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scholarly360

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contracts-extraction-instruction-llm-experiments

like 7

[ { "input": "The properties and assets and business of the Company and its Subsidiaries are insured with financially sound and reputable insurance companies not Subsidiaries of the Company, in such amounts, with such deductibles and covering such risks as are customarily carried by companies engaged in similar businesses and are similarly situated, except to the extent that the Company and its Subsidiaries have self-insured against hazards and risks with respect to which, and in such amounts as, the Company has in good faith determined to be prudent and consistent with sound financial practice, and as are customary for companies engaged in similar businesses and owning and operating similar properties.", "output": "Company" } ]

[ { "input": "The Board of Directors shall meet at least semi-annually (unless the Members or the Board of Directors otherwise determine) on such dates as the Board of Directors may agree in writing. Additional meetings shall be held at the written request of any director on five business days’ notice issued to all directors by the director requesting the meeting. Unless otherwise agreed by the Board, the meetings shall alternate between a location reasonably designated by the AVI directors and a location reasonably designated by the WVI directors.", "output": "The Board of Directors" } ]

[ { "input": "(a) The Company hereby covenants to maintain, reserved and authorized for issuance upon exercise of the Warrants, such number of Warrant Shares as equals the amount of shares that such Warrants are convertible into or exchangeable for at any time and from time to time. Said reservation of shares shall be both by irrevocable resolution of the Board of Directors of the Company as well as by irrevocable instruction to the Company’s transfer agent. The Company hereby further agrees to take all further acts, including amending its charter or amending any filing with any exchange or quotation service in order to effectuate the foregoing.", "output": "the Board of Directors" } ]

[ { "input": "To the extent that this Agreement imposes obligations on Affiliates of a Party, such Party agrees to cause its Affiliates to perform such obligations and a breach by such Affiliate shall be considered a breach by such Party.", "output": "Party" } ]

[ { "input": "Subject to Section  12.3 , immediately upon the occurrence and during the continuance of an Event of Default (A) the Borrowers shall no longer have the option to request LIBOR Rate Loans, Swingline Loans or Letters of Credit, (B) all outstanding Loans or other Obligations shall bear interest at the Default Rate and (C) all accrued and unpaid interest shall be due and payable on demand of the Administrative Agent. Interest shall continue to accrue on the Obligations after the filing by or against the Borrowers of any petition seeking any relief in bankruptcy or under any act or law pertaining to insolvency or debtor relief, whether state, federal or foreign.", "output": "Section  12.3" } ]

[ { "input": "Such Transferor will not make any change to the Credit and Collection Policy that could reasonably be expected to adversely affect the collectibility of the Receivables originated by it or decrease the credit quality of any of its newly created Receivables. Except as otherwise permitted in its capacity as Servicer pursuant to the Credit and Security Agreement, such Transferor will not extend, amend or otherwise modify the terms of any Receivable or any Contract related thereto other than in accordance with the Credit and Collection Policy.", "output": "the Credit and Collection Policy" } ]

[ { "input": "Permit the Total Leverage Ratio as of the end of any period of four consecutive Fiscal Quarters of the Borrower to be greater than 5.50 to 1.00.", "output": "greater than 5.50 to 1.00" } ]

[ { "input": "If any Lender requests compensation under this Section 4.01, or if the Borrower is required to pay any additional amount to any Lender or any Governmental Authority for the account of any Lender pursuant to Section 4.03, the Borrower may replace such Lender in accordance with Section 13.03(j) .", "output": "Section 4.03" } ]

[ { "input": "For Federal, state and local income tax purposes, items of income, gain, loss, deduction and credit shall be allocated to the Members in accordance with the allocations of the corresponding items for Capital Account purposes under Section 5.1 and Section 5.2 , except that items with respect to which there is a difference between tax and book basis will be allocated in accordance with the “traditional method” set forth in Regulations Section 1.704-3(b).", "output": "Section 5.1" } ]

[ { "input": "On the issuance or Modification of an LC, the LC Issuer will be deemed, without further action by any party, to have unconditionally and irrevocably sold to each Lender, and each Lender will be deemed, without further action by any party, to have unconditionally and irrevocably purchased from the LC Issuer, a participation in the LC (and each Modification of the LC) and the related LC Obligations in proportion to its Pro Rata Share.", "output": "LC" } ]

[ { "input": "After giving effect to the Fourth Amendment, the representations and warranties of the Company set forth in the Note Purchase Agreement and in the other Note Documents shall be true and correct on and as of the Effective Date, except to the extent any such representations and warranties are expressly limited to an earlier date, in which case, on and as of the Effective Date, such representations and warranties shall continue to be true and correct as of such specified earlier date.", "output": "the Note Purchase Agreement" } ]

[ { "input": "In all provisions of the Master Lease (under the terms thereof and without regard to modifications thereof for purposes of incorporation into this Sublease) requiring the approval or consent of Landlord, Subtenant shall be required to obtain the approval or consent of both Sublandlord and Landlord.", "output": "Sublandlord" } ]

[ { "input": "The principal place of Executive’s employment shall be the Corporation’s corporate headquarters, which is currently located in Parsippany, New Jersey; provided that Executive will be required to travel on Corporation business during the Term as directed by the Chief Executive Officer.", "output": "Executive" } ]

[ { "input": "The obligation to make payments and distributions with respect to SEA RSUs shall be satisfied through the issuance of one Share for each vested SEA, less applicable withholding taxes (the “ settlement ”), and the settlement of the SEA RSUs may be subject to such conditions, restrictions and contingencies as the Committee shall determine. Except as otherwise provided in Section 3(b), Earned SEA RSUs (as defined in Exhibit A ) shall vest and be settled as soon as practicable after the end of the Performance Cycle (as defined in Exhibit A ) and Certification (the “ Settlement Date ”), but in no event later than March 15 of the year following the calendar year in which Certification occurs.", "output": "March 15 of the year following the calendar year" } ]

