id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
458a790b-e9b7-4f89-9fb8-f67f8bfaf6ac | Clause:
This Plan shall inure to the benefit of and be binding upon the Company and the Covered Executives, their respective successors, executors, administrators, heirs and permitted assigns. In the event of a Covered Executive’s death after a Terminating Event but prior to the completion by the Company of all paymen... | Label: Benefits |
f4c7cd56-e14b-45e8-b1ec-3996f9a0e531 | Clause:
The parties to each assignment shall execute and deliver to the Administrative Agent an Assignment and Assumption, together with a processing and recordation fee of $3,500 for each assignment (provided, that only one such fee will be payable in connection with simultaneous assignments to two or more Approved Fu... | Label: Assignments |
d8804532-c638-499e-a6fa-f41e3182daf9 | Clause:
This Agreement constitutes the entire agreement between the Parties concerning the subject matter hereof, and supersedes all prior negotiations, undertakings, agreements, and arrangements with respect thereto, whether written or oral, including any written offer of employment.
Task: Classify this clause into ... | Label: Entire Agreements |
b62a3d82-7ac1-4389-9e09-9f9e409dfb0d | Clause:
Immediately prior to the Closing, Buyer shall pay, by wire transfer of immediately available funds, (a) the Estimated Purchase Price to an account or accounts designated by Parent, at least two Business Days prior to the Closing Date, in writing to Buyer and (b) the Debt Payoff Amount, if any, to the lenders of... | Label: Payments |
9dffef47-6360-4dd1-bc58-835e73cc7dc4 | Clause:
Within five Business Days following the date of this Agreement, the Company shall reimburse the Stockholders, in an amount not to exceed $300,000, for expenses incurred by them in connection with their investment in the Company, including, but not limited to, legal and other advisory costs, proxy solicitation c... | Label: Expenses |
77af350c-b627-4384-a074-2be2fda62d8c | Clause:
This Agreement will be governed by and construed in accordance with the laws of the United States and the State of Illinois. Each party consents to the jurisdiction and venue of the state or federal courts in Chicago, Illinois, if applicable, in any action, suit, or proceeding arising out of or relating to thi... | Label: Governing Laws |
93b1ad05-4cce-4a82-ba3b-865c38870c22 | Clause:
Tenant shall provide to Landlord, within five (5) Business Days after Tenant’s receipt thereof, a copy of any notice, or notification with respect to, (i) any violation of a Legal Requirement relating to Hazardous Substances located in, on, or under the Leased Property or any adjacent property; (ii) any enforce... | Label: Notices |
010c1834-6a7a-46dd-933b-5e2fbe5f36cb | Clause:
In this Agreement, unless a clear contrary intention appears, (a) the words “herein,” “hereof” and “hereunder” and other words of similar import refer to this Agreement as a whole and not to any particular section or other subdivision, (b) reference to any section means such section hereof, (c) the word “ inclu... | Label: Construction |
d10587d2-e843-472b-b727-3b2720808701 | Clause:
This Agreement will be binding upon and inure to the benefit of (a) the heirs, executors and legal representatives of Executive upon Executive’s death and (b) any successor of the Company. Any such successor of the Company will be deemed substituted for the Company under the terms of this Agreement for all purp... | Label: Assignments |
48939c5a-4a68-4e6e-abdf-ce35df46ccb3 | Clause:
The execution and delivery by Sellers of this Agreement and the Transaction Documents to which either is a party, the performance by Sellers of their respective obligations hereunder and thereunder, and the consummation of the Transaction does not, require any consent, approval or authorization of, or filing by... | Label: Notices |
3a22fcdf-cb71-4926-bb81-5253fe0b629d | Clause:
Except as (i) set forth in Schedule 4.3(b) of the Company Disclosure Letter, (ii) may be required under the Competition Laws set forth in Schedule 4.3(c) of the Company Disclosure Letter or (iii) would not, if not made or obtained, reasonably be expected to be, individually or in the aggregate, material to th... | Label: Consents |
cdb52e3d-8112-4dda-8b22-bc853ee1362c | Clause:
If one or more of the provisions of this Agreement is invalidated for any reason by a court of competent jurisdiction, the invalidated provisions shall be deemed to be separable from the other provisions of this Agreement, and the remaining provisions of this Agreement will continue to be valid and fully enforc... | Label: Severability |
3b7aa0c2-8889-4437-8f55-94e1e8cdb1e1 | Clause:
Unless the Grantee makes alternative arrangements satisfactory to the Company to personally remit required withholding amounts, then, as of the date that all or a portion of the Cash Award becomes paid pursuant to Section 4.1 hereof, the Company shall withhold a portion of the Cash Award so paid as required by ... | Label: Withholdings |
5b07db49-ebb8-470e-a939-e6757c1e465a | Clause:
Schedule 5.15 sets forth all the Subsidiaries of the Parent Borrower at the Third Amendment Effective Date (after giving pro forma effect to the Transactions), the jurisdiction of their organization and the direct or indirect ownership interest of the Parent Borrower therein.
