orgrctera/legalbenchrag_cuad huggingface dataset:
Question: Consider the Servicing Agreement between CURO RECEIVABLES FINANCE II, LLC and CURO MANAGEMENT, LLC; Are there any third-party beneficiaries designated in this contract?
Relevant contract clauses:
[{"span": [33320, 33550], "answer": "Notwithstanding anything to the contrary in this Agreement, both the Owner and Servicer agree that the Agent shall be deemed to be a third-party beneficiary of this Agreement and has the authority to enforce the provisions hereof.", "file_path": "cuad/CUROGROUPHOLDINGSCORP_05_04_2020-EX-10.3-SERVICING AGREEMENT.txt"}]
Question: Consider the Corporate Sponsorship Agreement between Freeze Tag, Inc. and American Diabetes Association for National Get Fit Don't Sit Day; What licenses are granted under this contract?
Relevant contract clauses:
[{"span": [3376, 3574], "answer": "The Association grants Company a non-exclusive, limited, revocable and conditional license during the term to use the Association Marks, solely to identify Company as a supporter of the Association.", "file_path": "cuad/FreezeTagInc_20180411_8-K_EX-10.1_11139603_EX-10.1_Sponsorship Agreement.txt"}, {"span": [4694, 4892], "answer": "The Company grants the Association a non-exclusive, limited, revocable and conditional license during the term to use the Company Marks, solely to identify Company as a supporter of the Association.", "file_path": "cuad/FreezeTagInc_20180411_8-K_EX-10.1_11139603_EX-10.1_Sponsorship Agreement.txt"}, {"span": [5027, 5325], "answer": "The Association Marks shall not be placed adjacent to the mark of another organization concerned with diabetes, or those of a company that manufactures products or provides services related to diabetes, without the Association's specific prior written consent, which may be withheld for any reason.", "file_path": "cuad/FreezeTagInc_20180411_8-K_EX-10.1_11139603_EX-10.1_Sponsorship Agreement.txt"}, {"span": [18278, 18487], "answer": "The Association hereby grants Company the right to use the Association Name and Logo (\"the Association Marks\") on educational, promotional and or advertising materials throughout the Term (see Attachment \"B\").", "file_path": "cuad/FreezeTagInc_20180411_8-K_EX-10.1_11139603_EX-10.1_Sponsorship Agreement.txt"}, {"span": [18749, 19047], "answer": "Any display of Association Mark must be accompanied by one of the following relationship statements: a. \"Freeze Tag is a national sponsor of Get Fit Don't Sit DayTM, a wellness engagement day of American Diabetes Association®\" b. \"Freeze Tag is a national sponsor of American Diabetes Association®\"", "file_path": "cuad/FreezeTagInc_20180411_8-K_EX-10.1_11139603_EX-10.1_Sponsorship Agreement.txt"}]
Question: Consider the Distributorship Agreement between Signature Orthopaedics Pty Ltd and CPM Medical Consultants LLC for Medical Products; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [30821, 31046], "answer": "This agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with Ohio law.", "file_path": "cuad/FuseMedicalInc_20190321_10-K_EX-10.43_11575454_EX-10.43_Distributor Agreement.txt"}]
Question: Consider the Collaboration Agreement for Vehicle Leasing Services between Didi Chuxing Technology Co., Ltd. and Hunan Ruixi Financial Leasing Co., Ltd.; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [49405, 49599], "answer": "The execution, validation, interpretation, performance, modification and termination of this Agreement and the settlement of disputes under this Agreement shall be governed by the Laws of China.", "file_path": "cuad/SENMIAOTECHNOLOGYLTD_02_19_2019-EX-10.5-Collaboration Agreement.txt"}]
Question: Consider the Franchise Agreement between The Joint Corp. and Franchise Owner; Is there uncapped liability under this contract?
Relevant contract clauses:
[{"span": [140337, 141212], "answer": "Except with respect to your obligations to indemnify us and claims that we may bring under Sections 7, 9, 15, or 16 of this Agreement, and except for claims arising from your non-payment or underpayment of any amounts owed to us or our affiliates, (1) any and all claims arising out of or related to this Agreement or the relationship between you and us shall be barred, by express agreement of the parties, unless an action or proceeding is commenced within two (2) years from the date the cause of action accrues; and (2) you and we hereby waive to the fullest extent permitted by law, any right to or claim for any punitive or exemplary damages against the other, and agree that, except to the extent provided to the contrary in this Agreement, in the event of a dispute between you and us, each party will be limited to the recovery of any actual damages sustained by it.", "file_path": "cuad/JOINTCORP_09_19_2014-EX-10.15-FRANCHISE AGREEMENT.txt"}]
Question: Consider the Strategic Alliance Agreement between Sucampo Pharmaceuticals, Inc., Sucampo Pharma, LLC, and R-Tech Ueno, Ltd.; What are the audit rights under this contract?
Relevant contract clauses:
[{"span": [41036, 41985], "answer": "During the Restricted Period, upon reasonable advance notice to the Company, the Company shall: (a) provide Acquiror with reasonable access during normal business hours of the Company to the Company's employees, consultants and other personnel and assets and to all existing books, records, Tax Returns, work papers and other documents and information relating to the Company; and (b) promptly provide Acquiror copies of the existing books, records, Tax Returns, work papers and other documents and information relating to the Company, and with such additional financial, operating and other data and information regarding the Company, as Acquiror may reasonably request; provided, however, that any such access shall be conducted at Acquiror's expense, at a reasonable time, under the supervision of appropriate personnel of the Company and in such a manner as not to unreasonably interfere with the normal operation of the business of the Company.", "file_path": "cuad/SUCAMPOPHARMACEUTICALS,INC_11_04_2015-EX-10.2-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Development Agreement between Cargill, Incorporated and Bioamber S.A.S. for the Production of Succinic Acid; Does this contract include an unlimited or all-you-can-eat license?
