id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
7dfd3b17-9366-42cf-8a0a-04074013f8a9 | Clause:
(a) (i) The fair value of the assets of Holdings , the Borrower and the its subsidiaries on a consolidated basis, at a fair valuation, will exceed the debts and liabilities, direct, subordinated, contingent or otherwise, of Holdings , the Borrower and the its subsidiaries on a consolidated basis , respectively ... | Label: Solvency |
bde2a555-0f03-48a9-9a8a-199ba734289f | Clause:
(a) SA WILL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES RELATING IN ANY WAY TO THIS AGREEMENT. ADDITIONALLY, SA’s LIABILITY RELATING IN ANY WAY TO THIS AGREEMENT WILL NOT EXCEED THE FEES ACTUALLY PAID TO SA BY CLIENT DURING THE 6-MONTH PERIOD IMMEDIATELY PRECEDING THE ... | Label: Indemnifications |
9b9d7fd3-2c15-40e3-a242-762f7f629db6 | Clause:
The capitalization of the Company is as set forth on Schedule 3.1(g) . The Company has not issued any capital stock since its most recently filed periodic report under the Exchange Act, other than pursuant to the exercise of employee stock options under the Company's stock option plans and pursuant to the con... | Label: Capitalization |
8c66892c-8776-47fd-9c68-2fb8192566d4 | Clause:
The Executive agrees and covenants that he will not at any time make, publish or communicate to any person or entity or in any public forum any defamatory or disparaging remarks, comments or statements concerning the Company or its businesses, or any of its employees, officers.
Task: Classify this clause into ... | Label: Non-Disparagement |
d1d2f723-530f-4262-853b-5d665b07af55 | Clause:
Any required notices hereunder shall be given in writing and sent by facsimile or priority mail to the address of each Party below, or to such other address as either Party may substitute by written notice.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendme... | Label: Notices |
b8de47e0-6d4d-480d-8883-3858dade321c | Clause:
Unless otherwise indicated herein, Capitalized terms not otherwise defined herein have the meanings ascribed to such terms in the Trust Agreement as in effect on the date of execution hereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corru... | Label: Definitions |
88af828a-5263-43af-ac4c-c274007052cb | Clause:
It is intended that the fees paid hereunder shall constitute revenues to Consultant. Consultant shall have full responsibility and the Company shall have no responsibility for satisfying any liability for any federal, state or local income or other taxes required by law to be paid with respect to the fees paid ... | Label: Taxes |
dd39fc4b-3395-4d82-a725-9f55e710448d | Clause:
All claims relating to or arising out of this Agreement, or the breach thereof, whether sounding in contract, tort, or otherwise, shall also be governed by the laws of the State of Washington without regard to choice of law considerations.
Task: Classify this clause into ONE of these types (exactly one label):... | Label: Governing Laws |
35056fbe-27ca-412c-97e6-4108c8cf38f4 | Clause:
This Commitment Letter and the Fee Letter will be governed by and construed in accordance with the laws of the state of New York without regard to the principles of conflicts of laws thereof. THE COMPANY AND EACH COMMITMENT LENDER IRREVOCABLY WAIVES ALL RIGHT TO TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNT... | Label: Governing Laws |
7321dbb4-8679-434d-96e5-a0aa4fa791a6 | Clause:
All provisions contained in the Plan shall be severable, and in the event that any one or more of them shall be held to be invalid by any competent court, the Plan shall be interpreted as if such invalid provisions were not contained herein.
Task: Classify this clause into ONE of these types (exactly one label... | Label: Severability |
0208191d-07fc-4364-9718-6d3ebe2927d8 | Clause:
(a) Each of the First Lien Secured Parties hereby irrevocably appoints and authorizes the Applicable Authorized Representative to take such actions on its behalf and to exercise such powers as are delegated to the Applicable Authorized Representative by the terms hereof or thereof, including for purposes of ac... | Label: Authority |
46dbec4c-1316-4c16-bf32-4b73aacd9457 | Clause:
As between the First Lien Secured Parties, the Applicable Authorized Representative, shall have the right to adjust or settle any insurance policy or claim covering or constituting Shared Collateral in the event of any loss thereunder and to approve any award granted in any condemnation or similar proceeding af... | Label: Insurances |
f85cbb44-d6f5-4576-9ab2-c95fbbea752f | Clause:
Notwithstanding anything in this Agreement to the contrary, to the extent applicable, Sections 1, 6 and 8 shall survive the termination of this Agreement for any reason.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable... | Label: Survival |
1a50f89f-8fcc-4872-a1f1-50e2157beb34 | Clause:
Any representation or warranty of the Borrower made herein, in the Purchase Agreement, or in any agreement, statement or certificate given in writing pursuant hereto or in connection therewith shall be false or misleading in any material respect as of the date made and the Closing Date.
