orgrctera/legalbenchrag_cuad huggingface dataset:
Question: Consider the Website Building and Hosting Agreement between YourNetPlus.com, Inc. and Kingdom Connect, Inc.; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [893, 973], "answer": "This agreement shall be for a term of five years from the date of this document.", "file_path": "cuad/BOLIVARMININGCORP_05_23_2003-EX-2.1-VISP WEB SITE BUILDING AND HOSTING AGREEMENT.txt"}]
Question: Consider the Collaboration Agreement for COVID-19 Drug Development between Anixa Biosciences, Inc. and OntoChem GmbH; Does the licensor's affiliates have any licensing rights under this contract?
Relevant contract clauses:
[{"span": [26028, 26489], "answer": "OntoChem hereby grants to Anixa a non-exclusive, fully paid-up, royalty-free, perpetual, irrevocable, transferable, worldwide license (with the right to grant and authorize sublicenses through multiple tiers) under any patents which OntoChem or any of its Affiliates own or control during the term of this Agreement, to make, have made, use, sell, offer for sale and import the Lead Scaffold(s) and products that incorporate compounds from the Lead Scaffold(s).", "file_path": "cuad/ANIXABIOSCIENCESINC_06_09_2020-EX-10.1-COLLABORATION AGREEMENT.txt"}]
Question: Consider the Promotion and Distribution Agreement between Whitesmoke Inc. and Google Inc.; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [7056, 7264], "answer": "\"Term\" means the earlier of: (a) the end of the two year period from the Effective Date to 31 July 2013; or (b) the last day of the calendar month  within which the Maximum Distribution Commitment is reached.", "file_path": "cuad/WHITESMOKE,INC_11_08_2011-EX-10.26-PROMOTION AND DISTRIBUTION AGREEMENT.txt"}, {"span": [20209, 20351], "answer": "This Agreement shall commence on the Effective Date and, unless earlier terminated as set out in this Agreement, shall continue  for the Term.", "file_path": "cuad/WHITESMOKE,INC_11_08_2011-EX-10.26-PROMOTION AND DISTRIBUTION AGREEMENT.txt"}]
Question: Consider the Collaborative Research, Development and Commercialization Agreement between Revolution Medicines, Inc. and Aventis, Inc. (Sanofi); Is there a non-compete clause in this contract?
Relevant contract clauses:
[{"span": [79222, 79634], "answer": "Except pursuant to or as expressly permitted by this Agreement, RevMed shall not, shall cause its Affiliates not to, conduct or agree to conduct, outside of the Collaboration, on its own or together with one or more Third Parties, the Research, Development or Commercialization of any product that contains a SHP2 Inhibitor, including any SHP1-SHP2 Dual Inhibitor that [***]. For purposes of this Section, [***].", "file_path": "cuad/RevolutionMedicinesInc_20200117_S-1_EX-10.1_11948417_EX-10.1_Development Agreement.txt"}, {"span": [189673, 190195], "answer": "If after [***]: (i) Sanofi or its Affiliates, alone or with or through a Third Party, develop, manufacture or commercialize a Competing Product and (ii) Sanofi or its Affiliates have not commenced a Registrational Clinical Trial for a Product prior to commencing the activities in Section 12.2(d)(i), RevMed may terminate this Agreement effective [***] after it delivers written notice to Sanofi that it is exercising its rights under this Section 12.2(d) unless Sanofi elects in writing within such [***] period to [***].", "file_path": "cuad/RevolutionMedicinesInc_20200117_S-1_EX-10.1_11948417_EX-10.1_Development Agreement.txt"}]
Question: Consider the Service Agreement between The Victory Portfolios and Hartford Life Insurance Co., Inc. for Administrative Services; Is there a cap on liability under this contract?
Relevant contract clauses:
[{"span": [22809, 22906], "answer": "In any event, neither party shall be liable for any special, consequential or incidental damages.", "file_path": "cuad/TALCOTTRESOLUTIONLIFEINSURANCECO-SEPARATEACCOUNTTWELVE_04_30_2020-EX-99.8(L)-SERVICE AGREEMENT.txt"}]
Question: Consider the Trademark License Agreement between Morgan Stanley Investment Management Inc. and Morgan Stanley Direct Lending Fund; Are the licenses granted under this contract non-transferable?
Relevant contract clauses:
[{"span": [1498, 1734], "answer": "Subject to the terms and conditions herein, Licensor hereby grants to Licensee a non-exclusive, non- transferable, and (subject to Section 1.2 hereof) non-sublicensable license for the use of the Brand solely for the Permitted Activity.", "file_path": "cuad/MorganStanleyDirectLendingFund_20191119_10-12GA_EX-10.5_11898508_EX-10.5_Trademark License Agreement.txt"}, {"span": [1762, 2389], "answer": "Licensee may sublicense its rights under Section 1.1 solely to a current or future wholly owned subsidiary of Licensee, and then only with the prior written consent of Licensor (which shall not be unreasonably withheld), provided that any such sublicense shall terminate automatically, with no need for written notice to the sublicensee, if (a) such entity ceases to be a wholly owned subsidiary of Licensee, (b) this Agreement terminates for any reason or (c) such sublicensee materially breaches its sublicense in a manner that harms the Brand and does not cure the same within 15 days after notice from Licensor or Licensee.", "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 Water Now, Inc., Hydraspin USA, Inc., and BestEv Management, LLC; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [41173, 41408], "answer": "THIS AGREEMENT, AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES, SHALL BE GOVERNED BY AND CONSTRUED AND ENFORCED IN ACCORDANCE WITH THE SUBSTANTIVE LAWS OF THE STATE OF TEXAS, U.S.A. WITHOUT REGARD TO ITS PRINCIPLES OF CONFLICTS OF LAWS.", "file_path": "cuad/WaterNowInc_20191120_10-Q_EX-10.12_11900227_EX-10.12_Distributor Agreement.txt"}]
Question: Consider the Endorsement Agreement between SQUARE TWO GOLF INC. and Kathy Whitworth for Women's Golf Clubs; What licenses are granted under this contract?
