id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
2e524c8d-4974-4c2c-8333-c63ebc8279f6 | Clause:
This Amendment may be executed in any number of counterparts and by the parties hereto in separate counterparts, each of which when so executed and delivered shall be deemed to be an original and all of which counterparts, taken together, shall constitute but one and the same instrument.
Task: Classify this cl... | Label: Counterparts |
b2595db3-a2ca-4f11-86ca-52399d0893a5 | Clause:
The principal amount of this Note shall not bear interest.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Authorizations, Base Salary, Benefits, Binding ... | Label: Interests |
39533170-41af-46d6-81e9-9f4dfc70bf96 | Clause:
The Borrower will, and will cause each of its Material Subsidiaries to, do or cause to be done all things necessary to preserve, renew and keep in full force and effect (a) its legal existence (in the case of the Borrower, to remain organized under the laws of the United States, any state thereof or the Distric... | Label: Existence |
fa4d79b1-d0be-41f5-b261-351209617653 | Clause:
Each Party will treat and hold as confidential all of the confidential information of the other Party and the Business, refrain from using any of such confidential information except in connection with this Agreement, and deliver promptly to the other Party or destroy, at the request and option of the other Par... | Label: Confidentiality |
6526de60-349b-4435-b5d4-2c14237f156e | Clause:
(i) Promptly after the filing or receiving thereof, copies of (I) all reports and notices with respect to any Reportable Event with respect to any Plan, which any CHR Party or any of their respective ERISA Affiliates files under ERISA with the Internal Revenue Service, the Pension Benefit Guaranty Corporation o... | Label: Erisa |
abe17ab3-f34c-4402-850e-48bc51067bac | Clause:
Executive acknowledges and understands that this Agreement is a release and waiver contract and that this document is legally binding. Executive and the Company understand and acknowledge that by executing this Agreement, each Party has confirmed that he and it has read and understood each provision and he and ... | Label: Releases |
a92a42d3-ab97-4151-a3e9-a4aff5cf1b4e | Clause:
Except as otherwise permitted under Annex 2 of this Agreement, Borrower will not sell, transfer, lease or otherwise dispose of (including pursuant to a merger, other than a merger permitted by Section 5.4 ) any property or assets to, or purchase, lease or otherwise acquire (including pursuant to a merger) any p... | Label: Transactions With Affiliates |
3216319b-eb22-4528-9246-8dc4bfa2194a | Clause:
The execution, delivery and performance by the Company of this Agreement and the other Transaction Documents to which it is a party, the issuance and sale of the Securities and the consummation by it of the transactions contemplated hereby and thereby do not and will not, subject to the Required Approvals: (i) ... | Label: No Conflicts |
2b6c0357-c718-44c0-a560-595a82847f59 | Clause:
This Agreement may be executed in several counterparts each one of which shall constitute an original and may be delivered by facsimile transmission and together shall constitute one instrument.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Co... | Label: Counterparts |
e6207478-65ef-4577-a4f3-d118653fcc00 | Clause:
Executive agrees to cooperate as reasonably necessary in defense of any actual or potential obligation, claim, demand, judgment, recovery, dispute, lawsuit, subpoena or grievance (collectively “ Disputes ”) initiated or currently in progress against the Sierra Monitor Group, even if he is not named as a party. ... | Label: Cooperation |
fcd254e8-86a9-4b4b-b194-63be01f7c0ad | Clause:
Simple interest shall accrue on the outstanding principal balance of the note at a rate of 8% per annum from the date the principal balance was advanced. All accrued but unpaid interest plus the outstanding principal balance will be payable on demand, if not prepaid by ProtoKinetix.
