orgrctera/legalbenchrag_cuad huggingface dataset:
Question: Consider the Co-Development Agreement between PhaseBio Pharmaceuticals Inc. and SFJ Pharmaceuticals X, Ltd. for Clinical Trials of Ticagrelor Compound; Is there a minimum commitment required under this contract?
Relevant contract clauses:
[{"span": [119068, 119312], "answer": "In connection with the Development, manufacture and Commercialization of the Product and fulfillment of PB's obligations hereunder, PB shall spend at least an amount equal to the amount of funding paid by SFJ to PB pursuant to this Section 4.2.", "file_path": "cuad/PhasebioPharmaceuticalsInc_20200330_10-K_EX-10.21_12086810_EX-10.21_Development Agreement.txt"}]
Question: Consider the Services Agreement between Idan Maimon and Intellisense Solutions, Inc. for CEO Position; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [6090, 6317], "answer": "Neither of the parties hereto may assign its or his rights hereunder without the prior written consent of the other party hereto, and any such attempted assignment without such consent shall be null and void and without effect.", "file_path": "cuad/SCOUTCAMINC_05_12_2020-EX-10.22-SERVICES AGREEMENT.txt"}]
Question: Consider the Trademark License Agreement between Morgan Stanley Investment Management Inc. and Morgan Stanley Direct Lending Fund; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [5095, 5246], "answer": "The term of this Agreement commences on the Effective Date and continues in perpetuity, unless termination occurs pursuant to Sections 4.2 through 4.4.", "file_path": "cuad/MorganStanleyDirectLendingFund_20191119_10-12GA_EX-10.5_11898508_EX-10.5_Trademark License Agreement.txt"}]
Question: Consider the Exclusive Distributor Agreement between Erchonia Corporation and InnerScope Hearing Technologies Inc.; Are the licenses granted under this contract non-transferable?
Relevant contract clauses:
[{"span": [1112, 1412], "answer": "Subject to the terms set forth in this agreement, Erchonia grants Distributor the exclusive, non- transferable right and license to promote, distribute and sell the Products identified in Exhibit A to those type of customer specified in Exhibit B and only within the Territory specified in Exhibit B.", "file_path": "cuad/InnerscopeHearingTechnologiesInc_20181109_8-K_EX-10.6_11419704_EX-10.6_Distributor Agreement.txt"}, {"span": [13648, 13817], "answer": "During the term of this Agreement, Erchonia grants Distributor a non-exclusive, non-transferable license to use the Trademarks for advertising and promotion of Products.", "file_path": "cuad/InnerscopeHearingTechnologiesInc_20181109_8-K_EX-10.6_11419704_EX-10.6_Distributor Agreement.txt"}]
Question: Consider the Licensing and Web Site Hosting Agreement between Mortgage Logic.com, Inc. and TrueLink, Inc.; What is the renewal term for this contract?
Relevant contract clauses:
[{"span": [24777, 25064], "answer": "This Agreement shall renew automatically thereafter for successive one year periods until terminated pursuant to Section 12 herein or unless either Client or TrueLink deliver to the other written notice of intent not to renew no later than thirty (30) days prior to the end of said year.", "file_path": "cuad/BNCMORTGAGEINC_05_17_1999-EX-10.4-LICENSING AND WEB SITE HOSTING AGREEMENT.txt"}]
Question: Consider the Endorsement Agreement between SQUARE TWO GOLF INC. and Kathy Whitworth for Women's Golf Clubs; Is there a non-disparagement clause in this contract?
Relevant contract clauses:
[{"span": [11479, 11613], "answer": "use of controlled substances, except as prescribed by          a licensed medical professional in the treatment of illness or disease;", "file_path": "cuad/WOMENSGOLFUNLIMITEDINC_03_29_2000-EX-10.13-ENDORSEMENT AGREEMENT.txt"}, {"span": [11642, 11893], "answer": "acts or omissions reasonably determined by the          Company to be prejudicial or injurious to the business or goodwill of          the Company, its officers, employees, shareholders or products, the          golf industry or professional golf; and", "file_path": "cuad/WOMENSGOLFUNLIMITEDINC_03_29_2000-EX-10.13-ENDORSEMENT AGREEMENT.txt"}, {"span": [11922, 12265], "answer": "conduct which could reasonably be expected to degrade          the Professional, devalue the services of the Professional or to          bring the Professional into public hatred, contempt, scorn or          ridicule, or that could reasonably be expected to shock, insult or          offend the community or to offend public morals or decency.", "file_path": "cuad/WOMENSGOLFUNLIMITEDINC_03_29_2000-EX-10.13-ENDORSEMENT AGREEMENT.txt"}]
Question: Consider the Promotion Agreement between Ashworth, Inc., Nantz Communications, Inc., and James W. Nantz III; Does this contract include any volume restrictions?
Relevant contract clauses:
[{"span": [4130, 4561], "answer": "Nantz agrees to be available      for up to four photography sessions (2  in Southern California during the      week and 2 to be at Nantz's site locations or tournaments), two speaking      engagements, and three store appearances each Contract Year, at times and      places mutually convenient for Nantz and the Company but in no event at      times which adversely impact on the schedules of Nantz Communications or      Nantz.", "file_path": "cuad/ASHWORTHINC_01_29_1999-EX-10.(D)-PROMOTION AGREEMENT AND NANTZ COMMUNICATIONS, INC..txt"}, {"span": [4958, 5136], "answer": "The Company agrees that each photography session shall not      exceed one and one-half days and each speaking engagement and store      appearance shall not exceed one-half day.", "file_path": "cuad/ASHWORTHINC_01_29_1999-EX-10.(D)-PROMOTION AGREEMENT AND NANTZ COMMUNICATIONS, INC..txt"}]
Question: Consider the Collaboration Agreement for COVID-19 Drug Development between Anixa Biosciences, Inc. and OntoChem GmbH; Is there a non-compete clause in this contract?
