id
stringlengths 1
4
| instruction
stringclasses 1
value | instances
list | is_classification
bool 1
class |
|---|---|---|---|
6626
|
what kind of clause is following
|
[
{
"input": "Relative Total Shareholder Return (“ Relative TSR ”) is defined as the Company’s Total Shareholder Return (“ TSR ”) relative to the TSR of the companies in the Russell 2000 Value Index.",
"output": "performance measures"
}
] | false |
4301
|
what kind of clause is following
|
[
{
"input": "On the Closing Date, the Purchaser will transfer to the Escrow Agent 10,360,962 shares of common stock of the Parent Company (the “ Escrow Amount”), and the Escrow Agent will hold the Escrow Amount pursuant to the terms and conditions of the Escrow Agreement. The Escrow Agent will pay the Escrow Amount to the Seller in accordance with the Escrow Agreement and the terms and conditions of the within Agreement.",
"output": "escrows"
}
] | false |
3153
|
what kind of clause is following
|
[
{
"input": "Neither the Borrower nor any of its Subsidiaries is in violation of any law, rule, regulation, order or decree of any Governmental Authority or arbitrator except for violations which could not reasonably be expected to have a Material Adverse Effect.",
"output": "compliance with laws"
}
] | false |
6202
|
what kind of clause is following
|
[
{
"input": "The Borrower will not, and will not permit any of its Subsidiaries to, change its fiscal year to end on any date other than December 31 of each year.",
"output": "fiscal year"
}
] | false |
4391
|
what kind of clause is following
|
[
{
"input": "This Agreement shall be governed by, and construed in accordance with, the law of the State of New York, except as required by mandatory provisions of law and to the extent the validity or perfection of the security interests hereunder, or the remedies hereunder, in respect of any Collateral are governed by the law of a jurisdiction other than New York.",
"output": "governing laws"
}
] | false |
3777
|
what kind of clause is following
|
[
{
"input": "Set forth on Schedule 4.19 is a true and complete list of all Indebtedness (other than (i) trade payables and (ii) Indebtedness not in excess of $5,000,000 in the aggregate) of each Loan Party and each of its Subsidiaries outstanding immediately prior to the Closing Date that is to remain outstanding immediately after giving effect to the closing hereunder on the Closing Date and such Schedule accurately sets forth the aggregate principal amount of such Indebtedness as of the Closing Date.",
"output": "indebtedness"
}
] | false |
5815
|
what kind of clause is following
|
[
{
"input": "THIS ASSUMPTION LETTER SHALL BE CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS (WITHOUT REGARD TO THE CONFLICT OF LAWS PROVISIONS) OF THE STATE OF MINNESOTA, BUT GIVING EFFECT TO FEDERAL LAWS APPLICABLE TO NATIONAL BANKS.",
"output": "choice of laws"
}
] | false |
7537
|
what kind of clause is following
|
[
{
"input": "By entering into this Agreement, the Participant agrees and acknowledges that the Participant has received and read a copy of the Plan and the LTIP. The Award is subject to the Plan and the LTIP. In the event of a conflict between any term or provision contained herein and a term or provision of the Plan or LTIP, the applicable terms and provisions of the Plan and LTIP will govern and prevail.",
"output": "ltip"
}
] | false |
5391
|
what kind of clause is following
|
[
{
"input": "Any order, judgment or decree shall be entered against any Credit Party decreeing the dissolution or split up of any Credit Party and such order shall remain undischarged or unstayed for a period in excess of 15 days, or any Credit Party shall otherwise dissolve or cease to exist (except as permitted by Section 9.5 ).",
"output": "dissolutions"
}
] | false |
752
|
what kind of clause is following
|
[
{
"input": "Any notice or other communications herein required or permitted shall be in writing and given as provided in Section 5.01 of the Intercreditor Agreement.",
"output": "notices"
}
] | false |
8577
|
what kind of clause is following
|
[
{
"input": "The Borrowers will use the proceeds of (a) the Term Loans and Revolving Loans made on the Effective Date to finance a portion of the Transactions and pay Transaction Costs and (b) the Revolving Loans and Swingline Loans after the Effective Date for working capital and other general corporate purposes.",
"output": "use of proceeds"
}
] | false |
1392
|
what kind of clause is following
|
[
{
"input": "JPMorgan Chase Bank, N.A. is designated Documentation Agent and shall have no duties or obligations as such to any Lender or any Loan Party under any Loan Documents. Each of U.S. Bank National Association and Fifth Third Bank are designated Co-Syndication Agents and shall have no duties or obligations as such to any Lender or any Loan Party under any Loan Documents.",
"output": "co-syndication agents"
}
] | false |
5857
|
what kind of clause is following
|
[
{
