible for, all expenses, including due diligence expenses, incurred by it to enter into, and consummate th... | Label: Expenses |
3a03378d-253b-45dc-93af-04162f43d2b2 | Clause:
This Agreement shall become effective and binding on the date on which all of the Parties have received duly executed signature pages for this Agreement from each of the other Parties (such date, the “Effective Date”).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreeme... | Label: Effective Dates |
64fabe59-6d3f-4242-a383-6bc58ee97f43 | Clause:
The Borrower acknowledges, represents, warrants and agrees as to itself and all other Loan Parties, and each other Loan Party acknowledges, represents, warrants and agrees as to itself, that: (a) after giving effect to this Agreement, the representations and warranties contained in the Credit Agreement, as amen... | Label: Warranties |
000e9716-14db-4d76-a849-a45aec5366b2 | Clause:
The Note and any and all obligations of Borrower under this Agreement shall mature on December 31, 2022 (“ Maturity Date ”).
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: Terms |
bad3cab4-003a-4416-80ea-53a1df67940b | Clause:
The Company hereby represents and warrants to the Stockholder that, as of the Closing, the Company has full corporate power and authority to enter into this Agreement and this Agreement constitutes a valid and legally binding obligation of the Company, enforceable in accordance with its terms.
Task: Classify t... | Label: Representations |
f1066296-becc-41d9-b1df-bf37a686d6f5 | Clause:
GUARANTOR WAIVES ANY RIGHT TO A JURY TRIAL CONCERNING ANY DISPUTE ARISING FROM OR IN CONNECTION WITH THIS GUARANTY OR ANY OF THE OTHER LOAN DOCUMENTS. GUARANTOR HAS BEEN ADVISED BY COMPETENT COUNSEL IN CONNECTION WITH THIS WAIVER.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustme... | Label: Waiver Of Jury Trials |
d2f209b1-e4e6-4fec-a5ba-47049921af6b | Clause:
The Portfolio Railcars described on each Delivery Schedule delivered from time to time under the Asset Transfer Agreement are, at the time of the related Conveyance to Issuer, covered by the insurance required by Section 5.03(g) hereof and any applicable Series Supplement, and all premiums due prior to the appl... | Label: Insurances |
6675f40b-c45a-4760-ad5d-1c89f5355d93 | Clause:
Unless otherwise defined herein, capitalized terms shall have the meanings assigned to such terms in the Grant Notice or the [Plan][2014 Equity Incentive Plan of NuVasive, Inc.].
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, A... | Label: Definitions |
5fcd1881-15a6-43d4-b4d1-43532a7d2048 | Clause:
All notices and other communications given or made pursuant to this Agreement shall be in writing and shall be deemed effectively given upon the earlier of actual receipt, or (a) personal delivery to the party to be notified, (b) when sent, if sent by electronic mail or facsimile during normal business hours of... | Label: Notices |
e6fc36b2-22df-4a43-bfc0-4c8b2a212471 | Clause:
Except for (a) the Security Interest granted to the Collateral Agent for the benefit of the Secured Parties pursuant to this Collateral Agreement, (b) the Liens permitted by the Credit Agreement and (c) any Liens securing Indebtedness which is no longer outstanding or any Liens with respect to commitments to le... | Label: Titles |
f9975a9a-1d2b-4d71-be9e-8da14ebd9191 | Clause:
(a) Unless otherwise defined herein, terms defined or defined by reference (x) in the Collateral Agency Agreement and used herein shall have the meaning given to them in the Collateral Agency Agreement and (y) if not so defined in the Collateral Agency Agreement, in a Credit Agreement and used herein shall have... | Label: Definitions |
cf0fda14-b496-4ff6-9a5c-d6f25036a4b1 | Clause:
The Administrative Agent shall have received a certificate in form and substance reasonably satisfactory to the Administrative Agent from a senior financial officer or such other officer acceptable to the Administrative Agent of each Credit Party certifying that, before and after giving effect to the transactio... | Label: Solvency |
0c271e7b-d1e6-415e-a031-b98ba8e19c40 | Clause:
Maintain insurance (which may be carried by the Borrower on a consolidated basis) with financially sound and reputable insurance companies (in the good faith judgment of management) (including Captive Insurance Companies) against such risks and in such amounts (giving effect to self-insurance) as are customaril... | Label: Insurances |
78e93902-f1ac-4ad9-a6d5-b2fe0f01e761 | Clause:
Each of the Elliott Parties represents and warrants to the Company that (a) the authorized signatory of such Elliott Party set forth on the signature page hereto has the power and authority to execute this Agreement and any other documents or agreements to be entered into in connection with this Agreement and t... | Label: Representations |
3a08ed5e-a208-4c43-a330-0195921a332b | Clause:
Any provision hereof that is held to be invalid, illegal or unenforceable in any respect by a court of competent jurisdiction, shall be ineffective only to the extent of such invalidity, illegality or unenforceability, without affecting in any way the remaining provisions hereof; provided , however , that the p... | Label: Severability |
