orgrctera/legalbenchrag_cuad_qa huggingface dataset:
Question: Consider the Master Franchise Agreement between Smaaash Entertainment Private Limited and I-AM Capital Acquisition Company for Smaaash Centres; Does this contract include any revenue or profit-sharing arrangements?
Answer: If third party franchisees are operating the Smaaash Centres, then the Franchisee shall be entitled to receive, (i) 5% (five percent) of the capital expenditure as agreed among the parties for the particular Smaaash Centre as sign -on fees or upfront advance, and (ii) 5% (five percent) fee or commission of the revenue generated by such third party franchisees from the Smaash Centres on an annual basis.
Question: Consider the Endorsement Agreement between Andy North and Golfers Incorporated for F2 Golf Clubs; Does this contract include an exclusivity agreement?
Answer: During the Term of this Agreement and within the  Contract Territory, North agrees not to enter into an agreement with another company or entity for the purpose of endorsing or promoting  products similar to the Endorsed Products.
Question: Consider the Content Distribution and License Agreement between ConvergTV, Inc. and Fulucai Productions Ltd.; What is the renewal term for this contract?
Answer: License Term Perpetual, unlimited runs x Other: 2 years Commencing: November 15, 2012
Question: Consider the Intellectual Property Agreement between The Hertz Corporation, Hertz System, Inc., and Herc Rentals Inc.; Is there a non-compete clause in this contract?
Answer: During the Interim Period, neither HERC nor any of its affiliates or subsidiaries shall, directly or indirectly, engage in the business of renting or leasing cars, crossovers or light trucks (including sport utility vehicles and light commercial vehicles) in [any country in which THC or any of its affiliates or subsidiaries rents or leases cars, crossovers or light trucks (including sport utility vehicles and light commercial vehicles) as of the date of this Agreement] without THC's prior written consent, except to the extent materially consistent in type and scope with HERC's operations immediately prior to the date of this IPA.
Question: Consider the Supply Agreement between HOVIONE INTER AG and INTERSECT ENT, Inc. for Active Pharmaceutical Ingredients; What is the duration of any warranties provided in this contract?
Answer: If, upon inspecting and testing the API, INTERSECT determines that a lot of API does not conform to the Product Specifications, then INTERSECT shall, within such thirty (30) day period, give HOVIONE written notice of such non-conformity (setting forth the details of such non-conformity):Unless HOVIONE objects, within 20 working days from the notice by INTERSECT, to the non-conformity INTERSECT will return the non-conforming API to HOVIONE. A
Question: Consider the Program Content License Agreement between Phoenix Satellite Television Company Limited and Beijing Tianying Jiuzhou Network Technology Co., Ltd.; How is intellectual property ownership assigned in this contract?
Answer: If Party B obtains any Intellectual Property Right in respect of the Program Content during its  use of the same, Party B shall notify Party A and, upon its request in writing, sign all documents and take all actions required to assign  such Intellectual Property Right to Party A, and ensure the Intellectual Property Right so obtained by Party A is legitimate, complete,  and free from any encumbrance
Question: Consider the Sponsorship Agreement between Domini Advisor Trust and Domini Social Investments LLC; Does this contract include any revenue or profit-sharing arrangements?
Answer: For the services to be rendered and facilities to be provided by the Sponsor hereunder, the Trust shall pay Domini a fee accrued daily and payable monthly at an annual rate equal to 0.50% of the Trust's average daily net assets for the Trust's then current fiscal year.
Question: Consider the Collaboration Agreement between Ginkgo Bioworks, Inc. and Berkeley Lights, Inc. for Workflow Development on the Beacon Platform; Does this contract include any revenue or profit-sharing arrangements?
Answer: In the event that Ginkgo uses any of the BLI Proprietary Workflows identified in Exhibit D to conduct Commercial Services for a Third Party customer and such Commercial Services [***] result in the discovery of an Antibody to be used as the active ingredient in a therapeutic product for which a Third Party [***] (each such Antibody subject to this Section 7.4.2 (Milestone Payments), a "Discovered Antibody"), then, on a Discovered Antibody-by-Discovered Antibody basis, in the event such Third Party (a) achieves any of the milestone events noted below in Table 7.4.2 (each, a "Milestone Event") with respect to a Discovered Antibody and (b) makes a payment to Ginkgo in connection with such Milestone Event, then Ginkgo will pay BLI [***] percent ([***]%) of such payment received by Ginkgo from such Third Party up to the amount of the corresponding "Maximum Milestone Payment" for such milestone event set forth below in Table 7.4.2 (each, a "Milestone Payment".
