orgrctera/legalbenchrag_cuad huggingface dataset:
Question: Consider the Strategic Alliance Agreement between Dialog Semiconductor (UK) Ltd and Energous Corporation; Are any of the licenses granted under this contract irrevocable or perpetual?
Relevant contract clauses:
[{"span": [14046, 14317], "answer": "Subject to the restrictions set out in Section 2.2, ENERGOUS hereby grants to DIALOG a non-exclusive (subject to Section 2.5), irrevocable, worldwide, sub-licensable (solely in accordance with Section 2.4), royalty-bearing license during the Term under all Product IP to:", "file_path": "cuad/ENERGOUSCORP_03_16_2017-EX-10.24-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Outsourcing Agreement for Care Management Services between Sykes HealthPlan Services, Inc. and HealthPlan Services, Inc.; What are the audit rights under this contract?
Relevant contract clauses:
[{"span": [6856, 7078], "answer": "SHPS shall have the right, upon reasonable prior written notice, to examine, copy and audit such records. Such audit shall be conducted at the location where such records are maintained and shall be at the expense of SHPS.", "file_path": "cuad/SYKESHEALTHPLANSERVICESINC_04_24_1998-EX-10.14-OUTSOURCING AGREEMENT.txt"}]
Question: Consider the Domain Name and Content License Agreement between Beijing SINA Internet Information Service Co., Ltd. and Beijing Yisheng Leju Information Services Co., Ltd.; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [40695, 41015], "answer": "This Agreement and any dispute or claim arising out of or in connection with it or its subject matter shall be governed by, and construed in accordance with, the laws of the People's Republic of China (without regard to its conflicts of laws rules that would mandate the application of the laws of another jurisdiction).", "file_path": "cuad/LejuHoldingsLtd_20140121_DRS (on F-1)_EX-10.26_8473102_EX-10.26_Content License Agreement1.txt"}]
Question: Consider the Outsourcing Agreement for Care Management Services between Sykes HealthPlan Services, Inc. and HealthPlan Services, Inc.; Does this contract include any revenue or profit-sharing arrangements?
Relevant contract clauses:
[{"span": [3365, 3685], "answer": "For each month during the term of this Agreement, HPS will pay to SHPS an amount equal to (i) eighty-two and one-half percent (82.5%) of the first $500,000 of Care Management Revenues (as defined below) during such month plus (ii) eighty percent (80%) of Care Management Revenues during such month in excess of $500,000.", "file_path": "cuad/SYKESHEALTHPLANSERVICESINC_04_24_1998-EX-10.14-OUTSOURCING AGREEMENT.txt"}, {"span": [5895, 6112], "answer": "HPS will pay to SHPS all Care Management Revenues collected from such New Client, and SHPS will pay a commission to HPS equal to five percent (5%) of such amount received by SHPS from HPS pursuant to this Section 2.4.", "file_path": "cuad/SYKESHEALTHPLANSERVICESINC_04_24_1998-EX-10.14-OUTSOURCING AGREEMENT.txt"}]
Question: Consider the Domain Name and Content License Agreement between Beijing SINA Internet Information Service Co., Ltd. and Beijing Yisheng Leju Information Services Co., Ltd.; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [20927, 21081], "answer": "The initial term of this Agreement (the \"Initial Term\") shall commence on the Effective Date and shall continue for a period of ten (10) years thereafter.", "file_path": "cuad/LejuHoldingsLtd_20140121_DRS (on F-1)_EX-10.26_8473102_EX-10.26_Content License Agreement1.txt"}]
Question: Consider the Network Affiliate Agreement between National CineMedia, LLC and Digital Cinema Destinations Corp. for Advertising Services; How is intellectual property ownership assigned in this contract?
Relevant contract clauses:
[{"span": [87142, 88241], "answer": "Any and all data, information, and material created, conceived, reduced to practice, or developed by or on  behalf of either Party, whether alone, in connection with the other Party or any third party, including, without limitation, written works, processes,  methods, inventions, discoveries, software, works of visual art, audio works, look-and-feel attributes, and multimedia works, based on, using, or  derived from, in whole or in part, any NCM Property, whether or not done on NCM's facilities, with NCM's equipment, or by NCM personnel, and  any and all right, title, and interest therein and thereto (including, but not limited to, the right to sue for past infringement) (collectively, \"Derived  Works\"), shall be owned solely and exclusively by NCM, and Network Affiliate agrees to and hereby does assign, transfer, and convey to NCM  (and will ensure than any third party acting with or on behalf of Network Affiliate assigns, transfers, and conveys to NCM any and all right, title, or  interest in or to any Derived Work which it may at any time acquire by operation of law or otherwise.", "file_path": "cuad/DigitalCinemaDestinationsCorp_20111220_S-1_EX-10.10_7346719_EX-10.10_Affiliate Agreement.txt"}]
Question: Consider the Manufacturing and Supply Agreement between Pfizer Inc. and Upjohn Inc.; Does this contract include any volume restrictions?
Relevant contract clauses:
[{"span": [77064, 77218], "answer": "Nothing in this Agreement shall require Manufacturer to provide more than 75 hours per calendar year per Product in connection with any Technical Support.", "file_path": "cuad/UpjohnInc_20200121_10-12G_EX-2.6_11948692_EX-2.6_Manufacturing Agreement_ Supply Agreement.txt"}]
Question: Consider the Strategic Alliance Agreement between Dialog Semiconductor (UK) Ltd and Energous Corporation; Does the licensee's affiliates have any licensing rights under this contract?