Relevant contract clauses:
[{"span": [21443, 21742], "answer": "Bioamber hereby grants Cargill, and Cargill hereby accepts, an exclusive, worldwide, royalty-free license with an unlimited right to  sublicense under and to Bioamber Improvements for use outside the Field during the term of this Development Agreement. Such  use shall be for research purposes only.", "file_path": "cuad/BIOAMBERINC_04_10_2013-EX-10.34-DEVELOPMENT AGREEMENT (1).txt"}]
Question: Consider the Servicing Agreement between CURO RECEIVABLES FINANCE II, LLC and CURO MANAGEMENT, LLC; Is there a covenant not to sue included in this contract?
Relevant contract clauses:
[{"span": [32651, 33281], "answer": "Notwithstanding any prior termination of the Owner or this Agreement, the Servicer shall not at any time with respect to the Owner, acquiesce, petition or otherwise invoke or cause the Owner to invoke the process of any court or governmental authority for the purpose of commencing or sustaining a case against the Owner under any federal or state bankruptcy, insolvency or similar law or appointing a receiver, conservator, liquidator, assignee, trustee, custodian, sequestrator or other similar official of the Owner or any substantial part of its property, or ordering the winding up or liquidation of the affairs of the Owner.", "file_path": "cuad/CUROGROUPHOLDINGSCORP_05_04_2020-EX-10.3-SERVICING AGREEMENT.txt"}]
Question: Consider the Real Estate Education Training Program Development Agreement between T&B Seminars, Inc. and Legacy Education Alliance Holdings, Inc.; What are the insurance requirements under this contract?
Relevant contract clauses:
[{"span": [31172, 31809], "answer": "In any instance to which such indemnities pertain, LEA shall obtain and maintain necessary insurance, including, without limitation, Commercial General Liability Insurance, including product liability insurance, trademark infringement, copyright infringement, defamation, contractual liability and personal and advertising injury liability insurance in an amount no less than ten million dollars ($10,000,000.00) per occurrence and ten million dollars ($10,000,000.00) aggregate combined single limit. T&B and Tarek El Moussa shall be named as an additional insured on such insurance and proof of such inclusion shall be provided to T&B.", "file_path": "cuad/LegacyEducationAllianceInc_20200330_10-K_EX-10.18_12090678_EX-10.18_Development Agreement.txt"}]
Question: Consider the Distributorship Agreement between Signature Orthopaedics Pty Ltd and CPM Medical Consultants LLC for Medical Products; What is the notice period required to terminate the renewal?
Relevant contract clauses:
[{"span": [17984, 18303], "answer": "This agreement begins on the Commencement Date and, subject to clause 11.2, shall continue for an initial term of one (1) years (Initial Term) and indefinitely after that until terminated by either party giving at least twelve (12) months' prior written notice to expire on or after the expiry date of the initial term.", "file_path": "cuad/FuseMedicalInc_20190321_10-K_EX-10.43_11575454_EX-10.43_Distributor Agreement.txt"}]
Question: Consider the Development Agreement between Cargill, Incorporated and Bioamber S.A.S. for the Production of Succinic Acid; Are the licenses granted under this contract non-transferable?
Relevant contract clauses:
[{"span": [9306, 9424], "answer": "The Research License shall be provided to Bioamber only, with no rights  to sublicense and with no \"have made\" rights.", "file_path": "cuad/BIOAMBERINC_04_10_2013-EX-10.34-DEVELOPMENT AGREEMENT (1).txt"}, {"span": [21443, 21695], "answer": "Bioamber hereby grants Cargill, and Cargill hereby accepts, an exclusive, worldwide, royalty-free license with an unlimited right to  sublicense under and to Bioamber Improvements for use outside the Field during the term of this Development Agreement.", "file_path": "cuad/BIOAMBERINC_04_10_2013-EX-10.34-DEVELOPMENT AGREEMENT (1).txt"}]
Question: Consider the Corporate Sponsorship Agreement between Freeze Tag, Inc. and American Diabetes Association for National Get Fit Don't Sit Day; Does this contract include any volume restrictions?
Relevant contract clauses:
[{"span": [21124, 21317], "answer": "The Association will also share/retweet up to three (3) social media posts on Facebook, Twitter and Instagram-one before National Get Fit Don't Sit Day, one on May 2 and one after the campaign.", "file_path": "cuad/FreezeTagInc_20180411_8-K_EX-10.1_11139603_EX-10.1_Sponsorship Agreement.txt"}]
Question: Consider the Franchise Agreement between The Joint Corp. and Franchise Owner; What are the audit rights under this contract?
