Split (1)

test · 10k rows

label stringclasses 100 values	text stringlengths 24 6.54k	options listlengths 4 4
Construction	Upon Landlord's receipt of the Approved Construction Drawings and the Permits, Landlord shall proceed with reasonable diligence to cause the Suite Improvements to be “Substantially Completed” in accordance with all terms and conditions set forth in this Work Letter on or before the “Substantial Completion Date” (as suc...	[ "Construction", "Severability", "Definitions", "Governing Laws" ]
Expenses	Borrower shall pay Lender (a) the Facility Fee in the amount of $23,529 (the “Facility Fee”), (b) an amendment fee in the amount of $1,000 (the “Amendment Fee”), and (c) all out-of-pocket expenses.	[ "Expenses", "Interpretations", "Successors", "Enforcements" ]
Counterparts	This letter may be executed (i) in counterparts, each of which shall be an original, with same effect as if the signatures hereto were on the same instrument; and (ii) by facsimile or pdf. The parties agree that such facsimile or pdf signatures shall be deemed original signatures for all purposes.	[ "Counterparts", "Effectiveness", "Submission To Jurisdiction", "Specific Performance" ]
Transactions With Affiliates	No Loan Party will, nor will it permit any Subsidiary to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except (a) transactions that (i) are in the ordinary cour...	[ "Transactions With Affiliates", "Approvals", "Tax Withholdings", "Subsidiaries" ]
Warranties	The Parties make no representations or warranties of any kind or nature, express or implied, at law or in equity, except as expressly set forth in this Agreement or in any certificate executed and delivered pursuant to this Agreement. Each Party hereby expressly negates and disclaims, and will not be liable for, any an...	[ "Warranties", "Transactions With Affiliates", "Sales", "Enforceability" ]
No Waivers	No failure or delay on the part of any party in exercising any right, power, or remedy hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any such right, power, or remedy preclude any other or further exercise thereof or the exercise of any other right, power, or remedy. The remedi...	[ "No Waivers", "Taxes", "Forfeitures", "Payments" ]
Counterparts	This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall be deemed to be one and the same agreement. A signed counterpart of this Agreement delivered by facsimile, e-mail or other means of electronic transmission shall be deemed to have the same legal ef...	[ "Counterparts", "Adjustments", "Effectiveness", "Releases" ]
Disclosures	Upon receipt or delivery by the Company of any notice in accordance with the terms of this Note, unless the Company has in good faith determined that the matters relating to such notice do not constitute material, non-public information relating to the Company or any of its Subsidiaries, the Company shall within one Tr...	[ "Disclosures", "Terms", "Insurances", "Arbitration" ]
Payments	Any payments hereunder shall be made out of the general assets of Teradyne. The Employee shall have the status of general unsecured creditor of Teradyne, and this Agreement constitutes a mere promise by Teradyne to make payments under this Agreement in the future as and to the extent provided herein. Unless otherwise d...	[ "Payments", "Submission To Jurisdiction", "Applicable Laws", "Indemnity" ]
Liens	Borrowers shall not create, incur or permit to exist in favor of any person or entity other than the Bank any mortgage, deed of trust, assignment, security interest or other lien on any of their property now owned or hereafter acquired, other than Permitted Liens.	[ "Liens", "Counterparts", "Successors", "Indemnity" ]
Counterparts	This Forbearance may be executed in any number of counterparts and by different parties hereto on separate counterparts, each of which when so executed and delivered shall be deemed to be an original, but all of which when taken together shall constitute a single instrument. Delivery of an executed counterpart of a sig...	[ "Counterparts", "Severability", "Sanctions", "Liens" ]
Terminations	Any outstanding Loans and other outstanding Obligations (other than contingent indemnification obligations) shall be repaid in full by the Borrower on the Scheduled Maturity Date. Notwithstanding the termination of this Agreement on the latest Scheduled Maturity Date, until all of the Obligations (other than contingent...	[ "Terminations", "Litigations", "Indemnifications", "Transactions With Affiliates" ]
Enforceability	Guarantor hereby acknowledges that: (a) the obligations undertaken by Guarantor in this Guaranty are complex in nature, and (b) numerous possible defenses to the enforceability of these obligations may presently exist and/or may arise hereafter, and (c) as part of Administrative Agent’s and each Lender’s consideration ...	[ "Enforceability", "Participations", "Venues", "Erisa" ]
