Split (1)

test · 10k rows

label stringclasses 100 values	text stringlengths 24 6.54k	options listlengths 4 4
Counterparts	This Award 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.	[ "Counterparts", "Approvals", "Counterparts", "Venues" ]
Binding Effects	These Additional Terms and Conditions shall be binding upon and inure to the benefit of the Company and you and each of our respective heirs, representatives, successors and permitted assigns. These Additional Terms and Conditions shall not confer any rights or remedies upon any person other than the Company and you an...	[ "Binding Effects", "Assigns", "Transactions With Affiliates", "Expenses" ]
Amendments	The Committee may, without notice, amend, suspend or terminate the Program; provided, however, that no such action may adversely affect any then outstanding Award unless (i) expressly provided by the Committee and (ii) with the consent of you, unless such action is necessary or advisable to comply with any applicable l...	[ "Amendments", "Waivers", "Indemnifications", "Submission To Jurisdiction" ]
Miscellaneous	Each of the parties hereto agrees that this Commitment Letter is a binding and enforceable agreement (subject to the effects of bankruptcy, insolvency, fraudulent transfer, fraudulent conveyance, reorganization and other similar laws relating to or affecting creditors’ rights generally and general principles of equity)...	[ "Miscellaneous", "Base Salary", "Approvals", "No Defaults" ]
Interpretations	Any reference in this Agreement to Section 409A of the Code will also include any proposed, temporary or final regulations, or any other guidance, promulgated with respect to such Section by the U.S. Department of the Treasury or the Internal Revenue Service.	[ "Interpretations", "Indemnity", "Authorizations", "Releases" ]
Venues	Each Loan Party hereby irrevocably and unconditionally waives, to the fullest extent permitted by applicable Requirements of Law, any objection which it may now or hereafter have to the laying of venue of any suit, action or proceeding arising out of or relating to this Agreement or any other Loan Document in any court...	[ "Venues", "Interpretations", "No Conflicts", "Use Of Proceeds" ]
No Waivers	No failure to exercise and no delay in exercising, on the part of the Trustee, the Issuer, the Receivables Trust, the Servicer, or the Noteholders, any right, remedy, power or privilege hereunder, shall operate as a waiver thereof; nor shall any single or partial exercise of any right, remedy, power or privilege hereun...	[ "No Waivers", "Agreements", "Authorizations", "Erisa" ]
Compliance With Laws	Perry acknowledges that the terms of this Agreement fully comply with applicable law including but not limited to the OWBPA, as amended, and implementing regulations, and that said terms therefore are final and binding. Specifically, Perry acknowledges that this Agreement specifically refers to his rights and claims un...	[ "Compliance With Laws", "Non-Disparagement", "Successors", "Survival" ]
Duties	No provision of this Agreement affecting the Administrative Agent in its capacity as such shall be amended, modified or waived without the consent of the Administrative Agent. The Administrative Agent Fee Letter may be amended or modified by the Administrative Agent and the Administrative Borrower without the consent o...	[ "Duties", "Employment", "Participations", "Withholdings" ]
Integration	This Guarantee represents the agreement of Guarantor with respect to the subject matter hereof and there are no promises or representations by Buyer relative to the subject matter hereof not reflected herein.	[ "Integration", "Publicity", "Successors", "Amendments" ]
Subsidiaries	As of the date hereof, Schedule 4.12 contains a complete and accurate list of (a) all Subsidiaries of the Borrower, including, with respect to each Subsidiary, (i) its state of incorporation and (ii) the number and percentage of its shares owned by the Borrower and/or by any other Subsidiary, and (b) each Joint Venture...	[ "Subsidiaries", "Indemnifications", "Adjustments", "Taxes" ]
Confidentiality	While Executive is employed by the Company, and thereafter, Executive shall not directly or indirectly disclose or make available any Confidential Information (as defined in the Confidential Proprietary Rights and Non-Disclosure Agreement between Executive and the Company dated [●] (the “ Confidentiality Agreement” att...	[ "Confidentiality", "Qualifications", "Further Assurances", "Venues" ]
