id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
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|---|---|---|
05135c77-48b7-4ca5-8d3f-377ce23ec345 | Clause:
The Plan, the Grant Notice and this Agreement (including all Appendices thereto) constitute the entire agreement of the parties and supersede in their entirety all prior undertakings and agreements of the Company and Participant with respect to the subject matter hereof.
Task: Classify this clause into ONE of ... | Label: Entire Agreements |
aa9542e4-7e87-491f-8f84-119ca53f1543 | Clause:
Subject to termination as set forth below, and unless the parties otherwise agree in writing, the term (the “Term”) of Employee’s employment pursuant to this Agreement shall commence on November 9, 2015 (the “Commencement Date”) and shall continue until the first anniversary of the Commencement Date. Upon compl... | Label: Terms |
04f46301-1e6a-458c-9277-2494b97a0ae4 | Clause:
Notices and all other communications contemplated by this Plan shall be in writing and shall be deemed to have been duly given when personally delivered or three (3) days after having been mailed by U.S. registered or certified mail, return receipt requested and postage prepaid. In the case of the Participant, ... | Label: General |
c142ee5a-a705-4619-94bd-7c356ae213dd | Clause:
This Agreement is the restricted stock agreement referred to in Section 2.5 of the Plan. If there is any conflict between the Plan and this Agreement, the provisions of the Plan shall control. Any dispute or disagreement which shall arise under or in any way relate to the interpretation or construction of the... | Label: Agreements |
63b8e7e8-7471-4c9c-8904-7d2889a9df7c | Clause:
The headings contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement. Whenever the words “include,” “includes” or “including” are used in this Agreement they shall be deemed to be followed by the words “without limitation.” The ... | Label: Interpretations |
39f2b361-be3a-49ae-a42d-7c1d58951011 | Clause:
The Credit Documents, as amended hereby, constitute the entire agreement between Borrowers and Lenders , and any other prior written or oral understandings or representations of any kind shall not be deemed binding upon either Borrowers or Lenders except to the extent reflected in the express terms of the Credi... | Label: Entire Agreements |
39cd04f8-38e4-419a-b26a-bc65252025f0 | Clause:
Each of the Administrative Agent, the Collateral Agent, the Lenders and the L/C Issuers agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its and its Affiliates’ respective partners, directors, officers, employees,... | Label: Confidentiality |
4825c57d-85b3-4ea3-bc69-0d454868d92d | Clause:
The basic term of the Lease will commence as of its date of execution and expire day before the fifth (5 th ) anniversary of the commencement date, subject to renewals thereafter at the option of the Company; provided, however, in no event shall the basic term of the Lease extend beyond the thirty-first (31 st ... | Label: Terms |
16b0fa5f-27f9-409f-9929-6dcaea81b96e | Clause:
This Agreement may be executed in any number of counterparts, and with respect to any Purchaser, by execution of an Omnibus Signature Page to this Agreement and the Subscription Agreement, each of which shall be enforceable against the parties actually executing such counterparts, and all of which together shal... | Label: Counterparts |
8c365f52-89c6-4ba5-a8e8-e2e7959605d6 | Clause:
Subject to the terms and conditions herein, Agent and Required Lenders hereby waive the Event of Default resulting solely from the failure to comply with Section 10(b) of the Sixth Amendment. Except as expressly set forth in Section 2 or the first sentence of this Section 3 of this Amendment, nothing in this Am... | Label: Waivers |
109e0f93-64bc-4642-864f-c12d3cee3bc9 | Clause:
The purchase and sale contemplated herein shall be consummated at the Closing (referred to herein as the “Closing”) which shall occur within thirty (30) days from the date of expiration of the Zoning Period, except for extensions required for curing title or survey defects as set forth in Section 4.1 above, or ... | Label: Closings |
732556a2-2a84-4c51-90af-d11edd57e810 | Clause:
If the Closing occurs, the Company shall pay all of the reasonable fees and expenses of legal counsel incurred by the Purchasers in connection with the negotiation and consummation of this Agreement and the transactions contemplated hereby, in an amount up to a maximum of $750,000. Such costs and expenses shall... | Label: Expenses |
71599212-34ac-4275-a36d-43167cc4861b | Clause:
The Stockholder shall indemnify, defend and hold harmless the Purchaser against any and all Taxes (and any and all related Liabilities) incurred by or asserted against the Purchaser by the IRS or any other Governmental Authority as a result of the Purchaser's failure to deduct and withhold the proper amount of ... | Label: Withholdings |
