id
stringlengths 1
4
| instruction
stringclasses 1
value | instances
list | is_classification
bool 1
class |
|---|---|---|---|
5998
|
what kind of clause is following
|
[
{
"input": "Notwithstanding anything to the contrary, the Company shall have the absolute right to redeem this Note and prohibit conversion, and sever its relationship with Investor at any time, if the Company determines in its sole discretion that its relationship with Investor may jeopardize its state, federal, or other licenses, or otherwise jeopardize its ability to conduct business.",
"output": "suitability"
}
] | false |
5532
|
what kind of clause is following
|
[
{
"input": "The Borrower shall have the right to prepay any amount hereunder at any time and from time to time, in whole or in part; subject, however, to payment of any break funding indemnification amounts owing pursuant to paragraph 6 below.",
"output": "prepayments"
}
] | false |
1170
|
what kind of clause is following
|
[
{
"input": "(i) The Company shall pay to the Arranger and the Administrative Agent for their own respective accounts, in Dollars, fees in the amounts and at the times specified in each Fee Letter. Such fees shall be fully earned when paid and shall not be refundable for any reason whatsoever.",
"output": "other fees"
}
] | false |
5419
|
what kind of clause is following
|
[
{
"input": "Stock Options shall become exercisable at such time or times, whether or not in installments, as shall be determined by the Administrator at or after the grant date. Except in the case of retirement, death, disability or a Change of Control, each Stock Option shall be subject to a minimum vesting period of at least one year. An optionee shall have the rights of a stockholder only as to shares acquired upon the exercise of a Stock Option and not as to unexercised Stock Options.",
"output": "exercisability"
}
] | false |
911
|
what kind of clause is following
|
[
{
"input": "This Agreement may be executed in one or more counterparts, and signature pages may be delivered by facsimile or electronic mail, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.",
"output": "facsimiles"
}
] | false |
7660
|
what kind of clause is following
|
[
{
"input": "The Forbearing Parties have not waived, are not by this Agreement waiving, and have no intention of waiving, any Specified Breach, the Specified Termination Events, any other breach of any Transaction Document or any Termination Events which may be continuing on the date hereof or any breach of any Transaction Document or any Termination Events which may occur after the date hereof (whether the same or similar to the Specified Breaches or the Specified Termination Events or otherwise).",
"output": "reservation of rights"
}
] | false |
6717
|
what kind of clause is following
|
[
{
"input": "No waiver of any provision or consent to any action shall constitute a waiver of any other provision or consent to any other action, whether or not similar. No waiver or consent shall constitute a continuing waiver or consent or commit a party to provide a waiver in the future except to the extent specifically set forth in writing.",
"output": "no waivers"
}
] | false |
8432
|
what kind of clause is following
|
[
{
"input": "Except as set forth on Schedule 4.25 , 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 based upon arrangements made by or on behalf of Seller.",
"output": "brokers"
}
] | false |
7350
|
what kind of clause is following
|
[
{
"input": "Nothing in this Agreement shall be construed to give to any Person other than the Company, the Warrant Agent and the registered Holders (who are express third party beneficiaries of this Agreement) any legal or equitable right, remedy or claim under this Agreement, and this Agreement shall be for the sole and exclusive benefit of the Company, the Warrant Agent and the registered Holders.",
"output": "benefits of this agreement"
}
] | false |
4715
|
what kind of clause is following
|
[
{
"input": "Senior Agent has the right to seek specific performance of this Agreement and the Junior Creditor hereby irrevocably waives any defense based on the adequacy of a remedy at law to bar the remedy of specific performance in any action which may be brought by the Senior Agent or any other Senior Secured Party.",
"output": "specific performance"
}
] | false |
6063
|
what kind of clause is following
|
[
{
"input": "This IP Security Agreement has been entered into in conjunction with the provisions of the Security Agreement. Each Grantor does hereby acknowledge and confirm that the grant of the security interest hereunder to, and the rights and remedies of, the Collateral Agent with respect to the Collateral are more fully set forth in the Security Agreement, the terms and provisions of which are incorporated herein by reference as if fully set forth herein.",
"output": "rights"
}
] | false |
4705
|
what kind of clause is following
