id
stringlengths 1
4
| instruction
stringclasses 1
value | instances
list | is_classification
bool 1
class |
|---|---|---|---|
6776
|
what kind of clause is following
|
[
{
"input": "You represent that all property belonging to the COMPANY, or any of its respective clients or prospective clients, that was obtained by you as a result of your employment will be returned unless otherwise agreed by the parties. Property as used in this provision includes, but is not limited to, computers, PDAs, and any confidential or proprietary documents, information or materials.",
"output": "return of property"
}
] | false |
5470
|
what kind of clause is following
|
[
{
"input": "In case one or more provisions of this Agreement or the other Credit Documents shall be invalid, illegal or unenforceable in any respect under any applicable Legal Requirement, the validity, legality and enforceability of the remaining provisions contained herein or therein shall not be affected or impaired thereby.",
"output": "severability"
}
] | false |
4888
|
what kind of clause is following
|
[
{
"input": "Keep adequate records and books of account with respect to its business activities, in which proper entries are made in accordance with GAAP reflecting all financial transactions; and furnish to Agent all financial statements, reports and other items set forth on Exhibit D no later than the time specified therein.",
"output": "other information"
}
] | false |
3794
|
what kind of clause is following
|
[
{
"input": "Both before and after giving effect to the sale, transfer, assignment and conveyance of the First-Tier Assets pursuant to this Agreement, the Seller is solvent and the transfer of the 2016-B Exchange Note pursuant hereto is not being made with the intent to hinder, delay or defraud the creditors of the Seller or any affiliate thereof. The Seller is receiving from the Purchaser reasonably equivalent value in exchange for the transfer of 2016-B Exchange Note.",
"output": "fair value"
}
] | false |
1328
|
what kind of clause is following
|
[
{
"input": "For any period, the Company’s total revenues applicable to such period, less the total expenses applicable to such period other than additions to reserves for depreciation, bad debts or other similar non-cash reserves and excluding any gain from the sale of the Assets. If the Advisor is paid a Subordinated Incentive Listing Fee, “Net Income” for purposes of calculating Total Operating Expenses, shall exclude the gain from the Sale of any Assets.",
"output": "net income"
}
] | false |
6587
|
what kind of clause is following
|
[
{
"input": "In keeping with his fiduciary duties to the Company, Executive hereby agrees that he shall not become involved in a conflict of interest, or upon discovery thereof, allow such a conflict to continue at any time during the Employment Period. Moreover, Executive agrees that he shall immediately disclose to the Reporting Authority any known facts which might involve a conflict of interest of which the Reporting Authority is not aware.",
"output": "conflicts of interests"
}
] | false |
130
|
what kind of clause is following
|
[
{
"input": "Section 3.10 of the Credit Agreement shall be applicable, mutatis mutandis, to all payments required to be made by any Guarantor under this Guaranty.",
"output": "payments free and clear"
}
] | false |
4452
|
what kind of clause is following
|
[
{
"input": "Agent may correct patent errors in the Loan Documents and fill in all blanks in this Agreement and the other Loan Documents consistent with the agreement of the parties.",
"output": "corrections"
}
] | false |
6688
|
what kind of clause is following
|
[
{
"input": "Each ABR Loan shall bear interest at the Alternate Base Rate plus the Applicable Margin, but in no event to exceed the Highest Lawful Rate.",
"output": "abr loans"
}
] | false |
8257
|
what kind of clause is following
|
[
{
"input": "All statutory requirements and all Consents of Governmental Entities legally required for the consummation of the Transaction contemplated by this Agreement will have been filed, occurred, or been obtained, other than such Consents for which the failure to obtain would not have a Material Adverse Effect on the consummation of the Transaction contemplated hereby.",
"output": "governmental approvals"
}
] | false |
2195
|
what kind of clause is following
|
[
{
"input": "The Company shall withhold from all Bonus amounts such amounts sufficient to satisfy federal, state, local and other applicable tax withholding obligations arising from or in connection with the Participant’s participation in this Plan, as well as such other deductions as may be authorized by the Participant or as required by applicable law.",
"output": "withholding tax"
}
] | false |
1788
|
what kind of clause is following
|
[
{
"input": "Each of the representations, warranties, covenants, obligations, indemnities and other undertakings of any Originator hereunder shall be made jointly and severally, and are joint and several liabilities of each of the Originators hereunder.",
"output": "joint"