Relevant contract clauses:
[{"span": [8530, 9048], "answer": "During the term of this Agreement, except in the performance of its obligations or exercise of its rights under this Agreement, neither OntoChem nor any of its Affiliates will discover, research, develop, manufacture or commercialize any compound or product directed to any Target, either independently or for or in collaboration with a third party (including the grant of a license to any third party), or have any of the foregoing activities performed on behalf of OntoChem or any of its Affiliates by a third party.", "file_path": "cuad/ANIXABIOSCIENCESINC_06_09_2020-EX-10.1-COLLABORATION AGREEMENT.txt"}]
Question: Consider the Co-Development Agreement between PhaseBio Pharmaceuticals Inc. and SFJ Pharmaceuticals X, Ltd. for Clinical Trials of Ticagrelor Compound; Does this contract include any revenue or profit-sharing arrangements?
Relevant contract clauses:
[{"span": [183134, 184090], "answer": "PB shall issue to SFJ on the Effective Date a warrant (\"Warrant\") exercisable for two million two hundred thousand (2,200,000) shares of PB common stock (\"Stock\") at an exercise price per share (\"Exercise Price\") equal to the greater of (a) five dollars ($5.00) or (b) 120% of the volume weighted average closing price of the Stock over the thirty (30) consecutive trading days ending on the last trading day immediately preceding the Effective Date and exercisable as follows: (i) one million one hundred thousand (1,100,000)\n\nSource: PHASEBIO PHARMACEUTICALS INC, 10-K, 3/30/2020\n\n\n\n\n\nshares may be exercised at any time after the Effective Date provided that any such shares may be transferred by SFJ to its Affiliates but may not be resold by SFJ or its Affiliates until one (1) year after the Effective Date and (ii) one million one hundred thousand (1,100,000) shares may be exercised at any time after the date of Successful Phase 3 Interim Analysis", "file_path": "cuad/PhasebioPharmaceuticalsInc_20200330_10-K_EX-10.21_12086810_EX-10.21_Development Agreement.txt"}]
Question: Consider the Services Agreement between Idan Maimon and Intellisense Solutions, Inc. for CEO Position; Can this contract be terminated for convenience, and under what conditions?
Relevant contract clauses:
[{"span": [2216, 2376], "answer": "The Company may in its discretion and at its option terminate this Agreement at any time after the Minimum Period upon five days prior written notice to Maimon.", "file_path": "cuad/SCOUTCAMINC_05_12_2020-EX-10.22-SERVICES AGREEMENT.txt"}]
Question: Consider the Endorsement Agreement between SQUARE TWO GOLF INC. and Kathy Whitworth for Women's Golf Clubs; Does this contract include an exclusivity agreement?
Relevant contract clauses:
[{"span": [1926, 2265], "answer": "The Professional hereby grants to the Company an exclusive license to use her name, likeness, image and personal identification, singly or in any combination, in connection with the production, use, marketing and sale of a \"Kathy Whitworth\" signature line of women's golf clubs (the \"Products\"), as described more fully in Section 3 below.", "file_path": "cuad/WOMENSGOLFUNLIMITEDINC_03_29_2000-EX-10.13-ENDORSEMENT AGREEMENT.txt"}, {"span": [2847, 3394], "answer": "The Professional hereby grants to the Company the exclusive and worldwide right to use her name, likeness, image and personal identification, singly or in any combination, during the Term and for a period of six (6) months after the Term as provided in Section 2.8, in the creation of two (2) print advertisements per year and one (1) television advertisement per year (together, the \"Advertisements\") for any golf equipment, along with all rights in any images, videos, advertisement copy or other materials created by the Professional or others.", "file_path": "cuad/WOMENSGOLFUNLIMITEDINC_03_29_2000-EX-10.13-ENDORSEMENT AGREEMENT.txt"}, {"span": [4009, 4174], "answer": "The Professional hereby grants to the Company an exclusive license to use her name, likeness, image and personal identification in the Company's catalog of products.", "file_path": "cuad/WOMENSGOLFUNLIMITEDINC_03_29_2000-EX-10.13-ENDORSEMENT AGREEMENT.txt"}, {"span": [4553, 4700], "answer": "The Professional agrees to use only the golf clubs and golf bags of the Company in any golf event, whether professional or social, during the Term.", "file_path": "cuad/WOMENSGOLFUNLIMITEDINC_03_29_2000-EX-10.13-ENDORSEMENT AGREEMENT.txt"}, {"span": [6228, 6574], "answer": "The Professional hereby grants an exclusive, worldwide license to the Company to use the name, likeness, image and personal identification of the Professional, during the Term and for a period of six (6) months after the Term as provided in Section 2.8, in connection with the creation, manufacture, marketing, sale and promotion of the Products.", "file_path": "cuad/WOMENSGOLFUNLIMITEDINC_03_29_2000-EX-10.13-ENDORSEMENT AGREEMENT.txt"}]
Question: Consider the Trademark License Agreement between Arconic Inc. and Arconic Rolled Products Corp.; Is there a covenant not to sue included in this contract?
Relevant contract clauses:
[{"span": [3513, 3681], "answer": "Licensee agrees and covenants that it shall not challenge, contest, or take any actions inconsistent with Licensor's exclusive rights of ownership of the Licensed Mark.", "file_path": "cuad/ArconicRolledProductsCorp_20191217_10-12B_EX-2.7_11923804_EX-2.7_Trademark License Agreement.txt"}]
Question: Consider the Licensing and Web Site Hosting Agreement between Mortgage Logic.com, Inc. and TrueLink, Inc.; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [24163, 24776], "answer": "This Agreement will take effect on the Effective Date and remain in effect for a period of 1 year; provided, that Sections 2 and 3 level shall terminate promptly upon (a) any action or omission by Client or any of its customers which constitutes a breach of or default by TrueLink under any System Agreement or Credit Repository Agreement, which breach or default has either not been cured or cannot be cured within the applicable cure period and the consequences of which is that TrueLink will lose material rights it had pursuant to said Agreements or (b) any violations or breach by Client of Sections 8a - 8c.", "file_path": "cuad/BNCMORTGAGEINC_05_17_1999-EX-10.4-LICENSING AND WEB SITE HOSTING AGREEMENT.txt"}]
Question: Consider the Exclusive Distributor Agreement between Erchonia Corporation and InnerScope Hearing Technologies Inc.; What licenses are granted under this contract?