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": [3638, 3994], "answer": "The Professional hereby grants to the Company the worldwide right during the Term and for a period of six (6) months after the Term as provided in Section 2.8 to use, reproduce, print, publish, distribute, broadcast, modify, edit, condense, or expand any materials containing her name, image, likeness or personal identification that are created hereunder.", "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": [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 Licensing and Web Site Hosting Agreement between Mortgage Logic.com, Inc. and TrueLink, Inc.; Is there a cap on liability under this contract?
Relevant contract clauses:
[{"span": [23791, 24121], "answer": "IN NO EVENT SHALL TRUELINK'S LIABILITY FOR ANY MATTER ARISING UNDER OR RELATED TO SECTION 3, 4, 7 AND 11 THIS AGREEMENT (OTHER THAN DUE TO A BREACH RESULTING FROM TRUELINK'S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT) EXCEED THE TOTAL COMPENSATION PAID FOR HOSTING AND SUPPORT SERVICES OVER THE IMMEDIATELY PRECEDING 12 MONTHS PERIOD.", "file_path": "cuad/BNCMORTGAGEINC_05_17_1999-EX-10.4-LICENSING AND WEB SITE HOSTING AGREEMENT.txt"}]
Question: Consider the Collaboration Agreement for COVID-19 Drug Development between Anixa Biosciences, Inc. and OntoChem GmbH; What licenses are granted under this contract?
Relevant contract clauses:
[{"span": [26028, 26489], "answer": "OntoChem hereby grants to Anixa a non-exclusive, fully paid-up, royalty-free, perpetual, irrevocable, transferable, worldwide license (with the right to grant and authorize sublicenses through multiple tiers) under any patents which OntoChem or any of its Affiliates own or control during the term of this Agreement, to make, have made, use, sell, offer for sale and import the Lead Scaffold(s) and products that incorporate compounds from the Lead Scaffold(s).", "file_path": "cuad/ANIXABIOSCIENCESINC_06_09_2020-EX-10.1-COLLABORATION AGREEMENT.txt"}]
Question: Consider the Promotion Agreement between Charity Tunes Inc. and ConAgra Foods Canada Inc.; Does this contract include any volume restrictions?
Relevant contract clauses:
[{"span": [1182, 1506], "answer": "Such a consumer wil l be entitled to visit a custom interactive landing page at the  CharityTunes.com website to enter the unique code and consumer's valid email address to receive downloads up to a  maximum of either three (3), five (5), or seven (7) free MP3 song downloads having a retail value of $1.29 per song or less.", "file_path": "cuad/ON4COMMUNICATIONSINC_07_02_2009-EX-10.1-PROMOTION AGREEMENT.txt"}, {"span": [3370, 3766], "answer": "The total  number of Pin Codes to be distributed as prizes in the Promotion shall not exceed: (i) 277,760 Pin Codes containing three (3)  music downloads per Pin Code ; (ii) 130,300 Pin Codes containing five (5) music downloads per Pin Code; and (iii) 27,900 Pin  Codes containing seven (7) music downloads per Pin Code. No Designated Sponsor Product shall contain more than 1 Pin  Code per pack.", "file_path": "cuad/ON4COMMUNICATIONSINC_07_02_2009-EX-10.1-PROMOTION AGREEMENT.txt"}, {"span": [3770, 3884], "answer": "The distribution limits stated above are the maximum number of Pin Codes that may be distributed in the Promotion.", "file_path": "cuad/ON4COMMUNICATIONSINC_07_02_2009-EX-10.1-PROMOTION AGREEMENT.txt"}]
Question: Consider the Service Agreement between The Victory Portfolios and Hartford Life Insurance Co., Inc. for Administrative Services; What are the audit rights under this contract?
Relevant contract clauses:
[{"span": [10382, 11433], "answer": "Upon the request of the Trust or its designee, Administrator shall provide copies of all the historical records relating to transactions between the Funds and the Plans, written communications regarding the Funds to or from such Plans and other materials, in each case (i) as are maintained by Administrator in the ordinary course of its business and in compliance with laws and regulations governing transfer agents, and (ii) as may reasonably be requested to enable the Trust or its representatives, including without limitation its auditors or legal counsel, to (a) monitor and review the Services, (b) comply with any request of a governmental body or self-regulatory organization or a Plan, (c) verify compliance by Administrator with the terms of this Agreement, (d) make required regulatory reports, or (e) perform general customer supervision. Administrator agrees that it will permit the Trust or such representatives to have reasonable access to its personnel and records in order to facilitate the monitoring of the quality of the Services.", "file_path": "cuad/TALCOTTRESOLUTIONLIFEINSURANCECO-SEPARATEACCOUNTTWELVE_04_30_2020-EX-99.8(L)-SERVICE AGREEMENT.txt"}]
Question: Consider the Trademark License Agreement between Morgan Stanley Investment Management Inc. and Morgan Stanley Direct Lending Fund; What licenses are granted under this contract?
