id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
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|---|---|---|
5b01c0d6-a408-4d9d-a558-1c4598ca4c48 | Clause:
During the Term of Employment (as defined in Section 2 ), the Executive shall serve the Corporation as its Chief Financial Officer. The Executive shall, without limitation and without limiting the Executive’s other duties to the Corporation, and without limiting the authority of the Corporation’s Board of Direc... | Label: Duties |
3ef33e86-ec61-43b4-8a1d-3d669ff8d88d | Clause:
Company will not sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security, as defined in Section 2 of the Act, that would be integrated with the offer or sale of the Shares to Investor for purposes of the rules and regulations of any Trading Market such that it would requi... | Label: Integration |
1fcad0aa-de6b-4275-9383-76391d1d763f | Clause:
The Plan is incorporated herein by reference. The Plan and this Agreement constitute the entire agreement of the parties with respect to the subject matter hereof and supersede in their entirety all prior undertakings and agreements of the Company and Optionee with respect to the subject matter hereof, and may ... | Label: Entire Agreements |
10e17fb6-7d7e-4f25-9f33-97de320c1bf8 | Clause:
The Company or one of the Subsidiaries shall require the Employee to remit to the Company an amount in cash sufficient to satisfy any applicable U.S. federal, state and local and non-U.S. tax withholding obligations that may arise in connection with the vesting of the Restricted Stock Units and the related issu... | Label: Tax Withholdings |
102b8119-330f-4ac8-98e9-8b7b8e705484 | Clause:
To facilitate execution, this Assignment may be executed in as many counterparts as may be required. It shall not be necessary that the signature on behalf of both parties hereto appear on each counterpart hereof. All counterparts hereof shall collectively constitute a single agreement.
Task: Classify this cla... | Label: Counterparts |
338c0b58-3c67-427b-ae3f-36485d67bbb8 | Clause:
After giving effect to the consummation of the transactions contemplated by this Agreement, Borrower has capital sufficient to carry on its business and transactions and all businesses and transactions in which it is about to engage and is solvent and able to pay its debts as they mature. No transfer of proper... | Label: Solvency |
8d802c66-0243-4022-823e-331d22262131 | Clause:
The Seller is a limited liability company duly formed, validly existing and in good standing under the laws of the State of Michigan and has full power and authority to own, lease and operate its properties and to carry on its business as now being and as heretofore conducted. The Company is not qualified or li... | Label: Organizations |
bad31ccb-a894-484d-b672-98409f72a0d0 | Clause:
Each of the parties hereto shall execute and deliver such further instruments, documents and agreements and do such further acts and things as may be useful or required to carry out the purpose and intent of this Agreement and which are not inconsistent with the provisions hereof.
Task: Classify this clause in... | Label: Further Assurances |
c748cad4-58be-43b3-b033-1e9118067460 | Clause:
The execution, delivery and performance by each Loan Party of the Loan Documents and the other Related Transaction Documents to which it is a party (a) do not require any consent or approval of, registration or filing with, or any action by, any Governmental Authority, except those as have been obtained or made... | Label: No Conflicts |
b58a9acc-5786-4881-9768-dc1ee629e8e1 | Clause:
As requested by Providence and necessary to comply with Providence Parent’s disclosure obligations, the LLC will use commercially reasonable efforts to make its Managers and officers having responsibility for its financial reporting and business areas that relate to the matters included in the Information, and ... | Label: Cooperation |
be4ff9b5-8747-422f-b514-ed10738f9603 | Clause:
Failure of ISS at any time to enforce any provision of this Agreement shall not be interpreted as a waiver of any provision of ISS’s rights under this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, A... | Label: Waivers |
124a0c5e-093c-4a9f-99b7-8fc8df8e705f | Clause:
Debtor agrees to defend, indemnify and hold harmless Secured Party against any and all liabilities, costs and expenses (including, without limitation, all reasonable legal fees and expenses): (i) with respect to, or resulting from, any delay in paying any and all excise, sales or other taxes which may be payabl... | Label: Indemnifications |
468777ef-ec35-4724-b71e-b01685eb4480 | Clause:
This Agreement may not be amended, modified, or waived, except by an instrument in 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, Assignments, Assigns, Au... | Label: Amendments |
bf65b93e-da6c-40d5-86be-95ea45f3e0b6 | Clause:
The Company has the requisite corporate power and authority to enter into each of the Transaction Agreements and to consummate the transactions contemplated hereby and thereby. The execution and delivery by the Company of each of the Transaction Agreements, the issuance, sale and delivery of the Shares by the C... | Label: Authorizations |
7312fd4b-5712-44af-a625-18f5397b7b5b | Clause:
This Agreement has been freely and fairly negotiated among the parties. If an ambiguity or question of intent or interpretation arises, this Agreement will be construed as if drafted jointly by the parties and no presumption or burden of proof will arise favoring or disfavoring any party because of the authors... | Label: Construction |
9672bafc-6841-4c7e-a4b1-0893b8286091 | Clause:
This Joinder Agreement shall be binding upon the Additional Initial Term Lender, and its successors and permitted assigns and shall inure to the benefit of the Borrower, the Administrative Agent, and the Lenders, and their respective successors and permitted assigns.
