diff --git "a/datasets/questions/legal.json" "b/datasets/questions/legal.json"
new file mode 100644--- /dev/null
+++ "b/datasets/questions/legal.json"
@@ -0,0 +1,6018 @@
+[
+ {
+ "question": "What term is used to refer to the party defined as \"Tenant\" in the Regional Lease?",
+ "golden_answers": [
+ "REGIONAL TENANT"
+ ],
+ "context": [
+ "Regional Tenant: The \u201cTenant\u201d as defined in the Regional Lease."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to the constraints outlined in the Plan that affect the selection of eligible Award recipients?",
+ "golden_answers": [
+ "LIMITATIONS"
+ ],
+ "context": [
+ "from time to time to select, subject to the limitations set forth in the Plan, those eligible Award recipients to whom..."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to the entities recognized by the Credit Parties as part of their structure?",
+ "golden_answers": [
+ "SUBSIDIARIES"
+ ],
+ "context": [
+ "The Credit Parties further acknowledge and agree, and acknowledges its subsidiaries\u2019 understanding..."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What type of business entity may the Partnership transfer assets to, as mentioned in Section 7.5?",
+ "golden_answers": [
+ "LIMITED LIABILITY COMPANIES"
+ ],
+ "context": [
+ "Except as provided in Section 7.5, the Partnership may transfer assets to joint ventures, other partnerships, limited liability companies, real estate investment trusts, corporations or other business entities in which it is or thereby becomes a participant."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "Who does the term \"Unrestricted Cash\" refer to in the context of the given definition?",
+ "golden_answers": [
+ "BORROWERS"
+ ],
+ "context": [
+ "Unrestricted Cash shall mean, at any time, all cash of the Borrowers that meets each of the following criteria."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to refer to a company that is controlled by another company, especially in the context of contributions to a Debtor Plan?",
+ "golden_answers": [
+ "SUBSIDIARY"
+ ],
+ "context": [
+ "All contributions or other amounts payable by the Company or any of its Subsidiaries with respect to any Debtor Plan in respect of current or prior plan years have been paid or accrued..."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "Who incurrs the out of pocket costs, expenses, and fees for evaluating and performing the transactions outlined in this Agreement?",
+ "golden_answers": [
+ "SUPPORTING LENDERS"
+ ],
+ "context": [
+ "The aggregate amount of all reasonable and documented out of pocket costs, expenses and fees incurred by the Supporting Lenders or their respective Affiliates, in connection with evaluating, negotiating, documenting and performing the transactions contemplated by this Agreement."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What are the criteria used to determine the number of Performance Shares earned by a Participant?",
+ "golden_answers": [
+ "PERFORMANCE GOALS"
+ ],
+ "context": [
+ "The number of Performance Shares earned by a Participant will depend on the extent to which the Performance Goals established by the Committee are attained within the applicable Performance Period, as determined by the Committee."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What is the original maximum notice period requirement for rollover notices, participant consent to distribution, and joint and survivor annuity rules before it was changed to 180 days?",
+ "golden_answers": [
+ "90-DAY MAXIMUM NOTICE PERIOD"
+ ],
+ "context": [
+ "Any reference to the 90-day maximum notice period requirements of Code \u00a7\u00a7 402(f) (the rollover notice), 411(a)(11) (Participant's consent to distribution), and 417 (notice regarding the joint and survivor annuity rules) is changed to 180 days."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What program is focused on the regeneration of cartilage in the knee?",
+ "golden_answers": [
+ "HST-003 PROGRAM"
+ ],
+ "context": [
+ "continuing to progress our HST-003 program for regeneration of cartilage in the knee."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to describe the agreement or obligation that the Borrowers can fully terminate for a specific Lender by providing prior notice?",
+ "golden_answers": [
+ "COMMITMENT"
+ ],
+ "context": [
+ "the Borrowers may, unless such Lender has notified the Borrowers that the circumstances giving rise to such notice no longer apply, terminate, in whole but not in part, the Commitment of such Lender (other than Woodbine or its Affiliates) (the \u201cTerminated Lender\u201d) at any time upon five (5) Business Days\u2019 prior written notice to the Terminated Lender and the Agent."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What type of protection can the Partnership secure for Indemnitees and other Persons related to the Partnership's activities?",
+ "golden_answers": [
+ "LIABILITY"
+ ],
+ "context": [
+ "The Partnership may purchase and maintain insurance, on behalf of the Indemnitees and such other Persons as the General Partner shall determine, against any liability that may be asserted against or expenses that may be incurred by such Person in connection with the Partnership\u2019s activities, regardless of whether the Partnership would have the power to indemnify such Person against such liability under the provisions of this Agreement."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What fee is the User obligated to pay regardless of the termination of the Agreement?",
+ "golden_answers": [
+ "MEMBERSHIP FEE"
+ ],
+ "context": [
+ "for the avoidance of doubt, under no scenario, including, without limitation, the termination of this Agreement as a result of a Taking, Partial Taking or otherwise, shall User be relieved of its obligation to pay the Membership Fee"
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What is the name of the parent company of Standard & Poor\u2019s Financial Services LLC?",
+ "golden_answers": [
+ "S&P GLOBAL INC."
+ ],
+ "context": [
+ "\u201cS&P\u201d means Standard & Poor\u2019s Financial Services LLC, a subsidiary of S&P Global Inc."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What type of taxes does the Borrower seek to avoid as mentioned in Section 5.9?",
+ "golden_answers": [
+ "INCOME TAXES"
+ ],
+ "context": [
+ "or (ii) such greater amount as may be required to comply with Section 5.9 or to avoid the imposition of income or excise taxes on the Borrower."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to the payment that the purchaser can choose to make upon notifying the seller?",
+ "golden_answers": [
+ "DEPOSIT"
+ ],
+ "context": [
+ "Purchaser shall have the option, in its sole discretion, of notifying Seller..."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term describes the legal rights held by the Companies over the Inventions as stated in the agreement?",
+ "golden_answers": [
+ "OWNERSHIP"
+ ],
+ "context": [
+ "The Participant agrees that the Companies are the sole owners of the Inventions and all underlying rights therein, in all media now known or hereinafter devised, throughout the universe and in perpetuity without any further obligations to the Participant."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What is the reference date for liabilities or obligations incurred in the ordinary course of business consistent with past practice?",
+ "golden_answers": [
+ "DATE"
+ ],
+ "context": [
+ "liabilities or obligations incurred in the ordinary course of business consistent with past practice since March 31, 2020."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What type of organization is responsible for creating and enforcing laws under federal, state, and municipal frameworks?",
+ "golden_answers": [
+ "GOVERNMENTAL ENTITY"
+ ],
+ "context": [
+ "\u201cLaw\u201d encompasses a wide range of legal frameworks including federal, state, and municipal laws."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "Who is responsible for selecting mediation as the resolution method?",
+ "golden_answers": [
+ "REQUESTING PARTY"
+ ],
+ "context": [
+ "If the Requesting Party selects mediation as the resolution method, the following provisions will apply."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What is the reference for the list of all the Personalty that will be conveyed to the Purchaser at Closing?",
+ "golden_answers": [
+ "SCHEDULE 28(A)(XXIII)"
+ ],
+ "context": [
+ "Attached hereto as Schedule 28(a)(xxiii) is a true, correct and complete list of all of the Personalty that will be conveyed to Purchaser at Closing as provided herein."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to the contracts mentioned that have been provided to Parent and are relevant to this Agreement?",
+ "golden_answers": [
+ "MATERIAL CONTRACT"
+ ],
+ "context": [
+ "A correct and complete copy of each Material Contract, as amended as of the date of this Agreement, has been made available to Parent."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to refer to the specific sections within legal documents that outline particular cases or stipulations?",
+ "golden_answers": [
+ "SUBSECTION"
+ ],
+ "context": [
+ "in any case not described in subsection (b)(i)(A) of this Section, the aggregate amount of the principal outstanding balance of the Loans of the assigning Lender subject to each such assignment"
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term describes a special right or advantage that is granted to an individual or group, often in a legal context?",
+ "golden_answers": [
+ "PRIVILEGE"
+ ],
+ "context": [
+ "other right, power or privilege. The rights and remedies herein provided shall be cumulative and not exclusive of any rights or remedies provided by law."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What is the term used to describe the method used to determine the amount of interest earned on Simple Interest Receivables?",
+ "golden_answers": [
+ "INTEREST CALCULATION"
+ ],
+ "context": [
+ "Simple Interest Receivables. Such Receivable is a Simple Interest Receivable."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to the financial distributions made to shareholders or equity interest holders, often associated with a record date?",
+ "golden_answers": [
+ "DIVIDEND PAYMENTS"
+ ],
+ "context": [
+ "Discussion on establishing a record date for dividends or distributions regarding shares of capital stock or equity interests."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What is the date mentioned in the context of the lack of changes that could have a Company Material Adverse Effect since December 31, 2019?",
+ "golden_answers": [
+ "BALANCE SHEET DATE"
+ ],
+ "context": [
+ "Since December 31, 2019 there has not been any change that has or could have a Company Material Adverse Effect."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What entity is involved in the cashless exercise procedures that require approval from the Committee?",
+ "golden_answers": [
+ "BROKER"
+ ],
+ "context": [
+ "by means of any cashless exercise procedures established with a broker and approved by the Committee and as may be in effect on the date of exercise."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "Who is involved in the Sale and Leaseback Transaction by selling or transferring property in the arrangement?",
+ "golden_answers": [
+ "BORROWER"
+ ],
+ "context": [
+ "\u201cSale and Leaseback Transaction\u201d shall mean any arrangement, directly or indirectly, with any third party whereby the Borrower or any of its Subsidiaries shall sell or transfer any property, real or personal...\u201d"
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to the legal authority needed to determine the validity or enforceability of a provision in an agreement?",
+ "golden_answers": [
+ "COURT OF COMPETENT JURISDICTION"
+ ],
+ "context": [
+ "but if any provision of this Agreement or the application of any such provision to any Person or circumstance shall be held to be prohibited by or invalid, illegal or unenforceable under applicable Law in any respect by a court of competent jurisdiction."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to refer to a purchase made under Section 2(c) that involves a percentage of thirty percent (30%)?",
+ "golden_answers": [
+ "ADDITIONAL ACCELERATED PURCHASE"
+ ],
+ "context": [
+ "\u201cAdditional Accelerated Purchase Share Percentage\u201d means, with respect to an Additional Accelerated Purchase made pursuant to Section 2(c) hereof, thirty percent (30%)."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What is the subject matter discussed in Section 10.04 of the document?",
+ "golden_answers": [
+ "TAXES"
+ ],
+ "context": [
+ "Section 10.04. Taxes"
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to the documents mentioned in the Agreement that are referenced within it?",
+ "golden_answers": [
+ "INSTRUMENTS"
+ ],
+ "context": [
+ "This Agreement, the other Transaction Documents and the instruments referenced herein contain the entire understanding of the parties."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "Who is responsible for providing written notice of a Default to the Administrative Agent?",
+ "golden_answers": [
+ "LENDER"
+ ],
+ "context": [
+ "The Administrative Agent shall be deemed not to have knowledge of any Default unless and until notice describing such Default is given to the Administrative Agent in writing by the Borrower or a Lender."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What do the terms referred to in the Purchase Agreement that are written in capital letters represent?",
+ "golden_answers": [
+ "CAPITALIZED TERMS"
+ ],
+ "context": [
+ "Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to them in the Purchase Agreement."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What is the document referred to that outlines the duties and obligations of NMAC as the Servicer?",
+ "golden_answers": [
+ "AGREEMENT"
+ ],
+ "context": [
+ "So long as NMAC acts as the Servicer, the Servicer may at any time without notice or consent delegate any or all of its duties under this Agreement."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What legal documents typically require parties to ensure compliance with laws and regulations, as well as adherence to their constitutive documents and by-laws?",
+ "golden_answers": [
+ "LOAN AGREEMENTS"
+ ],
+ "context": [
+ "and (b) will not (i) materially violate any provision of law, statute, rule or regulation, or of the certificate or articles of incorporation or other constitutive documents or by-laws of any Credit Party or any Significant Subsidiary."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "Who is responsible for performing obligations under this Agreement without causing any breach or violation that would have a material adverse effect?",
+ "golden_answers": [
+ "SELLER"
+ ],
+ "context": [
+ "nor result in the creation or imposition of any Lien upon any of its properties pursuant to the terms of any such indenture, agreement or other instrument (other than the Basic Documents); nor violate any law or any order, rule or regulation applicable to the Servicer of any court or of any federal or state regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Servicer or its properties; which breach, default, conflict, Lien or violation in any case would have a material adverse effect on the ability of the Seller to perform its obligations under this Agreement."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What rules apply for appealing an arbitration award if the administrator does not have any specific rules in place?",
+ "golden_answers": [
+ "AAA ARBITRATION APPELLATE RULES"
+ ],
+ "context": [
+ "APPEAL OF AN ARBITRATION AWARD SHALL BE PURSUANT TO THE RULES OF THE ADMINISTRATOR OR, IF THE ADMINISTRATOR HAS NO SUCH RULES, THEN THE AAA ARBITRATION APPELLATE RULES SHALL APPLY."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "Who agrees to the terms and conditions of the Agreement in Section 2.1 regarding the Term Loans?",
+ "golden_answers": [
+ "LENDERS"
+ ],
+ "context": [
+ "Section 2.1 The Term Loans; The Lenders agree severally, and not jointly, upon the terms and subject to the conditions of this Agreement"
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term describes the amount that the shareholders are entitled to receive before any other payments are made during a liquidation event?",
+ "golden_answers": [
+ "LIQUIDATION PREFERENCE"
+ ],
+ "context": [
+ "The purchase price for the Shares shall be equal to $150,000,000.04, and the Shares shall have an aggregate Liquidation Preference of $152,250,000.00."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What document outlines the fundamental structure and governance of a corporation, as well as its subsidiaries?",
+ "golden_answers": [
+ "CERTIFICATE OF INCORPORATION"
+ ],
+ "context": [
+ "the Company and each of its Subsidiaries certificate of incorporation or bylaws (or comparable governing documents)."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What is the term used to refer to the documents that must be adjusted to account for non-Business Days when a transaction is made?",
+ "golden_answers": [
+ "LOAN DOCUMENTS"
+ ],
+ "context": [
+ "Loan Documents is specified to be made on a day which is not a Business Day, it shall be made on the next Business Day, and such extension of time shall in such case be included in computing interest and fees."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What type of fees and expenses will the Company cover for the Employee's assistance, specifically related to intellectual property rights?",
+ "golden_answers": [
+ "TRADEMARK"
+ ],
+ "context": [
+ "The Company agrees to pay any and all copyright, trademark and patent fees and expenses or other costs incurred by Employee for any assistance rendered to the Company pursuant to this Section."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What is the term used to refer to the specific date after which any monies received in respect of the Receivables must be deposited?",
+ "golden_answers": [
+ "CUT-OFF DATE"
+ ],
+ "context": [
+ "Notwithstanding the foregoing, monies received in respect of the Receivables after the Cut-off Date and before the Closing Date shall be deposited."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to entities that the Servicer and its associated organizations can collaborate with for marketing practices or promotions related to Receivables?",
+ "golden_answers": [
+ "AFFILIATES"
+ ],
+ "context": [
+ "The Servicer and its Affiliates may engage in any marketing practice or promotion or any sale of any products, goods or services to Obligors with respect to the Receivables."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to describe the situations outlined in Section 8.1 that can occur voluntarily or involuntarily, leading to a breach of contract?",
+ "golden_answers": [
+ "EVENT OF DEFAULT"
+ ],
+ "context": [
+ "ARTICLE 8 - DEFAULT Section 8.1 Events of Default. Each of the following shall constitute an Event of Default, whatever the reason for such event and whether it shall be voluntary or involuntary or be effected by operation of law or pursuant to any judgment or order of any court or any order, rule or regulation of any governmental or non-governmental body."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to describe the regular payments made by the Company for insurance coverage?",
+ "golden_answers": [
+ "ANNUAL PREMIUMS"
+ ],
+ "context": [
+ "If the aggregate costs for any insurance coverage required to be obtained pursuant to this Section 6.11(b) exceeds three hundred percent (300%) of the annual premiums currently paid by the Company..."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to the individuals or entities that are involved in a legal agreement?",
+ "golden_answers": [
+ "PARTIES"
+ ],
+ "context": [
+ "For the convenience of the parties, this Agreement may be executed in multiple counterparts and by different parties hereto in separate counterparts."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What are the contractual clauses that may face limitations due to federal or state securities laws or public policy considerations?",
+ "golden_answers": [
+ "INDEMNIFICATION PROVISIONS"
+ ],
+ "context": [
+ "the indemnification provisions of certain agreements may be limited by federal or state securities laws or public policy considerations in respect thereof."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What is the term used to refer to the entity whose creditworthiness is evaluated by the Rating Agencies in the context of determining the applicable Pricing Level?",
+ "golden_answers": [
+ "COMPANY"
+ ],
+ "context": [
+ "In determining the applicable Pricing Level: (a) if ratings are available from the two Rating Agencies but are not equivalent, then (i) if the ratings differential is one ratings level, the Pricing Level shall be that applicable to the higher of the two ratings and (ii) if the ratings differential is two rating levels or more, the Pricing Level shall be that which would be applicable to a rating which is one rating level below the higher of the two ratings."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to describe the individuals who are included as permitted transferees under the defined term in the agreement?",
+ "golden_answers": [
+ "PARTICIPANT\u2019S IMMEDIATE FAMILY"
+ ],
+ "context": [
+ "Permitted Transferee means: (a) a member of the Participant\u2019s immediate family..."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to the outstanding principal amount of the Revolving Loans at any given time?",
+ "golden_answers": [
+ "TOTAL REVOLVING CREDIT EXPOSURE"
+ ],
+ "context": [
+ "Total Revolving Credit Exposure means, at any time, the outstanding principal amount of the Revolving Loans at such time."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to refer to the date on which the Company SEC Documents were filed or, if applicable, the date of any amended or superseding filing prior to the date of the Agreement?",
+ "golden_answers": [
+ "FILING DATE"
+ ],
+ "context": [
+ "As of its filing date (or, if amended or superseded by a filing prior to the date of this Agreement, on the date of such amended or superseding filing), the Company SEC Documents filed or furnished prior to the date of this Agreement complied, and each Company SEC Document filed or furnished subsequent to the date of this Agreement will comply, in all material respects with the applicable requirements of Nasdaq, the Securities Act, the Exchange Act and the Sarbanes-Oxley Act, as the case may be."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What types of tax attributes might be at risk if any actions are taken that result in the loss of material tax benefits?",
+ "golden_answers": [
+ "CREDITS"
+ ],
+ "context": [
+ "take any action (or fail to take any action) that would result in a loss of any material Tax losses, credits or other attributes that may be used to reduce Tax liabilities;"
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term describes the longest duration that stock options can be valid before they expire?",
+ "golden_answers": [
+ "MAXIMUM ORIGINAL TERM"
+ ],
+ "context": [
+ "such stock options shall remain subject to the maximum original term and expiration of such stock options."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What state is NexPoint Real Estate Finance, Inc. incorporated in?",
+ "golden_answers": [
+ "MARYLAND"
+ ],
+ "context": [
+ "\u201cCompany\u201d means NexPoint Real Estate Finance, Inc., a Maryland corporation."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "Who is responsible for delivering an opinion of counsel to the partnership in the absence of registration for the securities?",
+ "golden_answers": [
+ "TRANSFEROR"
+ ],
+ "context": [
+ "The securities may not be sold, transferred or otherwise disposed of in the absence of such registration, unless the transferor delivers to the partnership an opinion of counsel."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What section of the Plan addresses exceptions to the incorporation of ERISA Regulation \u00a7 2560.503-1 regarding claims procedures?",
+ "golden_answers": [
+ "SECTION 11.12"
+ ],
+ "context": [
+ "the claims procedures set forth in ERISA Regulation \u00a7 2560.503-1 are hereby incorporated into the Plan except as otherwise provided in this Section 11.12."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to refer to a business entity that owns more than 50% of the securities or ownership interests of a subsidiary?",
+ "golden_answers": [
+ "PARENT"
+ ],
+ "context": [
+ "\u201csubsidiary\u201d means any corporation, association or other business entity of which securities or other ownership interests representing more than 50% are owned by the parent."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term is referenced in the clause that specifies the conditions under which proceedings can be initiated against parties other than the Parent?",
+ "golden_answers": [
+ "AGREEMENT"
+ ],
+ "context": [
+ "Agreement, against any person other than against Parent and, in such case and solely with respect to the Proceedings described in this clause (z), only under the circumstances expressly set forth in Section 9.13(a) and this Section 9.13(b)."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What type of communication does each party need to notify the other about in advance, as per the agreement?",
+ "golden_answers": [
+ "SUBSTANTIVE COMMUNICATION"
+ ],
+ "context": [
+ "each party shall notify the other, as far in advance as practicable, of any filing or substantive communication or inquiry it or any of its Affiliates intends to make."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used in the Lease to refer to the specific area or property covered by the agreement?",
+ "golden_answers": [
+ "SUBJECT SPACE"
+ ],
+ "context": [
+ "(v) no Transfer relating to this Lease or agreement entered into with respect thereto, whether with or without Landlord's consent, shall relieve Tenant or any guarantor of the Lease from any liability under this Lease, including, without limitation, in connection with the Subject Space."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What is the nature of the information described in the document, indicating it should not be disclosed?",
+ "golden_answers": [
+ "CONFIDENTIAL"
+ ],
+ "context": [
+ "CONFIDENTIAL \u2013 Subject to FRE 408"
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What is the jurisdiction to which each Credit Party submits for legal matters?",
+ "golden_answers": [
+ "SOUTHERN DISTRICT OF NEW YORK"
+ ],
+ "context": [
+ "Each Credit Party hereby irrevocably and unconditionally submits, for itself and its property, to the nonexclusive jurisdiction of the United States District Court for the Southern District of New York sitting in the Borough of Manhattan."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "Who approved the Plan that this Agreement is subject to?",
+ "golden_answers": [
+ "COMPANY\u2019S STOCKHOLDERS"
+ ],
+ "context": [
+ "This Agreement is subject to the Plan as approved by the Company\u2019s stockholders."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "Who should be furnished with all information concerning the Company's Business as requested during the specified period?",
+ "golden_answers": [
+ "SUPPORTING LENDERS"
+ ],
+ "context": [
+ "During such period, the Company shall (and shall cause its Subsidiaries to) furnish as promptly as practicable to the Supporting Lenders all information (financial or otherwise) the Supporting Lenders may reasonably request concerning its Business."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to the time frame given for a breaching party to rectify a breach before the non-breaching party can terminate the agreement?",
+ "golden_answers": [
+ "CURE PERIOD"
+ ],
+ "context": [
+ "After expiration of the applicable Cure Period, unless the breaching Party has cured any such breach, the non-breaching Party shall then have the right to terminate this Agreement."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to describe a day on which the Administrative Agent may consider amounts received to have been received if they are after a specified time?",
+ "golden_answers": [
+ "DOMESTIC BUSINESS DAY"
+ ],
+ "context": [
+ "Any amounts received after such time on any date may, in the discretion of the Administrative Agent, be deemed to have been received on the next succeeding Domestic Business Day\u2026"
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to describe the payment made by the Servicer to the Administrative Agent according to the Administration Agreement?",
+ "golden_answers": [
+ "COMPENSATION"
+ ],
+ "context": [
+ "The Servicer shall pay the Administrative Agent compensation pursuant to Section 3 of the Administration Agreement."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to the understanding or awareness that the Agent lacks according to the 8.5 Notice of Default clause?",
+ "golden_answers": [
+ "KNOWLEDGE"
+ ],
+ "context": [
+ "8.5 Notice of Default. The Agent shall not be deemed to have knowledge or notice"
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What type of subsidiary is mentioned in relation to the reduction of Net Cash Proceeds attributable to noncontrolling interests?",
+ "golden_answers": [
+ "JOINT VENTURE SUBSIDIARY"
+ ],
+ "context": [
+ "The amount determined pursuant to the foregoing shall be reduced, in the case of any Net Cash Proceeds received by a joint venture Subsidiary, by the amount attributable to noncontrolling interests..."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What type of financial instrument does the authorized capital stock of Merger Sub represent?",
+ "golden_answers": [
+ "CAPITAL STOCK"
+ ],
+ "context": [
+ "The authorized capital stock of Merger Sub consists of 1,000 Merger Sub Shares."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to the advantages provided to the Participant that justify the terms and restrictions of this Agreement?",
+ "golden_answers": [
+ "POTENTIAL BENEFITS"
+ ],
+ "context": [
+ "the potential benefits to the Participant available under this Agreement are sufficient to compensate the Participant fully and adequately for agreeing to the terms and restrictions of this Agreement."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "Which of the Governmental Approvals is referred to as \"Macro CDP\"?",
+ "golden_answers": [
+ "MACRO CDP"
+ ],
+ "context": [
+ "The Seller's OCC PD, the Tupperware Heights PD, Macro CDP, and the SFWMD Master Conceptual Permit are collectively referred to as the 'Governmental Approvals'. "
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What specific session of the Superior Court of Massachusetts is included in the exclusive jurisdiction for disputes arising under the agreement?",
+ "golden_answers": [
+ "BUSINESS LITIGATION SESSION"
+ ],
+ "context": [
+ "The parties hereby mutually agree to the exclusive jurisdiction of the Superior Court (inclusive of the Business Litigation Session) of the Commonwealth of Massachusetts or the United States District Court for the District of Massachusetts for any dispute arising hereunder."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What action can be taken regarding the partnership whenever certain specified events occur or at any time?",
+ "golden_answers": [
+ "DISSOLVE"
+ ],
+ "context": [
+ "The partnership may dissolve at any time or upon the occurrence of certain events specified herein."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to describe each restricted stock award granted under the Company Stock Plan?",
+ "golden_answers": [
+ "COMPANY RESTRICTED STOCK AWARD"
+ ],
+ "context": [
+ "\u201cCompany Restricted Stock Award\u201d means each restricted stock award granted under the Company Stock Plan."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to refer to the total benefits received annually by a participant from all qualified Defined Benefit Plans in which they are involved?",
+ "golden_answers": [
+ "PARTICIPANT'S ANNUAL BENEFITS"
+ ],
+ "context": [
+ "Adjustment if in two Defined Benefit Plans. If the Participant is, or has ever been, a Participant in another qualified Defined Benefit Plan (without regard to whether the plan has been terminated) maintained by the Employer or a 'Predecessor Employer,' the sum of the Participant's 'Annual Benefits' from all such plans may not exceed the 'Maximum Permissible Benefit.'"
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to refer to an individual or entity that holds Uncertificated Shares according to the provided information?",
+ "golden_answers": [
+ "REGISTERED HOLDER"
+ ],
+ "context": [
+ "...(g) Uncertificated Shares... Parent shall cause the Paying Agent to mail or make available to each registered holder of Uncertificated Shares materials advising such holder of the effectiveness of the Merger..."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to the assets or holdings that may not be sold or transferred other than in the ordinary course of business?",
+ "golden_answers": [
+ "PROPERTIES"
+ ],
+ "context": [
+ "other than in the ordinary course of business, sell, pledge, dispose of, transfer or authorize the sale, pledge, disposition or transfer of any assets or properties of the Company or its Subsidiaries;"
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to the payments made by the Borrowers for the account of the Agent or the Lenders?",
+ "golden_answers": [
+ "FEES"
+ ],
+ "context": [
+ "Each payment by the Borrowers of fees shall be made for the account of the Agent or the Lenders as agreed among them."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What type of stock can the Shares convert into?",
+ "golden_answers": [
+ "CLASS A COMMON STOCK"
+ ],
+ "context": [
+ "(including the rights of the Shares to convert into shares of Class A Common Stock)"
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What type of information might be disclosed in a publication that could be considered confidential under the terms of the agreement?",
+ "golden_answers": [
+ "KNOW-HOW"
+ ],
+ "context": [
+ "if the non-publishing Party informs the publishing Party that such Publication... discloses any Confidential Information."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What action can the Agent take if a material and adverse change occurs in the Company?",
+ "golden_answers": [
+ "TERMINATION"
+ ],
+ "context": [
+ "The Agent may terminate this Agreement, by notice to the Company, at any time if any material and adverse change occurs in the Company."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "Who is responsible for treating Confidential Information as required under Article 8.5.2(b)(ii)?",
+ "golden_answers": [
+ "PERSON"
+ ],
+ "context": [
+ "the Receiving Party shall remain responsible for any failure by any Person who receives Confidential Information pursuant to this Section 8.5.2(b)(ii) to treat such Confidential Information as required under this Article."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What type of mortgage may the owner create or cause to exist on the Golf Courses or any part of them?",
+ "golden_answers": [
+ "FEE MORTGAGE"
+ ],
+ "context": [
+ "Owner may from time to time, directly or indirectly, create or otherwise cause to exist any Fee Mortgage upon the Golf Courses or any portion thereof or interest therein."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to obligations such as performance bonds or contingent reimbursement obligations related to bank guarantees that are typically entered into during regular business operations?",
+ "golden_answers": [
+ "PERFORMANCE GUARANTEES"
+ ],
+ "context": [
+ "(v) performance bonds, performance guarantees or similar obligations (or contingent reimbursement obligations in respect of bank guarantees or letters of credit in lieu thereof) entered into in the ordinary course of business."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What is the primary principle that the parties intend to maintain regarding the shared material, ensuring its protection under legal privileges?",
+ "golden_answers": [
+ "CONFIDENTIALITY"
+ ],
+ "context": [
+ "the parties understand and agree that they have a commonality of interest with respect to such matters and it is their desire, intention and mutual understanding that the sharing of such material is not intended to, and shall not, waive or diminish in any way the confidentiality of such material or its continued protection under the attorney-client privilege, work product doctrine or other applicable privilege."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used in the Agreement to refer to legal actions that may be made only against the expressly identified parties?",
+ "golden_answers": [
+ "CLAIMS"
+ ],
+ "context": [
+ "This Agreement may only be enforced against, and any claims...may only be made against the entities that are expressly identified as parties hereto."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "Who is responsible for paying additional amounts to ensure that a Lender receives the full amount after any required tax withholding or deduction?",
+ "golden_answers": [
+ "BORROWER"
+ ],
+ "context": [
+ "If any such non-excluded Taxes (collectively, the \u201cNon-Excluded Taxes\u201d) are required to be withheld or deducted from any such payment, the Borrower shall pay such additional amounts as may be necessary to ensure that the net amount actually received by a Lender after such withholding or deduction is equal to the amount that the Lender would have received had no such withholding or deduction been required."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to the assets and items owned, leased, or operated by a corporation?",
+ "golden_answers": [
+ "PROPERTIES"
+ ],
+ "context": [
+ "has all requisite corporate or similar power and authority to own, lease and operate its properties and assets."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "Who is explicitly mentioned as not entitled to access the tax returns or confidential tax information according to the Section?",
+ "golden_answers": [
+ "BORROWER"
+ ],
+ "context": [
+ "This Section shall not be construed to require the Administrative Agent or any Lender to make available its tax returns (or any other information relating to its taxes which it deems confidential) to the Borrower or any other Person."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to the actions or exchanges involved in financial dealings when there is no violation present?",
+ "golden_answers": [
+ "TRANSACTIONS"
+ ],
+ "context": [
+ "(e) No Violation."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What condition must be avoided for the Agreement to remain in effect regarding the Golf Course?",
+ "golden_answers": [
+ "UNSUITABLE FOR ITS PRIMARY INTENDED USE"
+ ],
+ "context": [
+ "this Agreement shall remain in effect so long as such Golf Course is not thereby rendered Unsuitable for Its Primary Intended Use."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to the fees collected annually for sponsored rounds at all golf courses, which contribute to the Complimentary Golf Rounds Fee?",
+ "golden_answers": [
+ "ANNUAL OTHER SPONSORED ROUNDS FEES"
+ ],
+ "context": [
+ "the Complimentary Golf Rounds Fee attributable to the aggregate of the Annual Other Sponsored Rounds Fees for all of the Golf Courses."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to individuals or entities involved in the ownership, construction, maintenance, management, and operation of communications tower facilities?",
+ "golden_answers": [
+ "PERSONS"
+ ],
+ "context": [
+ "construct, maintain, and operate communications tower facilities and to invest in other Persons who own, construct, maintain, manage and operate communications tower facilities."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What is the key concept mentioned in the phrase that outlines the conditions under which the obligation to make an Advance is defined?",
+ "golden_answers": [
+ "TERMS"
+ ],
+ "context": [
+ "be obligated to make such Advance pursuant to the terms hereof."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What is the name of the credit rating agency referred to as \"Fitch\" in the given definition?",
+ "golden_answers": [
+ "FITCH"
+ ],
+ "context": [
+ "\u201cFitch\u201d shall mean Fitch, Inc. (Fitch Ratings), and its successors."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "Who is responsible for receiving all sums paid, or agreed to be paid, for the use, forbearance, and detention of the proceeds of any advance?",
+ "golden_answers": [
+ "AGENT"
+ ],
+ "context": [
+ "All sums paid, or agreed to be paid, to the Agent and the Lenders for the use, forbearance and detention of the proceeds of any advance hereunder shall,...be amortized, prorated, allocated and spread throughout the full term hereof until paid in full."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term is commonly associated with substances that can cause environmental damage and are often subject to regulatory scrutiny?",
+ "golden_answers": [
+ "HAZARDOUS MATERIAL"
+ ],
+ "context": [
+ "\u201cEnvironmental Liability\u201d means ..."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What section defines the term \"Foreign Lender\" in the document?",
+ "golden_answers": [
+ "SECTION 2.6(F)"
+ ],
+ "context": [
+ "\u201cForeign Lender\u201d shall have the meaning assigned to such term in Section 2.6(f)."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to refer to the initial total amount of all Class of Notes before any distributions are made?",
+ "golden_answers": [
+ "ORIGINAL POOL BALANCE"
+ ],
+ "context": [
+ "\u201cNote Pool Factor\u201d means, with respect to any Class of Notes and any Distribution Date, a seven-digit decimal figure obtained by dividing the Outstanding Amount of such Class of Notes as of the close of business on the last day of the related Collection Period by the Original Pool Balance."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term describes the obligation of each Lender to inform the Borrower and the Administrative Agent after executing a setoff and application?",
+ "golden_answers": [
+ "NOTICE"
+ ],
+ "context": [
+ "Each Lender agrees to notify the Borrower and the Administrative Agent promptly after any such setoff and application; provided that the failure to give such notice shall not affect the validity of such setoff and application."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to the agreements and certifications involved in the transactions contemplated in Section 9.16 of the contract?",
+ "golden_answers": [
+ "LOAN DOCUMENTS"
+ ],
+ "context": [
+ "acknowledge that it has been induced to enter into this Agreement, the other Loan Documents and the transactions contemplated hereby and thereby by, among other things, the mutual waivers and certifications contained in this Section 9.16."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term describes a formal arrangement with a Governmental Entity that addresses compliance with Health Regulatory Laws?",
+ "golden_answers": [
+ "AGREEMENT"
+ ],
+ "context": [
+ "Except for the Company\u2019s and its Subsidiaries\u2019 satisfaction of routine requests made by Governmental Entities which do not impact the Company\u2019s or its Subsidiaries\u2019 business or operations, a party to any agreement, settlement, consent decree, monitoring agreement or other similar agreement with any Governmental Entity addressing measures to satisfy compliance with any applicable Health Regulatory Laws."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What type of entity is typically involved in an Ination Agreement and Support Agreements?",
+ "golden_answers": [
+ "PERSON"
+ ],
+ "context": [
+ "ination Agreement and the Support Agreements."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term describes the timelines by which the Company must submit quarterly financial statements to the Purchaser?",
+ "golden_answers": [
+ "FILING DEADLINES"
+ ],
+ "context": [
+ "Information Rights. For so long as a Purchaser or its Affiliates hold any Shares, the Company shall provide such Purchaser with quarterly financial statements as soon as reasonably practicable after they become available."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to describe the amounts set aside on the books of Borrowers to cover Taxes and other governmental charges in accordance with applicable law or GAAP?",
+ "golden_answers": [
+ "RESERVES"
+ ],
+ "context": [
+ "the respective charges and reserves on the books of the Borrowers with respect to Taxes and other governmental charges, if any, of such are required by applicable law or GAAP, are adequate."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to refer to any previous company associated with a current company or its affiliates, as mentioned in the employment context?",
+ "golden_answers": [
+ "PREDECESSOR"
+ ],
+ "context": [
+ "An Employee's employment with the Company or an Affiliate or, to the extent determined by the Administrator, any predecessor of any of them."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used in the context of Article IV to describe the process related to the securities following a merger?",
+ "golden_answers": [
+ "EXCHANGE"
+ ],
+ "context": [
+ "ARTICLE IV EFFECT OF THE MERGER ON SECURITIES; EXCHANGE."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What is the title of the individual responsible for overseeing the operations and management of MADISON DEARBORN CAPITAL PARTNERS VI-A, L.P.?",
+ "golden_answers": [
+ "MANAGING DIRECTOR"
+ ],
+ "context": [
+ "MADISON DEARBORN CAPITAL PARTNERS VI-A, L.P. is structured as limited partnerships, confirming their legal formation."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to refer to Bank of America, N.A. in its role related to this Agreement?",
+ "golden_answers": [
+ "SYNDICATION AGENT"
+ ],
+ "context": [
+ "\u201cSyndication Agent\u201d means Bank of America, N.A. in its capacity as syndication agent in respect of this Agreement."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term describes the inventions and discoveries listed in Schedule 1 that are owned by Amerimmune and/or its Affiliates?",
+ "golden_answers": [
+ "PATENTS"
+ ],
+ "context": [
+ "Schedule 1 contains a complete and accurate list of all Patents owned by Amerimmune and/or its Affiliates as of the Effective Date."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term describes the process a company must undergo under specific conditions before it can engage in mergers and restructurings?",
+ "golden_answers": [
+ "REORGANIZATION"
+ ],
+ "context": [
+ "The text describes the actions a company cannot take involving mergers and restructurings without specific conditions."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to describe a person or entity that is proposed to take over the rights and obligations of the tenant under the lease?",
+ "golden_answers": [
+ "TRANSFEREE"
+ ],
+ "context": [
+ "Notwithstanding anything to the contrary in this Lease, if Tenant or any proposed Transferee claims that Landlord has unreasonably withheld or delayed its consent under Section 14.2 or otherwise has breached or acted unreasonably under this Article 14, their sole remedies shall be a suit for contract damages."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "Who is the party involved in the FX Contract alongside the Borrower?",
+ "golden_answers": [
+ "SVB"
+ ],
+ "context": [
+ "\u201cFX Contract\u201d is any foreign exchange contract by and between Borrower and SVB."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What are some of the specific types of claims that each party agrees to indemnify and defend the other against?",
+ "golden_answers": [
+ "DEMANDS"
+ ],
+ "context": [
+ "Each party agrees to indemnify and defend the other party against and hold the other party harmless from any and all claims, demands, losses, liabilities, lawsuits, judgments, costs and expenses."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "Who must receive a certificate certifying that certain conditions have been satisfied according to the provided facts?",
+ "golden_answers": [
+ "PURCHASER"
+ ],
+ "context": [
+ "such Purchaser shall have received a certificate signed on behalf of the Company by a duly authorized Person certifying to the effect that the conditions set forth in Sections 1.3(b)(1) and (2) have been satisfied;"
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term describes the audience that Borrowers present themselves to as distinct entities?",
+ "golden_answers": [
+ "PUBLIC"
+ ],
+ "context": [
+ "Each Borrower holds itself out to the public and creditors as an entity separate from all other Persons."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What type of payment or benefit is mentioned in the agreement that is subject to restrictions under Code Section 409A when the Executive is deemed a 'specified employee'?",
+ "golden_answers": [
+ "NONQUALIFIED DEFERRED COMPENSATION"
+ ],
+ "context": [
+ "Notwithstanding anything to the contrary in this Agreement, if the Executive is deemed on the date of termination to be a 'specified employee' within the meaning of that term under Code Section 409A(a)(2)(B), then with regard to any payment or the provision of any benefit that is considered 'nonqualified deferred compensation' under Code Section 409A payable on account of a 'separation from service,' such payment or benefit shall not be made or provided until the date which is the earlier of (A) the expiration of the six (6)-month period measured from the date of such 'separation from service' of the Executive, and (B) the date of the Executive\u2019s death, to the extent required under Code Section 409A."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term describes a legal action or process that is currently underway or anticipated regarding the Company Plans?",
+ "golden_answers": [
+ "PROCEEDING"
+ ],
+ "context": [
+ "There is no Proceeding pending or threatened in writing relating to the Company Plans, except for routine claims for benefits."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What type of agreements are typically involved in disputes related to business operations?",
+ "golden_answers": [
+ "SERVICE AGREEMENTS"
+ ],
+ "context": [
+ "DISPUTES INCLUDE MATTERS\u2026"
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What is the term for a determination made by an arbitration process that is final and binding upon the parties involved?",
+ "golden_answers": [
+ "ARBITRAL AWARD"
+ ],
+ "context": [
+ "Any arbitral award determination shall be final and binding upon the parties and may be enforced in any court of competent jurisdiction."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to refer to a governmental institution responsible for managing a country's monetary policy and overseeing its banking system, as mentioned in the context of regulatory requests?",
+ "golden_answers": [
+ "CENTRAL BANK"
+ ],
+ "context": [
+ "(b) to the extent requested by any central bank or the Federal Reserve or by any regulatory authority having jurisdiction over it or in connection with any pledge or assignment permitted under Section 12.04(d),"
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to the individuals who work for any Borrower, as noted in the context of union representation?",
+ "golden_answers": [
+ "EMPLOYEES"
+ ],
+ "context": [
+ "To the best knowledge of each Borrower, no union representation question exists with respect to any of the employees of any Borrower."
