orgrctera/legalbenchrag_cuad huggingface dataset:
Question: Consider the Intellectual Property Agreement between Nuance Communications, Inc. and Cerence Inc.; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [38297, 38701], "answer": "Except as expressly set forth in this Agreement, neither this Agreement nor any of the rights, interests or obligations under this Agreement, including the licenses granted pursuant to this Agreement, shall be assigned, in whole or in part, by operation of Law or otherwise by either Party without the prior written consent of the other Party. Any purported assignment without such consent shall be void.", "file_path": "cuad/CerenceInc_20191002_8-K_EX-10.4_11827494_EX-10.4_Intellectual Property Agreement.txt"}]
Question: Consider the Master Development and Manufacturing Agreement between Magenta Therapeutics, Inc. and Bachem Americas, Inc.; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [68266, 68439], "answer": "This Agreement will be construed and interpreted and its performance governed by the laws of the State of New York, without giving effect to its conflict of laws principles.", "file_path": "cuad/Magenta Therapeutics, Inc. - Master Development and Manufacturing Agreement.txt"}]
Question: Consider the Joint Venture Agreement between MJ Syndicated, Inc. and Simply Herbals for Manufacturing and Selling Health-Related Products; What are the insurance requirements under this contract?
Relevant contract clauses:
[{"span": [19086, 19364], "answer": "The Joint Venture may acquire insurance on behalf of any Participant, employee, agent or other person engaged in the business interest of the Joint Venture against any liability asserted against them or incurred by them while acting in good faith on behalf of the Joint Venture.", "file_path": "cuad/MJBIOTECH,INC_12_06_2018-EX-99.01-JOINT VENTURE AGREEMENT.txt"}]
Question: Consider the Sponsorship Agreement between Forty Niners SC Stadium Company LLC and Violin Memory, Inc.; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [36879, 37598], "answer": "This Agreement and the rights granted hereunder may not be assigned, sold, transferred, pledged or exchanged by Sponsor by operation of law or otherwise without the prior written consent of Forty Niners SC, which consent shall be in Forty Niners SC's sole discretion; provided, however, that Forty Niners SC shall consent to an assignment to any entity that acquires Sponsor (or a substantial portion of Sponsor's assets) via merger, acquisition or other similar transaction so long as (i) such entity's sponsorship would not cause Forty Niners SC to breach any existing agreement, (ii) Sponsor is not in default under this Agreements, and (iii) such sponsorship shall not otherwise cause a breach under this Agreement.", "file_path": "cuad/VIOLINMEMORYINC_12_12_2012-EX-10.14-SPONSORSHIP AGREEMENT.txt"}, {"span": [37604, 38199], "answer": "Sponsor shall have no right to assign any right granted hereunder to use Team Marks, or any other Sponsorship Rights granted hereunder, to any third party, except as otherwise explicitly set forth herein. The rights and obligations of Forty Niners SC under this Agreement may be assigned by Forty Niners SC without the consent of Sponsor so long as the assignment shall be the assignment of Team's rights and obligations hereunder (i) as collateral security for financing arrangements, (ii) to any Affiliate or successor entity, or (iii) to any purchaser of Team's interest in its NFL franchise.", "file_path": "cuad/VIOLINMEMORYINC_12_12_2012-EX-10.14-SPONSORSHIP AGREEMENT.txt"}]
Question: Consider the Content License Agreement between Beijing Sun Seven Stars Culture Development Limited and You On Demand Holdings, Inc.; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [11952, 12131], "answer": "The Term of this Agreement (the \"Term\") shall commence on the Effective Date listed above and continue for twenty (20) years, unless sooner terminated as provided in Section 7(b).", "file_path": "cuad/IdeanomicsInc_20151124_8-K_EX-10.2_9354744_EX-10.2_Content License Agreement.txt"}]
Question: Consider the Co-Branding Agreement between MediaLinx Interactive, L.P. and HealthCentral.com Inc.; What are the audit rights under this contract?
Relevant contract clauses:
[{"span": [14227, 14432], "answer": "Either Party shall have the      right from time to time to audit and make extracts of the books and records      of the other, insofar as said books or records pertain to the terms of this      Agreement.", "file_path": "cuad/HealthcentralCom_19991108_S-1A_EX-10.27_6623292_EX-10.27_Co-Branding Agreement.txt"}]
Question: Consider the Intellectual Property Agreement between Nuance Communications, Inc. and Cerence Inc.; What happens in the event of a change of control of one of the parties in this contract?
Relevant contract clauses:
[{"span": [38702, 39592], "answer": "Notwithstanding the foregoing, if any Party to this Agreement (or any of its successors or permitted assigns) (a) shall enter into a consolidation or merger transaction in which such Party is not the surviving entity and the surviving entity acquires or assumes all or substantially all of such Party's assets, (b) shall transfer all or substantially all of such Party's assets to any Person or (c) shall assign this Agreement to such Party's Affiliates, then, in each such case, the assigning Party (or its successors or permitted assigns, as applicable) shall ensure that the assignee or successor-in-interest expressly assumes in writing all of the obligations of the assigning Party under this Agreement, and the assigning Party shall not be required to seek consent, but shall provide written notice and evidence of such assignment, assumption or succession to the non-assigning Party.", "file_path": "cuad/CerenceInc_20191002_8-K_EX-10.4_11827494_EX-10.4_Intellectual Property Agreement.txt"}]
Question: Consider the Sponsorship Agreement between Forty Niners SC Stadium Company LLC and Violin Memory, Inc.; Does this contract include any right of first refusal, right of first offer, or right of first negotiation?
