orgrctera/legalbenchrag_cuad huggingface dataset:
Question: Consider the Consulting Agreement between Immunotolerance, Inc. and Alan Crane; What licenses are granted under this contract?
Relevant contract clauses:
[{"span": [11716, 12691], "answer": "The Consultant agrees that if, in the course of performing the Services, the Consultant incorporates into any Invention developed under this Agreement any preexisting invention, improvement, development, concept, discovery or other proprietary information owned by the Consultant or in which the Consultant has an interest (\"Prior Inventions\"), (i) the Consultant will inform the Company, in writing before incorporating such Prior Inventions into any Invention, and (ii) the Company is hereby granted a nonexclusive, royalty-free, perpetual, irrevocable, transferable worldwide license with the right to grant and authorize sublicenses, to make, have made, modify, use, import, offer for sale, sell, reproduce, distribute, modify, adapt, prepare derivative works of, display, perform, and otherwise exploit such Prior Inventions, without restriction, including, without limitation, as part of or in connection with such Invention, and to practice any method related thereto.", "file_path": "cuad/PANDIONTHERAPEUTICSHOLDCOLLC_05_22_2020-EX-10.17-CONSULTING AGREEMENT.txt"}]
Question: Consider the Endorsement Agreement between MOSSIMO, INC. and DAVID DUVAL ENTERPRISES, INC. for Marketing Rights; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [20701, 20906], "answer": "The rights granted Company hereunder are personal to it, shall be used only by it or its affiliate and shall not without the prior written consent of Licensor be transferred or assigned to any other party.", "file_path": "cuad/MOSSIMOINC_04_14_2000-EX-10.14-ENDORSEMENT AGREEMENT.txt"}]
Question: Consider the Content License Agreement between Beijing Sun Seven Stars Culture Development Limited and You On Demand Holdings, Inc.; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [7869, 8207], "answer": "Licensee shall have the right to assign or sublicense any or all of its rights granted under this Agreement, in whole or in part, to third parties exhibiting the Titles in the ordinary course of Licensee's business with prior written notice to Licensor and subject to the applicable limitations (if any) in Section 2(a)(i) [License Grant]", "file_path": "cuad/IdeanomicsInc_20160330_10-K_EX-10.26_9512211_EX-10.26_Content License Agreement.txt"}, {"span": [8209, 8440], "answer": "Except as otherwise specified in the previous sentence, Licensee may not sublicense any of its rights under Section 2(a) [License Grant] without Licensor's prior written consent, which shall not be unreasonably withheld or delayed.", "file_path": "cuad/IdeanomicsInc_20160330_10-K_EX-10.26_9512211_EX-10.26_Content License Agreement.txt"}, {"span": [37152, 37863], "answer": "Neither party may assign its rights, duties or obligations under this Agreement to any third party in whole or in part, without the other party's prior written consent, except that (i) Licensee may assign its rights and obligations to this Agreement to any of its Affiliate or subsidiaries with the prior written consent of the Licensor, and (ii) Licensor may assign its rights and obligations in this Agreement to its Affiliates or subsidiaries and either party may assign this Agreement in its entirety to any purchaser of all or substantially all of its business or assets pertaining to the line of business to which this Agreement relates or to any Affiliate of the party without the other party's approval.", "file_path": "cuad/IdeanomicsInc_20160330_10-K_EX-10.26_9512211_EX-10.26_Content License Agreement.txt"}]
Question: Consider the Promotion Agreement between SIGA Technologies, Inc. and Meridian Medical Technologies, Inc.; Are there any services to be provided after the termination of this contract?
Relevant contract clauses:
[{"span": [106633, 107112], "answer": "Upon termination of this Agreement pursuant to this ARTICLE 11, for all Customer Contracts then in force in the Territory, MMT shall either (i) promptly exercise its rights to terminate such Customer Contracts pursuant to termination rights accruing from the occurrence of a termination of this Agreement or otherwise or (ii) upon timely written request of SIGA, use Commercially Reasonable Efforts to assign any Customer Contract identified in such notice then in force to SIGA.", "file_path": "cuad/SigaTechnologiesInc_20190603_8-K_EX-10.1_11695818_EX-10.1_Promotion Agreement.txt"}, {"span": [141611, 141939], "answer": "Promoter will maintain a record of each Safety Report received, including relevant source documents, and a record of each Safety Report reported to SIGA for a minimum period of ten (10) years after the expiration or termination of this Agreement and, if requested, will provide these and any other information requested by SIGA.", "file_path": "cuad/SigaTechnologiesInc_20190603_8-K_EX-10.1_11695818_EX-10.1_Promotion Agreement.txt"}]
Question: Consider the Reseller Agreement between Diversinet Corp. and 2205925 Ontario Limited; Are there any exceptions to competitive restrictions in this contract?
Relevant contract clauses:
[{"span": [1613, 2052], "answer": "Subject to payment of the Annual Minimum Commitment (\"AMC\"  - defined herein), Diversinet hereby grants to Reseller an exclusive, non- transferable and non-assignable right to market, sell, and sub-license those Diversinet products listed in Schedule 2 (the \"Products\") within the  territory listed in Schedule 3 (the \"Territory\") to Canadian headquartered companies, and governmental and broader public sector entities located  in Canada.", "file_path": "cuad/DIVERSINETCORP_03_01_2012-EX-4-RESELLER AGREEMENT.txt"}]
Question: Consider the Strategic Alliance Agreement between Northern Telecom Limited and Entrust Technologies Inc.; Is there a most favored nation clause in this contract?