|
[
{
"input": "Mortgagor will pay the Debt at the time and in the manner provided in the Loan Agreement, the Note and this Mortgage.",
"output": "payment of debts"
}
] | false |
6602
|
what kind of clause is following
|
[
{
"input": "By accepting this Award, the Participant agrees to comply with applicable Brazilian laws and pay any and all applicable taxes associated with the issuance of Shares upon exercise of the Options, the subsequent sale of Shares obtained pursuant to the Options, and the receipt of any dividends.",
"output": "compliance with laws"
}
] | false |
4922
|
what kind of clause is following
|
[
{
"input": "Seller acknowledges and agrees that neither Issuer nor any other Person offered to sell the Par Pacific Shares to it by means of any form of general solicitation or advertising. Seller further acknowledges and agrees that it was solicited or became aware of the investment in Par Pacific Shares through direct contact with Issuer or its agents outside of any public offering effort.",
"output": "no general solicitation"
}
] | false |
7332
|
what kind of clause is following
|
[
{
"input": "There are no grievances, disputes or controversies with any union or other organization of the Borrower’s or any Restricted Subsidiary’s employees, or, to the Borrower’s knowledge, any threatened strikes, work stoppages or demands for collective bargaining, except, in each case, as would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.",
"output": "labor relations"
}
] | false |
4264
|
what kind of clause is following
|
[
{
"input": "No Credit Party shall, nor shall it permit any of its Subsidiaries to, amend or permit any amendments to (a) its Organizational Documents or (b) any Healthland Acquisition Document, if such amendment could reasonably be expected to be materially adverse to the Lenders or any Agent.",
"output": "material agreements"
}
] | false |
2482
|
what kind of clause is following
|
[
{
"input": "This Agreement shall be governed by the laws of the state of Minnesota and is performable in Hennepin County, Bloomington, Minnesota. Venue for any action brought against Stewart under this Agreement shall be exclusively in a court of competent jurisdiction in Harris County, Texas. Venue for any action brought against Employee under this Agreement shall be exclusively within the State of the Employee’s residence in a court of competent jurisdiction.",
"output": "governing laws"
}
] | false |
6188
|
what kind of clause is following
|
[
{
"input": "Time is of the essence in connection with all obligations of Guarantor hereunder.",
"output": "time is of the essence"
}
] | false |
4861
|
what kind of clause is following
|
[
{
"input": "All indemnification payments made under this Agreement shall be treated by the parties as an adjustment to the Purchase Price for tax purposes, unless otherwise required by law, rule or regulation.",
"output": "indemnification payments"
}
] | false |
6495
|
what kind of clause is following
|
[
{
"input": "Provide Lender with not fewer than thirty (30) days written notice prior to any proposed change of name or the creation of any subsidiary (subject to the prohibition on creation of subsidiaries in Section 10.15 below) and, in the case of such new subsidiary, cause such subsidiary, promptly upon request of Lender, to become a guarantor of all of the Obligations and grant to Lender a security interest in all of such subsidiary’s assets, as security for such guarantee.",
"output": "name changes"
}
] | false |
1181
|
what kind of clause is following
|
[
{
"input": "This Separation Agreement may be executed in one or more counterparts, each of which when so executed shall be deemed to be an original, and all such counterparts together shall constitute but one and the same instrument. Your signature below reflects your understanding of, and agreement to, the terms and conditions set forth above.",
"output": "execution"
}
] | false |
5140
|
what kind of clause is following
|
[
{
"input": "The Company will acquire 100% of the Shares and all preexisting assets and with all preexisting liabilities.",
"output": "acquisitions"
}
] | false |
381
|
what kind of clause is following
|
[
{
"input": "The Board shall obtain shareholder approval of any Plan amendment to the extent necessary and desirable to comply with Applicable Laws.",
"output": "shareholder approvals"
}
] | false |
4133
|
what kind of clause is following
|
[
{
"input": "The Registered Holder is an “accredited investor” as defined in Rule 501(a) under the Securities Act of 1933, as amended (the “Act”). The Registered Holder has provided such information or documentation, if any, reasonably requested by the Company in connection with the Company’s verification of the Registered Holder’s status as an accredited investor.",
"output": "accredited investors"
}
] | false |
1580
|
what kind of clause is following
|
[
{
