orgrctera/legalbenchrag_cuad_qa huggingface dataset:
Question: Consider the Franchise Agreement between Goosehead Insurance Agency, LLC and Franchisee; What is the renewal term for this contract?
Answer: You will have the right to renew your rights to operate the Franchise Business for two (2) additional successor terms of five (5) years, so long as you have satisfied all of the conditions specified in Sections 2.2.1 through 2.2.10 before each such renewal: 2.2.1 You agree to give us written notice of your choice to renew at least six (6) months before the end of the term of this Agreement (but not more than nine (9) months before the term expires).
Question: Consider the Maintenance and Support Agreement between VerticalNet, Inc., VerticalNet Enterprises LLC, and Converge, Inc.; What happens in the event of a change of control of one of the parties in this contract?
Answer: No transfer of this Agreement by operation of law or change in Control of a party, including, without limitation, by merger, consolidation or sale or other transfer of equity interests, shall be considered an assignment for purposes of this Section 11.9.
Question: Consider the Sponsorship Agreement between Excite, Inc. and Vitamin Shoppe Industries Inc. for Promotion on WebCrawler Channels; What is the expiration date of this contract?
Answer: Unless terminated earlier in accordance with the                           specific terms of this Agreement, the term of this                           Agreement will begin on the Launch Date and will not                           end until Excite displays a total of [*****]                           impressions of the Client advertising banners and                           promotional placements on the Excite Network as                           described in this Agreement and pushes [*****]                           emails using the email vehicles specified in Exhibit                           B
Question: Consider the Consulting Agreement between Kiromic, Inc. and Gianluca Rotino; Does this contract include any volume restrictions?
Answer: The Company will compensate Consultant at the rate of $400 per hour (19 hours cap monthly; anything over these hrs must be preapproved by management), payable in accordance with the Company's standard payroll schedule, and subject to withholding as legally required.
Question: Consider the Trademark License Agreement between New Mountain Capital, L.L.C. and NMF Senior Loan Fund I, Inc.; Are there any services to be provided after the termination of this contract?
Answer: For twenty-four (24) months following termination of this Agreement, the Licensee shall specify on all public- facing materials in a prominent place and in prominent typeface that the Licensee is no longer operating under the Licensed Mark, is no longer associated with the Licensor, or such other notice as may be deemed necessary by the Licensor in its sole discretion in its prosecution, defense, and/or settlement of any Third Party Claim.
Question: Consider the Co-Branding Agreement between VerticalNet, Inc. and PaperExchange.com, LLC; How is intellectual property ownership assigned in this contract?
Answer: the Co-Branded URLs shall be owned by the party that offers to pay the highest amount to the other for the ownership of such URLs upon payment of such amount to the other party
Question: Consider the Maintenance and Support Agreement between VerticalNet, Inc., VerticalNet Enterprises LLC, and Converge, Inc.; What is the governing law for this contract?
Answer: This Agreement and performance under this Agreement shall be governed by the laws of the United States of America and of the Commonwealth of Pennsylvania as applied to agreements entered into and to be performed entirely within Pennsylvania between Pennsylvania residents, excluding its conflicts of law provisions.
Question: Consider the Non-Exclusive License Agreement between The Johns Hopkins University and Virtuoso Surgical, Inc. for Commercial Development of Surgical Products; What licenses are granted under this contract?
Answer: Subject to the terms and conditions of this Agreement and to non-exclusive license agreements executed prior to the EFFECTIVE DATE, JHU hereby grants to the Company a non-exclusive, non-transferable license to make, have made, import, offer for sale and sell the LICENSED PRODUCT(S) and the LICENSED SERVICE(S) in the United States and worldwide under the PATENT RIGHT(S) in the LICENSED FIELD.
Question: Consider the Franchise Agreement between Goosehead Insurance Agency, LLC and Franchisee; What is the expiration date of this contract?
Answer: The term of this Agreement starts on the Effective Date and, unless this Agreement is earlier terminated in accordance with its provisions, will expire ten (10) years from the Effective Date.
