orgrctera/legalbenchrag_contractnli_qa huggingface dataset:
Question: Consider NSK's Confidentiality Agreement for Suppliers; Does the document allow verbally conveyed information to be considered as Confidential Information?
Answer (supporting contract language):
2.1. Confidential Information means all confidential information relating to the Purpose which the Disclosing Party or any of its Affiliates, discloses or makes available, to the Receiving Party or any of its Affiliates, before, on or after the Effective Date. This includes:
c) all confidential or proprietary information relating to: the business, affairs, customers, clients, suppliers, plans, business opportunities, finances, pricing, operations, processes, product information, techniques, know-how, technical information, design, trade secrets and findings or analysis derived from Confidential Information, whether in tangible or intangible form.
Question: Consider RROI's Confidentiality Agreement; Does the document allow the Receiving Party to acquire information similar to the Confidential Information from a third party?
Answer (supporting contract language):
“Evaluation Material” means all information (including information in the form not only of written information but also information which may be transmitted orally, visually or by any other means) provided to the Recipient by the Disclosing Party or any of its Representatives relating to the Disclosing Party its direct and indirect, subsidiaries and their business, affairs, financial position, assets, operations and activities including, without limitation, information provided for inspection in any data room and all reports, evaluations, notes, analysis, documents, geological, engineering, geophysical and/or land maps or data, financials, trade secrets or any other documents or information pertaining in any way whatsoever to the Disclosing Party and its direct and indirect subsidiaries, together with all analysis, evaluations, compilations, notes, studies or other documents prepared by the Recipient or its Representatives containing or based upon, in whole or in part, such information or reflecting the review of, or interest in the Disclosing Party or the Transaction and includes all information, if any, previously made available to the Recipient or its Representatives; provided that Evaluation Materials will not include any information which: 
(iii) has been independently acquired or developed by the Recipient without violating any of its obligations under this or any other agreement the Recipient may have with any Person;
Question: Consider New York City Bar Association's Non-Disclosure Agreement; Does the document allow the Receiving Party to independently develop information that is similar to the Confidential Information?
Answer (supporting contract language):
Notwithstanding the foregoing, “Evaluation Material” does not include any information or data that: (i) is or was independently developed by Buyer or any of its Representatives without the benefit of any Evaluation Material;7
Question: Consider SWA's Non-Disclosure Agreement; Does the document include a clause that prevents the Receiving Party from disclosing the fact that the Agreement was agreed upon or negotiated?
Answer (supporting contract language):
1. The term “Confidential information” for the purpose of this Agreement shall mean the said Submissions and each concept, idea, game-play mechanic, set design, business model, and/or other element contained therein and any and all other proprietary and/or any other information and/or data which is provided and/or obtained hereunder weather in relation to the submission and/or otherwise, whether in writing, pictorially, in machine readable form, orally or by observation during their interactions/discussions, in connection with the Purpose or otherwise, including but not limited to, all intangible and tangible information, documents, data, papers, statements, any business/customer information and trade secrets relating to its business practices in connection with the Purpose or otherwise, and will form a part of the proprietary and confidential information weather disclosed by the Disclosing and/or Receiving Party.
Question: Consider Kerber's Non-Disclosure Agreement; Does the document allow the Receiving Party to independently develop information that is similar to the Confidential Information?
Answer (supporting contract language):
4. The restrictions above will not apply to Confidential Information which:
(d) Is independently developed by the receiving party; or
Question: Consider FNHA's Non-Disclosure Agreement; Does the document indicate that the Agreement does not grant the Receiving Party any rights to the Confidential Information?
Answer (supporting contract language):
Company acknowledges and agrees that nothing contained in this Agreement will be construed as granting it any rights, by license or otherwise, to any Confidential Information. 
Company acknowledges that all of the Confidential Information is owned solely by FNHA and that the unauthorized disclosure or use of such Confidential Information would cause irreparable harm and significant injury, the degree of which may be difficult to ascertain.
Question: Consider NSK's Confidentiality Agreement for Suppliers; Does the document permit the Receiving Party to retain some Confidential Information even after its return or destruction?
Answer (supporting contract language):
5.1. Upon the Disclosing Party’s written request, the Receiving Party shall (as requested by the Disclosing Party) either return to the Disclosing Party or destroy (provided that any such destruction shall be confirmed in writing by the Receiving Party) all Confidential Information of the Disclosing Party including all copies, reproductions, notes, extracts and summaries which include, reflect, incorporate or otherwise contain the Disclosing Party’s Confidential Information whether in tangible form or otherwise, such as electronic mail or computer files.