Task: Classify this clause into ON... | Label: Subsidiaries |
9cc32299-d7e7-4d80-ac1f-a54d6976f2e6 | Clause:
As used throughout this Agreement, “term” shall include the Initial Term and all Renewal Terms, if any.
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, Au... | Label: Definitions |
2dc5fd03-1c2d-4112-bc6a-3a85154232f2 | Clause:
Each Debtor hereby acknowledges and agrees that there are no defenses, counterclaims, offsets, cross-complaints, claims or demands of any kind or nature whatsoever to or against Lender or the terms and provisions of or the obligations of such Debtor under the Loan Documents and the other agreements, instruments... | Label: Releases |
ee335400-72d3-46a5-a289-5adb1ee35c7b | Clause:
(a) The portion of the Term Loan comprising each Prime Rate Borrowing shall bear interest at the Prime Rate plus the Applicable Rate.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assig... | Label: Interests |
b02a8723-93c6-485a-bed8-bd50692a1d7f | Clause:
If any term or condition of this Agreement shall be held to be invalid, illegal or unenforceable in any respect by a court of competent jurisdiction, this Agreement shall be construed without such term or condition. If at the time of enforcement of any provision of this Agreement, a court shall hold that the du... | Label: Severability |
fa86f73b-57a7-4942-ab97-778db3e993f4 | Clause:
Borrowers shall execute and deliver such additional documents and take such additional action as may be reasonably requested by Agent to effectuate the provisions and purposes of this Amendment No. 3.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, A... | Label: Further Assurances |
8b0e53df-3ba1-4c2a-b7b4-e4c6658440dd | Clause:
The Asset Representations Reviewer owns or has the right to use all software, designs, utilities, tools, models, systems and other methodologies and know how that the Asset Representations Reviewer may use in performing its obligations under this Agreement and such usage shall not infringe upon the rights of an... | Label: Intellectual Property |
7cc82cd8-529b-4cac-8742-8df42d9da584 | Clause:
Upon Executive’s death, the Company will pay or provide to Executive’s surviving spouse, or if none, to Executive’s heirs or devisees, the same compensation and benefits as if Executive was terminated by the Company without cause as set forth in Section 7 (c)(ii) .
Task: Classify this clause into ONE of these ... | Label: Benefits |
ea80d012-9c76-4e20-8c5d-a80939ab0f87 | Clause:
No member of the Committee (or an authorized delegate of the Committee), and no officer of Huron or any of the Affiliates, shall be liable for any action taken or omitted to be taken by such individual or by any other member of the Committee or officer of Huron or any Affiliate in connection with the performanc... | Label: Indemnifications |
6bf11d64-52c1-4600-b561-ee8fbc0b654a | Clause:
This Agreement may be executed in one or more counterpart signature pages (including via email in PDF format or other electronic counterpart signature pages), each of which shall be deemed an original, and all of which together shall constitute one and the same instrument.
Task: Classify this clause into... | Label: Counterparts |
0f09be33-8846-465b-bd6d-81165e551592 | Clause:
Each of the Revolver Agent and the Term Loan Agent represents and warrants to the other parties hereto that it is authorized under the Original Revolver Credit Agreement and the Original Term Loan Credit Agreement, as the case may be, to enter into this Agreement.
