orgrctera/legalbenchrag_cuad_qa huggingface dataset:
Question: Consider the Cooperation Agreement between the City of Fort Stockton, Texas and STW Resources Holding Corp. for Water Well Development; Is there a minimum commitment required under this contract?
Answer: The Post-Well Study shall provide information on the feasibility of developing a water well field in that location that would produce water from the CRA for: (a) the availability of a minimum 1,200 gallons per minute ("GPM") per day CRA water production for STW, its successors or assignees, to sell to communities and users within a 500-mile radius outside of COFS (the "Permitted Sale Water") during the Term, with the further requirement that STW would be responsible for the pipelines and pumping facilities required to transport the Permitted Sale Water to the intended end-users; and that all such water obtained from the Existing CRA Well contains acceptable levels of Total Dissolved Solids ("TDS") to meet municipal use standards. I
For purposes of this section, the Post-Well Study must show that the Existing CRA Well or Replacement CRA Well can produce CRA water at a minimum of 1,200 GPM or more or a combination of 1,200 GPM from one or more wells on the Property in order for STW to proceed with the obligations set forth in this section ("Critical Criterion").
Question: Consider the Amendment and Termination of Joint Venture Agreement between Veoneer and Nissin Parties; What is the governing law for this contract?
Answer: This Amendment shall be governed by and construed in accordance with the laws of Japan.
Question: Consider the Collaboration Agreement between MacroGenics, Inc. and Green Cross Corp. for Development of MGAH22; Are any of the licenses granted under this contract irrevocable or perpetual?
Answer: Subject to the terms and conditions of this Agreement, Green Cross hereby grants to MacroGenics a non- exclusive, royalty-free, perpetual license, with the right to grant and authorize the grant of sublicenses, to use all Clinical Data and any data generated by Green Cross or any of its representatives or independent contractors pursuant to its performing its responsibilities under this Agreement for the research, Development, manufacture Commercialization and sales of MGAH22 and Products by MacroGenics outside the Territory and for MacroGenics to exercise its rights and fulfill its obligations under this Agreement.
Question: Consider the Service Agreement between WPP 2005 Limited and John Rogers; What are the insurance requirements under this contract?
Answer: In partial spend of the fixed benefits allowance referred to in sub-clause 6.1, the Executive and his spouse or civil partner and any children under the age of 21 (or 24 if in full time education) are entitled to membership of a private medical insurance scheme.
The Executive is entitled to membership of a Group income protection plan and life assurance cover, which will be paid for by the Company.
Participation in all insurance schemes from time to time is subject to: (a) the terms of the relevant insurance scheme, as amended from time to time; (b) the rules or the insurance policy of the relevant insurance provider, or WPP Healthcare Trust as amended from time to time; and (c) the Executive (and where relevant any other potential beneficiary) satisfying the normal underwriting requirements of the relevant insurance provider and the premium being at a rate which the Company considers reasonable.
The Company shall have the right at its sole discretion to alter the cover provided or any term of any insurance scheme or to cease to provide (without replacement) any insurance scheme or cover at any time.
Question: Consider the Content License Agreement between Beijing Sun Seven Stars Culture Development Limited and You On Demand Holdings, Inc.; Does this contract include any revenue or profit-sharing arrangements?
Answer: For content listed in Schedule A6 of Schedule A, Licensor will only grant Licensee certain profit participation rights, for certain durations, as detailed and set forth in Schedule A6 of Schedule A.
Such Advertising shall be determined by Licensee in its sole discretion and Licensee shall be entitled to retain all revenues resulting from the sale of Advertising.
The consideration for the licenses granted by Licensor to Licensee under this Agreement is the issuance of the IP Common Shares as defined in the Securities Purchase Agreement, dated as of November 23, 2015, by and among the Licensee and the Licensor (the "Share Consideration").
Question: Consider the Endorsement Agreement between NFLA, NFLA-NC, and Gridiron BioNutrients for Product Promotion; Is there an anti-assignment clause in this contract?
Answer: Company will not sublicense pass-through or otherwise grant to any third parties the rights granted to Company hereunder without the NFLA prior written consent, including but not limited to the right to use the Licensed Marks.
