orgrctera/legalbenchrag_cuad_qa huggingface dataset:
Question: Consider the Service Agreement between Theravance Biopharma UK Limited and Brett Haumann; Can this contract be terminated for convenience, and under what conditions?
Answer: The Company may, in its sole and absolute discretion, terminate the Executive's employment under this Agreement at any time and with immediate effect by notifying the Executive that the Company is exercising its right under this clause 17 and that it will make a payment in l ieu of  not ice ("PILON") to the Executive.
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 most favored nation clause in this contract?
Answer: Party B shall provide the Driver User with long-term and stable rental sources and the most favorable financial leasing scheme, complete the vehicle leasing transactions with the Driver User through the Platform, and provide the Driver User with high-quality financial leasing services.
Party B guarantees that the Driver User will enjoy the most favorable treatment in accordance with the terms and conditions stipulated in This Agreement during the Period of Cooperation. In case that the price and other substantive terms offered by Party B to such entity are more favorable than those enjoyed by the Driver User in any commercial cooperative relationship signed or formed between Party B and any entity, the Driver User and Party B shall amend the provisions in the Financial Leasing Agreement signed by both parties to enable the Driver User to enjoy the same or more favorable provisions as those enjoyed by such other entities, such modifications shall include but not limit to the modifications of the monthly rent terms.
Question: Consider the Content License Agreement between PACIFICAP ENTERTAINMENT and THE HENRY FILM AND ENTERTAINMENT CORPORATION; What licenses are granted under this contract?
Answer: Subject to the terms and conditions of this Agreement, PACIFICAP ENTERTAINMENT hereby grants to THE HENRY FILM AND ENTERTAINMENT CORPORATION, under PACIFICAP ENTERTAINMENT'S full ownership and or fully authorized licensing Rights of Content

  (a) A 10 year exclusive, worldwide license to use, modify, reproduce, distribute, display and transmit any and all PACIFICAP ENTERTAINMENT nostalgic television show library Content.
PACIFICAP ENTERTAINMENT agrees to also allow THE HENRY FILM AND ENTERTAINMENT CORPORATION the right to redistribute, reproduce, retransmit, disseminate, sell, publish, broadcast or circulate the information contained in such PACIFICAP ENTERTAINMENT Content.
Question: Consider the Endorsement Agreement between Lifeway Foods, Inc. and Ludmila Smolyansky; What licenses are granted under this contract?
Answer: Individual grants Lifeway together with its affiliates, subsidiaries, parent companies and their representatives and employees have an unlimited, perpetual, non-exclusive, worldwide and, except as set forth in Section 9, royalty-free, right to use, reuse, publish, reproduce, perform, copy, create derivative works, exhibit, broadcast, and display throughout the world the name, image and likeness of Individual in Marketing Materials (as defined below) in connection with marketing, advertising or otherwise promoting the Lifeway products and/or services and for historical reference and display purposes and other internal purposes, including without limitation, internal sales meetings.
Question: Consider the Channel Partner Reseller Agreement between iPass Inc. and Pareteum Corporation; Does this contract include an unlimited or all-you-can-eat license?
Answer: The fees include the (i) use of the Mobility Management Services; (ii) unlimited iPass network access (except for certain premium in-flight Wi-Fi Services); and (iii) iPass Hosted Authentication Service.
Question: Consider the Endorsement Agreement between Naked Brand Group, Inc. and Wade Enterprises, LLC for Innerwear Products; Are there any services to be provided after the termination of this contract?
Answer: For a period of six (6) months at the end of the Term (the "Sell-off Period"); provided that the Agreement was not terminated by Wade as permitted herein, Naked will have the right to continue to sell the Wade Products (defined below) for which orders have already been placed at the end of the Term on the terms and conditions herein.
Question: Consider the Video-on-Demand Content License Agreement between Rogers Cable Communications Inc. and EuroMedia Holdings Corp.; Is there an anti-assignment clause in this contract?
Answer: This Agreement may not be assigned, sold or transferred without the prior written consent of the other party. Notwithstanding the foregoing, Rogers may, without consent, assign its rights and obligations under this Agreement in whole or in part to: (i) a person that directly or indirectly controls, is controlled by or is under common control with Rogers; or (ii) a purchaser of all or substantially all of the assets used in connection with the ROD Service. A change of control of Rogers shall not be considered an assignment of this Agreement. Any purported assignment, sale, or transfer in contravention of this Section shall be null and void.
