orgrctera/legalbenchrag_cuad huggingface dataset:
Question: Consider the Distributor Agreement between VendingData Corporation and Technical Casino Supplies Ltd for Casino Products; Can this contract be terminated for convenience, and under what conditions?
Relevant contract clauses:
[{"span": [1685, 1949], "answer": "This Agreement may be terminated subject to the following clauses:\n\n  1.1.1. By either Vendor or Distributor, upon written notice of termination of this Agreement no later than ninety (90) calendar days prior to the expiration of the relevant Term, then in effect;", "file_path": "cuad/ENTERTAINMENTGAMINGASIAINC_02_15_2005-EX-10.5-DISTRIBUTOR AGREEMENT.txt"}]
Question: Consider the Master Operation and Maintenance Agreement between Diamond State Generation Partners, LLC and Bloom Energy Corporation; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [79782, 80376], "answer": "This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the Parties and their respective successors and permitted assigns (including by operation of law), but neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any Party, whether by operation of law or otherwise, without the prior written consent of the other Party; provided that either Party may collaterally assign its rights under this Agreement to any party providing debt or equity financing to such Party without the consent of the other Party.", "file_path": "cuad/BloomEnergyCorp_20180321_DRSA (on S-1)_EX-10_11240356_EX-10_Maintenance Agreement.txt"}]
Question: Consider the Distributorship Agreement between STAAR Surgical AG and Distributor; What are the insurance requirements under this contract?
Relevant contract clauses:
[{"span": [30262, 30697], "answer": "Distributor shall, at its own expense, maintain at a minimum general and product liability coverage in the Territory of at least US$2 million per occurrence, US$5 million in the aggregate. On a separate endorsement, Distributor shall name STAAR as an additional named insured. Such separate endorsement shall indicate that Distributor's insurance is primary and that STAAR's coverage as an additional named insured is not contributory.", "file_path": "cuad/StaarSurgicalCompany_20180801_10-Q_EX-10.37_11289449_EX-10.37_Distributor Agreement.txt"}, {"span": [30699, 30975], "answer": "ach such insurance policy and endorsement shall provide that the insurance will not be canceled or reduces without at least thirty (30) days' prior written notice to STAAR. On request, Distributor shall provide STAAR with copies or certificates of all such insurance policies.", "file_path": "cuad/StaarSurgicalCompany_20180801_10-Q_EX-10.37_11289449_EX-10.37_Distributor Agreement.txt"}]
Question: Consider the Co-Branding Agreement between Dassault Systemes and PlanetCAD Inc.; Are there any exceptions to competitive restrictions in this contract?
Relevant contract clauses:
[{"span": [27981, 28309], "answer": "During the Term of this Agreement, PlanetCAD shall be permitted to market new functions and services relating to the Co-Branded Service directly to Dassault Systemes Customers with Dassault Systemes prior written approval, but only to the extent such functions and services are offered by PlanetCAD on the PlanetCAD Web site(s).", "file_path": "cuad/RandWorldwideInc_20010402_8-KA_EX-10.2_2102464_EX-10.2_Co-Branding Agreement.txt"}]
Question: Consider the Construction and Maintenance Agreement for TAT-14 Cable Network between Deutsche Telekom AG and Multiple Telecommunications Companies; Is there a cap on liability under this contract?
Relevant contract clauses:
[{"span": [85940, 86438], "answer": "Subject to the  preceding          sentence, no Party shall be liable to any other Party in contract, tort          or otherwise including any liability for negligence for any indirect or          consequential loss or damage including, without limitation,  corruption          or loss of data,  loss of profit,  loss of  anticipated  savings all in          connection with this Agreement,  caused by its own acts or those of any          of its auxiliaries, such as employees, servants or agents.", "file_path": "cuad/STARTECGLOBALCOMMUNICATIONSCORP_11_16_1998-EX-10.30-CONSTRUCTION AND MAINTENANCE AGREEMENT.txt"}, {"span": [89976, 90480], "answer": "In the  case  where a claim  is  brought  against  one of the  Terminal          Parties,  in its  capacity  as a  Maintenance  Authority  for TAT-14 in          respect of a  sacrificed  anchor  and/or  loss of, or damage to fishing          gear,  then such  Terminal  Party may settle such a claim for an amount          not greater than $ 25,000 on each  occasion or such an amount as agreed          by the Managing Group from time to time, and obtain reimbursement under          Subparagraph 24.2.", "file_path": "cuad/STARTECGLOBALCOMMUNICATIONSCORP_11_16_1998-EX-10.30-CONSTRUCTION AND MAINTENANCE AGREEMENT.txt"}]
Question: Consider the Collaboration Agreement between F. Hoffmann-La Roche Ltd, Hoffmann-La Roche Inc., and Foundation Medicine, Inc. for Genomic Testing Platforms; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [164194, 164376], "answer": "Neither Party shall have the right to assign the present Agreement or any part thereof to any Third Party other than Affiliates without the prior written approval of the other Party.", "file_path": "cuad/FOUNDATIONMEDICINE,INC_02_02_2015-EX-10.2-Collaboration Agreement.txt"}]
Question: Consider the Outsourcing Agreement for Electronic Data Processing Services between Virtual Item Processing Systems, Inc. and Brokers National Life Assurance Company; What is the notice period required to terminate the renewal?
Relevant contract clauses:
[{"span": [28529, 28911], "answer": "Unless either party gives written notice to terminate this Agreement at least six (6) months prior to the end of said Initial Term, this Agreement shall continue on a year to year basis (\"Extended Term(s)\") until terminated by either party by giving written notice of termination thereof to the other party at least six (6) months prior to the end of the then current Extended Term.", "file_path": "cuad/BNLFINANCIALCORP_03_30_2007-EX-10.8-OUTSOURCING AGREEMENT.txt"}]
Question: Consider the Distributorship Agreement between STAAR Surgical AG and Distributor; What is the duration of any warranties provided in this contract?
