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contracts-classification-instruction-llm-experiments

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[ { "input": "The Plan will become effective upon the earlier to occur of its adoption by the Board or its approval by the stockholders of the Company.  It will continue in effect for a term of ten (10) years, unless sooner terminated under Section 20.", "output": "term of plan" } ]

[ { "input": "This Agreement is made and entered into for the sole protection and legal benefit of the Borrower, the Company, the Lenders, the Agent and the Agent-Related Parties, and their permitted successors and assigns, and no other Person shall be a direct or indirect legal beneficiary of, or have any direct or indirect cause of action or claim in connection with, this Agreement or any of the other Loan Documents.", "output": "no third parties benefited" } ]

[ { "input": "The Company will not be liable under this Agreement to make any payment in connection with any claim made against Indemnitee to the extent Indemnitee has otherwise actually received payment (net of Expenses incurred in connection therewith) under any insurance policy, bylaw, agreement, vote of shareholders or disinterested directors or otherwise, of the amounts otherwise indemnifiable hereunder.", "output": "no duplication of payments" } ]

[ { "input": "No Consolidated Party is in default under or with respect to any Contractual Obligation that could, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. No Default exists or would result from the consummation of the transactions contemplated by this Agreement or any other Loan Document.", "output": "no defaults" } ]

[ { "input": "The invalidity or unenforceability of any provision of the Agreement shall not affect the validity or enforceability of the remaining provisions of the Agreement, and such invalid or unenforceable provision shall be stricken to the extent necessary to preserve the validity and enforceability of the Agreement.", "output": "severability" } ]

[ { "input": "All proceeds of each Transaction shall be used by Seller for purposes permitted under Seller’s governing documents; provided that no part of the proceeds of any Transaction will be used by Seller to purchase or carry any margin stock or to extend credit to others for the purpose of purchasing or carrying any margin stock.  Neither the entering into nor consummation of any Transaction hereunder, nor the use of the proceeds thereof, will violate any provisions of Regulations T, U or X.", "output": "regulations t, u and x" } ]

[ { "input": "The various agencies and powers of attorney conveyed on Lender under this Assignment are granted for purposes of security and may not be revoked by Grantor until such time as the same are renounced by Lender.", "output": "powers of attorney" } ]

[ { "input": "The issuance of shares of Common Stock pursuant to this Agreement shall be subject to compliance by Grantee with all applicable requirements of law relating thereto and with all applicable regulations of any stock exchange on which Company’s stock may be listed for trading at the time of such issuance.", "output": "regulations" } ]

[ { "input": "Revolver Loans shall be due and payable in full on the Revolver Termination Date, unless payment is sooner required hereunder.  Revolver Loans may be prepaid from time to time, without penalty or premium.  If an Overadvance exists at any time, Borrowers shall, on the sooner of Lender's demand or the first Business Day after any Borrower has knowledge thereof, repay Revolver Loans in an amount sufficient to reduce Revolver Usage to the Borrowing Base.", "output": "repayment of revolver loans" } ]

[ { "input": "If any one or more of the provisions (or any part thereof) of this Plan shall be held invalid, illegal or unenforceable in any respect, such provision shall be modified so as to make it valid, legal and enforceable, and the validity, legality and enforceability of the remaining provisions (or any part thereof) of the Plan shall not in any way be affected or impaired thereby.", "output": "severability" } ]

[ { "input": "This Warrant, together with the other documents and instruments entered into by the parties thereto in connection therewith, constitute the entire understanding among the parties hereto with respect to the subject matter hereof and supersedes any prior agreements, written or oral, with respect to the subject matter hereof.", "output": "entire agreements" } ]

[ { "input": "This Agreement may be revoked by Employee during the seven (7) day period immediately following the date she executes this Agreement. This Agreement shall not become effective or enforceable until the seven-day revocation period has expired.", "output": "enforceability" } ]

