id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
d2c7c2e7-4b7d-4cb3-9828-bfe5e592f55a | Clause:
The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that no Loan Party may assign or otherwise transfer any of its rights or obligations hereunder or under any other Loan Document without the p... | Label: Successors |
71c722fb-c357-4ae4-a337-23198144fe43 | Clause:
Notwithstanding any provision herein to the contrary, the payment of any amount or provision of the Severance Benefits pursuant to subsections (d) and (e) of this Section 8 shall be conditioned upon Employee’s execution and non-revocation (if such right exists) of the Release of Claims, within the timeframe spe... | Label: Releases |
3629e74c-6b50-4ab3-bbef-64bf74413251 | Clause:
The execution, delivery and performance of the Transaction Documents by the Issuer and the consummation by the Issuer of the transactions contemplated hereby do not and will not (i) violate any provision of the Issuer’s certificate of incorporation or bylaws as currently in effect, (ii) conflict with, or consti... | Label: No Conflicts |
29037948-ce45-46b3-bede-fb29f60c782a | Clause:
The definitions in this Agreement are applicable to the singular as well as the plural forms of such terms.
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: Interpretations |
b128fee3-e829-43b5-86fc-4f92efd27912 | Clause:
Attached as Exhibit H is a list of insurance policies carried and insurance coverages maintained by Seller with respect to the Facility, and upon request by Purchaser, Seller shall provide copies of any policies to Purchaser. Seller’s insurance policies and coverages are in full force and effect and include cov... | Label: Insurances |
4b63b4c7-9225-43d8-aa04-877003e034f8 | Clause:
The General Partner shall be the “tax partner” of the Partnership for federal, state and local income tax administrative or judicial proceedings (such administrative proceedings being referred to as a “tax audit” and such judicial proceedings being referred to as a “judicial review”) and is treated as the “tax ... | Label: General |
d93fb499-1919-4c8c-83fd-8603933daa07 | Clause:
Subject to the entry of the Orders and subject to the terms thereof, this Agreement has been duly executed and delivered by Holdings, each Borrower and each Subsidiary Loan Party and constitutes, and each other Loan Document when executed and delivered by each Loan Party that is party thereto will constitute, a... | Label: Enforceability |
59e98d44-b547-4fe9-bdd6-0605d162c856 | Clause:
THE PARTIES HERETO HEREBY CONSENT TO THE JURISDICTION OF ANY STATE COURT LOCATED WITHIN PALM BEACH COUNTY, STATE OF FLORIDA OR OF THE UNITED STATES SITTING IN PALM BEACH COUNTY, FLORIDA AND IRREVOCABLY AGREES THAT ALL ACTIONS OR PROCEEDINGS ARISING OUT OF OR RELATING TO THIS AGREEMENT SHALL BE LITIGATED IN SUCH... | Label: Jurisdictions |
3ee9efb8-724e-4b17-8f96-ab16d6cb9ee0 | Clause:
Evidence satisfactory to the Administrative Agent that all warranties relating to the Projects in the Project Pool inure to the benefit of, and are enforceable by, the relevant Subsidiary.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corrupti... | Label: Warranties |
9edaafef-a562-4e18-b923-1407135cac65 | Clause:
This Agreement constitutes the entire agreement between the parties respecting the employment of the Executive, there being no representations, warranties or commitments except as set forth herein and supersedes and replaces all other agreements related to the subject matter hereof. In the event there is a con... | Label: Entire Agreements |
e0fcff56-7612-4a19-8afb-93e06bcebac0 | Clause:
The Local Governmental Entities understand the importance to the Company of keeping matters relating to the Project and this Agreement strictly confidential until such matters are publicized with the consent of the Company. Accordingly, each of the Local Governmental Entities hereto agrees to treat, and cause t... | Label: Confidentiality |
2f0ea9da-ed27-4e44-9c69-6b55f6b423b6 | Clause:
This Assignment may not be modified, amended or otherwise changed in any manner unless done so by a writing executed by the parties hereto.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration,... | Label: Amendments |
ba302638-ed56-4014-bed5-08419c6f4c1f | Clause:
The Company hereby employs Executive, and Executive hereby accepts employment with the Company, as President and Chief Executive Officer of the Company.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals,... | Label: Positions |
621c0244-1644-46bd-8c5c-23e4e59f15ca | Clause:
Subject to the terms and conditions set forth herein, the Borrower Representative on behalf of a Borrower may request the issuance of Letters of Credit as the applicant thereof for the support of the obligations of any Borrower or any Subsidiary thereof, in a form reasonably acceptable to the Administrative Age... | Label: General |
9cbc0e9a-44be-4255-899a-7389c18961ca | Clause:
Nothing contained in this Agreement or any of the transactions contemplated hereby shall be deemed to constitute a waiver of any past, present or future Event of Default under the Note.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption ... | Label: Waivers |
4e9a68ce-05d8-4fce-8a5a-818133c71e2a | Clause:
In the case of the Executive’s Disability prior to the Executive’s termination of Service, the PBRSUs shall vest in the amount determined by the Committee pursuant to the Payout Formula (if the Minimum Performance Condition is satisfied) as of the later of (i) the Determination Date, or (ii) the date of the Exe... | Label: Disability |
381d990f-60b6-4418-afc6-e8e57c424d51 | Clause:
This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements and understandings, whether written or oral, relating to the subject matter of this Agreement. The parties acknowledge and agree that the Employment Agreement hereby is terminated and is of no further force a... | Label: Entire Agreements |
61a4e405-76e4-4cfb-9a60-0f1b7782572a | Clause:
The Borrower will, and will cause each other Loan Party to, do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence and the rights, licenses, permits, privileges and franchises material to the conduct of its business and maintain, if necessary, its qu... | Label: Existence |
ba7646c3-62f8-471f-9cbd-815f9fed1269 | Clause:
The execution, delivery and performance of the Loan Documents, the borrowing hereunder and the use of the proceeds thereof, will not violate any material Requirement of Law or any Organizational Document or any material Contractual Obligation of MAC or any of its Subsidiaries, or create or result in the creatio... | Label: No Conflicts |
0b172306-e436-4e0e-b553-7e9c437850d0 | Clause:
There is no Litigation, action, suit, proceeding, claim, arbitration or investigation pending or, to the knowledge of the Subscriber, threatened in writing against the Subscriber, nor is the Subscriber subject to any outstanding order, writ, judgment, injunction or decree that, in any case, would (i) prevent, h... | Label: Litigations |
180a1bc0-3ad3-41af-8789-5d0ef9a67101 | Clause:
Subject to Section 10.03(b) and Section 10.03(c), no amendment, modification, termination or waiver of any provision of the Loan Documents, or consent to any departure by any Loan Party therefrom, shall in any event be effective without the written concurrence of Administrative Agent, Borrower and the Requisite... | Label: Consents |
1d65a18d-fc4a-4ecd-a721-018ca50f2f16 | Clause:
The Company shall make reasonable efforts to comply with all applicable federal and state securities laws, provided, however, notwithstanding any other provision of this Agreement, the Company shall not be obligated to issue or release from restrictions on transfer any Restricted Shares pursuant to this Agreeme... | Label: Compliance With Laws |
72e110ce-c485-4182-9b4e-f5bb32906c7f | Clause:
This Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania, without reference to its conflict of laws provisions.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable ... | Label: Governing Laws |
65651056-0924-47c1-8eb6-cf9c209ede4b | Clause:
Upon the occurrence and during the continuance of an Event of Default (subject to the notice and cure provisions provided for herein, if any), each Secured Party shall have the rights of a secured creditor under the California Uniform Commercial Code, all rights granted by the Notes, this Security Agreement and... | Label: Remedies |
33810a51-76c8-4342-8959-b36f5345b4be | Clause:
This Agreement shall commence on the date set forth above and shall end on the date that Executive’s employment with the Bank ends as determined under the Employment Agreement (the “ Employment Agreement ”) among Executive and the Bank and Citizens Independent Bancorp, Inc. (the “ Company ”), subject to earlier... | Label: Terms |
e4fc6b72-be07-4b34-9eb4-7216363976ee | Clause:
On the Effective Date, all necessary governmental and third-party approvals, permits and licenses in connection with this Agreement and the other transactions contemplated by the Credit Documents and otherwise referred to herein or therein, shall have been obtained and remain in full force and effect.