Task: Classify this clause into ONE of thes... | Label: Binding Effects |
7976b227-2956-4f6f-97bf-9d424757c309 | Clause:
To the extent required by any applicable law, the Agent may withhold from any payment to any Lender an amount equivalent to any applicable withholding Tax. If any payment has been made to any Lender by the Agent without the applicable withholding Tax being withheld from such payment and the Agent has paid over ... | Label: Withholdings |
4da585ff-0af6-44ed-8873-cfe34b78f5f5 | Clause:
The Participant understands that he or she (and not the Company) shall be responsible for any tax liability that may arise with respect to the Restricted Stock granted under this Agreement. The Participant shall pay to the Company, or make provision satisfactory to the Company for payment of, any taxes or socia... | Label: Taxes |
ae3296f8-b7db-49eb-8b20-796eff37190f | Clause:
This Agreement shall be governed by, construed and administered in accordance with the applicable provisions of ERISA, Code Section 409(A), Treasury Regulation § 1.409A and any other applicable federal law, provided, however, that to the extent not preempted by federal law this Agreement shall be governed by th... | Label: Applicable Laws |
fc58de8d-3fd3-4f9a-820a-3dab37758283 | Clause:
The Company may require payment of or withhold any income or employment tax which it believes is payable as a result of the grant or vesting of the Performance Shares or the payment of Shares in connection therewith, and the Company may defer making delivery with respect to the Shares until arrangements satisfa... | Label: Taxes |
cc7b5b20-cc51-43b6-93c2-57c68228b255 | Clause:
US Company and each of its Subsidiaries has duly complied in all material respects with, and its Properties, business operations and leaseholds are in compliance in all material respects with, the provisions of all federal, state, provincial, local, foreign and other laws, rules and regulations applicable to US... | Label: Compliance With Laws |
510421fa-8e42-41b9-a6f1-de793d740c1c | Clause:
Stock Options will remain exercisable for a period of one year following the date of death (or, if earlier, the original expiration date of the option); unvested Stock Options will become fully vested as of the date of termination.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustm... | Label: Death |
2e9a73f8-4375-4c86-bea7-4685b633c5e1 | Clause:
EACH OF THE BORROWER, THE AGENT AND THE BANKS HEREBY IRREVOCABLY WAIVES ALL RIGHT TO TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM ARISING OUT OF OR RELATING TO ANY LOAN DOCUMENT TO WHICH IT IS A PARTY OR ANY INSTRUMENT OR DOCUMENT DELIVERED THEREUNDER.