Relevant contract clauses:
[{"span": [16677, 16753], "answer": "DIALOG may sublicense the foregoing license rights to any of its Affiliates.", "file_path": "cuad/ENERGOUSCORP_03_16_2017-EX-10.24-STRATEGIC ALLIANCE AGREEMENT.txt"}, {"span": [68342, 68572], "answer": "IALOG's license to possess and use the Deposit Materials does not include any right to disclose, market, sublicense or distribute the Deposit Materials to any third party other than its Affiliates and Manufacturing Subcontractors.", "file_path": "cuad/ENERGOUSCORP_03_16_2017-EX-10.24-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Manufacturing and Supply Agreement between Pfizer Inc. and Upjohn Inc.; Is there a clause preventing the solicitation of employees in this contract?
Relevant contract clauses:
[{"span": [74945, 75334], "answer": "Manufacturer may terminate its obligation to provide any Technical Support with respect to the applicable Product under this Agreement if Customer or any of its Affiliates hires any Manufacturer Personnel involved in providing Technical Support to Customer hereunder (without limiting any applicable non-solicitation obligations of Customer pursuant to the Business Combination Agreement).", "file_path": "cuad/UpjohnInc_20200121_10-12G_EX-2.6_11948692_EX-2.6_Manufacturing Agreement_ Supply Agreement.txt"}]
Question: Consider the Outsourcing Agreement for Care Management Services between Sykes HealthPlan Services, Inc. and HealthPlan Services, Inc.; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [8693, 8955], "answer": "This Agreement shall be binding on the parties and their respective successors and assigns, but neither party may, or shall have the power to, assign this Agreement without the prior written consent of the other, which consent shall not be unreasonably withheld.", "file_path": "cuad/SYKESHEALTHPLANSERVICESINC_04_24_1998-EX-10.14-OUTSOURCING AGREEMENT.txt"}]
Question: Consider the Strategic Alliance Agreement between Dialog Semiconductor (UK) Ltd and Energous Corporation; Are the licenses granted under this contract non-transferable?
Relevant contract clauses:
[{"span": [16898, 17226], "answer": "DIALOG may sublicense the foregoing license rights to Manufacturing Subcontractors solely to the extent necessary and appropriate for them to manufacture, assemble, test and provide support for the Products. DIALOG may not sublicense the foregoing license rights to any other third party without ENERGOUS' prior written consent.", "file_path": "cuad/ENERGOUSCORP_03_16_2017-EX-10.24-STRATEGIC ALLIANCE AGREEMENT.txt"}, {"span": [18940, 19537], "answer": "To the extent the parties engage in any co-branding activities, then, subject to the terms and conditions of this Agreement and during the Term, each party (in such capacity, \"Licensor\") hereby grants to the other party (in such capacity, \"Licensee\") a non-exclusive, non- transferable, worldwide right and license (without the right to sublicense), under Licensor's Intellectual Property Rights in Licensor's Marks, to use those Marks of Licensor set forth in  Exhibit D solely in connection with the marketing, sale and distribution of such co-branded Products in accordance with this Agreement.", "file_path": "cuad/ENERGOUSCORP_03_16_2017-EX-10.24-STRATEGIC ALLIANCE AGREEMENT.txt"}, {"span": [67122, 67784], "answer": "ENERGOUS hereby grants DIALOG a non-exclusive, non-transferable (except as set forth in Section 2) license under the Product IP to use any of the Deposit Materials released from escrow for the purpose of fixing an Epidemic Defect or other Product design or production issue impacting yield or quality during the Term and, if applicable, any Wind Down Period or Continuing Obligation period, including, but not limited to, authorizing any third party subcontractor to manufacture and supply Products, provided, however, that DIALOG continues to make all Royalty payment owed to ENERGOUS (or the then-current owner of the Product IP) as provided in this Agreement.", "file_path": "cuad/ENERGOUSCORP_03_16_2017-EX-10.24-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Amendment No. 3 to Wireless Content License Agreement between Fox Mobile Entertainment, Inc. and Glu Mobile Inc.; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [598, 989], "answer": "The rights granted hereunder shall be effective as of the Effective Date and shall expire on December 31, 2006 (the \"Term\"); provided, however, that with respect to each Property, including Robots, Kingdom of Heaven, Mr. and Mrs. Smith, In Her Shoes, Idiocracy (Oww My Balls) and Ice Age II, all right and licenses granted herein will continue in full force and effect until March 31, 2008.\"", "file_path": "cuad/GluMobileInc_20070319_S-1A_EX-10.09_436630_EX-10.09_Content License Agreement4.txt"}]
Question: Consider the Network Affiliate Agreement between National CineMedia, LLC and Digital Cinema Destinations Corp. for Advertising Services; Does this contract include any revenue or profit-sharing arrangements?
Relevant contract clauses:
[{"span": [60674, 60838], "answer": "Each Party shall receive 50% of all Net Revenue derived from the sale of advertising Inventory that is  exhibited in the Theatres (the \"Advertising Revenue Share\").", "file_path": "cuad/DigitalCinemaDestinationsCorp_20111220_S-1_EX-10.10_7346719_EX-10.10_Affiliate Agreement.txt"}]
Question: Consider the Strategic Alliance Agreement between Dialog Semiconductor (UK) Ltd and Energous Corporation; How is intellectual property ownership assigned in this contract?
Relevant contract clauses:
[{"span": [21975, 22458], "answer": "Upon the termination of DIALOG's right to manufacture the Licensed Products following any expiration or termination of the Agreement or any Wind Down Period or Continuing Obligation period, as applicable, then all right, title and interest in the Tooling will automatically transfer to ENERGOUS subject to any Third Party IP, and DIALOG will, at ENERGOUS' option, either sell any Tooling in its possession to ENERGOUS at cost or destroy the Tooling and certify in writing as to same.", "file_path": "cuad/ENERGOUSCORP_03_16_2017-EX-10.24-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Network Affiliate Agreement between National CineMedia, LLC and Digital Cinema Destinations Corp. for Advertising Services; Is there a minimum commitment required under this contract?
