flwrlabs/fed-legal huggingface dataset:
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: (a) The Borrower will, and will cause each of its Restricted Subsidiaries to, (i) keep all tangible property necessary to the business of the Borrower and its Restricted Subsidiaries in satisfactory working order and condition, ordinary wear and tear excepted and subject to the occurrence of casualty and condemnation events, except if the failure to do so would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect and (ii) maintain with financially sound and reputable insurance companies ( provided , however , there shall be no breach of this Section 9.03 if any such insurer becomes financially unsound and the applicable Credit Party obtains insurance coverage from a different financially sound and reputable insurer) insurance on all such property and against all such risks as is consistent and in accordance with industry practice for companies engaged in similar businesses as the Borrower and its Restricted Subsidiaries (after giving effect to any self-insurance reasonable and customary for Persons engaged in similar businesses as the Borrower and its Restricted Subsidiaries) as reasonably determined by the Borrower. Such insurance, except to the extent any such insurance is not generally available in the marketplace from commercial insurers, shall include physical damage insurance on all material real and personal property (whether now owned or hereafter acquired) on an all risk basis and business interruption insurance. The provisions of this Section 9.03 shall be deemed supplemental to, but not duplicative of, the provisions of any Security Documents that require the maintenance of insurance.

assistant: Insurances
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: any claim or ‘suit’ at ... [its] discretion” allowed the insurer to settle the without obtaining the insured’s consent). However, it is well settled New York law that an insurer granted such “exclusive control” over the settlement and defense of claims is subject to an implied duty of good faith and fair dealing in certain contexts. Pavia v. State Farm Mutual Auto. Ins., 82 N.Y.2d 445, 605 N.Y.S.2d 208, 626 N.E.2d 24, 26 (1993). This implied duty of good faith and fair dealing has been applied in situations where an insurer has been presented with a settlement offer that is within the policy limits. See id. at 27; Pinto v. Allstate Ins. Co., 221 F.3d 394, 398-99 (2d Cir.2000); see also Smith v. General Accident Ins. Co., 91 N.Y.2d 648, 674 N.Y.S.2d 267, 270, 697 N.E.2d 168 (1998) (<HOLDING>); New York Univ. v. Continental Ins. Co., 87 Options: A. holding that an insurer acted in bad faith by failing to keep the insured informed of settlement negotiations B. holding that when the insured brings an action for a declaration of coverage and prevails absent a bad faith denial of coverage by the insurer attorneys fees incurred by the insured in the prosecution of that action are not incurred at the request of the insurer C. holding that if the town acted in bad faith in negotiations and litigation which prevented construction then the plaintiffs on remand cannot be deemed to have lost any rights to vest that they would have been able to exercise in the absence of bad faith D. holding that insured may recover attorneys fees from insurer where insurer acts in bad faith E. holding that insured cannot bring an action against its insurer for bad faith failure to settle a claim in the absence of an excess verdict

assistant: The best answer is A. holding that an insurer acted in bad faith by failing to keep the insured informed of settlement negotiations
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Any dispute, disagreement or question which arises under, or as a result of, or in any way relates to the interpretation, construction or application of the terms of this Agreement or the Plan, will be determined and resolved by the Committee or its authorized delegate. Such determination or resolution by the Committee or its authorized delegate will be final, binding and conclusive on all persons for all purposes.

assistant: Interpretations
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Except as otherwise provided herein, if either Party defaults in performance of this Agreement, the other Party has the right to use any and all remedies or actions at law or in equity, including, without limitation, the right to obtain specific performance and forfeiture of this Agreement and is entitled to obtain judgment for costs and reasonable attorneys’ fees, as permitted by law. If Seller defaults, all Earnest Money and any other amount delivered hereunder shall be returned to Buyer. If Buyer defaults, Seller’s sole and exclusive remedy shall be to the Earnest Money and any other amount delivered hereunder, which shall be disbursed to Seller as liquidated damages. In the event of Buyer’s default hereunder, Seller’s damages will be impossible to estimate and the Earnest Money represents a fair estimate of the loss by Seller in such event.

