orgrctera/legalbenchrag_contractnli_qa huggingface dataset:
Question: Consider New York City Bar Association'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):
(i) If Buyer or any of its Representatives or the Company or any of its Representatives (in the case of Discussions Disclosure) is requested or required by interrogatories, requests for information from a governmental, regulatory or supervisory authority, deposition, subpoena or similar legal process to disclose any Evaluation Material or Discussions Disclosure, or disclosure of Evaluation Material or Discussions Disclosure is required [based on the advice of counsel]14 for Buyer or any of its Representatives or the Company or any of its Representatives in order not to be in violation of any applicable law, regulation, order or other similar requirement of any governmental, regulatory or supervisory authority or any applicable listing agreement (collectively, “Applicable Law” and such required disclosing party, the “Compulsory Disclosing Party”), the Compulsory Disclosing Party shall provide the other party with prompt prior written notice thereof, to the extent not prohibited by Applicable Law, so that the other party may seek an appropriate protective order and/or, in the sole discretion of the other party, waive compliance by the Compulsory Disclosing Party with the applicable provisions of this Agreement.
Question: Consider SWA'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):
3. The Receiving shall use the Confidential information only for the Purpose and not disclose any of the Confidential Information to any third party without the Disclosing Party’s prior written consent, and in addition to the same the Receiving Party will only share such Confidential Information with its internal employees only and strictly on a need to know basis.
Question: Consider FNHA's Non-Disclosure Agreement; Does the document permit the Receiving Party to create a copy of some Confidential Information under certain circumstances?
Answer (supporting contract language):
Company will not make copies of, disclose, discuss, publish or disseminate Confidential Information any third person or entity.
Question: Consider Kerber'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. The restrictions above will not apply to Confidential Information which:
(e) Is disclosed pursuant to judicial action or government regulations, provided that the receiving party notifies the furnishing party prior to such disclosure and co-operates with the furnishing party in the event the furnishing party elects to legally contest and avoid such disclosure.
Question: Consider FNHA'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):
2. Non-Disclosure. Company will not make copies of, disclose, discuss, publish or disseminate Confidential Information any third person or entity.
Question: Consider the Mutual Non-Disclosure Agreement between Roundhouse and Creative; 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):
7. Neither Party will, without prior approval of the other Party, make any public announcement of or otherwise disclose the existence or the terms of this Agreement.
Question: Consider New York City Bar Association'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):
(e) “Representatives” means, with respect to any Person, the Affiliates of such Person and any of its and their respective directors, officers, employees, managing members, general partners, attorneys, accountants, investment bankers, financial advisors, consultants and other advisors[, and any actual or potential sources of debt financing for such Person or its Affiliates]12; provided that, for the avoidance of doubt, in no event shall any actual or potential sources of equity financing for Buyer or its Affiliates be considered a “Representative” of Buyer for purposes of this Agreement without the prior written consent of the Company.
Buyer agrees that Buyer and its Representatives shall 
(iii) disclose Evaluation Material only to Representatives of Buyer to whom disclosure is needed to facilitate the evaluation, negotiation and/or consummation of the Transaction.
Question: Consider Kerber'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):
3. For a period of five (5) years from the date of receiving it, all Confidential Information will be maintained in confidence by the receiving party, will not be disclosed to any third party or to any persons employed in its business other than those having a need to know for the purposes set forth above, and will be protected with the same degree of care as the receiving party normally uses in the protection of its own confidential and proprietary information, but in no case with any less degree than reasonable care.
Question: Consider NSK's Confidentiality Agreement for Suppliers; Does the document allow the Receiving Party to share some Confidential Information with their employees?
Answer (supporting contract language):
Representatives: any employees, officers, directors, professional advisors or consultants in relation to each Party and any of its Affiliates, who are actively and directly engaged in the Purpose;
4.1. Notwithstanding clause 3.1 of this Agreement, the Receiving Party may disclose the Confidential Information:
a) to its and its Affiliate’s Representatives, provided always that the Receiving Party procures that such Representatives shall comply with the confidentiality obligations as set out in clause 3 of this Agreement, and the Receiving Party agrees to be liable for the actions or omissions of such Representatives in relation to the Confidential Information as if they were the actions or omissions of the Receiving Party; and
Question: Consider the Non-Disclosure Agreement between Stony Hill and Buyer; Does the document state that Confidential Information shall only include technical information?