Relevant contract clauses:
[{"span": [48162, 48273], "answer": "Sponsor shall have the opportunity to purchase the suite for the postseason at prevailing prices, as available.", "file_path": "cuad/VIOLINMEMORYINC_12_12_2012-EX-10.14-SPONSORSHIP AGREEMENT.txt"}, {"span": [48428, 48743], "answer": "Sponsor shall have the opportunity to purchase the same seating package for the postseason at prevailing prices, as available:\n\n(i) *** with access to the \"West Legacy Club;\"\n\n(ii) *** on the 100 level with access to the \"Champions\" and \"Broadcast\" clubs;\n\n(iii) *** on the 200 level with access to the \"Loft\" club;", "file_path": "cuad/VIOLINMEMORYINC_12_12_2012-EX-10.14-SPONSORSHIP AGREEMENT.txt"}]
Question: Consider the Cooperation Agreement between the City of Fort Stockton, Texas and STW Resources Holding Corp. for Water Well Development; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [3935, 4219], "answer": "Subject to the other provisions contained herein, this AGREEMENT shall be for a term of thirty (30) years from the Effective Date, which shall automatically renew from year-to-year thereafter unless terminated by a Party upon sixty (60) days' written notice after the end of the term.", "file_path": "cuad/STWRESOURCESHOLDINGCORP_08_06_2014-EX-10.1-COOPERATION AGREEMENT.txt"}]
Question: Consider the Master Development and Manufacturing Agreement between Magenta Therapeutics, Inc. and Bachem Americas, Inc.; What is the notice period required to terminate the renewal?
Relevant contract clauses:
[{"span": [37900, 38132], "answer": "This Agreement may be renewed for additional periods of one (1) year (each such additional period, a \"Renewal Term\") unless either Party provides notice of nonrenewal upon not less than [***] prior written notice to the other Party.", "file_path": "cuad/Magenta Therapeutics, Inc. - Master Development and Manufacturing Agreement.txt"}]
Question: Consider the Cooperation Agreement between the City of Fort Stockton, Texas and STW Resources Holding Corp. for Water Well Development; What is the renewal term for this contract?
Relevant contract clauses:
[{"span": [3935, 4219], "answer": "Subject to the other provisions contained herein, this AGREEMENT shall be for a term of thirty (30) years from the Effective Date, which shall automatically renew from year-to-year thereafter unless terminated by a Party upon sixty (60) days' written notice after the end of the term.", "file_path": "cuad/STWRESOURCESHOLDINGCORP_08_06_2014-EX-10.1-COOPERATION AGREEMENT.txt"}]
Question: Consider the Intellectual Property Agreement between Nuance Communications, Inc. and Cerence Inc.; Can this contract be terminated for convenience, and under what conditions?
Relevant contract clauses:
[{"span": [42629, 42883], "answer": "This Agreement may be terminated by Nuance at any time, in its sole discretion, prior to the Distribution; provided, however, that this Agreement shall automatically terminate upon the termination of the Separation Agreement in accordance with its terms.", "file_path": "cuad/CerenceInc_20191002_8-K_EX-10.4_11827494_EX-10.4_Intellectual Property Agreement.txt"}]
Question: Consider the Joint Venture Agreement between MJ Syndicated, Inc. and Simply Herbals for Manufacturing and Selling Health-Related Products; Is there a cap on liability under this contract?
Relevant contract clauses:
[{"span": [18787, 19063], "answer": "A Participant will not be liable to the Joint Venture, or to any other Participant, for any mistake or error in judgment or for any act or omission done in good faith and believed to be within the scope of authority conferred or implied by this Agreement or the Joint Venture.", "file_path": "cuad/MJBIOTECH,INC_12_06_2018-EX-99.01-JOINT VENTURE AGREEMENT.txt"}]
Question: Consider the Content License Agreement between Global Music International, Inc. (IMNTV) and MobileVision Communications Ltd.; Is there a cap on liability under this contract?
Relevant contract clauses:
[{"span": [28813, 29078], "answer": "NO PARTY WILL BE LIABLE TO THE OTHER PARTY IN TORT, CONTRACT OR UNDER ANY OTHER LEGAL THEORY FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, PUNITIVE OR SPECIAL LOSS OR DAMAGES ARISING OUT OF THIS AGREEMENT, EVEN IF APPRISED OF THE LIKELIHOOD OF SUCH DAMAGES OCCURRING", "file_path": "cuad/GlobalTechnologiesGroupInc_20050928_10KSB_EX-10.9_4148808_EX-10.9_Content License Agreement.txt"}, {"span": [29080, 29198], "answer": "IN NO EVENT WILL IMNTV'S LIABILITY TO DISTRIBUTOR UNDER THIS AGREEMENT EXCEED THE AMOUNT ACTUALLY DUE TO IMNTV HEREIN.", "file_path": "cuad/GlobalTechnologiesGroupInc_20050928_10KSB_EX-10.9_4148808_EX-10.9_Content License Agreement.txt"}]
Question: Consider the Co-Branding Agreement between MediaLinx Interactive, L.P. and HealthCentral.com Inc.; Is there a minimum commitment required under this contract?
Relevant contract clauses:
[{"span": [42445, 42785], "answer": "MLX will use all commercially reasonable efforts to maintain the user traffic at a monthly minimum of:\n\n .  [*] page views three (3) months after the launch of the Co-Branded Site;\n\n .  [*] page views six (6) months after the launch of the Co-Branded Site; and\n\n .  [*] page views twelve (12) months after the launch of the Co-Branded Site.", "file_path": "cuad/HealthcentralCom_19991108_S-1A_EX-10.27_6623292_EX-10.27_Co-Branding Agreement.txt"}]
Question: Consider the Master Development and Manufacturing Agreement between Magenta Therapeutics, Inc. and Bachem Americas, Inc.; What is the renewal term for this contract?