Task: Classify this clause... | Label: Interests |
ecd7471c-5d64-4076-9c77-0dd1dc642de6 | 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 or the Investor for any commission, fee or other compensation pursuant to any agreement, arrangement or understanding entered into by or on behalf of the... | Label: Brokers |
2b75a05d-870e-45f9-b9a2-04a891c992eb | Clause:
This Termination Agreement is the legal, valid and binding obligation and agreement of it, enforceable against it in accordance with its terms (subject to applicable bankruptcy, reorganization, winding up, insolvency, moratorium, liquidation or similar laws affecting creditors’ rights generally and subject, as ... | Label: Enforceability |
5a062fdb-49b1-46c3-8d3b-9e7214e6666a | Clause:
Termination . This Agreement shall commence on the Effective Date and may not be terminated except (i) by mutual agreement of the Parties, (ii) on the effective date of a termination of the Governance Agreement (other than a termination for breach thereof by an ORIX Party), or (iii) in accordance with Section 8... | Label: Terms |
0f8a6946-f5dd-47fe-bf8d-d685dbaf43c2 | Clause:
Subject to the Mortgagor’s right to contest the same in good faith and by appropriate proceedings, the Mortgagor will promptly pay all material Taxes, assessments and governmental charges legally imposed upon this Mortgage or upon the Mortgaged Property or upon the interest of the Mortgagee therein, or upon the... | Label: Taxes |
3439f5b9-7fa1-44cf-a9c6-1018e38e6019 | Clause:
To the best of its knowledge, Purchaser has substantially complied with, and is not in material violation of any federal, state, or local statute, law, rule and/or regulation.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Appl... | Label: Compliance With Laws |
971774d1-e236-4176-b60a-1b4f3f0faab5 | Clause:
Each Grantor hereby covenants and agrees that with respect to any letter of credit to which such Grantor has Letter-of-Credit Rights or pursuant to which such Grantor is the beneficiary, in excess of $500,000 hereafter arising it shall use commercially reasonable efforts to obtain the consent of the issuer ther... | Label: Agreements |
f2fd9b26-fc92-4a55-b424-f95cb33a3880 | Clause:
To the extent Agent is not reimbursed and indemnified by the Note Parties, each Purchaser will reimburse and indemnify Agent in proportion to its respective portion of the outstanding principal amount of the Notes, from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgm... | Label: Indemnifications |
59aa226d-7e44-4307-9820-21f05c5056a7 | Clause:
This Agreement contemplates personal services by the Employee. Employee may not transfer or assign the Employee's rights or delegate Employee's duties and obligations under this Agreement. The rights and obligations of the Bank under this Agreement shall inure to the benefit of and shall be binding upon its and... | Label: Assignments |
265f6ff8-c271-4b98-a320-a6005bf30b33 | Clause:
In case any provision in or obligation under this Agreement or the other Operative Documents shall be invalid, illegal or unenforceable, in whole or in part, in any jurisdiction, the validity, legality and enforceability of the remaining provisions or obligations, or of such provision or obligation in any other... | Label: Severability |
7fbbd5c0-2ae5-4e43-9cac-3b0fad720e55 | Clause:
Each Loan Guarantor hereby agrees to indemnify the Administrative Agent and the other Indemnitees, as set forth in Section 9.03 of the Credit Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals,... | Label: Indemnity |
1e000676-09d9-444d-a09f-ad81041a61ff | Clause:
Each Credit Party has timely filed all required tax returns and reports, and each Credit Party has timely paid all foreign, federal, state and material local taxes, assessments, deposits and contributions owed by such Credit Party. Borrower is unaware of any claims or adjustments proposed for any of prior tax ... | Label: Payments |
970f70ab-2e03-485b-b616-08c837217223 | Clause:
This Agreement shall be construed and enforced under the internal law of the State of Illinois.
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, Authorizat... | Label: Governing Laws |
59f45fe9-8430-45ba-a9ef-976c8fbc37de | Clause:
If any term or provision of this Agreement is invalid, illegal or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction. Upon such d... | Label: Severability |
dce8d5cc-00a9-4c82-a87e-9130ce2826c2 | Clause:
The Company agrees that it will not disclose, and will not include in any public announcement, the name of the Purchaser without the consent of the Purchaser unless and until such disclosure is required by law or applicable regulation, and then only to the extent of such requirement.