Relevant contract clauses:
[{"span": [13781, 14135], "answer": "During the life of the Reseller Agreement,              -----------------------                                             it is the intention of ETI that the terms of the Reseller Agreement shall be no less favourable to Nortel than the terms in effect with any of Entrust's resellers of Entrust Products at the time the Reseller Agreement is executed.", "file_path": "cuad/ENTRUSTINC_07_24_1998-EX-10.5-STRATEGIC ALLIANCE AGREEMENT.txt"}, {"span": [15724, 16157], "answer": "For so long as ETI remains a Subsidiary              -----------------------                                           of NTL, it is the intention of ETI that the terms of the Source Code License  be no less favourable to Nortel than the terms then in effect with any of Entrust's source code licensees that receives substantially similar rights taking into account the relative size of the licensee and Entrust's potential benefits.", "file_path": "cuad/ENTRUSTINC_07_24_1998-EX-10.5-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Supply Agreement between MediWound Ltd. and Challenge Bioproducts Corporation Ltd. for Bromelain SP; Does this contract include any volume restrictions?
Relevant contract clauses:
[{"span": [26883, 27333], "answer": "Purchase orders issued by MediWound to CBC during a certain year for quantities exceeding [***]% of the applicable Annual Forecast shall be binding upon CBC, except that with respect to any amounts exceeding [***]% of the applicable Annual Forecast, CBC's obligation to provide such exceeding quantities shall be based on best efforts and CBC shall have an extended lead time for delivery as shall be agreed upon by the parties on a case by case basi", "file_path": "cuad/MEDIWOUNDLTD_01_15_2014-EX-10.6-SUPPLY AGREEMENT.txt"}]
Question: Consider the Consulting Agreement between Immunotolerance, Inc. and Alan Crane; How is intellectual property ownership assigned in this contract?
Relevant contract clauses:
[{"span": [9795, 10968], "answer": "All inventions, ideas, creations, discoveries, computer programs, works of authorship, data, developments, technology, designs, innovations and improvements (whether or not patentable and whether or not copyrightable) which are made, conceived, reduced to practice, created, written, designed or developed by the Consultant, solely or jointly with others or under Consultant's direction and whether during normal business hours or otherwise, (i) during the Consultation Period if related to the business of the Company or (ii) during or after the Consultation Period if resulting or directly derived from Proprietary Information (as defined above) (collectively under clauses (i) and (ii), \"Inventions\"), shall be the sole property of the Company. The Consultant hereby assigns to the Company all Inventions and any and all related patents, copyrights, trademarks, trade names, and other industrial and intellectual property rights and applications therefor, in the United States and elsewhere and appoints any officer of the Company as Consultant's duly authorized attorney to execute, file, prosecute and protect the same before any government agency, court or authority.", "file_path": "cuad/PANDIONTHERAPEUTICSHOLDCOLLC_05_22_2020-EX-10.17-CONSULTING AGREEMENT.txt"}, {"span": [11413, 11710], "answer": "The Consultant further acknowledges that each original work of authorship which is made by the Consultant (solely or jointly with others) within the scope of this Agreement and which is protectable by copyright is a \"work made for hire,\" as that term is defined in the United States Copyright Act.", "file_path": "cuad/PANDIONTHERAPEUTICSHOLDCOLLC_05_22_2020-EX-10.17-CONSULTING AGREEMENT.txt"}, {"span": [12918, 13344], "answer": "Upon the request of the Company and at the Company's expense, the Consultant shall execute such further assignments, documents and other instruments as may be necessary or desirable to fully and completely assign all Inventions to the Company and to assist the Company in applying for, obtaining and enforcing patents or copyrights or other rights in the United States and in any foreign country with respect to any Invention.", "file_path": "cuad/PANDIONTHERAPEUTICSHOLDCOLLC_05_22_2020-EX-10.17-CONSULTING AGREEMENT.txt"}, {"span": [13430, 13823], "answer": "The Consultant shall promptly disclose to the Company all Inventions and will maintain adequate and current written records (in the form of notes, sketches, drawings and as may be specified by the Company) to document the conception and/or first actual reduction to practice of any Invention. Such written records shall be available to and remain the sole property of the Company at all times.", "file_path": "cuad/PANDIONTHERAPEUTICSHOLDCOLLC_05_22_2020-EX-10.17-CONSULTING AGREEMENT.txt"}]
Question: Consider the Blockchain Administration and Development Agreement between ARCA U.S. Treasury Fund and ARCA Capital Management, LLC; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [13148, 13753], "answer": "This Agreement shall continue in effect for two years from the date hereof, and thereafter shall continue automatically for successive annual periods, provided that such continuance is specifically approved at least annually by (A) the vote of the Board, or by the vote of a majority of the outstanding voting securities of the Fund and (B) the vote of a majority of the Fund's directors who are not parties to this Agreement or \"interested persons\" (as such term is defined in Section 2(a)(19) of the Investment Fund Act) of any such party, in accordance with the requirements of the Investment Fund Act.", "file_path": "cuad/ArcaUsTreasuryFund_20200207_N-2_EX-99.K5_11971930_EX-99.K5_Development Agreement.txt"}]
Question: Consider the Promotion Agreement between SIGA Technologies, Inc. and Meridian Medical Technologies, Inc.; Does the licensee's affiliates have any licensing rights under this contract?
Relevant contract clauses:
[{"span": [30156, 30770], "answer": "Except for the subcontractors appointed by MMT as of the Effective Date as listed on Exhibit A attached hereto, MMT may not grant sublicenses of the rights and licenses granted to it in Section 2.1(a) to any Affiliate (including Pfizer or any Affiliate of Pfizer) or Third Party without the prior written approval of SIGA (such approval not to be unreasonably withheld). Each such subcontractor listed on Exhibit A attached hereto and any Affiliate or Third Party approved by SIGA as an MMT sublicensee pursuant to this Section 2.1(b) shall be deemed to be a \"Permitted Sublicensee\" for purposes of this Agreement.", "file_path": "cuad/SigaTechnologiesInc_20190603_8-K_EX-10.1_11695818_EX-10.1_Promotion Agreement.txt"}]
Question: Consider the Content License Agreement between Beijing Sun Seven Stars Culture Development Limited and You On Demand Holdings, Inc.; Does this contract include any right of first refusal, right of first offer, or right of first negotiation?