}
] | false |
4909
|
what kind of clause is following
|
[
{
"input": "Participant will be required to furnish to Corporation before closing such other documents or representations as Corporation may require to assure compliance with applicable laws and regulations.",
"output": "other documents"
}
] | false |
690
|
what kind of clause is following
|
[
{
"input": "PMH is in compliance in all material respects with all applicable legal requirements. PMH is not in default or violation of any order, writ, injunction, decree or demand of any Governmental Authority, the violation of which might adversely affect the condition (financial or otherwise) or business of PMH.",
"output": "compliance"
}
] | false |
175
|
what kind of clause is following
|
[
{
"input": "Maintain its properties used or useful in the conduct of its business in good condition, repair and working order (ordinary wear and tear excepted), and supplied with all necessary equipment, and make all necessary repairs, renewals, replacements, betterments and improvements thereto, all as may be necessary so that the business carried on in connection therewith may be properly and advantageously conducted at all times.",
"output": "maintenance of properties"
}
] | false |
5111
|
what kind of clause is following
|
[
{
"input": "Promptly, from time to time, such other information regarding the operations, business affairs and financial condition of any Company, or compliance with the terms of any Loan Document, as the Administrative Agent or any Lender may reasonably request.",
"output": "other information"
}
] | false |
3486
|
what kind of clause is following
|
[
{
"input": "Grantee shall not sell, assign, transfer, exchange, pledge, encumber, gift, devise, hypothecate or otherwise dispose of (collectively, \" Transfer \") any RSUs or Dividend Equivalent Rights granted hereunder. Any purported Transfer of RSUs or Dividend Equivalent Rights in breach of the Agreement shall be void and ineffective, and shall not operate to Transfer any interest or title in the purported transferee.",
"output": "transfer restrictions"
}
] | false |
1288
|
what kind of clause is following
|
[
{
"input": "The issue of shares of restricted Stock and Stock will be subject to full compliance with all then-applicable requirements of law and the requirements of the exchange upon which Stock may be traded, as set forth in the Plan. Furthermore, First Financial shall have the right to refuse to issue or transfer any shares under this Agreement if First Financial, acting in its absolute discretion determines that the issuance or transfer of such Stock might violate any applicable law or regulation.",
"output": "regulatory compliance"
}
] | false |
3948
|
what kind of clause is following
|
[
{
"input": "This Agreement may be executed in two or more counterparts, all of which shall be considered one and the same agreement, it being understood that all parties need not sign the same counterpart.",
"output": "execution in counterparts"
}
] | false |
3441
|
what kind of clause is following
|
[
{
"input": "If any portion of any Loan Document is declared void by any court as illegal or against public policy the remainder of the Loan Document in question shall continue in full effect.",
"output": "severability"
}
] | false |
597
|
what kind of clause is following
|
[
{
"input": "The Closing shall be held at the office of Vinson & Elkins LLP, counsel to Company, located at 1001 Fannin, Suite 2500, Houston, Texas 77002, or such other place as mutually agreed upon by the Parties.",
"output": "place of closings"
}
] | false |
1586
|
what kind of clause is following
|
[
{
"input": "This Note shall be binding upon and inure to the benefit of the parties hereto, and their respective successors and assigns.",
"output": "assigns"
}
] | false |
3146
|
what kind of clause is following
|
[
{
"input": "Such Grantor will furnish to the Collateral Agent from time to time (but no more than two (2) times during any twelve month period when no Event of Default has occurred and is continuing), at such Grantor’s sole cost and expense, statements and schedules further identifying and describing the Collateral and such other reports in connection with the Collateral as the Collateral Agent or the Required Purchasers may reasonably request, all in reasonable detail.",
"output": "further identification of collateral"
}
] | false |
1506
|
what kind of clause is following
|
[
{
"input": "(a) The Loans comprising each ABR Borrowing shall bear interest at the Alternate Base Rate.",
"output": "interests"
}
] | false |
8567
|
what kind of clause is following
|
[
{
"input": "This Agreement shall be governed and construed in accordance with the laws of the Commonwealth of Pennsylvania, without regard to conflict of law provisions. Any action permitted to be brought by this Agreement, pursuant to and consistent with Section 11 of this Agreement, shall be brought in the state or federal courts in the Eastern District of Pennsylvania and each Party consents to such jurisdiction.",