"input": "If either party retains an attorney to enforce this Agreement, then the party prevailing in litigation is entitled to recover reasonable attorney’s fees and court and other costs.",
"output": "attorney’s fees"
}
] | false |
8083
|
what kind of clause is following
|
[
{
"input": "The Grantee shall have the right to respond, or to direct the response, with respect to the related shares of Restricted Stock, to any tender offer, exchange offer, cash/stock merger consideration election or other offer made to, or elections made by, the holders of shares of Common Stock of the Company.",
"output": "tender offers"
}
] | false |
1817
|
what kind of clause is following
|
[
{
"input": "THIS AGREEMENT SHALL BE SUBJECT TO THE PROVISIONS REGARDING CHOICE OF LAW AND VENUE, JURY TRIAL WAIVER, AND JUDICIAL REFERENCE SET FORTH IN SECTION 12 OF THE CREDIT AGREEMENT, AND SUCH PROVISIONS ARE INCORPORATED HEREIN BY THIS REFERENCE, MUTATIS MUTANDIS .",
"output": "jury trial waiver"
}
] | false |
860
|
what kind of clause is following
|
[
{
"input": "In consideration for the license granted in Section 1 above, Licensee shall pay Licensor a one-time license fee in the amount of US$** (the \" License Fee \") for up to 1.6 million end-user licenses. The License Fee includes payment for the performance of the professional services detailed in Section 3 above, including installation of the Licensed Software on Licensee’s platform.",
"output": "license fees"
}
] | false |
1114
|
what kind of clause is following
|
[
{
"input": "The Company may terminate the Employee ’ s employment hereunder without Cause during the Employment Period in accordance with Section 8.",
"output": "termination without cause"
}
] | false |
1610
|
what kind of clause is following
|
[
{
"input": "This Amendment may not be amended nor may any provision hereof be waived except pursuant to a writing signed by each of the parties hereto.",
"output": "modifications"
}
] | false |
8131
|
what kind of clause is following
|
[
{
"input": "Permit the Fixed Charge Coverage Ratio as of the last day of any fiscal quarter, beginning with the fiscal quarter ending September 30, 2015 to be less than 2.00 to 1.00.",
"output": "minimum fixed charge coverage ratio"
}
] | false |
8490
|
what kind of clause is following
|
[
{
"input": "This Ninth Amendment may be executed by one or more of the parties hereto in any number of separate counterparts, and all of such counterparts taken together shall be deemed to constitute one and the same instrument. Delivery of this Ninth Amendment by electronic transmission shall be effective as delivery of a manually executed counterpart hereof.",
"output": "counterparts"
}
] | false |
6398
|
what kind of clause is following
|
[
{
"input": "The Servicer has the power and authority to execute and deliver this Agreement and the other Basic Documents to which it is a party and to carry out their respective terms; and the execution, delivery and performance of this Agreement and the other Basic Documents to which it is a party have been duly authorized by the Servicer by all necessary corporate action.",
"output": "authority"
}
] | false |
838
|
what kind of clause is following
|
[
{
"input": "This Agreement shall become effective upon the Listing Date.",
"output": "effectiveness"
}
] | false |
615
|
what kind of clause is following
|
[
{
"input": "The Company shall pay to the Employee a salary at the rate in effect for Employee at the date of this Agreement. Such salary is to be payable in installments in accordance with the payroll policies of the Company in effect from time to time during the term of this Agreement. The Company may (but is not required to) make such upward adjustments to the Employee's salary as it deems appropriate from time to time.",
"output": "salary"
}
] | false |
1419
|
what kind of clause is following
|
[
{
"input": "The Article and Section headings in this Agreement are for the convenience of reference only and do not constitute a part of this Agreement and shall not be deemed to limit or affect any of the provisions hereof.",
"output": "headings"
}
] | false |
5093
|
what kind of clause is following
|
[
{
"input": "This Subscription Agreement shall be governed by and construed in accordance with the laws of the State of Maryland.",
"output": "governing laws"
}
] | false |
5890
|
what kind of clause is following
|
[
{
"input": "To take any other action which Landlord deems reasonable in connection with the operation, maintenance, or preservation of the Building.",
"output": "other actions"
}
] | false |
712
|
what kind of clause is following
|
[
{
"input": "After any Units vest pursuant to Section 3 of this Agreement, the Company shall, as soon as practicable (but in any event within the period specified in Treas.",
"output": "settlement of units"
}
] | false |
3756
|
what kind of clause is following
|
[
{