Question: Consider the Sponsorship Agreement between RMF Empire, Inc. DBA West Coast Customs and Bosch International, LLC / XLI Technologies, Inc. for Promotion of 'Light Sheets'; What are the insurance requirements under this contract?
Answer: 6.1 Both parties shall at all times while this Agreement is in effect and for one (1) year thereafter, at its expense, carry and maintain, at its own expense, insurance on all its operations necessary to comply with insurance laws as applicable.
Question: Consider the Consulting Agreement between Kiromic, Inc. and Gianluca Rotino; Is there an anti-assignment clause in this contract?
Answer: Consultant shall not subcontract any portion of Consultant's duties under this Agreement without the prior written consent of Company. Neither this Agreement nor any right hereunder or interest herein may be assigned or transferred by Consultant without the express written consent of Company.
Question: Consider the Co-Branding Agreement between VerticalNet, Inc. and PaperExchange.com, LLC; Is there a minimum commitment required under this contract?
Answer: During the Term, VerticalNet shall have the exclusive right to arrange for the sale of ***** of the third party advertising inventory (which shall consist of a minimum of one advertisement per page on each of the "Co-Branded Equipment," "Co-Branded Careers," "Resources" and "Home Page" sections or successor, replacement or substitute sections) of the PaperExchange Site and shall be consistent with the amount of advertising on other business to business vertical sites on the PaperExchange Site (the "Third Party Advertising Allocation").
Question: Consider the Trademark License Agreement between New Mountain Capital, L.L.C. and NMF Senior Loan Fund I, Inc.; Are the licenses granted under this contract non-transferable?
Answer: Subject to the terms and conditions of this Agreement, the Licensor hereby grants to the Licensee, and the Licensee hereby accepts from the Licensor, a personal, non-exclusive, royalty-free right and license to use the Licensed Mark in the Territory solely and exclusively as a component of the Licensee's own company name and in connection with the Licensed Services and any business provided in conjunction therewith by such Licensee.
Question: Consider the Non-Exclusive License Agreement between The Johns Hopkins University and Virtuoso Surgical, Inc. for Commercial Development of Surgical Products; Is there a minimum commitment required under this contract?
Answer: Company shall pay to JHU minimum annual royalties as set forth in Exhibit A.
The minimum annual royalties pursuant to the Agreement are: 1st anniversary of the EFFECTIVE DATE and each subsequent anniversary of the EFFECTIVE DATE during the term: Three-thousand dollars ($3000)
Question: Consider the Maintenance and Support Agreement between VerticalNet, Inc., VerticalNet Enterprises LLC, and Converge, Inc.; What is the renewal term for this contract?
Answer: Thereafter, this Agreement shall renew only upon the mutual written agreement of the parties for up to three additional renewal terms of one year each (each, a "Renewal Term").
Question: Consider the Franchise Agreement between Burger King Corporation and International Fast Food Polska SP ZO.O. for Burger King Restaurants in Poland; Is there a covenant not to sue included in this contract?
Answer: The Franchisee  will not directly or indirectly,  at any time during the term of this Agreement or thereafter,  do or cause to be done any act or thing  disputing,  attacking or in any way impairing the validity of and BKC's right,  title or interest in the Burger King Marks and the Burger King System.
Question: Consider the Sponsorship Agreement between RMF Empire, Inc. DBA West Coast Customs and Bosch International, LLC / XLI Technologies, Inc. for Promotion of 'Light Sheets'; Are the licenses granted under this contract non-transferable?
Answer: 1.1 Grant of License.   1.1.1 WCC grants a limited, non-exclusive license to XLI to use the West Coast Customs name, image, likeness and signature, including specific West Coast Customs Trademarks (including West Coast Customs logo trademarks and approved West Coast Customs vehicle imagery and trademarks) (collectively the "Trademarks") during the term of this Agreement in connection with national, regional or local print advertising, together with Internet, television, video and on-site event advertising, only in connection with the PROMOTION, subject to all of the terms and conditions hereof.