"output": "consent to jurisdiction"
}
] | false |
2524
|
what kind of clause is following
|
[
{
"input": "It is intended that the obligations of Executive to perform pursuant to the terms of this Agreement are unconditional and do not depend on the performance or nonperformance of any agreements, duties or obligations between the Corporation and Executive not specifically contained in this Agreement.",
"output": "unconditional obligations"
}
] | false |
5197
|
what kind of clause is following
|
[
{
"input": "Trading volume amounts, price/volume amounts and similar figures in the Transaction Documents shall be equitably adjusted (but without duplication) to offset the effect of stock splits, similar events and as otherwise described in this Agreement.",
"output": "equitable adjustments"
}
] | false |
6272
|
what kind of clause is following
|
[
{
"input": "Notwithstanding any other provision in this Indenture, each Noteholder shall have the right which is absolute and unconditional to receive payment of the principal of and interest in respect of such Note as such principal and interest becomes due and payable and to institute suit for the enforcement of any such payment, and such right shall not be impaired without the consent of such Noteholder.",
"output": "interests"
}
] | false |
5144
|
what kind of clause is following
|
[
{
"input": "Captions and section headings appearing herein are included solely for convenience of reference and are not intended to affect the interpretation of any provision of this Agreement.",
"output": "captions"
}
] | false |
6691
|
what kind of clause is following
|
[
{
"input": "The Company will pay to Executive wages for any unused vacation for 2017, and any approved vacation carried over from 2016 under the Company’s standard procedure for calculating and paying any unused vacation to separated employees. The gross amount due to Executive, less any lawful deductions, will be payable within 30 days of the Separation Date or ESD ; subject to Executive providing the details of any vacation days utilized during 2017.",
"output": "unused vacation"
}
] | false |
5350
|
what kind of clause is following
|
[
{
"input": "The Company (a) represents and warrants to TRW that it currently maintains directors’ and officers’ (“ D&O ”) liability insurance that provides coverage, on the terms and conditions set forth in the policy contract, for past directors of the Company, and (b) agrees to use commercially reasonable best efforts to maintain D&O liability insurance that provides coverage for past directors on substantially similar terms and conditions as are set forth in the Company’s current policy.",
"output": "d&o insurance"
}
] | false |
3136
|
what kind of clause is following
|
[
{
"input": "The Collateral Manager acknowledges that all Collections received by it or its Affiliates with respect to the Collateral transferred or pledged hereunder are held and shall be held in trust for the benefit of the Secured Parties until deposited into the Collection Account within two (2) Business Days from receipt as required herein.",
"output": "collections"
}
] | false |
1440
|
what kind of clause is following
|
[
{
"input": "Subject to Sections 3(c) and 3(d), the entire unvested portion of the Cash Award shall be immediately forfeited upon the Participant’s Termination for any reason.",
"output": "forfeitures"
}
] | false |
5259
|
what kind of clause is following
|
[
{
"input": "Employee shall not make any disparaging or defamatory comments about the Company, whether true or not, except to comply with any summons, court order or subpoena.",
"output": "nondisparagement"
}
] | false |
648
|
what kind of clause is following
|
[
{
"input": "The Employer reserves the right to revoke this instrument and terminate this plan and trust. The right to terminate is subject to, and conditioned upon, proper and timely notice to the Participants before the effective date of plan termination, including, if applicable, advance notice of the effective date of an amendment which ceases the accrual of benefits under this plan.",
"output": "employers"
}
] | false |
8288
|
what kind of clause is following
|
[
{
"input": "Nothing contained in this Stock Option Agreement shall be construed as giving the Participant any right to be retained, in any position, as an officer, employee, consultant, or director of the Company or its Affiliates, or shall interfere with or restrict in any way the rights of the Company or its Affiliates, which are hereby expressly reserved, to remove, terminate, or discharge the Participant at any time for any reason whatsoever or for no reason.",
"output": "no rights to service"
}
] | false |
7300
|
what kind of clause is following
|
[
{
"input": "This Support Agreement may not be amended except by an instrument in writing signed by each of the parties hereto.",
"output": "amendments"
}
] | false |
5139
|
what kind of clause is following
|
[
{
"input": "The term of a Performance Award, Dividend Equivalent award, Deferred Stock award, Stock Payment award and/or Restricted Stock Unit award shall be set by the Administrator in its sole discretion.",