"input": "Such Purchaser is acquiring the Securities and the Warrant Shares in the ordinary course of its business.",
"output": "understandings or arrangements"
}
] | false |
7734
|
what kind of clause is following
|
[
{
"input": "The Put Option shall have been exercised in accordance with Section 2.2 ; provided , that the Put Option shall automatically and irrevocably be deemed to have been exercised by the Company in accordance with Section 2.2 , without the need for delivery of a written notice or the taking of any further action by the Company or any other Person.",
"output": "put option"
}
] | false |
6489
|
what kind of clause is following
|
[
{
"input": "The Employee shall not be required to mitigate the amount of any payment provided for hereunder by seeking other employment or otherwise, nor shall the amount of any payment provided for hereunder be reduced by any compensation earned by the Employee as the result of employment by another employer after the date of termination of employment by the Company (other than as described above in Section 9(c)(ii) and Section 9(d)(ii)).",
"output": "no mitigation"
}
] | false |
1747
|
what kind of clause is following
|
[
{
"input": "HOLDER hereby assigns, transfers and conveys all of its right, title and interest in all of the Debt to the Company which are hereby redeemed in full by the Company in exchange for the Company issuing 1005 Series A Convertible Preferred Shares (the \"Shares\") with a Stated Value, as defined in the Certificate, of One Million and Five Thousand U.S. dollars ($1,005,000.00 U.S.).",
"output": "exchanges"
}
] | false |
2159
|
what kind of clause is following
|
[
{
"input": "The Borrower shall be entitled, at any time and from time to time, without the consent of the Holder and without paying any penalty or premium therefor, to prepay all or any portion or portions of the outstanding principal balance. The outstanding principal balance shall be payable in full on the Final Maturity Date, together with all accrued interest thereon.",
"output": "repayments"
}
] | false |
1412
|
what kind of clause is following
|
[
{
"input": "Neither Landlord nor Tenant shall record this Lease; provided, however, Landlord and Tenant agree to execute and mutually deliver and record, within 20 days after the Effective Date, a Memorandum of Lease in the form attached hereto as Exhibit G . The provisions of this Lease shall control, however, with regard to any omissions from, or provisions hereof which may conflict with, the Memorandum of Lease.",
"output": "recordings"
}
] | false |
3844
|
what kind of clause is following
|
[
{
"input": "Unless vested on an earlier date as provided in this Appendix A, the Deferred Units granted pursuant to your Award Letter will vest in accordance with the date stated in the Vesting Schedule (the “Vesting Dates”) specified in your Award Letter.",
"output": "vesting schedules"
}
] | false |
1980
|
what kind of clause is following
|
[
{
"input": "The Buyer and the Company shall each maintain records showing the remaining Available Amount at any given time and the dates and purchase amounts for each purchase, or shall use such other method reasonably satisfactory to the Buyer and the Company to reconcile the remaining Available Amount.",
"output": "records of purchases"
}
] | false |
6304
|
what kind of clause is following
|
[
{
"input": "Seller is a limited liability company, validly existing and in good standing under the laws of the State of California and has all requisite powers and all governmental licenses, authorizations, consents and approvals to carry on its business as now conducted and to enter into and perform its obligations hereunder and under any document or instrument required to be executed and delivered on behalf of Seller hereunder.",
"output": "organizations"
}
] | false |
2493
|
what kind of clause is following
|
[
{
"input": "As soon as practicable after any payment of Taxes or Other Taxes by any Credit Party to a Governmental Authority, the Borrower shall deliver to the Administrative Agent the original or a certified copy of any receipt issued by such Governmental Authority evidencing such payment.",
"output": "evidence of tax payments"
}
] | false |
7713
|
what kind of clause is following
|
[
{
"input": "None of the Target Companies is unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986. There are no unsatisfied written demands that have been served on any Target Company pursuant to section 123(1)(a) of the Insolvency Act 1986. There is no material unsatisfied judgment or court order outstanding against the Target Companies.",
"output": "inability to pay debts"
}
] | false |
6867
|
what kind of clause is following
|
[
{
"input": "All indemnification payments under this Article IV shall be treated as adjustments to the Total Funding Obligation for all Tax purposes except as otherwise required by applicable Law.",
"output": "tax matters"
}
] | false |
6135
|