Relevant contract clauses:
[{"span": [15387, 15662], "answer": "STAAR warrants that, for the period of twelve (12) months from the date of delivery to Distributor hereunder (the \"Warranty Period\"), the Products will meet STAAR's published specifications or labeling for such Products as in effect at the time of such delivery (\"Warranty\").", "file_path": "cuad/StaarSurgicalCompany_20180801_10-Q_EX-10.37_11289449_EX-10.37_Distributor Agreement.txt"}, {"span": [16601, 16723], "answer": "STAAR shall pay for the return or replacement shipment to Distributor of Products repaired or replaced under the Warranty.", "file_path": "cuad/StaarSurgicalCompany_20180801_10-Q_EX-10.37_11289449_EX-10.37_Distributor Agreement.txt"}]
Question: Consider the Co-Branding Agreement between Dassault Systemes and PlanetCAD Inc.; What is the notice period required to terminate the renewal?
Relevant contract clauses:
[{"span": [36403, 36587], "answer": "The Agreement shall automatically renew for successive one year additional terms unless terminated by either party at least six months prior to the expiration of the then-current term.", "file_path": "cuad/RandWorldwideInc_20010402_8-KA_EX-10.2_2102464_EX-10.2_Co-Branding Agreement.txt"}]
Question: Consider the Master Operation and Maintenance Agreement between Diamond State Generation Partners, LLC and Bloom Energy Corporation; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [81631, 81850], "answer": "THIS AGREEMENT SHALL BE GOVERNED BY AND INTERPRETED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK WITHOUT REGARD TO CONFLICTS OF LAW PRINCIPLES (OTHER THAN SECTION 5-1401 OF THE NEW YORK GENERAL OBLIGATIONS LAW).", "file_path": "cuad/BloomEnergyCorp_20180321_DRSA (on S-1)_EX-10_11240356_EX-10_Maintenance Agreement.txt"}]
Question: Consider the Construction and Maintenance Agreement for TAT-14 Cable Network between Deutsche Telekom AG and Multiple Telecommunications Companies; What are the audit rights under this contract?
Relevant contract clauses:
[{"span": [32838, 33173], "answer": "The  Procurement  Group  shall  ensure that the Supply  Contract  shall          afford its designated  representatives  reasonable  rights of access to          examine,  test and inspect the submarine cable,  land cable,  submarine          cable and land cable  equipment,  material,  supplies and  installation          activities.", "file_path": "cuad/STARTECGLOBALCOMMUNICATIONSCORP_11_16_1998-EX-10.30-CONSTRUCTION AND MAINTENANCE AGREEMENT.txt"}, {"span": [67038, 67543], "answer": "Each Party, at its own expense,  and upon reasonable  advance notice to          the relevant Maintenance  Authorities,  shall have the right to inspect          from time to time the operation and  maintenance  of any part of TAT-14          and to obtain copies of the maintenance records. For this purpose, each          Maintenance  Authority  shall  retain  significant  records,  including          recorder charts,  for a period of not less than five (5) years from the          date of the record.", "file_path": "cuad/STARTECGLOBALCOMMUNICATIONSCORP_11_16_1998-EX-10.30-CONSTRUCTION AND MAINTENANCE AGREEMENT.txt"}, {"span": [80549, 80891], "answer": "The  Procurement  Group  shall  ensure that the Supply  Contract  shall          afford the  representatives  designated by the Managing Group the right          to review the books,  records,  vouchers  and  accounts  required to be          kept,  maintained and obtained pursuant to Subparagraphs  19.1 and 19.2          of this Agreement.", "file_path": "cuad/STARTECGLOBALCOMMUNICATIONSCORP_11_16_1998-EX-10.30-CONSTRUCTION AND MAINTENANCE AGREEMENT.txt"}, {"span": [82310, 82728], "answer": "Any Party keeping and maintaining books, records, vouchers and accounts          of  costs  pursuant  to  Subparagraphs  19.4,  19.5  and  19.6  of this          Agreement  shall  afford the  Parties  the right to review at their own          expense  said  books,  records,  vouchers  and  accounts  of  costs  in          accordance   with  the  audit   procedures   established   by  the  F&A          Subcommittee.", "file_path": "cuad/STARTECGLOBALCOMMUNICATIONSCORP_11_16_1998-EX-10.30-CONSTRUCTION AND MAINTENANCE AGREEMENT.txt"}]
Question: Consider the Distributor Agreement between VendingData Corporation and Technical Casino Supplies Ltd for Casino Products; Is there a clause preventing the solicitation of employees in this contract?
Relevant contract clauses:
[{"span": [34545, 35297], "answer": "Distributor agrees that, without the prior written consent of the Vendor, for a period beginning from the date of this Agreement and ending three (3) years after the termination of this Agreement, neither Distributor nor any of its affiliates or representatives will: (1) employ or solicit to employ any of the employees of Vendor; or (2) encourage of the employees of the Vendor or its subsidiaries to leave the employment of Vendor; provided, however, this Section shall not apply to any such employee who has been terminated by or left the employment of Vendor prior to the Effective Date or, if employed by Vendor as of the Effective Date, any employee who has not been employed by Vendor for at least one (1) year after the end of such employment.", "file_path": "cuad/ENTERTAINMENTGAMINGASIAINC_02_15_2005-EX-10.5-DISTRIBUTOR AGREEMENT.txt"}, {"span": [35333, 36110], "answer": "Vendor agrees that, without the prior written consent of the Distributor, for a period beginning from the date of this Agreement and ending three (3) years after the termination of this Agreement, neither Vendor nor any of its affiliates or representatives will: (1) employ or solicit to employ any of the employees of Distributor; or (2) encourage of the employees of the Distributor or its subsidiaries to leave the employment of Distributor; provided, however, this Section shall not apply to any such employee who has been terminated by or left the employment of Distributor prior to the Effective Date or, if employed by Distributor as of the Effective Date, any employee who has not been employed by Distributor for at least one (1) year after the end of such employment.", "file_path": "cuad/ENTERTAINMENTGAMINGASIAINC_02_15_2005-EX-10.5-DISTRIBUTOR AGREEMENT.txt"}]
Question: Consider the Collaboration Agreement between F. Hoffmann-La Roche Ltd, Hoffmann-La Roche Inc., and Foundation Medicine, Inc. for Genomic Testing Platforms; Can this contract be terminated for convenience, and under what conditions?