Relevant contract clauses:
[{"span": [61543, 62563], "answer": "For each twelve-month period following the Effective Date during the Term, and as long as Network Affiliate's  attendance base in the Theatres for the twelve (12) month period is equal to or greater than 400,000 patrons (the \"Base Amount\"), the amount paid  by NCM pursuant to Section 7.1(b) shall be not less than $ .17 per Theatre patron during such period with such amount increasing by 5% on each  anniversary of the Effective Date (the \"Minimum Fee\"). The Minimum Fee shall be prorated to account for (i) any periods during which Network  Affiliate's annual attendance base in the Theatres is lower than the Base Amount, and (ii) reductions in revenue associated with Network  Affiliate's rejection of content as permitted under Section 3.4. Any payments made in order to satisfy the \"Minimum Fee\" which can be  characterized as an advance of amounts due from advertising clients which is \"earned but not yet paid\" shall be deducted from the following  year's payments when such amounts have in fact been collected.", "file_path": "cuad/DigitalCinemaDestinationsCorp_20111220_S-1_EX-10.10_7346719_EX-10.10_Affiliate Agreement.txt"}]
Question: Consider the Outsourcing Agreement for Care Management Services between Sykes HealthPlan Services, Inc. and HealthPlan Services, Inc.; Does this contract include an exclusivity agreement?
Relevant contract clauses:
[{"span": [1158, 1351], "answer": "HPS agrees to outsource to SHPS, and hereby appoints SHPS as the exclusive provider of, Care Management Services to the Clients, subject to the terms and conditions set forth in this Agreement.", "file_path": "cuad/SYKESHEALTHPLANSERVICESINC_04_24_1998-EX-10.14-OUTSOURCING AGREEMENT.txt"}]
Question: Consider the Amendment No. 2 to Wireless Content License Agreement between Fox Mobile Entertainment, Inc. and Glu Mobile, Inc.; What licenses are granted under this contract?
Relevant contract clauses:
[{"span": [572, 1170], "answer": "Fox grants to Licensee a limited, non-exclusive right and license to distribute the following Wireless Products in connection with the Property \"ICE AGE: THE MELTDOWN\" in the United States: (A) 2 Scrat voicetones; (B) 2 John Leguizamo voicetones; and (C) 3 premium videos. Fox also grants Licensee a limited, non-exclusive right and license to distribute the following Wireless Products in connection with the Property \"ICE AGE 2\" outside of the United States: (A) 4 Scrat voicetones; (B) 1 John Leguizamo voicetone; and (C) 3 premium videos. (collectively, \"IA2 Audio and Video Wireless Products\")", "file_path": "cuad/GluMobileInc_20070319_S-1A_EX-10.09_436630_EX-10.09_Content License Agreement3.txt"}]
Question: Consider the Manufacturing and Supply Agreement between Pfizer Inc. and Upjohn Inc.; Are there any exceptions to competitive restrictions in this contract?
Relevant contract clauses:
[{"span": [41834, 42310], "answer": "Following the Exclusivity Period (and during the Exclusivity Period, with respect to Product SKU quantities in excess of the Exclusive Purchase Requirement in accordance with the preceding sentence), nothing in this Agreement shall prevent Customer or any of its Affiliates from manufacturing Product for itself, or having Product manufactured by a Third Party, including in amounts in addition to the Purchase Orders for Product issued to Manufacturer in accordance with this", "file_path": "cuad/UpjohnInc_20200121_10-12G_EX-2.6_11948692_EX-2.6_Manufacturing Agreement_ Supply Agreement.txt"}, {"span": [42322, 42702], "answer": "For clarity and notwithstanding anything contained herein, nothing in this Section 2.1(e)(i) (A) is intended to be inconsistent with Section 2.4(e)(i) or to otherwise indicate that Customer is subject to any requirement to purchase Product under this Agreement or (B) is intended to prevent Customer from qualifying a back-up supplier for any Product during the Exclusivity Period", "file_path": "cuad/UpjohnInc_20200121_10-12G_EX-2.6_11948692_EX-2.6_Manufacturing Agreement_ Supply Agreement.txt"}, {"span": [58190, 59341], "answer": "In the event of a Triggering Event, Customer's Exclusive Purchase Requirement with respect to each and every Product that is the subject of the Triggering Event shall be temporarily suspended until such time as Manufacturer notifies Customer that Manufacturer is able to resume the manufacture and supply of the subject Product(s) on the terms and conditions of this Agreement (such period referred to as the \"Exclusive Purchase Requirement Suspension Period\"); provided that, (i) during such Exclusive Purchase Requirement Suspension Period, Customer shall use commercially reasonable efforts to limit its orders for the subject Product(s) to the quantities specified in the last Forecast that preceded the Triggering Event for the applicable period(s) and promptly notify Manufacturer in the event and to the extent that Customer's orders exceed such quantities specified in such Forecast and (ii) Customer shall be entitled to take delivery of Product(s) ordered during the Exclusive Purchase Requirement Suspension Period even if such delivery is scheduled for or actually occurs subsequent to the Exclusive Purchase Requirement Suspension Period.", "file_path": "cuad/UpjohnInc_20200121_10-12G_EX-2.6_11948692_EX-2.6_Manufacturing Agreement_ Supply Agreement.txt"}]
Question: Consider the Strategic Alliance Agreement between Dialog Semiconductor (UK) Ltd and Energous Corporation; Is there a minimum commitment required under this contract?
