Split (1)

test · 10k rows

label stringclasses 100 values	text stringlengths 24 6.54k	options listlengths 4 4
Adjustments	The Administrator may accelerate the vesting of all or a portion of the Restricted Stock Units in such circumstances as it, in its sole discretion, may determine. In addition, upon the occurrence of certain events relating to the Common Stock contemplated by Section 14.2 of the Plan (including, without limitation, an e...	[ "Adjustments", "Survival", "No Waivers", "Remedies" ]
Disclosures	None of the reports, financial statements, certificates or other written information (other than projections, other forward-looking information and information of a general economic or industry specific nature) furnished by or on behalf of the Borrower to the Administrative Agent or any Lender in connection with this A...	[ "Disclosures", "Binding Effects", "Counterparts", "Further Assurances" ]
Terminations	If at any time (i) the aggregate amount of the outstanding Revolving Loans of any Lender exceeds the amount of such Lender’s Commitments, or (ii) the aggregate outstanding amount of the Revolving Loans exceeds the Aggregate Commitment, the Borrower shall immediately make a payment on the Revolving Loans sufficient to e...	[ "Terminations", "Powers", "Compliance With Laws", "Forfeitures" ]
Disclosures	Neither this Agreement nor any of the Loan Documents contains any untrue statement of a material fact or omits to state a material fact necessary in order to make the statements herein or therein not misleading. The Borrower’s confirmation under Section 5.1(o) of the beneficial ownership with respect to any Loan Party ...	[ "Disclosures", "Binding Effects", "Construction", "No Defaults" ]
Waiver Of Jury Trials	Each of the parties agrees that any dispute between the parties shall be resolved only in the courts of the State of Oklahoma or the United States District Court for the Western District of Oklahoma and the appellate courts having jurisdiction of appeals in such courts. In that context, and without limiting the general...	[ "Waiver Of Jury Trials", "No Conflicts", "Taxes", "Litigations" ]
Expenses	The Company will reimburse, promptly upon presentation of invoices within thirty (30) days from the date on which the parties agree upon the final form of Transition Release and Final Release, Executive’s expenses for legal or other advisors incurred in the review and finalization of this Agreement, up to an aggregate ...	[ "Expenses", "No Waivers", "Defined Terms", "Authority" ]
Governing Laws	This Agreement shall be governed by and construed in accordance with the laws of the State of New York without regard to principles of conflicts of laws. Any action brought by either party against the other concerning the transactions contemplated by this Agreement shall be brought only in the state courts of New York ...	[ "Governing Laws", "Litigations", "Agreements", "Qualifications" ]
Governing Laws	The laws of West Virginia shall govern the validity and construction of this agreement and any dispute arising out of or relating to this agreement, without regard to the principles of conflict of laws.	[ "Governing Laws", "Governing Laws", "Venues", "Benefits" ]
Entire Agreements	Except as provided herein, this Agreement contains the entire agreement between Employer and Employee with respect to the subject matter hereof and from and after the Effective Date supersedes and invalidates all previous employment and severance agreements with Employee. No representations, inducements, promises or ag...	[ "Entire Agreements", "General", "Liens", "Subsidiaries" ]
Existence	The Borrower will, and will cause each of its Material Subsidiaries to, do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence in its jurisdiction of organization and the rights, qualifications, licenses, permits, privileges, franchises, governmental authori...	[ "Existence", "Arbitration", "Headings", "Construction" ]
Consents	The Participant (a) acknowledges that the Plan and the prospectus relating thereto are available to the Participant on the website maintained by the Company’s third party stock plan administrator; (b) represents that he or she has read and is familiar with the terms and provisions thereof, has had an opportunity to obt...	[ "Consents", "Transactions With Affiliates", "Records", "Miscellaneous" ]
