id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
00a9132d-708f-4cdd-87e4-2c957b038ed3 | Clause:
All taxes, special or general assessments, water rents, rates and charges, sewer rents and other impositions and charges imposed by Governmental Authorities of every kind and nature whatsoever, extraordinary as well as ordinary and each and every installment thereof which shall or may during the term of this Le... | Label: Taxes |
b8d65d92-b756-40fa-8778-a8fcaf265730 | Clause:
Each of the warranties of each Buyer shall be true and accurate, in each case when made and as of the Closing Date as if made at and as of such time.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Ar... | Label: Warranties |
6b9baf5e-312b-4fb9-bf56-70038f60b9ad | Clause:
The transactions contemplated by the Basic Documents do not and will not render the Servicer not 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, ... | Label: Solvency |
acc7ad64-0ada-4754-b01e-46ce54c2fae5 | Clause:
There is no action, suit, inquiry, notice of violation, proceeding or investigation pending or, to the knowledge of the Company, threatened against or affecting the Company, any Subsidiary or any of their respective properties before or by any court, arbitrator, governmental or administrative agency or regulato... | Label: Litigations |
41d86058-951e-460e-af75-d53e3bf40430 | Clause:
(a) Subject to the provisions of Section 2.07(b) , (i) each Eurodollar Rate Loan under a Facility shall bear interest on the outstanding principal amount thereof for each Interest Period at a rate per annum equal to the Eurodollar Rate for such Interest Period plus the Applicable Rate for such Facility; and (ii... | Label: Interests |
22a5ccb4-70af-428a-83ed-5e2bc21e375f | Clause:
HollyFrontier hereby waives promptness, diligence, all setoffs, presentments, protests and notice of acceptance and any other notice relating to any of the HFRM Payment Obligations and any requirement for HEP Operating or HEP Refining to protect, secure, perfect or insure any security interest or lien or any pr... | Label: Waivers |
a00e0839-8841-4896-814d-08d0aa248a8b | Clause:
The Company or any Subsidiary or Affiliate, as appropriate, shall have the authority and the right to deduct or withhold, or require a Participant to remit to the Company, an amount sufficient to satisfy U.S. federal, state, and local taxes and taxes imposed by jurisdictions outside of the United States (includ... | Label: Withholdings |
3447f81f-5395-429f-8153-5c962c7d6eb3 | Clause:
Each Guarantor hereby unconditionally and irrevocably waives and agrees not to assert any claim, defense, setoff, or counterclaim based on diligence, promptness, presentment, requirements for any demand, or notice hereunder, including (without limitation) any of the following: (a) any demand for payment or perf... | Label: Waivers |
911b9187-8306-457b-8c0e-0ec067ec6e2c | Clause:
No amendment or waiver of any provision of this Agreement, nor consent to any departure by the Borrower therefrom, shall in any event be effective unless the same shall be in writing and signed by the Majority Lenders, and then such waiver or consent shall be effective only in the specific instance and for the ... | Label: Amendments |
d41b067b-d51c-4601-aa40-1a2afafcaefa | Clause:
(i) The audited consolidated balance sheet of the Performance Guarantor and its consolidated subsidiaries as of December 31, 2016 and the related consolidated statements of income and cash flows for the fiscal year then ended, delivered to the Administrative Agent on or prior to the Initial Closing Date, fairly... | Label: Financial Statements |
a15df98a-084c-44b1-9cd2-bd0a8c6d9428 | Clause:
The term of the letting under this Agreement (the “ Term ”) with respect to the Existing Premises shall commence upon the Effective Date, and with respect to the Additional Premises shall commence upon the applicable Additional Premises Effective Date, and in each case shall end on the earlier of (i) 11:59 o’cl... | Label: Terms |
e3d311e5-2d66-4773-b099-b877d22a5466 | Clause:
If (a) this Note is placed in the hands of an attorney for collection or enforcement or is collected or enforced through any legal proceeding or the Holder otherwise takes action to collect amounts due under this Note or to enforce the provisions of this Note, or (b) there occurs any bankruptcy, reorganization,... | Label: Enforcements |
