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: If this Lease is terminated pursuant to law or the provisions of Section 14.1, Tenant waives, to the extent permitted by applicable law, (a) any right of redemption, reentry or repossession and (b) the benefit of any laws now or hereafter in force exempting property from liability for rent or for debt.

assistant: Waivers
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: This Agreement shall become effective as to any party to this Agreement when a counterpart hereof executed on behalf of such party shall have been delivered to the Agent and a counterpart hereof shall have been executed on behalf of the Agent, and thereafter shall be binding upon such party and the Agent and their respective permitted successors and assigns, and shall inure to the benefit of such party, the Agent and the other Secured Parties and their respective permitted successors and assigns, except that no Grantor or Pledgor shall have the right to assign or transfer its rights or obligations hereunder or any interest herein (and any such assignment or transfer shall be void) except with the prior written consent of the Administrative Agent. This Agreement shall be construed as a separate agreement with respect to each party and may be amended, modified, supplemented, waived or released in accordance with Section 5.09 .

assistant: Binding Effects
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: is void. See Zanger, 548 So.2d at 748. The information in this case did not contain the exact judicial circuits involved but stated that the crimes occurred in two or more judicial circuits and were part of a related conspiracy. In Nuckolls the court considered a similar argument that the information failed to invoke the jurisdiction of the court because it did not properly allege facts to show the jurisdiction of the OSP to file the charges. The court rejected the challenge, finding that the information contained the general statutory language which was sufficient to fulfill the jurisdictional requirements. That language is identical to the language in the information in this case. See Nuckolls, 677 So.2d at 15; see also Winter v. State, 781 So.2d at 1116-17 (Fla. 1st DCA 2001) (<HOLDING>). Although in 2009 the Legislature amended Options: A. holding that allegation of cipa violation is sufficient to confer standing B. holding that instructions are sufficient which substantially follow the language of the statute or use equivalent language C. holding that similar language provided a sufficient general jurisdiction allegation D. holding similar language to be a valid disclaimer E. holding that the language was intended as guidance for the attorney general

assistant: The best answer is C. holding that similar language provided a sufficient general jurisdiction allegation
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: Grantor agrees to keep the buildings and other improvements now or hereafter erected on the Land in good condition and repair; not to commit or suffer any physical waste; to comply with all laws, rules and regulations affecting the Property; and, subject to the rights of tenants under any leases of the Property, to permit Beneficiary to enter at all reasonable times for the purpose of inspection and of conducting, in a reasonable and proper manner, such tests as Beneficiary determines to be necessary in order to monitor Grantor's compliance with applicable laws and regulations regarding hazardous materials affecting the Property.

assistant: Compliance With 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 legal provision and list the applicable contract clause categories. Provision: The Lenders party thereto, which collectively constitute the Required Lenders, hereby instruct and authorize the Administrative Agent, solely in its capacity as the Administrative Agent, to execute and deliver on the Effective Date (i) the new Term Intercreditor Agreement in the form of Exhibit B hereto, (ii) the amendment to the existing ABL/Term Loan Intercreditor Agreement in the form of Exhibit C hereto and (iii) the amendment to the Guarantee and Collateral Agreement in the form of Exhibit D hereto.

assistant: Authorizations
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 waiver by either party of a breach of any provision of this Agreement, or failure to insist upon strict compliance with the terms of this Agreement, shall not be deemed a waiver of any subsequent breach or relinquishment of any right or power under this Agreement.

assistant: Waivers
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: Notwithstanding the foregoing, in no event shall a Participant be permitted to exercise an Option in a manner that the Committee determines would violate any Applicable Law or the applicable rules and regulations of the Securities and Exchange Commission or the applicable rules and regulations of the securities exchange or inter-dealer quotation system on which the Common Stock is listed or quoted, if any.

assistant: Compliance With 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 legal provision and list the applicable contract clause categories. Provision: This Agreement may be modified, only by a written instrument signed by the parties. This Agreement shall not amend or affect any written employee benefit plan of the Company, and Tressler’s benefits, if any, under such plans shall be governed by the terms of each plan in which Tressler is or was a participant. No failure or delay by the Company in exercising any right or remedy under this Agreement shall operate as a waiver thereof, nor shall any single or partial exercise of any right or remedy preclude any other right or further exercise of any other right or remedy. The recitals and any defined terms therein are incorporated into and made a part of this Agreement.

assistant: Miscellaneous
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 Parties shall with reasonable diligence do all things and provide all reasonable assurances as may be required to consummate the transactions contemplated by this Agreement, and each Party shall provide such further documents or instruments required by any other Party as may be reasonably necessary or desirable to effect the purpose of this Agreement and to carry out its provisions, whether before or after the Closing.