Relevant contract clauses:
[{"span": [145987, 146847], "answer": "Roche shall have the right to terminate the Agreement in its entirety, or on a Work Stream-by-Work Stream basis, except for the ctDNA Work Stream, upon […***…] prior written notice, without cause. With regard to the CDx Development Program, Roche shall also have the right to terminate, without cause, the development of an Approved Marker and/or an Investigational Marker for inclusion in a CDx Assay, upon […***…] prior written notice; provided however that this right shall expire with respect to each Approved Marker for inclusion in a particular CDx Assay at such time as FMI has completed analytical validation for such Approved Marker. With regard to the Molecular Information Platform Program, Roche shall have the right to terminate without cause either or both of the Sample Profiling or Molecular Information Database Access activities individually.", "file_path": "cuad/FOUNDATIONMEDICINE,INC_02_02_2015-EX-10.2-Collaboration Agreement.txt"}]
Question: Consider the Outsourcing Agreement for Electronic Data Processing Services between Virtual Item Processing Systems, Inc. and Brokers National Life Assurance Company; What is the renewal term for this contract?
Relevant contract clauses:
[{"span": [28529, 28911], "answer": "Unless either party gives written notice to terminate this Agreement at least six (6) months prior to the end of said Initial Term, this Agreement shall continue on a year to year basis (\"Extended Term(s)\") until terminated by either party by giving written notice of termination thereof to the other party at least six (6) months prior to the end of the then current Extended Term.", "file_path": "cuad/BNLFINANCIALCORP_03_30_2007-EX-10.8-OUTSOURCING AGREEMENT.txt"}]
Question: Consider the Distributorship Agreement between STAAR Surgical AG and Distributor; Is there a cap on liability under this contract?
Relevant contract clauses:
[{"span": [16057, 16392], "answer": "To the maximum extent permitted by applicable law, the exclusive remedy for breach of the Warranty shall be, at STAAR's option, the repair or replacement, at STAAR's expense, of the non-conforming Product; provided that Distributor notifies STAAR of the non-conformity and returns the non-conforming Product within the Warranty Period.", "file_path": "cuad/StaarSurgicalCompany_20180801_10-Q_EX-10.37_11289449_EX-10.37_Distributor Agreement.txt"}, {"span": [17338, 17653], "answer": "Without limiting the above, and to the maximum extent permitted by applicable law, Distributor's sole remedy in contract or in tort (including in negligence) and STAAR's liability shall be limited to the repair or replacement of any Product which is returned to and found to be defective or non-conforming by STAAR.", "file_path": "cuad/StaarSurgicalCompany_20180801_10-Q_EX-10.37_11289449_EX-10.37_Distributor Agreement.txt"}, {"span": [30981, 31519], "answer": "EXCEPT FOR EACH PARTY'S CONFIDENTIALITY OBLIGATIONS SET FORTH IN SECTION 12 AND INDEMNIFICATION OBLIGATIONS SET FORTH IN THIS SECTION 13, WITHOUT LIMITING ANY RIGHT DISTRIBUTOR MAY HAVE UNDER LOCAL STATUTES THAT CANNOT BE EXCLUDED, RESTRICTED OR MODIFIED, NEITHER PARTY SHALL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR SPECIAL DAMAGES, OR FOR DAMAGES DUE TO LOSS OF PROFITS, LOSS OF BUSINESS, LOSS OF USE OR DATA, OR INTERRUPTION OF BUSINESS, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.", "file_path": "cuad/StaarSurgicalCompany_20180801_10-Q_EX-10.37_11289449_EX-10.37_Distributor Agreement.txt"}, {"span": [34598, 34973], "answer": ". Without limiting the generality of the foregoing, upon any termination of this Agreement by either Party in accordance with its terms (or otherwise), in no event shall STAAR be required to pay to Distributor any \"good will\" or other payment of any nature or kind based on the sales, business development or other activities of Distributor during the term of this Agreement.", "file_path": "cuad/StaarSurgicalCompany_20180801_10-Q_EX-10.37_11289449_EX-10.37_Distributor Agreement.txt"}]
Question: Consider the Co-Branding Agreement between Dassault Systemes and PlanetCAD Inc.; What is the renewal term for this contract?
Relevant contract clauses:
[{"span": [36403, 36587], "answer": "The Agreement shall automatically renew for successive one year additional terms unless terminated by either party at least six months prior to the expiration of the then-current term.", "file_path": "cuad/RandWorldwideInc_20010402_8-KA_EX-10.2_2102464_EX-10.2_Co-Branding Agreement.txt"}]
Question: Consider the Master Operation and Maintenance Agreement between Diamond State Generation Partners, LLC and Bloom Energy Corporation; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [52886, 53310], "answer": "The term of this Agreement (the \"Term\") (a) shall commence on the first day of the Warranty Period for the first Bloom System to achieve Commencement of Operation and (b) shall, unless terminated earlier under Section 4.1 of this Agreement or unless extended by mutual agreement of the Parties, terminate on the date that is the last day of the Warranty Period for the last Bloom System to achieve Commencement of Operation.", "file_path": "cuad/BloomEnergyCorp_20180321_DRSA (on S-1)_EX-10_11240356_EX-10_Maintenance Agreement.txt"}]
Question: Consider the Construction and Maintenance Agreement for TAT-14 Cable Network between Deutsche Telekom AG and Multiple Telecommunications Companies; Does this contract include any revenue or profit-sharing arrangements?