49b194d8-0615-4d59-9fdb-4b17a1e7071a | Clause:
This Agreement and the other Note Purchase Documents represent the final, entire agreement between the parties regarding the subject matter hereof and may not be contradicted by evidence of prior, contemporaneous, or subsequent oral agreements of the parties. There are no unwritten oral agreements between the p... | Label: Entire Agreements |
c1333e00-1a3f-420a-97dc-90aa99738665 | Clause:
As of the date hereof, the authorized common stock of the Company consists of 1,000,000,000 authorized shares of Common Stock, $0.001 par value per share, of which 278,797,345 shares are issued and outstanding; and no shares are reserved for issuance pursuant to securities (other than the Note) exercisable for,... | Label: Capitalization |
6f56a610-1616-48d5-889a-389a5f87c245 | Clause:
All payments to be made by the Borrower shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. Except as otherwise expressly provided herein, all payments by the Borrower hereunder shall be made to the Administrative Agent, for the account of the respective Lenders to ... | Label: General |
3d3815a6-655c-4241-860d-151e2dc2e77c | Clause:
Pursuant to the Annual Business Plan, the Agent shall perform selling, sales management, and other services related to the sale of Roundup Products.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arb... | Label: Sales |
97447db5-667b-4e07-8780-68163a8ba924 | Clause:
The Parties agree that Section 12 of the Employment Agreement shall govern any disputes regarding 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, Assigns, Aut... | Label: Arbitration |
4e0c5ba4-9c0d-4569-8644-417934470015 | Clause:
The Borrower will use the proceeds of the Loans and the Letters of Credit only for general corporate purposes of the Borrower and the Subsidiaries, including to finance, in part, the Ixia Acquisition and the Ixia Refinancing and the payment of fees and expenses related thereto and to finance repurchases of the ... | Label: Use Of Proceeds |
d926a333-2de1-4919-906c-c51f3f3680f8 | Clause:
This Fourth Amendment may be executed in counterparts, and all parties need not execute the same counterpart. Facsimiles or other electronic transmission (e.g. .pdf) shall be effective as originals.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, An... | Label: Counterparts |
7d2b8373-5d77-44c8-82fe-61fa107ca4b7 | Clause:
In either case, the Party not initiating an Infringement Action (the “Non-Initiating Party” ) will provid e reasonable cooperation to the Party initiating such Infringement Action (the “Initiating Party” ) in connection therewith, including by promptly supplying or executing all papers and instruments, or requi... | Label: Cooperation |
73bfe11b-6227-4966-9922-e9c6add82189 | Clause:
Any amendment to this Agreement must be in writing and signed by duly authorized representatives of each of the Parties hereto and must expressly state that it is the intention of each of the Parties hereto to amend the Agreement. No breach of any provision of this Agreement shall be deemed waived unless the wa... | Label: Amendments |
b6033cc0-febd-4760-b201-13dd012361f3 | Clause:
Each Lender appoints and designates Bank of America as Agent hereunder. Agent may, and each Lender authorizes Agent to, enter into all Loan Documents to which Agent is intended to be a party and accept all Security Documents, for Agent’s benefit and the Pro Rata benefit of Lenders. Each Lender agrees that any a... | Label: Authority |
39a70bf2-39f7-4d36-93bd-e512509bc289 | Clause:
Notices required or permitted hereunder shall be given in writing and shall be deemed effectively given upon personal delivery or upon deposit in the mail by certified or registered mail, with postage and fees prepaid, addressed to Holder to his address shown in the Company records, and to the Company at its pr... | Label: Notices |
cd0ea634-88d3-4d09-b8e6-ca5278f20a08 | Clause:
The Company shall use (i) at least $50,000,000 of the proceeds from the issuance of the securities pursuant to this Agreement solely to finance the Acquisition and (ii) the remainder of such proceeds for general corporate purposes.
