id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
cc274582-357f-4507-9b73-09c7695d405f | Clause:
The Agent shall be satisfied with the Borrower’s and its Subsidiaries’ insurance arrangements and shall have received insurance summaries, insurance certificates in connection with such insurance including, documentation naming the Agent as “loss payee” or “additional insured”, as applicable, under each policy.... | Label: Insurances |
1d8e35e7-5093-4edc-8ddc-5452d4954a83 | Clause:
Any Notice shall be executed by an authorized officer in a writing delivered to Administrative Agent. In lieu of delivering a Notice, Borrower may give Administrative Agent telephonic notice by the required time of any proposed borrowing, conversion/continuation or issuance of a Letter of Credit, as the case ma... | Label: Notices |
7f4fad7d-cacf-4955-b875-0a6fd14fab94 | Clause:
EACH OF THE DEBTOR AND THE SECURED PARTY IRREVOCABLY WAIVES ANY AND ALL RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY ACTION, PROCEEDING OR CLAIM OF ANY NATURE RELATING TO THIS AGREEMENT, ANY DOCUMENTS EXECUTED IN CONNECTION WITH THIS AGREEMENT OR ANY TRANSACTION CONTEMPLATED IN ANY OF SUCH DOCUMENTS. THE DEBTOR... | Label: Waiver Of Jury Trials |
62cb3bca-f90e-4df7-932b-1b179a8f4275 | Clause:
Subject to clause (e) , below, upon receipt on or after the Closing Date by any Loan Party or any of its Subsidiaries of Net Cash Proceeds arising from (i) any Transfer by any Borrower of any of its property other than Transfers of its own Equity Interests and Transfers of property, each as permitted under Sect... | Label: Releases |
82a71648-d7ef-4256-8eae-890907a0937c | Clause:
Except as set forth in Schedule 6.5, no Credit Party is required to obtain any consent, authorization, approval, order, license, franchise, permit, certificate or accreditation of, or make any filing or registration with, any court, governmental agency or any regulatory or self-regulatory agency or authority or... | Label: Consents |
25706f93-cce4-43f2-b830-09c9d8fbeb9c | Clause:
The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except such as have been obtained or made and are in full force and effect (or, in the case of filings necessary to consummate the Acquisition, such as will be obtaine... | Label: No Conflicts |
3c4ad6f8-09db-468d-9fed-605d261cdd6e | Clause:
The Company may withhold from any amount payable or benefit provided under this Plan such federal, state, local, foreign and other taxes as are required to be withheld pursuant to any applicable law or regulation.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, ... | Label: Withholdings |
f70476cd-bf6a-4b74-b5a8-145d31097201 | Clause:
Capitalized terms used in this Agreement but not otherwise defined herein shall have the meanings ascribed thereto in the Purchase and Sale Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, A... | Label: Definitions |
752946dc-f58c-498c-b67e-667e57fb7eae | Clause:
Notices and communications under this Agreement must be in writing and either personally delivered or sent by registered or certified United States mail, return receipt requested, postage prepaid. Notices to the Company must be addressed to The Wendy’s Company, One Dave Thomas Blvd., Dublin, Ohio 43017; Attn: C... | Label: Notices |
2618f97f-efb4-4b66-8ae8-bfada82f7c06 | Clause:
This Agreement, and any amendment hereto, may be executed in two (2) or more counterparts, each of which shall for all purposes be deemed to be an original and all of which shall constitute the same instrument. A facsimile or Adobe PDF copy of any such signed counterpart shall be treated and shall have the same... | Label: Counterparts |
c3b32071-7200-44ec-bec5-ce96614a3785 | Clause:
If any term or other provision of this Agreement is invalid, illegal or incapable of being enforced by any rule of law or public policy or the application of this Agreement to any Person or circumstance is invalid or incapable of being enforced by any rule of law or public policy, all other conditions and provi... | Label: Severability |
a7e1830b-ce9c-4510-9463-74d406b1900d | Clause:
This Agreement (including Exhibits and Schedules), contains the complete understanding of the Parties with respect to the subject matter hereof and supersedes all prior agreements or understandings between the Parties with respect to the subject matter hereof, including the Confidential Disclosure Agreement bet... | Label: Entire Agreements |
8d0e6f54-8b46-4c34-a13f-9a5ef587da19 | Clause:
All questions concerning the construction, validity, enforcement and interpretation of this Note, and any claim, controversy or dispute arising under or related to this Note, the relationship of the parties, and/or the interpretation and enforcement of the rights and duties of the parties hereunder shall be gov... | Label: Governing Laws |
3b369cb5-a86c-4af7-a2df-17bc058b1a9e | Clause:
Seller warrants that it has not failed to withhold or pay to the appropriate taxing authority, any sales and use taxes that it was required to withhold or pay pursuant to Indiana or other applicable states law in respect of any sales heretofore made by the Mint Business.