Relevant contract clauses:
[{"span": [61497, 62165], "answer": "DIALOG may terminate this Agreement, immediately upon issuance of written notice to ENERGOUS in the event that: (A) DIALOG or its Affiliates fail to achieve a design-win pipeline with an annual projected sales value to DIALOG of at least [***] in the [***] after the availability of a Mass Production Qualified Product; or (B) the aggregate annual Net Sales of Products are below [***] by the [***] of the availability of a Mass Production Qualified Product, or below [***] by the [***] of the availability of a Mass Production Qualified Product, or below [***] by each [***] of the availability of a Mass Production Qualified Product during the remainder of the Term.", "file_path": "cuad/ENERGOUSCORP_03_16_2017-EX-10.24-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Outsourcing Agreement for Care Management Services between Sykes HealthPlan Services, Inc. and HealthPlan Services, Inc.; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [12027, 12162], "answer": "This Agreement shall be governed by and construed in accordance with the laws, other than choice of law rules, of the state of Florida.", "file_path": "cuad/SYKESHEALTHPLANSERVICESINC_04_24_1998-EX-10.14-OUTSOURCING AGREEMENT.txt"}]
Question: Consider the Amendment No. 2 to Wireless Content License Agreement between Fox Mobile Entertainment, Inc. and Glu Mobile, Inc.; Does this contract include any revenue or profit-sharing arrangements?
Relevant contract clauses:
[{"span": [1236, 1668], "answer": "In consideration of the rights granted to Licensee pursuant to this Amendment 2, Licensee shall pay to Fox, or such other party as Fox may designate in writing, a royalty in the following amount:\n\n(a) From the first unit sold, Fox shall earn a royalty at the rate of ***** percent (*****%) of Licensee's Gross Receipts (as defined in the Agreement) from Licensee's sale and distribution of the IA2 Audio and Video Wireless Products.", "file_path": "cuad/GluMobileInc_20070319_S-1A_EX-10.09_436630_EX-10.09_Content License Agreement3.txt"}]
Question: Consider the Manufacturing and Supply Agreement between Pfizer Inc. and Upjohn Inc.; What is the notice period required to terminate the renewal?
Relevant contract clauses:
[{"span": [146271, 146582], "answer": "A Facility Addendum may be extended for up to three (3) additional periods of twelve (12) months (each, an \"Extension Period\") by written notice given by Customer to Manufacturer not less than twelve (12) months prior to the expiration of the Initial Term or the applicable Extension Period, as the case may be.", "file_path": "cuad/UpjohnInc_20200121_10-12G_EX-2.6_11948692_EX-2.6_Manufacturing Agreement_ Supply Agreement.txt"}]
Question: Consider the Amendment to Wireless Content License Agreement between Glu Mobile, Inc. and Fox Mobile Entertainment, Inc.; Are the licenses granted under this contract non-transferable?
Relevant contract clauses:
[{"span": [6689, 6965], "answer": "Paragraph 1(a) of the Agreement is amended to provide that Fox grants Licensee a worldwide, exclusive (except as otherwise may be provided in the Agreement), non-transferable right and license to distribute video clips for the property \"KINGDOM OF HEAVEN\" (\"KOH Video Clips\").", "file_path": "cuad/GluMobileInc_20070319_S-1A_EX-10.09_436630_EX-10.09_Content License Agreement2.txt"}]
Question: Consider the Strategic Alliance Agreement between Dialog Semiconductor (UK) Ltd and Energous Corporation; Does this contract include any revenue or profit-sharing arrangements?
Relevant contract clauses:
[{"span": [78200, 78356], "answer": "Royalties and Service Fees payable by DIALOG and/or its Affiliates to ENERGOUS hereunder will be calculated on a Product by Product basis as defined herein.", "file_path": "cuad/ENERGOUSCORP_03_16_2017-EX-10.24-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Network Affiliate Agreement between National CineMedia, LLC and Digital Cinema Destinations Corp. for Advertising Services; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [100927, 101228], "answer": "Network Affiliate may not assign or transfer, by operation of law or otherwise, any of its rights under this  Agreement or delegate any of its duties under this Agreement to any third party without NCM's prior written consent, which consent shall not be  unreasonably withheld, conditioned or delayed.", "file_path": "cuad/DigitalCinemaDestinationsCorp_20111220_S-1_EX-10.10_7346719_EX-10.10_Affiliate Agreement.txt"}, {"span": [101459, 101676], "answer": "This Agreement  shall not be assignable by either party unless the assignee expressly assumes in writing the obligations of the assignor hereunder. Any attempted  assignment in violation of this section shall be void.", "file_path": "cuad/DigitalCinemaDestinationsCorp_20111220_S-1_EX-10.10_7346719_EX-10.10_Affiliate Agreement.txt"}]
Question: Consider the Strategic Alliance Agreement between Dialog Semiconductor (UK) Ltd and Energous Corporation; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [76836, 77191], "answer": "This Agreement may not be assigned by either party without the express written consent of the other party, which approval will not be unreasonably withheld or delayed, except that either party may (without consent but with notice to the other party) assign this Agreement in its entirety to any successor in the event of a Change of Control of such party.", "file_path": "cuad/ENERGOUSCORP_03_16_2017-EX-10.24-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Manufacturing and Supply Agreement between Pfizer Inc. and Upjohn Inc.; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [209897, 210298], "answer": "This Agreement and all Actions (whether in contract or tort) that may be based upon, arise out of or relate to this Agreement or the negotiation, execution or performance hereof or thereof shall be governed by and construed in accordance with the Law of the State of Delaware, without regard to any Laws or principles thereof that would result in the application of the Laws of any other jurisdiction.", "file_path": "cuad/UpjohnInc_20200121_10-12G_EX-2.6_11948692_EX-2.6_Manufacturing Agreement_ Supply Agreement.txt"}]
Question: Consider the Network Affiliate Agreement between National CineMedia, LLC and Digital Cinema Destinations Corp. for Advertising Services; What happens in the event of a change of control of one of the parties in this contract?