Task: Classify this clause... | Label: Publicity |
9a391f9c-952c-47cf-940a-a13d04e64c26 | Clause:
(a) Each Indemnitor hereby waives as to itself (i) any right or claim of right to cause a marshaling of Indemnitor’s assets or to cause Indemnitee or other Indemnified Parties to proceed against any of the security for the Loan before proceeding under this Agreement against Indemnitor; (ii) and relinquishes all... | Label: Waivers |
a2c0d5c9-31ae-4af2-9e5c-37e1a86de515 | Clause:
This Agreement and any claim, controversy, dispute or cause of action (whether in contract or tort or otherwise) based upon, arising out of or relating to this Agreement or the Note (except, as to the Note, as expressly set forth therein) and the transactions contemplated hereby and thereby shall be governed by... | Label: Governing Laws |
020bb472-bb59-404d-a94d-eda6f26c8b73 | Clause:
The Buyer and the Seller hereby agree to, severally and not jointly (on a 50/50 basis by the Buyer, on the one hand, and the Seller, on the other hand), indemnify the Escrow Agent, its directors, officers, employees and agents (collectively, the “ Indemnified Parties ”), and hold the Indemnified Parties harmles... | Label: Indemnifications |
c9b18be8-c201-4620-8c21-023aaf3a663f | Clause:
Each Obligor will comply with the requirements of all Laws and all orders, writs, injunctions and decrees applicable to it or to its business generally or to the ownership, employment, operation and management of any Vessel, including but not limited to the ISM Code and the ISPS Code, except to the extent that ... | Label: Compliance With Laws |
b0a5936a-30bb-45b7-b47a-728ef9a2d7e6 | Clause:
The financings and other Transactions contemplated hereby shall be in compliance in all material respects with all applicable laws and regulations (including all applicable securities and banking laws, rules and regulations).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, ... | Label: Compliance With Laws |
9e3e1779-b898-4058-8b13-5c26898544a8 | Clause:
The Company and its Subsidiaries have filed all Federal, state and other material Tax returns and reports required to be filed, and have paid all Taxes, assessments, fees and other governmental charges levied or imposed upon them or their properties, income or assets otherwise due and payable, except those whic... | Label: Taxes |
a103e113-a98f-4b63-8836-77958489c181 | Clause:
As of the Closing Date, the Borrower and its Subsidiaries, on a consolidated basis, are Solvent.
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, Authoriza... | Label: Solvency |
749f7719-c190-4b4d-a90a-031f7f89bc96 | Clause:
The Agent shall have received a Notice of Borrowing, Letter of Credit Application, or Notice of Conversion/Continuation, as applicable, from the Borrower in accordance with Section 2.3(a) , Section 3.2 , Section 4.2 , or Section 5.2 , as applicable.
Task: Classify this clause into ONE of these types (exactly o... | Label: Notices |
fb021dbd-f674-4873-a136-952029dcfe0e | Clause:
The Company may withhold from any and all amounts payable under this Plan such federal, state and local taxes as may be required to be withheld pursuant to any applicable law or regulation.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corrupt... | Label: Tax Withholdings |
1cb18238-77c6-4e29-aaf8-764fce59eea9 | Clause:
The Company has not otherwise entered into any arrangement regarding the payment of any brokerage fees, commissions or finder’s fees in connection with the purchase of the Stock that will result in any liability on the part of Sellers.