Task: Classify this clause into ONE of these t... | Label: Representations |
8ce36d38-a643-45b2-9003-a10be26e7831 | Clause:
No report, financial statement, certificate or other written information furnished by or on behalf of any Loan Party to the Administrative Agent or any Lender in connection with the transactions contemplated hereby and the negotiation of this Agreement or delivered hereunder or any other Loan Document (as modif... | Label: Disclosures |
7981a258-0953-4e46-87ff-535225591977 | Clause:
(a) The Borrower shall make each payment (including principal of or interest on any Borrowing) hereunder and under any other Loan Document without setoff, counterclaim or deduction of any kind not later than 2:00 p.m., New York City time, on the date when due in dollars to the Administrative Agent at its office... | Label: Payments |
3adb7590-95df-4178-af6e-fe6c5edc24ed | Clause:
Subject to Section 11.2 . the Agreement will be binding upon and inure to the benefit of the Parties hereto and their respective successors and permitted assigns, each of which successors and permitted assigns will be deemed to be a Party hereto for all purposes hereof.
Task: Classify this clause into ONE of t... | Label: Successors |
15088823-a7ab-4808-97de-1a5e1f178e94 | Clause:
The Pledgor shall comply with all applicable Legal Requirements, except such non-compliance as would not reasonably be expected to have a material adverse effect on the ability of the Pledgor to perform its obligations hereunder.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustmen... | Label: Compliance With Laws |
d8b2596b-cf4f-40ea-820b-d9323f544c8d | Clause:
Upon the other terms and conditions hereinafter stated, the Company agrees to employ the Executive and the Executive agrees to accept employment by the Company for the term set forth in Section 2 hereof and in the position and with the duties and responsibilities set forth in Section 3 hereof. Executive warran... | Label: Employment |
7e0a8b13-f6d4-4712-a5c1-fd930af7050b | Clause:
The Lenders shall have received audited consolidated financial statements of the Parent Borrower for 2014 and 2015 and interim unaudited consolidated financial statements of the Parent Borrower for any subsequent quarterly period completed at least 45 days prior to the Closing Date.
Task: Classify this clause ... | Label: Financial Statements |
0a16f9bc-f807-46ca-a6fb-83dcc7819310 | Clause:
The financial statements and the related notes thereto of the Company and its consolidated subsidiaries included or incorporated by reference in the documents filed by the Company with the SEC under the Securities Exchange Act of 1934, as amended, and the rules and regulations of the SEC promulgated thereunder ... | Label: Financial Statements |
91438a28-1d1a-492e-8cf0-468347310b45 | Clause:
This Letter Agreement may be executed in 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, Applicable... | Label: Counterparts |
fde81b80-accd-4e66-92b9-79c7ee06e01a | Clause:
If any provision of this Agreement should be held unenforceable or void, then that provision shall be separated from the remaining provisions and shall not affect the validity of this Agreement except that if the unenforceable or void provision relates to the payment of any monetary sum, then, Lender may, at it... | Label: Severability |
5d97b768-bde4-4456-9aa1-098750da58ce | Clause:
Indemnitee shall give the Company notice in writing in accordance with Section 14 of this Agreement as soon as practicable of any Claim made against Indemnitee for which indemnification will or could be sought under this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustm... | Label: Notices |
fb3d4387-5683-4f25-a204-96c6367af8f1 | Clause:
Except to the extent the failure to be so insured could not reasonably be expected to have a Material Adverse Effect, the properties of the Borrower and its Subsidiaries are self-insured in a manner permitted under Section 7.06 or otherwise insured with financially sound and reputable insurance companies not Af... | Label: Insurances |
a91819ed-ca5a-4021-86cd-f8253cacf7a4 | Clause:
As of the date hereof, the authorized capital stock of the Company consists of 1,000,000,000 shares of the Common Stock, par value $0.00001 per share, of which as of the date hereof, 295,941,234 shares are issued and outstanding, and 100,000,000 shares of preferred are authorized. All of such outstanding shares... | Label: Capitalization |
cad1becb-fce5-45a1-ae32-6ccb6fcf6fd8 | Clause:
If any provision of this Agreement, as applied to any party or to any circumstance, shall be found by a court to be void, invalid or unenforceable, the same shall in no way affect any other provision of this Agreement, the application of any such provision in any other circumstance, or the validity or enforceab... | Label: Enforceability |
3038612a-2142-477c-948c-aa172ef8383c | Clause:
Except as set forth on Schedule 4.7 , there are no actions, suits, or proceedings pending or, to the knowledge of Borrowers, after due inquiry, threatened in writing against a Loan Party or any of its Subsidiaries for which, either individually or in the aggregate, there is a reasonable possibility of an advers... | Label: Litigations |