assistant: Remedies
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Except as could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, Holdings, the Blocked Borrower and each Restricted Subsidiary (a) have timely filed or caused to be filed all Tax returns required to have been filed and (b) have paid or caused to be paid all Taxes required to have been paid (whether or not shown on a Tax return) including in their capacity as tax withholding agents, except any Taxes (i) that are not overdue by more than 30 days or (ii) that are being contested in good faith by appropriate proceedings; provided that Holdings, the Borrower, the Blocked Borrower or such Restricted Subsidiary, as the case may be, has set aside on its books adequate reserves therefor in accordance with GAAP. Each of the Borrower and the Blocked Borrower is properly treated as a “disregarded entity” owned by a regarded entity that is not a United States person for U.S. federal income tax purposes.

assistant: Taxes
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Seller hereby represents to Buyer that as of the date hereof, the Seller Parties are in full compliance with all of the terms and conditions of the Agreement and each other Program Document and no Default or Event of Default has occurred and is continuing under the Agreement or any other Program Document.

assistant: Representations
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Transfer Contributions into this Plan must Vest at least as rapidly under this Plan (the transferee plan) as they would Vest under the plan from which the transfer is being made (the transferor plan), as if the transfer had not occurred. If this Plan is the transferee plan and the Vesting schedule under the transferor plan for a specific source of transferred amounts (e.g., Matching Contributions or Non-Safe Harbor Non-Elective Contributions) is less favorable than the Vesting schedule that applies to the same component in this Plan, the Administrator may apply, in a non-discriminatory manner, the Vesting schedule of this Plan's component (e.g., Matching Contributions or Non-Safe Harbor Non-Elective Contributions) to that portion of the Transfer Contributions.

assistant: Vesting
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Except as disclosed on Schedule 9.1.6 , there are no actions, suits, proceedings, claims or disputes pending or, to the knowledge of the Borrowers, threatened in writing or any ongoing, pending or threatened investigation known to the Borrowers, in each case, in any court or conducted before or by any arbitrator or Governmental Authority, by or against the Borrowers or any Restricted Subsidiary or against any of their respective Properties or revenues that (a) purport to affect or pertain to the Transactions, this Agreement or any other Loan Document, or the extensions of credit contemplated hereby, or (b) either individually or in the aggregate, if determined adversely, would reasonably be expected to have a Material Adverse Effect.

assistant: Litigations
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: No failure on the part of Buyer to exercise, or delay in exercising, any right or remedy under the Repurchase Documents shall operate as a waiver thereof; nor shall any single or partial exercise of any right or remedy thereunder preclude any further exercise thereof or the exercise of any other right. The rights and remedies in the Repurchase Documents are cumulative and not exclusive of any rights and remedies provided by law. Application of the Default Rate after an Event of Default shall not be deemed to constitute a waiver of any Event of Default or Buyer’s rights and remedies with respect thereto, or a consent to any extension of time for the payment or performance of any obligation with respect to which the Default Rate is applied. Except as otherwise expressly provided in the Repurchase Documents, no amendment, waiver or other modification of any provision of the Repurchase Documents shall be effective without the signed agreement of Seller and Buyer. Any waiver or consent under the Repurchase Documents shall be effective only if it is in writing and only in the specific instance and for the specific purpose for which given.

assistant: Amendments
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The properties of the Loan Parties are insured with financially sound and reputable insurance companies, in such amounts, with such deductibles and covering such risks as are customarily carried by companies engaged in similar businesses and owning similar properties in localities where the Loan Parties operate.

assistant: Insurances
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: his automobile was set apart under §§ 34-14 and 34-17 when the clerk received the homestead deed in proper form with fees paid on October 3, 1997, well before the fifth day after the creditors meeting. The exemption was therefore claimed in a timely manner. Generally, statutes creating debtors’ exemptions must be construed liberally in favor of the debtor and the exemption. See Shirkey v. Leake, 715 F.2d 859, 862 (4th Cir.1983); Cheeseman v. Nachman, 656 F.2d 60, 63 (4th Cir.1981). Nevertheless, the debtor must comply with procedural requirements, in this case those of § 34-17. See e.g., Morgan, 689 F.2d at 472 (disallowing exemption when debtor timely filed in wrong place); In re Tate, 41 B.R. 946 (Bankr.W.D.Va.1984) (same). But see In re Davies, 96 F.Supp. 416, 419-20 (W.D.Va.1949) (<HOLDING>). It is not enough to comply with the filing Options: A. holding that homestead exemption was unavailable even though claimants were living on the land and claiming it as homestead with the permission or acquiescence of the owner for they could have no homestead right or interest in land to which they had no title B. holding that bankruptcy court had equitable discretion to allow exemption even though homestead deed was recorded one day late C. holding that a wife could claim a homestead exemption even though she only had a beneficiary interest in the property held in trust D. holding that a bankruptcy debtor may claim the homestead exemption for real property transferred to a selfsettled revocable trust even though the settlor and the beneficiary as well as the bankruptcy debtor were the same person E. holding even though debtor would have been entitled to iowa homestead exemption but for former spouses iowa code section 59821 lien debtor could not avoid the lien because it attached to the homestead prior to or simultaneously with debtors acquisition of the interest in the homestead