880cc531-1a4c-426e-bd6a-13aa3d0bd9cc | Clause:
An Investor may transfer or assign, in whole or from time to time in part, to one or more persons its rights hereunder in connection with the transfer of Registrable Securities by such Investor to such person, provided that such Investor complies with all laws applicable thereto and provides written notice of a... | Label: Assignments |
abd61737-7fe2-4c23-97d4-b1e645add13a | Clause:
Each Plan complies in all material respects with all applicable requirements of law and regulations, no Reportable Event has occurred with respect to any Plan, neither Borrower nor any other member of the Controlled Group has, within the immediately preceding five years, withdrawn from any Plan or initiated ste... | Label: Erisa |
8ba51a22-5792-4759-9ffb-3a3692cd3b0b | Clause:
The Award shall vest and Restrictions shall lapse in accordance with the vesting schedule set forth in the Grant Notice.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assig... | Label: Vesting |
bc6168e2-ce6c-4f22-8357-891dabcdca1e | 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 Loan Party may assign or otherwise transfer any of its rights or obligations hereunder or under any o... | Label: Successors |
230badfd-9d1f-4975-bcc1-09fdfc74ad33 | Clause:
This Agreement and all acts and transactions pursuant hereto and the rights and obligations of the parties hereto shall be governed, construed and interpreted in accordance with the laws of the State of Delaware, without giving effect to principles of conflicts of law. For purposes of any action, lawsuit or oth... | Label: Venues |
3635a7ad-7343-4eed-82f8-69a2f9ea1619 | Clause:
GUARANTOR, AND BY ACCEPTANCE OF THIS GUARANTY, EACH AGENT, SWING LINE LENDER, ISSUING LENDER AND LENDER, WAIVES ITS RIGHTS TO A TRIAL BY JURY OF ANY CLAIM OR CAUSE OF ACTION BASED UPON OR ARISING OUT OF OR RELATED TO THIS GUARANTY OR THE TRANSACTIONS CONTEMPLATED HEREBY, IN ANY ACTION, PROCEEDING OR OTHER LITIG... | Label: Waiver Of Jury Trials |
e597b006-88c9-4ff5-a310-c7c13ee45b88 | Clause:
In the event that any provision of this Agreement is invalid or unenforceable under any applicable statute or rule of law, then such provision shall be deemed inoperative to the extent that it may conflict therewith and shall be deemed modified to conform with such statute or rule of Law. Any provision hereof w... | Label: Severability |
d497d64d-aa58-4fcd-a151-c3d90fc95bf1 | Clause:
This Agreement may be terminated unilaterally by either party at any time prior to the Closing. In the event of termination, such termination shall be without liability of any party (or any stockholder, director, officer, employee, agent, consultant or representative of such party) to any other party to this Ag... | Label: Terminations |
fc10ce9f-04af-4abd-8b48-ef14677582fc | 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. In the event of any conflict between the provisions of this Agreement and the terms of the Plan, the terms of the Plan shall be controlling. All decisi... | Label: Construction |
4a4c5585-88fd-4389-a7a5-1ed27a8702f5 | Clause:
The Company has the requisite corporate power and authority and has taken all requisite corporate action necessary for, and no further action on the part of the Company, its officers, directors and stockholders is necessary for, (i) the authorization, execution and delivery of the Transaction Documents, (ii) th... | Label: Authorizations |
4c2ec460-9d85-46fd-969c-e897617eda3b | Clause:
THIS PATENT SECURITY AGREEMENT AND ANY CLAIMS, CONTROVERSY, DISPUTE OR CAUSE OF ACTION (WHETHER IN CONTRACT OR TORT OR OTHERWISE) BASED UPON, ARISING OUT OF OR RELATING TO THIS AGREEMENT AND THE TRANSACTIONS CONTEMPLATED HEREBY SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW ... | Label: Governing Laws |
8813f70d-ea4c-4011-a009-c1d10dc947bd | Clause:
The provisions of this Interim Order and any actions taken pursuant hereto shall: (a) survive the Termination Declaration Date and entry of any order: (i) converting any of the Chapter 11 Cases to a case under chapter 7 of the Bankruptcy Code; (ii) substantively consolidating any of the Debtors or their respect... | Label: Survival |
b08fbca6-1440-4780-b75e-aa45344b1662 | Clause:
The Borrower and the Subsidiaries (including after giving effect to the Polaris Acquisition and Polaris Tender Offer), on a consolidated basis, are Solvent.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approv... | Label: Solvency |
a0c878d3-c28d-4a1e-95a0-8be4fb57ecc4 | Clause:
Borrower shall comply or cause compliance with all Applicable Laws, including without limitation, laws governing the construction, development, use and operation of the Project and ERISA. Reasonable evidence of such compliance shall be submitted to Administrative Agent on request.
