id stringlengths 36 36 | prompt stringlengths 1.48k 9.26k | response stringclasses 100
values |
|---|---|---|
4944c668-30f8-4ba2-a049-2989611f7773 | Clause:
All notices and communications hereunder are required to be sent to the email address or physical address below by: (i) email with confirmation of acceptance, (ii) personal or courier delivery with written proof of acceptance or (iii) by commercial delivery service utilizing same or next day delivery. All noti... | Label: Notices |
e8cb6856-2b99-4cb3-8ede-5afd4d77d227 | Clause:
All representations, warranties and covenants contained herein or made by or furnished on behalf of Borrower, the Bank, or the other Subsidiaries in connection herewith shall survive the execution and delivery of this Loan Agreement and all other Loan Documents and the extension or funding of the Loan hereunder... | Label: Warranties |
34bb2c18-59ad-4baf-962e-da3f5e26ce99 | Clause:
Notices pursuant to this Agreement shall be in writing and shall be deemed given when received; and, if mailed, shall be mailed by United States registered or certified mail, return receipt requested, postage prepaid; and if to Employer, addressed to the principal headquarters of First Busey, attention: General... | Label: Notices |
66dc196f-2e1a-4679-8268-1dd91ce66747 | Clause:
This Waiver constitutes the entire agreement concerning the subject matter hereof, and it supersedes any prior or contemporaneous oral or written representations, statements, understandings, or agreements concerning the subject matter of this Waiver.
Task: Classify this clause into ONE of these types (exactly ... | Label: Integration |
73c48d16-dbcf-49a6-bf6a-b09bd37d2fd1 | Clause:
Each of the Borrower and its Restricted Subsidiaries owns, or has a valid license or right to use, all Intellectual Property necessary for the conduct of its business as currently conducted free and clear of all Liens, except as permitted by the Loan Documents and except where the failure to do so would not rea... | Label: Intellectual Property |
be13179e-9f3d-41c4-bbc2-770bf0788a43 | Clause:
Any notice required to be given by the Purchaser or Pledgor may be given in any manner provided for delivery of notices in the Purchase Agreement.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbit... | Label: Notices |
8a758d00-c11b-4b18-892c-38a432a87791 | Clause:
Indemnitee shall, as a condition precedent to Indemnitee’s right to be indemnified under this Agreement, give the Company notice in writing as soon as practicable of any Claim made against Indemnitee for which indemnification will or could be sought under this Agreement. In addition, Indemnitee shall give the C... | Label: Notices |
4625e3fe-1f5b-470c-8902-e33faffe8f60 | Clause:
This Option Agreement shall be governed by the laws of the State of California as such laws are applied to agreements between California residents entered into and to be performed entirely within the State of California.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agree... | Label: Applicable Laws |
eb6c15b0-fa5c-4933-8470-06edd5b869c6 | Clause:
This Agreement may be executed simultaneously in one or more counterparts, each of which when executed will be deemed an original, but all of which taken together will constitute one and the same instrument. Telecopy or electronic signatures shall be deemed valid and binding to the same extent as the original.