da176d69-8846-4db3-b1bf-857342334dfe | Clause:
Each of the Lenders (including in its capacities as a potential Hedge Bank and a potential Treasury Management Lender) and each L/C Issuer hereby irrevocably appoints Barclays Bank PLC to act on its behalf as the Administrative Agent hereunder and under the other Loan Documents and authorizes the Administrative... | Label: Authority |
d83b2b99-e767-4ae0-b486-5f2d11c3ba23 | Clause:
Without providing Buyer with not less than forty-five (45) calendar days’ prior written notice of such event, Seller will not, nor shall Seller permit any other Seller Party to, enter into any transaction, including, without limitation, any purchase, sale, lease or exchange of property or the rendering of any s... | Label: Transactions With Affiliates |
897bd628-cf0b-457b-8560-1ec3ef51d92c | Clause:
Capitalized terms used herein and not otherwise defined herein shall have their respective defined meanings given them in the Pledge Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitrat... | Label: Definitions |
9f63c8d1-eacb-466a-ae2c-458b86ff5137 | Clause:
The provisions of this Section 7 shall survive any termination or expiration of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Authorizat... | Label: Survival |
7b1ea8b7-24da-4e10-8298-b611bdf64114 | Clause:
All distributions under the Plan shall be subject to Participant satisfying any applicable federal, state, local and foreign tax withholding obligations. The Corporation shall have the power and the right to require Participant to remit to the Corporation or deduct or withhold from all amounts payable to Partic... | Label: Tax Withholdings |
50230710-7ef1-4964-a3a8-29891b90a006 | Clause:
Schedule 3.6(b) (i) of the Seller Disclosure Schedules lists all of the Program Patents existing as of the date of this Agreement, setting forth in each case the jurisdictions in which the Program Patents have been filed. Seller is the sole and exclusive owner of, and has good, valid and marketable title to, fr... | Label: Disclosures |
cfc64fe7-cb07-4766-8131-7a14dcf0d053 | Clause:
(this “ Agreement ”) is entered into as of June 2, 2016, by and among OXFORD FINANCE LLC, a Delaware limited liability company with an office located at 133 North Fairfax Street, Alexandria, Virginia 22314 (“ Oxford ”), as collateral agent (in such capacity, “ Collateral Agent ”), the Lenders listed on the sign... | Label: Consents |
1bedb2aa-8454-4bcd-82e0-ffa77d5ba8fd | Clause:
This Second Amendment may be executed in counterparts (and by different parties hereto in different counterparts), each of which shall constitute an original, but all of which when taken together shall constitute a single contract. Delivery of an executed signature page of this Second Amendment by facsimile tra... | Label: Counterparts |
398872b0-72a1-495f-af47-ae3d098f50e8 | Clause:
No provision of this Agreement shall be modified, waived or discharged unless the modification, waiver or discharge is agreed to in writing and signed by Executive and by an authorized officer of Company (other than Executive). No waiver by either party of any breach of, or of compliance with, any condition or ... | Label: Waivers |
01d6f683-e064-4fb1-81bc-f610a1f6d534 | Clause:
The Restricted Award and any shares of Common Stock acquired under the Restricted Award may, but need not, be subject to a Restricted Period that specifies a Right of Repurchase in favor of the Company, or forfeiture in the event the consideration was in the form of services, in accordance with a vesting schedu... | Label: Vesting |
fea05d33-739d-4b95-b2a6-c8f5192f4e55 | Clause:
Any reference in the Purchase Agreement to "this Agreement" shall hereafter be deemed to refer to the Purchase Agreement as hereby amended. Except as expressly amended herein, the parties hereto hereby agree and acknowledge that all of the terms and provisions set forth in the Purchase Agreement remain in full ... | Label: Effectiveness |
527eaf2e-c20d-45e1-8637-f61316068420 | Clause:
All capitalized terms contained in this Agreement shall have the meaning set forth in the Plan unless otherwise defined herein (including Schedule A) or as may be required by the context.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruptio... | Label: Definitions |
c8f1c32b-6e58-4933-93c8-5962910a70b1 | Clause:
Any work prepared for the Company during the course of the Executive’s employment by the Company that is eligible for copyright, patent and/or trademark protection under the laws of the United States or any other country and any proprietary know-how developed by Executive while rendering services for the Compan... | Label: Intellectual Property |
c76db7b9-924a-4746-8f4f-e1bb0122358d | Clause:
The Company, Logitech, and the Investors shall each pay their own expenses in connection with the transactions contemplated by this Agreement; provided, however , that if the Closing is effected, the Company shall reimburse the reasonable and customary documented fees of one counsel for the Investors up to a ma... | Label: Expenses |
feb4e1c7-680e-4d24-8657-d06866b99cf4 | Clause:
Upon dissolution and termination of the Company, the final distribution of the Company’s assets shall be made pursuant to the provisions of Section 17.2 .