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What is the title of the document referenced as 'Exhibit D' that outlines the procedure for participation?",
+ "golden_answers": [
+ "EXHIBIT D ELECTION TO PARTICIPATE"
+ ],
+ "context": [
+ "Exhibit D \u2013 Form of Election to Participate"
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to the amount that is modified by the Committee regarding any outstanding Award?",
+ "golden_answers": [
+ "PURCHASE PRICE"
+ ],
+ "context": [
+ "The Committee may modify the purchase price or the exercise price of any outstanding Award;"
+ ],
+ "nary": 2,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to refer to all information received from Borrower regarding Borrower or its business in the Agreement?",
+ "golden_answers": [
+ "INFORMATION"
+ ],
+ "context": [
+ "Unless otherwise provided in this Agreement or in a separate writing by Agent, Borrower shall not be entitled to any credit, rebate, or repayment of any fees earned by Agent or any Lender pursuant to this Agreement notwithstanding any termination of this Agreement or the suspension or termination of any Lender\u2019s obligation to make loans and advances hereunder.",
+ "The term \u201cInformation\u201d means all information received from Borrower regarding Borrower or its business."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What is the term used to refer to the shares that are duly authorized and validly issued upon the issuance as per the Purchase Agreement?",
+ "golden_answers": [
+ "INITIAL COMMITMENT SHARES"
+ ],
+ "context": [
+ "the issuance of the Initial Commitment Shares and the reservation for issuance and the issuance of the Additional Commitment Shares.",
+ "that upon issuance of the Initial Commitment Shares pursuant to the Purchase Agreement the Initial Commitment Shares shall be duly authorized, validly issued, fully paid and nonassessable with no personal liability attaching to the ownership thereof."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What term describes the essential rules and guidelines that Borrowers must adhere to in order to comply with Section 704(b) of the Code?",
+ "golden_answers": [
+ "REGULATORY REQUIREMENTS"
+ ],
+ "context": [
+ "The allocations set forth in Section 1.A through 1.F of this Exhibit C (the \u201cRegulatory Allocations\u201d) are intended to comply with certain requirements of the Regulations under Section 704(b) of the Code.",
+ "compliance with regulatory requirements is crucial for all Borrowers involved in the agreement."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to refer to an individual or entity involved in a partnership, as mentioned in the context of the Economic Capital Account Balance?",
+ "golden_answers": [
+ "PARTNER"
+ ],
+ "context": [
+ "\u201cCompany Common Unit Economic Balance\u201d means (i) the Economic Capital Account Balance of the Company but only to the extent attributable to the Company\u2019s ownership of Common Units and computed on a hypothetical basis after taking into account all allocations through the date on which any allocation is made under Section 1(H) of Exhibit C divided by (ii) the number of the Company\u2019s Common Units.",
+ "\u201cEconomic Capital Account Balance\u201d, with respect to a Partner..."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to refer to individuals or entities that are involved in customary terms and conditions regarding coverages and deductibles in this context?",
+ "golden_answers": [
+ "PERSONS"
+ ],
+ "context": [
+ "THE APPROVED ELECTRONIC PLATFORM AND THE COMMUNICATIONS ARE PROVIDED \u201cAS IS\u201d AND \u201cAS AVAILABLE\u201d... ",
+ "with such deductibles, covering such risks and otherwise on such terms and conditions as shall be customary for such Persons and in such amounts and from such insurers reasonably acceptable to Agent."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What action must the Servicer take in order to address a Defaulted Receivable involving a Financed Vehicle?",
+ "golden_answers": [
+ "REPOESSING"
+ ],
+ "context": [
+ "\u201cDefaulted Receivable\u201d means (b) with respect to Receivables that are delinquent for less than 120 days, the Servicer has (i) determined, in accordance with its customary servicing practices, that eventual payment in full is unlikely or (ii) repossessed the Financed Vehicle.",
+ "On behalf of the Issuer, the Servicer shall use commercially reasonable efforts, consistent with its Customary Servicing Practices, to repossess or otherwise convert the ownership of the Financed Vehicle securing any Receivable."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "Who is the party authorized to make decisions on behalf of the Partnership, as indicated in the provided agreement?",
+ "golden_answers": [
+ "GENERAL PARTNER"
+ ],
+ "context": [
+ "Restricted Distributions: Notwithstanding any provision to the contrary contained in this Agreement, the Partnership, and the General Partner on behalf of the Partnership, shall not make a distribution to any Partner on account of its interest in the Partnership if such distribution would violate Section 17-607 of the Act or other applicable law.",
+ "By: Madison Dearborn Partners VI-A&C, L.P. Its: General Partner."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What is the title of the section in the Table of Contents that specifically addresses the terms and privileges regarding access and use of the Golf Courses in the Use Agreement?",
+ "golden_answers": [
+ "ARTICLE II"
+ ],
+ "context": [
+ "WHEREAS, Owner and User (and CLC solely for purposes of Section 2.1(c) of the Use Agreement) entered into that certain Golf Course Use Agreement dated October 6, 2017, as amended by that certain First Amendment to Golf Course Use Agreement, dated April 20, 2018 (as amended, collectively, the \u201cUse Agreement\u201d) for certain rights and privileges with respect to access and use of the Golf Courses, as more particularly described in the Use Agreement; and",
+ "Table of Contents and Article Sections related to the Golf Course Use Agreement"
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to describe a formal inquiry or examination that may take place in a court or by a governmental body, especially concerning the conduct or actions of individuals or businesses?",
+ "golden_answers": [
+ "INVESTIGATION"
+ ],
+ "context": [
+ "after the service of notice or the commencement of a suit, or after final judgment for possession of the Premises, Landlord may receive and collect any Rent due.",
+ "There shall exist no material unstayed action, suit, investigation, litigation or proceeding pending or (to the knowledge of the Borrowers) threatened in any court or before any arbitrator or governmental instrumentality;"
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What does the undersigned certify is free and clear of any other person's or entity's claims regarding the Partnership Units?",
+ "golden_answers": [
+ "RIGHTS OR INTERESTS"
+ ],
+ "context": [
+ "The Company and its Subsidiaries have good and marketable title to all items of real property owned by them, good and valid title to all personal property.",
+ "The undersigned hereby represents, warrants, and certifies that the undersigned has marketable and unencumbered title to such Partnership Units, free and clear of the rights or interests of any other person or entity."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What is the term used to refer to the date on which antitrust authorities approve a merger or acquisition under relevant laws?",
+ "golden_answers": [
+ "ANTITRUST CLEARANCE DATE"
+ ],
+ "context": [
+ "\u201cRule 144\u201d means Rule 144 under the Securities Act (or any successor rule thereto), as the same may be amended from time to time.",
+ "Section 1. Definitions."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to refer to the time credited to employees that qualifies them for benefits under the Liberty National Non-Commissioned Pension Plan?",
+ "golden_answers": [
+ "HOUR OF SERVICE"
+ ],
+ "context": [
+ "Effect on Participants. Benefit increases resulting from the increase in the limitations of Code \u00a7 415 will be provided to all Employees participating in the Plan who have one Hour of Service on or after the first day of the first limitation year ending after December 31, 2001.",
+ "Eligible Employees under the Liberty National Non-Commissioned Pension Plan did not include: any individual whose duties include selling products of Liberty National Life Insurance Company or an Affiliate on a commissioned basis and any Employee of Liberty National Life Insurance Company who were first credited with an Hour of Service on or after January 1, 1995; and Eligible Employees under the Liberty."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to describe any person or entity that is not a Party or any of a Party\u2019s respective Affiliates in the context of a Strategic Partnership?",
+ "golden_answers": [
+ "THIRD PARTY"
+ ],
+ "context": [
+ "With respect to any royalties that may be payable to Amerimmune from a Strategic Partner in respect of a Strategic Partnership a Third Party for any Commercialization, such records shall be in sufficient detail to support calculations of the equal share thereof due to Histogen.",
+ "\u201cThird Party\u201d means any Person other than a Party or any of a Party\u2019s respective Affiliates."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What term is defined as any effect that, individually or in combination with other effects, significantly impacts the Company prior to the date of determination?",
+ "golden_answers": [
+ "COMPANY MATERIAL ADVERSE EFFECT"
+ ],
+ "context": [
+ "\u201cCompany Material Adverse Effect\u201d means, with respect to the Company, any Effect that, individually or taken together with all other Effects that have occurred prior to the date of determination... etc.",
+ "Each of the Company and Parent shall give prompt notice to one another if they become aware of any change, effect, circumstance or development that would reasonably be expected to result in a Company Material Adverse Effect."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What is the term used to describe the period that starts on the first day of each month and ends on the last day of that month?",
+ "golden_answers": [
+ "COLLECTION PERIOD"
+ ],
+ "context": [
+ "\u201cDistribution Date\u201d means, for each Collection Period, the 15th calendar day of the following calendar month, or if the 15th day is not a Business Day, the next succeeding Business Day, commencing May 15, 2020.",
+ "\u201cCollection Period\u201d means the period commencing on the first day of each calendar month and ending on the last day of such calendar month."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What is the name of the law firm mentioned in the documents that is entitled to rely on the certificate for rendering its opinion under the Loan Agreement?",
+ "golden_answers": [
+ "GOODWIN PROCTER LLP"
+ ],
+ "context": [
+ "with a copy to: Goodwin Procter LLP 620 Eighth Avenue New York, NY 10018 Attention: Seo Salimi Facsimile: (212) 656-1546.",
+ "Goodwin Procter LLP is entitled to rely on this certificate in rendering its opinion pursuant to Section 3.1(c)(i) of the Loan Agreement."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What type of shares is the Company obligated to deliver to the Investor according to the Transaction Documents?",
+ "golden_answers": [
+ "PURCHASE SHARES"
+ ],
+ "context": [
+ "Other Transactions. The Company shall not enter into, announce or recommend to its stockholders any agreement, plan, arrangement or transaction in or of which the terms thereof would restrict, materially delay, conflict with or impair the ability or right of the Company to perform its obligations under the Transaction Documents, including, without limitation, the obligation of the Company to deliver the Purchase Shares and the Commitment Shares to the Investor in accordance with the terms of the Transaction Documents.",
+ "The Company shall take all such action, if any, as is reasonably necessary in order to obtain an exemption for or to register or qualify the issuance of the Commitment Shares and the sale of the Purchase Shares to the Investor under this Agreement and any subsequent resale of all Commitment Shares and all Purchase Shares by the Investor."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to describe any trade or business that, along with the Company, is treated as a single employer under specific sections of the Code and ERISA?",
+ "golden_answers": [
+ "ERISA AFFILIATE"
+ ],
+ "context": [
+ "\u201cERISA Affiliate\u201d means any trade or business (whether or not incorporated) that, together with the Company, is treated as a single employer under Section 414(b) or (c) of the Code or, solely for purposes of Section 302 of ERISA and Section 412 of the Code, is treated as a single employer under Section 414 of the Code.",
+ "None of the Company, any of its Subsidiaries or any ERISA Affiliate, contributes to or is obligated to contribute to..."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What type of days must the Company provide notice of termination at least three days in advance as stated in the agreement?",
+ "golden_answers": [
+ "BUSINESS DAYS"
+ ],
+ "context": [
+ "The Required Lenders must provide a written notice stating their objection if they oppose amendments.",
+ "the Company shall have given Parent written notice at least three (3) Business Days prior to such termination stating the Company\u2019s intention to terminate this Agreement pursuant to this Section 8.3(c)."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What type of professional may the Administrative Agent consult with to obtain advice and guidance for their actions?",
+ "golden_answers": [
+ "LEGAL COUNSEL"
+ ],
+ "context": [
+ "The Administrative Agent may consult with legal counsel, independent accountants and other experts selected by it, and shall not be liable for any action taken or not taken by it in accordance with the advice of any such counsel, accountants or experts.",
+ "Prior to the filing with the SEC of the Schedule 14D-9, all parties must review comments to ensure compliance with SEC regulations."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What obligation does Parent have towards the Company and its Subsidiaries related to liabilities incurred during their cooperation with the Debt Financing?",
+ "golden_answers": [
+ "INDEMNIFY"
+ ],
+ "context": [
+ "The Company shall promptly furnish to Parent and Merger Sub all information concerning the Company or any of its Subsidiaries and the Company\u2019s stockholders that may be required or reasonably requested in connection with the Offer Documents.",
+ "Parent shall indemnify and hold harmless the Company and each of its Subsidiaries and their respective Representatives from and against any and all actual liabilities, losses, damages, claims, costs, expenses (including reasonable attorney\u2019s fees), interest, awards, judgments and penalties suffered or incurred by the Company, its Subsidiaries and their respective Representatives in connection with the Company\u2019s cooperation with the Debt Financing as contemplated by Section 6.15(a)."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What form will the pre-retirement death benefit take when payable to the Surviving Spouse of a Participant who dies before their Benefit Commencement Date?",
+ "golden_answers": [
+ "ACTUARIALLY EQUIVALENT SINGLE LIFE ANNUITY"
+ ],
+ "context": [
+ "A pre-retirement death benefit shall be payable under the Plan in the event of the death of a Participant prior to his Benefit Commencement Date who, on the date of death, was either: (a) Actively employed by the Employer; (b) Disabled; or (c) Terminated but eligible for Early Retirement.",
+ "The pre-retirement death benefit payable under Section 7.1.2 shall be payable to the Surviving Spouse of such Participant in the form of an Actuarially Equivalent single life annuity."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to describe a termination of the Executive's employment when it occurs either due to the Company's actions without Cause or the Executive's resignation for Good Reason?",
+ "golden_answers": [
+ "QUALIFYING TERMINATION"
+ ],
+ "context": [
+ "(e) GOOD REASON. Thirty (30) days after written notice by the Executive to the Company of an alleged condition giving rise to a resignation for Good Reason if the Company shall have failed to cure or remedy such matter, if curable, within such thirty (30) day period.",
+ "If the Executive\u2019s employment by the Company is terminated (x) by the Company without Cause, or (y) by the Executive for Good Reason (each, a \u201cQualifying Termination\u201d)."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What type of advisors did each Borrower consult in addition to their legal and financial advisors?",
+ "golden_answers": [
+ "REGULATORY ADVISORS"
+ ],
+ "context": [
+ "Each Borrower has consulted its own legal and financial advisors to the extent it deemed appropriate.",
+ "it has consulted its own legal, accounting, regulatory and tax advisors to the extent it has deemed appropriate;"
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to describe the time frame that includes the current Plan Year and the four preceding Plan Years when assessing annual Compensation adjustments?",
+ "golden_answers": [
+ "DETERMINATION PERIOD"
+ ],
+ "context": [
+ "The cost-of-living adjustment in effect for a calendar year applies to annual Compensation for the determination period that begins with or within such calendar year.",
+ "(d) Determination Period means the Plan Year containing the Determination Date and the four preceding Plan Years."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What additional obligations or charges might be associated with the equipment or improvements mentioned in the Loan Documents, aside from liens?",
+ "golden_answers": [
+ "TAXES"
+ ],
+ "context": [
+ "improvements and the proceeds of the Equipment;",
+ "Liens existing on the Effective Date which are shown on the Perfection Certificate or arising under this Agreement and the other Loan Documents."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What is the name of one of the companies that is part of the Agreement and Plan of Merger dated July 12, 2020?",
+ "golden_answers": [
+ "BENEFYTT TECHNOLOGIES, INC."
+ ],
+ "context": [
+ "DAYLIGHT BETA PARENT CORP. By: /s/ Vahe Dombalagian Name: Vahe Dombalagian Title: Managing Director.",
+ "AGREEMENT AND PLAN OF MERGER among BENEFYTT TECHNOLOGIES, INC., DAYLIGHT BETA PARENT CORP. and DAYLIGHT BETA CORP. Dated as of July 12, 2020."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What term describes the power granted to organizations that can govern, regulate, or manage public affairs, as well as the power of Parent and Merger Sub to execute their obligations in the Agreement?",
+ "golden_answers": [
+ "AUTHORITY"
+ ],
+ "context": [
+ "Each of Parent and Merger Sub have all requisite corporate power and authority and each has taken all corporate action necessary in order to execute and deliver this Agreement, to perform its obligations under this Agreement and to consummate the other transactions contemplated hereby, including the Offer and the Merger.",
+ "\u201cGovernmental Entity\u201d specifies organizations that hold authority to govern, regulate, or manage public affairs."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to describe the financial asset that is subject to repurchase by the Seller or the Servicer according to the specified sections?",
+ "golden_answers": [
+ "RECEIVABLE"
+ ],
+ "context": [
+ "Purchaser agrees to provide Seller with Purchaser\u2019s lender\u2019s form of subordination, non-disturbance and attornment agreement as soon as it is available.",
+ "Upon repurchase of any Receivable by the Seller pursuant to Section 3.02 or by the Servicer pursuant to Section 4.06 or Section 9.01, the Issuer and the Indenture Trustee on behalf of the Noteholders, shall, without further action, be deemed to transfer, assign, set-over and otherwise convey to the Seller or the Servicer, as the case may be, all right, title and interest of the Issuer in, to and under such repurchased Receivable."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to refer to the entities involved in the Agreement that can initiate termination for breach?",
+ "golden_answers": [
+ "PARTY"
+ ],
+ "context": [
+ "11.4 Termination for Breach. 11.4.1 Material Breach. Subject to Sections 11.4.2 and 11.4.3, below, this Agreement",
+ "This Agreement may be terminated by either Party due to a breach of this Agreement in a manner that fundamentally frustrates the transactions contemplated by this Agreement."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used in the agreement to refer to the party that has the authority to grant consent or approval?",
+ "golden_answers": [
+ "OWNER"
+ ],
+ "context": [
+ "The granting of any consent or approval by Owner or User to the performance of any act by User or Owner requiring the consent or approval of Owner or User under any of the terms or provisions of this Agreement shall relate only to the specified act or acts thereby consented to or approved and, unless otherwise specified, shall not be deemed a waiver of the necessity for such consent or approval for the same or any similar act in the future.",
+ "\u201cOwner\u201d: As defined in the preamble."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to describe the activities involved in the negotiation of this Agreement or any related dealings?",
+ "golden_answers": [
+ "TRANSACTIONS"
+ ],
+ "context": [
+ "provided, however, that in the event that (A) the applicable Existing Credit Agreement has matured or otherwise been terminated, and (B) the Borrower\u2019s Debt Ratings (or their related outlooks) have declined since the date this Agreement was executed, the Administrative Agent, the Lenders and the Borrower shall negotiate in good faith to modify such Restrictive Change with respect to its application for the remainder of this Agreement.",
+ "The negotiation of this Agreement or in the course of the transactions contemplated by this Agreement."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to refer to entities that have filed for bankruptcy and might have claims against them as defined in section 101(5) of the Bankruptcy Code?",
+ "golden_answers": [
+ "DEBTORS"
+ ],
+ "context": [
+ "\u201cDefaulted Receivable\u201d means (c) a Receivable with respect to which the Servicer has received notification that the related Obligor is subject to proceedings under Chapter 13 of the Bankruptcy Code.",
+ "\u201cClaim\u201d means any \u201cclaim\u201d (as defined in section 101(5) of the Bankruptcy Code) against the Debtors."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What is the term used to refer to the individuals who have the authority to execute and enforce the provisions mentioned in the loan agreements?",
+ "golden_answers": [
+ "DULY AUTHORIZED OFFICERS"
+ ],
+ "context": [
+ "\u201cNotes\u201d shall mean, collectively, those certain term loan promissory notes in an aggregate original principal amount of up to the Commitments.",
+ "No party has in any way agreed with or represented to any other party that the provisions of this section will not be fully enforced in all instances."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What is the term used to describe ongoing or anticipated legal actions related to Company Plans that are not routine claims for benefits?",
+ "golden_answers": [
+ "PROCEEDING"
+ ],
+ "context": [
+ "(i) (A) Except as would not reasonably be expected to have a Company Material Adverse Effect, the Company and its Subsidiaries are in compliance with all applicable Health Regulatory Laws.",
+ "There is no Proceeding pending or threatened in writing relating to the Company Plans, except for routine claims for benefits."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What is the name of one of the subsidiaries listed under Elysium Energy, LLC in Schedule 4.22A?",
+ "golden_answers": [
+ "POTASH, L.L.C."
+ ],
+ "context": [
+ "The schedule details subsidiaries of Elysium Energy, LLC.",
+ "SCHEDULE 4.22A SUBSIDIARIES"
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What term refers to the set of regulations governing gaming activities that the Owner and User must comply with?",
+ "golden_answers": [
+ "GAMING LAW"
+ ],
+ "context": [
+ "(ii) violate any Gaming Law to which Owner or any of its Affiliates is subject; or (b) any member of the User Subject Group is required to be licensed, registered, qualified or found suitable under any Gaming Law...",
+ "\u201cGaming Law\u201d refers to the set of regulations governing gaming activities that the Owner and User must comply with."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to describe the related entities or partners of the Administrative Agent that are included in the expense reimbursement obligations?",
+ "golden_answers": [
+ "AFFILIATES"
+ ],
+ "context": [
+ "5.1 Expenses. At the Closing, the Company shall pay the reasonable and documented fees and expenses of the Purchasers incurred in connection with the consummation of the transactions contemplated herein, in an aggregate amount not to exceed $750,000.",
+ "The Company shall pay all reasonable, documented and invoiced out-of-pocket expenses incurred by the Administrative Agent, and its Affiliates."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What type of information included in the definition of \"Confidential Information\" encompasses specifications, metrics, and other quantitative details related to products and services?",
+ "golden_answers": [
+ "TECHNICAL DATA"
+ ],
+ "context": [
+ "\u201cInventions\u201d means all inventions, whether or not patentable, that are designed, discovered, generated, invented or conceived by or on behalf of either Party.",
+ "The term \u201cConfidential Information,\u201d as used in this Agreement, shall mean all confidential and proprietary technical, business and financial information relating to the respective businesses of the Company and any of its affiliates (collectively, the \u201cCompanies\u201d) including, but not limited to, marketing and financial information, personnel, sales and statistical data, plans for future development, computer programs, information and knowledge pertaining to the products and services offered, inventions, innovations, designs, ideas, recipes, formulas, manufacturing processes, trade secrets, technical data, computer source codes, software, proprietary information, construction, advertising, manufacturing, distribution and sales methods and systems, pricing, sales and profit figures, customer and client lists, and relationships with customers, clients, suppliers, distributors and others who have business dealings with any of the Companies and information with respect to various ingredients, formulas, manufacturing processes, techniques, procedures, processes and methods."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What phrase is used to describe the actions the Partnership is empowered to undertake according to Section 2.17?",
+ "golden_answers": [
+ "ACTS AND THINGS"
+ ],
+ "context": [
+ "the power of attorney under this Section 2.17 is expressly limited to the rights and powers set forth herein and no additional rights or powers are herein created or implied.",
+ "The Partnership shall be empowered to do any and all acts and things necessary, appropriate, proper, advisable, incidental to or convenient for the furtherance and accomplishment of the purposes and business described herein and for the protection and benefit of the Partnership."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What types of compensation are included for Eligible Employees under the Liberty National Pension Plan besides salaries and commissions?",
+ "golden_answers": [
+ "TIPS"
+ ],
+ "context": [
+ "any Employee of Liberty National Life Insurance Company who were first credited with an Hour of Service on or after January 1, 1995; and Eligible Employees under the Liberty National Pension Plan included all Employees of Liberty National Life Insurance Company who were compensated in whole or in part by commissions.",
+ "including, but not limited to, commissions paid salesmen, compensation for services on the basis of a percentage of profits, commissions on insurance premiums, tips and bonuses;"
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to describe a company that is owned or controlled by another company and is located outside of the United States?",
+ "golden_answers": [
+ "SUBSIDIARY"
+ ],
+ "context": [
+ "Liens on property or assets of any Foreign Subsidiary of the Borrower securing the Indebtedness of such Foreign Subsidiary.",
+ "\u201cForeign Subsidiary\u201d shall mean a Subsidiary whose place of registration, incorporation, organization or domicile is outside of the United States of America."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to refer to a legal document or agreement that has been executed by parties involved, as mentioned in the phrase about EVO Payments, Inc.?",
+ "golden_answers": [
+ "INSTRUMENT"
+ ],
+ "context": [
+ "IN WITNESS WHEREOF, EVO Payments, Inc. has caused this instrument to be duly executed as of the date set forth below.",
+ "Such consent may be in one instrument or in several instruments, and shall have the same force and effect as a vote of a majority of the Percentage Interests of the Partners."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What term is defined as any event or occurrence that, with the lapse of time or the giving of notice, could become an Event of Default?",
+ "golden_answers": [
+ "DEFAULT"
+ ],
+ "context": [
+ "\u201cDefault\u201d shall mean any event or occurrence, which with the lapse of time or the giving of notice or both would become an Event of Default.",
+ "so long as no Default or Event of Default exists or would reasonably be expected to result in a Default or Event of Default..."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to refer to any financial commitments or debts associated with the Loan Balance, as mentioned in the Loan Agreement?",
+ "golden_answers": [
+ "OTHER OBLIGATIONS"
+ ],
+ "context": [
+ "Subject to compliance with applicable provisions of the Loan Agreement, Makers or any of them may at any time prepay the full amount or any part of the Loan Balance evidenced by this Note without the payment of any premium or fee.",
+ "the ratio of the Loan Balance or such other Obligations, as the case may be, to the sum of the Loan Balance and such other Obligations."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to refer to the date when the conditions specified in Section 4.01 are met?",
+ "golden_answers": [
+ "EFFECTIVE DATE"
+ ],
+ "context": [
+ "No provision of the Receivable has been waived in a manner that is prohibited by the provisions of Section 4.01.",
+ "\u201cEffective Date\u201d means the date on which the conditions specified in Section 4.01 are satisfied ..."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to describe the status of inventions created on behalf of a company, where the company is considered the sole owner of those inventions and their rights?",
+ "golden_answers": [
+ "WORK FOR HIRE"
+ ],
+ "context": [
+ "The Assignor hereby irrevocably sells and assigns to the Assignee their rights and obligations under the Term Loan Agreement.",
+ "In addition, the Inventions are deemed Work for Hire, as such term is defined under the copyright laws of the United States, on behalf of the Company, and you agree that the Company is the sole owner of the Inventions and all underlying rights therein, in all media now known or hereinafter devised, throughout the universe and in perpetuity without any further obligations to you."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What is the term used to refer to the entity that has audited consolidated financial statements for the three years ended December 31, 2019?",
+ "golden_answers": [
+ "BORROWER"
+ ],
+ "context": [
+ "The Company (i) has implemented and maintains disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) that are reasonably designed to ensure that material information (both financial and non-financial) relating to the Company, including its consolidated Subsidiaries, is made known to the individuals responsible for the preparation of the Company\u2019s filings with the SEC.",
+ "Audited consolidated financial statements for the three years ended December 31, 2019 of the Borrower and its Subsidiaries."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What is the term used to refer to the date scheduled for the repurchase of Convertible Preferred Stock by the Company following a Change of Control?",
+ "golden_answers": [
+ "CHANGE OF CONTROL REPURCHASE DATE"
+ ],
+ "context": [
+ "If, on a Change of Control Repurchase Date, the Company has segregated, solely for the benefit of the applicable Holders, consideration in kind and amount that is sufficient to pay the aggregate Change of Control Repurchase Price due on such date, then (unless there occurs a default in the payment of the Change of Control Repurchase Price) (1) the Convertible Preferred Stock to be repurchased on such date will be deemed, as of such date, to cease to be outstanding; (2) Regular Dividends will cease to accumulate on such Convertible Preferred Stock from and after such Change of Control Repurchase Date; and (3) the rights of the Holders of such Convertible Preferred Stock, as such, will terminate with respect to such Convertible Preferred Stock, other than the right to receive the Change of Control Repurchase Price as provided in Section 8 and, if applicable, Section 16.",
+ "\u201cChange of Control Repurchase Date\u201d means the date fixed, pursuant to Section 8(c), for the repurchase of any Convertible Preferred Stock by the Company pursuant to a Repurchase Upon Change of Control."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to describe a business arrangement where two or more individuals share ownership and management responsibilities, often involving the acquisition and management of assets?",
+ "golden_answers": [
+ "PARTNERSHIP"
+ ],
+ "context": [
+ "The acquisition, disposition, mortgage, pledge, encumbrance or hypothecation of any assets of the Partnership.",
+ "the Partnership, such Partner shall assume and pay such transfer tax."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to describe the total area of space within the Premises that is available for lease or rental?",
+ "golden_answers": [
+ "RENTABLE SQUARE FEET"
+ ],
+ "context": [
+ "If more than twenty-five percent (25%) of the rentable square feet of the Premises is taken, or if access to the Premises is substantially impaired, in each case for a period in excess of one hundred eighty (180) days, Tenant shall have the option to terminate this Lease.",
+ "The Intention to Transfer Notice shall specify the portion of and amount of rentable square feet of the Premises which Tenant intends to Transfer."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What is the name of the entity involved in the Ination Agreement and the Support Agreements?",
+ "golden_answers": [
+ "ELYSIUM"
+ ],
+ "context": [
+ "ination Agreement and the Support Agreements.",
+ "'Transfer' shall mean the issuance, sale, assignment, ... or undertaking, suffering or causing any of the foregoing... "
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What term refers to the documents that are defined in the Restructuring Term Sheet and guide the understanding of terms used in related agreements?",
+ "golden_answers": [
+ "DEFINITIVE DOCUMENTS"
+ ],
+ "context": [
+ "\u201cDefinitive Documents\u201d has the meaning set forth in the Restructuring Term Sheet.",
+ "The definitions set forth in the Restructuring Term Sheet and the Definitive Documents guide the understanding of terms used in agreements made by the parties involved."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What is the term used to describe a company that does not meet the criteria set forth in Rule 405 under the Securities Act for participation in certain securities offerings?",
+ "golden_answers": [
+ "INELIGIBLE ISSUER"
+ ],
+ "context": [
+ "The Company was not and is not an ineligible issuer as defined in Rule 405 under the Securities Act at the times specified in Rules 164 and 433 under the Securities Act in connection with the offering of the Placement Shares.",
+ "The Company has not been since December 31, 2018, and currently is not, an Ineligible Issuer (as defined in Rule 405 of the Securities Act)."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to describe a person who facilitates transactions or connections in a financial context, but is not involved in underwriting or providing advisory services, as indicated by the absence of any liability for such fees?",
+ "golden_answers": [
+ "FINDER"
+ ],
+ "context": [
+ "No person has the right to act as an underwriter or as a financial advisor to the Company in connection with the offer and sale of the Placement Shares.",
+ "Parent has not employed any broker or finder or incurred any liability for any brokerage fees, commissions or finders' fees in connection with the Offer, the Merger..."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What type of stock does the Company issue that may require payment of a cash amount if sufficient funds are not legally available?",
+ "golden_answers": [
+ "CONVERTIBLE PREFERRED STOCK"
+ ],
+ "context": [
+ "No deficiency for any amount of material Taxes has been proposed or asserted in writing or assessed by any Taxing Authority against the Company or any of its Subsidiaries that remains unpaid or unresolved.",
+ "Legally Available Funds. Without limiting the rights of any Holder (including pursuant to Section 6), if the Company does not have sufficient funds legally available to fully pay any cash amount otherwise due on the Convertible Preferred Stock, then the Company will pay the deficiency promptly after funds thereafter become legally available therefor."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What is the term used to refer to the account where funds collected during the Collection Period are typically deposited before distribution to the Servicer?",
+ "golden_answers": [
+ "COLLECTION ACCOUNT"
+ ],
+ "context": [
+ "\u201cBase Servicing Fee\u201d means the fee payable to the Servicer on each Distribution Date for services rendered during the related Collection Period...",
+ "SECTION 4.07 Servicing Fee and Expenses. As compensation for the performance of its obligations hereunder, the Servicer shall be entitled to receive on each Distribution Date the Base Servicing Fee and shall be entitled to retain all Supplemental Servicing Fees."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to refer to the agreements entered into by certain shareholders of the Company with Parent, as a material inducement for the transaction, in which they agree to tender all of their Class A Shares?",
+ "golden_answers": [
+ "SUPPORT AGREEMENTS"
+ ],
+ "context": [
+ "WHEREAS, concurrently with the execution and delivery of this Agreement, as a material inducement to Parent\u2019s willingness to enter into this Agreement, certain of the Company\u2019s shareholders will enter into tender and support agreements in the form attached hereto as Exhibit A (the \u201cSupport Agreements\u201d) with Parent, pursuant to which, among other things, such Company shareholders agree to tender all of the Class A Shares owned or controlled by such shareholders pursuant to the Offer.",
+ "Support Agreements"
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What type of data must the parties provide to execute and deliver all necessary documents for the Agreement?",
+ "golden_answers": [
+ "INFORMATION"
+ ],
+ "context": [
+ "hereby, (b) have relied solely upon their own independent review, investigation, and/or inspection of any documents in connection with the transactions contemplated hereby...",
+ "The parties shall execute and deliver all documents, provide all information and take or refrain from taking action as may be necessary or appropriate to achieve the purposes of this Agreement."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to describe a day when financial institutions are open for business, as referenced in the definition of the Specified Redemption Date?",
+ "golden_answers": [
+ "BUSINESS DAY"
+ ],
+ "context": [
+ "The Redeeming Partner shall have no right, with respect to any Partnership Units so redeemed, to receive any distributions paid on or after the Specified Redemption Date.",
+ "Specified Redemption Date means the 10th Business Day after receipt by the Partnership of a Notice of Redemption."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What type of tax liability are the General Partner, the Board of Directors, and the Partnership not liable for concerning Limited Partners?",
+ "golden_answers": [
+ "INCOME TAX"
+ ],
+ "context": [
+ "The General Partner, the Board of Directors, and the Partnership shall not be liable to a Limited Partner under any circumstances as a result of an income tax or other tax liability incurred by such Limited Partner.",
+ "The General Partner, the Board of Directors, and the Partnership shall not be liable to a Limited Partner under any circumstances as a result of an income tax or other tax liability incurred by such Limited Partner as a result of an action (or inaction) by the General Partner."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What type of indebtedness is allowed to be created, incurred, or assumed under the specified conditions outlined in the agreement?",
+ "golden_answers": [
+ "PERMITTED INDEBTEDNESS"
+ ],
+ "context": [
+ "Create, incur, assume, or be liable for any Indebtedness, or permit any Subsidiary to do so, other than Permitted Indebtedness.",
+ "Extensions, refinancings, modifications, amendments and restatements of any items of Permitted Indebtedness are permissible under specified conditions."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What type of stock does the Company issue that is mentioned in the context of legally available funds and cash payments?",
+ "golden_answers": [
+ "CONVERTIBLE PREFERRED STOCK"
+ ],
+ "context": [
+ "Section 16. Legally Available Funds. Without limiting the rights of any Holder, if the Company does not have sufficient funds legally available to fully pay any cash amount otherwise due on the Convertible Preferred Stock, then the Company will pay the deficiency promptly after funds thereafter become legally available therefor.",
+ "Legally Available Funds. Without limiting the rights of any Holder (including pursuant to Section 6), if the Company does not have sufficient funds legally available to fully pay any cash amount otherwise due on the Convertible Preferred Stock, then the Company will pay the deficiency promptly after funds thereafter become legally available therefor."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to refer to the expenses incurred in the creation of a product, excluding any liabilities arising from negligence or misconduct?",
+ "golden_answers": [
+ "DEVELOPMENT COSTS"
+ ],
+ "context": [
+ "This Agreement may be terminated by either Party due to a breach of this Agreement in a manner that fundamentally frustrates the transactions contemplated by this Agreement.",
+ "Development Costs for a Product shall not include any Damages and other liabilities incurred by a Party as a result of such Party\u2019s negligence, gross negligence, illegal conduct, willful misconduct, or breach of such Party\u2019s representations and warranties made hereunder and any such Damages and other liabilities will be treated as the sole and exclusive responsibility of the Party whose actions or omissions gave rise to such Damages and other liabilities."