Task: Classify this clause in... | Label: Compliance With Laws |
1ee4c323-cbb9-4754-8fce-62fc46cda030 | Clause:
While Employee is employed by the Company and at all times f ollowing the termination of Employee’s employment for any reason, Employee shall not, directly or indirectly, for Employee or on behalf of, or in conjunction with, any other person, persons, company, partnership, corporation, business entity , or othe... | Label: Non-Disparagement |
cdad4352-e11b-4c75-954e-1605d6a563f4 | Clause:
The Borrower and its Subsidiaries have filed all federal, state, provincial, and all material local tax returns and reports required by law to be filed in respect of the income, business, properties, and employees of the Borrower and its Subsidiaries, and have paid all Taxes, assessments, fees and other charges... | Label: Taxes |
aae15196-6eaf-482f-bd1a-03b0cd76190b | Clause:
Tenant agrees to use and maintain the Premises in a careful, safe and proper manner and to comply with all applicable laws, ordinances, orders, rules and regulations of all governmental bodies, federal, state, county and municipal (collectively "Applicable Laws") from time to time in force which affect Tenant's... | Label: Applicable Laws |
70334763-0c8b-49ad-bad7-10949326b4f3 | Clause:
Any waiver under this Agreement shall be in writing. The failure of either Party to enforce, at any time, or for any period of time, any provision of this Agreement, shall not be construed to be a waiver of such provision, or in any way affect the validity of this Agreement, or any part thereof, or the right o... | Label: No Waivers |
ab057507-4da5-4f16-80b9-55597c44559b | Clause:
If any term or provision of this Agreement is invalid, illegal or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction. Upon such d... | Label: Severability |
316961fd-6e2b-466d-b71e-a8ddd43b1569 | Clause:
The Company will withhold from any payments under the Bonus Plan and from any other amounts payable to a Participant by the Company any amount required to satisfy the income and employment tax withholding obligations arising under applicable federal and state laws in respect of a Bonus Award. Without limiting t... | Label: Tax Withholdings |
de1da140-75c4-42f8-8e2f-cd610eb816d0 | Clause:
This Agreement shall be binding upon the parties and their respective heirs, executors, administrators, successors, permitted assigns and representatives.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approval... | Label: Binding Effects |
c45a8067-754f-4206-8458-d01b2cd4410c | Clause:
Schedule 3.14 sets forth a description of all insurance maintained by or on behalf of the Loan Parties and their Subsidiaries as of the Effective Date. As of the Effective Date, all premiums due in respect of such insurance have been paid. The Loan Parties believe that the insurance maintained by or on behalf o... | Label: Insurances |
5ddb5c0d-63a3-4c85-b479-fe5c45d544a3 | Clause:
THIS AGREEMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK. Without limiting the general applicability of the foregoing and the terms of the other Loan Documents to this Agreement and the parties hereto, the terms of Section 11.14 and Section 11.15 of the Credit Agre... | Label: Governing Laws |
1b93f17f-6c27-4bcf-9489-b81855d028e3 | Clause:
If any term or provision of this Lease or any application thereof shall be invalid or unenforceable, the remainder of this Lease and any other application of such term or provision shall not be affected thereby. If any late charges provided for in any provision of this Lease are based upon a rate in excess of t... | Label: General |
e8e137e6-4d4c-4937-9fec-7569144fa00e | Clause:
This Agreement is effective as of the Commencement Date and terminates on the fifth anniversary of the Commencement Date (the “Term”); provided that, (i) beginning on the fifth anniversary of the Commencement Date and each anniversary thereafter (each, an “ Anniversary Date ”) the Term shall be extended by 12 m... | Label: Terms |