Question: Consider the Agency Agreement for Subscription and Public Offerings between AFSALA Bancorp, Inc., Amsterdam Federal Savings and Loan Association, and Capital Resources, Inc.; Can this contract be terminated for convenience, and under what conditions?
Answer: Capital Resources may terminate  this Agreement by giving the notice indicated below in this Section at any time after this Agreement becomes effective as follows:
In the event the  Company  fails to sell all of the Shares within the period  specified,  and in accordance with the provisions of the Plan or as required by the Conversion  Regulations and applicable law, this Agreement shall terminate upon refund by the Association to each person who has subscribed for or ordered any of the Shares the full amount which it may have received from such person, together with interest as provided in the Offering Prospectus,  and no party to this  Agreement  shall have any  obligation to the other  hereunder, except  for  payment  by the  Association  and/or  the  Company  as set forth in Sections 2, 7, 9 and 10 hereof.
If any of the conditions  specified in Section 8 shall not have been  fulfilled when and as required by this  Agreement,  or by the Closing Date,  or waived in writing  by Capital  Resources,  this  Agreement  and all of Capital Resources  obligations hereunder may be canceled by Capital Resources by notifying the Association of such  cancellation in writing or by telegram at any time at or prior to the  Closing  Date,  and,  any  such  cancellation  shall be without  Liability of any party to any other party except as otherwise  provided in Sections 2, 7, 9 and 10 hereof.
If Capital Resources elects to terminate this Agreement as provided in this section,  the Company and the Association  shall be notified as provided in Section 13 hereof,  promptly by Capital  Resources  by  telephone or telegram, confirmed by letter.
Question: Consider the Intellectual Property Agreement between Sony Electronics Inc. and GSI Technology, Inc.; What is the expiration date of this contract?
Answer: Unless earlier terminated as provided below, this IP Agreement shall extend until the last date of expiration of the SRAM  Intellectual Property rights licensed under this IP Agreement.
Question: Consider the Supply Agreement between Centre for Probe Development and Commercialization and FUSION Pharmaceuticals Inc.; What is the duration of any warranties provided in this contract?
Answer: CPDC hereby provides a limited product warranty, and accordingly does warrant for each Batch, that the Product shipped will (i) conform with the Specifications, (ii) be manufactured, tested, processed, packed and prepared for shipment in accordance with cGMPs, and (iii) be free from defects in material and workmanship for the period from the date of manufacture to the expiry date set out on each Unit of Product packed and prepared for shipment.
Question: Consider the Service Agreement between Theravance Biopharma UK Limited and Brett Haumann; Is there a clause preventing the solicitation of employees in this contract?
Answer: During the term of employment and for one (1) year thereafter, the Executive will not directly or indirectly, either themselves or through others, encourage or solicit any employee of the Company to leave the Company for any reason. This obligation shall not affect any responsibility the Executive has as an employee of the Company with respect to the bona fide hiring and firing of Company personnel.
Question: Consider the Collaboration Agreement for Vehicle Leasing Services between Didi Chuxing Technology Co., Ltd. and Hunan Ruixi Financial Leasing Co., Ltd.; What is the governing law for this contract?
Answer: The execution, validation, interpretation, performance, modification and termination of this Agreement and the settlement of disputes under this Agreement shall be governed by the Laws of China.
Question: Consider the Content License Agreement between PACIFICAP ENTERTAINMENT and THE HENRY FILM AND ENTERTAINMENT CORPORATION; How is intellectual property ownership assigned in this contract?
Answer: PACIFICAP ENTERTAINMENT AGREES that all television shows, DVD Magazines, Internet Streaming Video Television Shows, Television Shorts, Radio Shows, Radio Shorts, Cell Phone Video Clips, Caller ID Video Clips, Promotional Commercials, Websites, Streaming Video Commercials, Streaming Video Highlight Shows, 24 Hour Nostalgia Sports Network, DVD Program Package, Television Show Series, stock footage library, and print promotional posters, created and or produced with any content provided by PACIFICAP ENTERTAINMENT are wholly owned by THE HENRY FILM AND ENTERTAINMENT CORPORATION.
Question: Consider the Endorsement Agreement between Lifeway Foods, Inc. and Ludmila Smolyansky; Does this contract include any revenue or profit-sharing arrangements?
