id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
999ca322-1cbf-412f-b04e-8dd12ba9d182 | Clause:
At no time during the Post-Termination Period shall you, directly or indirectly, disparage the Company Group or any of the Company Group’s past or present employees, directors, products or services. At no time during the Post-Termination Period shall any executive officers of the Company Group, directly or ind... | Label: Non-Disparagement |
f4077b52-b109-4f81-8848-7b7bad1251b7 | Clause:
From time to time, at the request of Parent and without further consideration, each WLR Party shall execute and deliver such additional documents and take all such further action as may be necessary to consummate and make effective the voting and support commitments contemplated by this Agreement and the obliga... | Label: Further Assurances |
53a161ab-1fce-4098-9033-06becdcf812b | Clause:
This Agreement, and all of Executive’s rights and duties hereunder, shall not be assignable or delegable by Executive. Any purported assignment or delegation by Executive in violation of the foregoing shall be null and void ab initio and of no force and effect. This Agreement shall be assigned by the Company to... | Label: Assignments |
d1d6c8d5-719e-475a-9f88-5ed6798c3044 | Clause:
To confirm the intended scope of the term Additional Product Transaction, the Parties acknowledge and agree that Additional Product Transactions apply only to quantities of Products held in the Storage Facilities and not to any other transactions involving fuels to which Macquarie may be a party or to any trans... | Label: Definitions |
691088ab-997b-490e-86d8-caa204353737 | Clause:
There is no action, suit, proceeding or investigation pending or, to the Knowledge of the Company, threatened against, nor any outstanding judgment, order or decree against, the Company or any of its Subsidiaries before or by any Governmental Entity which in the aggregate have, or if adversely determined, would... | Label: Litigations |
a8cd4d92-3e78-4c90-919e-874a4d463e75 | Clause:
(a) None of Mortgage Borrower, Mezzanine A Borrower, Mezzanine B Borrower, Borrower nor Guarantor shall engage in any transaction which would cause any obligation, or action taken or to be taken, hereunder (including but not limited to the exercise by Administrative Agent or Collateral Agent of any of its respe... | Label: Erisa |
f6366dcd-7d6c-4b03-8c5c-c1e1ada6ed4a | Clause:
Headings in this Agreement are used solely for the convenience of the parties and shall not be deemed to be a limitation upon or descriptive of the contents of any Section hereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, ... | Label: Headings |
ff2c446a-c358-43b8-a3e8-276998f8f972 | Clause:
The royalty and other payments set forth in this Agreement shall, if overdue, bear interest until payment at **** or the maximum amount permitted under law, whichever is less. The acceptance of the payment of such interest shall not foreclose Children’s from exercising any other rights or remedies it may have.... | Label: Interests |
5b140339-544d-4ffc-bf9a-fbea971f4ee4 | Clause:
Key Employee will refrain from making statements that criticize, disparage or ridicule the Gevo Parties (which, for purposes of this Section 6(c) , shall include their directors, agents, officers, employees, members, or assigns) or that are detrimental to the reputation or image of any Gevo Party. Key Employe... | Label: Non-Disparagement |
6b875d65-53c8-4da2-b5ce-2c79f03de642 | Clause:
The representations and warranties contained in Article III, the respective agreements and rights of the Company and the Purchasers set forth in Article IV and this Article V shall survive the Closing and the delivery of the Securities.
Task: Classify this clause into ONE of these types (exactly one label):
Ad... | Label: Survival |
182b5fc2-e075-4a08-9ef8-5a4689ab967d | Clause:
On a semi-annual basis at a meeting of the JIPC, (a) Jazz shall disclose to ImmunoGen the making, conception or reduction to practice by or on behalf of Jazz of any Joint Product Technology and ADC Platform Improvements, and (b) ImmunoGen shall disclose to Jazz the making, conception and reduction to practice b... | Label: Disclosures |
b3010ddb-5051-4752-9f82-f51ce228eb9b | Clause:
Except as set forth on the Information Certificate, (a) there is no investigation by any Governmental Authority pending, or to the best of such Loan Party’s knowledge threatened, against or affecting such Loan Party, its assets or business and (b) there is no action, suit, proceeding or claim by any Person pend... | Label: Litigations |
e03e4092-d79e-44f3-96d2-e646809e1bd5 | Clause:
You are appointed to the position of President-European Division and will report to the Executive Vice-President and Chief Operating Officer of Crown, who will determine your duties and responsibilities, as well as your specific objectives to be achieved.