Relevant contract clauses:
[{"span": [100927, 101227], "answer": "Network Affiliate may not assign or transfer, by operation of law or otherwise, any of its rights under this  Agreement or delegate any of its duties under this Agreement to any third party without NCM's prior written consent, which consent shall not be  unreasonably withheld, conditioned or delayed", "file_path": "cuad/DigitalCinemaDestinationsCorp_20111220_S-1_EX-10.10_7346719_EX-10.10_Affiliate Agreement.txt"}, {"span": [101229, 101458], "answer": "For the purposes of this Agreement, any change of control, merger, consolidation, or acquisition  of all or substantially all of the assets of Network Affiliate (collectively, a \"Change of Control\") shall be deemed an assignment.", "file_path": "cuad/DigitalCinemaDestinationsCorp_20111220_S-1_EX-10.10_7346719_EX-10.10_Affiliate Agreement.txt"}]
Question: Consider the Outsourcing Agreement for Care Management Services between Sykes HealthPlan Services, Inc. and HealthPlan Services, Inc.; What is the notice period required to terminate the renewal?
Relevant contract clauses:
[{"span": [2132, 2573], "answer": "Unless either party gives the other at least ninety days' prior written notice that it has elected not to extend the term of this Agreement beyond December 31, 1998, the term of this Agreement will be automatically extended until December 31, 1999. Thereafter this Agreement will automatically be renewed for successive additional periods of one year, unless either party gives notice of cancellation on or before October 1 of any such year.", "file_path": "cuad/SYKESHEALTHPLANSERVICESINC_04_24_1998-EX-10.14-OUTSOURCING AGREEMENT.txt"}]
Question: Consider the Outsourcing Agreement for Care Management Services between Sykes HealthPlan Services, Inc. and HealthPlan Services, Inc.; What is the renewal term for this contract?
Relevant contract clauses:
[{"span": [2132, 2573], "answer": "Unless either party gives the other at least ninety days' prior written notice that it has elected not to extend the term of this Agreement beyond December 31, 1998, the term of this Agreement will be automatically extended until December 31, 1999. Thereafter this Agreement will automatically be renewed for successive additional periods of one year, unless either party gives notice of cancellation on or before October 1 of any such year.", "file_path": "cuad/SYKESHEALTHPLANSERVICESINC_04_24_1998-EX-10.14-OUTSOURCING AGREEMENT.txt"}]
Question: Consider the Amendment to Wireless Content License Agreement between Glu Mobile, Inc. and Fox Mobile Entertainment, Inc.; What licenses are granted under this contract?
Relevant contract clauses:
[{"span": [4341, 4672], "answer": "Licensee shall have the non-exclusive right and license to develop and distribute ICE AGE 2 Wireless Products during the Term of the Agreement for all Wireless Products set forth in this Paragraph 2(c) except the Game, for which Licensee shall have the exclusive right and license to develop and distribute until December 31, 2006.", "file_path": "cuad/GluMobileInc_20070319_S-1A_EX-10.09_436630_EX-10.09_Content License Agreement2.txt"}, {"span": [5151, 5307], "answer": "Notwithstanding the foregoing, in no event will Fox develop, publish and/or distribute games derived from the Property \"ICE AGE 2\" prior to January 1, 2007.", "file_path": "cuad/GluMobileInc_20070319_S-1A_EX-10.09_436630_EX-10.09_Content License Agreement2.txt"}, {"span": [6689, 6965], "answer": "Paragraph 1(a) of the Agreement is amended to provide that Fox grants Licensee a worldwide, exclusive (except as otherwise may be provided in the Agreement), non-transferable right and license to distribute video clips for the property \"KINGDOM OF HEAVEN\" (\"KOH Video Clips\").", "file_path": "cuad/GluMobileInc_20070319_S-1A_EX-10.09_436630_EX-10.09_Content License Agreement2.txt"}]
Question: Consider the Network Affiliate Agreement between National CineMedia, LLC and Digital Cinema Destinations Corp. for Advertising Services; Is there a non-disparagement clause in this contract?
Relevant contract clauses:
[{"span": [51813, 51931], "answer": "Network Affiliate shall not engage in any conduct which  may place NCM or any NCM Mark in a negative light or context,", "file_path": "cuad/DigitalCinemaDestinationsCorp_20111220_S-1_EX-10.10_7346719_EX-10.10_Affiliate Agreement.txt"}, {"span": [57040, 57172], "answer": "NCM shall not engage in any conduct  which may place Network Affiliate or any Network Affiliate Mark in a negative light or context,", "file_path": "cuad/DigitalCinemaDestinationsCorp_20111220_S-1_EX-10.10_7346719_EX-10.10_Affiliate Agreement.txt"}]
Question: Consider the Manufacturing and Supply Agreement between Pfizer Inc. and Upjohn Inc.; What is the renewal term for this contract?
Relevant contract clauses:
[{"span": [144918, 145513], "answer": "Unless otherwise provided in the applicable Facility Addendum, this Agreement (a) shall commence on the Effective Date and shall continue for a period of four (4) years from such date (the \"Initial Term\" of this Agreement), unless sooner terminated pursuant to Section 7.3, 7.4, 7.5, 7.6 or 7.7, and (b) may be extended for up to three (3) additional periods of twelve (12) months (each, an \"Extension Period\") by written notice given by Customer to Manufacturer not less than twelve (12) months prior to the expiration of the Initial Term or the applicable Extension Period, as the case may be.", "file_path": "cuad/UpjohnInc_20200121_10-12G_EX-2.6_11948692_EX-2.6_Manufacturing Agreement_ Supply Agreement.txt"}, {"span": [146271, 146581], "answer": "A Facility Addendum may be extended for up to three (3) additional periods of twelve (12) months (each, an \"Extension Period\") by written notice given by Customer to Manufacturer not less than twelve (12) months prior to the expiration of the Initial Term or the applicable Extension Period, as the case may be", "file_path": "cuad/UpjohnInc_20200121_10-12G_EX-2.6_11948692_EX-2.6_Manufacturing Agreement_ Supply Agreement.txt"}]
Question: Consider the Strategic Alliance Agreement between Dialog Semiconductor (UK) Ltd and Energous Corporation; What happens in the event of a change of control of one of the parties in this contract?