Relevant contract clauses:
[{"span": [37900, 38132], "answer": "This Agreement may be renewed for additional periods of one (1) year (each such additional period, a \"Renewal Term\") unless either Party provides notice of nonrenewal upon not less than [***] prior written notice to the other Party.", "file_path": "cuad/Magenta Therapeutics, Inc. - Master Development and Manufacturing Agreement.txt"}]
Question: Consider the Joint Venture Agreement between MJ Syndicated, Inc. and Simply Herbals for Manufacturing and Selling Health-Related Products; What are the audit rights under this contract?
Relevant contract clauses:
[{"span": [5188, 5452], "answer": "Accurate and complete books of account of the transactions of the Joint Venture will be kept in accordance with generally accepted accounting principles (GAAP) and at all reasonable times will be available and open to inspection and examination by any Participant.", "file_path": "cuad/MJBIOTECH,INC_12_06_2018-EX-99.01-JOINT VENTURE AGREEMENT.txt"}, {"span": [6746, 7081], "answer": "Any of the Participants will have the right to request an audit of the Joint Venture books. The cost of the audit will be borne by the Joint Venture. The audit will be performed by an accounting firm acceptable to all the Participants. Not more than one (1) audit will be required by any or all of the Participants for any fiscal year.", "file_path": "cuad/MJBIOTECH,INC_12_06_2018-EX-99.01-JOINT VENTURE AGREEMENT.txt"}]
Question: Consider the Sponsorship Agreement between Forty Niners SC Stadium Company LLC and Violin Memory, Inc.; Is there a non-disparagement clause in this contract?
Relevant contract clauses:
[{"span": [13467, 13908], "answer": "Either Party shall have the right to immediately terminate this Agreement in the event the other Party, in such Party's reasonable discretion, engages in illegal, indecent, immoral, harmful or scandalous behavior or activities that may directly or indirectly damage such Party's reputation or goodwill or violates any rules or regulations of Team or the National Football League or if this would otherwise violate League policy or directive.", "file_path": "cuad/VIOLINMEMORYINC_12_12_2012-EX-10.14-SPONSORSHIP AGREEMENT.txt"}]
Question: Consider the Co-Branding Agreement between MediaLinx Interactive, L.P. and HealthCentral.com Inc.; Does this contract include any revenue or profit-sharing arrangements?
Relevant contract clauses:
[{"span": [13338, 13565], "answer": "HCI shall be entitled to all net revenue generated from advertising and e-      commerce transactions generated by Canadian companies that may take place      on the Co-Branded Site up to and including [*] US in any given year.", "file_path": "cuad/HealthcentralCom_19991108_S-1A_EX-10.27_6623292_EX-10.27_Co-Branding Agreement.txt"}, {"span": [13571, 13695], "answer": "Thereafter, any net revenues exceeding [*] US shall be shared fifty-fifty      between the parties (50% MediaLinx--50% HCI).", "file_path": "cuad/HealthcentralCom_19991108_S-1A_EX-10.27_6623292_EX-10.27_Co-Branding Agreement.txt"}]
Question: Consider the Content License Agreement between Global Music International, Inc. (IMNTV) and MobileVision Communications Ltd.; Are there any services to be provided after the termination of this contract?
Relevant contract clauses:
[{"span": [23322, 23503], "answer": "In the event that Distributor terminates this Agreement pursuant to either Section 7.2 or 7.3 above, Distributor will notify Subscribers that the Programming is no longer available.", "file_path": "cuad/GlobalTechnologiesGroupInc_20050928_10KSB_EX-10.9_4148808_EX-10.9_Content License Agreement.txt"}]
Question: Consider the Intellectual Property Agreement between Nuance Communications, Inc. and Cerence Inc.; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [48023, 48354], "answer": "Any disputes relating to, arising out of or resulting from this Agreement, including to its execution, performance, or enforcement, shall be governed by, and construed in accordance with, the Laws of the State of Delaware, regardless of the Laws that might otherwise govern under applicable principles of conflicts of Laws thereof.", "file_path": "cuad/CerenceInc_20191002_8-K_EX-10.4_11827494_EX-10.4_Intellectual Property Agreement.txt"}]
Question: Consider the Master Development and Manufacturing Agreement between Magenta Therapeutics, Inc. and Bachem Americas, Inc.; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [37649, 37899], "answer": "This Agreement shall commence on the Effective Date and shall extend for a period of Five (5) years thereafter (\"Initial Term\"), unless this Agreement is terminated earlier as provided herein or is extended by mutual written agreement of the Parties.", "file_path": "cuad/Magenta Therapeutics, Inc. - Master Development and Manufacturing Agreement.txt"}]
Question: Consider the Cooperation Agreement between Spôk Holdings, Inc. and White Hat Strategic Partners LP et al. for Board Nominations and Voting Commitments; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [11016, 11111], "answer": "This Agreement may not be assigned without the prior written consent of the other Party hereto.", "file_path": "cuad/SPOKHOLDINGS,INC_06_19_2020-EX-10.1-COOPERATION AGREEMENT.txt"}]
Question: Consider the Joint Venture Agreement between MJ Syndicated, Inc. and Simply Herbals for Manufacturing and Selling Health-Related Products; Are there any services to be provided after the termination of this contract?
Relevant contract clauses:
[{"span": [16180, 16461], "answer": "Each Participant must account to the Joint Venture for any benefit derived by that Participant without the consent of the other Participants from any transaction concerning the Joint Venture or any use by that Participant of the Joint Venture property, name or business connection.", "file_path": "cuad/MJBIOTECH,INC_12_06_2018-EX-99.01-JOINT VENTURE AGREEMENT.txt"}, {"span": [16463, 16710], "answer": "This duty continues to apply to any transactions undertaken after the Joint Venture has been dissolved but before the affairs of the Joint Venture have been completely wound up by the surviving Participant or Participants or their agent or agents.", "file_path": "cuad/MJBIOTECH,INC_12_06_2018-EX-99.01-JOINT VENTURE AGREEMENT.txt"}]
Question: Consider the Sponsorship Agreement between Forty Niners SC Stadium Company LLC and Violin Memory, Inc.; Does this contract include an exclusivity agreement?