Task: Classify this clause into ONE of these types (exactly one label):
Adjust... | Label: Use Of Proceeds |
1ad129a8-3ec3-4bc6-b4d1-5b39d67a4dc9 | Clause:
Catalent does not hire people for the purpose of acquiring their current or former employer's trade secrets, intellectual property, or other confidential or proprietary information, and Catalent does not want access to any materials containing such information. Consequently, any documents, computer discs, etc. ... | Label: Confidentiality |
5936678c-0fd0-4c9c-8198-7894c0c51358 | Clause:
Notwithstanding any other provision in this Deed of Trust to the contrary, under no circumstances shall Borrower transfer any interest in the Property, directly or indirectly, to an employee benefit plan covered under Title I, Part 4 of the Employee Retirement Income Security Act of 1974 amended (“ERISA”), or S... | Label: Erisa |
71bc9f3b-446e-4fc5-b373-e5d0c1a02103 | Clause:
All notices, communications and instructions required or desired to be given under this Agreement must be in writing and shall be deemed to be duly given if sent by registered or certified mail, return receipt requested, or overnight courier, to the addresses set forth in the Asset Purchase Agreement or provide... | Label: Notices |
faf0ec9c-6c52-434d-8659-56789642f091 | Clause:
All notices or other communications to the New Subsidiary Guarantor shall be given as provided in Section 13.02 of the Indenture.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignmen... | Label: Notices |
ba8d6510-7db6-41b6-b53a-0186ea99b775 | Clause:
Notwithstanding the foregoing, in no event shall the Participant be permitted to exercise an Option in a manner that the Committee determines would violate the Sarbanes-Oxley Act of 2002, or any other applicable law or the applicable rules and regulations of the Securities and Exchange Commission or the applica... | Label: Compliance With Laws |
f5366566-13eb-458e-89ec-e8f16d8773a3 | Clause:
This Agreement may be executed by the parties hereto in counterparts, each of which shall be deemed to be an original, and all such counterparts shall together constitute but one and the same instrument.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments... | Label: Counterparts |
613782c2-a7d3-42dc-b50b-66e9d8ff07f6 | Clause:
Each Participant shall immediately forfeit any benefit to which he or she is otherwise entitled under the SERP if the Participant’s employment is terminated for Cause.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable L... | Label: Forfeitures |
867dad3c-890b-47d5-8493-33630db9b677 | Clause:
All covenants, agreements, representations and warranties made by the Loan Parties herein and in the certificates or other instruments delivered in connection with or pursuant to this Agreement shall be considered to have been relied upon by the other parties hereto and shall survive the execution and delivery... | Label: Survival |
474faddc-399d-43a3-9c01-ee79bb7b4dba | Clause:
Each Canadian Facility Lender may from time to time hold, sell, rediscount or otherwise dispose of any or all Bankers’ Acceptances accepted and purchased by it.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Ap... | Label: Sales |
9bdcf422-2da4-4bf3-87ba-d227c6c2cb4a | Clause:
This Agreement is the result of substantial negotiations between the parties, represents the complete agreement of the parties with respect to the subject matter hereof, and supersedes all prior agreements and understandings (including the Prior Agreement), but excluding any prior compensation plans, programs, ... | Label: Integration |
dd6ed9e4-ec10-4f98-ae5c-7e3215313f63 | Clause:
If any provision of this Agreement is found to be illegal or unenforceable, the court must modify the scope and/or application of such provision to the extent necessary to make such provision legal and enforceable and the other provisions shall remain effective and enforceable to the greatest extent permitted b... | Label: Severability |
e8bb0736-23ae-48e7-9bb6-562a062a2078 | Clause:
Buyer is duly formed, validly existing and in good standing under the laws of the state of its formation. Buyer has full power and authority to enter into this Agreement and the instruments referenced herein, and to consummate the transactions contemplated hereby. All requisite action has been taken by Buyer in... | Label: Authority |
6259c866-f310-4d73-a731-50f29531d87b | Clause:
Any notices, requests, demands and other communications provided for by this Agreement shall be sufficient if in writing and delivered in person or sent by a nationally recognized overnight courier service or by registered or certified mail, postage prepaid, return receipt requested, to the Executive at the las... | Label: Notices |