Task: Cl... | Label: Approvals |
6c4623dc-8dc3-44f8-b612-8e876870dd16 | Clause:
For purposes of the Award, the terms “ Cause ,” “ Change of Control ,” “ Disability ,” “ Good Reason ” and “ Retirement ” have the meanings ascribed to such terms on Exhibit A hereto.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption La... | Label: Defined Terms |
e5adc665-46aa-41cb-9d77-a86595d2634e | Clause:
This Agreement and the Loan Documents represent the agreement of the Company, the Administrative Agent and the Secured Parties with respect to the subject matter hereof and thereof, and there are no promises, undertakings, representations or warranties by the Company, the Administrative Agent or any Secured Par... | Label: Integration |
73f81459-00ea-4c4f-ad3a-edd16ddf2e76 | Clause:
Each of the persons executing this Agreement on behalf of a corporation or other legal entity personally warrants and represents that s/he has the requisite and necessary approval and authority to execute this Agreement on behalf of the corporation or other legal entity on whose behalf that person signed.
Task... | Label: Authorizations |
d0f79b30-5cc8-4b91-b446-d4f82c6c1bac | 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 may be assigned by the Company to a... | Label: Assignments |
2e2b0a62-bf46-453b-ab72-1f2238f82fb9 | Clause:
Employee agrees to represent the Company in a positive light and not to disparage or in any way communicate to any person or entity any negative information or opinion concerning the Company, its subsidiaries and affiliates, or any of their its past, present or future partners, members, family members, sharehol... | Label: Non-Disparagement |
ce0c8ab8-b4cb-4636-bf8d-4f1281cb95bc | Clause:
The Lender shall have been informed of any claim, action, suit, investigation, litigation or proceeding pending or threatened in any court or before any arbitrator or Governmental Authority that (i) relates to the Loans or (ii) in Lender’s reasonable opinion could have a Material Adverse Effect or to materially... | Label: Litigations |
a54508ff-19db-46fa-a489-5e340712c5db | Clause:
Borrower has filed all Federal, state and other tax returns required to be filed (except for such returns for which current and valid extensions have been filed), and all taxes, assessments and other governmental charges due from the Borrower have been fully paid. The Borrower has established on its books rese... | Label: Taxes |
b7b493f6-5c5c-42ea-af51-1909cde01c0a | Clause:
The effective date of this Agreement (the “ Effective Date ”) shall be the date that the Executive commences employment with the Company. The Effective Date shall be not later than July 1, 2016 or such earlier date that the parties can agree to.
Task: Classify this clause into ONE of these types (exactly one l... | Label: Effective Dates |
cb799f48-452e-4ec5-9fdd-cd5f44c8e5b5 | Clause:
No remuneration shall be paid to any Administration Committee Member as such. However, the reasonable expenses of a Member incurred in the performance of an Administration Committee function shall be reimbursed by the Employers in such proportions as the Company decides.