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approval... | Label: Terminations |
dbdf06d3-11b2-4608-b99a-4d1cf7934ba3 | Clause:
Each Loan Party will, and will cause each Subsidiary to, (i) comply with each Requirement of Law applicable to it or its property (including without limitation Environmental Laws) and (ii) perform in all material respects its obligations under material agreements to which it is a party, except, in each case, wh... | Label: Compliance With Laws |
9b70a518-f608-48de-bf5a-92065f9d502d | Clause:
Use the proceeds of the Term Loans only for the purposes specified in Section 2.5 (it being understood that no Lender Party shall have any obligation to monitor Borrower’s use of the proceeds of the Term Loans).
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Am... | Label: Use Of Proceeds |
8a82b462-56ac-46a4-b0b9-f889698f57dc | Clause:
This Amendment Number Six shall become effective as of June 26, 2015.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Authorizations, Base Salary, Benefit... | Label: Effective Dates |
c008f689-b61e-4d00-b3c2-065387b59b1e | Clause:
This Agreement may be executed by the parties in separate counterparts, each of which when so executed and delivered shall be deemed an original, but all such counterparts shall together constitute but one and the same instrument. A telecopy or facsimile transmission of a signed counterpart of this Agreement sh... | Label: Counterparts |
055c6462-3671-45ea-bdaa-2e1abb6a1551 | Clause:
This Agreement amends and restates the Credit Agreement dated as of July 15, 2013 as amended prior to the date hereof (the “ Existing Credit Agreement ”), among IHS, the Borrower, the lenders and agents party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent. All obligations and liabilities of IHS ... | Label: Amendments |
be33eb95-a24f-415a-ac38-a84765eb8a0f | Clause:
The initial term (the “Initial Term”) of this Agreement shall commence on the Plan Effective Date and end on December 31, 2019. No earlier than ninety (90) days and no later than sixty (60) days prior to the expiration of each of the Initial Term and any Successive Terms (as defined below), the Independent Dire... | Label: Terms |
37cfd72a-b042-4250-88a0-c3b8db3ca2bd | Clause:
This Agreement may be executed in several counterparts, each of which shall be deemed to be an original but all of which together will constitute one and the same instrument. A signed copy of this Agreement delivered by facsimile, e-mail or other means of electronic transmission shall be deemed to have the same... | Label: Counterparts |
e62a56d9-ef71-48b7-8c73-a5dda9a3fda7 | Clause:
This Award Agreement shall be binding upon the heirs, executors, administrators and successors of the parties hereto, and each member of the Company Group, and each of their respective Affiliates, shall have the right to enforce Section 5, Section 6, and Section 8 hereof.
