orgrctera/legalbenchrag_cuad huggingface dataset:
Question: Consider the Outsourcing Agreement between Photronics, Inc., Dai Nippon Printing Co., Ltd., Photronics DNP Photomask Corporation, and Xiamen American Japan Photronics Mask Co., Ltd.; Is there uncapped liability under this contract?
Relevant contract clauses:
[{"span": [19175, 20253], "answer": "EXCEPT FOR LIABILITY ARISING FROM BREACHES OF A PARTY'S CONFIDENTIALITY OBLIGATIONS CONTAINED IN THE NON-DISCLOSURE CLAUSE IN SECTION 12.17 OF THE CHINA JV OPERATING AGREEMENT, BREACHES OF LICENSE GRANTS CONTAINED HEREIN, AND EXCEPT FOR AMOUNTS PAYABLE TO THIRD PARTIES TO FULFILL INDEMNITY OBLIGATIONS DESCRIBED IN ARTICLE 8, (A) IN NO EVENT SHALL ANY PARTY HAVE ANY LIABILITY TO THE OTHERS, OR TO ANY PARTY CLAIMING THROUGH OR UNDER THE OTHER, FOR ANY LOST PROFITS, ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES OF ANY KIND IN ANY WAY ARISING OUT OF OR RELATED TO THIS AGREEMENT, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; AND (B) IN NO EVENT SHALL A PARTY'S CUMULATIVE LIABILITY ARISING OUT OF THIS AGREEMENT EXCEED THE AMOUNTS ACTUALLY PAID, PAYABLE, RECEIVED OR RECEIVABLE BY SUCH PARTY FOR THE PRODUCTS CONCERNED THEREWITH HEREUNDER PURSUANT TO THIS AGREEMENT DURING THE TWELVE (12) MONTHS PRIOR TO THE OCCURRENCE OF THE INITIAL EVENT FOR WHICH A PARTY RECOVERS DAMAGES HEREUNDER.", "file_path": "cuad/PhotronicsInc_20171219_10-QA_EX-10.28_10982650_EX-10.28_Outsourcing Agreement.txt"}]
Question: Consider the Maintenance and Support Agreement between VerticalNet, Inc., VerticalNet Enterprises LLC, and Converge, Inc.; What is the renewal term for this contract?
Relevant contract clauses:
[{"span": [51454, 51630], "answer": "Thereafter, this Agreement shall renew only upon the mutual written agreement of the parties for up to three additional renewal terms of one year each (each, a \"Renewal Term\").", "file_path": "cuad/VERTICALNETINC_04_01_2002-EX-10.19-MAINTENANCE AND SUPPORT AGREEMENT.txt"}]
Question: Consider the Distributor Agreement between Lucid Inc. and [Distributor]; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [13721, 13878], "answer": "This Agreement shall be governed by and interpreted in accordance with the laws of the State of New York, USA without regard to conflict of  laws principles.", "file_path": "cuad/LUCIDINC_04_15_2011-EX-10.9-DISTRIBUTOR AGREEMENT.txt"}]
Question: Consider the Consulting Agreement between Kiromic, Inc. and Gianluca Rotino; Can this contract be terminated for convenience, and under what conditions?
Relevant contract clauses:
[{"span": [7783, 7894], "answer": "Either Consultant or Company may terminate this Agreement upon prior written notice thereof to the other party.", "file_path": "cuad/KIROMICBIOPHARMA,INC_05_11_2020-EX-10.23-CONSULTING AGREEMENT.txt"}]
Question: Consider the Endorsement Agreement between Geno Auriemma and Berkshire Bank for Marketing Financial Services; Are there any services to be provided after the termination of this contract?
Relevant contract clauses:
[{"span": [15573, 15835], "answer": "Notwithstanding the foregoing, if the Agreement is  terminated for any reason other than Berkshire's material breach, then for thirty (30) days following such termination, Berkshire may continue to  use any printed material already produced under this Agreement.", "file_path": "cuad/BerkshireHillsBancorpInc_20120809_10-Q_EX-10.16_7708169_EX-10.16_Endorsement Agreement.txt"}]
Question: Consider the Distributor Agreement between Lucid Inc. and [Distributor]; What is the renewal term for this contract?
Relevant contract clauses:
[{"span": [1472, 1598], "answer": "After the initial term, unless terminated, this  Agreement will automatically renew for periods of one (1) calendar year each.", "file_path": "cuad/LUCIDINC_04_15_2011-EX-10.9-DISTRIBUTOR AGREEMENT.txt"}]
Question: Consider the Maintenance and Support Agreement between VerticalNet, Inc., VerticalNet Enterprises LLC, and Converge, Inc.; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [51322, 51453], "answer": "The initial period of this Agreement (the \"Initial Term\") shall commence upon the Effective Date and continue until March 31, 2003.", "file_path": "cuad/VERTICALNETINC_04_01_2002-EX-10.19-MAINTENANCE AND SUPPORT AGREEMENT.txt"}]
Question: Consider the Outsourcing Agreement between Photronics, Inc., Dai Nippon Printing Co., Ltd., Photronics DNP Photomask Corporation, and Xiamen American Japan Photronics Mask Co., Ltd.; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [15253, 15471], "answer": "This Agreement shall become effective as of the Effective Date and shall continue to be in full force and effect for so long as Photronics and DNP, or any of their Affiliates, each remains a Shareholder of the Company.", "file_path": "cuad/PhotronicsInc_20171219_10-QA_EX-10.28_10982650_EX-10.28_Outsourcing Agreement.txt"}]
Question: Consider the Consulting Agreement between Kiromic, Inc. and Gianluca Rotino; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [12387, 12508], "answer": "This Agreement shall be governed by the laws of the State of Texas, without reference to its conflicts of law principles.", "file_path": "cuad/KIROMICBIOPHARMA,INC_05_11_2020-EX-10.23-CONSULTING AGREEMENT.txt"}]
Question: Consider the Endorsement Agreement between Geno Auriemma and Berkshire Bank for Marketing Financial Services; Are the licenses granted under this contract non-transferable?