a044b5bf-f89e-4f92-a52a-5f8a98a4cc88 | Clause:
Tenant hereby represents and warrants to Landlord that as of the date hereof and as of the Effective Date (i) Tenant is the sole holder of tenant’s interest in the Lease, Premises, and any personal property remaining therein; (ii) no person, form or entity, has any right, title or interest in the Lease, the Pre... | Label: Warranties |
135b9745-f2c9-4972-8d7d-9244f5ad3eb0 | Clause:
The Committee, its members and any person designated pursuant to Section 4.4 hereof shall not be liable for any action or determination made in good faith with respect to the Plan. The Employer shall, to the fullest extent permitted by law, indemnify and hold harmless each member of the Committee and each direc... | Label: Indemnifications |
9c058291-a32f-42b6-9b9c-41336738fdd4 | Clause:
Each of the Lenders hereby irrevocably appoints Toronto Dominion (Texas) LLC to act on its behalf as the Agent hereunder and under the other Loan Documents and authorizes the Agent to take such actions on its behalf and to exercise such powers as are delegated to the Agent by the terms hereof or thereof, togeth... | Label: Authority |
1625cf61-825b-4ee4-8da0-ee8cf47ff945 | Clause:
Following the Closing, Fund G shall exercise commercially reasonable efforts to deliver to the Partnership the Easements relating to the Sunset Assets. Following the Closing, the Partnership shall exercise commercially reasonable efforts to close the transactions under the Sunset Purchase Agreements.
Task: Cl... | Label: Closings |
0d3b22f3-1161-41ae-a3ac-f26a6210b88c | Clause:
(A) . (A) The Borrower agrees to pay to the Administrative Agent for distribution to each Non-Defaulting Lender (based on their respective Applicable Revolving Percentage) in U.S. Dollars, a fee in respect of each Letter of Credit issued for the account of any Macerich Entity (the “ Letter of Credit Fe... | Label: Costs |
af3c6a43-9db4-441a-b9b4-c203a0b034c2 | Clause:
The Executive shall serve as the Executive Vice President and Chief Financial Officer of the Company, reporting to the Chief Executive Officer and the Company’s Board of Directors (the “ Board ”). The Executive shall have such duties and responsibilities, commensurate with the Executive’s position, as may be re... | Label: General |
b3c3358f-1049-4ab6-9ff1-994b351bd9fc | Clause:
This Agreement has been made and entered into in the State of Delaware and shall be construed in accordance with the laws of the State of Delaware without giving effect to the principles of conflicts of law thereof.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements... | Label: Governing Laws |
89376736-9c95-4da5-857f-c7746d3324e6 | Clause:
If, during the Employment Period, OUTFRONT terminates the employment of Executive on account of Executive’s disability or other incapacity, then OUTFRONT shall have no further obligation to Executive hereunder; provided , however , that in the event of Executive’s disability or other incapacity OUTFRONT may ter... | Label: Disability |
e92846f2-f0d6-420a-bc7f-f0c478088490 | Clause:
The representations and warranties set forth in this Article shall survive the closing under Section 2.02, the sale of the First-Tier Assets by the Purchaser to the Issuer pursuant to the Second-Tier Sale Agreement, and the pledge of the First-Tier Assets by the Issuer to the Indenture Trustee. Upon discovery ... | Label: Warranties |
6a57076a-74ce-4166-83b1-e980031b5537 | Clause:
This Agreement incorporates the entire agreement between the parties relating to the subject matter hereof and supersedes all prior agreements and understandings of the parties, whether written or oral, with respect to its subject matter.