Employment	You shall be employed as Executive Vice President and President of Trust and Investment Services of the Bank. You shall have the duties and responsibilities that are commensurate with your position and shall also render such other services and duties as may be reasonably assigned you from time to time by the Board of D...	[ "Employment", "Benefits", "Amendments", "No Conflicts" ]
Brokers	Lender has not dealt with any broker or finder with respect to the transactions contemplated by the Loan Documents and Lender has not done any acts, had any negotiations or conversations, or made any agreements or promises which will in any way create or give rise to any obligation or liability for the payment by Borro...	[ "Brokers", "Assignments", "Entire Agreements", "Venues" ]
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", "Consents", "Erisa", "Existence" ]
Counterparts	This Agreement may be executed in one or more counterparts and by scanned computer image (such as pdf), each of which will be deemed to be an original copy of this Agreement.	[ "Counterparts", "Taxes", "Releases", "Survival" ]
Compliance With Laws	By entering into this Agreement, the Participant acknowledges and agrees that the Award and acceptance of the YUM! Stock Appreciation Rights pursuant to this Agreement is voluntary and occasional and does not entitle the Participant to future grants of stock appreciation rights or other awards in the future under the P...	[ "Compliance With Laws", "Waiver Of Jury Trials", "Organizations", "Notices" ]
Governing Laws	THIS AGREEMENT SHALL IN ALL RESPECTS BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO PRINCIPLES OF CONFLICTS OF LAW OTHER THAN SECTION 5-1401 AND SECTION 5-1402 OF THE NEW YORK GENERAL OBLIGATIONS LAW. THIS AGREEMENT IS BEING DELIVERED IN THE STATE OF NEW YORK.	[ "Governing Laws", "Transactions With Affiliates", "Specific Performance", "Litigations" ]
Definitions	Capitalized terms used in this Amendment, to the extent not otherwise defined herein, shall have the same meanings as in the Credit Agreement as amended hereby, and all references to "Sections," "clauses," "Articles," "Exhibits," and "Schedules" are references to the Credit Agreement's sections, clauses, articles, exhi...	[ "Definitions", "Tax Withholdings", "Organizations", "Venues" ]
Releases	Cash Collateral (or the appropriate portion thereof) provided to reduce Fronting Exposure or to secure other obligations shall be released promptly following (i) the elimination of the applicable Fronting Exposure or other obligations giving rise thereto (including by the termination of Defaulting Lender status of the ...	[ "Releases", "Sales", "Existence", "Integration" ]
Further Assurances	The Borrower shall, and shall cause each Guarantor to, do such further things and execute such additional documents (including, without limitation, the perfection of security interest, in after-acquired property) as are reasonably requested by Lenders or the Administrative Agent.	[ "Further Assurances", "Forfeitures", "Insurances", "Authorizations" ]
Construction	All terms and definitions contained herein shall be construed in such a manner that shall give effect to the fullest extent possible to the express or implied intent of the Parties hereby.	[ "Construction", "Arbitration", "Non-Disparagement", "No Defaults" ]
Specific Performance	Each of the Authorized Collateral Agents may demand specific performance of this Agreement. The First Lien Collateral Agent, on behalf of itself and the First Lien Secured Parties, the Second Lien Collateral Agent, on behalf of itself and the Second Lien Secured Parties, and the Third Lien Collateral Agent, on behalf o...	[ "Specific Performance", "No Conflicts", "Compliance With Laws", "Representations" ]
Expenses	The parties hereto acknowledge and agree that JPMCB and the Lenders shall be entitled to reimbursement of expenses as to the extent provided in Section 9.05 of the DIP ABL Credit Agreement.	[ "Expenses", "Qualifications", "Waivers", "Financial Statements" ]
Remedies	Upon the occurrence of a default as set forth in any Loan, the Lender shall have all of the rights and remedies with respect to the Collateral of a secured party under the UCC (whether or not the UCC is in effect in the jurisdiction where the rights and remedies are asserted) and such additional rights and remedies to ...	[ "Remedies", "Base Salary", "Approvals", "Titles" ]
Survival	The representations and warranties contained herein shall survive the execution and delivery of this Agreement, the sale of the Notes and the transfer by the Purchaser of any of the Notes or portion thereof or interest therein and the payment of any Notes, and may be relied upon by any subsequent holder of the Notes, r...	[ "Survival", "Submission To Jurisdiction", "Intellectual Property", "Capitalization" ]