Relevant contract clauses:
[{"span": [4420, 4662], "answer": "The License Rights are exclusive to Berkshire and may not be assigned or in any way conveyed by Berkshire without Auriemma's  express written consent, except in the event of a merger by Berkshire with another entity offering Banking Services.", "file_path": "cuad/BerkshireHillsBancorpInc_20120809_10-Q_EX-10.16_7708169_EX-10.16_Endorsement Agreement.txt"}]
Question: Consider the Outsourcing Agreement between Paratek Pharmaceuticals, Inc. and CARBOGEN AMCIS AG for Manufacturing and Supply Services; What are the insurance requirements under this contract?
Relevant contract clauses:
[{"span": [50626, 50760], "answer": "The cost of storage, monitoring (including any on-going analytical analysis), and insurance before shipment shall be borne by [* * *].", "file_path": "cuad/ParatekPharmaceuticalsInc_20170505_10-KA_EX-10.29_10323872_EX-10.29_Outsourcing Agreement.txt"}, {"span": [86208, 86331], "answer": "Customer and Supplier each represent that they are sufficiently insured against any liability arising under this Agreement.", "file_path": "cuad/ParatekPharmaceuticalsInc_20170505_10-KA_EX-10.29_10323872_EX-10.29_Outsourcing Agreement.txt"}, {"span": [86414, 87078], "answer": "Each of Customer and Supplier shall, upon request by the other, provide the other Party with a copy of all insurance policies maintained under this Article 15 relating to the Manufacture of the Product in bulk quantities and the facilities therefor and shall notify the other Party in writing at least 30 days prior to the cancellation of or any material change to such insurance policies. Each Party may request that the other Party procure and maintain such additional insurance coverage relating to the Manufacture of the Product and the facilities therefore as may be reasonably necessary in respect of the Parties' respective obligations under this Agreement.", "file_path": "cuad/ParatekPharmaceuticalsInc_20170505_10-KA_EX-10.29_10323872_EX-10.29_Outsourcing Agreement.txt"}]
Question: Consider the Operation and Maintenance Agreement between Magellan Terminals Holdings, L.P. and Omega Refining, LLC; Is there a cap on liability under this contract?
Relevant contract clauses:
[{"span": [53021, 53979], "answer": "Notwithstanding anything in this agreement to the contrary, neither Party shall be liable to the other Party for special, indirect, consequential, punitive, or exemplary damages suffered by such Party resulting from or arising out of this Agreement or the breach thereof or under any other theory of liability, whether tort, negligence, strict liability, breach of contract, warranty, indemnity, or otherwise, including, without limitation, loss of use, increased cost of operations, loss of profit or revenue, or business interruptions. In furtherance of the foregoing, each Party releases the other Party and waives any right of recovery for special, indirect, consequential, punitive, or exemplary damages suffered by such Party regardless of whether any such damages are caused by the other Party's negligence (and regardless of whether such negligence is sole, joint, concurrent, active, passive, or gross negligence), fault, or liability without fault.", "file_path": "cuad/VERTEXENERGYINC_08_14_2014-EX-10.24-OPERATION AND MAINTENANCE AGREEMENT.txt"}]
Question: Consider the Distributor Agreement between Lucid Inc. and [Distributor]; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [1378, 1471], "answer": "The initial term of this Agreement shall be three (3) calendar years from the Agreement date.", "file_path": "cuad/LUCIDINC_04_15_2011-EX-10.9-DISTRIBUTOR AGREEMENT.txt"}]
Question: Consider the Consulting Agreement between Kiromic, Inc. and Gianluca Rotino; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [7676, 7781], "answer": "This Agreement will commence on the Effective Date and will continue until termination as provided below.", "file_path": "cuad/KIROMICBIOPHARMA,INC_05_11_2020-EX-10.23-CONSULTING AGREEMENT.txt"}]
Question: Consider the Outsourcing Agreement between Paratek Pharmaceuticals, Inc. and CARBOGEN AMCIS AG for Manufacturing and Supply Services; Is there a cap on liability under this contract?
Relevant contract clauses:
[{"span": [79475, 79762], "answer": "[* * *], IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY SPECIAL, CONSEQUENTIAL, PUNITIVE, INCIDENTAL OR INDIRECT DAMAGES, OR LOST PROFITS, HOWEVER CAUSED, ON ANY THEORY OF LIABILITY. THIS LIMITATION WILL APPLY EVEN IF THE OTHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.", "file_path": "cuad/ParatekPharmaceuticalsInc_20170505_10-KA_EX-10.29_10323872_EX-10.29_Outsourcing Agreement.txt"}, {"span": [79767, 79960], "answer": "EXCEPT AS SET FORTH BELOW IN THIS SECTION 13.4(b), IN NO EVENT WILL SUPPLIER'S LIABILITY, [* * *], BE GREATER THAN, PER CLAIM OR SERIES OF CLAIMS ARISING FROM THE SAME CAUSE OF ACTION, [* * *].", "file_path": "cuad/ParatekPharmaceuticalsInc_20170505_10-KA_EX-10.29_10323872_EX-10.29_Outsourcing Agreement.txt"}, {"span": [79962, 80217], "answer": "EXCEPT AS SET FORTH BELOW IN THIS SECTION 13.4(b), [* * *], AS APPLICABLE, IN NO EVENT SHALL A PARTY'S LIABILITY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, BE GREATER THAN, PER CLAIM OR SERIES OF CLAIMS ARISING FROM THE SAME CAUSE OF ACTION, [* * *].", "file_path": "cuad/ParatekPharmaceuticalsInc_20170505_10-KA_EX-10.29_10323872_EX-10.29_Outsourcing Agreement.txt"}, {"span": [80219, 80424], "answer": "EXCEPT AS SET FORTH BELOW IN THIS SECTION 13.4(b), WITH RESPECT [* * *], IN NO EVENT SHALL A PARTY'S LIABILITY BE GREATER THAN, PER CLAIM OR SERIES OF CLAIMS ARISING FROM THE SAME CAUSE OF ACTION, [* * *].", "file_path": "cuad/ParatekPharmaceuticalsInc_20170505_10-KA_EX-10.29_10323872_EX-10.29_Outsourcing Agreement.txt"}, {"span": [80426, 80697], "answer": "NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS SECTION 13.4(b), WITH RESPECT TO [* * *] IN NO EVENT SHALL SUPPLIER'S LIABILITY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, BE GREATER THAN, PER CLAIM OR SERIES OF CLAIMS ARISING FROM THE SAME CAUSE OF ACTION, [* * *].", "file_path": "cuad/ParatekPharmaceuticalsInc_20170505_10-KA_EX-10.29_10323872_EX-10.29_Outsourcing Agreement.txt"}]
Question: Consider the Exclusive Distributor Agreement between LifeUSA/Envision Health, Inc. and Sierra Mountain Minerals, Inc. for SierraSil Product; Are there any services to be provided after the termination of this contract?