Relevant contract clauses:
[{"span": [1498, 1734], "answer": "Subject to the terms and conditions herein, Licensor hereby grants to Licensee a non-exclusive, non- transferable, and (subject to Section 1.2 hereof) non-sublicensable license for the use of the Brand solely for the Permitted Activity.", "file_path": "cuad/MorganStanleyDirectLendingFund_20191119_10-12GA_EX-10.5_11898508_EX-10.5_Trademark License Agreement.txt"}]
Question: Consider the Collaborative Research, Development and Commercialization Agreement between Revolution Medicines, Inc. and Aventis, Inc. (Sanofi); What is the governing law for this contract?
Relevant contract clauses:
[{"span": [249861, 250015], "answer": "This Agreement shall be governed by and construed in accordance with the laws of the State of New York without reference to any rules of conflict of laws.", "file_path": "cuad/RevolutionMedicinesInc_20200117_S-1_EX-10.1_11948417_EX-10.1_Development Agreement.txt"}, {"span": [265514, 265665], "answer": "This Letter shall be governed by and construed in accordance with the laws of the State of New York without reference to any rules of conflict of laws.", "file_path": "cuad/RevolutionMedicinesInc_20200117_S-1_EX-10.1_11948417_EX-10.1_Development Agreement.txt"}]
Question: Consider the Exclusive Distributor Agreement between Water Now, Inc., Hydraspin USA, Inc., and BestEv Management, LLC; What is the notice period required to terminate the renewal?
Relevant contract clauses:
[{"span": [33023, 33345], "answer": "Upon expiration of the Initial Term of this Agreement, this Agreement will automatically renew for additional, successive five (5) year periods unless either Party provides the other Party written notice of its desire to terminate at least one hundred twenty (120) days prior to the end of the Initial Term or any renewal.", "file_path": "cuad/WaterNowInc_20191120_10-Q_EX-10.12_11900227_EX-10.12_Distributor Agreement.txt"}]
Question: Consider the Endorsement Agreement between SQUARE TWO GOLF INC. and Kathy Whitworth for Women's Golf Clubs; How is intellectual property ownership assigned in this contract?
Relevant contract clauses:
[{"span": [31013, 31699], "answer": "Recipient hereby assigns and agrees to assign all Recipient's rights in any Intellectual Property to the Company. Recipient hereby grants to the Company power of attorney for the purpose of assigning all Recipient's rights in Intellectual Property to the Company for the purposes of filings, registrations and other formalities deemed necessary by the Company to prosecute, protect, perfect or exploit its ownership and interests in Intellectual Property. Recipient further agrees to execute, acknowledge and deliver any documentation, instruments, specifications or disclosures necessary to assign, prosecute, protect, perfect or exploit the Company ownership of Intellectual Property.", "file_path": "cuad/WOMENSGOLFUNLIMITEDINC_03_29_2000-EX-10.13-ENDORSEMENT AGREEMENT.txt"}]
Question: Consider the Collaboration Agreement for COVID-19 Drug Development between Anixa Biosciences, Inc. and OntoChem GmbH; How is intellectual property ownership assigned in this contract?
Relevant contract clauses:
[{"span": [15092, 16374], "answer": "For each Lead Scaffold, if (a) neither Anixa nor any of its Affiliates, licensees or assignees has dosed the first patient in a human clinical trial for a product incorporating a compound from such Lead Scaffold by the fifth (5th) anniversary of the date of the Selection Notice, or (b) Anixa earlier provides written notice of termination of such Lead Scaffold referencing this Section 4.3, then such Lead Scaffold (each, a \"Terminated Scaffold\") will thereupon cease to be a Lead Scaffold under this Agreement and thereafter, notwithstanding anything to the contrary in this Agreement: (i) Anixa will promptly assign to OntoChem all right, title and interest in and to any patents and patent applications owned by Anixa that claim such Terminated Scaffold (including the composition, use or manufacture thereof) and, following such assignment, OntoChem will exclusively control the filing, prosecution, maintenance and enforcement of such patents and patent applications; (ii) the identity, structure and SAR information of such Terminated Scaffold will be deemed to be the Confidential Information of OntoChem; (iii) Anixa will not owe any further annual fees under Section 3.2 for such Terminated Scaffold; and (iv) this Agreement will otherwise remain in full force and effect.", "file_path": "cuad/ANIXABIOSCIENCESINC_06_09_2020-EX-10.1-COLLABORATION AGREEMENT.txt"}, {"span": [24904, 25313], "answer": "OntoChem will own, and Anixa hereby assigns to OntoChem, all right, title and interest in and to all Inventions directed to (a) any methods of generating or screening compound libraries and (b) the Rejected Hit Compounds (including the composition, use or manufacture thereof), in the case of this clause (b), effective as of the Selection Deadline (collectively (clauses (a) and (b)), \"OntoChem Inventions\").", "file_path": "cuad/ANIXABIOSCIENCESINC_06_09_2020-EX-10.1-COLLABORATION AGREEMENT.txt"}, {"span": [25533, 25833], "answer": "Anixa will own, and OntoChem hereby assigns to Anixa, all right, title and interest in and to all Inventions other than OntoChem Inventions, including, for clarity, Inventions directed to the Lead Scaffold(s) (including the composition, use or manufacture thereof) (collectively, \"Anixa Inventions\").", "file_path": "cuad/ANIXABIOSCIENCESINC_06_09_2020-EX-10.1-COLLABORATION AGREEMENT.txt"}, {"span": [26963, 27149], "answer": "Each Party will assign, and does hereby assign, to the other Party rights with respect to the applicable Inventions as necessary to achieve ownership as provided in Sections 6.2 and 6.3.", "file_path": "cuad/ANIXABIOSCIENCESINC_06_09_2020-EX-10.1-COLLABORATION AGREEMENT.txt"}]
Question: Consider the Licensing and Web Site Hosting Agreement between Mortgage Logic.com, Inc. and TrueLink, Inc.; What licenses are granted under this contract?