0526496b-c6c5-4995-8057-4cdd4f86a07e | Clause:
Applicant shall indemnify and hold The Gas Company harmless from and against all liability (excluding only Pre-Existing Environmental Liability) connected with or resulting from injury to or death of persons, including but not limited to employees of The Gas Company or Applicant, injury to property of The Gas C... | Label: General |
f8cadf60-7a34-48b2-b06e-e22916a5cc13 | Clause:
This Agreement, other than Article II , shall terminate upon the earlier of (a) the date that is three (3) months following the Expiration Date and (b) the mutual written agreement of the Shareholder and the Company. The provisions of Article II shall terminate upon the earlier of (i) the time when there are no... | Label: Terminations |
d817100e-c70d-4eb3-bd74-2f28951a5f3b | Clause:
All Performance Unit awards are subject to the terms and conditions of the Plan relating to Performance Units. If the Participant incurs a Termination of Employment for any reason on or before the end of the Award Cycle, all rights to or in respect of Performance Units awarded hereunder shall be forfeited excep... | Label: Forfeitures |
ae7ba664-40d2-48e7-9f6d-dee23b596986 | Clause:
Subject to the terms and conditions of this Agreement, each Party agrees to execute such documents and other papers and use its reasonable efforts to perform or cause to be performed such further acts as may be reasonably required to carry out the provisions contained in this Agreement and the Ancillary Agreeme... | Label: Further Assurances |
ef789372-ca11-4a9e-b44d-dd0fabd90c11 | Clause:
This Agreement (including the Exhibits and Schedules hereto) constitutes the full and entire understanding and agreement between the parties with respect to the subject matter hereof, and any other written or oral agreement relating to the subject matter hereof existing between the parties are hereby expressly ... | Label: Entire Agreements |
f3193ea2-cb79-46a1-8f78-e9301867b8a6 | Clause:
The Administrative Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, with the requirements of all applicable Requirements of Law (including applicable ERISA and all Environmental Laws, Sanctions, the USA PATRIOT Act and the FCPA), except to the extent the failure of the Borrowe... | Label: Compliance With Laws |
5f774478-027b-43ce-b1f2-b08fb0890912 | Clause:
Any provision of this Fourth Amendment which is held to be invalid, illegal or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such invalidity, illegality or unenforceability without affecting the validity, legality and enforceability of the remaining provisions... | Label: Severability |
e4f08210-31c2-4355-836f-298778b3898b | Clause:
Each of the parties shall hold, and shall cause its Representatives to hold, in confidence all documents and information furnished to it by or on behalf of the other parties in connection with the transactions contemplated hereby pursuant to the terms of the confidentiality agreement dated November 23, 2017 bet... | Label: Confidentiality |
1f7e0183-c932-42d0-b8e0-120fc68224c9 | Clause:
EACH OF THE PARTIES HERETO HEREBY IRREVOCABLY WAIVES, 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 ADMINISTRATION AGREEMENT OR THE TRANSACTION CONTEMPLATED HEREBY.
Task: Classify this clause into ONE of these ty... | Label: Waiver Of Jury Trials |
1b36c39b-6716-4466-88b7-5e64e609df6c | Clause:
The proceeds of the Loans made (a) on the Effective Date will be used to (i) consummate the Refinancing and (ii) pay fees and expenses incurred in connection with the Transactions, and (b) after the Effective Date, will be used for (i) working capital and general corporate purposes and for any other purpose not... | Label: Use Of Proceeds |
7aab9ac7-bdb6-4660-8d57-563129e62035 | Clause:
If any provision of this Agreement or application thereof is held invalid, the invalidity shall not affect other provisions or applications of the Agreement that can be given effect without the invalid provision or application. To this end, the provisions of this Agreement are severable.
Task: Classify this cl... | Label: Severability |
59c2494a-7516-4dea-a53a-6daae87da508 | Clause:
This Agreement may only be amended, modified or waived, in whole or in part, in a writing executed by both you and the Company (as authorized by the Board).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approv... | Label: Amendments |
21a6bef8-1fbe-48fc-bc4d-5c9ddc470c1b | Clause:
No Event of Default or Default has occurred and is continuing.