+ ],
+ "nary": 2,
+ "nhop": 2
+ },
+ {
+ "question": "What legal requirements must be considered in relation to the regulation of investment agreements and their compliance with state regulations?",
+ "golden_answers": [
+ "STATE SECURITIES LAWS"
+ ],
+ "context": [
+ "In the event that any provision of this Article XV is no longer required to qualify the Plan under the Code, then such provision shall thereupon be void without the necessity of further amendment of the Plan.",
+ "Table of Contents and Article Sections related to the Golf Course Use Agreement",
+ "Other articles detail additional agreements, miscellaneous provisions, and definitions relevant to the investment agreement."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What term is used to describe the failure to meet the legal obligations or conditions of a loan or contract?",
+ "golden_answers": [
+ "DEFAULT"
+ ],
+ "context": [
+ "Without limiting the generality of the foregoing, the making of a Loan shall not be construed as a waiver of any Default, regardless of whether the Administrative Agent or any Lender may have had notice or knowledge of such Default at the time.",
+ "\u201cDefault\u201d refers to the failure to meet the legal obligations or conditions of a loan or contract.",
+ "In the event of any default by the Tenant, the Landlord has the right to terminate the Lease after providing notice."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What type of notice must be provided to confirm any telephonic notice given under this Agreement?",
+ "golden_answers": [
+ "WRITTEN NOTICE"
+ ],
+ "context": [
+ "\u201cSyndication Agent\u201d means Bank of America, N.A. in its capacity as syndication agent in respect of this Agreement.",
+ "Executive agents include JPMORGAN CHASE BANK, N.A. and BANK OF AMERICA, N.A.",
+ "to confirm any telephonic notice with a written notice shall not invalidate any notice so given if acted upon by the Administrative Agent and (ii) any notice of prepayment given hereunder may be revoked by the Borrower at any time."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What type of documentation is the Company required to provide to the Agent as per the agreement?",
+ "golden_answers": [
+ "CERTIFICATES"
+ ],
+ "context": [
+ "Certain information has been excluded from this agreement (indicated by \u201c[***]\u201d) because such information (i) is not material and (ii) would be competitively harmful if publicly disclosed.",
+ "The parties shall execute and deliver all documents, provide all information and take or refrain from taking action as may be necessary or appropriate to achieve the purposes of this Agreement.",
+ "the Company shall have furnished to the Agent such further information, certificates and documents as the Agent may reasonably request."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "Who are the entities that the Borrowers direct to remit all payments due to the Lockbox Account?",
+ "golden_answers": [
+ "ACCOUNT DEBTORS"
+ ],
+ "context": [
+ "Development Plans. Make any expenditure with respect to exploration or development activities with respect to the Oil and Gas Properties...",
+ "Post-Closing Obligation details including timelines for various obligations after the Effective Date.",
+ "Remit all payments received by it to the Lockbox Account and direct all account debtors and royalty payors to remit all payments due to the Borrowers to the Lockbox Account."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "Who is the entity that the Lenders and the Administrative Agent agree will have claims brought against it under this Agreement?",
+ "golden_answers": [
+ "ADMINISTRATIVE AGENT"
+ ],
+ "context": [
+ "to Agent and/or any Lender\u2019s subsidiaries or Affiliates, and their respective employees, directors, investors, potential investors, agents, attorneys, accountants and other professional advisors...",
+ "Borrower and its Subsidiaries, taken as a whole, or (b) a material adverse effect upon any material rights or benefits of the Lenders or the Administrative Agent under the Loan Documents.",
+ "Each of the Lenders and the Administrative Agent hereby irrevocably and unconditionally agrees that...any claims brought against the Administrative Agent by any Lender relating to this Agreement...shall be construed in accordance with and governed by the law of the State of New York."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What term is defined as the first day of the payroll period that follows the date an Eligible Employee has met the requirements to participate?",
+ "golden_answers": [
+ "ENTRY DATE"
+ ],
+ "context": [
+ "An Employee who did not become a Participant on the Entry Date next following the date on which he met the eligibility requirements of Section 2.1.1 because he was not then an Eligible Employee shall become a Participant as of the first day on which he becomes an Eligible Employee.",
+ "I-6 1.25 Entry Date",
+ "Entry Date: The first day of the payroll period following the date the Eligible Employee has satisfied the requirements of Section 2.1.1."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What term is used to refer to individuals who oversee the management and organization of a company, as mentioned in the context of compliance with Anti-Corruption Laws?",
+ "golden_answers": [
+ "DIRECTORS"
+ ],
+ "context": [
+ "The Credit Parties further acknowledge and agree, and acknowledges its subsidiaries\u2019 understanding...",
+ "achieve compliance by the Credit Parties and each of their respective subsidiaries and their respective directors, officers, employees and agents with Anti-Corruption Laws and applicable Sanctions, in each case in all material respects.",
+ "(ii) Neither the Company nor any of its Subsidiaries nor, to the Knowledge of the Company, any of their respective directors, officers, or managing employees, acting on their behalf."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What will happen to the Joint Development Committee (JDC) if a Strategic Partner assumes responsibility for the Development of Emricasan under a Qualifying Strategic Partnership?",
+ "golden_answers": [
+ "DISSOLUTION"
+ ],
+ "context": [
+ "It is understood and agreed that, unless agreed in a separate writing by the Parties, no Product shall be Developed outside of the Research Field prior to a Qualifying Strategic Partnership being consummated.",
+ "Amerimmune's first Qualifying Strategic Partnership becomes effective.",
+ "Unless the Parties otherwise agree in writing, the JDC shall be dissolved and its activities and authority terminated upon the first to occur of (i) expiration or termination of the Research Program or (ii) a Strategic Partner assumes responsibility for Development of Emricasan pursuant to a Qualifying Strategic Partnership."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What information is referred to in the lease agreement that indicates when the terms take effect?",
+ "golden_answers": [
+ "DATE"
+ ],
+ "context": [
+ "SUMMARY OF BASIC LEASE INFORMATION TERMS OF LEASE DESCRIPTION 1. Date: January 17, 2020 2. Premises (Article 1).",
+ "Unless the Administrative Agent shall have received notice from the Company or the applicable Borrower prior to the date on which any payment is due to the Administrative Agent for the account of the Lenders that a Borrower will not make such payment, the Administrative Agent may assume that such Borrower has made such payment on such date in accordance herewith\u2026",
+ "the date first above written."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What term is used to refer to the entity that has executed and delivered the Agreement and is considered a Credit Party in the document?",
+ "golden_answers": [
+ "COMPANY"
+ ],
+ "context": [
+ "Binding Obligation ensures the Receivable represents a legal, valid, and binding obligation of the related Obligor.",
+ "(d) Binding Obligation.",
+ "Section 3.03. Enforceability. This Agreement has been duly executed and delivered by the Company and constitutes, and each other Loan Document to which any Credit Party is party, when executed and delivered by such Credit Party, will constitute, a legal, valid and binding obligation of each such Credit Party enforceable against each such Credit Party in accordance with its terms."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What term is used to refer to the specific clauses or stipulations outlined in the Terms of Employment?",
+ "golden_answers": [
+ "PROVISION"
+ ],
+ "context": [
+ "Article 8 Events of Default",
+ "an Event of Default under paragraph (b), (c), (g) or (h) of Article 8 has occurred and is continuing.",
+ "If any term, provision or paragraph of these Terms of Employment is determined by a court of competent jurisdiction to be invalid or unenforceable for any reason, such determination shall be limited to the narrowest possible scope in order to preserve the enforceability of the remaining portions."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What is the date referred to as the point in time when the Original Pool Balance is measured, specifically determining the aggregate Principal Balance of the Receivables for a financial transaction?",
+ "golden_answers": [
+ "CUT-OFF DATE"
+ ],
+ "context": [
+ "\u201cCertificate Pool Factor\u201d means, with respect to any Distribution Date, a seven-digit decimal figure obtained by dividing the Certificate Balance as of the close of business on the last day of the related Collection Period by the Original Pool Balance.",
+ "\u201cOriginal Pool Balance\u201d means the aggregate Principal Balance of the Receivables on the Cut-off Date.",
+ "Original Certificate Balance means $47,137,850.19, which refers to the initial monetary value recorded for this specific financial instrument."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What term refers to the protection from liability or the obligation to pay damages, as mentioned in Section 11.5 of the Agreement?",
+ "golden_answers": [
+ "INDEMNITY"
+ ],
+ "context": [
+ "Each party hereto hereby agrees that no SPC shall be liable for any indemnity or similar payment obligation under this Agreement.",
+ "Section 11.5 Indemnity.",
+ "Without limitation, the foregoing indemnity."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What type of information is included in the due diligence review by the Agent as part of the requirements for assessing the Borrowers and their assets?",
+ "golden_answers": [
+ "FINANCIAL DATA"
+ ],
+ "context": [
+ "In connection with any exercise of such rights by an Assignee on behalf of a holder in this Section 8.6(A), the Cash Amount shall be paid by the Partnership directly to such Assignee and not to such holder.",
+ "The acquisition, disposition, mortgage, pledge, encumbrance or hypothecation of any assets of the Partnership.",
+ "(s) Due Diligence. The Agent shall have completed due diligence review, including, but not limited to, the review of the Acquisition Agreement, all engineering, operations, land, title, environmental equity interest agreements, cash management systems, satisfactory review of the operating agreements, marketing agreements, employment agreements with senior executives, transportation agreements and processing agreements and financial data of each Borrower and its assets, in scope and determination satisfactory to the Agent in its sole discretion;"
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What term is used to describe the situation when an individual Golf Course is permanently taken, leading to the automatic termination of the Agreement for that Golf Course?",
+ "golden_answers": [
+ "TAKING"
+ ],
+ "context": [
+ "commencing upon the date of such termination, (1) the CES Use Fee shall be adjusted in accordance with the CES Use Fee Reduction Amount.",
+ "The CES Use Fee payable under the Severance Agreement at the time of the commencement of such Severance Agreement shall be equal to the amount of the CES Use Fee Reduction Amount.",
+ "If all of any individual Golf Course is subject to a permanent Taking, then this Agreement shall automatically terminate with respect to such Golf Course..."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What must be prepared in accordance with GAAP for financial and tax reporting purposes?",
+ "golden_answers": [
+ "FINANCIAL STATEMENTS"
+ ],
+ "context": [
+ "The books of the Partnership shall be maintained, for financial and tax reporting purposes, on an accrual basis in accordance with GAAP.",
+ "1ACCOUNTING AND OTHER TERMS",
+ "all accounting terms used herein shall be interpreted, all accounting determinations hereunder shall be made, and all financial statements required to be delivered hereunder shall be prepared in accordance with GAAP as in effect from time to time."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What term is used to describe a Person that is directly or indirectly controlling, controlled by, or under common control with another Person?",
+ "golden_answers": [
+ "AFFILIATE"
+ ],
+ "context": [
+ "In no event shall any Person dealing with the General Partner or its representatives be obligated to ascertain that the terms of this Agreement have been complied with.",
+ "Representatives: With respect to any Person, such Person\u2019s officers, employees...",
+ "\u201cAffiliate\u201d shall mean, with respect to a Person, any other Person directly or indirectly controlling, controlled by, or under common control with, such first Person."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What term is used to describe the event during which the Report and Profits shall be provided and paid to Histogen at the closing?",
+ "golden_answers": [
+ "TRANSACTION"
+ ],
+ "context": [
+ "The term \u201ctransfer,\u201d when used in this Article 11 with respect to a Partnership Unit, shall be deemed to refer to a transaction by which the General Partner purports to assign all or any part of its General Partner Interest to another Person or by which a Limited Partner purports to assign all or any part of its Limited Partner Interest to another Person.",
+ "The consent to such waivers reflects a mutual understanding of the nature of issues that may arise.",
+ "If a Transaction occurs, then the Report and Profits shall be provided and paid to Histogen at the closing of such Transaction."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What do the Parties agree to pursue if a better option arises during the bankruptcy proceedings?",
+ "golden_answers": [
+ "SUPERIOR ALTERNATIVE TRANSACTION"
+ ],
+ "context": [
+ "the ability of any Debtor to assert or raise any objection in connection with any hearing in the Bankruptcy Court so long as such objection is not inconsistent with the Company\u2019s obligations hereunder.",
+ "Subject to the Company obtaining necessary Bankruptcy Court approvals from and after the Petition Date, this Agreement and each such other document have been duly and validly executed and delivered by the Company and each of its applicable Subsidiaries.",
+ "The Parties acknowledge and agree that each will use commercially reasonable efforts to provide advance draft copies of all Definitive Documents and other pleadings."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What document outlines the management and operational procedures of the Company, which is not breached by the execution of the Existing Exchange Agreement?",
+ "golden_answers": [
+ "OPERATING AGREEMENT"
+ ],
+ "context": [
+ "\u201cExisting Exchange Agreement\u201d means the Exchange Agreement, dated as of February 13, 2013, by and among the Company, Holdings and the holders of Series B Membership Interests identified therein.",
+ "all of the issued and outstanding Class B Shares and all of the outstanding Series B Units were exchangeable in accordance with the terms of the Existing Exchange Agreement for 687,667 Class A Shares.",
+ "The execution, delivery and performance of this Agreement by the Company do not, and the consummation by the Company of the Merger and the other transactions contemplated hereby will not, constitute or result in a breach or violation of, or a default under, various Company documents."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What must the Company and its Subsidiaries comply with regarding the privacy and security of Personal Data, as mentioned in the given facts?",
+ "golden_answers": [
+ "LAWS"
+ ],
+ "context": [
+ "Waivers; Amendments.",
+ "obtaining (and taking all steps necessary to obtain) all consents, registrations, approvals, permits, waivers, Licenses, permits, Orders, expirations of waiting periods.",
+ "Except as would not reasonably be expected to have a Company Material Adverse Effect, each of the Company and its Subsidiaries is in compliance with applicable Laws and Orders regarding privacy and security of Personal Data."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What section outlines the conditions under which a definitive Alternative Acquisition Agreement can be entered into with respect to a Superior Proposal?",
+ "golden_answers": [
+ "SECTION 6.2(F)(I)"
+ ],
+ "context": [
+ "in order to substantially concurrently enter into a definitive Alternative Acquisition Agreement with respect to a Superior Proposal in accordance with Section 6.2(f).",
+ "(e) No Change in Recommendation or Alternative Acquisition Agreement.",
+ "the failure to make such Change in Recommendation or to terminate this Agreement in accordance with Section 8.3(b), as applicable, would continue to be inconsistent with the directors\u2019 fiduciary duties under applicable Law."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What word describes the specific conditions and agreements that must be met for the loan's effectiveness as outlined in the document?",
+ "golden_answers": [
+ "TERMS"
+ ],
+ "context": [
+ "Article 4 Conditions Section 4.01. Effective Date Section 4.02. Each Credit Event Section 4.03. First Borrowing by Each Eligible Subsidiary.",
+ "the effectiveness of the loan is contingent on the fulfillment of all outlined conditions.",
+ "it is capable of evaluating and understanding, and understands and accepts, the terms, risks and conditions of the transactions contemplated by this Agreement."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What regulatory agency approved Histogen to initiate a Phase 1 Study of Emricasan?",
+ "golden_answers": [
+ "FDA"
+ ],
+ "context": [
+ "(a) Commencing on the Effective Date, during the Research Term Amerimmune, will lead the Development activities in collaboration with Histogen, conduct Development activities with respect to Emricasan with the goal of progressing Emricasan through a Phase I Study and a Phase 2 Study in the Research Field (the \u201cInitial Trials\u201d).",
+ "\u201cPhase I Study\u201d means a human clinical trial of a product, the principal purpose of which is a preliminary determination of safety, tolerability, and pharmacokinetics in study subjects where potential pharmacological activity may be determined or similar clinical study prescribed by the Regulatory Authorities, from time to time, pursuant to applicable Law or otherwise, including for example the trials referred to in 21 C.F.R. \u00a7312.21(a), as amended (or the non-United States equivalent thereof).",
+ "Histogen Receives IND Approval from FDA to Initiate a Phase 1 Study of Emricasan in Mild-COVID-19 Patients to Assess Safety and Tolerability"
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What is the term used to refer to the transfer of rights related to environmental mitigation credits in the context of the responsibilities outlined for the Purchaser in the Agreement?",
+ "golden_answers": [
+ "ASSIGNMENT OF MITIGATION CREDITS"
+ ],
+ "context": [
+ "Purchaser shall then be responsible for causing the Association to undertake and complete all of the intersection improvements required by the County as set forth in the SDP.",
+ "Purchaser shall deliver to Purchaser at least three (3) business days prior to the Closing Date...",
+ "A bring down certificate stating to Purchaser that the representations and warranties set forth in Section 28(a) of this Agreement are true and correct as of the Closing Date in all material respects."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What section contains information about the subsidiaries of the Company?",
+ "golden_answers": [
+ "COMPANY SUBSIDIARIES"
+ ],
+ "context": [
+ "The Administrative Agent shall notify the Company and the Lenders of the Effective Date, and such notice shall be conclusive and binding.",
+ "then the Administrative Agent shall give notice (in reasonable detail) thereof to the Company and the Lenders by telephone or facsimile as promptly as practicable thereafter",
+ "Company Registered Intellectual Property Section 5.11(a) Company SEC Documents Section 5.6(a) Company Subsidiaries Preamble Company Termination Event Section 9.1(d) Consent Section 5.4 Debtor Preamble Debtors Preamble DIP Order Recitals DIP Orders Recitals DPLP Preamble Effective Period Section 3.1 Endologix Preamble Enforceability Limitations Section 5.3 Excluded Matter Section 1.1 FDA Law and Regulation Section 5.19(a) FDCA Permits Section 5.19(b) Final DIP Recitals Financial Statements Section 5.6(e) Insurance Policies Section 5.21 Interim DIP Order Recitals Leases Section 5.13(b) Material Contracts Section 5.14(a) Notice Section 10.8 Other Motions Section 4.1(b) Parties Preamble Party Preamble PDIII Preamble PDIV Preamble Petition Date Recitals Plan Recitals PMAs Section 5.19(b) Prepetition Agents Preamble Prepetition Agreement Claims Section 3.3 Prepetition Credit Agreement Preamble Prepetition Facility Agreement Preamble Prepetition Lenders Preamble Privacy and Security Policies Section 5.12(b) Products Recitals Proposed Alternative Transaction Section 7.5(a) Restructuring Recitals Restructuring Term Sheet Recitals Revised Supporting Lender Proposal Section 7.5(c) Successor Section 9.3(c) Superior Alternative Transaction Section 7.5(b) Supporting Lender Preamble Supporting Lender Termination Event Section 9.1(b)"
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What is the term used to describe the cost incurred for borrowing the principal amount of a loan, which must be paid upon repayment or prepayment?",
+ "golden_answers": [
+ "INTEREST"
+ ],
+ "context": [
+ "\u201cBase Rate Advance\u201d shall mean an Advance which the Borrower requests to be made as a Base Rate Advance or is Converted to a Base Rate Advance, in accordance with the provisions of Section 2.2 hereof, and which shall be in a principal amount of at least $1,000.",
+ "(ii) in the event of any repayment or prepayment of any Loan (other than a prepayment of an ABR Revolving Loan prior to the end of the Availability Period), accrued interest on the principal amount repaid or prepaid shall be payable on the date of such repayment or prepayment",
+ "Upon the giving of any such Prepayment Notice, the principal amount of the Term Loans specified in such Prepayment Notice, together with the interest then accrued but unpaid on such principal amount and any Prepayment Fee with respect thereto, shall become due and payable on the prepayment date specified therein and shall be irrevocable."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What is the term used to describe the spouse of a deceased participant who is entitled to receive annuity distributions according to the eligible retirement plan provisions?",
+ "golden_answers": [
+ "SURVIVING SPOUSE"
+ ],
+ "context": [
+ "The definition of eligible retirement plan shall also apply in the case of a distribution to a Surviving Spouse, or to a Spouse or former Spouse who is the alternate payee under a qualified domestic relations order, as defined in Code \u00a7 414(p).",
+ "Section 5.4.14 discusses the implications of the Surviving Spouse's death on the annuity distribution and application of prior sections.",
+ "If the participant dies before distributions begin, the participant\u2019s entire interest will be distributed, or begin to be distributed, no later than as follows: (a) If the participant\u2019s surviving spouse is the participant\u2019s sole designated beneficiary, then, distributions to the surviving spouse will begin by December 31 of the calendar year immediately following the calendar year in which the participant died."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "Who is the party responsible for making payments under the terms of a receivable?",
+ "golden_answers": [
+ "OBLIGOR"
+ ],
+ "context": [
+ "In performing its duties as custodian, the Servicer shall act in accordance with its Customary Servicing Practices.",
+ "\u2018Customary Servicing Practices\u2019 refers to generally accepted industry standards for managing and servicing Receivables.",
+ "of payment in full by or on behalf of the Obligor thereunder or payment in full less a deficiency which the Servicer would not attempt to collect in accordance with its Customary Servicing Practices."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What term encompasses any trademark and servicemark rights, including both registered and unregistered rights, as well as applications and registrations for those rights?",
+ "golden_answers": [
+ "TRADEMARKS"
+ ],
+ "context": [
+ "Constitute at least a majority of the board of directors of the Company (which, for the purpose of this definition, shall be deemed not to mean any committee of the board of directors of the Company).",
+ "None of the Company\u2019s material trademarks, trade names, service marks, service mark registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights have expired or terminated.",
+ "\u201cTrademarks\u201d means any trademark and servicemark rights, whether registered or not, applications to register and registrations of the same."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What legal document is referenced in relation to asserting the invalidity of various agreements, including the Trust Agreement, the Indenture, and the Certificates?",
+ "golden_answers": [
+ "PURCHASE AGREEMENT"
+ ],
+ "context": [
+ "Pursuant to the Prepetition Facility Agreement, the Company may issue Conversion Shares (as defined in the Prepetition Facility Agreement) pursuant to and in accordance with the terms of the Notes.",
+ "Amount for the Notes being so redeemed, up to but excluding the Redemption Date.",
+ "asserting the invalidity of this Agreement, the Trust Agreement, the Indenture, the Purchase Agreement, the Certificates or the Notes."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What term refers to the entitlements under the Plan that cannot be assigned or alienated?",
+ "golden_answers": [
+ "BENEFITS"
+ ],
+ "context": [
+ "The present values of accrued benefits of an Employee shall be increased by the distributions made with respect to the Employee under the Plan.",
+ "shall be determined in accordance with the Plan provisions applicable to an Employer.",
+ "Benefits Not Assignable Benefits provided under the Plan may not be assigned or alienated, either voluntarily or involuntarily."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What term is used to refer to a business that you are prohibited from providing services to during and after your relationship with the Company?",
+ "golden_answers": [
+ "COMPETING BUSINESS"
+ ],
+ "context": [
+ "During the period of your relationship with Company, you, Paul Liberman (hereinafter \u201cyou\u201d) agree to not, anywhere within the Restricted Area, acting individually, or as an owner, shareholder, partner, employee, contractor, agent or otherwise (other than on behalf of Company): provide services to a Competing Business.",
+ "\u201cRestricted Area\u201d shall mean the entire United States and territories where the Company operates.",
+ "Noncompetition Covenant: For a period of twelve (12) months following the last day of my employment, I agree to not provide services to a Competing Business."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What term refers to a formal agreement or promise made in a legal context, often related to the obligations of parties involved in a contract?",
+ "golden_answers": [
+ "COVENANT"
+ ],
+ "context": [
+ "The requirement to provide a certificate shall be automatically waived during certain conditions related to the Suspension and pending Notices.",
+ "If Purchaser fails to properly transmit any notice by the required date, Purchaser shall be deemed to have waived the objections to such exceptions",
+ "No failure by Purchaser or Seller to insist upon the strict performance of any covenant, duty, agreement or condition of this Agreement or to exercise any right or remedy upon a breach thereof shall constitute a waiver of any such breach or of such or any other covenant, agreement, term or condition."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What type of reason might justify the termination of the Research Program during the Research Term, aside from clinical factors?",
+ "golden_answers": [
+ "STRATEGIC REASON"
+ ],
+ "context": [
+ "\u201cResearch Program\u201d means a program comprising Development activities by and on behalf of Amerimmune, Histogen, and their Affiliates directed to Emricasan solely in the Field.",
+ "(A) the success of any study or test, including the research program or any clinical trial, commenced under this Agreement;",
+ "11.3 Termination for Clinical Reasons. During the Research Term, either Party, or a Strategic Partner then having Development responsibility"
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What term describes the requirement to maintain confidentiality regarding information received from third parties during a Participant's employment with any of the Companies?",
+ "golden_answers": [
+ "OBLIGATION"
+ ],
+ "context": [
+ "\u201cOut-of-Pocket Costs\u201d means, with respect to a Product, direct expenses paid or payable by either Party or its Affiliates to Third Parties (other than employees of such Party or its Affiliates) that are specifically identifiable and incurred to conduct such activities for the Collaboration hereunder and have been recorded in accordance with the Accounting Standards.",
+ "necessary permits, consents, orders, approvals and authorizations of, or any exemption by, all third parties and Governmental Entities.",
+ "Confidential Information also includes information received by the Participant from third parties in connection with the Participant\u2019s employment by any of the Companies subject to an obligation to maintain the confidentiality of such information."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What term is used to refer to the lenders involved in the transactions that the Company acknowledges it has conducted due diligence on?",
+ "golden_answers": [
+ "SUPPORTING LENDERS"
+ ],
+ "context": [
+ "\u201cBase Rate Advance\u201d shall mean an Advance which the Borrower requests to be made as a Base Rate Advance or is Converted to a Base Rate Advance, in accordance with the provisions of Section 2.2 hereof, and which shall be in a principal amount of at least $1,000,000.00 and in an integral multiple of $500,000.00.",
+ "Audited consolidated financial statements for the three years ended December 31, 2019 of the Borrower and its Subsidiaries.",
+ "Except for the representations and warranties contained in Article VI, the Company acknowledges that it has had an opportunity to conduct any and all due diligence with respect to the Supporting Lenders and any of their respective Subsidiaries in connection with the transactions contemplated hereby."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What is the term used to describe the conversion of Convertible Preferred Stock that is not classified as a Mandatory Conversion?",
+ "golden_answers": [
+ "OPTIONAL CONVERSION"
+ ],
+ "context": [
+ "contributes or with respect to which the Company or any ERISA Affiliate has any liability.",
+ "of the Change of Control Repurchase Price. Subject to Section 8(b), the Company will cause the Change of Control Repurchase Price for each share of Convertible Preferred Stock to be repurchased pursuant to a Repurchase Upon Change of Control to be paid to the Holder thereof on or before the later of (i) the applicable Change of Control Repurchase Date; and (ii) the date such share is tendered to the Transfer Agent or the Company.",
+ "\u201cOptional Conversion\u201d means the conversion of any Convertible Preferred Stock other than a Mandatory Conversion."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What term refers to the responsibilities imposed on the General Partner under this Agreement?",
+ "golden_answers": [
+ "DUTIES"
+ ],
+ "context": [
+ "Notwithstanding any other provision of this Article 13, in the event the Partnership is \u201cliquidated\u201d within the meaning of Regulations Section 1.704-1(b)(2)(ii)(g), but no Liquidating Event has occurred, the Partnership\u2019s property shall not be liquidated.",
+ "The Partnership shall be empowered to do any and all acts and things necessary, appropriate, proper, advisable, incidental to or convenient for the furtherance and accomplishment of the purposes and business described herein and for the protection and benefit of the Partnership.",
+ "The General Partner may exercise any of the powers granted to it by this Agreement and perform any of the duties imposed upon it hereunder either directly or by or through its employees and agents."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What term is used to refer to the Nissan Auto Receivables 2020-A Owner Trust and its successors in the context of the Notes?",
+ "golden_answers": [
+ "ISSUER"
+ ],
+ "context": [
+ "first, to the Administrative Agent\u2019s and the Lenders\u2019 reasonable costs and expenses, if any, incurred in connection with the collection of such payment or prepayment, including, without limitation, all amounts under Section 11.2(b) hereof; second, to the Administrative Agent for any fees hereunder or under any of the other Loan Documents then due and payable.",
+ "All reasonable costs and expenses incurred in connection with transferring the Receivable Files to the Successor Servicer shall be paid by the predecessor Servicer.",
+ "\u201cIssuer\u201d means Nissan Auto Receivables 2020-A Owner Trust unless and until a successor replaces it and, thereafter, means the successor and, for purposes of any provision contained herein and required by the TIA, each other obligor on the Notes."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What term is used to refer to individuals or entities associated with the Administrative Agent and the Lenders that may be explicitly contemplated in the Agreement?",
+ "golden_answers": [
+ "RELATED PARTIES"
+ ],
+ "context": [
+ "if the Requesting Party is the Indenture Trustee or the Owner Trustee, the Indenture Trustee or the Owner Trustee, as applicable, will follow the direction of the related Investor or Certificateholder, as applicable, during the mediation or arbitration.",
+ "to the existing mediation or arbitration that such joinder would not prejudice the rights of the participants to such existing mediation or arbitration or unduly delay such proceeding.",
+ "Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What event triggers MDP's entitlement to designate another nominee for the Board if an MDP Designated Director fails to be appointed?",
+ "golden_answers": [
+ "DEATH"
+ ],
+ "context": [
+ "If any Lender ever receives... any funds of any Borrowers to be applied to the Obligations, all such funds and proceeds shall be forwarded immediately to the Agent for distribution.",
+ "Upon a Limited Partner\u2019s complete withdrawal from the Partnership, such Limited Partner shall be required to restore funds to the Partnership.",
+ "If an MDP Designated Director is not appointed, nominated or elected to the Board because of such person\u2019s death, disability, disqualification, withdrawal as a nominee or for other reason, MDP shall be entitled to designate another nominee and shall do so as promptly as practicable following the failure of such MDP Designated Director to be appointed, nominated or elected to the Board."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What type of report must the Company file to disclose events, circumstances, changes, effects, or conditions that have occurred, which are not already included in their Annual Report on Form 10-K or quarterly report on Form 10-Q?",
+ "golden_answers": [
+ "FORM 8-K"
+ ],
+ "context": [
+ "The Company has prepared a prospectus or a prospectus supplement to the base prospectus included as part of the registration statement.",
+ "part of the Company\u2019s most recent Annual Report on Form 10-K filed with the Commission and incorporated by reference into the Registration Statement and the Prospectus.",
+ "events, circumstances, changes, effects or conditions with respect to the Company and its Subsidiaries disclosed in any Form 10-K, Form 10-Q or Form 8-K."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What term is used to describe the excess amount that the Agent will pay to the Borrower after crediting the Credit Extensions to the Designated Deposit Account?",
+ "golden_answers": [
+ "SURPLUS"
+ ],
+ "context": [
+ "\u201cDesignated Deposit Account\u201d is the account number ending 564\u2026",
+ "On the Funding Date, Agent shall credit the Credit Extensions to the Designated Deposit Account.",
+ "Agent shall pay any surplus to Borrower by credit to the Designated Deposit Account or to other Persons legally entitled thereto; Borrower shall remain liable to Agent and the Lenders for any deficiency."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "Who, according to the provided facts, is not liable to any former holder of Shares for amounts delivered to a public official?",
+ "golden_answers": [
+ "SURVIVING CORPORATION"
+ ],
+ "context": [
+ "The Indenture Trustee, to the extent it is acting in the capacity of securities intermediary with respect to Account Property, covenants and agrees that it is a 'securities intermediary' as defined in the UCC.",
+ "(b) Notes or portions thereof the payment for which money in the necessary amount has been theretofore deposited with the Indenture Trustee or any Paying Agent in trust for the Holders of such Notes;",
+ "Notwithstanding the foregoing, none of the Surviving Corporation, Parent, the Paying Agent or any other Person shall be liable to any former holder of Shares for any amount properly delivered to a public official."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What is the primary focus of the laws, rules, and regulations that are referenced as \"Environmental Laws\"?",
+ "golden_answers": [
+ "PROTECTION OF THE ENVIRONMENT"
+ ],
+ "context": [
+ "costs incurred to comply with laws relating to the removal of hazardous material which was in existence in the Building or on the Project prior to the Lease Commencement Date.",
+ "\u201cEnvironmental Laws\u201d means all laws, rules, regulations, codes, ordinances, orders, decrees, judgments, injunctions, notices or binding agreements issued, promulgated or entered into by any Governmental Authority, relating in any way to the environment, preservation or reclamation of natural resources, or the management, release or threatened release of any Hazardous Material.",
+ "\u201cEnvironmental Laws\u201d means all Laws relating to the protection of the environment."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What regulation is referenced in the context of ensuring that the making of loans and the use of their proceeds comply with federal guidelines?",
+ "golden_answers": [
+ "REGULATION U"
+ ],
+ "context": [
+ "Date\u201d shall mean April 2, 2021, or such earlier date as payment of the Loans shall be due (whether by acceleration or otherwise).",
+ "forgive any loans or issue any loans (other than routine travel advances issued in the ordinary course of business) to any employee;",
+ "the making of the Loans hereunder and the use of the proceeds thereof as contemplated hereby will not violate or be inconsistent with Regulation U or Regulation X."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What is the entity referred to as having the obligation to pay cash amounts on the Convertible Preferred Stock when sufficient funds are not legally available?",
+ "golden_answers": [
+ "COMPANY"
+ ],
+ "context": [
+ "Protective Payments if Borrower fails to obtain the insurance called for.",
+ "If an Event of Default has occurred and is continuing, Agent shall have the right to apply in any order any funds in its possession, whether from Borrower account balances, payments, proceeds realized as the result of any collection of Accounts or other disposition of the Collateral, or otherwise, to the Obligations.",
+ "Legally Available Funds. Without limiting the rights of any Holder (including pursuant to Section 6), if the Company does not have sufficient funds legally available to fully pay any cash amount otherwise due on the Convertible Preferred Stock, then the Company will pay the deficiency promptly after funds thereafter become legally available therefor."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What term is used to describe the collaborative arrangement that requires unanimous approval from the JPC and can be terminated by Amerimmune with prior notice?",
+ "golden_answers": [
+ "STRATEGIC PARTNERSHIP"
+ ],
+ "context": [
+ "The Company has the corporate power and authority to enter into this Agreement and the other Transaction Documents.",
+ "Amerimmune shall have the right to terminate this Agreement in its entirety at any time upon at least thirty (30) days prior written notice to Histogen in the event that such Strategic Partnership is terminated.",
+ "The JPC shall review and unanimously approve any proposed Strategic Partnership."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What type of rights or agreements governs or restricts the development, ownership, use, practice, or enforcement related to inventions, designs, and creations made by the Company or its Subsidiaries?",
+ "golden_answers": [
+ "INTELLECTUAL PROPERTY"
+ ],
+ "context": [
+ "Restrictions on incurring Indebtedness are detailed, explaining exceptions under specific scenarios.",
+ "any written agreement or instrument evidencing or governing Indebtedness (including, for the avoidance of doubt, any Commodity Hedge Agreement, but excluding the Loan Documents) with a principal amount or notional amount in excess of $500,000; provided that any bid, surety, performance, appeal, regulatory or similar bonds obtained in the ordinary course of business, shall not be considered a Material Contract.",
+ "is a material Contract pursuant to which the Company or any of its Subsidiaries grants or receives any license, covenant not to sue or similar right with respect to, or governs or restricts the development, ownership, use, practice or enforcement of, any Intellectual Property."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What legal process may occur in the event of a company's financial distress that could allow for the management of its assets under court supervision, as referenced in relation to the termination of an agreement during bankruptcy proceedings?",
+ "golden_answers": [
+ "RECEIVERSHIP"
+ ],
+ "context": [
+ "The Business shall be conducted in the ordinary course of business consistent with past practice and in accordance with applicable Law.",
+ "1.1.65 'Law' means any law, statute, rule, regulation, ordinance or other pronouncement having the effect of law... including Good Clinical Practices.",
+ "To the extent permitted by Law, this Agreement may be terminated by either Party upon the filing or institution of bankruptcy."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What term refers to the extent to which a document or action successfully produces a desired result, especially in the context of the Debt Financing and its conditions?",
+ "golden_answers": [
+ "EFFECTIVENESS"
+ ],
+ "context": [
+ "the effectiveness of any documents executed by or on behalf of the Company in connection with the Debt Financing shall be subject to, and shall not be effective until, the consummation of the Closing.",
+ "\u201cEffectiveness\u201d means the extent to which something is successful in producing a desired result.",
+ "The failure to do so will not affect the effectiveness of such termination."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What action must the Borrower take regarding a LIBOR Advance if the Lender cannot lawfully maintain its funding until the last day of the Interest Period?",
+ "golden_answers": [
+ "CONVERT"
+ ],
+ "context": [
+ "If the date on which accrued commitment fees are payable is not a Domestic Business Day, the date for payment of such fees shall be extended to the next succeeding Domestic Business Day.",
+ "\u201cInterest Payment Date\u201d means (a) with respect to any ABR Loan, the last day of each March, June, September and December and (b) with respect to any Euro-Currency Loan, the last day of the Interest Period applicable to the Borrowing of which such Loan is a part.",
+ "notwithstanding anything contained in Article 2 hereof, the Borrower shall Convert such LIBOR Advance to a Base Rate Advance on either (a) the last day of the then current Interest Period applicable to such affected LIBOR Advance if such Lender may lawfully continue to maintain and fund its portion of such LIBOR Advance to such day or (b) immediately if such Lender may not lawfully continue to fund and maintain its portion of such affected LIBOR Advance to such day."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What term describes the action taken by the General Partner when executing agreements on behalf of the Partnership?",
+ "golden_answers": [
+ "DELIVERY"
+ ],
+ "context": [
+ "Limited Partners\u2019 Rights to Transfer",
+ "The General Partner, following the direction and approval of the Board of Directors, may change the name of the Partnership at any time and from time to time and shall notify the Limited Partners of such change in the next regular communication to the Limited Partners.",
+ "Each of the Limited Partners agrees that the General Partner is authorized to execute, deliver, and perform agreements on behalf of the Partnership."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What term is used to describe all ideas, methods, inventions, and developments created by the Employee during their employment that are owned exclusively by the Company?",
+ "golden_answers": [
+ "WORK PRODUCTS"
+ ],
+ "context": [
+ "Employee will not, during or after Employee\u2019s employment, use any Confidential Information for any purpose that is not authorized by the Company.",
+ "\u201cConfidential Information\u201d shall mean all information or a compilation of information, in any form (tangible or intangible or otherwise), that is not generally known to competitors or the public, which Company considers to be confidential and/or proprietary, including but not limited to: research and development; techniques; methodologies; strategies; product information, designs, prototypes and technical specifications; algorithms, source codes, object codes, trade secrets or technical data; training materials methods; internal policies and procedures; marketing plans and strategies; pricing and cost policies; customer, supplier, vendor and partner lists and accounts; customer and supplier preferences; contract terms and rates; financial data, information, reports, and forecasts; inventions, improvements and other intellectual property; product plans or proposed product plans; know-how; designs, processes or formulas; software and website applications; computer passwords; market or sales information, plans or strategies; business plans, prospects and opportunities (including, but not limited to, possible acquisitions or dispositions of businesses or facilities); information concerning existing or potential customers, partners or vendors.",
+ "The Participant acknowledges and agrees that all ideas, methods, inventions, discoveries, improvements, work products, developments, software, know-how, processes, techniques, works of authorship and other work product, whether patentable or unpatentable, will belong exclusively to the Companies."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "Who is one of the Joint Lead Arrangers mentioned in the Term Loan Agreement dated April 3, 2020?",
+ "golden_answers": [
+ "SANTANDER BANK, N.A."