Relevant contract clauses:
[{"span": [5569, 5809], "answer": "TrueLink hereby grants to Client a non-exclusive license to use the Interface in the ordinary course of its business of the origination, underwriting, processing and funding of consumer finance receivables in accordance with this Agreement.", "file_path": "cuad/BNCMORTGAGEINC_05_17_1999-EX-10.4-LICENSING AND WEB SITE HOSTING AGREEMENT.txt"}, {"span": [6421, 6900], "answer": "The license granted to Client pursuant to section 2(a) consists of the following rights:\n\n                     i.      Use and execution of the Interface on a compatible software platform (as such compatibility specifications may be issued by TrueLink from time to time); and\n\n                     ii.     Access to the Interface from multiple computer located at those sites listed on Exhibit \"A.\" Client may amend Exhibit \"A\" by giving TrueLink written notice of the new sites.", "file_path": "cuad/BNCMORTGAGEINC_05_17_1999-EX-10.4-LICENSING AND WEB SITE HOSTING AGREEMENT.txt"}, {"span": [14476, 14750], "answer": "Client hereby grants to TrueLink the nonexclusive worldwide right and license to use, distribute, disseminate, license, resell, exploit, upload, display, copy and store Credit Data subject to the limitations set forth in and in accordance with the Non-Competition Agreement.", "file_path": "cuad/BNCMORTGAGEINC_05_17_1999-EX-10.4-LICENSING AND WEB SITE HOSTING AGREEMENT.txt"}]
Question: Consider the Promotion Agreement between Charity Tunes Inc. and ConAgra Foods Canada Inc.; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [12555, 12711], "answer": "This Agreement may not be assigned by either party hereto without the written consent of the other but shall be  binding upon the successors of the parties.", "file_path": "cuad/ON4COMMUNICATIONSINC_07_02_2009-EX-10.1-PROMOTION AGREEMENT.txt"}]
Question: Consider the Service Agreement between The Victory Portfolios and Hartford Life Insurance Co., Inc. for Administrative Services; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [25901, 26022], "answer": "This Agreement shall not be assigned by either party hereto, without the prior written consent of the other party hereto.", "file_path": "cuad/TALCOTTRESOLUTIONLIFEINSURANCECO-SEPARATEACCOUNTTWELVE_04_30_2020-EX-99.8(L)-SERVICE AGREEMENT.txt"}]
Question: Consider the Collaborative Research, Development and Commercialization Agreement between Revolution Medicines, Inc. and Aventis, Inc. (Sanofi); What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [184997, 185302], "answer": "The term of this Agreement shall commence upon the Effective Date and, unless earlier terminated pursuant to this Article XII, shall continue in full force and effect until the expiration of Sanofi's payment obligations under Article IX or the Profit/Loss Share Agreement, whichever is later (the \"Term\").", "file_path": "cuad/RevolutionMedicinesInc_20200117_S-1_EX-10.1_11948417_EX-10.1_Development Agreement.txt"}]
Question: Consider the Trademark License Agreement between Morgan Stanley Investment Management Inc. and Morgan Stanley Direct Lending Fund; How is intellectual property ownership assigned in this contract?
Relevant contract clauses:
[{"span": [3594, 4078], "answer": "The parties intend that any and all goodwill in the Brand arising from Licensee's or any applicable sublicensees' Permitted Activity shall inure solely to the benefit of Licensor. Notwithstanding the foregoing, in the event that Licensee or any sublicensee is deemed to own any rights in the Brand, Licensee hereby irrevocably assigns (or shall cause such sublicensees to assign), without further consideration, such rights to Licensor together with all goodwill associated therewith.", "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 Water Now, Inc., Hydraspin USA, Inc., and BestEv Management, LLC; What is the renewal term for this contract?
Relevant contract clauses:
[{"span": [33023, 33345], "answer": "Upon expiration of the Initial Term of this Agreement, this Agreement will automatically renew for additional, successive five (5) year periods unless either Party provides the other Party written notice of its desire to terminate at least one hundred twenty (120) days prior to the end of the Initial Term or any renewal.", "file_path": "cuad/WaterNowInc_20191120_10-Q_EX-10.12_11900227_EX-10.12_Distributor Agreement.txt"}]
Question: Consider the Endorsement Agreement between SQUARE TWO GOLF INC. and Kathy Whitworth for Women's Golf Clubs; Does this contract include any volume restrictions?