Relevant contract clauses:
[{"span": [75218, 75474], "answer": "We have the right to inspect the proposed supplier's facilities, and require that product samples from the proposed supplier be delivered, at our option, either directly to us, or to any independent, certified laboratory that we may designate, for testing.", "file_path": "cuad/JOINTCORP_09_19_2014-EX-10.15-FRANCHISE AGREEMENT.txt"}, {"span": [101210, 101813], "answer": "To determine whether you and the Franchise are complying with this Agreement and the specifications, standards, and operating procedures we prescribe for the operation of the Franchise, we or our agents have the right, at any reasonable time and without advance notice to you, to: (1) inspect the Premises; (2) observe the operations of the Franchise for such consecutive or intermittent periods as we deem necessary; (3) interview personnel of the Franchise; (4) interview customers of the Franchise; and (5) inspect and copy any books, records and documents relating to the operation of the Franchise.", "file_path": "cuad/JOINTCORP_09_19_2014-EX-10.15-FRANCHISE AGREEMENT.txt"}, {"span": [102353, 102749], "answer": "We have the right at any time during business hours, and without advance notice to you, to inspect and audit, or cause to be inspected and audited, the business records, bookkeeping and accounting records, sales and income tax records and returns and other records of the Franchise, and the books and records of any corporation, limited liability company, or partnership that holds the Franchise.", "file_path": "cuad/JOINTCORP_09_19_2014-EX-10.15-FRANCHISE AGREEMENT.txt"}]
Question: Consider the Strategic Alliance Agreement between Sucampo Pharmaceuticals, Inc., Sucampo Pharma, LLC, and R-Tech Ueno, Ltd.; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [55169, 55560], "answer": "No Party shall assign or transfer or purport to assign or transfer (whether by operation of Law or otherwise) any of its rights, interests or obligations hereunder without the prior written consent of the other Party; provided, that Acquiror may assign this Agreement and its rights and interests herein without any such consent as collateral to the Lenders in connection with the Financing.", "file_path": "cuad/SUCAMPOPHARMACEUTICALS,INC_11_04_2015-EX-10.2-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Servicing Agreement between CURO RECEIVABLES FINANCE II, LLC and CURO MANAGEMENT, LLC; What are the audit rights under this contract?
Relevant contract clauses:
[{"span": [7482, 7717], "answer": "The Servicer shall maintain appropriate books of account and records relating to services performed hereunder, which books of account and records shall be accessible for inspection by the Owner at any time during normal business hours.", "file_path": "cuad/CUROGROUPHOLDINGSCORP_05_04_2020-EX-10.3-SERVICING AGREEMENT.txt"}]
Question: Consider the Collaboration Agreement for Vehicle Leasing Services between Didi Chuxing Technology Co., Ltd. and Hunan Ruixi Financial Leasing Co., Ltd.; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [61530, 61741], "answer": "Unless this Agreement is early terminated in accordance with this Agreement or other agreements signed by the Parties hereof, the term of the validity of this Agreement shall be one year from the effective date.", "file_path": "cuad/SENMIAOTECHNOLOGYLTD_02_19_2019-EX-10.5-Collaboration Agreement.txt"}]
Question: Consider the Corporate Sponsorship Agreement between Freeze Tag, Inc. and American Diabetes Association for National Get Fit Don't Sit Day; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [12707, 12811], "answer": "This Agreement may not be assigned by either Party without the prior written consent of the other Party.", "file_path": "cuad/FreezeTagInc_20180411_8-K_EX-10.1_11139603_EX-10.1_Sponsorship Agreement.txt"}]
Question: Consider the Development Agreement between Cargill, Incorporated and Bioamber S.A.S. for the Production of Succinic Acid; What licenses are granted under this contract?
Relevant contract clauses:
[{"span": [8289, 9001], "answer": "In the event Cargill (i) is unable to achieve a given milestone described in Section 2.3 by the Target Date, or (ii)  terminates this Agreement pursuant to Section 10.2, Bioamber shall have the option to obtain a license during the term of this Development  Agreement to the patent applications and patents listed in Exhibit B (including any continuations, continued prosecutions, continuations- in-part, reissues, reexaminations, divisions or substitutions thereof) (collectively \"Licensed Patents\"), the tool kit listed in Exhibit C  (\"Licensed Tool Kit\"), and Cargill Improvements if any (as defined in Section 5.2 below), for research use only and for additional monetary  consideration (\"Research License\").", "file_path": "cuad/BIOAMBERINC_04_10_2013-EX-10.34-DEVELOPMENT AGREEMENT (1).txt"}, {"span": [20678, 21094], "answer": "Cargill hereby grants Bioamber, and Bioamber hereby accepts, an exclusive, royalty-free license to Cargill Improvements and Joint  Improvements for use in the Field during the term of this Development Agreement with a reservation of right for Cargill to practice  such Cargill Improvements and Joint Improvements for use in the field of succinic acid and salts thereof during the term of this  Development Agreement.", "file_path": "cuad/BIOAMBERINC_04_10_2013-EX-10.34-DEVELOPMENT AGREEMENT (1).txt"}, {"span": [21202, 21353], "answer": "Cargill shall also grant a commercial license to Bioamber for Cargill Improvements and Joint Improvements under the terms  and conditions of Exhibit D.", "file_path": "cuad/BIOAMBERINC_04_10_2013-EX-10.34-DEVELOPMENT AGREEMENT (1).txt"}, {"span": [21443, 21695], "answer": "Bioamber hereby grants Cargill, and Cargill hereby accepts, an exclusive, worldwide, royalty-free license with an unlimited right to  sublicense under and to Bioamber Improvements for use outside the Field during the term of this Development Agreement.", "file_path": "cuad/BIOAMBERINC_04_10_2013-EX-10.34-DEVELOPMENT AGREEMENT (1).txt"}]
Question: Consider the Real Estate Education Training Program Development Agreement between T&B Seminars, Inc. and Legacy Education Alliance Holdings, Inc.; Is there a cap on liability under this contract?