... | Label: Counterparts |
17096784-39e2-4486-beee-b4b928d48e1a | Clause:
This Agreement shall, in all respects, be governed, construed, applied, and enforced in accordance with the laws of the state of Texas.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Ass... | Label: Governing Laws |
f490ca95-732b-46d2-95c0-0482c829f9bb | Clause:
The Borrower represents and warrants to the Lender that no default or Event of Default exists under any of the Loan Documents.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments,... | Label: No Defaults |
f0cd1d3b-1f71-4cfb-8e89-c407f986afe3 | Clause:
The Restricted Stock Units (and any right to unpaid Dividend Equivalents under Section 7 with respect to the Restricted Stock Units) shall be forfeited automatically without further action or notice in the event the Grantee ceases to be employed by Holdings, the Company, or any other subsidiary of Holdings prio... | Label: Forfeitures |
17bebd73-da94-4dd8-be52-d8f9413e4933 | Clause:
(a) Base Rate Tranches shall bear interest at the Alternate Base 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, Assignments, Assigns, Authority, Authorizat... | Label: Interests |
f40ea89f-b489-48fb-a053-408c900b5bf2 | Clause:
Delivery and sale of the Common Shares and payment of the Aggregate Subscription Price will be completed concurrently (the “ Closing ”) at the offices of counsel to the Corporation at the Closing Time or at such other time and place as the Corporation and the Subscriber may agree. If, prior to the Closing Time,... | Label: Closings |
5ec641ca-ad33-4afa-a16a-dda647b4eb36 | Clause:
No representation or warranty made by any Loan Party in this Agreement or in any financial statement, report, certificate or any other document furnished in connection herewith or therewith contains any untrue statement of a material fact or omits to state any material fact necessary to make the statements here... | Label: Disclosures |
5650761d-ebb8-495a-afaf-6d8e4627fcb6 | Clause:
The Company (or Stock Yards Bank & Trust, as the employer) shall withhold from wages otherwise due, or retain from any payment to the Grantee in respect of the PSUs, or take such other action which Company deems necessary to satisfy any income or other tax withholding requirements as a result of the vesting of ... | Label: Tax Withholdings |
451c0976-e736-467f-9f3f-47dff6f12c8c | Clause:
If an Event of Default has occurred and is continuing, subject to the Subordination Agreement, Secured Party may declare any or all monetary Obligations due and payable and all other Obligations immediately performable without notice to Debtor of the exercise of such option, and shall have all of the rights and... | Label: Remedies |
b93fe6b0-6a82-494f-b687-9e105c720c19 | Clause:
This Agreement shall be binding upon and inure to the benefit of and be enforceable by the parties hereto and their respective successors (including any direct or indirect successor by purchase, merger, consolidation or otherwise to all or substantially all of the business and/or assets of the Company), assigns... | Label: Binding Effects |
363fe6d2-4591-4a62-8966-79833e14f51c | Clause:
The provisions of this Section 14 shall survive the Closing; provided, however, that all claims for improper proration or adjustment under Section 13 must be made in writing to the other Party within six months after the Closing Date.
Task: Classify this clause into ONE of these types (exactly one label):
Adju... | Label: Survival |
c6e33329-04ae-4973-b69c-4bfc5a2572d0 | Clause:
This Agreement (including all exhibits) signed by the parties as of the date hereof is the complete agreement between the parties hereto with respect to the performance of Consulting Services by the Contractor during the Term. This Agreement cannot be amended or modified except in a writing signed by the partie... | Label: Waivers |
ee58354d-8c56-4ec8-980a-63e419c2ef9a | Clause:
This Award of RSUs is documented by the records of the Committee or its delegate which shall be the final determinant of the number of Shares granted and the conditions of this Agreement. The Committee may amend or modify this Award in any manner to the extent that the Committee would have had the authority und... | Label: Amendments |
28952e93-155a-41e1-aafb-dbfddd8c58c8 | Clause:
By accepting the PRSUs, you agree that you will comply with Brazilian law when you vest in your PRSUs and sell Shares. You also agree to report and pay any and all taxes associated with the vesting of the PRSUs, the receipt of any dividends and the sale of Shares.
Task: Classify this clause into ONE of these t... | Label: Compliance With Laws |
7a55a9de-f0a8-47bf-9773-6f19f02a0b16 | Clause:
Except to the extent otherwise provided under the Plan, the restrictions on transferability set forth in Paragraph B, above, shall remain in effect with respect to all of the Shares until, and shall lapse on, the earlier of the first (1st) anniversary of the date of this Agreement or the cessation of the Partic... | Label: Vesting |
078236cf-a038-4a5f-a0c0-ba3b18c9662d | Clause:
For purposes of this Section 2.14, the term “applicable law” includes FATCA.