Relevant contract clauses:
[{"span": [2368, 2580], "answer": "The Professional agrees to serve as a professional golf instructor during up to ten (10) golf clinics hosted by the Company per calendar year at locations within the United States to be determined by the Company.", "file_path": "cuad/WOMENSGOLFUNLIMITEDINC_03_29_2000-EX-10.13-ENDORSEMENT AGREEMENT.txt"}, {"span": [2644, 2832], "answer": "The Professional agrees to serve as a spokesperson for the Company at up to two (2) Professional Golf Association merchandise shows, including but not limited to the PGA Merchandise Shows.", "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": [9906, 10084], "answer": "The sum of the Quarterly Grant Numbers in each calendar year of the Term shall not exceed fifteen thousand (15,000). The options will expire five (5) years after each grant date.", "file_path": "cuad/WOMENSGOLFUNLIMITEDINC_03_29_2000-EX-10.13-ENDORSEMENT AGREEMENT.txt"}]
Question: Consider the Licensing and Web Site Hosting Agreement between Mortgage Logic.com, Inc. and TrueLink, Inc.; Is there a minimum commitment required under this contract?
Relevant contract clauses:
[{"span": [11844, 12117], "answer": "Client will pay TrueLink's fees for requested Hosting Services and Support Services pursuant to the schedule of charges set forth on Exhibits \"A\" and \"B\" attached hereto, (but not less than $____ per month for the Hosting Services and $____ per month for Support Services).", "file_path": "cuad/BNCMORTGAGEINC_05_17_1999-EX-10.4-LICENSING AND WEB SITE HOSTING AGREEMENT.txt"}]
Question: Consider the Exclusive Distributor Agreement between Water Now, Inc., Hydraspin USA, Inc., and BestEv Management, LLC; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [32811, 33020], "answer": "The initial term of this Agreement shall commence on the Effective Date and end on the five (5) year anniversary of the Effective Date (the \"Initial Term\"), unless sooner terminated pursuant to the terms hereo", "file_path": "cuad/WaterNowInc_20191120_10-Q_EX-10.12_11900227_EX-10.12_Distributor Agreement.txt"}]
Question: Consider the Promotion Agreement between Charity Tunes Inc. and ConAgra Foods Canada Inc.; Does this contract include an exclusivity agreement?
Relevant contract clauses:
[{"span": [8321, 9249], "answer": "In consideration of the fees paid by Sponsor as set out herein, Charity Tunes agrees that during the period beginning October  1, 2009 and ending March 31, 2010, Charity Tunes shall not enable another program sponsorship for all competitive  products/product categories distributed/sold within the total Canadian consumer/retail/wholesale market place, inclusive of:     - Total Frozen Handhelds     - Total Corporation General Mills Handhelds     - Total Pizza Pops Handhelds / total Pillsbury Mini Pizzas     - Total Corporation McCain Foods Handhelds     - Total Pizza Pockets / total McCain Mini Pizzas     - Total Corporation Heinz Handhelds     - Total Heinz Hot bites (Bagel Bites and Taco Bites) / total Anchor Poppers     - Total Corporation Schneider Foods Handhelds     - Total Hot Stuffs / total Lean Stuffs     - Total Resers Burritos     - Total Corp les Plats du Chef Handhelds     - Total Hinsdale Farms Corndogs", "file_path": "cuad/ON4COMMUNICATIONSINC_07_02_2009-EX-10.1-PROMOTION 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 cap on liability under this contract?
Relevant contract clauses:
[{"span": [281348, 281481], "answer": "Each Party expressly waives and foregoes any right to consequential, punitive, special, exemplary or similar damages or lost profits.", "file_path": "cuad/PhasebioPharmaceuticalsInc_20200330_10-K_EX-10.21_12086810_EX-10.21_Development Agreement.txt"}, {"span": [283770, 285084], "answer": "TO THE MAXIMUM EXTENT PERMITTED BY LAW AND NOTWITHSTANDING ANY PROVISION IN THIS AGREEMENT TO THE CONTRARY, NEITHER PARTY WILL BE LIABLE TO THE OTHER PARTY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, RELIANCE OR PUNITIVE DAMAGES OR LOST OR IMPUTED PROFITS OR ROYALTIES OR COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, WHETHER LIABILITY IS ASSERTED IN CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT PRODUCTS LIABILITY), INDEMNITY OR CONTRIBUTION, AND IRRESPECTIVE OF WHETHER THAT PARTY OR ANY REPRESENTATIVE OF THAT PARTY HAS BEEN ADVISED OF, OR OTHERWISE MIGHT HAVE ANTICIPATED THE POSSIBILITY OF, ANY SUCH LOSS OR DAMAGE. THE PARTIES AGREE THAT THE LIMITATIONS SPECIFIED IN THIS SECTION 15.11 WILL APPLY EVEN IF ANY LIMITED REMEDY SPECIFIED IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, \"CONSEQUENTIAL DAMAGES\" WILL BE DEEMED TO INCLUDE, AND NEITHER PARTY WILL BE LIABLE TO THE OTHER PARTY OR ANY OF SUCH OTHER PARTY'S AFFILIATES, REPRESENTATIVES OR STOCKHOLDERS FOR ANY DAMAGES BASED ON OR MEASURED BY LOSS OF PROJECTED OR SPECULATIVE FUTURE SALES OF THE PRODUCT, ANY PAYMENT DUE UPON ANY UNACHIEVED EVENT UNDER ARTICLE 6, OR ANY OTHER UNEARNED, SPECULATIVE OR OTHERWISE CONTINGENT PAYMENTS PROVIDED FOR IN THIS AGREEMENT.", "file_path": "cuad/PhasebioPharmaceuticalsInc_20200330_10-K_EX-10.21_12086810_EX-10.21_Development Agreement.txt"}]
Question: Consider the Collaboration Agreement for COVID-19 Drug Development between Anixa Biosciences, Inc. and OntoChem GmbH; Does this contract include any volume restrictions?