Relevant contract clauses:
[{"span": [6694, 6982], "answer": "Upon  termination,  ENVISION shall have eighteen (18) months to exhaust          any  inventories,  packaging  and  advertising  materials  bearing  the          \"SierraSil\"  trademark  and SIERRA  shall have first option to buy back          any inventory at ENVISION's net purchase pric", "file_path": "cuad/LEGACYTECHNOLOGYHOLDINGS,INC_12_09_2005-EX-10.2-DISTRIBUTOR AGREEMENT.txt"}]
Question: Consider the Operation and Maintenance Agreement between Magellan Terminals Holdings, L.P. and Omega Refining, LLC; What are the audit rights under this contract?
Relevant contract clauses:
[{"span": [37483, 37583], "answer": "The costs of any audit of Operator's books or records shall be borne by Owner absent manifest error.", "file_path": "cuad/VERTEXENERGYINC_08_14_2014-EX-10.24-OPERATION AND MAINTENANCE AGREEMENT.txt"}, {"span": [37613, 38300], "answer": "Upon reasonable prior written notice to Operator, Owner shall have the right during normal business hours to audit or examine all books and records of Operator to the extent they relate to Operator's performance hereunder as well as the relevant books of account of Operator's contractors, relating to the performance of Operator's obligations under this Agreement. Operator shall cooperate with Owner's auditors by (i) making the applicable books and records available for inspection by Owner's auditors, and (ii) making such copies of books and records as may be reasonably requested by such auditors. In no event shall Owner's audits unreasonably interfere with Operator's operations.", "file_path": "cuad/VERTEXENERGYINC_08_14_2014-EX-10.24-OPERATION AND MAINTENANCE AGREEMENT.txt"}]
Question: Consider the Outsourcing Agreement between Paratek Pharmaceuticals, Inc. and CARBOGEN AMCIS AG for Manufacturing and Supply Services; What is the duration of any warranties provided in this contract?
Relevant contract clauses:
[{"span": [54357, 54575], "answer": "Customer or its designees shall, within a period of [* * *] after the date of physical receipt of any shipment of Product from Supplier, inspect the Product for any shortages or any defects or deviations of the Product", "file_path": "cuad/ParatekPharmaceuticalsInc_20170505_10-KA_EX-10.29_10323872_EX-10.29_Outsourcing Agreement.txt"}]
Question: Consider the Exclusive Distributor Agreement between LifeUSA/Envision Health, Inc. and Sierra Mountain Minerals, Inc. for SierraSil Product; What are the insurance requirements under this contract?
Relevant contract clauses:
[{"span": [7829, 8167], "answer": "SIERRA  warrants  that it carries  general  liability  insurance of not          less than $2 million  per occurrence and product liability insurance of          not less than $5 million  per occurrence  and that,  upon the execution          of this Agreement,  it  will name ENVISION as an additional  insured on          such policies.", "file_path": "cuad/LEGACYTECHNOLOGYHOLDINGS,INC_12_09_2005-EX-10.2-DISTRIBUTOR AGREEMENT.txt"}, {"span": [9239, 9555], "answer": "ENVISION  warrants  that it          carries  general  liability  insurance of $1 million per occurrence and          product liability  insurance of not less than $2 million per occurrence          and that, upon execution of this  Agreement,  it will name SIERRA as an          additional insured on such policies.", "file_path": "cuad/LEGACYTECHNOLOGYHOLDINGS,INC_12_09_2005-EX-10.2-DISTRIBUTOR AGREEMENT.txt"}]
Question: Consider the Endorsement Agreement between Geno Auriemma and Berkshire Bank for Marketing Financial Services; Does this contract include any volume restrictions?
Relevant contract clauses:
[{"span": [9088, 9191], "answer": "Unless otherwise agreed to in advance, no appearance shall exceed a total of two (2) hours in duration.", "file_path": "cuad/BerkshireHillsBancorpInc_20120809_10-Q_EX-10.16_7708169_EX-10.16_Endorsement Agreement.txt"}, {"span": [27606, 28573], "answer": "Auriemma will participate in one (1) recording session annually during the Services Period of not more than two (2) hours, not including travel  time, to record a radio advertising spot at a date and location to be mutually agreed upon;     3. Auriemma will participate in one (1) production session annually during the Services Period of not more than three (3) hours, not including travel  time, to record a television advertising spot at a date and location to be mutually agreed upon;     4. Auriemma will participate in one (1) photo session annually during the Services Period of not more than two (2) hours, not including travel time,  at a date and location to be mutually agreed upon;     5. Auriemma will be available for two (2) appearances annually during the Services Period within the Contract Territory, the date and location to be  mutually agreed upon, each not more than one (1) hour in duration, where Auriemma will meet, greet and pose for photos.", "file_path": "cuad/BerkshireHillsBancorpInc_20120809_10-Q_EX-10.16_7708169_EX-10.16_Endorsement Agreement.txt"}]
Question: Consider the Endorsement Agreement between Geno Auriemma and Berkshire Bank for Marketing Financial Services; What licenses are granted under this contract?
Relevant contract clauses:
[{"span": [4128, 4411], "answer": "Auriemma grants to Berkshire the exclusive right and license (the \"License Rights\") to use the Auriemma Identification during the  Contract Period and throughout the Contract Territory solely in connection with the advertisement and promotion of Berkshire and the Financial  Services", "file_path": "cuad/BerkshireHillsBancorpInc_20120809_10-Q_EX-10.16_7708169_EX-10.16_Endorsement Agreement.txt"}]
Question: Consider the Consulting Agreement between Slinger Bag Inc. and Aitan Zacharin for Investor Relations and Corporate Development; Does this contract include any revenue or profit-sharing arrangements?