Task: Classify this clause into ONE of these ty... | Label: Waiver Of Jury Trials |
4a53decf-3d3c-4d8e-9c3c-54233d13045e | Clause:
Except as otherwise permitted by the Indenture Documents, each Grantor hereby agrees not to divest itself of any Intellectual Property Right.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitratio... | Label: Assignments |
c377750d-eab0-4ccd-95dc-93fb73e3f4ab | Clause:
This Agreement constitutes the entire agreement between the parties hereto concerning the subject matter hereof and supersedes all prior or simultaneous agreements, written or oral, with respect to the subject matter hereof. All rights and remedies of Issuer and all obligations of Applicant under or connection... | Label: Entire Agreements |
b1524870-0f71-4976-8191-cc58818cc6e8 | Clause:
Subject to the foregoing, promptly after receipt of a statement requesting payment with respect to the indemnification rights set forth in Section 1, to the extent required by applicable law, the Company shall take the steps necessary to authorize such payment in the manner set forth in Florida General Corporat... | Label: Payments |
158f50ec-be3f-42eb-97ba-5cb4f5d92d2f | Clause:
Subject to Section 3.9, Borrower shall pay when due all material foreign, federal, state and local taxes, assessments, and governmental charges now or hereafter levied upon or against Borrower or any of its properties or assets (including the Collateral), including all material income, franchise, personal prope... | Label: Taxes |
4ca1b4f6-34c8-459a-8322-fac6b6944dd1 | Clause:
THIS LETTER AGREEMENT SHALL BE CONSTRUED AND ENFORCED IN ACCORDANCE WITH, AND THE RIGHTS OF THE PARTIES SHALL BE GOVERNED BY, THE LAW OF THE STATE OF NEW YORK (EXCLUDING ANY CONFLICTS OF LAW RULES WHICH WOULD OTHERWISE CAUSE THIS LETTER AGREEMENT TO BE CONSTRUED OR ENFORCED IN ACCORDANCE WITH, OR THE RIGHTS OF ... | Label: Governing Laws |
dc4c3f56-c0ba-48d0-b9d5-7fdde843b3aa | Clause:
Each party hereby 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 arising out of this Agreement or any transaction contemplated hereby. Each party ( i ) certifies that no representative, agent or attorney of any ot... | Label: Waiver Of Jury Trials |
18c53802-d553-499e-92e0-52ba97cf195f | Clause:
If any term or provision of this Side Letter is held invalid, illegal or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other term or provision of this Side Letter or invalidate or render unenforceable such term or provision in any other jurisdiction. Upo... | Label: Severability |
99526895-c37c-4769-aba7-d203ba3f10d5 | Clause:
The Seller is a limited liability company organized and validly existing under the Laws of State of Tennessee.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Author... | Label: Organizations |
d0bd05f3-0c08-4662-8676-0e58a4cc433a | Clause:
The headings of the several sections and paragraphs of this Plan are inserted solely for the convenience of reference and are not a part of and are not intended to govern, limit or aid in the construction of any term or provision hereof.
Task: Classify this clause into ONE of these types (exactly one label):
A... | Label: Headings |
54032a68-4d14-4f05-82b0-9a531f38d882 | Clause:
To the extent that any Agent is not reimbursed and indemnified by any Loan Party, and whether or not such Agent has made demand on any Loan Party for the same, the Lenders will, within five days of written demand by such Agent, reimburse such Agent for and indemnify such Agent from and against any and all liabi... | Label: Indemnifications |
8727d911-d4ae-4f57-bb8a-f1d4fffd7181 | Clause:
Section 2.19 of the Seller Disclosure Letter sets forth the insurance policies maintained by the Seller and its Subsidiaries exclusively for the Foxtail Business, together with the amount of coverage for each policy, the premium due dates and the dates of last payment and the claims history under such insurance... | Label: Insurances |
e78c8550-7415-40c4-b746-8f36f2de5e2d | Clause:
All of the representations and warranties made herein shall survive the execution and delivery of this Agreement, any investigation by or on behalf of each BJNTY Shareholder, or acceptance of the Parent Shares of Common Stock and payment therefore and shall survive until such time as the Parent Shares of Common... | Label: Warranties |
4789a73c-1ff5-4131-a744-359c0001fbc4 | Clause:
The Table of Contents and the various headings in this 2016-A Servicing Supplement are included for convenience only and will not affect the meaning or interpretation of any provision of this 2016-A Servicing Supplement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agree... | Label: Headings |
46030438-7e2a-4cc9-94a3-28840c85f97f | Clause:
Once a Loss is agreed to by the Indemnifying Party or finally adjudicated to be payable pursuant to this ARTICLE X, the Indemnifying Party shall satisfy its obligations within fifteen (15) Business Days of such final, non-appealable adjudication by wire transfer of immediately available funds.