Relevant contract clauses:
[{"span": [8122, 8973], "answer": "Forty Niners SC acknowledges and agrees that, except as otherwise provided herein, the rights granted to Sponsor herein are exclusive to Sponsor within the Product and Services Category with respect to Forty Niners SC at the Stadium. Forty Niners SC shall not enter into a sponsorship agreement with a party with respect to the Product and Services Category, provided however, that Forty Niners SC shall be permitted to enter into a sponsorship agreement with any party that enters into a naming rights agreement with SCSA for the Stadium, provided that if SCSA enters into a naming rights agreement for the Stadium with a party that is in the Products and Services Category, Sponsor may immediately terminate this Agreement and receive a pro rated refund of any amounts paid by Sponsor for the unexpired Contract Year in which the termination occurs.", "file_path": "cuad/VIOLINMEMORYINC_12_12_2012-EX-10.14-SPONSORSHIP AGREEMENT.txt"}, {"span": [9345, 9624], "answer": "Without limiting Section 4(a) above, the Parties agree that *** are, at the Effective Date, primarily or exclusively known as suppliers or providers in the Product and Services Category. Accordingly, Forty Niners SC shall not solicit or enter into sponsorships with such Parties.", "file_path": "cuad/VIOLINMEMORYINC_12_12_2012-EX-10.14-SPONSORSHIP AGREEMENT.txt"}, {"span": [42185, 42834], "answer": "Sponsor shall receive exclusive branding and entitlement at the Stadium at (i) a ticketed entryway for the suite tower guests (currently referred to as \"Suite Tower Gate F\"); (ii) an open communal space in front of the suite tower (currently referred to as the \"Suite Tower Plaza\"); (iii) first floor welcome lobby of suite tower and individual suite corridors (currently referred to as the \"Suite Tower Atrium\"); and (iv) an on­site meeting space (currently referred to as the \"Executive Briefing Center\") located adjacent to the suite described below and Forty Niners SC will provide a *** credit towards buildout of the Executive Briefing Center.", "file_path": "cuad/VIOLINMEMORYINC_12_12_2012-EX-10.14-SPONSORSHIP AGREEMENT.txt"}]
Question: Consider the Co-Branding Agreement between MediaLinx Interactive, L.P. and HealthCentral.com Inc.; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [38994, 39504], "answer": "Except as provided in this Section, neither Party may assign its rights or obligations under this Agreement without the prior written consent of the other Party, which shall not be unreasonably withheld. Notwithstanding the foregoing, either party shall be permitted to assign this Agreement and any of its rights and obligations hereunder to an affiliate or related company or to a purchaser of all or substantially all of its Internet business, without obtaining the prior written consent of the other party.", "file_path": "cuad/HealthcentralCom_19991108_S-1A_EX-10.27_6623292_EX-10.27_Co-Branding Agreement.txt"}]
Question: Consider the Content License Agreement between Global Music International, Inc. (IMNTV) and MobileVision Communications Ltd.; What licenses are granted under this contract?
Relevant contract clauses:
[{"span": [12897, 13691], "answer": "During the Term, for the activities described in this Agreement, IMNTV hereby grants Distributor non-exclusive rights and licenses necessary within the Territory to: (a) copy, store digitally, host and stream the Programming; (b) publicly perform, publicly display, electronically transmit, distribute and broadcast the Programming; (c) promote the Programming and use IMNTV Marks for Distributor's promotion of the Programming as activities described in Section 2.4 above; (d) archive the Programming on Distributor's servers; (e) encode, copy, and create continuous Programming excerpts of up to sixty (60) seconds and transmit, publicly perform, distribute, and redistribute such excerpts to end users via the Distributor's Portal for marketing purposes only(f) deep link to the Programming.", "file_path": "cuad/GlobalTechnologiesGroupInc_20050928_10KSB_EX-10.9_4148808_EX-10.9_Content License Agreement.txt"}]
Question: Consider the e-business Hosting Agreement between IBM and The Quantum Group Inc.; What are the insurance requirements under this contract?
Relevant contract clauses:
[{"span": [40098, 40233], "answer": "Customer is responsible for obtaining and maintaining personal property insurance sufficient to cover the value of Customer Components;", "file_path": "cuad/QuantumGroupIncFl_20090120_8-K_EX-99.2_3672910_EX-99.2_Hosting Agreement.txt"}]
Question: Consider the Amendment No. 2 to Manufacturing and Supply Agreement between Columbia Laboratories (Bermuda) Ltd. and Fleet Laboratories Limited; What are the insurance requirements under this contract?