assistant: The best answer is B. holding that bankruptcy court had equitable discretion to allow exemption even though homestead deed was recorded one day late
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: As compensation for all services performed by Executive under and during the Employment Term, the Company shall pay to Executive a base salary at the rate of $100,000 per year, in equal bi-weekly installments in accordance with its customary payroll practices. Such base salary, as may be increased from time to time at the Company’s sole discretion, is hereafter referred to as the “ Base Salary .” All payments will be subject to Executive’s chosen benefit deductions and the deductions of payroll taxes and similar assessments as required by law.

assistant: Base Salary
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: 56(c)(1); Beard v. Whitley Cnty. REMC, 840 F.2d 405, 410 (7th Cir.1988). To establish a genuine issue of fact, the nonmoving party must come forward with specific facts showing that there is a genuine issue necessitating trial, not “simply show that there is some metaphysical doubt as to the material facts.” Matsushita Elec. Indus. Co., Ltd. v. Zenith Radio Corp., 475 U.S. 574, 586, 106 S.Ct. 1348, 89 L.Ed.2d 538 (1986); First Nat’l Bank of Cicero v. Lewco Secs. Corp., 860 F.2d 1407, 1411 (7th Cir.1988). If the nonmoving party fails to establish the existence of an essential element on which it bears the burden of proof at trial, summary judgment is proper — even mandated. Massey v. Johnson, 457 F.3d 711, 716 (7th Cir.2006) (citing Celotex, 477 U.S. at 322-23, 106 S.Ct. 2548) (<HOLDING>). In ruling on a motion for summary judgment, a Options: A. holding that a failure to prove one essential element necessarily renders all other facts immaterial B. holding that failure to instruct on an essential element was harmless error because the element was so clearly established C. holding that causation is an essential element in failure to warn claim D. holding that failure to prove an essential element of an offense does not constitute fundamental error which may be raised for the first time on appeal E. holding that a failure of proof regarding a required element of a case necessarily renders all other facts immaterial and further analysis unnecessary

assistant: The best answer is A. holding that a failure to prove one essential element necessarily renders all other facts immaterial
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The Plan and all determinations made and actions taken thereunder, to the extent not otherwise governed by the Code or the laws of the United States, shall be governed by the laws of the State of Utah, without reference to principles of conflict of laws, and construed accordingly.

assistant: Governing Laws
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: Furse and Covington Defendant Furse contends that the plaintiffs’ claims against her must be dismissed because she has absolute immunity for suits against her in her official capacity as a prosecutor for the District. Furse & Covington Mot. to Dismiss at 5-8. Defendant Covington asserts that because defendant Furse cannot be held liable, the plaintiffs’ claims against her employer must also be dismissed. Id. at 8. Furthermore, Covington contends that, at any rate, th unity protects government attorneys for their conduct in initiating and prosecuting civil child neglect cases. Gray v. Poole, 243 F.3d 572, 577 (D.C.Cir.2001) (noting that in so holding, this Circuit joined with every Circuit to have addressed the issue); accord Snell v. Tunnell, 920 F.2d 673, 692-94 (10th Cir.1990) (<HOLDING>); Weller v. Dep’t of Soc. Servs., 901 F.2d 387, Options: A. holding that social workers are entitled to absolute immunity when prosecuting child delinquency petitions B. holding that while a witness and prosecutor were protected by absolute immunity for their participation in judicial proceedings they were not entitled to absolute immunity on a 1983 claim that they conspired to present false testimony C. holding that child social workers are entitled to absolute immunity for their actions on behalf of the state in preparing for initiating and prosecuting dependency hearings as well as the formulation and presentation of recommendations to the court in the course of such proceedings D. holding that social services attorneys were entitled to absolute immunity for actions related to the prosecution of child neglect and delinquency proceedings E. holding that social worker was not entitled to absolute immunity for filing complaint becausejudicial proceedings were initiated by district attorney who filed petition for adjudication