Waiver Of Jury Trials	EACH PARTY HEREBY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS AGREEMENT OR ANY OTHER TRANSACTION DOCUMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY(WHETHER BASED ON CONTRACT...	[ "Waiver Of Jury Trials", "Base Salary", "Consents", "Organizations" ]
Enforceability	FIS is a validly existing corporation under the laws of Italy; the execution, delivery and performance of this Agreement by FIS (where applicable) has been duly authorized by all requisite corporate action; this Agreement constitutes the legal, valid and binding obligation of FIS, enforceable against FIS in accordance ...	[ "Enforceability", "Applicable Laws", "Indemnity", "Sanctions" ]
Notices	Any notices provided for or permitted by this Agreement shall be in writing and shall be deemed to have been duly given when delivered in person or three (3) days after it is mailed if delivered by registered or certified mail, return receipt requested, postage prepaid, addressed to the party for whom intended at such ...	[ "Notices", "Capitalization", "Amendments", "Representations" ]
Remedies	The Investors’ remedies provided in this Agreement, including, without limitation, the Investors’ remedies provided in Section 9, shall be cumulative and in addition to all other remedies available to the Investors under this Agreement, at law or in equity (including a decree of specific performance and/or other injunc...	[ "Remedies", "Representations", "Change In Control", "Capitalization" ]
Waiver Of Jury Trials	EACH PARTY HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY CLAIM, DEMAND, ACTION OR CAUSE OF ACTION DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS AGREEMENT AND ANY OF THE TRANSACTION AGREEMENTS DELIVERED IN CON...	[ "Waiver Of Jury Trials", "Agreements", "Enforceability", "Applicable Laws" ]
Miscellaneous	This Joinder Agreement is a Loan Document executed in connection with the Credit Agreement. Delivery of an executed counterpart of a signature page of this Joinder Agreement by facsimile or other electronic transmission shall be effective as delivery of a manually executed counterpart of this Joinder Agreement.	[ "Miscellaneous", "Confidentiality", "Sales", "Binding Effects" ]
Indemnity	Borrower shall indemnify, defend and hold harmless Lender from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, claims, costs, expenses and disbursements of any kind or nature whatsoever (including the reasonable fees and disbursements of counsel for Lender in con...	[ "Indemnity", "Capitalization", "Sales", "Existence" ]
Waivers	As a condition to Executive’s right to receive the payments and/or benefits described in Section 2.3(b) and Section 2.6(c), Executive must execute and deliver to the Company, and not revoke (if applicable), a release of all claims in favor of the Company, its affiliates, predecessors, successors, parent companies, subs...	[ "Waivers", "Modifications", "Payments", "Existence" ]
Organizations	The Investor is an entity, duly organized, validly existing and in good standing under the laws of its jurisdiction of organization.	[ "Organizations", "General", "Consent To Jurisdiction", "Capitalization" ]
Entire Agreements	This Agreement represents the entire agreement between Veolia and the Customer related to the Services hereunder, and supersedes all prior or contemporaneous negotiations, proposals, purchase orders, representations or agreements related to the Services, whether written or oral. This Agreement may be amended, altered o...	[ "Entire Agreements", "Death", "Financial Statements", "Organizations" ]
Notices	All notices, requests, deliveries, payments, demands and other communications which are required or permitted to be given under this Agreement shall be in writing and shall be either delivered personally or sent by registered or certified mail, or by private courier, return receipt requested, postage prepaid to the par...	[ "Notices", "Qualifications", "Subsidiaries", "No Defaults" ]
Entire Agreements	This Agreement (together with the Exhibits hereto and the Employee’s indemnification agreement with the Company) constitutes the entire agreement between the Parties and supersedes all prior agreements, understandings and arrangements, oral or written, between the parties hereto with respect to the subject matter hereo...	[ "Entire Agreements", "Books", "Insurances", "Expenses" ]
Fees	With the exception of Base Rate Loans, interest on Loans, Letter of Credit fees, Related Expenses and commitment and other fees and charges hereunder shall be computed on the basis of a year having three hundred sixty (360) days and calculated for the actual number of days elapsed. With respect to Base Rate Loans, inte...	[ "Fees", "Financial Statements", "Representations", "Disability" ]