WCC shall have the right of prior written approval over all uses of the Trademarks by XLI.
1.1.2 XLI grants WCC a limited, non-exclusive, royalty-free license to use the registered trademark "Light Sheets" during the term of this Agreement in connection with national, regional or local print advertising, together with Internet, television, video and on-site advertising, for WCC and its Event(s) during the term of this Agreement, subject to all of the terms and conditions hereof.
XLI shall have the right of prior written approval over all uses of the trademark "XLI" by WCC.
Question: Consider the Non-Exclusive License Agreement between The Johns Hopkins University and Virtuoso Surgical, Inc. for Commercial Development of Surgical Products; Does this contract include any revenue or profit-sharing arrangements?
Answer: As consideration for JHU's grant of a License to Company under this Agreement, Company shall pay to JHU a license fee, cash and equity, as set forth in Exhibit A within thirty (30) days of the EFFECTIVE DATE.
Company shall pay to JHU minimum annual royalties as set forth in Exhibit A.
Company shall pay to JHU, a running royalty as set forth in Exhibit A, for each LICENSED PRODUCT(S) sold and each LICENSED SERVICE(S) provided, based upon NET SALES and NET SERVICE REVENUES respectively, for the term of this Agreement.
In addition, COMPANY shall issue to JHU that number of shares of common stock representing five percent (5%) of the outstanding common and preferred shares on a fully diluted basis of COMPANY pursuant to an agreed upon stock purchase agreement between COMPANY and JHU. The stock purchase agreement shall contain provisions protecting JHU against dilution of its equity interest in the event the post-money valuation of any equity investment is less than two million dollars ($2,000,000), and it will also contain a provision for the piggy-back registration of common shares with any other class of stock in an initial public offering. If COMPANY proposes to sell any equity securities or securities that are convertible into equity securities of COMPANY (collectively, "Equity Securities") in any new round of financing, then COMPANY shall offer JHU and/or its Assignee (as defined below) an opportunity to purchase either: (i) up to that portion of the Equity Securities that equals JHU's then current, fully-diluted percentage ownership interest in COMPANY, or (ii) if the percentage offered for sale by COMPANY is less, then up to five percent (5%) of the Equity Securities offered for sale. Such offer to purchase shall be on the same terms and conditions as are offered with respect to such Equity Securities sold in such financing. For purposes of this section 7 of Exhibit A, the term "Assignee" means: (a) any entity to which JHU's preemptive rights have been assigned either by JHU or by another entity, or (b) any entity that is controlled by JHU.
COMPANY shall pay an annual EARNED ROYALTY as follows: 2.1.1 Four percent (4%) of the sum of NET REVENUES.
If COMPANY is required to pay running royalties on any patent rights not licensed hereunder ("Other Royalties") in order to make, use or sell a particular LICENSED PRODUCT or LICENSED SERVICE, COMPANY shall be entitled to credit half (50%) of such Other Royalties against the Earned Royalty due, but the Earned Royalties shall not be reduced below fifty percent (50%) of those that would otherwise be due JHU for that LICENSED PRODUCT or LICENSED SERVICE.
Question: Consider the Trademark License Agreement between New Mountain Capital, L.L.C. and NMF Senior Loan Fund I, Inc.; What licenses are granted under this contract?
Answer: Subject to the terms and conditions of this Agreement, the Licensor hereby grants to the Licensee, and the Licensee hereby accepts from the Licensor, a personal, non-exclusive, royalty-free right and license to use the Licensed Mark in the Territory solely and exclusively as a component of the Licensee's own company name and in connection with the Licensed Services and any business provided in conjunction therewith by such Licensee.
Question: Consider the Consulting Agreement between Kiromic, Inc. and Gianluca Rotino; Can this contract be terminated for convenience, and under what conditions?
Answer: Either Consultant or Company may terminate this Agreement upon prior written notice thereof to the other party.
