orgrctera/legalbenchrag_cuad_qa huggingface dataset:
Question: Consider the Co-Branding Agreement between At Home Corporation (Excite@Home) and e-centives, Inc.; Is there a cap on liability under this contract?
Answer: Except as provided by Sections 19(a)(iii)(2), (a)(iii)(3), (b)(iii)(2) and      (b)(iii)(3):

  a)   Neither party will have liability for any damages other than direct           damages. In no event will either party be liable to the other for any           special, incidental or consequential damages, whether based on breach           of contract, tort (including negligence) or otherwise, whether or not           that party has been advised of the possibility of such damage.

  b)   Either party's liability for damages shall be limited to the amounts           actually paid by the other party.
Question: Consider the Product Sale and Marketing Agreement between Calm.com, Inc. and XpresSpa Group, Inc.; Does this contract include an exclusivity agreement?
Answer: Throughout the Term and for a period of six (6) months after the expiration or termination of this Agreement, neither XSPA nor any of its affiliates shall, directly or indirectly, sell, offer for sale, market or promote any digital meditation or digital sleep products (other than the Products), including online or in any Store in the Territory, without the express prior written consent of Calm.
Throughout the Term and for a period of six (6) months after the expiration or termination of this Agreement, neither Calm nor any of its affiliates shall, directly or indirectly, sell, offer for sale, market or promote any digital meditation or digital sleep products in any retail location located in an airport other than in collaboration with XSPA, without the express prior written consent of XSPA.
Question: Consider the Support and Maintenance Agreement between On2 Technologies, Inc. and Wildform, Inc.; How is intellectual property ownership assigned in this contract?
Answer: The Incorporated Technology Works shall be the sole property of On2, and all right, title and interest therein shall vest solely in On2 and shall be deemed to be a work made for hire. To the extent that title to any of the Incorporated Technology Works may not, by operation of law, vest in On2 or such works may not be considered works made for hire, Wildform hereby irrevocably assigns to On2 all rights, title and interest in and to such works
Question: Consider the Strategic Alliance Agreement between Information System Associates, Inc. and Rubicon Software Group plc; Are there any exceptions to competitive restrictions in this contract?
Answer: In the event that ISA wishes to carry out any software development work of any nature during the Non-Competition Period, it will  notify Rubicon of the same and allow Rubicon the opportunity to pitch for such work.
Question: Consider the Support and Maintenance Agreement between On2 Technologies, Inc. and Wildform, Inc.; Does this contract include any volume restrictions?
Answer: The foregoing obligations of Wildform shall be limited to a maximum of forty (40) hours, or up to a maximum of two hundred twenty (220) emails, whichever accumulates first.
The foregoing obligations of Wildform, following the initial thirty (30) day period, shall be limited to a maximum of thirty (30) hours, or up to a maximum of two hundred (200) emails, whichever accumulates first.
The foregoing obligations of Wildform, following the initial 30 day period, shall be limited to a maximum of twenty (20) hours, or up to a maximum of one hundred twenty five (125) emails, whichever accumulates first.
The foregoing obligations of Wildform shall be limited to a maximum of forty five (45) hours, or up to a maximum of three hundred (300) emails, whichever accumulates first.
The foregoing obligations of Wildform, shall be limited to a maximum of forty (40) hours, or up to a maximum of two hundred twenty (220) emails, whichever accumulates first.
Question: Consider the Software License, Customization, and Maintenance Agreement between Cardlytics, Inc. and Bank of America; Are the licenses granted under this contract non-transferable?
Answer: Without limiting the foregoing, but subject to the restrictions set forth in Section 2.5 hereof, Bank of America may: (x) sublicense its rights granted herein to its third party contractors for the purpose of their performing services for Bank of America and its Affiliates (which services may include, without limitation, altering, modifying, enhancing and improving the Software and creating derivatives to the Software), provided that such third party contractors have entered into a written agreement containing commercially standard confidentiality provisions requiring them to maintain the Source Code to the Licensed Programs securely and in confidence (subject to commercially standard exceptions), prior to having access to the Source Code for the Software: (y) sublicense its rights in the Software excluding any rights in the Source Code, to its end user customers as necessary for Bank of America to provide services to such end user customers; and (z) host the Software on its systems (or allow a third party to host the Software on its behalf) and make the Software available for use by its end user customers through the internet or other similar means.