Severability	If any clause or provision of this Agreement is or should ever be held to be illegal, invalid or unenforceable under any present or future law applicable to the terms hereof, then and in that event, it is the intention of the parties hereto that the remainder of this Agreement shall not be affected thereby, and that in...	[ "Severability", "Indemnity", "Sales", "Approvals" ]
Governing Laws	This Assumption Agreement shall be governed by, and construed in accordance with, the laws of the State of New York.	[ "Governing Laws", "Compliance With Laws", "Integration", "Defined Terms" ]
Fees	The Borrower shall pay to the Administrative Agent and the Lenders, for their own respective accounts, the fees described in the Fee Letter.	[ "Fees", "Organizations", "Vacations", "Further Assurances" ]
Enforceability	The execution and delivery of this Amendment are valid and legally binding obligations of Borrower and Guarantors enforceable in accordance with the respective terms and provisions hereof, except as enforceability is limited by bankruptcy, insolvency, reorganization, moratorium or other laws relating to or affecting ge...	[ "Enforceability", "Approvals", "Solvency", "Fees" ]
Waivers	No waiver of any term or condition of this Note shall be construed to be a waiver of any succeeding breach of the same term or condition. No failure or delay of Payee to exercise any power hereunder, or it insists upon strict compliance by Maker of any obligations hereunder, and no custom or other practice at variance...	[ "Waivers", "Counterparts", "Submission To Jurisdiction", "Construction" ]
Waivers	The rights, powers and remedies of Lender under this Agreement shall be cumulative and not exclusive of any other right, power or remedy which Lender may have against the members of Borrower pursuant to this Agreement, the Note or the other Loan Documents, or existing at law or in equity or otherwise. Lender’s rights, ...	[ "Waivers", "Enforceability", "Disability", "Construction" ]
Severability	If any provision of this Agreement is determined to be invalid, void, or unenforceable, the remaining provisions will remain in full force and effect.	[ "Severability", "Entire Agreements", "Construction", "Binding Effects" ]
Fees	(a) Interest and fees payable pursuant hereto shall be calculated on the basis of a 360-day year for the actual days elapsed, except that with respect to ABR Loans the rate of interest on which is calculated on the basis of the Prime Rate, the interest thereon shall be calculated on the basis of a 365- (or 366-, as th...	[ "Fees", "Terms", "Specific Performance", "Financial Statements" ]
General	Subject to the provisions set forth in Article IV, the Company shall indemnify, and advance Expenses to, Indemnitee to the fullest extent permitted by applicable law in effect on the date hereof and to such greater extent as applicable law may hereafter from time to time permit. The other provisions set forth in this A...	[ "General", "Vesting", "Waivers", "Definitions" ]
Authority	The execution, delivery and performance by the Company of this Agreement and CE of the Security Documents and the consummation of the transactions contemplated hereby and thereby (A) are within the corporate power and authority of the Company and CE, respectively, and (B) have been duly authorized by all necessary corp...	[ "Authority", "Disclosures", "Interests", "Base Salary" ]
Disability	If Employee becomes Disabled prior to December 31, 2019, Employee will receive the Discretionary Credit described in Section 3, which shall be allocated to Employee’s Discretionary Credit Account as of the date of Employee’s Disability.	[ "Disability", "Withholdings", "Binding Effects", "Disability" ]
Brokers	Except for Jefferies LLC, no broker, finder or investment banker is entitled to any brokerage, finder’s or other fee or commission in connection with the transactions contemplated by this Agreement or any other Transaction Document based upon arrangements made by or on behalf of Seller.	[ "Brokers", "Fees", "Further Assurances", "Jurisdictions" ]
Interests	All deemed distributions (including deemed transfers pursuant to Section 7.l(b)(i) ) in connection with the allowance of any Allowed General Unsecured Claim shall be allocated first to the principal amount of such Allowed General Unsecured Claim, as determined for federal income tax purposes, and thereafter, to the rem...	[ "Interests", "Assigns", "Cooperation", "Miscellaneous" ]