[ { "input": "It is the intention of the Pledgor and the Lender to effect a change in control of Hunt Securities, due to the Lender’s exercise of remedies hereunder, only in compliance with all applicable regulatory requirements for the Collateral, including, without limitation, the Pledged Equity Interests. The enforcement of the remedies under this Agreement, the Note, or any other Collateral Documents, shall be made in compliance with all applicable law and regulations as in effect at the time.", "output": "change in laws" } ]

[ { "input": "This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original, but all of which shall constitute one and the same agreement.  Delivery of an executed counterpart of a signature page to this Agreement by facsimile or scanned pages shall be effective as delivery of a manually executed counterpart to this Agreement.", "output": "counterparts" } ]

[ { "input": "All Award Agreements and all securities of the Company issued pursuant thereto shall bear such legends regarding restrictions on transfer and such other legends as the appropriate officer of the Company shall determine to be necessary or advisable to comply with applicable securities and other laws.", "output": "restrictive legends" } ]

[ { "input": "The Company agrees to pay the Executive a base salary (the “ Base Salary ”) at an annual rate of not less than $380,000, payable in accordance with the regular payroll practices of the Company, but not less frequently than monthly. The Executive’s Base Salary shall be subject to annual review by the Board (or a committee thereof).", "output": "base salary" } ]

[ { "input": "If any provision of this Agreement is held to be illegal, invalid or unenforceable, the legality, validity and enforceability of the remaining provisions of this Agreement shall not be affected or impaired thereby. The invalidity of a provision in a particular jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.", "output": "severability" } ]

[ { "input": "Unless otherwise required by applicable law or stock exchange requirements (based upon the reasonable advice of counsel), no Party shall make any public announcements in respect of this Agreement or the transactions contemplated hereby or otherwise communicate with any news media without the prior written consent of the other Party (which consent shall not be unreasonably withheld or delayed), and the Parties shall cooperate as to the timing and contents of any such announcement.", "output": "publicity" } ]

[ { "input": "The RSUs shall not be sold, transferred, assigned, pledged or otherwise encumbered or disposed.", "output": "transferability" } ]

[ { "input": "The provisions of Sections 6(f), 7-12, 22, and 24 and those provisions necessary to interpret and enforce them, shall survive any termination of the employment relationship between Executive and the Company.", "output": "effect of terminations" } ]

[ { "input": "The Administrative Agent shall have received a solvency certificate from a Financial Officer of IHS in form and substance reasonably satisfactory to the Administrative Agent as to the solvency of IHS and its Subsidiaries after giving effect to the Transactions.", "output": "solvency certificates" } ]

[ { "input": "This Fifth Amendment shall be deemed to be a contract under the laws of the State of Ohio, U.S.A. and for all purposes shall be governed by and construed and enforced in accordance with the internal laws of the State of Ohio, U.S.A. without regard to its conflict of laws principles.", "output": "governing laws" } ]

[ { "input": "The Company and each Purchaser shall pay their own expenses in connection with the transactions contemplated by this Agreement.", "output": "expenses" } ]

[ { "input": "Except as disclosed on Schedule 5.7 , (i) there are no pending Proceedings against Seller for which Seller has received written notice before any Governmental Body or arbitrator to which any Seller Operated Assets are subject, and no Proceeding relating to the Seller Operated Assets has been threatened in writing against Seller or the Seller Operated Assets and (ii) there are no Proceedings pending against the Assets.", "output": "litigations" } ]

[ { "input": "Each party agrees that any dispute arising out of or relating to this Agreement or any other Exchange Document shall be subject to the Arbitration Provisions.", "output": "arbitration of claims" } ]

[ { "input": "The Company agree to continue and maintain a directors’ and officers’ liability insurance policy covering the Employee at a level, and on terms and conditions, no less favorable to him than the coverage the Company provides other similarly-situated executives or directors until such time as suits against the Employee are no longer permitted by law. Furthermore, the Company shall act to provide indemnification to the Employee in his capacity as an officer of the Company.", "output": "d&o insurance" } ]

[ { "input": "This Debenture may be modified or amended or the provisions hereof waived with the written consent of the Company and the Holder.", "output": "amendments" } ]

[ { "input": "The exercise price per share of the Common Stock under this Warrant shall be $1.96, subject to adjustment hereunder (the “ Exercise Price ”).", "output": "exercise price" } ]