Relevant contract clauses:
[{"span": [32049, 32520], "answer": "EXCEPT FOR AMOUNTS PAYABLE TO THIRD PARTIES IN CONNECTION WITH CLAIMS SUBJECT TO THE INDEMNIFICATION PROVISIONS OF SECTION 9.1 OR A BREACH OF EITHER PARTY'S OBLIGATIONS UNDER SECTION 5 (CONFIDENTIALITY), NEITHER PARTY WILL, UNDER ANY CIRCUMSTANCES, BE LIABLE TO THE OTHER PARTY FOR ANY LOST PROFITS OR ANY OTHER SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATING TO THIS AGREEMENT EVEN IF THE PARTY HAS BEEN NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES.", "file_path": "cuad/LegacyEducationAllianceInc_20200330_10-K_EX-10.18_12090678_EX-10.18_Development Agreement.txt"}]
Question: Consider the Distributorship Agreement between Signature Orthopaedics Pty Ltd and CPM Medical Consultants LLC for Medical Products; What is the renewal term for this contract?
Relevant contract clauses:
[{"span": [17984, 18303], "answer": "This agreement begins on the Commencement Date and, subject to clause 11.2, shall continue for an initial term of one (1) years (Initial Term) and indefinitely after that until terminated by either party giving at least twelve (12) months' prior written notice to expire on or after the expiry date of the initial term.", "file_path": "cuad/FuseMedicalInc_20190321_10-K_EX-10.43_11575454_EX-10.43_Distributor Agreement.txt"}]
Question: Consider the Franchise Agreement between The Joint Corp. and Franchise Owner; Are there any services to be provided after the termination of this contract?
Relevant contract clauses:
[{"span": [127322, 127832], "answer": "Upon the termination or expiration of the Franchise, we will have the option, but not the obligation, exercisable for thirty (30) days upon written notice to you, to purchase at fair market value all of the assets of the Franchise, including all approved equipment, fixtures, furniture and signs and all supplies, materials, and other items imprinted with any Mark, and to take an assignment of the lease for the Premises and any other lease or concession agreement necessary for the operation of the Franchise", "file_path": "cuad/JOINTCORP_09_19_2014-EX-10.15-FRANCHISE AGREEMENT.txt"}, {"span": [159784, 160468], "answer": "Upon the expiration or termination of either the Lease Agreement or the Franchise Agreement (attached), Lessor will cooperate with and assist Franchisor in securing possession of the Premises and if Franchisor does not elect to take an assignment of the Lessee's interest, Lessor will allow Franchisor to enter the Premises, without being guilty of trespass and without incurring any liability to Lessor, to remove all signs, awnings, and all other items identifying the Premises as a Franchised Business and to make other modifications (such as repainting) as are reasonably necessary to protect The Joint marks and system, and to distinguish the Premises from a Franchised Business.", "file_path": "cuad/JOINTCORP_09_19_2014-EX-10.15-FRANCHISE AGREEMENT.txt"}]
Question: Consider the Strategic Alliance Agreement between Sucampo Pharmaceuticals, Inc., Sucampo Pharma, LLC, and R-Tech Ueno, Ltd.; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [52644, 52760], "answer": "The construction, validity and performance of this Agreement shall be governed in all respects by the laws of Japan.", "file_path": "cuad/SUCAMPOPHARMACEUTICALS,INC_11_04_2015-EX-10.2-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Cooperation Agreement between Nanjing Tuniu Technology Co., Ltd. and Beijing Tuniu Technology Co., Ltd. for Internet-Based Tour Product Services; Is there a cap on liability under this contract?
Relevant contract clauses:
[{"span": [10654, 10809], "answer": "Notwithstanding the foregoing provisions, neither Party shall be responsible to the other Party in respect of any indirect loss or damage caused hereunder.", "file_path": "cuad/TUNIUCORP_03_06_2014-EX-10-COOPERATION AGREEMENT.txt"}, {"span": [10817, 11010], "answer": "The demand for liquidated damages and specific performance in respect of any breach during the Term of Cooperation are all remedies that the non-breaching Party shall have under this Agreement.", "file_path": "cuad/TUNIUCORP_03_06_2014-EX-10-COOPERATION AGREEMENT.txt"}]
Question: Consider the Servicing Agreement between CURO RECEIVABLES FINANCE II, LLC and CURO MANAGEMENT, LLC; Are there any services to be provided after the termination of this contract?
Relevant contract clauses:
[{"span": [12562, 12900], "answer": "In the event that the Servicer resigns or is terminated hereunder, the Servicer shall use its commercially reasonable efforts to and shall cooperate with the Owner and take other reasonable steps requested by the Owner to assist in the orderly and efficient transfer of the administration of the Serviced Assets to the successor Servicer.", "file_path": "cuad/CUROGROUPHOLDINGSCORP_05_04_2020-EX-10.3-SERVICING AGREEMENT.txt"}]
Question: Consider the Real Estate Education Training Program Development Agreement between T&B Seminars, Inc. and Legacy Education Alliance Holdings, Inc.; Is there uncapped liability under this contract?
Relevant contract clauses:
[{"span": [32049, 32520], "answer": "EXCEPT FOR AMOUNTS PAYABLE TO THIRD PARTIES IN CONNECTION WITH CLAIMS SUBJECT TO THE INDEMNIFICATION PROVISIONS OF SECTION 9.1 OR A BREACH OF EITHER PARTY'S OBLIGATIONS UNDER SECTION 5 (CONFIDENTIALITY), NEITHER PARTY WILL, UNDER ANY CIRCUMSTANCES, BE LIABLE TO THE OTHER PARTY FOR ANY LOST PROFITS OR ANY OTHER SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATING TO THIS AGREEMENT EVEN IF THE PARTY HAS BEEN NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES.", "file_path": "cuad/LegacyEducationAllianceInc_20200330_10-K_EX-10.18_12090678_EX-10.18_Development Agreement.txt"}]
Question: Consider the Corporate Sponsorship Agreement between Freeze Tag, Inc. and American Diabetes Association for National Get Fit Don't Sit Day; What happens in the event of a change of control of one of the parties in this contract?