Capitalization	Except as disclosed in the SEC Documents, no shares are reserved for issuance pursuant to the Company’s stock option plans, no shares are reserved for issuance pursuant to securities (other than the Note) exercisable for, or convertible into or exchangeable for shares of Common Stock and sufficient shares are reserved ...	[ "Capitalization", "Terms", "Disability", "Consents" ]
Arbitration	The parties agree if any controversy or claim shall arise out of this Agreement or the breach hereof (other than claims (a) for equitable relief, including specific performance, injunctive relief or temporary restraining orders or (b) enforcing this Section 17 or an arbitration award granted in accordance herewith), an...	[ "Arbitration", "No Conflicts", "Applicable Laws", "Submission To Jurisdiction" ]
Employment	If the Executive is no longer an employee of the Company and/or any subsidiaries of the Company, the Lease shall continue in full force and effect (subject to Tenant’s termination and other rights set forth in the Lease). Regardless of such termination of employment, for the Term of the Lease, Tenant will have ongoing ...	[ "Employment", "Insurances", "Taxes", "Governing Laws" ]
Entire Agreements	This Option Award Agreement, the Plan and Letter Agreement contain the entire agreement and understanding among the parties as to the subject matter hereof, and supersede any other agreements or representations, oral or otherwise, express or implied, with respect to the subject matter hereof.	[ "Entire Agreements", "Waiver Of Jury Trials", "Terms", "Successors" ]
Disclosures	As of the Effective Date, the Borrower has disclosed to the Lenders all agreements, instruments and corporate or other restrictions to which the Borrower or any other Loan Party is subject, and all other matters known to any of them, that could, in each case, reasonably be expected to result in a Material Adverse Effec...	[ "Disclosures", "Participations", "Change In Control", "Defined Terms" ]
Tax Withholdings	Employee must pay, or make arrangements acceptable to the Company for the payment of any and all federal, state and local tax withholding that in the opinion of the Company is required by law. Unless Employee satisfies any such tax withholding obligation by paying the amount in cash or by check, the Company will withho...	[ "Tax Withholdings", "Titles", "Confidentiality", "Entire Agreements" ]
Applicable Laws	The Administrative Agent and the Required Lenders shall be satisfied that Holdings, the Borrower and their Subsidiaries and the transactions contemplated by this Amendment shall be in full compliance with all material Applicable Law, including Regulations T, U and X of the Board, and shall have received satisfactory ev...	[ "Applicable Laws", "Amendments", "Capitalization", "Headings" ]
No Conflicts	The execution, delivery and performance by the Company of this Agreement, the issuance and sale of the Placement Shares and the consummation by the Company of the transactions contemplated by this Agreement will not (i) conflict with or result in a breach or violation of any of the terms or provisions of, or constitute...	[ "No Conflicts", "Employment", "Brokers", "Definitions" ]
Entire Agreements	This Agreement contains the entire agreement of the parties relating to the subject matter hereof, and supersedes in its entirety any and all prior agreements, understandings or representations relating to the subject matter hereof.	[ "Entire Agreements", "Taxes", "Solvency", "Consents" ]
Litigations	Except as set forth in Schedule 3.13, no action, suit, claim, demand, hearing, investigation or other proceeding is pending against the Company or any of its Subsidiaries, or, to the Knowledge of the Company, any officer, director, manager, member, shareholder or employee of any such Person, and none of the Company or ...	[ "Litigations", "Financial Statements", "Effective Dates", "Assignments" ]
Waiver Of Jury Trials	EACH OF PLP INDONESIA AND THE BANK ACKNOWLEDGES THAT BY AGREEING TO BINDING ARBITRATION THEY HAVE IRREVOCABLY WAIVED ANY RIGHT THEY MAY HAVE TO JURY TRIAL WITH REGARD TO A DISPUTE. Representation by PLP Indonesia. PLP Indonesia represents and warrants to the Bank that it has received the requisite authorizations from t...	[ "Waiver Of Jury Trials", "Forfeitures", "Use Of Proceeds", "Notices" ]
Representations	The Company represents and warrants to each of the Stockholders that (a) the Company is duly authorized to execute, deliver and perform this Agreement; (b) this Agreement has been duly authorized, executed and delivered by the Company and is a valid and binding agreement of the Company, enforceable against the Company ...	[ "Representations", "Tax Withholdings", "Governing Laws", "No Waivers" ]