Question: Consider the Endorsement Agreement Addendum between NFL Alumni, NFL Alumni - Northern California Chapter, and Gridiron BioNutrients; Does this contract include any revenue or profit-sharing arrangements?
Answer: A *donation of $0.05 per Unit sold of Licensed Products within the Contract Territory payable to the **NFL Alumni Northern California Chapter.
The NFLA-NC will donate 15% of the above described proceeds to the NFLA.
Question: Consider the License and Reseller Agreement between Ehave, Inc. and Companion Healthcare Technologies Corp.; Are there any exceptions to competitive restrictions in this contract?
Answer: For clarity, a Competitive Transaction shall not include an agreement for use, integration or interfacing, or co-marketing, of the Ehave Companion Solution with other services, solutions, devices, goods or products, where such other services, solutions, devices, goods or products do not contain the same or similar functionality of the Ehave Companion Solution, but provides for a complementary solution.
Question: Consider the Cooperation Agreement between the City of Fort Stockton, Texas and STW Resources Holding Corp. for Water Well Development; Does this contract include any revenue or profit-sharing arrangements?
Answer: STW shall pay COFS a seventeen percent (17%) royalty of the price STW receives per 1,000 gallons of CRA water produced from the Property and sold.
STW shall pay COFS a seven percent (7%) royalty of the price STW receives per 1,000 gallons of CRA water produced from other properties within Pecos County and sold as consideration for the rights provided by COFS to STW under this subsection.
Question: Consider the Reseller Agreement between TouchStar Software Corporation and Worldwide Strategies; What are the insurance requirements under this contract?
Answer: At a minimum, Reseller will subscribe for and maintain           during the Term and for a period of two (2) years thereafter,           commercial general liability insurance and errors and omission           insurance in minimum amounts of Two Million Dollars (US$2,000,000) per           occurrence.
Reseller will ensure that any persons or entities           engaged by or employed by it will carry and maintain such insurance           coverage. Each policy will include a provision requiring notice to the           other party at least thirty (30) days prior to any cancellation,           non-renewal, or material modification of the policy and will require           that each policy will name TouchStar as an additional insured.
Question: Consider the Amendment and Termination of Joint Venture Agreement between Veoneer and Nissin Parties; What is the expiration date of this contract?
Answer: This Amendment shall only become effective upon the VNBJ Closing with respect to Article 1.1 and the VNBZ Closing with respect to Article 1.2, and shall terminate without any force or effect in the event that the VNBJ SPA and the VNBZ SPA are terminated in accordance with the terms thereof.
Question: Consider the Collaboration Agreement between MacroGenics, Inc. and Green Cross Corp. for Development of MGAH22; Does this contract include any revenue or profit-sharing arrangements?
Answer: Green Cross shall pay to MacroGenics a royalty of *** on Net Sales of Competing Products for the Royalty Term.
Question: Consider the Service Agreement between WPP 2005 Limited and John Rogers; How is intellectual property ownership assigned in this contract?
Answer: To the extent that ownership of Intellectual Property Rights does not vest in the Company by operation of law, the Executive hereby assigns to the Company his entire right, title and interest in all Intellectual Property Rights which arise in the course of performing his obligations under this Agreement (including all present and future copyright, and copyright revivals and extensions).
Question: Consider the Content License Agreement between Beijing Sun Seven Stars Culture Development Limited and You On Demand Holdings, Inc.; Is there an anti-assignment clause in this contract?
Answer: Licensee shall have the right to assign or sublicense any or all of its rights granted under this Agreement, in whole or in part, to third parties exhibiting the Titles in the ordinary course of Licensee's business with prior written notice to Licensor. Except as otherwise specified in the previous sentence, Licensee may not sublicense any of its rights under Section 2(a) without Licensor's prior written consent, which shall not be unreasonably withheld or delayed.