Answer: In consideration of the rights granted by Individual hereunder, Lifeway agrees to pay Individual a royalty (the "Royalty") equal to $0.02 for each Lifeway product or individual item sold by Lifeway during each calendar month of the Term bearing Individual's first name, last name or other identifying personal characteristics; provided, however, the Royalty will cease being paid upon the death of Individual.
Question: Consider the Channel Partner Reseller Agreement between iPass Inc. and Pareteum Corporation; Are the licenses granted under this contract non-transferable?
Answer: Subject to the terms and conditions of this agreement, Channel Partner grants to you a royalty-free, non-exclusive, non-transferable, limited license right exercisable solely during the term of this agreement to: (1) reproduce, exactly as provided by Channel Partner, object code copies of the Client Software, as needed for distribution to your End Users the iPass Software; and to install and use the iPass Licensed Software.
Question: Consider the Endorsement Agreement between Naked Brand Group, Inc. and Wade Enterprises, LLC for Innerwear Products; Does this contract include an unlimited or all-you-can-eat license?
Answer: During the first Contract Year, Wade will be available for (i) one production day for the purpose of creating marketing assets for Naked Products for unlimited use in advertisements and the media and (ii) one production day for creating marketing assets for Wade Products and Naked Products for unlimited use in advertisements and the media, each as permitted herein.
Beginning in the second Contract Year, Wade will be available for a maximum of one (1) production day for creating marketing assets for Wade Products and Naked Products for unlimited use in advertisements and the media, for a maximum of three (3) consecutive hours, not including scheduled breaks, during such production day period.
During the Term, Naked shall have the right in the Territory to the unlimited broadcast use and re-use of the Commercial Materials in the Territory
Question: Consider the Video-on-Demand Content License Agreement between Rogers Cable Communications Inc. and EuroMedia Holdings Corp.; Can this contract be terminated for convenience, and under what conditions?
Answer: Notwithstanding any other provision of this Agreement, Rogers may terminate this Agreement, at any time, upon sixty (60) days' prior written notice to Licensor.
Question: Consider the Supply Agreement between Centre for Probe Development and Commercialization and FUSION Pharmaceuticals Inc.; Is there a cap on liability under this contract?
Answer: Without limiting Section 11, in the event of for cause termination of this Agreement by FUSION pursuant to Section 7.2, CPDC's maximum liability shall be no greater than that set forth in Section 11.2.
EXCEPT FOR DAMAGES FOR WHICH A PARTY IS RESPONSIBLE PURSUANT TO ITS INDEMNIFICATION OBLIGATIONS SET FORTH IN SECTION 10 ABOVE, EACH PARTY SPECIFICALLY DISCLAIMS ALL LIABILITY FOR AND SHALL IN NO EVENT BE LIABLE FOR ANY INCIDENTAL, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, EXPENSES, LOST PROFITS, LOST SAVINGS, INTERRUPTIONS OF BUSINESS OR OTHER DAMAGES OF ANY KIND OR CHARACTER WHATSOEVER ARISING OUT OF OR RELATED TO THIS AGREEMENT OR RESULTING FROM THE MANUFACTURE, HANDLING. MARKETING, SALE, DISTRIBUTION OR USE OF LICENSED PRODUCT REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF SUCH PARTY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
EXCEPT FOR DAMAGES FOR WHICH A PARTY IS RESPONSIBLE PURSUANT TO ITS INDEMNIFICATION OBLIGATIONS SET FORTH IN SECTION 10 ABOVE, NO ACTION, REGARDLESS OF FORM, ARISING OUT OF OR RELATED TO THIS AGREEMENT MAY BE BROUGHT BY EITHER PARTY MORE THAN [***] AFTER SUCH PARTY HAS KNOWLEDGE OF THE OCCURRENCE THAT GAVE RISE TO THE CAUSE OF SUCH ACTION.
CPDC'S MAXIMUM LIABILITY TO FUSION UNDER THIS SUPPLY AGREEMENT FOR ANY REASON WHATSOEVER, INCLUDING, WILL NOT EXCEED [***].
Question: Consider the Agency Agreement for Subscription and Public Offerings between AFSALA Bancorp, Inc., Amsterdam Federal Savings and Loan Association, and Capital Resources, Inc.; What is the governing law for this contract?
Answer: This Agreement shall be construed  in accordance with the laws of the District of Columbia.