assistant: The best answer is D. holding that social services attorneys were entitled to absolute immunity for actions related to the prosecution of child neglect and delinquency proceedings
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: executed pursuant to a confessed judgment the basis of which is contested at least would be constitutionally suspect. For purposes of due process, it is difficult to conclude that a judgment debtor is entitled to a prompt hearing on a claim that some of his attached property is exempt but not on a claim that all of his property has been attached unjustifiably or even fraudulently, on the basis of an unsupportable or even spurious pleading. The pertinent considerations in either context are whether the applicable attachment procedures minimize the risk of an inappropriate seizure and ensure an opportunity. to be heard in opposition at a meaningful time. See Di-Chem, 419 U.S. at 607-08, 95 S.Ct. at 722-23; Fuentes v. She-vin, 407 U.S. 67, 97, 92 S.Ct. 1983, 2002, 32 L.Ed.2d 556 (1972) (<HOLDING>); Finberg, 634 F.2d at 58-59; Jonnet, 530 F.2d Options: A. holding that when majority of class lived in new jersey maryland pennsylvania and virginia the eastern district of pennsylvania was a desirable forum B. holding pennsylvania replevin statute unconstitutional C. holding pennsylvania state ethics act unconstitutional as applied to former judges D. holding pennsylvania foreign attachment procedures unconstitutional E. holding replevin statute unconstitutional although it merely authorized the seizure of property which occurred only after the order was given to the sheriff

assistant: The best answer is B. holding pennsylvania replevin statute unconstitutional
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: by choosing not to testify, the defendant failed to preserve for the court’s review whether the trial court violated his constitutional privilege against compelled self-incrimination when it ruled that, if he testified for a limited purpose at sentencing, the government could cross-examine him about “everything” (quotation omitted)); United States v. Nivica, 887 F.2d 1110, 1115-17 (1st Cir. 1989) (concluding that the defendant’s argument that the trial court erred when it denied his request for a pretrial ruling that would have limited the government to cross-examining him only upon matters about which he testified on direct examination and about his credibility was foreclosed because he never, in fact, testified); cf. United States v. Wilson, 307 F.3d 596, 598-601 (7th Cir. 2002) (<HOLDING>). Moreover, at least two state courts have also Options: A. holding unreviewable the defendants assertion that his fifth amendment right to remain silent was violated by the trial courts conditional ruling to allow the government to introduce evidence of his selective silence if he referred to the associate he had originally mentioned to a federal agent because although the defendant testified he did not in fact mention the associate quotation omitted B. holding an individuals admission to a government agent prior to trial that he had previously committed perjury did not waive his privilege to invoke the fifth amendment as to that matter at trial C. holding that the movants assertion that he failed to advise the plea court of counsels alleged deficiencies because he blamed himself for his lack of funds was undermined by the fact that the plea court advised the movant that he had the right to appointed counsel if he could not afford to pay for counsel D. holding that a suspect must be warned prior to any questioning that he has the right to remain silent that anything he says can be used against him in a court of law that he has the right to the presence of an attorney and that if he cannot afford an attorney one will be appointed for him prior to any questioning if he so desires E. holding that the district court did not err in continuing the trial without defendant when the trial had commenced in defendants presence he vigorously expressed his desire to be absent he was given ample opportunity to change his mind despite the disturbance he had created he had competent counsel and he knew of his right to be present