"output": "terms"
}
] | false |
8542
|
what kind of clause is following
|
[
{
"input": "All applicable provisions of constitutions, statutes, rules, regulations, guidelines and orders of all Governmental Authorities and all orders and decrees of all courts, tribunals and arbitrators.",
"output": "applicable laws"
}
] | false |
6025
|
what kind of clause is following
|
[
{
"input": "In the event of the death of the Participant while any portion of the Option and/or the SAR are outstanding, the Option and/or the SAR may be exercised prior to the Expiration Date by the duly appointed and qualified executor or other personal representative of the Participant, and the shares of Common Stock received upon such exercise shall be made to such executor or representative to be distributed in accordance with the Participant’s will or applicable intestacy law.",
"output": "death of participant"
}
] | false |
4281
|
what kind of clause is following
|
[
{
"input": "This Warrant and all rights, obligations and liabilities hereunder shall be governed by, and construed in accordance with, the internal laws of the State of Minnesota, without giving effect to the conflicts-of-law principles thereof.",
"output": "governing laws"
}
] | false |
8069
|
what kind of clause is following
|
[
{
"input": "The Executive shall have the option to join the Group’s Medical Aid Scheme with Discovery Medical Health or Bankmed, or other scheme in which the Group participates from time to time. Participation in any such scheme shall be at the Executive’s sole cost and expense. The Executive acknowledges that the Group does not operate a retirement scheme or provide any other benefits not specifically provided for in this Agreement.",
"output": "benefit plans"
}
] | false |
653
|
what kind of clause is following
|
[
{
"input": "(the “ Agreement ”), dated as of March 29, 2019 by and between REMARK HOLDINGS, INC., a Delaware corporation (the “ Company ”), and ASPIRE CAPITAL FUND, LLC , an Illinois limited liability company (the “ Buyer ”). Capitalized terms used herein and not otherwise defined herein are defined in Section 10 hereof.",
"output": "common stock purchase agreement"
}
] | false |
6119
|
what kind of clause is following
|
[
{
"input": "Anything herein to the contrary notwithstanding, none of the Syndication Agents, Documentation Agents, Managing Agents, Bookrunners, or Arrangers listed on the cover page hereof shall have any powers, duties or responsibilities under this Agreement or any of the other Loan Documents, except in its capacity, as applicable, as the Administrative Agent or a Lender hereunder and except for the obligations of the Arrangers arising under §2.2 of this Agreement.",
"output": "other agents"
}
] | false |
3713
|
what kind of clause is following
|
[
{
"input": "This Agreement is subject to the terms and conditions of the Plan. In the event of any inconsistency between the provisions of this Agreement and the Plan, the Plan shall govern. The Board acting pursuant to the Plan, as constituted from time to time, shall, except as expressly provided otherwise herein, have the right to determine any questions which arise in connection with the grant of the Restricted Stock Units.",
"output": "relation to plan"
}
] | false |
7937
|
what kind of clause is following
|
[
{
"input": "The Parent Borrower and the Loan Parties are, on a consolidated basis, and after giving effect to the Transactions and the incurrence of all Indebtedness and obligations being incurred in connection herewith and therewith, Solvent.",
"output": "solvency"
}
] | false |
3166
|
what kind of clause is following
|
[
{
"input": "Observe and remain in compliance with all Applicable Laws and maintain in full force and effect all Governmental Approvals, in each case applicable to the conduct of its business, except where the failure to do so would not reasonably be expected to have a Material Adverse Effect.",
"output": "approvals"
}
] | false |
2030
|
what kind of clause is following
|
[
{
"input": "Awards may be granted under this Plan to any Eligible Employee at the discretion of the Committee.",
"output": "eligibility"
}
] | false |
1961
|
what kind of clause is following
|
[
{
"input": "This letter agreement may be executed in two or more counterparts (including by facsimile of PDF), each of which will be deemed an original but all of which together will constitute one and the same instrument.",
"output": "counterparts"
}
] | false |
5875
|
what kind of clause is following
|
[
{
"input": "The Borrower will not discount or sell (with or without recourse) any of its notes receivable or accounts receivable.",
"output": "sale or discount of receivables"
}
] | false |
2628
|
what kind of clause is following
|
[
{
"input": "The Plan shall be effective as of the Effective Date, subject to amendment from time to time in accordance with Section 9.1. The Plan shall continue until terminated pursuant to Section 9.1 of the Plan.",
"output": "terms"
}
] | false |
1516
|
