orgrctera/legalbenchrag_cuad huggingface dataset:
Question: Consider the Wireless Content License Agreement between Twentieth Century Fox Licensing & Merchandising and Sorrent, Inc.; Is there a cap on liability under this contract?
Relevant contract clauses:
[{"span": [77228, 77492], "answer": "THE PROVISIONS OF THIS PARAGRAPH 14 SET FORTH EACH PARTY'S SOLE AND EXCLUSIVE OBLIGATIONS AND REMEDIES WITH RESPECT TO THIRD PARTY CLAIMS OF INFRINGEMENT OR MISAPPROPRIATION OF INTELLECTUAL PROPERTY RIGHTS OF ANY KIND UNLESS OTHERWISE STIPULATED BY JUDICIAL ORDER.", "file_path": "cuad/GluMobileInc_20070319_S-1A_EX-10.09_436630_EX-10.09_Content License Agreement1.txt"}, {"span": [93430, 93570], "answer": "No legal action shall be brought by Licensee under this Agreement unless commenced within 12 months from the date the cause of action arose.", "file_path": "cuad/GluMobileInc_20070319_S-1A_EX-10.09_436630_EX-10.09_Content License Agreement1.txt"}]
Question: Consider the Wireless Content License Agreement between Twentieth Century Fox Licensing & Merchandising and Sorrent, Inc.; What are the audit rights under this contract?
Relevant contract clauses:
[{"span": [41055, 41288], "answer": "On reasonable notice, each party shall have the right to examine said books and records; provided that such examination will be made no more than twice in any given twelve month period, and shall be made during normal business hours.", "file_path": "cuad/GluMobileInc_20070319_S-1A_EX-10.09_436630_EX-10.09_Content License Agreement1.txt"}]
Question: Consider the Strategic Alliance Agreement between Dialog Semiconductor (UK) Ltd and Energous Corporation; Is there a clause preventing the solicitation of employees in this contract?
Relevant contract clauses:
[{"span": [69384, 70243], "answer": "During the Term and for a [***], neither party will without the written consent of the other party (which may be granted or denied in its sole discretion) (a) directly or indirectly recruit or solicit for employment or for the provision of services any employee of the other party, (b) otherwise solicit, induce or influence any employee to leave their employment with the other party, or (c) attempt to do any of the foregoing; provided, however, that the foregoing will not apply to (y) any employee of the other party that responds to a public advertisement of employment opportunities or (z) any employee that was terminated without cause by the other party. ENERGOUS and DIALOG acknowledge and agree that the covenants in this Section 18 are reasonable and necessary to protect each of their trade secrets, Confidential Information and stable workforces.", "file_path": "cuad/ENERGOUSCORP_03_16_2017-EX-10.24-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Product Manufacturing Agreement between Dexcel Ltd. and Kitov Pharma Ltd.; Is there a cap on liability under this contract?
Relevant contract clauses:
[{"span": [22427, 22713], "answer": "Dexcel's responsibility for Product supplied by it to Kitov failing to meet the Specifications shall be limited to the replacement of the Product or the refund of the Supply Price paid by Kitov for such order, as agreed by the parties, except as otherwise provided under this Agreement.", "file_path": "cuad/KitovPharmaLtd_20190326_20-F_EX-4.15_11584449_EX-4.15_Manufacturing Agreement.txt"}, {"span": [48805, 49483], "answer": "Without prejudice to any other limitation (whether effective or not) of either Party's liability, neither Party shall be liable to the other Party (whether in contract, tort (including negligence) or for breach of statutory duty or otherwise) for any loss of profits, use, opportunity, goodwill, business or anticipated savings, for any indirect, incidental, special, indirect, punitive or consequential losses (in each case, irrespective of any negligence or other act, default or omission of a Party (or its employees or agents) and regardless of whether such loss or claim was foreseeable or not and whether the other Party has been informed of the possibility of such loss).", "file_path": "cuad/KitovPharmaLtd_20190326_20-F_EX-4.15_11584449_EX-4.15_Manufacturing Agreement.txt"}]
Question: Consider the Network Affiliate Agreement between National CineMedia, LLC and Digital Cinema Destinations Corp. for Advertising Services; Are there any exceptions to competitive restrictions in this contract?
Relevant contract clauses:
[{"span": [59151, 59782], "answer": "Nothing in this Agreement shall limit or affect (i) NCM's ability to contract or enter into any relationship with any Person  or entity for any product, service, or otherwise, whether or not similar to any products or services provided by NCM under this Agreement, or (ii)  Network Affiliate's ability to contract or enter into any relationship with any Person or entity for any product, service, or otherwise, other than the  services that will be provided exclusively by NCM as set forth in this Section 6.1 and meetings promoted and scheduled by Network Affiliate  theatre personnel as previously referenced in this Section 6.1.", "file_path": "cuad/DigitalCinemaDestinationsCorp_20111220_S-1_EX-10.10_7346719_EX-10.10_Affiliate Agreement.txt"}, {"span": [82600, 83528], "answer": "The foregoing  restrictions shall not apply (i) in the event Network Affiliate or its affiliate acquires a competing business as an incidental part of an acquisition of  any other business that is not prohibited by the foregoing, if Network Affiliate disposes of the portion of such business that is a competing  business as soon as commercially reasonable, (ii) to any direct or indirect ownership or other equity investments by Network Affiliate or its  affiliates in such other competing business that represents in the aggregate less than 10% of the voting power of all outstanding equity of such  business, or (iii) in the event Network Affiliate enters into any agreement for the acquisition or installation of equipment or the provision of  services on customary terms that does not violate the exclusivity of NCM hereunder with any entity that has other businesses and provides other  services that may compete with NCM.", "file_path": "cuad/DigitalCinemaDestinationsCorp_20111220_S-1_EX-10.10_7346719_EX-10.10_Affiliate Agreement.txt"}]
Question: Consider the Manufacturing Outsourcing Agreement between Nice Systems Ltd. and Flextronics Israel Ltd.; What are the audit rights under this contract?
