id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
224b397f-6d11-4ece-8e03-e1bbc40b61a5 | Clause:
This Lease shall be construed, applied and enforced in accordance with the laws of the State of Oregon.
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, Au... | Label: Applicable Laws |
04e13ad2-317c-4562-a945-7b9859b8207e | Clause:
The Purchaser is aware of the Company’s business affairs and financial condition and has acquired sufficient information about the Company to reach an informed and knowledgeable decision to purchase the Shares. The Purchaser is relying on his or her own business judgment and knowledge and the advice of his or h... | Label: Representations |
fe98dace-9d0f-4d08-8cf0-51f9adb88af6 | Clause:
In addition to any provisions specified in this Agreement as surviving under the applicable circumstances, the following provisions shall survive: Articles 6, 10 (to the extent any reimbursement of any shared costs remains outstanding), 11, 12, 13, 14, 15, 16, 18, 19, 20, 21 and Clauses 5.4.2, 7.4, 10.2.6, 10.2... | Label: Survival |
b4d67b6f-8a2b-4c21-9c76-8b0d443c4db9 | Clause:
Subject to the limitations stated above, this Agreement shall be binding upon and inure to the benefit of the parties’ respective heirs, legal representatives successors and assigns.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Law... | Label: Binding Effects |
22601ea0-f703-479a-b466-62ac05def5b3 | Clause:
The Confidentiality provisions of this Agreement will continue for a period of five (5) years after the Effective Date of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, A... | Label: Survival |
f8b35bd1-4b1a-4531-a72e-af3c5363b42b | Clause:
Company and any endorsers, guarantors and sureties of this Note hereby waive diligence, demand, presentment, notice of nonpayment, protest and notice of protest and expressly agree that this Note and any payment hereunder may be renewed, modified or extended from time to time and at any time and consent to the ... | Label: Waivers |
63e7bbef-ea78-4bc0-ad9f-0328d8891161 | Clause:
The Lenders and the Administrative Agent shall have received all fees required to be paid on or prior to the Closing Date, and all expenses required to be paid on the Closing Date for which reasonably detailed invoices have been presented (including the reasonable, fees and expenses of legal counsel to the Admi... | Label: Fees |
2e752110-2106-4a9c-8c9f-85f176160fd9 | Clause:
Each of the Company and the Option Holders will bear their own costs and expenses incurred in connection with the preparation, execution and performance of this Agreement and the consummation of the transactions contemplated hereby, including all fees and expenses of agents, representatives, financial advisors,... | Label: Expenses |
79e969b1-8785-4895-a212-4f682b11e00e | Clause:
Except as otherwise provided in this Agreement, each Party to this Agreement will bear its respective fees and expenses incurred in connection with the preparation, negotiation, execution and performance of this Agreement and the transactions contemplated by this Agreement, including all fees and expenses of it... | Label: Expenses |
dbe1407a-6a0e-4f9e-8656-f4b9c3d60303 | Clause:
No Default or Event of Default shall have occurred which is continuing, and no Borrowing Base Deficiency shall then exist, in each case, before and after giving effect to the amendments to the Credit Agreement contained in Section 1 hereof and the redetermination of the Borrowing Base contained in Section 2 her... | Label: No Defaults |
6e4f52a6-b2b2-47a4-abb2-7ed297207ff7 | Clause:
The Borrower shall apply, concurrently with the making of the Incremental Term A-3 Facility Loans, the proceeds of the Incremental Term A-3 Facility Loans and the New Senior Notes, without differentiation, to (a) repay the Borrower’s existing Senior Unsecured Notes, (b) repay the Term A-3 Facility Loans held im... | Label: Use Of Proceeds |
7514916e-0ead-4b6c-9df7-a64a048f1472 | Clause:
The Company and each of the Participating Employers will indemnify and hold harmless the Committee and each member, and each person to whom the Committee has delegated responsibility under this Article XI (each an “Other Person”), from and against any and all losses, costs, liabilities or expenses that may be i... | Label: Indemnifications |