assistant: The best answer is A. holding unreviewable the defendants assertion that his fifth amendment right to remain silent was violated by the trial courts conditional ruling to allow the government to introduce evidence of his selective silence if he referred to the associate he had originally mentioned to a federal agent because although the defendant testified he did not in fact mention the associate quotation omitted
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: procedures and served on the alien in question, in order for a subsequent § 1326 conviction to be lawful. In the present case, Mendez-Casillas contends that a valid warrant was never issued by the INS, nor was one ever served on him prior to his forced departure from the country in 1994. Mendez-Casillas’s argument thus boils down to the claim that because the warrant of deportation was unsigned, the INS violated its own regulations, thereby rendering his arrest a nullity. The government, on the other hand, argues (as the district court found at trial) that a § 1326 violation constitutes a continuing offense, such that an alien who illegally reenters the U.S. is deemed to be in continual violatio 9th Cir.2000) (same); United States v. Ramirez-Valencia, 202 F.3d 1106 (9th Cir.2000) (<HOLDING>); cf. United States v. Hernandez, 189 F.3d 785, Options: A. holding that because a 1326 violation constitutes a continuing offense venue may lie in any district in which the continuing conduct occurred B. holding that because a 1326 violation constitutes a continuing offense the iiriraamended sentencing guidelines applied to the case C. holding that failure to appear for sentencing is a continuing offense because a convicted criminal has a continuing obligation to face sentencing and presents an ongoing threat to the integrity and authority of the court so long as he has not appeared D. holding that the mere mandatory application of the guidelines the district courts belief that it was required to impose a guidelines sentence constitutes error E. holding that failure to appear is also a continuing offense

assistant: The best answer is B. holding that because a 1326 violation constitutes a continuing offense the iiriraamended sentencing guidelines applied to the case
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: bank fraud. The trial evidence was sufficient to prove each essential element of that crime. The question that remains is whether Schneider suffered prejudice from the variance in the dates charged and proved. This Court has not located a Sixth Circuit case in which the government offered no evidence of criminal conduct within the date range of a conspiracy charged by the grand jury. United States v. Rashid, 274 F.3d 407 (6th Cir.2001), comes close. There, the court held that evidence of criminal activity outside the date range in the indictment did not constitute a “fatal variance,” but there was other evidence of criminal conduct within the date range as well. Rashid, 274 F.3d at 414-15 (stating that the Sixth “Circuit has held that even when evidence is presented of ac 5th Cir.2011) (<HOLDING>); United States v. Queen, 159 FedAppx. 81, 88 Options: A. holding that where the date of the offense is not an element of the charge a variance between the indictment date and the proof at trial is not fatal so long as the acts charged were committed within the statute of limitations period and prior to the return date of the indictment B. holdingthat an error in instructing the jury that an offense could be committed by a statutory method not charged in the indictment is cured where the court provides the jury with the indictment and instructs jurors that the burden of proof rests upon the state to prove every material allegation of the indictment and every essential element of the crime charged beyond a reasonable doubt citation omitted C. holding that an allegation as to the time of the offense is not an essential element of the offense charged in the indictment and within reasonable time limits proof of any date before the return of the indictment and within the statute of limitations is sufficient D. holding that the amendment of the indictment was permissible under the statutory predecessor to code 192231 because the amendment did not within the meaning of the statute change the nature of the offense charged in the original indictment E. holding that an indictment gave sufficient notice when the indictment charged the elements of the offense

assistant: The best answer is C. holding that an allegation as to the time of the offense is not an essential element of the offense charged in the indictment and within reasonable time limits proof of any date before the return of the indictment and within the statute of limitations is sufficient
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: If a Governmental Body or arbitrator finds any provision unenforceable in a particular jurisdiction, then the following will apply: (a) the Governmental Body or arbitrator considering the matter may amend the unenforceable provision to the least extent necessary to make it enforceable; (b) if an unenforceable provision cannot be reformed under this Section 9.14 , then that provision will be ineffective in that jurisdiction, but only to the least extent necessary to make the rest of this Agreement enforceable there; and (c) reforming any provision must not affect the rest of this Agreement and must not prevent the affected provision, as originally written, from being enforced elsewhere.