Change In Control	In the event the Company experiences a Change in Control prior to March 3, 2025, the Shares shall be substituted with an Alternative Award (as defined in the Plan) which shall vest on the earlier of March 3, 2025 or the date the Grantee experiences a “Qualifying Termination” as defined in Section 2(b) above.	[ "Change In Control", "Submission To Jurisdiction", "Waivers", "Waiver Of Jury Trials" ]
Further Assurances	Guarantor at Guarantor’s expense will promptly execute and deliver to Administrative Agent all such other and further documents, agreements, and instruments in compliance with or accomplishment of the agreements of Guarantor under this Guaranty reasonably requested by Administrative Agent, so long as Guarantor’s obliga...	[ "Further Assurances", "Effectiveness", "Submission To Jurisdiction", "Venues" ]
No Defaults	Both prior to and after giving effect to this Amendment, no Default or Event of Default shall have occurred and be continuing on the Effective Date.	[ "No Defaults", "Powers", "Specific Performance", "Duties" ]
Expenses	The Guarantor shall promptly pay to the Guaranteed Parties the amount (as reduced by the amounts paid by the Company) of any and all reasonable out-of-pocket costs and expenses of the Guaranteed Parties (both before and after the execution hereof) in connection with (a) the development, preparation and execution of, an...	[ "Expenses", "Further Assurances", "Employment", "No Defaults" ]
Insurances	The Company will, and will cause its Subsidiaries, as appropriate, to, maintain, with financially sound and reputable insurance companies, insurance in such amounts and against such risks as are customarily maintained by companies engaged in the same or similar businesses operating in the same or similar locations; pro...	[ "Insurances", "Costs", "Closings", "Use Of Proceeds" ]
Disclosures	No report, financial statement, certificate or other information, including in the Lender Presentation and any schedules to the Security Agreement or the Perfection Certificate, furnished in writing by or on behalf of any Loan Party to any Agent Party or any Lender in connection with the transactions contemplated hereb...	[ "Disclosures", "Counterparts", "Entire Agreements", "Modifications" ]
Withholdings	Notwithstanding any other provision in this Agreement, Purchaser shall be entitled to deduct and withhold from the payments to be made pursuant to this Agreement any Taxes required to be deducted and withheld with respect to the making of such payments under the Code, the Treasury Regulations issued thereunder or any o...	[ "Withholdings", "Binding Effects", "Terminations", "Waivers" ]
Arbitration	Subject to, and in accordance with the provisions of Article 3 of the Plan, any dispute or claim arising out of or relating to the Plan, this Agreement or the Notice of Restricted Stock Grant shall be settled by binding arbitration before a single arbitrator in the State of Delaware and in accordance with the Commercia...	[ "Arbitration", "Confidentiality", "Forfeitures", "Insurances" ]
Change In Control	Notwithstanding any other provision herein or in the Plan, if a Change in Control occurs and the Director is a member of the Board immediately prior to such Change in Control, the Award, to the extent then outstanding and unvested, shall become fully vested as of (or, as appropriate to give effect to the acceleration, ...	[ "Change In Control", "Vacations", "Subsidiaries", "Positions" ]
Brokers	The Junior Participant and the Senior Participant represent to each other that no broker was responsible for bringing about this transaction.	[ "Brokers", "Qualifications", "Sanctions", "Enforcements" ]
Capitalization	The authorized capital of the Company consists of: (i) 150,000,000 shares of Common Stock of which, as of the date of this Agreement, (x) 34,787,633 shares are issued and outstanding and (y) 9,454,803 shares are reserved for issuance pursuant to the Company’s stock incentive plan, of which (1) 7,427,956 shares are issu...	[ "Capitalization", "Enforcements", "Costs", "Defined Terms" ]
Binding Effects	This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns.	[ "Binding Effects", "Sanctions", "Specific Performance", "Transactions With Affiliates" ]