Relevant contract clauses:
[{"span": [16232, 16833], "answer": "If, during the Term, Licensor develops or obtains the rights to license any live action or animated feature-length motion picture (each an \"Additional Title\"), Licensor shall give Licensee the first right of negotiation for each Additional Title (i.e., the preferred vendor). Licensor will promptly provide written notice to Licensee in which Licensor lists each Additional Title. Should Licensee agree to be the vendor for an Additional Title, Licensor and Licensee will negotiate in good faith to mutually agree upon the pricing and terms for each Additional Title in an amendment to this Agreement.", "file_path": "cuad/IdeanomicsInc_20160330_10-K_EX-10.26_9512211_EX-10.26_Content License Agreement.txt"}]
Question: Consider the Reseller Agreement between Diversinet Corp. and 2205925 Ontario Limited; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [39603, 39734], "answer": "This Agreement shall be governed by the laws of the province of Ontario, Canada, without regard to its conflict of laws principles.", "file_path": "cuad/DIVERSINETCORP_03_01_2012-EX-4-RESELLER AGREEMENT.txt"}]
Question: Consider the Strategic Alliance Agreement between Northern Telecom Limited and Entrust Technologies Inc.; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [43805, 43994], "answer": "This Agreement shall be governed by and be                --------- ----                                            construed in accordance with the laws of the Province of Ontario, Canada.", "file_path": "cuad/ENTRUSTINC_07_24_1998-EX-10.5-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Endorsement Agreement between Thrivent Life Insurance Company and Thrivent Financial for Lutherans; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [4016, 4091], "answer": "Society membership rights and privileges cannot be transferred or assigned.", "file_path": "cuad/ThriventVariableInsuranceAccountB_20190701_N-6_EX-99.D(IV)_11720968_EX-99.D(IV)_Endorsement Agreement.txt"}]
Question: Consider the Consulting Agreement between Immunotolerance, Inc. and Alan Crane; Does this contract include any revenue or profit-sharing arrangements?
Relevant contract clauses:
[{"span": [1986, 2557], "answer": "In connection with the execution of this Agreement, Consultant and Company shall enter into a Restricted Stock Agreement. Subject to approval of the Board of Directors of the Company, the Company shall issue and sell to the Consultant, and the Consultant shall purchase from the Company, subject to the terms and conditions set forth in this Agreement and the Restricted Stock Agreement, 1,990,000 shares (the \"Shares\") of common stock, $0.0001 par value, of the Company (\"Common Stock\"), at a purchase price of $0.0001 per share, for an aggregate purchase price of $190.", "file_path": "cuad/PANDIONTHERAPEUTICSHOLDCOLLC_05_22_2020-EX-10.17-CONSULTING AGREEMENT.txt"}]
Question: Consider the Supply Agreement between MediWound Ltd. and Challenge Bioproducts Corporation Ltd. for Bromelain SP; Is there a minimum commitment required under this contract?
Relevant contract clauses:
[{"span": [25411, 25494], "answer": "MediWound undertakes to order at least [***]% of the Annual Forecast per each year.", "file_path": "cuad/MEDIWOUNDLTD_01_15_2014-EX-10.6-SUPPLY AGREEMENT.txt"}, {"span": [25497, 26026], "answer": "CBC shall maintain, at all times, manufacture and supply capacity of at least [***]% of the Annual Forecast and shall maintain, in coordination with MediWound, inventory of Bromelain SP at its premises of (i) at least [***]% of the applicable Annual Forecast; and (ii) all Bromelain SP components and materials (\"the BSP Components and Materials\") needed for the manufacture and supply of the Bromelain SP such that CBC can guarantee continuous supply of the Bromelain SP in accordance with MediWound's complete Annual Forecasts.", "file_path": "cuad/MEDIWOUNDLTD_01_15_2014-EX-10.6-SUPPLY AGREEMENT.txt"}, {"span": [26477, 26674], "answer": "Purchase orders issued by MediWound to CBC for quantities within the [***]% of the Annual Forecast shall be binding upon CBC and shall be deemed accepted upon delivery of the purchase order to CBC.", "file_path": "cuad/MEDIWOUNDLTD_01_15_2014-EX-10.6-SUPPLY AGREEMENT.txt"}]
Question: Consider the Endorsement Agreement between MOSSIMO, INC. and DAVID DUVAL ENTERPRISES, INC. for Marketing Rights; What happens in the event of a change of control of one of the parties in this contract?
Relevant contract clauses:
[{"span": [20907, 21177], "answer": "In the event of the merger or consolidation of Company with any other entity, Licensor shall have the right to terminate the Contract Period by so notifying Company in writing within sixty (60) days following Licensor's receipt of notice of such merger or consolidation.", "file_path": "cuad/MOSSIMOINC_04_14_2000-EX-10.14-ENDORSEMENT AGREEMENT.txt"}]
Question: Consider the Promotion Agreement between SIGA Technologies, Inc. and Meridian Medical Technologies, Inc.; Are the licenses granted under this contract non-transferable?
Relevant contract clauses:
[{"span": [30156, 30526], "answer": "Except for the subcontractors appointed by MMT as of the Effective Date as listed on Exhibit A attached hereto, MMT may not grant sublicenses of the rights and licenses granted to it in Section 2.1(a) to any Affiliate (including Pfizer or any Affiliate of Pfizer) or Third Party without the prior written approval of SIGA (such approval not to be unreasonably withheld).", "file_path": "cuad/SigaTechnologiesInc_20190603_8-K_EX-10.1_11695818_EX-10.1_Promotion Agreement.txt"}, {"span": [68362, 68562], "answer": "No Third Party has the right to sublicense any SIGA Patent or SIGA Trademark without the express written consent of SIGA, which consent will be withheld if in any way it conflicts with this Agreement.", "file_path": "cuad/SigaTechnologiesInc_20190603_8-K_EX-10.1_11695818_EX-10.1_Promotion Agreement.txt"}]
Question: Consider the Content License Agreement between Beijing Sun Seven Stars Culture Development Limited and You On Demand Holdings, Inc.; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [32754, 32932], "answer": "This Agreement shall be governed by and construed in all respects in accordance with the laws of the State of New York, without giving effect to any conflicts of laws principles.", "file_path": "cuad/IdeanomicsInc_20160330_10-K_EX-10.26_9512211_EX-10.26_Content License Agreement.txt"}]
Question: Consider the Reseller Agreement between Diversinet Corp. and 2205925 Ontario Limited; What is the notice period required to terminate the renewal?