Supplier hereby grants to Bank of America a nonexclusive, fully paid, irrevocable, royalty-free, world-wide license to use, modify, copy, produce derivative works from, display, disclose to persons who have entered into a written agreement containing substantially the same confidentiality provisions as in this Agreement for the purpose of maintaining the Software for Bank of America, and otherwise to utilize the Software and the Source Code and other materials necessary to maintain and improve the Software for use by Bank of America, subject always to the limitations In this Agreement on reproduction and use of the Software.
Question: Consider the Product Sale and Marketing Agreement between Calm.com, Inc. and XpresSpa Group, Inc.; Is there a non-compete clause in this contract?
Answer: Throughout the Term and for a period of six (6) months after the expiration or termination of this Agreement, neither XSPA nor any of its affiliates shall, directly or indirectly, sell, offer for sale, market or promote any digital meditation or digital sleep products (other than the Products), including online or in any Store in the Territory, without the express prior written consent of Calm.
Throughout the Term and for a period of six (6) months after the expiration or termination of this Agreement, neither Calm nor any of its affiliates shall, directly or indirectly, sell, offer for sale, market or promote any digital meditation or digital sleep products in any retail location located in an airport other than in collaboration with XSPA, without the express prior written consent of XSPA.
Question: Consider the Co-Branding Agreement between At Home Corporation (Excite@Home) and e-centives, Inc.; Is there uncapped liability under this contract?
Answer: Except as provided by Sections 19(a)(iii)(2), (a)(iii)(3), (b)(iii)(2) and      (b)(iii)(3):

  a)   Neither party will have liability for any damages other than direct           damages. In no event will either party be liable to the other for any           special, incidental or consequential damages, whether based on breach           of contract, tort (including negligence) or otherwise, whether or not           that party has been advised of the possibility of such damage.

  b)   Either party's liability for damages shall be limited to the amounts           actually paid by the other party.
Question: Consider the Affiliate Agreement between The TUBE Music Network, Inc. and Tribune Broadcasting Company for Broadcasting 'The TUBE' Service; Are there any services to be provided after the termination of this contract?
Answer: In the event that Network terminates this Agreement as to a particular Station or several Stations, or in its entirety pursuant to Sections 10(a) or (c), Affiliate shall, within thirty (30) days of termination, at its option either reimburse Network for the cost of all equipment or return such equipment related to such Station(s) that was paid for by Network pursuant to Section 5(b) herein.
Question: Consider the Strategic Alliance Agreement between Information System Associates, Inc. and Rubicon Software Group plc; What is the governing law for this contract?
Answer: This Agreement shall be governed by and interpreted under the laws of the State of Florida, USA,.
Question: Consider the Software License, Customization, and Maintenance Agreement between Cardlytics, Inc. and Bank of America; Does this contract include any volume restrictions?
Answer: The supplier will provide no more than two major code releases of OPS during a calendar year without Bank of America's consent.
Question: Consider the Affiliate Agreement between The TUBE Music Network, Inc. and Tribune Broadcasting Company for Broadcasting 'The TUBE' Service; Does the licensee's affiliates have any licensing rights under this contract?
Answer: Network hereby grants to Affiliate the exclusive right via Broadcast Television, and Affiliate hereby accepts such exclusive right and the obligation during the Term to broadcast the Service via Broadcast Television (i) over the transmission facilities of each Station identified on Exhibit A, which is licensed by the FCC to serve the community for each such Station (the "Licensed Community"), for receipt by TV Households in the DMA in which the Licensed Community is located, as such DMA is identified on Exhibit A, and (ii) over the transmission facilities of any Acquired Station, except to the extent that, as of the date Affiliate notifies Network in writing of its binding agreement to acquire such Acquired Station, (A) another Broadcast Television station in the same DMA as the Acquired Station has exclusive rights to broadcast the Service, or (B) the Acquired Station is obligated to broadcast other material that precludes it from also carrying the Service.