Task: Classify this clause into ONE of these types (exactly one label):
Adj... | Label: Brokers |
8aa1122a-5c45-4cc3-952c-9be8ec4a6f36 | Clause:
Borrower is not a party to any agreement or instrument or subject to any restriction which is reasonably likely to materially and adversely affect Borrower or the Property, or Borrower’s business, properties or assets, operations or condition, financial or otherwise. Borrower is not in default in any material r... | Label: Agreements |
7e5728bb-e6b8-4278-94c9-fc2d9fb37243 | Clause:
The execution and delivery by such Person of this Amendment, and the performance of each of its obligations under this Amendment and the Agreement, as amended hereby, are within its organizational powers and have been duly authorized by all necessary organizational action on its part. This Amendment and the Agr... | Label: Enforceability |
7002ef9d-8460-4229-975f-5fe726d53053 | Clause:
Borrower shall keep and maintain until the later of (i) ten (10) years after the Agreement Date and (ii) the payment of each of the Milestone Payments, accounts and records of all data reasonably required to verify (x) any information required to be provided to Lenders under this Agreement and (y) (A) the gross... | Label: Records |
2c304a89-964f-4ae3-90a7-8500ea6eb1c7 | Clause:
This Agreement constitutes the legal, valid and binding obligation of the Gotham Committed Purchaser enforceable against the Gotham Committed Purchaser in accordance with its terms, except as such enforcement may be limited by applicable bankruptcy, insolvency, reorganization or other similar laws relating to o... | Label: Binding Effects |
6e9b24ff-0f4f-49ad-84ca-05f3f75f9d7a | Clause:
The Executive shall be provided with reimbursement of expenses related to the Executive’s employment by the Company, including reasonable expenses for travel within the scope of the Executive’s employment as long as such travel is pre-approved by the Board. The Executive shall be entitled to vacation and holida... | Label: Vacations |
4da48e1c-114d-4ede-b78b-56b5f8310de7 | Clause:
If before or after the Closing it is necessary that any Party be furnished with additional information relating to the Purchased Assets or the Business, and such information is in the possession of any other Party, such Party agrees to use commercially reasonable efforts to furnish such information to the reque... | Label: Records |
c7f3d342-51df-45a4-a29e-b34c84f1c971 | Clause:
The Award Agreement, including this Appendix A and Appendix B, and the Plan constitute the entire agreement of the parties and supersede all prior undertakings and agreements with respect to the subject matter hereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreemen... | Label: Entire Agreements |
269158bd-5a2a-4456-a090-79f7fe9213c0 | Clause:
This Termination Agreement may be executed with counterpart signature pages in one or more original counterparts, each of which when taken together shall constitute one and the same original Agreement. Any signature delivered by facsimile or by electronic transmission shall be deemed to be an original signature... | Label: Counterparts |
ae95e0d0-2041-49cc-9e0f-0869f701b394 | Clause:
For purposes of this Section 9 , the term “Company” shall include the Company and each of their respective successors, assigns, subsidiaries or affiliates and the term “Rimlinger” shall include the Rimlinger and each of their respective heirs, successors, assigns, subsidiaries or affiliates (other than the Comp... | Label: Definitions |
24acc8e3-c3c7-4ef8-8196-ee258cdf0e5a | Clause:
In the event any one or more of the provisions contained in this Agreement shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect the other provisions of this Agreement, and this Agreement shall be construed as if s... | Label: Severability |
0edf87ef-f476-426a-a0c7-3e1352356c95 | Clause:
Enter into any transaction of any kind with any Affiliate of Borrower, whether or not in the ordinary course of business, other than on fair and reasonable terms substantially as favorable to Borrower or such Subsidiary as would be obtainable by Borrower or such Subsidiary at the time in a comparable arm’s leng... | Label: Transactions With Affiliates |
8ad1a5a6-66eb-4c9d-b342-f4e26b31513b | Clause:
At any time, and from time to time, upon request of Lender, Trustor will make, execute and deliver, or will cause to be made, executed or delivered, to Lender or to Lender's designee, and when requested by Lender, cause to be filed, recorded, refiled, or rerecorded, as the case may be, at such times and in such... | Label: Further Assurances |
8aa04453-69e4-413d-836d-4b3d54cc9d60 | Clause:
Notwithstanding any other provision herein, this Section 9 shall be null and void upon a Change in Control.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority... | Label: Change In Control |
95918291-91be-4158-909f-79988c9aea66 | Clause:
At the Closing, the Company's obligation with respect to the transactions contemplated by this Agreement is to reimburse Buyer ' expenses shall be $3,000.00 for Buyer's legal fees and due diligence fee.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments,... | Label: Expenses |