Answer (supporting contract language):
(d) Buyer will not utilize, now or at any time in the future, any trade secret(s), as that term may be defined under statutory or common law, that is/are included in the furnished Information for any purpose other than evaluating the possible purchase of the Business, including, without limitation, not utilizing same in the conduct of Buyer's or any other party's present or future business(es);
Question: Consider SWA's Non-Disclosure Agreement; Does the document allow verbally conveyed information to be considered as Confidential Information?
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 NSK's Confidentiality Agreement for Suppliers; Does the document allow the Receiving Party to acquire information similar to the Confidential Information from a third party?
Answer (supporting contract language):
2.2. Confidential Information does not include information which:
c) which is lawfully obtained by the Receiving Party from a third party and is not subject to a similar restriction on disclosure;
Question: Consider the Non-Disclosure Agreement between Stony Hill and Buyer; 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):
(c) Buyer will not disclose, except to the extent required by law, to any parties other than the persons described in Paragraph 2(B) above that the Business is available for purchase or that evaluations, discussions or negotiations are taking place concerning a possible purchase;
Question: Consider the Mutual Non-Disclosure Agreement between Roundhouse and Creative; Does the document indicate that the Agreement does not grant the Receiving Party any rights to the Confidential Information?
Answer (supporting contract language):
3. All Confidential Information disclosed under this Agreement shall be and remain the property of the disclosing Party and nothing contained in this Agreement shall be construed as granting or conferring any rights to such Confidential Information on the other Party.
Question: Consider SWA'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):
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 New York City Bar Association's Non-Disclosure Agreement; Does the document include a clause that prohibits the Receiving Party from soliciting some of the Disclosing Party's representatives?
Answer (supporting contract language):
Buyer agrees that, except with the prior written consent of the Company, it will not, and it will not permit any of its controlled Affiliates to, directly or indirectly, solicit for employment or hire any [employees/officers/senior management of the Company [first introduced to Buyer or any of its controlled Affiliates in connection with the evaluation of the Transaction][that first become known to Buyer or any of its controlled Affiliates in connection with Buyer’s evaluation of the Transaction][listed on Exhibit A]] for a period of [___] year[s] after the date of this Agreement; provided that this Section 7 shall not restrict Buyer or any of its controlled Affiliates from (i) making any general solicitation for employment that is not specifically directed at any such Persons, including through use of a recruiting website or employment search firm (so long as the firm is not instructed to solicit such Persons) or from hiring any Person as a result thereof or (ii) soliciting or hiring any such Person who [has left the employment of the Company][was terminated by the Company] at least [___] months prior to such solicitation or being hired.
Question: Consider NSK's Confidentiality Agreement for Suppliers; 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):
4.1. Notwithstanding clause 3.1 of this Agreement, the Receiving Party may disclose the Confidential Information:
b) as may be required by an order of any court of competent jurisdiction or governmental body in which case the Receiving Party shall, to the extent permitted by law, use reasonable endeavours to provide the Disclosing Party with prompt written notice of any such requirement prior to any disclosure so that the Disclosing Party may seek a protection order or other appropriate remedy.
Question: Consider FNHA's Non-Disclosure Agreement; Does the document allow verbally conveyed information to be considered as Confidential Information?
Answer (supporting contract language):
1. Definition. "Confidential Information" means any information identified as confidential by the FNHA that is part of the FNHA’s request for proposal number 2019RFP-02, Architectural & Design Team Consultants for Metro Vancouver Office Project (“RFP”) whether in oral, written electronic or any other form or medium whatsoever, including but not limited to Appendix B of the RFP, questions answered or information disclosed by FNHA related to confidential aspects of the RFP or discussions held related to the RFP.
Question: Consider Kerber's Non-Disclosure Agreement; Does the document include a clause that prohibits the Receiving Party from soliciting some of the Disclosing Party's representatives?
Answer (supporting contract language):
Neither party shall not, and it shall ensure that any of its affiliates do not, for a period of five years from the date of this Agreement, without the prior written consent of the other party, induce any employee employed by the other party to leave such employ or offer to employ or employ such employee.
Question: Consider the Non-Disclosure Agreement between Stony Hill and Buyer; 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):
(f) If Buyer decides does not purchase the Business, Buyer will promptly return to Broker all Information previously furnished by Broker or Seller, including any and all reproductions of same, and further, shall destroy any and all analyses, compilations or other material that incorporates any part of said Information.
Question: Consider RROI's Confidentiality Agreement; Does the document restrict the use of Confidential Information to the purposes stated in the Agreement?