Question: Consider the Co-Branding Agreement between At Home Corporation (Excite@Home) and e-centives, Inc.; What are the audit rights under this contract?
Answer: Once every 12 months, the         party receiving payment and/or User Data records or its designee may         inspect such records to verify for accuracy.
Question: Consider the Product Sale and Marketing Agreement between Calm.com, Inc. and XpresSpa Group, Inc.; What is the governing law for this contract?
Answer: This Agreement shall be governed by, and construed in accordance with the law of the State of New York.
Question: Consider the Support and Maintenance Agreement between On2 Technologies, Inc. and Wildform, Inc.; Is there an anti-assignment clause in this contract?
Answer: Neither party will have the right to assign, pledge or transfer all or any part of this Agreement without the prior written consent of the other, and any such purported assignment, pledge or transfer by a party without such prior written consent shall be void ab initio; provided, however, that either party may assign all or part of its rights and obligations under this Agreement in connection with a Change of Control (as defined in the Asset Purchase Agreement).
Question: Consider the Strategic Alliance Agreement between Information System Associates, Inc. and Rubicon Software Group plc; What is the notice period required to terminate the renewal?
Answer: Unless terminated sooner, the term of this Agreement shall begin on the Effective Date and continue for three (3) years  thereafter (the "Initial Term") and shall automatically renew for additional one (1) year terms on the terms and conditions set forth herein (each a  "Renewal Term" and collectively, the "Term") unless either party gives the other Party Notice of its intention to terminate this Agreement ninety  (90) days before the end of the Initial Term or Renewal Term, if any.
Question: Consider the Product Sale and Marketing Agreement between Calm.com, Inc. and XpresSpa Group, Inc.; What is the notice period required to terminate the renewal?
Answer: Following the Initial Term, this Agreement shall automatically renew for successive terms of six (6) months (each a "Renewal Term", and together with the Initial Term, the "Term") unless written notice is given by either Party no later than thirty (30) days in advance of the expiration of the Initial Term or the applicable Renewal Term.
Question: Consider the Strategic Alliance Agreement between Information System Associates, Inc. and Rubicon Software Group plc; What is the renewal term for this contract?
Answer: Unless terminated sooner, the term of this Agreement shall begin on the Effective Date and continue for three (3) years  thereafter (the "Initial Term") and shall automatically renew for additional one (1) year terms on the terms and conditions set forth herein (each a  "Renewal Term" and collectively, the "Term") unless either party gives the other Party Notice of its intention to terminate this Agreement ninety  (90) days before the end of the Initial Term or Renewal Term, if any.
Question: Consider the Software License, Customization, and Maintenance Agreement between Cardlytics, Inc. and Bank of America; Is there an anti-assignment clause in this contract?
Answer: Neither Party may assign this Agreement or any of the rights hereunder or delegate any of its obligations hereunder, without the prior written consent of the other Party, and any such attempted assignment shall be void, except that Bank of America or any permitted Bank of America assignee may assign any of its rights and obligations under this Agreement (including, without limitation, any individual Order) to any Bank of America Affiliate, the surviving corporation with or into which Bank of America or such assignee may merge or consolidate or an entity to which Bank of America or such assignee transfers all, or substantially all, of its business and assets.
Question: Consider the Co-Branding Agreement between At Home Corporation (Excite@Home) and e-centives, Inc.; Does the licensee's affiliates have any licensing rights under this contract?
Answer: Subject to the terms and conditions of this Agreement,           Application Provider hereby grants to Excite@Home a royalty-free,           non-exclusive, worldwide license to use, reproduce, distribute,           transmit and publicly display the e-centives Content in accordance           with this Agreement and to sub-license the Application Content to           Excite@Home's wholly-owned subsidiaries or to joint ventures in which           Excite@Home participates for the sole purpose of using, reproducing,           distributing, transmitting and publicly displaying the e-centives           Content in accordance with this Agreement, provided that no such           sublicensing shall be to Application Provider Named Competitors.