Relevant contract clauses:
[{"span": [4188, 4428], "answer": "Subject to the following sentence, the Consultant will be entitled to receive up to a one-time bonus of 1,500,000 shares of common stock of the Company promptly after the value of the Company's outstanding stock equals $100 million dollars.", "file_path": "cuad/SLINGERBAGINC_05_27_2020-EX-10.7-CONSULTING AGREEMENT.txt"}]
Question: Consider the Operation and Maintenance Agreement between Magellan Terminals Holdings, L.P. and Omega Refining, LLC; Are there any services to be provided after the termination of this contract?
Relevant contract clauses:
[{"span": [18692, 18821], "answer": "Upon the termination of this Agreement, Operator shall cooperate in the transition of operations to Owner or a successor operator", "file_path": "cuad/VERTEXENERGYINC_08_14_2014-EX-10.24-OPERATION AND MAINTENANCE AGREEMENT.txt"}]
Question: Consider the Consulting Agreement between Slinger Bag Inc. and Aitan Zacharin for Investor Relations and Corporate Development; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [16439, 16808], "answer": "Except as herein expressly provided, the respective rights and obligations of the Consultant and the Company under this Agreement will not be assignable by either party without the written consent of the other party and will, subject to the foregoing, inure to the benefit of and be binding upon the Consultant and the Company and their permitted successors or assigns.", "file_path": "cuad/SLINGERBAGINC_05_27_2020-EX-10.7-CONSULTING AGREEMENT.txt"}]
Question: Consider the Endorsement Agreement between Geno Auriemma and Berkshire Bank for Marketing Financial Services; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [23076, 23174], "answer": "Berkshire may not assign this Agreement,  in whole or in part, without Auriemma's written consent.", "file_path": "cuad/BerkshireHillsBancorpInc_20120809_10-Q_EX-10.16_7708169_EX-10.16_Endorsement Agreement.txt"}]
Question: Consider the Outsourcing Agreement between Paratek Pharmaceuticals, Inc. and CARBOGEN AMCIS AG for Manufacturing and Supply Services; Is there uncapped liability under this contract?
Relevant contract clauses:
[{"span": [22629, 22847], "answer": "For clarity, nothing in this Section 3.1 limits Supplier's liability under this Agreement or under law, including liability for negligence, willful misconduct and failure to comply with Product Specifications; [* * *].", "file_path": "cuad/ParatekPharmaceuticalsInc_20170505_10-KA_EX-10.29_10323872_EX-10.29_Outsourcing Agreement.txt"}, {"span": [79767, 79960], "answer": "EXCEPT AS SET FORTH BELOW IN THIS SECTION 13.4(b), IN NO EVENT WILL SUPPLIER'S LIABILITY, [* * *], BE GREATER THAN, PER CLAIM OR SERIES OF CLAIMS ARISING FROM THE SAME CAUSE OF ACTION, [* * *].", "file_path": "cuad/ParatekPharmaceuticalsInc_20170505_10-KA_EX-10.29_10323872_EX-10.29_Outsourcing Agreement.txt"}, {"span": [79962, 80217], "answer": "EXCEPT AS SET FORTH BELOW IN THIS SECTION 13.4(b), [* * *], AS APPLICABLE, IN NO EVENT SHALL A PARTY'S LIABILITY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, BE GREATER THAN, PER CLAIM OR SERIES OF CLAIMS ARISING FROM THE SAME CAUSE OF ACTION, [* * *].", "file_path": "cuad/ParatekPharmaceuticalsInc_20170505_10-KA_EX-10.29_10323872_EX-10.29_Outsourcing Agreement.txt"}, {"span": [80219, 80424], "answer": "EXCEPT AS SET FORTH BELOW IN THIS SECTION 13.4(b), WITH RESPECT [* * *], IN NO EVENT SHALL A PARTY'S LIABILITY BE GREATER THAN, PER CLAIM OR SERIES OF CLAIMS ARISING FROM THE SAME CAUSE OF ACTION, [* * *].", "file_path": "cuad/ParatekPharmaceuticalsInc_20170505_10-KA_EX-10.29_10323872_EX-10.29_Outsourcing Agreement.txt"}]
Question: Consider the Operation and Maintenance Agreement between Magellan Terminals Holdings, L.P. and Omega Refining, LLC; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [55420, 55918], "answer": "Operator shall not make any assignment of all or any part of this Agreement or any of the rights or obligations hereunder unless there first shall have been obtained the written consent thereto of Owner, which consent shall not be unreasonably withheld, conditioned, or delayed. Owner shall not make any assignment of all or any part of this Agreement or any of the rights or obligations hereunder except in connection with the sale, financing or conveyance of all or any part of the Rail Facility.", "file_path": "cuad/VERTEXENERGYINC_08_14_2014-EX-10.24-OPERATION AND MAINTENANCE AGREEMENT.txt"}, {"span": [56027, 56127], "answer": "Any attempted assignment of this Agreement in violation of this Section 8.12 shall be null and void.", "file_path": "cuad/VERTEXENERGYINC_08_14_2014-EX-10.24-OPERATION AND MAINTENANCE AGREEMENT.txt"}]
Question: Consider the Exclusive Distributor Agreement between LifeUSA/Envision Health, Inc. and Sierra Mountain Minerals, Inc. for SierraSil Product; What licenses are granted under this contract?
Relevant contract clauses:
[{"span": [5978, 6193], "answer": "SIERRA  hereby  grants  ENVISION an          exclusive,  royalty-free  sub-license of  the Product's future patents,          and patent  applications  to distribute,  sell  and market the Finished          Product.", "file_path": "cuad/LEGACYTECHNOLOGYHOLDINGS,INC_12_09_2005-EX-10.2-DISTRIBUTOR AGREEMENT.txt"}, {"span": [6437, 6569], "answer": "This          Agreement  grants  ENVISION a  non-exclusive  and  non-royalty  bearing          license to use the mark  \"SierraSil\".", "file_path": "cuad/LEGACYTECHNOLOGYHOLDINGS,INC_12_09_2005-EX-10.2-DISTRIBUTOR AGREEMENT.txt"}]
Question: Consider the Consulting Agreement between Slinger Bag Inc. and Aitan Zacharin for Investor Relations and Corporate Development; What happens in the event of a change of control of one of the parties in this contract?