Relevant contract clauses:
[{"span": [9884, 11018], "answer": "Before expiration of the Term, either Party may terminate this Agreement upon: (i) any material breach of the Agreement by the other Party, if such breach is not remedied to the reasonable satisfaction of the non-breaching Party within ten (10) business days after written notice; (ii) ten (10) business days written notice to the other Party whenever the notifying Party in its sole discretion determines that the continuation of the Agreement will damage its reputation or good will; or (iii) written notice in the event one Party (a) becomes or is declared insolvent or bankrupt or is subject to the appointment of a trustee or receiver or any equivalent thereof, (b) is the subject of any proceeding related to its liquidation or insolvency (whether voluntary or involuntary) which is not dismissed within ninety (90) days, (c) makes an assignment for the benefit of creditors, or (d) is subject to any sale, lease or other transfer of all or substantially all of its assets to any entity; or (e) is subject to a change of control (whether by merger, stock transfer or otherwise), except in the case of an initial public offering.", "file_path": "cuad/FreezeTagInc_20180411_8-K_EX-10.1_11139603_EX-10.1_Sponsorship Agreement.txt"}]
Question: Consider the Distributorship Agreement between Signature Orthopaedics Pty Ltd and CPM Medical Consultants LLC for Medical Products; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [17984, 18303], "answer": "This agreement begins on the Commencement Date and, subject to clause 11.2, shall continue for an initial term of one (1) years (Initial Term) and indefinitely after that until terminated by either party giving at least twelve (12) months' prior written notice to expire on or after the expiry date of the initial term.", "file_path": "cuad/FuseMedicalInc_20190321_10-K_EX-10.43_11575454_EX-10.43_Distributor Agreement.txt"}]
Question: Consider the Development Agreement between Cargill, Incorporated and Bioamber S.A.S. for the Production of Succinic Acid; Does this contract provide for joint intellectual property ownership?
Relevant contract clauses:
[{"span": [19958, 20281], "answer": "In the  event it is not clear as to ownership of any Improvement as described in this Section 5.2, in other words, if it is not clear whether an  invention or discovery is either a Bioamber Improvement or a Cargill Improvement, such Improvement shall be [***] and such Improvement  shall be designated \"Joint Improvements\".", "file_path": "cuad/BIOAMBERINC_04_10_2013-EX-10.34-DEVELOPMENT AGREEMENT (1).txt"}]
Question: Consider the Servicing Agreement between CURO RECEIVABLES FINANCE II, LLC and CURO MANAGEMENT, LLC; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [28603, 28934], "answer": "THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.", "file_path": "cuad/CUROGROUPHOLDINGSCORP_05_04_2020-EX-10.3-SERVICING AGREEMENT.txt"}]
Question: Consider the Strategic Alliance Agreement among Rocky Mountain Chocolate Factory, Inc., Farids & Co. LLC, and Edible Arrangements, LLC; What are the insurance requirements under this contract?
Relevant contract clauses:
[{"span": [37920, 38344], "answer": "On or prior to the date of this Agreement or TF's election to the Board of Directors at the Annual Meeting, as applicable, the Company shall have (x) nominated TF for election to the Board of Directors at the Annual Meeting, (y) entered into an Indemnification Agreement with TF as the Director Designee and (z) taken all necessary action for TF to be covered by the Company's existing directors' liability insurance policy.", "file_path": "cuad/ROCKYMOUNTAINCHOCOLATEFACTORY,INC_12_23_2019-EX-10.2-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Cooperation Agreement between Nanjing Tuniu Technology Co., Ltd. and Beijing Tuniu Technology Co., Ltd. for Internet-Based Tour Product Services; How is intellectual property ownership assigned in this contract?
Relevant contract clauses:
[{"span": [14141, 14935], "answer": "The Parties agree that any and all intellectual property researched and developed, created and invented by the Parties (including their employees) in the course of performance of this Agreement shall be owned by Party B. For the purpose of this Article 12.3, \"Intellectual Property\" means the patent, patent application right, trademark, service mark, logo, image, trade name, internet domain name, design right, copyright (including copyright of computer software) and moral rights, database right, right of semiconductor design drawing, utility model, proprietary technology and other intellectual property that are registered and unregistered including those that have applied for registration, as well as all other rights or protection methods with same or similar effect on a global scope.", "file_path": "cuad/TUNIUCORP_03_06_2014-EX-10-COOPERATION AGREEMENT.txt"}]
Question: Consider the Franchise Agreement between The Joint Corp. and Franchise Owner; What licenses are granted under this contract?