Relevant contract clauses:
[{"span": [5851, 6396], "answer": "Within one year following completion of all activities under the Research Plan (the \"Selection Deadline\"), Anixa, in good faith consultation with OntoChem, will have the right to select up to two hundred (200) Hit Compounds (each, a \"Selected Hit Compound\"), by providing OntoChem with written notice of such Selected Hit Compound(s) (the \"Selection Notice\"), and each Selected Hit Compound, along with all Variants of such Selected Hit Compound referenced in the Selection Notice, is hereby designated as a \"Lead Scaffold\" under this Agreement.", "file_path": "cuad/ANIXABIOSCIENCESINC_06_09_2020-EX-10.1-COLLABORATION AGREEMENT.txt"}]
Question: Consider the Service Agreement between The Victory Portfolios and Hartford Life Insurance Co., Inc. for Administrative Services; Can this contract be terminated for convenience, and under what conditions?
Relevant contract clauses:
[{"span": [17887, 18015], "answer": "This Agreement shall terminate (a) at the option of any party, upon 90 days' advance written notice to the other parties hereto;", "file_path": "cuad/TALCOTTRESOLUTIONLIFEINSURANCECO-SEPARATEACCOUNTTWELVE_04_30_2020-EX-99.8(L)-SERVICE AGREEMENT.txt"}]
Question: Consider the Endorsement Agreement between SQUARE TWO GOLF INC. and Kathy Whitworth for Women's Golf Clubs; Is there a minimum commitment required under this contract?
Relevant contract clauses:
[{"span": [4189, 4538], "answer": "The Professional agrees to participate in a minimum of five (5) other events per calendar year to market and promote the Company's products,\n\n\n\n\n\nincluding but not limited to market consultations, each of which shall include meeting with the Company executives to assist in the design, development, marketing and promotion of the Company's products.", "file_path": "cuad/WOMENSGOLFUNLIMITEDINC_03_29_2000-EX-10.13-ENDORSEMENT AGREEMENT.txt"}]
Question: Consider the Trademark License Agreement between Morgan Stanley Investment Management Inc. and Morgan Stanley Direct Lending Fund; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [11266, 11648], "answer": "Licensee may not assign, transfer, pledge, mortgage or otherwise encumber this Agreement or its right to use the Brand (or assume this Agreement in bankruptcy), in whole or in part, without the prior written consent of Licensor in its sole discretion, except for an assignment outside of bankruptcy to a successor organization that is solely the result of a name change by Licensee.", "file_path": "cuad/MorganStanleyDirectLendingFund_20191119_10-12GA_EX-10.5_11898508_EX-10.5_Trademark License Agreement.txt"}]
Question: Consider the Licensing and Web Site Hosting Agreement between Mortgage Logic.com, Inc. and TrueLink, Inc.; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [25800, 26032], "answer": "Neither party shall assign or transfer any of its rights under this Agreement without the prior written approval of the other party, except no such approval shall be required for an assignment to a financially responsible affiliate.", "file_path": "cuad/BNCMORTGAGEINC_05_17_1999-EX-10.4-LICENSING AND WEB SITE HOSTING AGREEMENT.txt"}]
Question: Consider the Collaboration Agreement for COVID-19 Drug Development between Anixa Biosciences, Inc. and OntoChem GmbH; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [7864, 8504], "answer": "OntoChem may engage one or more subcontractors to perform its activities under the Research Plan with the prior written approval of Anixa and provided that, with respect to any such subcontractor, OntoChem will (a) be responsible and liable for the performance of such subcontractor and (b) enter into a written agreement (i) consistent with terms and conditions of this Agreement, including with respect to confidentiality and intellectual property, and (ii) prohibiting such subcontractor from further subcontracting. For clarity, vendors where commercial building blocks or compounds will be purchased are nor regarded as subcontractors.", "file_path": "cuad/ANIXABIOSCIENCESINC_06_09_2020-EX-10.1-COLLABORATION AGREEMENT.txt"}, {"span": [38892, 39416], "answer": "Neither Party may assign or otherwise transfer this Agreement (or any of its rights or obligations hereunder) without the prior written consent of the other Party, except that either Party may assign this Agreement without such consent to an entity that acquires all or substantially all of the business or assets of such Party to which this Agreement relates, whether by merger, consolidation, sale of assets or otherwise. Any assignment or transfer of this Agreement in violation of this Section 9.8 will be null and void.", "file_path": "cuad/ANIXABIOSCIENCESINC_06_09_2020-EX-10.1-COLLABORATION AGREEMENT.txt"}]
Question: Consider the Promotion Agreement between Charity Tunes Inc. and ConAgra Foods Canada Inc.; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [14563, 14686], "answer": "This Agreement shall be governed by the laws of the Province of Ontario and the federal laws of  Canada applicable therein.", "file_path": "cuad/ON4COMMUNICATIONSINC_07_02_2009-EX-10.1-PROMOTION AGREEMENT.txt"}]
Question: Consider the Licensing and Web Site Hosting Agreement between Mortgage Logic.com, Inc. and TrueLink, Inc.; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [29517, 29684], "answer": "This Agreement shall be governed, construed and interpreted in accordance with the laws of the State of California (without respect to principles of conflicts of law).", "file_path": "cuad/BNCMORTGAGEINC_05_17_1999-EX-10.4-LICENSING AND WEB SITE HOSTING AGREEMENT.txt"}]
Question: Consider the Co-Development Agreement between PhaseBio Pharmaceuticals Inc. and SFJ Pharmaceuticals X, Ltd. for Clinical Trials of Ticagrelor Compound; What are the audit rights under this contract?