+ ],
+ "context": [
+ "\u201cToronto Dominion\u201d shall mean Toronto Dominion (Texas) LLC or any of its affiliates that is a bank.\u201d",
+ "TERM LOAN AGREEMENT AMONG AMERICAN TOWER CORPORATION, AS BORROWER; TORONTO DOMINION (TEXAS) LLC AS ADMINISTRATIVE AGENT FOR THE LENDERS; AND THE FINANCIAL INSTITUTIONS WHOSE NAMES APPEAR AS LENDERS ON THE SIGNATURE PAGES HEREOF; AND WITH MORGAN STANLEY MUFG LOAN PARTNERS, LLC AND THE BANK OF NOVA SCOTIA AS CO-SYNDICATION AGENTS; AND TD SECURITIES (USA) LLC COBANK, ACB and SANTANDER BANK, N.A. AS JOINT LEAD ARRANGERS AND JOINT BOOKRUNNERS DATED AS OF APRIL 3, 2020.",
+ "\u201cJoint Lead Arrangers\u201d shall mean TD Securities (USA) LLC, CoBank, ACB and Santander Bank, N.A."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What term is defined as an EEA Resolution Authority or, in relation to any UK Financial Institution, a UK Resolution Authority?",
+ "golden_answers": [
+ "RESOLUTION AUTHORITY"
+ ],
+ "context": [
+ "\u201cUK Resolution Authority\u201d means the Bank of England or any other public administrative authority having responsibility for the resolution of any UK Financial Institution.",
+ "\u201cUK Resolution Authority\u201d means the Bank of England or any other public administrative authority\u2026",
+ "\u201cResolution Authority\u201d means an EEA Resolution Authority or, with respect to any UK Financial Institution, a UK Resolution Authority."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What term refers to the legal procedure involved in serving documents related to transactions and proceedings as mentioned in the provided facts?",
+ "golden_answers": [
+ "PROCESS"
+ ],
+ "context": [
+ "the transactions contemplated hereby or the process leading thereto",
+ "Nothing contained herein shall be deemed to limit in any way any right to serve process in any manner permitted by law.",
+ "Process in any such proceeding may be served on any Person with respect to such Applicable Matters anywhere in the world."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What is the amount in cash equal to the value of a share of Convertible Preferred Stock upon redemption or liquidation?",
+ "golden_answers": [
+ "LIQUIDATION PREFERENCE"
+ ],
+ "context": [
+ "Without limiting any adjustments to the Liquidation Preference required by this Certificate of Designations, the Conversion Rate will not be adjusted to account for any accumulated and unpaid Regular Dividends on any Convertible Preferred Stock being converted.",
+ "The Convertible Preferred Stock will accumulate Regular Dividends.",
+ "The Redemption Price for any share of Convertible Preferred Stock to be repurchased pursuant to a Redemption is an amount in cash equal to the Liquidation Preference of such share at the Close of Business on the Redemption Date."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What is the term used to describe the monthly payment a Participant receives starting on their Normal Retirement Date, calculated under Article III?",
+ "golden_answers": [
+ "RETIREMENT BENEFIT"
+ ],
+ "context": [
+ "Shares Subject to the Plan.",
+ "The Option Exercise Price of Common Stock acquired pursuant to an Option shall be paid in various acceptable methods.",
+ "1.47 Retirement Benefit: The retirement benefit of a Participant calculated under Article III in the form of a single life annuity payable monthly commencing on Normal Retirement Date for the life of the Participant."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What term is used to describe an individual who is classified, treated, or otherwise characterized by an Employer as not being an employee?",
+ "golden_answers": [
+ "INDEPENDENT CONTRACTOR"
+ ],
+ "context": [
+ "In granting the release herein, which includes claims that may be unknown to me at present, I acknowledge that I expressly waive and relinquish any and all rights and benefits under any applicable law or statute providing.",
+ "increase in any manner the compensation, consulting fees, incentive, bonus, retirement, welfare, fringe or other benefits, severance or termination pay of any employee or independent contractor;",
+ "Any individual who is classified, treated, or otherwise characterized by an Employer as an independent contractor is not included in the term 'Employee.'"
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What term is used to refer to the legal rights and ownership interests in properties mentioned in Section 2.17?",
+ "golden_answers": [
+ "TITLES"
+ ],
+ "context": [
+ "the power of attorney under this Section 2.17 is expressly limited to the rights and powers set forth herein and no additional rights or powers are herein created or implied.",
+ "Agent shall have the same rights and powers in its capacity as a Lender as any other Lender and may exercise the same as though it were not Agent",
+ "all Properties, rights, titles, interests and estates described or referred to above"
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What term is defined as any material adverse effect on the enforceability of any Transaction Document, or the results of operations, assets, business, or financial condition of the Company and its Subsidiaries?",
+ "golden_answers": [
+ "MATERIAL ADVERSE EFFECT"
+ ],
+ "context": [
+ "An ERISA Event shall occur that could reasonably be expected to result in a Material Adverse Effect.",
+ "\u201cMaterial Adverse Effect\u201d means any material adverse effect on the enforceability of any Transaction Document, or the results of operations, assets, business or financial condition of the Company and its Subsidiaries.",
+ "would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect."
+ ],
+ "nary": 2,
+ "nhop": 3
+ },
+ {
+ "question": "What aspect of business relationships may be impacted if someone terminates their relationship with any of the Companies, according to the provided facts?",
+ "golden_answers": [
+ "SALES"
+ ],
+ "context": [
+ "to terminate their relationship with any of the Companies, or do any act which may interfere with or result in the impairment of the relationship, including any reduction in sales or purchases, between any of the Companies and such customers, suppliers or agents;"
+ ],
+ "nary": 3,
+ "nhop": 1
+ },
+ {
+ "question": "What type of consequence must the Tenant protect the Landlord from in case of failure to surrender the Premises?",
+ "golden_answers": [
+ "LOSS"
+ ],
+ "context": [
+ "The Tenant shall protect, defend, indemnify, and hold Landlord harmless from all loss, costs, and liability resulting from such failure to surrender the Premises."
+ ],
+ "nary": 3,
+ "nhop": 1
+ },
+ {
+ "question": "What is the term used to describe a situation where a borrower fails to meet the obligations specified in a loan agreement, triggering specific actions from the lenders?",
+ "golden_answers": [
+ "EVENT OF DEFAULT"
+ ],
+ "context": [
+ "Immediately upon the occurrence of an Event of Default under Section\u00a08.1(b), (f) or (g) hereunder and following a request from the Majority Lenders upon the occurrence of any other Event of Default hereunder, the outstanding principal balance of the Loans shall bear interest at the Default Rate."
+ ],
+ "nary": 3,
+ "nhop": 1
+ },
+ {
+ "question": "What is the term used to describe the date on which the Partnership identifies the Partners eligible to receive distributions of Available Cash?",
+ "golden_answers": [
+ "PARTNERS RECORD DATE"
+ ],
+ "context": [
+ "Section 5.1. Requirement and Characterization of Distributions The General Partner shall distribute at least quarterly a portion of Available Cash generated by the Partnership during such quarter or shorter period, such portion as determined by the General Partner following the direction and approval of the Board of Directors, to the Partners that are Partners on the Partnership Record Date."
+ ],
+ "nary": 3,
+ "nhop": 1
+ },
+ {
+ "question": "What must the tenant comply with according to the lease agreement?",
+ "golden_answers": [
+ "GOVERNMENTAL RULES"
+ ],
+ "context": [
+ "Tenant shall comply with governmental rules, regulations and guidelines applicable thereto."
+ ],
+ "nary": 3,
+ "nhop": 1
+ },
+ {
+ "question": "Who must receive any notice in connection with a requested Advance or Conversion before 11:00 a.m. on a Business Day?",
+ "golden_answers": [
+ "ADMINISTRATIVE AGENT"
+ ],
+ "context": [
+ "Any notice given to the Administrative Agent in connection with a requested Advance or Conversion hereunder shall be given to the Administrative Agent prior to 11:00 a.m. (New York, New York time) in order for such Business Day to count toward the minimum number of Business Days required."
+ ],
+ "nary": 3,
+ "nhop": 1
+ },
+ {
+ "question": "What term describes the process by which a borrower may not dissolve or wind up its operations according to the agreement?",
+ "golden_answers": [
+ "LIQUIDATION"
+ ],
+ "context": [
+ "Liquidation or Merger. The Borrower shall not, at any time, liquidate or dissolve itself (or suffer any liquidation or dissolution) or otherwise wind up, or enter into any merger or consolidation."
+ ],
+ "nary": 3,
+ "nhop": 1
+ },
+ {
+ "question": "What is the title of the document dated October 27, 2010, involving Endologix?",
+ "golden_answers": [
+ "AGREEMENT AND PLAN OF MERGER AND REORGANIZATION"
+ ],
+ "context": [
+ "Agreement and Plan of Merger and Reorganization, dated October 27, 2010, by and among Endologix"
+ ],
+ "nary": 3,
+ "nhop": 1
+ },
+ {
+ "question": "What is the title of the article that outlines the responsibilities of User to protect and defend Owner and its affiliated parties from liabilities?",
+ "golden_answers": [
+ "INDEMNIFICATION"
+ ],
+ "context": [
+ "ARTICLE XV
INDEMNIFICATION
In addition to the other indemnities contained herein, and notwithstanding the existence of any insurance carried by or for the benefit of Owner or User, and without regard to the policy limits of any such insurance, (a) User shall protect, indemnify, save harmless and defend Owner and its principals, partners, officers, members, directors, shareholders, employees, managers, agents and servants (collectively, the \u201cOwner Indemnified Parties\u201d; each individually, an \u201cOwner Indemnified Party\u201d), from and against all liabilities, obligations."
+ ],
+ "nary": 3,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to describe the entities that issue, promulgate, or enter into laws, rules, and regulations related to environmental protection?",
+ "golden_answers": [
+ "GOVERNMENTAL AUTHORITY"
+ ],
+ "context": [
+ "\u201cEnvironmental Laws\u201d means all laws, rules, regulations, codes, ordinances, orders, decrees, judgments, injunctions, notices or binding agreements issued, promulgated or entered into by any Governmental Authority, relating in any way to the environment, preservation or reclamation of natural resources, or the management, release or threatened release of any Hazardous Material."
+ ],
+ "nary": 3,
+ "nhop": 1
+ },
+ {
+ "question": "What is the name of the GTP Infrastructure entity that is specifically the third in the series?",
+ "golden_answers": [
+ "GTP INFRASTRUCTURE III, LLC"
+ ],
+ "context": [
+ "GTP Infrastructure entities like GTP Infrastructure I, LLC are listed."
+ ],
+ "nary": 3,
+ "nhop": 1
+ },
+ {
+ "question": "What aspect of the Business and its relationships is specifically mentioned alongside suppliers in the preservation efforts by the Company and its Subsidiaries?",
+ "golden_answers": [
+ "CUSTOMERS"
+ ],
+ "context": [
+ "the Company and its Subsidiaries shall use their respective commercially reasonable efforts to preserve intact the Business and their relationship with customers, suppliers..."
+ ],
+ "nary": 3,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to describe individuals who may receive indemnification along with officers and directors in a company?",
+ "golden_answers": [
+ "MANAGERS"
+ ],
+ "context": [
+ "indemnification to officers, managers and directors\u2026"
+ ],
+ "nary": 3,
+ "nhop": 1
+ },
+ {
+ "question": "What section of the Indenture outlines the voting cooperation required by the Instituting Noteholders, as referenced in Section 10.14?",
+ "golden_answers": [
+ "SECTION 7.08"
+ ],
+ "context": [
+ "Section 10.14 outlines the cooperation required for voting by the Instituting Noteholders pursuant to Section 7.08 of the Indenture."
+ ],
+ "nary": 3,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to describe an individual or entity that may potentially acquire rights or benefits under the Company Stock Plan following the Effective Time?",
+ "golden_answers": [
+ "PERSON"
+ ],
+ "context": [
+ "ensure that following the Effective Time, (x) no Person shall have any right to acquire any securities of the Company or to receive any payment, right or benefit with respect to any award previously granted under the Company Stock Plan."
+ ],
+ "nary": 3,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to a total amount owed, such as for installment payments or damages, as mentioned in the context of Golf Course Use Payments in a legal agreement?",
+ "golden_answers": [
+ "SUM"
+ ],
+ "context": [
+ "Suit or suits for the recovery of damages, or for a sum equal to any installment or installments of Golf Course Use Payments payable hereunder, or for any other sums payable by User to Owner pursuant to this Agreement, may be brought by Owner from time to time at Owner\u2019s election."
+ ],
+ "nary": 3,
+ "nhop": 1
+ },
+ {
+ "question": "What is the term used to refer to this document that outlines the specifications and amendments related to a company\u2019s convertible securities?",
+ "golden_answers": [
+ "CERTIFICATE OF DESIGNATIONS"
+ ],
+ "context": [
+ "During the Pre-Closing Period, the Company shall not affect any transaction that would have resulted in an adjustment to the Conversion Rate.",
+ "\u201cCertificate of Designations\u201d means this Certificate of Designations, as amended or supplemented from time to time."
+ ],
+ "nary": 3,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to describe the days on which the Company is required to provide Comfort Letters to the Agent?",
+ "golden_answers": [
+ "TRADING DAYS"
+ ],
+ "context": [
+ "Absence of Fiduciary Relationship. The Company acknowledges and agrees that: (a) the Agent is acting solely as agent in connection with the public offering of the Placement Shares and in connection with each transaction contemplated by this Agreement.",
+ "Comfort Letter. (1) On or prior to the date of the first Placement Notice and (2) within five (5) Trading Days of each Representation Date with respect to which the Company is obligated to deliver a certificate pursuant to Section 7(l) for which no waiver is applicable and excluding the date of this Agreement, the Company shall cause its independent registered public accounting firm to furnish the Agent letters (the 'Comfort Letters')."
+ ],
+ "nary": 3,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to refer to the ownership stakes, including Limited Partner Interests, held by the Partners in the Partnership?",
+ "golden_answers": [
+ "PARTNERSHIP INTERESTS"
+ ],
+ "context": [
+ "Subject to this Section 3.4, it is expressly acknowledged and agreed by the Partners that the General Partner may, following the direction and approval of the Board of Directors, waive or otherwise modify the application with respect to any Partner(s) or Assignee(s) of any provision herein restricting, prohibiting or otherwise relating to (i) the transfer of a Limited Partner Interest or the Partnership Units evidencing the same, (ii) the admission of any Limited Partners and (iii) the Redemption Rights of such Partners.",
+ "\u201cLimited Partner\u201d means any Person named as a limited partner of the Partnership in Exhibit A attached hereto, as such Exhibit may be amended from time to time, or any Substituted Limited Partner or Additional Limited Partner, in such Person\u2019s capacity as a limited partner of the Partnership."
+ ],
+ "nary": 3,
+ "nhop": 2
+ },
+ {
+ "question": "What is the term used to refer to the legal document that outlines the terms, covenants, or conditions under which the Owner or User may enforce or interpret against each other and also includes provisions regarding costs and expenses for transferring Receivable Files?",
+ "golden_answers": [
+ "AGREEMENT"
+ ],
+ "context": [
+ "If Owner or User brings an action or other proceeding against the other to enforce or interpret any of the terms, covenants or conditions hereof or any instrument executed pursuant to this Agreement... ",
+ "All reasonable costs and expenses (including attorneys\u2019 fees) incurred in connection with transferring the Receivable Files to the Successor Servicer and amending this Agreement to reflect such succession as Servicer shall be paid by the predecessor Servicer upon presentation of reasonable documentation."
+ ],
+ "nary": 3,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to refer to the sum of total assets for the Borrower and its Subsidiaries on a consolidated basis as required for financial reporting?",
+ "golden_answers": [
+ "CONSOLIDATED TOTAL ASSETS"
+ ],
+ "context": [
+ "\u201cSenior Secured Debt\u201d shall mean, for the Borrower and its Subsidiaries on a consolidated basis as of any date...\u201d",
+ "All financial data (including financial ratios and other financial calculations) required to be submitted pursuant to this Agreement shall be prepared in accordance with GAAP applied in a manner consistent with that used to prepare the most recent audited consolidated financial statements of the Borrower and its Subsidiaries."
+ ],
+ "nary": 3,
+ "nhop": 2
+ },
+ {
+ "question": "What section of the agreement outlines the applicable legal framework for interpreting the rights and obligations of the parties?",
+ "golden_answers": [
+ "GOVERNING LAW"
+ ],
+ "context": [
+ "The parties hereby mutually agree to the exclusive jurisdiction of the Superior Court of the Commonwealth of Massachusetts or the United States District Court for the District of Massachusetts for any dispute arising hereunder.",
+ "GOVERNING LAW; ARBITRATION. This Agreement, the rights and obligations of the parties hereto, and all claims or disputes relating thereto, shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts, without regard to the choice of law provisions thereof."
+ ],
+ "nary": 3,
+ "nhop": 2
+ },
+ {
+ "question": "What term refers to the rules established by authorities that companies must follow to ensure compliance with laws, particularly in the context of REIT qualification and requirements?",
+ "golden_answers": [
+ "REGULATIONS"
+ ],
+ "context": [
+ "laws, regulations and sanctions, state and federal, criminal and civil",
+ "The Partnership shall also cause to be promptly prepared such reports and/or information as are necessary for the Company to determine its qualification as a REIT and its compliance with the requirements for REITs pursuant to the Code and Regulations."
+ ],
+ "nary": 3,
+ "nhop": 2
+ },
+ {
+ "question": "What financial metric is defined in Section 7.01 that the Company must adhere to?",
+ "golden_answers": [
+ "NET DEBT TO TOTAL CAPITAL RATIO"
+ ],
+ "context": [
+ "Section 7.01 details the Net Debt to Total Capital Ratio that the Company must adhere to.",
+ "\u201cNet Debt to Total Capital Ratio\u201d has the meaning assigned to such term in Section 7.01."
+ ],
+ "nary": 3,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to refer to the individuals or entities that ultimately own Partnership Units, as indicated in the Beneficial Ownership Certification?",
+ "golden_answers": [
+ "BENEFICIAL OWNERS"
+ ],
+ "context": [
+ "Right of the Company to Redeem the Convertible Preferred Stock. The Company will have the right to redeem the Convertible Preferred Stock in the manner, and subject to the terms, set forth in Section 7 of the Certificate of Designations.",
+ "The term \u201ctransfer\u201d when used in this Article 11 does not include (i) any redemption of Partnership Interests by the Partnership from a Limited Partner, (ii) any acquisition of Partnership Units from a Limited Partner by the Operating Partnership pursuant to Section 8.6, or (iii) any distribution of Partnership Units by a Limited Partner to its beneficial owners.",
+ "the information provided in the Beneficial Ownership Certification delivered to such Lender that would result in a change to the list of beneficial owners."
+ ],
+ "nary": 3,
+ "nhop": 3
+ },
+ {
+ "question": "What must approve any Transfers prior to execution?",
+ "golden_answers": [
+ "BOARD OF DIRECTORS"
+ ],
+ "context": [
+ "No \u201cfair price\u201d, \u201cmoratorium\u201d, \u201ccontrol share acquisition\u201d or other similar anti-takeover statute or regulation, including Section 203 of the DGCL, is applicable to the Company.",
+ "The Company and its Board of Directors have taken or will take prior to the Commencement Date all necessary action, if any, in order to render inapplicable any control share acquisition, business combination, poison pill or other similar anti-takeover provision under the Certificate of Incorporation.",
+ "The Board of Directors must approve any Transfers prior to execution."
+ ],
+ "nary": 3,
+ "nhop": 3
+ },
+ {
+ "question": "What term refers to legal claims that may arise in favor of purchasers during an asset sale, as mentioned in the provided facts?",
+ "golden_answers": [
+ "LIENS"
+ ],
+ "context": [
+ "complete written records (the \u201cRecords\u201d), in the manner prescribed by the Companies, of all Inventions, and will promptly disclose all Inventions completely and in writing to the Companies.",
+ "The Participant agrees to return, promptly following the termination of the Participant\u2019s employment with any of the Companies, any and all of the Companies\u2019 property in the Participant\u2019s possession.",
+ "Liens arising by operation of law in favor of purchasers in connection with any asset sale permitted hereunder; provided, however, that such Lien only encumbers the property being sold."
+ ],
+ "nary": 3,
+ "nhop": 3
+ },
+ {
+ "question": "What term is used to refer to the real estate that the Purchaser intends to inspect and use as specified in the agreement?",
+ "golden_answers": [
+ "PROPERTY"
+ ],
+ "context": [
+ "As a condition precedent to Purchaser\u2019s right to enter upon and inspect the Property as set forth in this Paragraph 19, Purchaser or Purchaser\u2019s consultants shall obtain and maintain, at its sole cost and expense (and/or, as appropriate, cause its contractors to keep and maintain), comprehensive commercial general liability insurance.",
+ "material portion of the Property, and which would have a material adverse effect on Purchaser\u2019s Intended Use of the Property, Purchaser may, at its option, by notice to Seller, terminate this Agreement.",
+ "the Association that would require the payment of any money to, or the performance of any improvements or other obligations benefiting or required by, any governmental authorities that will be binding on Purchaser, the Association or the Property after Closing."
+ ],
+ "nary": 3,
+ "nhop": 3
+ },
+ {
+ "question": "What type of law is referenced regarding voluntary proceedings, liquidation, and the rights of creditors that affects lenders and debtors?",
+ "golden_answers": [
+ "BANKRUPTCY LAW"
+ ],
+ "context": [
+ "\u201cDefaulting Lender\u201d means... any Lender that, as determined by the Administrative Agent, has... become the subject of a voluntary proceeding under any bankruptcy or other debtor relief law... ",
+ "subject to the effect of bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting creditors\u2019 rights generally...",
+ "the Partner commences a voluntary proceeding seeking liquidation, reorganization or other relief under any bankruptcy, insolvency or other similar law now or hereafter in effect"
+ ],
+ "nary": 3,
+ "nhop": 3
+ },
+ {
+ "question": "Who is entitled to notice of all stockholder meetings or proposed actions by written consent?",
+ "golden_answers": [
+ "HOLDERS"
+ ],
+ "context": [
+ "the Holders will be entitled to notice of all stockholder meetings or proposed actions by written consent in accordance with the Certificate of Incorporation, the Bylaws of the Company, and the Delaware General Corporation Law as if the Holders were holders of Common Stock.",
+ "Voting Rights. The Convertible Preferred Stock will have no voting rights except as set forth in this Section 9 or as provided in the Certificate of Incorporation or required by the Delaware General Corporation Law.",
+ "Voting Rights. Holders of the Convertible Preferred Stock have the voting rights set forth in Section 9 of the Certificate of Designations."
+ ],
+ "nary": 3,
+ "nhop": 3
+ },
+ {
+ "question": "What term refers to a fractional, undivided share of the Partnership Interests?",
+ "golden_answers": [
+ "PARTNERSHIP UNIT"
+ ],
+ "context": [
+ "Subject to this Section 3.4, it is expressly acknowledged and agreed by the Partners that the General Partner may, following the direction and approval of the Board of Directors, waive or otherwise modify the application with respect to any Partner(s) or Assignee(s) of any provision herein restricting, prohibiting or otherwise relating to (i) the transfer of a Limited Partner Interest or the Partnership Units evidencing the same, (ii) the admission of any Limited Partners and (iii) the Redemption Rights of such Partners.",
+ "Generally, a transferee (including an Assignee) of a Partnership Unit shall succeed to a pro rata portion of the Capital Account of the transferor.",
+ "\u201cPartnership Unit\u201d means a fractional, undivided share of the Partnership Interests..."
+ ],
+ "nary": 3,
+ "nhop": 3
+ },
+ {
+ "question": "What term is used to refer to the individuals and entities that are protected under the indemnification clauses in Article XV of the agreement?",
+ "golden_answers": [
+ "USER INDEMNIFIED PARTIES"
+ ],
+ "context": [
+ "ARTICLE XV
INDEMNIFICATION
In addition to the other indemnities contained herein, and notwithstanding the existence of any insurance carried by or for the benefit of Owner or User, and without regard to the policy limits of any such insurance, (a) User shall protect, indemnify, save harmless and defend Owner and its principals, partners, officers, members, directors, shareholders, employees, managers, agents and servants (collectively, the \u201cOwner Indemnified Parties\u201d; each individually, an \u201cOwner Indemnified Party\u201d), from and against all liabilities, obligations.",
+ "\u201cUser Indemnified Parties\u201d: As defined in Article XV.",
+ "User Indemnified Parties: As defined in Article XV."
+ ],
+ "nary": 3,
+ "nhop": 3
+ },
+ {
+ "question": "What process involves a thorough examination of legal, regulatory, and financial details that are essential for effective corporate governance?",
+ "golden_answers": [
+ "ASSESSMENT OF PROPOSALS"
+ ],
+ "context": [
+ "the assessment of proposals also involves careful scrutiny of legal, regulatory, and financial details that form the foundation of sound corporate governance."
+ ],
+ "nary": 4,
+ "nhop": 1
+ },
+ {
+ "question": "What legal term is often used to refer to a directive issued by a governmental authority to enforce compliance with environmental laws?",
+ "golden_answers": [
+ "ORDER"
+ ],
+ "context": [
+ "\u201cEnvironmental Laws\u201d means all laws, rules, regulations, codes, ordinances ..."
+ ],
+ "nary": 4,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to describe an employee of the Company or its Subsidiaries who remains employed immediately prior to and after the Effective Time?",
+ "golden_answers": [
+ "CONTINUING EMPLOYEE"
+ ],
+ "context": [
+ "Parent agrees that each employee of the Company or its Subsidiaries immediately prior to the Effective Time who continues to remain employed shall be provided with a base salary that is no less favorable than the base salary prior to the Effective Time."
+ ],
+ "nary": 4,
+ "nhop": 1
+ },
+ {
+ "question": "What is the jurisdiction under which the contractual agreements pertaining to the resignation of the Agent are governed?",
+ "golden_answers": [
+ "STATE OF CALIFORNIA"
+ ],
+ "context": [
+ "Agent may at any time give notice of its resignation to Lenders and Borrower, which resignation shall not be effective until the time at which the majority of the Lenders have delivered to Agent their written consent to such resignation."
+ ],
+ "nary": 4,
+ "nhop": 1
+ },
+ {
+ "question": "What type of business entity is described as being duly qualified in its jurisdiction of organization and recognized as a foreign entity?",
+ "golden_answers": [
+ "FOREIGN LIMITED PARTNERSHIP"
+ ],
+ "context": [
+ "Under the laws of its jurisdiction of organization and is duly qualified as a foreign corporation, foreign limited partnership, or foreign limited liability company, as the case may be."
+ ],
+ "nary": 4,
+ "nhop": 1
+ },
+ {
+ "question": "What type of bankruptcy protection did the Debtors seek under the United States Bankruptcy Code?",
+ "golden_answers": [
+ "CHAPTER 11"
+ ],
+ "context": [
+ "The Debtors filed voluntary petitions for relief under Chapter 11 of Title 11 of the United States Code in the United States Bankruptcy Court for the Northern District of Illinois."
+ ],
+ "nary": 4,
+ "nhop": 1
+ },
+ {
+ "question": "Which party is one of the three entities that agrees to cooperate with the Indenture Trustee for institutional voting as per Section 7.08?",
+ "golden_answers": [
+ "NMAC"
+ ],
+ "context": [
+ "Each of NMAC, the Seller and the Issuer agrees to cooperate with the Indenture Trustee for institutional voting as per Section 7.08."
+ ],
+ "nary": 4,
+ "nhop": 1
+ },
+ {
+ "question": "What is the term used to describe the intangible asset associated with the favorable reputation and customer relationships of a business, which contributes to the fair salable value of its consolidated assets?",
+ "golden_answers": [
+ "GOODWILL"
+ ],
+ "context": [
+ "The fair salable value of Borrower\u2019s consolidated assets (including goodwill minus disposition costs) exceeds the fair value of Borrower\u2019s liabilities; Borrower is not left with unreasonably small capital after the transactions in this Agreement; and Borrower is able to pay its debts (including trade debts) as they mature."
+ ],
+ "nary": 4,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to refer to the individuals or groups that have agreed to support the Restructuring in accordance with the Agreement?",
+ "golden_answers": [
+ "PARTIES"
+ ],
+ "context": [
+ "a solicitation of acceptances of any chapter 11 plan; and WHEREAS, the Parties have agreed to support the Restructuring subject to and in accordance with the terms of this Agreement."
+ ],
+ "nary": 4,
+ "nhop": 1
+ },
+ {
+ "question": "What is the title of Joshua Weingard as mentioned in the certification?",
+ "golden_answers": [
+ "CHIEF LEGAL OFFICER"
+ ],
+ "context": [
+ "The undersigned, Joshua Weingard, Secretary and Chief Legal Officer of the Company, hereby certifies, on behalf of the Company and not in his individual capacity, as follows."
+ ],
+ "nary": 4,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to describe a lender that is considered ineligible due to default or invoking specific sections of the loan agreement?",
+ "golden_answers": [
+ "DISQUALIFIED INSTITUTION"
+ ],
+ "context": [
+ "or if any Lender becomes a Defaulting Lender or invokes Section 2.22."
+ ],
+ "nary": 4,
+ "nhop": 1
+ },
+ {
+ "question": "What term describes the behavior that excludes the Seller from protection against liability due to negligence or misfeasance under the Agreement?",
+ "golden_answers": [
+ "RECKLESS DISREGARD"
+ ],
+ "context": [
+ "provide, however, that this provision shall not protect the Seller or any such person against any liability that would otherwise be imposed by reason of willful misfeasance, bad faith or negligence in the performance of duties or by reason of reckless disregard of obligations and duties under this Agreement."
+ ],
+ "nary": 4,
+ "nhop": 1
+ },
+ {
+ "question": "What type of payment is commonly included in the amounts due upon termination of employment, often reflecting unused leave or time off?",
+ "golden_answers": [
+ "VACATION"
+ ],
+ "context": [
+ "the amounts due under Sections 6(a)(i) through 6(a)(iii) hereof to be paid within thirty (30) days following termination of employment..."
+ ],
+ "nary": 4,
+ "nhop": 1
+ },
+ {
+ "question": "What type of debt is often referenced in formal certificates and agreements, particularly in financial transactions involving collateral?",
+ "golden_answers": [
+ "SENIOR SECURED DEBT"
+ ],
+ "context": [
+ "IN WITNESS WHEREOF, the undersigned has executed this certificate as of the date first written above."
+ ],
+ "nary": 4,
+ "nhop": 1
+ },
+ {
+ "question": "Who is responsible for carrying out the servicing and administrative duties under the agreement?",
+ "golden_answers": [
+ "SERVICER"
+ ],
+ "context": [
+ "Trustee or the Securityholders. The Issuer shall furnish the Servicer with any powers of attorney and other documents reasonably necessary or appropriate to enable the Servicer to carry out its servicing and administrative duties hereunder."
+ ],
+ "nary": 4,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to refer to Loans or Borrowings that are specifically identified as being Revolving Loans?",
+ "golden_answers": [
+ "CLASS"
+ ],
+ "context": [
+ "\u201cClass\u201d, when used in reference to any Loan or Borrowing, refers to such Loan, or the Loans comprising such Borrowing, as being Revolving Loans."
+ ],
+ "nary": 4,
+ "nhop": 1
+ },
+ {
+ "question": "Who is the person that accepted all the terms of the Offer Letter?",
+ "golden_answers": [
+ "DYLAN B. LISSETTE"
+ ],
+ "context": [
+ "None of the terms, covenants, conditions or provisions of this Lease can be modified, deleted or added to except in writing signed by the parties hereto.",
+ "Acceptance of Offer I have read, understood and accept all the terms of this Offer Letter."
+ ],
+ "nary": 4,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to refer to the person designated to receive benefits from a Participant's account after their death?",
+ "golden_answers": [
+ "BENEFICIARY"
+ ],
+ "context": [
+ "Made on or after the Participant's required beginning date to the designated Beneficiary after the Participant's death must not at any time exceed the applicable percentage of the annuity payment for such period that would have been payable to the Participant using the table set forth in Q&A-2 of \u00a7 1.401(a)(9)-6T of the Treasury Regulations.",
+ "In addition, after the section 436 measurement date on which the limitation on prohibited payments ceases to apply to the Plan, any Participant or Beneficiary who had an annuity starting date within the period during which that limitation applied to the Plan is permitted to make a new election."
+ ],
+ "nary": 4,
+ "nhop": 2
+ },
+ {
+ "question": "What term describes a financial compensation obligation that one party may seek from another under a contract?",
+ "golden_answers": [
+ "INDEMNITY"
+ ],
+ "context": [
+ "provided, however, that the delivery of any notice pursuant to this Section 4.1(h) shall not limit or otherwise affect the remedies available to the party receiving such notice under this Agreement.",
+ "Each party hereto hereby agrees that no SPC shall be liable for any indemnity or similar payment obligation under this Agreement."
+ ],
+ "nary": 4,
+ "nhop": 2
+ },
+ {
+ "question": "What regulatory body is responsible for the oversight of financial institutions in the United Kingdom, specifically in relation to the IFPRU 11.6 guidelines?",
+ "golden_answers": [
+ "UNITED KINGDOM FINANCIAL CONDUCT AUTHORITY"
+ ],
+ "context": [
+ "\u201cUK Financial Institution\u201d means any BRRD Undertaking\u2026",
+ "\u201cUK Financial Institution\u201d means any BRRD Undertaking (as such term is defined under the PRA Rulebook (as amended from time to time) promulgated by the United Kingdom Prudential Regulation Authority) or any person falling within IFPRU 11.6 of the FCA Handbook (as amended from time to time) promulgated by the United Kingdom Financial Conduct Authority."