Task: Classify this clause into ONE of these types (exa... | Label: Positions |
44fd9840-2c56-43a0-8926-3afead3bf082 | Clause:
Each party will indemnify, defend and hold the other harmless from and against any and all costs, liabilities, losses, and expenses (including, but not limited to, reasonable attorneys fees) (collectively, “ Losses ”) resulting from any claim, suit, action, or proceeding (each, an “ Action ”) brought by any thi... | Label: Indemnifications |
267df495-3e0d-49b4-85d1-3648b47c5a59 | Clause:
There has not been committed by any Borrower Party or any Operator, any other person in occupancy of or involved with the operation or use of the Project any act or omission affording the federal government or any state or local government the right of forfeiture as against the Project or any part thereof or an... | Label: Forfeitures |
2cf6f3d9-4ed7-492b-8e94-b3f385554d15 | Clause:
All agreements, representations and warranties made herein and in every other Financing Document shall survive the execution and delivery of this Agreement and the other Financing Documents and the other Operative Documents. The provisions of Section 2.10 and Articles 11 and 12 shall survive the payment of the ... | Label: Survival |
1de2bad6-ef0d-4c3e-a433-2cbc42952b0a | Clause:
Bank agrees that it will not disclose without the prior consent of the Borrower (other than to its employees, its Subsidiaries, or to its auditors, counsel or representatives) any information with respect to the Credit Parties which is furnished pursuant to this Agreement or any of the other Loan Documents; pro... | Label: Confidentiality |
2b8dd185-9331-441f-8a94-8ed5c436240d | Clause:
Each Loan Party maintains the insurance and required services and financial assurance as required by law and as required by Section 7.01(h). Schedule 6.01(r) sets forth a list of all insurance maintained by each Loan Party on the Effective Date.
Task: Classify this clause into ONE of these types (exactly one l... | Label: Insurances |
0ba37193-068a-4594-afa3-574d855094bd | Clause:
Neither the Company nor any of its Subsidiaries or Affiliates, nor any Person acting on its or their behalf, has engaged in any form of general solicitation or general advertising (within the meaning of Regulation D) in connection with the offer or sale of the Common Shares. The Company shall be responsible for... | Label: Fees |
f85dea73-7260-49e0-b4a1-43133fcd327b | Clause:
The financial statements attached hereto fairly and accurately present the consolidated financial condition, results of operations and cash flows of Guarantor (and its Subsidiaries, on a consolidated basis), in accordance with GAAP, consistently applied, as at the end of, and for, the date hereof (subject to no... | Label: Financial Statements |
fc92545e-25db-49b6-939d-f1028c650d56 | Clause:
The indemnity in this Agreement is intended to be operable under 42 U.S.C. 9607(e)(1), and any successor section thereof, and shall survive the foreclosure, release or reconveyance of the Security Instrument, whether by payment of the Loan or any deed-in-lieu of foreclosure of the Property and shall thereafter ... | Label: Survival |
57ff462e-f8bf-45da-8adc-03fd00d6facd | Clause:
No Person will have, as a result of the transactions contemplated by the Transaction Documents, any valid right, interest or claim against or upon the Company, any Subsidiary thereof or any Investor for any commission, fee or other compensation pursuant to any agreement, arrangement or understanding entered int... | Label: Brokers |
c7ae404d-732f-4616-ade9-4b0b5bb749aa | Clause:
Except as would not, individually or in the aggregate, constitute a Material Adverse Effect, (a) each of the Partnership Entities has prepared and timely filed (taking into account any extension of time within which to file) all Tax Returns required to be filed by any of them and all such filed Tax Returns are ... | Label: Taxes |
466d4b6a-352b-4ac7-9a37-ccdc9ef1bac4 | Clause:
All notices required or permitted hereunder shall be in writing and shall be served on the parties at the addresses set forth in Section 1.3 . Any such notices shall, unless otherwise provided herein, be given or served (a) by depositing the same in the United States mail, postage paid, certified and addressed ... | Label: Notices |
7e518571-ab97-4069-88d5-9f29d428fa29 | Clause:
It is understood and agreed by each of the Parties that money damages would not be a sufficient remedy for any breach of this Agreement by any Party and each non-breaching Party shall be entitled to seek specific performance and injunctive or other equitable relief as a remedy of any such breach and no bond sha... | Label: Specific Performance |