what kind of clause is following
|
[
{
"input": "Except as provided above in subparagraph 1(f), t he Parties shall each bear their own costs, expert fees, attorneys ’ fees , and other fees incurred in connection with this Agreement.",
"output": "costs"
}
] | false |
5988
|
what kind of clause is following
|
[
{
"input": "In the event of the Grantee’s death or Disability while employed by the Company or a Subsidiary, the Grantee’s Option will automatically vest in full on the date of the Grantee’s death or Disability, as applicable, regardless of whether the Stock Price Hurdle has been met. For purposes of these Terms and Conditions, “ Disability ” shall have the meaning given that term in the Grantee’s Employment Agreement with the Company dated as of November 12, 2014 (the “ Employment Agreement ”).",
"output": "disability"
}
] | false |
8385
|
what kind of clause is following
|
[
{
"input": "The Options granted hereunder shall be subject to the termination provisions under Sections 6.8 - 6.11 of the Plan.",
"output": "termination of relationship"
}
] | false |
2614
|
what kind of clause is following
|
[
{
"input": "The terms and conditions of the Plan are incorporated in this Restricted Stock Agreement by reference. In the event of a conflict or inconsistency between the terms and conditions of the Plan and the terms and conditions of this Restricted Stock Agreement, the Plan shall govern and control.",
"output": "plans"
}
] | false |
1120
|
what kind of clause is following
|
[
{
"input": "A certificate of a Lender or an Issuing Lender setting forth the amount or amounts necessary to compensate such Lender or such Issuing Lender or its holding company, as the case may be, as specified in this Section 3.1 and delivered to the Borrower shall be conclusive absent manifest error. The Borrower shall pay such Lender or such Issuing Lender, as the case may be, the amount shown as due on any such certificate within ten (10) days after receipt thereof.",
"output": "certificates for reimbursement"
}
] | false |
6399
|
what kind of clause is following
|
[
{
"input": "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 copy of this Agreement delivered by e-mail, or other means of electronic transmission (to which a signed PDF copy is attached) shall be deemed to have the same legal effect as delivery of an original signed copy of this Agreement.",
"output": "counterparts"
}
] | false |
7688
|
what kind of clause is following
|
[
{
"input": "Each Loan Party shall, and shall cause each Mortgage Loan Party to, cooperate fully with Lender with respect to any proceedings before any court, board or other Governmental Authority which may in any way affect the rights of Lender hereunder or any rights obtained by Lender under any of the other Loan Documents and, in connection therewith, permit Lender, at its election, to participate in any such proceedings.",
"output": "cooperate in legal proceedings"
}
] | false |
8427
|
what kind of clause is following
|
[
{
"input": "All notices, requests and demands to or upon the First Lien Administrative Agent or any Guarantor hereunder shall be effected in the manner provided for in Section 9.01 of the Credit Agreement.",
"output": "notices"
}
] | false |
4090
|
what kind of clause is following
|
[
{
"input": "As defined in Section 23.1(b)(v).",
"output": "proceedings"
}
] | false |
1344
|
what kind of clause is following
|
[
{
"input": "The Administrative Agent shall promptly give each Lender, as applicable, written notice (or telephonic notice promptly confirmed in writing) of each proposed Borrowing, or Conversion or Continuation thereof, and LC Issuance, and of such Lender’s proportionate share thereof or participation therein and of the other matters covered by the Notice of Borrowing, Notice of Continuation or Conversion, or LC Request, as the case may be, relating thereto.",
"output": "notice to lenders"
}
] | false |
5218
|
what kind of clause is following
|
[
{
"input": "The obligations of Holdings hereunder are those of primary obligor, and not merely as surety, and are independent of the Obligations and the obligations of any other guarantor, and a separate action may be brought against Holdings to enforce this Guaranty whether or not the Borrower or any other person or entity is joined as a party.",
"output": "obligations independent"
}
] | false |
6359
|
what kind of clause is following
|
[
{
"input": "The servicing and collection practices with respect to the Mezzanine Loan have at all times been, in all respects, legal and have met customary industry standards for servicing of commercial mezzanine loans.",
"output": "servicing"
}
] | false |
2774
|
what kind of clause is following
|
[
{
"input": "This Amendment shall be governed by and construed in accordance with the law of the State of New York, without regard to such state’s conflict of laws rules which would have the effect of applying the laws of any other jurisdiction.",
"output": "governing laws"
}
] | false |
1777
|
what kind of clause is following
|
[
{