Relevant contract clauses:
[{"span": [4901, 5223], "answer": "Upon expiration of the Initial Term, this Agreement shall automatically renew for  consecutive one (1) year periods, unless terminated by Reseller within sixty (60) days prior to the expiration of the Initial Term or any renewal term,  as the case may be (the Initial Term and each renewal term, collectively, the \"Term\").", "file_path": "cuad/DIVERSINETCORP_03_01_2012-EX-4-RESELLER AGREEMENT.txt"}]
Question: Consider the Endorsement Agreement between MOSSIMO, INC. and DAVID DUVAL ENTERPRISES, INC. for Marketing Rights; Does this contract include an exclusivity agreement?
Relevant contract clauses:
[{"span": [2734, 2897], "answer": "Licensor agrees not to grant the right to use the Duval Identification to anyone other than Company in connection with the advertisement and promotion of Products.", "file_path": "cuad/MOSSIMOINC_04_14_2000-EX-10.14-ENDORSEMENT AGREEMENT.txt"}]
Question: Consider the Supply Agreement between MediWound Ltd. and Challenge Bioproducts Corporation Ltd. for Bromelain SP; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [40952, 41223], "answer": "Subject to Section 12.2, neither party shall assign its rights or obligations hereunder, in whole or in part, except with the prior written consent of the other party, except to a party acquiring all of the business of the assigning party to which this Agreement relates.", "file_path": "cuad/MEDIWOUNDLTD_01_15_2014-EX-10.6-SUPPLY AGREEMENT.txt"}]
Question: Consider the Strategic Alliance Agreement between Northern Telecom Limited and Entrust Technologies Inc.; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [35853, 36133], "answer": "Except as otherwise provided in this Agreement, this                ----                                                       Agreement shall terminate on the later of (i) the third anniversary of the Effective Date or (ii) the date on which ETI ceases to be a Subsidiary of NTL.", "file_path": "cuad/ENTRUSTINC_07_24_1998-EX-10.5-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Consulting Agreement between Immunotolerance, Inc. and Alan Crane; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [19744, 20135], "answer": "This Agreement is personal to the Consultant and the Consultant shall not have the right to assign any of Consultant's rights or delegate any of Consultant's duties without the express written consent of the Company. Any non-consented-to assignment or delegation, whether express or implied or by operation of law, shall be void and shall constitute a breach and a default by the Consultant.", "file_path": "cuad/PANDIONTHERAPEUTICSHOLDCOLLC_05_22_2020-EX-10.17-CONSULTING AGREEMENT.txt"}, {"span": [20451, 20814], "answer": "This Agreement shall be binding upon, and inure to the benefit of, both parties and their respective successors and assigns, including any corporation with which, or into which, the Company may be merged or which may succeed to its assets or business, provided, however, that the obligations of the Consultant are personal and shall not be assigned by Consultant.", "file_path": "cuad/PANDIONTHERAPEUTICSHOLDCOLLC_05_22_2020-EX-10.17-CONSULTING AGREEMENT.txt"}]
Question: Consider the Split-Dollar Endorsement Agreement between Prudential Bank and Employee Jeffrey Hanuscin; Are there any third-party beneficiaries designated in this contract?
Relevant contract clauses:
[{"span": [4448, 5026], "answer": "Upon the death of the Employee while this Agreement is in force, the Employee's beneficiary as named in the Beneficiary Designation Form on page 6 (or as it may be amended according to the terms set forth on page 6) for this Agreement will be entitled to receive from the Policy proceeds an amount equal to the lesser of: (a) (two (2) times the Employee's annualized base salary at the time of death as provided by the Employer's payroll department) plus $100,000, reduced by any amount payable under the Employer's group term life insurance plan, or (b) the Net Amount At Risk.", "file_path": "cuad/PrudentialBancorpInc_20170606_8-K_EX-10.4_10474434_EX-10.4_Endorsement Agreement.txt"}, {"span": [12019, 12200], "answer": "Upon the death of the Employee, proceeds shall be paid in one sum to the Owner, its successors or assigns, to the extent of its interest in the Policy as described in the Agreement.", "file_path": "cuad/PrudentialBancorpInc_20170606_8-K_EX-10.4_10474434_EX-10.4_Endorsement Agreement.txt"}]
Question: Consider the Promotion Agreement between SIGA Technologies, Inc. and Meridian Medical Technologies, Inc.; What licenses are granted under this contract?
Relevant contract clauses:
[{"span": [29637, 29918], "answer": "Subject to the terms and conditions of this Agreement, SIGA hereby grants to MMT an exclusive right and license, with the right to grant sublicenses as permitted under Section 2.1(b), under the SIGA Intellectual Property solely to Promote the Product in the Field in the Territory.", "file_path": "cuad/SigaTechnologiesInc_20190603_8-K_EX-10.1_11695818_EX-10.1_Promotion Agreement.txt"}]
Question: Consider the Endorsement Agreement between MOSSIMO, INC. and DAVID DUVAL ENTERPRISES, INC. for Marketing Rights; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [21219, 21389], "answer": "This agreement shall be governed by, and its provisions enforced in accordance with, the laws of the State of Ohio, without regard to its principals of conflicts of laws.", "file_path": "cuad/MOSSIMOINC_04_14_2000-EX-10.14-ENDORSEMENT AGREEMENT.txt"}]
Question: Consider the Content License Agreement between Beijing Sun Seven Stars Culture Development Limited and You On Demand Holdings, Inc.; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [17465, 17667], "answer": "The Term of this Agreement (the \"Term\") shall commence on the Effective Date listed above and continue for twenty (20) years, unless sooner terminated as provided in Section 7(b) [Term and Termination].", "file_path": "cuad/IdeanomicsInc_20160330_10-K_EX-10.26_9512211_EX-10.26_Content License Agreement.txt"}]
Question: Consider the Reseller Agreement between Diversinet Corp. and 2205925 Ontario Limited; What is the renewal term for this contract?