Enforcements	If any attorney is engaged by Lender to enforce or defend any provision of this Guaranty or to collect any sums owed by Guarantor under this Guaranty, with or without the filing of any legal action or proceeding, Guarantor shall pay to Lender, immediately upon demand all attorneys’ fees and costs incurred by Lender in ...	[ "Enforcements", "Specific Performance", "Capitalization", "Base Salary" ]
Benefits	If Employee executes, does not revoke, and complies with his obligations under this Agreement, Employee’s participation in all Company health and welfare benefit plans will terminate effective 11:59 p.m. on INSERT, unless Employee elects to personally make the COBRA payments directly to the vendor. If Employee does not...	[ "Benefits", "Erisa", "Integration", "Payments" ]
Financial Statements	The Administrative Agent shall have received (i) the combined and consolidated balance sheet and statements of operations, changes in members’ equity and partners’ capital and cash flows of the Obligors and their Consolidated Subsidiaries as of and for the fiscal year ended December 31, 2017, reported on by Ernst & You...	[ "Financial Statements", "Cooperation", "Participations", "Assigns" ]
Modifications	The Committee may modify, extend or renew outstanding Options and authorize the grant of new Options in substitution therefor, provided that any such action may not, without the written consent of a Participant, impair any of such Participant’s rights under any Option previously granted. Any outstanding ISO that is mod...	[ "Modifications", "Organizations", "Base Salary", "Modifications" ]
Financial Statements	As of the date hereof, the Company has filed all reports, schedules, forms, statements and other documents required to be filed by it with the SEC pursuant to the reporting requirements of the 1934 Act (all of the foregoing filed prior to the date hereof and all exhibits included therein and financial statements and sc...	[ "Financial Statements", "Interests", "Indemnifications", "Taxes" ]
Expenses	Each party hereto, other than the Holder Representative (whose expenses shall be paid out of funds paid to the Holder Representative under Section 3.5 ) shall bear its own expenses incurred in connection with this Agreement and the transactions herein contemplated whether or not such transactions shall be consummated, ...	[ "Expenses", "Organizations", "Binding Effects", "Tax Withholdings" ]
Governing Laws	The laws of the State of Illinois shall govern the Plan.	[ "Governing Laws", "Participations", "Qualifications", "Consents" ]
Publicity	Lender shall have the right to issue press releases, advertisements and other promotional materials describing the Loan (including the amount and purpose of the Loan) and Lender’s participation in the origination of the Loan or the Loan’s inclusion in any Secondary Market Transaction effectuated or to be effectuated by...	[ "Publicity", "Miscellaneous", "Disclosures", "Adjustments" ]
Existence	The Purchaser is a corporation duly organized, validly existing and in good standing under the laws of the State of Delaware, USA.	[ "Existence", "Taxes", "Vacations", "Litigations" ]
Organizations	Buyer is duly formed, validly existing and in good standing under the laws of the jurisdiction of its formation and has the power and authority to enter into and perform its obligations under this Agreement.	[ "Organizations", "Compliance With Laws", "Interests", "Construction" ]
Representations	The Executive hereby represents and warrants to the Company that (a) the execution, delivery and performance of this Agreement by the Executive do not breach, violate or cause a default under any agreement, contract or instrument to which the Executive is a party or any judgment, order or decree to which the Executive ...	[ "Representations", "Payments", "Change In Control", "Solvency" ]
Headings	Section captions or headings are included herein for convenience purposes only and are not to be construed as an accurate description of the contents therein.	[ "Headings", "Liens", "No Waivers", "Governing Laws" ]
Duties	During the Directorship Term (as defined herein), the Director make reasonable business efforts to attend all Board meetings and quarterly pre-scheduled Board and Management conference calls, serve on appropriate subcommittees as reasonably requested and agreed upon by the Board, make himself available to the Company a...	[ "Duties", "Benefits", "Closings", "Defined Terms" ]
Terminations	Any employee who is a Participant in the Plan and who transfers to a new position not governed by this Plan will be eligible on a pro-rata basis for the applicable period and paid as defined by the Plan. Employees who transfer into the Plan from another plan and/or from one Business Group to another will be subject to ...	[ "Terminations", "Further Assurances", "Effectiveness", "Adjustments" ]
Compliance With Laws	Each Company is in compliance in all material respects with the requirements of all Laws and all orders, writs, injunctions and decrees applicable to it or to its properties, except in such instances in which (a) such requirement of Law or order, writ, injunction or decree is being contested in good faith by appropriat...	[ "Compliance With Laws", "Further Assurances", "Participations", "Payments" ]