[ { "input": "Consultant shall submit separate invoices monthly for each Task Order and such invoices shall include a breakdown of all charges and expenses, if any, incurred during the month together with the Project Number shown on the Task Order.  Invoices shall be due and payable within thirty (30) days after receipt by AV’s Accounts Payable Group.  Invoices shall be sent to the attention of the Accounts Payable Group; AeroVironment, Inc.,   via e-mail to [email protected] , and also reference the Task Order Number as well as your organization’s name in the subject line or by mail to P.O. Box 5031, Monrovia, CA  91107 .  Unless otherwise agreed at the time individual Task Orders are accepted, all payments shall be made in US dollars.", "output": "AV" } ]

[ { "input": "To facilitate your decision and provide you with immediate shareholder alignment, the board of directors will, on the first date on which you become employed by the Company, authorize an initial award of restricted stock units equivalent to 6,000 shares subject to three year cliff vesting. There is a “Change of Control” provision in this plan. Assuming a market value of $15.00 per share, this award represents compensation, equivalent to $90,000. The signing bonus is non-recurring.", "output": "90,000" } ]

[ { "input": "In addition to the other requirements of this Section 6 , Tenant shall, no later than the second (2 nd ) business day of each month until the Tenant Improvements are complete, provide Landlord with an estimate of (a) the percentage of design and other soft cost work that has been completed, (b) design and other soft costs spent through the end of the previous month, both from commencement of the Tenant Improvements and solely for the previous month, (c) the percentage of construction and other hard cost work that has been completed, (d) construction and other hard costs spent through the end of the previous month, both from commencement of the Tenant Improvements and solely for the previous month, and (e) the date of substantial completion of the Tenant Improvements.", "output": "the previous month" } ]

[ { "input": "Licensee agrees to make in France Clinical Trials on patients suffering from Spinal Muscle Atrophy and to retain “Association Institut De Myologie” (whose founders are the AFM-Téléthon and Genethon) as an investigative site to the extent it is regulatory possible. The clinical trial agreement shall be negotiated on commercially reasonable terms, directly by and between the “Association Institut De Myologie” and Licensee, and the parties shall execute such agreement before December 31th, 2019.", "output": "December 31th, 2019" } ]

[ { "input": "Executive shall cooperate fully with all reasonable requests for information and participation by the Company, its agents, or its attorneys, in prosecuting or defending claims, suits, and disputes brought on behalf of or against the Company and in which v is involved or about which Executive has knowledge.", "output": "Executive" } ]

[ { "input": "Promptly following the execution of this Agreement, the Board shall take all necessary actions (including increasing the number of members of the Board of Directors of the Company (the “Board”) to ten) to nominate and appoint Mr. Nils Larsen as a director of the Company (the “New Independent Director”) with a term expiring at the 2017 annual meeting of stockholders (the “2017 Annual Meeting”). In due course, the Board and the appropriate committee(s) of the Board shall take all necessary actions to nominate the New Independent Director for election at the 2017 Annual Meeting for a further term expiring at the 2020 annual meeting of stockholders (the “2020 Annual Meeting”).", "output": "the Board of Directors" } ]

[ { "input": "Upon the initiation of either Party, the Parties hereto shall make efforts to resolve any disputes or differences arising between them in relation to or under this Agreement amicably, without the necessity of any formal proceeding relating thereto. If the Parties fail to resolve the dispute within thirty (30) business days from the initiation of a dispute resolution as mentioned in the foregoing sentence by either Party, then either Party may refer such dispute to a court of competent jurisdiction in the appropriate Federal or State court located in Hennepin County, Minnesota.", "output": "Party" } ]

[ { "input": "Upon termination of this Agreement, Mr. Morris shall be deemed to have voluntarily and permanently resigned from (i) any and all positions with the Company other than his position as a duly-elected Director of Company, (ii) each position as an officer or director of any of the Company’s affiliates or subsidiaries, and (iii) unless otherwise to in writing between Mr. Morris and the Company, his employment with the Company. If Mr. Morris wishes to resign as a Director of the Company, he shall do so by first giving a separate written notice to the Company and to the Chairman of the Board of his intent to resign as a Director of the Company.", "output": "Morris" } ]

[ { "input": "The Note carries an original issue discount of $750,000.00 (the “ OID ”). In addition, Company agrees to pay $20,000.00 to Investor to cover Investor’s legal fees, accounting costs, due diligence, monitoring and other transaction costs incurred in connection with the purchase and sale of the Note (the “ Transaction Expense Amount ”), all of which amount is included in the initial original principal amount of the Note. The “ Purchase Price ”, therefore, shall be $3,000,000.00, computed as follows: the Initial Principal Amount, less the OID, less the Transaction Expense Amount.", "output": "3,000,000.00" } ]

[ { "input": "Except as provided in Section 2.5(D) , the Borrower shall make mandatory principal prepayments of the Term Loans in amounts equal to the aggregate Net Cash Proceeds from (i) any Asset Disposition described in Section 7.12(D) (other than Asset Dispositions consisting of ventures (as described in Section 7.5(H) ) or any interest therein) to the extent required thereby, (ii) any Asset Disposition not otherwise permitted pursuant to Section 7.12 and (iii) any Insurance and Condemnation Event to the extent that the aggregate amount of such Net Cash Proceeds (in the case of this clause (iii)) exceed $1,000,000 during any calendar year. The Borrower shall make, or cause to be made, such prepayments within three Business Days after the date of receipt of the Net Cash Proceeds.", "output": "any calendar year" } ]