Task: Classify this clause into ONE of ... | Label: Sales |
4f39b2a5-dbbd-4d7b-bbc5-6cee1b526282 | Clause:
The agreements in this Section 10.04 shall survive the resignation of the Administrative Agent, the replacement of any Lender, the termination of the Commitments and the repayment, satisfaction or discharge of all Obligations.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments,... | Label: Survival |
fb280d6a-977d-4728-86e7-c96c8b66974b | Clause:
The issued and outstanding shares of capital stock of the Company have been validly issued, are fully paid and non-assessable and, other than as disclosed in the Registration Statement or the Prospectus, are not subject to any preemptive rights, rights of first refusal or similar rights. The Company has an auth... | Label: Capitalization |
cc5c611e-1f36-4ed8-92c5-1a0ddd378d3e | Clause:
Directly or indirectly, use the proceeds of any Credit Extension, or lend, contribute or otherwise make available such proceeds to any Subsidiary, joint venture partner or other individual or entity, to fund any activities of or business with any individual or entity, or in any country or territory, that, at th... | Label: Sanctions |
8ad568aa-86cc-4c3b-99fd-446fa456bce7 | Clause:
Each Purchaser, severally and not jointly with the other Purchasers, covenants that neither it nor any Affiliate acting on its behalf or pursuant to any understanding with it will execute any purchases or sales, including Short Sales of any of the Company’s securities during the period commencing with the execu... | Label: Confidentiality |
45c057d3-ee3e-4e27-9a10-fc8bae9df672 | Clause:
Executive shall be entitled to participate in all employee benefit plans, practices and programs maintained by the Company, and made available to senior executives of the Company as in effect from time to time, including, without limitation, all pension, retirement, profit sharing, savings, vacation, sick leave... | Label: Benefits |
9aba458a-0e7a-433b-8b60-d4ca1b9ec57a | Clause:
This Award Agreement, the Plan and, to the extent applicable, any written employment agreement between the Participant and the Company, constitute the entire agreement between the parties hereto with regard to the subject matter hereof. They supersede all other agreements, representations or understandings (wh... | Label: Entire Agreements |
0b8f9091-1a43-486d-b7fe-51ce6bf1ce82 | Clause:
The waiver by either party of any right hereunder or of any breach by the other party will not be deemed a waiver of any other right hereunder or of any other breach by the other party. No waiver will be deemed to have occurred unless set forth in a writing. No waiver will constitute a continuing waiver unless ... | Label: Waivers |
26d84c3c-05d0-4133-bc33-71cf54885d93 | Clause:
The execution, delivery and performance of this Second Amendment are within Borrower's limited partnership powers, have been duly authorized by all necessary organizational or corporate action, require no action by or in respect of, or filing with, any governmental body, agency or official and do not violate or... | Label: No Conflicts |
7db53954-00cc-4f12-876f-0e7fa3240ef9 | Clause:
Subject to Section 8 below, the Award shall vest and become nonforfeitable as set forth in the Grant Notice. (Each vesting date set forth in the Grant Notice is referred to herein as a “ Vesting Date ”).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments... | Label: Vesting |
5b2e463a-85ae-4bd1-b992-613c1571e01f | Clause:
This Amendment shall be governed by and construed in accordance with the laws of the State of Arizona.