+ ],
+ "nary": 4,
+ "nhop": 2
+ },
+ {
+ "question": "What group is mentioned in relation to potential labor disturbances or disputes that could have a Material Adverse Effect on the Company or its Subsidiaries?",
+ "golden_answers": [
+ "EMPLOYEES"
+ ],
+ "context": [
+ "If after the date hereof, the adoption of any Applicable Law regarding the capital adequacy or liquidity of banks or bank holding companies, or any change in Applicable Law shall affect compliance by such Lender.",
+ "No labor disturbance by or dispute with employees of the Company or any of its Subsidiaries exists or, to the knowledge of the Company, is threatened which would reasonably be expected to result in a Material Adverse Effect."
+ ],
+ "nary": 4,
+ "nhop": 2
+ },
+ {
+ "question": "What section of the document defines the term \"Disclosing Party\"?",
+ "golden_answers": [
+ "SECTION 7.1"
+ ],
+ "context": [
+ "Representatives, as reasonably required in connection with any resolution procedure under this Section 10.13, and the Asset Representations Reviewer, if an Asset Review has been conducted, if the disclosing Party directs such Representatives to keep the information confidential.",
+ "1.1.34 \u201cDisclosing Party\u201d has the meaning set forth in Section 7.1, below."
+ ],
+ "nary": 4,
+ "nhop": 2
+ },
+ {
+ "question": "What group of individuals holds relative rights within the Company as determined by the corporate laws of the State of Delaware?",
+ "golden_answers": [
+ "STOCKHOLDERS"
+ ],
+ "context": [
+ "The Initial General Partner filed the Certificate with the Secretary of State of the State of Delaware as required by the Act.",
+ "The corporate laws of the State of Delaware shall govern all issues concerning the relative rights of the Company and its stockholders."
+ ],
+ "nary": 4,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to refer to the regulatory body responsible for overseeing and enforcing gaming laws and regulations?",
+ "golden_answers": [
+ "GAMING AUTHORITY"
+ ],
+ "context": [
+ "\u201cUser Licensing Event\u201d: (a) Either (1) a communication (whether oral or in writing) by or from any Gaming Authority to Owner or any of its Affiliates or other action by any Gaming Authority that indicates that such Gaming Authority may find that...\u201d",
+ "\u201call other rules, regulations, orders, ordinances and legal requirements of any Gaming Authority."
+ ],
+ "nary": 4,
+ "nhop": 2
+ },
+ {
+ "question": "What is the term used to describe the total amount received from equity issuances, excluding any amounts received from the Company or its Subsidiaries, and that does not exceed an aggregate amount of $50,000,000?",
+ "golden_answers": [
+ "NET CASH PROCEEDS"
+ ],
+ "context": [
+ "each of the Lender Parties may provide investment banking and other financial services to other companies in respect of which any Credit Party may have conflicting interests regarding the transactions described herein.",
+ "equity issued upon conversion or exercise of outstanding securities or options, and any issuance of such equity interests the Net Cash Proceeds of which do not exceed an aggregate amount of $50,000,000.",
+ "The definition of \u201cNet Cash Proceeds\u201d indicates that these proceeds exclude amounts received from the Company or its Subsidiaries."
+ ],
+ "nary": 4,
+ "nhop": 3
+ },
+ {
+ "question": "Who has the authority to adopt and approve the Agreement and the transactions contemplated by it, including the Offer and the Merger, as stated in the text?",
+ "golden_answers": [
+ "SOLE STOCKHOLDER"
+ ],
+ "context": [
+ "(e) a merger involving, or a transfer of assets by, a limited liability company, limited partnership or trust will be deemed to include any division of or by, or an allocation of assets to a series of, such limited liability company, limited partnership or trust, or any unwinding of any such division or allocation;",
+ "from any Governmental Entity with respect to the Offer, the Merger and the other transactions contemplated by this Agreement, other than immaterial communications.",
+ "Parent, as sole stockholder of Merger Sub, shall, in accordance with all applicable requirements of the DCGL, adopt this Agreement and approve this Agreement and the transactions contemplated hereby, including the Offer and the Merger, by written consent in accordance with Section 228 of the DGCL."
+ ],
+ "nary": 4,
+ "nhop": 3
+ },
+ {
+ "question": "What term is used to refer to the finalization of a merger or transaction after all necessary conditions precedent have been met?",
+ "golden_answers": [
+ "CLOSING"
+ ],
+ "context": [
+ "Jurisdiction and Venue. All actions or proceedings with respect to, arising directly or indirectly in connection with, out of, related to or from this Agreement or any other Loan Document may be litigated, at the sole discretion and election of the Agent, in courts having situs in New York, New York County, New York.",
+ "The Parties shall take all necessary and appropriate actions to cause the Merger to become effective without a meeting of the stockholders of the Company.",
+ "The following conditions precedent (the 'Conditions Precedent') must be satisfied prior to Closing."
+ ],
+ "nary": 4,
+ "nhop": 3
+ },
+ {
+ "question": "What is the term used to describe the process of ending the Agreement before the Closing under certain conditions?",
+ "golden_answers": [
+ "TERMINATION"
+ ],
+ "context": [
+ "ARTICLE I THE OFFER; THE MERGER; CLOSING; EFFECTIVE TIME.",
+ "Termination. Prior to the Closing, this Agreement may only be terminated: by mutual written agreement of the Company and each Purchaser.",
+ "the termination of the Participant\u2019s employment with any of the Companies."
+ ],
+ "nary": 4,
+ "nhop": 3
+ },
+ {
+ "question": "What document's terms and conditions cannot be amended, modified, altered, or changed by anything in the Support Agreement?",
+ "golden_answers": [
+ "INVESTMENT AGREEMENT"
+ ],
+ "context": [
+ "None of the terms, covenants, conditions or provisions of this Lease can be modified, deleted or added to except in writing signed by the parties hereto.",
+ "The terms defined include various rights, obligations, and conditions related to the Plan.",
+ "Nothing in this Support Agreement, expressed or implied, shall amend, modify, alter or change any of the terms of, or any of the parties' rights or obligations under, the Investment Agreement."
+ ],
+ "nary": 4,
+ "nhop": 3
+ },
+ {
+ "question": "Who is responsible for accepting the Premises in their existing, 'as is' condition without any obligation from the Landlord to provide or pay for improvement work?",
+ "golden_answers": [
+ "TENANT"
+ ],
+ "context": [
+ "14.4, then, subject to the other terms of this Article 14, for a period of nine (9) months (the 'Nine Month Period') commencing on the last day of such fifteen (15) day period, Landlord shall not have any right to recapture the Contemplated Transfer Space with respect to any Transfer made during the Nine Month Period.",
+ "Landlord, upon notice to Tenant, may change the Expense Year from time to time to any other twelve (12) consecutive month period...",
+ "Tenant shall accept the Premises in their existing, 'as is' condition, and Landlord shall not be obligated to provide or pay for any improvement work."
+ ],
+ "nary": 4,
+ "nhop": 3
+ },
+ {
+ "question": "What aspect of a company's operations is crucial for ensuring the reliability of financial reporting and is highlighted when independent auditors identify deficiencies in disclosure controls and procedures?",
+ "golden_answers": [
+ "INTERNAL CONTROLS OVER FINANCIAL REPORTING"
+ ],
+ "context": [
+ "the attainment of one or more Performance Goals will be measured for the purpose of determining a Participant\u2019s right to and the payment of a Performance Share Award or a Cash Award.",
+ "binding on the Participant and the Company.",
+ "Company\u2019s independent auditors has identified or been made aware of significant deficiencies in the design or operation of its disclosure controls and procedures."
+ ],
+ "nary": 4,
+ "nhop": 3
+ },
+ {
+ "question": "What term is used to describe the shares or stakes held in a company that can be subject to distributions, dividends, or payments, as referenced in the context of \"Restricted Payments\"?",
+ "golden_answers": [
+ "OWNERSHIP INTERESTS"
+ ],
+ "context": [
+ "Merge or consolidate, or permit any of its Subsidiaries to merge or consolidate, with any other Person, or acquire, or permit any of its Subsidiaries to acquire, all or substantially all of the capital stock or property of another Person",
+ "\u201cRestricted Payment\u201d shall mean any direct or indirect distribution, dividend or other payment to any Person (other than to the Borrower or any of its Subsidiaries)...\u201d",
+ "\u201cRestricted Payment\u201d shall mean any direct or indirect distribution, dividend or other payment to any Person (other than to the Borrower or any of its Subsidiaries) on account of any Ownership Interests of the Borrower or any of its Subsidiaries."
+ ],
+ "nary": 4,
+ "nhop": 3
+ },
+ {
+ "question": "What part of the Building is the Landlord responsible for repairing that supports the structure?",
+ "golden_answers": [
+ "FOUNDATION"
+ ],
+ "context": [
+ "Notwithstanding the foregoing, Landlord shall be responsible for repairs to the exterior walls, foundation and roof of the Building, the structural portions of the floors of the Building, and the base building systems and equipment of the Building."
+ ],
+ "nary": 5,
+ "nhop": 1
+ },
+ {
+ "question": "What legal provisions are included under \"Applicable Law\" that relate specifically to land use and property regulations?",
+ "golden_answers": [
+ "ZONING ORDINANCES"
+ ],
+ "context": [
+ "\u201cApplicable Law\u201d shall mean, in respect of any Person, all provisions of constitutions, statutes, treaties, rules, regulations and orders of governmental bodies or regulatory agencies applicable to such Person, including, without limiting the foregoing, the Licenses, the Communications Act, zoning ordinances and all environmental laws, and all orders, decisions, judgments and decrees of all courts and arbitrators in proceedings or actions to which the Person in question is a party or by which it is bound."
+ ],
+ "nary": 5,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to refer to the individual or entity entitled to receive benefits under a qualified domestic relations order?",
+ "golden_answers": [
+ "BENEFICIARY"
+ ],
+ "context": [
+ "if either payment of benefits pursuant to the order has commenced as of that date or the Administrator decides to treat such order as a 'qualified domestic relations order'..."
+ ],
+ "nary": 5,
+ "nhop": 1
+ },
+ {
+ "question": "What types of issues are the Agent Parties not liable for in relation to the transmission of Borrower Materials through the Internet?",
+ "golden_answers": [
+ "LOSSES"
+ ],
+ "context": [
+ "In no event shall the Administrative Agent or any of its Related Parties (collectively, the \u201cAgent Parties\u201d) have any liability to the Borrower, any Lender or any other Person for losses, claims, damages, liabilities or expenses of any kind (whether in tort, contract or otherwise) arising out of the Borrower\u2019s or the Administrative Agent\u2019s transmission of Borrower Materials through the Internet."
+ ],
+ "nary": 5,
+ "nhop": 1
+ },
+ {
+ "question": "What term describes the action referenced in Section 10.3 that involves a Partner's Partnership Interest being moved to another party?",
+ "golden_answers": [
+ "TRANSFER"
+ ],
+ "context": [
+ "The provisions of this Section 10.3 and a Partner\u2019s obligation to comply with this Section 10.3 shall survive any liquidation and dissolution of the Partnership and the transfer, assignment or liquidation of such Partner\u2019s Partnership Interest."
+ ],
+ "nary": 5,
+ "nhop": 1
+ },
+ {
+ "question": "What type of fees and expenses are included in the survival of the Servicer's obligations after termination?",
+ "golden_answers": [
+ "COUNSEL"
+ ],
+ "context": [
+ "the period such Person was the Servicer, shall survive the termination of such Person as Servicer or a resignation by such Person as Servicer as well as the termination of this Agreement and shall include reasonable fees and expenses of counsel and expenses of litigation."
+ ],
+ "nary": 5,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to describe a legal right or interest that a lender has in the borrower's property, typically used as security for a loan?",
+ "golden_answers": [
+ "LIEN"
+ ],
+ "context": [
+ "Notwithstanding the foregoing, the Collateral does not include (a) any property to the extent that such grant of security interest is prohibited by any Requirement of Law of a Governmental Authority or constitutes a breach or default under or results in the termination of or requires any consent not obtained under, any contract, license, agreement, instrument or other document evidencing or giving rise to such property, except to the extent that such Requirement of Law or the term in such contract, license, agreement, instrument or other document providing for such prohibition, breach, default or termination or requiring such consent is ineffective under Section 9-406, 9-407, 9-408 or 9-409 of the Code (or any successor provision or provisions) of any relevant jurisdiction or any other applicable law (including the Bankruptcy Code) or principles of equity; provided, however, that such security interest shall attach immediately at such time as such Requirement of Law is not effective or applicable, or such prohibition, breach, default or termination is no longer applicable or is waived, and to the extent severable, shall attach immediately to any portion of the Collateral that does not result in such consequences; (b) Equipment that is subject to a Lien that is otherwise permitted pursuant to subsection (c) of the definition of \u201cPermitted Liens\u201d if the holder of such Lien has expressly prohibited Borrower in writing from granting Liens on such property in favor of third parties; provided that immediately upon the ineffectiveness, lapse, or termination of any such provision, the term \u201cCollateral\u201d shall include, and Borrower shall be deemed to have granted a security interest in, all of its rights, title and interests in and to such property as if such provision had never been in effect; or (c) Intellectual Property; provided, however, the Collateral shall include all Accounts and all proceeds of Intellectual Property."
+ ],
+ "nary": 5,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to describe an individual or entity that has a claim or obligation related to property, but does not own that property?",
+ "golden_answers": [
+ "PERSON"
+ ],
+ "context": [
+ "\u201cLien\u201d shall mean any interest in Property securing an obligation owed to, or a claim by, a Person other than the owner of such Property."
+ ],
+ "nary": 5,
+ "nhop": 1
+ },
+ {
+ "question": "What is the term used to describe the Participant's choice to waive the normal form of benefit payment?",
+ "golden_answers": [
+ "ELECTION"
+ ],
+ "context": [
+ "election to waive the normal form of benefit payment; (c) The rights of the Participant's Spouse under Section 6.2.4; (d) The right to make, and the effect of, a revocation of a previous election to waive the normal form of benefit payment; and (e) The relative values of the various optional forms of benefit payment."
+ ],
+ "nary": 5,
+ "nhop": 1
+ },
+ {
+ "question": "What type of product is regulated under the FDCA, specifically in compliance with the regulations promulgated by the FDA?",
+ "golden_answers": [
+ "MEDICAL DEVICE"
+ ],
+ "context": [
+ "and has at all times conducted its business and operations in compliance with the FDCA, 21 U.S.C. \u00a7301 et. seq., and all applicable regulations promulgated by the FDA."
+ ],
+ "nary": 5,
+ "nhop": 1
+ },
+ {
+ "question": "What type of organization is not required to provide notice, registration, or approval for the execution of the Agreement or the consummation of the transactions contemplated?",
+ "golden_answers": [
+ "GOVERNMENTAL ENTITY"
+ ],
+ "context": [
+ "Other than (i) the securities or blue sky laws of the various states of the United States, (ii) the filing of one or more Forms 8-K and (iii) the listing on the Nasdaq of the shares of Class A Common Stock issuable upon the conversion of the Shares, no notice to, registration, declaration or filing with, exemption or review by, or authorization, order, consent or approval of any Governmental Entity or stock exchange, nor expiration or termination of any statutory waiting period, is necessary for the execution or delivery by the Company of this Agreement or the other Transaction Documents or the consummation by the Company of the transactions contemplated by this Agreement or the other Transaction Documents."
+ ],
+ "nary": 5,
+ "nhop": 1
+ },
+ {
+ "question": "What method of communication, mentioned in the agreement, involves sending documents using a machine that transmits scanned printed material?",
+ "golden_answers": [
+ "FACSIMILE"
+ ],
+ "context": [
+ "All notices provided for in this Agreement shall be in writing and delivered personally (including delivery by courier) or by registered or certified mail, return receipt requested, postage prepaid, or via facsimile or email."
+ ],
+ "nary": 5,
+ "nhop": 1
+ },
+ {
+ "question": "Who holds the perfected first priority Lien on the Mortgaged Properties in favor of the Borrowers as security for the Obligations?",
+ "golden_answers": [
+ "AGENT"
+ ],
+ "context": [
+ "\u201cMortgaged Properties\u201d shall mean all Oil and Gas Properties of the Borrowers subject to a perfected first priority Lien (subject only to Permitted Liens) in favor of the Agent, as security for the Obligations."
+ ],
+ "nary": 5,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to the responsibilities or duties that the Participant is releasing the Company Parties from in the agreement?",
+ "golden_answers": [
+ "OBLIGATIONS"
+ ],
+ "context": [
+ "The Participant hereby releases, acquits, and forever discharges the Company Parties from all actions, causes of actions, suits, debts, obligations, liabilities, claims, damages, losses, costs and expenses of any nature whatsoever."
+ ],
+ "nary": 5,
+ "nhop": 1
+ },
+ {
+ "question": "What act requires the Company to comply with the provisions of Rules 13e-4 and 14e-1 in connection with repurchases during a Change of Control?",
+ "golden_answers": [
+ "EXCHANGE ACT"
+ ],
+ "context": [
+ "Compliance with Securities Laws. Notwithstanding anything in this Certificate of Designations to the contrary, in connection with any offer to repurchase by the Company in connection with a Change of Control, the Company will, if required, (i) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act; (ii) file a Schedule TO or any other required filing under the Exchange Act; and (iii) otherwise comply with all federal and state securities laws."
+ ],
+ "nary": 5,
+ "nhop": 1
+ },
+ {
+ "question": "What is the term used to describe a loan that must be at least $10 million or in multiples of $5 million, with a total limit of $750 million?",
+ "golden_answers": [
+ "INCREMENTAL TERM LOAN COMMITMENT"
+ ],
+ "context": [
+ "Incremental Term Loan, (ii) each Incremental Term Loan Commitment shall be in an amount not less than $10,000,000 or an integral multiple of $5,000,000 in excess thereof and (iii) the aggregate amount of all Incremental Term Loan Commitments shall not exceed $750,000,000."
+ ],
+ "nary": 5,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to describe the approval that cannot be unreasonably withheld, delayed, conditioned, or denied when required by any party under this agreement?",
+ "golden_answers": [
+ "CONSENT"
+ ],
+ "context": [
+ "the obligations of the Agent hereunder with respect to a Placement will be subject to the continuing accuracy and completeness of the representations and warranties made by the Company herein.",
+ "Whenever the review, consent or approval of any party is required hereunder, any required review shall be promptly and diligently undertaken and, unless some other criteria for the granting or denial of such approval or consent is expressly provided herein, such consent or approval shall not be unreasonably withheld, delayed, conditioned or denied."
+ ],
+ "nary": 5,
+ "nhop": 2
+ },
+ {
+ "question": "Who is responsible for furnishing the Registration Statement and Prospectus to the Agent and its counsel?",
+ "golden_answers": [
+ "COMPANY"
+ ],
+ "context": [
+ "Delivery of Registration Statement and Prospectus. The Company will furnish to the Agent and its counsel (at the expense of the Company)...",
+ "...providing written notice to the Company of any anticipated deduction or withholding (together with the legal basis therefor)..."
+ ],
+ "nary": 5,
+ "nhop": 2
+ },
+ {
+ "question": "What types of payments or transfers are restricted during the period when the Plan sponsor is a debtor?",
+ "golden_answers": [
+ "PAYMENT OR TRANSFER THAT IS A PROHIBITED PAYMENT"
+ ],
+ "context": [
+ "Year is not less than 100 percent. In addition, during such period in which the Plan sponsor is a debtor, the Plan shall not make any payment for the purchase of an irrevocable commitment from an insurer to pay benefits or any other payment or transfer that is a prohibited payment.",
+ "the Plan shall not make any payment for the purchase of an irrevocable commitment from an insurer to pay benefits or any other payment or transfer that is a prohibited payment."
+ ],
+ "nary": 5,
+ "nhop": 2
+ },
+ {
+ "question": "What term in Section 6.02 refers to the process of combining two or more companies into a single entity?",
+ "golden_answers": [
+ "CONSOLIDATIONS"
+ ],
+ "context": [
+ "Company will not file any amendment or supplement to the Registration Statement or Prospectus (except for documents incorporated by reference) relating to the Placement Shares or a security convertible into the Placement Shares unless a copy thereof has been submitted to the Agent within a reasonable period of time before the filing...",
+ "Section 6.02 discusses Mergers, Consolidations, and Sales of Assets involving the Company and any other Borrower."
+ ],
+ "nary": 5,
+ "nhop": 2
+ },
+ {
+ "question": "Who is responsible for providing written information to the Investor for use in any Prospectus Supplement?",
+ "golden_answers": [
+ "COMPANY"
+ ],
+ "context": [
+ "in clauses (d), (e) and (f) of this Section 9 shall not apply to any Indemnified Liabilities to the extent, but only to the extent, arising out of or based upon any untrue statement or alleged untrue statement or omission or alleged omission made in reliance upon and in conformity with written information furnished to the Company by or on behalf of the Investor expressly for use in any Prospectus Supplement.",
+ "The Company warrants to the Investor that no instruction other than the Irrevocable Transfer Agent Instructions referred to in this Section 6 will be given by the Company to the Transfer Agent with respect to the Securities."
+ ],
+ "nary": 5,
+ "nhop": 2
+ },
+ {
+ "question": "What kind of financial instruments are typically included in the obligations for borrowed money when defining a person's indebtedness?",
+ "golden_answers": [
+ "NOTES"
+ ],
+ "context": [
+ "\u201cIndebtedness\u201d shall mean, with respect to any Person and without duplication: (a) indebtedness for money borrowed of such Person and indebtedness of such Person evidenced by notes payable...",
+ "the term 'Indebtedness' of any Person means, without duplication, all obligations of such Person for borrowed money."
+ ],
+ "nary": 5,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to refer to a person's affiliates and their partners, directors, officers, employees, agents, trustees, and advisors?",
+ "golden_answers": [
+ "RELATED PARTIES"
+ ],
+ "context": [
+ "WHEREAS, highly competent persons have become more reluctant to serve corporations as directors, officers or in other capacities unless they are provided with adequate protection through insurance or adequate indemnification against inordinate risks of claims and actions against them arising out of their service to and activities on behalf of the corporation.",
+ "\u201cRelated Parties\u201d means, with respect to any Person, such Person\u2019s Affiliates and the partners, directors, officers, employees, agents, trustees and advisors of such Person and of such Person\u2019s Affiliates."
+ ],
+ "nary": 5,
+ "nhop": 2
+ },
+ {
+ "question": "What is the term used to refer to an individual who is subject to the employment terms and confidentiality obligations outlined by PubCo?",
+ "golden_answers": [
+ "PERSON"
+ ],
+ "context": [
+ "Although your compensation and benefits may change from time to time, the at-will nature of your employment may only be changed by an express written agreement signed on behalf of PubCo by an authorized officer of PubCo.",
+ "Except as expressly authorized in writing by Pubco, you shall not disclose Confidential Information."
+ ],
+ "nary": 5,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to refer to the party that is obligated under the Loan Documents in the context of the agreement?",
+ "golden_answers": [
+ "CREDIT PARTY"
+ ],
+ "context": [
+ "no Parent Related Party shall have any other liability for any or all losses suffered or incurred by the Company or any other Person in connection with this Agreement (and the termination hereof), the Offer, the Merger (and the abandonment of the Offer and the Merger), any matter with respect to the transactions contemplated hereby, any matter forming the basis for such termination or any breach (including any Willful Breach) of this Agreement or any of the other Transaction Documents.",
+ "connection with any of the foregoing, including any liabilities, claims, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses and disbursements imposed, incurred or asserted as a result of the negligence, whether sole or concurrent, of the Agent or any of its officers, directors, employees, agents, attorneys-in-fact or Affiliates.",
+ "the Administrative Agent or such Lender, as the case may be, on or with respect to any payment by or on account of any obligation of such Credit Party under the Loan Documents."
+ ],
+ "nary": 5,
+ "nhop": 3
+ },
+ {
+ "question": "What term is used to describe the damage for which the landlord is not liable, as outlined in the lease agreement?",
+ "golden_answers": [
+ "BREAKAGE"
+ ],
+ "context": [
+ "Tenant shall, at Tenant's own expense, but under the supervision and subject to the prior approval of Landlord, and within any reasonable period of time specified by Landlord, promptly and adequately repair all damage to the Premises and replace or repair all damaged, broken, or worn fixtures and appurtenances, except for damage caused by ordinary wear and tear or beyond the reasonable control of Tenant.",
+ "All Alterations, improvements, fixtures, equipment and/or appurtenances which may be installed or placed in or about the Premises, from time to time, shall be at the sole cost of Tenant.",
+ "Landlord shall not be liable for damages caused by breakage, repairs, replacements, or improvements..."
+ ],
+ "nary": 5,
+ "nhop": 3
+ },
+ {
+ "question": "What document might be asserted as invalid along with the Agreement, Indenture, Purchase Agreement, and Notes?",
+ "golden_answers": [
+ "TRUST AGREEMENT"
+ ],
+ "context": [
+ "If Borrower shall acquire a commercial tort claim, Borrower shall promptly notify Agent in a writing signed by Borrower of the general details thereof and grant to Agent, for the ratable benefit of the Lenders, in such writing a security interest therein and in the proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to Agent.",
+ "a security interest in and right of set-off against, deposit, set over and confirm pursuant to the Indenture.",
+ "asserting the invalidity of this Agreement, the Trust Agreement, the Indenture, the Purchase Agreement, the Certificates or the Notes."
+ ],
+ "nary": 5,
+ "nhop": 3
+ },
+ {
+ "question": "What term is used to describe the level of effort that Amerimmune is required to use while conducting the Research Program in collaboration with Histogen?",
+ "golden_answers": [
+ "COMMERCIALLY REASONABLE EFFORTS"
+ ],
+ "context": [
+ "Pursuant to this Agreement and as further provided in this Article II, during the Research Term, Amerimmune, at its expense and in collaboration with Histogen, shall conduct the Research Program in the Research Field using commercially reasonable efforts and shall provide regular updates to Histogen at JDC meetings in accordance with Article IV below.",
+ "Payments of all amounts payable under this Article shall be made directly by Amerimmune to the bank account as designated in writing by Histogen from time to time during the Term.",
+ "upon giving written notice to the other Party, be excused from such performance to the extent of such prevention, restriction, interference, or delay; provided, that the affected Party shall use its Commercially Reasonable Efforts to avoid or remove such causes of non-performance"
+ ],
+ "nary": 5,
+ "nhop": 3
+ },
+ {
+ "question": "What type of intellectual property rights allows an entity to legally protect original works of authorship, such as literature, music, and art?",
+ "golden_answers": [
+ "COPYRIGHTS"
+ ],
+ "context": [
+ "Intellectual Property Rights. Except as disclosed in the Registration Statement or the SEC Documents, the Company and its Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service marks, service mark registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted.",
+ "1.1.11 (b) details are provided about the ownership status of Amerimmune's patents over time.",
+ "Agent grants a license to use Borrower\u2019s labels, Patents, Copyrights, trade secrets, Trademarks, and advertising matter."
+ ],
+ "nary": 5,
+ "nhop": 3
+ },
+ {
+ "question": "What is the title of the agreement dated June 24, 2020, between the Company and Ernst & Young LLP?",
+ "golden_answers": [
+ "MASTER SERVICES AGREEMENT"
+ ],
+ "context": [
+ "At the time the Registration Statement was originally declared effective, and at the time the Company\u2019s most recent Annual Report on Form 10-K was filed with the Commission, the Company met the then-applicable requirements for the use of Form S-3 under the Securities Act",
+ "Ernst & Young LLP (the \u201cAccountant\u201d), whose report on the consolidated financial statements of the Company is filed with the Commission as part of the Company\u2019s most recent Annual Report on Form 10-K filed with the Commission and incorporated by reference into the Registration Statement and the Prospectus.",
+ "Master Services Agreement, dated June 24, 2020, by and between the Company and Ernst & Young LLP."
+ ],
+ "nary": 5,
+ "nhop": 3
+ },
+ {
+ "question": "Who is the recipient identified in Article 11, Section 11.1 of the contract regarding notices and communications?",
+ "golden_answers": [
+ "BORROWER"
+ ],
+ "context": [
+ "Notices and other communications sent by hand or overnight courier service, or mailed by certified or registered mail, shall be deemed to have been given when received; notices and other communications sent by telecopier shall be deemed to have been given when sent.",
+ "ARTICLE 11 - MISCELLANEOUS Section 11.1 Notices.",
+ "if to the Borrower or the Administrative Agent, to the address, telecopier number, electronic mail address or telephone number specified for such Person on Schedule 4; and"
+ ],
+ "nary": 5,
+ "nhop": 3
+ },
+ {
+ "question": "What is the term used in the Agreement that refers to the duration during which the commitments of the Company are applicable?",
+ "golden_answers": [
+ "EFFECTIVE PERIOD"
+ ],
+ "context": [
+ "Commissioned Pension Plan prior to January 1, 2004. For historical purposes only, Eligible Employees under the Liberty National Non-Commissioned Pension Plan did not include: any individual whose duties include selling products of Liberty National Life Insurance Company or an Affiliate on a commissioned basis.",
+ "\u201cAffiliate\u201d means a parent or subsidiary corporation of the Company, as defined in Section 424 of the Code.",
+ "Section 4.1 Commitments of the Company. During the Effective Period, subject to the terms of this Agreement..."
+ ],
+ "nary": 5,
+ "nhop": 3
+ },
+ {
+ "question": "What type of shares, along with Class A Shares, is defined as Dissenting Shares in the context of this agreement?",
+ "golden_answers": [
+ "CLASS B SHARES"
+ ],
+ "context": [
+ "\u201cDissenting Shares\u201d means Class A Shares or Class B Shares with respect to which the holder thereof has not voted in favor of, or otherwise consented to, the adoption of this Agreement and that has otherwise properly perfected a demand for appraisal in accordance with Section 262 of the DGCL and not effectively lost or withdrawn such right as of the Effective Time."
+ ],
+ "nary": 6,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to refer to clinical trial requirements in countries outside of the United States that correspond to the standards specified in 21 C.F.R. \u00a7312.21(c)?",
+ "golden_answers": [
+ "NON-UNITED STATES EQUIVALENT"
+ ],
+ "context": [
+ "\u201cPhase III Study\u201d means a human clinical trial of a product in any country that would satisfy the requirements of 21 C.F.R. \u00a7312.21(c), as amended (or the non-United States equivalent thereof) and is intended to (a)\u00a0establish that the product is safe and efficacious for its intended use, (b)\u00a0define contraindications, warnings, precautions and adverse reactions that are associated with the product in the dosage range to be prescribed, and (c)\u00a0support Regulatory Approval for such product."
+ ],
+ "nary": 6,
+ "nhop": 1
+ },
+ {
+ "question": "What legal protection is preserved when the Receiving Party and the Disclosing Party share Confidential Information that includes material subject to such privilege?",
+ "golden_answers": [
+ "ATTORNEY-CLIENT PRIVILEGE"
+ ],
+ "context": [
+ "8.10 Common Interest. To the extent that any Confidential Information provided or made available under this Agreement may include material subject to the attorney-client privilege, work product doctrine, or any other applicable privilege concerning pending or threatened legal proceedings or governmental investigations, the Receiving Party and the Disclosing Party understand and agree that they have a commonality of interest with respect to such matters and it is their desire, intention, and mutual understanding that the sharing of such material is not intended to, and shall not, waive or diminish in any way the confidentiality of such material or its continued protection under the attorney-client privilege, work product doctrine, or other applicable privilege."
+ ],
+ "nary": 6,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to refer to the entities that are partially or wholly owned by the Company, as mentioned in the indemnity clause?",
+ "golden_answers": [
+ "SUBSIDIARIES"
+ ],
+ "context": [
+ "To the fullest extent permitted by applicable law, except with respect to the representations and warranties contained in Section 2.1, neither the Company nor any of its Subsidiaries shall have any liability to Purchaser or its Affiliates or representatives on any basis (including in contract or tort, under federal or state securities Laws or otherwise) based upon any other representation or warranty."
+ ],
+ "nary": 6,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to the new tone set in Operation: Dulce due to the metamorphosis mentioned?",
+ "golden_answers": [
+ "FREQUENCY"
+ ],
+ "context": [
+ "A metamorphosis had begun, and Operation: Dulce hummed with the newfound frequency of their daring, a tone set not by the earthly."
+ ],
+ "nary": 6,
+ "nhop": 1
+ },
+ {
+ "question": "What type of coverage must each Party maintain during the Term according to the agreement?",
+ "golden_answers": [
+ "INSURANCE"
+ ],
+ "context": [
+ "10.5 Insurance. During the Term, each Party shall maintain commercial general liability insurance (including product liability insurance and clinical trials insurance policy in an amount not less than what Histogen carries) from a recognized, creditworthy insurance company, with coverage limits on per claim and annual aggregate bases being commercially reasonable under the circumstances."
+ ],
+ "nary": 6,
+ "nhop": 1
+ },
+ {
+ "question": "What is the name of the broader incentive plan under which the Utz Quality Foods, LLC 2020 Long-Term Incentive Plan functions as a sub-plan?",
+ "golden_answers": [
+ "UTZ BRANDS, INC. 2020 OMNIBUS EQUITY INCENTIVE PLAN"
+ ],
+ "context": [
+ "WHEREAS, in connection with and contingent upon the occurrence of the closing under the Business Combination Agreement by and among the Company (formerly known as Collier Creek Holdings), Utz Brands Holdings, LLC (the parent company of Utz), Series U of UM Partners, LLC and Series R of UM Partners, LLC (the \u201cBusiness Combination\u201d), Utz amended and restated the 2018 LTIP into the Utz Quality Foods, LLC 2020 Long-Term Incentive Plan (the \u201cPlan\u201d) which constitutes a sub-plan under the Utz Brands, Inc. 2020 Omnibus Equity Incentive Plan and provided each participant in the 2018 LTIP the opportunity to elect to convert his or her Phantom Units into Restricted Stock Units under the terms of the Plan; "
+ ],
+ "nary": 6,
+ "nhop": 1
+ },
+ {
+ "question": "What authority is responsible for issuing requests, rules, guidelines, or directives in connection with Basel III, as mentioned in the context of regulatory compliance?",
+ "golden_answers": [
+ "BASEL COMMITTEE ON BANKING SUPERVISION"
+ ],
+ "context": [
+ "provided that notwithstanding anything herein to the contrary, (x) the Dodd-Frank Wall Street Reform and Consumer Protection Act and all requests, rules, guidelines or directives thereunder or issued in connection therewith and (y) all requests, rules, guidelines or directives promulgated by the Bank for International Settlements, the Basel Committee on Banking Supervision (or any successor or similar authority) or the United States or foreign regulatory authorities, in each case pursuant to Basel III, shall in each case be deemed to be enacted, adopted or issued after the date hereof, regardless of the date enacted, adopted or issued."
+ ],
+ "nary": 6,
+ "nhop": 1
+ },
+ {
+ "question": "What type of resources will Parent have available as of the Effective Time?",
+ "golden_answers": [
+ "CASH"
+ ],
+ "context": [
+ "Parent will have as of the Effective Time, sufficient cash on hand..."
+ ],
+ "nary": 6,
+ "nhop": 1
+ },
+ {
+ "question": "What concept could be redefined by decisions made in critical moments, impacting our understanding of existence and our relationship with the universe?",
+ "golden_answers": [
+ "HUMANITY'S PLACE"
+ ],
+ "context": [
+ "It was clear that the decisions they made in the ensuing hours could redefine humanity's place in the cosmos or condemn them to ignorance and potential peril."
+ ],
+ "nary": 6,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to the additional time granted for an agreement or contract to remain in effect, as mentioned along with renewals, modifications, and restatements?",
+ "golden_answers": [
+ "EXTENSIONS"
+ ],
+ "context": [
+ "...and in each case to all renewals, modifications, consolidations, replacements, restatements and extensions thereof or any parts or portions thereof."
+ ],
+ "nary": 6,
+ "nhop": 1
+ },
+ {
+ "question": "Who is responsible for paying the Complimentary Golf Rounds Fee to the Owner?",
+ "golden_answers": [
+ "USER"
+ ],
+ "context": [
+ "in consideration of the tee times that will be reserved (i.e., set aside) by Owner in order to accommodate the Aggregate Minimum Rounds Per Year and any Other Sponsored Rounds For The Year (as applicable), User shall pay to Owner the Complimentary Golf Rounds Fee."
+ ],
+ "nary": 6,
+ "nhop": 1
+ },
+ {
+ "question": "What type of covenants remain binding on you after your employment has ended, according to the agreement?",
+ "golden_answers": [
+ "POST-EMPLOYMENT RESTRICTIVE COVENANTS"
+ ],
+ "context": [
+ "Notwithstanding the foregoing, you shall remain bound by all covenants, duties and obligations relating to confidentiality, ownership of intellectual property, non-solicitation, non-competition and all other post-employment restrictive covenants."
+ ],
+ "nary": 6,
+ "nhop": 1
+ },
+ {
+ "question": "What agreement is being referenced in the context of asserting its invalidity along with the Indenture, Purchase Agreement, Certificates, or Notes?",
+ "golden_answers": [
+ "TRUST AGREEMENT"
+ ],
+ "context": [
+ "asserting the invalidity of this Agreement, the Trust Agreement, the Indenture, the Purchase Agreement, the Certificates or the Notes."
+ ],
+ "nary": 6,
+ "nhop": 1
+ },
+ {
+ "question": "What term is commonly used to refer to the essential infrastructure that includes heating, ventilation, and air conditioning systems in a building?",
+ "golden_answers": [
+ "MECHANICAL SYSTEMS"
+ ],
+ "context": [
+ "Without limiting the generality of the foregoing, Operating Expenses shall specifically include any and all of the following: (i) the cost of supplying all utilities..."