Task: Classify this cla... | Label: Warranties |
782893f5-342d-484d-9473-45361b6c40c0 | Clause:
The Guarantor shall have no further liability or obligation under this Guaranty from and after the earliest of (a) a written agreement between the Guarantor and the Beneficiary terminating the obligations and liabilities of the Guarantor pursuant to this Guaranty and (b) the termination of the Purchase Agreemen... | Label: Terminations |
c3a0dd9f-2217-435b-a448-5c5274b76995 | Clause:
Any number of counterparts of this Amendment may be signed and delivered, each of which will be considered an original and all of which, together, will constitute one and the same instrument.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corru... | Label: Counterparts |
6def760b-ec69-46d0-a9a6-92b1d2b09973 | Clause:
Except as set forth in the Target Schedule 1.03 , Target does not have any subsidiaries, and does not own, beneficially or of record, any shares of or control any other corporation. For purposes hereinafter, the term “Target” also includes those subsidiaries set forth on the Target Schedules.
Task: Classify th... | Label: Subsidiaries |
abdeb7e2-3e80-4119-b22b-8afcde5ea83d | Clause:
Any dispute arising out of or relating to (i) this Agreement or the alleged breach of it, or the making of this Agreement, including claims of fraud in the inducement, or (ii) Employee’s application or candidacy for employment, employment and/or termination of employment with Bio-Techne including, but not limit... | Label: Arbitration |
11a2873f-ebf2-44ea-bd6f-89d5c88560b2 | Clause:
This Agreement and any disputes arising out of or relating to this Agreement will be governed by, construed and interpreted in accordance with the laws of the State of Delaware, without regard to any choice of law principle that would require the application of the law of another jurisdiction.
Task: Classify t... | Label: Governing Laws |
48a04543-6430-467c-8c26-1480ef611d88 | Clause:
The Borrower will not, and will not permit any of its Restricted Subsidiaries to, enter into any transaction of any kind with any Affiliate of the Borrower, whether or not in the ordinary course of business, other than on fair and reasonable terms substantially as favorable to the Borrower or such Restricted Su... | Label: Transactions With Affiliates |
452491af-7f80-4f95-87bd-af37f8a67559 | Clause:
Beginning on November 1, 2016, and during the term of this Agreement and under the direction of FBR’s President and CEO or his designee(s), Consultant will serve as a retained consultant to FBR’s Executive Committee and/or the CEO and be reasonably available, on an as needed basis, to provide Services to FBR’s ... | Label: Duties |
65f886bb-67fb-4a37-a2b8-8ff58a2d06e1 | Clause:
The Agreement comprises the final and complete integration of all prior expressions by Servicer on the one hand and the Lender on the other hand with respect to the subject matter hereof as of the date hereof and shall constitute the entire agreement between Servicer on the one hand and the Lender on the other ... | Label: Integration |
663fbef5-a313-4d0a-8e7a-f3e51d52d087 | Clause:
No provision of this Agreement may be waived except by a written instrument signed by the party waiving compliance. No waiver by any party hereto of any of the requirements hereof or of any of such party’s rights hereunder shall release the other parties from full performance of their remaining obligations stat... | Label: Waivers |
e4b5b125-edfd-4db0-987e-165d268291a9 | Clause:
Subject to the provisions of Sections 3 and 4 of this Agreement, the Company will pay or cause to be paid to the Executive so long as the Executive is employed hereunder a base salary equal to $800,000 per annum (the “ Base Salary ”). Base Salary may be adjusted to reflect any changes made to the Executive’s Ba... | Label: Base Salary |
aa21ba10-7bad-457d-a86d-4c340eebf3f8 | Clause:
Subject to Section 11A, the Co-Tenants must unanimously approve any sale or exchange of the Property; provided, however each of the Co-Tenants reserve the right to transfer or assign its own interest in the Property subject to the rights of the other Co-Tenants set forth in Section 15 E.