Relevant contract clauses:
[{"span": [26323, 26522], "answer": "As part of the Computer System, we may require you to obtain specified computer hardware and/or software, including without limitation a license to use proprietary software developed by us or others.", "file_path": "cuad/JOINTCORP_09_19_2014-EX-10.15-FRANCHISE AGREEMENT.txt"}, {"span": [27461, 27827], "answer": "You further acknowledge and agree that we and our affiliates have the right to charge a reasonable systems fee for software or systems installation services; modifications and enhancements specifically made for us or our affiliates that are licensed to you; and other maintenance and support Computer System-related services that we or our affiliates furnish to you.", "file_path": "cuad/JOINTCORP_09_19_2014-EX-10.15-FRANCHISE AGREEMENT.txt"}, {"span": [28452, 28974], "answer": "In addition, we may, at any time and from time to time, contract with one or more software providers, business service providers, or other third parties (individually, a \"Service Provider\") to develop, license, or otherwise provide to or for the use and benefit of you and other The Joint Corp. Franchises certain software, software applications, and software maintenance and support services related to the Computer System that you must or may use in accordance with our instructions with respect to your Computer System.", "file_path": "cuad/JOINTCORP_09_19_2014-EX-10.15-FRANCHISE AGREEMENT.txt"}, {"span": [53465, 53788], "answer": "You acknowledge that your right to use the Marks is derived solely from this Agreement, and is limited to your operation of the Franchise pursuant to and in compliance with this Agreement and all applicable standards, specifications, and operating procedures we prescribe from time to time during the term of the Franchise.", "file_path": "cuad/JOINTCORP_09_19_2014-EX-10.15-FRANCHISE AGREEMENT.txt"}, {"span": [54911, 55684], "answer": "You agree to use the Marks as the sole trade identification of the Franchise, except that you will display at the Franchise location a notice, in the form we prescribe, stating that you are the independent owner of the Franchise pursuant to a Franchise Agreement with us. You agree not to use any Mark as part of any corporate or trade name or with any prefix, suffix, or other modifying words, terms, designs, or symbols (other than logos and additional trade and service marks licensed to you under this Agreement), or in any modified form. You also shall not use any Mark or any commercial symbol similar to the Marks in connection with the performance or sale of any unauthorized services or products, or in any other manner we have not expressly authorized in writing.", "file_path": "cuad/JOINTCORP_09_19_2014-EX-10.15-FRANCHISE AGREEMENT.txt"}]
Question: Consider the Real Estate Education Training Program Development Agreement between T&B Seminars, Inc. and Legacy Education Alliance Holdings, Inc.; What are the audit rights under this contract?
Relevant contract clauses:
[{"span": [23463, 23858], "answer": "LEA shall keep such written records respecting Cash Sales as T&B may reasonably request so that Royalty Payments payable hereunder may be accurately determined and shall permit such records to be examined by T&B or its authorized representative upon reasonable prior written notice at any reasonable time during regular business hours to verify the records, reports and payments herein provided.", "file_path": "cuad/LegacyEducationAllianceInc_20200330_10-K_EX-10.18_12090678_EX-10.18_Development Agreement.txt"}]
Question: Consider the Corporate Sponsorship Agreement between Freeze Tag, Inc. and American Diabetes Association for National Get Fit Don't Sit Day; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [16616, 16825], "answer": "This Agreement is subject to and shall be construed in accordance with the laws of the Commonwealth of Virginia with jurisdiction and venue in federal and Virginia courts in Alexandria and Arlington, Virginia.", "file_path": "cuad/FreezeTagInc_20180411_8-K_EX-10.1_11139603_EX-10.1_Sponsorship Agreement.txt"}]
Question: Consider the Recipe Development Agreement between Reed's, Inc. and B C Marketing Concepts Inc. for Ginger-Based Alcohol Beverages; Is there a covenant not to sue included in this contract?
Relevant contract clauses:
[{"span": [9148, 9500], "answer": "Company agrees that it will not at any time contest the ownership or validity of any Reed's Intellectual Property or Deliverables, nor register or attempt to register any rights with respect to Reed's Intellectual Property, nor do anything that would jeopardize or diminish Reed's rights to or the value of Reed's Intellectual Property or Deliverables.", "file_path": "cuad/ReedsInc_20191113_10-Q_EX-10.4_11888303_EX-10.4_Development Agreement.txt"}, {"span": [9692, 10120], "answer": "Reed's shall not at any time acquire any rights, title or interest in Company's Intellectual Property. Reed's agrees that it will not at any time contest the ownership or validity of any Company Intellectual Property, nor register or attempt to register any rights with respect to Company Intellectual Property, nor do anything that would jeopardize or diminish Company's rights to or the value of Company Intellectual Property.", "file_path": "cuad/ReedsInc_20191113_10-Q_EX-10.4_11888303_EX-10.4_Development Agreement.txt"}]
Question: Consider the Development Agreement between Cargill, Incorporated and Bioamber S.A.S. for the Production of Succinic Acid; Does this contract include any volume restrictions?
Relevant contract clauses:
[{"span": [4402, 4699], "answer": "In addition to the payment in Section 2.1, Bioamber shall pay Cargill a total of [***] U.S. Dollars ($[***] per year per full-time equivalent  (FTE) person to perform the Work Plan, and Cargill will make available up to [***] FTE persons per year to perform the work as outlined in  the Work Plan.", "file_path": "cuad/BIOAMBERINC_04_10_2013-EX-10.34-DEVELOPMENT AGREEMENT (1).txt"}, {"span": [11085, 11319], "answer": "In the event Milestone 3 is achieved, Cargill will provide up to [***] to assist in a successful transfer of the Modified  CB1 technology to Bioamber in order to allow subsequent scale-up at the same FTE rate set forth in Section 2.2.", "file_path": "cuad/BIOAMBERINC_04_10_2013-EX-10.34-DEVELOPMENT AGREEMENT (1).txt"}]
Question: Consider the Franchise Agreement between The Joint Corp. and Franchise Owner; Does this contract include any revenue or profit-sharing arrangements?