No Defaults	The Depositor is not in default in any material respect under or with respect to any of its Contractual Obligations.	[ "No Defaults", "Indemnity", "Death", "Titles" ]
Amendments	No amendment of this Agreement will be effective unless it is in writing and signed by both parties. No waiver of satisfaction of a condition or failure to comply with an obligation under this Agreement will be effective unless it is in writing and signed by the party granting the waiver, and no such waiver will be a w...	[ "Amendments", "Positions", "Disability", "Payments" ]
General	The Company shall indemnify, hold harmless and exonerate, and advance Expenses to, Indemnitee (a) as provided in this Agreement and (b) otherwise to the maximum extent not prohibited by (and not merely to the extent affirmatively permitted by) Maryland law in effect on the Effective Date and as amended from time to tim...	[ "General", "Agreements", "Existence", "Notices" ]
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 this Agreement as an exhibit thereto, with the Commission within the time required by the Exchange Act. From and after the issu...	[ "Publicity", "Interpretations", "Financial Statements", "Terms" ]
Notices	All notices, requests, and demands to or upon the respective parties hereto shall be given in accordance with Section 9.01 of the Credit Agreement.	[ "Notices", "Applicable Laws", "Transactions With Affiliates", "Submission To Jurisdiction" ]
Representations	The representations and warranties of Borrower set forth in Section 5 of the Loan Agreement (after giving effect to this Amendment) are true and correct in all material respects on and as of the date hereof with the same effect as though made on and as of such date, except to the extent such representations and warrant...	[ "Representations", "Costs", "Terminations", "Employment" ]
Assignments	Notwithstanding anything to the contrary in the Agreement, Dealer may not assign any of its rights or duties hereunder without the prior written consent of Counterparty; provided that, notwithstanding the foregoing or anything to the contrary herein or in the Agreement, Dealer may, without the consent of Counterparty, ...	[ "Assignments", "Organizations", "Further Assurances", "Warranties" ]
Use Of Proceeds	The proceeds of the Loan will be used solely for the Borrower’s and the Guarantors’ working capital purposes in the ordinary course; provided that, without the prior written consent of Lender, no proceeds of the Loan shall be used to repay any of Borrower’s Indebtedness under the Senior Loan Document.	[ "Use Of Proceeds", "Financial Statements", "Survival", "General" ]
Approvals	Wherever pursuant to this Agreement (a) Indemnified Parties exercise any right given to it to approve or disapprove, (b) any arrangement or term is to be satisfactory to Indemnified Parties, or (c) any other decision or determination is to be made by Indemnified Parties, the decision of Indemnified Parties to approve o...	[ "Approvals", "Death", "Costs", "Terminations" ]
Consents	Receipt by the Administrative Agent of a written representation from each Borrower that (i) all governmental, shareholder and third party consents and approvals necessary or, in the reasonable opinion of the Administrative Agent, advisable in connection with the transactions contemplated hereby have been received and a...	[ "Consents", "Waiver Of Jury Trials", "Warranties", "Consents" ]
Severability	If any sentence, phrase, paragraph, subparagraph or portion of this Agreement is found to be illegal or unenforceable, such action shall not affect the validity or enforceability of the remaining sentences, phrases, paragraphs, subparagraphs or portions of this Agreement.	[ "Severability", "Books", "Tax Withholdings", "Arbitration" ]
Notices	All notices required to be given by either party to the other shall be in writing. All such notices shall be deemed to have been given upon delivery in person, or upon depositing in the United States mail, by certified mail, return receipt requested, postage prepaid, or by delivery by telefax, facsimile or telegraph, o...	[ "Notices", "Adjustments", "Definitions", "Indemnifications" ]
Terminations	This Agreement may be terminated at any time upon written notice to Consultant by the Company.	[ "Terminations", "Consents", "Records", "Arbitration" ]
Disclosures	Promptly (and in any event, within three business days) upon becoming aware of (a) any actual or potential Conflict of Interest or (b) any lawsuit, claim or arbitration filed against or involving Employee or any trust or vehicle owned or controlled by Employee, in each case, Employee shall disclose such actual or poten...	[ "Disclosures", "Survival", "Integration", "Litigations" ]