[ { "input": "Executive will be granted 15 business days of paid vacation per calendar year and up 90 calendar days of unpaid vacation during the Term; provided, that Executive will use all accrued unused paid vacation days in any year during the Term prior to using days of unpaid vacation. Unused paid vacation will accrue and carry over into a new calendar year during the Term and the amount attributed to accrued and unused paid vacation will be paid to Executive upon the termination of employment. Executive will be provided with sick leave according to the Company’s standard policies.", "output": "days" } ]

[ { "input": "This Agreement is solely for the benefit of the Parties and does not confer on third parties (including any employees of any member of the Seller Group or the Acquiror Group) any remedy, claim, reimbursement, claim of action or other right in addition to those existing without reference to this Agreement; provided , however , that this Section 10.07 does not limit any rights of Seller to enforce specifically the performance of the terms and provisions of Article V .", "output": "this Section 10.07" } ]

[ { "input": "Licensee agrees to make in France Clinical Trials on patients suffering from Spinal Muscle Atrophy and to retain “Association Institut De Myologie” (whose founders are the AFM-Téléthon and Genethon) as an investigative site to the extent it is regulatory possible. The clinical trial agreement shall be negotiated on commercially reasonable terms, directly by and between the “Association Institut De Myologie” and Licensee, and the parties shall execute such agreement before December 31th, 2019.", "output": "Genethon" } ]

[ { "input": "A former participant in the CapRock Plan shall be eligible to receive a qualified reservist distribution (as defined in section 72(t)(2)(G)(iii) of the Code) with respect to the portion of his or her Account attributable to pre-tax contributions and designated Roth contributions.", "output": "Code" } ]

[ { "input": "Promptly following the execution of this Agreement, the Board shall take all necessary actions (including increasing the number of members of the Board of Directors of the Company (the “Board”) to ten) to nominate and appoint Mr. Nils Larsen as a director of the Company (the “New Independent Director”) with a term expiring at the 2017 annual meeting of stockholders (the “2017 Annual Meeting”). In due course, the Board and the appropriate committee(s) of the Board shall take all necessary actions to nominate the New Independent Director for election at the 2017 Annual Meeting for a further term expiring at the 2020 annual meeting of stockholders (the “2020 Annual Meeting”).", "output": "2017" } ]

[ { "input": "Without limiting Buyer’s remedies for Title Defects set forth in this Article  XIII , and except for the Special Warranty contained in the Assignment and Mineral Deed, and the representations and warranties set forth in Section  9.7 and Section  9.11 , Seller makes no warranty or representation, express, implied, statutory or otherwise, with respect to title to any of the Assets. Buyer acknowledges and agrees that Buyer’s sole remedy for any defect of title, including any Title Defect, with respect to any of the Assets (i) before Closing, shall be as set forth in Section  13.2 and (ii) after Closing, shall be pursuant to the Special Warranty contained in the Assignment and Mineral Deed, subject to the provisions of Section  13.1(c) .", "output": "Section  13.1(c)" } ]

[ { "input": "Except as set forth on Schedule 4.4 attached hereto, the Company shall use the net proceeds from the sale of the Securities hereunder for working capital purposes and shall not use such proceeds: (a) for the satisfaction of any portion of the Company’s debt (other than payment of trade payables in the ordinary course of the Company’s business and prior practices), (b) for the redemption of any Common Stock or Common Stock Equivalents, (c) for the settlement of any outstanding litigation or (d) in violation of FCPA or OFAC regulations.", "output": "OFAC" } ]

[ { "input": "Capitalized terms used but not defined in this Supplement are defined in Appendix 1 to the 2018-A Exchange Note Supplement, dated as of April 1, 2018 (the “ Exchange Note Supplement ”), to the Second Amended and Restated Credit and Security Agreement, dated as of July 22, 2005, as amended and restated as of December 1, 2015 (the “ Credit and Security Agreement ”), among CAB East LLC and CAB West LLC, as Borrowers, U.S. Bank National Association, as Administrative Agent, the Collateral Agent and Ford Credit, as Lender and Servicer, or in Appendix A to the Credit and Security Agreement.  Appendix 1 and Appendix A also contain usage rules that apply to this Supplement.  Appendix 1 and Appendix A are incorporated by reference into this Supplement.", "output": "December 1, 2015" } ]

[ { "input": "The restrictions contained in Sections 5 and 6 are necessary for the protection of the business and goodwill of KeyW and are considered by the Employee to be reasonable for such purpose. The Employee agrees that any breach of Sections 5 or 6 is likely to cause KeyW substantial and irreparable harm for which there is no adequate remedy at law and therefore, in the event of any such breach, the Employee agrees that KeyW, in addition to such other remedies which may be available, shall be entitled to specific performance and other injunctive relief without the need to post a bond. The Company shall be entitled to recover its reasonable attorney’s fees in the event that it prevails in such action.", "output": "6" } ]

[ { "input": "Pursuant to Section 4.7 of the Employment Agreement, Employee will , subject to Employee’s compliance with the provisions of Section 7 of this Separation Agreement, receive payment in January 2018 of the “ 2017 Retention Bonus ”   thereunder in the amount of $ 6 75 , 675   (less applicable tax withholdings).", "output": "Section 4.7" } ]