5.2. Clause 5.1 of this Agreement shall not apply to:
a) Confidential Information held electronically in archive or back-up systems which are not otherwise reasonably retrievable by the Representatives of the Receiving Party or its Affiliates; or
b) Copies of Confidential Information which must be retained by the Receiving Party pursuant to applicable law.
5.3. The provisions of this Agreement shall continue to apply to any documents and materials retained by the Receiving Party pursuant to clause 5.2 of this Agreement.
Question: Consider Simply Fashion's Non-Disclosure Agreement; Does the document allow the Receiving Party to acquire information similar to the Confidential Information from a third party?
Answer (supporting contract language):
3. This Agreement shall not apply to, and Potential Purchaser shall have no obligation with respect to, any information which 
(iii) becomes available to Potential Purchaser on a non-confidential basis from a source, other than the Company or its agents, which is or was not known to be prohibited from disclosing such portions of the Evaluation Materials by a contractual or legal obligation to the Company,
Question: Consider New York City Bar Association's Non-Disclosure Agreement; Does the document mention that some obligations of the Agreement may survive the termination of the Agreement?
Answer (supporting contract language):
All such Evaluation Material retained in accordance with the foregoing proviso shall continue to be subject to Section 2 [for so long as any Evaluation Material is so retained].
12. Term. Except for Sections 13(i) (Governing Law; Forum), 13(j) (WAIVER OF JURY TRIAL) and 13(k) (Conflict Waiver), which shall be binding in perpetuity or until the latest date permitted by Applicable Law, [the last sentence of Section 5]28 and Sections 7 and 8 which shall survive in accordance with their respective terms, this Agreement shall expire upon the date that is [___] year[s] after the date of this Agreement.
Question: Consider Kerber's Non-Disclosure Agreement; Does the document require that all Confidential Information be expressly identified by the Disclosing Party?
Answer (supporting contract language):
1. For the purpose of this Agreement, “Confidential Information” means information, technical or commercial, whether in visual or machine readable form, received by one party from the other which is marked “Confidential” or “Proprietary”, or which would logically be considered confidential or proprietary in view of its relationship to the whole disclosure.
Question: Consider SWA's Non-Disclosure Agreement; Does the document indicate that the Agreement does not grant the Receiving Party any rights to the Confidential Information?
Answer (supporting contract language):
It is expressly clarified herein that nothing herein is deemed to transfer any intellectual property rights and/or any other rights of the Disclosing Party/Writer in the said Submissions and/or any other Proprietary and Confidential Information (defined below and hereinafter collectively referred to as Confidential Information), to the Receiving Party/Producer under any circumstances and/or for any reason whatsoever.
9. The Receiving Party does not acquire any intellectual property rights under this Agreement or through any disclosure hereunder, except the limited right to use such Confidential Information in accordance with the Purpose under this Agreement and subject to the terms and conditions hereunder.
Question: Consider RROI's Confidentiality Agreement; Does the document require the Receiving Party to notify the Disclosing Party if they are required by law, regulation, or judicial process to disclose any Confidential Information?
Answer (supporting contract language):
Should the Recipient or its Representatives be required by law, securities regulation or policy or be requested by legal process or regulatory authority to disclose any Evaluation Material or any matter referred to herein, the Recipient will provide the Disclosing Party with prompt notice of such requirement or request so that the Disclosing Party may seek an appropriate protection order, or waive compliance with any of the provisions of this Agreement, or both.
Question: Consider FNHA's Non-Disclosure Agreement; Does the document specify whether the Receiving Party is required to destroy or return Confidential Information upon the termination of the Agreement?
Answer (supporting contract language):
Company further agrees to return Confidential Information to FNHA, if FNHA so directs, or to destroy Confidential Information once the RFP process completes or earlier of FNHA so directs.
Question: Consider NSK's Confidentiality Agreement for Suppliers; Does the document allow the Receiving Party to independently develop information that is similar to the Confidential Information?
Answer (supporting contract language):
2.2. Confidential Information does not include information which:
d) which is independently developed by Receiving Party; or
Question: Consider Simply Fashion's Non-Disclosure Agreement; Does the document require the Receiving Party to notify the Disclosing Party if they are required by law, regulation, or judicial process to disclose any Confidential Information?
Answer (supporting contract language):
4. In the event that Potential Purchaser, its Affiliated Entities, and/or its Representatives receive a request or are required to disclose any of the Evaluation Materials, pursuant to any applicable law, rule, regulation, regulatory authority, subpoena, order, summons, lawsuit, or other applicable judicial or governmental order, or any other legal process, Potential Purchaser shall provide the Company with prompt notice so that the Company may seek a protective order or other appropriate remedy at the Company’s expense.