Question: Consider the Affiliate Agreement between The TUBE Music Network, Inc. and Tribune Broadcasting Company for Broadcasting 'The TUBE' Service; Are the licenses granted under this contract non-transferable?
Answer: Except as expressly provided in Section 3(a), Affiliate shall not have the right (i) to subdistribute or otherwise sublicense the Service, or (ii) to transmit or otherwise distribute the Service by any technology (other than Broadcast Television), or on an interactive, time- delayed, "video-on-demand" or similar basis.
Except as expressly provided in Sections 3(a) and 3(b) and this Section 3(d), Network shall not have the right to distribute or otherwise license the Service for reception in a Station's DMA, including distributing the Service directly through an MVPD in a Station's DMA, other than through this license to Affiliate.
Network hereby grants Affiliate during the Term a royalty-free, fully paid up, non-transferable, non-exclusive license to use the Marks (as defined in Section 8(e)) in any advertising and promotional materials undertaken in connection with Affiliate's transmission of the Service, provided that such use complies with the terms and conditions of Section 8(e).
Question: Consider the Support and Maintenance Agreement between On2 Technologies, Inc. and Wildform, Inc.; What is the governing law for this contract?
Answer: This Agreement shall be governed by and construed in accordance with the laws of the State of New York, without giving effect to any choice of law or conflict of law provision or rule whether such provision or rule is that of the State of New York or any other jurisdiction.
Question: Consider the Software License, Customization, and Maintenance Agreement between Cardlytics, Inc. and Bank of America; What is the governing law for this contract?
Answer: This Agreement shall be governed by the internal laws, and not by the laws regarding conflicts of laws, of the State of North Carolina.
Question: Consider the Affiliate Agreement between The TUBE Music Network, Inc. and Tribune Broadcasting Company for Broadcasting 'The TUBE' Service; What licenses are granted under this contract?
Answer: Network hereby grants to Affiliate the exclusive right via Broadcast Television, and Affiliate hereby accepts such exclusive right and the obligation during the Term to broadcast the Service via Broadcast Television (i) over the transmission facilities of each Station identified on Exhibit A, which is licensed by the FCC to serve the community for each such Station (the "Licensed Community"), for receipt by TV Households in the DMA in which the Licensed Community is located, as such DMA is identified on Exhibit A, and (ii) over the transmission facilities of any Acquired Station, except to the extent that, as of the date Affiliate notifies Network in writing of its binding agreement to acquire such Acquired Station, (A) another Broadcast Television station in the same DMA as the Acquired Station has exclusive rights to broadcast the Service, or (B) the Acquired Station is obligated to broadcast other material that precludes it from also carrying the Service.
Network hereby grants Affiliate during the Term a royalty-free, fully paid up, non-transferable, non-exclusive license to use the Marks (as defined in Section 8(e)) in any advertising and promotional materials undertaken in connection with Affiliate's transmission of the Service, provided that such use complies with the terms and conditions of Section 8(e).
Question: Consider the Co-Branding Agreement between At Home Corporation (Excite@Home) and e-centives, Inc.; Are the licenses granted under this contract non-transferable?
Answer: In no event may either party sell, disclose, transfer, rent, or             license Payment-Eligible User Data to the other party's Named             Competitors as listed in EXHIBIT E. Furthermore, Excite@Home may not             sell, disclose, transfer, rent, or license Shopping Category Data or             Superset Data to Data Restricted Named Companies as specified in             EXHIBIT I. Not more than once per quarter, Application Provider may             update the list of Application Provider Data Restricted Named             Companies shown in EXHIBIT I, so long as such list shall not exceed             twenty-five (25) companies.
Question: Consider the Product Sale and Marketing Agreement between Calm.com, Inc. and XpresSpa Group, Inc.; What is the renewal term for this contract?
Answer: Following the Initial Term, this Agreement shall automatically renew for successive terms of six (6) months (each a "Renewal Term", and together with the Initial Term, the "Term") unless written notice is given by either Party no later than thirty (30) days in advance of the expiration of the Initial Term or the applicable Renewal Term.