Question: Consider the Collaboration Agreement for Vehicle Leasing Services between Didi Chuxing Technology Co., Ltd. and Hunan Ruixi Financial Leasing Co., Ltd.; What is the expiration date of this contract?
Answer: Unless this Agreement is early terminated in accordance with this Agreement or other agreements signed by the Parties hereof, the term of the validity of this Agreement shall be one year from the effective date.
Question: Consider the Service Agreement between Theravance Biopharma UK Limited and Brett Haumann; What is the governing law for this contract?
Answer: This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England.
Question: Consider the Content License Agreement between PACIFICAP ENTERTAINMENT and THE HENRY FILM AND ENTERTAINMENT CORPORATION; Is there a minimum commitment required under this contract?
Answer: PERFORMANCE: In lieu of PACIFICAP ENTERTAINMENT granting a 10 year Exclusive Content License to THE HENRY FILM AND ENTERTAINMENT CORPORATION, THE HENRY FILM AND ENTERTAINMENT CORPORATION agrees to share a minimum of $50,000.00 annually for each year of this Agreement. In the event of THE HENRY FILM AND ENTERTAINMENT CORPORATION, not fulfilling this minimum PERFORMANCE, PACIFICAP ENTERTAINMENT may cancel this Agreement
Question: Consider the Video-on-Demand Content License Agreement between Rogers Cable Communications Inc. and EuroMedia Holdings Corp.; Is there a most favored nation clause in this contract?
Answer: In the event that Licensor grants to another VOD or Pay-Per-View ("PPV") service provider in the U.S. or the Territory the right to distribute or exhibit any Licensed Program on an earlier availability date, then Licensor shall also grant to Rogers the right to distribute and exhibit such Licensed Program on such earlier availability date, on the terms provided herein.
If Licensor enters, or has entered, into an agreement or series of agreements (including side letters, understandings or arrangements, whether oral or written, whether formal or informal, whether now or hereafter effective, or whether on a long-term basis or short-term basis) with a third party for the distribution and exhibition of Licensed Programs in the U.S. or the Territory on a VOD basis, or any other basis that permits the downloading of such Licensed Programs and the subsequent viewing of such Licensed Programs by a residential subscriber, on terms (including, without limitation, license fees, copyright royalty payments, encoding fees and obligations, and marketing support) that are more favourable than those contained in this Agreement, then Rogers has the right to incorporate, or substitute, as the case may be, such term or terms into this Agreement, effective as of the date on which such term or terms were accorded to the third party and for the balance of the period such term or terms are applicable to such third party. Licensor shall provide to Rogers, no later than February 28 in each year, a sworn statement of a senior officer of Licensor, or a certificate of the auditors of Licensor, confirming that, during the immediately preceding calendar year, Licensor did not enter into such an agreement or series of agreements or, if it did enter into such agreement(s), confirming the effective date thereof and identifying the terms contained therein that are more favourable than those contained in this Agreement.
Question: Consider the Supply Agreement between Centre for Probe Development and Commercialization and FUSION Pharmaceuticals Inc.; Is there uncapped liability under this contract?
Answer: EXCEPT FOR DAMAGES FOR WHICH A PARTY IS RESPONSIBLE PURSUANT TO ITS INDEMNIFICATION OBLIGATIONS SET FORTH IN SECTION 10 ABOVE, EACH PARTY SPECIFICALLY DISCLAIMS ALL LIABILITY FOR AND SHALL IN NO EVENT BE LIABLE FOR ANY INCIDENTAL, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, EXPENSES, LOST PROFITS, LOST SAVINGS, INTERRUPTIONS OF BUSINESS OR OTHER DAMAGES OF ANY KIND OR CHARACTER WHATSOEVER ARISING OUT OF OR RELATED TO THIS AGREEMENT OR RESULTING FROM THE MANUFACTURE, HANDLING. MARKETING, SALE, DISTRIBUTION OR USE OF LICENSED PRODUCT REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, EVEN IF SUCH PARTY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES
Question: Consider the Endorsement Agreement between Lifeway Foods, Inc. and Ludmila Smolyansky; Is there an anti-assignment clause in this contract?
Answer: Neither party will assign any of its rights or obligations under this Agreement without the prior written consent of the other party, such consent not to be unreasonably, conditioned, withheld or delayed.