assistant: Severability
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: person [would] have understood by the exchange between the officer and the suspect,” Jimeno, 500 U.S. at 251, 111 S.Ct. at 1803-04. What a magistrate envisions when issuing a warrant for the search of a person, and, more importantly, what the Constitution permits under the language of that warrant, may be very different from what “the typical reasonable person [would] have understood” when consenting to a search of one’s person. The majority cites not a single case dealing with the meaning of “person” within the context of a consent search. Because the Commonwealth bears the burden of proving consent, cases dealing with the construction of a warrant authorizing the search of a person or a particular premises simply are not persuasive. Finally, the additiona 1500-01 (10th Cir.1991) (<HOLDING>); United States v. Espinosa, 782 F.2d 888, Options: A. holding that where defendant consented to search of the glove box the trunk and the remainder of his vehicle and stood by without objecting when trooper searched beneath back seat of vehicle it was reasonable to conclude that defendants acquiescence indicated that the search was within the scope of the consent B. holding that acquiescence to a strip and body cavity search did not extend the scope of defendants consent to search his person because of the highly intrusive nature of the search C. holding that the defendant voluntarily consented to a search and the patdown of his person did not exceed the scope of his consent which included a search of the groin area D. holding that the defendant who stood by and watched as the officers searched the vehicle consented to a search during which officers checked under a cars seat looked in the cars glove compartment and removed a speaker by unscrewing it from a panel E. holding that where defendant consented to search of his car and stood by as agent conducted a thorough and systematic search which included removal of vehicles back seat and raising of cars rear quarter panel defendants failure to object to search indicated search was within scope of consent

assistant: The best answer is A. holding that where defendant consented to search of the glove box the trunk and the remainder of his vehicle and stood by without objecting when trooper searched beneath back seat of vehicle it was reasonable to conclude that defendants acquiescence indicated that the search was within the scope of the consent
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: On the Closing Date, (a) Schedule 5.15 sets forth the name and jurisdiction of incorporation of each Group Member and, as to each such Group Member, the percentage of each class of Capital Stock owned by any Loan Party and (b) except as set forth in the ESOP Documentation, there are no outstanding subscriptions, options, warrants, calls, rights or other agreements or commitments (other than stock options granted to employees or directors and directors’ qualifying shares) of any nature relating to any Capital Stock of any Group Member, except as created by the Loan Documents.

assistant: Subsidiaries
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: that a lay person was not competent to render an opinion regarding the diagnosis or etiology of a disease or injury. Espiritu, 2 Vet.App. at 494. Although the Board’s determination that Mr. Washington was incompetent to render a medical diagnosis is an accurate statement of the law, the Board mis-characterized the purpose for which the appellant’s testimony was introduced. See id. The appellant neither testified about the diagnosis nor the etiology of his current hip disability. Rather, he was testifying to factual matters of which he had first-hand knowledge: Experiencing pain in his right hip and thigh in service, reporting to sick call, being placed on limited duty, and undergoing physical therapy. The appellant is competent to provide such testimony. See Layno, 6 Vet.App. at 469-71 (<HOLDING>); Espiritu, 2 Vet.App. at 494 (holding that a Options: A. holding that witnesss opinion of a persons reaction to hearing a statement was admissible lay testimony based on personal observation B. holding that plaintiffs may plead on information and belief if matters are not within their personal knowledge C. holding that it is within the discretion of the trial judge to sustain the states objection where questions to a witness go to his understanding of the law concerning parole and call for the legal knowledge of a lay witness D. holding that lay testimony is competent if it is limited to matters that the witness has actually observed and is within the realm of the witnesss personal knowledge E. holding that a witnesss testimony is incredible as a matter of law if the witness testifies as to facts that the witness could not have possibly observed or events that could not have occurred under the laws of nature

assistant: The best answer is D. holding that lay testimony is competent if it is limited to matters that the witness has actually observed and is within the realm of the witnesss personal knowledge
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: represented by Masterson driving the truck and ultimately striking McWilliams with it. True, a vehicle operated by a human struck McWilliams. Yet, what is meant by allusion to the absence of human intervention is not the absence of all human involvement but the absence of human negligence proximately causing the injury. That this is true is exemplified by the opinion in Luther Transfer & Storage, Inc. v. Walton, 156 Tex. 492, 296 S.W.2d 750 (1956). There, the Texas Supreme Court declared that “for a defendant to be relieved of liability for an unprecedented flood, there must be no negligence of the defendant concurring with the act of God to cause the damage resulting.” Id. at 753; accord, Macedonia Baptist Church v. Gibson, 883 S.W.2d 557, 560 (Tex.App.-Texarkana 1992, writ denied) (<HOLDING>). So, that a human may have been involved does Options: A. holding that injuries covered by the act are not limited to external traumatic injuries B. holding that the limitation act does not apply to claims brought under the park system resource protection act C. holding that the plaintiff was not barred by hrs 3865 from seeking common law tort remedies against his insurer for injuries caused by the insurers outrageous and intentional denial of medical benefits and disability payments because such injuries were not work injuries within the scope of hrs chapter 386 D. holding that the injuries were not caused by an act of god since the lightning was channeled through an improperly installed lightning protection system E. holding under activity analysis contractors who designed and installed asbestos product were entitled to protection of statute of repose