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, Bind... | Label: No Defaults |
af0b5ca7-0f01-420d-ac7f-a99aae2398bd | Clause:
Purchaser and Seller hereby agree to complete, execute and deliver to the appropriate governmental authorities any returns, affidavits or other instruments that may be required with respect to any transfer, gains, sales, stamps and similar taxes, if any, arising out of this transaction.
Task: Classify this cla... | Label: Further Assurances |
4abab975-5705-4cf2-b9e1-099e3ac5bdf4 | Clause:
The Awards comprise four sets of stock options (the “ Stock Options ”) as follows: the Time-Vesting Options, the $10 Performance Options, the $20 Performance Options and the $30 Performance Options. For purposes of this Award Agreement, the $10 Performance Options, the $20 Performance Options and the $30 Perfor... | Label: Vesting |
86cd814d-8f28-40d5-b033-d63142ab5885 | Clause:
Each Party agrees to execute such further documents and instruments as shall be necessary to fully carry out the terms of this Agreement. Any consent or approval required of Sellers or the Company by this Agreement shall not be unreasonably withheld. Each Party agrees that for a reasonable period of time after ... | Label: Further Assurances |
f9a1a8d2-3af0-4f70-8551-fb293d4d0545 | Clause:
This Agreement shall be interpreted and construed by the laws of the Commonwealth of Massachusetts, without regard to conflict of laws provisions. The Executive hereby irrevocably submits to and acknowledges and recognizes the jurisdiction of the courts of the Commonwealth of Massachusetts, or if appropriate, a... | Label: Applicable Laws |
7b1bd548-b625-48c6-bb7b-e268ff2284b1 | Clause:
This Agreement represents the agreement of each of the Grantors and the First Lien Secured Parties with respect to the subject matter hereof and there are no promises, undertakings, representations or warranties by the Applicable Authorized Representative, any Authorized Representative or any other First Lien S... | Label: Integration |
8d799e41-f7ab-4610-9eb6-bb5d155b355c | Clause:
Without the prior written consent of the Administrative Agent, these Subordination Terms may not be amended, supplemented or otherwise modified.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitra... | Label: Amendments |
932a854e-f7cb-4804-a69b-9208f82c4b2d | Clause:
All information relating to or concerning the Company or any of its Subsidiaries set forth in this Agreement and provided to the Purchaser pursuant to Section 2(d) hereof and otherwise in connection with the transactions contemplated hereby is true and correct in all material respects and the Company has not om... | Label: Disclosures |
ac825b6b-bf30-407e-8f0c-43d2fd446a1b | Clause:
All amounts due under this Section shall be payable not later than ten (10) Business Days after demand therefor, unless being contested in a court of competent jurisdiction.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applic... | Label: Payments |
45ee1ec7-93f2-4e72-b98d-d492920d6397 | Clause:
THE ADMINISTRATIVE AGENT, EACH LENDER, EACH ISSUER, THE BORROWER AND THE OTHER OBLIGORS HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVE TO THE FULLEST EXTENT PERMITTED BY LAW ANY RIGHTS THEY MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION BASED HEREON, OR ARISING OUT OF, UNDER, OR IN CONNECTION W... | Label: Waiver Of Jury Trials |
0dced8ee-2002-487c-acb2-cc0960572c53 | Clause:
This Letter Agreement may only be enforced by CF Corp at the direction of Sponsor, and nothing set forth in this Letter Agreement shall be construed to confer upon or give to the Company or any other Person (including CF Corp’s and the Company’s direct and indirect creditors), other than the parties hereto and ... | Label: Enforceability |
f0035dc1-1a71-4664-b3a9-b36685d8aa98 | Clause:
This Agreement will become effective upon the Effective Date and will terminate automatically upon the completion of all payments (if any) under the terms of this Agreement. However, in the event that a Change in Control has not occurred by the date that is three (3) years following the Effective Date, this Agr... | Label: Terms |
e84bd0bf-fac4-4738-b6b9-1617583eb0b7 | Clause:
Any notice under this Agreement shall be made in accordance with the terms of the Notes.