[ { "input": "Each Letter of Credit will expire at or prior to the close of business on the earlier of (i) the date one year after the date of the issuance of such Letter of Credit (or, in the case of any renewal or extension thereof, one year after such renewal or extension) and (ii) the date that is five Business Days prior to the Maturity Date.", "output": "expiration dates" } ]

[ { "input": "This Agreement may not be modified, amended, or waived in any manner except by an instrument in writing signed by both parties to this Agreement.", "output": "amendments" } ]

[ { "input": "The Employee’s rights under this Agreement, including any rights to Performance Shares, are subject to the transfer restrictions set forth in the Plan.", "output": "transfer restrictions" } ]

[ { "input": "Options may be granted for terms of up to but not exceeding ten (10) years from the date the particular Option is granted. Options shall be exercisable as provided by the Committee at the time of grant thereof.", "output": "duration" } ]

[ { "input": "Person ” - any individual, corporation, limited liability company, partnership, joint venture, joint stock company, land trust, business trust, unincorporated organization, Governmental Authority or other entity.", "output": "persons" } ]

[ { "input": "Corporate Finance determines the performance results for the Sales Growth Component and the resultant performance to goal, and computes the appropriate percentage of Target Incentive earned.", "output": "step 2" } ]

[ { "input": "Notwithstanding the foregoing, such number of RSUs shall vest immediately in the event Participant’s service terminates as a result of his or her death or Disability as is determined by multiplying (i) the Target RSUs, by (ii) the percentage determined by dividing (x) the number of calendar days elapsed from the beginning of the Performance Period through and including the date of such termination, by (y) one thousand ninety-five.", "output": "vesting upon death or disability" } ]

[ { "input": "This Agreement shall be binding and deemed effective when executed by the Borrower, each other Loan Party, Agent, and each Lender whose signature is provided for on the signature pages hereof and Agent shall have received counterparts of each such signature page.", "output": "effectiveness" } ]

[ { "input": "The Company will reimburse Executive for reasonable out-of-pocket expenses incurred (e.g., lease termination) in connection with Executive’s relocation to the greater Los Angeles metropolitan area. These amounts will not exceed $20,000 and the Company will be provided with documentation of the charges.", "output": "relocation expenses" } ]

[ { "input": "The obligations of Company under this Debenture are secured by all assets of Company and each Subsidiary (other than the Petroleum Exploration License) pursuant to the Security Agreement and the Australian Security Agreement, each dated as of May 27, 2016 among Company, the relevant Subsidiaries of Company and Agent.", "output": "secured obligations" } ]

[ { "input": "This Amendment may be executed in two counterparts, each of which will be an original and both of which will constitute together the same document. Counterparts may be signed and delivered by facsimile or digital transmission (.pdf), each of which will be binding when received by the applicable Party.", "output": "counterparts" } ]

[ { "input": "Each of the Company and each Subsidiary is in compliance with all laws, regulations and orders of any Governmental Authority applicable to it or its property and all of its material Contractual Obligations, except where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.", "output": "contractual obligations" } ]

[ { "input": "Notices or communications to be made hereunder shall be in writing and shall be delivered in person, by registered mail, by confirmed facsimile or by a reputable overnight courier service to the Company at its principal office or to the Awardee at his or her address contained in the records of the Company.", "output": "notices" } ]

[ { "input": "Except as expressly modified hereby, the Note shall continue to be, and shall remain, unaltered and in full force and effect in accordance with its terms.", "output": "limited effect" } ]

[ { "input": "If any form or certification previously delivered by a Lender pursuant to this Section expires or becomes obsolete or inaccurate in any respect, such Lender shall promptly update the form or certification or notify Obligors and Agent in writing of its inability to do so.", "output": "redelivery of documentation" } ]

[ { "input": "The headings and captions included herein are for convenience of reference only and shall not be used to construe this Third Amendment.", "output": "headings" } ]

[ { "input": "In response to requests for references from prospective employers, the Company will provide the dates of Executive’s employment, positions held, and salary.", "output": "references" } ]