assistant: The best answer is D. holding that the injuries were not caused by an act of god since the lightning was channeled through an improperly installed lightning protection system
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Subject to Section 11 of the Plan, in the event of any change in the aggregate number of outstanding Common Shares by reason of (a) any stock dividend, extraordinary dividend, stock split, combination of shares, recapitalization or other change in the capital structure of the Company, or (b) any Change in Control, merger, consolidation, spin-off, split-off, spin-out, split-up, reorganization or partial or complete liquidation, or other distribution of assets, issuance of rights or warrants to purchase securities, or (c) any other corporate transaction or event having an effect similar to any of the foregoing, then the Committee shall adjust the number of Performance Shares then held by the Grantee and the other terms of this award in such manner as to prevent dilution or enlargement of the rights of the Grantee that otherwise would result from such event. Moreover, in the event of any such transaction or event, the Committee, in its discretion, may provide in substitution for any or all of the Grantee’s rights under this Agreement such alternative consideration as it may determine to be equitable in the circumstances, subject to the provisions of Section 3 of this Agreement.

assistant: Adjustments
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Except as otherwise provided in Section 3, your right to receive a credit of Share Units shall be forfeited automatically without further action or notice in the event that you cease to be employed by Teradata through the end of the Performance Period.

assistant: Forfeitures
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Each of the parties hereto shall use its reasonable and diligent best efforts to proceed promptly with the transactions contemplated herein, to fulfill the conditions precedent for such party’s benefit or to cause the same to be fulfilled and to execute such further documents and other papers and perform such further acts as may be reasonably required or desirable to carry out the provisions hereof and the transactions contemplated herein.

assistant: Further Assurances
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: for murder based on the predicate felony of assault a valid crime in the state of Washington. Id. Accordingly, the Hinton petitioners’ convictions, based on a non-existent crime, were vacated and their cases were remanded. Id. at 805. Here, while Torres raises a reasonable question as to whether the state could actually prove the murder charges against him, he cannot contend that the charge set forth in the indictment is not a crime. See § 11-23-1 (establishing that drug crimes can form the predicate felony for felony murder). This Court has stated that “[w]hen an indictment is otherwise sufficient, a lack of evidentiary details establishing the facts of the offense does not invalidate that indictment * * Con-cannon, 457 A.2d at 1355; see also State v. Tower, 984 A.2d 40, 44 (R.I.2009) (<HOLDING>) (quoting State v. DelBonis, 862 A.2d 760, 764 Options: A. holding that the trial court properly struck the amended complaint when the plaintiff offered no reason to refute the trial courts finding that the new allegations in the amended complaint were based on facts the plaintiff had known since the beginning of the action B. holding that jurisdiction is determined at the time the complaint is filed and postfiling events cannot create jurisdiction C. holding that subjectmatter jurisdiction hinges on the allegations in the complaint rather than what the state can prove at trial a complaint that properly sets forth the crime charged is sufficient to invoke jurisdiction D. holding that because the state failed to properly file the complaint the district court lacked jurisdiction to proceed to trial E. holding the presence or absence of federalquestion jurisdiction is governed by the veil pleaded complaint rule which provides that federal jurisdiction exists only where a federal question is presented on the face of the plaintiffs properly pleaded complaint

assistant: The best answer is C. holding that subjectmatter jurisdiction hinges on the allegations in the complaint rather than what the state can prove at trial a complaint that properly sets forth the crime charged is sufficient to invoke jurisdiction
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Time is of the essence. This Purchase Contract and Receipt constitutes the entire agreement and under-standing of the parties and cannot be modified except in writing executed by all parties. All the terms, conditions, covenants and representations made herein shall survive the Closing of this transaction.