Liens	Subject to the provisions of Section 12.2 relating to permitted contests, Lessee will not directly or indirectly create or allow to remain and will promptly discharge at its expense any lien, encumbrance, attachment, title retention agreement or claim upon the Leased Property or any attachment, levy, claim or encumbran...	[ "Liens", "Severability", "No Waivers", "Consent To Jurisdiction" ]
Base Salary	During the Employment Term, ARC shall pay Executive a base salary at the annual rate of $470,000 per year or such higher rate as may be determined from time to time by ARC in accordance with ARC’s compensation policies and practices (“ Base Salary ”). Such Base Salary shall be paid in accordance with ARC’s standard pay...	[ "Base Salary", "Governing Laws", "Base Salary", "Interpretations" ]
Use Of Proceeds	The Borrower will use the proceeds of Revolving Loans to finance working capital needs, Capital Expenditures, acquisitions permitted pursuant to Section 7.3(b), Investments permitted pursuant to Sections 7.4(e), (f), (g), (i) and (j) and for other general corporate purposes of the Borrower and its Restricted Subsidiari...	[ "Use Of Proceeds", "Brokers", "Cooperation", "Titles" ]
Definitions	The terms that follow, when used in this Agreement, shall have the meanings indicated.	[ "Definitions", "Sanctions", "Assignments", "Applicable Laws" ]
Authorizations	The execution, delivery and performance by each Loan Party of each Loan Document to which such Loan Party is a party, and the consummation of the Transactions, are within such Loan Party’s corporate, limited liability company or other analogous powers, have been duly authorized by all necessary corporate, limited liabi...	[ "Authorizations", "Terminations", "Payments", "Waiver Of Jury Trials" ]
Intellectual Property	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 as described in the SEC Reports as necessary or requir...	[ "Intellectual Property", "Fees", "Anti-Corruption Laws", "No Waivers" ]
Expenses	During the Term of Employment, Company shall, subject to Paragraph 20, pay or reimburse Executive for all properly documented expenses reasonably related to Executive’s performance of Executive’s duties hereunder in accordance with Company’s standard policies and practices as in effect from time to time.	[ "Expenses", "Participations", "Existence", "Interests" ]
Counterparts	This Agreement may be executed in two or more counterparts, all of which shall be considered one and the same agreement and shall become effective when counterparts have been signed by each party and delivered to the other party. In the event that any signature is delivered by facsimile transmission or by an e-mail whi...	[ "Counterparts", "Waiver Of Jury Trials", "Taxes", "Integration" ]
Death	Your employment with the Company under this Letter Agreement shall terminate immediately in the event of your death.	[ "Death", "Capitalization", "Enforceability", "Modifications" ]
Cooperation	The payments and benefits pursuant to Section 2(b) of this Separation Agreement are conditioned upon the Employee’s agreement to be reasonably available to assist and otherwise advise and consult with the Company in transitioning responsibilities to other employees of the Company. The payments and benefits pursuant to...	[ "Cooperation", "Assignments", "Organizations", "Indemnifications" ]
Survival	The provisions of this Article 3 shall survive the expiration or earlier termination of this Lease.	[ "Survival", "Litigations", "Financial Statements", "Amendments" ]
Indemnifications	Lenders will reimburse and indemnify Administrative Agent and all other Agent Parties on demand (to the extent not actually reimbursed by the Loan Parties, but without limiting the obligations of the Loan Parties under this Agreement) for and against any and all liabilities, obligations, losses, damages, penalties, act...	[ "Indemnifications", "Intellectual Property", "Use Of Proceeds", "No Conflicts" ]
Authorizations	Subject to Section 12.8.2, each of the Lenders and potential Swap Contract Counterparties with respect to Lender Hedging Obligations hereby irrevocably appoints and authorizes Agent to take such action as agent on its behalf and to exercise such powers under the Loan Documents as are delegated to Agent by the terms th...	[ "Authorizations", "Effectiveness", "Releases", "Sales" ]