Relevant contract clauses:
[{"span": [4901, 5223], "answer": "Upon expiration of the Initial Term, this Agreement shall automatically renew for  consecutive one (1) year periods, unless terminated by Reseller within sixty (60) days prior to the expiration of the Initial Term or any renewal term,  as the case may be (the Initial Term and each renewal term, collectively, the \"Term\").", "file_path": "cuad/DIVERSINETCORP_03_01_2012-EX-4-RESELLER AGREEMENT.txt"}]
Question: Consider the Strategic Alliance Agreement between Information System Associates, Inc. and Rubicon Software Group plc; Are there any third-party beneficiaries designated in this contract?
Relevant contract clauses:
[{"span": [41767, 41984], "answer": "Except as set forth in Sections 10.3 and 10.4, nothing in this Agreement is intended to confer  benefits, rights or remedies unto any person or entity other than the Parties and their permitted successors and assigns.", "file_path": "cuad/DUOSTECHNOLOGIESGROUP,INC_04_21_2009-EX-10.1-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Supply Agreement between MediWound Ltd. and Challenge Bioproducts Corporation Ltd. for Bromelain SP; Can this contract be terminated for convenience, and under what conditions?
Relevant contract clauses:
[{"span": [39037, 39131], "answer": "MediWound may terminate this Agreement at any time, by 6 (six) months prior notice in writing.", "file_path": "cuad/MEDIWOUNDLTD_01_15_2014-EX-10.6-SUPPLY AGREEMENT.txt"}, {"span": [39449, 39783], "answer": "CBC may terminate this Agreement by no less than 24 (twenty four) months notice given in writing by CBC to MediWound, or such greater period as may be reasonable for MediWound to establish an alternative source of manufacture of Bromelain SP and/or to acquire sufficient inventory of Bromelain SP for a 24 (twenty four) months period.", "file_path": "cuad/MEDIWOUNDLTD_01_15_2014-EX-10.6-SUPPLY AGREEMENT.txt"}]
Question: Consider the Consulting Agreement between Immunotolerance, Inc. and Alan Crane; Can this contract be terminated for convenience, and under what conditions?
Relevant contract clauses:
[{"span": [4722, 4825], "answer": "The Consultant may terminate the Consultation Period at any time upon thirty (30) days' written notice.", "file_path": "cuad/PANDIONTHERAPEUTICSHOLDCOLLC_05_22_2020-EX-10.17-CONSULTING AGREEMENT.txt"}]
Question: Consider the Split-Dollar Endorsement Agreement between Prudential Bank and Employee Jeffrey Hanuscin; Can this contract be terminated for convenience, and under what conditions?
Relevant contract clauses:
[{"span": [5987, 6235], "answer": "This Agreement may be terminated at any time while the Employee is living by written notice thereof by either the Employer or the Employee to the other; and, in any event, this Agreement will terminate upon termination of the Employee's employment.", "file_path": "cuad/PrudentialBancorpInc_20170606_8-K_EX-10.4_10474434_EX-10.4_Endorsement Agreement.txt"}]
Question: Consider the Promotion Agreement between SIGA Technologies, Inc. and Meridian Medical Technologies, Inc.; Does this contract include any revenue or profit-sharing arrangements?
Relevant contract clauses:
[{"span": [43504, 44107], "answer": "In consideration for the services provided by MMT hereunder, commencing with the First Commercial Sale of the Product in the Territory, MMT shall be entitled to retain a fee (the \"Promotion Fee\") of: (i) [***] of the Yearly Collected Revenue of the Product in the Territory in each Calendar Year during the Term if the aggregate Net Product Sales Amounts for such Calendar Year are equal to or below [***]; and (ii) [***] of the Yearly Collected Revenue of the Product in the Territory in each Calendar Year during the Term if the aggregate Net Product Sales Amounts for such Calendar Year exceed [***].", "file_path": "cuad/SigaTechnologiesInc_20190603_8-K_EX-10.1_11695818_EX-10.1_Promotion Agreement.txt"}, {"span": [44112, 45297], "answer": "In satisfaction of MMT's rights to the Promotion Fee, MMT shall retain from each payment to SIGA of the Quarterly Collected Revenue an amount equal to (i) [***] of the Quarterly Collected Revenue in the Territory during such Calendar Quarter so long as the total Net Product Sales Amounts in the Territory during the relevant Calendar Year are equal to or below [***] and (ii) [***] of the Quarterly Collected Revenue in the Territory during such Calendar Quarter where the total Net Product Sales Amounts in the Territory during the relevant Calendar Year exceeds [***] and (iii) any Credit Amounts. If the Net Product Sales Amounts in the Territory exceeds [***] during any Calendar Year after any Quarterly Payment has been made, MMT shall automatically accrue a credit of [***] (the \"Credit Amount\") (representing the additional [***] fee that MMT would be entitled to receive with respect to the first [***] of the Quarterly Collected Revenue as a result of total Net Product Sales Amounts in the relevant Calendar Year having [***]), which Credit Amount will be deducted from future payments of Quarterly Collected Revenue to SIGA until the full Credit Amount is retained by MMT.", "file_path": "cuad/SigaTechnologiesInc_20190603_8-K_EX-10.1_11695818_EX-10.1_Promotion Agreement.txt"}]
Question: Consider the Content License Agreement between PSiTech Corporation and Empirical Ventures, Inc.; Is there a cap on liability under this contract?