Relevant contract clauses:
[{"span": [22112, 22986], "answer": "Fleet and Columbia shall maintain comprehensive general liability insurance, including product liability insurance against claims regarding the manufacture of Product under this Agreement and sufficient cover to meet its liabilities under this Agreement in respect of the Columbia Equipment, with insurers having an AM Best rating within the top 2 categories at the time (at the date of this Agreement known as \"superior\" or \"excellent\") or reasonably comparable coverage, in such amounts as it customarily maintains for similar products and activities, but in no event less than [***] per individual claim and [***] in the aggregate. Each party shall maintain such insurance during the Term and thereafter for so long as it customarily maintains insurance for itself for similar products and activities (but in no event less than [***] following termination or expiration).", "file_path": "cuad/Columbia Laboratories, (Bermuda) Ltd. - AMEND NO. 2 TO MANUFACTURING AND SUPPLY AGREEMENT.txt"}]
Question: Consider the Joint Venture Agreement between MJ Syndicated, Inc. and Simply Herbals for Manufacturing and Selling Health-Related Products; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [14636, 14717], "answer": "Title to all Joint Venture Property will remain in the name of the Joint Venture.", "file_path": "cuad/MJBIOTECH,INC_12_06_2018-EX-99.01-JOINT VENTURE AGREEMENT.txt"}]
Question: Consider the Cooperation Agreement between Spôk Holdings, Inc. and White Hat Strategic Partners LP et al. for Board Nominations and Voting Commitments; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [12103, 12283], "answer": "This Agreement shall be governed by and construed in accordance with the internal laws of the State of Delaware applicable to agreements made and to be performed within that state.", "file_path": "cuad/SPOKHOLDINGS,INC_06_19_2020-EX-10.1-COOPERATION AGREEMENT.txt"}]
Question: Consider the Sponsorship Agreement between Forty Niners SC Stadium Company LLC and Violin Memory, Inc.; Are there any exceptions to competitive restrictions in this contract?
Relevant contract clauses:
[{"span": [8481, 8973], "answer": "provided however, that Forty Niners SC shall be permitted to enter into a sponsorship agreement with any party that enters into a naming rights agreement with SCSA for the Stadium, provided that if SCSA enters into a naming rights agreement for the Stadium with a party that is in the Products and Services Category, Sponsor may immediately terminate this Agreement and receive a pro rated refund of any amounts paid by Sponsor for the unexpired Contract Year in which the termination occurs.", "file_path": "cuad/VIOLINMEMORYINC_12_12_2012-EX-10.14-SPONSORSHIP AGREEMENT.txt"}, {"span": [9015, 9344], "answer": "Sponsor acknowledges and agrees that, notwithstanding the grant of exclusivity set forth in this Section 4, Team shall have the right to solicit and enter into sponsorships with other parties that are not known primarily or exclusively as suppliers or providers of any product or service within the Product and Services Category.", "file_path": "cuad/VIOLINMEMORYINC_12_12_2012-EX-10.14-SPONSORSHIP AGREEMENT.txt"}]
Question: Consider the Content License Agreement between Global Music International, Inc. (IMNTV) and MobileVision Communications Ltd.; Does this contract include any volume restrictions?
Relevant contract clauses:
[{"span": [12897, 13591], "answer": "During the Term, for the activities described in this Agreement, IMNTV hereby grants Distributor non-exclusive rights and licenses necessary within the Territory to: (a) copy, store digitally, host and stream the Programming; (b) publicly perform, publicly display, electronically transmit, distribute and broadcast the Programming; (c) promote the Programming and use IMNTV Marks for Distributor's promotion of the Programming as activities described in Section 2.4 above; (d) archive the Programming on Distributor's servers; (e) encode, copy, and create continuous Programming excerpts of up to sixty (60) seconds and transmit, publicly perform, distribute, and redistribute such excerpts to", "file_path": "cuad/GlobalTechnologiesGroupInc_20050928_10KSB_EX-10.9_4148808_EX-10.9_Content License Agreement.txt"}]
Question: Consider the Co-Branding Agreement between MediaLinx Interactive, L.P. and HealthCentral.com Inc.; What happens in the event of a change of control of one of the parties in this contract?
Relevant contract clauses:
[{"span": [21256, 21524], "answer": "Either party may terminate this Agreement upon 30 days written notice if      either Party's corporate structure has undergone a material ownership      change such that its corporate interests are then in conflict with the      corporate interests of the other Party;", "file_path": "cuad/HealthcentralCom_19991108_S-1A_EX-10.27_6623292_EX-10.27_Co-Branding Agreement.txt"}]
Question: Consider the Amendment No. 2 to Manufacturing and Supply Agreement between Columbia Laboratories (Bermuda) Ltd. and Fleet Laboratories Limited; What are the audit rights under this contract?
Relevant contract clauses:
[{"span": [15584, 16609], "answer": "Columbia QA, any other person appointed by Columbia, Columbia's customer, and/or any Regulatory Authority may conduct inspections and audits of Fleet's manufacturing facility, Columbia Equipment, quality control laboratories, and other quality systems relating to the manufacture and storage of the Product according to Columbia's reasonable procedures upon reasonable prior written notice, during normal business hours, provided, however, that Columbia QA, any other person appointed by Columbia and/or any Regulatory Authority may conduct a \"For Cause\" audit during normal business hours upon three (3) business days prior written notice to Fleet. Any such audit undertaken by Columbia QA or any other person appointed by Columbia shall be at Columbia's sole cost and expense. Columbia or any other person appointed by Columbia shall have the right, in connection with any such audit, to inspect and obtain copies of any records or other documents and materials associated with or related to the manufacture of the Product.", "file_path": "cuad/Columbia Laboratories, (Bermuda) Ltd. - AMEND NO. 2 TO MANUFACTURING AND SUPPLY AGREEMENT.txt"}]
Question: Consider the Cooperation Agreement between Spôk Holdings, Inc. and White Hat Strategic Partners LP et al. for Board Nominations and Voting Commitments; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [16533, 16956], "answer": "Unless earlier terminated as provided in this Agreement, upon the expiration of the Support Period in accordance with Section 4, this Agreement shall immediately and automatically terminate in its entirety and no Party shall have any further rights or obligations under this Agreement; provided, however, no Party shall be released from any breach of this Agreement that occurred prior to the termination of this Agreement.", "file_path": "cuad/SPOKHOLDINGS,INC_06_19_2020-EX-10.1-COOPERATION AGREEMENT.txt"}]
Question: Consider the Joint Venture Agreement between MJ Syndicated, Inc. and Simply Herbals for Manufacturing and Selling Health-Related Products; Can this contract be terminated for convenience, and under what conditions?