"input": "You will continue to be eligible to participate in the company’s stock options and RSU program. The options will be non-qualified stock options. These equity awards will be subject to the terms of the Company’s 2011 Stock Plan (as amended and restated) and the execution of the applicable Stock Option Agreement entered into between you and the Company, which terms shall also govern these awards.",
"output": "rsus"
}
] | false |
1132
|
what kind of clause is following
|
[
{
"input": "Subject to the Participant’s other commitments, the Participant agrees to reasonably cooperate (but only truthfully) with the Employer and the Company and provide information as to matters which the Participant was personally involved, or has information on, during the Participant’s employment with the Employer and which are or become the subject of litigation or other dispute.",
"output": "cooperation"
}
] | false |
2319
|
what kind of clause is following
|
[
{
"input": "The persons eligible to receive Awards are the Employees of the Company and its Affiliates and such other individuals designated by the Committee who are reasonably expected to become Employees after the receipt of Awards.",
"output": "eligible award recipients"
}
] | false |
1854
|
what kind of clause is following
|
[
{
"input": "Except as otherwise provided in this Agreement, termination of this Agreement pursuant to the provisions of Section I hereof shall not affect any right or obligation of either party hereto which is accrued or vested (i) under the Separation Agreement; or (ii) prior to or upon such termination or the rights and obligations set forth in Sections IV and VI hereof.",
"output": "terminations"
}
] | false |
6841
|
what kind of clause is following
|
[
{
"input": "Employee acknowledges and represents that the Company has paid all salary, and wages, and any and all other benefits due to Employee as of the Effective Date of this Agreement (other than payment of salary accrued through the Effective Date payable by the Company in arrears).",
"output": "payment of salary"
}
] | false |
8494
|
what kind of clause is following
|
[
{
"input": "This Agreement shall be governed by and construed in all respects by the internal laws of the State of New York (except for the proper application of the United States federal securities laws), without giving effect to any choice of law or conflict of law provision or rule (whether of the State of New York or any other jurisdictions) that would cause the application of the laws of any jurisdictions other than the State of New York.",
"output": "governing laws"
}
] | false |
8489
|
what kind of clause is following
|
[
{
"input": "The Executive shall be retained by the Company as a consultant for the period commencing on the day immediately following the Termination Date and expiring on August 31, 2016 (the “ Consulting Period ”).",
"output": "consulting periods"
}
] | false |
7527
|
what kind of clause is following
|
[
{
"input": "The Participant agrees to take whatever additional actions and execute whatever additional documents the Company may deem necessary or advisable in order to carry out or effect one or more of the obligations or restrictions imposed on the Participant pursuant to the provisions of this Grant.",
"output": "participant undertaking"
}
] | false |
1055
|
what kind of clause is following
|
[
{
"input": "The installments provided for in the vesting schedule set forth in the Grant Notice are cumulative. Each such installment that becomes vested and exercisable pursuant to the vesting schedule set forth in the Grant Notice shall remain vested and exercisable until it becomes unexercisable under Section 3.3 hereof. Once the Option becomes unexercisable, it shall be forfeited immediately.",
"output": "duration of exercisability"
}
] | false |
7197
|
what kind of clause is following
|
[
{
"input": "EACH OF THE PARTIES HEREBY AGREES THAT SECTION 10.17 OF THE VERSUM CREDIT AGREEMENT IS INCORPORATED HEREIN MUTATIS MUTANDIS.",
"output": "waivers of jury trial"
}
] | false |
5487
|
what kind of clause is following
|
[
{
"input": "The Borrower shall have paid (i) the fees and expenses that are owing pursuant to that certain Fee Letter dated November 20, 2015 and (ii) all outstanding fees and expenses owing to King & Spalding LLP.",
"output": "expenses"
}
] | false |
6830
|
what kind of clause is following
|
[
{
"input": "Each such financial statement shall be in scope and detail satisfactory to Lender and certified by the chief financial officer or representative of Borrower.",
"output": "certifications"
}
] | false |
4584
|
what kind of clause is following
|
[
{
"input": "There shall be no Closing adjustment or proration of real estate taxes or special assessments with respect to any of the Property between Sellers and Buyer since Sellers will be responsible as owner for those allocable to the period prior to the Closing and pursuant to the Lease for those allocable from and after the Closing.",
"output": "real estate taxes"
}
] | false |