Relevant contract clauses:
[{"span": [1112, 1579], "answer": "Subject to the terms set forth in this agreement, Erchonia grants Distributor the exclusive, non- transferable right and license to promote, distribute and sell the Products identified in Exhibit A to those type of customer specified in Exhibit B and only within the Territory specified in Exhibit B. Distributor shall only distribute or sell the Products to customers who are licensed health care professionals and meet the other requirements set forth in Exhibit B.", "file_path": "cuad/InnerscopeHearingTechnologiesInc_20181109_8-K_EX-10.6_11419704_EX-10.6_Distributor Agreement.txt"}, {"span": [4753, 4871], "answer": "Distributor shall not sell or export the Products outside the United States without prior written consent of Erchonia.", "file_path": "cuad/InnerscopeHearingTechnologiesInc_20181109_8-K_EX-10.6_11419704_EX-10.6_Distributor Agreement.txt"}, {"span": [13648, 13817], "answer": "During the term of this Agreement, Erchonia grants Distributor a non-exclusive, non-transferable license to use the Trademarks for advertising and promotion of Products.", "file_path": "cuad/InnerscopeHearingTechnologiesInc_20181109_8-K_EX-10.6_11419704_EX-10.6_Distributor Agreement.txt"}]
Question: Consider the Collaboration Agreement for COVID-19 Drug Development between Anixa Biosciences, Inc. and OntoChem GmbH; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [36123, 36318], "answer": "This Agreement and the rights and obligations of the Parties hereunder will be governed by the laws of the State of Delaware without regard to the conflict of laws provisions of any jurisdiction.", "file_path": "cuad/ANIXABIOSCIENCESINC_06_09_2020-EX-10.1-COLLABORATION AGREEMENT.txt"}]
Question: Consider the Promotion Agreement between Ashworth, Inc., Nantz Communications, Inc., and James W. Nantz III; Does this contract include any revenue or profit-sharing arrangements?
Relevant contract clauses:
[{"span": [11035, 11321], "answer": "As consideration for the rights granted and the services      to be rendered hereunder, the Company hereby grants to Nantz options (the      \"Options\"), to purchase shares of the common stock of the Company par value      $.001 per share (the \"Share\"), which are exercisable as follows:", "file_path": "cuad/ASHWORTHINC_01_29_1999-EX-10.(D)-PROMOTION AGREEMENT AND NANTZ COMMUNICATIONS, INC..txt"}]
Question: Consider the Services Agreement between Idan Maimon and Intellisense Solutions, Inc. for CEO Position; Is there a non-compete clause in this contract?
Relevant contract clauses:
[{"span": [4895, 5147], "answer": "Maimon agrees during the term of this Agreement not to accept work or enter into a contract or accept an obligation inconsistent or incompatible with Maimon's obligations under this Agreement or with the scope of services to be rendered for the Company", "file_path": "cuad/SCOUTCAMINC_05_12_2020-EX-10.22-SERVICES AGREEMENT.txt"}, {"span": [5308, 5703], "answer": "During the term of this Agreement and for a period of two (2) years after expiration or termination for any reason of this Agreement, Maimon agrees not to: (a) compete with the business of the Company, whether individually or through any entity, or to use (or permit the use of) any Confidential Information, directly or indirectly, for the purpose of competing with the business of the Company;", "file_path": "cuad/SCOUTCAMINC_05_12_2020-EX-10.22-SERVICES AGREEMENT.txt"}]
Question: Consider the Co-Development Agreement between PhaseBio Pharmaceuticals Inc. and SFJ Pharmaceuticals X, Ltd. for Clinical Trials of Ticagrelor Compound; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [165189, 165626], "answer": "PB shall not sell, transfer or assign, directly or indirectly, in whole or in part, any rights to receive payments of royalties or license fees with respect to the Product or the PB Intellectual Property (including any Accounts with respect to such royalties or license fees), other than to a wholly owned direct or indirect subsidiary of PB (it being understood that the foregoing shall not restrict the creation of any Permitted Lien).", "file_path": "cuad/PhasebioPharmaceuticalsInc_20200330_10-K_EX-10.21_12086810_EX-10.21_Development Agreement.txt"}, {"span": [271393, 272053], "answer": "Without the prior written consent of the other Party hereto, neither Party will sell, transfer, assign, pledge or otherwise dispose of, whether voluntarily, involuntarily, by operation of law or otherwise, this Agreement or any of its rights or duties hereunder; provided, however, that either Party may assign, sublicense or transfer this Agreement and all of its rights and obligations hereunder, in their entirety, to any of its Affiliates or to a successor in connection with the sale or other transfer of all or substantially all of its business or assets to which this Agreement relates, whether by merger, sale of stock, sale of assets or otherwise, and", "file_path": "cuad/PhasebioPharmaceuticalsInc_20200330_10-K_EX-10.21_12086810_EX-10.21_Development Agreement.txt"}, {"span": [272334, 273467], "answer": "Notwithstanding the foregoing, any assignment of the rights or obligations under this Agreement by a Party (i) to an Affiliate shall require such Party to guarantee the performance of such Affiliate's financial and performance obligations hereunder or (ii) in connection with the sale or other transfer of all or substantially all of such Party's business or assets to which this Agreement relates shall require the ultimate Affiliate controlling the other party in such transaction to guarantee such Party's financial and performance obligations hereunder and such Party shall remain liable for such financial and performance obligations notwithstanding such sale or other transfer of all or substantially all of such Party's business or assets to which this Agreement relates. Notwithstanding any of the foregoing, without the consent of PB, which consent may be withheld in PB's sole discretion, SFJ shall not sell, assign, sublicense or otherwise transfer this Agreement to an entity whose primary business is the development or commercialization of pharmaceutical or biotechnology products prior to the date of Program Transfer.", "file_path": "cuad/PhasebioPharmaceuticalsInc_20200330_10-K_EX-10.21_12086810_EX-10.21_Development Agreement.txt"}]
Question: Consider the Exclusive Distributor Agreement between Erchonia Corporation and InnerScope Hearing Technologies Inc.; Is there a minimum commitment required under this contract?