Relevant contract clauses:
[{"span": [85528, 85761], "answer": "During the Development Term, PB will conduct quality oversight inspections and audits of the manufacturing facilities for the Product in accordance with its internal policies and PB will provide SFJ with copies of such audit reports.", "file_path": "cuad/PhasebioPharmaceuticalsInc_20200330_10-K_EX-10.21_12086810_EX-10.21_Development Agreement.txt"}, {"span": [107244, 107950], "answer": "PB shall (a) provide SFJ with quarterly unaudited financial statements and annual audited financial statements (the \"PB Financial Statements\") promptly following the availability thereof (and no later than the date filed with the SEC) and provide to SFJ on a quarterly basis concurrently with the applicable PB Financial Statements [***], (b) promptly notify SFJ of achieving the Successful Phase 3 Interim Analysis and the Phase 3 Success Criteria, and (c) on or prior to the end of each [***] during the Term [***]. At least [***] during the Term, upon SFJ's request, Executive Officers of PB shall meet with Executive Officers of SFJ to review and discuss PB's financial condition and operations. [***].", "file_path": "cuad/PhasebioPharmaceuticalsInc_20200330_10-K_EX-10.21_12086810_EX-10.21_Development Agreement.txt"}]
Question: Consider the Trademark License Agreement between Morgan Stanley Investment Management Inc. and Morgan Stanley Direct Lending Fund; Can this contract be terminated for convenience, and under what conditions?
Relevant contract clauses:
[{"span": [5289, 5482], "answer": "Licensor reserves the right to terminate this Agreement immediately upon written notice for any reason, including if the usage of the Brand is not in compliance with the standards and policies.", "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.; Is there a cap on liability under this contract?
Relevant contract clauses:
[{"span": [15376, 15720], "answer": "IN NO EVENT SHALL Erchonia BE LIABLE FOR ANY LOSS OF PROFIT OR ANY OTHER COMMERCIAL DAMAGE, INCLUDING BUT NOT LIMITED TO SPECIAL, INCIDENTAL, CONSEQUENTIAL OR OTHER INDIRECT DAMAGES UNDER ANY CAUSE OF ACTION ARISING OUT OF OR RELATING TO THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, CLAIMS ARISING FROM MALFUNCTION OR DEFECTS IN THE PRODUCTS.", "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; Does this contract include any revenue or profit-sharing arrangements?
Relevant contract clauses:
[{"span": [8035, 8505], "answer": "If the Company elects to create and market the Products, the Company will pay to the Professional a \"Royalty Fee\" on the sales of Products during the Term, except as provided in the following sentence, of two percent (2%) of the \"Royalty Base,\" which Royalty Base shall be calculated as the wholesale selling price of all Products for which the Company actually receives the proceeds of such net of returns, allowances, discounts, shipping, taxes, insurance and credits.", "file_path": "cuad/WOMENSGOLFUNLIMITEDINC_03_29_2000-EX-10.13-ENDORSEMENT AGREEMENT.txt"}, {"span": [8703, 8962], "answer": "If the Company decides not to renew this Agreement in accordance with the provisions of Section 8 below, the Company shall pay the Professional an amount equal to two percent (2%) of the net book value of its unsold inventory of Products on December 31, 2004.", "file_path": "cuad/WOMENSGOLFUNLIMITEDINC_03_29_2000-EX-10.13-ENDORSEMENT AGREEMENT.txt"}]
Question: Consider the Service Agreement between The Victory Portfolios and Hartford Life Insurance Co., Inc. for Administrative Services; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [25328, 25436], "answer": "This Agreement shall be governed by and construed in accordance with the internal laws of the State of Ohio.", "file_path": "cuad/TALCOTTRESOLUTIONLIFEINSURANCECO-SEPARATEACCOUNTTWELVE_04_30_2020-EX-99.8(L)-SERVICE AGREEMENT.txt"}]
Question: Consider the Promotion Agreement between Ashworth, Inc., Nantz Communications, Inc., and James W. Nantz III; What are the insurance requirements under this contract?
Relevant contract clauses:
[{"span": [8157, 8675], "answer": "The Company agrees to provide and maintain, at its own expense, advertising and product liability insurance each with limits no less than $5,000,000 and within thirty (30) days from the date hereof, the Company will submit to Nantz Communications a fully paid policy or certificate of insurance naming Nantz Communications and Nantz as insured parties, requiring that the insurer shall not terminate or materially modify such without written notice to Nantz Communications at least twenty (20) days in advance thereof.", "file_path": "cuad/ASHWORTHINC_01_29_1999-EX-10.(D)-PROMOTION AGREEMENT AND NANTZ COMMUNICATIONS, INC..txt"}, {"span": [8677, 9174], "answer": "The Company further agrees to provide and maintain, at its own expense, a policy of Directors and Officers Insurance with limits no less than $25,000,000 and within thirty (30) days from the date hereof, the Company will submit to Nantz Communications a fully paid policy or certificate of insurance naming Nantz as an insured party, requiring that the insurer shall not terminate or materially modify such without written notice to Nantz Communications at least twenty (20) days in advance hereof", "file_path": "cuad/ASHWORTHINC_01_29_1999-EX-10.(D)-PROMOTION AGREEMENT AND NANTZ COMMUNICATIONS, INC..txt"}]
Question: Consider the Service Agreement between The Victory Portfolios and Hartford Life Insurance Co., Inc. for Administrative Services; What is the expiration date of this contract?