Task: Classify this cl... | Label: Assignments |
28fc20c0-03d3-42dd-8654-60dc013fb894 | Clause:
With exception of the Certificate of Designation, the Series D-2 Certificate of Designation and the Series D-3 Certificate of Designation, which shall be governed by the laws of the State of Delaware, all questions concerning the construction, validity, enforcement and interpretation of the Transaction Document... | Label: Governing Laws |
720bb887-eda6-4d9b-8dfc-38b8759b12ca | Clause:
Effective as of the Effective Date but subject to the satisfaction of the conditions precedent set forth in Article III below, the Borrower, the Administrative Agent and the Required Lenders agree that the Aggregate Commitment is hereby permanently reduced from $250,000,000 to $150,000,000. All provisions of th... | Label: Amendments |
01a23351-05a6-48fc-9358-8d74f9be7669 | Clause:
The Company does not own, license or otherwise have any right, title or interest in any intellectual property.
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: Intellectual Property |
4cf3f53e-e200-43b3-8268-435276011432 | Clause:
The capitalization of the Company is as set forth on Schedule 3.1(g) . The Company has not issued any capital stock since its most recently filed periodic report under the Exchange Act, other than pursuant to the exercise of employee stock options under the Company’s stock option plans, the issuance of shares ... | Label: Capitalization |
ebc871d1-e5fa-4aca-b7b5-ee345e9d9123 | Clause:
BioScrip agrees to employ Executive and Executive hereby accepts such employment, upon the terms and conditions set forth in this Agreement, for the period beginning on September 9, 2016 (“ Start Date ”) and ending as provided in Section 2.4 of this Agreement (“ Employment Period ”).
Task: Classify this clause... | Label: Employment |
98f4a5a8-ed74-472a-80e5-e8803e925649 | Clause:
Except as otherwise provided herein, the vesting schedule of any Award of Performance Shares, Performance Stock Units, Dividend Equivalents, Stock Payments, Deferred Stock, Restricted Stock Units or Other Stock-Based Award shall be set by the Committee in its discretion.
Task: Classify this clause into ONE of ... | Label: Terms |
413bc0e8-27d4-4039-a0f1-fc98d4227d71 | Clause:
During the Term, the Company shall provide the Employee at the Company’s expense, with all benefits currently in place or subsequently established by the Company for its employees in the United States. Employee shall be entitled to (i) paid vacation in each calendar year, and (ii) paid days off for illness, rel... | Label: Benefits |
7ad0c066-1bb4-406e-8c1c-8647de4bcb51 | Clause:
Tenant shall fail to discharge or otherwise obtain the release of any lien placed upon the Premises in violation of this Lease within 15 days after written notice from Landlord.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Ap... | Label: Liens |
caaf8f9f-e515-4ee5-aef3-3d6b13dc6c78 | Clause:
Any dispute regarding the interpretation of this Agreement shall be submitted by the Grantee or the Company to the Committee for review.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, As... | Label: Interpretations |
e85c7323-c060-4844-b363-47dd5513569c | Clause:
The Borrowers shall, and shall cause Guarantor and Subservicer to keep all property useful and necessary in its business in good working order and condition. The Borrowers shall and shall cause Subservicer to maintain a fidelity bond and be covered by insurance (including, without limitation, errors and omissio... | Label: Insurances |
3bf900b9-ebce-4d60-bf35-5b91b187a9a8 | Clause:
No termination or expiration of this Agreement or any Work Order for any reason will relieve any Party of any liability or obligation to the extent accrued prior to such termination or expiration. The following provisions will survive termination or expiration of this Agreement under any circumstance: Reports, ... | Label: Survival |
2f80b465-8300-46dc-a0e2-f6aa7adeb3a2 | Clause:
Each Member’s interest in the Company, including such Member’s interest, if any, in the capital, income, gains, losses, deductions and expenses of the Company shall be represented by units of limited liability company interest (each a “ Unit ”). As of the Effective Date, the Company shall have two authorized c... | Label: Capitalization |
0ecc577c-d800-4edc-9209-381fc2f4390f | Clause:
Other than consummating the transactions contemplated hereunder, such Purchaser has not directly or indirectly, nor has any Person acting on behalf of or pursuant to any understanding with such Purchaser, executed any purchases or sales, including Short Sales, of the securities of the Company during the period ... | Label: Confidentiality |
0ce9d104-f798-4d60-8680-d3c4e7d726b8 | Clause:
This Agreement shall be governed by and construed in accordance with the laws of the State of Maryland. The provisions of this Agreement are to be deemed severable, and the invalidity or unenforceability of any provision shall not affect or impair the remaining provisions which shall continue in full force and ... | Label: Governing Laws |
f7fb5682-11a5-4def-b7a7-88d70a4cc83f | Clause:
The Company shall reimburse all legal fees and related expenses (including the costs of experts, evidence and counsel) reasonably and in good faith incurred by a Participant if the Participant prevails on a material issue with respect to his or her claim for relief in an action by the Participant to obtain or e... | Label: Expenses |
3ab06a35-8f84-4a19-a79c-a6a3e2595d6b | Clause:
The registration rights provided to the Holders of Registrable Securities hereunder, and the Company’s obligation to keep the Registration Statements effective, shall terminate at the end of the Effectiveness Period hereinafter defined. Notwithstanding the foregoing, Section 3(d), Section 6, Section 8, Section ... | Label: Terms |
b21a7798-428e-4024-ad02-7ba490556c9c | Clause:
Tenant’s indemnity of Landlord as set forth in the Lease shall also apply with respect to any and all costs, losses, damages, injuries and liabilities related in any way to any act or omission of Tenant or Tenant’s Parties, or any one directly or indirectly employed by any of them, or in connection with Tenant’... | Label: Indemnity |
c82922c7-7de8-4486-9ba2-a00a6e43d53c | Clause:
Notwithstanding any provision to the contrary in this Section 5, the Holder may transfer, with or without consideration, this Warrant or any of the Warrant Shares (or a portion thereof) to the Holder’s Affiliates (as such term is defined under Rule 144 of the Securities Act) without obtaining the opinion from c... | Label: Assignments |
50a63dcf-9b42-4db7-9781-8c39a88d6324 | Clause:
This Agreement shall be binding upon and inure to the benefit of the parties named herein and their respective successors and permitted assigns. No party may assign either this Agreement or any of its rights, interests, or obligations hereunder (by operation of law, merger or otherwise) without the prior writte... | Label: Assignments |
c6827391-9430-4995-ae02-249fcbd8e827 | Clause:
Executive shall be entitled to reimbursement for all reasonable and appropriate travel, entertainment, and other expenses incurred by Executive while employed (in accordance with the policies and procedures established by the Company for its executive officers) in the performance of his duties and responsibilit... | Label: Expenses |
b8085fbc-06bd-4ebc-8834-26b45636f895 | Clause:
This Agreement shall terminate automatically, without any notice or other action by any Person, upon the first to occur of (a) the valid termination of the Merger Agreement in accordance with its terms, (b) the Effective Time, (c) the acceptance for payment by Purchaser of all of the Shares validly tendered pur... | Label: Terminations |
a07fe1a1-98a5-49df-9934-973ea63a6267 | Clause:
This Agreement shall automatically terminate and be of no further force and effect in the event that any of the conditions in paragraph 1(b) of this Agreement is not satisfied.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, App... | Label: Terminations |