Insurances	The Company and each of the Company Subsidiaries 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; and neither the Company nor any of the Company Subsidiaries has any reason to believ...	[ "Insurances", "Indemnifications", "Insurances", "Confidentiality" ]
Insurances	Licensee will procure and maintain insurance policies for the following coverages with respect to product liability, personal injury, bodily injury, and property damage arising out of Licensee’s (and its Affiliates’ and any Sublicensees’) performance under this Agreement: (a) during the term of this Agreement, compreh...	[ "Insurances", "Jurisdictions", "Successors", "Headings" ]
Tax Withholdings	The Company will withhold all applicable taxes from any Actual Award, including any federal, state and local taxes (including, but not limited to, the Participant’s FICA and SDI obligations).	[ "Tax Withholdings", "Withholdings", "Severability", "Amendments" ]
Insurances	The Administrative Agent shall have received evidence of insurance coverage in form, scope, and substance reasonably satisfactory to the Administrative Agent and otherwise in compliance with the terms of Section 5.05 and Section 4.10 of the Security Agreement.	[ "Insurances", "Payments", "Headings", "Integration" ]
Insurances	Schedule 3.21 sets forth a true, complete and correct description of all material insurance maintained by or on behalf of Holdings, Hexion, and the Subsidiaries as of the DIP Closing Date. As of such date, such insurance is in full force and effect.	[ "Insurances", "Governing Laws", "Non-Disparagement", "Duties" ]
Further Assurances	The Owner and the Development Manager, from time to time and upon every reasonable written request so to do, shall give, execute and deliver all such further assurances as may be required for more effectually implementing and carrying out the true intent and meaning of this Agreement.	[ "Further Assurances", "Assignments", "Expenses", "Specific Performance" ]
Representations	The Executive represents and warrants to the Employer, and acknowledges that the Employer has relied on such representations and warranties in employing Executive, that neither the Executive’s duties as an employee of the Employer nor her performance of the Agreement will breach any other agreement to which Executive i...	[ "Representations", "No Defaults", "Erisa", "Interpretations" ]
Compliance With Laws	Sellers have received no written or, to Sellers’ Knowledge, verbal notices of non-compliance with any laws, rules and regulations applicable to the Assets or Facilities. Sellers are in material compliance with all federal, state and local laws, rules and regulations which relate to the operations of the Facilities.	[ "Compliance With Laws", "Existence", "Integration", "Benefits" ]
Successors	This Agreement shall, except as herein stated to the contrary, inure to the benefit of and bind the legal representatives, heirs, successors and assigns of the parties hereto.	[ "Successors", "Subsidiaries", "Authority", "Compliance With Laws" ]
Adjustments	In the event of any conversion, stock split, stock dividend, recapitalization, reclassification, reorganization, merger, consolidation, spin-off, combination, exchange of shares, liquidation or other similar change in capitalization or event, or any distribution to holders of Common Stock other than a regular cash divi...	[ "Adjustments", "Approvals", "Powers", "Base Salary" ]
Publicity	The Company shall (a) by the Disclosure Time, issue a press release disclosing the material terms of the transactions contemplated hereby, and (b) file a Current Report on Form 8-K, including the Transaction Documents as exhibits thereto, with the Commission within the time required by the Exchange Act. From and after ...	[ "Publicity", "Counterparts", "Authority", "Integration" ]
Disclosures	The Company confirms that neither the Company nor any other Person acting on its behalf has provided the Holder or its agents or counsel with any information that constitutes or could reasonably be expected to constitute material, nonpublic information. The Company understands and confirms that the Holder will rely on ...	[ "Disclosures", "Interpretations", "Anti-Corruption Laws", "Consents" ]
Counterparts	This Warrant may be executed in counterparts, all of which together shall constitute one and the same agreement. Any signature page delivered electronically or by facsimile shall be binding to the same extent as an original signature page with regards to any agreement subject to the terms hereof or any amendment theret...	[ "Counterparts", "Existence", "Waiver Of Jury Trials", "Payments" ]