+ ],
+ "nary": 6,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to describe the situation when there is a continued breach of Article 6 or Article 7 for five Domestic Business Days after the Company is notified?",
+ "golden_answers": [
+ "DEFAULT"
+ ],
+ "context": [
+ "Article 6 or Article 7 and such default shall continue unremedied for a period of five Domestic Business Days after the earlier of (i) a Financial Officer of the Company becoming aware thereof and (ii) notice thereof from the Administrative Agent or any Lender to the Company;"
+ ],
+ "nary": 6,
+ "nhop": 1
+ },
+ {
+ "question": "Who signed the document on behalf of Collier Creek Holdings as Co-Executive Chairman?",
+ "golden_answers": [
+ "ROGER DEROMEDI"
+ ],
+ "context": [
+ "by and among Collier Creek Holdings (\u201cCCH\u201d), a Cayman Islands exempted company, which shall domesticate as a Delaware corporation, Utz Brands Holdings, LLC, a Delaware limited liability company (the \u201cCompany\u201d)...and Series R of UM Partners, LLC, a series of a Delaware limited liability company.",
+ "Sincerely, COLLIER CREEK HOLDINGS By: /s/ Roger Deromedi Name: Roger Deromedi Title: Co-Executive Chairman Date: August 28, 2020"
+ ],
+ "nary": 6,
+ "nhop": 2
+ },
+ {
+ "question": "What is the term used to refer to the entities that the Company directly or indirectly owns equity interests in?",
+ "golden_answers": [
+ "COMPANY SUBSIDIARIES"
+ ],
+ "context": [
+ "take actions to (A) adjust, split, combine, subdivide or reclassify any shares of capital stock, or (B) repurchase...",
+ "The Company does not own, directly or indirectly, any capital stock or other Equity Interests of any Person other than the Company Subsidiaries."
+ ],
+ "nary": 6,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to describe a situation when the Agent has the right to apply funds in any order towards the Obligations due to ongoing issues with the Borrower?",
+ "golden_answers": [
+ "EVENT OF DEFAULT"
+ ],
+ "context": [
+ "If such assets or funds are insufficient to fully pay such amount on all outstanding shares of Convertible Preferred Stock and the corresponding amounts payable in respect of all outstanding shares of Liquidation Parity Stock, if any, then, subject to the rights of any of the Company\u2019s creditors or holders of any outstanding Liquidation Senior Stock, such assets or funds will be distributed ratably on the outstanding shares of Convertible Preferred Stock and Liquidation Parity Stock in proportion to the full respective distributions to which such shares would otherwise be entitled.",
+ "If an Event of Default has occurred and is continuing, Agent shall have the right to apply in any order any funds in its possession, whether from Borrower account balances, payments, proceeds realized as the result of any collection of Accounts or other disposition of the Collateral, or otherwise, to the Obligations."
+ ],
+ "nary": 6,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to refer to the individuals who are responsible for the management of an organization, as mentioned in the context of indemnification and liability?",
+ "golden_answers": [
+ "OFFICERS"
+ ],
+ "context": [
+ "Histogen agrees, at Histogen\u2019s cost and expense, to defend, indemnify, and hold harmless Amerimmune and its Affiliates and their respective directors, officers, employees, and agents from and against any Damages arising out of any Claim relating to:",
+ "Neither the Seller nor any of the directors, officers, employees or agents of the Seller shall be under any liability to the Trust, the Certificateholders or the Noteholders."
+ ],
+ "nary": 6,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to refer to the filings that complied in all material respects with the requirements of the Securities Act and the Exchange Act?",
+ "golden_answers": [
+ "SEC DOCUMENTS"
+ ],
+ "context": [
+ "engage in (i) any short sale of any security of the Company, as defined in Regulation SHO or (ii) any market making bidding, stabilization or other trading activity with regard to the Common Stock or related derivative securities, in each case, if such activity would be prohibited under Regulation M or other anti-manipulation rules under the Securities Act.",
+ "the SEC Documents complied in all material respects with the requirements of the Securities Act and the Exchange Act, as applicable."
+ ],
+ "nary": 6,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to refer to the annual accounting period for the Plan, as specified in the context of the annuity starting date and funding target attainment percentage?",
+ "golden_answers": [
+ "PLAN YEAR"
+ ],
+ "context": [
+ "case under title 11, United States Code, or similar Federal or State law, except for payments made within a Plan Year with an annuity starting date that occurs on or after the date on which the Plan's enrolled actuary certifies that the Plan's adjusted funding target attainment percentage for that Plan XIV-2.",
+ "I-9 1.43 Plan Year"
+ ],
+ "nary": 6,
+ "nhop": 2
+ },
+ {
+ "question": "What term refers to all enhancements or extensions made to existing leases, rights-of-way, or other agreements mentioned in the document?",
+ "golden_answers": [
+ "ADDITIONS"
+ ],
+ "context": [
+ "...and in each case to all renewals, modifications, consolidations, replacements, restatements and extensions thereof or any parts or portions thereof.",
+ "surface leases, rights-of-way, easements and servitudes together with all additions, substitutions, replacements, accessions and attachments to any and all of the foregoing."
+ ],
+ "nary": 6,
+ "nhop": 2
+ },
+ {
+ "question": "What is the title of the agreement dated May 1, 2020, involving Cummins Inc., the subsidiary borrowers, the lenders, and JPMorgan Chase Bank, N.A.?",
+ "golden_answers": [
+ "364-DAY CREDIT AGREEMENT"
+ ],
+ "context": [
+ "364-DAY CREDIT AGREEMENT dated as of May 1, 2020 among CUMMINS INC., the SUBSIDIARY BORROWERS referred to herein, the LENDERS party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent.",
+ "364-DAY CREDIT AGREEMENT"
+ ],
+ "nary": 6,
+ "nhop": 2
+ },
+ {
+ "question": "Who is responsible for maintaining accounts that record the amounts of Term Loans and interest due from the Borrowers to each Lender?",
+ "golden_answers": [
+ "AGENT"
+ ],
+ "context": [
+ "\u201cLimitation Period\u201d shall mean, with respect to any Lender, any period while any amount remains owing on the Note payable to such Lender and interest on such amount, calculated at the Contract Rate, plus any fees or other sums payable to such Lender under any Loan Document and deemed to be interest under applicable law, would exceed the amount of interest which would accrue at the Highest Lawful Rate.",
+ "The Agent shall maintain accounts in which it will record (i) the amount of each Term Loan made hereunder and the Contract Rate or other interest rate applicable thereto; (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrowers to each Lender hereunder; and (iii) the amount of any sum received by the Agent hereunder for the account of the Lenders and each Lender\u2019s share thereof.",
+ "In the event the Borrowers determines to take any action inconsistent with the foregoing statement, it will promptly notify the Agent thereof."
+ ],
+ "nary": 6,
+ "nhop": 3
+ },
+ {
+ "question": "What type of financial documentation must be submitted monthly alongside the Compliance Certificate to demonstrate compliance with the terms of the Agreement?",
+ "golden_answers": [
+ "NET PROFIT STATEMENTS"
+ ],
+ "context": [
+ "reasonably practicable the Required Regulatory Law Filings that must be filed prior to Closing (which in any event shall occur within ten (10) Business Days after the date of this Agreement) and all other documentation to effect all necessary notices, petitions, statements, registrations, reports and other filings necessary or advisable to be filed with or made to any Governmental Entity in order to consummate the Offer, the Merger or any of the other transactions contemplated by this Agreement.",
+ "and together with Borrower\u2019s monthly revenue, net profit and cash balance statements, a duly completed Compliance Certificate signed by a Responsible Officer, certifying that as of the end of such month, Borrower was in full compliance with all of the terms and conditions of this Agreement.",
+ "Reporting Covenants Required Complies Monthly revenue, net profit and cash balance statements with Compliance Certificate Monthly within 30 days."
+ ],
+ "nary": 6,
+ "nhop": 3
+ },
+ {
+ "question": "Who is responsible for receiving repayments from the Borrower for the Term Loan Advances?",
+ "golden_answers": [
+ "AGENT"
+ ],
+ "context": [
+ "Commencing on the Term Loan Amortization Date and continuing on each Payment Date thereafter, Borrower shall repay the aggregate outstanding Term Loan Advances to Agent, for the account of the Lenders.",
+ "more of the Borrowers in Oil and Gas Properties in form and substance satisfactory to the Agent and the Independent Reserve Engineer in their sole discretion.",
+ "The Agent or any Lender may furnish any information concerning the Borrowers in the possession of the Agent or such Lender from time to time to assignees and participants and prospective assignees and participants."
+ ],
+ "nary": 6,
+ "nhop": 3
+ },
+ {
+ "question": "What term is used to describe any legal action or lawsuit in which an individual is involved, particularly in the context of indemnification rights?",
+ "golden_answers": [
+ "PROCEEDING"
+ ],
+ "context": [
+ "Subject to the terms and conditions of this Agreement, from and after the Effective Date until the Termination Date, at every meeting of the Board, or a committee thereof, at which directors of the Company are appointed by the Board or are nominated to stand for election by stockholders of the Company, MDP shall have the right to nominate for election to the Board (the \u201cMDP Designated Directors\u201d):",
+ "No provision of this Agreement may be amended or waived unless such amendment or waiver is in writing and signed, in the case of an amendment, by the Company and MDP.",
+ "Indemnitee shall be entitled to the rights of indemnification provided in this Section 1(a) if, by reason of his or her Corporate Status, Indemnitee was or is a party, or is threatened to be made a party, to any Proceeding other than a Proceeding by or in the right of the Company."
+ ],
+ "nary": 6,
+ "nhop": 3
+ },
+ {
+ "question": "What term is defined as the first day of the month immediately following the thirty-six (36) month anniversary of the Commencement Date?",
+ "golden_answers": [
+ "MATURITY DATE"
+ ],
+ "context": [
+ "with respect to any Distribution Date and a Class of Notes, interest accrued for the related Interest Period (calculated on the basis of, in the case of the Class A-1 Notes, the actual number of days in such Interest Period and a year assumed to consist of 360 days, and in the case of the Class A-2 Notes, the Class A-3 Notes and the Class A-4 Notes, such Interest Period being assumed to consist of 30 days and a year assumed to consist of 360 days).",
+ "Notwithstanding any other provision of this Agreement, the Borrower shall not be entitled to request, or to elect to convert or continue, any Borrowing if the Interest Period requested with respect thereto would end after the Maturity Date.",
+ "\u201cMaturity Date\u201d means the first day of the month immediately following the thirty-six (36) month anniversary of the Commencement Date."
+ ],
+ "nary": 6,
+ "nhop": 3
+ },
+ {
+ "question": "What term is used to describe the permanent acquisition of property by the government that could result in the automatic termination of an agreement concerning a specific golf course?",
+ "golden_answers": [
+ "TAKING"
+ ],
+ "context": [
+ "to reserve (i.e., set aside) tee times for User\u2019s (or User\u2019s Affiliates\u2019) guests\u2019 use, then the applicable Minimum Rounds Per Month and the applicable Minimum Rounds Per Year shall each be reduced by the applicable number of tee times which Owner fails to reserve.",
+ "There shall be no reduction in any of the Golf Course Use Payments by reason of such expiration with respect to, and the corresponding removal from this Agreement of, any such Ground Leased Golf Course.",
+ "If all of any individual Golf Course is subject to a permanent Taking, then this Agreement shall automatically terminate with respect to such Golf Course..."
+ ],
+ "nary": 6,
+ "nhop": 3
+ },
+ {
+ "question": "What type of tax is the participant presumed to be subject to when calculating benefits under the Plan?",
+ "golden_answers": [
+ "INCOME TAX"
+ ],
+ "context": [
+ "The Plan does not have an immediately commencing 'Straight Life Annuity' payable at both age 62 and the age of benefit commencement.",
+ "purposes of the preceding calculation, the Participant shall be presumed to be subject to income tax at the highest marginal income tax bracket to which individuals are subject.",
+ "the Company\u2019s best interest or that such increase is advisable to avoid or diminish any income tax imposed on holders of Common Stock."
+ ],
+ "nary": 6,
+ "nhop": 3
+ },
+ {
+ "question": "Who is the party that will receive the completed and sworn Non-Foreign Affidavit and the Title Affidavit at Closing?",
+ "golden_answers": [
+ "PURCHASER"
+ ],
+ "context": [
+ "Project, as applicable) will deliver to Purchaser at Closing a completed and sworn Non-Foreign Affidavit in the form set forth on Exhibit \u201cD\u201d and a Title Affidavit in form and substance customary for the area and adequate for the Title Company to insure the gap and delete the standard printed exceptions.",
+ "Seller shall deliver the Assignment of Impact Fee Credits executed at Closing to either Osceola County or Orange County after Closing to evidence Purchaser\u2019s payment of the required mobility fees or transportation impact fees, as applicable.",
+ "Seller shall make available to Purchaser as part of the Property Information, copies of all prior reports, studies and tests which Seller caused to be made or which Seller has within its possession or control."
+ ],
+ "nary": 6,
+ "nhop": 3
+ },
+ {
+ "question": "What term is used to describe the process by which an Employee moves from one Affiliate to another within the Company, specifically if hired after December 31, 2011?",
+ "golden_answers": [
+ "TRANSFER OF EMPLOYMENT"
+ ],
+ "context": [
+ "1.21 Eligible Employee: Section 1.21 was amended effective January 1, 2013 to read as follows: Except as provided in the second paragraph of this Section 1.21, (a) all Employees of the Company; (b) all Employees of each Affiliate (other than Liberty National Life Insurance Company) participating in the Plan pursuant to Section 13.8; and (c) all Employees of Liberty National Life Insurance Company who have an initial date of hire after December 31, 2011 on the employment records of Liberty National Life Insurance Company (whether as a new hire or a transfer of employment from an Affiliate)."
+ ],
+ "nary": 7,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to refer to documents or information related to the Borrower that may contain material non-public information and are referenced by Public Lenders on the Platform?",
+ "golden_answers": [
+ "BORROWER MATERIALS"
+ ],
+ "context": [
+ "such Public Lender to at all times have selected the \u201cPrivate Side Information\u201d or similar designation on the content declaration screen of the Platform in order to enable such Public Lender or its delegate, in accordance with such Public Lender\u2019s compliance procedures and Applicable Law, including United States Federal and state securities laws, to make reference to Borrower Materials that are not made available through the \u201cPublic Side Information\u201d portion of the Platform and that may contain material non-public information with respect to the Borrower or its securities for purposes of United States Federal or state securities laws."
+ ],
+ "nary": 7,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to individuals who oversee the activities of a company and are explicitly mentioned as part of the entities that should not be disparaged?",
+ "golden_answers": [
+ "DIRECTORS"
+ ],
+ "context": [
+ "The Participant will not, at any time, make any statement that is intended to disparage any of the Companies or any of their respective businesses, products, services, directors or officers."
+ ],
+ "nary": 7,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to the funding that Parent must seek if any part of it becomes unavailable as outlined in the Debt Commitment Letter?",
+ "golden_answers": [
+ "DEBT FINANCING"
+ ],
+ "context": [
+ "If any portion of the Debt Financing becomes unavailable on the terms (including any flex rights) and conditions contemplated in any Debt Commitment Letter, Parent shall use reasonable best efforts to obtain, as promptly as practicable following the occurrence of such event, alternative third-party debt or third-party preferred equity financing for any such portion."
+ ],
+ "nary": 7,
+ "nhop": 1
+ },
+ {
+ "question": "What is one type of document that the Indemnitee must notify the Company about upon receipt if it relates to a Proceeding that may require indemnification?",
+ "golden_answers": [
+ "INDICTMENT"
+ ],
+ "context": [
+ "Indemnitee agrees promptly to notify the Company in writing upon being served with or otherwise receiving any summons, citation, subpoena, complaint, indictment, information or other document relating to any Proceeding or matter which may be subject to indemnification covered hereunder."
+ ],
+ "nary": 7,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to refer to the adjustments, allocations, or payments that a Partner may receive as described in the specified Regulations Sections?",
+ "golden_answers": [
+ "DISTRIBUTIONS"
+ ],
+ "context": [
+ "In the event any Partner unexpectedly receives any adjustments, allocations or distributions described in Regulations Sections 1.704-1(b)(2)(ii)(d)(4), 1.704-1(b)(2)(ii)(d)(5), or 1.704-1(b)(2)(ii)(d)(6), ..."
+ ],
+ "nary": 7,
+ "nhop": 1
+ },
+ {
+ "question": "What is one of the primary responsibilities of the Servicer as mentioned in the duties outlined?",
+ "golden_answers": [
+ "COLLECTION"
+ ],
+ "context": [
+ "The Servicer\u2019s duties shall include collection and posting of all payments, responding to inquiries of Obligors on the Receivables, investigating delinquencies, sending remittance advises to Obligors, reporting tax information to Obligors, accounting for collections and furnishing monthly and annual statements to the Owner Trustee and the Indenture Trustee with respect to distributions."
+ ],
+ "nary": 7,
+ "nhop": 1
+ },
+ {
+ "question": "Who receives the Comfort Letters from the Company's independent registered public accounting firm?",
+ "golden_answers": [
+ "AGENT"
+ ],
+ "context": [
+ "Comfort Letter. (1) On or prior to the date of the first Placement Notice and (2) within five (5) Trading Days of each Representation Date with respect to which the Company is obligated to deliver a certificate pursuant to Section 7(l) for which no waiver is applicable and excluding the date of this Agreement, the Company shall cause its independent registered public accounting firm to furnish the Agent letters (the 'Comfort Letters')."
+ ],
+ "nary": 7,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to describe the legal claims or rights against assets that may encumber them, which need to be confirmed as non-existent other than for Permitted Liens in the financing documents?",
+ "golden_answers": [
+ "LIENS"
+ ],
+ "context": [
+ "the Borrowers and each jurisdiction where any Collateral is located or where a filing would need to be made in order to perfect the Agent\u2019s security interest in the Collateral, copies of the financing statements and liens on file in such jurisdictions and evidence that no Liens exist thereon other than Permitted Liens;"
+ ],
+ "nary": 7,
+ "nhop": 1
+ },
+ {
+ "question": "What is the subject of the additional representations mentioned in section 9.2 of the agreement?",
+ "golden_answers": [
+ "AMERIMMUNE INTELLECTUAL PROPERTY"
+ ],
+ "context": [
+ "9.2 Additional Amerimmune Representations."
+ ],
+ "nary": 7,
+ "nhop": 1
+ },
+ {
+ "question": "Who receives prompt written notice from the Indenture Trustee upon the termination of the Servicer?",
+ "golden_answers": [
+ "ASSET REPRESENTATIONS REVIEWER"
+ ],
+ "context": [
+ "Upon any termination of, or appointment of a successor to, the Servicer pursuant to this Article VIII, the Owner Trustee shall give prompt written notice thereof to the Certificateholders and the Indenture Trustee shall give prompt written notice thereof to the Noteholders and the Asset Representations Reviewer and the Administrator."
+ ],
+ "nary": 7,
+ "nhop": 1
+ },
+ {
+ "question": "What financial institution provided an oral opinion regarding the fairness of the Merger Consideration for Class A Shareholders?",
+ "golden_answers": [
+ "BOFA"
+ ],
+ "context": [
+ "oral opinion from BofA Securities, Inc. (\u201cBofA\u201d), to be confirmed by delivery of a written opinion, dated as of July 12, 2020, to the effect that, as of the date of such opinion and based upon and subject to the various assumptions and limitations set forth therein, the Merger Consideration or Offer Price to be received by holders of Class A Shares (other than holders of Excluded Shares or Dissenting Shares) pursuant to this Agreement is fair, from a financial point of view, to such holders."
+ ],
+ "nary": 7,
+ "nhop": 1
+ },
+ {
+ "question": "What type of award is typically granted to participants based on their performance and aligns their interests with the company's success?",
+ "golden_answers": [
+ "PERFORMANCE SHARE AWARD"
+ ],
+ "context": [
+ "The definition of 'Award' encompasses various types of incentives and options provided to participants."
+ ],
+ "nary": 7,
+ "nhop": 1
+ },
+ {
+ "question": "What is the name of the medical device associated with the patent infringement case brought by Andrew Kerr, M.D. regarding specific U.S. patents?",
+ "golden_answers": [
+ "OVATION IX ABDOMINAL STENT GRAFT SYSTEM"
+ ],
+ "context": [
+ "Kerr: On July 30, 2019, an action was brought in United States District Court for the Central District of California (Case No. 8:19-cv-01457) against the Company and certain other Loan Parties by Andrew Kerr, M.D., alleging infringement of U.S. Patent Nos. 8,257,423, 9,050,182 and 10,105,209, which allegedly were issued to and are owned by Dr. Kerr."
+ ],
+ "nary": 7,
+ "nhop": 1
+ },
+ {
+ "question": "Who must be designated by an authorized officer of the Borrower for an Acquisition to be considered a \"Qualified Acquisition\"?",
+ "golden_answers": [
+ "LENDERS"
+ ],
+ "context": [
+ "\u201cQualified Acquisition\u201d means an Acquisition by the Borrower or any Subsidiary which has been designated to the Lenders by an authorized officer of the Borrower as a \u201cQualified Acquisition\u201d so long as, on a pro forma basis after giving effect to such Acquisition, the ratio of Total Debt to Adjusted EBITDA as of the last day of the most recently ended fiscal quarter of the Borrower prior to such acquisition would be no less than 5.00 to 1.00; provided that (i) no such designation may be made with respect to any Acquisition prior to the end of the fourth full fiscal quarter following the completion of the most recently consummated Qualified Acquisition unless the ratio of Total Debt to Adjusted EBITDA as of the last day of the most recently ended fiscal quarter of the Borrower prior to the consummation of such Acquisition was no greater than 5.50 to 1.00, (ii) the aggregate consideration for such Acquisition (including the aggregate principal amount of any Indebtedness assumed thereby) is equal to or greater than $850,000,000 and (iii) the Borrower may designate no more than three (3) such Acquisitions as a \u201cQualified Acquisition\u201d during the term of this Agreement."
+ ],
+ "nary": 7,
+ "nhop": 1
+ },
+ {
+ "question": "What type of report was filed with the Commission at the time the Company met the requirements for the use of Form S-3?",
+ "golden_answers": [
+ "ANNUAL REPORT ON FORM 10-K"
+ ],
+ "context": [
+ "Market Capitalization. At the time the Registration Statement was originally declared effective, and at the time the Company\u2019s most recent Annual Report on Form 10-K was filed with the Commission, the Company met the then-applicable requirements for the use of Form S-3 under the Securities Act."
+ ],
+ "nary": 7,
+ "nhop": 1
+ },
+ {
+ "question": "What must the Company adhere to when furnishing copies of Prospectus Supplements to exchanges or markets in the United States?",
+ "golden_answers": [
+ "RULES OR REGULATIONS"
+ ],
+ "context": [
+ "Market, the New York Stock Exchange, the NYSE Arca, the OTC Bulletin Board, or the OTCQB or the OTCQX operated by the OTC Markets Group, Inc. (or any nationally recognized successor to any of the foregoing);",
+ "The Company shall also furnish copies of all such Prospectus Supplements to each exchange or market in the United States on which sales of the Purchase Shares may be made as may be required by the rules or regulations of such exchange or market, if applicable."
+ ],
+ "nary": 7,
+ "nhop": 2
+ },
+ {
+ "question": "What term refers to property that is contributed by a Limited Partner to a partnership, which is relevant for tax return reporting and the allocation of income, gain, loss, and deduction for federal income tax purposes?",
+ "golden_answers": [
+ "CONTRIBUTED PROPERTY"
+ ],
+ "context": [
+ "In an attempt to eliminate Book-Tax Disparities attributable to a Contributed Property or Adjusted Property, items of income, gain, loss, and deduction shall be allocated for federal income tax purposes among the Partners as follows.",
+ "Each Limited Partner that contributes any Contributed Property shall promptly provide the General Partner and the Board of Directors, upon either of their request, with any information regarding such Contributed Property, including for Partnership tax return reporting purposes."
+ ],
+ "nary": 7,
+ "nhop": 2
+ },
+ {
+ "question": "What type of financing is Parent required to use reasonable best efforts to obtain if any portion of it becomes unavailable according to the Debt Commitment Letter?",
+ "golden_answers": [
+ "DEBT FINANCING"
+ ],
+ "context": [
+ "If any portion of the Debt Financing becomes unavailable on the terms (including any flex rights) and conditions contemplated in any Debt Commitment Letter, Parent shall use reasonable best efforts to obtain, as promptly as practicable following the occurrence of such event, alternative third-party debt or third-party preferred equity financing for any such portion.",
+ "in connection with Parent\u2019s arrangement and obtaining the Debt Financing; provided, however, that such cooperation does not and shall not require the entry by the Company or any of its Subsidiaries into any agreement or commitment that would be effective prior to the Effective Time or that is not contingent on the occurrence of the Effective Time."
+ ],
+ "nary": 7,
+ "nhop": 2
+ },
+ {
+ "question": "What are the legal documents mentioned that may not be inconsistent with this Agreement and are necessary for the execution and delivery of definitive documents in connection with the Debt Financing?",
+ "golden_answers": [
+ "DIP ORDERS"
+ ],
+ "context": [
+ "(C) facilitate the execution and delivery of definitive documents customarily required in connection with the Debt Financing, including the pledging of collateral, any guarantees, pledge and security documents, credit agreements, notes, mortgages, other definitive financing documents, or other certificates.",
+ "actions where such taking would be (A) inconsistent with this Agreement, the Restructuring Term Sheet, the DIP Orders or the other Definitive Documents or (B) otherwise inconsistent with, or reasonably expected to prevent, interfere with, delay or impede the implementation or consummation of, the Restructuring."
+ ],
+ "nary": 7,
+ "nhop": 2
+ },
+ {
+ "question": "What aspect of the financial statements reflects the performance of the Company and its Subsidiaries over a specific period?",
+ "golden_answers": [
+ "RESULTS OF OPERATIONS"
+ ],
+ "context": [
+ "(b) any material adverse change with respect to the business, assets, liabilities, financial position, results of operations or business prospects of the Borrower and its Subsidiaries, taken as a whole, other than changes which have not had and would not reasonably be expected to have a Materially Adverse Effect and other than changes in the industry in which the Borrower or any of its Subsidiaries operates or the economy or business conditions in general;",
+ "Such financial statements present fairly in all material respects the financial position of the Company and its Consolidated Subsidiaries as of such dates and their results of operations and cash flows for such periods."
+ ],
+ "nary": 7,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to refer to the stipulations that may impact the use or ownership of property, as mentioned in the definition of \"Lien\"?",
+ "golden_answers": [
+ "CONDITIONS"
+ ],
+ "context": [
+ "\u201cLien\u201d shall mean any interest in Property securing an obligation owed to, or a claim by, a Person other than the owner of such Property, whether such interest is based on common law, statute, or contract, and including, but not limited to, the lien or security interest arising from a mortgage, ship mortgage, encumbrance, pledge, security agreement, conditional sale or trust receipt, or a lease, consignment, or bailment for security purposes (other than true leases or true consignments), liens of mechanics, materialmen, and artisans, maritime liens and reservations, exceptions, encroachments, easements, rights of way, covenants, conditions, restrictions, leases, and other title exceptions and encumbrances affecting Property which secure an obligation owed to, or a claim by, a Person other than the owner of such Property (for the purpose of this Agreement, the Borrowers shall be deemed to be the owner of any Property which it has acquired or holds subject to a conditional sale agreement, financing lease, or other arrangement pursuant to which title to the Property has been retained by or vested in some other Person for security purposes).",
+ "including, without limitation, any covenants, conditions and restrictions affecting..."
+ ],
+ "nary": 7,
+ "nhop": 2
+ },
+ {
+ "question": "What must the Borrowers maintain in accordance with GAAP for all of their transactions?",
+ "golden_answers": [
+ "ADEQUATE RECORDS"
+ ],
+ "context": [
+ "The Transactions (a) have been duly authorized by all requisite corporate, partnership, limited liability company or analogous and, if required, stockholder, partner, member or analogous action.",
+ "The Borrowers shall keep adequate records, in accordance with GAAP, of all of their transactions."
+ ],
+ "nary": 7,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to describe the conduct of business in each jurisdiction where the Borrowers are required to be qualified or in good standing?",
+ "golden_answers": [
+ "OPERATION"
+ ],
+ "context": [
+ "the Borrowers and each jurisdiction where any Collateral is located or where a filing would need to be made in order to perfect the Agent\u2019s security interest in the Collateral, copies of the financing statements and liens on file in such jurisdictions and evidence that no Liens exist thereon other than Permitted Liens;",
+ "under applicable Law) in each jurisdiction where the ownership, leasing or operation of its assets or properties or conduct of its business requires such qualification, except in the cases of (ii) and (iii) where the failure to be so qualified or in good standing, or to have such power or authority, would not, individually or in the aggregate, reasonably be expected to have a Parent Material Adverse Effect."
+ ],
+ "nary": 7,
+ "nhop": 2
+ },
+ {
+ "question": "Who is referred to as the \"Asset Representations Reviewer\" in the context of the Asset Representations Review Agreement?",
+ "golden_answers": [
+ "CLAYTON FIXED INCOME SERVICES LLC"
+ ],
+ "context": [
+ "Upon any termination of, or appointment of a successor to, the Servicer pursuant to this Article VIII, the Owner Trustee shall give prompt written notice thereof to the Certificateholders and the Indenture Trustee shall give prompt written notice thereof to the Noteholders and the Asset Representations Reviewer and the Administrator.",
+ "Such information will be kept strictly confidential and will not be disclosed or discussed with any third party, except that a party may disclose such information to its own attorneys, experts, accountants and other agents and representatives (collectively \u201cRepresentatives\u201d), as reasonably required in connection with any resolution procedure under this Section\u00a010.13, and the Asset Representations Reviewer, if an Asset Review has been conducted, if the disclosing Party (a) directs such Representatives to keep the information confidential, (b)\u00a0is responsible for any disclosure by its Representatives of such information and (c)\u00a0takes at its sole expense all reasonable measures to restrain.",
+ "\u201cAsset Representations Reviewer\u201d means Clayton Fixed Income Services LLC, or any successor Asset Representations Reviewer under the Asset Representations Review Agreement."
+ ],
+ "nary": 7,
+ "nhop": 3
+ },
+ {
+ "question": "What type of claim must the Borrower promptly notify the Agent about upon acquisition?",
+ "golden_answers": [
+ "COMMERCIAL TORT CLAIM"
+ ],
+ "context": [
+ "No party has in any way agreed with or represented to any other party that the provisions of this section will not be fully enforced in all instances.",
+ "(b) the Borrower shall default in the payment of (i) any interest hereunder or under any of the Notes or fees or other amounts payable to the Lenders and the Administrative Agent under any of the Loan Documents, or any of them, when due, and such Default shall not be cured by payment in full within five (5) Business Days from the due date or (ii) any principal hereunder or under any of the Notes when due;",
+ "If Borrower shall acquire a commercial tort claim, Borrower shall promptly notify Agent in a writing signed by Borrower of the general details thereof and grant to Agent, for the ratable benefit of the Lenders, in such writing a security interest therein and in the proceeds thereof, all upon the terms of this Agreement, with such writing to be in form and substance reasonably satisfactory to Agent."
+ ],
+ "nary": 7,
+ "nhop": 3
+ },
+ {
+ "question": "What term refers to financial instruments that represent agreements to exchange cash flows or other financial instruments between parties, which can also be considered as part of a person's obligations or Indebtedness?",
+ "golden_answers": [
+ "SWAPS"
+ ],
+ "context": [
+ "Inc. on Exhibit B-1 of the Acquisition Agreement, bonds and guarantees sufficient to comply with the bonding requirements of the State of Texas, the State of Louisiana or any other Governmental Authority.",
+ "the term 'Indebtedness' of any Person means, without duplication, all obligations of such Person for borrowed money.",
+ "\u201cIndebtedness\u201d means, with respect to any Person, without duplication, all obligations or undertakings by such Person as of the date of determination ..."
+ ],
+ "nary": 7,
+ "nhop": 3
+ },
+ {
+ "question": "What term is used to refer to the evaluations of a borrower's creditworthiness that can affect the terms of an agreement if they decline?",
+ "golden_answers": [
+ "DEBT RATINGS"
+ ],
+ "context": [
+ "The Transactions (a) have been duly authorized by all requisite corporate, partnership, limited liability company or analogous and, if required, stockholder, partner, member or analogous action.",
+ "The negotiation of this Agreement or in the course of the transactions contemplated by this Agreement.",
+ "provided, however, that in the event that (A) the applicable Existing Credit Agreement has matured or otherwise been terminated, and (B) the Borrower\u2019s Debt Ratings (or their related outlooks) have declined since the date this Agreement was executed, the Administrative Agent, the Lenders and the Borrower shall negotiate in good faith to modify such Restrictive Change with respect to its application for the remainder of this Agreement."
+ ],
+ "nary": 7,
+ "nhop": 3
+ },
+ {
+ "question": "Based on the list of guarantors, which company is specifically mentioned as a guarantor associated with Endologix Canada, LLC?",
+ "golden_answers": [
+ "TRIVASCULAR, INC."
+ ],
+ "context": [
+ "\u201cGuarantors\u201d means (i) CVS/DMS Acquisition Corp., (ii) Nellix, Inc., (iii) TriVascular Technologies, Inc., (iv) TriVascular, Inc., (v) Endologix Canada, LLC, (vi) TriVascular Sales LLC and (vii) RMS/Endologix Sideways Merger Corp.",
+ "Endologix Canada, LLC, a Delaware limited liability company.",
+ "1,000 Units of Membership Interests 1,000 Units of Membership Interests No TriVascular, Inc. Endologix Canada, LLC"
+ ],
+ "nary": 7,
+ "nhop": 3
+ },
+ {
+ "question": "What type of debt must a corporation have rated highly by each Rating Agency in order to qualify for certain investments or contractual commitments, according to Section 6.04?",
+ "golden_answers": [
+ "LONG-TERM UNSECURED DEBT"
+ ],
+ "context": [
+ "Pricing Grid Pricing Level Commitment Fee Euro-Currency Margin ABR Margin I 0.20% 1.25% 0.25% II 0.30% 1.50% 0.50% III 0.35% 1.75% 0.75% IV 0.40% 1.875% 0.875% V 0.50% 2.00% 1.00%.",
+ "The Seller shall provide notice of any merger, consolidation or succession pursuant to this Section 6.04 to the Servicer and the Servicer shall provide notice thereof to each Rating Agency.",
+ "provided, that at the time of such investment or contractual commitment providing for such investment, either (a) the long-term unsecured debt of such corporation has the highest available rating from each Rating Agency for such obligations or (b) the commercial paper or other short-term debt of such corporation that is then rated has the highest available credit rating of each Rating Agency for such obligations;"
+ ],
+ "nary": 7,
+ "nhop": 3
+ },
+ {
+ "question": "What term is used to refer to the valuation assigned to cash or property in relation to distributions made to a Partner under the Agreement?",
+ "golden_answers": [
+ "AGREED VALUE"
+ ],
+ "context": [
+ "In the event any Partner unexpectedly receives any adjustments, allocations or distributions described in Regulations Sections 1.704-1(b)(2)(ii)(d)(4), 1.704-1(b)(2)(ii)(d)(5), or 1.704-1(b)(2)(ii)(d)(6), ...",
+ "All distributions of Available Cash regarding the Partnership Record Date before the Additional Limited Partner's admission shall be made only to existing Partners and Assignees.",
+ "and decreased by the amount of cash or Agreed Value of all actual and deemed distributions of cash or property made to such Partner pursuant to the Agreement."
+ ],
+ "nary": 7,
+ "nhop": 3
+ },
+ {
+ "question": "What document is referenced that addresses the statements in the Registration Statement and the Prospectus as amended or supplemented?",
+ "golden_answers": [
+ "RELIANCE LETTER"
+ ],
+ "context": [
+ "described in the Registration Statement or Prospectus as being owned by them, in each case free and clear of all liens, encumbrances and claims.",
+ "part of the Company\u2019s most recent Annual Report on Form 10-K filed with the Commission and incorporated by reference into the Registration Statement and the Prospectus.",
+ "that statements in such prior opinion shall be deemed to relate to the Registration Statement and the Prospectus as amended or supplemented as of the date of the Reliance Letter."
+ ],
+ "nary": 7,
+ "nhop": 3
+ },
+ {
+ "question": "What significant narrative could be transformed by their collective introspection in this grand cosmic play?",
+ "golden_answers": [
+ "HUMAN HISTORY"
+ ],
+ "context": [
+ "The ensuing silence was palpable\u2014a collective introspection about their role in this grand cosmic play, one that could rewrite human history."
+ ],
+ "nary": 8,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used in the Agreement to refer to any individual or group that makes a proposal or offer?",
+ "golden_answers": [
+ "PERSON"
+ ],
+ "context": [
+ "For purposes of this Agreement, \u201cAcquisition Proposal\u201d means any proposal, offer, inquiry or indication of interest from any Person or group..."
+ ],
+ "nary": 8,
+ "nhop": 1
+ },
+ {
+ "question": "What category of intellectual property includes web addresses used for identifying online resources?",
+ "golden_answers": [
+ "INTERNET DOMAIN NAMES"
+ ],
+ "context": [
+ "\u201cIntellectual Property\u201d means all intellectual or proprietary rights existing in any jurisdiction throughout the world, including all (i) patents, patent applications and statutory invention registrations, (ii) trademarks, trade dress, logos, brands, service marks, and all other indicia of source or origin, together with all applications or registrations for any of the foregoing all associated goodwill for any of the foregoing, (iii) Internet domain names, usernames, and social media accounts, (iv) copyrights, copyrightable works, and all works of authorship, (v) software (including object code and source code) and all rights therein or thereto, (vi) data, databases, data repositories, and other collections of data, and (vii) trade secrets and other confidential and proprietary information, including inventions (whether or not patentable or reduced to practice), ideas, know-how, processes, methods, techniques, research and development, source code, drawings, specifications, layouts, designs, formulae, algorithms, and technical data."