785d57cf-95ed-4867-9144-ffdb5950fd44 | Clause:
Capitalized terms used in this Agreement and not specifically defined herein shall have the respective meanings ascribed thereto in the Plan. In the event of any inconsistency between the Agreement and the Plan, the terms of the Plan shall govern. The terms of the Plan are incorporated into this Agreement and ... | Label: Defined Terms |
75356d9a-e59c-46a4-8bcd-2aa2c0dc2da0 | Clause:
Unless otherwise defined or the context otherwise requires, terms for which meanings are provided in the Facility Agreement shall have such meanings when used in this Amendment.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Ap... | Label: Definitions |
568d03d9-4936-40e3-b140-25c45c3f38e1 | Clause:
The number and class of securities subject to an Award shall be subject to adjustment as provided in Section 5.7 of the Plan. In the event of a Change in Control or Corporate Transaction, Awards shall be subject to the terms of Section 5.8 of the Plan, as determined by the Committee. The decision of the Committ... | Label: Adjustments |
14ad3b23-4f6c-4e9c-b1c3-95bc0d13cec5 | Clause:
Titan will pay or reimburse Executive for any expenses reasonably and necessarily incurred by him in furtherance of his duties hereunder, including, without limitation, expenses for entertainment, travel (including automobile operating expenses), meals, hotel accommodations and other ordinary and necessary acti... | Label: Expenses |
924494ab-729d-4b26-8e3a-af9cf5864e44 | Clause:
This Agreement and the other Credit Documents (unless otherwise expressly provided therein) shall be deemed a contract under, and shall be governed by, and construed and enforced in accordance with, the laws of the State of New York, applicable to contracts made and to be performed entirely within such state, i... | Label: Governing Laws |
2656c920-461a-4b25-9793-2d1a8f5805db | Clause:
Any amendment to this Agreement shall be made in writing and signed by both 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, Assignments, Assigns, Authority, Authorizat... | Label: Amendments |
26135c53-2032-446e-8371-7ded497ee1fd | Clause:
During the Employment Period the Executive shall serve as the Executive Vice Chairman of the Company and as a member of the Board of Directors (the “Board”) with such authority, duties, powers and responsibilities as are normally attributable to such positions and with such other duties and responsibilities as ... | Label: Duties |
096d6c05-498c-4415-a5ce-f79d33152ebc | Clause:
No member of the Committee shall be liable for any action, omission, or determination made in good faith. The Company shall indemnify (to the extent permitted under Delaware law) and hold harmless each member of the Committee and each other director or employee of the Company to whom any duty or power relating ... | Label: Indemnifications |
fa28472c-633c-4f61-b03e-eb380d19a253 | Clause:
All of Borrower’s obligations under this Section 2.5 shall survive termination of the Agreement, and repayment of the Loans hereunder.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assi... | Label: Survival |
1d0099af-c0ce-4104-a0d0-4fd36f129bcb | Clause:
BORROWERS AND LENDER EACH HEREBY WAIVE THEIR RESPECTIVE RIGHTS TO A JURY TRIAL OF ANY CLAIM OR CAUSE OF ACTION BASED UPON OR ARISING OUT OF ANY OF THE LOAN DOCUMENTS OR ANY OF THE TRANSACTIONS CONTEMPLATED THEREIN, INCLUDING CONTRACT CLAIMS, TORT CLAIMS, BREACH OF DUTY CLAIMS, AND ALL OTHER COMMON LAW OR STATUT... | Label: Waiver Of Jury Trials |
e4df7793-54ec-448d-949a-a0556c1bac4e | Clause:
All notices, demands, requests or other communications given under this Agreement shall be in writing and be given by personal delivery, certified mail, return receipt requested, or nationally recognized overnight courier service to the address set forth below or as may subsequently in writing be requested.