Task: Classify this clause into ONE of these types (exactly one label):
... | Label: Entire Agreements |
11a27c43-0510-439c-9013-dfbe38a2d941 | Clause:
This Agreement may be executed in several counterparts, and all counterparts so executed shall constitute one Agreement, binding on all of the parties hereto, notwithstanding that all of the parties are not signatories to the original or the same counterpart. To facilitate execution of this Agreement, the parti... | Label: Counterparts |
0b281e41-ed10-4f0a-bc5f-9ec0e4825072 | Clause:
The Participant shall make appropriate arrangements with the Company for satisfaction of any federal, state or local income tax withholding requirements and Social Security or other employee tax requirements applicable to the payment of benefits under the Plan. If no other arrangements are made, the Company may... | Label: Withholdings |
8e5e0730-b3f0-467f-a905-e657caee7b70 | Clause:
Borrower has furnished to Agent: (a) the consolidated balance sheet of REIT and its Subsidiaries as of the Balance Sheet Date and the related consolidated statement of income and cash flow for the calendar quarter then ended certified by the chief financial or accounting officer of REIT, (b) as of the Closing D... | Label: Financial Statements |
f12300bc-8d9e-4dcd-8db7-f4a4eac6cb11 | Clause:
A certificate executed by Seller, reaffirming and updating to the Closing Date the representations and warranties given by Seller under Section 7.1.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arb... | Label: Warranties |
c38ba0ab-eeec-4083-b589-16a7bd2b4c85 | Clause:
This Agreement shall become effective when it shall have been executed by the Borrower, Holdings and the Administrative Agent and when the Administrative Agent shall have received counterparts hereof which, when taken together, bear the signatures of each of the other parties hereto.
Task: Classify this clause... | Label: Binding Effects |
e97e4a99-31a5-4626-a4b7-7d49f49701d9 | Clause:
(a) Payments Free of Taxes. Any and all payments by or on account of any obligation of any Loan Party under any Loan Document shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law (as determined in the good faith discretion of an applicable wit... | Label: Taxes |
83d7ebff-34cd-4063-bcf1-0ac3fb609476 | Clause:
This Agreement sets forth the entire agreement of the parties hereto in respect of the subject matter contained herein and supersedes all prior agreements, promises, covenants, arrangements, communications, representations or warranties, whether oral or written, by any officer, employee or representative of any... | Label: Entire Agreements |
da0bf5f3-58c6-4008-9962-b26cb7224496 | Clause:
EACH LOAN PARTY IRREVOCABLY AND UNCONDITIONALLY AGREES THAT IT WILL NOT COMMENCE ANY ACTION, LITIGATION OR PROCEEDING OF ANY KIND OR DESCRIPTION, WHETHER IN LAW OR EQUITY, WHETHER IN CONTRACT OR IN TORT OR OTHERWISE, AGAINST THE ADMINISTRATIVE AGENT, ANY LENDER, ANY L/C ISSUER, OR ANY RELATED PARTY OF THE FOREG... | Label: Submission To Jurisdiction |
1cee7cda-40d2-42a0-987b-4ba28af088d7 | Clause:
Any notice to be given to the Company under the terms of this Award Agreement will be addressed to the Company at CIBER, Inc., 6312 South Fiddler’s Green Circle, Suite 600E, Greenwood Village, Colorado 80111 U.S.A., or at such other address as the Company may hereafter designate in writing.
Task: Classify this... | Label: Notices |
5063d0d7-6046-429c-ac3c-855a67f23c60 | Clause:
All required tax returns or federal, state, county, municipal, local, foreign and other taxes and assessments have been properly prepared and filed by EXAD for all years for which such returns are due unless an extension for filing any such return has been properly prepared and filed. Any and all federal, stat... | Label: Taxes |
c2bf3412-dd1b-4897-ae79-c6cc4c667de3 | Clause:
This Agreement shall terminate on the Final Payout Date. The provisions of Sections 1.7 , 1.8 , 1.9 , 3.1 , 3.2 , 6.4 , 6.5 , 6.6 , 6.7, 6.10 , 6.15 and 6.16 shall survive any termination of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendme... | Label: Terminations |
21c95dc3-0162-4489-9550-8efd35129728 | Clause:
Except to the extent expressly provided by this Guaranty or as otherwise agreed by the parties, each party involved in a Dispute shall bear its own costs and expenses (including attorneys’ fees), and the arbitrators shall not render an award that would include shifting of any such costs or expenses (including a... | Label: Costs |
642876bf-7ee5-4b04-8f22-f4da8df05321 | Clause:
Within the limitations of the Plan, the Board of Directors may modify, extend or assume outstanding Options or may accept the cancellation of outstanding Options (whether granted by the Company or another issuer) in return for the grant of new Options for the same or a different number of Shares and at the same... | Label: Modifications |
3e59de40-8dca-4ce3-ad59-a1faf6ef0a82 | Clause:
Headings in this Agreement are included for ease of reference only and shall have no legal effect.