Neither party may assign its rights, duties or obligations under this Agreement to any third party in whole or in part, without the other party's prior written consent, except that (i) Licensee may assign its rights and obligations to this Agreement to any of its Affiliate or subsidiaries with the prior written consent of the Licensor, and (ii) Licensor may assign its rights and obligations in this Agreement to its Affiliates or subsidiaries and either party may assign this Agreement in its entirety to any purchaser of all or substantially all of its business or assets pertaining to the line of business to which this Agreement relates or to any Affiliate of the party without the other party's approval.
Question: Consider the Reseller Agreement between TouchStar Software Corporation and Worldwide Strategies; Are there any services to be provided after the termination of this contract?
Answer: In the event that (i) TouchStar terminates this Agreement in                 accordance with any one or more of the provisions of Section 8.2                 or (ii) Reseller elects not to enter into a new agreement with





                TouchStar pursuant to Section 8.1, all Customer Agreements with                 Customers shall be transferred by Reseller to TouchStar.
In the event that (i) TouchStar elects not to enter into a new                 agreement with Reseller pursuant to Section 8.2 or (ii) Reseller                 terminates this Agreement in accordance with the provisions of                 Section 8.3, Reseller shall retain all Customer Agreements with                 Customers and TouchStar shall continue to provide Support                 Services under such Customer Agreements for the remaining term                 of such Customer Agreements.
In the event that (a) TouchStar terminates this           Agreement in accordance with any one or more of the provisions of           Section 8.2 or (b) Reseller elects not to enter into a new agreement           with TouchStar pursuant to Section 8.1, Reseller shall refer to           TouchStar or TouchStar's designee all inquiries and orders received by           Reseller pertaining to the purchase of Support Services.
Question: Consider the Endorsement Agreement between NFLA, NFLA-NC, and Gridiron BioNutrients for Product Promotion; Does this contract include an exclusivity agreement?
Answer: NFLA agrees not to grant the right to use the NFLAs Identification to anyone other than Company in connection with the advertisement and promotion of Products.
Question: Consider the License and Reseller Agreement between Ehave, Inc. and Companion Healthcare Technologies Corp.; What is the governing law for this contract?
Answer: This Agreement shall be governed by, and construed and enforced in accordance with, the laws in force in the Province of Ontario (excluding any conflict of laws rule or principle which might refer such construction to the laws of another jurisdiction).
Question: Consider the Exclusive Distributor Agreement between Water Now, Inc., Hydraspin USA, Inc., and BestEv Management, LLC; Is there a cap on liability under this contract?
Answer: The arbitrator shall not award any Party punitive, exemplary, multiplied or consequential damages, and each Party hereby irrevocably waives any right to seek such damages in arbitration or in judicial proceedings.
Question: Consider the Joint Venture Agreement between BorrowMoney.com, inc and JVLS, LLC dba Vaccines 2Go for IT Development and Medical Services; What are the insurance requirements under this contract?
Answer: The Venture may acquire insurance on behalf of any Member, employee, agent or other person engaged in the business interest of the Venture against any liability asserted against them or incurred by them while acting in good faith on behalf of the Venture.
Question: Consider the Cooperation Agreement between the City of Fort Stockton, Texas and STW Resources Holding Corp. for Water Well Development; Does this contract include any right of first refusal, right of first offer, or right of first negotiation?
Answer: STW will have one year from completion of the last of the Post-Well Study (ies) completed on the Existing CRA Well or Replacement CRA Well to exercise its option to produce and transport the water produced from the CRA on the Property ("Option to Produce"). The AGREEMENT shall thereafter terminate as to both Parties if STW has not exercised its Option to Produce at the expiration of the one-year period unless STW pays as royalty on the first day of each month the sum of Five Hundred and 00/100 Dollars ($500.00) per month. STW shall have no right to maintain this AGREEMENT through payment of such a royalty for any one period greater than three consecutive years.
If STW exercises its option to produce and transport the CRA water, STW will construct additional facilities or expand existing facilities, as necessary, to be able to produce and transport the CRA water for sale.
Question: Consider the Service Agreement between WPP 2005 Limited and John Rogers; Can this contract be terminated for convenience, and under what conditions?