Question: Consider the Franchise Agreement between Burger King Corporation and International Fast Food Polska SP ZO.O. for Burger King Restaurants in Poland; What are the audit rights under this contract?
Answer: The  Franchisee  shall  participate  in any  self-audit scheme which may from time to time form part of the Burger King System.
BKC  shall  have  the unrestricted right to enter the Franchised Restaurant to conduct such reasonable activities as it deems  necessary to ascertain  compliance  with this Agreement. The  inspections  may be  conducted  without  prior  notice at any time when the Franchisee or any one of its responsible  employees or representatives is at the Franchised  Restaurant.
The  inspections  shall be  performed in a manner which minimizes interference with the operation of the Franchised Restaurant.
The Franchisee  agrees to keep complete  records of the business and shall furnish BKC with monthly and fiscal  year-to-date  profit and loss statements for the Franchised  Restaurant in the format  prescribed by BKC. The  Franchisee  shall  also  submit to BKC  quarterly  balance  sheets  for the Franchisee  itself and not  merely of the  Franchised  Restaurant,  the first of which shall be for the period ending  forty-five  (45) days after the expiration of the first calendar quarter after the Franchised  Restaurant opens. All profit and loss  statements  and  balance  sheets  shall  be  submitted  to BKC  within fifty-five (45) days after the end of the period covered by the report in a form acceptable to BKC. In addition, the Franchisee shall submit to BKC copies of tax returns relating to the Franchisee's  sales at the Franchised  Restaurant at the same time the returns are filed,  and such other  records as BKC may  reasonably request from time to time.
Within ninety (90) days after the close of each fiscal year and at any time on request,  the  Franchisee  shall submit a full disclosure of all  shareholders in the Franchisee,  and of all persons with an interest in the Franchised  Restaurant.
ln addition,  the  Franchisee  shall furnish an annual  financial  statement  for the  Franchisee  and not merely the Franchised Restaurant,  which statement shall be certified by a Certified Public Accountant or equivalent.
The Franchisee agrees that BKC or its  representatives,  at BKC's expense shall, at all reasonable times, have the right to examine or audit the books and  accounts of the  Franchisee.
Question: Consider the Co-Branding Agreement between VerticalNet, Inc. and PaperExchange.com, LLC; Is there an anti-assignment clause in this contract?
Answer: Except as otherwise set forth herein, neither party shall transfer, assign or cede any rights or delegate any obligations hereunder, in whole or in part, whether voluntarily or by operation of law, without the prior written consent of the other party, which consent may be withheld at the other party's reasonable business discretion; provided, however, that either party may transfer this Agreement without prior written consent of the other party to an Affiliate or in connection with a merger or sale of all or substantially all of the stock or assets of such party.
Question: Consider the Maintenance and Support Agreement between VerticalNet, Inc., VerticalNet Enterprises LLC, and Converge, Inc.; What is the expiration date of this contract?
Answer: The initial period of this Agreement (the "Initial Term") shall commence upon the Effective Date and continue until March 31, 2003.
Question: Consider the Consulting Agreement between Kiromic, Inc. and Gianluca Rotino; What is the governing law for this contract?
Answer: This Agreement shall be governed by the laws of the State of Texas, without reference to its conflicts of law principles.
Question: Consider the Sponsorship Agreement between RMF Empire, Inc. DBA West Coast Customs and Bosch International, LLC / XLI Technologies, Inc. for Promotion of 'Light Sheets'; What licenses are granted under this contract?
Answer: 1.1.1 WCC grants a limited, non-exclusive license to XLI to use the West Coast Customs name, image, likeness and signature, including specific West Coast Customs Trademarks (including West Coast Customs logo trademarks and approved West Coast Customs vehicle imagery and trademarks) (collectively the "Trademarks") during the term of this Agreement in connection with national, regional or local print advertising, together with Internet, television, video and on-site event advertising, only in connection with the PROMOTION, subject to all of the terms and conditions hereof.