Task: Classify this clause into ONE of ... | Label: Expenses |
ec9b7c25-0d78-48b4-9a18-fff14081e50f | Clause:
From time to time, whether at or following the Closing, each party shall make reasonable commercial efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things reasonably necessary, proper or advisable, including as required by applicable laws, to consummate and make effective... | Label: Further Assurances |
05654491-6cfa-42df-8683-fe98604b25e5 | Clause:
Each Obligor is solvent and able to pay such Obligor’s debts as such debts become due, and has capital sufficient to carry on such Obligor’s present business transactions. To the actual knowledge of Borrower, the value of each Obligor’s property, at a fair valuation, is greater than the sum of such Obligor’s de... | Label: Solvency |
c8314c81-86c0-46aa-951a-3fe714adec8e | Clause:
This Agreement may be executed in any number of counterparts and by different parties on separate counterparts, each of which, when executed and delivered, shall be deemed to be an original, and all of which, when taken together, shall constitute but one and the same Agreement. Delivery of an executed counterpa... | Label: Counterparts |
d1983400-39ab-4dc2-b596-7e0cd51ada5c | Clause:
THIS PATENT SECURITY 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 PATENT SECURITY AGREEMENT AND THE TRANSACTIONS CONTEMPLATED HEREBY SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH, THE LAW OF THE... | Label: Governing Laws |
8199f75a-4a17-43a8-b5cd-c4887b1ce55a | Clause:
Each Borrower has obtained all governmental consents, franchises, certificates, licenses, authorizations, approvals and permits, the lack of which would have a Material Adverse Effect on such Borrower. Each Borrower is in compliance in all material respects with all applicable federal, provincial, state, local ... | Label: Compliance With Laws |
0ed30d32-77bb-4a72-b222-f19f8ade698d | Clause:
Executive will promptly disclose to Interlink Electronics all designs, software, computer code, processes, inventions, improvements, discoveries and other information related in any way to the business of Interlink Electronics (collectively “ Developments ”) conceived, developed or acquired by Executive alone o... | Label: Assignments |
cb1ef397-699c-4b52-9345-564296ccb5f8 | Clause:
If the Party receiving the Assertion Notice provides an Arbitration Notice to the Party that sent the Assertion Notice, then notwithstanding the provisions of Section 4.1 above, the Parties shall enter binding arbitration administered by JAMS regarding the dispute over the noticed Patents as their sole and excl... | Label: Arbitration |
7c10547c-cc88-4f02-872d-2c11877876ff | Clause:
Tenant's contractors shall obtain and provide to Landlord certificates evidencing workers' compensation, public liability, and property damage insurance in amounts and forms and with companies reasonably satisfactory to Landlord.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustmen... | Label: Insurances |
c316a14f-7aac-438c-b822-6e18f4116c53 | Clause:
Except as “previously disclosed” (as such term is defined in Section 17(l) hereof), as of the date hereof, the execution, delivery and performance by Oncor Holdings and Oncor of this Letter Agreement does not and will not constitute or result in (i) a breach or violation of, or a default under, or otherwise con... | Label: No Conflicts |
3a97ec15-37bd-4bc0-aba8-7b64e3acaff2 | Clause:
The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower nor any other Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the pr... | Label: Successors |
20ca152b-5c54-46e5-b02a-eb70f3b5014c | Clause:
PSPC and the PSPC Shareholder shall have performed and complied in all material respects with all agreements and covenants required by this Agreement to be performed or complied with by each of them on or prior to the Closing Date.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustm... | Label: Agreements |
2b0981b2-31d2-4839-97a8-64f334549475 | Clause:
In case any provision of this Plan be deemed or held to be unlawful or invalid for any reason, such fact shall not adversely affect the other provisions of this Plan unless such determination shall render impossible or impracticable the functioning of this Plan, and in such case, an appropriate provision or pro... | Label: Severability |
78515156-67ca-4a78-bc25-ec6e3f707e1a | Clause:
The Borrower shall indemnify and hold the Lender harmless from and against any and all claims, damages, losses, liabilities, reasonable costs and expenses whatsoever (including reasonable attorneys’ fees and all reasonable expenses resulting from the compromise or defense of any claims) Lender may incur (or whi... | Label: Indemnifications |