575aa954-20a9-49fe-aedc-c6816c797b2f | Clause:
The execution and delivery of this Agreement does not, and the consummation of the transactions contemplated hereby will not, conflict with, or result in any violation of any provision of the Articles of Incorporation or Bylaws of Acquiring Company or of any loan or credit agreement, note, mortgage, indenture, ... | Label: Approvals |
dff10a49-1937-4982-9751-9b10b79b4fa1 | Clause:
The Company will use the proceeds from the sale of the Common Shares as described in the Prospectus Supplement, but not, directly or indirectly, for (i) except as set forth on Schedule 4(g), the satisfaction of any indebtedness of the Company or any of its Subsidiaries, (ii) the redemption or repurchase of any ... | Label: Use Of Proceeds |
8998e1f4-6ab6-4a9b-a121-afa735de10d4 | Clause:
The headings of the paragraphs of this Agreement have been inserted for convenience of reference only and shall in no way restrict or modify any of the terms or provisions hereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, ... | Label: Headings |
00da8424-6a5c-4626-b770-7947bea2a960 | Clause:
This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes the Prior Agreements as well as all other prior agreements between the parties concerning such subject matter; provided that the Restrictive Covenant Agreement is expressly preserved and ... | Label: Integration |
eb880266-c6d6-444d-8045-78d3081d57f4 | Clause:
The Grant Notice specifies the Performance Goals required to be attained during the Performance Period for the Performance Units to vest. The Award shall vest on the date the Company’s Compensation Committee (the “Committee”) certifies attainment of the Performance Goals set forth in the Grant Notice have been ... | Label: Vesting |
c38f1841-4958-4f4b-a376-209328011d58 | Clause:
All tax returns and tax reports of the Loan Parties required by law to have been filed have been duly filed or extensions in respect thereof have been obtained, and all taxes, assessments and other governmental charges or levies (other than those presently payable without penalty and those currently being conte... | Label: Taxes |
ec50cdad-1589-4527-b387-3f8269710e83 | Clause:
Except as provided below, Restricted Stock Units subject to this Award will vest in substantially equal installments and be immediately settled on the first, second and third anniversary of the Grant Date, subject to your continued employment with the Company and/or a Subsidiary through each relevant vesting da... | Label: Vesting |
27e05fd9-7728-4f40-bcf8-521f5f791fe0 | Clause:
Except as provided in Section 3 above and clause (i) of this Section 12 , this Agreement sets forth the entire agreement and understanding of the parties relating to the subject matter herein and merges all prior discussions between them. Without limiting the foregoing, if, immediately prior to the execution of... | Label: Entire Agreements |
6586d8b8-6729-4744-bcb4-0a4bf2af985b | Clause:
No Debtor has any registered Patents, Patent Licenses, registered Trademarks, Trademark Licenses, registered Copyrights and Copyright Licenses which have not been previously disclosed in writing to Bank, or are not set forth on Schedule 3 attached hereto, which sets forth the information required by Section 3.3... | Label: Intellectual Property |
36de3249-15f8-4904-ad49-676d1d84d8b6 | Clause:
This offer letter and the documents referred to in it, including the Employee Invention Assignment and Confidentiality Agreement, constitute our entire agreement and understanding with respect to the terms and conditions of this offer and your employment with Zynga, and supersede any and all prior understanding... | Label: Entire Agreements |
43e0ec43-9c82-45b3-92be-d54b73a1de8e | Clause:
The Table of Contents, Cross Reference Table and headings of the Articles and Sections of this Indenture have been inserted for convenience of reference only, are not to be considered a part of this Indenture and shall in no way modify or restrict any of the terms or provisions hereof.