[ { "input": "The Borrower, the Collateral Manager, TPVG, the Agents, the Administrative Agent and any agent for any of the foregoing may treat the holder of any Note as the owner of such Note for all purposes whatsoever, whether or not such Note may be overdue, and none of Borrower, the Collateral Manager, TPVG, the Agents, the Administrative Agent and any such agent shall be affected by notice to the contrary.", "output": "persons deemed owners" } ]

[ { "input": "For each calendar year of the Employment Term, Executive shall be eligible to receive an annual bonus (the “ Annual Bonus ”), in the amount (if any) determined by the Compensation Committee in accordance with the terms and eligibility requirements of the Company’s then-current Annual Incentive Plan or its successor plan, adopted by the Compensation Committee from time to time.", "output": "annual incentive plans" } ]

[ { "input": "Except as set forth in Schedule  7.20 or as permitted under Section 9.15, no Group Member is a party to any agreement or arrangement (other than this Agreement and the Security Instruments), or subject to any order, judgment, writ or decree, which restricts or purports to restrict its ability to grant Liens pursuant to this Agreement and the Security Instruments to the Administrative Agent, for the benefit of the Secured Parties, on or in respect of its material Properties.", "output": "restriction on liens" } ]

[ { "input": "Upon satisfaction of the conditions set forth in Section  4.1 above, this Amendment shall constitute a legal, valid and binding agreement of such Loan Party, enforceable against it in accordance with its terms, except as such enforceability may be limited by Debtor Relief Laws and by general principles of equity and principles of good faith and fair dealing.", "output": "validity" } ]

[ { "input": "If any provision of this Agreement is determined by a court of competent jurisdiction to be invalid or unenforceable, the remainder of this Agreement shall nonetheless remain in full force and effect; provided that the invalidity or unenforceability of such provision does not materially adversely affect the benefits accruing to any party hereunder.", "output": "severability" } ]

[ { "input": "This Agreement shall become effective as specified in Section 4.01 and, thereafter, shall be binding upon and inure to the benefit of the Borrower, the Designated Agent, each Lender and each Issuing Bank and their respective successors and permitted assigns, except that the Borrower shall not have the right to assign its rights hereunder or any interest herein without the prior written consent of each Lender.", "output": "binding effects" } ]

[ { "input": "The Parties shall each bear their own costs, attorneys’ fees and other fees incurred in connection with this Agreement consistent with federal law and paragraphs 6 and 7 of this Agreement.", "output": "costs" } ]

[ { "input": "This Agreement (including the documents referred to herein) constitutes the entire agreement among the parties and supersedes any prior understandings, agreements, or representations by or among the parties, written or oral, to the extent they related in any way to the subject matter hereof.", "output": "entire agreements" } ]

[ { "input": "To the extent reasonably requested at least ten Business Days prior to the Effective Date by the Administrative Agent or any Lender, the Administrative Agent shall have received, at least three Business Days prior to the Effective Date, all documentation and other information required by any Governmental Authority under applicable “know-your-customer” and anti-money laundering rules and regulations, including the Patriot Act.", "output": "patriot act" } ]

[ { "input": "This Agreement may be executed in counterparts (and by different parties hereto in different counterparts), each of which shall constitute an original, but all of which when taken together shall constitute a single contract.  Delivery of an executed counterpart of a signature page of this Agreement by facsimile or other electronic imaging means (e.g., “pdf” or “tif”) shall be effective as delivery of a manually executed counterpart of this Agreement.  This Agreement is a Loan Document.", "output": "counterparts" } ]

[ { "input": "This Agreement may be executed in several counterparts, which shall be treated as originals for all purposes, and all counterparts so executed shall constitute one agreement, binding on all the parties hereto, notwithstanding that not all the parties are signatory to the original or the same counterpart. Any such counterpart shall be admissible into evidence as an original hereof against the Person who executed it.", "output": "counterparts" } ]