2ce4f71e-e26e-48b8-a737-d828cd1597cb | Clause:
During the Term of this Agreement, each Party shall maintain, with financially sound and reputable insurers, insurance reasonably sufficient to cover each Party’s activities and obligations under this Agreement. Without limiting the foregoing, Manufacturer shall maintain: (a) general liability insurance with co... | Label: Insurances |
19026341-63c6-4fcc-805a-e70d70c9bcca | Clause:
During the Term, the Company shall pay to Executive (i) an annual base salary of $300,000, less such deductions as are required by law or that Executive may elect in accordance with Company policy and procedure, payable in equal periodic installments in accordance with the Company’s customary payroll practices,... | Label: Base Salary |
a4c3c01c-ffd0-4267-a9f3-68103f2fcded | Clause:
The Company shall be entitled to withhold from any amounts to be paid or benefits provided to Executive hereunder any federal, state, local or foreign withholding, FICA contributions, or other taxes, charges or deductions which it is from time to time required to withhold.
Task: Classify this clause into ONE o... | Label: Withholdings |
5701e22d-9bcd-4744-b99a-e6b98605e525 | Clause:
No provision of this Agreement will be modified, waived or discharged unless the modification, waiver or discharge is agreed to in writing and signed by Executive and by an authorized officer of the Company (other than Executive). No waiver by either party of any breach of, or of compliance with, any condition... | Label: Waivers |
507b2c76-1d7d-4c2c-8772-d4dc258fd10f | Clause:
The Lenders shall have received (i) projected financial statements of the Loan Parties on a quarterly basis through 2018, and on an annual basis for each fiscal year thereafter through the Revolving Termination Date, and (ii) each of the Loan Parties’ financial statements set forth in Section 4.1(b).
Task: Cla... | Label: Financial Statements |
f6f7dd26-5886-4103-b773-3dd3c472fc83 | Clause:
This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. This Agreement may be executed on signature pages exchanged by facsimile or electronic mail, in which event each Party shall promptly delive... | Label: Counterparts |
9350fcaa-165f-49c6-928a-06543425be75 | Clause:
There are no actions, suits or proceedings at law or in equity or by or before any Governmental Authority or other agency or regulatory authority by any entity (private or governmental) pending or, to the best of each Loan Party’s knowledge, threatened with respect to the Loan, the transactions contemplated in ... | Label: Litigations |
0303a9b1-d6dd-44db-8f84-0d1e9d7e7e1d | Clause:
The rights and remedies of the parties to this Agreement are cumulative and not alternative. Neither the failure nor any delay by any party in exercising any right, power, or privilege under this Agreement or the documents referred to in this Agreement will operate as a waiver of such right, power, or privilege... | Label: Waivers |
afd25e66-52d3-495c-85c3-c144285a219a | Clause:
The Stockholder has full limited liability company power and authority to enter into this Agreement and this Agreement constitutes a valid and legally binding obligation of the Stockholder, enforceable in accordance with its terms.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustm... | Label: Authority |
4aec15ef-a0a4-4d77-b7eb-31664d2dccc0 | Clause:
The Company hereby agrees, subject to Executive delivering to the Company a General Release of Claims substantially in the form attached hereto as Exhibit A (the “ Release of Claims ”) on the Resignation Date, Executive not revoking the Release of Claims within the seven (7)-day period following his execution o... | Label: Benefits |
d7c5c831-4966-47a5-b963-1c80a8d5f775 | Clause:
BUYER HEREBY AGREES THAT EFFECTIVE AS OF THE CLOSING, EACH SELLER, AND EACH OF SUCH SELLER’S PARTNERS, MEMBERS, TRUSTEES, DIRECTORS, OFFICERS, EMPLOYEES, REPRESENTATIVES, PROPERTY MANAGERS, ASSET MANAGERS, AGENTS, ATTORNEYS, AFFILIATES AND RELATED ENTITIES, HEIRS, SUCCESSORS, AND ASSIGNS (COLLECTIVELY, THE “ RE... | Label: Releases |
759624aa-5cc7-448e-9a4a-53c94791e1de | Clause:
All written notices required by this Agreement shall be deemed given when delivered personally or sent by registered or certified mail, return receipt requested, to the parties at their addresses set forth on the signature page of this Agreement. Each party may, from time to time, designate a different address ... | Label: Notices |
d7c7265a-91d1-4777-be3c-401dcc7c7647 | Clause:
Each Seller is a limited liability company duly organized or formed, validly existing and in good standing under the laws of the jurisdiction of its organization or formation, with full limited liability company power and authority to conduct its business as it is now being conducted, to own or use the properti... | Label: Organizations |
43b02e17-ad25-424e-aefa-687b5337d7cb | Clause:
This Member Joinder shall be governed by and construed in accordance with the laws of the State of New York, without regard to any conflicts of law provisions which would require the application of the law of any other jurisdiction.