08a332fe-5461-466d-a176-71773d2d170d | Clause:
If any provision of this Agreement is invalid, illegal or incapable of being enforced by any rule of applicable Law, or public policy, all 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 transactions contempla... | Label: Severability |
3417f9a7-91b9-4cf4-b4f7-5651b3c78230 | Clause:
Executive acknowledges and agrees that all nonpublic information concerning the business of the Company or any of its affiliates including without limitation, nonpublic information relating to it or its affiliates’ products, customer lists, pricing, trade secrets, patents, business methods and cost data, busine... | Label: Confidentiality |
b46766e4-3e82-4d49-970a-7f5abd0162b6 | Clause:
If Executive’s employment is terminated for any reason under this Agreement, Executive will, immediately upon Executive’s Termination Date, be deemed to have resigned from (a) if a member, the Board as well as the board of directors of any GLDD Entity (as defined below) or any other board to which Executive has... | Label: Positions |
452c9cfa-3d14-4d13-a3c2-99c750ffbf65 | Clause:
This Agreement may be amended only by an instrument in writing executed by Producer and Gatherer and expressly identified as an amendment or modification.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approval... | Label: Amendments |
7115fbdf-6554-4a5a-96d0-6e437d0fa6a0 | Clause:
Each of the Parties hereto acknowledges that (a) it or the Executive has read this Agreement in its entirety and understands all of its terms and conditions, (b) it or the Executive has had the opportunity to consult with any individuals of its or the Executive’s choice regarding its or the Executive’s agreemen... | Label: No Conflicts |
19df14d7-4bb5-40c4-b614-b16cb581cfe1 | Clause:
Notwithstanding the foregoing, if Grantee ceases to be a Service Provider prior to the Settlement Date as a result of Grantee’s Disability, Grantee’s PSUs shall become fully vested at the end of the Performance Period based on the number of PSUs that would have been actually earned due to the achievement of one... | Label: Disability |
b14f024f-b341-4e78-b76c-a9e15f1875aa | Clause:
Indemnitor’s liability hereunder shall, without however limiting the indemnity provided in the preceding paragraph, extend to and include all reasonable costs, expenses and attorneys’ fees incurred or sustained by Indemnitee in making any investigation on account of any such claim, demand, loss, liability, cost... | Label: Costs |
fdd141d9-8542-4514-bcc3-ba54feba8d0d | Clause:
No waiver of any term, covenant or condition of this Agreement shall be binding unless executed in writing by the party entitled to the benefit of such term, covenant or condition. The waiver of any breach or default of any term, covenant or condition contained in this Agreement shall not be deemed to be a waiv... | Label: Remedies |
ccadb5e1-6c75-4ff7-8b15-3d873711e889 | Clause:
The Committee shall have the full power and authority provided by delegation by the Board, subject to the terms of the Plan, and subject to such orders or resolutions not inconsistent with the provisions of the Plan as may from time to time be adopted by the Board. Such power and authority shall include, but no... | Label: Interpretations |
99e271a8-f2b3-4fdb-806f-85baec1ae836 | Clause:
LICENSEE AGREES TO USE THE ROOF AT ITS OWN RISK AND HEREBY RELEASES LICENSOR AND ITS AGENTS FROM ALL CLAIMS FOR ANY DAMAGE OR INJURY TO PERSONS OR PROPERTY SUSTAINED BY LICENSEE OR ANY PERSON CLAIMING THROUGH LICENSEE RESULTING FROM AN ACCIDENT OR OCCURRENCE IN, ON OR ABOUT THE ROOF, UNLESS RESULTING SOLELY FRO... | Label: Indemnity |
61f68044-08e5-4713-9829-0856468a09f0 | Clause:
If any term, provision, covenant or restriction of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the terms, provisions, covenants and restrictions of this Agreement will remain in full force and effect and will in no way be affected, impaired ... | Label: Severability |
8ba432a6-5e00-4a0d-9796-44f60992d536 | Clause:
Employees at the Senior Vice President level and above who are designated for participation in the Plan by the Committee from time to time shall participate in the Plan (collectively, the “ Participants ”).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendme... | Label: Participations |
a00298b5-021d-41f7-be1e-715f8c0ce867 | Clause:
During the period of his employment hereunder, Executive agrees to serve the Company, and the Employer shall employ Executive, as Executive Vice President of Global PVA & Chief Marketing Officer. If appointed or elected, Executive also shall serve as an officer, director and/or manager of one or more of the Emp... | Label: Positions |
321692a4-c782-4aed-a870-fb3602496092 | Clause:
This Separation Agreement, together with any agreements between you and the Company governing your restricted stock units and stock options (the “Equity Documents”), including the new stock options contemplated by this Separation Agreement, your Employee Noncompetition, Confidentiality and Inventions Agreement ... | Label: Entire Agreements |
c0832b49-f148-4fbd-a837-01452d08abe4 | Clause:
As of the Effective Date, each of Holdings and its Subsidiaries, on a consolidated basis, after giving effect to the Transactions and the incurrence of all Indebtedness and obligations being incurred in connection herewith and therewith and the other transactions contemplated hereby and thereby, will be and wil... | Label: Solvency |
548af183-2dc2-4477-8761-6e93482c9fe6 | Clause:
No Protected Partner shall assign this Agreement or its rights hereunder to any Person without the prior written consent of the Partnership, which consent shall not be unreasonably withheld, conditioned or delayed, provided that any such assignment undertaken without such consent shall be null and void. For the... | Label: Assignments |
e4627f59-e44a-42b6-9b84-a0c06225776a | Clause:
As of the Effective Date, neither the Confidential Information Memorandum nor any of the other reports, financial statements, certificates or other written information furnished by or on behalf of the Company or any Subsidiary to the Administrative Agent, the Arrangers or any Lender in connection with the negot... | Label: Disclosures |
dcc88a73-75a4-4283-910b-93f1a7143ed2 | Clause:
This Agreement shall be governed by and construed in accordance with the laws of the State of California, without giving effect to any choice of law or conflicting provision or rule (whether of the State of California or any other jurisdiction) that would cause the laws of any jurisdiction other than the State ... | Label: Governing Laws |
44f44c6d-f2d1-43c8-9213-cd0574c0f9d5 | Clause:
The respective representations and warranties of SuckerPunch and the Principal Shareholder contained in this Agreement shall be true and correct in all material respects, and there shall be delivered by SuckerPunch on the Closing Date a certificate executed by the Chief Executive Officer of SuckerPunch to that ... | Label: Warranties |
8ba98c92-f461-40ad-a8e2-995247736904 | Clause:
Other than as set forth on Schedule 4.1.4 attached hereto, there are no actions, suits or proceedings at law or in equity by or before any Governmental Authority or other agency now pending or, to Borrower’s Knowledge, threatened against or affecting Borrower, Mezzanine B Borrower , Mezzanine A Borrower, Mortg... | Label: Litigations |
40e786fc-b71b-4ab9-9a68-3c3a603ab17b | Clause:
Mortgagor acknowledges and agrees that any obligations and liabilities of Mortgagor arising under this Mortgage shall be deemed to constitute both (1) Obligations under the Credit Agreement, and (2) Liabilities under this Mortgage. Without limiting any indemnification that Mortgagor has granted in the Credit Ag... | Label: Indemnifications |
4b86844c-4da8-4691-9d64-e23871e7f82e | Clause:
Borrower will cause each of its Servicers, if any, to keep in force throughout the term of this Agreement (i) a policy or policies of insurance covering errors and omissions for failure to maintain insurance as required by this Agreement and (ii) a fidelity bond. Each such policy and fidelity bond shall be in ... | Label: Insurances |
83f25119-9941-4430-8ab5-0db9e323c2da | Clause:
(a) Each of the Parent and the Borrower will, and will cause each Subsidiary Loan Party to, execute any and all further documents, financing statements, agreements and instruments, and take all such further actions (including the filing and recording of financing statements, fixture filings, mortgages, deeds o... | Label: Further Assurances |
8a21c094-e12c-4db5-9dfe-1b04ff68bfeb | Clause:
The Company intends that the payments and benefits provided under the Agreement shall either be exempt from the application of, or comply with, the requirements of Code Section 409A. The Agreement shall be construed in a manner that affects the Company’s intent to be exempt from or comply with Code Section 409A... | Label: General |
6ac24928-5a45-49b1-b5f0-117a50708e45 | Clause:
The Agreement shall be governed by and construed in accordance with the laws of the State of New Jersey.