Question: Consider the Channel Partner Reseller Agreement between iPass Inc. and Pareteum Corporation; What licenses are granted under this contract?
Answer: iPass grants to Channel Partner a nonexclusive, terminable right to: (i) access and otherwise use the Licensed Software, and iPass Marks as provided in Exhibit F solely in furtherance of this Agreement and not for other internal business purposes, (ii) sell or re-license the Licensed Software, Documentation and Services to Business Entities and End Users, and (iii) install and execute the Server Software on up to three (3) designated servers and one backup server for Channel Partner and for each End User.
Subject to the terms and conditions of this agreement, Channel Partner grants to you a royalty-free, non-exclusive, non-transferable, limited license right exercisable solely during the term of this agreement to: (1) reproduce, exactly as provided by Channel Partner, object code copies of the Client Software, as needed for distribution to your End Users the iPass Software; and to install and use the iPass Licensed Software.
Question: Consider the Affiliate Agreement between Gulf South Medical Supply, Inc. and Physician Sales & Service, Inc. regarding Shareholder Rights in Merger; What is the governing law for this contract?
Answer: This Affiliate Agreement shall be governed by the laws of the State of Delaware.
Question: Consider the Endorsement Agreement between Naked Brand Group, Inc. and Wade Enterprises, LLC for Innerwear Products; Are the licenses granted under this contract non-transferable?
Answer: Such usage may not be sold or transferred.
Question: Consider the Cooperation Agreement between Nanjing Tuniu Technology Co., Ltd. and Beijing Tuniu Technology Co., Ltd. for Internet-Based Tour Product Services; Is there a cap on liability under this contract?
Answer: Notwithstanding the foregoing provisions, neither Party shall be responsible to the other Party in respect of any indirect loss or damage caused hereunder.
The demand for liquidated damages and specific performance in respect of any breach during the Term of Cooperation are all remedies that the non-breaching Party shall have under this Agreement.
Question: Consider the Service Agreement between Theravance Biopharma UK Limited and Brett Haumann; What is the expiration date of this contract?
Answer: The Executive's employment with the Company will commence on the Commencement Date and shall continue, subject to the remaining terms of this Agreement, until terminated by either party giving the other the following minimum advance written notice: 2.1.1 6 weeks' notice;

2.1.2 such other longer period as required by law.
Question: Consider the Content License Agreement between PACIFICAP ENTERTAINMENT and THE HENRY FILM AND ENTERTAINMENT CORPORATION; Does this contract include any revenue or profit-sharing arrangements?
Answer: In lieu of PACIFICAP ENTERTAINMENT granting a 10 year Exclusive Content License to THE HENRY FILM AND ENTERTAINMENT CORPORATION, THE HENRY FILM ANDENTERTAINMENT CORPORATION agrees to share 10% of the net revenue from any and all advertising sales, Syndication Fees and Licensing fees generated from all television shows, DVD Magazines, Internet Streaming Video Television Shows, Television Shorts, Radio Shows, Radio Shorts, Cell Phone Video Clips, Caller ID Video Clips, Promotional Commercials, Websites, Streaming Video Commercials, Streaming Video Highlight Shows, 24 Hour Nostalgia Sports Network, DVD Program Package, Television Show Series, stock footage library, and print promotional posters, created and or produced with any content provided by PACIFICAP ENTERTAINMENT.
Question: Consider the Video-on-Demand Content License Agreement between Rogers Cable Communications Inc. and EuroMedia Holdings Corp.; What is the governing law for this contract?
Answer: This Agreement shall be governed by laws of the Province of Ontario and the federal laws of Canada applicable therein.
This Agreement is subject to all laws, regulations, license conditions and decisions of the Canadian Radio-television and Telecommunications Commission ("CRTC") municipal, provincial and federal governments or other authorities which are applicable to Rogers and/or Licensor, and which are now in force or hereafter adopted ("Applicable Law").
Question: Consider the Endorsement Agreement between Naked Brand Group, Inc. and Wade Enterprises, LLC for Innerwear Products; Does this contract provide for joint intellectual property ownership?
Answer: All rights to the use of the names, trademarks, service marks, symbols, logos, domain names, trade secrets, confidential know-how, patents, copyrights, any pending applications with respect to any of the foregoing, and  any other intellectual property and related proprietary rights, interests and protections ("Intellectual Property Rights") in connection with Wade Products will be jointly owned by Wade and Naked.