Question: Consider the Agency Agreement for Stock Offering between Alamogordo Financial Corporation, AF Mutual Holding Company, Alamogordo Federal Savings and Loan Association, and Charles Webb & Company; Are there any services to be provided after the termination of this contract?
Answer: The respective  indemnities of the Company,  the MHC, the Bank and the Agent and the representations and warranties and other statements of the Company, the MHC, the Bank and the Agent set forth in or made  pursuant  to this  Agreement  shall remain in full force and effect,  regardless of any  termination or cancellation of this Agreement or any  investigation  made by or on behalf of the Agent,  the Company,  the MHC, the Bank or any  controlling  person referred to in Section 8 hereof,  and shall  survive the  issuance of the Shares,  and any  successor  or assign of the Agent,  the Company,  the MHC, the Bank, and any such  controlling person  shall  be  entitled  to  the  benefit  of  the  respective   agreements, indemnities, warranties and representations.
Question: Consider the Sponsorship and Services Agreement between HOF Village, LLC, National Football Museum, Inc., and Constellation NewEnergy, Inc.; Does this contract include an exclusivity agreement?
Answer: Provided that Constellation is not then in breach of its obligations pursuant to this Agreement, including without limitation Section 2.1 hereof, and provided that Constellation has available for purchase a product or service which meets the needs of the HOF Entities at competitive market pricing, (a) neither of the HOF Entities shall purchase, at any time during the Term, any commodity electricity or gas from any person or entity other than Constellation and its affiliates and (b) in the event and to the extent mutually agreed by the Parties, neither of the HOF Entities shall grant or award to any company designated by Constellation (and mutually agreeable to the HOF Entities) any project which the Parties mutually agree shall not be granted or awarded to such company
Question: Consider the Master Franchise Agreement between Smaaash Entertainment Private Limited and I-AM Capital Acquisition Company for Smaaash Centres; Is there an anti-assignment clause in this contract?
Answer: The Franchisee shall not be entitled to assign, transfer, encumber or dispose of any of its rights and or obligations under this Agreement, including to an affiliate, without the prior written consent of the Franchisor.
Question: Consider the Video-on-Demand Content License Agreement between Rogers Cable Communications Inc. and EuroMedia Holdings Corp.; Is there a cap on liability under this contract?
Answer: Except with respect to any claim or liability arising from an infringement of any third party intellectual property right, in no event shall either party be liable for any special, indirect, consequential, punitive or incidental damages of any kind
Question: Consider the Supply Agreement between HOVIONE INTER AG and INTERSECT ENT, Inc. for Active Pharmaceutical Ingredients; Is there a cap on liability under this contract?
Answer: NOTWITHSTANDING ANYTHING IN THIS AGREEMENT TO THE CONTRARY, IN NO EVENT WILL EITHER PARTY BE LIABLE FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL OR INDIRECT DAMAGES ARISING OUT OF THIS AGREEMENT, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY.
FURTHER AND NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, THE TOTAL LIABILITY PER YEAR OF HOVIONE SHALL BE LIMITED TO THE VALUE OF THE REVENUES COLLECTED IN THE PREVIOUS CONTRACTUAL YEAR.
Question: Consider the Intellectual Property Agreement between The Hertz Corporation, Hertz System, Inc., and Herc Rentals Inc.; What is the governing law for this contract?
Answer: This Agreement and all disputes or controversies arising out of or relating to this Agreement or the transactions contemplated hereby shall be governed by, and construed in accordance with, the internal laws of the State of New York, without regard to the laws of any other jurisdiction that might be applied because of the conflicts of laws principles of the State of New York.