Relevant contract clauses:
[{"span": [26048, 26803], "answer": "Upon any capital reorganization of the Company's capital stock (other than a subdivision, combination, reclassification or exchange of shares provided for elsewhere in this Section 2) or a merger or consolidation of the Company with or into another corporation, then as a part of such reorganization, merger or consolidation, provision shall be made so that the Holder shall thereafter be entitled to receive upon the exercise of this Warrant, the number and kind of securities and property of the Company, or of the successor corporation resulting from such reorganization, merger or consolidation, to which that Holder would have received for the Shares if this Warrant had been exercised immediately before such reorganization, merger or consolidation.", "file_path": "cuad/SLINGERBAGINC_05_27_2020-EX-10.7-CONSULTING AGREEMENT.txt"}]
Question: Consider the Endorsement Agreement between Geno Auriemma and Berkshire Bank for Marketing Financial Services; What happens in the event of a change of control of one of the parties in this contract?
Relevant contract clauses:
[{"span": [23175, 23370], "answer": "In the case of reorganization, merger, consolidation, or sale of all or substantially all of its  assets, any attempt to assign this Agreement other than as permitted above will be null and void.", "file_path": "cuad/BerkshireHillsBancorpInc_20120809_10-Q_EX-10.16_7708169_EX-10.16_Endorsement Agreement.txt"}]
Question: Consider the Outsourcing Agreement between Paratek Pharmaceuticals, Inc. and CARBOGEN AMCIS AG for Manufacturing and Supply Services; What are the audit rights under this contract?
Relevant contract clauses:
[{"span": [32799, 33600], "answer": "Customer shall have the right to have a representative present at each Facility to observe the performance of the Manufacturing Process by Supplier during normal business hours with at least [* * *] advance notice. Supplier shall have the right to reasonably restrict such observation access to prevent undue interference with Supplier's business operations or compromise Supplier's confidentiality obligations to Third Parties; provided, however, Customer's observation access shall be absolute with regard to the Manufacturing Process for the Product. As such it is Supplier's obligation to segregate Third Party documents and materials from Customer's documents and materials and Customer will not be restricted from observing any part of Customer's Manufacturing Process and related documentation.", "file_path": "cuad/ParatekPharmaceuticalsInc_20170505_10-KA_EX-10.29_10323872_EX-10.29_Outsourcing Agreement.txt"}, {"span": [91094, 91239], "answer": "Supplier shall allow monitoring of the Facilities as set forth in Section 3.6 and inspections or audits as provided for in the Quality Agreement.", "file_path": "cuad/ParatekPharmaceuticalsInc_20170505_10-KA_EX-10.29_10323872_EX-10.29_Outsourcing Agreement.txt"}, {"span": [91398, 91530], "answer": "The frequency of such audits as well as the response time with respect to audit findings shall be governed by the Quality Agreement.", "file_path": "cuad/ParatekPharmaceuticalsInc_20170505_10-KA_EX-10.29_10323872_EX-10.29_Outsourcing Agreement.txt"}]
Question: Consider the Operation and Maintenance Agreement between Magellan Terminals Holdings, L.P. and Omega Refining, LLC; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [51486, 51717], "answer": "This Agreement shall be governed by, construed, and enforced in accordance with the laws of the State of Delaware, without regard to choice of law principles that would require the application of the laws of any other jurisdiction.", "file_path": "cuad/VERTEXENERGYINC_08_14_2014-EX-10.24-OPERATION AND MAINTENANCE AGREEMENT.txt"}]
Question: Consider the Exclusive Distributor Agreement between LifeUSA/Envision Health, Inc. and Sierra Mountain Minerals, Inc. for SierraSil Product; Is there a minimum commitment required under this contract?
Relevant contract clauses:
[{"span": [3448, 3610], "answer": "ENVISION will provide SIERRA with demand projections          for the  Product and SIERRA will  produce  enough  Product to meet such          demand projections.", "file_path": "cuad/LEGACYTECHNOLOGYHOLDINGS,INC_12_09_2005-EX-10.2-DISTRIBUTOR AGREEMENT.txt"}]
Question: Consider the Consulting Agreement between Slinger Bag Inc. and Aitan Zacharin for Investor Relations and Corporate Development; Can this contract be terminated for convenience, and under what conditions?
Relevant contract clauses:
[{"span": [7843, 7974], "answer": "The Company may terminate Consultant's engagement at any time by giving Consultant 60 days prior written Notice of the termination.", "file_path": "cuad/SLINGERBAGINC_05_27_2020-EX-10.7-CONSULTING AGREEMENT.txt"}, {"span": [8715, 8884], "answer": "The Consultant may voluntarily terminate the Consultant's engagement with the Company at any time by giving the Company 120 days prior written Notice of the termination.", "file_path": "cuad/SLINGERBAGINC_05_27_2020-EX-10.7-CONSULTING AGREEMENT.txt"}]
Question: Consider the Endorsement Agreement between Geno Auriemma and Berkshire Bank for Marketing Financial Services; Does this contract include an exclusivity agreement?
Relevant contract clauses:
[{"span": [4128, 4412], "answer": "Auriemma grants to Berkshire the exclusive right and license (the \"License Rights\") to use the Auriemma Identification during the  Contract Period and throughout the Contract Territory solely in connection with the advertisement and promotion of Berkshire and the Financial  Services;", "file_path": "cuad/BerkshireHillsBancorpInc_20120809_10-Q_EX-10.16_7708169_EX-10.16_Endorsement Agreement.txt"}, {"span": [4420, 4662], "answer": "The License Rights are exclusive to Berkshire and may not be assigned or in any way conveyed by Berkshire without Auriemma's  express written consent, except in the event of a merger by Berkshire with another entity offering Banking Services.", "file_path": "cuad/BerkshireHillsBancorpInc_20120809_10-Q_EX-10.16_7708169_EX-10.16_Endorsement Agreement.txt"}, {"span": [4742, 5142], "answer": "Auriemma expressly agrees and undertakes that:     a) The right to use the Auriemma Identification has not been previously granted nor will it be granted to anyone other than Berkshire  for use during the Contract Period within the Contract Territory in connection with the advertisement, promotion and sale of products and services  which are the same as or similar to any of the Financial Services;", "file_path": "cuad/BerkshireHillsBancorpInc_20120809_10-Q_EX-10.16_7708169_EX-10.16_Endorsement Agreement.txt"}]
Question: Consider the Operation and Maintenance Agreement between Magellan Terminals Holdings, L.P. and Omega Refining, LLC; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [14992, 15152], "answer": "This Agreement shall commence on the Effective Date and, shall continue for the duration of the Lease, unless terminated earlier pursuant to Section 3.2 or 3.3.", "file_path": "cuad/VERTEXENERGYINC_08_14_2014-EX-10.24-OPERATION AND MAINTENANCE AGREEMENT.txt"}]
Question: Consider the Endorsement Agreement between Geno Auriemma and Berkshire Bank for Marketing Financial Services; Is there a non-compete clause in this contract?