Task: Classify t... | Label: Payments |
4f968c82-1989-442e-9065-2ebdddaa9286 | Clause:
Except as otherwise described in the Prospectus, each of the Company and its subsidiaries are insured by insurers of recognized financial responsibility with policies in such amounts and with such deductibles and covering such risks as the Company reasonably considers to be in accordance with customary industry... | Label: Insurances |
73fc3eab-8fe3-42fa-8389-3fab29a4d462 | Clause:
This Agreement may be executed in any number of counterparts, each of which shall constitute an original but all of which, taken together, shall constitute but one and the same instrument. This Agreement may be executed by facsimile, .pdf format or other form of electronic communication and such form of executi... | Label: Counterparts |
c4d4da76-73a1-4183-9e4f-ffe458449726 | Clause:
Each Guarantor hereby guarantees that payments hereunder will be paid to the Collateral Agent without set-off or counterclaim in U.S. Dollars. Each Guarantor agrees that the provisions of Sections 5.4 and 13.19 of the DIP Credit Agreement shall apply to such Guarantor’s obligations under this Guarantee.
Task: ... | Label: Payments |
8d359fdf-b550-4d9b-a399-39b58881b47b | Clause:
Employer will pay the Employer portion of Employee’s group health insurance through December 31, 2015. Employer will not contest Employee’s eligibility for unemployment benefits after the Termination Date.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendmen... | Label: Benefits |
3efcf6f7-f129-4302-9207-ce11ca590af1 | Clause:
Subject to Section 13.4 , Tenant agrees to indemnify Landlord, its partners, agents, officers, directors, employees and representatives from and against any and all liability, expense, loss or damage of any kind or nature from any suits, claims or demands, including reasonable attorneys' fees, arising out of Te... | Label: Indemnifications |
39aa828c-e79e-4134-b4d8-2a86493efbd0 | Clause:
Any notice to be given under the terms of this Award Agreement to the Company shall be addressed to the Company in care of the Secretary of the Company at the Company’s principal office, and any notice to be given to Participant shall be addressed to Participant at Participant’s last address reflected on the Co... | Label: Notices |
fbfcd6fe-3d09-4319-a92f-f2b08906fe96 | Clause:
The descriptive headings of the various sections of this Agreement are inserted for convenience of reference only and shall not be deemed to affect the meaning or construction of any of the provisions hereof or thereof. Whenever the context and construction so require, all words herein in the singular number sh... | Label: Interpretations |
3c5d6b3f-1064-4b7a-95ed-13b0d66af26f | Clause:
Except as otherwise set forth in these Award Terms, the Performance Share Units shall vest in accordance with the provisions of the Employment Agreement and the “Schedule for Vesting” set forth on Exhibit A-1 hereto. Each Performance Share Unit, upon vesting thereof, shall entitle the holder thereof to receive... | Label: Vesting |
a7ad4572-77b3-4133-9279-c7ce82d60c2c | Clause:
This Agreement and any amendment hereto or any other agreement delivered pursuant hereto may be executed in one or more counterparts and by different parties in separate counterparts. All counterparts will constitute one and the same agreement and will become effective when one or more counterparts have been si... | Label: Counterparts |
fa3f7de7-ea11-4984-a991-fa81d55cb606 | Clause:
This Agreement and the other Loan Documents represent the agreement of the Agreement Parties, the Administrative Agent and the other Secured Parties with respect to the subject matter hereof and thereof, and there are no promises, undertakings, representations or warranties by any Secured Party relative to subj... | Label: Integration |
81483c63-dc3b-484b-b899-308a19c19bd2 | Clause:
(i) Atlantic Oklahoma Wind Holdings, LLC is not a Person that the Borrower knows to exist, or if this Person does exist, it is not a Person in which the Borrower or any of its subsidiaries holds any Equity Interests, (ii) Kawailoa Wind, LLC is not a Subsidiary of the Borrower, Yieldco or Yieldco Intermediate, (... | Label: Subsidiaries |
76887717-9726-4121-b657-714f4a36ba81 | Clause:
An Option shall be exercisable only by delivery of a written, electronic or other method of notice approved by the Company to the Company’s Treasurer or any other officer or agent of the Company designated by the Committee to accept such notices on its behalf, specifying the number of shares of Company Non-Voti... | Label: Payments |
1d4a536b-2326-45ad-accc-f7b21e04c12b | Clause:
The Borrower and each other Credit Party agrees to take any further action that is reasonably requested by Administrative Agent to effect the purposes of this Amendment Agreement and the transactions contemplated hereby.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agree... | Label: Further Assurances |
e2d1ead8-5eae-470d-b2c4-d2279946e3f1 | Clause:
This Warrant and all rights hereunder shall expire on the 25 th day of September, 2026.