8281
|
what kind of clause is following
|
[
{
"input": "This Agreement shall not be assigned by any party hereto without the prior written consent of the other party hereto. Any attempted assignment in violation of this Section 14.07 shall be void. This Agreement shall be binding upon, shall inure to the benefit of, and shall be enforceable by the parties hereto and their permitted successors and assigns.",
"output": "assignments"
}
] | false |
1912
|
what kind of clause is following
|
[
{
"input": "Effective January 1, 2007, (i) Participants may no longer make after-tax Participant Contributions to the Plan, and (ii) the Employer will no longer make Employer Contributions on behalf of any Participant.",
"output": "employer contributions"
}
] | false |
519
|
what kind of clause is following
|
[
{
"input": "Such Buyer is an “accredited investor” as that term is defined in Rule 501(a) of Regulation D.",
"output": "accredited investor status"
}
] | false |
4077
|
what kind of clause is following
|
[
{
"input": "No supplement, modification or amendment of this Agreement will be binding unless made in a written instrument that is signed by all of the Parties hereto and that specifically refers to this Agreement.",
"output": "modifications"
}
] | false |
5954
|
what kind of clause is following
|
[
{
"input": "The failure of any party to exercise or enforce any right or remedy conferred upon it hereunder shall not be deemed to be a waiver of any such or other right or remedy nor operate to bar the exercise or enforcement of any thereof at any time thereafter.",
"output": "waivers"
}
] | false |
8434
|
what kind of clause is following
|
[
{
"input": "This Plan is not a contract for employment between the Employer and any Employee who is a Participant. This Plan does not entitle any Participant to continued employment with the Employer, and benefits under the Plan are limited to payment of a Participant’s Vested Accrued Benefit in accordance with the terms of the Plan.",
"output": "not employment contract"
}
] | false |
2886
|
what kind of clause is following
|
[
{
"input": "No such assignment shall be made (A) to the Parent Guarantor, the Borrower or any of the Parent Guarantor’s or Borrower’s Affiliates or Subsidiaries, (B) to any Defaulting Lender or any of its Subsidiaries, or any Person who, upon becoming a Lender hereunder, would constitute any of the foregoing Persons described in this clause (B) or (C) to a natural Person.",
"output": "no assignment to certain persons"
}
] | false |
5551
|
what kind of clause is following
|
[
{
"input": "For U.S. federal income tax purposes, it is treated as an entity that is disregarded as separate from its owner in accordance with Treasury Regulation Section 301.7701-3(b)(1)(ii). The entity from which it is disregarded as a separate entity is a U.S. Person.",
"output": "tax status"
}
] | false |
1717
|
what kind of clause is following
|
[
{
"input": "Each Party may subcontract the performance of any activities conducted in accordance with this ARTICLE 5 to any of its Affiliates or any Third Party, provided that such Party shall oversee the performance of any subcontracted activities in a manner that would be reasonably expected to result in their successful and timely completion and shall remain responsible for the performance of such subcontracted activities in accordance with this Agreement.",
"output": "subcontracting"
}
] | false |
788
|
what kind of clause is following
|
[
{
"input": "In the event that the Employer becomes insolvent, all Participants and Beneficiaries shall be treated as general, unsecured creditors of the Employer with respect to any amounts credited to the Accounts under the Plan.",
"output": "insolvency"
}
] | false |
489
|
what kind of clause is following
|
[
{
"input": "This Agreement and the rights and benefits hereof shall inure to the benefit of each of the Parties hereto and its respective successors and assigns and shall inure to the benefit of each of the Senior Priority Agents, the Senior Priority Creditors, the Junior Priority Agents, the Junior Priority Creditors and the Original First Lien Borrower and the other Loan Parties. No other Person shall have or be entitled to assert rights or benefits hereunder.",
"output": "no third-party beneficiaries"
}
] | false |
8229
|
what kind of clause is following
|
[
{
"input": "If Employee dies prior to December 31, 2019, Employee will receive the Discretionary Credit described in Section 3, which shall be allocated to Employee’s Discretionary Credit Account as of the date of Employee’s death.",
"output": "death"
}
] | false |
4286
|
what kind of clause is following
|
[
{
"input": "The representations and warranties of the Borrowers set forth herein must be true and correct in all material respects (except that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof).",
"output": "representations"
}
] | false |
4267
|
what kind of clause is following
|
[
{