Relevant contract clauses:
[{"span": [59721, 59922], "answer": "If ENERGOUS is acquired by a third party, ENERGOUS' acquirer will have the right, for a period of [***] following closing of such acquisition, to terminate this Agreement upon written notice to DIALOG.", "file_path": "cuad/ENERGOUSCORP_03_16_2017-EX-10.24-STRATEGIC ALLIANCE AGREEMENT.txt"}, {"span": [59931, 60569], "answer": "ENERGOUS will have the right to terminate this Agreement immediately upon the issuance of written notice to DIALOG (A) if DIALOG undergoes a Change of Control involving a competitor of ENERGOUS (as reasonably determined by ENERGOUS), or (B) if DIALOG or any of its Affiliates acquires, whether directly or indirectly through a sale of assets or a Change of Control transaction or otherwise, any competitor of ENERGOUS. DIALOG will provide ENERGOUS with notice of any such Change of Control or acquisition within [***] after the closing thereof and ENERGOUS' right to terminate the Agreement will expire [***] after receipt of such notice.", "file_path": "cuad/ENERGOUSCORP_03_16_2017-EX-10.24-STRATEGIC ALLIANCE AGREEMENT.txt"}, {"span": [61234, 61434], "answer": "If DIALOG is acquired by a third party, DIALOG's acquirer will have the right, for a period of [***] following closing of such acquisition, to terminate this Agreement upon written notice to ENERGOUS.", "file_path": "cuad/ENERGOUSCORP_03_16_2017-EX-10.24-STRATEGIC ALLIANCE AGREEMENT.txt"}, {"span": [62175, 62766], "answer": "DIALOG will have the right to terminate this Agreement immediately upon the issuance of written notice to ENERGOUS (A) if ENERGOUS undergoes a Change of Control involving a competitor of DIALOG, or (B) if ENERGOUS acquires, whether directly through a sale of assets or through a Change of Control transaction, any competitor of DIALOG (as reasonably determined by DIALOG). ENERGOUS will provide DIALOG with notice of any such Change of Control or acquisition within [***] after the closing thereof and DIALOG's right to terminate the Agreement will expire [***] after receipt of such notice.", "file_path": "cuad/ENERGOUSCORP_03_16_2017-EX-10.24-STRATEGIC ALLIANCE AGREEMENT.txt"}, {"span": [77200, 77362], "answer": "Notice of Merger or Acquisition. Until the date that this Agreement terminates or is terminated in accordance with Section 15 hereof, ENERGOUS agrees that, [***].", "file_path": "cuad/ENERGOUSCORP_03_16_2017-EX-10.24-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Network Affiliate Agreement between National CineMedia, LLC and Digital Cinema Destinations Corp. for Advertising Services; Is there a clause preventing the solicitation of employees in this contract?
Relevant contract clauses:
[{"span": [83609, 83967], "answer": "During the Term and for a period of twelve (12) months thereafter Network Affiliate will not, without NCM's prior written  consent, either alone or in concert with others directly or indirectly solicit, entice, induce, or encourage: (i) any employee, contractor or agent of  NCM to terminate his or her employment, contractor or agency relationship with NCM,", "file_path": "cuad/DigitalCinemaDestinationsCorp_20111220_S-1_EX-10.10_7346719_EX-10.10_Affiliate Agreement.txt"}]
Question: Consider the Manufacturing Outsourcing Agreement between Nice Systems Ltd. and Flextronics Israel Ltd.; What are the insurance requirements under this contract?
Relevant contract clauses:
[{"span": [119531, 120351], "answer": "Without limiting any of the obligations or liabilities of Contractor,           whether under this Agreement or by law, subject to any limitations           hereunder, Contractor shall maintain, and shall cause any           subcontractors engaged by Contractor to provide services under this           Agreement to maintain, at Contractor's own expense, as long as this           Agreement is in effect, insurance policies of the kind and limits as           set forth in APPENDIX D to this Agreement. The expense of such           insurance shall be borne by Contractor. The Contractor shall keep in           force the policies specified in sections 1 and 3 to the Insurance           Certificate valid as long as Contractor's legal liability EXISTS IN           CONNECTION WITH OPERATIONS ACCORDING TO THE AGREEMENT.", "file_path": "cuad/NICELTD_06_26_2003-EX-4.5-OUTSOURCING AGREEMENT.txt"}]
Question: Consider the Manufacturing and Supply Agreement between Pfizer Inc. and Upjohn Inc.; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [144918, 145513], "answer": "Unless otherwise provided in the applicable Facility Addendum, this Agreement (a) shall commence on the Effective Date and shall continue for a period of four (4) years from such date (the \"Initial Term\" of this Agreement), unless sooner terminated pursuant to Section 7.3, 7.4, 7.5, 7.6 or 7.7, and (b) may be extended for up to three (3) additional periods of twelve (12) months (each, an \"Extension Period\") by written notice given by Customer to Manufacturer not less than twelve (12) months prior to the expiration of the Initial Term or the applicable Extension Period, as the case may be.", "file_path": "cuad/UpjohnInc_20200121_10-12G_EX-2.6_11948692_EX-2.6_Manufacturing Agreement_ Supply Agreement.txt"}]
Question: Consider the Outsourcing Agreement for Care Management Services between Sykes HealthPlan Services, Inc. and HealthPlan Services, Inc.; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [2014, 2131], "answer": "The term of this Agreement will commence on January 1, 1998 (the \"Effective Date\") and will end on December 31, 1998.", "file_path": "cuad/SYKESHEALTHPLANSERVICESINC_04_24_1998-EX-10.14-OUTSOURCING AGREEMENT.txt"}]
Question: Consider the Amendment to Wireless Content License Agreement between Glu Mobile, Inc. and Fox Mobile Entertainment, Inc.; Is there a minimum commitment required under this contract?