Construction	The parties agree that each of them and/or their respective counsel have reviewed and had an opportunity to revise the Transaction Documents and, therefore, the normal rule of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of the...	[ "Construction", "Integration", "Amendments", "Publicity" ]
Governing Laws	This Agreement shall be governed by the laws of the State of Tennessee without regard to any provision (including conflicts of law provisions) which would require the application of the law of any state other than the State of Tennessee. All disputes arising under or in connection with this Agreement shall be determine...	[ "Governing Laws", "Publicity", "Effective Dates", "Jurisdictions" ]
Use Of Proceeds	The Borrower will use the proceeds of the Loans for general corporate purposes of the Borrower and its Subsidiaries, including repayment or refinancing of indebtedness outstanding from time to time, acquisitions, investments and capital expenditures. The Borrower (A) will not request any Advance, and the Borrower shall...	[ "Use Of Proceeds", "Notices", "Releases", "Expenses" ]
Authorizations	All authorizations, consents, approvals and licenses required under applicable law or regulation for the ownership or operation of the property owned or operated by Guarantor, or for the conduct of any business in which it is engaged have been duly issued and are in full force and effect, except in each case to the ext...	[ "Authorizations", "Severability", "Books", "Employment" ]
Base Salary	The Company will pay Executive an annual base salary of $1,000,000, payable in accordance with the Company’s customary payroll practices (“ Base Salary ”). The annual rate of Executive’s Base Salary shall not be increased or decreased during the Term.	[ "Base Salary", "Counterparts", "Integration", "Litigations" ]
Counterparts	This Award Agreement may be executed in counterparts each of which shall be deemed an original and both of which together shall constitute one and the same instrument.	[ "Counterparts", "Records", "Successors", "Terms" ]
Construction	The parties agree that each of them and/or their respective counsel has reviewed and had an opportunity to revise the Transaction Documents and, therefore, the normal rule of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of the ...	[ "Construction", "Assigns", "No Defaults", "Consents" ]
Compliance With Laws	The Borrower and its Subsidiaries have complied with all applicable statutes, rules, regulations, orders and restrictions of any Governmental Authority having jurisdiction over the conduct of their respective businesses or the ownership of their respective Property, except for any failure to comply with any of the fore...	[ "Compliance With Laws", "Survival", "Non-Disparagement", "Organizations" ]
Disclosures	As of the Effective Date, neither (a) the Lender Presentation nor (b) any of the other reports, financial statements, certificates or other written information furnished by or on behalf of any Loan Party to the Administrative Agent or any Lender in connection with the negotiation of any Loan Document or delivered there...	[ "Disclosures", "Submission To Jurisdiction", "Venues", "Organizations" ]
Severability	If any term, provision, covenant or restriction of this Agreement is held by a court of competent jurisdiction to be invalid, illegal, void or unenforceable, the remainder of the terms, provisions, covenants and restrictions set forth herein shall remain in full force and effect and shall in no way be affected, impaire...	[ "Severability", "Assignments", "Entire Agreements", "Submission To Jurisdiction" ]
Compliance With Laws	The Award and the obligation of the Company to deliver the Settlement Shares subject to the Award are subject to compliance with all applicable laws, rules and regulations, to receipt of any approvals by any government or regulatory agency as may be required, and to any determinations the Company may make regarding the...	[ "Compliance With Laws", "Binding Effects", "Brokers", "No Defaults" ]
Waivers	No waiver by either party of any breach or non-performance of any provision or obligation of this Agreement shall be deemed to be a waiver of any preceding or succeeding breach of the same or any other provision of this Agreement.	[ "Waivers", "Indemnifications", "Indemnity", "Construction" ]