Task: Classify this clau... | Label: Headings |
2b1392b2-3049-4809-84df-7f5ce4f24a80 | Clause:
(i) Comply with all laws, rules, regulations and orders of any Governmental Authority applicable to it or its property, including all Environmental Laws, except where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect, and (ii) maintai... | Label: Compliance With Laws |
62d93007-0f5f-4f28-acc0-d18912686845 | Clause:
This Agreement and each Warrant issued hereunder shall be deemed to be a contract made under the Laws of the State of New York and for all purposes shall be governed by and construed in accordance with the Laws of such State. Each party hereto consents and submits to the exclusive jurisdiction of the courts of ... | Label: Governing Laws |
82e6c156-ae61-4b73-9ff4-5e1d4de4341b | Clause:
Tenant shall reimburse Landlord for Landlord’s reasonable costs and expenses incurred in conjunction with the processing and documentation of any assignment, master subletting or management arrangement, including reasonable attorneys’ or other consultants’ fees whether or not such assignment, master sublease or... | Label: Costs |
495a9bca-2040-415f-b6f2-da5b88cc4348 | Clause:
The Company represents and warrants that the undersigned has the authority to act on behalf of the Company and to bind the Company and all who may claim through it to the terms and conditions of this Agreement. Executive represents and warrants that Executive has the capacity to act on Executive’s own behalf a... | Label: Authority |
55976e24-c330-4e9d-8789-a973781e1547 | Clause:
This Agreement shall be governed by, and construed in accordance with, the laws of the State of Delaware without regard to conflict-of-laws rules.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbit... | Label: Governing Laws |
03e30b2d-4e90-4ab9-8adc-f0bf44d9cd4f | Clause:
The Company shall cooperate in good faith with the Indemnitee and use its best efforts to ensure that, to the fullest extent permitted by applicable law, the Bylaws and the terms of this Agreement, the Indemnitee is indemnified and/or reimbursed for Expenses described herein and receives the Expense Advance.
T... | Label: Cooperation |
89025b2b-add4-432e-a729-6ba65863c698 | Clause:
This Agreement and the rights and obligations hereunder shall not be assignable or transferable without the prior written consent of the Company. Any instrument purporting to make an assignment in violation of this Section 9.7 shall be void and of no effect.
Task: Classify this clause into ONE of these types (... | Label: Assignments |
465f62b2-e92b-4207-8757-1785828c89df | Clause:
To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Admini... | Label: Amendments |
a436fb59-b262-4a0d-9215-3fca511f2c4f | Clause:
Schedule 4.m. attached hereto contains the following financial statements (the “ Financial Statements ”): (i) true, complete and correct copies of the balance sheets, statements of income and statements of cash flows for the years 2014, 2015 and 2016, and (ii) a true, complete and correct copy of the unaudited ... | Label: Financial Statements |
7c697e6b-392d-4716-9c97-81b06a328823 | Clause:
In the event a dispute arises concerning the performance of this Indemnity, the prevailing party in such dispute shall be awarded all reasonable costs and expenses (including reasonable attorneys’ fees) actually incurred by the prevailing party in enforcing, defending or establishing its rights hereunder.
Task... | Label: Enforcements |
018b7d04-48be-4640-9e74-f2df5ac47160 | Clause:
If any of the terms or provisions of this Plan, or awards made under this Plan, conflict with the requirements of Section 162(m) or Section 422 of the Code with respect to awards subject to or governed by Section 162(m) or Section 422 of the Code, then such terms or provisions shall be deemed inoperative to the... | Label: Severability |
a6244943-4b7a-4d10-9bdb-09d4eae9c308 | Clause:
This Agreement is, and each other Loan Document when delivered by any Loan Party will be, duly executed and delivered by each Loan Party that is a party thereto and does or will constitute the legal, valid and binding obligation of each such Loan Party enforceable against such Loan Party in accordance with its ... | Label: Enforceability |
746e4b42-9a12-4d10-9235-39ba9ab7f157 | Clause:
SUBJECT TO THE ARBITRATION PROVISIONS OF SECTION 8.16 BELOW AS TO ALL DISPUTES AND MATTERS THAT SHALL BE SUBMITTED TO ARBITRATION, AT THE OPTION OF LENDER, THIS AGREEMENT, THE REVOLVING NOTE AND THE LOAN DOCUMENTS MAY BE ENFORCED IN ANY FEDERAL COURT OR MINNESOTA STATE COURT SITTING IN MINNEAPOLIS OR ST. PAUL, ... | Label: Consent To Jurisdiction |