Relevant contract clauses:
[{"span": [41193, 41432], "answer": "You agree to pay us a continuing franchise royalty fee (\"Royalty Fee\") in the amount of seven percent (7%) of the gross revenues of the Franchise for all periods, with a minimum monthly amount of Seven Hundred and No/100 Dollars ($700.00).", "file_path": "cuad/JOINTCORP_09_19_2014-EX-10.15-FRANCHISE AGREEMENT.txt"}, {"span": [44113, 44364], "answer": "If we establish an Ad Fund, you agree to contribute to the Ad Fund a percentage of gross revenues of the Franchise in an amount we designate from time to time by notice to you, up to a maximum of two percent (2%) of the gross revenues of the Franchise", "file_path": "cuad/JOINTCORP_09_19_2014-EX-10.15-FRANCHISE AGREEMENT.txt"}, {"span": [44366, 44508], "answer": "As of the date of this Agreement, the current required contribution to the Ad Fund is one percent (1%) of the gross revenues of the Franchise.", "file_path": "cuad/JOINTCORP_09_19_2014-EX-10.15-FRANCHISE AGREEMENT.txt"}, {"span": [45337, 45572], "answer": "This amount must equal the greater of (a) Three Thousand and No/100 Dollars ($3,000.00); or (b) five percent (5%) of the Franchise's gross revenues for each month during the term of this Agreement (the \"Local Advertising Requirement\").", "file_path": "cuad/JOINTCORP_09_19_2014-EX-10.15-FRANCHISE AGREEMENT.txt"}, {"span": [50494, 51071], "answer": "The amount actually transferred from the Account to pay Royalty Fees and Advertising Fees will be based on the Franchise's gross revenues as reported in the Franchise's practice management software. If you have not properly input the Franchise's gross revenues for any reporting period, then we will be authorized to debit the Account in an amount equal to one hundred twenty percent (120%) of the Royalty Fee, Advertising Fee, and other amounts transferred from the Account for the last reporting period for which a report of the Franchise's gross revenues was provided to us.", "file_path": "cuad/JOINTCORP_09_19_2014-EX-10.15-FRANCHISE AGREEMENT.txt"}, {"span": [131440, 131792], "answer": "We may charge you (in addition to the Royalty Fee and Advertising Fee contributions due under this Agreement) a reasonable management fee in an amount that we may specify, equal to up to ten percent (10%) of the Franchise's gross revenues, plus our direct out-of-pocket costs and expenses, if we assume management of the Franchise under this Paragraph.", "file_path": "cuad/JOINTCORP_09_19_2014-EX-10.15-FRANCHISE AGREEMENT.txt"}]
Question: Consider the Strategic Alliance Agreement among Rocky Mountain Chocolate Factory, Inc., Farids & Co. LLC, and Edible Arrangements, LLC; Are there any services to be provided after the termination of this contract?
Relevant contract clauses:
[{"span": [65233, 66257], "answer": "The Company agrees that, in the event it exercises its rights under this Section 6.4(c), it shall (i) promptly notify the Farids Group of the termination or expiration of any Suspension Period, (ii) within thirty (30) days after delivery of the notice referred to above (unless a longer period is consented to by the Farids Group), resume the process of filing or request for effectiveness, or update the suspended registration statement, as the case may be, as may be necessary to permit the Farids Group to offer and sell its Registrable Securities in accordance with applicable Law and (iii) if an Eligible Registration Statement that was already effective had been suspended as result of the exercise of such rights by the Company, promptly notify the Farids Group after the termination or expiration of any Suspension Period of the applicable time period during which the Eligible Registration Statement is to remain effective, which shall be extended by a period of time equal to the duration of the Suspension Period.", "file_path": "cuad/ROCKYMOUNTAINCHOCOLATEFACTORY,INC_12_23_2019-EX-10.2-STRATEGIC ALLIANCE AGREEMENT.txt"}, {"span": [115141, 115720], "answer": "(a) Each of EA, Farids and the Company shall not, and shall cause their respective controlled Affiliates to not, either directly or indirectly solicit, hire, or contract with any of the employees of the other party or its Affiliates during the Term (as defined in the Exclusive Supplier Operating Agreement) and for one (1) year following the termination or expiration thereof; provided that this Section 8.9(a) shall not apply with respect to any such employee who employment with the other party and its Affiliates has been terminated for a period in excess of nine (9) months.", "file_path": "cuad/ROCKYMOUNTAINCHOCOLATEFACTORY,INC_12_23_2019-EX-10.2-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Cooperation Agreement between Nanjing Tuniu Technology Co., Ltd. and Beijing Tuniu Technology Co., Ltd. for Internet-Based Tour Product Services; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [13987, 14128], "answer": "The rights and obligations of each Party under this Agreement shall not be transferred, except for the transfer by Party B to its affiliates.", "file_path": "cuad/TUNIUCORP_03_06_2014-EX-10-COOPERATION AGREEMENT.txt"}]
Question: Consider the Servicing Agreement between CURO RECEIVABLES FINANCE II, LLC and CURO MANAGEMENT, LLC; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [9589, 10011], "answer": "This Agreement shall continue in force until the earlier to occur of (i) the Owner no longer owns any Receivables or Participation Interests, and (ii) subject to Section 7(d), the delivery of written notice of termination by the Owner to the Servicer pursuant to Section 7(c), in each case upon which event this Agreement shall automatically terminate unless otherwise agreed in writing between the Servicer and the Owner.", "file_path": "cuad/CUROGROUPHOLDINGSCORP_05_04_2020-EX-10.3-SERVICING AGREEMENT.txt"}]
Question: Consider the Real Estate Education Training Program Development Agreement between T&B Seminars, Inc. and Legacy Education Alliance Holdings, Inc.; Are there any services to be provided after the termination of this contract?