Question: Consider the Agency Agreement for Stock Offering between Alamogordo Financial Corporation, AF Mutual Holding Company, Alamogordo Federal Savings and Loan Association, and Charles Webb & Company; Is there a minimum commitment required under this contract?
Answer: In the event the Company is unable to sell a minimum of 708,050  Shares within the period  herein  provided,  this  Agreement  shall  terminate  and the Company shall refund to any persons who have  subscribed  for any of the Shares, the full amount which it may have  received  from them plus accrued  interest as set forth in the  Prospectus;  and none of the parties to this  Agreement  shall have any obligation to the other parties hereunder,  except as set forth in this Section 2 and in Sections 6, 8 and 9 hereof.
Question: Consider the Program Content License Agreement between Phoenix Satellite Television Company Limited and Beijing Tianying Jiuzhou Network Technology Co., Ltd.; Is there an anti-assignment clause in this contract?
Answer: Party B may not assign its rights and obligations hereunder without Party A's consent in writing and the successors and permitted assigns of  the Parties shall be bound by this Agreement.
Question: Consider the Sponsorship Agreement between Domini Advisor Trust and Domini Social Investments LLC; Can this contract be terminated for convenience, and under what conditions?
Answer: This Agreement may be terminated at any time, without the payment of any penalty, with respect to any series or the Trust, by the Board of Trustees of the Trust, or by the Sponsor, in each case on not less than 60 days' written notice to the other party.
Question: Consider the Collaboration Agreement between Ginkgo Bioworks, Inc. and Berkeley Lights, Inc. for Workflow Development on the Beacon Platform; Is there a non-compete clause in this contract?
Answer: During the Term and for a period of [***] ([***]) months following the Term of this Agreement, other than pursuant to Sections 13.3.2 (Effects of Termination Based Upon Ginkgo's Buy-Down Election) or 13.3.3 (Effects of Termination Based Upon an Uncured Ginkgo Breach, Insolvency or Force Majeure Event), BLI shall not, and shall cause its Affiliates not to, directly or indirectly, itself or with or through a Third Party, develop, configure, customize, license, sell, provide or otherwise give access to the Beacon Platform or any [***] to, [***] or its Affiliates for any use; provided that this restriction shall terminate as set forth in Section 13.3 (Effects of Expiration or Termination) or if Ginkgo has not satisfied its Minimum Cumulative Purchase Commitments (as such may be adjusted under this Agreement) for a full Contract Year, including [***] as permitted under Section 7.2.2(a) (Minimum Cumulative Purchase Commitments) or Section 7.2.2(b)(iii) (Development Purchase Commitments); provided that BLI will provide written notice to Ginkgo within [***] ([***]) days of the end of any Contract Year with respect to which BLI believes that Ginkgo has not satisfied its Minimum Cumulative Purchase Commitment.
Question: Consider the Endorsement Agreement between Andy North and Golfers Incorporated for F2 Golf Clubs; What is the governing law for this contract?
Answer: The Agreement shall be governed by and construed under the laws of the State of Florida in the United States of America,  and venue for any such legal action shall be in the Circuit Court or County Court in Orlando, FL or the U.S. District Court having jurisdiction  over Orlando, FL.
Question: Consider the Sponsorship and Services Agreement between HOF Village, LLC, National Football Museum, Inc., and Constellation NewEnergy, Inc.; Are there any exceptions to competitive restrictions in this contract?
Answer: Notwithstanding the foregoing, this Section 2.2 shall not be deemed to apply to agreements executed prior to the date of this Agreement between the HOF Entities and Johnson Controls, Inc. or any of its affiliates.
Question: Consider the Master Franchise Agreement between Smaaash Entertainment Private Limited and I-AM Capital Acquisition Company for Smaaash Centres; Does this contract include an exclusivity agreement?
Answer: Subject to Section 1.2, Franchisor hereby grants to Franchisee the exclusive right, (a) to establish and operate Smaaash Centres in the Territory, (b) to sub-license the right to establish and operate Smaaash Centres to third party franchisees in and for the Territory, (c) a license to use the products and other services developed by Franchisor with respect to the Smaaash Centres (including a right to authorise the use of products and services developed by the Franchisor by third party franchisees), in the Territory, and (d) to identify third party franchisees for the Smaaash Centres in the Territory.