Relevant contract clauses:
[{"span": [24564, 24938], "answer": "NEITHER PARTY SHALL BE LIABLE UNDER OR IN CONNECTION WITH THIS AGREEMENT FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, LIQUIDATED, SPECIAL OR EXEMPLARY DAMAGES OR PENALTIES, INCLUDING WITHOUT LIMITATION, LOSSES OF BUSINESS, REVENUE OR ANTICIPATED PROFITS, REGARDLESS OF WHETHER SUCH DAMAGE WAS FORESEEABLE AND WHETHER LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.", "file_path": "cuad/GopageCorp_20140221_10-K_EX-10.1_8432966_EX-10.1_Content License Agreement.txt"}, {"span": [25018, 25236], "answer": "EACH PARTY'S LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL NOT EXCEED AN AMOUNT EQUAL TO THE AGGREGATE AMOUNTS PAID OR PAYABLE TO LICENSOR IN THE TWELVE (12) MONTHS PRECEDING THE COMMENCEMENT OF THE CLAIM.", "file_path": "cuad/GopageCorp_20140221_10-K_EX-10.1_8432966_EX-10.1_Content License Agreement.txt"}]
Question: Consider the Strategic Alliance Agreement between Information System Associates, Inc. and Rubicon Software Group plc; Is there a covenant not to sue included in this contract?
Relevant contract clauses:
[{"span": [13844, 13911], "answer": "Rubicon shall not contest ownership by ISA of any of the foregoing.", "file_path": "cuad/DUOSTECHNOLOGIESGROUP,INC_04_21_2009-EX-10.1-STRATEGIC ALLIANCE AGREEMENT.txt"}, {"span": [18173, 18240], "answer": "ISA shall not contest ownership by Rubicon of any of the foregoing.", "file_path": "cuad/DUOSTECHNOLOGIESGROUP,INC_04_21_2009-EX-10.1-STRATEGIC ALLIANCE AGREEMENT.txt"}, {"span": [20121, 20393], "answer": "Either Party may terminate this Agreement upon ten Business Day's Notice to  the other Party in the event the other Party contests or challenges to a material degree any of the other Party's Intellectual Property rights referred  to in Sections 5.1, and 5.3, respectively.", "file_path": "cuad/DUOSTECHNOLOGIESGROUP,INC_04_21_2009-EX-10.1-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Endorsement Agreement between MOSSIMO, INC. and DAVID DUVAL ENTERPRISES, INC. for Marketing Rights; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [1012, 1205], "answer": "\"Contract Period\" shall mean that period of time commencing on                   January 1, 2000 and concluding December 31, 2003, unless                   terminated sooner as provided herein.", "file_path": "cuad/MOSSIMOINC_04_14_2000-EX-10.14-ENDORSEMENT AGREEMENT.txt"}]
Question: Consider the Promotion Agreement between SIGA Technologies, Inc. and Meridian Medical Technologies, Inc.; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [30156, 30526], "answer": "Except for the subcontractors appointed by MMT as of the Effective Date as listed on Exhibit A attached hereto, MMT may not grant sublicenses of the rights and licenses granted to it in Section 2.1(a) to any Affiliate (including Pfizer or any Affiliate of Pfizer) or Third Party without the prior written approval of SIGA (such approval not to be unreasonably withheld).", "file_path": "cuad/SigaTechnologiesInc_20190603_8-K_EX-10.1_11695818_EX-10.1_Promotion Agreement.txt"}, {"span": [119273, 119696], "answer": "Neither Party may assign or transfer this Agreement or any rights or obligations hereunder without the prior written consent of the other Party, except that a Party may make such an assignment without the other Party's consent to its Affiliates or to a Third Party successor of, or transferee to, assets of such Party to which this Agreement relates, whether in a merger, sale of stock, sale of assets or other transaction.", "file_path": "cuad/SigaTechnologiesInc_20190603_8-K_EX-10.1_11695818_EX-10.1_Promotion Agreement.txt"}, {"span": [119948, 120087], "answer": "Any assignment or attempted assignment by either Party in violation of the terms of this Section 13.5 is null, void and of no legal effect.", "file_path": "cuad/SigaTechnologiesInc_20190603_8-K_EX-10.1_11695818_EX-10.1_Promotion Agreement.txt"}]
Question: Consider the Reseller Agreement between Diversinet Corp. and 2205925 Ontario Limited; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [4688, 4900], "answer": "The term of this Agreement shall begin on the Effective Date and continue in effect for a period of five (5) years (the \"Initial Term\"), unless sooner  terminated in accordance with the provisions set out herein.", "file_path": "cuad/DIVERSINETCORP_03_01_2012-EX-4-RESELLER AGREEMENT.txt"}]
Question: Consider the Supply Agreement between MediWound Ltd. and Challenge Bioproducts Corporation Ltd. for Bromelain SP; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [45320, 45479], "answer": "This Agreement is made under and subject to the provision of the substantive laws of the State of New York, without giving effect to its conflict of law rules.", "file_path": "cuad/MEDIWOUNDLTD_01_15_2014-EX-10.6-SUPPLY AGREEMENT.txt"}]
Question: Consider the Consulting Agreement between Immunotolerance, Inc. and Alan Crane; Is there a clause preventing the solicitation of employees in this contract?
Relevant contract clauses:
[{"span": [13856, 14605], "answer": "During the Consultation Period and for a period of one year thereafter, the Consultant shall not, either alone or in association with others, (i) solicit, or permit any organization directly or indirectly controlled by the Consultant to solicit, any employee of the Company to leave the employ of the Company; or (ii) solicit for employment, hire or engage as an independent contractor, or permit any organization directly or indirectly controlled by the Consultant to solicit for employment, hire or engage as an independent contractor, any person who is employed or engaged by the Company; provided, that this clause (ii) shall not apply to any individual whose employment with the Company has been terminated for a period of six months or longer.", "file_path": "cuad/PANDIONTHERAPEUTICSHOLDCOLLC_05_22_2020-EX-10.17-CONSULTING AGREEMENT.txt"}]
Question: Consider the Reseller Agreement between PivX Corporation and Detto Technologies for Qwik-Fix Pro Distribution; Is there a covenant not to sue included in this contract?