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, Aut... | Label: Governing Laws |
4a1a0844-1dad-425d-aa2f-713f8ec585d2 | Clause:
This Agreement (together with all attached exhibits) shall be binding upon Consultant, and inure to the benefit of the parties hereto and their respective heirs, successors, assigns, and personal representatives; provided, however , that Consultant shall not assign any of its rights or delegate any of its dutie... | Label: Assignments |
c5152ec2-d9d8-4d01-9a38-8a1df0690e7a | Clause:
As of the Agreement Date, all material insurance policies and coverages maintained by the Borrower Parties and their Subsidiaries are described on Schedule 5.1(t) .
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws... | Label: Insurances |
70c35edd-4fb8-44ba-bc3f-abe80b4595a8 | Clause:
Notwithstanding any other provision of this Agreement or the Plan, Awards of Restricted Stock Units that have not previously vested will vest in accordance with the provisions of Annex A in connection with a Change in Control or a Time Warner Transaction.
Task: Classify this clause into ONE of these types (exa... | Label: Change In Control |
2d45ce15-2caf-4a96-98b1-14749bbe9f87 | Clause:
For each conversion, in the event that shares are not delivered by the fourth business day (inclusive of the day of conversion), a fee of $2,000 per day will be assessed for each day after the third business day (inclusive of the day of the conversion) until share delivery is made; and such fee will be added to... | Label: Remedies |
a8a5eb20-de16-4bd3-8cf8-d0a4868c1ee9 | Clause:
The Finance Parties agree that this Agreement may be enforced only by the action of the Administrative Agent acting upon the instructions of the Required Lenders as set forth in the Credit Agreement and that no other Finance Party shall have any right individually to seek to enforce this Agreement, it being und... | Label: Enforcements |
7fae55ac-c244-4dd1-a8b4-953fdd9b75dd | Clause:
Except as specified to the contrary in this Amendment, all defined terms in this Amendment have the same meaning set forth in the Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration... | Label: Defined Terms |
570f7b30-2f0f-48df-8c4e-9e1ac14e19ec | Clause:
Each of the Parent and the Borrower will, and will cause each other Credit Party to, maintain, with financially sound and reputable insurance companies, insurance in such amounts and against such risks as are customarily maintained by companies engaged in the same or similar businesses operating in the same or ... | Label: Insurances |
4d7c72e2-7a57-4d53-b2a8-66f6191cab09 | Clause:
Each subsidiary of the Company has been duly incorporated, organized or formed and is existing and in good standing under the laws of the jurisdiction of its incorporation, organization or formation with power and authority (corporate and other) to own its properties and conduct its business as described in the... | Label: Subsidiaries |
54f97872-fb80-4060-9c59-206059480ed1 | Clause:
Upon the occurrence of any Event of Default under the Lender Notes or Security Documents that is not waived in accordance with the terms of this Agreement, Agent shall (unless otherwise required by this Section 11) take all reasonable steps for the enforcement of the Loan that Agent would normally take in the e... | Label: Enforcements |
2836f764-05b3-46e5-bce3-c9b4b090a296 | Clause:
This Amendment No. 1 may be executed in two or more identical counterparts, each of which shall be deemed to be an original and all of which taken together shall be deemed to constitute this Amendment No. 1 when a duly authorized representative of each Party has signed a counterpart. The Parties may sign and de... | Label: Counterparts |
69649e27-777e-49d5-bf43-e345b25abddd | Clause:
All covenants, agreements, representations and warranties made by the Loan Parties in the Loan Documents and in the certificates or other instruments delivered in connection with or pursuant to this Agreement or any other Loan Document shall be considered to have been relied upon by the other parties hereto and... | Label: Survival |
7cd14743-9e72-4f29-bc6a-6ac2bc4c4d85 | Clause:
This Agreement and the award evidenced hereby are made and granted pursuant to the Plan and are in all respects limited by and subject to the terms of the Plan. All decisions of the Committee with respect to any question or issue arising under the Plan or this Agreement shall be conclusive and binding on all pe... | Label: Construction |
d8545c27-61f6-4eb7-a8ac-201cccb962cf | Clause:
This Agreement may be executed in counterparts, each of which shall be deemed an original and all of which taken together shall constitute one and the same Agreement. This Agreement may be executed by facsimile, and facsimile signatures shall be binding and constitute an original signature hereto.