Relevant contract clauses:
[{"span": [96351, 96683], "answer": "NICE shall have the rights to conduct audits of the           Manufacturing Outsourcing Services and related facilities, systems,           and records as set forth in this Section 10 for the purpose of           auditing Contractor's compliance with the provisions of this           Agreement, all subject to the limitations below.", "file_path": "cuad/NICELTD_06_26_2003-EX-4.5-OUTSOURCING AGREEMENT.txt"}, {"span": [98049, 98349], "answer": "NICE agrees to           conduct the audits in a reasonable manner so as not to cause undue           disruption to Contractor's provision of the Manufacturing Outsourcing           Services and such audits shall be conducted during business hours, and           shall be coordinated with Contractor.", "file_path": "cuad/NICELTD_06_26_2003-EX-4.5-OUTSOURCING AGREEMENT.txt"}, {"span": [100051, 100915], "answer": "As part of the Manufacturing           Outsourcing Services, Contractor shall (1) retain records and           supporting documentation detailed in Section 10.2 above if and to the           extent such record retention is required by tax or similar           authorities, and/or exists in the ERP system, and/or is common           practice in the industry, including but not limited to - production           files for the following periods: 7 years for records required by tax           or similar authorities and ERP data, 3 years for production files,           otherwise as required by law or as is the common practice, and (2)           upon notice of no less than five (5) Days from NICE, provide NICE and           its designees with reasonable access to such records and documentation           for the purpose of conducting NICE' business and reporting.", "file_path": "cuad/NICELTD_06_26_2003-EX-4.5-OUTSOURCING AGREEMENT.txt"}]
Question: Consider the Strategic Alliance Agreement between Dialog Semiconductor (UK) Ltd and Energous Corporation; Is there a clause preventing the solicitation of customers in this contract?
Relevant contract clauses:
[{"span": [18442, 18610], "answer": "For clarity, ENERGOUS shall not intentionally supply Products, Product Die or comparable products or product die to customers directly or through distribution channels.", "file_path": "cuad/ENERGOUSCORP_03_16_2017-EX-10.24-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Manufacturing Outsourcing Agreement between Nice Systems Ltd. and Flextronics Israel Ltd.; Are any of the licenses granted under this contract irrevocable or perpetual?
Relevant contract clauses:
[{"span": [109833, 110308], "answer": "Notwithstanding the aforesaid, it is agreed that any           manufacturing methods applied by Contractor, which are Contractor's           Proprietary Information, may be used by NICE itself (including its           Affiliates) (but may not be transferred/disclosed to any third party)           and by signing this Agreement Contractor hereby grants NICE a           personal, non exclusive, non transferable, perpetual license to use           such manufacturing methods.", "file_path": "cuad/NICELTD_06_26_2003-EX-4.5-OUTSOURCING AGREEMENT.txt"}]
Question: Consider the Network Affiliate Agreement between National CineMedia, LLC and Digital Cinema Destinations Corp. for Advertising Services; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [65214, 65562], "answer": "Unless earlier terminated as provided below, the term of this Agreement shall begin on the Effective Date and shall  continue for a period of five (5) years from the Effective Date (the \"Initial Term\") after which this Agreement may be extended on mutual agreement  of the parties (a \"Renewal Term,\" and together with the Initial Term, the \"Term\").", "file_path": "cuad/DigitalCinemaDestinationsCorp_20111220_S-1_EX-10.10_7346719_EX-10.10_Affiliate Agreement.txt"}]
Question: Consider the Product Manufacturing Agreement between Dexcel Ltd. and Kitov Pharma Ltd.; Is there uncapped liability under this contract?
Relevant contract clauses:
[{"span": [49484, 49676], "answer": "Nothing in this Section ​8.7 shall operate to limit or exclude any liability under Section ​8.5 with respect to a Claim, or for fraud, or for breach by a Party of the provisions of Article ​7.", "file_path": "cuad/KitovPharmaLtd_20190326_20-F_EX-4.15_11584449_EX-4.15_Manufacturing Agreement.txt"}]
Question: Consider the Wireless Content License Agreement between Twentieth Century Fox Licensing & Merchandising and Sorrent, Inc.; Are there any services to be provided after the termination of this contract?