Question: Consider RROI's Confidentiality Agreement; Does the document permit the Receiving Party to create a copy of some Confidential Information under certain circumstances?
Answer (supporting contract language):
2. Only for Intended Purpose: The Recipient agrees and shall cause its Representatives to agree: 
(iv) not copy or reproduce any written materials comprising a part of the Evaluation Material, without the prior written consent of the Disclosing Party.
Furthermore, it is acknowledged that the Recipient’s computer system may automatically back-up Evaluation Material disclosed to it under the Agreement.
Question: Consider New York City Bar Association's Non-Disclosure Agreement; Does the document state that Confidential Information shall only include technical information?
Answer (supporting contract language):
(b) “Evaluation Material” means any information or data concerning the Company or any of its Affiliates, whether in oral, visual, written, electronic or other form, that is disclosed to Buyer or any of its Representatives [before the date hereof,]6 now or in the future by or on behalf of the Company or any of its Representatives, together with all notes, memoranda, forecasts, summaries, analyses, compilations and other writings relating thereto that are prepared by or on behalf of Buyer or any of its Representatives to the extent that they use, contain, reflect or are derived from or incorporate, in whole or in part, any such information or data.
Question: Consider SWA's Non-Disclosure Agreement; Does the document specify whether the Receiving Party is required to destroy or return Confidential Information upon the termination of the Agreement?
Answer (supporting contract language):
6. The Receiving Party shall immediately upon request by the Disclosing party deliver back to the Disclosing Party all Confidential information disclosed to the Receiving party, including all copies(if any) mode under above clauses.
Question: Consider Kerber's Non-Disclosure Agreement; Does the document state that Confidential Information shall only include technical information?
Answer (supporting contract language):
1. For the purpose of this Agreement, “Confidential Information” means information, technical or commercial, whether in visual or machine readable form, received by one party from the other which is marked “Confidential” or “Proprietary”, or which would logically be considered confidential or proprietary in view of its relationship to the whole disclosure.
Question: Consider NSK's Confidentiality Agreement for Suppliers; Does the document mention that some obligations of the Agreement may survive the termination of the Agreement?
Answer (supporting contract language):
3.1. In consideration of the Disclosing Party disclosing Confidential Information to the Receiving Party, the Receiving Party undertakes that it shall:
a) keep the Confidential Information secret and confidential, using at least the same degree of care as its uses to protect its own confidential information but no less than a reasonable degree of care;
10.2. The rights and obligations contained in this Agreement shall continue in full force and effect for [two (2)] years after expiration of the Term or termination of this Agreement.
Question: Consider Excelerate's Non-Disclosure Agreement; Does the document restrict the use of Confidential Information to the purposes stated in the Agreement?
Answer (supporting contract language):
4. Except as provided in Paragraphs 6 and 7 hereof, Proprietary Information disclosed to a receiving Party shall for a period of three (3) years from the effective date of this Agreement be held in confidence by the receiving Party and not be disclosed to others or used except for the purposes set forth above, without the prior written approval of the disclosing Party.
This Agreement may not be modified in any manner except by written amendment executed by both Parties.
Question: Consider Simply Fashion's Non-Disclosure Agreement; Does the document allow the Receiving Party to share some Confidential Information with third parties, including consultants, agents, and professional advisors?
Answer (supporting contract language):
Potential Purchaser may disclose the Evaluation Materials to its parents, subsidiaries, parents’ subsidiaries, or affiliates (collectively, the “Affiliated Entities”) and Potential Purchaser’s and/or the Affiliated Entities’, directors, officers, employees, partners, consultants, potential financing sources, joint-venture partners, bankers, accountants, lenders, investors, insurance consultants and/or brokers, attorneys, agents and financial and legal advisors (collectively, such entities or persons to whom Potential Purchaser or an Affiliated Entity discloses the Evaluation Materials, “Representatives”) who may need access to the Evaluation Materials, in Potential Purchaser’s discretion, for the purpose of evaluating the Proposed Transaction.
Question: Consider RROI's Confidentiality Agreement; Does the document allow the Receiving Party to share some Confidential Information with third parties, including consultants, agents, and professional advisors?
Answer (supporting contract language):
The Disclosing Party has agreed to provide the Recipient access to the Evaluation Material subject to entering into this Confidentiality Agreement setting forth the terms and conditions pursuant to which the Evaluation Material will be provided to the Recipient, including the Recipient’s directors, officers, employees, agents, counsel, consultants and other representatives (collectively, “Representatives").