Relevant contract clauses:
[{"span": [41080, 41197], "answer": "The revenue from          such  occasional use shall be shared by the Parties in accordance  with          Schedule B", "file_path": "cuad/STARTECGLOBALCOMMUNICATIONSCORP_11_16_1998-EX-10.30-CONSTRUCTION AND MAINTENANCE AGREEMENT.txt"}]
Question: Consider the Collaboration Agreement between F. Hoffmann-La Roche Ltd, Hoffmann-La Roche Inc., and Foundation Medicine, Inc. for Genomic Testing Platforms; Does this contract include an exclusivity agreement?
Relevant contract clauses:
[{"span": [41397, 42228], "answer": "FMI hereby grants to Roche (i) an exclusive, royalty-free, sublicensable, worldwide and perpetual license to any intellectual property rights arising from the ctDNA Development Platform Program that are necessary for Roche to develop, make, have made, use, offer for sale, sell, import and commercialize Roche products other than diagnostic products (including the use, formulation, methods of treatment, clinical data or other data, information or results relating to the Roche therapeutic product) solely for use in connection with such activities and such Roche products and (ii) a non-exclusive, royalty-free, worldwide and perpetual license, with the right to grant sublicenses solely to Roche Affiliates, to any intellectual property rights arising from the ctDNA Development Platform Program, for internal research purposes.", "file_path": "cuad/FOUNDATIONMEDICINE,INC_02_02_2015-EX-10.2-Collaboration Agreement.txt"}, {"span": [59991, 60564], "answer": "Except for Excepted Activities, for the lesser of (i) […***…] after the Effective Date or (ii) […***…] (the \"Immunotherapy Exclusivity Period\"), FMI will work exclusively with Roche with respect to […***…]. Except with regard to Excepted Activities, FMI will not (i) work directly or indirectly with any Third Party in the field of […***…], (ii) use for the benefit of any Third Party the […***…] or (iii) transfer to or otherwise enable any Third Party to make use of any data, technology or results from the Immunotherapy Testing Platform Development Program for […***…].", "file_path": "cuad/FOUNDATIONMEDICINE,INC_02_02_2015-EX-10.2-Collaboration Agreement.txt"}, {"span": [60566, 60810], "answer": "Following the Immunotherapy Exclusivity Period, FMI shall have the right to work with Third Parties in the field of cancer immunotherapy, and to otherwise commercialize the Immuno-Biomarker Discovery Platform, subject to the Related Agreements.", "file_path": "cuad/FOUNDATIONMEDICINE,INC_02_02_2015-EX-10.2-Collaboration Agreement.txt"}]
Question: Consider the Outsourcing Agreement for Electronic Data Processing Services between Virtual Item Processing Systems, Inc. and Brokers National Life Assurance Company; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [28301, 28433], "answer": "The initial term (\"Initial Term\") of this Agreement shall be for one year commencing on the 1st day of May, 2006 (\"Effective Date\").", "file_path": "cuad/BNLFINANCIALCORP_03_30_2007-EX-10.8-OUTSOURCING AGREEMENT.txt"}]
Question: Consider the Distributorship Agreement between STAAR Surgical AG and Distributor; Is there uncapped liability under this contract?
Relevant contract clauses:
[{"span": [30981, 31519], "answer": "EXCEPT FOR EACH PARTY'S CONFIDENTIALITY OBLIGATIONS SET FORTH IN SECTION 12 AND INDEMNIFICATION OBLIGATIONS SET FORTH IN THIS SECTION 13, WITHOUT LIMITING ANY RIGHT DISTRIBUTOR MAY HAVE UNDER LOCAL STATUTES THAT CANNOT BE EXCLUDED, RESTRICTED OR MODIFIED, NEITHER PARTY SHALL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE OR SPECIAL DAMAGES, OR FOR DAMAGES DUE TO LOSS OF PROFITS, LOSS OF BUSINESS, LOSS OF USE OR DATA, OR INTERRUPTION OF BUSINESS, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.", "file_path": "cuad/StaarSurgicalCompany_20180801_10-Q_EX-10.37_11289449_EX-10.37_Distributor Agreement.txt"}]
Question: Consider the Co-Branding Agreement between Dassault Systemes and PlanetCAD Inc.; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [36138, 36297], "answer": "This Agreement shall be effective as of the Effective Date and shall continue in force for three years from the Launch Date (the \"Initial Term\") unless earlier", "file_path": "cuad/RandWorldwideInc_20010402_8-KA_EX-10.2_2102464_EX-10.2_Co-Branding Agreement.txt"}]
Question: Consider the Construction and Maintenance Agreement for TAT-14 Cable Network between Deutsche Telekom AG and Multiple Telecommunications Companies; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [99513, 99694], "answer": "No Party may assign,  sell, transfer or dispose of part or parts of its          rights or obligations under this Agreement except as otherwise provided          for in Paragraph 9.", "file_path": "cuad/STARTECGLOBALCOMMUNICATIONSCORP_11_16_1998-EX-10.30-CONSTRUCTION AND MAINTENANCE AGREEMENT.txt"}, {"span": [100163, 100625], "answer": "The Managing Group          may  decide  that the  assigning  Party  will not  remain  jointly  and          severally  liable  with  the  assignee  for  the  performance  of  this          Agreement for the duration of the Agreement provided that the assigning          Party will give  notice to the other  Parties in a timely  manner,  and          provided  that  the  assignee  agrees  in  writing  to be  bound by the          provisions of this Agreement.", "file_path": "cuad/STARTECGLOBALCOMMUNICATIONSCORP_11_16_1998-EX-10.30-CONSTRUCTION AND MAINTENANCE AGREEMENT.txt"}, {"span": [100636, 100869], "answer": "Except in accordance  with  Subparagraph  30.2, no Party may assign the          whole of its rights under this Agreement without the written consent of          all the other Parties, such consent shall not be unreasonably withheld.", "file_path": "cuad/STARTECGLOBALCOMMUNICATIONSCORP_11_16_1998-EX-10.30-CONSTRUCTION AND MAINTENANCE AGREEMENT.txt"}]
Question: Consider the Network Build and Maintenance Agreement between Commnet Wireless, LLC and AT&T Mobility LLC; Are there any third-party beneficiaries designated in this contract?