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, ... | Label: Defined Terms |
bf02c06c-1786-4bce-9604-d91e802da20d | Clause:
If a Participant has a Termination of Employment, then that portion of the Participant’s Account Balance which is not vested as of his or her Termination of Employment shall become a Forfeiture as soon as administratively practicable after the earliest of (i) the date on which the balance of the Participant’s A... | Label: Forfeitures |
fd9c01dc-35be-43a2-8c53-eba15bf642d8 | Clause:
The Award, this Award Agreement and all determinations made and actions taken pursuant thereto , to the extent otherwise not governed by the Code or the laws of the United States, shall be governed by the laws of the State of Delaware and construed in accordance therewith without giving effect to principles of ... | Label: Governing Laws |
743ef025-987a-4bf4-843c-0d0dee51cc42 | Clause:
Tenant shall pay to Landlord on demand all costs and expenses (including reasonable attorneys’ fees) incurred by Landlord in connection with reviewing or consenting to any proposed Transfer (including any request for consent to, or any waiver of Landlord’s rights in connection with, any security interest in any... | Label: Expenses |
0c09a981-813d-46fc-84b0-6c8ec359c56c | Clause:
Each Diamond Resorts Party owns or licenses or otherwise has the right to use all licenses, permits, trademarks, trademark applications, patents, patent applications, service marks, tradenames, copyrights, copyright applications, franchises, authorizations and other intellectual property rights that are necessa... | Label: Intellectual Property |
e91a3390-c70a-435d-8e63-3aa288f5e4a6 | Clause:
The representations and warranties made by Purchaser in this Agreement or in any other Transaction Document shall be true and correct in all material respects (without giving effect to any materiality or similar qualification contained therein), in each case as of the date hereof and as of the Closing Date, wit... | Label: Warranties |
012033ca-ea02-47cf-93b3-cb3b4fd3af93 | Clause:
The term of the Option shall commence on the Effective Date and shall terminate at 6:00 p.m. Eastern time on May 1, 2016 (the “Option Period”), unless exercised as set forth herein. The Option may be exercised prior to the end of the Option Period by Purchaser’s (i) delivery to Seller of written notice of its i... | Label: Terms |
fd3d6fa5-23b8-4c1e-8c4c-784bf9df19f1 | Clause:
This Agreement amends and restates that certain Loan Agreement, dated as of February 5, 2010, by and between PLP U.S. and Lender, as previously amended from time to time (the “Original Loan Agreement” ). As such, this Agreement represents in part a renewal of, and is executed and delivered in substitution and e... | Label: Amendments |
5ad5bf18-c6a4-462f-968b-9a5bf5185a60 | Clause:
In connection with any settlement of PSUs (including accumulated Dividend Equivalents), the Participant will be required to satisfy applicable withholding tax obligations as provided in Section 21.1 of the Plan. For the avoidance of doubt, the Participant must receive prior written approval of the Committee to ... | Label: Tax Withholdings |
2473af68-7c62-4974-bfbf-6990dfcee0d6 | Clause:
Fund G, LD 12 and Landmark each has the limited liability company power and authority to enter into this Agreement and to perform all of its obligations and consummate the transactions contemplated hereby. Fund G, LD 12 and Landmark each has taken or will take all necessary and appropriate limited liability co... | Label: Authority |
64512884-cddb-4076-8346-ead3dc8bcee1 | Clause:
(a) Each Grantor agrees to pay or reimburse each Secured Party and the Collateral Agent for all its costs and expenses incurred in enforcing or preserving any rights under this Agreement and the other First Lien Documents to which such Grantor is a party, including, without limitation, the fees and disbursemen... | Label: Indemnifications |
79b4e8f8-3918-4dd3-8d08-c44860a8bc34 | Clause:
The Company and the Subsidiaries have, or have rights to use, all patents, patent applications, trademarks, trademark applications, service marks, trade names, trade secrets, inventions, copyrights, licenses and other intellectual property rights and similar rights necessary or required for use in connection wi... | Label: Intellectual Property |
4c632f6a-1e78-4d50-a43f-4fddca5dc5df | Clause:
The term of this Agreement shall commence on the Effective Date and shall continue in full force until *, unless extended by mutual agreement or earlier terminated by dissolution of the Company or as set forth in Sections 9.2(c)(ii), 9.2(d)(ii), 9.2(e)(ix), 9.2(f)(v), 12.3(c)(vi) or this Article 16; provided, h... | Label: Terms |
962b05b6-508b-417b-b377-a847b4780965 | Clause:
Until the third (3 rd ) anniversary of the Closing Date, such Seller shall not, and shall cause each of such Seller’s Affiliates to not, at any time after the Closing, disclose to any Person or use for any purpose any Confidential Information; provided, however , that such Seller and such Seller’s Affiliates ma... | Label: Confidentiality |
4d66973d-33ba-44f9-99a0-5650ef3133aa | Clause:
Each Loan Party and each Significant Subsidiary has filed all Federal and state income and other material tax and informational returns which are required to be filed by it. Each Loan Party and each such Subsidiary has paid all material taxes as shown on its returns and on all assessments received to the extent... | Label: Taxes |
b36b7e6b-30ad-4951-877f-296fc5231d90 | Clause:
Notices given pursuant to this Agreement shall be in writing and shall be deemed given when received or, if mailed, two days after mailing by United States registered or certified mail, return receipt requested, postage prepaid and addressed as herein provided. Notice to Franklin shall be addressed to Corporate... | Label: Notices |
9c6d7f3e-6991-4540-b134-ded07c9c8c29 | Clause:
To the maximum extent permitted by applicable law, the Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against the Guarantor and without notice to or further assent by the Guarantor, any demand for payment of any of the Secured Obligations made by the Administr... | Label: Amendments |
adce8583-4328-49f6-973c-756e0bed01d3 | Clause:
The Investor has the requisite legal capacity, power and authority to enter into, and perform under, this Agreement. This Agreement has been duly executed and delivered by the Investor, and constitute the legal, valid and binding obligations of the Investor, enforceable against the Investor in accordance with t... | Label: Authorizations |
875f21df-193e-494a-b2dd-ad949057d5c7 | Clause:
The Borrower will, and will cause each of its Subsidiaries to (a) do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence and the rights, qualifications, licenses, permits, privileges, franchises, governmental authorizations and intellectual property ... | Label: Existence |
e9355b9e-1cce-4855-958c-5b142687f5de | Clause:
This Agreement shall terminate upon the earlier of (i) the tenth anniversary of the date of this Agreement or (ii) the date as of which (A) all of the Registrable Securities have been sold pursuant to a Registration Statement (but in no event prior to the applicable period referred to in Section 4(a)(3) of the ... | Label: Terms |
4b6247be-9a0d-43d4-a6ac-0a865802960e | Clause:
The Company shall use the net proceeds from the sale of the Securities hereunder (i) to pay, within three Business Days of Closing, all of the outstanding principal, interest and other charges under that certain Convertible Promissory Note in the original principal amount of $40,000 issued to Crown Bridge Partn... | Label: Use Of Proceeds |
01b803e6-41a9-46e3-b4e2-f703186b8fc4 | Clause:
The Lenders agree to reimburse and indemnify (to the extent not reimbursed by a Borrower and without limiting the obligation of any Borrower to do so) the Agent ratably in proportion to the USD Equivalent of their respective Commitments (or, if the Commitments have been terminated, in proportion to the USD Equi... | Label: Indemnifications |
456eeb4f-9054-4d60-926c-894064c22329 | Clause:
Buyer, at his risk, shall determine what, if any, filings and consents must be made and/or obtained prior to Closing to consummate the purchase and sale of the Shares. Buyer shall indemnify the Seller Indemnified Parties against any Losses incurred by such Seller Indemnified Parties by virtue of the failure to ... | Label: Consents |
7e49021b-6f45-4e45-9e6f-b87c4e76c12e | Clause:
Borrower shall indemnify Lender and its Affiliates, directors, officers, employees, agents and advisors (each such Person being called an “ Indemnitee ”) against, and hold each Indemnitee harmless from, any and all losses, claims, damages, liabilities and related expenses (including the fees, charges and disbur... | Label: Indemnity |
cac63658-7927-449c-9625-dbf63d943c89 | Clause:
For so long as (1) Participant is employed by the Company or any Related Company and (2) after termination of this Agreement for any reason, Participant shall not (i) use or disclose, directly or indirectly, the Company’s Proprietary Information (as defined below) for his/her own personal benefit and/or; (ii) u... | Label: Confidentiality |
e717d6a3-4147-44dd-bcfd-41caedf52740 | Clause:
The Company has the right to deduct any sums which federal, state, or local tax law requires to be withheld with respect to the payment of any Award.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Ar... | Label: Withholdings |
1a01f561-a191-49d5-80a1-dc2f84755b40 | Clause:
This Amendment shall be effective only on the date first written above.