73204358-5cb0-4361-aebd-ce1f3d4ffe2c | Clause:
At any time prior to the Closing Date, the parties hereto may, to the extent legally allowed, (a) extend the time for the performance of any of the obligations or other acts of the other parties hereto, (b) waive any inaccuracies in the representations and warranties of the other party contained herein or in an... | Label: Waivers |
77beece4-be7e-467c-8212-9bc120887144 | Clause:
This Agreement may be executed in any number of counterparts and by different parties hereto in separate counterparts and transmitted by facsimile to the other parties, each of which when so executed and delivered by facsimile shall be deemed to be an original and all of which counterparts, taken together, shal... | Label: Counterparts |
136780bb-f143-4f26-b28f-a0e5a01cc8ca | Clause:
The Applicant shall have used reasonable best efforts to ensure that the Administrative Agent shall have received evidence in form and substance reasonably satisfactory to it that all of the requirements of Section 7.5 of this Agreement shall have been satisfied. The Applicant shall have used reasonable best ef... | Label: Insurances |
eb335d7b-d05c-4b65-923c-32659f1b9ef6 | Clause:
TRLWT Seller makes the following representations and warranties for the benefit of the Purchaser, the Administrative Agent, the Collateral Agent and the Lenders, on which the Purchaser relies in acquiring the Railcars, related Leases and Related Assets Conveyed by TRLWT Seller hereunder. Such representations ar... | Label: Representations |
6171899d-437c-4220-82d2-4c212d156238 | Clause:
The provisions of this Plan shall bind and inure to the benefit of each Participating Employer and its successors and assigns. The term successors as used herein shall include any corporate or other business entity which shall, whether by merger, consolidation, purchase or otherwise acquire all or substantially... | Label: Successors |
36ea6a03-41f6-442b-8ae5-e88487b20849 | Clause:
The provisions of this Guaranty Agreement are independent of and separable from each other. If any provision hereof shall for any reason be held invalid or unenforceable, such invalidity or unenforceability shall not affect the validity or enforceability of any other provision hereof, but this Guaranty Agreemen... | Label: Severability |
0dc8141e-19d6-4d5e-bbc2-ebbccffb422f | Clause:
This Eighth Amendment will become effective only upon its full execution and delivery by Landlord and Tenant. This Eighth Amendment contains the parties’ entire agreement regarding the subject matter covered herein, and supersedes all prior correspondence, negotiations, and agreements, if any, whether oral or w... | Label: Entire Agreements |
7cea8716-8f8f-4ab4-9312-39f2a8414887 | Clause:
This Agreement will be governed by and construed in accordance with the law of the State of New York applicable to contracts made and to be performed entirely within that State.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Ap... | Label: Governing Laws |
5f7d6553-af9d-460b-9d22-4b76deea5b1b | Clause:
The validity, construction, and effect of the Plan and any rules and regulations relating to the Plan and any Award shall be determined in accordance with the laws of the State of New York, without regard to its conflicts of laws principles.
Task: Classify this clause into ONE of these types (exactly one label... | Label: Governing Laws |
2c081508-2e14-45cf-9cc6-fbe0d24049dd | Clause:
This Agreement shall not be assigned or delegated by any of the parties hereto (whether by operation of Law or otherwise) without the prior written consent of the other parties hereto, except this Agreement shall be assignable without any consent to a permitted transferee under Section 8(a) . Any assignment in ... | Label: Assignments |
bcecd47a-f9c9-4efa-b8d8-c73b332d6e7a | Clause:
This letter agreement and Exhibit A constitute the complete agreement between you and NVIDIA, contains all of the terms of your employment with NVIDIA and supersedes any prior agreements, representations or understandings (whether written, oral or implied) between you and NVIDIA. This letter agreement may not b... | Label: Entire Agreements |
38a41137-e669-4697-b7f4-1572a0ce3583 | Clause:
The Company will not, nor will it permit any Subsidiary to, sell or transfer any property in order to concurrently or subsequently lease as lessee such or similar property unless (i) the related sale is permitted under Section 7.3(C) , (ii) any related Investment is permitted under Section 7.3(E) , (iii) no Def... | Label: Sales |
13a647ad-521f-486b-b403-71cb4521e8ec | Clause:
This Agreement will be governed, construed, and interpreted under the laws of the State of Florida and, where applicable, Federal law, without giving effect to principles of conflict of law thereof. Except as provided under paragraph 3 of Exhibit 2 , any dispute or controversy arising under or in connection wit... | Label: Governing Laws |
d06f026c-1338-4bea-b2cf-0a1f6aa3f395 | Clause:
Any determination by any court of competent jurisdiction of the invalidity of any provision of this Agreement that is not essential to accomplishing its purposes shall not affect the validity of any other provision of this Agreement, which shall remain in full force and effect and which shall be construed as to... | Label: Severability |
7ee2017e-73b7-4925-b34c-8987bfcfa0e8 | Clause:
Borrower hereby represents that it has dealt with no financial advisors, brokers, underwriters, placement agents, agents or finders in connection with the transactions contemplated by this Agreement. Borrower hereby agrees to indemnify, defend and hold Lender harmless from and against any and all claims, liabil... | Label: Brokers |
4d1b5654-c00a-4552-be29-ceffc348e499 | Clause:
Any mention of “Articles,” “Sections” and subsections thereof, unless stated specifically to the contrary, refers to Articles, Sections or subsections in the Plan. Headings of Articles, Sections and subsections are for convenient reference. The headings are not part of the Plan and are not to be considered in i... | Label: Construction |
d22f806d-718d-4917-92e6-391a229130b7 | Clause:
There are no actions, suits, investigations, proceedings, claims or disputes pending or, to the knowledge of any Loan Party, threatened, at law, in equity, in arbitration or before any Governmental Authority, by or against any Loan Party or any of its Subsidiaries (excluding the Excluded Subsidiary) that would ... | Label: Litigations |
5aca2ca3-29e4-4450-a3e3-2095b612668c | Clause:
This Agreement and any documents or instruments delivered pursuant hereto or in connection herewith shall be construed without regard to the identity of the person who drafted the various provisions of the same. Each and every provision of this Agreement and such other documents and instruments shall be constru... | Label: Interpretations |
9eb2abc8-8848-471f-b598-b50aaddbaecb | Clause:
If any provision of this Agreement is determined by a court of competent jurisdiction to be invalid, illegal, or unenforceable in any respect, that determination will not impair or affect the validity, legality, or enforceability of the remaining provisions, because each provision is separate, severable, and di... | Label: Severability |
3a0fd497-4251-4182-9d29-0a4291ff287c | 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 Company or any of the Company’s Affiliates or Subsidiaries) (each, a “ Participant ”) in all or a portion of such... | Label: Participations |
eec7b7e0-6a5b-4948-9f13-185f59578e1e | Clause:
Except as otherwise expressly provided in this Agreement, all expenses incurred by Seller in connection with or related to the authorization, preparation, or execution of this Agreement, and the Exhibits and Schedules hereto and thereto, and all other matters related to the Closing, including all fees and expen... | Label: Expenses |
1c0ded70-c578-4402-81e1-54a2f4e56737 | Clause:
Any provision of this Fifth Amendment that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining portions hereof or affecting the validity or enforceability of such provision in a... | Label: Severability |
cb53fa2c-aa65-4097-996c-678825691e4a | Clause:
The Loan Documents exclusively and completely state the rights and obligations of Lender and Borrower with respect to the Loan. No modification, variation, termination, discharge, abandonment or waiver of any of the provisions or conditions of the Loan Documents shall be valid unless in writing and signed by a... | Label: Entire Agreements |
0d01569f-da4e-4108-bedc-96d109af260e | Clause:
Except as otherwise provided in this Agreement, all expenses incurred by the Contributor Parties in connection with or related to the authorization, preparation or execution of this Agreement, and the Exhibits and Schedules hereto and thereto, and all other matters related to the Closing, including all fees and... | Label: Expenses |