Survival	It is the express intention and agreement of the parties hereto that the provisions of Sections 6, 7, 8, 10, 11, 12, 13, 15, 16, 17, 19, 20, 21, 23, 24 and 25 hereof and this Section 14 shall survive the termination of employment of the Executive or the termination or expiration of the Employment Period. In addition, a...	[ "Survival", "Venues", "Waiver Of Jury Trials", "Waivers" ]
Closings	The parties shall consummate the transactions contemplated by this Agreement (the “ Closing ”) on the date hereof (such date, the “ Closing Date ”), by the electronic exchange of documents and signatures.	[ "Closings", "Severability", "Withholdings", "Tax Withholdings" ]
Expenses	The Borrower and the Guarantors shall execute and deliver to Agent and Lenders such additional consents and affirmations and other documents (including, without limitation, amendments to the Security Documents) as the Agent may reasonably require, and the Borrower shall pay the cost of any title endorsement or update t...	[ "Expenses", "Indemnity", "No Conflicts", "Existence" ]
Survival	The provisions of this Section 14 shall survive expiration or other termination of this Agreement, regardless of the cause of such termination.	[ "Survival", "Assigns", "Positions", "Taxes" ]
Compliance With Laws	Seller has complied with all applicable city, state, and federal laws, ordinances, regulations, and rules with respect to the conduct of its operations, and has not received any notice or notices (whether written or oral) of violations of any such statutes or regulations which have not been cured.	[ "Compliance With Laws", "Costs", "Amendments", "Jurisdictions" ]
No Conflicts	The execution, delivery and performance by the Asset Representations Reviewer of the transactions contemplated by this Agreement and the performance of the Asset Representations Reviewer’s obligations under this Agreement will not (A) conflict with, or be a breach or default under, any indenture, mortgage, deed of trus...	[ "No Conflicts", "Waiver Of Jury Trials", "Payments", "Publicity" ]
Notices	Any notice to the Company provided for in this Agreement shall be addressed to the Company in care of the General Counsel at the principal office of the Company, and any notice to the Participant shall be addressed to such Participant at the current address shown in the records of the Employer, or to such other address...	[ "Notices", "Approvals", "Anti-Corruption Laws", "Assigns" ]
Entire Agreements	With the exception of the Non-Compete Agreement, this Agreement contains the entire understanding of the parties, and there are no additional promises, representations, assurances, terms or provisions between the parties. This Agreement may not be amended except in writing signed by Employee and a duly authorized offic...	[ "Entire Agreements", "Consents", "Further Assurances", "Authorizations" ]
Counterparts	This Amendment may be executed in any number of counterparts, and by the parties hereto on the same or separate counterparts, and each such counterpart, when executed and delivered, shall be deemed to be an original, but all such counterparts shall together constitute but one and the same Amendment. Delivery of an exec...	[ "Counterparts", "No Conflicts", "Subsidiaries", "Further Assurances" ]
Survival	The Employee’s obligations under this Agreement shall survive the termination of the Employee’s employment with the Company regardless of the manner of, or circumstances surrounding, such termination, and shall be binding upon the Employee’s heirs, executors, administrators and legal representatives.	[ "Survival", "No Conflicts", "Further Assurances", "Assigns" ]
Employment	During the Term, the Company agrees to employ Executive, and Executive agrees to continue his employment with the Company, subject to the provisions of this Agreement. As of the Effective Date (as defined below), this Agreement supersedes and replaces in all respects the Prior Agreement.	[ "Employment", "Cooperation", "Survival", "Specific Performance" ]
Titles	At the time of delivery to the [F.O.B. point], (subject to Subsection 4.2) title to such Products and risk of loss shall pass to Buyer. All freight, insurance, and other shipping expenses, as well as any special packing expense, shall be paid by Buyer. Buyer shall also bear all applicable taxes, duties, and similar cha...	[ "Titles", "Closings", "Litigations", "Governing Laws" ]