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, Benef... | Label: Effectiveness |
e10e4356-f364-4f5c-a665-0bc66bd5ad19 | Clause:
All notices required to be given under this Agreement must be made in writing by regularly scheduled overnight delivery or by personal delivery, to the last known address of the other party. Such notices will be deemed given two (2) Business Days after deposit with an overnight carrier, or on the day of persona... | Label: Notices |
29f52871-3eba-494c-a8fe-c51286447e84 | Clause:
On the Closing Date, upon the terms and subject to the conditions set forth herein, substantially concurrent with the execution and delivery of this Agreement by the parties hereto, the Company agrees to sell, and the Purchasers, severally and not jointly, agree to purchase, up to an aggregate of $10,000,000 of... | Label: Closings |
141d574f-170a-4958-a6a8-951ac0691670 | Clause:
If the Merger is not consummated on or prior to January 9, 2017 (or as extended by mutual agreement of the parties hereto), this Agreement shall 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-Cor... | Label: Terminations |
db212bb2-8fec-45cb-8527-4ba773907159 | Clause:
The Loan Documents for any Loan shall be required to provide that (a) the Preferred Member shall be entitled to exercise the buy/sell option or otherwise receive a transfer of the Developer Member’s Membership Interest and/or to remove the Developer Member as a Manager of the Company in accordance with the term... | Label: Notices |
192081ae-1335-43e0-aa0b-8d3efcab7b0d | Clause:
The Company and the Subsidiaries shall not create, incur, assume or permit to exist any Lien on any property or assets now owned or hereafter acquired by it or on any income or revenues or rights in respect of any thereof, except Permitted Liens (as defined in the Note), Liens created hereunder and under the ot... | Label: Liens |
8a15ec85-b818-4586-8e1a-cedf399f4bc1 | Clause:
Lender shall have received all accrued, unpaid interest on the Facility B Loan, accrued through October 31, 2016.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, Applicable Laws, Approvals, Arbitration, Assignments, Assigns, Aut... | Label: Interests |
989e9993-3edc-4cae-a794-7398ea277232 | Clause:
This Agreement and the employment relationship created by it shall be governed by North Carolina law without giving effect to North Carolina choice of law provisions. The parties hereby consent to exclusive jurisdiction in North Carolina for the purpose of any litigation relating to this Agreement and agree tha... | Label: Governing Laws |
8fc4ccc7-03b7-400f-b4fa-3fb60097fced | Clause:
If any term or other provision of this Agreement is invalid, illegal, or incapable of being enforced by any law or public policy, all other terms or provisions of this Agreement shall nevertheless remain in full force and effect so long as the economic or legal substance of the transactions contemplated hereby ... | Label: Severability |
0d2126b3-00e6-41ec-a361-b684c21020b4 | Clause:
The Executive agrees that, prior to the Separation Date and during the Restrictive Period, she will not make any statement, either in writing or orally, that is communicated publicly or is reasonably likely to be communicated publicly, and that is reasonably likely to disparage or otherwise harm the business or... | Label: Non-Disparagement |
9b3cac18-2bd0-44f1-88ae-a820783b6e8d | Clause:
Upon a dissolution of the Company, the Board, or, if there are no members of the Board, a court appointed liquidating trustee, shall take full account of the Company’s assets and liabilities and wind up the affairs of the Company. In liquidation of the Company’s assets, the liquidation preference for the Prefer... | Label: Terminations |
8948c21d-3d22-457b-b141-c4112fc404ab | Clause:
This RSU Agreement , the Plan and the Notice constitute the entire agreement and understanding of the parties relating to the subject matter herein and supersede all prior discussions between them. Any prior agreements, commitments or negotiations concerning the purchase of the Shares hereunder are superseded. ... | Label: Entire Agreements |
f961b024-8cb5-4492-af6a-2b6297eb8f2b | Clause:
Each Loan Party and its Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights and other intellectual property rights (collectively, “ IP Rights ”) and franchises and operating licenses that are reasonably necessary for the operation ... | Label: Intellectual Property |
91cf78c5-b8c6-40a6-9697-e516d665a9f1 | Clause:
Borrower has obtained and has delivered to Lender evidence of all of the Policies, with all premiums prepaid thereunder, reflecting the insurance coverages, amounts and other requirements set forth in this Agreement. No claims have been made under any of the Policies, and no Person, including Borrower, has don... | Label: Insurances |
6570c02c-1c7c-4536-94d9-e19dbbb6549e | Clause:
If the Company receives notice pursuant to Section 8(a) hereof of the commencement of a Proceeding that may be covered under D&O Insurance then in effect, the Company shall give prompt notice of the commencement of such Proceeding to the insurers in accordance with the procedures set forth in the respective p... | Label: Insurances |
59d48b05-7f9e-40b0-a64a-f52ed4e961b0 | Clause:
This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements between the parties concerning such subject matter, including, without limitation, the Amended Employment Agreement.