Relevant contract clauses:
[{"span": [29222, 29440], "answer": "LEA shall, for a period of six (6) months (\"Sell-Off Period\") following the effective date of termination of the license granted by T&B hereunder, have the right to fulfill commitments made to customers during the Term", "file_path": "cuad/LegacyEducationAllianceInc_20200330_10-K_EX-10.18_12090678_EX-10.18_Development Agreement.txt"}]
Question: Consider the Corporate Sponsorship Agreement between Freeze Tag, Inc. and American Diabetes Association for National Get Fit Don't Sit Day; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [2113, 2273], "answer": "This Agreement shall commence on March 15, 2018 and will expire on March 14, 2020 unless terminated earlier pursuant to Section 13 of the Agreement (the \"Term\")", "file_path": "cuad/FreezeTagInc_20180411_8-K_EX-10.1_11139603_EX-10.1_Sponsorship Agreement.txt"}]
Question: Consider the Recipe Development Agreement between Reed's, Inc. and B C Marketing Concepts Inc. for Ginger-Based Alcohol Beverages; Is there a cap on liability under this contract?
Relevant contract clauses:
[{"span": [17591, 18213], "answer": "EXCEPT WITH RESPECT TO THE INDEMNIFICATION OBLIGATIONS SET FORTH IN SECTION 9 WITH REGARD TO CLAIMS BY THIRD PARTIES, IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR ENHANCED DAMAGES, LOST PROFITS OR REVENUES OR DIMINUTION IN VALUE ARISING OUT OF, RELATING TO, OR IN CONNECTION WITH ANY BREACH OF THIS AGREEMENT OR CLAIM HEREUNDER, REGARDLESS OF (A) WHETHER SUCH DAMAGES WERE FORESEEABLE, (B) WHETHER OR NOT IT WAS ADVISED OF THE POSSIBLITY OF SUCH DAMAGES, AND (C) THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED.", "file_path": "cuad/ReedsInc_20191113_10-Q_EX-10.4_11888303_EX-10.4_Development Agreement.txt"}]
Question: Consider the Development Agreement between Cargill, Incorporated and Bioamber S.A.S. for the Production of Succinic Acid; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [31530, 31676], "answer": "Neither Party shall assign this Development Agreement or the obligations contained herein without the express written  consent of the other Party.", "file_path": "cuad/BIOAMBERINC_04_10_2013-EX-10.34-DEVELOPMENT AGREEMENT (1).txt"}]
Question: Consider the Cooperation Agreement between Nanjing Tuniu Technology Co., Ltd. and Beijing Tuniu Technology Co., Ltd. for Internet-Based Tour Product Services; Can this contract be terminated for convenience, and under what conditions?
Relevant contract clauses:
[{"span": [7316, 7526], "answer": "Party B shall have the right to terminate this Agreement in advance without the prior written consent from Party A, bysending a written notice to Party A but Party A may not terminate or rescind this Agreement;", "file_path": "cuad/TUNIUCORP_03_06_2014-EX-10-COOPERATION AGREEMENT.txt"}]
Question: Consider the Strategic Alliance Agreement among Rocky Mountain Chocolate Factory, Inc., Farids & Co. LLC, and Edible Arrangements, LLC; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [105306, 105926], "answer": "The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns, provided, that, unless in connection with Permitted Transfers, neither party may assign, delegate or otherwise transfer any of its rights or obligations under this Agreement to any person without the express written consent of the other party hereto and any such assignment or other transfer shall be null and void; provided, further, that no such assignment shall relieve the assigning party of its obligations hereunder if such assignee does not perform such obligations.", "file_path": "cuad/ROCKYMOUNTAINCHOCOLATEFACTORY,INC_12_23_2019-EX-10.2-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Real Estate Education Training Program Development Agreement between T&B Seminars, Inc. and Legacy Education Alliance Holdings, Inc.; What licenses are granted under this contract?
Relevant contract clauses:
[{"span": [7753, 8173], "answer": "T&B hereby grants to LEA, and LEA hereby accepts from T&B, during the Term, the sole and exclusive worldwide right and license in and to the Licensed Intellectual Property, which right and license shall be limited to that which is necessary for LEA to (i) develop and create Educational Materials and (ii) develop, promote and conduct the Business worldwide , unless the license is earlier terminated as provided herein.", "file_path": "cuad/LegacyEducationAllianceInc_20200330_10-K_EX-10.18_12090678_EX-10.18_Development Agreement.txt"}]
Question: Consider the Servicing Agreement between Nationwide Fund Management LLC, American United Life Insurance Company, and OneAmerica Securities, Inc. for Administrative Support Services; What are the audit rights under this contract?
Relevant contract clauses:
[{"span": [8196, 8534], "answer": "You agree, upon the reasonable request of Nationwide, to provide access during normal business hours to your facilities and records related to the services provided and the compensation payable hereunder, and to permit Nationwide to review the quality of such services provided and to respond to requests of the Trust's Board of Trustees.", "file_path": "cuad/AULAMERICANUNITTRUST_04_24_2020-EX-99.8.77-SERVICING AGREEMENT.txt"}]
Question: Consider the Supply Agreement between Organic Preparations Inc. and Agape ATP International Holding Limited; What are the insurance requirements under this contract?
Relevant contract clauses:
[{"span": [7688, 8147], "answer": "The Manufacturing Companies utilised by the Agent to manufacture the products listed in Schedule A of this agreement shall maintain throughout the term of this agreement product liability insurance issued by a reputable insurance company under standard terms and conditions in the industry to cover the liability of the Customer and to indemnity the Customer from any costs, expenses, loss or damages resulting from any act, neglect or default of the company.", "file_path": "cuad/AgapeAtpCorp_20191202_10-KA_EX-10.1_11911128_EX-10.1_Supply Agreement.txt"}, {"span": [8152, 8386], "answer": "The Customer shall at all times during the term of this agreement maintain product liability insurance, covering all products sold by the Manufacturer to the Customer and which policy shall name the Manufacturer as Additional Insured.", "file_path": "cuad/AgapeAtpCorp_20191202_10-KA_EX-10.1_11911128_EX-10.1_Supply Agreement.txt"}]