Terms	The term of employment under this Agreement shall begin on April 1, 2019, or such earlier date that Employer and Executive shall mutually agree (the “ Effective Date ”), and shall expire on February 28, 2022, unless terminated sooner as provided in this Agreement or unless extended as provided in the next sentence (the...	[ "Terms", "Waivers", "Brokers", "Records" ]
Intellectual Property	Holdings and each of its Restricted Subsidiaries owns beneficially, or has the legal right to use, all United States and foreign patents, patent applications, trademarks, trademark applications, trade names, copyrights, and rights in know-how and trade secrets necessary for each of them to conduct its business as curre...	[ "Intellectual Property", "Governing Laws", "Assigns", "Costs" ]
Counterparts	The Parties are permitted to execute this Agreement in one or more counterparts, each of such counterparts is to be deemed to be an original copy of this Agreement and all of which, when taken together, are to be deemed to constitute one and the same agreement. The exchange of copies of this Agreement and of signature ...	[ "Counterparts", "Base Salary", "Construction", "Death" ]
Governing Laws	The Plan shall be governed and construed in accordance with ERISA and any other applicable federal law and, to the extent not preempted by federal law, the laws of the State of Texas. Except as otherwise mandated by applicable law, exclusive jurisdiction over all disputes and actions arising under, or directly or indir...	[ "Governing Laws", "Enforcements", "No Waivers", "Employment" ]
Change In Control	Notwithstanding anything to the contrary set forth in Section 3(a) hereof, if, within thirty (30) days prior to or twenty four (24) months following the completion of a Change in Control or at any time prior to a Change in Control at the request of a prospective purchaser whose proposed purchase would constitute a Chan...	[ "Change In Control", "Integration", "Further Assurances", "Arbitration" ]
Organizations	Purchaser is an Indiana limited liability company duly organized, and validly existing, under the laws of Indiana and has full power and authority to carry on the business in which it is engaged and to execute and deliver and carry out the transactions contemplated by this Agreement.	[ "Organizations", "Erisa", "Liens", "Subsidiaries" ]
Binding Effects	The Credit Agreement as amended by this Amendment shall be binding upon and inure to the benefit of each of the undersigned and their respective legal representatives, successors and permitted assigns.	[ "Binding Effects", "Amendments", "Erisa", "Duties" ]
Existence	Pledgor shall and shall cause Borrower to preserve and maintain its existence and all of its material rights, privileges and franchises; provided, however, that Pledgor may convert its form of organization or the form of organization of Borrower to the extent expressly permitted by the Loan Agreement and only upon sati...	[ "Existence", "Survival", "Approvals", "No Conflicts" ]
Effective Dates	The rules in Sections 15.6.1 through 15.6.2 are effective for Plan Years beginning after December 31, 2007.	[ "Effective Dates", "Use Of Proceeds", "Amendments", "Change In Control" ]
Counterparts	This Agreement may be executed in several counterparts, each of which shall be deemed to be an original, but both of which together shall constitute one and the same instrument.	[ "Counterparts", "Applicable Laws", "Employment", "Governing Laws" ]
Specific Performance	The Collateral Agent, for itself and on behalf of the Secured Party, acknowledges and agrees that compliance with the confidentiality provisions set forth in Section 3.2(b) is essential, and that Company will suffer immediate and irreparable injury and have no adequate remedy at law, if the Collateral Agent or the Secu...	[ "Specific Performance", "Releases", "Enforceability", "Indemnifications" ]
Remedies	In the event that an actual proceeding is brought in equity to enforce the provisions of Section 5 or this Section 6, the Executive shall not urge as a defense that there is an adequate remedy at law nor shall the Company be prevented from seeking any other remedies which may be available. The Executive agrees that she...	[ "Remedies", "No Defaults", "Authority", "Existence" ]
Authority	The Seller has all requisite corporate power, authority and capacity to carry on its business as it is now being conducted, to execute and deliver this Agreement and to perform all of its obligations hereunder. The Seller has all requisite power and authority to enter into this Agreement, and the agreements to which it...	[ "Authority", "Publicity", "Anti-Corruption Laws", "Existence" ]