Answer: The Appointment may be terminated by either party giving the other at least 12 months' notice in writing. 15.2 The Company may in its sole and absolute discretion (whether or not any notice of termination has been given under sub clause 15.1) terminate this Agreement at any time and with immediate effect by giving notice in writing to the Executive that the Company is exercising its rights pursuant to this clause 15.
Question: Consider the Collaboration Agreement between MacroGenics, Inc. and Green Cross Corp. for Development of MGAH22; Is there an anti-assignment clause in this contract?
Answer: In no event shall Green Cross grant any sublicense to any of the rights granted to it pursuant to Section 10.1(a) for any other purpose without MacroGenics' prior written consent.
Neither Party may assign its rights and obligations under this Agreement without the prior written consent of the other Party, provided that either Party may assign its rights and obligations under this Agreement, without such consent from the other Party, to its Affiliate or any successor in interest in connection with the sale of all or substantially all of its assets or a sale of all or substantially of the business related to MGAH22 or a Product, or a merger, acquisition or other similar transactions.
Question: Consider the Content License Agreement between Beijing Sun Seven Stars Culture Development Limited and You On Demand Holdings, Inc.; Does this contract include any right of first refusal, right of first offer, or right of first negotiation?
Answer: If, during the Term, Licensor develops or obtains the rights to license any live action or animated feature-length motion picture (each an "Additional Title"), Licensor shall give Licensee the first right of negotiation for each Additional Title (i.e., the preferred vendor).
hould Licensee agree to be the vendor for an Additional Title, Licensor and Licensee will negotiate in good faith to mutually agree upon the pricing and terms for each Additional Title in an amendment to this Agreement.
Question: Consider the Endorsement Agreement between NFLA, NFLA-NC, and Gridiron BioNutrients for Product Promotion; What is the governing law for this contract?
Answer: This Agreement shall be governed by, and its provisions enforced in accordance with, the laws of California without regard to its principles of conflicts of laws.
Question: Consider the License and Reseller Agreement between Ehave, Inc. and Companion Healthcare Technologies Corp.; What is the expiration date of this contract?
Answer: This term of this Agreement and the rights and obligations of the Parties hereto shall commence as of the Effective Date and shall continue in perpetuity (the "Term"), unless terminated earlier in accordance with the provisions contained herein.
Question: Consider the Exclusive Distributor Agreement between Water Now, Inc., Hydraspin USA, Inc., and BestEv Management, LLC; What are the audit rights under this contract?
Answer: During the term of this Agreement, Distributor shall afford to Hydraspin and its authorized representatives full access at all reasonable times and upon reasonable prior notice, to all such books and records with respect to the Products.
Question: Consider the Reseller Agreement between TouchStar Software Corporation and Worldwide Strategies; Are any of the licenses granted under this contract irrevocable or perpetual?
Answer: To the extent that Reseller or any Other Reseller is deemed to                 be the owner of all or any portion of the TouchStar Software,                 any Intellectual Property Rights of TouchStar or any Ancillary                 Software, or any improvements or intellectual property rights                 related thereto pursuant to applicable law, Reseller (i) hereby                 assigns exclusively to TouchStar all rights of Reseller in and                 to such Software and any improvements and intellectual property                 rights related thereto royalty-free and exclusively and (ii)                 shall include in any Other Reseller Agreement provision by which                 any Other Reseller grants to TouchStar an exclusive, perpetual,                 irrevocable, royalty-free assignment of all deemed rights of                 such Other Reseller in and to such TouchStar Software, Ancillary                 Software and Intellectual Property Rights.
Question: Consider the Cooperation Agreement between the City of Fort Stockton, Texas and STW Resources Holding Corp. for Water Well Development; What is the governing law for this contract?
Answer: This AGREEMENT is controlled by the laws of the State of Texas, and venue for any actions brought to enforce this AGREEMENT shall be brought exclusively in a court of competent jurisdiction in Pecos County, Texas.
Question: Consider the Joint Venture Agreement between BorrowMoney.com, inc and JVLS, LLC dba Vaccines 2Go for IT Development and Medical Services; What are the audit rights under this contract?