[ { "input": "(a)  If any Lender determines that, due to either (i) any Change in Law (other than any change by way of imposition of or increase in reserve requirements included in the calculation of the LIBO Rate) or (ii) the compliance by that Lender with any guideline or request from any central bank or other Governmental Authority (including Dodd-Frank/Basel) (whether or not having the force of law), there shall be any increase in the cost to such Lender of agreeing to make or making, funding or maintaining any LIBO Rate Loans, then the Company shall be liable for, and shall from time to time, upon demand (with a copy of such demand to be sent to the Administrative Agent), pay to such Lender, additional amounts as are sufficient to compensate such Lender for such increased costs.", "output": "Dodd-Frank/Basel" } ]

[ { "input": "This Agreement may be executed in two or more counterparts, each of which shall be deemed to be an original, but all of which together will constitute one and the same instrument.", "output": "one" } ]

[ { "input": "Subject to the terms and conditions of this Agreement, the initial closing of the Shares shall take place remotely via the exchange of documents and signatures upon the closing of the Merger or at such other time and place as mutually agreed to by the Company and the Placement Agents (as defined in Section 2) (the “ Initial Closin g ”).", "output": "Section 2" } ]

[ { "input": "The Company shall, by 5:30 p.m. eastern time on the second business day following the closing of the transaction contemplated by this Agreement, file a Current Report on Form 8-K, including the Operative Documents as exhibits thereto, with the SEC. Such Form 8-K shall be subject to the prior review and comment of the Lender. From and after the issuance of the Form 8-K, the Company represents to the Lender that it shall have publicly disclosed all material, non-public information delivered to Lender by the Company, or any of their respective officers, directors, employees or agents.", "output": "Company" } ]

[ { "input": "If the Grantee’s employment by the Company or service as a director of the Company terminates by reason of Disability, this SAR may thereafter be exercised, to the extent the SAR was exercisable at the time of such termination (after giving effect to any acceleration of vesting provided for in Section 2 above), by the Grantee or personal representative or guardian of the Grantee, as applicable, for a period of three (3) years from the date of such termination or until the expiration of the Term of the SAR, whichever period is the shorter.", "output": "three (3) years" } ]

[ { "input": "The waiver by either Party of a default or a breach of any provision of this Agreement by the other Party will not operate or be construed to operate as a waiver of any subsequent default or breach. The continued performance by either Party with knowledge of the existence of a default or breach will not operate or be construed to operate as a waiver of any default or breach. Any waiver by a Party of a particular provision or right will be in writing, will be as to a particular matter and, if applicable, for a particular period of time and will be signed by such Party.", "output": "Party" } ]

[ { "input": "Neither Seller nor any of its affiliates is a party to any lease or other occupancy agreement affecting the Property (other than, at Closing, the Lease) and the only occupant of the Property is Seller (and at Closing, will be the Tenant pursuant to the Lease).", "output": "Property" } ]

[ { "input": "This Agreement shall be governed by, and shall be construed and enforced in accordance with, the laws of the State of New York.", "output": "the State of New York" } ]

[ { "input": "To the extent the terms of the Commitment are not incorporated in this Loan Agreement, the terms and conditions of the Commitment shall survive the execution of this Loan Agreement and shall continue to be the obligation of Borrower until the Loans are paid in full. Any discrepancy between the terms of the Commitment and the terms of the Loan Documents shall be construed in favor of the Loan Documents. Borrower agrees, from time to time, to execute and acknowledge such amendments or modifications as may reasonably be required to add, delete or modify provisions to this Loan Agreement in order to cause this Loan Agreement to conform to the terms of the Commitment.", "output": "this Loan Agreement" } ]

[ { "input": "Capitalized terms used but not defined in this Supplement are defined in Appendix 1 to the 2018-A Exchange Note Supplement, dated as of April 1, 2018 (the “ Exchange Note Supplement ”), to the Second Amended and Restated Credit and Security Agreement, dated as of July 22, 2005, as amended and restated as of December 1, 2015 (the “ Credit and Security Agreement ”), among CAB East LLC and CAB West LLC, as Borrowers, U.S. Bank National Association, as Administrative Agent, the Collateral Agent and Ford Credit, as Lender and Servicer, or in Appendix A to the Credit and Security Agreement.  Appendix 1 and Appendix A also contain usage rules that apply to this Supplement.  Appendix 1 and Appendix A are incorporated by reference into this Supplement.", "output": "1" } ]

[ { "input": "This Supply Agreement is written and executed in the English language. Any translation into any other language shall not be an official version of this Supply Agreement and in the event of any conflict in interpretation between the English version and such translation, the English version shall prevail.", "output": "English" } ]

[ { "input": "Promptly and in any event within five Business Days after receipt thereof by the Parent or any other member of the Controlled Group from the PBGC, the Parent shall provide to the Administrative Agent copies of each notice received by the Parent or any such other member of the Controlled Group of the PBGC’s intention to terminate any Plan or to have a trustee appointed to administer any Plan.", "output": "five Business Days" } ]

[ { "input": "Amounts due and payable with respect to a Product to be delivered by Vendor shall be paid 2% 30, net 31. All payments to Vendor under this Agreement shall be made, at Distributor’s option, by credit card, EDI, Automated Clearing House (ACH), or electronic wire transfer to an account designated by Vendor in writing from time to time.", "output": "30" } ]

[ { "input": "This instrument will expire and terminate (without relieving the Company of any obligations arising from a prior breach of or non-compliance with this instrument) upon the earliest of:  (i)   the issuance of stock to the Investor pursuant to Section 1(a);  (ii)   the payment, or setting aside for payment, of amounts due the Investor pursuant to Section 1(b).", "output": "Section 1(b)" } ]