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: Terms |
05d18a07-8bc7-4bf5-9895-c8ba7ff80113 | Clause:
The representations and warranties of the parties set forth in this Agreement and in any document delivered in connection herewith shall not survive the Closing. All of the covenants or other agreements of the parties contained in this Agreement shall survive until fully performed or fulfilled, unless and to th... | Label: Survival |
dd87210f-2422-4add-928d-18ed867caed1 | Clause:
LXRT does not own, directly or indirectly, any equity or other ownership interest in any corporation, partnership, joint venture or other entity or enterprise. There are no Contracts or other obligations (contingent or otherwise) of LXRT to retire, repurchase, redeem or otherwise acquire any outstanding shares... | Label: Subsidiaries |
c9909153-fc31-4a30-9145-078760159ed8 | Clause:
In the course of the Executive’s services, the Executive may have access to the Company and/or the Company’s client’s and/or prospective client’s trade secrets and confidential information, including but not limited to those embodied in memoranda, manuals, letters or other documents, computer disks, tapes or ot... | Label: Confidentiality |
9450c26a-9c25-485e-aa3b-4c74b36db3ec | Clause:
During the Employment Term, the Executive agrees to serve the Company, and the Company shall employ the Executive as its Executive Vice President and Interim Chief Financial Officer; provided , however , that the Executive’s role as Interim Chief Financial Officer shall begin on the earlier to occur of (a) the ... | Label: Positions |
3b9ddb62-0466-4206-9e07-5d9980fe718c | Clause:
If any provision of this Agreement or the other Credit Documents is held to be illegal, invalid or unenforceable, (a) the legality, validity and enforceability of the remaining provisions of this Agreement and the other Credit Documents shall not be affected or impaired thereby and (b) the parties shall endeavo... | Label: Severability |
75bfe141-dbf0-4454-8b03-fbe9ee9a6b9a | Clause:
Upon the transfer of all property in the RSRL Account and the Platinum Bermuda Account to the RRL Account, the RSRL Master Agreement, the Platinum Bermuda Master Agreement, the RSRL Pledge Agreement, the Platinum Bermuda Pledge Agreement, the RSRL Control Agreement and the Platinum Bermuda Control Agreement sha... | Label: Terminations |
d9c77022-cd12-463f-9da7-f641e97b20d3 | Clause:
Executive understands and agrees that, in addition to any other remedies that the Company (or the Company Parties) has at law or in equity, upon any breach of this Agreement by Executive, Executive agrees that the Company may immediately terminate the consulting arrangement provided for in Section 3 of this Agr... | Label: Enforcements |
93fd45a6-8ecc-4a0b-ae54-963593454047 | Clause:
The Employer and the Executive hereby expressly consent to be subject to the jurisdiction of the Commonwealth of Virginia to determine any disputes regarding this Agreement and further agree that the exclusive venue for any such dispute shall be in Henrico County, Virginia. Employer and Executive agree to accep... | Label: Venues |
8fb53010-3b49-42f1-bb8c-6d496a1f9a87 | Clause:
A Party disclosing Confidential Information (“ Disclosing Party ”) is not waiving, and will not be deemed to have waived or diminished, any of its attorney work product protections, attorney-client privileges or similar protections and privileges as a result of disclosing its Confidential Information (including... | Label: Confidentiality |
73c655ee-622e-4cf2-87b1-2c45d625f210 | Clause:
Tenant shall have the right to use the freight elevator and loading dock on a twenty-four-(24)-hour basis at no additional charge.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignme... | Label: Miscellaneous |
b2d96dc2-e5ab-4163-91f4-d982336c6472 | Clause:
Based on the financial condition of the Company as of the Closing Date, and except as described in the SEC Reports, immediately after giving effect to the transactions contemplated by this Agreement: (i) the fair saleable value of the Company’s assets exceeds the amount that will be required to be paid on or in... | Label: Solvency |
48b13bc9-8980-42f6-a0c9-eb5dc5d6d4b7 | Clause:
Each of the parties hereto agrees that this Agreement is intended to be legally binding and specifically enforceable pursuant to its terms and that the Company would be irreparably harmed if any of the provisions of this Agreement are not performed in accordance with its specific terms and that monetary damages... | Label: Remedies |