Relevant contract clauses:
[{"span": [40855, 41054], "answer": "Each party shall keep accurate and complete books and records as they relate hereto for the greater of three years from the Effective Date or two years from the termination or expiration of the Term.", "file_path": "cuad/GluMobileInc_20070319_S-1A_EX-10.09_436630_EX-10.09_Content License Agreement1.txt"}, {"span": [82765, 83230], "answer": "Notwithstanding Paragraph 15(b), in the event of termination of this Agreement, Licensee shall have a period of ***** from the date of such termination (unless such termination occurs less than ***** prior to the expiration of this Agreement in which case the time period shall be shortened accordingly so as not to exceed the date of expiration) in which to sell-off existing inventory of Wireless Products already in the Distribution Channels (\"Sell Off Period\").", "file_path": "cuad/GluMobileInc_20070319_S-1A_EX-10.09_436630_EX-10.09_Content License Agreement1.txt"}, {"span": [83427, 83822], "answer": "Upon the expiration of the Sell Off Period, Licensee agrees to destroy all such remaining inventory and confirm same in writing to Fox (and require that any Licensed CSP do the same). Any revenues, credits or other consideration received by Licensee for the Wireless Products during the Sell Off Period will be subject to Licensee's obligation to pay Fox Royalties pursuant to Paragraph 7 above.", "file_path": "cuad/GluMobileInc_20070319_S-1A_EX-10.09_436630_EX-10.09_Content License Agreement1.txt"}, {"span": [83869, 84204], "answer": "In the event of termination or expiration of this Agreement or Licensee's loss of exclusive rights under this Agreement, Fox shall be free to create and exploit, or have a third party create or exploit, wireless products which may be similar to those developed and distributed by Licensee pursuant to this Agreement for the Properties.", "file_path": "cuad/GluMobileInc_20070319_S-1A_EX-10.09_436630_EX-10.09_Content License Agreement1.txt"}]
Question: Consider the Network Affiliate Agreement between National CineMedia, LLC and Digital Cinema Destinations Corp. for Advertising Services; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [97786, 98165], "answer": "This Agreement shall be binding on the Parties as of the date hereof and is to be construed in accordance  with and governed by the internal laws of the State of Delaware without giving effect to any choice of law rule that would cause the application of  the laws of any jurisdiction other than the internal laws of the State of Delaware to the rights and duties of the Parties.", "file_path": "cuad/DigitalCinemaDestinationsCorp_20111220_S-1_EX-10.10_7346719_EX-10.10_Affiliate Agreement.txt"}]
Question: Consider the Product Manufacturing Agreement between Dexcel Ltd. and Kitov Pharma Ltd.; What are the audit rights under this contract?
Relevant contract clauses:
[{"span": [24160, 24449], "answer": "Kitov shall have the right (at reasonable intervals, with reasonable prior written notice and during normal business hours, and not more often than annually) to inspect Dexcel's manufacturing facilities used in the manufacture, storage, testing, and/or release for shipment of the Product.", "file_path": "cuad/KitovPharmaLtd_20190326_20-F_EX-4.15_11584449_EX-4.15_Manufacturing Agreement.txt"}]
Question: Consider the Manufacturing Outsourcing Agreement between Nice Systems Ltd. and Flextronics Israel Ltd.; Does this contract include any revenue or profit-sharing arrangements?
Relevant contract clauses:
[{"span": [38977, 39404], "answer": "Furthermore, without derogating from NICE'                undertakings hereunder, Contractor will use its international                supply chain in order to assist NICE in selling its dead                inventory, which is not included in APPENDIX F, and the proceeds                from such sales will be shared as follows: 10% Contractor, 90%                NICE. Contractor will report to NICE regularly, on such sales.", "file_path": "cuad/NICELTD_06_26_2003-EX-4.5-OUTSOURCING AGREEMENT.txt"}]
Question: Consider the Strategic Alliance Agreement between Dialog Semiconductor (UK) Ltd and Energous Corporation; Does this contract include an exclusivity agreement?
Relevant contract clauses:
[{"span": [17307, 17634], "answer": "Subject to paragraph (b) of this Section 2.5, ENERGOUS will not, and will not enable any Semiconductor Supplier, to manufacture, have manufactured, offer for sale, sell, import or export the Products or Product Die in commercial volumes, except a Semiconductor Supplier to the Key Customer for use in the Excluded Applications.", "file_path": "cuad/ENERGOUSCORP_03_16_2017-EX-10.24-STRATEGIC ALLIANCE AGREEMENT.txt"}, {"span": [29513, 29885], "answer": "If DIALOG decides to discontinue Sales of any Product, it will notify ENERGOUS at least [***] prior to such discontinuance, and following such notification, the exclusivity rights, if any, associated with that Product will cease; provided, however, this provision will not apply in the event that DIALOG continues Sales of Product Updates, repackaged Product Dies or MCMs.", "file_path": "cuad/ENERGOUSCORP_03_16_2017-EX-10.24-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Strategic Alliance Agreement between Dialog Semiconductor (UK) Ltd and Energous Corporation; Is there a non-compete clause in this contract?
Relevant contract clauses:
[{"span": [32022, 32540], "answer": "Until expiration or earlier termination of the Agreement, DIALOG agrees that it and its Affiliates will not, without ENERGOUS' written approval, intentionally sell, distribute or work with any third party to develop products incorporating any Uncoupled Power Transfer Technology other than Licensed Products; provided, however, that DIALOG shall not be under any such restrictions in relation to services or products it provides to the Key Customer in the event the Key Customer terminates its agreement with ENERGOUS.", "file_path": "cuad/ENERGOUSCORP_03_16_2017-EX-10.24-STRATEGIC ALLIANCE AGREEMENT.txt"}, {"span": [60794, 61198], "answer": "ENERGOUS will have the right to terminate this Agreement, upon not less than [***] prior written notice to DIALOG, in the event that, following termination by the [***] of its agreement with ENERGOUS, DIALOG participates in or indicates its intention to participate in the development, design or manufacture of products incorporating Uncoupled Power Transfer Technology not provided by ENERGOUS to [***].", "file_path": "cuad/ENERGOUSCORP_03_16_2017-EX-10.24-STRATEGIC ALLIANCE AGREEMENT.txt"}, {"span": [62175, 62766], "answer": "DIALOG will have the right to terminate this Agreement immediately upon the issuance of written notice to ENERGOUS (A) if ENERGOUS undergoes a Change of Control involving a competitor of DIALOG, or (B) if ENERGOUS acquires, whether directly through a sale of assets or through a Change of Control transaction, any competitor of DIALOG (as reasonably determined by DIALOG). ENERGOUS will provide DIALOG with notice of any such Change of Control or acquisition within [***] after the closing thereof and DIALOG's right to terminate the Agreement will expire [***] after receipt of such notice.", "file_path": "cuad/ENERGOUSCORP_03_16_2017-EX-10.24-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Manufacturing Outsourcing Agreement between Nice Systems Ltd. and Flextronics Israel Ltd.; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [135164, 135836], "answer": "Neither party shall in any way sell, transfer, assign,           sub-contract or otherwise dispose of any of the rights, privileges,           duties and obligations granted or imposed upon it under this           Agreement. However, NICE may, at its discretion, transfer and/or           assign any of its rights, privileges, duties and obligations granted           or imposed upon it under this Agreement to any NICE Affiliate,           provided that NICE remains responsible towards Contractor, jointly and           severally with the Affiliate, for all of its obligations hereunder so           assigned, and provided further that the assignee signs this Agreement.", "file_path": "cuad/NICELTD_06_26_2003-EX-4.5-OUTSOURCING AGREEMENT.txt"}]
Question: Consider the Wireless Content License Agreement between Twentieth Century Fox Licensing & Merchandising and Sorrent, Inc.; Does this contract include any volume restrictions?