[ { "input": "At all times hereafter, Executive will maintain the confidentiality of all information in whatever form concerning Employer or any of its affiliates relating to its or their businesses, customers, finances, strategic or other plans, marketing, employees, trade practices, trade secrets, know-how or other matters which are not generally known outside Employer, and Executive will not, directly or indirectly, make any disclosure thereof to anyone, or make any use thereof, on her/his own behalf or on behalf of any third party, unless specifically requested by or agreed to in writing by an executive officer of Employer.", "output": "third" } ]

[ { "input": "THIS AMENDMENT AND ANY CLAIMS, CONTROVERSY, DISPUTE OR CAUSE OF ACTION (WHETHER IN CONTRACT OR TORT OR OTHERWISE) BASED UPON, ARISING OUT OF OR RELATING TO THIS AMENDMENT AND THE TRANSACTIONS CONTEMPLATED HEREBY SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK. SECTIONS 10.14 AND 10.15 OF THE CREDIT AGREEMENT ARE HEREBY INCORPORATED BY REFERENCE INTO THIS AMENDMENT AND SHALL APPLY MUTATIS MUTANDIS HERETO.", "output": "MUTATIS MUTANDIS HERETO" } ]

[ { "input": "Subdivision 83A-C of the Income Tax Assessment Act 1997 (Cth) applies to the Units granted under the Plan, such that the Units are intended to be subject to deferred taxation.", "output": "Subdivision 83A-C" } ]

[ { "input": "Seller agrees and acknowledges that, following the Closing, Purchaser shall have the right to make all such public announcements as it shall deem, in its sole discretion, necessary or appropriate.", "output": "Seller" } ]

[ { "input": "The Conforming Borrowing Base and Non-Conforming Borrowing Base shall be maintained at $410,000,000 and $30,000,000, respectively, and shall remain at $440,000,000 in the aggregate until the next Scheduled Redetermination, Interim Redetermination or other redetermination or adjustment of the Borrowing Base thereafter, whichever occurs first pursuant to this Third Amendment or the Credit Agreement as amended hereby. The Loan Parties, the Administrative Agent and the Lenders agree that the redetermination of the Borrowing Base provided for in this Section  5 shall be considered to be the Scheduled Redetermination required to occur on May 1, 2017 for purposes of Section  2.07 of the Credit Agreement.", "output": "this Section  5" } ]

[ { "input": "Set forth on Schedule 4.14 to this Agreement is a true and complete list of all Indebtedness 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": "4.14" } ]

[ { "input": "The Term Loan shall be repaid in forty-eight (48) equal monthly installments of principal in the amount of Eighty-Three Thousand Three Hundred Thirty-Three Dollars and Thirty-Three Cents ($83,333,33) plus accrued but unpaid interest, commencing on the first Payment Date (as defined below) and continuing on each Payment Date thereafter through the Maturity Date, at which time all amounts owing under this Section 2.1(b) shall be immediately due and payable. The Term Loan principal, once repaid, may not be reborrowed.", "output": "monthly" } ]

[ { "input": "Except where the failure to so comply would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, do, and cause each of its ERISA Affiliates to do, each of the following:(a) maintain each Plan in compliance in all material respects with the applicable provisions of ERISA, the Internal Revenue Code and the regulations and published interpretations thereunder; (b) cause each Plan that is qualified under Section 401(a) of the Internal Revenue Code to maintain such qualification; and (c) make all required contributions to any Plan subject to Section 412 or Section 430 of the Internal Revenue Code.", "output": "the Internal Revenue Code" } ]

[ { "input": "Schedule 5.1(q) contains a true, correct and complete list of all Construction Contracts entered into by Seller affecting the Property.  The documents constituting the Construction Contracts that are delivered to Purchaser by Seller are true, correct and complete copies of all of the Construction Contracts affecting the Property, including any and all amendments relating thereto.  To Seller’s knowledge, no default or breach exists on the part of Seller or any other party to the Construction Contracts.  All sums required to be paid by Seller under the Construction Contracts have been paid in full.", "output": "Seller" } ]

[ { "input": "If the Servicer provides access to the Review Materials at one of its properties, the Asset Representations Reviewer will be reimbursed for its reasonable travel expenses incurred in connection with the Review in accordance with Section 4.3(e) .", "output": "Section 4.3(e)" } ]

[ { "input": "If an indemnified party shall have requested an indemnifying party to reimburse the indemnified party for reasonable fees and expenses of counsel for which it is entitled to reimbursement under this Section  11 , such indemnifying party agrees that it shall be liable for any settlement of the nature contemplated by Section  11(a)(ii) effected without its written consent if (1) such settlement is entered into more than 45 days after receipt by such indemnifying party of the aforesaid request, (2) such indemnifying party shall have received notice of the terms of such settlement at least 30 days prior to such settlement being entered into and (3) such indemnifying party shall not have reimbursed such indemnified party in accordance with such request prior to the date of such settlement.", "output": "2" } ]

[ { "input": "This Amendment may be executed in one (1) or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. This Amendment may be executed and delivered by facsimile, or by email in portable document format (.pdf), and delivery of any signature page by such method will be deemed to have the same effect as if the original signature had been delivered to the other party.", "output": "one (1" } ]

[ { "input": "Section 4.6 of the Original Lease shall apply with respect to each Suite 1500 Expense Year and each SGE And CWSE Statement.", "output": "each Suite 1500 Expense Year" } ]

[ { "input": "The term of your employment under this Agreement (the “Term”) will begin on April 1, 2017 and will continue, subject to the termination provisions set forth in paragraph 5 below, through December 31, 2020. You shall give the Trust at least 60 days prior written notice of your resignation during the Term if you terminate this Agreement other than pursuant to paragraph 5(d).", "output": "April 1, 2017" } ]