Relevant contract clauses:
[{"span": [5150, 5460], "answer": "Auriemma will not enter into any arrangement or agreement, which enables any Berkshire Competitor to be endorsed by Auriemma  (whether by using the Auriemma Identification, Auriemma providing services similar to the Endorsement Services, or otherwise) during the  Contract Period within the Contract Territory.", "file_path": "cuad/BerkshireHillsBancorpInc_20120809_10-Q_EX-10.16_7708169_EX-10.16_Endorsement Agreement.txt"}]
Question: Consider the Exclusive Distributor Agreement between LifeUSA/Envision Health, Inc. and Sierra Mountain Minerals, Inc. for SierraSil Product; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [14128, 14228], "answer": "Any other assignment          by the parties, requires the prior written consent of the other Party.", "file_path": "cuad/LEGACYTECHNOLOGYHOLDINGS,INC_12_09_2005-EX-10.2-DISTRIBUTOR AGREEMENT.txt"}]
Question: Consider the Consulting Agreement between Slinger Bag Inc. and Aitan Zacharin for Investor Relations and Corporate Development; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [18603, 18930], "answer": "This Agreement will be construed and interpreted in accordance with the laws of the State of New York without reference to its conflicts of laws principles or the conflicts of laws principles of any other jurisdiction, and each of the parties hereto expressly attorns to the jurisdiction of the courts of the State of New York.", "file_path": "cuad/SLINGERBAGINC_05_27_2020-EX-10.7-CONSULTING AGREEMENT.txt"}, {"span": [32072, 32241], "answer": "This Warrant shall be governed by and construed in accordance with the laws of the State of New York, without giving effect to its principles regarding conflicts of law.", "file_path": "cuad/SLINGERBAGINC_05_27_2020-EX-10.7-CONSULTING AGREEMENT.txt"}]
Question: Consider the Outsourcing Agreement between Paratek Pharmaceuticals, Inc. and CARBOGEN AMCIS AG for Manufacturing and Supply Services; Are the licenses granted under this contract non-transferable?
Relevant contract clauses:
[{"span": [64697, 65148], "answer": "During the Term, Customer hereby grants to Supplier a paid-up, royalty-free, non-exclusive license, without the right to sublicense, to Customer's Confidential Information and the Customer Technology reasonably necessary to Manufacture and supply to Customer the Product hereunder, but only for such purposes. The Parties agree that the license grant contained in this Section 11.3 is personal to Supplier only and shall be exercised by Supplier only,", "file_path": "cuad/ParatekPharmaceuticalsInc_20170505_10-KA_EX-10.29_10323872_EX-10.29_Outsourcing Agreement.txt"}]
Question: Consider the Amended and Restated Unconditional Capital Maintenance Agreement between American International Group, Inc. and American General Life Insurance Company; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [13131, 13282], "answer": "This Agreement shall be governed by and construed in accordance with the laws of New York, without giving effect to the principles of conflict of laws.", "file_path": "cuad/VARIABLESEPARATEACCOUNT_04_30_2014-EX-13.C-UNCONDITIONAL CAPITAL MAINTENANCE AGREEMENT.txt"}]
Question: Consider the Outsourcing Agreement between Paratek Pharmaceuticals, Inc. and CARBOGEN AMCIS AG for Manufacturing and Supply Services; What licenses are granted under this contract?
Relevant contract clauses:
[{"span": [64697, 65006], "answer": "During the Term, Customer hereby grants to Supplier a paid-up, royalty-free, non-exclusive license, without the right to sublicense, to Customer's Confidential Information and the Customer Technology reasonably necessary to Manufacture and supply to Customer the Product hereunder, but only for such purposes.", "file_path": "cuad/ParatekPharmaceuticalsInc_20170505_10-KA_EX-10.29_10323872_EX-10.29_Outsourcing Agreement.txt"}]
Question: Consider the Exclusive Distributor Agreement between LifeUSA/Envision Health, Inc. and Sierra Mountain Minerals, Inc. for SierraSil Product; Does this contract include any right of first refusal, right of first offer, or right of first negotiation?
Relevant contract clauses:
[{"span": [6694, 6984], "answer": "Upon  termination,  ENVISION shall have eighteen (18) months to exhaust          any  inventories,  packaging  and  advertising  materials  bearing  the          \"SierraSil\"  trademark  and SIERRA  shall have first option to buy back          any inventory at ENVISION's net purchase price.", "file_path": "cuad/LEGACYTECHNOLOGYHOLDINGS,INC_12_09_2005-EX-10.2-DISTRIBUTOR AGREEMENT.txt"}]
Question: Consider the Consulting Agreement between Slinger Bag Inc. and Aitan Zacharin for Investor Relations and Corporate Development; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [1023, 1215], "answer": "Unless terminated earlier in accordance with the provisions hereof, this Agreement will commence on the Effective Date and will continue for a period of three (3) years therefrom (the \"Term\").", "file_path": "cuad/SLINGERBAGINC_05_27_2020-EX-10.7-CONSULTING AGREEMENT.txt"}]
Question: Consider the Endorsement Agreement between Geno Auriemma and Berkshire Bank for Marketing Financial Services; Are there any exceptions to competitive restrictions in this contract?
Relevant contract clauses:
[{"span": [5461, 5677], "answer": "Notwithstanding the foregoing, it is understood that Auriemma has no control or influence over any  decisions by the University of Connecticut to enter into any arrangement or agreement with any Berkshire Competitor.", "file_path": "cuad/BerkshireHillsBancorpInc_20120809_10-Q_EX-10.16_7708169_EX-10.16_Endorsement Agreement.txt"}]
Question: Consider the Outsourcing Agreement between Paratek Pharmaceuticals, Inc. and CARBOGEN AMCIS AG for Manufacturing and Supply Services; How is intellectual property ownership assigned in this contract?