Relevant contract clauses:
[{"span": [102627, 102895], "answer": "Up to:\n\n1 Java Game (2-D or 3-D to be mutually agreed provided that if the parties are unable to reach an agreement, Licensee's decision will prevail)\n\n1 Java Application ('Screensaver') where feasible\n\n5 MMS\n\n10 Wallpapers\n\n5 Voicetones, if talent agreements so allow", "file_path": "cuad/GluMobileInc_20070319_S-1A_EX-10.09_436630_EX-10.09_Content License Agreement1.txt"}]
Question: Consider the Strategic Alliance Agreement between Dialog Semiconductor (UK) Ltd and Energous Corporation; Are there any exceptions to competitive restrictions in this contract?
Relevant contract clauses:
[{"span": [17765, 18440], "answer": "However, ENERGOUS is allowed to engage with a Semiconductor Supplier to supply comparable products or product die to a customer if either (i) the customer which has not been engaged with DIALOG with respect to such product or product die notifies ENERGOUS or DIALOG in writing by an authorized officer of the customer that it does not want to use DIALOG or a DIALOG Affiliate as a supplier of such product or product die; or (ii) if DIALOG has been engaged with the customer, the customer notifies ENERGOUS or DIALOG in writing prior to commencement of the Design-In Phase that it does not want to use DIALOG or a DIALOG Affiliate as a supplier of such product or product die", "file_path": "cuad/ENERGOUSCORP_03_16_2017-EX-10.24-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Chase Affiliate Agreement for Credit Card Promotions; Is there a cap on liability under this contract?
Relevant contract clauses:
[{"span": [17480, 17980], "answer": "Chase shall have no liability for any indirect, incidental, special or consequential damages or any loss of revenue or profits arising under or with respect to this Agreement or the Affiliate Program, regardless of whether Chase has been advised of the possibility of such damages. Further, Chase's aggregate liability arising under or with respect to this Agreement or the Affiliate Program shall in no event exceed the total Commissions paid or payable by Chase to Affiliate under this   Agreement.", "file_path": "cuad/CreditcardscomInc_20070810_S-1_EX-10.33_362297_EX-10.33_Affiliate Agreement.txt"}]
Question: Consider the Product Manufacturing Agreement between Dexcel Ltd. and Kitov Pharma Ltd.; Are there any services to be provided after the termination of this contract?
Relevant contract clauses:
[{"span": [21397, 21632], "answer": "In the event of Product which Kitov claims have Apparent Defects or Hidden Defects, Dexcel shall have up to thirty (30) Working Days after receipt of the samples to show that the Product in question meets the Specifications (\"Period\").", "file_path": "cuad/KitovPharmaLtd_20190326_20-F_EX-4.15_11584449_EX-4.15_Manufacturing Agreement.txt"}, {"span": [29746, 29881], "answer": "Kitov shall be entitled to sell or otherwise dispose of its remaining stock of the Product until the end of the inventory's shelf life.", "file_path": "cuad/KitovPharmaLtd_20190326_20-F_EX-4.15_11584449_EX-4.15_Manufacturing Agreement.txt"}]
Question: Consider the Manufacturing Outsourcing Agreement between Nice Systems Ltd. and Flextronics Israel Ltd.; Can this contract be terminated for convenience, and under what conditions?
Relevant contract clauses:
[{"span": [125692, 126180], "answer": "Notwithstanding the aforesaid in Section 16.1. and any possible           implication to the contrary herein or as a result of the course of           conduct of the parties, NICEshall be entitled, at its sole discretion,           to terminate this Agreement, in whole or in part, at any time during           the Initial Term or the Extended Term, with or without cause, upon a           prior written notice of termination to Contractor of not less than           forty-five (45) Days.", "file_path": "cuad/NICELTD_06_26_2003-EX-4.5-OUTSOURCING AGREEMENT.txt"}, {"span": [126236, 126660], "answer": "Notwithstanding the aforesaid in Section 16.1. and any possible           implication to the contrary herein or as a result of the course of           conduct of the parties, Contractor shall be entitled, at its sole           discretion, to terminate this Agreement only during the Extended Term,           with or without cause, upon a prior written notice of termination to           NICE of not less than six (6) months.", "file_path": "cuad/NICELTD_06_26_2003-EX-4.5-OUTSOURCING AGREEMENT.txt"}]
Question: Consider the Chase Affiliate Agreement for Credit Card Promotions; Are the licenses granted under this contract non-transferable?