17cf2c2e-17e7-43a5-99a9-b124a051f522 | Clause:
No remedy conferred upon either party by this Agreement is intended to be exclusive of any other remedy, and each and every such remedy shall be cumulative and shall be in addition to any other remedy given hereunder or now or hereafter existing at law or in equity. No delay or omission by either party in exer... | Label: No Waivers |
25234f15-eadd-4145-a49a-f4ef7cde5239 | Clause:
This Agreement and the Plan together constitute the entire agreement and supersede all prior understandings and agreements, written or oral, of the parties hereto with respect to the subject matter hereof. The Plan and this Agreement may be amended pursuant to Section 8.6 of the Plan. Such amendment must be in ... | Label: Entire Agreements |
ea2e868c-472a-4c41-8eef-acdffde68025 | Clause:
This Agreement (including the Schedules attached hereto) and the Merger Agreement, the other Transaction Documents and the other documents delivered at the Closing pursuant hereto or thereto (in each case, to the extent referred to herein), contain the entire understanding of the Parties in respect of their sub... | Label: Entire Agreements |
f43c4ec2-4c91-4e55-9912-ebaa16f23620 | Clause:
The Company shall, by 9:00 a.m. (New York City time) on the first (1st) Trading Day immediately following the Closing Date, issue a press release disclosing the material terms of the transactions contemplated hereby, and shall file a Current Report on Form 8-K including the Transaction Documents as exhibits the... | Label: Publicity |
91c0800b-6bdd-4f5a-b42d-e3e5b04964f1 | Clause:
(a) None of Mortgage Borrower, Mezzanine A 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 respective rights under thi... | Label: Erisa |
c476bb32-bfc8-4529-af0d-af83857c6749 | Clause:
Except as set forth on Schedule 4.5 , the Company has filed all reports, schedules, forms, statements and other documents required to be filed by the Company under the Securities Act and the Exchange Act, including pursuant to Section 13(a) or 15(d) thereof, for the one (1) year preceding the date hereof (or su... | Label: Disclosures |
26745e72-563e-447c-97ed-2a20023bc955 | Clause:
Schedule 3.25 sets forth a true, complete and correct description, in all material respects, of all material insurance (excluding any title insurance) maintained by or on behalf of the Borrower or the Subsidiaries as of the Closing Date. As of such date, such insurance is in full force and effect.
Task: Classi... | Label: Insurances |
72186aa6-e8fa-4c2a-8292-9b4d88301ba5 | Clause:
All representations and warranties of each Borrower contained herein or in any other Loan Document or made in connection herewith or therewith shall survive the making of, and shall not be waived by the execution and delivery of this Agreement or any other Loan Document, any investigation by or knowledge of the... | Label: Survival |
4d5d2835-9e9f-4330-8667-aa429e058a89 | Clause:
Effective immediately upon the Note Conversion with respect to the Notes and Warrants held by the Note Holder, the Note Holder expressly forfeits and waives any and all rights that are inconsistent with the terms of this Agreement either under the SPA, the Warrants, the Notes or otherwise applicable to the Note... | Label: Waivers |
07e7603b-4c06-4c05-bd28-1973bc94c624 | Clause:
There is no action, claim, dispute, arbitration, audit, hearing, inquiry, investigation, administrative enforcement proceeding, litigation or suit (whether civil, criminal, administrative or investigative) (“ Litigation ”) commenced, brought, conducted, or heard by or before, or otherwise involving, any governm... | Label: Litigations |
77d33da9-ab74-4395-b3f6-edee862cb565 | 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 |
6cbd963d-4b89-43bb-ae18-da8cc8271c35 | Clause:
For purposes of determining Lenders’ obligations or rights to fund, participate in or receive collections with respect to Loans and Letters of Credit (including existing Swingline Loans, Protective Advances and LC Obligations), Agent may in its discretion reallocate Pro Rata shares by excluding the Commitments ... | Label: Amendments |
e7c46d86-8480-4ba9-a886-bc1d903419cd | Clause:
Advisor is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware and has all limited liability company power required to carry on its business as now conducted.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustment... | Label: Organizations |
5d7d015b-8dcc-4811-95f4-ba9fcb7475c0 | Clause:
Employee has not assigned or transferred any claim he is releasing, nor has he purported to do so. If any provision in this Agreement is found to be unenforceable, all other provisions will remain fully enforceable. This Agreement binds Employee’s heirs, administrators, representatives, executors, successors, ... | Label: Assignments |
ccce900f-6b9b-47c0-bb08-06454c6cf027 | Clause:
This Agreement and all the obligations of the Escrow Agent under this Agreement shall terminate upon the earliest to occur of the release of the entire Escrow Fund by the Escrow Agent in accordance with this Agreement or the deposit of the Escrow Fund by the Escrow Agent in accordance with Section 7(d) hereof.