Relevant contract clauses:
[{"span": [2381, 2902], "answer": "Distributor agrees that during the term of this agreement it meet the minimum performance goals set forth in Exhibit C to this agreement. Failure to meet these minimum performance goals for any period, shall, at Erchonia's option (i) be considered a breach of this agreement for which Erchonia shall have all the rights and remedies provided for herein upon a breach of this agreement, including termination of this agreement, or (ii) shall give Erchonia to terminate or limit the exclusivity provisions of this agreement", "file_path": "cuad/InnerscopeHearingTechnologiesInc_20181109_8-K_EX-10.6_11419704_EX-10.6_Distributor Agreement.txt"}, {"span": [21663, 21781], "answer": "In addition, Erchonia may require reasonable minimum purchasing requirements for each run of private labeled products.", "file_path": "cuad/InnerscopeHearingTechnologiesInc_20181109_8-K_EX-10.6_11419704_EX-10.6_Distributor Agreement.txt"}, {"span": [22094, 22177], "answer": "Minimum Performance won't be determined until FDA 50k market clearance is obtained.", "file_path": "cuad/InnerscopeHearingTechnologiesInc_20181109_8-K_EX-10.6_11419704_EX-10.6_Distributor Agreement.txt"}]
Question: Consider the Promotion Agreement between Ashworth, Inc., Nantz Communications, Inc., and James W. Nantz III; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [18604, 18868], "answer": "Accordingly, except as otherwise expressly provided below, neither Nantz Communications nor Nantz shall assign any of their respective rights or delegate any of their respective duties or obligations under this Agreement without the written consent of the Company.", "file_path": "cuad/ASHWORTHINC_01_29_1999-EX-10.(D)-PROMOTION AGREEMENT AND NANTZ COMMUNICATIONS, INC..txt"}, {"span": [19496, 19690], "answer": "The rights granted the Company hereunder shall be used only by it and shall not, without the prior written consent of Nantz Communications or Nantz, be transferred or assigned to\n\n\n\n\n\nany other.", "file_path": "cuad/ASHWORTHINC_01_29_1999-EX-10.(D)-PROMOTION AGREEMENT AND NANTZ COMMUNICATIONS, INC..txt"}]
Question: Consider the Endorsement Agreement between SQUARE TWO GOLF INC. and Kathy Whitworth for Women's Golf Clubs; Is there a non-compete clause in this contract?
Relevant contract clauses:
[{"span": [4701, 4966], "answer": "The Professional agrees (i) to use no golf bag bearing any identification of a competitor of the Company and (ii) to wear no apparel bearing any identification of a competitor of the Company, and will prohibit any caddy of hers from bearing any such identification.", "file_path": "cuad/WOMENSGOLFUNLIMITEDINC_03_29_2000-EX-10.13-ENDORSEMENT AGREEMENT.txt"}, {"span": [19446, 19827], "answer": "To avoid any possibility of confusion of the public, trademark infringement or interference with the rights of the Company, the Professional agrees not to endorse, license or otherwise authorize the use of her name, likeness or image in connection with another company's golf clubs or golf-related clothing or equipment during the Term and for a period of two (2) years thereafter.", "file_path": "cuad/WOMENSGOLFUNLIMITEDINC_03_29_2000-EX-10.13-ENDORSEMENT AGREEMENT.txt"}, {"span": [19842, 20054], "answer": "The Professional agrees to divest herself of any management or control interest that she currently has in any entity that is a competitor of\n\n\n\n\n\nthe Company, and not to acquire any such interest during the Term.", "file_path": "cuad/WOMENSGOLFUNLIMITEDINC_03_29_2000-EX-10.13-ENDORSEMENT AGREEMENT.txt"}]
Question: Consider the Co-Hosting Agreement between Networks Associates, Inc. and Software.net Corporation (Beyond.com); Is there a cap on liability under this contract?
Relevant contract clauses:
[{"span": [25569, 25719], "answer": "EXCEPT FOR CLAIMS UNDER SECTION 9 HEREOF, THE      LIABILITY OF A PARTY TO THE OTHER FOR DIRECT DAMAGES SHALL NOT EXCEED      FIFTEEN MILLION DOLLARS.", "file_path": "cuad/BEYONDCOMCORP_08_03_2000-EX-10.2-CO-HOSTING AGREEMENT.txt"}]
Question: Consider the Trademark License Agreement between Arconic Inc. and Arconic Rolled Products Corp.; Does the licensee's affiliates have any licensing rights under this contract?
Relevant contract clauses:
[{"span": [2428, 2845], "answer": "For the avoidance of doubt, Licensor also grants to Licensee and its subsidiaries and affiliates a non-exclusive, worldwide royalty-free license for continued use of the Licensed Mark for the production and sale of inventory containing the Licensed Mark applied to such products during the Transition Period as set forth in section 8.2 of the Separation and Distribution Agreement and in Schedule 2 of this Agreement.", "file_path": "cuad/ArconicRolledProductsCorp_20191217_10-12B_EX-2.7_11923804_EX-2.7_Trademark License Agreement.txt"}, {"span": [3074, 3294], "answer": "For avoidance of doubt, to the extent that any of the licenses granted by the terms of this Agreement include any right to sublicense, such right to sublicense shall extend to Licensee's subsidiaries and joint venturers.", "file_path": "cuad/ArconicRolledProductsCorp_20191217_10-12B_EX-2.7_11923804_EX-2.7_Trademark License Agreement.txt"}]
Question: Consider the Trademark License Agreement between Arconic Inc. and Arconic Rolled Products Corp.; What are the audit rights under this contract?