Relevant contract clauses:
[{"span": [12455, 12862], "answer": "Chase grants Affiliate a non-exclusive, nontransferable, revocable right to (a) access the Chase site through the links solely in accordance with the terms of this Agreement and (b) solely in connection with such links, to use Chase's logos, trade names, trademarks, and similar identifying material relating to Chase (collectively, the \"Licensed Materials\"), for the sole purpose of booking Chase products.", "file_path": "cuad/CreditcardscomInc_20070810_S-1_EX-10.33_362297_EX-10.33_Affiliate Agreement.txt"}]
Question: Consider the Product Manufacturing Agreement between Dexcel Ltd. and Kitov Pharma Ltd.; What licenses are granted under this contract?
Relevant contract clauses:
[{"span": [11050, 11492], "answer": "Kitov hereby grants to Dexcel a fully paid, limited license right to use all of its Confidential Information and Intellectual Property Rights (including, inter alia, the Kitov Foreground IP, Kitov Data, Kitov's share of the Joint IP, and the Trademark (\"Kitov Product IP\")) necessary in order for Dexcel to manufacture, Label, package with the Livery, test and release the Product for shipment, exclusively for Kitov, for and during the Term.", "file_path": "cuad/KitovPharmaLtd_20190326_20-F_EX-4.15_11584449_EX-4.15_Manufacturing Agreement.txt"}, {"span": [56625, 56786], "answer": "Kitov hereby grants to Dexcel a fully paid, limited, non exclusive, license to use Kitov Data in as much as required for the provision of the Services by Dexcel.", "file_path": "cuad/KitovPharmaLtd_20190326_20-F_EX-4.15_11584449_EX-4.15_Manufacturing Agreement.txt"}]
Question: Consider the Strategic Alliance Agreement between Dialog Semiconductor (UK) Ltd and Energous Corporation; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [70311, 70457], "answer": "This Agreement will be governed by and construed in accordance with the laws of the State of California, exclusive of conflict of laws principles.", "file_path": "cuad/ENERGOUSCORP_03_16_2017-EX-10.24-STRATEGIC ALLIANCE AGREEMENT.txt"}, {"span": [80621, 80844], "answer": "This Letter of Authorization will be governed by and construed in accordance with the laws of California, excluding its conflict of laws provisions, and be subject to the non-exclusive jurisdiction of the California courts.", "file_path": "cuad/ENERGOUSCORP_03_16_2017-EX-10.24-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Manufacturing Outsourcing Agreement between Nice Systems Ltd. and Flextronics Israel Ltd.; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [144803, 144970], "answer": "This Agreement shall be governed by and           construed in accordance with the laws of the state of Israel, without           giving effect to choice of law rules.", "file_path": "cuad/NICELTD_06_26_2003-EX-4.5-OUTSOURCING AGREEMENT.txt"}]
Question: Consider the Wireless Content License Agreement between Twentieth Century Fox Licensing & Merchandising and Sorrent, Inc.; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [4814, 5471], "answer": "Licensee shall be permitted to sublicense the rights and licenses granted herein to third party contractors of Licensee, solely for purposes of development and distribution of the Wireless Products on behalf of Licensee in accordance with this Agreement; provided that such third party contractors have entered into binding written agreements with Licensee that are no less protective of Fox's intellectual property rights than are the terms and conditions of this Agreement, and provided further that Licensee will not subcontract development of any video games hereunder without Fox's prior written approval of the third party game development contractor.", "file_path": "cuad/GluMobileInc_20070319_S-1A_EX-10.09_436630_EX-10.09_Content License Agreement1.txt"}, {"span": [90793, 91150], "answer": "Licensee may not assign any of its rights and obligations under this Agreement without the prior written consent of Fox; provided that Licensee may assign all of its rights and obligations hereunder to its successor in the event of a sale of all or substantially all of its assets or voting securities, or of the business unit associated with this Agreement", "file_path": "cuad/GluMobileInc_20070319_S-1A_EX-10.09_436630_EX-10.09_Content License Agreement1.txt"}, {"span": [91259, 91363], "answer": "Any purported assignment or transfer except in accordance with the above shall be void and of no effect.", "file_path": "cuad/GluMobileInc_20070319_S-1A_EX-10.09_436630_EX-10.09_Content License Agreement1.txt"}]
Question: Consider the Strategic Alliance Agreement between Dialog Semiconductor (UK) Ltd and Energous Corporation; What is the notice period required to terminate the renewal?
Relevant contract clauses:
[{"span": [58748, 59122], "answer": "Unless earlier terminated as provided herein, this Agreement continues in effect for an initial term of seven (7) years (\"Initial Term\") and will automatically renew for one or more annual periods after the Initial Term (each a \"Renewal Term\") unless either party gives notice of non-renewal at least one hundred eighty (180) days prior to the beginning of any Renewal Term.", "file_path": "cuad/ENERGOUSCORP_03_16_2017-EX-10.24-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Chase Affiliate Agreement for Credit Card Promotions; Can this contract be terminated for convenience, and under what conditions?
Relevant contract clauses:
[{"span": [7721, 7878], "answer": "Either Affiliate or Chase may terminate this Agreement at any time, with or without cause, by giving the other party written or e-mail notice of termination.", "file_path": "cuad/CreditcardscomInc_20070810_S-1_EX-10.33_362297_EX-10.33_Affiliate Agreement.txt"}, {"span": [14054, 14103], "answer": "Chase may revoke Affiliate's license at any time.", "file_path": "cuad/CreditcardscomInc_20070810_S-1_EX-10.33_362297_EX-10.33_Affiliate Agreement.txt"}]
Question: Consider the Product Manufacturing Agreement between Dexcel Ltd. and Kitov Pharma Ltd.; Does this contract include any volume restrictions?