... | Label: Terminations |
f7304c31-70e1-4d42-917b-6e5a72224dec | Clause:
In case any provision of this Amendment shall be invalid, illegal, or unenforceable, such provision shall be deemed to have been modified to the extent necessary to make it valid, legal, and enforceable, provided that any such modification does not prevent the practical realization of the principal benefits int... | Label: Severability |
349b1c87-f2e1-47cc-8cd8-fcecd22886ed | Clause:
If any provision of this Agreement is, or becomes, or is deemed to be, invalid, illegal, or unenforceable in any jurisdiction or to either party, such provision shall be construed or deemed amended to conform to the applicable laws, or if it cannot be construed or deemed amended without, in the determination of... | Label: Severability |
62f45759-b9df-4579-afd9-f14527f38de3 | Clause:
All amounts payable under this Agreement shall be paid less deductions and income and payroll tax withholdings as may be required under applicable law and any benefits and perquisites provided to you under this Agreement shall be taxable to you as may be required under applicable law.
Task: Classify this claus... | Label: Withholdings |
b47c0935-1796-461a-9fbb-21a5b18e91a9 | Clause:
As used in this Agreement, the term “ Confidential Information ” includes all information furnished by or on behalf of Catalent or Client (the “ Discloser ”), its Affiliates or any of its or their respective Representatives, to the other party (the “ Recipient ”), its Affiliates or any of its or their respectiv... | Label: Definitions |
f4f7f9c9-a218-41ef-914d-3f8c9f2cbc05 | Clause:
To the maximum extent permitted by law, you hereby agree to, and cause your affiliates and representatives to agree to, keep 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 reasonably ne... | Label: Confidentiality |
9db36ab3-502f-40f9-ae17-b83c104f9f78 | Clause:
Schedule 3.12 sets forth the name of, and the ownership interest of Level 3 in, each domestic Material Subsidiary.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Au... | Label: Subsidiaries |
cc5a1796-1063-4290-b93a-3eb897775575 | Clause:
The Administrative Agent, the Arranger and the Lenders shall have received all fees and other amounts due and payable by the Borrower on or prior to the Closing Date and, to the extent invoiced at least two (2) Business Days prior to the Closing Date, reimbursement or payment of all out-of-pocket expenses requi... | Label: Fees |
efd1f7fd-f7be-40d1-a68d-34491105ef9b | Clause:
The Lonestar Parties hereby irrevocably waive, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.
Task: Classify this clause into ONE of these types (exactly one labe... | Label: Waiver Of Jury Trials |
9b372c71-73f6-495d-bf74-49b525ef430a | Clause:
Neither Borrower nor any of its Subsidiaries or, to the knowledge of any Obligor, any director or officer or Affiliate of Borrower or any of its Subsidiaries (i) is currently the subject of any Sanctions or is a Sanctioned Person, (ii) is located (or has its assets located), organized or residing in any Sanctio... | Label: Sanctions |
13b69c3e-824e-4827-8df4-a624c9fedd96 | Clause:
The Company and any participating subsidiary, on their own behalf or on behalf of the trustee of the Trust, and, in their sole discretion, may apply for and procure insurance on the life of the Participant, in such amounts and in such forms as the Trust may choose. The Company and each participating subsidiary ... | Label: Insurances |
24131881-1502-4b3e-977a-c8d77b434f9f | Clause:
EACH PARTY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY SUIT, ACTION OR PROCEEDING RELATING TO THE AGREEMENT, THIS MASTER CONFIRMATION, EACH SUPPLEMENTAL CONFIRMATION, THE TRANSACTIONS HEREUNDER AND ALL MATTERS ARISING IN CONNECTION WITH T... | Label: Waiver Of Jury Trials |
f41594a4-ebc2-495f-b388-ad2daa552b4c | Clause:
Each party shall bear all of the legal, accounting and other costs and expenses incurred by it in connection with the negotiation, preparation, execution and delivery of this Agreement and the consummation of the transactions contemplated hereby.