Relevant contract clauses:
[{"span": [65672, 66048], "answer": "With respect to any ideas, innovations, Improvements or inventions (whether patentable or non-patentable) developed by Supplier during the Term of this Agreement and [* * *], the Parties agree that, as between Customer and Supplier, Customer shall own all Rights to such Inventions and may obtain patent, copyright, and other proprietary protection respecting such Inventions.", "file_path": "cuad/ParatekPharmaceuticalsInc_20170505_10-KA_EX-10.29_10323872_EX-10.29_Outsourcing Agreement.txt"}, {"span": [66114, 66324], "answer": "Supplier agrees to assign (and cause its employees or permitted subcontractors to assign), and does hereby assign, any and all rights, title and interests of Supplier in, to or under any Inventions to Customer.", "file_path": "cuad/ParatekPharmaceuticalsInc_20170505_10-KA_EX-10.29_10323872_EX-10.29_Outsourcing Agreement.txt"}]
Question: Consider the Amended and Restated Unconditional Capital Maintenance Agreement between American International Group, Inc. and American General Life Insurance Company; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [7938, 8044], "answer": "Unless earlier terminated in accordance with this paragraph 7, this Agreement shall continue indefinitely.", "file_path": "cuad/VARIABLESEPARATEACCOUNT_04_30_2014-EX-13.C-UNCONDITIONAL CAPITAL MAINTENANCE AGREEMENT.txt"}]
Question: Consider the Exclusive Distributor Agreement between LifeUSA/Envision Health, Inc. and Sierra Mountain Minerals, Inc. for SierraSil Product; Does this contract include an exclusivity agreement?
Relevant contract clauses:
[{"span": [1533, 1853], "answer": "SIERRA  hereby   appoints   ENVISION  as  its  exclusive          distributor  for the  Product  in any blend  with  Krill Oil within the          Territory  subject to ENVISION  fulfilling  the terms and conditions of          the best efforts marketing requirements set forth herein in Sections 4,          5,  and  9.", "file_path": "cuad/LEGACYTECHNOLOGYHOLDINGS,INC_12_09_2005-EX-10.2-DISTRIBUTOR AGREEMENT.txt"}, {"span": [1855, 2016], "answer": "SIERRA  shall  cease  making  sales  to  any  customer  or          distributor who, during the term of this Agreement, violates ENVISION's          exclusivity.", "file_path": "cuad/LEGACYTECHNOLOGYHOLDINGS,INC_12_09_2005-EX-10.2-DISTRIBUTOR AGREEMENT.txt"}, {"span": [5396, 5509], "answer": "During the  term of this  Agreement,  ENVISION          will  exclusively  purchase  the  Product  from   SIERRA.", "file_path": "cuad/LEGACYTECHNOLOGYHOLDINGS,INC_12_09_2005-EX-10.2-DISTRIBUTOR AGREEMENT.txt"}, {"span": [5978, 6193], "answer": "SIERRA  hereby  grants  ENVISION an          exclusive,  royalty-free  sub-license of  the Product's future patents,          and patent  applications  to distribute,  sell  and market the Finished          Product.", "file_path": "cuad/LEGACYTECHNOLOGYHOLDINGS,INC_12_09_2005-EX-10.2-DISTRIBUTOR AGREEMENT.txt"}]
Question: Consider the Second Amendment to Manufacturing Agreement between Stremick's Heritage Foods, LLC and Premier Nutrition Corporation; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [1221, 1341], "answer": "This Second Amendment shall be effective from The Second Amendment Effective Date and shall expire on December 31, 2021.", "file_path": "cuad/BellringBrandsInc_20190920_S-1_EX-10.12_11817081_EX-10.12_Manufacturing Agreement3.txt"}]
Question: Consider the Exclusive Distributor Agreement between LifeUSA/Envision Health, Inc. and Sierra Mountain Minerals, Inc. for SierraSil Product; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [12441, 12727], "answer": "This Agreement is deemed to have been entered into  in the State          of Colorado,  and its  interpretation,  construction,  and the remedies          for its  enforcement  or breach  are to be applied  pursuant  to and in          accordance with the laws of the State of Colorado.", "file_path": "cuad/LEGACYTECHNOLOGYHOLDINGS,INC_12_09_2005-EX-10.2-DISTRIBUTOR AGREEMENT.txt"}]
Question: Consider the Endorsement Agreement between Geno Auriemma and Berkshire Bank for Marketing Financial Services; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [20042, 20148], "answer": "This Agreement shall be governed by and construed in accordance with the laws of the State of Connecticut.", "file_path": "cuad/BerkshireHillsBancorpInc_20120809_10-Q_EX-10.16_7708169_EX-10.16_Endorsement Agreement.txt"}]
Question: Consider the Outsourcing Agreement between Paratek Pharmaceuticals, Inc. and CARBOGEN AMCIS AG for Manufacturing and Supply Services; Is there a minimum commitment required under this contract?
Relevant contract clauses:
[{"span": [39491, 39775], "answer": "n case of an order volume equal or less than [* * *]: The first [* * *] of each short term rolling forecast shall be binding firm purchase orders by Customer (each a \"Purchase Order\") and the last [* * *] of each short term rolling forecast shall be non-binding, good faith estimates.", "file_path": "cuad/ParatekPharmaceuticalsInc_20170505_10-KA_EX-10.29_10323872_EX-10.29_Outsourcing Agreement.txt"}]
Question: Consider the Maintenance Agreement between Universal Access, Inc. and CityNet Telecommunications, Inc.; What are the insurance requirements under this contract?
Relevant contract clauses:
[{"span": [7498, 7823], "answer": "The Provider will obtain and maintain appropriate liability insurance in an amount of not less than $1,000,000 combined single limit for accidents or occurrences which cause bodily injury, death or property damage related to the performance of the Services. The insurance policy willname the Company as an additional insured.", "file_path": "cuad/UAGHINC_04_14_2004-EX-10.18-MAINTENANCE AGREEMENT.txt"}, {"span": [7928, 8098], "answer": "Such certificate will provide that there shall be no cancellation, non-renewal, or modification of such coverage without thirty days' prior written notice to the Company.", "file_path": "cuad/UAGHINC_04_14_2004-EX-10.18-MAINTENANCE AGREEMENT.txt"}]
Question: Consider the Amendment No. 1 to Manufacturing Agreement between Stremick's Heritage Foods, LLC and Premier Nutrition Corporation; Is there a minimum commitment required under this contract?