Relevant contract clauses:
[{"span": [17887, 18157], "answer": "This Agreement shall terminate (a) at the option of any party, upon 90 days' advance written notice to the other parties hereto; or (b) in the event of a material breach that has not been cured within ten days following a written notice of breach to the breaching party.", "file_path": "cuad/TALCOTTRESOLUTIONLIFEINSURANCECO-SEPARATEACCOUNTTWELVE_04_30_2020-EX-99.8(L)-SERVICE AGREEMENT.txt"}]
Question: Consider the Collaboration Agreement for COVID-19 Drug Development between Anixa Biosciences, Inc. and OntoChem GmbH; Does this contract include any right of first refusal, right of first offer, or right of first negotiation?
Relevant contract clauses:
[{"span": [7378, 7842], "answer": "In case OntoChem finds a novel and unexpected antiviral use of those Rejected Hit Compounds during this 2-years period, it will notify Anixa about these findings and Anixa has the right of first negotiation during a period of 6 months after this notification. If Anixa decides to not license those uses or compounds for this novel antiviral use, OntoChem is free to develop those molecules further as its own intellectual property without any further restrictions.", "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; What licenses are granted under this contract?
Relevant contract clauses:
[{"span": [202204, 203337], "answer": "In the case of any individual consultant of SFJ or its Affiliates (excluding SFJ's and its Affiliates' Permitted Third Parties), if SFJ is unable to cause such consultant to agree to such assignment obligation despite SFJ's using commercially reasonable efforts to negotiate such assignment obligation, then SFJ shall either: (A) cause such consultant to grant an exclusive, worldwide, royalty-free, fully-paid, freely-assignable license, with the right to sublicense through multiple tiers, under their rights in such Trial Invention to develop, make, have made, use, sell, have sold, offer for sale and import the Product for any and all uses, except where Applicable Law requires otherwise and except in the case of consultants who are employed by governmental, not- for-profit, or public institutions that have standard policies against such an assignment (in which case, SFJ shall use commercially reasonable efforts to obtain a suitable license, or right to obtain such a license); or (B) refrain from using such consultant to conduct activities pursuant to this Agreement unless PB obtains MedImmune's written consent thereto.", "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.; What are the audit rights under this contract?
Relevant contract clauses:
[{"span": [3586, 3677], "answer": "All such information shall be available for inspection by Erchonia, upon reasonable notice.", "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; Is there an anti-assignment clause in this contract?
Relevant contract clauses:
[{"span": [9906, 10285], "answer": "The sum of the Quarterly Grant Numbers in each calendar year of the Term shall not exceed fifteen thousand (15,000). The options will expire five (5) years after each grant date. The Options shall not be assigned, transferred or alienated by the Professional. Any attempt to assign, transfer or alienate the Options without the prior written consent of the Company shall be void.", "file_path": "cuad/WOMENSGOLFUNLIMITEDINC_03_29_2000-EX-10.13-ENDORSEMENT AGREEMENT.txt"}, {"span": [21306, 21538], "answer": "This Agreement is not assignable by the Professional but is assignable by the Company to any affiliate or successor entity. Any attempted assignment by the Professional without the prior written consent of the Company shall be void.", "file_path": "cuad/WOMENSGOLFUNLIMITEDINC_03_29_2000-EX-10.13-ENDORSEMENT AGREEMENT.txt"}]
Question: Consider the Trademark License Agreement between Morgan Stanley Investment Management Inc. and Morgan Stanley Direct Lending Fund; What is the governing law for this contract?
Relevant contract clauses:
[{"span": [13541, 13661], "answer": "THIS AGREEMENT SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK.", "file_path": "cuad/MorganStanleyDirectLendingFund_20191119_10-12GA_EX-10.5_11898508_EX-10.5_Trademark License Agreement.txt"}]
Question: Consider the Licensing and Web Site Hosting Agreement between Mortgage Logic.com, Inc. and TrueLink, Inc.; What is the notice period required to terminate the renewal?
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 Promotion Agreement between Ashworth, Inc., Nantz Communications, Inc., and James W. Nantz III; What licenses are granted under this contract?
Relevant contract clauses:
[{"span": [2813, 3109], "answer": "Subject to the terms and conditions hereof, Nantz      Communications grants to the Company the Endorsement throughout the world      during the Term in connection with the advertisement, promotion and sale by      the Company of Ashworth Products except in connection with Premium      Programs.", "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; Can this contract be terminated for convenience, and under what conditions?
Relevant contract clauses:
[{"span": [14939, 15055], "answer": "This Agreement may be terminated by Anixa, without cause, upon at least thirty (30) days written notice to OntoChem.", "file_path": "cuad/ANIXABIOSCIENCESINC_06_09_2020-EX-10.1-COLLABORATION AGREEMENT.txt"}]