The Recipient will safeguard and strictly control the dissemination of the Evaluation Material and not release or disclose any Evaluation Material to any Person, other than its Representatives and in each case only those Representatives who need to receive such information in connection with its Evaluation and who have first been informed of, and agreed to be bound by, the terms of this Agreement.
Question: Consider New York City Bar Association's Non-Disclosure Agreement; Does the document include a clause that prevents the Receiving Party from disclosing the fact that the Agreement was agreed upon or negotiated?
Answer (supporting contract language):
[Notwithstanding the foregoing, for purposes of Section 7, any such Person that is a portfolio company of, or an investment fund that is advised or managed by, [Buyer] [Buyer’s Parent Company] or any of its Affiliates shall not be considered an Affiliate of Buyer unless Evaluation Material or Discussions Disclosure is made available or actually provided or disclosed to such Person by or on behalf of Buyer; provided that Evaluation Material or Discussions Disclosure shall not be deemed to have been made available or actually provided or disclosed to any such Person solely as a result of the fact that a Representative of the Buyer with knowledge of any Evaluation Material or Discussions Disclosure is serving on the board of directors (or similar governing body) or as an officer of such Person.]
Without the prior written consent of the Company, neither the Buyer nor any of its Representatives shall: (i) make any disclosure to any other Person (other than its Representatives to whom disclosure is needed to facilitate the evaluation, negotiation and/or consummation of the Transaction) of (A) the fact that investigations, discussions or negotiations are taking or have taken place concerning the Transaction, (B) the existence or contents of this Agreement, 
(D) any of the terms, conditions or facts relating to the Transaction, including the status thereof; or
Question: Consider the Terms of Collaboration Agreement between McGill University and Mitacs; Does the document allow the Receiving Party to share some Confidential Information with their employees?
Answer (supporting contract language):
Recipient may disclose the Confidential Information only to such of its employees, directors, officers, agents, consultants and administrators who have a need-to-know such information for the Project provided that they are advised of the confidential nature of the Confidential Information and are under an obligation to maintain its confidentiality.
Question: Consider Kerber's Non-Disclosure Agreement; Does the document indicate that the Agreement does not grant the Receiving Party any rights to the Confidential Information?
Answer (supporting contract language):
5. The furnishing of Confidential Information pursuant to this Agreement shall not be construed as granting or conferring, either expressly or implicitly, any rights, licences or relationships.
6. Each party shall retain all rights of ownership over all intellectual property associated with the above referenced subject matter, including the rights of ownership of patents, trademarks and copyrights.
All tangible information including, without limitation, documents, schematics, drawings, photographs, specifications, specimens or any other information submitted by either party to the other, will remain the property of the furnishing party.
Question: Consider Excelerate's Non-Disclosure Agreement; Does the document allow the Receiving Party to share some Confidential Information with their employees?
Answer (supporting contract language):
7. Notwithstanding anything to the contrary in Paragraph 4 hereof, Proprietary Information may be disclosed by a receiving Party to those of its employees and consultants who require knowledge thereof in connection with their duties in conducting the aforesaid purpose of this Agreement and who are obligated by written agreement to hold such Proprietary Information in confidence and restrict its use consistent with the receiving Party's obligations under this Agreement; and Proprietary Information may be disclosed to a legislative, judicial, or regulatory body requiring its disclosure, provided that, prior to such disclosure, the receiving Party has notified the disclosing Party of the requirement with an opportunity for the disclosing Party to object or seek an appropriate protective order.
Question: Consider NSK's Confidentiality Agreement for Suppliers; Does the document state that Confidential Information shall only include technical information?
Answer (supporting contract language):
2.1. Confidential Information means all confidential information relating to the Purpose which the Disclosing Party or any of its Affiliates, discloses or makes available, to the Receiving Party or any of its Affiliates, before, on or after the Effective Date. This includes:
c) all confidential or proprietary information relating to: the business, affairs, customers, clients, suppliers, plans, business opportunities, finances, pricing, operations, processes, product information, techniques, know-how, technical information, design, trade secrets and findings or analysis derived from Confidential Information, whether in tangible or intangible form.
Question: Consider Simply Fashion's Non-Disclosure Agreement; Does the document permit the Receiving Party to retain some Confidential Information even after its return or destruction?
Answer (supporting contract language):
Notwithstanding anything herein to the contrary, Potential Purchaser, its Affiliated Entities, and its Representatives may retain one or more copies of the Evaluation Materials for the purpose of defending any claim related to this Agreement or any transaction related hereto, or as may be required in accordance with Potential Purchaser’s, its Affiliated Entities, or its Representatives’ respective legal, compliance, computer programs, server, software, and/or automated backup archiving practices.