Ta... | Label: Notices |
2dba94a7-0460-4912-af21-37842a0ac741 | Clause:
On the Closing Date after giving effect to the Transactions and the other transactions related thereto, Parent and its Subsidiaries, on a consolidated basis, are Solvent.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicabl... | Label: Solvency |
b9281219-4a5c-47f7-816e-5ce3a8ead9fb | Clause:
During and after your employment with Artisan, you agree that you will reasonably cooperate with Artisan and its representatives in connection with any action, investigation, proceeding, litigation or otherwise with regard to matters of which you have knowledge as a result of your employment. Artisan will use i... | Label: Cooperation |
d2c3884c-a078-488a-872b-38fb6651957d | Clause:
While he is an employee of the Company, Employee shall be entitled paid vacation that accrues at a rate of 1.66 days for each month worked (20 days per calendar year). Employee shall have the right to carryover unused vacation from one calendar year to the next, to the extent permitted by the Company’s policy f... | Label: Vacations |
7423b8da-532d-41ed-a468-5b27f23be135 | Clause:
This Agreement constitutes the entire agreement, and supersedes all prior written agreements, arrangements, communications and understandings and all prior and contemporaneous oral agreements, arrangements, communications and understandings, between the parties hereto with respect to the subject matter hereof. ... | Label: Entire Agreements |
c6fcf0dc-43ef-43a9-b619-f21fde6fed05 | Clause:
Any and all notices (with the exception of Transaction Notices, which shall be delivered via facsimile only), statements, demands or other communications hereunder may be given by a party to the other by mail, email, facsimile, messenger or otherwise to the address specified below, or so sent to such party at a... | Label: Notices |
a1790aa1-f1c2-4d01-8b76-7e254e399985 | Clause:
Risks of loss for any Parcel shipped to the Buyer hereunder shall pass to the Buyer as such Concentrates pass over ship’s rail at the Port of Loading. Title to any Parcel shipped to the Buyer shall pass from the Seller to the Buyer as that Parcel has been loaded on to the performing vessel at the Port of Loadin... | Label: Titles |
c13d1507-863c-42dc-9dec-8075f5d3a703 | Clause:
This Agreement shall not be modified or amended except in writing signed by all parties hereto.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Authorizat... | Label: Amendments |
4fc9fe19-0ea9-410c-bade-916baec84a34 | Clause:
Adient agrees that it shall promptly advise Johnson Controls if Adient becomes aware of any unauthorized third-party use of any Johnson Controls Marks; provided , that the failure to notify Johnson Controls of such use shall not constitute a breach of this Agreement. Adient shall not take any steps to contact ... | Label: Enforcements |
bb5cbe8c-39f8-4c10-a64c-e93edacc1e9f | Clause:
Company shall indemnify and hold harmless Employee from any liability related to any credit cards, or similar financial agreements that include Employee as an account holder or joint account holder (this includes a negative impact to Employee’s credit rating as a result of misuse or nonpayment of any of these i... | Label: Indemnity |
de833a79-4a77-4a10-bf01-7fc07cf915e7 | Clause:
The Borrower and the Guarantors will and will cause each of their respective Subsidiaries to, cooperate with the Agent and the Lenders and execute such further instruments and documents as the Lenders or the Agent shall reasonably request to carry out to their satisfaction the transactions contemplated by this ... | Label: Further Assurances |
b12edd83-442e-4f9e-8c6d-c5dccea75210 | Clause:
Other than consummating the transactions contemplated hereunder, such Purchaser has not directly or indirectly, nor has any Person acting on behalf of or pursuant to any understanding with such Purchaser, executed any purchases or sales, including Short Sales, of the securities of the Company during the period ... | Label: Confidentiality |
14784dd8-6d68-45f7-a323-981add61acda | Clause:
The Borrower may, upon three (3) Business Days’ notice in the case of Eurodollar Rate Loans, and upon same-day notice in the case of Base Rate Loans, prepay Loans on any Business Day; provided that the Borrower pays all Breakage Costs (if any) associated with such prepayment on the date of such prepayment. Prep... | Label: Terminations |
1f9d0419-0a22-48d9-bbf6-3c3ca132ac63 | Clause:
If any provision of this Note is found to be invalid, illegal or unenforceable in any respect by a court, all the other provisions of this Note will remain in full force and effect. Borrower and all other makers and indorsers of this Note hereby forever waive presentment, protest, notice of dishonor and notice ... | Label: Binding Effects |
4bf30a31-672b-40ab-9b5a-212d07f84967 | Clause:
Except as set forth on Schedule 4.7 attached hereto, the Company shall use the net proceeds from the sale of the Securities hereunder for working capital purposes and shall not use such proceeds: (a) for the satisfaction of any portion of the Company’s debt (other than payment of trade payables in the ordinary ... | Label: Use Of Proceeds |