[ { "input": "The terms of this Agreement shall be governed by and construed in accordance with, the laws of the Commonwealth of Virginia without regard to the conflicts of laws rules of any jurisdiction. The parties agree that the exclusive venue for any and all controversies, claims or disputes arising out or relating to this Agreement shall be the Court. Each party consents to the exclusive jurisdiction of the Court with respect to all such controversies, claims and disputes.", "output": "governing laws" } ]

[ { "input": "This Agreement may be executed in one or more counterparts, each of which shall be deemed an original but all of which together constitute one and the same instrument. The execution of this Agreement may be by actual or facsimile signature.", "output": "counterparts" } ]

[ { "input": "The Company shall not issue or cause to be issued fractional Shares on conversion of this Note. If any fraction of a Share would, except for the provisions of this Section 6(d) , be issuable upon conversion of this Note, the number of Shares to be issued will be rounded up to the nearest whole share.", "output": "no fractional shares" } ]

[ { "input": "THIS SUPPLEMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES HEREUNDER SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAW (WITHOUT GIVING EFFECT TO THE CONFLICT OF LAW PRINCIPLES THEREOF) OF THE STATE OF NEW YORK.", "output": "governing laws" } ]

[ { "input": "The agreements in this Section shall survive the resignation of the Administrative Agent, an L/C Issuer and the Swing Line Lender, the replacement of any Lender, the termination of the Aggregate Commitments and the repayment, satisfaction or discharge of all the other Obligations.", "output": "survival" } ]

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

[ { "input": "Any approval, authorization or consent required by this Agreement must be in writing, duly signed by an authorized representative of the granting party.  The withholding of an approval, authorization or consent for regulatory, quality, or competitive reasons will not be deemed unreasonable.", "output": "consents" } ]

[ { "input": "Executive agrees that the compensation and benefits provided by the Company under this Agreement or otherwise may be subject to recoupment under the Company’s Clawback Policy, as in effect from time to time. A copy of the current clawback Policy is available on request.", "output": "clawback policy" } ]

[ { "input": "This Agreement may be executed in one or more counterparts. All such separate counterparts together shall constitute one and the same instrument.", "output": "counterparts" } ]

[ { "input": "Beneficiary, or its agents, representatives or workmen, are authorized to enter at any reasonable time upon reasonable advance notice upon or in any part of the Property for the purpose of inspecting the same and for the purpose of performing any of the acts it is authorized to perform under the terms of any of the Credit Documents; provided, such inspection shall not unreasonably disturb business activities on the Property.", "output": "inspections" } ]

[ { "input": "All of such Grantor’s Deposit Accounts and Securities Accounts (other than Trust Accounts) are listed on Exhibit H .", "output": "securities accounts" } ]

[ { "input": "The Purchaser hereby represents and warrants to the Company that its representations and warranties listed in Section 3.2 of the Purchase Agreement are true and correct as of the date hereof.", "output": "warranties" } ]

[ { "input": "Each of Holdings and each Restricted Subsidiary and the Blocked Borrower is in compliance with all Requirements of Law applicable to it or its property except, where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.", "output": "compliance with laws" } ]

[ { "input": "Change any Loan Party’s name, FEIN, corporate structure or identity, or add any new fictitious name; provided , however , that a Loan Party may change its name or add any new fictitious name upon at least 30 days prior written notice by Administrative Borrower to Agent of such change and so long as, at the time of such written notification, such Loan Party provides any financing statements or fixture filings necessary to perfect and continue perfected Agent’s Liens.", "output": "change name" } ]

[ { "input": "A Participant’s AIP Bonus shall be included in the definition of “Compensation” for purposes of calculating pension benefits for eligible participants in Supplemental B of the CF Industries Holdings, Inc. Pension Plan, CF Industries, Inc. Retirement Plan and the corresponding CF Industries Holdings, Inc. Supplemental Benefit and Deferral Plan, if the AIP Bonus is received while a Participant is an active employee. The AIP Bonus is not used in the calculation of any other employee benefits.", "output": "employee benefits" } ]