Task: Classify this clause into ONE of... | Label: Binding Effects |
edcb05d4-2bd6-40b0-b9f8-ca01a4039d71 | Clause:
Subject to the terms and conditions set forth herein, each Lender agrees that Borrower may request the Lenders to submit offers to make loans (each such loan, a “ Bid Loan ”) to Borrower pursuant to this Section 2.03 at any time during the Availability Period so long as the Debt Rating by S&P is at least BBB- o... | Label: General |
288d98bc-549b-4ab9-80f7-886878e9e5ad | Clause:
The Borrower shall have the right, upon not less than three Business Days’ notice to the Administrative Agent, to terminate the Revolving Commitments of any Class or, from time to time, to reduce the amount of the Revolving Commitments of any Class ; provided that no such termination or reduction of Revolving C... | Label: Terminations |
06f6cbf8-43be-4c44-aba9-eb56a6e32915 | Clause:
All payments of interest and principal shall be in lawful money of the United States of America. All payments shall be applied first to accrued interest, and thereafter to principal. Company may not prepay this Note prior to the Maturity Date without the consent of the Majority Holders (as defined in the Second... | Label: Payments |
32cad59a-15b4-413d-8706-7eac3b32caf8 | Clause:
Optionee may exercise this Option by delivering a signed Notice of Exercise in substantially the form attached hereto to the officer of the Company designated in such notice. Such Notice of Exercise shall be accompanied by payment in full of the aggregate purchase price for the Shares as provided in Section 2(c... | Label: Notices |
c3ed44d4-34c3-43ea-b523-079b6fc67f95 | Clause:
At any time or from time to time upon the request of the Administrative Agent, each Loan Party will, at its expense, promptly execute, acknowledge and deliver such further documents and do such other acts and things as the Administrative Agent may reasonably request in order to effect fully the purposes of the ... | Label: Further Assurances |
3ff9eddc-19e9-4fa3-9068-9029c4a80721 | Clause:
The Company shall use the net proceeds from the sale of the Securities hereunder for working capital purposes, as approved by the Board of Directors.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Ar... | Label: Use Of Proceeds |
293fb0ed-5cc9-48ce-ba2d-39a7901186e9 | Clause:
The Borrower shall not use, directly or, to the knowledge of the Borrower, indirectly, the proceeds of any Loan in any manner that violates the Patriot Act, Anti-Corruption Laws or Sanctions, if any, applicable to the Borrower and its Subsidiaries.
Task: Classify this clause into ONE of these types (exactly on... | Label: Use Of Proceeds |
e13d4ca7-7fcc-4437-819b-6899e94fe10b | Clause:
This Agreement (including the exhibits and schedules hereto) and the other agreements to be delivered in connection with the Transactions (as defined in the Contribution Agreement), including the Contribution Agreement, represent the entire agreement between the parties hereto and supersedes all other pri... | Label: Entire Agreements |
8e2b1e98-214e-4105-ac31-0e769eed98d5 | Clause:
This Agreement shall be effective as of the Termination Date.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Authorizations, Base Salary, Benefits, Bindi... | Label: Effective Dates |
e096506c-6b04-4f8c-bf78-42d6f5494642 | Clause:
As of March 31, 2016, the authorized capital stock of the Company consists of: 500,000,000 authorized shares of Common Stock, of which 22,670,217 shares were issued and outstanding and 10,000,000 authorized shares of preferred stock, par value $0.001 per share, none of which were issued and outstanding. All of ... | Label: Capitalization |
df6738a8-e503-4e4c-9222-a528d0a20e29 | Clause:
Comply with all laws, rules, regulations and orders of any Governmental Authority applicable to it or its property (including ERISA and the USA PATRIOT Act), except where the failure to do so, individually or in the aggregate, would not reasonably be expected to result in a Material Adverse Effect; provided tha... | Label: Compliance With Laws |
cd5abb34-64f0-487b-8c6d-faabe2b60f16 | Clause:
Stockholder hereby agrees that Synta and the Company may publish and disclose in the Proxy Statement, any prospectus filed with any regulatory authority in connection with the Merger and any related documents filed with such regulatory authority and as otherwise required by Law, such Stockholder’s identity and ... | Label: Disclosures |
56c2df50-1b06-4661-a1f3-4289d9c32ac4 | Clause:
The provisions of this Section 16 shall survive the Closing without limitation.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Authority, Authorizations, Base Salar... | Label: Survival |
bfd4828f-ddb7-4b5f-9bf2-e9ab79c7c48e | Clause:
This Agreement constitutes the entire agreement between the parties relating to this subject matter and supersedes all prior or simultaneous representations, discussions, negotiations, and agreements, whether written or oral. This Agreement may be amended or modified only with the written consent of Executive ... | Label: Entire Agreements |
8478fda2-e4bf-4f5a-a4d8-425c767c321d | Clause:
Each Loan Party and its Subsidiaries has timely filed or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good faith by appropriate proceedings and for which such ... | Label: Taxes |
f619c46c-a020-49c4-bd6a-4f330631e251 | Clause:
This Agreement shall be governed by the internal laws of the state of Delaware as to all matters, including but not limited to matters of validity, construction, effect, performance and remedies. Any legal action or proceeding with respect to the Plan or this Agreement may only be brought and determined in a co... | Label: Governing Laws |
73219efb-c3f1-4afc-a165-11d47e708287 | Clause:
The Company further represents and warrants to the Lender as follows: (a) the Company is the owner of or has other rights in or power to transfer the Collateral, free from any adverse lien, security interest or other encumbrance, except for the security interest created by this Agreement and other liens permitt... | Label: Representations |
999d9f41-d35a-4782-a6d8-04d72ac1ab4b | Clause:
Payment of the Purchase Price shall be made on or before June 17, 2016 by wire transfer of immediately available funds to an account designated by the Company. Upon receipt of payment the Company will deliver to the Subscriber one or more certificates evidencing the Warrants and instruct its transfer agent to d... | Label: Payments |
31e6d4cf-66d6-4d75-8a88-a025fd3af3b5 | Clause:
This IP Security Agreement has been entered into in conjunction with the provisions of the Security Agreement. Borrower does hereby acknowledge and confirm that the grant of the security interest hereunder to, and the rights and remedies of, the Lender with respect to the Collateral are more fully set forth in ... | Label: Remedies |
13794151-9313-4ab6-8cc2-cc255204d7e1 | Clause:
Any and all notices to the Company will be addressed to the Company ’ s Chief Executive Officer at the Company ’ s principal place of business on file with the Secretary of State of the State of Nevada . Any and all notices or other communications or deliveries to be provided by the Company to any Investor here... | Label: Notices |
d164f84b-ced1-470f-a249-4f8c7bf1486f | Clause:
The Company shall 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 Securities Act) that would be integrated with the offer or sale of the Notes for purposes of the rules and regulations of any applicable Trading Market such that ... | Label: Integration |
41021c25-a96d-4b49-83a4-7788bbed0b90 | Clause:
For purposes of this Agreement, any statement as to any person acting on behalf of the Company or the Guarantors or their respective Affiliates shall be deemed to not include the Initial Purchasers or any person acting on their behalf.
Task: Classify this clause into ONE of these types (exactly one label):
Adj... | Label: Interpretations |
32b3a6bb-228e-4c49-b026-b1f702026563 | Clause:
Notwithstanding anything to the contrary in this Agreement, except as otherwise set forth in this Agreement, termination or expiration of this Agreement shall not relieve the Parties of any liability or obligation which accrued hereunder prior to the effective date of such termination or expiration, nor prejudi... | Label: Remedies |
e08082f2-ebe7-442a-bfe3-20ae5f2e57cf | Clause:
Except for Nomura Securities International, Inc., there is no investment banker, broker, finder or other intermediary retained by or authorized to act on behalf of the Company and its Subsidiaries who might be entitled to any fee or commission from the Subscriber or any of its Subsidiaries or Affiliates upon co... | Label: Brokers |
71f4883e-9a8e-4c7e-9837-defdfdc440f0 | Clause:
Neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned, in whole or in part, by operation of Law or otherwise, by any of the parties without the prior written consent of the other parties; provided , that a Holder may, without the prior written consent of the Company,... | Label: Assignments |
f3a3ae9f-c886-425c-bee4-6a015b728d98 | Clause:
The Parent Guarantor and Borrower will not enter into any transaction, including, without limitation, any purchase, sale, lease or exchange of Property or the rendering of any service, with any Affiliate (other than the Guarantors and Wholly-Owned Subsidiaries of the Borrower) unless such transactions are other... | Label: Transactions With Affiliates |
b2c568fc-4e8e-42a5-9ba0-515230a753f0 | Clause:
On the Restatement Effective Date, the Borrower shall pay (i) to the Administrative Agent, for the accounts of the Lenders, the fees payable pursuant to Section 2.5 and the first sentence of Section 3.3 of the Existing Credit Agreement which have accrued for the period from the last date such fees were paid to ... | Label: Fees |