Entire Agreements	This Agreement constitutes the entire agreement of the parties with regard to the subject matter hereof, and contains all the covenants, promises, representations, warranties, and agreements between the parties with respect to employment of Executive by Company. Without limiting the scope of the preceding sentence, all...	[ "Entire Agreements", "Taxes", "Indemnity", "Compliance With Laws" ]
Withholdings	The Participant acknowledges and agrees that the Company has the right to deduct from payments of any kind otherwise due to the Participant any federal, state, local, or other taxes of any kind required by law to be withheld with respect to the vesting of the Granted PBRSUs. As of the date on which the Granted PBRSUs v...	[ "Withholdings", "Miscellaneous", "Construction", "Withholdings" ]
No Defaults	No Default or Event of Default exists under or with respect to the Transaction Documents. To Seller’s knowledge, there are no post-Transaction facts or circumstances that have a Material Adverse Effect on any Purchased Asset that Seller has not notified Buyer of in writing.	[ "No Defaults", "Expenses", "Sanctions", "No Conflicts" ]
No Conflicts	The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except for (i) such as have been obtained or made and are in full force and effect and (ii) filings and recordings in respect of the Liens created pursuant to the Security Doc...	[ "No Conflicts", "Modifications", "Cooperation", "Books" ]
Governing Laws	This Agreement and all claims or causes of action (whether in contract or tort) that may be based upon, arise out of or relate to this Agreement or the negotiation, execution or performance of this Agreement (including any claim or cause of action based upon, arising out of or related to any representation or warranty ...	[ "Governing Laws", "Indemnifications", "Powers", "Consents" ]
Representations	Each of the representations and warranties made in respect of the Purchased Assets pursuant to Exhibit V are true, complete and correct, except to the extent set forth in the Requested Exceptions Report attached to the related Confirmation.	[ "Representations", "Submission To Jurisdiction", "Warranties", "Participations" ]
Liens	Each of the Company and each Subsidiary has good record and marketable title in fee simple or the local equivalent thereof to, or valid leasehold interests in, all material real property necessary or used in the ordinary conduct of its business, except for such defects in title as could not, individually or in the aggr...	[ "Liens", "Duties", "Qualifications", "Subsidiaries" ]
Applicable Laws	The Administrative Agent shall be satisfied that Holdings, the Borrowers and their Subsidiaries and the Transactions shall be in full compliance with all material Applicable Law, including Regulations T, U and X of the Board, and shall have received satisfactory evidence of such compliance reasonably requested by them.	[ "Applicable Laws", "Positions", "Entire Agreements", "Death" ]
Terminations	The term of the Partnership shall be perpetual, unless it is dissolved and wound up sooner pursuant to the provisions of Article VIII hereof or otherwise as provided by law.	[ "Terminations", "Non-Disparagement", "Interpretations", "Publicity" ]
Governing Laws	This Agreement shall be governed by and construed in accordance with the laws of the State of Virginia 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", "Definitions", "No Waivers", "Expenses" ]
Interpretations	Each Party to this Agreement acknowledges that they have participated in the negotiation of this Agreement, and that no provision of this Agreement shall be construed against or interpreted to the disadvantage of any party hereto by any court or any government or judicial authority by reason of such person having been ...	[ "Interpretations", "Applicable Laws", "Fees", "Successors" ]
Adjustments	The number of Restricted Stock Units (including electively deferred 409A RSUs) credited to the Grantee shall be subject to adjustment by the Company, in accordance with Section 13 of the Plan, in order to preserve without enlarging the Grantee’s rights with respect to such Restricted Stock Units. Any such adjustment sh...	[ "Adjustments", "Participations", "Brokers", "Death" ]
Entire Agreements	This Agreement (including the Schedules attached hereto) constitutes the entire agreement between the Parties relating to its subject matter, and supersedes all prior and contemporaneous agreements, representations or understandings, either written or oral, between the Parties with respect to such subject matter. There...	[ "Entire Agreements", "Benefits", "Enforceability", "Withholdings" ]
Governing Laws	This Purchase Agreement shall be binding upon the parties hereto, their heirs, executors, successors, and legal representatives. The laws of the State of Delaware shall govern the rights of the parties as to this Agreement.	[ "Governing Laws", "Headings", "Successors", "Powers" ]