Task: Classify this clause into ONE of these types (exactly one ... | Label: Expenses |
bfbec9c8-0b65-4a68-ad5b-3a02012a28eb | Clause:
The Company shall have complied with all applicable federal, state and local governmental laws, rules, regulations and ordinances in connection with the execution, delivery and performance of this Agreement and the other Transaction Documents to which it is a party and the consummation of the transactions conte... | Label: Compliance With Laws |
fb89d6ae-814c-49ef-a720-5b0bcb457e39 | Clause:
Seller and each Other Seller shall jointly and severally reimburse, hold harmless, indemnify and defend Buyer, its successors and assigns and their respective agents, employees, officers, trustees, members and retirants and the Property and the Community from and against any and all obligations, liabilities, cl... | Label: Indemnity |
c7d1a435-bb5b-49b0-a8d6-b6319d043e86 | Clause:
This Agreement may not be amended except by an instrument in writing executed by the party against whom such amendment is to be enforced..
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, ... | Label: Entire Agreements |
cfca576b-9b5d-4701-b2f2-fb888c9330f8 | Clause:
If Participant dies while actively employed by the Company or an Affiliate, as applicable, all of Participant’s Stock Units will automatically vest and the Company shall immediately thereafter issue one Share to Participant for each of his or her Stock Units.
Task: Classify this clause into ONE of these types ... | Label: Death |
1319dc8c-b6e1-41c5-8d48-0cb95a1431ec | Clause:
For purposes of this Agreement, Good Reason means (1) any material diminution or alteration of Executive’s position, authority or duties under this Agreement without Executive’s prior written consent; (2) removing Employee from his position as described in Section 1 without his prior written consent, except fo... | Label: Definitions |
268c30e3-324c-4768-b419-f8de7055803a | Clause:
Amounts paid by Landlord for real estate taxes, special assessments, or any governmental charges which may be levied or assessed against the Building. " Taxes " shall specifically exclude Landlord's income and/or franchise taxes and tax penalties, and/or any other taxes that are personal to Landlord, such as in... | Label: Taxes |
8ce076da-a8d0-45f6-8547-65ec6e9e6b4d | Clause:
You agree that any dispute, controversy or claim arising out of or in connection with this Agreement or relating to your employment or the termination of your employment (“ Dispute ”) that cannot be resolved by you and the Company will be submitted to and resolved by arbitration, in accordance with The Vitamin ... | Label: Arbitration |
5825a7f8-dffc-4988-b176-a58ecfe07824 | Clause:
To the extent not preempted by ERISA, the laws of the State of South Carolina shall govern the construction and administration of the Plan.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration,... | Label: Governing Laws |
2285046c-3a17-457f-997c-dd6af9a9acb6 | Clause:
During the Initial Term and Subsequent Term (if applicable), Employer shall pay Employee a base salary at the rate of Two Hundred Fifty Thousand Dollars ($250,000) per annum, payable semi-monthly (“Base Salary”).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, A... | Label: Base Salary |
f638c4e9-42e0-46f5-8482-09e7dc8741e0 | Clause:
If, within twelve months following a Change in Control, (i) a Participant is terminated by the Company or an employing Affiliate (that is not a Joint Venture) without Cause or (ii) such Participant resigns from the Company or an employing Affiliate (that is not a Joint Venture) for Good Reason, all then outstan... | Label: Change In Control |
ec02f239-f562-4774-ab32-2c2105751f04 | Clause:
This Amendment, together with the Sublease, constitutes the entire agreement between Sublessor and Sublessee regarding the Sublease and the subject matter contained herein and supersedes any and all prior and/or contemporaneous oral or written negotiations, agreements or understandings. This Amendment shall be... | Label: Miscellaneous |
8742899c-f8e8-4187-abfa-1508fd34ae68 | Clause:
This Award and Agreement will be interpreted and construed in accordance with and governed by the laws of the State of Minnesota, and all Participants agree to the exclusive venue and jurisdiction of the State and Federal Courts located in Hennepin County, Minnesota and waive any objection based on lack of juri... | Label: Venues |