Relevant contract clauses:
[{"span": [149658, 149842], "answer": "All AT&T Affiliates receiving Material or Services under this Agreement and the federal government of the United States shall be express third party beneficiaries under this Agreement.", "file_path": "cuad/AtnInternationalInc_20191108_10-Q_EX-10.1_11878541_EX-10.1_Maintenance Agreement.txt"}]
Question: Consider the Distributor Agreement between VendingData Corporation and Technical Casino Supplies Ltd for Casino Products; Is there a most favored nation clause in this contract?
Relevant contract clauses:
[{"span": [18218, 18453], "answer": "In the event that Vendor is forced to allocate the distribution of the Products due to limited supply, Distributor shall be treated no less favorably than any other distributor and shall receive its pro rata allocation of the Products.", "file_path": "cuad/ENTERTAINMENTGAMINGASIAINC_02_15_2005-EX-10.5-DISTRIBUTOR AGREEMENT.txt"}]
Question: Consider the Collaboration Agreement between F. Hoffmann-La Roche Ltd, Hoffmann-La Roche Inc., and Foundation Medicine, Inc. for Genomic Testing Platforms; Is there a most favored nation clause in this contract?
Relevant contract clauses:
[{"span": [77133, 77899], "answer": "FMI agrees that the pricing terms for Products and Services provided by FMI to Roche herein, and services provided under the Molecular Information Platform Program, are, and will be, at least as favorable as the pricing terms granted by FMI to any existing customer or collaborator for such (or substantially similar) products or services. If FMI enters into any subsequent agreement with another customer or collaborator which provides for pricing terms for substantially the same product or services at substantially the same (or a lesser) scale, which pricing terms are more favorable than those contained herein, then FMI shall notify Roche and Roche will have the right to modify this agreement to provide Roche with those more favorable pricing terms. […***…].", "file_path": "cuad/FOUNDATIONMEDICINE,INC_02_02_2015-EX-10.2-Collaboration Agreement.txt"}]
Question: Consider the Outsourcing Agreement between Twin Cities Power Holdings, LLC and Redwater LLC for Administration of Renewable Notes; Are there any third-party beneficiaries designated in this contract?
Relevant contract clauses:
[{"span": [54586, 54815], "answer": "Any  successor of any party or of any such controlling person, or any legal representative of such controlling person, as the case may be, shall be  entitled to the benefit of the respective indemnity and contribution agreements.", "file_path": "cuad/ASPIRITYHOLDINGSLLC_05_07_2012-EX-10.6-OUTSOURCING AGREEMENT.txt"}]
Question: Consider the Distributorship Agreement between STAAR Surgical AG and Distributor; Are there any services to be provided after the termination of this contract?
Relevant contract clauses:
[{"span": [32960, 33914], "answer": "Upon any termination or expiration of this Agreement: (a) All sums due to either party from the other shall be promptly paid; (b) Distributor orders received and accepted by STAAR prior to the effective date of the termination of this Agreement shall be fulfilled in accordance with their terms; (c) All property belonging to one party but in the custody of the other shall be returned; (d) STAAR shall have the option to repurchase any or all current and resalable Products in Distributor's inventory at eighty percent (80%) of Distributor's original net purchase price (reflecting a twenty percent (20%) restocking and administrative fee); (e) Distributor shall cease all display, advertising and use of STAAR trade names, trademarks (including the Trademarks), logos and designations, except uses on the Products which remain in Distributor's possession, and shall transfer all registrations and sponsorships for the Products to STAAR or its designee;", "file_path": "cuad/StaarSurgicalCompany_20180801_10-Q_EX-10.37_11289449_EX-10.37_Distributor Agreement.txt"}]
Question: Consider the Co-Branding Agreement between NETTAXI Online Communities, Inc. and Solutions Media, Inc. (SpinRecords.com); Is there a cap on liability under this contract?
Relevant contract clauses:
[{"span": [15913, 16273], "answer": "EXCEPT AS SET FORTH IN SECTION 6 AND 7.1,              ------------------------ UNDER  NO  CIRCUMSTANCES  WILL  EITHER  PARTY  BE  LIABLE TO THE OTHER UNDER ANY CONTRACT,  STRICT  LIABILITY, NEGLIGENCE OR OTHER LEGAL OR EQUITABLE THEORY, FOR ANY  INCIDENTAL  OR CONSEQUENTIAL DAMAGES OR LOST PROFITS IN CONNECTION WITH THE SUBJECT  MATTER  OF  THIS  AGREEMENT.", "file_path": "cuad/RaeSystemsInc_20001114_10-Q_EX-10.57_2631790_EX-10.57_Co-Branding Agreement.txt"}]
Question: Consider the Network Build and Maintenance Agreement between Commnet Wireless, LLC and AT&T Mobility LLC; Is there a cap on liability under this contract?