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 legal provision and list the applicable contract clause categories. Provision: The Agreement contains the entire agreement between the Company and Executive with respect to its subject matter, and supersedes and cancels any and all other agreements, whether oral or in writing, between the Company and Executive with respect to his employment, the terms and conditions of his employment, and his separation from employment with the Company.

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: the trial court erroneously classified property as marital when in fact it was non-marital, the question becomes what relief, if any, this court ought to grant. “The erroneous characterization of property requires reversal of the order dividing marital property if the error materially impacts the overall distribution of the marital property.” Halupa v. Halupa, 943 S.W.2d 272, 278 (Mo.App. E.D.1997). Here, by our calculation, the difference in the calculation is roughly five thousand dollars. The trial court awarded to each party a percentage of the property based on their respective contributions. The trial court was free to conclude that Wife was entitled to a share of the value of the home due to her significant contributions. Moritz v. Moritz, 844 S.W.2d 109, 112 (Mo.App. W.D.1992)(<HOLDING>). Because the property was not transmuted, it Options: A. holding that a nonowning spouse is entitled to some benefit when marital funds are used to improve nonmarital property B. holding that a trial court may find that a nonowning spouse is entitled to some benefit by reason of marital funds having been used to pay off debts on the owning spouses nonmarital property C. holding that home purchased with separate funds and titled in one spouses name was transmuted into marital property because home was used as marital residence and the other spouse contributed to payments and repairs on home D. holding that clear language in one portion of a later may cause ambiguity in another portion to dissipate E. holding that one spouse may be entitled to a portion of the equity in home purchased with nonmarital funds

assistant: The best answer is E. holding that one spouse may be entitled to a portion of the equity in home purchased with nonmarital funds
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: Effective on the Termination Date, Employee resigns his position as Chief Executive Officer, his position on the Board of Directors of Employer, and all other positions that he holds with Employer and/or its affiliates effective on the Termination Date (and Employee agrees to sign such additional resignation letters as may be requested by Employer to document such resignations). Employee will be paid his normal base salary through the Termination Date. Whether or not Employee signs this Agreement, Employee will additionally receive reimbursement for any unreimbursed business expenses properly incurred by Employee in accordance with the Employer’s policy prior to the termination date and his vested Employee Benefits, if any, under the employee benefit plans of the Company, and his accrued but unused vacation pay. Employee acknowledges that the payments made pursuant to this Section 1 will be in full satisfaction of all wages, benefits and other compensation owed to Employee for employment or service through the Termination Date.

assistant: Terminations
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: election errors are subject to a constitutional harmless error analysis. See State v. Qualls, 482 S.W.3d 1, 18-20 (Tenn.2016) (applying constitutional harmless error analysis to assess election error); State v. Rodriguez, 254 S.W.3d 361, 371 (Tenn.2008) (“The test used to determine whether a non-structural constitutional error is harmless is whether it appears beyond a reasonable doubt that the error complained of did not contribute to the verdict obtained.” (internal citation and quotation marks omitted)). The Court of Criminal Appeals held in this case that, “[bjased upon the indictment and the State’s closing argument, the Defendant’s right to a unanimous jury verdict was not violated.” Smith, 2014 WL 3954062, at *6. Specifically, WL 1580662, at *10 (Tenn.Crim.App. July 15, 2004)(<HOLDING>). . We ' hold that the notion that a Options: A. holding that any error was harmless and thus not plain error B. holding that any error was harmless when prosecutor stated in closing argument that the state was electing a specific incident the victim had testified to with particularity C. holding that it was harmless error when the prosecutor focused on a single incident in closing argument D. holding that plainerror exception did not apply where prosecutor asked jury to assume the role of the victim in closing argument E. holding it was improper for prosecutor to inject personal opinion in statements to the jury in closing argument

assistant: The best answer is B. holding that any error was harmless when prosecutor stated in closing argument that the state was electing a specific incident the victim had testified to with particularity
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: Tenant hereby agrees to defend (with counsel reasonably acceptable to Landlord), indemnify and hold harmless Landlord and the Landlord Indemnitees from and against any and all Claims arising from or related to any such breach of the foregoing certifications, representations, warranties and covenants.