Relevant contract clauses:
[{"span": [9312, 9406], "answer": "Any Participant will have the right to voluntarily withdraw from the Joint Venture at any time", "file_path": "cuad/MJBIOTECH,INC_12_06_2018-EX-99.01-JOINT VENTURE AGREEMENT.txt"}, {"span": [9408, 9570], "answer": "Written notice of intention to withdraw must be served in writing upon the remaining Participants at least Thirty (30) business days prior to the withdrawal date.", "file_path": "cuad/MJBIOTECH,INC_12_06_2018-EX-99.01-JOINT VENTURE AGREEMENT.txt"}]
Question: Consider the Sponsorship Agreement between Forty Niners SC Stadium Company LLC and Violin Memory, Inc.; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [40521, 40676], "answer": "This Agreement shall be governed by and construed in accordance with the laws of the State of California without regard to its conflict of laws provisions.", "file_path": "cuad/VIOLINMEMORYINC_12_12_2012-EX-10.14-SPONSORSHIP AGREEMENT.txt"}]
Question: Consider the Content License Agreement between Global Music International, Inc. (IMNTV) and MobileVision Communications Ltd.; Does this contract include any revenue or profit-sharing arrangements?
Relevant contract clauses:
[{"span": [17475, 17889], "answer": "Subscription fee in Territory is to be determined based on market research performed by Distributor with pricing to be agreed upon jointly and in writing Each quarter, Distributor will make royalty payments to IMNTV based on a Structure as follows:\n\n55% of subscriber revenue for the subscription based services broadcasting IMNTV content only, net of telecom percentage provided in accordance with this Agreement.", "file_path": "cuad/GlobalTechnologiesGroupInc_20050928_10KSB_EX-10.9_4148808_EX-10.9_Content License Agreement.txt"}]
Question: Consider the Co-Branding Agreement between MediaLinx Interactive, L.P. and HealthCentral.com Inc.; Does this contract include an exclusivity agreement?
Relevant contract clauses:
[{"span": [17528, 18298], "answer": "During the Term of the Agreement, and subject to the following requirements respecting Canadian content levels as set out in paragraphs 3(f), (g) and (h), HCI shall be the exclusive health content partner in the health section of the Sympatico web site, provided however, that nothing contained herein shall prevent MediaLinx from entering into an agreement with other parties for: i) a health based web directory; or ii) other health related content whose content does not compete with the content contained on the Co-Branded Site; which in no event shall receive no more than one fifth (1/5th) of the promotion and which shall constitute no more than one fifth (1/5th) of the total health related content which resides on the home page of the Sympatico Health section.", "file_path": "cuad/HealthcentralCom_19991108_S-1A_EX-10.27_6623292_EX-10.27_Co-Branding Agreement.txt"}, {"span": [18558, 19204], "answer": "If, at any time during the Term of this Agreement, HCI fails to meet the content requirements set out in paragraphs 3(f), (g) and (h), HCI shall no longer be entitled to be the exclusive health content partner in the health section of the Sympatico web site. HCI shall not either directly or indirectly license or deliver content to or carry on or be engaged with any other Canadian portal web site, being a Web site which aggregates and markets a variety of content directed to multiple communities of interest and which offers products,\n\nSource: HEALTHCENTRAL COM, S-1/A, 11/8/1999\n\n\n\n\n\ntools and services to a broad base of Canadian end users.", "file_path": "cuad/HealthcentralCom_19991108_S-1A_EX-10.27_6623292_EX-10.27_Co-Branding Agreement.txt"}]
Question: Consider the e-business Hosting Agreement between IBM and The Quantum Group Inc.; Is there uncapped liability under this contract?
Relevant contract clauses:
[{"span": [21007, 21456], "answer": "In no event will either party be liable to the other for special, incidental, or indirect damages or for any consequential damages (including lost profits or savings), even if they are informed of the possibility; provided that this Section 10.0 does not apply to Customer's failure to pay any amounts owing to IBM under this Agreement (including amounts owing for Services that would have been rendered but for Customer's breach of this Agreement).", "file_path": "cuad/QuantumGroupIncFl_20090120_8-K_EX-99.2_3672910_EX-99.2_Hosting Agreement.txt"}]
Question: Consider the Amendment No. 2 to Manufacturing and Supply Agreement between Columbia Laboratories (Bermuda) Ltd. and Fleet Laboratories Limited; Are there any services to be provided after the termination of this contract?
Relevant contract clauses:
[{"span": [31789, 31913], "answer": "Upon termination of this Agreement, Fleet agrees to perform its obligations under this Agreement until the earlier of [***].", "file_path": "cuad/Columbia Laboratories, (Bermuda) Ltd. - AMEND NO. 2 TO MANUFACTURING AND SUPPLY AGREEMENT.txt"}]
Question: Consider the Cooperation Agreement between Otkritie Investments Cyprus Limited and QIWI plc for Strategic Partnership in Digital Payments; Is there a cap on liability under this contract?