+ ],
+ "nary": 8,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to the priority of a lease in relation to mortgages, trust deeds, ground leases, or underlying leases as required by the landlord in the lease agreement?",
+ "golden_answers": [
+ "SUBORDINATION"
+ ],
+ "context": [
+ "Tenant shall, within ten (10) days of request by Landlord, execute such further instruments or assurances as Landlord may reasonably deem necessary to evidence or confirm the subordination or superiority of this Lease to any such mortgages, trust deeds, ground leases or underlying leases."
+ ],
+ "nary": 8,
+ "nhop": 1
+ },
+ {
+ "question": "Which type of tax is specifically excluded from Tax Expenses as it relates to the transfer of assets after an individual\u2019s death?",
+ "golden_answers": [
+ "INHERITANCE TAXES"
+ ],
+ "context": [
+ "There shall be excluded from Tax Expenses (i) all excess profits taxes, franchise taxes, gift taxes, capital stock taxes, inheritance and succession taxes, estate taxes, federal and state income taxes, and other taxes to the extent applicable to Landlord's general or net income."
+ ],
+ "nary": 8,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to describe legal actions such as claims, litigations, and disputes that may be pending or threatened against Amerimmune?",
+ "golden_answers": [
+ "SUITS"
+ ],
+ "context": [
+ "9.2.3 There are no claims, litigations, suits, actions, disputes, arbitrations, or legal, administrative, or other proceedings or governmental investigations pending or, to Amerimmune\u2019s knowledge, threatened against Amerimmune, nor is Amerimmune a party to any judgment or settlement that would be reasonably expected to adversely affect or restrict the ability of Amerimmune to consummate the transactions contemplated under this Agreement and to perform its obligations under this Agreement, or which would affect the Amerimmune Intellectual Property or Amerimmune\u2019s Control thereof."
+ ],
+ "nary": 8,
+ "nhop": 1
+ },
+ {
+ "question": "What is one of the key components included in PubCo's terms of employment that pertains to the ownership of creations made during the course of employment?",
+ "golden_answers": [
+ "ASSIGNMENT OF INVENTIONS"
+ ],
+ "context": [
+ "As a condition of accepting this offer of employment, you agree to be subject to PubCo\u2019s terms of employment which include restrictive covenants, assignment of inventions, confidentiality and non-disparagement, and non-competition and non-solicitation of employees, customers and suppliers provisions, all as set forth in the form of agreement as attached hereto as Exhibit G."
+ ],
+ "nary": 8,
+ "nhop": 1
+ },
+ {
+ "question": "What is the minimum payment amount that defines a \"Material Contract\" based on the provided definition?",
+ "golden_answers": [
+ "1,000,000"
+ ],
+ "context": [
+ "\u201cMaterial Contract\u201d means, collectively, (a) any written contract or agreement requiring payments to be made or providing for payments to be received, in each case in excess of $1,000,000 individually or, if involving a series of related contracts or agreements, in the aggregate during any 12-month period."
+ ],
+ "nary": 8,
+ "nhop": 1
+ },
+ {
+ "question": "Who are included among the authorized Representatives that the Company shall grant access to its properties, offices, and Books and Records?",
+ "golden_answers": [
+ "ACCOUNTANTS"
+ ],
+ "context": [
+ "the Company shall (and shall cause its Subsidiaries to) afford the Supporting Lenders and the Supporting Lenders\u2019 officers, directors, employees, agents, counsel, accountants, investment bankers, financing sources and other authorized Representatives reasonable access, during normal business hours and upon reasonable advance notice, to all of the Company\u2019s, its Subsidiaries\u2019 and their applicable Affiliates\u2019 properties, offices and Books and Records"
+ ],
+ "nary": 8,
+ "nhop": 1
+ },
+ {
+ "question": "What term describes the timeframe during which collections are made that influences the timing of the Distribution Dates and the Pool Balance in relation to the Optional Purchase Percentage?",
+ "golden_answers": [
+ "COLLECTION PERIOD"
+ ],
+ "context": [
+ "On each Distribution Date following the last day of a Collection Period as of which the Pool Balance shall be less than or equal to the Optional Purchase Percentage multiplied by the Original Pool Balance, NMAC, as Servicer, shall have the option to purchase, or cause to be purchased the Collateral for an amount equal to the Optional Purchase Price."
+ ],
+ "nary": 8,
+ "nhop": 1
+ },
+ {
+ "question": "What is required to achieve the elevated mission that transcends regulations and established protocols?",
+ "golden_answers": [
+ "NEW RESOLVE"
+ ],
+ "context": [
+ "This elevation in their mission could not be shackled by regulations and established protocols\u2014it demanded a new perspective, a new resolve."
+ ],
+ "nary": 8,
+ "nhop": 1
+ },
+ {
+ "question": "What specific document must the Company file relevant to its financial performance and annual overview on or prior to the date of the first Placement Notice?",
+ "golden_answers": [
+ "FORM 10-K"
+ ],
+ "context": [
+ "Representation Dates; Certificate: On or prior to the date of the first Placement Notice, and each time the Company files relevant documents."
+ ],
+ "nary": 8,
+ "nhop": 1
+ },
+ {
+ "question": "What type of assessments are included in the financial information regarding the budget and expenditures of the Association?",
+ "golden_answers": [
+ "SPECIAL ASSESSMENTS"
+ ],
+ "context": [
+ "The financial information regarding the budget, collections, expenditures, and reserves of the Association and information regarding all general and special assessments of the Association are set forth in the Property Information and are accurate as of the Effective Date in all material respects."
+ ],
+ "nary": 8,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to the arrangement or design of elements in a document, particularly in legal and corporate contexts?",
+ "golden_answers": [
+ "LAYOUTS"
+ ],
+ "context": [
+ "The document lists various definitions relevant to legal and corporate settings, including terms related to knowledge and laws."
+ ],
+ "nary": 8,
+ "nhop": 1
+ },
+ {
+ "question": "What regulatory authority, along with the FDA, is involved in the approval process for a product based on a pivotal clinical trial that establishes safety and efficacy?",
+ "golden_answers": [
+ "EMA"
+ ],
+ "context": [
+ "\u201cPivotal Clinical Trial\u201d means a human clinical trial of a Product on a sufficient number of subjects that, prior to commencement of the trial, satisfies both of the following: such trial (a) is designed to establish that such Product has an acceptable safety and efficacy profile for its intended use, and to determine warnings, precautions, and adverse reactions that are associated with such Product in the dosage range to be prescribed, which trial is intended to support Regulatory Approval of such Product by the FDA or EMA, and (b) such trial is a registration trial designed to be sufficient to support the filing of an application for a Regulatory Approval for such Product in the U.S. or another country or some or all of an extra-national territory, as evidenced by (i) an agreement with or statement from the FDA or the EMA on a special protocol assessment or equivalent, or (ii) other guidance or minutes issued by the FDA or EMA, for such registration trial."
+ ],
+ "nary": 8,
+ "nhop": 1
+ },
+ {
+ "question": "What method of communication is commonly used for professional correspondence, especially in regards to business transactions with companies like AFG Investments 1A, LLC?",
+ "golden_answers": [
+ "E-MAIL"
+ ],
+ "context": [
+ "AFG Investments 1A, LLC"
+ ],
+ "nary": 8,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to describe any material that should not be disclosed, including source code, related to a company or its subsidiaries?",
+ "golden_answers": [
+ "CONFIDENTIAL INFORMATION"
+ ],
+ "context": [
+ "The document lists various definitions relevant to legal and corporate settings, including terms related to knowledge and laws.",
+ "disclose any material confidential information (including source code) of the Company or any of its Subsidiaries to any Person."
+ ],
+ "nary": 8,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to describe individuals or entities that provide capital to the Company and its Subsidiaries, and may also agree to confidentiality agreements to protect sensitive information?",
+ "golden_answers": [
+ "INVESTORS"
+ ],
+ "context": [
+ "the Company shall (and shall cause its Subsidiaries to) afford the Supporting Lenders and the Supporting Lenders\u2019 officers, directors, employees, agents, counsel, accountants, investment bankers, financing sources and other authorized Representatives reasonable access, during normal business hours and upon reasonable advance notice, to all of the Company\u2019s, its Subsidiaries\u2019 and their applicable Affiliates\u2019 properties, offices and Books and Records",
+ "provided that financing sources, rating agencies, prospective lenders and investors and each of their respective agents and advisors may agree to keep any applicable confidential information concerning the Company and its Subsidiaries confidential including through \u201cclick through\u201d confidentiality agreements and confidentiality provisions contained in customary bank books and offering memoranda."
+ ],
+ "nary": 8,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to refer to entities that are not employees of a Party or its Affiliates and to whom direct expenses are paid or payable for Manufacturing a Product?",
+ "golden_answers": [
+ "THIRD PARTIES"
+ ],
+ "context": [
+ "1.1.68 'Manufacturing Costs' means, with respect to a Product, the reasonable FTE Costs and Out-of-Pocket Costs of a Party or any of its Affiliates or sublicensees incurred in Manufacturing a Product.",
+ "\u201cOut-of-Pocket Costs\u201d means, with respect to a Product, direct expenses paid or payable by either Party or its Affiliates to Third Parties (other than employees of such Party or its Affiliates) that are specifically identifiable and incurred to conduct such activities for the Collaboration hereunder and have been recorded in accordance with the Accounting Standards."
+ ],
+ "nary": 8,
+ "nhop": 2
+ },
+ {
+ "question": "What term refers to individuals who are classified as common law employees and fall under the definition provided in Code \u00a7 414(n)(2)?",
+ "golden_answers": [
+ "LEASED EMPLOYEES"
+ ],
+ "context": [
+ "The determination shall apply for all purposes of this Plan and regardless of whether such individual is later classified by any governmental agency, court, tribunal, governing body or any other person or entity as a common law employee of an Employer.",
+ "Any individual who is classified, treated or otherwise characterized by an Employer as a common law employee of an Employer, and Leased Employees within the meaning of Code \u00a7 414(n)(2)."
+ ],
+ "nary": 8,
+ "nhop": 2
+ },
+ {
+ "question": "What section discusses the Minimum Rounds Reduction Amount in relation to Liquidation, Merger, or Disposition of Assets?",
+ "golden_answers": [
+ "SECTION 7.3"
+ ],
+ "context": [
+ "the applicable Minimum Rounds Reduction Amount as described in Section 7.3, Section 11.2(a), Section 11.2(b), Section 12.1(a), Section 12.1(b), Section 12.3 and Article XVI.",
+ "Section 7.3 - Liquidation, Merger or Disposition of Assets"
+ ],
+ "nary": 8,
+ "nhop": 2
+ },
+ {
+ "question": "Who will need to agree and execute related documentation to support the Sale of the Partnership as requested by the General Partner?",
+ "golden_answers": [
+ "APPROVING PARTNERS"
+ ],
+ "context": [
+ "the Required Regulatory Law Filings that must be filed prior to Closing and all other documentation to effect all necessary notices, petitions, statements, registrations, reports and other filings necessary or advisable to be filed with or made to any Governmental Entity in order to consummate the Offer.",
+ "each Partner hereby agrees to execute and deliver all related documentation and take such other action in support of the Sale of the Partnership as shall reasonably be requested by the General Partner or the Approving Partners."
+ ],
+ "nary": 8,
+ "nhop": 2
+ },
+ {
+ "question": "Who is the entity that the Borrower promises to pay for the account of each Lender on the Maturity Date?",
+ "golden_answers": [
+ "ADMINISTRATIVE AGENT"
+ ],
+ "context": [
+ "The Borrower may, without regard to the applicable Payment Date and upon at least three (3) Business Days\u2019 irrevocable prior telephonic notice by 11:00 A.M. (New York, New York time) followed by a Request for Advance, Convert all or a portion of the principal of a Base Rate Advance to a LIBOR Advance.",
+ "The Borrower hereby unconditionally promises to pay to the Administrative Agent for the account of each Lender the then unpaid principal amount of each Revolving Loan on the Maturity Date."
+ ],
+ "nary": 8,
+ "nhop": 2
+ },
+ {
+ "question": "What type of information do the Purchasers acknowledge that neither the Company nor any other Person makes any representation or warranty about?",
+ "golden_answers": [
+ "FINANCIAL PROJECTION"
+ ],
+ "context": [
+ "Neither the Company nor any other Person makes or has made any representation or warranty to the Purchasers, or any of their respective Affiliates or representatives, with respect to any financial projection, forecast, estimate, budget or prospect information relating to the Company or any of its Subsidiaries or their respective business.",
+ "Each of Purchaser and its Affiliates acknowledges and agrees that, except for the representations and warranties contained in Section 2.1, neither the Company nor any other Person makes any express or implied representation or warranty with respect to any financial projection, forecast, estimate, budget or prospect information relating to the Company."
+ ],
+ "nary": 8,
+ "nhop": 2
+ },
+ {
+ "question": "What type of information is included as part of the \"Confidential Information\" related to any Product, as defined in the agreement?",
+ "golden_answers": [
+ "CLINICAL DATA"
+ ],
+ "context": [
+ "\u201cIntellectual Property\u201d shall mean patents, patent applications, trademarks, tradenames, copyrights, technology, know\u2011how, and processes.",
+ "The Parties further agree that, if a Party elects to retain its rights as a licensee under any Bankruptcy Code, such Party shall be entitled to complete access to any technology licensed to it hereunder.",
+ "1.1.25 'Confidential Information' means (a) all confidential or proprietary information relating to any Product, including all pre-clinical and clinical data, and (b) all other confidential or proprietary documents, technology, Know-How, or other information (whether or not patentable) actually disclosed by one Party to the other pursuant to this Agreement or Amended and Restated Confidentiality Agreement."
+ ],
+ "nary": 8,
+ "nhop": 3
+ },
+ {
+ "question": "What term encompasses any trademark and servicemark rights, whether registered or not, including applications to register and registrations of the same?",
+ "golden_answers": [
+ "TRADEMARKS"
+ ],
+ "context": [
+ "\u201cIntellectual Property\u201d means all intellectual or proprietary rights existing in any jurisdiction throughout the world, including all (i) patents, patent applications and statutory invention registrations, (ii) trademarks, trade dress, logos, brands, service marks, and all other indicia of source or origin, together with all applications or registrations for any of the foregoing all associated goodwill for any of the foregoing, (iii) Internet domain names, usernames, and social media accounts, (iv) copyrights, copyrightable works, and all works of authorship, (v) software (including object code and source code) and all rights therein or thereto, (vi) data, databases, data repositories, and other collections of data, and (vii) trade secrets and other confidential and proprietary information, including inventions (whether or not patentable or reduced to practice), ideas, know-how, processes, methods, techniques, research and development, source code, drawings, specifications, layouts, designs, formulae, algorithms, and technical data.",
+ "(a) its Copyrights, Trademarks and Patents;",
+ "\u201cTrademarks\u201d means any trademark and servicemark rights, whether registered or not, applications to register and registrations of the same."
+ ],
+ "nary": 8,
+ "nhop": 3
+ },
+ {
+ "question": "What term refers to specific occurrences that could result in the loss of rights or benefits under a contract or agreement?",
+ "golden_answers": [
+ "FORFEITURE EVENTS"
+ ],
+ "context": [
+ "As a condition of accepting this offer of employment, you agree to be subject to PubCo\u2019s terms of employment which include restrictive covenants, assignment of inventions, confidentiality and non-disparagement, and non-competition and non-solicitation of employees, customers and suppliers provisions, all as set forth in the form of agreement as attached hereto as Exhibit G.",
+ "Seller and Purchaser hereby covenant, represent and warrant to one another to keep the terms of this Agreement strictly confidential.",
+ "16 General Provisions."
+ ],
+ "nary": 8,
+ "nhop": 3
+ },
+ {
+ "question": "What is the article number that follows the sections mentioned in the Golf Course Use Agreement and is likely to outline additional provisions or amendments related to the Minimum Rounds Reduction Amount?",
+ "golden_answers": [
+ "ARTICLE XIX"
+ ],
+ "context": [
+ "the applicable Minimum Rounds Reduction Amount as described in Section 7.3, Section 11.2(a), Section 11.2(b), Section 12.1(a), Section 12.1(b), Section 12.3 and Article XVI.",
+ "Section 11.2(a), Section 11.2(b), Section 12.1(a), Section 12.1(b), Section 12.3 or Article XVI.",
+ "Table of Contents and Article Sections related to the Golf Course Use Agreement"
+ ],
+ "nary": 8,
+ "nhop": 3
+ },
+ {
+ "question": "What are some forms of intellectual property that could be included in a broader discussion on proprietary information, particularly those not explicitly mentioned like service marks or trademarks?",
+ "golden_answers": [
+ "TRADE SECRETS"
+ ],
+ "context": [
+ "service marks, trade dress, certification marks, collective marks, d/b/a\u2019s, symbols, design rights and other similar designations of origin, together with the goodwill associated with or symbolized by any of the foregoing.",
+ "(d) any and all design rights which may be available to such Person;",
+ "\u201cIntellectual Property\u201d means, with respect to any Person, all of such Person\u2019s right, title, and interest in and to the following."
+ ],
+ "nary": 8,
+ "nhop": 3
+ },
+ {
+ "question": "What term is used to describe the conclusion of a retirement plan, especially when it is effective as of a date other than the last day of the Plan's 'Limitation Year'?",
+ "golden_answers": [
+ "PLAN TERMINATION"
+ ],
+ "context": [
+ "If any one of the following events (a 'Servicer Default') shall occur and be continuing:...",
+ "Plan Amendment The Company shall have the right at any time to amend the Plan, which amendment shall be evidenced by an instrument in writing signed by an authorized officer of the Company, effective retroactively or otherwise.",
+ "Furthermore, if the Plan is terminated effective as of a date other than the last day of the Plan's 'Limitation Year,' then the Plan is treated as if the Plan had been amended to change its 'Limitation Year.'"
+ ],
+ "nary": 8,
+ "nhop": 3
+ },
+ {
+ "question": "What organization is referred to in the investment guidelines for the Exchange Fund that provides ratings such as A-1 or P-1?",
+ "golden_answers": [
+ "MOODY\u2019S"
+ ],
+ "context": [
+ "The Paying Agent shall invest the Exchange Fund as directed by Parent; provided that (i) such investments shall be an obligation of, or guaranteed by, the United States of America, in commercial paper obligations rated A-1 or P-1 or better by Moody\u2019s Investors Service, Inc. or Standard & Poor\u2019s Corporation, respectively, or in certificates of deposit, bank repurchase agreements or bankers\u2019 acceptances of commercial banks.",
+ "\u201cMoody\u2019s\u201d means Moody\u2019s Investors Service, Inc.",
+ "\u201cMoody\u2019s\u201d shall mean Moody\u2019s Investor\u2019s Service, Inc., and its successors."
+ ],
+ "nary": 8,
+ "nhop": 3
+ },
+ {
+ "question": "What term is used to describe the financial obligations or debts of a Person that are referenced in the context of payments and indemnification within legal agreements?",
+ "golden_answers": [
+ "LIABILITIES"
+ ],
+ "context": [
+ "other than the payment of principal due on the Maturity Date and (c) payments on other Liabilities not prohibited by applicable provisions of this Agreement, if any, but excluding from the resulting amount...",
+ "The indemnification in Section 7.7 serves to protect Indemnitees from liabilities incurred in the course of their duties to the Partnership.",
+ "\u201cSolvent\u201d shall mean, with respect to any Person on any date of determination, that on such date the fair value of the assets of such Person exceeds liabilities."
+ ],
+ "nary": 8,
+ "nhop": 3
+ },
+ {
+ "question": "What are the expenses that need to be deducted from the profits during the Development and Commercialization of a Product, specifically relating to the various costs incurred before a product is commercialized?",
+ "golden_answers": [
+ "DEVELOPMENT COSTS"
+ ],
+ "context": [
+ "1.1.93 \u201cProfits\u201d means, with respect to any Calendar Quarter or Calendar Year: the sum of (x) any and all profits resulting from Strategic Partnering and/or the Development and Commercialization of a Product, which shall be equal to (a) the sum of (i) Net Sales of Products, plus (ii) Additional Revenue, less (to the extent not previously allocated) (b) (i) Development Costs, (ii) Pre-Commercialization Expenses, (iii) for any Product that is Commercialized, Manufacturing Costs, (iv) Manufacturing Scale-Up Costs, (v) Marketing Expenses, (vi) Regulatory Maintenance Costs, and (vii) Third Party License Costs; and (y) the Transaction Value from any Transaction."
+ ],
+ "nary": 9,
+ "nhop": 1
+ },
+ {
+ "question": "What is the name of the guarantee provided by Madison Dearborn Capital Partners in favor of the Company as part of the conditions for entering into the Agreement?",
+ "golden_answers": [
+ "LIMITED GUARANTEE"
+ ],
+ "context": [
+ "WHEREAS, concurrently with the execution of this Agreement, and as a condition and inducement to the Company\u2019s willingness to enter into this Agreement, Parent and Merger Sub have delivered to the Company (i) the Financing Commitments and (ii) a limited guarantee (the \u201cLimited Guarantee\u201d) from Madison Dearborn Capital Partners VIII-A, L.P, Madison Dearborn Capital Partners VIII-C, L.P., Madison Dearborn Capital Partners VIII Executive-A, L.P., each a Delaware limited partnership (collectively, the \u201cGuarantors\u201d), in favor of the Company and pursuant to which, subject to the terms and conditions set forth therein, the Guarantors guarantee certain obligations of Parent and Merger Sub in connection with this Agreement."
+ ],
+ "nary": 9,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to the requirement that must be provided or fulfilled in order to avoid a breach or default under a contract?",
+ "golden_answers": [
+ "NOTICE"
+ ],
+ "context": [
+ "With or without notice or lapse of time or both, conflict with or result in any breach or violation of or constitute a default under, or give rise to a right of, or result in, termination, modification, cancellation, first offer, first refusal or acceleration of any obligation or to the loss of a benefit under any Contract."
+ ],
+ "nary": 9,
+ "nhop": 1
+ },
+ {
+ "question": "What must the Party and its Affiliates ensure compliance with in order to perform their obligations under this Agreement?",
+ "golden_answers": [
+ "LAWS"
+ ],
+ "context": [
+ "(d) such Party and its Affiliates shall perform its obligations pursuant to this Agreement in compliance (and shall ensure compliance by any of its subcontractors) in all material respects with all applicable Laws, including GCP, GLP, and GMP, as applicable, and with respect to the research, Development, Manufacturing, and Commercialization activities under this Agreement."
+ ],
+ "nary": 9,
+ "nhop": 1
+ },
+ {
+ "question": "What is the term used in the agreement that specifies the timeframe for notifying parties about an alternative transaction?",
+ "golden_answers": [
+ "ALTERNATIVE TRANSACTION NOTICE PERIOD"
+ ],
+ "context": [
+ "510(k)s Section 5.19(b) AAA Recitals ABL Agent Preamble Agreement Preamble Alternative Transaction Notice Period Section 7.5(b) Bankruptcy Code Recitals Bankruptcy Court Recitals Business Recitals Chapter 11 Cases Recitals Company Preamble Company Disclosure Letter Article V"
+ ],
+ "nary": 9,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to refer to sensitive or proprietary information that is not publicly disclosed and is protected under confidentiality agreements?",
+ "golden_answers": [
+ "CONFIDENTIAL INFORMATION"
+ ],
+ "context": [
+ "\u201cIntellectual Property\u201d means all intellectual or proprietary rights existing in any jurisdiction throughout the world, including all ..."
+ ],
+ "nary": 9,
+ "nhop": 1
+ },
+ {
+ "question": "What is one of the specific circumstances mentioned in the agreement that can delay a party's obligations without fault or negligence?",
+ "golden_answers": [
+ "GOVERNMENTAL ORDER"
+ ],
+ "context": [
+ "If the performance by either party of any of its obligations under this Agreement is delayed by an act of God, natural disaster, terrorist activity, war, labor dispute, governmental order, public health epidemic or pandemic, or other matter beyond the reasonable control of such party, without such party\u2019s fault or negligence, then the party affected shall notify the other party in writing of the specific obligation delayed, and the duration of the delay, and the deadline for completion of such obligation shall be extended by a like number of days."
+ ],
+ "nary": 9,
+ "nhop": 1
+ },
+ {
+ "question": "What types of documents are included in the requirements of Section 5.2(d)(i) that need to be made or obtained?",
+ "golden_answers": [
+ "REGISTRATIONS"
+ ],
+ "context": [
+ "assuming the filings, notices, reports, consents, registrations, approvals, permits, expirations of waiting periods and authorizations referred to in Section 5.2(d)(i) are made or obtained..."
+ ],
+ "nary": 9,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to the additional components included in surface leases, rights-of-way, easements, and servitudes?",
+ "golden_answers": [
+ "REPLACEMENTS"
+ ],
+ "context": [
+ "surface leases, rights-of-way, easements and servitudes together with all additions, substitutions, replacements, accessions and attachments to any and all of the foregoing."
+ ],
+ "nary": 9,
+ "nhop": 1
+ },
+ {
+ "question": "What types of legal permissions are necessary for a business to conduct its operations effectively and to keep its rights in full effect?",
+ "golden_answers": [
+ "AUTHORIZATIONS"
+ ],
+ "context": [
+ "Do or cause to be done all things necessary to obtain, preserve, renew, extend and keep in full force and effect the rights, licenses, permits, franchises, authorizations, patents, copyrights, trademarks and trade names material to the conduct of its business."
+ ],
+ "nary": 9,
+ "nhop": 1
+ },
+ {
+ "question": "What type of financial instruments has the Company not issued, including options, warrants, or convertible securities?",
+ "golden_answers": [
+ "SECURITIES"
+ ],
+ "context": [
+ "The Company has not issued any securities or right to purchase securities of the Company (including any options, warrants or other rights, agreements, arrangements or commitments of any character or any securities convertible into or exchangeable for any capital stock or other Equity Interests of the Company)."
+ ],
+ "nary": 9,
+ "nhop": 1
+ },
+ {
+ "question": "What type of lease is identified for each tenant in the rent roll for the Project?",
+ "golden_answers": [
+ "PROJECT LEASE"
+ ],
+ "context": [
+ "Attached hereto as Schedule 28(a)(xviii) is a true, correct, and complete rent roll for the Project identifying each tenant under a Project Lease."
+ ],
+ "nary": 9,
+ "nhop": 1
+ },
+ {
+ "question": "What document governs the maintenance of book and tax capital accounts and the determination of Net Income and adjustments under Sections 704(c), 734, and 743 of the Code?",
+ "golden_answers": [
+ "AGREEMENT"
+ ],
+ "context": [
+ "the maintenance of book and tax capital accounts; the determination and allocation of adjustments under Sections 704(c), 734 and 743 of the Code; the determination of Net Income, Net Loss, taxable income, taxable loss and items thereof under the Agreement and pursuant to the Code."
+ ],
+ "nary": 9,
+ "nhop": 1
+ },
+ {
+ "question": "What type of agreement is referenced in relation to employee obligations and non-disclosure, non-competition, or non-solicitation terms?",
+ "golden_answers": [
+ "CONTRACT"
+ ],
+ "context": [
+ "9.1.5 Employee Obligations. To its knowledge, none of its or its Affiliates\u2019 employees who have been, are or will be involved in the Collaboration are, as a result of the nature of such Collaboration to be conducted by the Parties, in violation of any covenant in any contract with a Third Party relating to non-disclosure of proprietary information, non-competition, or non-solicitation."
+ ],
+ "nary": 9,
+ "nhop": 1
+ },
+ {
+ "question": "What type of agreement is included in the definition of \"Equity Interests\" that may involve rights to acquire equity, arising from employment agreements or incentive plans?",
+ "golden_answers": [
+ "BENEFIT PLAN"
+ ],
+ "context": [
+ "\u201cEquity Interests\u201d means all equity interests of any kind, including common and preferred stock, options, warrants and other agreements or rights to acquire the same (including any arising under or in connection with any employment agreement, incentive plan, benefit plan, or the like)."
+ ],
+ "nary": 9,
+ "nhop": 1
+ },
+ {
+ "question": "What type of price protection or hedging agreement is specified as a means to manage the risk associated with fluctuations in crude oil or natural gas prices?",
+ "golden_answers": [
+ "COLLAR AGREEMENT"
+ ],
+ "context": [
+ "if not within the scope of such definition, shall include any crude oil, natural gas or other hydrocarbon floor, collar, cap, swap, price protection or hedge agreements."
+ ],
+ "nary": 9,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to refer to the reduction in taxable income that can be allocated among partners for federal income tax purposes?",
+ "golden_answers": [
+ "DEDUCTION"
+ ],
+ "context": [
+ "\u201cRelated Parties\u201d means, with respect to any Person, such Person\u2019s Affiliates and the partners, directors, officers, employees, agents, trustees and advisors of such Person and of such Person\u2019s Affiliates.",
+ "Allocations for Tax Purposes: Except as otherwise provided in this Section 2, for federal income tax purposes, each item of income, gain, loss and deduction shall be allocated among the Partners in the same manner as its correlative item of \u201cbook\u201d income."
+ ],
+ "nary": 9,
+ "nhop": 2
+ },
+ {
+ "question": "What documentation is referenced in relation to the identification of Company Registered Intellectual Property and exceptions to it?",
+ "golden_answers": [
+ "COMPANY DISCLOSURE LETTER"
+ ],
+ "context": [
+ "\u201cCompany Intellectual Property\u201d means all Intellectual Property owned or purported to be owned by the Company or any of its Subsidiaries, including all Company Registered Intellectual Property (other than Company Registered Intellectual Property identified on Section 5.11(a)(ii) of the Company Disclosure Letter), and all of the Company\u2019s and each of its Subsidiaries\u2019 rights therein, and, in the case of Trademarks, all goodwill associated with or symbolized thereby.",
+ "Except as identified in Section 5.19(g) of the Company Disclosure Letter."
+ ],
+ "nary": 9,
+ "nhop": 2
+ },
+ {
+ "question": "What is the term used in the context of the Restructuring Support Agreement that encompasses the operations and activities of a company, as referenced in several related legal documents?",
+ "golden_answers": [
+ "BUSINESS"
+ ],
+ "context": [
+ "Restructuring Support Agreement is introduced along with several related parties.",
+ "510(k)s Section 5.19(b) AAA Recitals ABL Agent Preamble Agreement Preamble Alternative Transaction Notice Period Section 7.5(b) Bankruptcy Code Recitals Bankruptcy Court Recitals Business Recitals Chapter 11 Cases Recitals Company Preamble Company Disclosure Letter Article V"
+ ],
+ "nary": 9,
+ "nhop": 2
+ },
+ {
+ "question": "What term refers to the financial obligations that companies must settle, often considered in calculations of Earnings Before Interest and Taxes?",
+ "golden_answers": [
+ "DEBT PAYMENTS"
+ ],
+ "context": [
+ "\u201cEarnings Before Interest and Taxes\u201d shall mean for any period the sum of (i) net income (or loss) of Borrowers and any Subsidiaries for such period...",
+ "Earnings Before Interest and Taxes\u201d shall mean for any period the sum of (i) net income (or loss) of Borrowers and any Subsidiaries for such period (excluding any non-cash expenses..."
+ ],
+ "nary": 9,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to describe a formal process conducted by a governmental entity that is part of a legal dispute?",
+ "golden_answers": [
+ "ADMINISTRATIVE PROCEEDING"
+ ],
+ "context": [
+ "\u201cCause of Action\u201d means any action, suit, claim, complaint, litigation, investigation, proceeding, arbitration or other similar dispute by or before any Governmental Entity.",
+ "There is no action, suit, litigation, hearing, investigation or administrative proceeding pending or, to Seller knowledge, threatened, against Seller, the Property, the Association or any of the Association\u2019s property."
+ ],
+ "nary": 9,
+ "nhop": 2
+ },
+ {
+ "question": "What term describes the activity that Amerimmune has the rights to do with any Product(s) in the Commercial Field under the agreement after it expires?",
+ "golden_answers": [
+ "COMMERCIALIZE"
+ ],
+ "context": [
+ "None of the Amerimmune Patents are subject to any pending re-examination, opposition, interference, or litigation proceeding.",
+ "11.2 Licenses After Agreement Expiration. If Amerimmune consummated a Qualifying Strategic Partnership or has been acquired in a Transaction, in either case in which Histogen has received at least One Million dollars ($1,000,000) from Profit sharing as contemplated herein, then, concurrent with expiration of the Term (but not in the event of early termination) of this Agreement, Amerimmune\u2019s (or a Strategic Partner\u2019s) rights and licenses under this Agreement to surviving Histogen Intellectual Property to Develop, Manufacture, and Commercialize any Product(s) in the Commercial Field in the Territory shall convert to irrevocable, non-terminable rights and licenses, with the right to grant and authorize sublicenses, provided that following such expiration Amerimmune (or a Strategic Partner) shall be solely responsible for (i) any payment owed to any Third Party licensors of intellectual property or other assets or rights then included within Histogen Intellectual Property and (ii) for complying with the terms of any license agreements with such Third Party licensors (but only to the extent of Amerimmune\u2019s exercise of such rights)."
+ ],
+ "nary": 9,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to describe the various forms of securities, such as rights, warrants, and other instruments, that allow holders to acquire Common Stock?",
+ "golden_answers": [
+ "OPTIONS"
+ ],
+ "context": [
+ "Since December 31, 2019, the Association has not: (A) changed its tax reporting or accounting policies or practices; (B) settled or compromised any liability for taxes or made or rescinded any tax election; (C) incurred any debt except in the ordinary course of business; (D) suffered any theft, damage, destruction or loss (without regard to any insurance) to any tangible asset or assets having a value in excess of Twenty-Five Thousand and No/100 Dollars ($25,000.00) individually or Fifty Thousand and No/100 Dollars ($50,000.00) in the aggregate; (E) sold, assigned, transferred or licensed any of its assets other than in the ordinary course of business, or committed to sell, assign, transfer or license any of its assets other than in the ordinary course of business or pursuant to this Agreement; (F) amended, canceled, terminated, relinquished, waived or released any contract material to its business, except in the ordinary course of business; (G) instituted or settled any action, claim, suit or proceeding that involved more than Seventy-Five Thousand and No/100 Dollars ($75,000.00); or (H) agreed to take any of the actions described in clauses (A) through (G) above.",
+ "\u201cCommon Stock Equivalents\u201d means any securities of the Company or its Subsidiaries which entitle the holder thereof to acquire at any time Common Stock, including, without limitation, any debt, preferred stock, rights, options, warrants or other instrument that is at any time convertible into or exercisable or exchangeable for, or otherwise entitles the holder thereof to receive, Common Stock."
+ ],
+ "nary": 9,
+ "nhop": 2
+ },
+ {
+ "question": "What specific aspect of environmental laws relates to the release of pollutants into the atmosphere?",
+ "golden_answers": [
+ "AIR EMISSIONS"
+ ],
+ "context": [
+ "Relevant laws include the Industrial Site Recovery Act, Clean Air Act, Clean Water Act, etc.",
+ "Environmental Laws shall mean (a) the following federal laws as they may be cited, referenced, and amended from time to time: the Clean Air Act, the Clean Water Act, the Safe Drinking Water Act, the Comprehensive Environmental Response, Compensation and Liability Act, the Endangered Species Act, the Resource Conservation and Recovery Act, the Hazardous Materials Transportation Act, the Occupational Safety and Health Act, the Oil Pollution Act, the Resource Conservation and Recovery Act, the Superfund Amendments and Reauthorization Act, and the Toxic Substances Control Act; (b) any and all equivalent environmental statutes of any state in which Property of any Borrower is situated, as they may be cited, referenced and amended from time to time; (c) any rules or regulations promulgated under or adopted pursuant to the above federal and state laws; and (d) any other equivalent federal, state, or local statute or any requirement, rule, regulation, code, ordinance, decree, permit, concession, grant, franchise, license, agreement or governmental restrictions or order adopted pursuant thereto, including all common law relating to pollution or the protection of health, safety or the environment or the release of any materials into the environment, including those related to the generation, transportation, treatment, storage, recycling, disposal, handling, or release of Hazardous Substances, air emissions, discharges to waste or public systems and health and safety matters."
+ ],
+ "nary": 9,
+ "nhop": 2
+ },
+ {
+ "question": "What term encompasses the rights, permits, and approvals necessary for conducting a business, as referenced in environmental laws and project requirements?",
+ "golden_answers": [
+ "LICENSES"
+ ],
+ "context": [
+ "Do or cause to be done all things necessary to obtain, preserve, renew, extend and keep in full force and effect the rights, licenses, permits, franchises, authorizations, patents, copyrights, trademarks and trade names material to the conduct of its business.",
+ "have received and are in compliance with all permits, licenses or other approvals required of them under applicable Environmental Laws.",
+ "(ii) the cost of licenses, certificates, permits and inspections for the Project..."