76ee4a6e-2fc3-47cd-8fae-35e81c983634 | Clause:
(a) The Borrower agrees to pay to each Lender (which is not a Defaulting Lender), through the Administrative Agent, on the last Business Day of March, June, September and December in each year and on each date on which the Revolving Credit Commitment of such Lender shall expire or be terminated as provided here... | Label: Fees |
6a32d14b-ab67-48c5-bfbb-3ccddef784ab | Clause:
Each of Borrower and its Significant Subsidiaries has title in fee simple to, or a valid leasehold interest in, all its real property, and good title to, or a valid leasehold interest in, all its other property, except where failure to have such title or valid leasehold interest would not be likely to have a Ma... | Label: Liens |
319d245e-70b9-40fc-a6d3-69f8b1d1de04 | Clause:
The Parties agree that irreparable damage would occur if any provision of this Agreement were not performed in accordance with the terms hereof and that the Parties shall be entitled to an injunction or injunctions without the necessity of posting a bond to prevent breaches of this Agreement or to enforce speci... | Label: Specific Performance |
366fdc47-0f42-4c59-9621-297988dc69ef | Clause:
Without duplication of any obligation of the Borrowers under Section 10.02 or 10.03 , in addition to amounts payable as provided herein, each Borrower hereby agrees to protect, indemnify, pay and save harmless the Issuing Bank from and against any and all claims, demands, liabilities, damages, losses, costs, ch... | Label: Indemnifications |
00e199eb-fd9e-4d44-a333-5aa2acdca285 | Clause:
This Agreement will be in force and effect for an initial term beginning as of the date of the Agreement and ending on December 31, 2018 (the “Initial Term”). On December 31, 2018, the Agreement will be renewed automatically for successive additional periods of two (2) years (each such two-year period, a “Rene... | Label: Terms |
96e2cf4c-5233-45c7-869a-be64182afc71 | Clause:
Administrative Agent, Collateral Agent, each Lender and each Transferee shall hold all non-public information obtained by Administrative Agent, such Lender or such Transferee pursuant to the requirements of this Agreement in accordance with Administrative Agent’s, such Lender’s and such Transferee’s customary p... | Label: Confidentiality |
3ff5ebc0-7e8f-4c26-86c8-b78ed0e07847 | Clause:
In reliance on the representations, warranties, covenants and agreements contained in this Eighth Amendment, and subject to the satisfaction of the conditions precedent set forth in Section 4 hereof, the Credit Agreement shall be amended effective as of the Eighth Amendment Effective Date in the manner provided... | Label: Amendments |
a59e61e2-0700-47ec-bd12-46297140325c | Clause:
The Company may deduct or withhold, or require the Participant to remit to the Company, an amount sufficient to satisfy all applicable federal, state and local taxes (including the Participant’s employment tax obligations, if any) required by law to be withheld with respect to any taxable event arising in conne... | Label: Tax Withholdings |
6516b02b-f79b-402e-9d1d-4c04135b08d9 | Clause:
Parent has all necessary power and authority to execute and deliver this Agreement, to perform its obligations hereunder and to consummate the transactions contemplated by this Agreement. The execution and delivery by Parent of this Agreement and the consummation by Parent of the transactions contemplated by t... | Label: Authorizations |
8c07ca35-d9d0-4aee-b6e6-423d72644d11 | Clause:
(a) During the Term, Executive agrees to be employed and devote substantially all of Executive’s business time and efforts to the Company and the promotion of its interests and the performance of Executive’s duties and responsibilities hereunder as President and Chief Executive Officer, upon the terms and condi... | Label: Duties |
a7270be0-c885-4d73-b082-35e849e60549 | Clause:
This Agreement shall be binding upon, and inure to the benefit of, the parties hereto and their respective heirs, personal representatives, successors, and assigns, whether by instrument, operation of law, or otherwise. Except as expressly set forth in this Section 9.2 , neither party shall assign this Agreemen... | Label: Assignments |
337959af-8074-42af-b796-502399ed1237 | Clause:
Neither Party shall issue any press release or public statement disclosing the existence of this Agreement or any other information relating to this Agreement, the other Party, or the transactions contemplated hereby without the prior written consent of the other Party, provided, however , that any disclosure w... | Label: Publicity |