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, B... | Label: Notices |
597e80f2-de96-4bcd-a504-22f28f4f83f7 | Clause:
The Company’s obligation to deliver shares of Common Stock to the Grantee upon settlement of this Award shall be subject to the satisfaction of all applicable federal, state and local income and employment tax withholding requirements (the “ Required Withholding ”). The Company shall withhold from the Common St... | Label: Withholdings |
f28cd351-e110-4353-b291-098c0e26ca3a | Clause:
By accepting this Award, Participant expressly warrants that he or she has received Restricted Stock Units under the Plan, and has received, read and understood a description of the Plan. Participant understands that the Plan is discretionary in nature and may be amended, suspended or terminated by the Company... | Label: Amendments |
c123ca7b-8acc-4716-873d-90eaf5cf5e53 | Clause:
Manager will provide the oversight necessary or appropriate to assure that the operator of the Assets reports any spill and environmental releases to the appropriate state or federal regulatory agencies as required by applicable Law.
Task: Classify this clause into ONE of these types (exactly one label):
Adjus... | Label: Releases |
014e1b6c-6f7a-4247-805a-0268d2b68441 | Clause:
If the Company proposes to file a Registration Statement under the Securities Act with respect to an offering of securities for its own account or for the account of another person (other than a registration statement on Form S-4 or S-8 (or any substitute form that may be adopted by the Commission)), the Compan... | Label: General |
d7cdda49-e6f1-4994-b2e1-0c3de63208a8 | Clause:
This Agreement has been duly and validly executed and delivered by each Loan Party, and each other Loan Document to which any Loan Party is a party has been duly executed and delivered by such Loan Party. This Agreement and each other Loan Document constitutes legal, valid and binding obligations of each Loan ... | Label: Binding Effects |
76fbad92-785b-4a1f-b0d9-01a8898c4302 | Clause:
Each of the Company and the Borrower will, and will cause each of its Subsidiaries to, comply with all laws, rules, regulations and orders of any Governmental Authority applicable to it or its property, including Environmental Laws, except where the failure to do so, individually or in the aggregate, could not ... | Label: Compliance With Laws |
015855fb-c830-47a3-bfb1-54c685f260e7 | Clause:
In connection with any new lease, or any renewal of a lease or modification of any existing Lease which extends the term or expands the premises under such Lease other than under an option or right governed by subsections (c)(iii) or (c)(iv) below, and is entered into between the Effective Date and the Closing,... | Label: Modifications |
58dc749c-e2c6-4c90-907b-a749ebf5e701 | Clause:
THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, UNITED STATES OF AMERICA, WITHOUT REGARD TO THE PRINCIPLES OF CONFLICTS OF LAW THEREOF . The parties hereto irrevocably submit to the exclusive jurisdiction of any state or federal court sitting in the County... | Label: Governing Laws |
f981dbab-6e39-443b-bca3-f54bc286bb88 | Clause:
(a) Neither Holdings nor the Borrower will (nor will they permit any of the Restricted Subsidiaries to) effect (i) any waiver, supplement, modification or amendment of (A) (x) any indenture, instrument or agreement pursuant to which any unsecured Material Indebtedness, any Indebtedness that is expressly subordi... | Label: Agreements |
f49be0d5-15a4-4fad-9c9d-e57b9fa8e7ca | Clause:
This Agreement shall terminate with respect to each Holder on the earlier of: (i) the second (2 nd ) anniversary of the SEC Effective Date, (ii) the date on which all Registrable Securities held by such Holder are transferred (other than to a Permitted Assignee), (iii) the date on which all of the Registrable S... | Label: Terms |
d1ede0d9-43cb-45f0-835c-ed5eb4cb9990 | Clause:
To the knowledge of the Applicant, each of Holdings, the Applicant and its Restricted Subsidiaries has filed or caused to be filed all United States federal income tax returns and all other material tax returns which are required to be filed and has paid ( a ) all Taxes shown to be due and payable on such retur... | Label: Taxes |
390ef30e-59bd-4486-a98c-97f8fc2d577e | Clause:
Except as otherwise provided herein, whenever it is provided herein that any notice, demand, request, consent, approval, declaration or other communication shall or may be given to or served upon any of the parties by any other parties, or whenever any of the parties desires to give or serve upon any other part... | Label: Notices |
003201ef-525a-4426-93fa-637eb824bfcf | Clause:
Use the proceeds of the Tranche D Term Loans for the purposes specified in the Fourth Amendment.