Task: Classi... | Label: Counterparts |
b66cddab-ef53-42a2-be98-d2843210133a | Clause:
This Agreement shall be governed by the laws of the State of California (with the exception of its conflict of laws provisions).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignment... | Label: Governing Laws |
5bb25d3d-d197-471e-9e27-2b6a1d3e604c | Clause:
The term of this Agreement shall be for the period commencing on March 18, 2016 (the “ Effective Date ”) and ending, subject to earlier termination as set forth in Section 6, on the third anniversary thereof (the “ Employment Term ”).
Task: Classify this clause into ONE of these types (exactly one label):
Adju... | Label: Terms |
50a6b617-cd27-4dab-ba95-891b9b95c6ae | Clause:
The Employee shall be entitled to four (4) weeks of paid vacation per calendar year on full time basis, pro-rated to the Employee’s percentage worked. Such vacation shall be taken at a time or times acceptable to the Company. The Employee shall be allowed to carry forward any unused vacation into the next calen... | Label: Vacations |
cdc8e0ed-bb9b-47d0-8019-1d89802782c3 | Clause:
Closing under this Agreement (the “ Closing ”) shall take place on or before September 26, 2016 (the “ Closing Date ”), or such earlier date, if any, as may be mutually agreed by Purchaser and Seller, at a downtown Chicago office of the Title Company.
Task: Classify this clause into ONE of these types (exactly... | Label: Closings |
a7fe523b-22c5-4969-93c6-6f54db7c9cc2 | Clause:
Each Member shall execute and deliver any additional documents and instruments and perform any additional acts that may be necessary or appropriate to effectuate and perform the provisions of this Agreement and the transactions contemplated herein.
Task: Classify this clause into ONE of these types (exactly on... | Label: Further Assurances |
8cc231d6-69d6-461c-8caf-d42b0b68bc96 | Clause:
Each of MPI, Columbia and NFM was duly organized and is validly existing under the laws of the jurisdictions in which it was formed. Each of MPI, Columbia and NFM is qualified to do business and is in good standing in the jurisdiction of its formation, has full power and authority to consummate the transaction... | Label: Existence |
849050e8-263b-4909-b76f-13579e5375a1 | Clause:
This Agreement shall not be modified or amended except by an instrument in writing signed by ail 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, Authority, ... | Label: Modifications |
4c767468-dad2-4b1b-97dc-dad1f8029452 | Clause:
The Firm will authorize PriceWaterhouseCoopers to prepare your United Kingdom and United States taxes relating to your year of transfer.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, As... | Label: Taxes |
a55bcd01-9831-450d-8edc-a4b827564469 | Clause:
The Executive acknowledges that each of the restrictions set forth in this Article VI are reasonable and necessary for the protection of the Company’s business and opportunities (and. those of the Parent Group) and that a breach of any of the covenants contained in this Article VI would result in material irrep... | Label: Remedies |
8a018ec6-df0d-40b0-af90-afc5467d71b3 | Clause:
Except as herein expressly provided, the respective rights and obligations of the Contractor and the Company under this Agreement shall not be assignable by either party without the written consent of the other party and shall, subject to the foregoing, enure to the benefit of and be binding upon the Contractor... | Label: Assignments |
b2dac9dd-5c92-4a0c-8d99-8fd9a1e5b323 | Clause:
Except as set forth on Schedule 3.6 as of the Closing Date, and except as hereafter disclosed to Lender in writing (including disclosures pursuant to Section 4.9 or otherwise, it being understood that any such disclosures shall not act as a consent or waiver of any Default or Event of Default arising under Sect... | Label: Litigations |
2e27dac8-9dbb-4ffb-b2fe-5740f3e39da4 | Clause:
If the Executive's employment is terminated by reason of the Executive's death during the Employment Period, the Company shall timely pay or provide the Executive's estate or beneficiaries with the Accrued Obligations, the Pro Rata Incentive Award and the Other Benefits, at the time or times specified in Sectio... | Label: Death |
5bc96ec6-4bb9-4ef8-b579-ffec0a1364d9 | Clause:
If a Change in Control occurs and Employee is a participant in the Executive Severance Plan, then the terms of Section 3 of such plan are hereby incorporated by reference into this Agreement. If Employee is not a participant in the Executive Severance Plan and his/her employment with the Company is terminated d... | Label: Change In Control |