Taxes	The REIT and each Subsidiary of the REIT have filed all tax returns (federal, state and local) required to be filed on or before the date of this representation (including any future dates on which this representation is deemed to be made), including all income, franchise, employment, property and sales taxes, and have...	[ "Taxes", "Enforceability", "No Waivers", "Venues" ]
Counterparts	This Agreement may be executed in separate counterparts, any one of which need not contain signatures of more than one party, but both of which taken together will constitute one and the same Agreement.	[ "Counterparts", "Waiver Of Jury Trials", "Effectiveness", "Taxes" ]
Warranties	All representations and warranties made hereunder and in any other Loan Document or other document delivered pursuant hereto or thereto or in connection herewith or therewith shall survive the execution and delivery hereof and thereof. Such representations and warranties have been or will be relied upon by the Administ...	[ "Warranties", "Positions", "Financial Statements", "No Defaults" ]
Disability	The Company may terminate the Executive’s employment if she is disabled and unable to perform the essential functions of the Executive’s then existing position or positions under this Agreement with or without reasonable accommodation for a period of 180 days (which need not be consecutive) in any 12-month period. If a...	[ "Disability", "Successors", "Modifications", "Vacations" ]
Governing Laws	This Amendment shall be governed by and construed in accordance with the laws of the State of Illinois, without regard to principles of conflicts of laws.	[ "Governing Laws", "Warranties", "Closings", "Waivers" ]
Survival	Executive shall not be required to mitigate the amount of any payment provided for under this Agreement by seeking other employment or in any other manner. Notwithstanding anything to the contrary in this Agreement, the termination of Executive’s employment shall not impair the rights or obligations of any Party.	[ "Survival", "No Conflicts", "Modifications", "Books" ]
Confidentiality	The Administrative Agent and the Lenders shall hold confidentially all non-public and proprietary information and all other information designated by the Borrower as confidential, in each case, obtained from the Borrower or its Affiliates pursuant to the requirements of this Agreement in accordance with their customary...	[ "Confidentiality", "Consents", "Applicable Laws", "No Conflicts" ]
Assignments	The Borrower and Administrative Agent may continue to deal solely and directly with the assigning Lender in connection with the interest so assigned to an Eligible Assignee until such time as (i) written notice of such assignment, together with payment instructions, addresses and related information with respect to the...	[ "Assignments", "Enforceability", "Titles", "Modifications" ]
Notices	All notices under this Agreement shall be in writing and shall be deemed effective when delivered in person (with respect to the Bank, to the Bank's Corporate Counsel) or when mailed, if mailed by certified mail, return receipt requested. Notices mailed shall be addressed, in the case of Employee, to his last known res...	[ "Notices", "Authority", "Duties", "Governing Laws" ]
Confidentiality	The parties shall keep the terms and provisions of this Agreement confidential, and shall not disclose or discuss any of the terms of this Agreement to or with other persons or entities except as required by law or in order to enforce the terms of this Agreement, and, as to Employee, to the Employee’s counsel, family, ...	[ "Confidentiality", "Participations", "Governing Laws", "Vesting" ]
Further Assurances	Following the Closing, each of the Parties shall, and shall cause their respective Affiliates to, execute and deliver such additional documents, instruments, conveyances and assurances and take such further actions as may be reasonably required to carry out the provisions hereof and give effect to the Transactions.	[ "Further Assurances", "Counterparts", "Powers", "Submission To Jurisdiction" ]
General	Subject to the terms and conditions set forth herein, the Company may request the issuance of Letters of Credit denominated in Agreed Currencies as the applicant thereof for the support of its or its Subsidiaries’ obligations, in a form reasonably acceptable to the Administrative Agent and the Issuing Bank, at any time...	[ "General", "General", "Remedies", "Use Of Proceeds" ]

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