18f7af12-3b59-4935-bb5d-cdb8cd3b7723 | Clause:
This Agreement has been duly executed and delivered by the Pledgor and constitutes a legal, valid and binding obligation of the Pledgor enforceable against the Pledgor in accordance with its terms, subject to (a) the effects of bankruptcy, insolvency, moratorium, reorganization, fraudulent conveyance or other s... | Label: Enforceability |
b607ae06-af9f-4776-beac-da733628d491 | Clause:
(a) Any and all notices, demands, consents, approvals, offers, elections and other communications required or permitted under this Guaranty shall be deemed adequately given if in writing and the same shall be delivered either in hand, by facsimile with confirmation of transmission by sender’s machine, or by ma... | Label: Notices |
3ea69473-8ea5-4b50-892b-d345a9903957 | Clause:
The Company and each of its Subsidiaries are insured by insurers of recognized financial responsibility against such losses and risks and in such amounts as management of the Company believes to be prudent and customary in the businesses in which the Company and its Subsidiaries are engaged. Except as set fort... | Label: Insurances |
a8ff121c-bc6b-4694-ac1d-7c91bf544566 | Clause:
In consideration of your employment with the Company, its promise to arbitrate all employment-related disputes, and your receipt of the compensation, pay raises, and other benefits paid to you by the Company, at present and in the future, you agree that any and all controversies, claims, or disputes with anyone... | Label: Arbitration |
a52ead7e-6aa3-481d-ada1-bcb5f62316b2 | Clause:
The Administrator will make such provision for the withholding of taxes as it deems necessary. The Administrator may, but need not, hold back shares of Stock from an Award or permit a Participant to tender previously owned shares of Stock in satisfaction of tax-withholding requirements (but not in excess of the... | Label: Taxes |
2a006c70-bc47-4ab1-b2ac-e61d78326995 | Clause:
If Executive was or is made a party or is threatened to be made a party to or is otherwise involved (including involvement as a witness) in any action, suit or proceeding, whether civil, criminal, administrative or investigative (a “Proceeding”), by reason of the fact that he is or was an officer or employee of... | Label: Indemnifications |
6544a281-ed55-415b-87d6-9d5f31d05d08 | Clause:
During the continuance of any Event of Default, Administrative Agent may, and, at the request of the Required Lenders, shall, in each case by notice to Borrowers and in addition to any other right or remedy provided under any Loan Document or by any applicable Requirement of Law, do each of the following: (a) ... | Label: Remedies |
13816374-0083-4e62-932a-b072e31173ca | Clause:
Such Credit Party will, and will cause each of its Subsidiaries to, comply in all respects with all Requirements of Law (including all Environmental Laws) applicable in respect of the conduct of its business and the ownership and operation of its properties, except to the extent the failure so to comply could n... | Label: Compliance With Laws |
5171984b-6bc1-4398-85ff-df74840602f3 | Clause:
A condition precedent to the Company’s obligation with respect to the payments associated with a termination without cause (other than the Accrued Obligations) shall be your execution and delivery of a release in the form attached hereto as Annex B, as such form may be revised as required by law, within 60 days... | Label: Releases |
3f79a8aa-6cd0-4f83-8bad-77e4c7fdc2e6 | Clause:
All notices, demands or requests provided for or permitted to be given pursuant to this Agreement must be in writing and shall be delivered or sent, with the copies indicated, by personal delivery, telefax or overnight delivery service to the parties at the addresses set forth on the first page of this Agreemen... | Label: Notices |
f2acfa4d-7fe6-4e46-ace8-e4b7cbc4e566 | Clause:
The Plan, the Grant Notice and this Agreement constitute the entire agreement of the parties and supersede in their entirety all oral, implied or written promises, statements, understandings, undertakings and agreements between the Company and Participant with respect to the subject matter hereof, including wit... | Label: Entire Agreements |
534d8e06-4dea-497f-af41-07740a128cd0 | Clause:
The Company shall take all necessary actions and proceedings as may be required by applicable law, rule and regulation, for the legal and valid issuance of the New Note and the Conversion Shares to the Lender.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amen... | Label: Compliance With Laws |
Subsets and Splits
No community queries yet
The top public SQL queries from the community will appear here once available.