Question: Consider the Support and Maintenance Agreement between On2 Technologies, Inc. and Wildform, Inc.; What is the expiration date of this contract?
Answer: Except as otherwise set forth in Sections 9.2 and 9.3 or Exhibit A hereof, the term of this Agreement shall be eighteen (18) months ("Term").
Question: Consider the Strategic Alliance Agreement between Information System Associates, Inc. and Rubicon Software Group plc; What is the expiration date of this contract?
Answer: Unless terminated sooner, the term of this Agreement shall begin on the Effective Date and continue for three (3) years  thereafter (the "Initial Term") and shall automatically renew for additional one (1) year terms on the terms and conditions set forth herein (each a  "Renewal Term" and collectively, the "Term") unless either party gives the other Party Notice of its intention to terminate this Agreement ninety  (90) days before the end of the Initial Term or Renewal Term, if any.
Question: Consider the Software License, Customization, and Maintenance Agreement between Cardlytics, Inc. and Bank of America; What is the expiration date of this contract?
Answer: This Agreement shall apply and remain in effect from the Effective Date and perpetually thereafter unless terminated pursuant to the Section entitled "Termination."
Question: Consider the Manufacturing and Supply Agreement between Vapotherm, Inc. and Medica, S.p.A.; What are the insurance requirements under this contract?
Answer: Medica shall at its cost obtain and maintain one or more insurance policies providing coverage of at least Euro [* * *] in the aggregate that cover Medica for fire, theft, fidelity, product liability, and any and all potential claims, suits, losses, expenses, or damages arising out of Medica's obligations under this Agreement. At Vapotherm's request to Medica from time to time, Medica shall furnish Vapotherm with certification of insurance evidencing that insurance and shall provide at least [* * *] Business Days prior written notice to Vapotherm of any cancellation of or decrease in the dollar amount of coverage provided by any such policy. Vapotherm shall have the right to maintain such insurance coverage on Vapotherm's behalf and at Vapotherm' s expense in the event of nonpayment of premiums or lapse of coverage.
Vapotherm shall at its cost obtain and maintain product-liability insurance coverage in the amount of $[* * *] in relation to the Cartridge. At the request of Medica from time to time, Vapotherm shall famish Medica with certification of insurance evidencing that insurance and shall endeavour to provide at least [* * *] Business Days prior written notice to Medica of any cancellation of or decrease in the amount of coverage provided by any such policy.
Question: Consider the Product Sale and Marketing Agreement between Calm.com, Inc. and XpresSpa Group, Inc.; What is the expiration date of this contract?
Answer: Unless this Agreement is terminated earlier in accordance with the terms of Section ​12, the term of this Agreement shall commence on the Effective Date and shall continue until July 31, 2019 (the "Initial Term").
Question: Consider the Affiliate Agreement between The TUBE Music Network, Inc. and Tribune Broadcasting Company for Broadcasting 'The TUBE' Service; Is there a minimum commitment required under this contract?
Answer: Each Station will provide Network with up to 5.0 mbps, but, at all times, not less than 2.0 mbps, for this purpose, except as required in infrequent and exceptional circumstances resulting from a Station's carriage of the primary television network with which such Station is affiliated with regard to its Primary Feed (e.g., ABC, CBS, NBC and Fox)
Affiliate shall actively promote the Service consistent with its business judgment, including the broadcast by each Station transmitting the Service of an average of at least ten (10) thirty (30)-second promotional announcements per week for the Service ("Promotional Spots") on the Station's Primary Feed, including the Station's analog signal for so long as the Station broadcasts an analog signal, on a run-of- station basis, commencing no later than the first air date of the Service on the applicable Station.
Question: Consider the Strategic Alliance Agreement between Cool Technologies Inc. and Veteran Technology Group, LLC; Is there an anti-assignment clause in this contract?
Answer: Neither party shall assign or delegate this Agreement or any rights, duties or obligations hereunder to any other person and/or entity without prior express written approval of the other party.