Except as provided in the next sentence, the license granted herein shall be exclusive. "Exclusivity" shall mean that Franchisor shall not grant any further licenses to third parties in the Trademarks for use in connection with Smaaash Centres in the Territory, and the Franchisee shall not enter into any arrangement or agreement with any third parties for establishing or operating any gaming and entertainment centres identical or similar to Smaaash Centres, in the Territory except as otherwise provided in this Agreement; provided, however, that Franchisor may continue to use the Trademarks in the Territory in connection with the operation of Franchisor's entertainment centers already set up as of the Effective Date in the Territory. The restriction contained in this Agreement shall apply on the parties throughout the Term.
Question: Consider the Video-on-Demand Content License Agreement between Rogers Cable Communications Inc. and EuroMedia Holdings Corp.; Is there uncapped liability under this contract?
Answer: Except with respect to any claim or liability arising from an infringement of any third party intellectual property right, in no event shall either party be liable for any special, indirect, consequential, punitive or incidental damages of any kind.
Question: Consider the Supply Agreement between HOVIONE INTER AG and INTERSECT ENT, Inc. for Active Pharmaceutical Ingredients; What are the audit rights under this contract?
Answer: Within thirty (30) calendar days of the arrival of each lot of API at the manufacturing facility designated by INTERSECT, INTERSECT shall inspect and test each lot of API at its own cost and expense.
Question: Consider the Intellectual Property Agreement between Sony Electronics Inc. and GSI Technology, Inc.; Are there any third-party beneficiaries designated in this contract?
Answer: Other than Affiliates of a Party, nothing expressed or implied in this IP Agreement is intended or will be construed to confer  upon or give any Person other than the Parties any rights or remedies under or by reason of this IP Agreement or any transaction contemplated  hereby.
Question: Consider the Agency Agreement for Stock Offering between Alamogordo Financial Corporation, AF Mutual Holding Company, Alamogordo Federal Savings and Loan Association, and Charles Webb & Company; Does this contract include any revenue or profit-sharing arrangements?
Answer: the Agent will be paid a fee                not to exceed 5.5% of the aggregate  Purchase Price of the Shares                sold by them.
Question: Consider the Collaboration Agreement between Ginkgo Bioworks, Inc. and Berkeley Lights, Inc. for Workflow Development on the Beacon Platform; What is the governing law for this contract?
Answer: This Agreement will be construed and interpreted in accordance with the laws of the State of Delaware, without regard to any choice of law provision.
Question: Consider the Sponsorship Agreement between Domini Advisor Trust and Domini Social Investments LLC; What is the governing law for this contract?
Answer: This Agreement shall be construed and enforced and interpreted in accordance with and governed by the laws of the Commonwealth of Massachusetts without reference to principles of conflicts of law.
Question: Consider the Program Content License Agreement between Phoenix Satellite Television Company Limited and Beijing Tianying Jiuzhou Network Technology Co., Ltd.; What happens in the event of a change of control of one of the parties in this contract?
Answer: In the event that     8.2.1 one Party is in breach of its obligations hereunder and fails to cure such breach within ten (10) Business Days following the other  Party's written notice thereof, then the non-breaching Party may terminate this Agreement;     8.2.2 one Party enters into a bankruptcy process, Party B's shareholder or equity structure changes (not including changes to Party B's  shareholder or equity structure due to the Exclusive Call Option Agreement and Equity Pledge Agreement dated between  Party B, Phoenix Online and other relevant parties), or one Party ceases its business operation, then the other Party may send  a written notice of termination to such Party and this Agreement shall terminate as of the date on which such written notice is  served to such Party
Question: Consider the Endorsement Agreement between Andy North and Golfers Incorporated for F2 Golf Clubs; What is the expiration date of this contract?
Answer: "Contract Period" shall mean that period of time from February 21, 2011 through December 31, 2012.
Question: Consider the Sponsorship and Services Agreement between HOF Village, LLC, National Football Museum, Inc., and Constellation NewEnergy, 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 Ohio, without reference to principles of conflicts of law.