"input": "No failure on the part of the Administrative Agent, the Collateral Agent, any Lender or any Lender Agent to exercise, and no delay in exercising, any right hereunder shall operate as a waiver thereof; nor shall any single or partial exercise of any right hereunder preclude any other or further exercise thereof or the exercise of any other right. The remedies herein provided are cumulative and not exclusive of any remedies provided by law.",
"output": "no waivers"
}
] | false |
2512
|
what kind of clause is following
|
[
{
"input": "During the term of this Agreement, the Company shall provide Executive with an automobile allowance of $750.00 per month to reimburse Executive for automobile usage for business purposes. In addition, the Company shall reimburse the Executive for the miles for which he travels for business purposes in accordance with the standard mileage rate as determined by the Internal Revenue Service.",
"output": "automobiles"
}
] | false |
8073
|
what kind of clause is following
|
[
{
"input": "Any modification, amendment or supplement to this Agreement must be in writing and signed by authorized representatives of all parties to be effective, except to the extent otherwise expressly provided in this Agreement; provided , that the signature of any one Client entity shall be binding on all the Client entities.",
"output": "amendments"
}
] | false |
1851
|
what kind of clause is following
|
[
{
"input": "SECTION 9.17. Section 9.17.",
"output": "acts"
}
] | false |
6358
|
what kind of clause is following
|
[
{
"input": "If any Lender requests compensation under Section 3.04, or if the Borrowers are required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 3.01 , the Borrowers may replace such Lender in accordance with Section 11.13 .",
"output": "replacement of lenders"
}
] | false |
5195
|
what kind of clause is following
|
[
{
"input": "This Lease shall be governed by, interpreted and construed in accordance with the laws of the State of Nevada.",
"output": "governing laws"
}
] | false |
6023
|
what kind of clause is following
|
[
{
"input": "This Support Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to the conflicts of law rules of such State.",
"output": "governing laws"
}
] | false |
3690
|
what kind of clause is following
|
[
{
"input": "(a) Amend or modify in any manner materially adverse to the Lenders the articles or certificate of incorporation or by-laws or limited liability company operating agreement or other Organizational Documents of the Borrower or any of the Subsidiaries.",
"output": "payments of indebtedness"
}
] | false |
3430
|
what kind of clause is following
|
[
{
"input": "Except to the extent otherwise provided herein or in any other Transaction Agreement, each Party shall bear its own costs (including any third party expenses) and attorneys’ fees in relation to the negotiation and preparation of this Agreement and the other Transaction Agreements.",
"output": "costs"
}
] | false |
1799
|
what kind of clause is following
|
[
{
"input": "Each Loan shall be made as part of a Borrowing consisting of Loans of the same Class, Currency and Type made by the Lenders ratably in accordance with their respective Commitments of the same Class. The failure of any Lender to make any Loan required to be made by it shall not relieve any other Lender of its obligations hereunder; provided that the Commitments of the Lenders are several and no Lender shall be responsible for any other Lender’s failure to make Loans as required.",
"output": "obligations of lenders"
}
] | false |
625
|
what kind of clause is following
|
[
{
"input": "The Transferor shall not during the term of this Agreement issue any securities or other interests except with the prior written consent of the Administrative Agent and each Class Agent.",
"output": "other interests"
}
] | false |
4511
|
what kind of clause is following
|
[
{
"input": "BTHE, to its knowledge, has complied with all federal, state, county and local laws, ordinances, regulations, inspections, orders, judgments, injunctions, awards or decrees applicable to its business except for such non-compliance that would not have a Material Adverse Effect on BTHE.",
"output": "compliance with laws"
}
] | false |
8002
|
what kind of clause is following
|
[
{
"input": "The respective rights and obligations of Company and Executive hereunder shall survive any termination of Executive's employment by the Company to the extent necessary to carry out the intentions of Company and Executive under this Agreement.",
"output": "survivorship"
}
] | false |
2952
|
what kind of clause is following
|
[
{
"input": "Effective as of the Grant Date, the Company hereby grants to you, subject to your acceptance hereof, an Award of Performance Share Units (the “Units”) in an amount initially equal to the Target Number of Units indicated in the table below. Each Unit represents the right to receive one Share of the Company’s common stock, $0.01 par value (the “Common Stock”), following the vesting of the Unit.",