Relevant contract clauses:
[{"span": [33767, 34472], "answer": "AT&T may elect to, after consultation with Vendor and good faith discussion to negotiate another resolution:\n\n(i) terminate its obligations solely with respect to each Cell Site affected by or related to such Permitting Delay under this Agreement and exercise any of the Termination Remedies set forth in the Build Addendum, without liability to Vendor; provided that AT&T shall pay to Vendor, an amount equal to the demonstrated costs incurred by Vendor for any Work completed (in accordance with applicable Specifications and requirements) to the extent such Work is transferred to AT&T as of the effective time of termination of the applicable terminated Cell Site, which amount shall not exceed $[***]", "file_path": "cuad/AtnInternationalInc_20191108_10-Q_EX-10.1_11878541_EX-10.1_Maintenance Agreement.txt"}, {"span": [79352, 79611], "answer": "Insofar as Vendor's obligations under Subsection (b)(i) result from, arise out of, or relate to a Covered Claim that is a Combination Claim, Vendor shall be liable to pay only its Proportionate Share of the Covered Loss associated with such Combination Claim.", "file_path": "cuad/AtnInternationalInc_20191108_10-Q_EX-10.1_11878541_EX-10.1_Maintenance Agreement.txt"}, {"span": [103407, 104152], "answer": "Notwithstanding anything contained in this Agreement to the contrary, neither Party shall be liable to the other Party for any special, consequential, incidental or punitive damages, however caused, based on any theory of liability except to the extent such damages are payable by such Party (a) pursuant to its indemnification obligations under Section 3.15 and infringement indemnification obligations under Section 3.17, (b) arising out of or resulting from such Party's breach of its confidentiality obligations set forth in this Agreement (including Section 3.16, Section 3.48, Section 4.2 and Exhibit A attached hereto) or (c) in connection with a Third Party Loss arising out of or resulting from such Party's violation of applicable Law.", "file_path": "cuad/AtnInternationalInc_20191108_10-Q_EX-10.1_11878541_EX-10.1_Maintenance Agreement.txt"}]
Question: Consider the Construction and Maintenance Agreement for TAT-14 Cable Network between Deutsche Telekom AG and Multiple Telecommunications Companies; What happens in the event of a change of control of one of the parties in this contract?
Relevant contract clauses:
[{"span": [99705, 100161], "answer": "A Party may assign the whole of its rights  under this  Agreement  to a          successor  by  law,  Subsidiary  or  Affiliate  of  such  Party,  or  a          corporation or an entity  jointly  controlling or under the same common          control as such Party,  provided that the assigning  Party shall remain          jointly and severally  liable with the assignee for the  performance of          this  Agreement for the duration of the  Agreement.", "file_path": "cuad/STARTECGLOBALCOMMUNICATIONSCORP_11_16_1998-EX-10.30-CONSTRUCTION AND MAINTENANCE AGREEMENT.txt"}]
Question: Consider the Distributor Agreement between VendingData Corporation and Technical Casino Supplies Ltd for Casino Products; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [42517, 42611], "answer": "This Agreement shall be governed by, construed in accordance with the laws of Ontario, Canada.", "file_path": "cuad/ENTERTAINMENTGAMINGASIAINC_02_15_2005-EX-10.5-DISTRIBUTOR AGREEMENT.txt"}]
Question: Consider the Co-Branding Agreement between NETTAXI Online Communities, Inc. and Solutions Media, Inc. (SpinRecords.com); Is there uncapped liability under this contract?
Relevant contract clauses:
[{"span": [15913, 16273], "answer": "EXCEPT AS SET FORTH IN SECTION 6 AND 7.1,              ------------------------ UNDER  NO  CIRCUMSTANCES  WILL  EITHER  PARTY  BE  LIABLE TO THE OTHER UNDER ANY CONTRACT,  STRICT  LIABILITY, NEGLIGENCE OR OTHER LEGAL OR EQUITABLE THEORY, FOR ANY  INCIDENTAL  OR CONSEQUENTIAL DAMAGES OR LOST PROFITS IN CONNECTION WITH THE SUBJECT  MATTER  OF  THIS  AGREEMENT.", "file_path": "cuad/RaeSystemsInc_20001114_10-Q_EX-10.57_2631790_EX-10.57_Co-Branding Agreement.txt"}]
Question: Consider the Outsourcing Agreement between Twin Cities Power Holdings, LLC and Redwater LLC for Administration of Renewable Notes; What are the insurance requirements under this contract?
Relevant contract clauses:
[{"span": [42696, 43383], "answer": "The Contractor maintains insurance, which is in full force and effect, with insurers of recognized financial responsibility of  the types and in the amounts generally deemed adequate for its business and, to the best of the Contractor's knowledge, in line with  the insurance maintained by similar companies and businesses; and the Contractor has no reason to believe that it will not be able to  renew its existing insurance coverage as and when such coverage expires or obtain similar coverage from similar insurers as may be  necessary to continue its business at a cost that would not materially and adversely affect the financial condition or business  operations of the Contractor.", "file_path": "cuad/ASPIRITYHOLDINGSLLC_05_07_2012-EX-10.6-OUTSOURCING AGREEMENT.txt"}, {"span": [45463, 45782], "answer": "Such reasonable additional action includes, but is not limited to, cooperating with Company in verification  of Contractor's compliance, such as by providing copies of certificates of insurance and of other books and records of Contractor, and  by permitting inspection of the premises, books and records of Contractor.", "file_path": "cuad/ASPIRITYHOLDINGSLLC_05_07_2012-EX-10.6-OUTSOURCING AGREEMENT.txt"}]
Question: Consider the Collaboration Agreement between F. Hoffmann-La Roche Ltd, Hoffmann-La Roche Inc., and Foundation Medicine, Inc. for Genomic Testing Platforms; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [158652, 158932], "answer": "This Agreement shall be governed by and construed in accordance with the laws of New York, US, without reference to its conflict of laws principles, and shall not be governed by the United Nations Convention of International Contracts on the Sale of Goods (the Vienna Convention).", "file_path": "cuad/FOUNDATIONMEDICINE,INC_02_02_2015-EX-10.2-Collaboration Agreement.txt"}]
Question: Consider the Distributorship Agreement between STAAR Surgical AG and Distributor; Are the licenses granted under this contract non-transferable?
Relevant contract clauses:
[{"span": [3072, 3531], "answer": "During the term of this Agreement, and subject to the terms and conditions hereof, STAAR hereby grants to Distributor, and Distributor hereby accepts, the limited, nontransferable, nonexclusive right and license to use the trade name, trademarks, and logos of STAAR (collectively, \"Trademarks\"), without the right to grant sublicenses, solely in connection with the marketing, distribution and sale of the Products in the Territory pursuant to this Agreement.", "file_path": "cuad/StaarSurgicalCompany_20180801_10-Q_EX-10.37_11289449_EX-10.37_Distributor Agreement.txt"}, {"span": [27742, 27867], "answer": ". Distributor shall not grant this privilege to any third party or to any affiliates without Company's prior written consent.", "file_path": "cuad/StaarSurgicalCompany_20180801_10-Q_EX-10.37_11289449_EX-10.37_Distributor Agreement.txt"}]
Question: Consider the Network Build and Maintenance Agreement between Commnet Wireless, LLC and AT&T Mobility LLC; Is there uncapped liability under this contract?