Question: Consider the Master Franchise Agreement between Smaaash Entertainment Private Limited and I-AM Capital Acquisition Company for Smaaash Centres; Are there any exceptions to competitive restrictions in this contract?
Answer: "Exclusivity" shall mean that Franchisor shall not grant any further licenses to third parties in the Trademarks for use in connection with Smaaash Centres in the Territory, and the Franchisee shall not enter into any arrangement or agreement with any third parties for establishing or operating any gaming and entertainment centres identical or similar to Smaaash Centres, in the Territory except as otherwise provided in this Agreement; provided, however, that Franchisor may continue to use the Trademarks in the Territory in connection with the operation of Franchisor's entertainment centers already
Question: Consider the Supply Agreement between HOVIONE INTER AG and INTERSECT ENT, Inc. for Active Pharmaceutical Ingredients; Is there an anti-assignment clause in this contract?
Answer: Neither this Agreement nor any interest herein may be assigned, in whole or in part, by either party without the prior written consent of the other, which consent shall not be unreasonably withheld or delayed, except that either party may assign its rights and obligations under this Agreement: (a) to an affiliate, division or subsidiary of such party; and/or (b) to any third party that acquires all or substantially all of the stock or assets of such party, whether by asset sale, stock sale, merger or otherwise, and, in any such event such assignee shall assume the transferring party's obligations hereunder.
Question: Consider the Video-on-Demand Content License Agreement between Rogers Cable Communications Inc. and EuroMedia Holdings Corp.; What are the audit rights under this contract?
Answer: During the Term, and for a period of twelve (12) months thereafter, Rogers (and its representatives) shall have the right, upon reasonable prior written notice to Licensor, and during regular business hours, to inspect and/or audit Licensor's books and records to confirm compliance with Licensor's obligations under this Section.
Question: Consider the Intellectual Property Agreement between Sony Electronics Inc. and GSI Technology, Inc.; What are the audit rights under this contract?
Answer: PURCHASER allows SONY to audit PURCHASER's manufacture and testing of SRAM Products for purposes of  determining the quality of those SRAM Products that bear a marking which indicates a connection to SONY from time to time upon reasonable  request, subject to SONY's execution of a standard PURCHASER confidentiality agreement
Question: Consider the Agency Agreement for Stock Offering between Alamogordo Financial Corporation, AF Mutual Holding Company, Alamogordo Federal Savings and Loan Association, and Charles Webb & Company; What is the governing law for this contract?
Answer: This  Agreement  shall  be  construed  in accordance with the laws of the State of Kansas.
Question: Consider the Collaboration Agreement for Vehicle Leasing Services between Didi Chuxing Technology Co., Ltd. and Hunan Ruixi Financial Leasing Co., Ltd.; Is there a cap on liability under this contract?
Answer: Unless any party is in violation of the confidentiality clause, in any case, neither party shall be liable for any indirect, punitive claims, or claims for losses of commercial profits, or damages for business losses of the company or any third Party Arising from this Agreement, or for any loss or inaccuracy of data of any form, whether based on Agreement, tort or any other legal principle, even though the party has been informed of the possibility of such damage.
Party B has fully understood the functions and characteristics of services of the Platform prior to the use of the Platform and agrees that Party A shall not be liable to Party B for any defect in software, insufficiency of function or any necessary improvement.
Party B's use of the Platform and the acquisition of any information by using the Platform are solely at Party B's independent judgment and is at Party B's own risk (including but not limited to the losses caused by damage to Party B's computer system or mobile phone system or loss of data.)
Question: Consider the Sponsorship Agreement between Domini Advisor Trust and Domini Social Investments LLC; What is the expiration date of this contract?
Answer: This Agreement shall become effective as of the day and year first above written and shall govern the relations between the parties hereto thereafter, unless terminated as set forth in this Section 6.
Question: Consider the Program Content License Agreement between Phoenix Satellite Television Company Limited and Beijing Tianying Jiuzhou Network Technology Co., Ltd.; Does this contract include an exclusivity agreement?
Answer: Without Party A's consent, Party B may not enter into with any third party any agreement or cooperation which is identical with or similar to  this Agreement.