[ { "input": "No Loan Party will, nor will it permit any Subsidiary to, amend, modify or waive any of its rights under (a) any agreement relating to any Subordinated Indebtedness, or (b) its charter, articles or certificate of organization or incorporation and bylaws or operating, management or partnership agreement, or other organizational or governing documents, in each case, to the extent any such amendment, modification or waiver would be adverse to the Lenders.", "output": "amendment of material documents" } ]

[ { "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 Section 12.1 .", "output": "waivers" } ]

[ { "input": "If any provision of this Agreement is held to be unenforceable, this Agreement shall be considered divisible and such provision shall be deemed inoperative to the extent it is deemed unenforceable, and in all other respects this Agreement shall remain in full force and effect; provided , however , that if any provision may be made enforceable by limitation thereof, then such provision shall be deemed to be so limited and shall be enforceable to the maximum extent permitted by Applicable Law.", "output": "severability" } ]

[ { "input": "Nothing in the Plan or this Agreement shall confer on the Award Recipient any right to continue in the employment of the Company or its Affiliates for any given period or on any specified terms nor in any way affect the Company’s or its Affiliates’ right to terminate the Award Recipient’s employment without prior notice at any time for any reason or for no reason.", "output": "no right to continued employment" } ]

[ { "input": "During the Term, Executive shall be eligible to participate in group employee benefit plans, programs and arrangements of the Company, as may be amended from time to time, which are generally applicable to similarly-situated executives of the Company Group. This currently includes, but is not limited to, Company-paid on-site parking for all employees; alternately, employees who commute to work via public transportation are eligible for reimbursement.", "output": "benefits" } ]

[ { "input": "Performance Guarantor is a corporation duly incorporated, validly existing and in good standing under the laws of the State of Nevada. Performance Guarantor is duly qualified to do business as a foreign corporation in good standing in all other jurisdictions which require such qualification, except to the extent that failure to so qualify would not have a Material Adverse Effect.", "output": "good standings" } ]

[ { "input": "The Seller’s sole jurisdiction of organization is the State of Delaware and such jurisdiction has not changed within four months prior to the date of this Agreement. The office of the Seller is set forth on Schedule III hereto. The legal name of the Seller is Spring Funding, LLC.", "output": "legal names" } ]

[ { "input": "None of the Cash-Settled RSUs, the Notice, or these Terms and Conditions is transferable by you other than by will or by the laws of descent and distribution.", "output": "non-transferability" } ]

[ { "input": "The Administrative Agent shall have received a written notice from ASLP identifying the Funding Account (as defined in the Additional Amendments Credit Agreement).", "output": "funding accounts" } ]

[ { "input": "This Warrant shall be binding upon any successors or assigns of the Company.  This Warrant shall constitute a contract under the laws of the State of Colorado without regard to its conflict of law principles or rules.", "output": "jurisdictions" } ]

[ { "input": "Except as otherwise provided in the Plan, the Deferred Shares are non-transferable and any attempts to assign, pledge, hypothecate or otherwise alienate or encumber (whether by law or otherwise) any Deferred Shares shall be null and void.", "output": "transferability" } ]

[ { "input": "Grantor shall be responsible for all costs and expenses, including reasonable fees, charges and disbursements of counsel and court costs, incurred in any action brought to enforce or interpret this Agreement, whether brought by the Beneficiaries' Representative, a Beneficiary, the Trustee, or otherwise, if Grantor does not substantially prevail.", "output": "enforcement expenses" } ]

[ { "input": "The 2018-3 Lease Agreement constitutes “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC.", "output": "chattel paper" } ]

[ { "input": "The Investor represents and warrants to the Company that at no time prior to the date of this Agreement has any of the Investor, its agents, representatives or affiliates engaged in or effected, in any manner whatsoever, directly or indirectly, any (i) “short sale” (as such term is defined in Rule 200 of Regulation SHO of the 1934 Act) of the Common Stock or (ii) hedging transaction, which establishes a net short position with respect to the Common Stock.", "output": "no short selling" } ]

[ { "input": "The provisions of this SERP shall be binding upon and inure to the benefit of each Participating Company, its successors, and its assigns, and to the Participants and their heirs, executors, administrators, and legal representatives.", "output": "successors" } ]