Relevant contract clauses:
[{"span": [4607, 4975], "answer": "Licensor, as owner of the Licensed Mark, shall have the right at all times to control and approve the nature and quality of the Licensed Products (and the Licensed Mark thereon), and to inspect Licensee's business operations upon reasonable prior notice for the purpose of ensuring that a high level of quality of the Licensed Products is being maintained by Licensee.", "file_path": "cuad/ArconicRolledProductsCorp_20191217_10-12B_EX-2.7_11923804_EX-2.7_Trademark License Agreement.txt"}, {"span": [5368, 5979], "answer": "No more frequently than once per year, a third party auditor chosen by Licensor and approved by Licensee, such approval not to be unreasonably withheld, shall be entitled at any time on reasonable notice to the Licensee to enter, during regular business hours, any premises used by the Licensee or its manufacturers for the manufacture, packaging or storage of the Licensed Products, to inspect such premises, all plant, workforce and machinery used for manufacture, packaging or storage of Licensed Products and all other aspects of the manufacture, packaging and storage of Licensed Products (\"Access Rights\")", "file_path": "cuad/ArconicRolledProductsCorp_20191217_10-12B_EX-2.7_11923804_EX-2.7_Trademark License Agreement.txt"}]
Question: Consider the Collaboration Agreement for COVID-19 Drug Development between Anixa Biosciences, Inc. and OntoChem GmbH; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [14748, 14911], "answer": "Unless earlier terminated in accordance with Section 4.2 or 4.3, this Agreement will be in effect from the Effective Date until completion of the Research Program.", "file_path": "cuad/ANIXABIOSCIENCESINC_06_09_2020-EX-10.1-COLLABORATION AGREEMENT.txt"}]
Question: Consider the Services Agreement between Idan Maimon and Intellisense Solutions, Inc. for CEO Position; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [7273, 7443], "answer": "This Agreement shall be governed by and construed in accordance with the law of the State of New York without giving effect to the principles of conflicts of law thereof.", "file_path": "cuad/SCOUTCAMINC_05_12_2020-EX-10.22-SERVICES AGREEMENT.txt"}]
Question: Consider the Co-Development Agreement between PhaseBio Pharmaceuticals Inc. and SFJ Pharmaceuticals X, Ltd. for Clinical Trials of Ticagrelor Compound; Does this contract include any right of first refusal, right of first offer, or right of first negotiation?
Relevant contract clauses:
[{"span": [163373, 164104], "answer": "PB shall not, without SFJ's prior written consent, enter into a Licensing Transaction unless such Licensing Transaction is an Excluded Licensing Transaction (in which case such prohibition shall not apply and no such consent of SFJ shall be required); provided that SFJ shall only be entitled to withhold such consent as to a Licensing Transaction other than an Excluded Licensing Transaction in the event SFJ reasonably determines, and provides PB with written notice of its determination within [***] of PB providing to SFJ a non-binding term sheet or comparable document summarizing the material terms of the proposed Licensing Transaction [***], that PB entering into such Licensing Transaction would [***] (\"Material Impact\").", "file_path": "cuad/PhasebioPharmaceuticalsInc_20200330_10-K_EX-10.21_12086810_EX-10.21_Development Agreement.txt"}]
Question: Consider the Exclusive Distributor Agreement between Erchonia Corporation and InnerScope Hearing Technologies Inc.; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [17724, 17923], "answer": "Distributor may not assign to any person any duties or obligations arising under this Agreement without Erchonia's prior written consent (which consent may be withheld in Erchonia's sole discretion).", "file_path": "cuad/InnerscopeHearingTechnologiesInc_20181109_8-K_EX-10.6_11419704_EX-10.6_Distributor Agreement.txt"}, {"span": [18171, 18330], "answer": "Erchonia may not assign any duties or obligations arising under this Agreement, except to a successor who acquires substantially all of the assets of Erchonia.", "file_path": "cuad/InnerscopeHearingTechnologiesInc_20181109_8-K_EX-10.6_11419704_EX-10.6_Distributor Agreement.txt"}]
Question: Consider the Endorsement Agreement between SQUARE TWO GOLF INC. and Kathy Whitworth for Women's Golf Clubs; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [22918, 23170], "answer": "The validity, interpretation,          construction and performance of this Agreement shall be governed in          accordance with the laws of the State of New Jersey without giving          effect to the principles of conflicts of laws of such state.", "file_path": "cuad/WOMENSGOLFUNLIMITEDINC_03_29_2000-EX-10.13-ENDORSEMENT AGREEMENT.txt"}]
Question: Consider the Co-Hosting Agreement between Networks Associates, Inc. and Software.net Corporation (Beyond.com); Is there uncapped liability under this contract?
Relevant contract clauses:
[{"span": [25569, 25719], "answer": "EXCEPT FOR CLAIMS UNDER SECTION 9 HEREOF, THE      LIABILITY OF A PARTY TO THE OTHER FOR DIRECT DAMAGES SHALL NOT EXCEED      FIFTEEN MILLION DOLLARS.", "file_path": "cuad/BEYONDCOMCORP_08_03_2000-EX-10.2-CO-HOSTING AGREEMENT.txt"}]
Question: Consider the Strategic Alliance Agreement between BOSCH INTERNATIONAL, LLC and BOSCH TECHNOLOGIES, LLC for Printed LightSheets Distribution; What licenses are granted under this contract?