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, A... | Label: Governing Laws |
e54ed6d6-5c4e-46d5-b2f5-55e017414026 | Clause:
All questions concerning the construction, validity, and interpretation of this Agreement and the performance of the obligations imposed by this Agreement shall be governed by the internal laws of the State of Minnesota applicable to agreements made and wholly to be performed in such state without regard to con... | Label: Applicable Laws |
7727b6ec-6fa0-4fbd-9e84-126198089361 | Clause:
This Agreement together with the Plan supersede any and all other prior understandings and agreements, either oral or in writing, between the parties with respect to the subject matter hereof and constitute the sole and only agreements between the parties with respect to the said subject matter. All prior nego... | Label: Entire Agreements |
01228013-c5e3-4bc0-94a1-84b3e7f8f0d9 | Clause:
The Restricted Stock Units are restricted in that they may not be sold, transferred or otherwise alienated or hypothecated until these restrictions are removed or expire as contemplated in Section 6 or 7 of this Agreement and Stock is issued to you as described in Section 5 of this Agreement. The Restricted St... | Label: Forfeitures |
eeb38f07-8f7c-4fe9-ac6f-3214ae8dfc8b | Clause:
The Borrower is duly organized and validly existing as a corporation in good standing under the laws of the State of California, with power and authority to own its properties and to conduct its business as such properties are currently owned and such business is presently conducted. Each Subsidiary is duly org... | Label: Organizations |
a2d6bc28-588c-4385-b718-3d21869c9cd0 | Clause:
This Agreement shall be governed by and construed in accordance with the domestic substantive laws of the State of Delaware without giving effect to any choice or conflict of laws provision or rule that would cause the application of the domestic substantive laws of any other jurisdiction.
Task: Classify this ... | Label: Governing Laws |
90bcb9d3-2214-4086-b237-740bf1446377 | Clause:
There is no suit, action, demand, proceeding, lawsuit or other litigation by any person or Governmental Authority pending or, to Buyer’s knowledge, threatened against Buyer that impedes or is likely to impede Buyer’s ability to consummate the transactions contemplated by this Agreement and to assume the liabili... | Label: Litigations |
f3df5456-6878-43e5-9a07-fae39f805ee4 | Clause:
Neither this Agreement nor any other document, certificate or statement furnished to the Agent or any Lender by or on behalf of the Borrowers in connection herewith, when taken together with all other written information furnished, contains any untrue statement of a material fact or omits to state a material fa... | Label: Disclosures |
41904c44-c5c8-426a-9e38-8891a6ddf7cf | Clause:
Executive shall perform such duties as are required by the Company’s President and Chief Executive Officer, to whom Executive will report. Executive’s primary work location shall be the Company’s offices in Austin, Texas; however, Executive is expected to travel frequently and shall perform her duties in other... | Label: Duties |
7c923b71-ab7e-4a2f-b9a5-cf265123fc39 | Clause:
All notices, requests, demands and other communications (collectively, “ Notices ”) given pursuant to this Agreement shall be in writing, and shall be delivered by personal service, courier, facsimile transmission, email or by United States first class, registered or certified mail, postage prepaid, addressed: ... | Label: Notices |
8a089e24-2c41-4c95-9fe2-46e70f394611 | Clause:
This Agreement may be terminated by any Purchaser, as to such Purchaser’s obligations hereunder only and without any effect whatsoever on the obligations between the Company and the other Purchasers, by written notice to the other parties, if the Closing has not been consummated on or before May 15, 2017; provi... | Label: Terminations |
25d26241-be9f-4d72-a890-00a6430e5159 | Clause:
If any provision of this Refinancing Amendment is held to be illegal, invalid or unenforceable, the legality, validity and enforceability of the remaining provisions of this Refinancing Amendment shall not be affected or impaired thereby. The invalidity of a provision in a particular jurisdiction shall not inva... | Label: Severability |
7b985caa-225a-4793-a747-8cf8dd17c1e3 | Clause:
This Amendment shall become effective as of the date first above written (the “ Amendment Effective Date ”) when (a) the Administrative Agent shall have received counterparts of this Amendment that, when taken together, bear the signatures of the Company, the Borrowing Subsidiaries and the Required Lenders and ... | Label: Effectiveness |
818106e7-21db-4c63-80a6-fac814656a55 | Clause:
From and following the Date of Termination, Executive agrees not to make negative comments or otherwise disparage the Company or any of its controlled affiliates, or any of their directors or officers at a level of Vice President or above, in any manner reasonably likely to be harmful to them or their business,... | Label: Non-Disparagement |
f149f0f2-3e24-4443-8007-e26a6cfa1874 | Clause:
Delivery of and payment for the Securities shall be made at 10:00 A.M., New York City time, on September 20, 2017, which date and time may be postponed by not more than three Business Days by agreement between the Representative and the Company or as provided in Section 9 hereof (such date and time of delivery ... | Label: Payments |
7e4cd71c-5f40-47e1-b05d-37d41e26ef48 | Clause:
The Executive shall be entitled to prompt reimbursement by the Company for all reasonable ordinary and necessary travel, entertainment, and other expenses incurred by the Executive while employed (in accordance with the policies and procedures established by the Company for its senior executive officers) in the... | Label: Expenses |
a47e297b-fb65-4134-b9f9-9c2723910e77 | Clause:
So long as the Borrower shall have any obligation under this Note, the Borrower shall maintain and preserve, and cause each of its Subsidiaries to maintain and preserve, its existence, rights and privileges, and become or remain, and cause each of its Subsidiaries (other than dormant Subsidiaries that have no o... | Label: Existence |
c775aa4a-67ea-40fb-beb4-9bd7733d8317 | Clause:
In reliance upon the representations and warranties of each Loan Party set forth in Section 7 below and subject to the satisfaction of the conditions to effectiveness set forth in Section 6 below, Agent and the Lenders hereby consent to the Requested Extension, effective as of the original due date for delivery... | Label: Consents |
57fd4bb1-7ca6-49fa-bd10-4b77c933b1ed | Clause:
The Company and Executive agree that any dispute or controversy arising under or in connection with this Agreement shall be settled, exclusively by arbitration, conducted before a panel of three arbitrators in the State of New York, in accordance with the rules of the American Arbitration Association (“AAA”) th... | Label: Arbitration |
37b81a11-8d02-4bd2-8e40-4f8e18e53459 | Clause:
This Guaranty may be executed in several counterparts, and/or by the execution of counterpart signature pages that may be attached to one (1) or more counterparts of this Guaranty, and all so executed shall constitute one (1) agreement binding on all of the Parties, notwithstanding that all of the Parties are n... | Label: Counterparts |
603ac945-fe59-486c-8ea1-65e31f6801cc | Clause:
All payments described herein or in the Participation Agreement shall be reduced by applicable withholdings and paid pursuant to the Company’s ordinary payroll practices. No interest shall accrue on any such payments.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreemen... | Label: Tax Withholdings |
a8a9b744-5b72-4576-91f3-13c01b7dd814 | Clause:
The proceeds of the Loans will be used by such Borrower for its general corporate purposes, which shall include, but shall not be limited to, any purchase or other acquisition of all or a portion of the debt or stock or other evidences of ownership of such Borrower or the assets or stock or other evidences of o... | Label: Use Of Proceeds |
e444f409-f100-4e99-a0d2-bd7d8c65ef63 | Clause:
The term of this Agreement shall end March 31, 2018 (“Term”), unless otherwise terminated pursuant to Sections 8, 9, 10, 11 or 12 hereof. The Term shall be automatically extended from month to month, for up to six (6) months, unless the Company gives written notice to Employee at least one month prior to the ex... | Label: Terms |
c0873e73-624a-42a4-b0ee-3d37d4e7fad9 | Clause:
The Lead Arrangers and Administrative Agent shall have received all fees and other amounts due and payable on or prior to the Amendment No. 3 Effective Date, including, to the extent invoiced, reimbursement or payment of all out-of-pocket expenses (including the reasonable fees, charges and disbursements of Cah... | Label: Fees |
bc9732a8-6ad3-4490-b30f-1f79cbfd687c | Clause:
This Agreement shall in all respects be construed in accordance with and governed by the substantive laws of the State of New York, without reference to its conflicts of law rules. Each party hereby irrevocably submits to the exclusive jurisdiction of the courts sitting in Chicago, Illinois, and agrees to appea... | Label: Applicable Laws |
9a1179fd-8ccc-4c28-84ea-4410a4071310 | Clause:
The Administrator will determine the extent to which the Participant will have the right to receive Cash-Based Awards or Other Stock-Based Awards following termination of the Participant’s status as a Service Provider. Such provisions will be determined in the sole discretion of the Administrator, may be includ... | Label: Terminations |
e8740bb4-5fc1-4600-b0a9-423b716f9ce6 | Clause:
THIS AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF DELAWARE.