"output": "grants"
}
] | false |
3245
|
what kind of clause is following
|
[
{
"input": "If to the knowledge of the Company, the conditions set forth in Section 6 shall not have been satisfied as of the applicable Settlement Date, the Company will, upon request of the Manager prior to the Settlement Date, offer to any person who has agreed to purchase Shares from the Company as the result of an offer to purchase solicited by the Manager the right to refuse to purchase and pay for such Shares.",
"output": "rescission rights"
}
] | false |
3416
|
what kind of clause is following
|
[
{
"input": "This Agreement’s provisions are binding upon and inure to the benefit of the Parties hereto and their respective successors and assigns; provided that no Party may assign, delegate or otherwise transfer any of its rights or obligations under this Agreement (other than to an Affiliate) without the prior written consent of the other Parties hereto.",
"output": "assigns"
}
] | false |
5874
|
what kind of clause is following
|
[
{
"input": "COMPANY shall use reasonable commercial efforts to comply with all commercially material local, state, federal, and international laws and regulations relating to the development, manufacture, use, and sale of LICENSED PRODUCTS and LICENSED PROCESSES.",
"output": "compliance with laws"
}
] | false |
742
|
what kind of clause is following
|
[
{
"input": "Borrower shall have paid to Lenders, Agents and Arrangers the fees payable on the Closing Date referred to in Sections 2.8 and all expenses payable pursuant to Section 10.2 or pursuant any other letter agreement with the Arrangers which have accrued to or are otherwise payable on the Closing Date, in each case to the extent Borrower has received invoices therefor at least three Business Days prior to the Closing Date.",
"output": "other amounts"
}
] | false |
8376
|
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 applicable to contracts executed, and to be fully performed, in such State.",
"output": "governing laws"
}
] | false |
6088
|
what kind of clause is following
|
[
{
"input": "Participant agrees to keep confidential the terms of this Agreement, unless and until such terms have been disclosed publicly other than through a breach by Participant of this covenant. This provision does not prohibit Participant from providing this information on a confidential and privileged basis to Participant’s attorneys or accountants for purposes of obtaining legal or tax advice or as otherwise required by law .",
"output": "confidentiality of this agreement"
}
] | false |
6219
|
what kind of clause is following
|
[
{
"input": "This Agreement and Release shall be governed by and construed and enforced, in all respects, in accordance with the law of the State of Texas without regard to the principles of conflict of law except as preempted by federal law.",
"output": "choice of laws"
}
] | false |
961
|
what kind of clause is following
|
[
{
"input": "Liens . The Property is not subject to any Specified Lien at any time on or after the first anniversary of the Closing Date.",
"output": "specified"
}
] | false |
1332
|
what kind of clause is following
|
[
{
"input": "Notwithstanding the foregoing, the Committee, in its discretion, may adopt different procedures for different claims without being bound by past actions. Any procedures adopted, however, shall be designed to afford a Claimant a full and fair review of his claim and shall comply with applicable regulations under ERISA.",
"output": "other procedures"
}
] | false |
3831
|
what kind of clause is following
|
[
{
"input": "Without prejudice to the survival of any other agreement of Borrower hereunder, the agreements and obligations of Borrower contained in this Section 9.21 shall survive the repayment of the Revolver Loans, the other Indebtedness and other obligations under the Loan Documents and the termination of the Commitments hereunder.",
"output": "survival"
}
] | false |
5936
|
what kind of clause is following
|
[
{
"input": "Any Obligor shall default in the due performance and observance of any other agreement contained in any Loan Document executed by it, and such default shall continue unremedied for a period of 30 days after the earlier of (a) the date of such default or the date that any Obligor has knowledge of such Default, or (b) the date notice thereof is given to the Borrower by the Administrative Agent or any Lender.",
"output": "non-performance of other covenants"
}
] | false |
6543
|
what kind of clause is following
|
[
{
"input": "Borrowers shall pay to the Arranger and the Administrative Agent for their own respective accounts fees in the amounts and at the times specified in the Fee Letter. Such fees shall be fully earned when paid and shall not be refundable for any reason whatsoever.",
"output": "other fees"
}
] | false |
5409
|
what kind of clause is following
|
[
{
"input": "Employer means, with respect to Employees it employs, the Company, each Affiliate, and any public parent company of the Company, as applicable.",