Relevant contract clauses:
[{"span": [1051, 1259], "answer": "During the Term of this Agreement, Premier shall be required to purchase a Minimum Annual Order Volume (\"MAOV\") of [***] (\"Units\") for the twelve-month period commencing July 1, 2018 and ending June 30, 2019.", "file_path": "cuad/BellringBrandsInc_20190920_S-1_EX-10.12_11817081_EX-10.12_Manufacturing Agreement2.txt"}]
Question: Consider the Endorsement Agreement between Geno Auriemma and Berkshire Bank for Marketing Financial Services; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [1080, 1272], "answer": "\"CONTRACT PERIOD\" means that period of time commencing upon the full execution of this Agreement by both Parties and  terminating on May 31, 2016 unless sooner terminated under this Agreement.", "file_path": "cuad/BerkshireHillsBancorpInc_20120809_10-Q_EX-10.16_7708169_EX-10.16_Endorsement Agreement.txt"}]
Question: Consider the Maintenance Agreement between Universal Access, Inc. and CityNet Telecommunications, Inc.; Is there a cap on liability under this contract?
Relevant contract clauses:
[{"span": [9232, 10490], "answer": "EXCEPT AS STATED ABOVE, THE PROVIDER'S OBLIGATIONS UNDER THIS AGREEMENT ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESSED OR IMPLIED. ALL IMPLIED WARRANTIES ARE LIMITED TO THE DURATION OF THIS AGREEMENT. A PARTY'S TOTAL LIABILITY TO THE OTHER PARTY IN CONNECTION WITH THIS AGREEMENT, FOR ANY AND ALL CAUSES OF ACTIONS AND CLAIMS, INCLUDING, WITHOUT LIMITATION, BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILITY, MISREPRESENTATION AND OTHER TORTS, SHALL BE:   (a) FOR BODILY INJURY OR DEATH TO ANY PERSON PROXIMATELY CAUSED BY A PARTY'S NEGLIGENCE, THE AMOUNT OF DIRECT DAMAGES PROVEN;   (b) FOR LOSS OR DAMAGE TO REAL PROPERTY OR TANGIBLE PERSONAL PROPERTY PROXIMATELY CAUSED BY A PARTY'S NEGLIGENCE, THE AMOUNT OF DIRECT DAMAGES PROVEN;   (c) FOR ANY DAMAGES ARISING OUT OF THE WILLFUL OR INTENTIONAL MISCONDUCT OF A PARTY, THE AMOUNT OF DIRECT DAMAGES PROVEN;   (d) FOR ALL OTHER DAMAGES OTHER THAN THOSE SET FORTH ABOVE AND NOT EXCLUDED UNDER THIS AGREEMENT, EACH PARTY'S LIABILITY TO THE OTHER PARTY DURING ANY TWELVE (12) MONTH PERIOD SHALL BE LIMITED TO THE LESSOR OF (i) DIRECT DAMAGES PROVEN BY THE PARTY, OR (ii) THE AMOUNT PAID BY THE COMPANY TO THE PROVIDER UNDER THIS AGREEMENT FOR THE TWELVE (12) MONTH PERIOD PRIOR TO THE CLAIM.", "file_path": "cuad/UAGHINC_04_14_2004-EX-10.18-MAINTENANCE AGREEMENT.txt"}, {"span": [10592, 10891], "answer": "THE PROVIDER SHALL NOT BE LIABLE FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF REVENUES OR LOSS OF PROFIT, ARISING OUT OF THE PROVISION OF THE SERVICES OR REPAIRS, NOTWITHSTANDING ADVANCE NOTICE FROM THE COMPANY THAT THE POSSIBILITY OF SUCH DAMAGE OR LOSS EXISTS.", "file_path": "cuad/UAGHINC_04_14_2004-EX-10.18-MAINTENANCE AGREEMENT.txt"}]
Question: Consider the Outsourcing Agreement between Paratek Pharmaceuticals, Inc. and CARBOGEN AMCIS AG for Manufacturing and Supply Services; Are there any price restrictions or controls specified in this contract?
Relevant contract clauses:
[{"span": [58860, 59092], "answer": "During the Term of this Agreement, either Party may request an increase or decrease of the Fees specified in Exhibit C no more than [* * *] and such change in Fees shall take effect on [* * *] for which such Fee change is requested.", "file_path": "cuad/ParatekPharmaceuticalsInc_20170505_10-KA_EX-10.29_10323872_EX-10.29_Outsourcing Agreement.txt"}]
Question: Consider the Manufacturing Agreement between Stremicks Heritage Foods, LLC and Premier Nutrition Corporation; What are the audit rights under this contract?
Relevant contract clauses:
[{"span": [12651, 13062], "answer": "Upon reasonable notice, and during normal operating hours, Heritage shall permit Premier or its representatives reasonable access to portions of the Heritage Facilities, the Jasper Facility or any other Facility used to produce the Products for the purpose of ascertaining Heritage's and Jasper's compliance with good manufacturing practices and Premier's Specifications and Post Holdings' Quality Expectations.", "file_path": "cuad/BellringBrandsInc_20190920_S-1_EX-10.12_11817081_EX-10.12_Manufacturing Agreement1.txt"}, {"span": [14641, 14791], "answer": "Upon reasonable notice, Heritage shall allow, and Heritage shall ensure that Japer allows, Premier access to such records during normal working hours.", "file_path": "cuad/BellringBrandsInc_20190920_S-1_EX-10.12_11817081_EX-10.12_Manufacturing Agreement1.txt"}, {"span": [16698, 17052], "answer": "Premier, shall have the right, directly or through its representative, to inspect, copy, and audit all such records upon reasonable request and during normal business hours, acknowledging that access to accounting and purchasing records will be limited to those supporting pass-through materials costs and purchases of Premier specified equipment if any.", "file_path": "cuad/BellringBrandsInc_20190920_S-1_EX-10.12_11817081_EX-10.12_Manufacturing Agreement1.txt"}]