assistant: Entire Agreements
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: insurer where there has been a bad-faith refusal to settle resulting in an excess verdict, see Cowden, 389 Pa. at 468, 134 A.2d at 227; Gray v. Nationwide Mut. Ins. Co., 422 Pa. 500, 511, 223 A.2d 8, 13 (1966), Allstate denominates attempts to assign exemplary entitlements under Section 8371 as champertous. In this line of argument, Allstate highlights that Pennsylvania courts have manifested a particular aversion to assignment of personal causes of action seeking penalties. See, e.g., Sensenig, 229 Pa. at 173, 78 A. at 92 (“Counsel for appellant practically admit that the treble damages imposed by the act of 1883 are to be regarded as a penalty, and that the right to such damages is not assignable.”); Osborn v. First Nat’l Bank of Athens, 175 Pa. 494, 498-99, 34 A. 858, 859 (1896) (<HOLDING>). Allstate recognizes that there are Options: A. holding that nonconsensual oversecured tax claim is entitled to the statutory rate of interest unless the statutory rate constitutes a penalty B. holding that pursuant to the same perfectly plain language of the statutory predecessor of code 18218 the defendant could properly be convicted as an accessory before the fact on an indictment charging statutory burglary C. holding that accruing interest at the default interest rate was not a penalty but the addition of a 5 late charge on top of the default interest would have been unreasonable pursuant to 506b and would have therefore been a penalty D. holding that the right to pursue a statutory penalty for charging usurious interest was unassignable E. holding that the penalty is applicable

assistant: The best answer is D. holding that the right to pursue a statutory penalty for charging usurious interest was unassignable
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: Objections of [the Department] are overruled and [the Department] is ordered to file answers to the Petitions.”). Faced with the Petitions and the demurrers thereto, the Safe Harbor I court had to determine whether or not the facts pleaded in the Petitions were legally sufficient to permit those actions to continue. See Firing v. Kephart, 466 Pa. 560, 353 A.2d 833, 835 (1976)(stating the role of the court in ruling on preliminary objections in the nature of a demurrer). Contrary to Appellants’ assertions, the Safe Harbor I courts overruling of the Departments demurrer had no greater effect than to permit Appellants Petitions to go forward. The courts ruling in Safe Harbor I, therefore, was interlocutory and not final. See Rosenwald v. Barbieri, 501 Pa. 563, 462 A.2d 644, 646 (1983)(<HOLDING>). In this regard, Safe Harbor I is in direct Options: A. holding that an order dismissing a claim without prejudice is a final appealable order if the statute of limitations for that claim has expired B. holding that an order of consolidation is interlocutory and not immediately appealable C. holding an order denying a motion for summary judgment is interlocutory and not appealable D. holding that a rehearing order is interlocutory and not appealable E. holding that an order dismissing preliminary objections is interlocutory but an order sustaining them is not

assistant: The best answer is E. holding that an order dismissing preliminary objections is interlocutory but an order sustaining them is not
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: By the issuance of a Letter of Credit (or an amendment to a Letter of Credit increasing the amount thereof) and without any further action on the part of the applicable Issuing Bank or the Revolving Lenders, such Issuing Bank hereby grants to each Revolving Lender, and each Revolving Lender hereby acquires from such Issuing Bank, a participation in such Letter of Credit equal to such Revolving Lender’s Applicable Percentage of the aggregate amount available to be drawn under such Letter of Credit. In consideration and in furtherance of the foregoing, each Revolving Lender hereby absolutely and unconditionally agrees to pay to the Administrative Agent, for the account of the applicable Issuing Bank, such Revolving Lender’s Applicable Percentage of each LC Disbursement made by such Issuing Bank and not reimbursed by the Borrower on the date due as provided in paragraph (e) of this Section, or of any reimbursement payment required to be refunded to the Borrower for any reason. Each Revolving Lender acknowledges and agrees that its obligation to acquire participations pursuant to this paragraph in respect of Letters of Credit is absolute and unconditional and shall not be affected by any circumstance whatsoever, including any amendment, renewal or extension of any Letter of Credit or the occurrence and continuance of a Default or reduction or termination of the Aggregate Revolving Commitments, and that each such payment shall be made without any offset, abatement, withholding or reduction whatsoever.

assistant: Participations