0e7c698c-153f-4565-a687-16355d479f87 | Clause:
Any notice, request or other communication (a "notice") required or permitted to be given hereunder shall be in writing and shall be delivered by hand or overnight courier (such as United Parcel Service or Federal Express), sent by electronic mail (provided a copy of such notice is deposited with an overnight c... | Label: Notices |
d4cfc04d-abf3-4729-8fbb-4d2774d072a3 | Clause:
No covenant, term, or condition or the breach thereof shall be deemed waived, except by written consent of the Party against whom the waiver is claimed, and any waiver of the breach of any covenant, term, or condition shall not be deemed to be a waiver of any preceding or succeeding breach of the same or any ot... | Label: Waivers |
64cb341b-a7d0-44f7-a897-c958050a7cd4 | Clause:
If any term, provision or covenant of this Agreement is held by a court of competent jurisdiction or other authority to be invalid, void or unenforceable, the remainder of the terms, provisions and covenants of this Agreement shall remain in full force and effect and shall in no way be affected, impaired or inv... | Label: Severability |
c46be247-342c-45b9-8f20-29bd63b49858 | Clause:
Any provision of this Waiver 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 jurisdiction shall ... | Label: Severability |
47492425-baf6-4ba2-a8f0-358aac04a926 | Clause:
The waiver by Ameren of a breach of any provision of this Agreement by Woodard shall not operate or be construed as a waiver of any subsequent breach by Woodard. The waiver by Woodard of a breach of any provision of this Agreement by Ameren shall not operate or be construed as a waiver of any subsequent breach ... | Label: Waivers |
48a8b1cb-6350-4945-a5e0-365e8cb5ddcc | Clause:
As an independent contractor, Consultant acknowledges that he does not have the right to participate in any of the Company’s employee benefit plans or perquisites. Consultant further acknowledges that in accordance with the ending of his employment under the Employment Agreement, from and after the Effective Da... | Label: Benefits |
e6b9ca60-8dc0-4f08-a478-1b47fdc103ac | Clause:
The representations, warranties and covenants contained herein shall continue and survive the execution 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, Assignments, Ass... | Label: Survival |
34f956a8-8bcd-4ac6-b6ae-7a75345811f6 | Clause:
Wherever under this Agreement one Party is required or permitted to give written notice to the other, such notice will be deemed given if made in accordance with the terms of the License Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti... | Label: Notices |
fcc5b8c9-1416-4bd8-983e-b4625617961e | Clause:
This Agreement shall not be amended or altered in any manner unless such amendment or alteration is in a writing signed by both parties.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, As... | Label: Amendments |
bf708288-607d-4c44-bc68-4213d77007b7 | Clause:
Upon the occurrence of an Event of Default, Debtor shall have a period of 25 days after its receipt of written notice of such default specifying the reasons for the default. In the event the Event of Default cannot be cured within 25 days, Debtor shall not be in default if, within such 25 day period, it shall h... | Label: Remedies |
be16891b-4f99-47df-8d74-8f3464e2b864 | Clause:
Except as provided in Sections 3(b) and 3(c) below and to the extent not previously vested or forfeited as provided herein, the Units shall vest on a date as determined by the Committee after termination of the Performance Period (as defined below) and certification of performance by the Committee, but no later... | Label: Vesting |
a67247e0-191f-4194-9f48-a7bf198007a4 | Clause:
The Borrower will, and will cause each of its Subsidiaries to, comply with all laws, ordinances or governmental rules or regulations to which each of them is subject, including, without limitation, ERISA and all Environmental Laws, and will obtain and maintain in effect all licenses, certificates, permits, fran... | Label: Compliance With Laws |
fd65b75f-f389-4369-8733-5eeed2deaaef | Clause:
It is a corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction of its organization, and has all requisite corporate power and authority to execute, deliver and perform this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustme... | Label: Organizations |
951b13cf-11fc-493c-aba1-62d1cb29dbb5 | Clause:
To the extent permitted under Section 15(l), all amounts payable hereunder shall be payable in full, as soon as reasonably practicable, but in no event later than 10 business days, following termination.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments... | Label: Payments |