Task: Classify this clause into ONE of these t... | Label: Integration |
dc73f36d-70a1-4035-b5df-02ccb66af278 | Clause:
On the Closing Date, and on each anniversary of the Closing Date during the term of this Agreement, the Borrower shall pay the Depositary Bank an upfront annual, non-refundable fee in an amount mutually agreed in writing by the Borrower and the Depositary Bank.
Task: Classify this clause into ONE of these type... | Label: Fees |
37006792-7b7e-4d93-973f-27fa9e177e86 | Clause:
The captions at various places in this Amendment are intended for convenience only and do not constitute and shall not be interpreted as part of this Amendment. For the avoidance of doubt, any reference to “the date hereof” or “the date of this Agreement” included in the amended provisions of the Original Agre... | Label: Interpretations |
e3a30c8d-1926-4b8a-b67d-59f8d9a293d5 | Clause:
This Agreement may be executed in one or more counterparts by some or all of the Parties hereto, and (i) each such counterpart shall be considered an original, and all of which together shall constitute a single Agreement, (ii) the exchange of executed copies of this Agreement by Portable Document Format (PDF) ... | Label: Counterparts |
176c1995-b73a-4856-b57b-7953969426d9 | Clause:
Interest is payable monthly on the last calendar day of each month and shall be computed on the basis of a 360-day year for the actual number of days elapsed. In computing interest, (i) all payments received after 12:00 p.m. Eastern time on any day shall be deemed received at the opening of business on the next... | Label: Payments |
7dae0579-c80f-4572-bf7a-cc100c456d4a | Clause:
This Agreement may be terminated by any Purchaser, as to such Purchaser’s obligations hereunder only and without any effect whatsoever on the obligations between the Company and the other Purchasers, by written notice to the other parties, if the Closing has not been consummated on or before June 17, 2016; prov... | Label: Terminations |
0ff32f67-d7ca-4711-a0a4-86f3a5a4c9ec | Clause:
The provisions of Sections 5 and 6 hereof shall survive any termination of the Consulting Period or 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, A... | Label: Survival |
7ab2f1ed-e464-455b-9445-31237b53a801 | Clause:
Subject to the proviso in clause (ii) of Section 3.1(a) , the Junior Lien Representative, on behalf of itself and each Junior Lien Secured Party, agrees that, unless and until the Discharge of First Lien Obligations has occurred, it will not commence, or join with any Person (other than the First Lien Secured ... | Label: Cooperation |
7d08b391-cd08-47a5-afd0-b8b5bb4fbb79 | Clause:
The provisions of this Agreement and the other Loan Documents shall be binding upon and inure to the benefit of the parties hereto and thereto and their respective successors and assigns permitted hereby, except that, subject to Section 2.14(e) and 8.03 , neither the Company nor any Designated Borrower may assi... | Label: Successors |
bbdc7ba8-0662-4bd5-90b1-167e113986aa | Clause:
Landlord will have the right to request financial statements from Tenant for purposes of selling, financing or refinancing the Building. Tenant shall, within ten (10) days after receipt of a request from Landlord setting forth the purposes for which such financial statement will be used, deliver to Landlord a ... | Label: Financial Statements |
e1a8513b-100c-484d-9517-f666cde9778b | Clause:
This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which when taken together shall constitute one and the same instrument. Facsimiles, e-mail transmission of .pdf signatures or other electronic copies of signatures shall be deemed to be originals.