Death	In the event of the termination of the Employee’s employment with the Company prior to the Maturity Date due to death, the Employee’s pro rata portion of the Award (if any) determined to have been earned out pursuant to Section 4(a) herein shall be delivered to the beneficiary designated by the Employee (or if the Empl...	[ "Death", "Jurisdictions", "Intellectual Property", "Binding Effects" ]
Survival	Each party’s obligations under this Section 3.6 shall survive the resignation or replacement of the Administrative Agent or any assignment of rights by, or the replacement of, a Lender and the Termination Date.	[ "Survival", "Adjustments", "Survival", "Arbitration" ]
Specific Performance	The Parties agree that irreparable damage for which monetary relief, even if available, would not be an adequate remedy, would occur in the event that any provision of this Agreement is not performed in accordance with its specific terms or is otherwise breached, including if the Parties fail to take any action require...	[ "Specific Performance", "No Waivers", "Liens", "Base Salary" ]
Taxes	All taxes, governmental assessments, insurance premiums, water, sewer and municipal charges, leasehold payments and ground rents relating to the Mortgage Loans that were due prior to the applicable Sale Date or Transfer Date, as applicable, have been timely paid by the Seller or a Prior Servicer in compliance with Appl...	[ "Taxes", "Releases", "Insurances", "Terms" ]
Taxes	Seller will be responsible for all sales, use, excise, services and other similar taxes, levies and charges not otherwise included in the Overland Charges (other than taxes based, in whole or in part, on the net income, profits or employees of Overland) imposed by applicable law on the provision of Services to Seller h...	[ "Taxes", "Sanctions", "Assignments", "Interpretations" ]
Taxes	Each of the Parent Borrower and its Restricted Subsidiaries has timely filed (including any available extension) or caused to be filed all Tax returns and reports required to have been filed and has paid or caused to be paid all Taxes required to have been paid by it, except (a) Taxes that are being contested in good f...	[ "Taxes", "Insurances", "Entire Agreements", "Enforcements" ]
Confidentiality	The Executive acknowledges that in the course of his employment with the Company, he has acquired non‑public privileged or confidential information and trade secrets concerning the operations, future plans and methods of doing business (“ Proprietary Information ”) of Sempra Energy and its Affiliates; and the Executive...	[ "Confidentiality", "Waiver Of Jury Trials", "Further Assurances", "Fees" ]
Financial Statements	Each of the most recent unaudited quarterly and audited annual financial statements filed by Parent with the SEC or provided to the Lenders fairly present in all material respects the financial condition, results of operations and changes in financial position of the Borrower and its Restricted Subsidiaries as of their...	[ "Financial Statements", "Disclosures", "Effective Dates", "Confidentiality" ]
Governing Laws	To the extent not preempted by ERISA, the laws of the State of Delaware shall govern the construction and administration of the Plan.	[ "Governing Laws", "Death", "Warranties", "Defined Terms" ]
Counterparts	This Agreement may be executed in one or more counterparts, each of which shall be deemed an original and all of which shall be taken together and deemed to be one instrument.	[ "Counterparts", "No Conflicts", "Successors", "Terminations" ]
Binding Effects	This Option Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective heirs, executors, administrators, successors and assigns.	[ "Binding Effects", "Participations", "Notices", "Base Salary" ]
Waiver Of Jury Trials	EACH OF THE PARTIES HERETO HEREBY IRREVOCABLY WAIVES ALL RIGHT TO TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM (WHETHER BASED ON CONTRACT, TORT, OR OTHERWISE) ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE ACTIONS OF ANY PARTY IN NEGOTIATION, ADMINISTRATION, PERFORMANCE OR ENFORCEMENT HEREOF.	[ "Waiver Of Jury Trials", "Records", "Defined Terms", "Brokers" ]
Notices	Any and all notices or other communications or deliveries to be provided by the Holder hereunder, including, without limitation, any Notice of Conversion, shall be in writing and delivered personally, by email, by facsimile, or sent by a nationally recognized overnight courier service, addressed to the Company, at the ...	[ "Notices", "Change In Control", "Survival", "Authorizations" ]