8a7a4453-e5fc-4832-83c9-4dcfda455295 | Clause:
This Agreement shall be binding upon and inure to the benefit of and be enforceable by the parties hereto and their respective successors and assigns; provided, however, that the Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Adm... | Label: Successors |
f3f3e654-4a91-4f70-a033-ad7b42184344 | Clause:
Subject to the terms and conditions of this Agreement, each party shall use its best efforts to take, or cause to be taken, all actions and to do, or cause to be done, all things necessary or desirable under applicable Laws, and in the case of the Company, as reasonably requested by Purchaser, to consummate and... | Label: Further Assurances |
cf0fb9f3-0e1a-4445-bea4-29fad95f00a2 | Clause:
The delivery of cash pursuant to Section 3 of this Award Agreement is conditioned on satisfaction of any applicable withholding taxes in accordance with this Section 7(a) and Section 9(d) of the Plan. No later than the date as of which an amount first becomes includible in your gross income for Federal, state, ... | Label: Withholdings |
ad6163dc-78de-491b-b152-f2c8d0e36acc | Clause:
Section headings in this Amendment are included for convenience of reference only and shall not constitute a part of this Amendment for any other purposes or be given any substantive effect.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corrup... | Label: Headings |
a7416fe8-6a3d-42f5-a431-dddfaa6b47fd | Clause:
Each Credit Party has the power and authority to execute, deliver and perform this Amendment. Each Credit Party has taken all necessary action (including, without limitation, obtaining approval of its stockholders, if necessary) to authorize its execution, delivery and performance of this Amendment. No consent,... | Label: Authorizations |
647210dd-8b54-44bf-931a-d13811f22a4f | Clause:
This Bill of Sale may be signed in counterparts, each and every one of which shall be deemed an original, notwithstanding variations in format or file designation which may result from the electronic transmission, storage and printing of copies of this Bill of Sale from separate computers or printers. Signatur... | Label: Counterparts |
e999461a-e1e1-4530-b33a-1974b0759e99 | Clause:
Lender shall have all the rights and remedies of a secured creditor under the provisions of the Uniform Commercial Code, as may be amended from time to time, In addition, Lender shall have and may exercise any or all other rights and remedies it may have available at law, in equity or otherwise.
Task: Classify... | Label: Remedies |
3bb19dee-ae8d-4536-adb5-0fd230ff53b9 | Clause:
Any and all notices or other communications or deliveries required or permitted to be provided hereunder shall be in writing and shall be deemed given and effective on the earliest of (a) the date of transmission, if such notice or communication is delivered via facsimile at the facsimile number set forth on th... | Label: Notices |
4bcc0aa9-3c2e-4b67-8667-7431cd3258a7 | Clause:
[**]. This Commercial Supply Agreement may be terminated effective immediately by written notice by either Party at any time during the Term if the other Party [**] this Commercial Supply Agreement, which breach remains uncured for [**] measured from the date written notice of such breach is given to the breach... | Label: Terminations |
ef5d7f24-6563-44da-b940-fa00bb024be1 | Clause:
All of the representations of Borrower set forth in this Agreement and in the other Loan Documents shall survive for so long as any portion of the Indebtedness is outstanding. All representations, covenants and agreements made by Borrower in this Agreement or in the other Loan Documents shall be deemed to have ... | Label: Survival |
884805d0-8c7d-4c11-a59b-2ab0b99754e8 | Clause:
Any and all notices or other communications or deliveries required or permitted to be provided hereunder shall be delivered as set forth in the Subscription Agreement; provided that the Company may deliver to each Holder the documents required to be delivered to such Holder under Section 5(a) of this Agreement ... | Label: Notices |
727a8ef5-1cb3-4ec8-a95a-d2c0c840ebe1 | Clause:
All RSUs granted under this Agreement shall be forfeited and terminated as set forth in the Grant Notice.