Relevant contract clauses:
[{"span": [13255, 13504], "answer": "Dexcel shall order the Packaging materials required for the Product Packaging (including, but not limited to, all Labeling); provided that such orders shall not exceed the forecasted demand of such materials for the next following twelve (12) months", "file_path": "cuad/KitovPharmaLtd_20190326_20-F_EX-4.15_11584449_EX-4.15_Manufacturing Agreement.txt"}]
Question: Consider the Chase Affiliate Agreement for Credit Card Promotions; What licenses are granted under this contract?
Relevant contract clauses:
[{"span": [12455, 12862], "answer": "Chase grants Affiliate a non-exclusive, nontransferable, revocable right to (a) access the Chase site through the links solely in accordance with the terms of this Agreement and (b) solely in connection with such links, to use Chase's logos, trade names, trademarks, and similar identifying material relating to Chase (collectively, the \"Licensed Materials\"), for the sole purpose of booking Chase products.", "file_path": "cuad/CreditcardscomInc_20070810_S-1_EX-10.33_362297_EX-10.33_Affiliate Agreement.txt"}]
Question: Consider the Manufacturing Outsourcing Agreement between Nice Systems Ltd. and Flextronics Israel Ltd.; What is the notice period required to terminate the renewal?
Relevant contract clauses:
[{"span": [126236, 126660], "answer": "Notwithstanding the aforesaid in Section 16.1. and any possible           implication to the contrary herein or as a result of the course of           conduct of the parties, Contractor shall be entitled, at its sole           discretion, to terminate this Agreement only during the Extended Term,           with or without cause, upon a prior written notice of termination to           NICE of not less than six (6) months.", "file_path": "cuad/NICELTD_06_26_2003-EX-4.5-OUTSOURCING AGREEMENT.txt"}]
Question: Consider the Product Manufacturing Agreement between Dexcel Ltd. and Kitov Pharma Ltd.; Does this contract provide for joint intellectual property ownership?
Relevant contract clauses:
[{"span": [56792, 57389], "answer": "Subject to the provisions of sections 8.1 and 8.2 above and without derogating therefrom, any and all rights, title and interest in any Intellectual Property Rights resulting from any development made by Dexcel which is related to the Product and embodied in the Deliverables or conceived in connection with the services provided hereunder by Dexcel to Kitov, which is only applicable for the manufacture, research, development, making of, use, sale, production, commercialisation and distribution of the Product, shall be jointly and equally (50%/50%) owned by Dexcel and Kitov (the \"Joint. IP\").", "file_path": "cuad/KitovPharmaLtd_20190326_20-F_EX-4.15_11584449_EX-4.15_Manufacturing Agreement.txt"}]
Question: Consider the Wireless Content License Agreement between Twentieth Century Fox Licensing & Merchandising and Sorrent, Inc.; What happens in the event of a change of control of one of the parties in this contract?
Relevant contract clauses:
[{"span": [78464, 78879], "answer": "If a substantial portion of the assets or controlling stock in Licensee's business is sold or transferred, or if there is a substantial change in Licensee's management, or if Licensee's property is expropriated, confiscated or nationalized by any government or if any government assumes de facto control of Licensee's business, in whole or in part, Fox may terminate this Agreement upon 30 days' notice to Licensee.", "file_path": "cuad/GluMobileInc_20070319_S-1A_EX-10.09_436630_EX-10.09_Content License Agreement1.txt"}]
Question: Consider the Strategic Alliance Agreement between Dialog Semiconductor (UK) Ltd and Energous Corporation; What is the renewal term for this contract?
Relevant contract clauses:
[{"span": [58748, 59122], "answer": "Unless earlier terminated as provided herein, this Agreement continues in effect for an initial term of seven (7) years (\"Initial Term\") and will automatically renew for one or more annual periods after the Initial Term (each a \"Renewal Term\") unless either party gives notice of non-renewal at least one hundred eighty (180) days prior to the beginning of any Renewal Term.", "file_path": "cuad/ENERGOUSCORP_03_16_2017-EX-10.24-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Manufacturing Outsourcing Agreement between Nice Systems Ltd. and Flextronics Israel Ltd.; What is the renewal term for this contract?
Relevant contract clauses:
[{"span": [125352, 125679], "answer": "The initial term of this Agreement shall           commence on the Effective Date and extend for three (3) years           thereafter (\"INITIAL TERM\"), with an automatic renewal for an           indefinite period of time (\"EXTENDED TERM\"), unless terminated by the           parties according to Sections 16.2. or 16.3. herein.", "file_path": "cuad/NICELTD_06_26_2003-EX-4.5-OUTSOURCING AGREEMENT.txt"}]
Question: Consider the Wireless Content License Agreement between Twentieth Century Fox Licensing & Merchandising and Sorrent, Inc.; Does this contract include any right of first refusal, right of first offer, or right of first negotiation?