what kind of clause is following
|
[
{
"input": "Notwithstanding any other provision hereof, the Committee shall have authority to make adjustments in the terms and conditions of, and the criteria included in, Performance Awards granted hereunder, as set forth in the Plan.",
"output": "adjustments"
}
] | false |
6418
|
what kind of clause is following
|
[
{
"input": "The Administrative Agent shall post the list of Disqualified Lenders provided by the Borrower and any updates thereto from time to time on Intralinks or another similar electronic system to “public siders” and/or “private siders” and/or provide such list to each Lender requesting the same. The Administrative Agent shall not be responsible or have any liability for, or have any duty to ascertain, inquire into, monitor or enforce, compliance with the provisions relating to Disqualified Lenders.",
"output": "disqualified lenders"
}
] | false |
8589
|
what kind of clause is following
|
[
{
"input": "The Committee, in its discretion, shall set performance objectives or other vesting criteria which, depending on the extent to which they are met, will determine the number or value of Performance Shares that will be paid out to the Participants. Each Award of Performance Shares shall be evidenced by an Award Agreement that shall specify the Performance Period, and such other terms and conditions as the Committee, in its sole discretion, shall determine.",
"output": "performance objectives"
}
] | false |
7971
|
what kind of clause is following
|
[
{
"input": "An opinion of Company counsel in form and substance reasonably satisfactory to the Holders.",
"output": "opinions"
}
] | false |
4736
|
what kind of clause is following
|
[
{
"input": "The Committee is authorized to make Stock Payments to any Employee, Non-Employee Director or Consultant. The number or value of Shares of any Stock Payment shall be determined by the Committee.",
"output": "stock payments"
}
] | false |
3745
|
what kind of clause is following
|
[
{
"input": "You will use your reasonable efforts to maintain the confidentiality of the terms of this letter agreement, but you may disclose the terms of this letter agreement to your immediate family members and to your legal, tax and other advisors.",
"output": "non-disclosure"
}
] | false |
2549
|
what kind of clause is following
|
[
{
"input": "Each Agent may execute any of its duties under this Agreement or any other Credit Document by or through agents or attorneys-in-fact and shall be entitled to advice of counsel concerning all matters pertaining to such duties. Neither Agent shall be responsible for the negligence or misconduct of any agents or attorneys-in-fact selected by it with reasonable care except to the extent otherwise required by Section 10.03.",
"output": "delegation of duties"
}
] | false |
606
|
what kind of clause is following
|
[
{
"input": "The Project Financing Plan and Budget most recently approved by the Commissioner shall constitute the budget for the Project. The Project Financing Plan and Budget may be amended by request of the Applicant if such request is approved in writing by the Commissioner. Approval by the Commissioner of any revised Project Financing Plan and Budget shall not constitute or imply a revision of the amount of the Funding.",
"output": "budgets"
}
] | false |
4980
|
what kind of clause is following
|
[
{
"input": "Participants who are eligible for participation at the beginning of a Performance Period, but who subsequently become ineligible to participate during the Performance Period will receive a pro-rated portion of the Incentive Compensation based on the number of full months completed during such Performance Period.",
"output": "change in status"
}
] | false |
2214
|
what kind of clause is following
|
[
{
"input": "All capitalized terms used but not defined herein shall have the meanings set forth in the Agreement.",
"output": "definitions"
}
] | false |
1953
|
what kind of clause is following
|
[
{
"input": "(a) This Agreement will remain in effect with respect to each Transition Service from the Closing Date until the expiration of the Transition Period for such Transition Service unless earlier terminated in accordance with this Section 3.1.",
"output": "terminations"
}
] | false |
7960
|
what kind of clause is following
|
[
{
"input": "The paragraph headings contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement or give full notice thereof. Unless otherwise specified, all Section references in this Agreement are to the applicable Section of this Agreement.",
"output": "headings"
}
] | false |
2358
|
what kind of clause is following
|
[
{
"input": "Captions and headings are given to the sections and subsections of this Program solely as a convenience to facilitate reference. Such headings shall not be deemed in any way material or relevant to the construction or interpretation of this Program or any provision thereof.",