"output": "employers"
}
] | false |
1602
|
what kind of clause is following
|
[
{
"input": "In addition to and not in limitation of any other right or remedy under this Lease and the other Lease Documents, Landlord may without prior notice to any person set off any sum or obligation (whether or not arising under this Lease) owed by Tenant or any Affiliate of Tenant to Landlord or any Affiliate of Landlord against any sum or obligation (whether or not arising under this Lease) owed by Landlord or any Affiliate of Landlord to Tenant or any Affiliate of Tenant.",
"output": "right of setoff"
}
] | false |
6599
|
what kind of clause is following
|
[
{
"input": "You will be eligible to participate in the Campbell Soup Company Long- Term Incentive Program (the “LTI Program”). Your initial target under the LTI Program will be 500% of base salary. Individual grant targets are reviewed and approved by the Compensation Committee annually. The value of actual LTI awards granted are based on an assessment of your performance and may be above or below your current target at the discretion of the Board and/or Compensation Committee.",
"output": "long-term incentive programs"
}
] | false |
2399
|
what kind of clause is following
|
[
{
"input": "Except as set forth on Section 4.10 of the Company Disclosure Schedule, each of the Company and its Subsidiaries owns, or is licensed to use, all material Intellectual Property necessary for the conduct of its business as currently conducted.",
"output": "intellectual property"
}
] | false |
5039
|
what kind of clause is following
|
[
{
"input": "The Company will, and will cause each Subsidiary to, do all things necessary to maintain, preserve, protect and keep its Property in good repair, working order and condition, ordinary wear and tear excepted, and make all necessary and proper repairs, renewals and replacements so that its business carried on in connection therewith may be properly conducted at all times.",
"output": "maintenance of properties"
}
] | false |
8607
|
what kind of clause is following
|
[
{
"input": "On each Closing Date, all stock transfer or other taxes (other than income or similar taxes) that are required to be paid in connection with the sale and transfer of the Securities to be sold to each Buyer hereunder will be, or will have been, fully paid or provided for by the Company, and all laws imposing such taxes will be or will have been complied with.",
"output": "transfer taxes"
}
] | false |
4201
|
what kind of clause is following
|
[
{
"input": "This Trust Agreement may be modified or otherwise amended, and the observance of any term of this Trust Agreement may be waived, only if such modification, amendment or waiver is in writing and signed by the Parties.",
"output": "amendments"
}
] | false |
8608
|
what kind of clause is following
|
[
{
"input": "Each Seller hereby represents and warrants to the Buyer that it is in compliance with all the terms and provisions set forth in the Repurchase Agreement on its part to be observed or performed, and that no Event of Default has occurred and is continuing, and hereby confirms and reaffirms the representations and warranties contained in Section 13 of the Repurchase Agreement.",
"output": "representations"
}
] | false |
3148
|
what kind of clause is following
|
[
{
"input": "The Lenders, JPMCB and the Administrative Agent shall have received all fees required to be paid, and all expenses for which invoices have been presented (including the reasonable fees and expenses of legal counsel), on or before the Effective Date. All such amounts will be paid with proceeds of Loans made on the Effective Date and will be reflected in the funding instructions given by the Borrower to the Administrative Agent on or before the Effective Date.",
"output": "fees"
}
] | false |
4431
|
what kind of clause is following
|
[
{
"input": "(a) Unless otherwise defined herein, capitalized terms used but not defined herein shall have the meanings given to them in the Indenture, and the following terms are used herein as defined in the New York UCC: Accounts (as defined in Article 9 of the New York UCC), Chattel Paper, Commercial Tort Claims, Documents, Equipment, Fixture, General Intangibles, Goods, Instruments, Inventory, Letter-of-Credit Rights and Supporting Obligations.",
"output": "definitions"
}
] | false |
841
|
what kind of clause is following
|
[
{
"input": "A fee equal to one-quarter of one percent (0.25%) per annum on the daily average of the Maximum Revolver Amount reduced by outstanding Advances and Letter of Credit Usage, which fee will be calculated on a monthly basis by Lender and will be due and payable in arrears on the first day of each month and on the Termination Date.",
"output": "unused fees"
}
] | false |
7944
|
what kind of clause is following
|
[
{