Answer: Accurate and complete books of account of the transactions of the Venture will be kept in accordance with generally accepted accounting principles (GAAP) and at all reasonable times will be available and open to inspection and examination by any Member.
Question: Consider the Collaboration Agreement between MacroGenics, Inc. and Green Cross Corp. for Development of MGAH22; What happens in the event of a change of control of one of the parties in this contract?
Answer: In the event of a Change in Control involving Green Cross, Green Cross shall provide prompt written notice to MacroGenics following such Change in Control, and MacroGenics may, in its sole discretion, terminate this Agreement by providing written notice to Green Cross within *** of MacroGenics' receipt of such written notice of the Change in Control.
In the event of a Change in Control involving MacroGenics, MacroGenics shall provide prompt written notice to Green Cross following such Change in Control, and Green Cross may, in its sole discretion, terminate this Agreement by providing written notice to MacroGenics within *** of Green Cross' receipt of such written notice of the Change in Control.
Question: Consider the Service Agreement between WPP 2005 Limited and John Rogers; What is the governing law for this contract?
Answer: This Agreement is governed by and construed in accordance with English law, save where provided otherwise herein.
Question: Consider the Content License Agreement between Beijing Sun Seven Stars Culture Development Limited and You On Demand Holdings, Inc.; What is the governing law for this contract?
Answer: This Agreement shall be governed by and construed in all respects in accordance with the laws of the State of New York, without giving effect to any conflicts of laws principles.
The merits of the dispute shall be resolved in accordance with the laws of the State of New York, without reference to its choice of law rules.
Question: Consider the Endorsement Agreement between NFLA, NFLA-NC, and Gridiron BioNutrients for Product Promotion; What is the expiration date of this contract?
Answer: All terms of this Agreement will automatically commence on November 1st, 2017, and expire on November 2nd, 2020.
Question: Consider the Walabot HOME Reseller Agreement between Vayyar Imaging Ltd. and Inde Living Holdings, Inc.; Is there a cap on liability under this contract?
Answer: TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL SUPPLIER BE LIABLE UNDER, OR OTHERWISE IN CONNECTION WITH, THIS AGREEMENT FOR: (A) ANY CONSEQUENTIAL, INDIRECT, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES; (B) ANY LOSS OF PROFITS, LOSS OF BUSINESS, LOSS OF REVENUE, OR LOSS OF ANTICIPATED SAVINGS; (C) ANY LOSS OF, OR DAMAGE TO, DATA, REPUTATION, OR GOODWILL; AND/OR (D) THE COST OF PROCURING ANY SUBSTITUTE GOODS OR SERVICES. THE AGGREGATE LIABILITY OF SUPPLIER UNDER, OR IN CONNECTION WITH, THIS AGREEMENT SHALL BE EQUAL TO THE LESSER OF: (i) ***; AND (ii) ***.
Question: Consider the Exclusive Distributor Agreement between Water Now, Inc., Hydraspin USA, Inc., and BestEv Management, LLC; Are the licenses granted under this contract non-transferable?
Answer: Hydraspin hereby grants to Distributor an exclusive non-transferable and royalty-free right and license to use Hydraspin's Marks in connection with the advertising, promotion, marketing, distribution and sale of the Products in the Territory in accordance with Hydraspin's standards and instructions.
Question: Consider the Reseller Agreement between TouchStar Software Corporation and Worldwide Strategies; Are the licenses granted under this contract non-transferable?
Answer: TouchStar hereby grants to Reseller, with the additional right                 to grant to Other Resellers who or which enter into an Other                 Reseller Agreement, the nontransferable and nonexclusive right                 and license to use one copy of the TouchStar Software as                 necessary to demonstrate the TouchStar Software to potential                 Customers in the Territory.
Question: Consider the Cooperation Agreement between the City of Fort Stockton, Texas and STW Resources Holding Corp. for Water Well Development; What is the notice period required to terminate the renewal?
Answer: Subject to the other provisions contained herein, this AGREEMENT shall be for a term of thirty (30) years from the Effective Date, which shall automatically renew from year-to-year thereafter unless terminated by a Party upon sixty (60) days' written notice after the end of the term.