Authorizations	The Company has the requisite power and authority to enter into and perform its obligations under this Agreement and each of the other agreements and certificates entered into by the parties hereto in connection with the transactions contemplated by this Agreement (collectively, the “ Purchase and Conversion Documents ...	[ "Authorizations", "Enforceability", "Terms", "Books" ]
Base Salary	Commencing on the Effective Date, the Company shall pay Employee during the Initial Employment Term an annual base salary of $125,000, less ordinary withholdings (the “Annual Base Salary”). Such Annual Base Salary will be payable less ordinary withholdings in accordance with the normal payroll cycle as presently exists...	[ "Base Salary", "Effective Dates", "Definitions", "Terminations" ]
Erisa	(a) At any time, permit any Pension Plan to: (i) engage in any non-exempt “prohibited transaction” (as defined in Section 4975 of the Code); (ii) fail to comply with ERISA or any other applicable Laws; (iii) incur any material “accumulated funding deficiency” (as defined in Section 302 of ERISA); or (iv) terminate in ...	[ "Erisa", "Vacations", "Brokers", "Payments" ]
Use Of Proceeds	The Borrower will, and will cause each Subsidiary to, use the proceeds of the Credit Extensions for domestic working capital purposes. The Borrower will not, nor will it permit any Subsidiary to, use any of the proceeds of the Advances to purchase or carry any “margin stock” (as defined in Regulation U). No Borrower wi...	[ "Use Of Proceeds", "Compliance With Laws", "Representations", "Arbitration" ]
Change In Control	The treatment of the Restricted Shares in the event of a Change in Control (as defined in the Plan), shall be governed by the terms of the Plan.	[ "Change In Control", "Fees", "Notices", "Sales" ]
Waiver Of Jury Trials	EACH PARTY HEREBY WAIVES ITS RIGHTS TO A JURY TRIAL OF ANY CLAIM OR CAUSE OF ACTION BASED UPON OR ARISING OUT OF THIS AGREEMENT, THE SHARES OR THE SUBJECT MATTER HEREOF. THE SCOPE OF THIS WAIVER IS INTENDED TO BE ALL-ENCOMPASSING OF ANY AND ALL DISPUTES THAT MAY BE FILED IN ANY COURT AND THAT RELATE TO THE SUBJECT MATT...	[ "Waiver Of Jury Trials", "No Waivers", "Terms", "Assignments" ]
Headings	The headings or captions of this Agreement are inserted only as a matter of convenience and for reference and in no way define, limit, extend or scope of this Agreement or the intent of any provisions hereof.	[ "Headings", "Fees", "Venues", "Taxes" ]
Insurances	The Company shall maintain, in accordance with relevant Laws of Vietnam, insurance as determined by the Members' Council from time to time to cover the Company's assets, operations and other business activities.	[ "Insurances", "Solvency", "Warranties", "Arbitration" ]
Governing Laws	This Amendment shall be governed by and construed in accordance with the laws of the State of New York (United States of America) without regard to principles of conflict of laws that would specify the use of other laws.	[ "Governing Laws", "Remedies", "Compliance With Laws", "Waivers" ]
Entire Agreements	This Agreement sets forth the entire agreement between the parties hereto, and fully supersedes any and all prior agreements or understandings between the parties hereto pertaining to the subject matter hereof.	[ "Entire Agreements", "Miscellaneous", "Construction", "Death" ]
Headings	Section and other headings contained in this Agreement are for reference purposes only and are not intended to describe, interpret, define or limit the scope or intent of this Agreement or any provision hereof.	[ "Headings", "Interests", "Erisa", "Consents" ]
Waivers	Any provision for the benefit of the Company contained in this Agreement may be waived, either generally or in any particular instance, by the Board of Directors of the Company.	[ "Waivers", "Defined Terms", "Assignments", "Change In Control" ]
Compliance With Laws	The Participant understands that the exercise of the Options under the Plan and the issuance, transfer, assignment, sale, or other dealings of the Shares shall be subject to compliance by the Company, any of its Subsidiaries or any other entity which is a Related Entity and the Participant with all applicable requireme...	[ "Compliance With Laws", "Non-Disparagement", "Benefits", "Governing Laws" ]
Remedies	Upon the occurrence and during the continuance of any Event of Default, with the consent of the Required Lenders, the Administrative Agent may, or upon the request of the Required Lenders, the Administrative Agent shall, enforce against the Guarantors their obligations and liabilities hereunder and exercise such other ...	[ "Remedies", "Successors", "Participations", "Waivers" ]
Waivers	Participant acknowledges that a waiver by the Company of breach of any provision of this Agreement shall not operate or be construed as a waiver of any other provision of this Agreement, or of any subsequent breach by Participant or any other person.	[ "Waivers", "Use Of Proceeds", "Solvency", "Benefits" ]