assistant: Indemnity
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: a person is a fiduciary “with respect to a plan to the extent (i) he exercises any discretionary authority or discretionary control respecting management of such plan or exercises any authority or control respecting management or disposition of its assets, (ii) he renders investment advice for a fee or other compensation, direct or indirect, with respect to any moneys or other property of such plan, or has any authority or responsibility to do so, or (iii) he has any discretionary authority or discretionary responsibility in the administration of such plan. 29 U.S.C. § 1002(21)(a). Congress intended that the term “fiduciary” be “broadly construed.” Finkel v. Romanowicz, 577 F.3d 79, 86 (2d Cir.2009) (citation omitted). This statutory definition is functional, not status-based. Id. (<HOLDING>). Prong one of subsection (i) provides that a Options: A. holding that professionals who advised the plan were not fiduciaries because they had no decision making authority over the plan or plan assets also noting that the power to act for the plan is essential to status as a fiduciary B. holding that erisa does not preempt the plaintiffs claim that the erisa plan administrator is liable for medical malpractice where the plaintiff premised the claim solely on state law and did not invoke the erisa plan C. holding that plan did not comply D. holding that ones status as an officer did not make him a erisa fiduciary because he did not manage 401k plan assets E. holding that because an erisa plan is not a participant beneficiary or fiduciary subject matter jurisdiction did not exist under 502e of erisa over a suit brought by such a plan

assistant: The best answer is D. holding that ones status as an officer did not make him a erisa fiduciary because he did not manage 401k plan assets
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: Archdiocese, 13 OTR at 212-13 (describing nexus between priest’s duties and location of rectory near church). Accordingly, the court finds that taxpayer does not meet the second prong of the German Apost. Christ. Church test, requiring that the use of the property be “reasonably necessary for the furthering of the religious aims of the church.” German Apost. Christ. Church, 279 Or at 642. The court also finds that taxpayer fails the first prong of the test, that the use “must be primarily for the benefit of the church.” Id. Parsons’job may be made easier by the residence’s location, given his wife’s illness, yet that fact only underscores that the primary reason for the residence’s location is Parsons’ convenience, not that of the congregation. See Washington County, 11 OTR at 254 (<HOLDING>). With regard to residences, it is neither the Options: A. holding that the determination and assessment of damages are not the primary purpose of a declaratory action B. holding parsonage taxable despite frequent religious use and requirement that parson live there because the primary purpose of the residence was to house the parson and his family C. holding that religious exercise is any exercise of religion whether or not compelled by or central to a system of religious belief and that the use building or conversion of real property for the purpose of religious exercise shall be considered religious exercise D. holding a parsonage taxable where the use of the property to accomplish religious purposes was only incidental or secondary to the primary purpose of providing a residence for the pastor and his family E. holding an office exempt and the rest of the residence taxable

assistant: The best answer is D. holding a parsonage taxable where the use of the property to accomplish religious purposes was only incidental or secondary to the primary purpose of providing a residence for the pastor and his family
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 to exercise and no delay in exercising any right, power or remedy under this Release shall impair any right, power or remedy which any Party may have, nor shall any such delay be construed to be a waiver of any such rights, powers or remedies or an acquiescence in any breach or default under this Release, nor shall any waiver of any breach or default of any Party be deemed a waiver of any default or breach subsequently arising.

assistant: No Waivers
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 terms of the Confidentiality , Invention , and Non-Competition Agreement by and between the Employee and Employer dated July 6, 2015 (the " Confidentiality Agreement " ) , are hereby incorporated by reference and are a material part of this Agreement.

assistant: Confidentiality
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: the supervision of a Sergeant and told her to clean the basement. (Pl.’s 56.1 Stmt. ¶ 39; PL’s Opp’n 22.) Although she does not identify the times when she was denied overtime opportunities, she claims that, at least between 2004 and 2006, she was offered fewer overtime opportunities than other lieutenants. (PL’s 56.1 Stmt. ,¶ 49.) She also alleges that being placed at the busy front desk interfered with her ability to complete substantive work. (PL’s 56.1 Stmt. ¶¶ 62-64, 70-71.) Upon considering all of Plaintiffs allegations and examining them based on the totality of the circumstances, no reasonable juror could find them to rise to the level of a hostile work environment pursuant to Title VII or NYSHRL. See, e.g., De la Cruz v. City of New York, 783 F.Supp.2d 622, 644 (S.D.N.Y.2011) (<HOLDING>); Gibson v. Wyeth Pharms., Inc., No. 07 Civ. Options: A. recognizing hostile work environment discrimination in ada context B. recognizing that the elements of title vii sexually hostile work environment claims apply to icra sexually hostile work environment claims C. holding that a hostile work environment is a form of discrimination that is actionable under the statute D. recognizing a hostile work environment claim under section 1983 E. holding that allegations of work reassignment schedule changes increased scrutiny of plaintiffs work and a supervisors stray remarks were insufficient to establish hostile work environment