"input": "All Products and Components will be stored in a manner to maintain inventory control and to prevent damage. Jabil will maintain inventories and locations of Company Products and Components on their own perpetual inventory and/or warehouse management system.",
"output": "storage"
}
] | false |
6231
|
what kind of clause is following
|
[
{
"input": "Executive will be entitled to three weeks paid vacation each year.",
"output": "vacations"
}
] | false |
3686
|
what kind of clause is following
|
[
{
"input": "All sums payable to you hereunder will be reduced by all applicable federal, state, local and other withholding and similar taxes and payments required by applicable law.",
"output": "withholdings"
}
] | false |
8450
|
what kind of clause is following
|
[
{
"input": "Subject to Section 8.19(a) , the Borrower and each Guarantor will cause each of their respective Deposit Accounts, Commodities Accounts or Securities Accounts (in each case, other than Excluded Accounts) to, within 30 days (or such later date as the Administrative Agent may agree in its sole discretion) following the opening of any such account, at all times be subject to an Account Control Agreement in accordance with and to the extent required by the Guaranty and Collateral Agreement.",
"output": "securities accounts"
}
] | false |
1646
|
what kind of clause is following
|
[
{
"input": "During the Term (including the renewal period, if any), the Executive shall be granted 30 days of paid vacation for each calendar year with any unused vacation days to be subject to the Company’s standard vacation policy with respect to the carryover or payment for any such unused vacation days.",
"output": "vacations"
}
] | false |
2557
|
what kind of clause is following
|
[
{
"input": "Since the immediately preceding Funding Date (and (i) in the case of the Initial Closing Date, since June 30, 2017 and (ii) in the case of the Initial Addition Date, since the Initial Closing Date), no event has occurred that would have a Material Adverse Effect.",
"output": "material adverse effects"
}
] | false |
6078
|
what kind of clause is following
|
[
{
"input": "A favorable written opinion (addressed to the Administrative Agent and the Lenders and dated the Restatement Effective Date) of Skadden, Arps, Slate, Meagher & Flom LLP, New York counsel for the Obligors and of Miles & Stockbridge P.C., Maryland counsel for the Borrower each in form and substance reasonably acceptable to the Administrative Agent (and the Borrower hereby instructs such counsel to deliver such opinion to the Lenders and the Administrative Agent).",
"output": "obligors"
}
] | false |
5118
|
what kind of clause is following
|
[
{
"input": "During the Consulting Period, the Company shall reimburse Consultant for reasonable expenses in accordance with the Company’s substantiation and reimbursement policies applicable to non-employee directors, as in effect from time to time.",
"output": "expenses"
}
] | false |
1749
|
what kind of clause is following
|
[
{
"input": "Neither Purchaser, nor any of its officers, members, managers, employees, or agents has either directly or indirectly, including, through a broker or finder (i) engaged in any general solicitation, or (ii) published any advertisement in connection with the offer and sale of the Units.",
"output": "no general solicitation"
}
] | false |
4185
|
what kind of clause is following
|
[
{
"input": "The Committee may amend, suspend or terminate this Plan at any time; provided that no such amendment, suspension or termination shall adversely affect the amounts in any then-existing account. Further, no amendment, suspension or termination of this Plan may result in the acceleration of payment of any benefits to any Participant, beneficiary or other person, except as may be permitted under Section 409A of the Code.",
"output": "termination in general"
}
] | false |
6606
|
what kind of clause is following
|
[
{
"input": "Non-employee directors may elect to defer receipt of their stock awards in accordance with the terms and conditions of the Company’s Directors Stock Compensation and Deferral Plan.",
"output": "deferrals"
}
] | false |
4468
|
what kind of clause is following
|
[
{
"input": "Executive expressly acknowledges that but for this Consulting Agreement, he would not otherwise be entitled to any of these payments and any payment he receives under this Consulting Agreement is sufficient consideration for his release and waiver of claims and the other obligations that he has agreed to undertake in this Consulting Agreement.",
"output": "effect of breach"
}
] | false |
4701
|
what kind of clause is following
|
[
{
"input": "This Agreement may be executed in several counterparts, each of which is deemed to be an original but all of which constitute one and the same instrument.",
"output": "counterparts"
}
] | false |
85
|
what kind of clause is following
|
[
{
"input": "Purchaser shall have received such other certificates, documents and financing statements as Purchaser may reasonably request, including one or more financing statements satisfactory to Purchaser to create, evidence and perfect the sale of the Purchased Royalty Interests pursuant to Section 2.01(c) and the back-up security interest granted pursuant to Section 2.01(d).",