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, Authori... | Label: Headings |
990e41c1-97ce-44d9-b1d7-b56faa2236c1 | Clause:
Neither the execution and delivery of this Agreement by the Company nor the consummation by the Company of the Transactions, nor performance of this Agreement by the Company will (a) conflict with or violate the Company Organizational Documents or the equivalent organizational documents of any Company Subsidiar... | Label: No Conflicts |
ac724ab4-5b15-48af-93c8-db9b556a6f17 | Clause:
All amounts due under this Section shall be payable promptly after demand therefor. The agreements and obligations set forth in this Section 9.5 shall survive the termination of this Agreement and payment of the Notes and all other amounts payable hereunder.
Task: Classify this clause into ONE of these types (... | Label: Payments |
682f3d95-f91c-4e87-9049-02a357fa7ed6 | Clause:
In addition to all such rights of indemnity and subrogation as the Guarantors may have under applicable law (but subject to Section 7(c)), each Borrower agrees that (i) in the event a payment shall be made by any Guarantor under this Guaranty in respect of any Guaranteed Obligation of such Borrower, such Borrow... | Label: Indemnity |
a11d2557-6c56-45cf-b029-c2a46c75d014 | Clause:
All real estate taxes, governmental assessments and other similar outstanding governmental charges (including, without limitation, water and sewage charges), or installments thereof, that could be a lien on the related Mortgaged Property that would be of equal or superior priority to the lien of the Mortgage an... | Label: Taxes |
83a44036-28a5-481a-918d-8a7430fd9794 | Clause:
Except as otherwise provided herein, neither this Agreement nor any interest hereunder shall be assignable by any Party without the prior written consent of the other (which consent shall not be unreasonably withheld, conditioned or delayed); provided, however, that either Party may assign this Agreemen... | Label: Assignments |
ea45ec8a-d8a1-4c8f-b37d-e671602737f1 | Clause:
Sections 18 and 19 shall survive and continue in full force and effect in accordance with their terms notwithstanding the termination of this Agreement and your employment for any reason.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruptio... | Label: Survival |
7c850b1d-4691-4f03-8ea8-aa4fd4033e2b | Clause:
The parties to this Agreement agree to execute such further documents and instruments and to take such further actions as may be reasonably necessary to carry out the purposes and intent of this Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendmen... | Label: Further Assurances |
5f24cf62-d6c6-4fdd-8111-99d43b6264f6 | Clause:
This Agreement has been, and each other Loan Document, when delivered hereunder, will have been, duly executed and delivered by each Loan Party that is party thereto. This Agreement constitutes, and each other Loan Document when so delivered will constitute, a legal, valid and binding obligation of such Loan Pa... | Label: Binding Effects |
a031fb56-da84-4f80-8b52-13574d9548cc | Clause:
If you terminate employment due to your death, Disability, or Retirement (provided that the Committee agrees to treat such termination as Retirement), you will vest in a prorated number of your Restricted Stock Units. The prorated number will be equal to the product of: (x) the number of these Units that would ... | Label: Disability |
c545cf1b-46fd-49a5-ba50-1b65556bd93a | Clause:
This Agreement may be executed in counterparts, each of which shall constitute an original and all of which, when taken together, shall constitute one agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, A... | Label: Counterparts |
8f19f786-6359-4210-b2e2-434ea3f26fbd | Clause:
The execution, delivery and performance of the Agreement by the Company and the consummation by the Company of the Exchange will not (i) result in a violation of the Certificate of Incorporation, or other organizational document of the Company or any of its subsidiaries, any capital stock of the Company or any ... | Label: No Conflicts |
5f7d63f5-f487-4bbf-8e09-eb09c5bc472c | Clause:
Except as set forth on Schedule 3.6 as of the Closing Date, and except as hereafter disclosed to Agent in writing, there is no Litigation, material actions, suits or proceedings by or before any arbitrator or Governmental Authority pending against or, to the knowledge of any Credit Party, threatened in writing... | Label: Litigations |
9acc8885-4d3a-4582-a8e0-635c6b43e835 | Clause:
This Agreement shall be interpreted, construed and enforced in accordance with federal law, with the laws of the State of Delaware governing in the absence of applicable federal law, without giving effect to Delaware principles of conflicts of law.