"input": "The Borrower’s location (within the meaning of Article 9 of the UCC) is Delaware. The chief executive office of the Borrower (and the location of the Borrower’s records regarding the Collateral Portfolio (other than those delivered to the Collateral Custodian)) is located at the address set forth under its name in Section 12.02 (or at such other address as shall be designated by such party in a written notice to the other parties hereto).",
"output": "locations"
}
] | false |
7991
|
what kind of clause is following
|
[
{
"input": "Each of the Parties covenants and agrees to do, execute, acknowledge and deliver, or cause to be done, executed, acknowledged and delivered, any and all such further acts, instruments, papers and documents as may be reasonably necessary to carry out and effectuate the intent and purposes of this Agreement.",
"output": "further assurances"
}
] | false |
5031
|
what kind of clause is following
|
[
{
"input": "Except as otherwise provided in subparagraphs (b) and (d) below, you will vest in the Performance Units earned (if any) for the Performance Period only if you are an employee of the Company or a Subsidiary on the date such earned Performance Units are paid, as provided in Paragraph 3 below.",
"output": "vesting"
}
] | false |
8564
|
what kind of clause is following
|
[
{
"input": "Such Defaulting Lender’s right to approve or disapprove any amendment, waiver or consent with respect to this Agreement shall be restricted as set forth in the definition of “Required Lenders” and Section 10.1 .",
"output": "waivers"
}
] | false |
3305
|
what kind of clause is following
|
[
{
"input": "With respect to sales invoiced and received in a currency other than U.S. Dollars, such sales shall be converted into the U.S. Dollar equivalent in accordance with DexCom’s standard practices used in preparing its audited financial statements for the applicable calendar quarter and DexCom shall provide Verily the basis for such conversion.",
"output": "currency conversions"
}
] | false |
206
|
what kind of clause is following
|
[
{
"input": "Capitalized terms used and not defined in this Amendment have the respective meanings assigned to them in the Note.",
"output": "definitions"
}
] | false |
825
|
what kind of clause is following
|
[
{
"input": "This Note may not be modified, amended, waived, extended, changed, discharged or terminated orally or by any act or failure to act on the part of Borrower or Lender, but only by an agreement in writing signed by the party against whom enforcement of any modification, amendment, waiver, extension, change, discharge or termination is sought.",
"output": "no oral changes"
}
] | false |
135
|
what kind of clause is following
|
[
{
"input": "The representations and warranties in Article III hereof shall be true and correct in all material respects (except for representations and warranties that are already qualified by materiality, which representations and warranties shall be true and correct in all respects after giving effect to such qualification).",
"output": "representations"
}
] | false |
2803
|
what kind of clause is following
|
[
{
"input": "Except as has not had or would not reasonably be expected to have, individually or in the aggregate, a Company Material Adverse Effect.",
"output": "tax matters"
}
] | false |
1721
|
what kind of clause is following
|
[
{
"input": "If an Optionee’s employment with or service to the Company terminates for any reason other than death, Disability, Retirement, involuntary termination by the Company without Cause or resignation for Good Reason, the Option may be exercised, to the extent it was exercisable at the time of such termination, until the earlier to occur of (i) 3 months from the date of such termination or (ii) the expiration of the term of the Option, whichever period is shorter.",
"output": "other terminations"
}
] | false |
8354
|
what kind of clause is following
|
[
{
"input": "To the extent applicable, each of the Borrower and its Subsidiaries is in compliance in all material respects with (i) the Trading with the Enemy Act, as amended, and each of the foreign assets control regulations of the United States Treasury Department (31 CFR, Subtitle B, Chapter V, as amended), and any other enabling legislation or executive order relating thereto, and (ii) the PATRIOT Act.",
"output": "patriot act"
}
] | false |
7557
|
what kind of clause is following
|
[
{
"input": "All payments due from one Party to the other Party under this Agreement shall be paid in Dollars by wire transfer to a bank in the United States designated in writing by the payee.",
"output": "methods of payments"
}
] | false |
2729
|
what kind of clause is following
|
[
{
"input": "This Agreement constitutes the entire agreement between the parties and supersedes, as of the Effective Date, all prior negotiations, representations or agreements, either written or oral, with respect to the subject matter hereof.",
"output": "entire agreements"
}
] | false |
7419
|
what kind of clause is following
|
[
{
"input": "Such Loan Party and each of its Subsidiaries has a fiscal (or financial) year which is the twelve months ending on December 31 of each calendar year.",