[ { "input": "The Employee acknowledges that a waiver by the Company of a breach of any provision of this Agreement shall not operate or be construed as a waiver of any other provision of this Agreement or of any subsequent breach by the Employee or any other participant of the Plan.", "output": "Company" } ]

[ { "input": "The Executive’s annual salary will be $275,000 (the “ Base Salary ”), paid in accordance with the Company’s payroll practices as in effect from time to time. The Base Salary will be reviewed annually by the Compensation Committee of the Board (the “ Committee ”).", "output": "275,000" } ]

[ { "input": "To such HPT Party’s actual knowledge, neither such HPT Party nor any trustee, officer, agent, affiliate or person acting on behalf of any HPT Party is currently subject to any U.S. sanctions administered by OFAC provided , however , no representation is made with respect to any person, group, entity or nation that merely owns a publicly traded interest in HPT.", "output": "HPT Party" } ]

[ { "input": "This Award Agreement sets forth the terms and conditions of the Option granted by the Company to purchase the number of Shares set forth in the Notice of Grant, at the exercise price per Share set forth in the Notice of Grant (the “Exercise Price”). The Option is subject to the terms and conditions of the Plan, which is incorporated into this Award Agreement by reference.", "output": "this Award Agreement" } ]

[ { "input": "Among other indebtedness which may be owing by Borrower to Lender, Borrower is indebted to Lender pursuant to, among other documents, a Business Financing Agreement, dated August 11, 2017, by and among Borrower and Lender, as may be amended from time to time (the “ Business Financing Agreement ”).  Capitalized terms used without definition herein shall have the meanings assigned to them in the Business Financing Agreement.", "output": "the “ Business Financing Agreement ”" } ]

[ { "input": "Borrower, TRS Entity and the Property and the use thereof comply in all material respects with all applicable Legal Requirements, including, without limitation, building and zoning ordinances and codes and Prescribed Laws. Neither Borrower nor TRS Entity is in default or violation of any order, writ, injunction, decree or demand of any Governmental Authority, the violation of which might materially adversely affect the condition (financial or otherwise) or business of Borrower or TRS Entity. Neither Borrower nor TRS Entity has committed any act which may give any Governmental Authority the right to cause Borrower or TRS Entity to forfeit the Property or any part thereof or any monies paid in performance of Borrower’s obligations under any of the Loan Documents.", "output": "Borrower" } ]

[ { "input": "Except as disclosed in the Commission Documents, since September 30, 2017, no event or series of events has or have occurred that would, individually or in the aggregate, have a Material Adverse Effect on the Company.", "output": "September 30, 2017" } ]

[ { "input": "Comply, and cause each of its Subsidiaries to comply, with all applicable laws, rules, regulations and orders, such compliance to include, without limitation, compliance with ERISA, Environmental Laws and the Patriot Act, except in each case where failure so to comply would not reasonably be expected to have a Material Adverse Effect; and maintain in effect and enforce policies and procedures designed to promote compliance by the Borrower, its Subsidiaries and their respective directors, officers, employees and any agent of the Borrower or any Subsidiary that acts in any capacity in connection with, or benefits from, the credit facility established hereby with Anti-Corruption Laws and applicable Sanctions.", "output": "ERISA" } ]

[ { "input": "The Purchaser shall have received a good standing certificate of Seller, each Subsidiary Transferor, HoldCo and each of its Subsidiaries, in each case issued by the secretary of state or equivalent local Governmental Authority of the state or local jurisdiction of its formation; provided that in the case of any entities formed under the laws of Japan, documents which are customary delivered for Japanese entities which evidence the equivalent shall be delivered in lieu of a good standing certificate.", "output": "HoldCo" } ]

[ { "input": "For all services to be performed hereunder, your annual base salary will be $690,000, payable in accordance with the Company’s standard payroll practices and subject to all applicable tax withholdings. Base salary is inclusive of any fees and committee fees (other than Stock Grants) you are otherwise entitled to in your role as a Member of the Board or Committee thereof. Wages are currently paid every other week, on Friday. Your performance will be reviewed each year in accordance with Company policy and practice. Future salary increases will be based on individual and Company performance, and subject to the discretion of the Board of Directors (the “Board”) or designated committee.", "output": "the Board of Directors" } ]

[ { "input": "The Executive’s current base salary of $200,000 per annum, which shall be increased to $225,000 on the 60 day anniversary of the Effective Date, shall remain in place, but shall be subject to periodic review and modification by the Company’s Board of Directors (the “ Board ”) as may be delegated to the Compensation Committee of the Board (references herein to the Compensation Committee shall include reference to the Board if no such Committee exists at any time) at such time or times as it shall determine. The Company’s Compensation Committee shall also from time to time, in its discretion, determine the type and amount of other forms of compensation for Executive’s service with the Company (including, without limitation, stock options or other forms of equity awards).", "output": "60 day" } ]

[ { "input": "Seller has full power and authority to enter into this Agreement and to carry out the transactions contemplated by this Agreement. Seller has taken all action required by law and by the organizational documents of the Company, or otherwise, to authorize the transactions contemplated by this Agreement.", "output": "Seller" } ]

[ { "input": "The address of the registered office of the Company in the State of Delaware is The Corporation Trust Company, Corporation Trust Center, 1209 Orange Street, Wilmington, DE 19801.", "output": "1209" } ]