Relevant contract clauses:
[{"span": [28976, 29561], "answer": "For the Term of this Agreement, Fox hereby grants to Licensee a right of first negotiation with respect to those theatrical motion pictures released during the Term of this Agreement (in addition to the Properties identified in Exhibit A) in which (i) Fox owns or controls licensing and merchandising rights, for which Fox determines in its sole discretion to grant to any third party any licensing rights for the development and distribution of wireless products, and (ii) which theatrical motion pictures Fox reasonably deems to be a Major Release consistent with its past practices.", "file_path": "cuad/GluMobileInc_20070319_S-1A_EX-10.09_436630_EX-10.09_Content License Agreement1.txt"}, {"span": [30128, 30487], "answer": "If the parties have not reached agreement in writing regarding the terms and conditions for the exploitation of the Opportunity within said time period, or if Licensee fails to submit a bid in a timely manner, Fox shall be free to accept any bid from any other party with respect to the Opportunity, or Fox shall be free not to exploit the Opportunity at all.", "file_path": "cuad/GluMobileInc_20070319_S-1A_EX-10.09_436630_EX-10.09_Content License Agreement1.txt"}]
Question: Consider the Strategic Alliance Agreement between Dialog Semiconductor (UK) Ltd and Energous Corporation; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [58748, 59122], "answer": "Unless earlier terminated as provided herein, this Agreement continues in effect for an initial term of seven (7) years (\"Initial Term\") and will automatically renew for one or more annual periods after the Initial Term (each a \"Renewal Term\") unless either party gives notice of non-renewal at least one hundred eighty (180) days prior to the beginning of any Renewal Term.", "file_path": "cuad/ENERGOUSCORP_03_16_2017-EX-10.24-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Product Manufacturing Agreement between Dexcel Ltd. and Kitov Pharma Ltd.; Is there a minimum commitment required under this contract?
Relevant contract clauses:
[{"span": [14475, 15027], "answer": "Kitov shall provide Dexcel with written purchase orders meeting the Minimum Order Requirements and in a form reasonably acceptable to Dexcel, and which shall specify at least the following: a description of the Product ordered, the quantity ordered, the current Supply Price, and the required delivery date thereof, such required delivery date to be not less than one hundred and twenty (120) days from the purchase order placement date (one hundred and eighty (180) days before the anticipated Supply Commencement Date and/or the launch of a new SKU).", "file_path": "cuad/KitovPharmaLtd_20190326_20-F_EX-4.15_11584449_EX-4.15_Manufacturing Agreement.txt"}, {"span": [16586, 16724], "answer": "Dexcel shall supply the Product with at least **** percent (****%) of the shelf life upon Delivery unless otherwise agreed by the Parties.", "file_path": "cuad/KitovPharmaLtd_20190326_20-F_EX-4.15_11584449_EX-4.15_Manufacturing Agreement.txt"}]
Question: Consider the Chase Affiliate Agreement for Credit Card Promotions; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [18697, 18826], "answer": "This Agreement will be governed in all respects by the laws of the State of Delaware, including its conflict with law provisions.", "file_path": "cuad/CreditcardscomInc_20070810_S-1_EX-10.33_362297_EX-10.33_Affiliate Agreement.txt"}]
Question: Consider the Non-Competition and Non-Solicitation Agreement between Quaker Chemical Corporation and Gulf Houghton Lubricants Ltd., Gulf Oil International Limited, GOCL Corporation Limited, and Gulf Oil Lubricants India, Ltd.; Does this contract include any revenue or profit-sharing arrangements?
Relevant contract clauses:
[{"span": [4744, 5000], "answer": "Pursuant to the Purchase Agreement, Gulf Houghton shall receive cash consideration and shares of Buyer's capital stock in exchange for the Shares owned by Gulf Houghton and as inducement for Gulf Houghton and the other Sellers to enter into this Agreement.", "file_path": "cuad/Quaker Chemical Corporation - NON COMPETITION AND NON SOLICITATION AGREEMENT.txt"}]
Question: Consider the Network Management Outsourcing Agreement between Bank of South Pacific Limited and Datec PNG Limited; What are the insurance requirements under this contract?
Relevant contract clauses:
[{"span": [61286, 61414], "answer": "The BSP will provide full comprehensive replacement insurance cover for all assets contained in the Asset Register (Schedule A).", "file_path": "cuad/ELANDIAINTERNATIONALINC_04_25_2007-EX-10.21-Outsourcing Agreement.txt"}, {"span": [61535, 61648], "answer": "The BSP will provide documentary evidence to Datec that such insurance is in place for the term of the agreement.", "file_path": "cuad/ELANDIAINTERNATIONALINC_04_25_2007-EX-10.21-Outsourcing Agreement.txt"}]
Question: Consider the Chase Affiliate Agreement for Credit Card Promotions; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [7564, 7720], "answer": "The term of this Agreement will commence on the date that the Affiliate Registration Form is approved by Chase and will end when terminated by either party.", "file_path": "cuad/CreditcardscomInc_20070810_S-1_EX-10.33_362297_EX-10.33_Affiliate Agreement.txt"}]
Question: Consider the Manufacturing Outsourcing Agreement between Nice Systems Ltd. and Flextronics Israel Ltd.; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [125352, 125679], "answer": "The initial term of this Agreement shall           commence on the Effective Date and extend for three (3) years           thereafter (\"INITIAL TERM\"), with an automatic renewal for an           indefinite period of time (\"EXTENDED TERM\"), unless terminated by the           parties according to Sections 16.2. or 16.3. herein.", "file_path": "cuad/NICELTD_06_26_2003-EX-4.5-OUTSOURCING AGREEMENT.txt"}]
Question: Consider the Product Manufacturing Agreement between Dexcel Ltd. and Kitov Pharma Ltd.; Are there any price restrictions or controls specified in this contract?