Relevant contract clauses:
[{"span": [91045, 91499], "answer": "NOTWITHSTANDING ANY OTHER PROVISION IN THIS AGREEMENT TO THE CONTRARY (AND WHETHER OR NOT SUCH A PROVISION CONTAINS LANGUAGE TO THE EFFECT THAT THE PROVISION TAKES PRECEDENCE OVER OTHER PROVISIONS CONTRARY TO IT), WHETHER EXPRESS OR IMPLIED, NONE OF THE LIMITATIONS OF LIABILITY (INCLUDING ANY LIMITATIONS REGARDING TYPES OF OR AMOUNTS OF DAMAGES OR LIABILITIES) CONTAINED ANYWHERE IN THIS AGREEMENT WILL APPLY TO VENDOR'S OBLIGATIONS UNDER THIS SECTION.", "file_path": "cuad/AtnInternationalInc_20191108_10-Q_EX-10.1_11878541_EX-10.1_Maintenance Agreement.txt"}, {"span": [103407, 104152], "answer": "Notwithstanding anything contained in this Agreement to the contrary, neither Party shall be liable to the other Party for any special, consequential, incidental or punitive damages, however caused, based on any theory of liability except to the extent such damages are payable by such Party (a) pursuant to its indemnification obligations under Section 3.15 and infringement indemnification obligations under Section 3.17, (b) arising out of or resulting from such Party's breach of its confidentiality obligations set forth in this Agreement (including Section 3.16, Section 3.48, Section 4.2 and Exhibit A attached hereto) or (c) in connection with a Third Party Loss arising out of or resulting from such Party's violation of applicable Law.", "file_path": "cuad/AtnInternationalInc_20191108_10-Q_EX-10.1_11878541_EX-10.1_Maintenance Agreement.txt"}]
Question: Consider the Construction and Maintenance Agreement for TAT-14 Cable Network between Deutsche Telekom AG and Multiple Telecommunications Companies; Can this contract be terminated for convenience, and under what conditions?
Relevant contract clauses:
[{"span": [91010, 91261], "answer": "However, any Party          may terminate  its  participation  in this  Agreement at the end of the          Initial Period or at any time  thereafter by giving at least one year's          prior notice,  in writing,  to the other  remaining  Parties.", "file_path": "cuad/STARTECGLOBALCOMMUNICATIONSCORP_11_16_1998-EX-10.30-CONSTRUCTION AND MAINTENANCE AGREEMENT.txt"}]
Question: Consider the Distributor Agreement between VendingData Corporation and Technical Casino Supplies Ltd for Casino Products; What is the notice period required to terminate the renewal?
Relevant contract clauses:
[{"span": [1762, 1949], "answer": "By either Vendor or Distributor, upon written notice of termination of this Agreement no later than ninety (90) calendar days prior to the expiration of the relevant Term, then in effect;", "file_path": "cuad/ENTERTAINMENTGAMINGASIAINC_02_15_2005-EX-10.5-DISTRIBUTOR AGREEMENT.txt"}]
Question: Consider the Collaboration Agreement between F. Hoffmann-La Roche Ltd, Hoffmann-La Roche Inc., and Foundation Medicine, Inc. for Genomic Testing Platforms; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [10673, 10925], "answer": "The term \"Agreement Term\" shall mean the period of time commencing on the Effective Date and, unless this Agreement is terminated sooner as provided in Article 17, expiring on the date when all work has been completed or terminated under all R&D Plans.", "file_path": "cuad/FOUNDATIONMEDICINE,INC_02_02_2015-EX-10.2-Collaboration Agreement.txt"}, {"span": [52827, 52987], "answer": "The term for Sample Profiling set forth in Section 3.1.4 shall commence on the Effective Date and continue for five (5) years thereafter (the \"Profiling Term\").", "file_path": "cuad/FOUNDATIONMEDICINE,INC_02_02_2015-EX-10.2-Collaboration Agreement.txt"}, {"span": [53257, 53419], "answer": "The term for Database Insights under Section 3.1.8 shall commence on the Effective Date and continue for five (5) years thereafter (the \"Database Insights Term\").", "file_path": "cuad/FOUNDATIONMEDICINE,INC_02_02_2015-EX-10.2-Collaboration Agreement.txt"}, {"span": [59133, 59263], "answer": "The initial term of the Immunotherapy Testing Platform Development Program will be five (5) years beginning on the Effective Date.", "file_path": "cuad/FOUNDATIONMEDICINE,INC_02_02_2015-EX-10.2-Collaboration Agreement.txt"}, {"span": [64836, 64922], "answer": "The initial term of the ctDNA Platform Development Program will be twelve (12) months.", "file_path": "cuad/FOUNDATIONMEDICINE,INC_02_02_2015-EX-10.2-Collaboration Agreement.txt"}, {"span": [70747, 70811], "answer": "The term of the CDx Development Program shall be five (5) years.", "file_path": "cuad/FOUNDATIONMEDICINE,INC_02_02_2015-EX-10.2-Collaboration Agreement.txt"}, {"span": [142877, 142967], "answer": "This Agreement shall commence upon the Effective Date and continue for the Agreement Term.", "file_path": "cuad/FOUNDATIONMEDICINE,INC_02_02_2015-EX-10.2-Collaboration Agreement.txt"}]
Question: Consider the Outsourcing Agreement between Twin Cities Power Holdings, LLC and Redwater LLC for Administration of Renewable Notes; What are the audit rights under this contract?