Binding Effects	This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective legal representatives, heirs, distributees, successors and assigns.	[ "Binding Effects", "Fees", "Death", "General" ]
Further Assurances	(a) Promptly upon request by the Administrative Agent or the Collateral Agent, (i) correct any material defect or error that may be discovered in any Loan Document or in the execution, acknowledgment, filing or recordation thereof, and (ii) do, execute, acknowledge, deliver, record, re-record, file, re-file, register a...	[ "Further Assurances", "Brokers", "Authorizations", "General" ]
Benefits	An Eligible Employee described in Section 4.1 shall be entitled to benefits under Employer-sponsored medical, dental and vision benefit plans, as amended from time to time, through the end of the WARN Notice Period on the same terms and under the same conditions as applied to the Eligible Employee immediately prior to ...	[ "Benefits", "Payments", "Participations", "Warranties" ]
Governing Laws	The Plan shall be construed and interpreted under the laws of the Commonwealth of Virginia.	[ "Governing Laws", "Entire Agreements", "Sales", "Binding Effects" ]
Indemnifications	Consultant will defend, indemnify and hold harmless the Company and its affiliates and their officers, directors, employees, agents, successors and assigns from and against all losses, damages, liabilities, deficiencies, actions, judgments, interest, awards, penalties, fines, costs or expenses of whatever kind (includi...	[ "Indemnifications", "Authorizations", "Change In Control", "Entire Agreements" ]
Enforcements	The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director or officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director or offic...	[ "Enforcements", "Non-Disparagement", "Approvals", "Use Of Proceeds" ]
Insurances	The Company will, and will cause each Significant Guarantor to, maintain, as appropriate, with insurance companies that the Company believes (in the good faith judgment of the management of the Company) are financially sound and responsible at the time the relevant coverage is placed or renewed, insurance in amounts (a...	[ "Insurances", "Closings", "Litigations", "Subsidiaries" ]
Adjustments	Subject to Section 12 of the Plan, the Committee shall make any adjustments in the number or kind of shares of stock or other securities covered by this Agreement, and other terms and provisions, that the Committee shall determine to be equitably required to prevent any dilution or expansion of Grantee’s rights under t...	[ "Adjustments", "Costs", "General", "Agreements" ]
Intellectual Property	You will promptly advise the Company, or any person designated by it, of any Invention that you have made or otherwise contributed to or will make or otherwise contribute to during the course of your employment. You acknowledge that any Invention you have made or will make during the course of your employment has or wi...	[ "Intellectual Property", "Assignments", "Authorizations", "Closings" ]
Governing Laws	This Agreement and the rights of the parties hereunder will be governed by, interpreted, and enforced in accordance with the laws of the State of Delaware, without reference to conflicts of law principles.	[ "Governing Laws", "Capitalization", "Waivers", "Powers" ]
Governing Laws	This Instrument shall be governed by the law of the State of Texas. Borrowers hereby agree to the jurisdiction of and venue in the federal and state couiis of the State of Texas in Harris County, Texas. In the event that any provision of this Instrument, the Note or any of the other Loan Documents conflicts with applic...	[ "Governing Laws", "Construction", "Enforceability", "Waivers" ]
Severability	In case any provision contained in this Agreement 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.	[ "Severability", "Jurisdictions", "No Conflicts", "Definitions" ]
Waivers	A Party’s waiver of any breach or violation of any provision of this Agreement shall not operate as, or be construed to be, a waiver of any later breach of the same or other provision by such Party.	[ "Waivers", "Miscellaneous", "Liens", "Entire Agreements" ]
Definitions	Except as otherwise provided in this Agreement, the defined terms used in this Agreement shall have the same meaning as in the Plan. The term “Committee” shall also include those persons to whom authority has been delegated under the Plan.	[ "Definitions", "Consent To Jurisdiction", "No Conflicts", "Representations" ]
Death	If the Executive’s employment is terminated by reason of the Executive’s death during the Employment Period, this Agreement shall terminate without further obligations to the Executive’s legal representatives under this Agreement, other than (i) the payment of Accrued Obligations (which shall be paid to the Executive’s...	[ "Death", "Tax Withholdings", "Authorizations", "Qualifications" ]

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