Relevant contract clauses:
[{"span": [1579, 1706], "answer": "BOSCH hereby grants CLIENT the \"Exclusive Distribution License Rights\" sell and distribute the Products within the \"Territory\".", "file_path": "cuad/XLITECHNOLOGIES,INC_12_02_2015-EX-10.02-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Services Agreement between Idan Maimon and Intellisense Solutions, Inc. for CEO Position; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [1214, 1526], "answer": "Subject to the provisions for termination hereinafter provided, the term of this Agreement shall commence on the date hereof (the \"Effective Date\") and shall continue for a minimum period of 12 months (the \"Minimum Period\") and thereafter upon the mutual agreement of the Company and Maimon (the \"Service Term\").", "file_path": "cuad/SCOUTCAMINC_05_12_2020-EX-10.22-SERVICES AGREEMENT.txt"}]
Question: Consider the Promotion Agreement between Ashworth, Inc., Nantz Communications, Inc., and James W. Nantz III; Does this contract include an exclusivity agreement?
Relevant contract clauses:
[{"span": [3871, 4073], "answer": "Except as otherwise provided herein, and subject to the      Restrictions, Nantz Communications agrees that such Products may      prominently bear the Company's logo and shall not bear any other logos.", "file_path": "cuad/ASHWORTHINC_01_29_1999-EX-10.(D)-PROMOTION AGREEMENT AND NANTZ COMMUNICATIONS, INC..txt"}, {"span": [14189, 14605], "answer": "During the Term, neither Nantz Communications nor Nantz shall enter into\n\n\n\n\n\nany activity, employment, independent contract, or other business arrangement which conflicts with Nantz Communications' or Nantz's obligations under this Agreement or perform any service which reasonably appears to be an endorsement of the sportswear apparel, hats and shoes of a third party without the Company's prior written approval.", "file_path": "cuad/ASHWORTHINC_01_29_1999-EX-10.(D)-PROMOTION AGREEMENT AND NANTZ COMMUNICATIONS, INC..txt"}, {"span": [14607, 14841], "answer": "Nantz Communications and Nantz expressly agree that the Endorsement will not be granted to anyone other than the Company for use during the Term in connection with the advertisement and promotion of sportswear apparel, hats and shoes.", "file_path": "cuad/ASHWORTHINC_01_29_1999-EX-10.(D)-PROMOTION AGREEMENT AND NANTZ COMMUNICATIONS, INC..txt"}]
Question: Consider the Co-Development Agreement between PhaseBio Pharmaceuticals Inc. and SFJ Pharmaceuticals X, Ltd. for Clinical Trials of Ticagrelor Compound; Is there a clause preventing the solicitation of employees in this contract?
Relevant contract clauses:
[{"span": [287388, 287947], "answer": "During the Term and for a period of [***] thereafter, neither Party shall solicit an employee of the other Party who is or has been involved in the performance or oversight of any of the development activities hereunder to terminate his or her employment and accept employment or work as a consultant with the soliciting Party. Notwithstanding the foregoing, nothing herein shall restrict or preclude the Parties' right to make generalized searches for employees by way of a general solicitation for employment placed in a trade journal, newspaper or website.", "file_path": "cuad/PhasebioPharmaceuticalsInc_20200330_10-K_EX-10.21_12086810_EX-10.21_Development Agreement.txt"}]
Question: Consider the Trademark License Agreement between Arconic Inc. and Arconic Rolled Products Corp.; Does the licensor's affiliates have any licensing rights under this contract?
Relevant contract clauses:
[{"span": [2099, 2845], "answer": "Licensor on behalf of itself and its Affliates hereby grants to Licensee the limited licenses to use and have used the Licensed Mark: (i) for the Licensed Products as set forth on Schedule 2; and (ii) as set forth on Schedule 1, concerning agreements entered into by Licensee prior to the Effective Date (\"Existing Agreements\"). For the avoidance of doubt, Licensor also grants to Licensee and its subsidiaries and affiliates a non-exclusive, worldwide royalty-free license for continued use of the Licensed Mark for the production and sale of inventory containing the Licensed Mark applied to such products during the Transition Period as set forth in section 8.2 of the Separation and Distribution Agreement and in Schedule 2 of this Agreement.", "file_path": "cuad/ArconicRolledProductsCorp_20191217_10-12B_EX-2.7_11923804_EX-2.7_Trademark License Agreement.txt"}]
Question: Consider the Exclusive Distributor Agreement between Erchonia Corporation and InnerScope Hearing Technologies Inc.; Is there a non-disparagement clause in this contract?
Relevant contract clauses:
[{"span": [5405, 5560], "answer": "Distributor shall not do anything which is contrary to or which in Erchonia's reasonable business judgment is harmful to its honor, goodwill or reputation.", "file_path": "cuad/InnerscopeHearingTechnologiesInc_20181109_8-K_EX-10.6_11419704_EX-10.6_Distributor Agreement.txt"}]
Question: Consider the Endorsement Agreement between SQUARE TWO GOLF INC. and Kathy Whitworth for Women's Golf Clubs; What is the renewal term for this contract?
Relevant contract clauses:
[{"span": [17959, 18243], "answer": "The Company may renew this Agreement on the same terms and conditions for one (1) additional five year period that shall begin on January 1, 2005 and end on December 31, 2009, by providing a written notice of its intent to effect such renewal to the Professional by November 30, 2004.", "file_path": "cuad/WOMENSGOLFUNLIMITEDINC_03_29_2000-EX-10.13-ENDORSEMENT AGREEMENT.txt"}]
Question: Consider the Co-Hosting Agreement between Networks Associates, Inc. and Software.net Corporation (Beyond.com); What are the audit rights under this contract?