Relevant contract clauses:
[{"span": [11401, 12244], "answer": "For two (2) years following the Effective Time, QIWI covenants that at least one half of the total transactions processed by the Contact money transfer system during such two-year period shall be settled through PJSC Khanty-Mansiysk Bank Otkritie, provided that QIWI may terminate its obligation under this Clause 4.1 at any time, in which case it shall pay to Otkritie a fee equal to the demonstrated costs incurred by Otkritie for such period starting from 1 September 2014, until the date of termination of QIWI's obligations under this Clause 4.1 in connection with (i) the transfer of settlement bank function to PJSC Khanty-Mansiysk Bank Otkritie ; and (ii) supporting the settlement bank functionality for the Contact money transfer system, provided further that such fee shall in no event exceed RUB 50 000 000 (fifty million roubles).", "file_path": "cuad/QIWI_06_16_2017-EX-99.(D)(2)-COOPERATION AGREEMENT.txt"}]
Question: Consider the Joint Venture Agreement between MJ Syndicated, Inc. and Simply Herbals for Manufacturing and Selling Health-Related Products; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [863, 1007], "answer": "By this Agreement the Participants enter into a general Joint Venture (the \"Joint Venture\") in accordance with the laws of The State of Florida.", "file_path": "cuad/MJBIOTECH,INC_12_06_2018-EX-99.01-JOINT VENTURE AGREEMENT.txt"}]
Question: Consider the Sponsorship Agreement between Forty Niners SC Stadium Company LLC and Violin Memory, Inc.; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [4633, 4959], "answer": "This Agreement shall commence on the \"Effective Date\" and shall continue for ten (10) Contract Years, unless terminated in accordance with the provisions of Section 6 of this Agreement or extended by renewal by written agreement of the Parties in accordance with the provisions of Section 13(o) of this Agreement (the \"Term\").", "file_path": "cuad/VIOLINMEMORYINC_12_12_2012-EX-10.14-SPONSORSHIP AGREEMENT.txt"}]
Question: Consider the Content License Agreement between Global Music International, Inc. (IMNTV) and MobileVision Communications Ltd.; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [30351, 30607], "answer": "This Agreement is binding upon each party's assigns, transferees and successors; provided that no party may assign or otherwise transfer, by operation of law or otherwise, this Agreement in whole or in part, without the other party's prior written consent.", "file_path": "cuad/GlobalTechnologiesGroupInc_20050928_10KSB_EX-10.9_4148808_EX-10.9_Content License Agreement.txt"}]
Question: Consider the Co-Branding Agreement between MediaLinx Interactive, L.P. and HealthCentral.com Inc.; Is there a non-compete clause in this contract?
Relevant contract clauses:
[{"span": [11633, 11751], "answer": "Neither party shall permit advertising on the Co-Branded Site from an entity which is a competitor to the other party.", "file_path": "cuad/HealthcentralCom_19991108_S-1A_EX-10.27_6623292_EX-10.27_Co-Branding Agreement.txt"}, {"span": [16219, 16549], "answer": "During the Term of this Agreement and for a period of six (6) months thereafter, MediaLinx shall not use or publicly disclose the data collected from users of the Co-Branded Site if such use is for the purpose of providing health information, advertisements, or products that compete with those that reside on the Co-Branded Site.", "file_path": "cuad/HealthcentralCom_19991108_S-1A_EX-10.27_6623292_EX-10.27_Co-Branding Agreement.txt"}]
Question: Consider the e-business Hosting Agreement between IBM and The Quantum Group Inc.; Are any of the licenses granted under this contract irrevocable or perpetual?
Relevant contract clauses:
[{"span": [34651, 34851], "answer": "IBM grants Customer an irrevocable, nonexclusive, worldwide, paid-up license to use, execute, reproduce, display, and perform copies of such Materials and distribute within Customer's Affiliates only.", "file_path": "cuad/QuantumGroupIncFl_20090120_8-K_EX-99.2_3672910_EX-99.2_Hosting Agreement.txt"}]
Question: Consider the Amendment No. 2 to Manufacturing and Supply Agreement between Columbia Laboratories (Bermuda) Ltd. and Fleet Laboratories Limited; Is there a minimum commitment required under this contract?
Relevant contract clauses:
[{"span": [12940, 13155], "answer": "The amounts set forth for the [***] in each Production Schedule shall constitute a firm purchase order and shall be binding upon Columbia (each a \"Purchase Order\") unless otherwise agreed in writing by both parties.", "file_path": "cuad/Columbia Laboratories, (Bermuda) Ltd. - AMEND NO. 2 TO MANUFACTURING AND SUPPLY AGREEMENT.txt"}, {"span": [13919, 14198], "answer": "Fleet shall ensure that it has sufficient experienced production staff available to meet the requirements set out in each Production Schedule and at a minimum, to meet the expected non-binding forecast set out below:\n\n[***] [***] [***] [***] [***] [***]\n\nN u m b e r  o f batches", "file_path": "cuad/Columbia Laboratories, (Bermuda) Ltd. - AMEND NO. 2 TO MANUFACTURING AND SUPPLY AGREEMENT.txt"}]
Question: Consider the Cooperation Agreement between Otkritie Investments Cyprus Limited and QIWI plc for Strategic Partnership in Digital Payments; Are there any services to be provided after the termination of this contract?
Relevant contract clauses:
[{"span": [11401, 12244], "answer": "For two (2) years following the Effective Time, QIWI covenants that at least one half of the total transactions processed by the Contact money transfer system during such two-year period shall be settled through PJSC Khanty-Mansiysk Bank Otkritie, provided that QIWI may terminate its obligation under this Clause 4.1 at any time, in which case it shall pay to Otkritie a fee equal to the demonstrated costs incurred by Otkritie for such period starting from 1 September 2014, until the date of termination of QIWI's obligations under this Clause 4.1 in connection with (i) the transfer of settlement bank function to PJSC Khanty-Mansiysk Bank Otkritie ; and (ii) supporting the settlement bank functionality for the Contact money transfer system, provided further that such fee shall in no event exceed RUB 50 000 000 (fifty million roubles).", "file_path": "cuad/QIWI_06_16_2017-EX-99.(D)(2)-COOPERATION AGREEMENT.txt"}]
Question: Consider the Sponsorship Agreement between Intuit Inc. and Stamps.com Inc. for Advertising Promotions; What are the audit rights under this contract?