Relevant contract clauses:
[{"span": [4109, 4207], "answer": "Detto shall not contest the validity of any of the Property or PivX's exclusive ownership of them.", "file_path": "cuad/ADIANUTRITION,INC_04_01_2005-EX-10.D2-RESELLER AGREEMENT.txt"}]
Question: Consider the Split-Dollar Endorsement Agreement between Prudential Bank and Employee Jeffrey Hanuscin; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [10897, 11134], "answer": "This Agreement sets forth the entire Agreement of the parties hereto, and any and all prior agreements, to the extent inconsistent herewith, are hereby superseded. This Agreement will be governed by the laws of the State of Pennsylvania.", "file_path": "cuad/PrudentialBancorpInc_20170606_8-K_EX-10.4_10474434_EX-10.4_Endorsement Agreement.txt"}]
Question: Consider the Content License Agreement between PSiTech Corporation and Empirical Ventures, Inc.; Is there uncapped liability under this contract?
Relevant contract clauses:
[{"span": [25255, 25454], "answer": "The provisions of Section 9.1 and Section 9.2 will not apply to limit the Licensee's indemnification obligations under Section 8.2, or in the case of Licensee's gross negligence or wilful misconduct.", "file_path": "cuad/GopageCorp_20140221_10-K_EX-10.1_8432966_EX-10.1_Content License Agreement.txt"}]
Question: Consider the Endorsement Agreement between Movado Group, Inc. and the Grinberg Family Trust; Are there any services to be provided after the termination of this contract?
Relevant contract clauses:
[{"span": [10542, 10714], "answer": "In the event this Agreement is terminated in accordance with this Section 11, the Company shall transfer the Policy to the Trust as soon as is administratively practicable.", "file_path": "cuad/MOVADOGROUPINC_04_30_2003-EX-10.28-ENDORSEMENT AGREEMENT.txt"}]
Question: Consider the Strategic Alliance Agreement between Information System Associates, Inc. and Rubicon Software Group plc; Is there a cap on liability under this contract?
Relevant contract clauses:
[{"span": [32028, 32396], "answer": "EXCEPT IN CONNECTION WITH A BREACH BY EITHER PARTY OF SECTION 8, NEITHER PARTY WILL  BE LIABLE FOR ANY SPECIAL, INDIRECT, CONSEQUENTIAL, EXEMPLARY, PUNITIVE OR INCIDENTAL DAMAGES ARISING OUT OF OR  RELATED TO THIS AGREEMENT, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY (INCLUDING NEGLIGENCE), EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES", "file_path": "cuad/DUOSTECHNOLOGIESGROUP,INC_04_21_2009-EX-10.1-STRATEGIC ALLIANCE AGREEMENT.txt"}, {"span": [32504, 32693], "answer": "EXCEPT IN CONNECTION WITH A BREACH BY EITHER PARTY OF SECTION 8, EACH PARTY'S LIABILITY FOR DAMAGES HEREUNDER (OTHER THAN IN RESPECT OF ANY CLAIM FOR MONIES DUE)  SHALL NOT EXCEED £200,000.", "file_path": "cuad/DUOSTECHNOLOGIESGROUP,INC_04_21_2009-EX-10.1-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Agency Agreement for Share Offering between Tribute Pharmaceuticals Canada Inc. and Agents Dundee Securities Ltd., Kes 7 Capital Inc., and Bloom Burton & Co. Ltd.; Are there any third-party beneficiaries designated in this contract?
Relevant contract clauses:
[{"span": [68565, 68770], "answer": "With respect to any Indemnified Party who is not a party to this Agreement, the Agents shall obtain and hold the rights and benefits of this Section 11 in trust for and on behalf of such Indemnified Party.", "file_path": "cuad/OLDAPIWIND-DOWNLTD_01_08_2016-EX-1.3-AGENCY AGREEMENT1.txt"}]
Question: Consider the Consulting Agreement between Immunotolerance, Inc. and Alan Crane; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [20166, 20421], "answer": "This Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts without giving effect to any choice or conflict of law provision or rule that would cause the application of laws of any other jurisdiction.", "file_path": "cuad/PANDIONTHERAPEUTICSHOLDCOLLC_05_22_2020-EX-10.17-CONSULTING AGREEMENT.txt"}]
Question: Consider the Promotion Agreement between SIGA Technologies, Inc. and Meridian Medical Technologies, Inc.; Does this contract include any right of first refusal, right of first offer, or right of first negotiation?
Relevant contract clauses:
[{"span": [141940, 142203], "answer": "Notwithstanding the aforementioned requirement, before Promoter destroys any Safety Reports and associated source documents, or training records, it will notify SIGA of its intention to do so and afford SIGA the opportunity to retain such records if it so wishes.", "file_path": "cuad/SigaTechnologiesInc_20190603_8-K_EX-10.1_11695818_EX-10.1_Promotion Agreement.txt"}]
Question: Consider the Endorsement Agreement between Healthcare Distribution Specialists LLC and Paul Silas for Clotamin; What are the insurance requirements under this contract?