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: Use Of Proceeds |
1feeaaa0-c1c6-403c-9e89-b4b92d5c17e7 | Clause:
Subject to the express limitations herein, at any time the Parties may extend the time for the performance of any of the obligations or other acts of the other Party, waive any inaccuracies in the representations and warranties contained in this Agreement and waive compliance with any of the agreements or condi... | Label: Waivers |
85046212-f466-4796-bbc6-a9dfd74523b6 | Clause:
The proceeds of the Revolving Loans and the Swingline Loans, and the Letters of Credit, shall be used to finance the working capital needs and general corporate purposes of the Borrower and its Subsidiaries, including Investments, Restricted Payments and capital expenditures permitted under this Agreement. The ... | Label: Use Of Proceeds |
f11decb5-2759-4cad-97bf-84be90103733 | Clause:
This Amendment Number Nineteen may be executed by each of the parties hereto on any number of separate counterparts, each of which shall be an original and all of which taken together shall constitute one and the same instrument.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustmen... | Label: Counterparts |
e0dbc0f7-4381-49da-bdc4-37fa9bd32f45 | Clause:
Except for the specific representations and warranties contained in this Section 3 and in any certificate or agreement delivered pursuant hereto, none of the Company Parties has made, makes or shall be deemed to make any other express or implied representation or warranty with respect to the Company, this offer... | Label: Warranties |
d6b144ef-d844-4719-ba6f-99bc131d7ae9 | Clause:
THIS AGREEMENT AND THE OTHER CREDIT DOCUMENTS 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 ANY OTHER CREDIT DOCUMENT (EXCEPT, AS TO ANY OTHER CREDIT DOCUMENT, AS EXPRESSLY SET FORTH THEREIN) AND THE ... | Label: Governing Laws |
29a50245-dd7e-4861-ba0a-ac1af9c8960e | Clause:
Borrower shall not, and shall not permit any WWP Amenities Subsidiary to, create, incur, assume or permit to exist any Lien on any direct or indirect interest in Borrower or any portion of the Property or the Worldwide Plaza Amenities, except for the Permitted Encumbrances. After prior notice to Lender, Borrowe... | Label: Liens |
fb8e63d0-802f-429e-8930-fb77f52a0387 | Clause:
The Board may amend, alter, suspend, discontinue, or terminate the Plan or any portion thereof at any time; provided , that no such amendment, alteration, suspension, discontinuance or termination shall be made without stockholder approval if (i) such approval is necessary to comply with any regulatory requirem... | Label: Amendments |
46ac1275-783b-450f-8ccf-452dae2c59cb | Clause:
All payments to be made by the Borrower shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. Except as otherwise expressly provided herein, all payments by the Borrower hereunder shall be made with respect to Loans, to the Administrative Agent, for the account of the... | Label: General |
062ac9e0-13fc-47bf-bbe9-c91bb646ce3a | Clause:
The severance benefits payable under this Plan are subject to all withholding and any other deductions required by applicable law.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignme... | Label: Withholdings |
f62f62c1-d2dc-4e22-8da1-60675aaaae9f | Clause:
Equal to Target Bonus . The Executive shall become entitled to receive an amount equal to the annual target bonus in effect for the Executive for the year in which the Executive’s Involuntary Termination occurs (the “ Termination Bonus ”). Such amount shall be paid in a lump sum on the first business day, withi... | Label: Payments |
48652ec6-c899-4d4a-9ee1-835a43c9a08d | Clause:
If any term or other provision of this Agreement is invalid, illegal or incapable of being enforced by rule of 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 Merger and the transacti... | Label: Severability |
96d7d047-5b0e-4827-a5d9-8eeefb0a1055 | Clause:
The proceeds of the Bridge Loan shall be used to support the Reeves County Drilling Program and general working capital needs of the Borrower and no payments will be made to repay indebtedness owed to affiliates of the Borrower unless and until the Bridge Loan Notes have been repaid in full.