[ { "input": "If EMPLOYEE breaches her promise and files or participates in a legal proceeding based on any such released claims, except with respect to those claims protected by the whistleblower provisions of federal law or regulation, EMPLOYER’s obligation to make the payments and benefits referred to herein shall terminate immediately, and the EMPLOYEE shall (i)  repay to EMPLOYER any money paid to her pursuant to this Agreement; (ii) pay for all costs incurred by EMPLOYER, including reasonable attorneys’ fees, in defending against EMPLOYEE’s claim; and (iii) pay all other damages awarded by a court of competent jurisdiction or arbitral tribunal.", "output": "EMPLOYEE" } ]

[ { "input": "The Company shall have delivered to such Buyer such other documents relating to the transactions contemplated by this Agreement as such Buyer or its counsel may reasonably request.", "output": "Buyer" } ]

[ { "input": "The Company shall reimburse Employee up to $20,000, in the aggregate, for Executive’s reasonable attorney’s fees and expenses incurred in connection with negotiating and documenting this Agreement.  The Company will provide such reimbursements no later than ninety days (90) days following the Company’s receipt of supporting documentation of incurrence of these expenses, but in any event no later than the end of the calendar year following the calendar year in which those expenses were incurred and otherwise in compliance with Section 409A of the Code.", "output": "the end of the calendar year" } ]

[ { "input": "You will be eligible for an annual target bonus of up to 50% of your base salary, based upon achievement of both corporate and individual goals, as agreed to between you and the Board. The determination of whether a bonus will be granted, and the amount of any such bonus, will be determined by the Company in its reasonable good faith discretion. All annual bonuses, if any, will be payable no later than March 15 of the year following the year in which they were earned. Please note that you must be employed on the date bonuses, if any, are paid, in order to be eligible for such a payment, as such bonuses also serve as retention incentives.", "output": "annual" } ]

[ { "input": "This Agreement embodies the complete agreement and understanding among the parties and supersedes and preempts any prior understandings, agreements, or representations by or among the parties, written or oral, which may have related to the subject matter hereof in any way. The Company and Executive agree that, except as set forth in Section 5(c) hereof, the Executive Severance Agreement is hereby terminated and is of no further force and effect.", "output": "Section 5(c)" } ]

[ { "input": "Seller shall not enter into any transaction of merger or consolidation or amalgamation, or liquidate, wind up or dissolve itself (or suffer any liquidation, winding up or dissolution) or sell all or substantially all of its assets; provided, that Seller may merge or consolidate with (a) any wholly owned subsidiary of Seller, or (b) any other Person if Seller is the surviving entity; and provided further, that if after giving effect thereto, no Default would exist hereunder.", "output": "Seller" } ]

[ { "input": "No benefits under this section 3 shall be payable to Executive unless Executive and Company have executed a “ Separation and Release Agreement” (in substantially the form attached hereto as Exhibit A) within forty-five (45) days following the Termination Date and the payment of change in control benefits under this section 3 shall be subject to the terms and conditions of the Separation and Release Agreement .", "output": "3" } ]

[ { "input": "The Administrative Agent shall have received (i) the audited consolidated balance sheet of the Target and its Subsidiaries for the fiscal years ended September 30, 2016, September 30, 2015 and September 30, 2014, and the related consolidated statements of income or operations, shareholders’ equity and cash flows of the Target and its Subsidiaries for such fiscal year, including the notes thereto and (ii) the consolidated financial statements of the Target and its Subsidiaries for the fiscal quarter ending March 31, 2017. The Administrative Agent acknowledges receipt of the financial statements described in the foregoing clause (i).", "output": "Target" } ]

[ { "input": "The Services will be provided under this Agreement through AT&T, to AT&T’s operating Affiliates. In connection therewith (a) AT&T shall be the sole point of contact for all communications with, and the flow of information and materials from and to Synacor under this Agreement, (b) except as expressly set forth in Article XVIII and Section 21.20 , Synacor shall have no liability under this Agreement to any AT&T Affiliate. Synacor may perform its obligations under this Agreement through its Affiliates and, subject to Section 7.7 , Synacor Agents. Each Party will be responsible and liable for any act or omission of such Party’s Affiliates and Agents to the same extent that such Party would be responsible and liable for its own acts or omissions under this Agreement.", "output": "AT&T" } ]

[ { "input": "In addition to statutory holidays, Executive shall be entitled to no less than 20 days of paid vacation each calendar year during the Term. Vacation shall accrue pursuant to the Company’s vacation accrual policy applicable to all employees of the Company, provided that no more than 20 vacation days may be carried over from one calendar year to a subsequent calendar year.", "output": "Company" } ]

[ { "input": "Gender; Titles and Headings . The expenses of administering the Plan shall be borne by the Company and its Affiliates. Masculine pronouns and other words of masculine gender shall refer to both men and women. The titles and headings of the sections in the Plan are for convenience of reference only, and in the event of any conflict, the text of the Plan, rather than such titles or headings, shall control.", "output": "Company" } ]

[ { "input": "The execution of this Fourth Amendment and of any documents related hereto shall not be deemed to be a waiver of any Default or Event of Default under the Credit Agreement or breach, default or event of default under any Loan Documents or other document held by Agent or Lenders, whether or not known to Agent or Lenders and whether or not existing on the date of this Fourth Amendment.", "output": "this Fourth Amendment" } ]

[ { "input": "No agreement of Landlord to alter, remodel, decorate, clean, or improve the Premises, and no representation regarding the condition of the Premises has been made by or on behalf of Landlord or relied upon by Tenant under or by reason of this Amendment.", "output": "Tenant" } ]

[ { "input": "The Committee shall have the power to interpret the Plan and this Agreement and to adopt such rules for the administration, interpretation and application of the Plan as are consistent therewith and to interpret, amend or revoke any such rules.  All actions taken and all interpretations and determinations made by the Committee in good faith shall be final and binding upon Participant, the Company and all other interested persons.  No member of the Committee shall be personally liable for any action, determination or interpretation made in good faith with respect to the Plan, this Agreement or the Shares.", "output": "Plan" } ]