dfd2bb75-67f8-402c-9ff9-6bba3b154d60 | Clause:
This Loan Agreement and the Other Agreements are submitted by Borrower to Agent and Lenders, for Agent’s and Lenders’ acceptance or rejection thereof, at Agent’s office in Chicago, Illinois, as an offer by Borrower to borrow monies from Agent and Lenders and shall not be binding upon Agent or Lenders or become ... | Label: Governing Laws |
c85aaac7-8c17-4ac5-94f6-710a35e6306e | Clause:
Any waiver by either Party of a breach of any provision of this Agreement shall not operate as or be construed to be a waiver of any other breach of such provision or of any breach of any other provision of this Agreement. The failure of a Party to insist upon strict adherence to any term of this Agreement on o... | Label: Waivers |
53574672-0d73-4298-86f5-04efacc9b0ee | Clause:
Neither such Initial Investor nor its Affiliates or any of their respective officers, directors, employees or agents has employed any broker or finder or incurred any liability for any financial advisory fees, brokerage fees, commissions or finder’s fees, and no broker or finder has acted directly or indirectly... | Label: Brokers |
93f5d321-40f9-480e-99ab-dea257fe63ab | Clause:
Pursuant to Section 15.3 of the Agreement, Assignor hereby assigns, transfers and conveys to Assignee all of Assignor’s right, title, interest in, and delegates to Assignee all of Assignor’s duties, undertakings, agreements, obligations and covenants under, the Agreement, and Assignee hereby accepts such assign... | Label: Assignments |
7cf4351d-ee72-4a4d-8e60-b2f53caa883f | Clause:
Set forth on Schedule 4.01(b) hereto is a complete and accurate list of all Subsidiaries of each Loan Party, showing as of the date hereof (as to each such Subsidiary) the jurisdiction of its incorporation, organization or formation, the number of shares (or the equivalent thereof) of each class of its Equity I... | Label: Subsidiaries |
576b8e43-9477-4882-8171-fedbf34de6af | Clause:
Borrower hereby waives presentment for payment, notice of nonpayment, demand, Default, dishonor, and protest.
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: Waivers |
856ad8d3-aa7a-4fe9-a6e6-4108aa475d92 | Clause:
Amendment and as further amended, restated, amended and restated, supplemented or otherwise modified from time to time.
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: Amendments |
9d427837-2704-462d-8195-5523cd8ed189 | Clause:
This Letter Agreement may not be used, circulated, quoted or otherwise referred to in any document, except with the written consent of the parties hereto; provided , that no such written consent shall be required (a) for any disclosure of the existence or terms of this Letter Agreement to a party’s Representati... | Label: Confidentiality |
79e7d3f7-73c7-41c9-bd77-ec42661c9e42 | Clause:
The information concerning Target set forth in this Agreement and the exhibits and schedules to this Agreement and any statement or certificate furnished or to be furnished to Buyer pursuant to this Agreement, does not and will not contain any untrue statement or omit to state a fact required to be stated herei... | Label: Disclosures |
d4b3e155-f5c6-443a-881e-493e6139f01d | Clause:
Either party hereto may by written notice to the other (i) extend the time for the performance of any of the obligations or other actions of the other under this. Agreement, (ii) waive compliance with any of the conditions or covenants of the other contained in this Agreement and (iii) waive or modify performa... | Label: Waivers |
e1c82ec2-c946-41bb-9766-ef10f14a401e | Clause:
A Final Arbitration Award may be enforced in any state or federal court having jurisdiction over the subject matter of the related Dispute.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration,... | Label: Enforcements |
f54a21d4-534f-4413-8f6f-b97c8c8c3dd7 | Clause:
Each Pledgor agrees that Pledgor will do such acts and things and promptly execute and deliver (and cause the Pledged Entities to promptly execute and deliver) to Agent such financing statements or additional conveyances, assignments, agreements and instruments as Agent may reasonably require to perfect and mai... | Label: Further Assurances |
a11ee43b-40e0-4f52-a3ba-a8be5480917b | Clause:
Participant acknowledges that a waiver by the Company of breach of any provision of this Award Agreement shall not operate or be construed as a waiver of any other provision of this Award Agreement, or of any subsequent breach by Participant or any other Plan participant.