Relevant contract clauses:
[{"span": [17896, 18006], "answer": "Commencing with ****, Dexcel may adjust the Supply Price for the next following Year not more often than ****.", "file_path": "cuad/KitovPharmaLtd_20190326_20-F_EX-4.15_11584449_EX-4.15_Manufacturing Agreement.txt"}]
Question: Consider the Wireless Content License Agreement between Twentieth Century Fox Licensing & Merchandising and Sorrent, Inc.; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [91418, 91576], "answer": "This Agreement shall be construed in accordance with the laws of the State of California applicable to agreements executed and to be wholly performed therein.", "file_path": "cuad/GluMobileInc_20070319_S-1A_EX-10.09_436630_EX-10.09_Content License Agreement1.txt"}]
Question: Consider the Wireless Content License Agreement between Twentieth Century Fox Licensing & Merchandising and Sorrent, Inc.; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [28564, 28913], "answer": "The rights granted hereunder shall be effective as of the Effective Date and shall expire on December 31, 2006 (the \"Term\"); provided, however, that with respect to each Property, all rights and licenses granted herein will continue in full force and effect for a period of eighteen (18) months after the initial theatrical release of that Property.", "file_path": "cuad/GluMobileInc_20070319_S-1A_EX-10.09_436630_EX-10.09_Content License Agreement1.txt"}]
Question: Consider the Co-Branding Agreement between iShip.com, Inc. and Mail Boxes Etc. USA, Inc. for Manifest System Services; What are the audit rights under this contract?
Relevant contract clauses:
[{"span": [22223, 22604], "answer": "MBE shall, at any time during the term of this Agreement, be entitled to audit all such records upon ten (10) days written notice to the Company, in order to confirm the accuracy of such records and conformance with the terms and conditions of this Agreement; provided, however, that no more than one (1) such audit may be conducted in any --------  ------- ninety (90)-day period.", "file_path": "cuad/StampscomInc_20001114_10-Q_EX-10.47_2631630_EX-10.47_Co-Branding Agreement.txt"}, {"span": [27354, 27507], "answer": "MBE will also permit the Company to enter any of MBE's premises during regular business hours to inspect the use of the Service in any reasonable manner.", "file_path": "cuad/StampscomInc_20001114_10-Q_EX-10.47_2631630_EX-10.47_Co-Branding Agreement.txt"}]
Question: Consider the Product Manufacturing Agreement between Dexcel Ltd. and Kitov Pharma Ltd.; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [52239, 52746], "answer": "Notwithstanding the aforesaid, either Party shall be entitled to assign, delegate, and/or subcontract its rights and obligation under this Agreement, in whole or in part, to one or more of its Affiliates on prior written notice to the other Party. For purposes of this Agreement, any merger, consolidation, or change of corporate structure following which there is a Change of Control of Kitov shall be considered as an assignment by Kitov, allowing Dexcel to terminate the Agreement as heretofore provided.", "file_path": "cuad/KitovPharmaLtd_20190326_20-F_EX-4.15_11584449_EX-4.15_Manufacturing Agreement.txt"}]
Question: Consider the Non-Competition and Non-Solicitation Agreement between Quaker Chemical Corporation and Gulf Houghton Lubricants Ltd., Gulf Oil International Limited, GOCL Corporation Limited, and Gulf Oil Lubricants India, Ltd.; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [12847, 13271], "answer": "This Agreement shall be binding upon and inure to the benefit of the parties and their respective successors and permitted assigns; provided that this Agreement shall not be assignable or otherwise transferable by any party without the prior written consent of the other party (which consent shall not be unreasonably withheld or delayed) and any purported assignment or transfer without such consent shall be null and void.", "file_path": "cuad/Quaker Chemical Corporation - NON COMPETITION AND NON SOLICITATION AGREEMENT.txt"}]
Question: Consider the Network Management Outsourcing Agreement between Bank of South Pacific Limited and Datec PNG Limited; What are the audit rights under this contract?
Relevant contract clauses:
[{"span": [46713, 47381], "answer": "Datec must give, and must ensure that its Subcontractors give, BSP and their Personnel, (including internal and external auditors and advisers) full access at all reasonable times and on reasonable notice to:\n\n  (a) any premises at which or from which Datec supplies the Services\n\n  (b) the Supplier Personnel; and\n\n  (c) equipment, Software systems, data, accounts, documents and records relating to the Services provided both by Datec and by its Subcontractors, but excluding information relating to the Datec's internal costs and margins for the Services,\n\nin order to enable the BSP to audit Datec's compliance with this agreement and for operational risk reasons.", "file_path": "cuad/ELANDIAINTERNATIONALINC_04_25_2007-EX-10.21-Outsourcing Agreement.txt"}, {"span": [47422, 47692], "answer": "The BSP itself may also audit the Supplier's (and its subcontractors) records relevant to the supply of the Services for any reasonable purpose including processes, procedures and performance for operational risk assessment, regulatory requirements and annual reporting.", "file_path": "cuad/ELANDIAINTERNATIONALINC_04_25_2007-EX-10.21-Outsourcing Agreement.txt"}]
Question: Consider the Intellectual Property Agreement between Armstrong Flooring, Inc., AFI Licensing LLC, AHF Holding, Inc., and Armstrong Hardwood Flooring Company; Is there a covenant not to sue included in this contract?
Relevant contract clauses:
[{"span": [20620, 20963], "answer": "Without limitation to the foregoing, the Company shall not file applications to register any Arizona Licensed IP or assist any person in doing the same, or contest, challenge, or otherwise take any action adverse to Arizona's and its Affiliates' ownership of or rights in and to the Arizona Licensed IP, or assist any person in doing the same.", "file_path": "cuad/ArmstrongFlooringInc_20190107_8-K_EX-10.2_11471795_EX-10.2_Intellectual Property Agreement.txt"}, {"span": [21342, 21685], "answer": "Without limitation to the foregoing, Arizona shall not file applications to register any Company Licensed IP or assist any person in doing the same, or contest, challenge, or otherwise take any action adverse to the Company's and its Affiliates' ownership of or rights in and to the Company Licensed IP, or assist any person in doing the same.", "file_path": "cuad/ArmstrongFlooringInc_20190107_8-K_EX-10.2_11471795_EX-10.2_Intellectual Property Agreement.txt"}]