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 |
73cd631d-ddb9-4630-9fb1-752f3a6906ab | Clause:
This Agreement shall be governed by and construed in accordance with the laws of the State of Texas without giving effect to its conflict of law principles. If any provision of this Agreement is determined by a court of law to be illegal or unenforceable, then such provision will be enforced to the maximum exte... | Label: Governing Laws |
2f155fd7-b6ec-4974-9de0-208e69130867 | Clause:
Use the proceeds of the Loans only for those purposes set forth in Section 3.16.
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 Sala... | Label: Use Of Proceeds |
acd26107-d964-4d92-8182-c0a6fa33bdd5 | Clause:
This Agreement, together with any contemporaneous written agreements that relate to the offering of the Securities, represents the entire agreement between the Company and the Guarantors on the one hand, and the Initial Purchasers, on the other hand, with respect to the preparation of the Preliminary Offering M... | Label: Entire Agreements |
ca311b59-9d2c-4cc9-bfd3-d91534e6791a | Clause:
This Rescission Agreement represents the entire agreement between the Parties relating to the subject matter hereof and supersedes any prior oral or written agreements or undertakings between the Parties to such matters. This Rescission Agreement alone fully and completely expresses the agreement of the Parties... | Label: Entire Agreements |
f58852e7-dafb-436f-b684-355214a6c63f | Clause:
The Company shall have the right to require a person entitled to receive the Restricted Stock to pay the Company the amount of any taxes which the Company is or will be required to withhold with respect to such Restricted Stock (either upon vesting or upon the filing of any election under Section 83(b) of the C... | Label: Taxes |
804cc592-948e-44d2-8fb2-c01484858a22 | Clause:
The Borrower maintains, and has caused each Subsidiary to maintain, with financially sound and reputable insurance companies, insurance on all their real and personal property in such amounts, subject to such deductibles and self-insurance retentions and covering such properties and risks as are adequate and cu... | Label: Insurances |
8442825e-2f0b-4794-95ad-282ac5687e21 | Clause:
There is no action, suit, arbitration, inquiry, investigation or proceeding by or before any Governmental Entity (each an “ Action ”) pending or, to the knowledge of the Company, threatened in writing against or affecting the Company or any Company Subsidiary or to which any of their assets are subject, nor is ... | Label: Litigations |
90d86cdb-ceb9-48bd-b090-ea08ebb3726f | Clause:
The Company will (A) notify Aron of any other modifications of or additions to the information contained in Schedule 1 (including any acquisition or holding of an interest in any Chattel Paper, Commercial Tort Claims and Letter-of-Credit Rights constituting Collateral); (B) notify Aron of any material claim ma... | Label: Notices |
3e444c12-c48b-4d0e-90a3-e27801c5800e | Clause:
The Parties agree that this Agreement may be executed in duplicate and/or in separate counterparts of the entire Agreement or of signature pages to the Agreement, each of which may have been executed by one or more of the Parties hereto and delivered by mail, courier, telecopy or other electronic or physical me... | Label: Counterparts |
24856165-3a66-4f6f-b913-3cef75762c0a | Clause:
The Company and the Subsidiaries are currently insured by insurers of recognized financial responsibility against such losses and risks and in such amounts as are prudent and customary in the businesses in which the Company and the Subsidiaries are engaged. A description of the principal terms of the Company’s... | Label: Insurances |
d7f2dfbf-910c-400a-9934-d7116282d18a | Clause:
The Company shall reimburse the Investor for its legal fees and expenses in connection with the preparation and negotiation of this Agreement and transactions contemplated thereby, less $20,000 previously paid by the Company, to be paid on or prior to the date hereof (the “ Investor Counsel Expense ”). The Inve... | Label: Fees |
59959c04-caff-4df8-a31c-b48cadc96b77 | Clause:
This Agreement and the other Transaction Documents constitute the entire agreement among the Persons party hereto and thereto with respect to the subject matter hereof, and supersede all prior agreements and understandings, both written and oral, among such Persons with respect to the subject matter hereof. Eac... | Label: Entire Agreements |