6b324ea6-a613-4487-90bb-1f076c493216 | Clause:
The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower nor any other Credit Party may assign or otherwise transfer any of its rights or obligations hereunder without the ... | Label: Successors |
d69c8571-a83a-471d-a91f-ee715f4e740d | Clause:
Subject to the terms and conditions and in reliance upon the representations and warranties herein set forth, the Issuer agrees to sell to each Initial Purchaser, and each Initial Purchaser agrees, severally and not jointly, to purchase from the Issuer, at a purchase price equal to 98.75% of the principal amoun... | Label: Sales |
5f06a032-6003-4a9c-b4b8-adbff5cdd2ed | Clause:
The right of an Indemnified Party to indemnification pursuant to this Article VIII will not be affected by any investigation conducted or knowledge acquired (or capable of being acquired) by such Indemnified Party, at any time, whether before or after the execution and delivery of this Agreement, with respect t... | Label: Insurances |
e0b2d075-ad1a-4e51-bbeb-6e26eff20203 | Clause:
This Agreement and the Registration Rights Agreement supersede all other prior oral or written agreements between the Buyer, the Company, their affiliates and persons acting on their behalf with respect to the matters discussed herein, and this Agreement, the other Transaction Documents and the instruments refe... | Label: Entire Agreements |
dfa01860-9950-4797-86e5-b580b94f52f9 | Clause:
Any notices, consents, waivers or other communications required or permitted to be given under the terms of this Agreement must be in writing and will be deemed to have been delivered: (i) upon receipt, when delivered personally; (ii) upon receipt, when sent by facsimile (provided confirmation of transmission i... | Label: Notices |
d81a1c0d-3e9f-4386-822a-73f3b4c14eea | Clause:
This Lease shall be governed by and construed in accordance with the laws of the State of Minnesota (the “ State ”).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, ... | Label: Governing Laws |
602336ce-8a8f-4532-b208-5a5e857ed7bf | Clause:
Any notice required or permitted to be given under this Agreement shall be sufficient if in writing and if sent by registered or certified mail, return receipt requested to his residence in the case of the Executive, or to its principal office in the case of the Company, or to such other addresses as they may r... | Label: Notices |
306e2f2f-6620-4beb-b310-5cb96f9799f7 | Clause:
If any provision of this Agreement is held to be invalid, illegal or unenforceable by any court or arbitrator of competent jurisdiction, then solely as to such jurisdiction and subject to this Section 13, that provision shall be limited (“blue-penciled”) to the minimum extent necessary so that this Agreement sh... | Label: Severability |
d8b55077-ef39-4cd7-8b80-1ddaba5dc9fb | Clause:
Any Lender may at any time, without the consent of, or notice to, the Borrower, the Administrative Agent, the Swing Line Lender or any L/C Issuer, sell participations to any Eligible Assignee (each, a “ Participant ”) in all or a portion of such Lender’s rights and/or obligations under this Agreement (including... | Label: Participations |
cbdcdb52-04d8-4e84-b6d2-e51a49d9fd7d | Clause:
If Grantee incurs a Termination of Service as the result of Grantee's Disability, Normal Retirement or Early Retirement, then any Restricted Shares that have not Vested prior to such Termination of Service but would have been Vested in the ninety (90) day period after the effective date of such Termination of S... | Label: Disability |
404c800a-28ea-4341-aa37-05af0ed0fcd2 | Clause:
Except as provided under Article III , neither this Agreement nor any of the rights, interests or obligations under this Agreement will be assigned, in whole or in part, by any party without the prior written consent of each other party with respect to which such assignment will be effective. Any purported ass... | Label: Assignments |
618d8d63-2e5d-42ff-8456-156de96ebc89 | Clause:
The execution and delivery by the SNH Parties of the Transaction Documents and the consummation of the transactions contemplated by the Transaction Documents have been duly authorized by all necessary trust, corporate or limited liability company, as applicable, action. Each of the Transaction Documents, upon ... | Label: Authorizations |
c18e09eb-92ab-4e10-9138-626dbc98a182 | Clause:
As of the Amendment No. 7 Effective Date, except as otherwise expressly stated in this Amendment No. 7, GSK shall be solely responsible for, and will [***] to conduct, all further Development and Manufacturing of the HBV Lead Compound.