"output": "captions"
}
] | false |
619
|
what kind of clause is following
|
[
{
"input": "The Performance-Based Cash Award may be paid out to the Participant, in the Committee’s discretion, all or in part in the form of cash or shares of Restricted Stock.",
"output": "form of payments"
}
] | false |
3752
|
what kind of clause is following
|
[
{
"input": "This Agreement is effective eight (8) days after it has been signed by both Executive, so long as it has been signed by the Parties and has not been revoked by either Party before that date (the “ Effective Date ”).",
"output": "effective dates"
}
] | false |
1364
|
what kind of clause is following
|
[
{
"input": "All Recitals are incorporated herein as if set forth in full.",
"output": "recitals"
}
] | false |
7592
|
what kind of clause is following
|
[
{
"input": "No Shares shall be issued pursuant to the exercise of this Option unless and until the Participant pays to the Company, or makes provision satisfactory to the Company for payment of, any federal, state or local withholding or other taxes required by law to be withheld in respect of this Option.",
"output": "withholdings"
}
] | false |
3015
|
what kind of clause is following
|
[
{
"input": "During the Term, the Executive is authorized to incur, and shall be entitled to receive prompt reimbursement for, all reasonable expenses incurred by him during the Term in performing services hereunder, in accordance with the policies and procedures then in effect and established by Quench for its senior executive officers.",
"output": "expenses"
}
] | false |
2646
|
what kind of clause is following
|
[
{
"input": "A certificate of a Lender or the L/C Issuer setting forth the amount or amounts necessary to compensate such Lender or the L/C Issuer or its holding company, as the case may be, as specified in subsection (a) or (b) of this Section and delivered to the Lead Borrower shall be conclusive absent manifest error. The Borrowers shall pay such Lender or the L/C Issuer, as the case may be, the amount shown as due on any such certificate within 10 days after receipt thereof.",
"output": "certificates for reimbursement"
}
] | false |
1883
|
what kind of clause is following
|
[
{
"input": "Customary opinions of counsel to the Credit Parties (including, without limitation, opinions of special counsel and local counsel as may be reasonably requested by the Administrative Agent) addressed to the Administrative Agent and the Lenders with respect to the Credit Parties, the Loan Documents and such other matters as the Administrative Agent shall request (which such opinions shall expressly permit reliance by permitted successors and assigns of the Administrative Agent and the Lenders).",
"output": "opinions of counsel"
}
] | false |
6438
|
what kind of clause is following
|
[
{
"input": "As soon as practicable after any payment of Taxes by any Credit Party to a Governmental Authority pursuant to this Section 2.16, such Credit Party shall deliver to the Administrative Agent the original or a certified copy of a receipt issued by such Governmental Authority evidencing such payment, a copy of the return reporting such payment or other evidence of such payment reasonably satisfactory to the Administrative Agent.",
"output": "evidence of payments"
}
] | false |
7111
|
what kind of clause is following
|
[
{
"input": "The RSUs shall be vested and nonforfeitable on the Grant Date.",
"output": "vesting"
}
] | false |
1931
|
what kind of clause is following
|
[
{
"input": "Schedule 3.20 sets forth a true, complete and correct description of all material insurance maintained by or on behalf of each Loan Party and the Material Subsidiaries or otherwise in respect of any Mortgaged Vessel as of the Closing Date. As of such date, such insurance is in full force and effect in all material respects.",
"output": "insurances"
}
] | false |
8548
|
what kind of clause is following
|
[
{
"input": "The Administrative Agent shall have received a copy of the pledge of the Equity Interests held by the Borrower in Dutch Opco and the conditional transfer of voting rights as contemplated therein) and (ii) the unconditional positive advice from such works council in respect of the transactions contemplated by the Loan Documents (including the pledge of the Equity Interests held by the Borrower in Dutch Opco and the conditional transfer of voting rights as contemplated therein.",
"output": "certain pledges"
}
] | false |
6957
|
what kind of clause is following
|
[
{
"input": "Executive represents and agrees (a) that Executive has, to the extent he desires, discussed all aspects of this Release with his attorney, (b) that Executive has carefully read and fully understands all of the provisions of this Release, and (c) that Executive is voluntarily executing this Release.",
"output": "voluntary execution"
}
] | false |
500
|
what kind of clause is following
|