921ef7c0-f3cf-4786-af0e-c36c48e7eb00 | Clause:
Each of such Credit Party and its Subsidiaries has timely filed all U.S. federal, state, local and foreign tax returns and reports required to be filed by it and has paid all Taxes, assessments, fees and other charges levied upon it or upon its properties that are shown thereon as due and payable, other than (i... | Label: Taxes |
1bd540b9-49fc-4104-ab17-84afdf00033e | Clause:
In the event that any dividend or other distribution (whether in the form of cash, Shares, other securities, or other property), recapitalization, stock split, reverse stock split, reorganization, merger, consolidation, split-up, spin-off, combination, repurchase, or exchange of Shares or other securities of th... | Label: Adjustments |
ad18bb55-d49e-494c-97db-e27600deeb21 | Clause:
ALL MATTERS RELATING TO THE INTERPRETATION, CONSTRUCTION, VALIDITY AND ENFORCEMENT OF THIS AGREEMENT SHALL BE GOVERNED BY THE INTERNAL LAWS OF THE STATE OF DELAWARE, WITHOUT GIVING EFFECT TO ANY CHOICE OF LAW PROVISIONS THEREOF.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustment... | Label: Governing Laws |
17551830-0746-4bf6-ab33-51e5188878ce | Clause:
Performance Guarantor shall keep in full force and effect its existence and rights as a corporation under the laws of the State of Nevada, and shall obtain and preserve its qualification to do business in each jurisdiction in which such qualification is or shall be necessary to protect the validity and enforcea... | Label: Existence |
77d424a0-4000-43be-9f8b-6a6b7f88a42a | Clause:
The section headings contained in this Agreement (including, without limitation, section headings and headings in the exhibits and schedules) are inserted for reference purposes only and shall not affect in any way the meaning, construction or interpretation of this Agreement and the other Transaction Documents... | Label: Headings |
21a1870b-0c28-4bdc-86b7-4d57a1e2ffa0 | Clause:
In the event of any stock split, stock dividend, recapitalization, reorganization, merger, consolidation, combination, exchange of shares, liquidation, spin-off or other similar change in capitalization or event, or any distribution to Optionees of Common Stock other than a regular cash dividend, the number and... | Label: Adjustments |
30fab220-1587-48b9-8cb5-44ae7fd8b9dd | Clause:
ISA has made no promises to Phillips with respect to the subject matter hereof other than those set forth in 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, A... | Label: Entire Agreements |
a92bc51a-7c2b-4288-af9c-158013a6d728 | Clause:
The Borrower will use the proceeds of (a) the Term Loans made on the Effective Date, together with cash on hand of the Borrower, to finance the Transactions and to pay the Transaction Costs and (b) the Revolving Loans and Swingline Loans made after the Effective Date to fund working capital requirements and fo... | Label: Use Of Proceeds |
a1431767-93db-4a89-8587-022098fb7aa5 | Clause:
This First Amendment shall be governed by, and construed in accordance with, the laws of the State of California applicable to agreements entered into and to be performed entirely within such state.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Ant... | Label: Governing Laws |
6cfb1f4a-4797-4df8-a780-e3489e18348c | Clause:
The validity, interpretation, construction and performance of the Policy shall in all respects be governed by the laws of the State of Delaware, without reference to principles of conflict of law.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-... | Label: Governing Laws |
7736b93f-6708-45ae-a8b7-24a2dc42af90 | Clause:
The employment relationship between you and the Company will be at-will. You and the Company will have the right to terminate the employment relationship at any time and for any reason whatsoever, with or without cause, and without any liability or obligation except as may be expressly provided herein.
Task: C... | Label: Terms |
42bd340e-5039-485e-a7dc-96092c21a918 | Clause:
None of the officers or directors of the Company and, to the knowledge of the Company, none of the employees of the Company is presently a party to any transaction with the Company or any Subsidiary (other than for services as employees, officers and directors) that is required to be disclosed and is not disclo... | Label: Transactions With Affiliates |
d4539aad-e120-48eb-927c-f6d1fd4dfe9e | Clause:
You agree to cooperate fully in the defense or prosecution of any claims or actions now in existence or which may be brought or threatened in the future against or on behalf of the Company about which you have knowledge or were involved by virtue of your employment with the Company, and in any claim or action b... | Label: Cooperation |
e361953a-bf9e-4309-b498-fce4969b6c28 | Clause:
(a). Except as set forth on Schedule 3.06 , on the Effective Date there are no actions, suits, proceedings or investigations by or before any arbitrator or Governmental Authority pending against or, to the knowledge of the Borrower, threatened against or affecting the Borrower or any of its Subsidiaries (i) tha... | Label: Litigations |