Task: Classify thi... | Label: Use Of Proceeds |
2bdcc4f0-0926-4d15-b69d-555e7fc4bca0 | Clause:
The headings used in this Agreement are used for administrative convenience only and do not constitute substantive matter to be considered in construing the terms of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws... | Label: Headings |
b5987040-ff5c-4742-9c28-e79c27dcaed0 | Clause:
Such Owner is duly organized, validly existing and in good standing under the Laws of the State of South Carolina.
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: Existence |
c43b1bbe-9dc3-45ae-b729-92f403991204 | Clause:
In the event any one or more of the provisions contained in this Amendment should be held invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein shall not in any way be affected or impaired thereby (it being understood that the in... | Label: Severability |
c761ddac-5260-4d54-b9e3-6f545f2bf53b | Clause:
The Borrower, the Lenders party hereto, the Administrative Agent and other parties party hereto agree that on the First Amendment Effective Date, the Credit Agreement shall be amended to delete the stricken text (indicated textually in the same manner as the following example: stricken text ) and to add the dou... | Label: Amendments |
80593737-0bb3-4090-8306-a684af4167d0 | Clause:
(a) Except as otherwise expressly provided in this Agreement, all costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be borne by the Party incurring such expenses. Notwithstanding the foregoing, all Transfer Taxes shall be paid 50% by Purchaser and 50% b... | Label: Expenses |
2a9f8e12-ca92-4f5c-80ab-af015734b7d3 | Clause:
The representations and warranties in this Agreement shall survive Closing for a period of eighteen (18) months from the Closing Date whereupon they shall expire and be of no further force or effect, except that if within such period the indemnified party gives the indemnifying party written notice of a claim f... | Label: Survival |
822539ed-a068-4389-b2c9-a088ed197738 | Clause:
A “change in control event” within the meaning of Treasury Regulation § 1.409A‑3(i)(5).
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, Ba... | Label: Change In Control |
010ed2ec-9cda-4b8d-b08f-9d42b2fc5d11 | Clause:
Subject to Section 11 hereof and Section 8.08 of the Loan Agreement, this Agreement is personal to the parties hereto, and the rights and duties of any party hereunder shall not be assignable except with the prior written consent of the other parties. In any event, this Agreement shall inure to and be binding u... | Label: Assignments |
5af38df0-2fab-4ef3-896b-01e72ea3eb78 | Clause:
Any notice required to be delivered to the Company under this Agreement shall be in writing and addressed to the Chief Operating Officer of the Company at the Company’s principal corporate offices. Any notice required to be delivered to the Director under this Agreement shall be in writing and addressed to the ... | Label: Notices |
7c195287-be31-4f9e-9b5a-a3ac7a45c34e | 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 given at any time to the Company, if the Closing has not been consummated on or before March 3... | Label: Terminations |
75c18d4a-14f5-4ef9-a6b7-56d292593136 | Clause:
By signing this agreement, you agree to keep both this agreement in its entirety and your bonus payment strictly confidential.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments,... | Label: Confidentiality |
1da5e227-26b5-479a-9768-6c4b6c30163f | Clause:
The Loan Documents cannot be amended, terminated, or discharged except in a writing signed by the party against whom enforcement is sought. No waiver, release, or other forbearance by Lender will be effective unless it is in a writing signed by Lender and then only to the extent expressly stated.
Task: Classif... | Label: Amendments |
3f34a8df-1449-4dc7-8d34-c9b80d752839 | 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 a Defaulting Len... | Label: Amendments |
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