[
{
"input": "All covenants, agreements, warranties and provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, executors, administrators, personal representatives, successors and assigns. Time is of the essence of this Agreement.",
"output": "time of essence"
}
] | false |
6971
|
what kind of clause is following
|
[
{
"input": "For purposes of this Agreement, a “ Tax Benefit Payment ” with respect to any Member means an amount, not less than zero, equal to the sum of: (i) the portion of the Net Tax Benefit that is Attributable to such Member (including Imputed Interest calculated in respect of such amount); and (ii) the Actual Interest Amount.",
"output": "amount of payments"
}
] | false |
7738
|
what kind of clause is following
|
[
{
"input": "The Agent has received a certificate as to the good standing of each Facility Party from the Secretary of State of Delaware, as of a recent date.",
"output": "good standing certificates"
}
] | false |
4043
|
what kind of clause is following
|
[
{
"input": "For the avoidance of doubt, all shares of Common Stock issued or issuable pursuant to the conversion of the Series E Preferred Stock, the exercise of the New Warrants and the exercise of the WPU Warrants shall be deemed to be Registrable Securities.",
"output": "registrable securities"
}
] | false |
5269
|
what kind of clause is following
|
[
{
"input": "The subordination provisions set forth herein are intended solely for the purpose of defining the relative rights of the Intercompany Lenders and the Intercompany Debtors, on the one hand, and the Administrative Agent and the other Senior Lenders, on the other, and no other Person shall have any right, benefit or other interest under these subordination provisions.",
"output": "provisions define relative rights"
}
] | false |
8334
|
what kind of clause is following
|
[
{
"input": "If the Aggregate Commitments are increased in accordance with this Section 2.13 , the Administrative Agent and the Borrower shall determine the effective date (hereinafter referred to as the “ Increase Effective Date ”) and the final allocation of such increase. The Administrative Agent shall promptly notify the Borrower and the Lenders of the final allocation of such increase and the Increase Effective Date.",
"output": "effective dates"
}
] | false |
996
|
what kind of clause is following
|
[
{
"input": "Unless otherwise specified, all references herein to times of day shall be references to New York City time (daylight or standard, as applicable). The Administrative Agent does not warrant, nor accept responsibility, nor shall the Administrative Agent have any liability with respect to the administration, submission or any other matter related to the rates in the definition of “Eurodollar Rate” or with respect to any comparable or successor rate thereto.",
"output": "rates"
}
] | false |
538
|
what kind of clause is following
|
[
{
"input": "No such assignment shall be made (A) to the Borrower or any of the Borrower’s Affiliates or Subsidiaries or (B) to any Defaulting Lender or any of its Subsidiaries, or to any Person who, upon becoming a Lender hereunder, would constitute a Defaulting Lender or a Subsidiary thereof.",
"output": "no assignment to certain persons"
}
] | false |
374
|
what kind of clause is following
|
[
{
"input": "No ISO granted under the Plan may be sold, transferred, pledged, assigned, or otherwise alienated or hypothecated, other than by will or by the laws of descent and distribution. Further, all ISOs granted to a Participant under this Article 6 shall be exercisable during his or her lifetime only by such Participant.",
"output": "incentive stock options"
}
] | false |
4950
|
what kind of clause is following
|
[
{
"input": "Seller has not dealt with any broker, investment banker, agent, or other Person (other than Buyer or an Affiliate of Buyer) who may be entitled to any commission or compensation in connection with the sale of Purchased Assets pursuant to any of the Transaction Documents.",
"output": "no brokers"
}
] | false |
2643
|
what kind of clause is following
|
[
{
"input": "Each Advance (other than an Advance to repay Swing Line Loans or a Reimbursement Obligation, which shall be made in accordance with Section 2.2(D) or 3.7 , as applicable) shall be in the minimum Dollar Amount of $5,000,000 and in multiples equal to the Dollar Amount of $1,000,000 if in excess thereof; provided , however , that any Floating Rate Advance may be in the Dollar Amount of the unused Aggregate Revolving Loan Commitment.",
"output": "minimum amount of each advance"
}
] | false |
6583
|
what kind of clause is following
|
[
{
"input": "Each party agrees, upon request, to furnish the other party with all information concerning itself, its Subsidiaries, directors, officers and shareholders and such other matters as may be reasonably necessary in connection with any statement, filing, notice or application made by or on behalf of such other party or any of its Subsidiaries to any Governmental Entity in connection with the transactions contemplated by this Agreement.",