Relevant contract clauses:
[{"span": [5349, 6056], "answer": "In addition to any outstanding Guarantee payments which Licensee shall pay to Fox as set forth in Paragraph 3 of this Amendment below, Licensee shall pay to Fox a minimum recoupable guarantee of ***** dollars (US$*****) on or before ***** (\"ICE AGE 2 Guarantee\"), and\n\n\n\n*****  The omitted portions of this exhibit have been filed with the Securities and Exchange Commission pursuant to a request for confidential treatment under Rule 406 promulgated under the Securities Act of 1933.\n\nSource: GLU MOBILE INC, S-1/A, 3/19/2007\n\n\n\n\n\n\n\nFox shall earn, and Licensee shall pay the applicable Major Release Royalties as set forth in Paragraph 7(a)(i) of the Agreement in connection with the property \"ICE AGE 2\".", "file_path": "cuad/GluMobileInc_20070319_S-1A_EX-10.09_436630_EX-10.09_Content License Agreement2.txt"}, {"span": [9559, 9719], "answer": "Furthermore, pursuant to Paragraph 2(c)(ii) of this Amendment, Licensee shall pay to Fox an additional minimum recoupable guarantee of ***** dollars (US$*****).", "file_path": "cuad/GluMobileInc_20070319_S-1A_EX-10.09_436630_EX-10.09_Content License Agreement2.txt"}]
Question: Consider the Strategic Alliance Agreement between Dialog Semiconductor (UK) Ltd and Energous Corporation; Does this contract include any right of first refusal, right of first offer, or right of first negotiation?
Relevant contract clauses:
[{"span": [30444, 31612], "answer": "In the event that ENERGOUS develops New Product, ENERGOUS will provide DIALOG with written notice describing the New Product before marketing, selling or distributing the New Product with or to any third party. Upon receipt of such notice, DIALOG will have [***] to notify ENERGOUS in writing that it desires to add such New Product as Product under this Agreement. If DIALOG provides such a notice, for a period of [***] following ENERGOUS' receipt of such notice, ENERGOUS and DIALOG will negotiate in good faith the terms pursuant to which such New Product will be added as a Product to this Agreement. ENERGOUS may not negotiate with any third party the rights to market, sell or distribute any New Product until the earliest to occur of the following (a) DIALOG does not provide ENERGOUS with notice that it desires to add such New Product to this Agreement within the above-described [***] period, (b) ENERGOUS and DIALOG do not reach mutually agreeable terms for adding such New Product to this Agreement during the [***] negotiation period or (c) DIALOG provides ENERGOUS with written notice that it does not wish to negotiate with respect to such New Product.", "file_path": "cuad/ENERGOUSCORP_03_16_2017-EX-10.24-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Amendment to Wireless Content License Agreement between Glu Mobile, Inc. and Fox Mobile Entertainment, Inc.; Does this contract include an exclusivity agreement?
Relevant contract clauses:
[{"span": [4341, 4860], "answer": "Licensee shall have the non-exclusive right and license to develop and distribute ICE AGE 2 Wireless Products during the Term of the Agreement for all Wireless Products set forth in this Paragraph 2(c) except the Game, for which Licensee shall have the exclusive right and license to develop and distribute until December 31, 2006. For the avoidance of doubt, Licensee's right and license to develop and distribute the Game in connection with the Property \"ICE AGE 2\" shall become non-exclusive after December 31, 2006.", "file_path": "cuad/GluMobileInc_20070319_S-1A_EX-10.09_436630_EX-10.09_Content License Agreement2.txt"}, {"span": [6689, 6964], "answer": "Paragraph 1(a) of the Agreement is amended to provide that Fox grants Licensee a worldwide, exclusive (except as otherwise may be provided in the Agreement), non-transferable right and license to distribute video clips for the property \"KINGDOM OF HEAVEN\" (\"KOH Video Clips\")", "file_path": "cuad/GluMobileInc_20070319_S-1A_EX-10.09_436630_EX-10.09_Content License Agreement2.txt"}]
Question: Consider the Network Affiliate Agreement between National CineMedia, LLC and Digital Cinema Destinations Corp. for Advertising Services; Does this contract include an exclusivity agreement?
Relevant contract clauses:
[{"span": [57571, 58641], "answer": "During the Term, except as expressly provided in this Agreement, including Section  3.6 (Policy Trailer; Branded Slots); those provisions of Part A of Exhibit A that permit Network Affiliate to engage in certain Lobby Promotions;  Section 3.11 (Grand Openings, Employee Uniforms), collectively, the \"Exclusivity Exceptions\", Network Affiliate shall subscribe for and NCM shall  be the exclusive provider to the theatres of the services specifically set forth in the definition of the \"Service.\" Except as permitted by the  Exclusivity Exceptions, during the Term, Network Affiliate shall neither engage nor permit a third party (excluding third party designees of NCM as  provided hereunder) to provide, or itself provide, to any of Network Affiliate's theatres any of the services specifically set forth in the definition of  Service. Subject only to the Exclusivity Exceptions, NCM shall be Network Affiliate's exclusive representative with respect to the procurement of  Inventory (including without limitation all on-screen advertising) for the Advertising Services.", "file_path": "cuad/DigitalCinemaDestinationsCorp_20111220_S-1_EX-10.10_7346719_EX-10.10_Affiliate Agreement.txt"}]
Question: Consider the Product Manufacturing Agreement between Dexcel Ltd. and Kitov Pharma Ltd.; What are the insurance requirements under this contract?