Task: Classify this clause into ONE of... | Label: Waivers |
3bce9f1d-344d-4122-b65e-cd127eee279a | Clause:
The Lenders, the Joint Lead Arrangers and the Administrative Agent shall have received all fees required to be paid, and all expenses for which invoices have been presented (including the reasonable fees and expenses of legal counsel), on or before the Effective Date. All such amounts will be paid with proceeds... | Label: Fees |
26f71768-48dd-44df-b6ad-fc4f882c2b5c | Clause:
You acknowledge that you will be in a relationship of confidence and trust with Gap Inc. As a result, during your employment with Gap Inc., you will acquire “Confidential Information,” which is information (whether in electronic or any other format) that people outside Gap Inc. never see, such as unannounced pr... | Label: Confidentiality |
207e56eb-a263-44ea-b60e-02dd3daa56f9 | Clause:
Subject to the terms and conditions set forth herein, the Borrower may request the issuance of Letters of Credit in U.S. dollars for its own account or for the account of the Borrower and any of the Subsidiary Guarantors, with each Letter of Credit being in a form reasonably acceptable to the Administrative Age... | Label: General |
1165cda7-4a11-4885-af77-8136c95f777c | Clause:
Subject to Sections 4 and 5 below and the provisions of the Guide and the Plan, amounts payable with respect to the Award will be payable in cash to the Participant following the determination of the Company’s performance, the calculation of the Award pursuant to Schedule A, and approval by the Committee (or th... | Label: Payments |
d4609464-8553-4b3b-9ec3-f6c780e4408d | Clause:
The terms and provisions of the Plan (a copy of which will be furnished to the Employee upon written request to the Office of the Secretary, Philip Morris International Inc., 120 Park Avenue, New York, New York 10017) are incorporated herein by reference. To the extent any provision of this Award is inconsisten... | Label: Definitions |
71acedf7-3eec-4d20-9777-7e86f97b49a6 | Clause:
The respective terms and provisions of the Plan shall be construed, whenever possible, to be in conformity with the requirements of ERISA, or any subsequent laws or amendments thereto. To the extent not in conflict with the preceding sentence or another provision in the Plan, the construction and administration... | Label: Construction |
6b59f0c6-3f74-4260-a082-1b7dbd4acea3 | Clause:
Any provision of this Assignment and Consent which is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jur... | Label: Severability |
3e5ffded-e872-4fb4-a408-f635093bf0ec | Clause:
Any and all notices or other communications or deliveries to be provided by the Holder hereunder, including, without limitation, any Notice of Conversion, shall be in writing and delivered personally, by facsimile, or sent by a nationally recognized overnight courier service, addressed to the Company, at the ad... | Label: Notices |
f499c185-7b62-47a0-80d6-ee9b96ff0e08 | Clause:
This agreement shall be binding on all persons entitled to distributions hereunder and their respective heirs and legal representatives, and on the trustee and its successors.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Appl... | Label: Successors |
7d73920a-a070-4229-ba21-3d7e8c6caa58 | Clause:
This Amendment may be signed in counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Appr... | Label: Counterparts |
45b66d3e-cd57-4695-9ebd-fca581256f17 | Clause:
Each Principal will indemnify the Company from any actions, which shall arise from any harassment suits, whether they have occurred prior to or after this agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Law... | Label: Indemnifications |
1f7b26a7-2fe4-4ab5-8306-7d32df546400 | Clause:
Each of the parties hereto shall hold, and shall cause its Representatives to hold, in confidence all documents and information furnished to it by or on behalf of any other party to this Agreement in connection with the transactions contemplated hereby pursuant to the terms of the Mutual Non-Disclosure Agreemen... | Label: Confidentiality |
1fd642a6-bfb8-494f-9757-6bb87af699f2 | Clause:
This Agreement has been duly executed and delivered by the Company and, assuming the due execution and delivery of this Agreement by Seller, constitutes a legal, valid and binding obligation of the Company, enforceable against the Company in accordance with its terms, except as limited by applicable bankruptcy,... | Label: Authorizations |
825fa877-2332-4453-846e-bb9e12340d61 | Clause:
This Guaranty may be executed in one or more counterparts and by facsimile transmission or electronic signature and when signed by all of the parties listed below shall constitute a single binding agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendm... | Label: Counterparts |