696369d0-fc78-494f-9983-3d6904dc30b1 | Clause:
This Agreement shall terminate upon the valid termination of all of the Distribution Agreements; provided that this Agreement shall continue to apply to all sales made under the Distribution Agreements prior to their termination.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustmen... | Label: Terminations |
0cd7c689-7614-4a06-bc76-eadec75f38d0 | Clause:
The Company shall (a) by 8:30 a.m. (New York City time) on the Trading Day immediately following the date hereof, issue a press release disclosing the material terms of the transactions contemplated hereby, and (b) file a Current Report on Form 8-K, including the material Transaction Documents as exhibits there... | Label: Publicity |
6c5fc388-297d-4aed-97ee-6ef1ec9b4bf1 | Clause:
This Transition Agreement may be amended or modified only by a written instrument signed by the Executive and by a duly authorized representative of the Company.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, A... | Label: Amendments |
aa0cebb3-db03-450c-82e7-32a24ed135f0 | Clause:
No Credit Party will, nor will any Credit Party permit any of its Subsidiaries to, enter into any transaction or series of transactions with any Affiliate (other than, in the case of the Borrower, any Subsidiary, and in the case of a Subsidiary, the Borrower or another Subsidiary) other than in the ordinary cou... | Label: Transactions With Affiliates |
390cb057-01ad-4797-ac11-b9ed90873b21 | Clause:
The execution and delivery of this Agreement and the other documents to be executed by each Seller as contemplated hereunder, the consummation of the transactions contemplated hereby and thereby, and compliance with the terms and conditions hereof or thereof will not (i) contravene any provision of Law or any O... | Label: No Conflicts |
b93af859-5c8a-42dc-b2b4-7c6f263d6c3c | Clause:
Employee hereby acknowledges that the Company will be obligated to withhold taxes for amounts whenever includable in Employee’s income and hereby agrees to make whatever arrangements are necessary to enable the Company to withhold as required by law, including without limitation the right to deduct from payment... | Label: Tax Withholdings |
8f97ffbe-d055-42cc-82bc-7e8ac7c02db4 | Clause:
This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, without reference to its conflicts of law provisions. Any dispute regarding this Agreement shall be subject to the exclusive jurisdiction of the United States District Court for the District of Delaware, and ... | Label: Governing Laws |
65e1aefd-f8b3-4ddc-9606-70a7c751fd0b | Clause:
During the Term, Executive shall be entitled to vacation in accordance with the Company’s vacation policy as may be in effect 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, Arbitra... | Label: Vacations |
18dd5b5b-d748-4492-b179-2b3bd6838972 | Clause:
The Partnership may purchase and maintain insurance on behalf of the Indemnitees and such other Persons as the General Partner shall determine against any liability that may be asserted against or expenses that may be incurred by such Person in connection with the Partnership’s activities, regardless of whether... | Label: Insurances |
a5838e25-73a2-42b5-8fd2-00eb39cd610c | Clause:
Each party represents and warrants to the other party that it is under no current obligation or restriction, nor will it knowingly assume any such obligation or restriction that does or would in any way interfere or conflict with, or that does or would present a conflict of interest, concerning the performance ... | Label: No Conflicts |
4d272225-5d3a-44ef-afba-cc9162fead46 | Clause:
Lender shall have the right at all times to enforce the provisions of the Loan Documents in strict accordance with the terms thereof, notwithstanding any conduct or custom on the part of Lender in refraining from so doing at any time or times. The failure of Lender at any time or times to enforce its rights und... | Label: Enforcements |
f273d638-4f12-4e24-b86b-84cc12bad1fc | Clause:
Each of the Parties hereto will use its commercially reasonable efforts to promptly take, or cause to be taken, all actions and to do, or cause to be done, all things necessary, proper or advisable under applicable laws and regulations to consummate the transactions contemplated by this Agreement. Each of the P... | Label: Cooperation |
805c89e7-c15d-46ea-aae7-0141f9ad84c2 | Clause:
The representations and warranties contained herein shall not survive the Closing. The covenants and other agreements contained in this Agreement shall survive the Closing Date for the period contemplated by its terms or until fully performed.