assistant: The best answer is E. holding that allegations of work reassignment schedule changes increased scrutiny of plaintiffs work and a supervisors stray remarks were insufficient to establish hostile work environment
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: in fact holds was rendered so intolerable that she was compelled to quit. Indeed, Petrosino’s complaint that her supervisory responsibilities in I & R were reduced pending her transfer to CX & M would not support her constructive discharge claim. In Pena v. Brattleboro Retreat, we reversed a jury verdict in favor of a nursing home administrator who claimed that her employer’s decision to accelerate transfer of her supervisory authority to her successor compelled her to resign. 702 F.2d 322, 325-26 (2d Cir.1983). As in this case, there was no evidence that the employer wished the employee to resign her position. Nor did the conduct at issue cause the employee to suffer a loss of pay or change of title. See id.;see also Jett v. Dallas Indep. Sch. Dist., 798 F.2d 748, 755 (5th Cir.1986) (<HOLDING>); Chisolm v. Kidder, Peabody Asset Mgmt., 966 Options: A. holding consent was given involuntarily when a reasonable person would not have felt they had the choice to withhold consent to search B. holding that a person is seized when a reasonable person would have believed that he was not free to leave C. holding that the trial court abused its discretion in denying a motion to substitute counsel on the strength of gonzalezs sworn responses at the pleataking that no one was threatening him or forcing him to plead where the defendant alleged that his attorney forced him to plead guilty and threatened him if he did not take the plea D. holding the defendant was not under arrest when police asked him to go to the station and then offered him a ride because he did not have transportation E. holding that relieving teacher of coaching responsibilities and transferring him to another school did not subject him to conditions so intolerable that a reasonable person would have felt compelled to resign

assistant: The best answer is E. holding that relieving teacher of coaching responsibilities and transferring him to another school did not subject him to conditions so intolerable that a reasonable person would have felt compelled to resign
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: is evidence from which a reasonable jury could conclude that Defendant knew or should have known that Sail and Ouldhanni were harassing other women, and therefore, that they might also harass Plaintiff. From a evidentiary standpoint, Plaintiff has presented enough evidence to proceed against Defendant under a claim of negligent supervision. Defendant’s second argument that Plaintiffs claim is barred by the exclusivity provision of the Kentucky Workers’ Compensation Act is more problematic. The parties have not cited, and the Court has been unable to locate, any Kentucky case law dealing with this precise point of law. Thus, this Court must predict how the state’s highest court would rule. Dinsmore Instrument Co. v. Bombardier, Inc., 199 F.3d 318, 320 (6th Cir.1999). 846 (Ky.App.2001) (<HOLDING>); Edwards v. Louisville Ladder, 957 S.W.2d 290, Options: A. holding that wifes recovery for loss of consortium should not be reduced by the proportion of negligence attributable to husband because claim for loss of consortium is independent of the damages claim of the injured spouse B. holding that exclusivity provision of workers compensation act barred wifes loss of consortium claim C. recognizing cause of action for loss of consortium D. holding that coal workers claim that mine owner was negligent careless and reckless in its mining operations was barred under exclusivity provision of workers compensation act E. recognizing loss of consortium claims

assistant: The best answer is B. holding that exclusivity provision of workers compensation act barred wifes loss of consortium claim
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 proceeds of the Advances will be used by the Borrower for working capital. None of the proceeds of the Advances will be used, directly or indirectly, for the purpose, whether immediate, incidental or ultimate, of purchasing or carrying any "margin stock" within the meaning of Regulation U of the Board of Governors of the Federal Reserve System.