Task: Classify this clause into ONE of these types (exactly on... | Label: Governing Laws |
8726689c-c884-4908-a4bb-346d8bf712a4 | Clause:
Except as set forth in the Disclosure Schedule and the SEC Reports, none of the officers or directors of Company or any Subsidiary and, to the knowledge of Company, none of the employees of Company or any Subsidiary is presently a party to any transaction with Company or any Subsidiary (other than for services ... | Label: Transactions With Affiliates |
d42933e6-0816-4f5b-8dbd-6c177dc0b3fd | Clause:
In the Declaration, unless the context otherwise requires, words used in the singular or in the plural include both the plural and singular and words denoting any gender include all genders. The title and headings of different parts are inserted for convenience and shall not affect the meaning, construction or... | Label: Construction |
af82ea54-262e-4314-9b30-6b39cadd064b | Clause:
Except as otherwise provided herein, in any instance hereunder where a person’s consent, approval, acceptance, satisfaction, determination, waiver or other action or decision (collectively, “Consent”) is sought or required, such Consent shall not be unreasonably withheld, delayed or conditioned by such person. ... | Label: Consents |
32665411-dfe2-469a-a07b-1cb16d71e61a | Clause:
Except as set forth in the Company SEC Documents, there are no legal or governmental proceedings pending to which any of the Targa Entities is a party or to which any Property or asset of any such entity is subject, that would reasonably be expected to have, individually or in the aggregate, a Material Adverse ... | Label: Litigations |
6e5be958-4817-41f6-823f-05a7ef21351e | Clause:
The Executive agrees that the Sale Restriction Agreement, the DSU Award Agreement, the SAR Agreements and the Deferred Compensation Plan will continue to govern your rights thereunder, including, without limitation, any vesting or payment acceleration provisions application upon a change in control or otherwise... | Label: Entire Agreements |
9db84da9-59c6-4dfb-95fb-728c2bfb7050 | Clause:
This Agreement is binding upon the parties hereto and their respective heirs, personal representatives, successors and assigns. Employee agrees that the obligations of Sections 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17 and 18 of this Agreement will survive the termination of this Agreement.
Task: Classify ... | Label: Binding Effects |
2966f282-eb48-40d5-aa37-b189d08ffc5f | Clause:
No Default or Unmatured Default exists.
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, Binding Effects, Books, Bro... | Label: No Defaults |
b45f0a66-2bfe-4910-9e31-6d75547715b1 | Clause:
No Borrower is a party to any agreement or instrument or subject to any restriction which might materially and adversely affect any Borrower, any Property, the Collateral, or such Borrower’s business, properties or assets, operations or condition, financial or otherwise. No Borrower is in default with respect t... | Label: Agreements |
f9dd66ec-0fdc-4419-80c1-f4ce1bc44fdd | Clause:
Unless otherwise provided herein, any notice or other communication hereunder shall be in writing and shall be given by registered or certified mail unless the Company, in its sole discretion, decides to deliver any documents relating to the Award or future awards that may be granted under the Long-Term Incenti... | Label: Notices |
94ca7095-2ebf-4138-875b-cc4751659f68 | Clause:
This Agreement may be executed in counterparts, each of which when signed by the Company and the Grantee will be deemed an original and all of which together will be deemed the same Agreement .