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: Forfeitures |
b2786b00-a616-400b-a72b-28b813a2b0e3 | Clause:
The Grantee shall, not later than the date as of which the receipt of this Award becomes a taxable event for U.S. federal income tax purposes, pay to the Company or make arrangements satisfactory to the Administrator for payment of any U.S. federal, state, and local taxes required by law to be withheld on accou... | Label: Tax Withholdings |
573bbbc0-f5be-4957-bea7-f2d8e6f88a84 | Clause:
There are (i) no actions, suits, proceedings or governmental investigations whatsoever against the Company, at law or in equity or before any court, governmental department, commission, board, agency authority or instrumentality, domestic or foreign, which are pending or, to the knowledge of the management of t... | Label: Litigations |
42f5898f-be2f-49e5-b7aa-d054dee4eea9 | Clause:
The Service Provider agrees not to engage in any form of conduct, or make any statements or representations that disparage or otherwise impair the reputation, goodwill or commercial interests of the Company and its affiliates.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments,... | Label: Non-Disparagement |
c64476a3-9c5d-496e-9bd7-14d17d719c15 | Clause:
Executive shall receive a base salary of Seven Hundred Thirty-five Thousand Dollars ($735,000) per annum for the duration of the Term (the " Base Salary "), which Base Salary shall be paid in equal semi-monthly installments in arrears. The Compensation Committee shall review annually the Base Salary payable to... | Label: Base Salary |
246a69bc-683d-451d-9e50-d0a2ed929266 | Clause:
Subject to all of the terms and conditions of this Agreement, each Seller agrees to sell to Buyer, and Buyer agrees to purchase from each Seller, all of such Seller’s right, title and interest in, to and under the Property, as applicable, upon and subject to the terms and conditions set forth herein.
Task: Cla... | Label: Agreements |
e79322d2-0ecd-475a-acd9-91fc2f02f41f | Clause:
The location where Borrower keeps its books and records, other than those relating to Serviced Loans or the servicing of other Mortgage Loans, is its chief executive office. The location where Borrower keeps its books, computer tapes and records relating to the Serviced Loans and the servicing of other Mortgage... | Label: Records |
12ac9211-8ef1-4036-8c0b-e01f54b1752d | Clause:
EXECUTIVE AGREES TO WAIVE THE RIGHT TO A TRIAL BY JURY IN ANY ACTION OR PROCEEDING BASED UPON, OR RELATED TO, ANY LOYALTY OBLIGATIONS. THIS WAIVER IS KNOWINGLY, INTENTIONALLY, AND VOLUNTARILY MADE BY EXECUTIVE, AND EXECUTIVE ACKNOWLEDGES THAT, EXCEPT FOR THE COMPANY’S AGREEMENT TO LIKEWISE WAIVE ITS RIGHTS TO A... | Label: Waiver Of Jury Trials |
78487158-9a52-422f-9dfd-d499cd1cc0ec | Clause:
During and after the Term, Executive and the Company agree not to make any statement that criticizes, ridicules, disparages, or is otherwise derogatory of the other; provided, however, that nothing in this Agreement shall restrict either party from making truthful statements (a) when required by law, subpoena, ... | Label: Non-Disparagement |
b1689950-c603-45d4-acdc-0cb3226dd281 | Clause:
The various parts of this Agreement are intended to be severable. Should any part be rendered or declared invalid be reason of any legislation or by a decree of a court of competent jurisdiction, such part shall be deemed modified to the extent required by such legislation or decree and the invalidation or modi... | Label: Severability |
c9572bed-c858-4e5c-9d2d-78f7440b90db | Clause:
The Company agrees to pay the Executive, for services rendered hereunder, a base salary at the annual rate of $210,000 (the “ Base Salary ”). The Executive’s Base Salary will be reviewed annually throughout the Employment Term by the Compensation Committee of the Board. Notwithstanding anything in this Agreeme... | Label: Base Salary |
4582eba2-214c-4067-b279-f225484df7ec | Clause:
This Agreement and the rights and responsibilities hereunder shall not be assigned or delegated by either party without the prior written consent of the other party; provided, however, that PCA shall have the right, without the prior written consent of Mr. West, to assign and transfer its rights under that Agre... | Label: Assignments |
f0282c1e-5e78-4719-a463-3b6debf328ef | Clause:
During the period of the Executive’s employment by the Company, the Executive shall receive an annual base salary of not less than US$375,000 (“ Base Salary ”) payable in equal semi-monthly installments, less applicable withholdings. Each year, the Chief Executive Officer shall review the Base Salary and other... | Label: Base Salary |
7760c87f-dc25-476a-88b7-1f75568ea9cd | Clause:
Schedule 3.12 sets forth the name and jurisdiction of organization of, and the ownership interest of the Company and each Subsidiary in, each Subsidiary and each class of Equity Interest of each Loan Party and each direct Subsidiary thereof and identifies each Subsidiary that is a Loan Party or an Excluded Subs... | Label: Subsidiaries |
88ee9deb-5703-4938-89a5-88be0f283977 | Clause:
All factual information taken as a whole (other than forward-looking information and projections and information of a general economic nature and general information about the Borrower’s industry) furnished by or on behalf of the Borrower or its Subsidiaries in writing to Administrative Agent or any Lender (inc... | Label: Disclosures |
1638709d-e20a-43ea-800a-247e0740eafe | Clause:
No Option may be granted during any period of suspension of the Plan or after termination of the Plan. The Plan shall be submitted for the approval of the Company’s stockholders within twelve (12) months before or after the date of the Board’s adoption of the Plan. Options may be granted prior to such stockhold... | Label: Terms |
bb587826-16ad-463b-8c01-524fe20fbba7 | Clause:
On or before 9:00 a.m., New York City time, on the Business Day immediately following the date hereof, the Company shall issue a press release (the “ Press Release ”) reasonably acceptable to the Placement Agent disclosing all material terms of the transactions contemplated hereby. On or before 5:30 p.m., New Y... | Label: Publicity |
47d6d696-5b6a-4014-a1eb-db9a3e840312 | Clause:
Any determinations as to whether the Discharge of First Lien Priority Obligations, the Discharge of Excess First Lien Obligations, the Discharge of Second Lien Priority Obligations or the Discharge of Excess Second Lien Obligations has occurred shall be made without taking into account any limitations on any su... | Label: Interpretations |
edddff7e-ecbf-43ea-843b-6ec9e283f6c7 | Clause:
All notices, requests, claims, demands and other communications hereunder shall be in writing and shall be deemed duly given and received (a) on the date of delivery if delivered personally, or by facsimile upon confirmation of transmission by the sender’s fax machine if sent on a Business Day (or otherwise on ... | Label: Notices |
96c868fe-f7ba-44b5-83a1-1f6d1f8416a4 | Clause:
The powers and duties of the Administrator include (a) appointing the Plan's attorney, accountant, actuary, or any other party needed to administer the Plan; (b) directing the Trustees with respect to payments from the Trust Fund; (c) deciding if a Participant is entitled to a benefit; (d) communicating with Em... | Label: Duties |
811c0fb6-b7b2-4ae0-8fb7-4771eee2a012 | Clause:
Borrower and its Subsidiaries own, or possess the right to use to the extent necessary in their respective businesses, all Intellectual Property, and no such Intellectual Property conflicts with the valid Intellectual Property of any other Person. Except as set forth in Schedule 5.9 , which schedule shall be a... | Label: Intellectual Property |
ee5eb4d5-05a3-4854-bcd1-9523a615042b | Clause:
If any term or provision of this Agreement or the application thereof to any person or circumstances shall, to any extent, be invalid or unenforceable, the remainder of this Agreement or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unen... | Label: Severability |
478960b4-e3b7-4936-8140-7af6e72ee07f | Clause:
You will be eligible to participate in such medical, retirement and other benefits as are approved by the Board of Directors . As is the case with all employee benefits, such benefits will be governed by the terms and conditions of applicable plans or policies, which are subject to change or discontinuation a... | Label: Benefits |
dc3f8166-50ca-4df9-8640-33fe4c2363ab | Clause:
Each Party shall obtain the prior written consent of the other Party on all press releases or other public announcements relating to this Agreement, including its existence or its terms, provided that a Party is not required to obtain prior written consent of the other Party for press releases or public disclos... | Label: Publicity |
3e181444-2de0-4c45-bfc0-cd6b68a6cd3d | Clause:
On the Closing Date, upon the terms and subject to the conditions set forth herein, substantially concurrent with the execution and delivery of this Agreement by the parties hereto, the Company agrees to sell, and the Purchasers, agree to purchase (i) $ 1,000,000 face value of 10% secured convertible original i... | Label: Closings |
fba1161a-bc60-44c9-83aa-31efffde454d | Clause:
(a) HCM has kept all books and records since inception and HCM’s financial statements have been prepared in accordance with generally accepted accounting principles consistently applied throughout the periods involved. The balance sheets are true and accurate and present fairly as of their respective dates the ... | Label: Financial Statements |
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