Task: Classify this clause into ONE of these types (exactly one label):
Adj... | Label: Costs |
cbd1766c-8476-4b94-bd6b-2b78f5b6c330 | Clause:
The Borrower will, and will cause each Subsidiary to, maintain with financially sound and reputable insurance companies (not Affiliates of the Borrower) insurance on all their Property in such amounts and covering such risks as is consistent with sound business practice, and the Borrower will furnish to any Len... | Label: Insurances |
bf730ecb-8f22-4609-ab13-0bad995baf7a | Clause:
All covenants, agreements, representations and warranties made by the Loan Parties in the Loan Documents and in the certificates or other instruments delivered in connection with or pursuant to this Agreement or any other Loan Document shall be considered to have been relied upon by the other parties hereto and... | Label: Survival |
6903ca12-5b95-46fa-b297-6da4d0f65d2e | Clause:
If any provision of this Agreement shall be held, declared or pronounced void, voidable, invalid, unenforceable or inoperative, in whole or in part, for any reason by any court of competent jurisdiction, government authority, arbitrator, arbitration panel or otherwise, such holding, declaration or pronouncement... | Label: Severability |
66a5805f-6870-47d9-a0ed-b881e6762f54 | Clause:
There is no default, or no occurrence of an event that would become a default, under the terms of this Agreement or any of the Material Loan Documents. The representations and warranties in Section 3 of this Agreement must be true and correct in all material respects as of the date of the advance.
Task: Classi... | Label: No Defaults |
c733b38b-ca93-4b35-b6f1-33dd1e386366 | Clause:
This Agreement and the accompanying Release constitutes the complete and only Agreement between the parties relating to the subject matter hereof and all prior agreements relating to the subject matter hereof are merged into this Agreement. No amendment or modification of the Agreement between the parties heret... | Label: Entire Agreements |
d43f9229-9781-42c9-a129-416a0d1b1463 | Clause:
There are no actions, suits or other proceedings at law or in equity by or before any arbitrator or arbitration panel, or any Governmental Authority (including, but not limited to, matters relating to environmental liability) or any investigation by any Governmental Authority of the affairs of, or to the best o... | Label: Litigations |
bc3e413b-a741-4795-ab0d-4b915239becd | Clause:
Notwithstanding anything else contained in this Agreement to the contrary, as a condition precedent to any Employer obligation to the Executive pursuant to this Section 7, the Executive shall, within 21 days following his or her Separation from Service with the Employer (and within the period of time provided f... | Label: Releases |
ad3b7853-7ab4-46fd-a0d9-3cfb8de983da | Clause:
This Mortgage may be executed in any number of copies, and by the parties hereto on the same or separate counterparts, each of which shall be deemed to be an original instrument but all of which together shall constitute one and the same agreement.
Task: Classify this clause into ONE of these types (exactly on... | Label: Counterparts |
0950087f-1aac-4601-966d-a9883ba06eb4 | Clause:
The Company hereby waives presentment, demand for performance, notice of non-performance, protest, notice of protest and notice of dishonor. No waiver of any provision or consent to any action shall constitute a waiver of any other provision or consent to any other action, whether or not similar. No waiver or c... | Label: Waivers |
bcf3fd62-7004-4443-994d-a401a66697d7 | Clause:
The Borrowers further agree (a) to defend, protect, indemnify, and hold harmless the Administrative Agent, the Lead Arrangers, the Co-Agents and each and all of the other Lenders and each of their respective Related Parties (including, without limitation, those retained in connection with the satisfaction or at... | Label: Indemnity |
68e200b5-6582-4f95-b96c-dad1cb701369 | Clause:
This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, without giving effect to any choice or conflict of law provision or rule (whether of the State of Delaware or any other jurisdiction) that would cause the application of the laws of any jurisdiction other tha... | Label: Governing Laws |
b8a1093d-ee01-4a20-bd0d-2d7002f6fc11 | Clause:
Each party hereto acknowledges and agrees that in the event of any breach of this Agreement by any of them, the other parties hereto would be irreparably harmed and could not be made whole by monetary damages. Each party accordingly agrees to waive the defense in any action for specific performance that a reme... | Label: Specific Performance |
2b523c0b-d914-4a0c-bfca-56de6adc4c04 | Clause:
Notwithstanding any other provisions of the Plan, the issuance or delivery of any shares of Common Stock may be postponed for such period as may be required to comply with any applicable requirements of any national securities exchange or any requirements under any other law or regulation applicable to the issu... | Label: Compliance With Laws |
fd973453-a346-46d8-b8d7-2ac7338b672a | Clause:
In the event of any merger, reorganization, consolidation, recapitalization, dividend or distribution (whether in cash, shares or other property), stock split, reverse stock split, spin-off or similar transaction or other change in corporate structure affecting the Shares or the value thereof, such adjustments ... | Label: Adjustments |
6238bc57-74bd-4d1e-abe4-f2f4bfd22b3b | Clause:
This First Amendment may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws,... | Label: Counterparts |
17b690ef-bf76-4855-a1b9-8efeab0a83d8 | Clause:
Upon the occurrence of any event triggering the prepayment requirement under clauses (i) through and including (v) above, the Borrower shall promptly deliver a Notice of Prepayment to the Administrative Agent and upon receipt of such notice, the Administrative Agent shall promptly so notify the Lenders. Each pr... | Label: Notices |
3b3aff82-7647-48f2-af70-979ce23523ac | Clause:
Whenever the Owner’s or KBS Member’s approval for any matter is required pursuant to this Agreement, such approval shall be required to be obtained in advance and in writing, unless otherwise expressly provided herein. An approval by email shall be deemed in writing under this Agreement.
Task: Classify this cl... | Label: Approvals |
dfac47d8-ff2c-47c2-8340-6263b7ea1ad6 | Clause:
Following the date of this Agreement, Seller (and its Subsidiaries) and Acquiror (and its Subsidiaries) will reasonably cooperate and use Commercially Reasonable Efforts in all matters reasonably necessary to effect the transactions contemplated by this Article V , including exchanging information and data as p... | Label: Cooperation |
834ccc1e-b74e-4dfc-8d3a-727d57142dd5 | Clause:
On the Funding Date, after giving effect to the consummation of the Transactions and the payment of all fees, costs and expenses payable by the Borrower with respect thereto, (a) on a going concern basis the fair market value of the assets of the Borrower and its Restricted Subsidiaries, on a consolidated basis... | Label: Solvency |
51bffbda-4247-4de5-87b6-e961669a3bd3 | Clause:
(a) Each Borrower agrees to pay to the Administrative Agent for the account of each Lender (other than any Defaulting Lender) a commitment fee, which shall accrue at the relevant percentage set forth in the row entitled “ Commitment Fee ” in the definition of “Applicable Rate” on the daily amount by which the ... | Label: Fees |
68431437-2d77-44aa-a1de-2fa417d7f5b4 | Clause:
At the request at any time of either party, any controversies concerning this Agreement will be settled by arbitration in accordance with the U.S. Arbitration Act, and under the Commercial Arbitration Rules and Administration of the American Arbitration Association.
Task: Classify this clause into ONE of these... | Label: Arbitration |
edb55f7a-57a6-408b-bc89-9871c669dbd2 | Clause:
To the extent that any court action is permitted consistent with or to enforce Section 6 of this Plan, the parties hereby consent to the jurisdiction of the Superior Court of The Commonwealth of Massachusetts and the United States District Court for the District of Massachusetts. Accordingly, with respect to an... | Label: Consent To Jurisdiction |
91d3e37a-d3b4-489b-8f65-7d660b2a47d1 | Clause:
This Amendment may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Delivery by facsimile or other electronic means of an executed counterpart of a signature page to this Amendment shall be effective as de... | Label: Counterparts |
d9ba35b4-814b-4822-9266-ec54b71d35bd | Clause:
In case any one or more Events of Default shall have occurred and be continuing, and whether or not the Lenders shall have accelerated the maturity of the Loans pursuant to §12.1, the Agent on behalf of the Lenders may, and upon the direction of the Required Lenders shall, proceed to protect and enforce their r... | Label: Remedies |
3660dd64-18ed-44c7-bcd9-3a1833daf814 | Clause:
When (i) financing statements in the appropriate form are filed in the offices specified on Schedule 7 to the Perfection Certificate, (ii) the Patent Security Agreement, substantially in the form of Exhibit II to the Security Agreement and the Trademark Security Agreement, substantially in the form of Exhibit I... | Label: Intellectual Property |
32a4c6a8-3d50-4d72-898d-1f621c4c1fef | Clause:
The term of this Agreement shall commence on the Effective Date and shall continue in full force and effect until the later of (a) ten (10) years after the Effective Date, or (b) expiration of the last-to-expire Valid Claim within the Licensed Patents (the “ Term ”).