Approvals	Except to the extent that another time period is expressly herein set forth, Tenant shall respond to any request from Landlord, Landlord’s architect, Landlord’s contractor and/or Landlord’s Construction Representative for approvals or information in connection with Landlord’s Work, within two (2) business days of Tenan...	[ "Approvals", "Liens", "Tax Withholdings", "Arbitration" ]
Disclosures	Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company confirms that neither it nor any other Person acting on its behalf has provided any of the Purchasers or their agents or counsel with any information that it believes constitutes or might ...	[ "Disclosures", "Qualifications", "Vesting", "Counterparts" ]
Tax Withholdings	To the extent that the receipt, vesting or settlement of this Award results in compensation income or wages to the Participant for federal, state, local and/or foreign tax purposes, the Participant shall make arrangements satisfactory to the Company for the satisfaction of obligations for the payment of withholding tax...	[ "Tax Withholdings", "Releases", "Employment", "Positions" ]
Releases	Any termination under Subsection 4(b) by the Company for Disability or Subsection 4(c) for Due Cause or by the Executive for Good Reason under Subsection 4(e) or by the Company or the Executive within twelve (12) months after a Change in Control under Subsection 4(f) or by the Executive by Voluntary Termination under S...	[ "Releases", "Erisa", "No Conflicts", "Anti-Corruption Laws" ]
Miscellaneous	This Agreement (a) shall be construed in accordance with the internal laws (but not the laws of conflicts) of the State of Idaho, to the extent not preempted by federal law, (b) may be executed in multiple counterparts (including by facsimile or electronic transmission), all of which taken together shall constitute one...	[ "Miscellaneous", "Insurances", "Notices", "Publicity" ]
Assignments	Neither the Company nor the Executive may make any assignment of this Agreement or any interest herein, by operation of law or otherwise, without the prior written consent of the other; provided, however, that the Company may assign its rights and obligations under this Agreement without the consent of the Executive in...	[ "Assignments", "Brokers", "Costs", "Amendments" ]
Indemnifications	The Company agrees to indemnify the Director for his activities as a member of the Board to the fullest extent permitted under applicable law and shall use its best efforts to maintain Directors and Officers Insurance benefitting the Board. The Company will use is best efforts to obtain a $10,000,000 D&O Policy to cove...	[ "Indemnifications", "Warranties", "Change In Control", "Specific Performance" ]
Payments	All amounts due under this Section shall be payable not later than ten Business Days after demand therefor.	[ "Payments", "Insurances", "Closings", "Fees" ]
Successors	This Agreement and all the terms and provisions hereof shall be binding upon and shall inure to the benefit of the parties hereto and their respective legal representatives, heirs and successors, except as expressly herein otherwise provided.	[ "Successors", "Integration", "Tax Withholdings", "Indemnity" ]
Withholdings	All payments (or transfers of property) to the Executive will be subject to tax withholding to the extent required by applicable law.	[ "Withholdings", "Disclosures", "Liens", "Jurisdictions" ]
Terminations	For purposes of the Plan, Termination means a Participant ceasing to be a member of the Board for any reason, including resignation, removal, or failure to be re-elected. A Participant who ceases to be an Outside Director, but is still a member of the Board, shall not have incurred a Termination. Notwithstanding the fo...	[ "Terminations", "Forfeitures", "Publicity", "Books" ]
Use Of Proceeds	Use the proceeds of the Loans only for the purposes set forth in this Agreement.	[ "Use Of Proceeds", "Powers", "No Conflicts", "Capitalization" ]
Successors	This Agreement shall be binding upon, and inure to the benefit of, the parties hereto and their respective heirs, representatives and successors.	[ "Successors", "Closings", "Survival", "Qualifications" ]
Survival	It is the express intention and agreement of the parties that the provisions of Section 5 shall survive the termination of this Agreement, and that the provisions of Section 6 shall survive for two (2) years following the termination of this Agreement.	[ "Survival", "Organizations", "Consent To Jurisdiction", "Further Assurances" ]