fb0c6cbf-8c89-42a7-9a5e-c37d2223e929 | Clause:
Parent will, and will cause each of the Subsidiaries to, comply with all laws, rules, regulations and orders of any Governmental Authority applicable to it or its property, except where the failure to do so individually or in the aggregate, would not reasonably be expected to result in a Material Adverse Effect... | Label: Compliance With Laws |
471b0466-4751-4762-9dc4-d3ee70e4038a | Clause:
Seller has all requisite power and authority to execute and deliver, and to perform all of its obligations under, this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignmen... | Label: Authority |
65211cd4-b00b-406b-a43c-705041efe3a5 | Clause:
The parties hereto shall keep strictly confidential any and all proprietary, technical, business, marketing, sales and other information disclosed to another party hereto in connection with the performance of this Agreement (the “ Confidential Information ”), and shall not disclose the same or any part thereof ... | Label: Confidentiality |
d6b28859-9e78-41e8-9cb5-2e5e4b707a87 | Clause:
By executing this Letter, Parent confirms that it will bear the reasonable legal fees and other out-of-pocket expenses of Atalaya and the Lenders with respect to the transaction.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, A... | Label: Fees |
9adf2544-5f84-46a9-9f06-5fde4e544628 | Clause:
All obligations and liabilities of Landlord or Tenant to the other which accrued before the expiration or other termination of this Lease and all such obligations and liabilities which by their nature or under the circumstances can only be, or by the provisions of this Lease may be, performed after such expirat... | Label: Survival |
5547f4c2-f45d-4c8a-acd3-1cfff0b7c110 | Clause:
No provision of this Agreement may be waived except by a written instrument signed by the Party against whom the waiver is to be effective; provided , that any such waiver by the Company shall require a Company Independent Approval. Any agreement on the part of a Party to any such waiver shall be valid only if ... | Label: Waivers |
55840e43-797e-411f-9ed0-d47778f9b414 | Clause:
This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, and all of which, taken together, shall constitute one and the same instrument. This Agreement was negotiated by the parties hereto, each of which had the opportunity to engage legal counsel, and any rule of cons... | Label: Miscellaneous |
4e39e9a0-0d8b-4478-b760-795af61d8840 | Clause:
The initial term of employment under this Agreement shall be for the period commencing on the effective date of the Prior Agreement (the “ Commencement Date ”) and ending on the fifth anniversary of the Commencement Date; provided , however , that thereafter this Agreement shall be automatically renewed from ye... | Label: Terms |
36e66a6e-4ee0-44dd-8aa8-e17e98848611 | Clause:
Each Borrower and Subsidiary owns or has the lawful right to use all intellectual and similar property necessary for the conduct of its business, without conflict with any rights of others. There is no pending or, to Borrower’s knowledge, threatened claim with respect to Borrower or any of its Property (includi... | Label: Intellectual Property |
c50c3fed-c0f0-498f-bcfe-060e4b0e15fc | Clause:
The Company has the requisite corporate power and authority to enter into and perform its obligations under this Agreement and the other Transaction Documents. The execution and delivery of this Agreement, the other Transaction Documents and Warrants by the Company and the consummation by it of the transactions... | Label: Authority |
d313b67c-c99e-4d83-b2f3-869256086fd0 | Clause:
The Borrower shall make mandatory principal prepayments of the Loans in the manner set forth in clause (v) below in an amount equal to one hundred percent (100%) of the aggregate Net Cash Proceeds in excess of $1,000,000 per incident from any Insurance and Condemnation Event by any Credit Party or any of its Su... | Label: Insurances |
6b613eee-ab92-4f50-af6f-8ded03ac0c10 | Clause:
The Borrowers agree and acknowledge that the additional interest and fees that may be charged under Section 4.2 are (a) an inducement to the Lenders to make Advances and to the Letter of Credit Issuer to cause Letters of Credit to be issued hereunder and that the Lenders and the Agent would not consummate the t... | Label: Interests |
8dda5f75-3bc7-4331-b4fd-b9fdcd4c60f3 | Clause:
The Executive shall report to the Company’s Board of Directors (the “ Board ”) and be subject to the lawful direction of the Board. The Executive agrees to perform to the best of his ability, experience and talent those acts and duties, consistent with the position of Chief Executive Officer as the Board shall ... | Label: Duties |
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