Task: Classify this clause into ONE of thes... | Label: Terms |
2c55713f-6dc2-483c-a91e-9550ab64f3af | Clause:
If a Change in Control shall occur, the provisions of Sections 6 and 7 shall immediately terminate and be of no further force and effect.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, A... | Label: Change In Control |
e63f260c-576a-454d-8cd4-38c7c2d8a5dc | Clause:
(a) The provisions of this Agreement may be amended by the affirmative vote or written consent of: (i) in the case of matters relating solely to A Exchanges, the Issuer and each of the Blackstone Holdings Partnerships and, after a Change of Control (as such term as defined in the Blackstone Holdings Partnership... | Label: Amendments |
1f20806b-8c8a-4d4b-b489-1e0383754f52 | Clause:
Resources has not violated or failed to comply with any statute, law, ordinance, regulation, rule, judgment, decree or order of any governmental entity applicable to its business or operations, except for violations and failures to comply that are not, individually or in the aggregate, reasonably expected to re... | Label: Compliance With Laws |
b562b40e-2a6e-41e5-b9b8-fed4541d62cb | Clause:
From and after the Closing, each Seller agrees to refer to Purchaser all customer, supplier, employee or other inquiries or correspondence relating to the Company and the conduct of the Business after the Closing Date. From and after the Closing, each Seller further agrees to remit to Purchaser all payments and... | Label: Payments |
baffa87c-31df-4351-bea3-c28fff84cbd8 | Clause:
Any notice required or permitted under this Award Agreement shall be deemed given when delivered personally, or when deposited in a United States Post Office, postage prepaid, addressed, as appropriate, to the Company at its principal offices, to the Participant at the Participant’s address as last known by the... | Label: Notices |
298f1825-dda2-4fc9-8081-a8e0761e655a | Clause:
This Assignment may be executed and delivered (including by facsimile transmission) in one or more counterparts, and by the different parties hereto in separate counterparts, each of which when executed shall be deemed to be an original, but all of which taken together shall constitute one and the same agreemen... | Label: Counterparts |
c94454bc-8e32-4586-a49b-117cbcaa0c1f | Clause:
Any Members’ meeting, whether or not a quorum is present, may be adjourned from time to time by the vote of the majority of the Membership Interests represented at that meeting, either in person or by proxy, but in the absence of a quorum, no other business may be transacted at that meeting, except as provided ... | Label: Notices |
25188d08-6ebc-458e-94cc-72350091c274 | Clause:
All rights and obligations under the plan and each award agreement or instrument shall be governed by and construed in accordance with the laws of the State of Texas, without regard to its principles of conflict of laws.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agree... | Label: Governing Laws |
27688962-93b5-4597-9172-906e4ba2cb3e | Clause:
All notices and other communications required or permitted hereunder shall be in writing, shall be effective when given, and shall in any event be deemed to be given upon receipt or, if earlier, (a) three (3) days after deposit with the U.S. Postal Service or other applicable postal service, if delivered by fir... | Label: Notices |
e0ba359c-742e-4314-a48a-13240707710a | Clause:
The provisions of Article XI through Article XIV shall survive any termination hereof.
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, Bas... | Label: Survival |
dfaee94f-76e2-4ef4-adfe-8378f6d7c8a3 | Clause:
Each Participant whose Termination Date has occurred and who is eligible to receive a distribution hereunder shall be given a notice of the Participant’s right, if any to defer receipt of the distribution and a description of the consequences of failing to defer receipt, and a notice of the Participant’s right,... | Label: Consents |
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