Answer (supporting contract language):
2. Only for Intended Purpose: The Recipient agrees and shall cause its Representatives to agree: (i) to use the Evaluation Material only for the purposes of conducting an Evaluation in furtherance of implementing a Transaction; (ii) not to use, exploit or employ the Evaluation Material for any other purpose or in any other manner;
Question: Consider New York City Bar Association's Non-Disclosure Agreement; Does the document allow verbally conveyed information to be considered as Confidential 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 mention that some obligations of the Agreement may survive the termination of the Agreement?
Answer (supporting contract language):
19. All obligations respecting the Confidential information already provided hereunder shall survive in perpetuity after the date that the specific Confidential information was first disclosed.
Question: Consider Kerber's Non-Disclosure Agreement; Does the document allow verbally conveyed information to be considered as Confidential Information?
Answer (supporting contract language):
Information initially furnished orally and identified by the disclosing party as confidential or proprietary at the time of disclosure will be confirmed by the disclosing party as Confidential Information in writing within thirty (30) days.
Question: Consider Simply Fashion's Non-Disclosure Agreement; Does the document restrict the use of Confidential Information to the purposes stated in the Agreement?
Answer (supporting contract language):
2. Potential Purchaser shall not use any of the Evaluation Materials for any purpose other than to evaluate the Proposed Transaction.
Question: Consider NSK's Confidentiality Agreement for Suppliers; 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):
Representatives: any employees, officers, directors, professional advisors or consultants in relation to each Party and any of its Affiliates, who are actively and directly engaged in the Purpose;
4.1. Notwithstanding clause 3.1 of this Agreement, the Receiving Party may disclose the Confidential Information:
a) to its and its Affiliate’s Representatives, provided always that the Receiving Party procures that such Representatives shall comply with the confidentiality obligations as set out in clause 3 of this Agreement, and the Receiving Party agrees to be liable for the actions or omissions of such Representatives in relation to the Confidential Information as if they were the actions or omissions of the Receiving Party; and
Question: Consider FNHA's Non-Disclosure Agreement; Does the document require that all Confidential Information be expressly identified by the Disclosing Party?
Answer (supporting contract language):
1. Definition. "Confidential Information" means any information identified as confidential by the FNHA that is part of the FNHA’s request for proposal number 2019RFP-02, Architectural & Design Team Consultants for Metro Vancouver Office Project (“RFP”) whether in oral, written electronic or any other form or medium whatsoever, including but not limited to Appendix B of the RFP, questions answered or information disclosed by FNHA related to confidential aspects of the RFP or discussions held related to the RFP.
Question: Consider RROI's Confidentiality Agreement; Does the document allow the Receiving Party to share some Confidential Information with their employees?
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 SWA's Non-Disclosure Agreement; Does the document state that Confidential Information shall only include technical information?
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 permit the Receiving Party to retain some Confidential Information even after its return or destruction?
Answer (supporting contract language):
If either party elects not to pursue any further business undertaking, each party will promptly return upon request all tangible information including any and all copies thereof relating to all Confidential Information.
Question: Consider New York City Bar Association'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):
At any time upon the Company’s written request (including by email), Buyer agrees that Buyer and its Representatives shall promptly destroy or erase all Evaluation Material (including any Evaluation Material held electronically) in the possession or control of Buyer or any of its Representatives, and Buyer shall, if requested in writing (including by email) by the Company, certify such destruction or erasure to the Company; provided that (a) neither Buyer nor any of its Representatives shall be required to destroy or erase any electronic copy of any Evaluation Material that is created pursuant to such Person’s standard electronic backup and archival procedures if (x) personnel whose functions are not primarily information technology in nature do not have access to such retained copies and (y) personnel whose functions are primarily information technology in nature have access to such copies only as reasonably necessary for the performance of their information technology duties (e.g., for purposes of system recovery) and [(b) Buyer and its Representatives may each retain (i) one copy of any Evaluation Material to the extent required to defend or maintain any litigation relating to this Agreement or the Evaluation Material, or to comply with its established document retention policies and (ii) such copies of the Evaluation Material to the extent required to comply with requirements of Applicable Law.]18
Question: Consider FNHA'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):
Company may not at any time directly or indirectly communicate with the media in relation to the Confidential Information or any information with respect to the RFP without first obtaining the written permission of FNHA.
Question: Consider Simply Fashion's Non-Disclosure Agreement; Does the document allow the Receiving Party to share some Confidential Information with their employees?
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.