Relevant contract clauses:
[{"span": [43308, 43582], "answer": "In addition, Co-Host agrees to allow NAI's           independent auditors to audit and analyze appropriate accounting           records of Co-Host from time to time (but not more than one every six           (6) months) to ensure compliance with all terms of this Agreement.", "file_path": "cuad/BEYONDCOMCORP_08_03_2000-EX-10.2-CO-HOSTING AGREEMENT.txt"}, {"span": [43769, 44026], "answer": "The cost of such an audit will be borne by NAI unless           a material discrepancy indicating inadequate record keeping or that           additional fees due to NAI are discovered, in which case the cost of           the audit shall be borne by Co-Host.", "file_path": "cuad/BEYONDCOMCORP_08_03_2000-EX-10.2-CO-HOSTING AGREEMENT.txt"}, {"span": [44189, 44291], "answer": "Audits and inspections           shall not interfere unreasonably with Co-Host's business activities.]", "file_path": "cuad/BEYONDCOMCORP_08_03_2000-EX-10.2-CO-HOSTING AGREEMENT.txt"}]
Question: Consider the Strategic Alliance Agreement between BOSCH INTERNATIONAL, LLC and BOSCH TECHNOLOGIES, LLC for Printed LightSheets Distribution; Does this contract include an exclusivity agreement?
Relevant contract clauses:
[{"span": [1579, 1706], "answer": "BOSCH hereby grants CLIENT the \"Exclusive Distribution License Rights\" sell and distribute the Products within the \"Territory\".", "file_path": "cuad/XLITECHNOLOGIES,INC_12_02_2015-EX-10.02-STRATEGIC ALLIANCE AGREEMENT.txt"}, {"span": [1847, 2138], "answer": "Bosch hereby grants to Client the exclusive rights to sell and distribute the Product, subject to the Territory as set forth below, to certain select companies in the Automotive Industry, each of which shall be approved by Bosch in writing as requested by the Client on a case by case basis.", "file_path": "cuad/XLITECHNOLOGIES,INC_12_02_2015-EX-10.02-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Services Agreement between PFS Funds and Potomac Fund Management, Inc. for Investment Fund Management; What are the audit rights under this contract?
Relevant contract clauses:
[{"span": [7373, 7660], "answer": "The Adviser shall make available to the Trust during regular business hours all records and other data created and maintained pursuant to the foregoing provisions of this Agreement for reasonable audit and inspection by the Trust or any regulatory agency having authority over the Trust.", "file_path": "cuad/PFSFUNDS_06_26_2020-EX-99.H OTH MAT CONT-SERVICES AGREEMENT.txt"}]
Question: Consider the Trademark License Agreement between Arconic Inc. and Arconic Rolled Products Corp.; What licenses are granted under this contract?
Relevant contract clauses:
[{"span": [2099, 3073], "answer": "Licensor on behalf of itself and its Affliates hereby grants to Licensee the limited licenses to use and have used the Licensed Mark: (i) for the Licensed Products as set forth on Schedule 2; and (ii) as set forth on Schedule 1, concerning agreements entered into by Licensee prior to the Effective Date (\"Existing Agreements\"). For the avoidance of doubt, Licensor also grants to Licensee and its subsidiaries and affiliates a non-exclusive, worldwide royalty-free license for continued use of the Licensed Mark for the production and sale of inventory containing the Licensed Mark applied to such products during the Transition Period as set forth in section 8.2 of the Separation and Distribution Agreement and in Schedule 2 of this Agreement. Licensee will not, however, use the Licensed Mark except for the production and sale of inventory as provided in this Section 1.1 and in Section 8.2 of the Separation and Distribution Agreement and Schedule 2 of this Agreement.", "file_path": "cuad/ArconicRolledProductsCorp_20191217_10-12B_EX-2.7_11923804_EX-2.7_Trademark License Agreement.txt"}]
Question: Consider the Promotion Agreement between Ashworth, Inc., Nantz Communications, Inc., and James W. Nantz III; Are there any exceptions to competitive restrictions in this contract?
Relevant contract clauses:
[{"span": [14843, 15095], "answer": "Notwithstanding the foregoing Nantz shall be permitted to wear a Lynx hat or clothing logo when performing promotional services for Lynx and to use Lynx equipment when performing any promotional services for the Company in which equipment will be used.", "file_path": "cuad/ASHWORTHINC_01_29_1999-EX-10.(D)-PROMOTION AGREEMENT AND NANTZ COMMUNICATIONS, INC..txt"}]
Question: Consider the Co-Development Agreement between PhaseBio Pharmaceuticals Inc. and SFJ Pharmaceuticals X, Ltd. for Clinical Trials of Ticagrelor Compound; Does this contract include an exclusivity agreement?
Relevant contract clauses:
[{"span": [203343, 204097], "answer": "SFJ shall use commercially reasonable efforts to obtain from each Third Party contractor that SFJ or its Affiliate proposes to engage to conduct activities under or in connection with this Agreement on behalf of SFJ or its Affiliates (i) an assignment, (ii) an exclusive, worldwide, royalty-free, fully-paid, freely-assignable license, with the right to sublicense through multiple tiers, or (iii) a non‑exclusive, worldwide, royalty-free, fully-paid, freely-assignable license, with the right to sublicense through multiple tiers ((i) through (iii) in order of preference), to PB of any Trial Invention that such Third Party contractor conceives, discovers, develops or otherwise makes in connection with activities conducted relating to this Agreement.", "file_path": "cuad/PhasebioPharmaceuticalsInc_20200330_10-K_EX-10.21_12086810_EX-10.21_Development Agreement.txt"}]
Question: Consider the Exclusive Distributor Agreement between Erchonia Corporation and InnerScope Hearing Technologies Inc.; Does this contract include an exclusivity agreement?