+ ],
+ "nary": 9,
+ "nhop": 3
+ },
+ {
+ "question": "What should the Association implement to ensure the protection of sensitive information and compliance with applicable regulations?",
+ "golden_answers": [
+ "PRIVACY AND SECURITY POLICIES"
+ ],
+ "context": [
+ "Since December 31, 2019, the Association has not: (A) changed its tax reporting or accounting policies or practices; (B) settled or compromised any liability for taxes or made or rescinded any tax election; (C) incurred any debt except in the ordinary course of business; (D) suffered any theft, damage, destruction or loss (without regard to any insurance) to any tangible asset or assets having a value in excess of Twenty-Five Thousand and No/100 Dollars ($25,000.00) individually or Fifty Thousand and No/100 Dollars ($50,000.00) in the aggregate; (E) sold, assigned, transferred or licensed any of its assets other than in the ordinary course of business, or committed to sell, assign, transfer or license any of its assets other than in the ordinary course of business or pursuant to this Agreement; (F) amended, canceled, terminated, relinquished, waived or released any contract material to its business, except in the ordinary course of business; (G) instituted or settled any action, claim, suit or proceeding that involved more than Seventy-Five Thousand and No/100 Dollars ($75,000.00); or (H) agreed to take any of the actions described in clauses (A) through (G) above.",
+ "The term \u201cembodiments\u201d of intellectual property includes all tangible, intangible, electronic, or other embodiments of rights and licenses hereunder, including all Products, data, and tangible assets embodying intellectual property.",
+ "The Parties acknowledge and agree that each will use commercially reasonable efforts to provide advance draft copies of all Definitive Documents and other pleadings."
+ ],
+ "nary": 9,
+ "nhop": 3
+ },
+ {
+ "question": "What federal law governs the disposal of solid and hazardous waste?",
+ "golden_answers": [
+ "RESOURCE CONSERVATION AND RECOVERY ACT"
+ ],
+ "context": [
+ "Relevant laws include the Industrial Site Recovery Act, Clean Air Act, Clean Water Act, etc.",
+ "\u201cEnvironmental Laws\u201d shall mean the following federal laws as they may be cited, referenced, and amended from time to time: the Clean Air Act, the Clean Water Act...",
+ "\u201cResource Conservation and Recovery Act\u201d refers to the act that governs the disposal of solid waste and hazardous waste."
+ ],
+ "nary": 9,
+ "nhop": 3
+ },
+ {
+ "question": "What must occur for a supplement, modification, or amendment of this Agreement to be valid?",
+ "golden_answers": [
+ "TERMINATION"
+ ],
+ "context": [
+ "During the Pre-Closing Period, Parent shall not, without obtaining the Company\u2019s prior written consent, permit any replacement, amendment or modification to be made to, or any waiver of any provision or remedy under, or any release of a Lender or a Purchaser of its commitment under or consent to the termination of, any Commitment Letter that would, or would reasonably be expected to, (i) reduce (or have the effect of reducing) the aggregate amount of the Financing below the Required Financing Amount; (ii) impose new or otherwise expand upon any of the conditions precedent to the funding of the Financing; or (iii) adversely impact the ability of Parent to enforce its rights against the other parties to the Commitment Letters or the definitive agreements with respect thereto; provided that any amendment, supplement or modification (x) to effectuate any market flex terms expressly set forth in the Bank Commitment Letter, (y) to add any additional agents, arrangers or lenders, and reallocate commitments among such Persons as provided for in the Debt Commitment Letters and/or (z) in connection with any replacement of any Debt Commitment Letter with alternative financing in accordance with Section 6.15(e), in each case, shall be permitted and shall not require written consent of the Company.",
+ "Any reference herein to the terms \u201camend,\u201d \u201camendment\u201d or \u201csupplement\u201d with respect to the Registration Statement, any Prospectus Supplement, the Prospectus or any Issuer Free Writing Prospectus shall...",
+ "No supplement, modification, termination or amendment of this Agreement shall be binding unless executed in writing by both of the parties hereto."
+ ],
+ "nary": 9,
+ "nhop": 3
+ },
+ {
+ "question": "What term refers to the amount owed on a receivable, particularly as it relates to the \u2018Pool Balance\u2019 and its limits during the Collection Period?",
+ "golden_answers": [
+ "PRINCIPAL BALANCE"
+ ],
+ "context": [
+ "fees, penalties or payments during the Collection Period; and any material breaches of representations, warranties or covenants with respect to the Receivables.",
+ "\u2018Pool Balance\u2019 as of the close of business on the last day of a Collection Period means the aggregate Principal Balance of the Receivables.",
+ "Such Receivable had an original Principal Balance of not more than $84,932.38 and, as of the Cut-off Date, had a Principal Balance of not less than $1,999.58 and not more than $81,510.89."
+ ],
+ "nary": 9,
+ "nhop": 3
+ },
+ {
+ "question": "What is one of the key federal environmental laws mentioned that regulates the production, use, and disposal of chemical substances and mixtures to protect human health and the environment?",
+ "golden_answers": [
+ "TOXIC SUBSTANCES CONTROL ACT"
+ ],
+ "context": [
+ "\u201cEnvironmental Laws\u201d shall mean the following federal laws as they may be cited, referenced, and amended from time to time: the Clean Air Act, the Clean Water Act...",
+ "Environmental Laws shall mean (a) the following federal laws as they may be cited, referenced, and amended from time to time: the Clean Air Act, the Clean Water Act, the Safe Drinking Water Act, the Comprehensive Environmental Response, Compensation and Liability Act, the Endangered Species Act, the Resource Conservation and Recovery Act, the Hazardous Materials Transportation Act, the Occupational Safety and Health Act, the Oil Pollution Act, the Resource Conservation and Recovery Act, the Superfund Amendments and Reauthorization Act, and the Toxic Substances Control Act; (b) any and all equivalent environmental statutes of any state in which Property of any Borrower is situated, as they may be cited, referenced and amended from time to time; (c) any rules or regulations promulgated under or adopted pursuant to the above federal and state laws; and (d) any other equivalent federal, state, or local statute or any requirement, rule, regulation, code, ordinance, decree, permit, concession, grant, franchise, license, agreement or governmental restrictions or order adopted pursuant thereto, including all common law relating to pollution or the protection of health, safety or the environment or the release of any materials into the environment, including those related to the generation, transportation, treatment, storage, recycling, disposal, handling, or release of Hazardous Substances, air emissions, discharges to waste or public systems and health and safety matters.",
+ "Relevant laws include the Industrial Site Recovery Act, Clean Air Act, Clean Water Act, etc."
+ ],
+ "nary": 9,
+ "nhop": 3
+ },
+ {
+ "question": "What types of proprietary information are included in the definition of \"Confidential Information\" that involve digital tools or platforms?",
+ "golden_answers": [
+ "SOFTWARE APPLICATIONS"
+ ],
+ "context": [
+ "(d) such Party and its Affiliates shall perform its obligations pursuant to this Agreement in compliance (and shall ensure compliance by any of its subcontractors) in all material respects with all applicable Laws, including GCP, GLP, and GMP, as applicable, and with respect to the research, Development, Manufacturing, and Commercialization activities under this Agreement.",
+ "including but not limited to: research and development; techniques; methodologies; strategies; product information, designs, prototypes and technical specifications; algorithms, source codes, object codes, trade secrets or technical data; training materials methods; internal policies and procedures; marketing plans and strategies; pricing and cost policies; customer, supplier, vendor and partner lists and accounts; customer and supplier preferences; contract terms and rates; financial data, information, reports, and forecasts; inventions, improvements and other intellectual property; product plans or proposed product plans; know-how; designs, processes or formulas; software and website applications; computer passwords; market or sales information, plans or strategies; business plans, prospects and opportunities (including, but not limited to, possible acquisitions or dispositions of businesses or facilities); information concerning existing or potential customers, partners or vendors.",
+ "\u201cConfidential Information\u201d shall mean all information or a compilation of information, in any form (tangible or intangible or otherwise), that is not generally known to competitors or the public, which Company considers to be confidential and/or proprietary, including but not limited to: research and development; techniques; methodologies; strategies; product information, designs, prototypes and technical specifications; algorithms, source codes, object codes, trade secrets or technical data; training materials methods; internal policies and procedures; marketing plans and strategies; pricing and cost policies; customer, supplier, vendor and partner lists and accounts; customer and supplier preferences; contract terms and rates; financial data, information, reports, and forecasts; inventions, improvements and other intellectual property; product plans or proposed product plans; know-how; designs, processes or formulas; software and website applications; computer passwords; market or sales information, plans or strategies; business plans, prospects and opportunities (including, but not limited to, possible acquisitions or dispositions of businesses or facilities); information concerning existing or potential customers, partners or vendors."
+ ],
+ "nary": 9,
+ "nhop": 3
+ },
+ {
+ "question": "What specific type of costs is included in the calculation of profits that relate to increasing production capacity for a product?",
+ "golden_answers": [
+ "MANUFACTURING SCALE-UP COSTS"
+ ],
+ "context": [
+ "1.1.93 \u201cProfits\u201d means, with respect to any Calendar Quarter or Calendar Year: the sum of (x) any and all profits resulting from Strategic Partnering and/or the Development and Commercialization of a Product, which shall be equal to (a) the sum of (i) Net Sales of Products, plus (ii) Additional Revenue, less (to the extent not previously allocated) (b) (i) Development Costs, (ii) Pre-Commercialization Expenses, (iii) for any Product that is Commercialized, Manufacturing Costs, (iv) Manufacturing Scale-Up Costs, (v) Marketing Expenses, (vi) Regulatory Maintenance Costs, and (vii) Third Party License Costs; and (y) the Transaction Value from any Transaction.",
+ "\u201cProfits\u201d means, with respect to any Calendar Quarter or Calendar Year: the sum of (x) any and all profits resulting from Strategic Partnering and/or the Development and Commercialization of a Product, which shall be equal to (a) the sum of (i) Net Sales of Products, plus (ii) Additional Revenue, less (to the extent not previously allocated) (b) (i) Development Costs, (ii) Pre-Commercialization Expenses, (iii) for any Product that is Commercialized, Manufacturing Costs, (iv) Manufacturing Scale-Up Costs, (v) Marketing Expenses, (vi) Regulatory Maintenance Costs, and (vii) Third Party License Costs; and (y) the Transaction Value from any Transaction.",
+ "(f) Manufacturing Scale-Up Costs; and"
+ ],
+ "nary": 9,
+ "nhop": 3
+ },
+ {
+ "question": "What term is used to describe materials that are regulated under environmental laws due to their potential impact on health and the environment, particularly concerning their generation, transportation, treatment, storage, and disposal?",
+ "golden_answers": [
+ "HAZARDOUS SUBSTANCES"
+ ],
+ "context": [
+ "Environmental Laws shall mean (a) the following federal laws as they may be cited, referenced, and amended from time to time: the Clean Air Act, the Clean Water Act, the Safe Drinking Water Act, the Comprehensive Environmental Response, Compensation and Liability Act, the Endangered Species Act, the Resource Conservation and Recovery Act, the Hazardous Materials Transportation Act, the Occupational Safety and Health Act, the Oil Pollution Act, the Resource Conservation and Recovery Act, the Superfund Amendments and Reauthorization Act, and the Toxic Substances Control Act; (b) any and all equivalent environmental statutes of any state in which Property of any Borrower is situated, as they may be cited, referenced and amended from time to time; (c) any rules or regulations promulgated under or adopted pursuant to the above federal and state laws; and (d) any other equivalent federal, state, or local statute or any requirement, rule, regulation, code, ordinance, decree, permit, concession, grant, franchise, license, agreement or governmental restrictions or order adopted pursuant thereto, including all common law relating to pollution or the protection of health, safety or the environment or the release of any materials into the environment, including those related to the generation, transportation, treatment, storage, recycling, disposal, handling, or release of Hazardous Substances, air emissions, discharges to waste or public systems and health and safety matters."
+ ],
+ "nary": 10,
+ "nhop": 1
+ },
+ {
+ "question": "What is one of the companies mentioned that is competitive with the business of the Company?",
+ "golden_answers": [
+ "VIRGIN"
+ ],
+ "context": [
+ "which are competitive with any aspect of the Business of the Company, including but not limited to: FanDuel, Paddy Power Betfair, William Hill, bet365, PointsBet, Penn National, Barstool Sports, SugarHouse, 888, MGM, TheScore, BetStars, Unibet, Caesars, Golden Nugget, Bet America, Borgata, Harrahs, Oceans, Resorts, Tropicana, Virgin, and Pala."
+ ],
+ "nary": 10,
+ "nhop": 1
+ },
+ {
+ "question": "Which company is specifically named as a Louisiana limited liability company in the TERM LOAN AGREEMENT?",
+ "golden_answers": [
+ "ELYSIUM ENERGY LA, LLC"
+ ],
+ "context": [
+ "This TERM LOAN AGREEMENT is made and entered into effective February 3, 2020, by and among ELYSIUM ENERGY, LLC, a Nevada limited liability company (\u201cElysium\u201d), ELYSIUM ENERGY LA, LLC, a Louisiana limited liability company (\u201cElysium LA\u201d), ELYSIUM ENERGY TX, LLC, a Texas limited liability company (\u201cElysium TX\u201d), POINTE A LA HACHE, L.L.C., a Delaware limited liability company (\u201cPointe\u201d), TURTLE BAYOU, L.L.C., a Delaware limited liability company (\u201cTurtle\u201d), POTASH, L.L.C., a Delaware limited liability company (\u201cPotash\u201d), RAMOS FIELD, L.L.C., a Delaware limited liability company (\u201cRamos\u201d), and each direct and indirect Subsidiary of the foregoing from time to time (each a \u201cBorrower\u201d and, collectively, the \u201cBorrowers\u201d), ELYSIUM ENERGY HOLDINGS, LLC, a Nevada limited liability company (\u201cHoldings\u201d), each lender that is a signatory hereto or becomes a party hereto as provided in Section 9.1 (individually, together with its successors and assigns, a \u201cLender\u201d and, collectively, together with their respective successors and assigns, the \u201cLenders\u201d), and 405 WOODBINE LLC, a Delaware limited liability company (\u201cWoodbine\u201d), as administrative agent for the Lenders."
+ ],
+ "nary": 10,
+ "nhop": 1
+ },
+ {
+ "question": "What is the email address of the attorney Keith M. Townsend at King & Spalding LLP?",
+ "golden_answers": [
+ "KTOWNSEND@KSLAW.COM"
+ ],
+ "context": [
+ "If to the Company: EVO Payments, Inc. Ten Glenlake Parkway, South Tower, Suite 950 Atlanta, GA 30328 Attn: Chief Financial Officer E-mail: Tom.Panther@evopayments.com with a copy to (which copy alone shall not constitute notice): King & Spalding LLP 1180 Peachtree Street, N.E. Atlanta, GA 30309 Attn: Keith M. Townsend Zachary L. Cochran Robert Leclerc E-mail: ktownsend@kslaw.com zcochran@kslaw.com rleclerc@kslaw.com"
+ ],
+ "nary": 10,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to refer to individuals or entities that preceded others in a particular role or position, often mentioned in legal releases or agreements?",
+ "golden_answers": [
+ "PREDECESSORS"
+ ],
+ "context": [
+ "The Executive hereby generally and completely releases the Company, its affiliates, and its and their current and former directors, officers, employees, shareholders, partners, agents, attorneys, predecessors, successors, parent and subsidiary entities, insurers, affiliates, family and assigns."
+ ],
+ "nary": 10,
+ "nhop": 1
+ },
+ {
+ "question": "What term refers to the obligations or undertakings that a person is responsible for, including those that relate to the debts of others?",
+ "golden_answers": [
+ "INDEBTEDNESS OF OTHERS"
+ ],
+ "context": [
+ "\u201cIndebtedness\u201d means, with respect to any Person, without duplication, all obligations or undertakings by such Person as of the date of determination ..."
+ ],
+ "nary": 10,
+ "nhop": 1
+ },
+ {
+ "question": "What type of information related to computer programs and proprietary data is included in the definition of \"Confidential Information\" in this Agreement?",
+ "golden_answers": [
+ "SOFTWARE"
+ ],
+ "context": [
+ "The term \u201cConfidential Information,\u201d as used in this Agreement, shall mean all confidential and proprietary technical, business and financial information relating to the respective businesses of the Company and any of its affiliates (collectively, the \u201cCompanies\u201d) including, but not limited to, marketing and financial information, personnel, sales and statistical data, plans for future development, computer programs, information and knowledge pertaining to the products and services offered, inventions, innovations, designs, ideas, recipes, formulas, manufacturing processes, trade secrets, technical data, computer source codes, software, proprietary information, construction, advertising, manufacturing, distribution and sales methods and systems, pricing, sales and profit figures, customer and client lists, and relationships with customers, clients, suppliers, distributors and others who have business dealings with any of the Companies and information with respect to various ingredients, formulas, manufacturing processes, techniques, procedures, processes and methods."
+ ],
+ "nary": 10,
+ "nhop": 1
+ },
+ {
+ "question": "What group of individuals is essential for maintaining the company's business organization and relationships with customers, carriers, and suppliers?",
+ "golden_answers": [
+ "EMPLOYEES"
+ ],
+ "context": [
+ "the Company shall use its reasonable best efforts to preserve intact its business organization, operations, assets, goodwill and relationships with material customers, carriers, suppliers..."
+ ],
+ "nary": 10,
+ "nhop": 1
+ },
+ {
+ "question": "What term is defined in the agreement that refers to the necessary authorization for a merger or acquisition to ensure it does not violate competition laws?",
+ "golden_answers": [
+ "ANTI-TRUST APPROVAL"
+ ],
+ "context": [
+ "As used herein, the following terms are defined in the Section of this Agreement set forth after such term below."
+ ],
+ "nary": 10,
+ "nhop": 1
+ },
+ {
+ "question": "What term defined in the agreement refers to one of the parties involved that is specifically labeled as 'Elysium'?",
+ "golden_answers": [
+ "ELYSIUM"
+ ],
+ "context": [
+ "Terms Defined Above. As used in this Agreement, each of the terms 'Agent,' 'Woodbine,' 'Borrower,' 'Borrowers,' 'Holdings,' 'Elysium,' 'Elysium LA,' 'Elysium TX,' 'Pointe,' 'Turtle,' 'Potash,' 'Ramos' and 'Lender,' 'Lenders,' shall have the meaning assigned to such term hereinabove."
+ ],
+ "nary": 10,
+ "nhop": 1
+ },
+ {
+ "question": "What type of financial charge is typically associated with payments required by a Credit Party under the Loan Documents?",
+ "golden_answers": [
+ "INTEREST"
+ ],
+ "context": [
+ "the Administrative Agent or such Lender, as the case may be, on or with respect to any payment by or on account of any obligation of such Credit Party under the Loan Documents."
+ ],
+ "nary": 10,
+ "nhop": 1
+ },
+ {
+ "question": "Which financial institution was involved in the agreement acknowledged by CUMMINS INC.?",
+ "golden_answers": [
+ "BANK OF AMERICA, N.A."
+ ],
+ "context": [
+ "CUMMINS INC. acknowledged the significance of the agreement entered into by various authorized officers."
+ ],
+ "nary": 10,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to refer to the parties involved in the agreement, along with Administrative Agents and Arrangers, that are not considered fiduciaries with respect to the assets of the Lender?",
+ "golden_answers": [
+ "DOCUMENTATION AGENTS"
+ ],
+ "context": [
+ "Company or any other Credit Party, that none of the Administrative Agent, or the Arrangers, the Syndication Agents, the Documentation Agents or any of their respective Affiliates is a fiduciary with respect to the assets of such Lender involved in the Loans, the Commitments and this Agreement."
+ ],
+ "nary": 10,
+ "nhop": 1
+ },
+ {
+ "question": "What term is used to describe individuals who work for the Company or its Subsidiaries but are not classified as employees, directors, or officers?",
+ "golden_answers": [
+ "INDEPENDENT CONTRACTOR"
+ ],
+ "context": [
+ "Neither the execution and delivery of this Agreement, shareholder or other approval of this Agreement or the Plan nor the consummation of the transactions contemplated by this Agreement, whether alone or in combination with any other event, will entitle any current or former employee, director, officer or independent contractor of the Company or any of its Subsidiaries to severance pay or any material increase in severance pay."
+ ],
+ "nary": 10,
+ "nhop": 1
+ },
+ {
+ "question": "Who is mentioned as the recipient of projections and financial information in the Agreement and Transaction Documents?",
+ "golden_answers": [
+ "PARENT"
+ ],
+ "context": [
+ "Except for the representations and warranties expressly set forth in this Agreement and the Transaction Documents to which the Company is a party the Company hereby disclaims and shall have no liability or responsibility for any and all projections, forecasts, estimates, financial statements, financial information, appraisals, statements, promises, advice, data or information made, communicated or furnished (orally or in writing, including electronically) to Parent or any of Parent\u2019s Affiliates or any Representatives of Parent or any of Parent\u2019s Affiliates, including omissions therefrom."
+ ],
+ "nary": 10,
+ "nhop": 1
+ },
+ {
+ "question": "What is the term for laws governing the activities and operations of third-party administrators, insurance brokers, and agents in the healthcare sector?",
+ "golden_answers": [
+ "STATE LAW REGULATING THIRD PARTY ADMINISTRATORS, INSURANCE BROKERS, AND AGENTS"
+ ],
+ "context": [
+ "\u201cHealth Regulatory Laws\u201d means any Law relating to healthcare, health insurance or related regulatory matters, including, to the extent applicable, (i) the Federal anti-kickback Law (42 U.S.C. \u00a7 1320a-7b); (ii) Title XVIII of the Social Security Act, 42 U.S.C. \u00a7\u00a7 1395-1395lll (the Medicare Act), including but not limited to the Stark I, II and III Laws (42 U.S.C. \u00a7 1395nn); (iii) Title XIX of the Social Security Act, 42 U.S.C. \u00a7\u00a7 1396-1396w-5 (the Medicaid Act); ..."
+ ],
+ "nary": 10,
+ "nhop": 1
+ },
+ {
+ "question": "What is mentioned in the document as one of the sections that can be invoked regarding modifications or amendments to agreements?",
+ "golden_answers": [
+ "MODIFICATION OR AMENDMENT"
+ ],
+ "context": [
+ "The Company and its subsidiaries have implemented and maintained commercially reasonable physical, technical and administrative controls, policies, procedures, and safeguards to maintain and protect their material confidential information and the integrity, continuous operation, redundancy and security of all IT Systems and data, including all 'Personal Data'.",
+ "than (i) as provided in Section 6.11 (Indemnification; Directors\u2019 and Officers\u2019 Insurance), (ii) the right of the Company\u2019s stockholders to receive the Offer Price after the Offer Acceptance Time or Merger Consideration after the Closing, as applicable, (iii) the right of the holders of equity awards of the Company to receive such consideration as provided for in Section 4.5 after the Closing, (iv) this Section 9.8, Section 8.5(g) (Liability of Company Related Parties), Section 8.5(h) (Liability of Parent Related Parties), Section 9.2 (Modification or Amendment) and Section 9.5 (Governing Law and Venue; Waiver of Jury Trial) which, to the extent applicable to the Company Related Parties or Parent Related Parties, are intended to benefit and be enforceable by the Company Related Parties and Parent Related Parties (as applicable) and (v) the Financing Sources shall be a third-party beneficiary of and entitled to enforce, to the extent applicable to the Lender, this Section 9.8, Section 9.2 (Modification or Amendment), Section 9.5 (Governing Law and Venue; Waiver of Jury Trial) and Section 9.13(b) (Specific Performance)."
+ ],
+ "nary": 10,
+ "nhop": 2
+ },
+ {
+ "question": "What federal law focuses on ensuring safe and healthy working conditions for employees, and is part of the Environmental Laws as defined in the provided material?",
+ "golden_answers": [
+ "OCCUPATIONAL SAFETY AND HEALTH ACT"
+ ],
+ "context": [
+ "Environmental Laws shall mean (a) the following federal laws as they may be cited, referenced, and amended from time to time: the Clean Air Act, the Clean Water Act, the Safe Drinking Water Act, the Comprehensive Environmental Response, Compensation and Liability Act, the Endangered Species Act, the Resource Conservation and Recovery Act, the Hazardous Materials Transportation Act, the Occupational Safety and Health Act, the Oil Pollution Act, the Resource Conservation and Recovery Act, the Superfund Amendments and Reauthorization Act, and the Toxic Substances Control Act; (b) any and all equivalent environmental statutes of any state in which Property of any Borrower is situated, as they may be cited, referenced and amended from time to time; (c) any rules or regulations promulgated under or adopted pursuant to the above federal and state laws; and (d) any other equivalent federal, state, or local statute or any requirement, rule, regulation, code, ordinance, decree, permit, concession, grant, franchise, license, agreement or governmental restrictions or order adopted pursuant thereto, including all common law relating to pollution or the protection of health, safety or the environment or the release of any materials into the environment, including those related to the generation, transportation, treatment, storage, recycling, disposal, handling, or release of Hazardous Substances, air emissions, discharges to waste or public systems and health and safety matters.",
+ "Relevant laws include the Industrial Site Recovery Act, Clean Air Act, Clean Water Act, etc."
+ ],
+ "nary": 10,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to describe the formal request that must include specific information as stipulated in Section 2.02?",
+ "golden_answers": [
+ "BORROWING REQUEST"
+ ],
+ "context": [
+ "Except for the representations and warranties expressly set forth in this Agreement and the Transaction Documents to which the Company is a party the Company hereby disclaims and shall have no liability or responsibility for any and all projections, forecasts, estimates, financial statements, financial information, appraisals, statements, promises, advice, data or information made, communicated or furnished (orally or in writing, including electronically) to Parent or any of Parent\u2019s Affiliates or any Representatives of Parent or any of Parent\u2019s Affiliates, including omissions therefrom.",
+ "Each such Borrowing Request shall specify the following information in compliance with Section 2.02."
+ ],
+ "nary": 10,
+ "nhop": 2
+ },
+ {
+ "question": "What is the name of the Polish limited company that is a subsidiary of Schedule 1 Company?",
+ "golden_answers": [
+ "ENDOLOGIX POLAND SP. ZO.O"
+ ],
+ "context": [
+ "Schedule 1 Company Subsidiaries",
+ "Endologix Poland sp. zo.o, a Polish limited company."
+ ],
+ "nary": 10,
+ "nhop": 2
+ },
+ {
+ "question": "What regulation acknowledges the ownership of beneficial interests in an entity and is mentioned alongside the Patriot Act in compliance matters?",
+ "golden_answers": [
+ "BENEFICIAL OWNERSHIP REGULATION"
+ ],
+ "context": [
+ "(b) Neither the Company nor any of the Subsidiaries is in violation of any law, rule or regulation (including, without limitation, any Environmental Law, the Trading with the Enemy Act of the United States of America (as amended), any of the foreign assets control regulations of the United States Treasury Department (as amended) and the Patriot Act), or in default with respect to any judgment, writ, injunction or decree of any Governmental Authority.",
+ "including the Patriot Act and the Beneficial Ownership Regulation."
+ ],
+ "nary": 10,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to describe the official document that represents an ownership stake in a financial asset or a right to a portion of the financial benefits from an underlying asset, as mentioned in the context of statements to Certificateholders?",
+ "golden_answers": [
+ "CERTIFICATE"
+ ],
+ "context": [
+ "SECTION 5.08 Statements to Certificateholders and Noteholders.",
+ "The Administrative Agent shall be entitled to rely upon, and shall not incur any liability for relying upon, any notice, request, certificate, consent, statement, instrument, document or other writing believed by it to be genuine."
+ ],
+ "nary": 10,
+ "nhop": 2
+ },
+ {
+ "question": "What term is used to describe the individual or entity appointed by the Required Lenders to take over upon the resignation of a party?",
+ "golden_answers": [
+ "SUCCESSOR"
+ ],
+ "context": [
+ "The Parties acknowledge and agree that each will use commercially reasonable efforts to provide advance draft copies of all Definitive Documents and other pleadings.",
+ "Upon any such resignation, the Required Lenders shall have the right, in consultation with the Company, to appoint a successor."
+ ],
+ "nary": 10,
+ "nhop": 2
+ },
+ {
+ "question": "What term describes the restriction placed on an employee to not solicit or transact business with the company's customers, clients, or vendors for a specified period after their termination?",
+ "golden_answers": [
+ "NONSOLICITATION"
+ ],
+ "context": [
+ "any Person, the directors, officers, partners, managers, employees, consultants, financial advisors, accountants, counsel, investment bankers and other agents, advisors and representatives.",
+ "2. Nonsolicitation of Customers, Clients or Vendors. During the period of Employee\u2019s relationship with the Company and for a period of twelve (12) months after termination of such relationship (for any reason), Employee shall not directly or indirectly either for him/herself or for any other person, partnership, legal entity, or enterprise, solicit or transact business, or attempt to solicit or transact business with, any of the individuals or entities actually known to Employee to be the Company\u2019s customers, clients, vendors or partners, or prospective customers, clients, vendors or partners, in all cases, about which Employee learned Confidential Information (as defined above) or which Employee had some involvement or knowledge related to the Business of the Company."
+ ],
+ "nary": 10,
+ "nhop": 2
+ },
+ {
+ "question": "What payments, besides the Golf Course Use Payments, is the User required to make to the Owner during the Term?",
+ "golden_answers": [
+ "ADDITIONAL CHARGES"
+ ],
+ "context": [
+ "The Borrower agrees to indemnify and hold harmless each Lender, the Administrative Agent and each of their respective Related Parties (any of the foregoing shall be an \u201cIndemnitee\u201d) from and against any and all claims, liabilities, obligations, losses, damages, actions, reasonable and documented external attorneys\u2019 fees and expenses (as such fees and expenses are reasonably incurred), penalties, judgments, suits, reasonable and documented out-of-pocket costs and demands by any third party.",
+ "Suit or suits for the recovery of damages, or for a sum equal to any installment or installments of Golf Course Use Payments payable hereunder, or for any other sums payable by User to Owner pursuant to this Agreement, may be brought by Owner from time to time at Owner\u2019s election.",
+ "Generally. During the Term, User will pay to Owner each of the Golf Course Use Payments and Additional Charges in lawful money of the United States of America."
+ ],
+ "nary": 10,
+ "nhop": 3
+ },
+ {
+ "question": "What is the term used to describe the necessary written correspondence for notifications, consents, or other exchanges required under the terms of this Agreement?",
+ "golden_answers": [
+ "COMMUNICATIONS"
+ ],
+ "context": [
+ "Other than (A) the filing of the Certificate of Merger pursuant to Section 1.4, (B) as required under the HSR Act in connection with the Offer or the Merger, (C) as set forth on Section 5.2(d)(i)(C) of the Parent Disclosure Letter (the 'Parent Required Regulatory Law Filings' and, together with the Company Required Regulatory Law Filings, the \u2018Required Regulatory Law Filings\u2019), (D) any filings with the SEC required to be made pursuant to Section 1.1(f) or (g) of this Agreement and (E) such filings notices, reports, consents, registrations, approvals, permits expirations of waiting periods or authorizations that the failure to give, make or obtain would not, individually or in the aggregate, have or reasonably be expected to have a Parent Material Adverse Effect, no filings, notices and/or reports are required to be made by Parent or Merger Sub or their Subsidiaries with, nor are any consents, registrations, approvals, permits, expirations of waiting periods or authorizations required to be obtained by Parent or Merger Sub or their Subsidiaries from, any Governmental Entity in connection with the execution, delivery and performance of this Agreement or the consummation by Parent and Merger Sub of the Offer, the Merger and the other transactions contemplated hereby.",
+ "obtaining (and taking all steps necessary to obtain) all consents, registrations, approvals, permits, waivers, Licenses, permits, Orders, expirations of waiting periods and authorizations necessary or advisable to be obtained from any Governmental Entity in order to consummate the Offer, the Merger or any of the other transactions contemplated by this Agreement.",
+ "Notices. Any notices, consents or other communications required or permitted to be given under the terms of this Agreement must be in writing."
+ ],
+ "nary": 10,
+ "nhop": 3
+ },
+ {
+ "question": "Which financial institution was involved as an authorized signatory in the agreement executed by CUMMINS INC.?",
+ "golden_answers": [
+ "BANK OF AMERICA, N.A."
+ ],
+ "context": [
+ "CUMMINS INC. executed the agreement with several financial institutions and individuals as authorized signatories.",
+ "IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed and delivered by their respective authorized officers as of the day and year first above written.",
+ "CUMMINS INC. acknowledged the significance of the agreement entered into by various authorized officers."
+ ],
+ "nary": 10,
+ "nhop": 3
+ },
+ {
+ "question": "What term is used to refer to an individual or entity appointed to manage and sell the assets of a person or organization during an insolvency proceeding?",
+ "golden_answers": [
+ "LIQUIDATOR"
+ ],
+ "context": [
+ "TABLE OF CONTENTS ARTICLE I DEFINITIONS.",
+ "The Company reserves the right, however, to terminate the Plan at any time which termination shall be evidenced by an instrument in writing signed by an authorized officer of the Company delivered to the Administrator and the Trustee.",
+ "\u201cInsolvency Proceeding\u201d shall mean application (whether voluntary or instituted by another Person) for or the consent to the appointment of a receiver, trustee, conservator, custodian, or liquidator of any Person or of all or a substantial part of the Property of such Person."
+ ],
+ "nary": 10,
+ "nhop": 3
+ },
+ {
+ "question": "What term describes the state of being unable to pay debts, often leading to bankruptcy or similar legal proceedings?",
+ "golden_answers": [
+ "INSOLVENCY"
+ ],
+ "context": [
+ "Supporting Lender or any of its applicable Affiliates, the performance of such Person\u2019s obligations hereunder and thereunder, and the consummation of the transactions contemplated hereby or thereby, as applicable, do not and will not (a) conflict with or result in any violation or breach of any provisions of the certificate of incorporation, bylaws or other organizational documents of any such Person or (b) conflict with or violate any Order or Law applicable to any Supporting Lender or its properties, rights or assets.",
+ "thereof or, discontinuance of any service or utility servicing the same; (b) the lawful or unlawful prohibition of, or restriction upon, User\u2019s use of the Golf Courses or any portion thereof or the interference with such use by any Person;",
+ "pendency of any bankruptcy, insolvency, receivership or other similar proceeding, whether or not a claim for such interest is allowed or allowable in such proceeding), and User shall pay such interest to Owner on demand."
+ ],
+ "nary": 10,
+ "nhop": 3
+ },
+ {
+ "question": "What is the name of one of the Borrowers listed in the TERM LOAN AGREEMENT?",
+ "golden_answers": [
+ "POTASH, L.L.C."
+ ],
+ "context": [
+ "TERM LOAN AGREEMENT among ELYSIUM ENERGY HOLDINGS, LLC, ELYSIUM ENERGY, LLC, ELYSIUM ENERGY LA, LLC, ELYSIUM ENERGY TX, LLC, POINTE A LA HACHE, L.L.C., TURTLE BAYOU, L.L.C., POTASH, L.L.C., RAMOS FIELD, L.L.C and ALL SUBSIDIARIES, as Borrowers, and 405 WOODBINE LLC, as Administrative Agent, and THE LENDERS SIGNATORY HERETO, as Lenders.",
+ "SCHEDULE 4.22A SUBSIDIARIES",
+ "This TERM LOAN AGREEMENT is made and entered into effective February 3, 2020, by and among ELYSIUM ENERGY, LLC, a Nevada limited liability company (\u201cElysium\u201d), ELYSIUM ENERGY LA, LLC, a Louisiana limited liability company (\u201cElysium LA\u201d), ELYSIUM ENERGY TX, LLC, a Texas limited liability company (\u201cElysium TX\u201d), POINTE A LA HACHE, L.L.C., a Delaware limited liability company (\u201cPointe\u201d), TURTLE BAYOU, L.L.C., a Delaware limited liability company (\u201cTurtle\u201d), POTASH, L.L.C., a Delaware limited liability company (\u201cPotash\u201d), RAMOS FIELD, L.L.C., a Delaware limited liability company (\u201cRamos\u201d), and each direct and indirect Subsidiary of the foregoing from time to time (each a \u201cBorrower\u201d and, collectively, the \u201cBorrowers\u201d), ELYSIUM ENERGY HOLDINGS, LLC, a Nevada limited liability company (\u201cHoldings\u201d), each lender that is a signatory hereto or becomes a party hereto as provided in Section 9.1 (individually, together with its successors and assigns, a \u201cLender\u201d and, collectively, together with their respective successors and assigns, the \u201cLenders\u201d), and 405 WOODBINE LLC, a Delaware limited liability company (\u201cWoodbine\u201d), as administrative agent for the Lenders."
+ ],
+ "nary": 10,
+ "nhop": 3
+ },
+ {
+ "question": "What term refers to any extra payments that the User is required to make to the Owner in addition to the Golf Course Use Payments as stipulated in the Agreement?",
+ "golden_answers": [
+ "ADDITIONAL CHARGES"
+ ],
+ "context": [
+ "Damages, liabilities and related reasonable and documented costs and expenses, including the reasonable fees, charges and disbursements of any counsel for any Indemnitee, incurred by or asserted against any Indemnitee arising out of, in connection with, or as a result of any actual or prospective claim, litigation, investigation, arbitration or proceeding.",
+ "Suit or suits for the recovery of damages, or for a sum equal to any installment or installments of Golf Course Use Payments payable hereunder, or for any other sums payable by User to Owner pursuant to this Agreement, may be brought by Owner from time to time at Owner\u2019s election.",
+ "To pay each of the Golf Course Use Payments and all Additional Charges required by this Agreement shall remain unabated during the period that such Golf Course is closed."
+ ],
+ "nary": 10,
+ "nhop": 3
+ },
+ {
+ "question": "What section of the Golf Course Use Agreement contains both the terms of the loan facility and the representations and warranties from the Company and the Purchasers?",
+ "golden_answers": [
+ "ARTICLE II"
+ ],
+ "context": [
+ "Table of Contents and Article Sections related to the Golf Course Use Agreement",
+ "ARTICLE II outlines the terms of the loan facility.",
+ "Article II REPRESENTATIONS AND WARRANTIES includes representations and warranties from both the Company and the Purchasers."
+ ],
+ "nary": 10,
+ "nhop": 3
+ }
+]
\ No newline at end of file