Relevant contract clauses:
[{"span": [29304, 29736], "answer": "At any time the Company and its agents and representatives may physically inspect any documents, files or  other records relating to the Renewable Note Program and discuss the same with the Contractor's officers and employees. The  Contractor shall supply copies of any such documents, files, or other records upon the request of the Company, as soon as is  reasonably and commercially practicable at the Company's cost and expense.", "file_path": "cuad/ASPIRITYHOLDINGSLLC_05_07_2012-EX-10.6-OUTSOURCING AGREEMENT.txt"}, {"span": [45463, 45782], "answer": "Such reasonable additional action includes, but is not limited to, cooperating with Company in verification  of Contractor's compliance, such as by providing copies of certificates of insurance and of other books and records of Contractor, and  by permitting inspection of the premises, books and records of Contractor.", "file_path": "cuad/ASPIRITYHOLDINGSLLC_05_07_2012-EX-10.6-OUTSOURCING AGREEMENT.txt"}]
Question: Consider the Co-Branding Agreement between NETTAXI Online Communities, Inc. and Solutions Media, Inc. (SpinRecords.com); What are the audit rights under this contract?
Relevant contract clauses:
[{"span": [40400, 40899], "answer": "Upon reasonable notice of not less than seven (7) business  days,  but in no event more than once per year (unless the immediately preceding  audit  showed a material underpayment), NETTAXI shall have the right, subject  to  suitable  confidentiality  measures,  to  cause  a certified public accountant  to  inspect those portions of the books of account and records which relate  to  the royalties owed NETTAXI, to confirm that the correct amount owing NETTAXI  under this Agreement has been paid.", "file_path": "cuad/RaeSystemsInc_20001114_10-Q_EX-10.57_2631790_EX-10.57_Co-Branding Agreement.txt"}, {"span": [41992, 42664], "answer": "Upon  reasonable  prior  notice,   NETTAXI  will  have  the  right, exercisable  not more  than  once  every  twelve  (12)  months,  to  appoint  an independent   accounting   firm  or  other  agent   reasonably   acceptable   to SpinRecords.com,  at  NETTAXI'S  expense,  to examine  such  books,  records and accounts  during  SpinRecords.com's  normal business hours to verify the amounts due by  SpinRecords.com  to  NETTAXI  herein,  subject  execution  of  NETTAXI's standard  confidentiality  agreement by the accounting firm or agent;  provided, however,  that  execution of such  agreement  will not  preclude  such firm from reporting  its  results  to  NETTAXI.", "file_path": "cuad/RaeSystemsInc_20001114_10-Q_EX-10.57_2631790_EX-10.57_Co-Branding Agreement.txt"}]
Question: Consider the Distributorship Agreement between STAAR Surgical AG and Distributor; What licenses are granted under this contract?
Relevant contract clauses:
[{"span": [3072, 3531], "answer": "During the term of this Agreement, and subject to the terms and conditions hereof, STAAR hereby grants to Distributor, and Distributor hereby accepts, the limited, nontransferable, nonexclusive right and license to use the trade name, trademarks, and logos of STAAR (collectively, \"Trademarks\"), without the right to grant sublicenses, solely in connection with the marketing, distribution and sale of the Products in the Territory pursuant to this Agreement.", "file_path": "cuad/StaarSurgicalCompany_20180801_10-Q_EX-10.37_11289449_EX-10.37_Distributor Agreement.txt"}]
Question: Consider the Construction and Maintenance Agreement for TAT-14 Cable Network between Deutsche Telekom AG and Multiple Telecommunications Companies; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [105958, 106138], "answer": "The  construction,  interpretation  and  performance  of this Agreement          shall be governed by the laws of Switzerland,  except for its conflicts          of law principles.", "file_path": "cuad/STARTECGLOBALCOMMUNICATIONSCORP_11_16_1998-EX-10.30-CONSTRUCTION AND MAINTENANCE AGREEMENT.txt"}]
Question: Consider the Distributor Agreement between VendingData Corporation and Technical Casino Supplies Ltd for Casino Products; What is the renewal term for this contract?
Relevant contract clauses:
[{"span": [1324, 1665], "answer": "As provided for in this Section 1, the term of this Agreement shall be for a period of five (5) years, beginning on the Effective Date (the \"Initial Term\"); provided, however, the Initial Term shall be subject to automatic successive renewal terms of three (3) years each (the \"Renewal Terms\" and together with the Initial Term, the \"Term\").", "file_path": "cuad/ENTERTAINMENTGAMINGASIAINC_02_15_2005-EX-10.5-DISTRIBUTOR AGREEMENT.txt"}]
Question: Consider the Collaboration Agreement between Theravance, Inc. and Glaxo Group Limited for Development of Long-Acting β2 Adrenoceptor Agonists; What are the insurance requirements under this contract?
Relevant contract clauses:
[{"span": [127173, 127557], "answer": "During the Term of this Agreement and for a period of one (1) year after the termination or expiration of this Agreement, GSK shall obtain and/or maintain at its sole cost and expense, product liability insurance (including any self-insured arrangements) in amounts which are reasonable and customary in the U.S. pharmaceutical industry for companies of comparable size and activities", "file_path": "cuad/INNOVIVA,INC_08_07_2014-EX-10.1-COLLABORATION AGREEMENT.txt"}, {"span": [127559, 127833], "answer": "Such product liability insurance or self-insured arrangements shall insure against all liability, including without limitation personal injury, physical injury, or property damage arising out of the manufacture, sale, distribution, or marketing of the Collaboration Products", "file_path": "cuad/INNOVIVA,INC_08_07_2014-EX-10.1-COLLABORATION AGREEMENT.txt"}, {"span": [127835, 127929], "answer": "GSK shall provide written proof of the existence of such insurance to Theravance upon request.", "file_path": "cuad/INNOVIVA,INC_08_07_2014-EX-10.1-COLLABORATION AGREEMENT.txt"}]