Releases	In consideration of the waivers contained herein, each of the Loan Parties hereby waives and releases the Lenders, the Administrative Agent, the Swingline Lender and the Issuing Bank from any and all claims and defenses, known or unknown, existing on the date hereof with respect to the Credit Agreement and the other Lo...	[ "Releases", "Non-Disparagement", "Effective Dates", "Vesting" ]
Assignments	This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their permitted successors and assigns. No party to this Guarantee may assign or delegate, by operation of Law or otherwise, all or any portion of its rights or liabilities under this Guarantee without the prior written consen...	[ "Assignments", "Transactions With Affiliates", "Amendments", "Vacations" ]
Change In Control	In the event of Change in Control, if this Award is assumed by the purchaser or surviving entity or is equitably converted or substituted, in each case in connection with a Change in Control, the Award will continue to vest in accordance with its terms unless within two years after such Change of Control, the Participa...	[ "Change In Control", "Defined Terms", "Interpretations", "Consents" ]
No Waivers	The execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of Lenders, nor constitute a waiver of any provision of any Credit Document or any other documents, instruments and agreements executed or delivered in connection with any of the foregoing. Nothing he...	[ "No Waivers", "Positions", "Qualifications", "Enforceability" ]
Remedies	In the event of a breach or threatened breach by the Executive of any of the provisions of this Agreement, the Executive hereby consents and agrees that the Company shall be entitled, in addition to other available remedies, to a temporary or permanent injunction or other equitable relief against such breach or threate...	[ "Remedies", "Authority", "Payments", "General" ]
Change In Control	Notwithstanding Section 3 of the Agreement, in the event of a corporate transaction or a Change in Control as set forth in Section 2.11 of the Plan, adjustments to the terms and conditions of the PSUs or underlying Shares may be made only in accordance with the Plan and the Agreement, in which cases the PSUs may no lon...	[ "Change In Control", "Binding Effects", "Base Salary", "Vacations" ]
Authority	Each of the Lenders hereby irrevocably appoints the Administrative Agent as its agent and authorizes the Administrative Agent to take such actions on its behalf and to exercise such powers as are delegated to the Administrative Agent by the terms hereof, together with such actions and powers as are reasonably incidenta...	[ "Authority", "Survival", "Expenses", "Consent To Jurisdiction" ]
Terminations	The Executive’s election to resign for Good Reason shall be effective as of the Termination date, at which time (i) the Executive’s Role as an employee of the Company shall cease, and (ii) the Executive shall return to the Company all Company property, materials and Confidential Information in the Executive’s possessio...	[ "Terminations", "Agreements", "Terminations", "Submission To Jurisdiction" ]
Governing Laws	This Agreement shall be construed and interpreted in accordance with the internal laws of the State of Delaware without regard to the principles of conflicts of law thereof, or principles of conflicts of laws of any other jurisdiction that could cause the application of the laws of any jurisdiction other than the State...	[ "Governing Laws", "Publicity", "Binding Effects", "Consent To Jurisdiction" ]
Death	In the event your employment is terminated because of your death, all of the unvested Stock Units that are outstanding as of the date of your death will fully vest and will be distributed as described in Section II.B.4.	[ "Death", "Tax Withholdings", "Waivers", "Base Salary" ]
Entire Agreements	The Plan, the Grant Notice and this Agreement 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. All prior negotiations and agreements between the parties with respect to the subje...	[ "Entire Agreements", "Governing Laws", "Interpretations", "Arbitration" ]
Headings	The titles and headings of Sections and paragraphs are included for convenience of reference only and are not to be considered in construction of the provisions hereof.	[ "Headings", "Cooperation", "Non-Disparagement", "Publicity" ]