[ { "input": "The execution, effectiveness, interpretation, performance, amendment, termination and dispute resolution of this Agreement shall be governed by the laws of the People’s Republic of China.", "output": "governing laws" } ]

[ { "input": "In the event that any provision in this Award Agreement will be held invalid or unenforceable, such provision will be severable from, and such invalidity or unenforceability will not be construed to have any effect on, the remaining provisions of this Award Agreement.", "output": "agreement severable" } ]

[ { "input": "Each Originator hereby acknowledges that the Secured Parties, the Group Agents and the Administrative Agent are entering into the transactions contemplated by this Agreement and the other Transaction Documents in reliance upon such Originator’s identity as a legal entity separate from the Buyer.", "output": "reliance on separate legal identity" } ]

[ { "input": "UPS Retirement Contribution Restoration Credits shall vest after the Participant has earned three years of Vesting Service. Upon termination of employment, a Participant shall forfeit any right to any non-vested portion of his Account. Notwithstanding the foregoing, the Committee may determine to accelerate the vesting of any Participant’s Account, subject to such conditions and limitations as the Committee may see fit to impose.", "output": "vesting" } ]

[ { "input": "Before the date as of which you are recorded on the books of the Company as the holder of any Shares related to the Restricted Stock Units, you will have no rights as a shareholder by reason of this Restricted Stock Units Award.", "output": "no rights as a shareholder" } ]

[ { "input": "During the Term, the Executive shall be entitled to receive a base salary at the annual rate of $850,000, subject to increase, or decrease, only if salary decreases are concurrently implemented across the senior executives of the Company, as determined by the Board or its Compensation Committee from time to time in its discretion, payable in accordance with the payroll practices of the Company (the “ Base Salary ”).", "output": "base salary" } ]

[ { "input": "At the time such Purchaser was offered the Shares and Warrants, it was, and at the date hereof it is, and on each date on which it exercises the Warrants and/or converts the Preferred Stock, as applicable, it will be, an “accredited investor” as defined in Rule 501(a) under the Securities Act.", "output": "purchaser status" } ]

[ { "input": "Whether or not the Transactions are consummated, the Parties shall bear their own respective expenses (including, but not limited to, all compensation and expenses of counsel, financial advisors, consultants, actuaries and independent accountants) incurred in connection with this Agreement and the Transactions.", "output": "expenses" } ]

[ { "input": "This Agreement may be executed in counterparts, each of which shall be deemed an original, but both of which together shall constitute one and the same instrument. Any executed counterpart returned by facsimile or PDF shall be deemed an original executed counterpart.", "output": "counterparts" } ]

[ { "input": "The rights and protections of the Company hereunder shall extend to any successors or assigns of the Company and to the Company’s parents, subsidiaries and affiliates. This Agreement may be assigned by the Company without the Grantee’s consent.", "output": "assignment by company" } ]

[ { "input": "The Company is aware and acknowledges that issuance of Common Stock hereunder could cause dilution to existing shareholders and could significantly increase the outstanding number of shares of Common Stock.", "output": "dilutions" } ]

[ { "input": "This Agreement shall be effective as of the date set forth above upon receipt by the Administrative Agent of counterparts of this Agreement duly executed by the Borrower, the Guarantors, the Required Lenders and the Administrative Agent.", "output": "condition precedents" } ]

[ { "input": "All obligations of the Company with respect to Awards granted under the Plan shall be binding on any successor to the Company, whether the existence of such successor is the result of a direct or indirect purchase, merger, consolidation, or otherwise, of all or substantially all of the business and/or assets of the Company.", "output": "successors" } ]

[ { "input": "The Borrower and the Lenders agree that the Administrative Agent may delegate any of its duties under this Agreement to any of its Affiliates. Any such Affiliate (and such Affiliate’s directors, officers, agents and employees) which performs duties in connection with this Agreement shall be entitled to the same benefits of the indemnification, waiver and other protective provisions to which the Administrative Agent is entitled under Articles X and XI.", "output": "delegation to affiliates" } ]