5148d793-8528-455d-9830-c2035bbbdc4f | Clause:
With respect to Product Manufacturing Activities, the powers and responsibilities of the JSC and any JSC Subcommittee responsible for oversight of such Manufacturing Activities are limited to the matters set forth in this Section 3.4 and Article 5. Neither the JSC nor any JSC Subcommittee shall have the power t... | Label: Powers |
515d4494-81d5-404b-bd2d-bdce05da4265 | Clause:
(a) There are no actions, suits or proceedings by or before any arbitrator or Governmental Authority pending against or, to the knowledge of the Parent or the Borrower, threatened against or affecting the Parent or any Restricted Subsidiary (i) as to which there is a reasonable possibility of an adverse determ... | Label: Litigations |
c843411f-40c4-4a6a-8510-aa1944cb2048 | Clause:
This Agreement, including all Exhibits, constitutes the complete, final and exclusive embodiment of the entire agreement between you and the Company with regard to its subject matter. It is entered into without reliance on any promise or representation, written or oral, other than those expressly contained her... | Label: Miscellaneous |
5c235590-6d53-4b88-bc10-a5469bba377b | Clause:
This Agreement supersedes all prior agreements, written or oral, between the Employee and the Company relating to the subject matter of this Agreement. This Agreement may not be modified, changed or discharged in whole or in part, except by an agreement in writing signed by the Employee and the Company.
Task:... | Label: Entire Agreements |
9255596c-ed4b-45c0-9d3c-0690cdb2a88c | Clause:
Each party hereto warrants and represents to the other that each party has the full right, power, title and authority to enter into this Agreement. This Agreement and other written agreements or sections thereof which are expressly referred to in this Agreement constitute constitutes the entire agreement and un... | Label: Entire Agreements |
40c5c5fc-a048-4bbc-9c84-9121d7db63e3 | Clause:
The execution, delivery and performance by the Company of this Agreement, the issuance and sale of the Shares and the consummation of the transactions contemplated by this Agreement or the Prospectus will not (i) conflict with or result in a breach or violation of any of the terms or provisions of, or constitut... | Label: No Conflicts |
eb89a5d4-7894-45e7-b588-80bf7f385ae1 | Clause:
On the Closing Date, (i) each Purchaser shall pay its respective Purchase Price to the Company for the Shares and the Warrants to be issued and sold to such Purchaser at the Closing, by wire transfer of immediately available funds in accordance with the Company’s written wire instructions, and (ii) the Company ... | Label: Closings |
350011db-a593-406a-926f-da254f724db4 | Clause:
If Stockholder is not an individual, Stockholder has all necessary corporate power and authority to execute and deliver this Agreement, to perform its obligations hereunder and to consummate the transactions contemplated hereby. If Stockholder is an individual, Stockholder has full legal capacity, right and aut... | Label: Authorizations |
7433feba-0bb8-4bab-a940-c239bc3e4fc3 | Clause:
THIS AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO ITS CONFLICTS OF LAW PROVISIONS.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, A... | Label: Governing Laws |
734dbd54-017b-4f23-b47c-af06526d29a1 | Clause:
The execution, delivery and performance of this Agreement by each of the Borrower and the REIT Guarantor in accordance with its terms do not and will not, by the passage of time, the giving of notice, or both: (i) require any Governmental Approval or violate any Applicable Law (including all Environmental Laws)... | Label: Compliance With Laws |
fd45a739-a590-4b6f-894a-3fe2873b9358 | Clause:
Existing insurance policies with respect to a Property will be terminated at the respective Closing for such Property and new policies will be obtained by the Company with respect to each such Property.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments,... | Label: Insurances |
1e837693-2e61-4b67-835f-47c07d230c31 | Clause:
Notwithstanding the restrictions in Section 8.1 above, each Stockholder shall be entitled, from time to time, to disclose its investment and shall be allowed to make such disclosures as required to regulatory authorities having jurisdiction over such Stockholder or by applicable law.
Task: Classify this clause... | Label: Publicity |
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