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Cor... | Label: Counterparts |
6c18a18d-b946-4fb1-b5be-0224dd1fb871 | Clause:
The Employer shall pay the Executive a base salary (the “Base Salary”), at a rate of $400,000 per year, plus such other compensation as the Employer may, from time to time, determine in its sole discretion. The Compensation Committee of the Xenith Board (the “Compensation Committee”), shall review annually the... | Label: Base Salary |
e940eab0-33df-4afb-94ad-b4f84ac7f486 | Clause:
This Agreement ma y be signed i n counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. If the signature of any person is provided by facsimile, the facsimile signature shall be deemed effective as and when provided, but the original of ... | Label: Counterparts |
a19bb873-d2b8-4ddf-b8ba-0a18b87963e2 | Clause:
The Borrower shall pay to the Bank fees (the “Revolving Commitment Fees”) in an amount determined by applying a rate of 0.30% per annum to the average daily Unused Revolving Commitment during the period from and after the date hereof to and including the Termination Date. Such Revolving Commitment Fees are paya... | Label: Fees |
4862225b-3eb0-40d0-ab7b-6b51f665398f | Clause:
(a) The Borrower shall make each payment (including principal of or interest on any Borrowing or any L/C Disbursement or any Fees or other amounts) hereunder and under any other Loan Document not later than 12:00 (noon) (or such other time as otherwise required by Section 2.23(e)), New York City time, on the d... | Label: Payments |
0df56258-2271-4211-99a6-55662fab5418 | Clause:
Each Borrower will, and will cause each of its Subsidiaries (other than any Project Finance Subsidiary, Non-Material Subsidiary or SPC) to, maintain with financially sound and reputable insurance companies insurance on all its Property in such amounts, subject to such deductibles and self-insurance retentions a... | Label: Insurances |
5010610b-d7f2-4ade-815d-96dacd11f64f | Clause:
In the event any party brings an action to enforce or determine any rights under this Agreement or the Transactions, the parties agree that the court referred to in Section 13.1 shall, only upon a clear demonstration that one party is the non-prevailing party in such action, order the non-prevailing party to pa... | Label: Expenses |
7ff696d2-1064-4cfd-b6b7-ee03572de8b5 | Clause:
This Agreement has been duly executed and delivered by the Borrower and constitutes, and each other Loan Document when executed and delivered by each Loan Party that is party thereto will constitute, a legal, valid and binding obligation of such Loan Party enforceable against each such Loan Party in accordance ... | Label: Enforceability |
b7499d24-55c1-45e3-a261-c73fd580a21c | Clause:
All authorizations, approvals or permits, if any, of any governmental authority or regulatory body of the United States or of any state that are required in connection with the lawful issuance and sale of the Shares and Warrants, as applicable, pursuant to this Agreement shall be obtained and effective as of th... | Label: Qualifications |
064cffff-aebc-4ff4-b5e0-0a7b7002b686 | Clause:
Purchaser shall indemnify, protect and hold the Indemnified Parties harmless from and against any and all claims, actions, judgments, liabilities, liens, damages, penalties, fines, costs and reasonable attorneys' fees, foreseen or unforeseen, asserted against, imposed on or suffered or incurred by Seller direct... | Label: Indemnity |
2c1b8d9b-0b8f-4e03-8785-b5eab80a1385 | Clause:
The Employee agrees that he will promptly and fully disclose to the Company all inventions, designs, creations, processes, technical or other developments, improvements, ideas and discoveries (collectively, "Inventions"), whether patentable or not, of which the Employee obtains knowledge or information during h... | Label: Disclosures |
a5e10996-fbdb-45ef-8a50-11367ff7de35 | Clause:
Should any court of competent jurisdiction declare any provision of this Agreement to be illegal. invalid, or unenforceable, the offending provision shall be stricken, and all remaining provisions shall remain in full force and effect.
Task: Classify this clause into ONE of these types (exactly one label):
Adj... | Label: Severability |
22d4fa9a-017a-4def-939d-3173f321b027 | Clause:
The Committee may amend, modify, suspend or terminate the Plan, in whole or in part, at any time, including the adoption of amendments deemed necessary or desirable to correct any defect or to supply omitted data or to reconcile any inconsistency in the Plan or in any Award granted hereunder; provided, however,... | Label: Amendments |
efbe062f-78cb-4cf9-b955-bc90301379ed | Clause:
ANTI reaffirms each of its representations and warranties set forth in the Agreement as if such representations and warranties were set forth in full in this Amendment. ANTI also acknowledges to CSMC that, as of the date of this Amendment, it is not in default under the Agreement, nor has it breached any of th... | Label: Warranties |
44b3759e-1472-48ec-85d0-e8e9b55b1425 | Clause:
The Collateral Agent shall have received on or prior to the Issue Date evidence that all insurance required to be maintained pursuant to the Transaction Documents by the Obligors has been obtained and is in effect together with the certificates of insurance, naming the Collateral Agent, on behalf of all Persons... | Label: Insurances |
f7e3a9da-22fd-4dee-b913-cde45246b426 | Clause:
The following shall be added to the end of the first sentence of Section 2 of the Agreement: “…; provided, however, the Term shall extend as necessary in accordance with the Update Term to the TL Term as defined under [*****].
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments,... | Label: Terms |
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