Closings	The closing of the transactions contemplated by this Agreement (the “ Closing ”) shall occur on the Closing Date at such location as may be agreed to by the parties (including via exchange of electronic signatures). On the Closing Date, the Company shall issue the Warrant to the Buyer.	[ "Closings", "No Waivers", "Headings", "No Defaults" ]
Terms	Subject to the terms hereof and contingent on the successful consummation of the Arsanis Merger, Executive’s employment hereunder shall become effective on March 13, 2019 (the “Commencement Date”) and shall continue until terminated hereunder by either party (such term of employment shall be referred to herein as the “...	[ "Terms", "Authorizations", "Interpretations", "Releases" ]
Capitalization	As of the date hereof, the authorized capital stock of the Company, and shares issued and outstanding, is as set forth in the Company’s most recent periodic report filed with the SEC. Except as disclosed in the SEC Documents, no shares are reserved for issuance pursuant to the Company’s stock option plans, no shares ar...	[ "Capitalization", "Specific Performance", "Representations", "Venues" ]
Severability	If any provision of this Agreement or the other Loan Documents is held to be illegal, invalid or unenforceable, (a) the legality, validity and enforceability of the remaining provisions of this Agreement and the other Loan Documents shall not be affected or impaired thereby and (b) the parties shall endeavor in good fa...	[ "Severability", "Arbitration", "Erisa", "Enforceability" ]
Counterparts	This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute but one and the same instrument.	[ "Counterparts", "Specific Performance", "Insurances", "Employment" ]
Venues	Venue of any dispute arising out of, in connection with or in any way related to this Agreement shall be in a state district court of competent jurisdiction in Dallas County, Texas, or the United States District Court for the Northern District of Texas. Executive consents to personal jurisdiction of the state district ...	[ "Venues", "Defined Terms", "Waiver Of Jury Trials", "Erisa" ]
Adjustments	In the event of any stock split, reverse stock split, stock dividend or other change set forth in Section 6.1.1 of the Plan, the number of Shares covered by this Option and the exercise price of this Option shall be appropriately adjusted for any such stock split, reverse stock split or stock dividend; provided, that t...	[ "Adjustments", "Non-Disparagement", "Employment", "Counterparts" ]
Interpretations	The interpretation and construction of any terms or conditions of the Plan or this UK RSU Award Agreement by the Compensation Committee shall be final and conclusive.	[ "Interpretations", "Jurisdictions", "No Waivers", "Enforceability" ]
Benefits	During the Employment Term, the Executive shall, subject to and in accordance with the terms and conditions of the applicable plan documents in force from time to time and all applicable laws, be eligible to participate in all of the employee benefit, fringe and perquisite plans, practices, policies and arrangements th...	[ "Benefits", "Submission To Jurisdiction", "Anti-Corruption Laws", "Interests" ]
Terms	The term of this Agreement shall commence on the Effective Date and shall continue for a period of years thereafter subject to earlier termination as set forth in Article 7 hereof (the “ Term ”). After the expiration of the initial five (5) year Term, the Term shall be automatically extended for consecutive periods of...	[ "Terms", "Costs", "Releases", "Books" ]
Governing Laws	This is a Massachusetts contract and shall be construed and enforced under and be governed in all respects by the laws of the Commonwealth of Massachusetts, without regard to the conflict of laws principles thereof.	[ "Governing Laws", "Arbitration", "Assignments", "Waiver Of Jury Trials" ]
Notices	Any notice to the Company provided for in this Agreement will be addressed to it in care of its Secretary, TechnipFMC plc, 11740 Katy Freeway, Houston, Texas 77079, and any notice to the Participant (or other person entitled to receive the PSUs) will be addressed to such person at the Participant’s address now on file ...	[ "Notices", "Intellectual Property", "Capitalization", "Authorizations" ]
Survival	The provisions of Sections 5, 6 and this Section 17 shall survive the termination of this Agreement and the Executive’s termination of employment with the Employers.	[ "Survival", "Capitalization", "Authority", "Venues" ]

Subsets and Splits

No community queries yet

The top public SQL queries from the community will appear here once available.