assistant: Use Of Proceeds
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, except as set forth on Schedule 6.6 , (a) there are no legal actions, suits, proceedings, claims or disputes pending or, to the Knowledge of the Borrower, threatened, at law, in equity, in arbitration or before any Governmental Authority against or affecting the Borrower or its Subsidiaries that could reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect; (b) there is no injunction, writ, temporary restraining order, decree or any order or determination of any nature by any arbitrator, court or other Governmental Authority purporting to enjoin or restrain the execution, delivery or performance of the Note Documents or which relates to the assets or the business of the Borrower or its Subsidiaries; and (c) there is no litigation, claim, audit, dispute, review, proceeding or investigation currently pending or, to the Knowledge of the Borrower, threatened against the Borrower or its Subsidiaries for any violation or alleged violation of any Requirements of Law, and neither the Borrower nor any Subsidiary has received written notice of any threat of any suit, action, claim, dispute, investigation, review or other proceeding pursuant to or involving any Requirements of Law that could reasonably be expected to result in, individually or in the aggregate, liability to the Borrower or any Guarantor in excess of $250,000.

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 case excerpt and choose the best holding from the options. Case excerpt: that while the object of the West Virginia conspiracy had been to manufacture and possess with intent to distribute, the Pennsylvania indictment charged that the objects of that conspiracy were to smuggle, store, and distribute marijuana. Consequently, “[tjhese were two different objectives” and “hence two conspiracies.” 892 F.2d at 268. Likewise, the substantive objectives of the two conspiracies here are distinct and reveal two agreements. Redball I alleged a conspiracy involving a street-level operation in St. Thomas distributing cocaine, crack cocaine, and marijuana, while Redball II alleged a conspiracy to import cocaine from the British Virgin Islands for subsequent distribution in the continental United States. See also United States v. Chiattello, 804 F.2d 415 (7th Cir.1986) (<HOLDING>). Accordingly, Mark has not made the requisite Options: A. holding that two conspiracies existed where the members of the second conspiracy did not know about the first conspiracy did not benefit from the first conspiracy and were connected with the first conspiracy only through a middleman B. holding that 1962d does not violate the principle prohibiting conviction of multiple conspiracies under an indictment charging a single conspiracy C. holding that an indictment gave sufficient notice when the indictment charged the elements of the offense D. holding that the conviction should be affirmed despite the existence of two conspiracies where the indictment charged only one because this variance did not prejudice the defendant E. holding that two conspiracies existed where the first indictment was for a conspiracy to buy marijuana in mississippi and the second indictment involved a scheme to smuggle marijuana from colombia and distribute it in indiana

assistant: The best answer is E. holding that two conspiracies existed where the first indictment was for a conspiracy to buy marijuana in mississippi and the second indictment involved a scheme to smuggle marijuana from colombia and distribute it in indiana
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: 829 S.W.2d at 271-72. 23 . Millers Mut. Fire Ins. Co. of Texas v. Texoma Directional Drilling Co., 622 S.W.2d 899, 901 (Tex.App.—Fort Worth 1981, no writ). 24 . Fidelity & Guar. Ins. Underwriters, Inc. v. McManus, 633 S.W.2d 787, 788 (Tex.1982). 25 . See Heyden Newport Chem. Corp., 387 S.W.2d at 24 (disagreeing with the Court of Civil Appeals who held that a court must look beyond the pleadings and policy); Brooks, Tarlton, Gilbert, Douglas & Kressler v. United States Fire Ins. Co., 832 F.2d 1358, 1367-68 (5th Cir.1987) (applying Texas law to hold that the proper question in determining duty is not what could have been pled, but what was pled). 26 . Fidelity & Guar. Ins. Underwriters, Inc., 633 S.W.2d at 788. 27 . Houston Petroleum Co. v. Highlands Ins. Co., 830 1464 (N.D.Cal.1992) (<HOLDING>); Qualman v. Bruckmoser, 163 Wis.2d 361, 471 Options: A. holding that pecuniary damages are not property damages under insureds policy B. holding that a plaintiff can seek statutory damages even in the absence of actual damages C. holding that claims alleging negligent misrepresentation and failure to disclose seek economic damages not property damages within insureds policy D. holding that economic loss rule precludes recovery of economic damages only in the absence of personal injury or property damage claims E. holding negligent misrepresentation sufficient