"output": "fiscal year"
}
] | false |
4351
|
what kind of clause is following
|
[
{
"input": "The provisions of Sections 10.12 ( Integration ), 10.16 ( Governing Law ) and 10.17 ( Waiver of Right to Trial by Jury ) of the Amended and Restated Credit Agreement shall apply with like effect to this Amendment. This Amendment is a Loan Document as defined in the Amended and Restated Credit Agreement.",
"output": "waiver of jury trials"
}
] | false |
173
|
what kind of clause is following
|
[
{
"input": "This Agreement sets forth the entire understanding between the parties hereto and supersedes and merges all previous written and oral negotiations, commitments, understandings and agreements relating to the subject matter hereof between the parties hereto (including, for the avoidance of doubt, any previously executed indemnification agreement between the parties hereto).",
"output": "integration"
}
] | false |
7816
|
what kind of clause is following
|
[
{
"input": "The waiver by any party hereto of a breach of any provision of this Agreement shall not operate or be construed as a waiver of any subsequent breach by any party. This Agreement may not be modified, altered or amended except by written agreement of all the parties hereto.",
"output": "modifications"
}
] | false |
2673
|
what kind of clause is following
|
[
{
"input": "The Borrower may from time to time prepay the Revolving Loan, in whole or in part, without any prepayment fee whatsoever, provided that any prepayment of the principal balance of the Revolving Loan shall include all accrued interest on the Revolving Loan to the date of such prepayment.",
"output": "optional prepayments"
}
] | false |
6893
|
what kind of clause is following
|
[
{
"input": "This Agreement sets forth the entire agreement between the Parties as it relates to the subject matter hereof, and replaces and supersedes any and all prior agreements, promises, proposals, representations, understandings and negotiations, written or not, relating to the same.",
"output": "entire agreements"
}
] | false |
3695
|
what kind of clause is following
|
[
{
"input": "The Administrative Agent shall have received (i) counterparts of this Agreement, executed by a Responsible Officer and a duly authorized officer of each Lender, (ii) a Note executed by a Responsible Officer for the account of each Lender requesting a Note, payable to the order of each such requesting Lender and (iii) counterparts of any other Loan Document, executed by a Responsible Officer and a duly authorized officer of each other Person party thereto.",
"output": "loan documents"
}
] | false |
705
|
what kind of clause is following
|
[
{
"input": "As of the date hereof, the authorized common stock of the Company consists of 230,000,000 authorized shares of Common Stock, $0.0001 par value per share, of which 70,706,358 shares are issued and outstanding; and 3,026,471 shares are reserved for issuance upon conversion of the Note. All of such outstanding shares of capital stock are, or upon issuance will be, duly authorized, validly issued, fully paid and non-assessable. .",
"output": "capitalization"
}
] | false |
6275
|
what kind of clause is following
|
[
{
"input": "The Borrower or the General Partner is deemed to hold “plan assets” within the meaning of ERISA or any regulations promulgated thereunder of an employee benefit plan (as defined in Section 3(3) of ERISA) which is subject to Title I of ERISA or any plan (within the meaning of Section 4975 of the Code).",
"output": "erisa"
}
] | false |
2905
|
what kind of clause is following
|
[
{
"input": "The Company shall reimburse the Executive for all reasonable travel, entertainment and other expenses incurred or paid by the Executive in connection with, or related to, the performance of his duties and responsibilities under this Agreement (other than expenses arising out of or related to commuting costs, including temporary housing and meal expenses), in accordance with the policies and procedures, and subject to the limitations, adopted by the Company from time to time.",
"output": "reimbursement of expenses"
}
] | false |
4455
|
what kind of clause is following
|
[
{
"input": "The Administrative Agent shall have received originals, facsimiles or copies in .pdf format unless otherwise specified, of counterparts of this Amendment duly executed by each Loan Party, the Required Lenders, and the Administrative Agent.",
"output": "execution"
}
] | false |
1907
|
what kind of clause is following
|
[
{
"input": "The headings used in this Agreement have been inserted for convenience of reference only and do not define or limit the provisions hereof. Any Attachments to this Agreement are incorporated herein by reference and shall be deemed a part of it.",
"output": "construction"
}
] | false |
Subsets and Splits
No community queries yet
The top public SQL queries from the community will appear here once available.