Task: Classify this clause into ONE of these types (exactly one la... | Label: Survival |
99bd56d2-83ef-4f01-9e74-431573ead822 | Clause:
Waivers under this Agreement are only valid and binding if in writing and duly executed by the party against whom enforcement of the waiver is sought. Waivers shall only waive the specific matter described in the written waiver and do not impair the rights of the party granting the waiver in other respects or a... | Label: Waivers |
6d927219-618f-4bd3-885b-c5573cb1ee38 | Clause:
This Agreement will commence on the Effective Date and remain in effect until the last day that any Service Term in any Transition Service Schedule remains in effect (the “ Term ”), unless earlier terminated under this ARTICLE 4. With respect to each Service, such Service will begin upon the applicable start da... | Label: Terms |
824dc348-bed3-4545-80b6-abbde155c6ae | Clause:
Pursuant to and in accordance with Section 15.1 of the Purchase Agreement, Original Buyer hereby assigns (A) the right to acquire the Properties listed on Schedule A and the Purchased Assets related thereto which would otherwise be transferred to Original Buyer at Closing and the corresponding rights of Origina... | Label: Assignments |
0f5bcaca-2bbb-4a7e-ad0f-7cb7f7631dd4 | Clause:
The provisions of this Section 6.8 will apply for purposes of determining Required Minimum Distributions for calendar years beginning with the 2003 calendar year.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, ... | Label: Effective Dates |
6fd984fe-e594-4599-829f-352bc6168141 | Clause:
Schedule 3.21 sets forth a true, complete and correct description of all material insurance maintained by or on behalf of Holdings, the Borrower or the subsidiaries as of the Closing Date. As of the Closing Date, all premiums in respect of such insurance, to the extent due, have been paid. The insurance maint... | Label: Insurances |
9abe5156-dfd7-4c02-930e-29f837912b81 | Clause:
No party may assign his, her or its rights or obligations hereunder, in whole or in part, without the prior written consent of the other parties, provided that Buyer may assign his rights to receive the Interests to an entity controlled by Buyer.
Task: Classify this clause into ONE of these types (exactly one ... | Label: Assignments |
415279b3-c385-4b81-8f4b-736a18fe57df | Clause:
EACH PARTY HERETO HEREBY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS AGREEMENT. EACH PARTY HERETO (A) CERTIFIES THAT NO REPRESENTATIVE, AGENT OR ATTORNEY OF ANY OTHER PARTY H... | Label: Waiver Of Jury Trials |
6eae7cd2-1c9f-4069-b6b9-631bb4c2857d | Clause:
This Agreement constitutes the entire agreement between the Parties regarding the subject matter hereof and supersedes and replaces all prior or contemporaneous agreements, understandings, and communications between the Parties, whether written or oral regarding the subject matter hereof, with respect to activi... | Label: Entire Agreements |
0c456a4d-2ba7-4bd1-b0a5-09902cd85b50 | Clause:
This Agreement, and the provisions of the Offer Letter referenced in Subsection 5(a), constitute the entire agreement by and between the parties with respect to the subject matter contained herein and supersede all prior agreements or understandings, oral or written, with respect to the subject matter contained... | Label: Severability |
808509a3-1fb6-407d-bacf-cc101f31bed5 | Clause:
This Agreement may be executed in any number of counterparts, and each counterpart shall be considered an original, all of which together shall constitute one Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable... | Label: Counterparts |
3de985aa-8cc9-4fda-8c53-98d3b023858d | Clause:
Each Transaction Document to which the Servicer is a party constitutes the legal, valid and binding obligation of the Servicer enforceable against the Servicer in accordance with its terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium, receivershi... | Label: Binding Effects |
662c3904-c64d-424a-82db-a9af8a94639f | Clause:
Any Person entitled to indemnification hereunder shall give prompt written notice to the indemnifying party of any claim with respect to which it seeks indemnification; provided , however , that the failure to give such notice shall not release the indemnifying party from its obligation, except to the extent th... | Label: Notices |
2d42926c-3c06-4b35-9671-02d120a56f2f | Clause:
The Closing shall be on or before April 15th, 2016 (the “Closing Date”) however at any time prior to the Closing Date, either party may terminate this agreement for any reason without penalty.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corr... | Label: Closings |
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