assistant: The best answer is C. holding that claims alleging negligent misrepresentation and failure to disclose seek economic damages not property damages within insureds policy
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: CURIAM. The Court has determined that this appeal is premature as it was taken from a non-final order. T.H. v. Dep’t of Children & Families, 736 So.2d 126 (Fla. 1st DCA 1999) (<HOLDING>). Accordingly, the appeal is dismissed without Options: A. holding a judgment that reserved the issue of child support pending the mothers taking an examination to obtain her nursing license to be nonfinal B. holding order was nonfinal where order reserved jurisdiction to determine integrallyrelated visitation and child support issues C. holding that an appellate court may not exercise pendent appellate jurisdiction to review a nonfinal district court order where the merits of the nonfinal order are not inextricably intertwined with the properly appealed collateral order or where review of the former is not necessary to ensure meaningful review of the latter D. holding that without personal jurisdiction over one parent a court could still decide custody of a child living in the state but could not determine support and visitation E. holding order improperly denied relators right to visitation with his child

assistant: The best answer is B. holding order was nonfinal where order reserved jurisdiction to determine integrallyrelated visitation and child support issues
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 base salary will be paid at an annual rate of three hundred fifty seven thousand five hundred dollars ($357,500), payable by the Company in accordance with the Company’s normal payroll process. Executive’s Base Salary will be adjusted solely at the discretion of the Compensation Committee of the Board (the “Compensation Committee”).

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 legal provision and list the applicable contract clause categories. Provision: This Agreement will take effect as of the Effective Date and, unless earlier terminated pursuant to this Article 14, will expire on the later of (a) three (3) years from the Effective Date; or (b) the completion of Services under all SOWs executed by the parties prior to the third (3rd) anniversary of the Effective Date. The term of this Agreement as well as, if and only if Asterias so elects, the term of any then pending (i.e., executed but not yet expired or terminated) SOW, may be extended by Asterias continuously for additional two (2) year periods upon written notice to Cognate at least thirty (30) days prior to the expiration of the then-current term.

assistant: Terms
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: would have known.” Harlow v. Fitzgerald, 457 U.S. 800, 818, 102 S.Ct. 2727, 73 L.Ed.2d 396 (1982). The “contours of the right must be sufficiently dear that a reasonable official would understand what he is doing violates that right.” Anderson, 483 U.S. at 640, 107 S.Ct. 3034. In other words, the government official’s action in question need not have previously been found to be unlawful, see id.; rather, “in light of pre-existing law the unlawfulness must be apparent,” id. At the time of Shingleton and Collins’ actions in 1982, our case law clearly established that a defendant’s due process rights were violated when the police concealed material exculpatory evidence. See Barbee v. Warden, 331 F.2d 842, 846 (4th Cir.1964); see also Boone v. Paderick, 541 F.2d 447, 450-51 (4th Cir.1976) (<HOLDING>). As we noted in Barbee: Failure of the police Options: A. holding prosecutor has affirmative duty to disclose material exculpatory evidence B. holding that duty to disclose not neutralized because evidence was in the hands of the police rather than the prosecutor C. holding prosecutor had no brady duty to disclose that a certain witness could not positively identify the defendant D. holding the government has an affirmative duty to disclose exculpatory evidence to a criminal defendant E. holding that a conviction violated due process because the prosecutor knowingly refused to disclose crucial exculpatory evidence to the defendant

assistant: The best answer is B. holding that duty to disclose not neutralized because evidence was in the hands of the police rather than the prosecutor
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 Executive should die during the Term of Employment, this Agreement will terminate. No further amounts or benefits shall be payable except earned but unpaid base salary, accrued but unpaid vacation, unreimbursed expenses, and those benefits that may vest in accordance with the controlling documents for other relevant Company benefits programs, which shall be paid in accordance with the terms of such other Company benefit programs, including the terms governing the time and manner of payment (the “Accrued Benefits”). In addition, Executive shall be eligible for a prorated annual bonus/incentive payment regardless of the number of days Executive was employed by Company during the year and the amount of such bonus/incentive payment shall be calculated in accordance with the then-applicable bonus plan, as modified by the foregoing.

assistant: Death
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: This Agreement shall be binding upon and inure to the benefit of (a) the heirs, beneficiaries, executors and legal representatives of Executive upon Executive’s death and (b) any successor of the Company. Any such successor of the Company shall be deemed substituted for the Company under the terms of this Agreement for all purposes. As used herein, “successor” shall include any person, firm, corporation or other business entity which at any time, whether by purchase, merger or otherwise, directly or indirectly acquires all or substantially all of the assets or business of the Company. None of the rights of Executive to receive any form of compensation payable pursuant to this Agreement shall be assignable or transferable except through a testamentary disposition or by the laws of descent and distribution upon the death of Executive. Any attempted assignment, transfer, conveyance or other disposition (other than as aforesaid) of any interest in the rights of Executive to receive any form of compensation hereunder shall be null and void.