73170568-4eaa-4dc1-a345-0ca01ab84101 | Clause:
Cash Collateral (or the appropriate portion thereof) provided to reduce Fronting Exposure or other obligations shall be released promptly following (i) the elimination of the applicable Fronting Exposure or other obligations giving rise thereto (including by the termination of Defaulting Lender status of the ap... | Label: Releases |
94b96faa-2613-4bc7-a891-cc85f1f1b27f | Clause:
Except as set forth below, payments made by Borrower under this Agreement shall generally be applied first to any costs or fees owing by Borrower to the Agent or any Lender, shall be applied second to any interest payments owing hereunder which are due and unpaid, shall be applied third to any outstanding princ... | Label: Waivers |
ed725b57-6125-402c-9608-ca144ec3e95c | Clause:
As a condition to receiving the Stay Bonus, the Recipient shall be required to actively and satisfactorily cooperate and consult with and provide all reasonable assistance to the Company Group and any of their officers, employees or representatives through each applicable payment date, as reasonably determined ... | Label: Cooperation |
cbe0d91f-a601-4a1d-b11c-2128b393edcf | Clause:
The indemnity and contribution agreements contained in Section 9 of this Agreement and all representations and warranties of the Company herein or in certificates delivered pursuant hereto shall survive, as of their respective dates, regardless of (i) any investigation made by or on behalf of Cowen , any contro... | Label: Representations |
3fef25cb-ae06-49b5-a299-402ae131aa45 | Clause:
The pricing, fees and amounts payable by Amgen to Insulet hereunder do not include any taxes imposed by law on Amgen as the purchaser of Customized Insulet Devices for any national, state or local property, sales, service, use, excise, value added, gross receipts or other such taxes (“ Taxes ”). In addition to ... | Label: Taxes |
603fdb85-0efd-40bc-9f32-cb634301115f | Clause:
This Amendment may be executed in any number of counterparts (including facsimile counterparts), all of which together shall constitute a single instrument.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approv... | Label: Counterparts |
ebc529b8-41bf-4540-bcbc-bad9125ab119 | Clause:
So long as the Note remains outstanding, the Company shall not transfer any assets or rights to any of its subsidiaries other than Omagine, LLC or permit any of its subsidiaries to engage in any significant business or operations, whether such subsidiaries are currently existing or hereafter created.
Task: Cla... | Label: Subsidiaries |
c69e639d-835a-4e35-80b8-92df7b31cd21 | Clause:
From and after the Closing, at the request of Seller but without further consideration, Buyer will execute and deliver or use reasonable efforts to cause to be executed and delivered such other instruments of conveyance and take such other actions as Seller reasonably may request to more effectively put Seller ... | Label: Further Assurances |
040a72a4-d30c-4339-a6f9-80d1f0ae869f | Clause:
This Agreement shall be governed by and construed and interpreted in accordance with the laws of Nevada without reference to the principles of conflict of laws thereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable ... | Label: Governing Laws |
a8557841-6b36-4355-90ac-3a5a694fd2bc | Clause:
Borrower shall cause a Financial Officer of Borrower to promptly notify Agent and the Banks whenever any Default or Event of Default may occur hereunder or any representation or warranty made in Article VI hereof or elsewhere in this Agreement or in any Related Writing may for any reason cease in any material r... | Label: Notices |
e9775caf-4f4b-4f17-87bf-2830065900b0 | Clause:
THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE COMMONWEALTH OF MASSACHUSETTS, WITHOUT REGARD TO CONFLICTS OF LAW PRINCIPLES THEREOF.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applica... | Label: Governing Laws |
220692e1-b9c6-445f-a07d-97f4ed5e6bb0 | Clause:
Tenant shall keep the terms and conditions of this Lease and any information provided to Tenant or its employees, agents or contractors pursuant to Article 9 confidential and shall not (a) disclose to any third party any terms or conditions of this Lease or any other Lease-related document (including subleases,... | Label: Confidentiality |
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