Relevant contract clauses:
[{"span": [17603, 17907], "answer": "Client      may, upon no less than thirty (30) days prior written notice to Intuit,      cause an independent Certified Public Accountant to inspect all relevant      records of Intuit upon which the calculation of Impressions under the Usage      Reports are based during Client's normal business hours.", "file_path": "cuad/STAMPSCOMINC_06_24_1999-EX-10.18-SPONSORSHIP AGREEMENT.txt"}, {"span": [18539, 18674], "answer": "The audit      rights set forth herein shall continue for one (1) year following the      termination of this Agreement for any reason.", "file_path": "cuad/STAMPSCOMINC_06_24_1999-EX-10.18-SPONSORSHIP AGREEMENT.txt"}, {"span": [18676, 18743], "answer": "No such audit may occur more      than once a year during the Term.", "file_path": "cuad/STAMPSCOMINC_06_24_1999-EX-10.18-SPONSORSHIP AGREEMENT.txt"}, {"span": [21300, 21582], "answer": "Intuit may,      upon no less than thirty (30) days prior written notice to Client, cause an      independent Certified Public Accountant to inspect all relevant records of      Client upon which the calculation of such payments are based during      Client's normal business hours.", "file_path": "cuad/STAMPSCOMINC_06_24_1999-EX-10.18-SPONSORSHIP AGREEMENT.txt"}]
Question: Consider the Joint Venture Agreement between MJ Syndicated, Inc. and Simply Herbals for Manufacturing and Selling Health-Related Products; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [1341, 1491], "answer": "The Joint Venture is a fixed term Joint Venture beginning November 27, 2018 and ending November 30th, 2019 or as otherwise provided in this Agreement.", "file_path": "cuad/MJBIOTECH,INC_12_06_2018-EX-99.01-JOINT VENTURE AGREEMENT.txt"}]
Question: Consider the Content License Agreement between Global Music International, Inc. (IMNTV) and MobileVision Communications Ltd.; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [34574, 34688], "answer": "This Agreement will be governed by the laws of the State of Florida without regard to conflicts of law provisions.", "file_path": "cuad/GlobalTechnologiesGroupInc_20050928_10KSB_EX-10.9_4148808_EX-10.9_Content License Agreement.txt"}]
Question: Consider the Co-Branding Agreement between MediaLinx Interactive, L.P. and HealthCentral.com Inc.; Are there any exceptions to competitive restrictions in this contract?
Relevant contract clauses:
[{"span": [18558, 18816], "answer": "If, at any time during the Term of this Agreement, HCI fails to meet the content requirements set out in paragraphs 3(f), (g) and (h), HCI shall no longer be entitled to be the exclusive health content partner in the health section of the Sympatico web site.", "file_path": "cuad/HealthcentralCom_19991108_S-1A_EX-10.27_6623292_EX-10.27_Co-Branding Agreement.txt"}]
Question: Consider the e-business Hosting Agreement between IBM and The Quantum Group Inc.; Does the licensee's affiliates have any licensing rights under this contract?
Relevant contract clauses:
[{"span": [23969, 24240], "answer": "Customer hereby grants to IBM, its Affiliates and Subcontractors all rights and licenses to, or agrees to promptly obtain and keep in effect Required Consents for all Customer Components, necessary for IBM to perform all of its obligations as set forth in this Agreement.", "file_path": "cuad/QuantumGroupIncFl_20090120_8-K_EX-99.2_3672910_EX-99.2_Hosting Agreement.txt"}]
Question: Consider the Cooperation Agreement between Otkritie Investments Cyprus Limited and QIWI plc for Strategic Partnership in Digital Payments; Is there a minimum commitment required under this contract?
Relevant contract clauses:
[{"span": [11401, 12244], "answer": "For two (2) years following the Effective Time, QIWI covenants that at least one half of the total transactions processed by the Contact money transfer system during such two-year period shall be settled through PJSC Khanty-Mansiysk Bank Otkritie, provided that QIWI may terminate its obligation under this Clause 4.1 at any time, in which case it shall pay to Otkritie a fee equal to the demonstrated costs incurred by Otkritie for such period starting from 1 September 2014, until the date of termination of QIWI's obligations under this Clause 4.1 in connection with (i) the transfer of settlement bank function to PJSC Khanty-Mansiysk Bank Otkritie ; and (ii) supporting the settlement bank functionality for the Contact money transfer system, provided further that such fee shall in no event exceed RUB 50 000 000 (fifty million roubles).", "file_path": "cuad/QIWI_06_16_2017-EX-99.(D)(2)-COOPERATION AGREEMENT.txt"}]
Question: Consider the Amendment No. 2 to Manufacturing and Supply Agreement between Columbia Laboratories (Bermuda) Ltd. and Fleet Laboratories Limited; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [36964, 38159], "answer": "Neither party shall, without the prior written consent (not to be unreasonably withheld or delayed) of the other party having been obtained, assign or transfer this Agreement to any person or entity, in whole or in part (and any attempt to do so shall be void), provided that, each party may assign or transfer this Agreement without such consent to any Affiliate or to any successor by merger of such party, or upon a sale or other transfer of all or substantially all of such party's assets or business to which the subject matter of this Agreement pertains, provided that the acquirer of the business confirms to the Supplier in writing its agreement to be bound by all of the terms and conditions of this Agreement and that the assignor shall remain liable for the obligations hereunder. Notwithstanding the foregoing, it shall not be deemed unreasonable for Columbia to withhold consent, to any proposed or attempted assignment (including by merger or sale) by Fleet to a party which is not an Affiliate, if Columbia is not reasonably satisfied that the assignee possesses the management, finances, personnel, capabilities and facilities to perform fully the obligations of Fleet hereunder.", "file_path": "cuad/Columbia Laboratories, (Bermuda) Ltd. - AMEND NO. 2 TO MANUFACTURING AND SUPPLY AGREEMENT.txt"}]