Task: Classify this clause into ONE of these types (exactly one label):
Adjust... | Label: Governing Laws |
4d2fe580-e94e-4c92-8a41-ea0c041710f9 | Clause:
Any provision of any Credit Document held to be invalid, illegal or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such invalidity, illegality or unenforceability without affecting the validity, legality and enforceability of the remaining provisions thereof; a... | Label: Severability |
aa0abbe2-cb68-4247-83d6-3c06c6a15ae2 | Clause:
The Executive agrees to cooperate, at the request and expense of the Company, in the prosecution and/or defense of any claim or litigation in which the Company or any affiliate is involved on the Termination Date or thereafter that includes subject matter as to which the Executive has knowledge and/or expertise... | Label: Cooperation |
ff650f37-9095-462e-82d5-03b8f5b8e244 | Clause:
The Note, Mortgage, this Agreement, the Indemnity and the other Loan Documents and Assumption Documents and the rights and duties of the parties thereunder and hereunder shall be governed for all purposes by the law of the State of Ohio and the law of the United States applicable to transactions within said Sta... | Label: Governing Laws |
fb1c73a5-e3a2-4594-bf3e-b4d87972cf2d | Clause:
B&C, in addition to being entitled to exercise all rights granted by law, including recovery of damages, shall be entitled to specific performance of its rights under this Agreement. The Company acknowledges that monetary damages would not be adequate compensation for any loss incurred by reason of a breach by ... | Label: Remedies |
3dc9d992-b4fa-4100-938f-2836de849620 | Clause:
If any term or other provision of this Agreement is invalid, illegal, or incapable of being enforced by any rule of law or public policy, all of the other conditions and provisions of this Agreement shall nevertheless remain in full force and effect, so long as the economic or legal substance of the transaction... | Label: Severability |
a003a665-083b-45e8-ba0e-ffc1fb05b6dc | Clause:
In consideration for the Executive’s services hereunder and the restrictive covenants contained herein, the Executive shall initially be paid an annual base salary as follows: Year 1 of the Employment Term: $225,000; Year 2 of the Employment Term: $250,000; and Year 3 of the Employment Term: $275,000 (the “ Sal... | Label: Base Salary |
72363f38-396b-4c4c-8d94-9f819b8808ae | Clause:
No interest will accrue on the Contributions of a participant in the Plan, except as may be required by Applicable Law, as determined by the Company, and if so required by the laws of a particular jurisdiction, will apply to all Participants in the relevant Offering under the 423 Component, except to the extent... | Label: Interests |
6ae8e816-3a69-4576-b506-d8c4a7f34b46 | Clause:
From the date of this Agreement until the Closing or earlier termination of this Agreement, Sellers shall not create any Title Exception which adversely affects any portion of the Real Property.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Co... | Label: Titles |
ef24cbe9-51af-462e-916e-d92cb40abdee | Clause:
Executive hereby accepts employment with the Company pursuant to the terms and conditions hereof. Executive agrees to serve the Company in the position of Chief Commercial Officer. Executive shall have the powers and duties commensurate with such position, including but not limited to hiring personnel necessary... | Label: Titles |
9c531979-2f75-4d93-891a-83d48e6b6b25 | Clause:
Subject to the terms and conditions of this Agreement, the Company hereby employs the Executive as the Company’s President and Chief Executive Officer upon the terms and conditions hereinafter set forth. The Board of Directors of the Company (the “Board”) agrees to appoint the Executive as a member of the Board... | Label: Employment |
175e0b43-8c33-43b9-b8bd-14677bf0ce6f | Clause:
Each of the representations and warranties contained in this Agreement, the Deeds of Trust and the other Loan Documents shall be true on and as of the Closing Date.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws... | Label: Representations |
4fe829b3-1ad5-4247-bf0b-99128c1c1edc | Clause:
This Agreement supersedes all prior agreements, written or oral, between Coles and the Company relating to the subject matter of this Agreement; provided, however, (i) the Confidentiality Agreement, as modified herein, (ii) Section 3 of the Prior Consulting Agreement, (iii) the paragraphs in the Board Appointme... | Label: Entire Agreements |
9ee0501b-832c-4d89-b02f-deadcf1c2549 | Clause:
The Servicer has filed or caused to be filed all federal tax returns and all other material tax returns that are required to be filed by it and all such returns are correct in all material respects. The Servicer has paid or made adequate provisions for the payment of all Taxes shown on such tax returns and all ... | Label: Taxes |
55721928-ed07-4625-9cbd-47f7dff676db | Clause:
This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Delivery of an executed Agreement by one party to the other may be made by facsimile transmission or email transmission in the form of a ... | Label: Counterparts |
3164c955-c81c-4d20-b09d-c1cf170b02ac | Clause:
This Agreement shall not be construed or interpreted for or against any party hereto based on the fact that one party's attorney drafted this Agreement or caused this Agreement to be drafted.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corru... | Label: Construction |
c69a531d-c9a9-4dbe-8f03-9c64a1490804 | Clause:
In addition to any and all other remedies that may be available at law in the event of any breach of this Agreement, each Stockholder shall be entitled to specific performance of the agreements and obligations of the Corporation and the Stockholders hereunder and to such other injunction or other equitable reli... | Label: Specific Performance |
47cbbd66-34f2-4ba0-a770-daca9034a4db | Clause:
This Amendment is governed by and shall be construed in accordance with the law of the State of Delaware without regard to the principles of conflicts of law thereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable La... | Label: Governing Laws |
2c78e4a3-3514-470c-a03b-65d1adbf07bc | Clause:
This Agreement (including the documents and instruments referred to herein) constitutes the entire agreement between the parties, and supersedes all prior agreements and understandings, both written and oral, between the parties with respect to the subject matter hereof. Neither this Agreement nor any other agr... | Label: Entire Agreements |
e6469ad8-471a-49b4-a0c4-ae11f80dd285 | Clause:
This Agreement may be executed via facsimile and in any number of counterparts, each of which shall be deemed to be an original instrument and 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, Ame... | Label: Counterparts |
93554b2d-19b9-480e-9ef7-a095d89c0d9f | Clause:
The headings and subheadings in this Plan have been inserted for convenient reference, and to the extent any heading or subheading conflicts with the text, the text will govern.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Ap... | Label: Headings |
5c3d7dd3-4ded-4384-a27e-96552613cbe3 | Clause:
This First Amendment will be binding upon and inure to the benefit of and is enforceable by the respective successors and permitted assigns of the parties hereto.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, ... | Label: Binding Effects |
4d96da86-906b-4335-94c3-a99c726512c2 | Clause:
For the purpose of this Agreement, notices and all other communications provided for in the Agreement shall be in writing and shall be deemed to have been duly given when delivered by hand or overnight courier or three days after it has been mailed by U.S. registered mail, return receipt requested, postage prep... | Label: Notices |
8a926424-4f2f-4c93-a124-d99da7334df3 | Clause:
All Disputes that remain unresolved pursuant to Section 18.2(a) shall be submitted to the International Court of Arbitration of the International Chamber of Commerce (the “ ICC ”) and shall be finally settled under the Rules of Arbitration of the ICC by a panel of three arbitrators. Each Party shall appoint one... | Label: Arbitration |
2301122f-542f-4c9a-ae19-7141f0cc6d9e | Clause:
Unless specifically provided herein, the Offer Letter, this Agreement, and the Mutual Agreement to Arbitrate Claims contain all the understandings and representations between Executive and the Company pertaining to the subject matter hereof and supersede all prior and contemporaneous understandings, agreements,... | Label: Entire Agreements |
7ea23e63-6ec3-4ce3-89d2-597f2fabb78a | Clause:
This Agreement contains the entire agreement between the parties hereto and supersedes any and all prior agreements, arrangements, or understandings between the parties relating to the subject matter of this Agreement. No oral understandings, statements, promises, or inducements contrary to the terms of this Ag... | Label: Entire Agreements |
8ecf9e37-1b82-4f83-923b-1b921895c71f | Clause:
Except as otherwise provided herein, all notices, demands, instructions, requests, and other communications required or permitted to be given to, or made upon, any party hereto shall be in writing and (except for financial statements and certain other documents to be furnished pursuant hereto, which may be sent... | Label: Notices |
6b9c8220-8ce0-4596-848a-251a63912511 | Clause:
OMS hereby assigns all of its rights, title, obligations and interests in, to and under the TSA and the Tariff to Bighorn as of the Effective Date.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbi... | Label: Assignments |
c4165039-ce68-44db-8c32-256514724ea5 | Clause:
In the event Executive’s employment hereunder is terminated by reason of Executive’s death, the Company shall pay Executive’s designated beneficiary or beneficiaries, within thirty (30) days of Executive’s death in a lump sum in cash, (i) Executive’s Base Salary through the end of the month in which death occur... | Label: Death |
0d6dfa10-e78c-4201-9ced-acd1d71ae3b5 | Clause:
This MOU cannot be assigned in whole or in part without the prior written consent of Boeing.
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, Authorization... | Label: Assignments |
a559142c-720c-4062-896a-b6e9908f7c57 | Clause:
This Warrant may be executed in counterparts, all of which together shall constitute one and the same agreement. Any signature page delivered electronically or by facsimile shall be binding to the same extent as an original signature page with regards to any agreement subject to the terms hereof or any amendme... | Label: Counterparts |
2fd66d7e-ae1f-4aba-b385-739437bc7935 | Clause:
You hereby agree, to the maximum extent permitted by law, to, and to cause your affiliates and representatives to, keep strictly confidential the existence and the terms of this Agreement; provided, however , that (i) you may disclose the terms of this Agreement to your financial or legal advisers who reasonabl... | Label: Confidentiality |
bc0d88bf-f5ef-4f80-8238-fb8bc2905fca | Clause:
For purposes of this Section 2.15, the term “Bank” includes any Issuing Bank.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Authorizations, Base Salary,... | Label: Defined Terms |
6367c9dc-5691-4c36-af04-58c13f2d0cfe | Clause:
In case at any time after the Closing any further action is necessary to carry out the transactions contemplated hereby or the purposes of this Agreement, each of the Parties will take such further action as the other Party may reasonably request, all at the sole cost and expense of the requesting Party (unless... | Label: Further Assurances |
7bacc355-ff4e-40dc-8f65-aefda5f6ad9a | Clause:
(a) This Amendment is governed by, and is to be construed in accordance with, the laws of the State of New York. Each provision of this Amendment is severable from every other provision of this Amendment for the purpose of determining the legal enforceability of any specific provision.
Task: Classify this clau... | Label: Miscellaneous |
863fdaeb-fe58-44ef-9fde-0aa7717d65ae | Clause:
If the Executive’s employment hereunder is terminated due to his death, the Company’s sole obligation hereunder shall be to pay the Accrued Obligation to the person or persons designated in writing by the Executive to receive such payment, or if no such designation was made, to the Executive’s estate. In additi... | Label: Death |
e9c8f62b-b94b-4dfc-95ff-520fbc26988b | Clause:
FVE will promptly notify SNH of (a) any material change in any condition with respect to any Property or of any event or circumstance which could reasonably be expected to make any representation or warranty of any FVE Party under a Transaction Document untrue or misleading in any material respect; and (b) any ... | Label: Notices |
2faa71a7-7729-4518-9f3d-f43e772c07d2 | Clause:
The Participant’s rights under this Award, the Certificate of Grant and the Plan may be modified only to the extent expressly provided under this Award or under Sections 14(a) and (b) of the Plan. This Award, the Certificate of Grant and the Plan constitute the entire agreement between the parties with respect ... | Label: Entire Agreements |
b6069cc7-919c-41e7-a158-b7d49c86a03c | Clause:
The validity, interpretation, construction and performance of this Agreement, and all acts and transactions pursuant hereto and the rights and obligations of the parties hereto shall be governed, construed and interpreted in accordance with the laws of the Act as to matters within the scope thereof, and as to a... | Label: Governing Laws |
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