Relevant contract clauses:
[{"span": [47566, 48265], "answer": "Each Party shall maintain (a) comprehensive general liability insurance (including without limitation, coverage for bodily injury, personal injury, property damage, casualty loss and contractual and trademark liability); and (b) product liability insurance, providing full indemnification and defense against claims, liabilities, damages, demands and causes of action, alleged or actual, arising out of any defects in or use of the Product under this Agreement (including manufacturing, design, warning, or instruction claims), in such amounts as it customarily maintains for similar products and activities, but in no event less than $5,000,000 per individual claim and $10,000,000 in the aggregate", "file_path": "cuad/KitovPharmaLtd_20190326_20-F_EX-4.15_11584449_EX-4.15_Manufacturing Agreement.txt"}, {"span": [48267, 48526], "answer": "At the time of entering this Agreement, each Party shall be fully insured and shall duly maintain such insurance during the term of this Agreement and thereafter for so long as it customarily maintains insurance for itself for similar products and activities.", "file_path": "cuad/KitovPharmaLtd_20190326_20-F_EX-4.15_11584449_EX-4.15_Manufacturing Agreement.txt"}, {"span": [48611, 48800], "answer": "Each Party shall cause such insurance policies to provide that the other Party shall be given at least thirty (30) days' notice of any cancellation, termination or change in such insurance.", "file_path": "cuad/KitovPharmaLtd_20190326_20-F_EX-4.15_11584449_EX-4.15_Manufacturing Agreement.txt"}]
Question: Consider the Strategic Alliance Agreement between Dialog Semiconductor (UK) Ltd and Energous Corporation; Can this contract be terminated for convenience, and under what conditions?
Relevant contract clauses:
[{"span": [60578, 60786], "answer": "ENERGOUS may, at any time after the third anniversary of the Effective Date, terminate this Agreement with or without cause upon not less than one hundred and eighty (180) days prior written notice to DIALOG.", "file_path": "cuad/ENERGOUSCORP_03_16_2017-EX-10.24-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Network Affiliate Agreement between National CineMedia, LLC and Digital Cinema Destinations Corp. for Advertising Services; Is there a non-compete clause in this contract?
Relevant contract clauses:
[{"span": [82060, 82599], "answer": "During the Term, except as otherwise provided in this Agreement, Network Affiliate and its affiliates agree not to engage or  participate in any business, hold equity interests, directly or indirectly, in another entity, whether currently existing or hereafter created, or  participate in any other joint venture that competes or would compete with any business that NCM is authorized to conduct in the Territory  pursuant to this Agreement, whether or not NCM is actually conducting such business in a particular portion of the Territory.", "file_path": "cuad/DigitalCinemaDestinationsCorp_20111220_S-1_EX-10.10_7346719_EX-10.10_Affiliate Agreement.txt"}]
Question: Consider the Manufacturing Outsourcing Agreement between Nice Systems Ltd. and Flextronics Israel Ltd.; Is there a cap on liability under this contract?
Relevant contract clauses:
[{"span": [66463, 66607], "answer": "In any event, the total liquidated damages                     as per this Section shall not exceed 5% of the Product                     Price.", "file_path": "cuad/NICELTD_06_26_2003-EX-4.5-OUTSOURCING AGREEMENT.txt"}, {"span": [123423, 124041], "answer": "Notwithstanding anything to the contrary contained herein or           otherwise, Contractor's liability to NICE for any indirect, special,           incidental, exemplary or consequential damages as a result of any           claim arising under this Agreement or in connection therewith,           regardless of whether Contractor has been advised of the possibility           of such damages, shall not exceed five million US dollars ($5,000,000)           in the aggregate for all claims, except for infringement of           Intellectual Property rights for which Contractor is liable under           Section 12.6.", "file_path": "cuad/NICELTD_06_26_2003-EX-4.5-OUTSOURCING AGREEMENT.txt"}, {"span": [124384, 124966], "answer": "Notwithstanding anything to the contrary contained herein, NICE'           liability to Contractor for any indirect, special, incidental,           exemplary or consequential damages as a result of any claim arising           under this Agreement or in connection therewith, regardless of whether           NICE has been advised of the possibility of such damages, shall not           exceed five million US dollars ($5,000,000) in the aggregate for all           claims, except for infringement of Intellectual Property rights for           which NICE is liable under Section 12.8.", "file_path": "cuad/NICELTD_06_26_2003-EX-4.5-OUTSOURCING AGREEMENT.txt"}]
Question: Consider the Product Manufacturing Agreement between Dexcel Ltd. and Kitov Pharma Ltd.; What is the duration of any warranties provided in this contract?
Relevant contract clauses:
[{"span": [19800, 21186], "answer": "Kitov shall provide Dexcel with written notification of any shortfalls in shipment quantity, and (a) any out-of-specification temperature excursions based on the downloaded data logger information following compliance with the provisions of the Quality Agreement, and/or (b) any failure of the Product to meet the Specifications which are apparent upon visual inspection and/or identification testing of the Product delivered to it by Dexcel (each of (a) and (b) being an \"Apparent Defect\"), such notification to be provided within thirty (30) Working Days of receipt of the Product at Kitov's warehouse, accompanied by samples of any such allegedly defective Product and any such Product shall not be removed from quarantine until their status is resolved. In the event that a defect is not apparent upon visual inspection during the shelf life of the Product (\"Hidden Defect\"), Kitov shall use commercially reasonably best efforts to provide Dexcel with written notification within thirty (30) Working Days of discovering the same, to be accompanied by samples of any such allegedly defective Product, if such samples are available In the event of any failure by Kitov to provide Dexcel with written notification of any such shortfall, Apparent Defect or Hidden Defect within the respective aforementioned periods, it shall be deemed as Kitov having accepted the relevant consignment.", "file_path": "cuad/KitovPharmaLtd_20190326_20-F_EX-4.15_11584449_EX-4.15_Manufacturing Agreement.txt"}]