Relevant contract clauses:
[{"span": [11370, 11459], "answer": "HDS agrees to provide and maintain at its own expense, the following insurance coverages:", "file_path": "cuad/PharmagenInc_20120803_8-KA_EX-10.1_7693204_EX-10.1_Endorsement Agreement.txt"}, {"span": [11466, 11602], "answer": "Commercial General Liability coverage of product liability with limits no less than $1,000,000 per occurrence  and $2,000,000 aggregate.", "file_path": "cuad/PharmagenInc_20120803_8-KA_EX-10.1_7693204_EX-10.1_Endorsement Agreement.txt"}, {"span": [11609, 11744], "answer": "Umbrella / Excess Liability coverage inclusive of product liability with limits not less than $5,000,000 per  occurrence and aggregate.", "file_path": "cuad/PharmagenInc_20120803_8-KA_EX-10.1_7693204_EX-10.1_Endorsement Agreement.txt"}, {"span": [11751, 11843], "answer": "Media Liability insurance with limits not less than $2,000,000 per occurrence and aggregate.", "file_path": "cuad/PharmagenInc_20120803_8-KA_EX-10.1_7693204_EX-10.1_Endorsement Agreement.txt"}, {"span": [11848, 11926], "answer": "The Celebrity shall be named as an additional insured on coverages A, B and C.", "file_path": "cuad/PharmagenInc_20120803_8-KA_EX-10.1_7693204_EX-10.1_Endorsement Agreement.txt"}]
Question: Consider the Content License Agreement between PSiTech Corporation and Empirical Ventures, Inc.; What are the audit rights under this contract?
Relevant contract clauses:
[{"span": [16232, 16745], "answer": "Licensee shall make such books and records, and appropriate personnel, available during normal business hours for audit by Licensor or its authorized representative; provided that Licensor shall:   (a) provide Licensee with reasonable prior notice of any audit;   (b) undertake an audit no more than once per calendar year, unless a prior audit has disclosed a balance due; and   (c) conduct or cause to be conducted such audit in a manner designed to minimize disruption of Licensee's normal business operations.", "file_path": "cuad/GopageCorp_20140221_10-K_EX-10.1_8432966_EX-10.1_Content License Agreement.txt"}, {"span": [16809, 17036], "answer": "Licensor will pay the cost of such audits unless an audit reveals a discrepancy in payment or reporting of five percent (5%) or more, in which case the Licensee shall reimburse the Licensor for the reasonable cost of the audit.", "file_path": "cuad/GopageCorp_20140221_10-K_EX-10.1_8432966_EX-10.1_Content License Agreement.txt"}]
Question: Consider the Reseller Agreement between PivX Corporation and Detto Technologies for Qwik-Fix Pro Distribution; What is the duration of any warranties provided in this contract?
Relevant contract clauses:
[{"span": [14476, 14751], "answer": "With respect to Qwik-Fix Pro delivered by PivX to Detto on CD-Rom, PivX warrants that for a period of thirty (30) days following delivery to Detto, the media on which Qwik-Fix Pro is furnished to Detto will be free from defects in materials and workmanship during normal use.", "file_path": "cuad/ADIANUTRITION,INC_04_01_2005-EX-10.D2-RESELLER AGREEMENT.txt"}]
Question: Consider the Endorsement Agreement between Movado Group, Inc. and the Grinberg Family Trust; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [10851, 11255], "answer": "Except to the extent preempted by Employee Retirement Income Security Act of 1974, as amended (\"ERISA\"), all rights hereunder shall be governed by and construed in accordance with the laws of the State of New York without regard to its rules governing conflicts of laws, or the rules of any other jurisdiction which would cause the laws of any\n\n\n\n\n\njurisdiction other than the State of New York to apply.", "file_path": "cuad/MOVADOGROUPINC_04_30_2003-EX-10.28-ENDORSEMENT AGREEMENT.txt"}]
Question: Consider the Strategic Alliance Agreement between Information System Associates, Inc. and Rubicon Software Group plc; Is there uncapped liability under this contract?
Relevant contract clauses:
[{"span": [32028, 32397], "answer": "EXCEPT IN CONNECTION WITH A BREACH BY EITHER PARTY OF SECTION 8, NEITHER PARTY WILL  BE LIABLE FOR ANY SPECIAL, INDIRECT, CONSEQUENTIAL, EXEMPLARY, PUNITIVE OR INCIDENTAL DAMAGES ARISING OUT OF OR  RELATED TO THIS AGREEMENT, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY (INCLUDING NEGLIGENCE), EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.", "file_path": "cuad/DUOSTECHNOLOGIESGROUP,INC_04_21_2009-EX-10.1-STRATEGIC ALLIANCE AGREEMENT.txt"}, {"span": [32504, 32693], "answer": "EXCEPT IN CONNECTION WITH A BREACH BY EITHER PARTY OF SECTION 8, EACH PARTY'S LIABILITY FOR DAMAGES HEREUNDER (OTHER THAN IN RESPECT OF ANY CLAIM FOR MONIES DUE)  SHALL NOT EXCEED £200,000.", "file_path": "cuad/DUOSTECHNOLOGIESGROUP,INC_04_21_2009-EX-10.1-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Agency Agreement for Share Offering between Tribute Pharmaceuticals Canada Inc. and Agents Dundee Securities Ltd., Kes 7 Capital Inc., and Bloom Burton & Co. Ltd.; Does this contract include any revenue or profit-sharing arrangements?
Relevant contract clauses:
[{"span": [787, 1212], "answer": "In consideration of the Agents' services to be rendered in connection with the Offering, the Corporation shall pay to the Agents a cash fee (the \"Agents' Fee\") equal to 7.0% of the gross proceeds of the Offering. As additional consideration, the Corporation shall issue to the Agents that number of compensation options (the \"Compensation Options\") equal to 3.5% of the number of Offered Shares sold pursuant to the Offering.", "file_path": "cuad/OLDAPIWIND-DOWNLTD_01_08_2016-EX-1.3-AGENCY AGREEMENT1.txt"}, {"span": [45783, 46295], "answer": "In consideration for the Agents' services hereunder, the Corporation will pay to the Agents the Agents' Fee and the Corporation shall issue to the Agents that number of Compensation Options equal to 3.5% of the number of Offered Shares sold pursuant to the Offering. Unless otherwise stated herein, the Offered Shares shall also refer to the Compensation Options. The Agents' Fee shall be apportioned among the Agents as follows: Dundee Securities Ltd. 40% Kes 7 Capital Inc. 30% Bloom Burton & Co. Ltd. 30% 100%", "file_path": "cuad/OLDAPIWIND-DOWNLTD_01_08_2016-EX-1.3-AGENCY AGREEMENT1.txt"}]