"output": "financing statements"
}
] | false |
737
|
what kind of clause is following
|
[
{
"input": "Loans by Members to the Company shall not be considered Capital Contributions. Subject to the provisions of Section 3.01(c) , the amount of any such advances shall be a debt of the Company to such Member and shall be payable or collectible in accordance with the terms and conditions upon which such advances are made.",
"output": "loans from members"
}
] | false |
7393
|
what kind of clause is following
|
[
{
"input": "No Loan Party is a “holding company”, or a “subsidiary company” of a “holding company, or an “ affiliate ” of a “holding company”, as such terms are defined in the Public Utility Holding Company Act of 2005; nor is it a “public utility” as such term is defined in the Federal Power Act, as amended; nor is it an “investment company”, or an “affiliated company” or a “principal underwriter” of an “investment company”, as such terms are defined in the Investment Company Act of 1940.",
"output": "holding company"
}
] | false |
5931
|
what kind of clause is following
|
[
{
"input": "The rules in Sections 1 through 8 are effective for Plan Years beginning after December 31, 2007.",
"output": "effective dates"
}
] | false |
3848
|
what kind of clause is following
|
[
{
"input": "This Agreement shall be governed by and construed in accordance with the laws of the State of New York, including Section 5-1401 of the General Obligations Law of the State of New York, but otherwise without regard to conflict of laws rules that would apply the laws of any other jurisdiction.",
"output": "governing laws"
}
] | false |
3356
|
what kind of clause is following
|
[
{
"input": "All notices and other communications provided for hereunder shall be given in the form and manner and delivered to Agent at its address specified in the Credit Agreement, and to any of the Grantors at their respective notice addresses specified in the Credit Agreement or Guaranty, as applicable, or, as to any party, at such other address as shall be designated by such party in a written notice to the other party.",
"output": "addresses for notices"
}
] | false |
3658
|
what kind of clause is following
|
[
{
"input": "For purposes of this Agreement, Loans may be classified and referred to by Class (e.g., an “Initial Term Loan”), Type (e.g., a “Eurocurrency Loan”) or by Class and Type (e.g. an Initial Term Loan Eurocurrency Loan”). Borrowings also may be classified and referred to by Class (e.g., an “Initial Borrowing”) or by Type (e.g., a “Eurocurrency Borrowing”) or by Class and Type (e.g., an “Initial Term Loan Eurocurrency Borrowing”).",
"output": "classification of loans"
}
] | false |
1272
|
what kind of clause is following
|
[
{
"input": "In consideration of the rights granted by Licensor to Bayer under this Agreement, Bayer shall make to Licensor a one-time non-creditable, non-refundable upfront payment of US Dollars four million (USD 4,000,000). Bayer shall remit the monies due within thirty (30) days following the later of the Effective Date and receipt of an invoice.",
"output": "upfront payments"
}
] | false |
6291
|
what kind of clause is following
|
[
{
"input": "The PAC is a “named fiduciary” of the Plan, as defined in Section 402(a)(2) of ERISA, with respect to the overall operation and administration of the Plan, and is the administrator of the Plan within the meaning of Section 3(16)(A) of ERISA. In addition to the duties and powers described elsewhere hereunder, the PAC shall have the discretion and authority to control and manage the operation and administration of the Plan.",
"output": "plan administrator"
}
] | false |
3813
|
what kind of clause is following
|
[
{
"input": "Subject to Section 7(a), the Committee may waive any conditions or rights under, amend any terms of, or alter any Award theretofore granted, provided no change, other than pursuant to Section 7(c), in any Award shall (i) materially reduce the rights or benefits of a Participant with respect to an Award without the consent of such Participant, and/or (ii) result in taxation to the Participant under Section 409A of the Code unless otherwise determined by the Board.",
"output": "amendments to awards"
}
] | false |
8627
|
what kind of clause is following
|
[
{
"input": "The Executive agrees to devote the Executive’s full business time and attention to the business and affairs of the Company. The foregoing, however, shall not preclude the Executive from serving on corporate, civic, or charitable boards or committees or managing personal investments, so long as such activities do not interfere with the performance of the Executive's responsibilities hereunder.",
"output": "obligations"
}
] | false |
1209
|
what kind of clause is following
|
[
{