[ { "input": "In the event of a breach by the Company or by the Buyer of any of their respective obligations under this Agreement, the Buyer or the Company, as the case may be, in addition to being entitled to exercise all rights granted by law and under this Agreement, including recovery of damages, shall be entitled to specific performance of its rights under this Agreement. Each of the Company and the Buyer agrees that monetary damages would not provide adequate compensation for any losses incurred by reason of a breach by it of any of the provisions of this Agreement and hereby further agrees that, in the event of any action for specific performance in respect of such breach, it shall not assert or shall waive the defense that a remedy at law would be adequate.", "output": "Buyer" } ]

[ { "input": "In accordance with Section 2.2 of the Transaction Agreement dated June 1, 2015 by and among Landlord, Tenant and certain of their Affiliates,  Landlord and Tenant confirm that the defined term “Base Year” set forth in Section 1.10 of the Lease means, with respect to the Property located at 160 State Highway 77, Hillsboro, Texas, the 2019 calendar year.", "output": "160 State Highway 77" } ]

[ { "input": "When the Executive’s employment with the Company terminates, the Executive agrees to notify any subsequent employer of the restrictive covenants sections contained in this Agreement. The Executive will also deliver a copy of such notice to the Company before the Executive commences employment with any subsequent employer. In addition, the Executive authorizes the Company to provide a copy of the restrictive covenants sections of this Agreement to third parties, including but not limited to, the Executive’s subsequent, anticipated, or possible future employer.", "output": "Executive" } ]

[ { "input": "The Leases are the only leases affecting the Property and are currently in full force and effect. Original Borrower has not been notified of any landlord default under any of the Leases. There are no leasing broker’s or finder’s commissions of any kind due or to become due with respect to the Leases or the Property. The rents and security deposits under the Leases shown on the Rent Roll are true and correct. Except as shown in the Rent Roll, Original Borrower has not received any prepaid rents or given any concessions for free or reduced rent under the Leases. All tenants at the Property are currently in possession of their leased premises.", "output": "Original Borrower" } ]

[ { "input": "This Contract shall become effective on the date (“ Effective Date ”) of receipt by Hawaiian Electric of the Commission’s final or interim Commission Approval Order, and Hawaiian Electric will provide Seller with written notice of the same within five (5) business days from receipt by Hawaiian Electric. Alternatively, the Parties may agree in writing that some other date shall be deemed the Effective Date. Neither Party shall have any binding obligations under this Contract until the Effective Date, except that the Parties agree that upon full execution of this Contract they will be bound by Section 2.2 (Regulatory Approval), Section 11.1 (Force Majeure), Section 12.1 (Compliance with Laws and Regulations), Section 14.1 (Indemnity) and all provisions of Article XVI and Article XVII .", "output": "Section 11.1" } ]

[ { "input": "The Executive’s current base salary of $200,000 per annum, which shall be increased to $225,000 on the 60 day anniversary of the Effective Date, shall remain in place, but shall be subject to periodic review and modification by the Company’s Board of Directors (the “ Board ”) as may be delegated to the Compensation Committee of the Board (references herein to the Compensation Committee shall include reference to the Board if no such Committee exists at any time) at such time or times as it shall determine. The Company’s Compensation Committee shall also from time to time, in its discretion, determine the type and amount of other forms of compensation for Executive’s service with the Company (including, without limitation, stock options or other forms of equity awards).", "output": "200,000" } ]

[ { "input": "In the event Tenant subleases the Premises or assigns this Lease in a Transfer that requires Landlord’s consent in accordance with this Paragraph 10, Tenant shall pay to Landlord, immediately upon receipt thereof, fifty percent (50%) of all net compensation received by Tenant for a Transfer that exceeds the Basic Rental and Tenant’s share of Basic Costs allocable to the portion of the Premises covered thereby after Tenant first deducts its costs incurred in connection with the Transfer including any brokerage commissions and all legal fees, free rent or tenant improvement allowances granted, architectural fees, lease assumptions and all Rent paid from the date that the space is vacated and listed for sublease with a reputable brokerage firm.", "output": "50%" } ]

[ { "input": "All duties, obligations and responsibilities required to be performed by Assignor as of the date hereof under the Hedge Agreement have been performed, and no default or condition which with the passage of time or the giving of notice, or both, would constitute a default exists under the Hedge Agreement.", "output": "the Hedge Agreement" } ]

[ { "input": "Subject to the terms and conditions set forth in this Agreement, at the Closing, in exchange for the Subscription Amount, the Company shall issue and sell to each Purchaser, and each Purchaser shall purchase from the Company, the number of Preferred Shares set forth opposite such Purchaser’s signature on the signature page of this Agreement.", "output": "Company" } ]

[ { "input": "As herein amended, the Loan Agreement shall remain in full force and effect and is hereby ratified and confirmed in all respects.  After the effectiveness of this Amendment, all references in the Loan Agreement and the other Loan Documents to “Loan Agreement” or similar terms shall refer to the Loan Agreement as amended hereby.  Each other Loan Document is hereby ratified, approved and confirmed in each and every respect.", "output": "the Loan Agreement" } ]

[ { "input": "To further secure the prompt payment and performance of the Obligations, Borrower hereby transfers and assigns to Lender all of Borrower’s right, title and interest in, to and under all now or hereafter existing leases of real Property to which Borrower is a party, whether as lessor or lessee, and all extensions, renewals, modifications and proceeds thereof.", "output": "Borrower" } ]