"output": "additional information"
}
] | false |
4361
|
what kind of clause is following
|
[
{
"input": "The holders of Senior Indebtedness are intended third party beneficiaries of the provisions of this Section 3 and, as such, shall be permitted to enforce such provisions in all respects.",
"output": "third party beneficiaries"
}
] | false |
214
|
what kind of clause is following
|
[
{
"input": "Any provision of this Agreement held by a court of competent jurisdiction to be invalid or unenforceable shall not impair or invalidate the remainder of this Agreement and the effect thereof shall be confined to the provision held to be invalid or illegal.",
"output": "severability"
}
] | false |
8618
|
what kind of clause is following
|
[
{
"input": "Subject to whatever installment exercise and waiting period provisions apply under Section 7.2(c) , Stock Appreciation Rights may be exercised in whole or in part at any time in accordance with the applicable Award Agreement, by giving written notice of exercise to the Company specifying the number of Stock Appreciation Rights to be exercised.",
"output": "method of exercise"
}
] | false |
5561
|
what kind of clause is following
|
[
{
"input": "The Borrowers acknowledge that the increase in rates referred to in this Section 4.3 reflects, among other things, the fact that such Loans or other amounts have become a substantially greater risk given their default status and that the Lenders are entitled to additional compensation for such risk; and all such interest shall be payable by the Borrowers upon demand by Administrative Agent.",
"output": "acknowledgments"
}
] | false |
6880
|
what kind of clause is following
|
[
{
"input": "Each partial assignment shall be made as an assignment of a proportionate part of all the assigning Lender’s rights and obligations under this Agreement with respect to the Loans and/or the Revolving Commitments assigned, except that this clause (ii) shall not prohibit any Lender from assigning all or a portion of its rights and obligations among separate Facilities on a non-pro rata basis.",
"output": "proportionate amounts"
}
] | false |
3986
|
what kind of clause is following
|
[
{
"input": "If any term or other provision of this Agreement is invalid, illegal or incapable of being enforced under any Applicable Law or as a matter of public policy, all other conditions and provisions of this Agreement shall nevertheless remain in full force and effect so long as the economic or legal substance of the transactions contemplated by this Agreement is not affected in any manner materially adverse to any party hereto.",
"output": "severability"
}
] | false |
7162
|
what kind of clause is following
|
[
{
"input": "Each of the covenants and obligations that Purchaser is required to comply with or to perform at or prior to the Closing shall have been complied with and performed in all material respects.",
"output": "covenants"
}
] | false |
5456
|
what kind of clause is following
|
[
{
"input": "You understand and agree that neither this Separation Agreement nor any action taken hereunder is to be construed as an admission of liability by Cerner or any of the Cerner Released Parties.",
"output": "nonadmission of liability"
}
] | false |
7669
|
what kind of clause is following
|
[
{
"input": "Except as set forth in Section 4 above, the Participant shall have no rights of a stockholder until Shares are issued following vesting of the Participant’s RSUs in accordance with the terms and conditions of Exhibit A hereto.",
"output": "voting"
}
] | false |
5596
|
what kind of clause is following
|
[
{
"input": "The Existing Warrant Agreement, as modified by this Agreement, constitutes the entire understanding of the parties and supersedes all prior agreements, understandings, arrangements, promises and commitments, whether written or oral, express or implied, relating to the subject matter hereof, and all such prior agreements, understandings, arrangements, promises and commitments are hereby canceled and terminated.",
"output": "entire agreements"
}
] | false |
230
|
what kind of clause is following
|
[
{
"input": "This Agreement shall be for the benefit of and binding upon the parties hereto and their respective heirs, personal representatives, legal representatives, successors and, where applicable, assigns, including, without limitation, any successor to the Company, whether by merger, consolidation, sale of stock, sale of assets or otherwise.",
"output": "benefits"
}
] | false |
2315
|
what kind of clause is following
|
[
{
"input": "This Amendment will be effective on August 1, 2018 (the “ Effective Date ”).",
"output": "effective dates"
}
] | false |
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