1.1.2 XLI grants WCC a limited, non-exclusive, royalty-free license to use the registered trademark "Light Sheets" during the term of this Agreement in connection with national, regional or local print advertising, together with Internet, television, video and on-site advertising, for WCC and its Event(s) during the term of this Agreement, subject to all of the terms and conditions hereof.
Question: Consider the Co-Branding Agreement between VerticalNet, Inc. and PaperExchange.com, LLC; Does this contract include an exclusivity agreement?
Answer: PaperExchange hereby grants VerticalNet an exclusive license to use, modify, enhance, reproduce, display, perform and transmit the PaperExchange Content, subject to and in accordance with the terms, conditions and provisions of this Agreement.
During the Term, VerticalNet shall have the exclusive right to arrange for the sale of ***** of the third party advertising inventory (which shall consist of a minimum of one advertisement per page on each of the "Co-Branded Equipment," "Co-Branded Careers," "Resources" and "Home Page" sections or successor, replacement or substitute sections) of the PaperExchange Site and shall be consistent with the amount of advertising on other business to business vertical sites on the PaperExchange Site (the "Third Party Advertising Allocation"). PaperExchange shall retain the right to place advertisements for its own account on the remaining ***** of the Third Party Advertising Allocation; provided, however, that if any portion of such Third Party Advertising Allocation remains unsold 45 days after it becomes available for advertising, VerticalNet shall have the exclusive right to arrange for third party advertising on such unsold Third Party Advertising Allocation.
Question: Consider the Trademark License Agreement between New Mountain Capital, L.L.C. and NMF Senior Loan Fund I, Inc.; How is intellectual property ownership assigned in this contract?
Answer: The Licensee hereby assigns and agrees to assign any rights it may have as a result of its licensed use, including common law rights, in the Licensed Mark, to Licensor.
Question: Consider the Non-Exclusive License Agreement between The Johns Hopkins University and Virtuoso Surgical, Inc. for Commercial Development of Surgical Products; Is there an anti-assignment clause in this contract?
Answer: Company shall not sublicense to others under this Agreement, nor extend the rights granted hereunder to any affiliated company.
This Agreement is binding upon and shall inure to the benefit of JHU, its successors and assignees and shall not be assignable to another party, except that the Company shall have the right to assign this Agreement to another party in the case of the sale or transfer by the Company of all, or substantially all, of its assets relating to the LICENSED PRODUCT(S), LICENSED SERVICE(S) or PATENT RIGHT(S), to that party.
Question: Consider the Operation and Maintenance Agreement between Magellan Terminals Holdings, L.P. and Omega Refining, LLC; Is there a cap on liability under this contract?
Answer: Notwithstanding anything in this agreement to the contrary, neither Party shall be liable to the other Party for special, indirect, consequential, punitive, or exemplary damages suffered by such Party resulting from or arising out of this Agreement or the breach thereof or under any other theory of liability, whether tort, negligence, strict liability, breach of contract, warranty, indemnity, or otherwise, including, without limitation, loss of use, increased cost of operations, loss of profit or revenue, or business interruptions. In furtherance of the foregoing, each Party releases the other Party and waives any right of recovery for special, indirect, consequential, punitive, or exemplary damages suffered by such Party regardless of whether any such damages are caused by the other Party's negligence (and regardless of whether such negligence is sole, joint, concurrent, active, passive, or gross negligence), fault, or liability without fault.
Question: Consider the Consulting Agreement between Kiromic, Inc. and Gianluca Rotino; What is the expiration date of this contract?
Answer: This Agreement will commence on the Effective Date and will continue until termination as provided below.
Question: Consider the Sponsorship Agreement between RMF Empire, Inc. DBA West Coast Customs and Bosch International, LLC / XLI Technologies, Inc. for Promotion of 'Light Sheets'; Is there a non-disparagement clause in this contract?
Answer: In further consideration of this Agreement, XLI shall not in any way disparage the Trademarks, nor any of WCC's parent, subsidiary, or affiliated companies' trademarks or its or their products.