"input": "Failure by Griffin or CSL to insist upon or enforce any of its rights shall not constitute a waiver thereof. Either party hereto may waive the benefit of any provision or condition for its benefit contained in this Agreement. No oral modification hereof shall be binding upon the parties, and any modification shall be in writing and signed by the parties.",
"output": "modifications"
}
] | false |
8644
|
what kind of clause is following
|
[
{
"input": "You will receive prompt reimbursement for all reasonable business expenses incurred by you in performing services hereunder, in accordance with the policies and procedures then in effect and established by the Company for its senior executive officers. Notwithstanding the foregoing, when traveling on the business for the Company, you will be reimbursed for the cost of a First Class fare and if a First Class fare is not available, Business Class.",
"output": "expenses"
}
] | false |
7194
|
what kind of clause is following
|
[
{
"input": "Set forth on Schedule 6 are all the locations where any Grantor currently maintains or has maintained within the past five years any of its tangible personal property (including goods, inventory and equipment), including property in the possession of a third party ( e.g. , warehouseman or other bailee) to the extent not provided pursuant to Section 5 above.",
"output": "tangible personal property"
}
] | false |
6064
|
what kind of clause is following
|
[
{
"input": "This Agreement is personal to Executive and, without the prior written consent of the Company , shall not be assignable by Executive otherwise than by will or the laws of descent and distribution. This Agreement shall inure to the benefit of and be binding upon the Company and its successors and assigns.",
"output": "successors"
}
] | false |
2702
|
what kind of clause is following
|
[
{
"input": "The Company has provided Buyer a complete list of (i) each officer, director or manager of the Company, (ii) each bank account of the Company and (iii) the persons authorized to sign checks drawn on such accounts. No power of attorney granted by the Company is in effect.",
"output": "bank accounts"
}
] | false |
1875
|
what kind of clause is following
|
[
{
"input": "Your gross salary annualized over one year will be $300,000, subject to appropriate tax withholdings and deductions, and payable in accordance with Redfin’s normal payroll cycle. You are classified as an exempt employee and your salary is intended to compensate you for all hours worked. Increases are based on your and Redfin’s performance and are not guaranteed. This is a full-time position.",
"output": "compensation"
}
] | false |
6106
|
what kind of clause is following
|
[
{
"input": "Any Shares subject to Full Value Awards will be counted against the share reserve set forth in Section 3(a) as 2.05 Shares for every 1 Share subject thereto. Further, if Shares subject to any Full Value Award are forfeited to or repurchased by the Company and otherwise would return to the Plan pursuant to Section 3(c), 2.05 times the number of Shares so forfeited or repurchased will return to the Plan and will again become available for issuance under the Plan.",
"output": "full value awards"
}
] | false |
525
|
what kind of clause is following
|
[
{
"input": "Whenever used in the Plan, including Article I and this Article II, the following capitalized terms shall have the meanings set forth below (unless otherwise indicated by the context). Other capitalized terms where indicated shall have the meanings set forth in the Qualified Pension Plan.",
"output": "defined terms"
}
] | false |
5124
|
what kind of clause is following
|
[
{
"input": "On the Closing Date, upon the terms and subject to the conditions set forth herein, substantially concurrent with the execution and delivery of this Agreement by the parties hereto, the Company agrees to sell, and the Purchaser agrees to purchase, for a purchase price of an aggregate of $157,500 in principal amount of the Notes.",
"output": "closings"
}
] | false |
1827
|
what kind of clause is following
|
[
{
"input": "No Company shall amend its Organizational Documents in any manner which is reasonably expected to have a material adverse effect to the Lenders, without prior notice to Agent and the Lenders.",
"output": "amendment of organizational documents"
}
] | false |
7716
|
what kind of clause is following
|
[
{
"input": "The waiver by either party of a breach or default in any of the provisions of this Agreement by the other party shall not be construed as a waiver of any succeeding breach of the same or other provisions; nor shall any delay or omission on the part of either party to exercise or avail itself of any right, power or privilege that it has or may have hereunder operate as a waiver of any breach or default by the other party.",
"output": "waivers"
}
] | false |
1196
|
what kind of clause is following
|
[
{
"input": "All capitalized terms used but not defined in this Certificate shall have the meanings ascribed to such terms in the Master Agreement.",
"output": "capitalized terms"
}
] | false |
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