ad4961c5-8945-42f6-870f-388d41a2dcd7 | Clause:
None of the Credit Parties or any of their respective Subsidiaries (a) is in default under or with respect to the Vodafone Agreement or the Citibank Agreement or (b) is in default under or with respect to, or a party to, any Contractual Obligation (other than any such Contractual Obligation referred to in the f... | Label: No Defaults |
4beb05b7-f127-48ef-bdc8-bb335297e160 | Clause:
Employee’s employment hereunder shall automatically terminate upon Employee’s death. Upon such event, the Company shall pay to Employee’s designated beneficiary (or, if none, to Employee’s estate) the pro rata portion of Employee’s Base Salary and any other accrued and vested but unpaid compensation through the... | Label: Death |
df1e4e57-aaf2-43ea-9762-fb3cd5fae0f0 | Clause:
The subject headings of the paragraphs of this Note are included for purposes of convenience only, and shall not affect the construction or interpretation of any of its provisions.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws,... | Label: Headings |
3aa02257-1ae5-4b37-9554-d4ffead4a54b | Clause:
No modification, amendment or waiver of any provision of this Guaranty, nor the consent to any departure by Guarantor therefrom, shall in any event be effective unless the same shall be in writing and signed by Agent and Guarantor, and then such waiver or consent shall be effective only in the specific instance... | Label: Modifications |
37686a4a-c3f7-4fd9-bc91-9cb6747c394b | Clause:
Assignments and Assumptions of Contracts from each Seller in the form of Exhibit E attached hereto and by this reference incorporated herein, assigning by quit-claim any and all rights such Seller has under the Contracts from such Seller to Purchaser on the terms set forth therein and without any representation... | Label: Assignments |
86454625-567f-4417-bc5c-14a90837b741 | 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 t... | Label: Notices |
21cafe3c-3628-4ece-9d86-82cb1a603d83 | Clause:
During the Term, the Executive shall be entitled to receive prompt reimbursement for all reasonable expenses incurred by the Executive in performing services hereunder, including all reasonable expenses of travel and living while away from home, provided that such expenses are incurred and accounted for in acco... | Label: Expenses |
f9c6307c-4131-44e1-87ee-f2e9ce915d3b | Clause:
During the Term (as defined below), Executive shall serve the Company as President of the Completion Services division, or in such other capacity as the Board or the Chief Executive Officer of the Company shall determine. Executive shall comply with the policies of the Company as may be in effect from time to t... | Label: Duties |
184fc48d-0582-4292-891b-a27be3a80408 | Clause:
The Company is authorized and directed to withhold from payments, distributions or allocations to any Member and to pay over to any Governmental Authority any amount required to be withheld pursuant to the Code or any other Governmental Requirements, including Governmental Requirements relating to money launder... | Label: Withholdings |
2cb4e6d4-20bc-407c-b0bc-4bd5633cf9df | Clause:
Seller has good and marketable title to (i) the Patents, including without limitation all rights, title, and interest in the Patents to sue for infringement thereof, and (ii) the Subject technology. The Patents are free and clear of all liens, mortgages, security interests or other encumbrances, and restriction... | Label: Titles |
3516edd7-a625-433c-afd8-2e3c85ae5a21 | Clause:
This Amendment shall be construed in accordance with the internal laws of the State of California, without regard to the conflict of law provisions of any state.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, A... | Label: Governing Laws |
445eac82-1dd2-44a4-8458-ddd7eb4674bb | Clause:
The covenants, agreements and representations and warranties of the Issuers under the Operative Documents shall survive the execution and delivery hereof. All obligations of the Issuers hereunder are joint and several.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreeme... | Label: Survival |
1aeca081-ae01-4c6c-8f6c-3f7819df43f4 | Clause:
Except as otherwise expressly provided herein, all notices and other communications provided for hereunder shall be in writing (including telecopier communication, facsimile transmission or electronic mail) and mailed, telecopied, transmitted or delivered: if to any Obligor, to such Obligor as set forth on Sche... | Label: Notices |
97b4e4a3-d576-4cee-99c4-ce7a9999f8fb | Clause:
Any claim or dispute between the Parties arising out of or relating to this Agreement, any other agreement between the Parties, Executive’s employment with the Company, or any termination thereof (collectively, “ Covered Claims ”) shall (except to the extent otherwise provided in Section 15(e) with respect to c... | Label: Arbitration |
Subsets and Splits
No community queries yet
The top public SQL queries from the community will appear here once available.