Relevant contract clauses:
[{"span": [1112, 1412], "answer": "Subject to the terms set forth in this agreement, Erchonia grants Distributor the exclusive, non- transferable right and license to promote, distribute and sell the Products identified in Exhibit A to those type of customer specified in Exhibit B and only within the Territory specified in Exhibit B.", "file_path": "cuad/InnerscopeHearingTechnologiesInc_20181109_8-K_EX-10.6_11419704_EX-10.6_Distributor Agreement.txt"}]
Question: Consider the Endorsement Agreement between SQUARE TWO GOLF INC. and Kathy Whitworth for Women's Golf Clubs; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [1490, 1763], "answer": "The term of this Agreement shall begin on January 1, 2000 and continue for an initial period of five (5) years unless earlier terminated in accordance with Section 7 hereof, and may be renewed under Section 8 hereof (the initial period plus any renewal period, the \"Term\").", "file_path": "cuad/WOMENSGOLFUNLIMITEDINC_03_29_2000-EX-10.13-ENDORSEMENT AGREEMENT.txt"}]
Question: Consider the Strategic Alliance Agreement between PPD Development, LP and VirtualScopics, Inc. for Clinical and Medical Imaging Services; What are the insurance requirements under this contract?
Relevant contract clauses:
[{"span": [37200, 37520], "answer": "VS represents and warrants that it has and will maintain during the Term of this Agreement and, additionally, where applicable, during the term of any active Work Order, and for a period of two (2) years following expiration or termination of either, insurance in the types and limits generally accepted in the industry.", "file_path": "cuad/VIRTUALSCOPICS,INC_11_12_2010-EX-10.1-STRATEGIC ALLIANCE AGREEMENT.txt"}]
Question: Consider the Co-Hosting Agreement between Networks Associates, Inc. and Software.net Corporation (Beyond.com); Are there any services to be provided after the termination of this contract?
Relevant contract clauses:
[{"span": [42760, 43151], "answer": "For three (3) years after each calendar quarter during the           term of this Agreement, Co-Host will keep, at Co-Host's office, full           and accurate books of account and copies of all documents and other           materials for such quarter relating to this Agreement and Co-Host's           records, accounts and contracts relating to the distribution of the           Products.", "file_path": "cuad/BEYONDCOMCORP_08_03_2000-EX-10.2-CO-HOSTING AGREEMENT.txt"}]
Question: Consider the Promotion Agreement between Ashworth, Inc., Nantz Communications, Inc., and James W. Nantz III; Is there a most favored nation clause in this contract?
Relevant contract clauses:
[{"span": [6734, 7054], "answer": "The Company acknowledges that Nantz Communications' and      Nantz's obligations to CBS or any other television station or network with      which Nantz Communications or Nantz has a contract or arrangement shall      take precedence over any other commitments of Nantz Communications or Nantz      under this Agreement.", "file_path": "cuad/ASHWORTHINC_01_29_1999-EX-10.(D)-PROMOTION AGREEMENT AND NANTZ COMMUNICATIONS, INC..txt"}]
Question: Consider the Services Agreement between PFS Funds and Potomac Fund Management, Inc. for Investment Fund Management; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [12877, 12996], "answer": "This Agreement shall automatically terminate in the event the Management Agreement is assigned or otherwise terminated.", "file_path": "cuad/PFSFUNDS_06_26_2020-EX-99.H OTH MAT CONT-SERVICES AGREEMENT.txt"}]
Question: Consider the Exclusive Distributor Agreement between Erchonia Corporation and InnerScope Hearing Technologies Inc.; Is there a non-compete clause in this contract?
Relevant contract clauses:
[{"span": [5697, 6002], "answer": "During the term of this agreement, Distributor shall not market, sell advertise or promote the sale or use of any product or device which is competitive with or substantially similar to the Products, without the prior express written consent of Erchonia, nor shall they assist any third party in doing so.", "file_path": "cuad/InnerscopeHearingTechnologiesInc_20181109_8-K_EX-10.6_11419704_EX-10.6_Distributor Agreement.txt"}]
Question: Consider the Trademark License Agreement between Arconic Inc. and Arconic Rolled Products Corp.; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [16799, 16927], "answer": "This Agreement may not be assigned by Licensee without the consent of Licensor which consent shall not be unreasonably withheld.", "file_path": "cuad/ArconicRolledProductsCorp_20191217_10-12B_EX-2.7_11923804_EX-2.7_Trademark License Agreement.txt"}]
Question: Consider the Co-Development Agreement between PhaseBio Pharmaceuticals Inc. and SFJ Pharmaceuticals X, Ltd. for Clinical Trials of Ticagrelor Compound; Is there a non-compete clause in this contract?
Relevant contract clauses:
[{"span": [109480, 110735], "answer": "During the applicable Exclusive Period, SFJ shall not, and shall cause its Affiliates not to, either by itself or through a Third Party, conduct human clinical trials of, or sell, offer for sale or have sold:\n\n3.19.1 any Competing Product (other than Product) alone or in combination (whether fixed dose or co-packaged) with one (1) or more other active ingredients;\n\n3.19.2 any combination (whether fixed dose or co-packaged) with one (1) or more other active ingredients of the Product and a Competing Product;\n\n3.19.3 any agent that is intended as an antidote to, or is intended to neutralize, abrogate or reverse the antiplatelet activity of, (i) any Brilinta Competing Product alone or in combination (whether fixed dose or co-packaged) with one (1) or more other active ingredients or (ii) both the Ticagrelor Compound and a Brilinta Competing Product;\n\n3.19.4 without limitation to the foregoing, any agent with dual activity as (i) an antidote to, or for use as an agent to neutralize, abrogate or reverse the antiplatelet activity of, the Ticagrelor Compound and (ii) an antidote to, or for use as an agent to neutralize, abrogate or reverse the antiplatelet activity of, any Brilinta Competing Product; or\n\n3.19.5 any Brilinta Competing Product.", "file_path": "cuad/PhasebioPharmaceuticalsInc_20200330_10-K_EX-10.21_12086810_EX-10.21_Development Agreement.txt"}]