Task: Classi... | Label: Counterparts |
5e051b19-c541-4a98-b08f-6ad92c354307 | Clause:
The initial term of this Agreement shall be a period of one year, commencing on the Effective Date. Unless earlier terminated pursuant to the terms and conditions hereof, this Agreement shall automatically be extended for successive terms of one year each, unless either party shall give the other party written ... | Label: Terms |
a3c5a11d-cbfd-4aac-9a4a-d7460c39dee1 | Clause:
Except as set forth in Schedule 6.01(f), there is no pending or, to the knowledge of any Loan Party, threatened (in writing) action, suit or proceeding affecting any Loan Party or any of its properties before any court or other Governmental Authority or any arbitrator that (i) could reasonably be expected to h... | Label: Litigations |
2b80770f-d2e3-4e31-a1ad-7e8d3d66e7f5 | Clause:
This Agreement and any certificate attached hereto or delivered in accordance with the terms hereof by or on behalf of Nexus in connection with the transactions contemplated by this Agreement, when taken together, do not contain any untrue statement of a material fact or omit to state any material fact necessar... | Label: Disclosures |
5f35b9b8-2a67-49a6-a234-ecfb29b616c1 | Clause:
This Agreement and the Executive Change of Control Agreement (together, the “ Severance Agreements”) contain the entire agreement between the parties with respect to the right of Executive to receive severance compensation upon termination of his employment, and the Severance Agreements, the Executive Employmen... | Label: Integration |
24dece11-0c71-47a6-918f-36086a9797da | Clause:
No Default described in Sections 9.1(a), 9.1(b)(i), 9.1(f) or 9.1(g), and no Event of Default, shall have occurred and be continuing on such date or after giving effect to the extensions of credit requested to be made on such date.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustm... | Label: No Defaults |
203e574d-44c6-40f0-992d-1aee6c3df23d | Clause:
The Partnership Entities are insured by insurers of recognized financial responsibility against such losses and risks and in such amounts as are prudent and customary in the businesses in which they are engaged; all policies of insurance and any fidelity or surety bonds insuring the Partnership Entities or thei... | Label: Insurances |
0b5bc4aa-fc41-4083-95c3-1ac08b7c9d98 | Clause:
Those Awards which have become vested pursuant to the Vesting Schedule shall be considered as fully earned and exercisable by you, subject to the further provisions of this Section 2. Any Awards which do not become vested in accordance with the Vesting Schedule as of your Termination of Employment with Tyson an... | Label: Forfeitures |
09d9ce76-fb64-436e-a30d-82d0680d29ed | Clause:
If a court or other body of competent jurisdiction determines any provision of this Agreement, or portion thereof, to be invalid or unenforceable, such provision will be enforced to the maximum extent permissible so as to effect the intent of the Parties, and the remainder of this Agreement will continue in ful... | Label: Severability |
f12229ef-b8a4-4dbb-a15c-30e72eb9c051 | Clause:
EACH OF THE PARTIES HEREBY IRREVOCABLY WAIVE ALL RIGHT TO TRIAL BY JURY IN ANY LEGAL PROCEEDING OR COUNTERCLAIM (WHETHER BASED ON CONTRACT, TORT OR OTHERWISE) ARISING OUT OF, RELATING TO OR IN CONNECTION WITH THIS AGREEMENT OR THE ACTIONS OF ANY PARTY IN NEGOTIATION, ADMINISTRATION, PERFORMANCE OR ENFORCEMENT H... | Label: Waiver Of Jury Trials |
29d5c394-46bd-417b-99d2-f2b954cd860c | Clause:
In handling any confidential information, Bank and all employees and agents of Bank shall exercise the same degree of care that Bank exercises with respect to its own proprietary information of the same types to maintain the confidentiality of any non-public information thereby received or received pursuant to ... | Label: Confidentiality |
80563e7f-3461-4e23-a996-595335cc2cc0 | Clause:
Borrower has good, marketable, indefeasible and insurable fee simple title to the real property rights comprising part of the Property and good title to the balance of the Property owned by it, free and clear of all Liens whatsoever except the Permitted Encumbrances. TRS Entity has good, marketable and indefeas... | Label: Titles |
849a49f8-dafd-47c5-badf-72d7efc95107 | Clause:
The term of this Agreement shall commence on the date hereof and end on the earlier of (i) the termination of the Executive by IHC or the last date of employment with IHC or (ii) the five-year anniversary thereof; provided, however , that such term shall be automatically extended for successive two (2) year per... | Label: Terminations |
53b92af4-bb5a-4eef-832b-00fe0a15fc19 | Clause:
This Agreement shall be effective only if executed by the Company (by manual, typed, stamped or facsimile signature), recorded as a performance unit grant in the minutes of the committee administering the Plan and manually signed by Employee. This Agreement shall be binding upon and inure to the benefit of any ... | Label: Binding Effects |
8ec22f04-e658-4e45-b3ff-38596d77de95 | Clause:
By the issuance of a Letter of Credit (or an amendment to a Letter of Credit increasing the amount thereof) and without any further action on the part of the applicable Issuing Bank or the Revolving Lenders, such Issuing Bank hereby grants to each Revolving Lender, and each Revolving Lender hereby acquires from... | Label: Participations |
3af47dae-9747-448b-9d10-8f4af88b764c | Clause:
In addition to the fees set forth in any other Loan Document (including any fee letter), if the 2016 Incremental Term Loans have not been funded within 30 days after the Effective Date, commencing on the date that is 31 days after the Effective Date and ending on the funding of the 2016 Incremental Term Loans, ... | Label: Fees |
6017605c-a30e-4d81-8ce5-a967e22f6c4f | Clause:
By the issuance of a Letter of Credit (or an amendment to a Letter of Credit increasing the amount thereof) and without any further action on the part of the applicable Issuing Bank or the Lenders, such Issuing Bank hereby grants to each Lender, and each Lender hereby acquires from such Issuing Bank, a particip... | Label: Participations |
45d50578-52a7-43c9-9a19-c37ba8bf3b5c | Clause:
This Agreement and the performance hereof shall be construed and governed in accordance with the laws of the State of Texas, and the Parties waive the application of conflicts of laws provisions or principles of any state or jurisdiction. Further, the prevailing Party in any legal proceeding based upon this Agr... | Label: Governing Laws |
cb421c78-40d6-4f58-ae7b-f5b247702418 | Clause:
Except as set forth on Schedule 6.1.(h), there are no actions, suits or proceedings pending (nor, to the knowledge of any Loan Party, are there any actions, suits or proceedings threatened, nor is there any basis therefor) against or in any other way relating adversely to or affecting the Borrower, any other Lo... | Label: Litigations |
44b84de3-6e72-4e98-844e-33771ba178e2 | Clause:
This Agreement may not be amended, modified or supplemented except with the consent of the Committee and by a written instrument duly executed by the Recipient and the Company.
Task: Classify this clause into ONE of these types (exactly one label):
Adjustments, Agreements, Amendments, Anti-Corruption Laws, App... | Label: Amendments |
01aed719-100e-4d24-a359-7560c9a02f18 | Clause:
This Agreement may be executed by one or more of the Parties hereto on any number of separate counterparts and all such counterparts shall be deemed to be one and the same instrument. Each Party hereto confirms that any facsimile copy of such Party’s executed counterpart of this Agreement (or its signature pag... | Label: Counterparts |
e73a0f0b-c9d0-40ad-83c9-5efd1152ce50 | Clause:
In case any one or more of the provisions contained in this Guaranty should be invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein shall not in any way be affected or impaired thereby, but this Guaranty shall be reformed and co... | Label: Severability |
2a2d19ef-ee6b-4b19-820f-25f0ddfdfb31 | Clause:
This Section 7.4 shall survive the Closing as well as the termination 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, Authorizations, B... | Label: Survival |
ab8eb3c6-441e-40f0-842e-6300d2e44c10 | Clause:
Unless otherwise provided herein or in the Indenture, any notice or other communication herein required or permitted to be given shall be given in the manner and become effective as set forth in the Indenture, as to any Pledgor, addressed to it at the address of the Issuer set forth in the Indenture, and as to ... | Label: Notices |
41988e0a-0ccf-4b31-bd4b-a08fd18475fc | Clause:
Each of Parent and Merger Sub has the requisite corporate power and authority to execute, deliver and enter into this Agreement and to consummate the transactions contemplated hereby. The execution and delivery by each of Parent and Merger Sub of this Agreement, the consummation by each of Parent and Merger Sub... | Label: Authority |
08c72584-15c9-4b3e-8f4b-4e6fdc92c7e7 | Clause:
THIS AGREEMENT SHALL BE DEEMED TO BE A CONTRACT MADE UNDER AND GOVERNED BY THE INTERNAL LAWS OF THE STATE OF NEW YORK (INCLUDING FOR SUCH PURPOSE SECTIONS 5-1401 AND 5-1402 OF THE GENERAL OBLIGATIONS LAW OF THE STATE OF NEW YORK) EXCEPT TO THE EXTENT THAT THE VALIDITY OR PERFECTION OF A SECURITY INTEREST OR REM... | Label: Governing Laws |
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