assistant: Assignments
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: deposited in an appropriate receptacle, it is presumed to have been received by the addressee in the ordinary course of the mails. Hagner v. United States, 285 U.S. 427, 430, 52 S.Ct. 417, 419, 76 L.Ed. 861 (1932). In order to rebut this •presumption, something more than a mere declaration of a creditor alleging non-receipt is required. For example, the Ninth Circuit has held that the mailing presumption is rebutted when the notice sent by certified mail was returned unclaimed. In re Carter, 511 F.2d 1203 (9th Cir.1975); See also Bucknum, 951 F.2d at 207 (“[m]ail that is properly addressed, stamped and deposited into the mail is presumed to be received by the addressee”) (quoting Ricketts, 80 B.R. 495, 498-99 (9th Cir. BAP 1987) (Jones, J., concurring)); In re Ricketts, 80 B.R. at 497 (<HOLDING>). See generally, Barry Russell, Bankruptcy Options: A. holding that congress could not validly abrogate state sovereign immunity under the bankruptcy code because if the fourteenth amendment is held to apply so broadly as to justify congress enactment of the bankruptcy code as a requirement of due process then the same argument would justify every federal enforcement scheme as a requirement of due process under the fourteenth amendment B. holding the broad jurisdictional grant given the bankruptcy courts under the 1978 bankruptcy act unconstitutional C. recognizing bankruptcy judges have discretion to set bar dates for administrative expenses D. holding that if denial of receipt alone could rebut presumption that notice was given then the scheme of deadlines and bar dates under the bankruptcy code would come unraveled E. holding that the eleventh amendment does not bar a bankruptcy court from issuing a money judgment against a state under the bankruptcy code

assistant: The best answer is D. holding that if denial of receipt alone could rebut presumption that notice was given then the scheme of deadlines and bar dates under the bankruptcy code would come unraveled
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 there is any change in the Common Stock of the Company by reason of any extraordinary dividend, stock dividend, spin-off, split-up, spin-out, recapitalization, warrant or rights issuance or combination, exchange or reclassification of shares, merger, consolidation, reorganization, sale of substantially all assets or, in the Committee’s sole discretion, other similar or relevant event, then the number, kind and class of shares available for grants of Options, SARs, Restricted Stock, RSUs, Performance Shares and Other Stock Based Awards and the number, kind and class of shares subject to outstanding Options, SARs, grants of Restricted Stock, RSUs and Performance Shares which are not vested, and Other Stock Based Awards, and the price thereof, as applicable, shall be appropriately adjusted by the Committee. The adjustment provisions of this Section 3.3 shall apply to individual limitations under the Plan (e.g., limitations on the number of shares covered by any type of Benefit in any one year period).

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: Such Purchaser understands that the Securities are being offered and sold in reliance on a transactional exemption from the registration requirements of United States federal and state securities laws and the Company is relying in part upon the truth and accuracy of the representations, warranties, agreements, acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the suitability of such Purchaser to acquire the Securities. Such Purchaser understands that no United States federal or state agency or any government or governmental agency has passed upon or made any recommendation or endorsement of the Securities.

assistant: General
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: Thus, this Court recognizes that, under Reigel’s specific holding that Section 360k does not prohibit States from providing a damages remedy for claims premised on FDA violations, common law state actions that provide private remedies for violations of FDCA provisions would be permissible. Riegel, 552 U.S. at 330, 128 S.Ct. 999; see Mitchell v. Collagen Corp., 126 F.3d 902, 907 (7th Cir.1997) (noting that to the extent that plaintiffs adulteration claim alleged that defendant had not followed FDA requirements, state law did not impose requirements different fro at plaintiffs cannot make an end run around the lack of a private right of action under the FDCA by recasting FDCA violations as violations of state common law); Parker v. Stryker Corp., 584 F.Supp.2d 1298, 1301 (D.Colo.2008) (<HOLDING>). Indeed, in Medtronic, the court explicitly Options: A. holding that the hearing provisions of the ina supersede the provisions of the apa B. holding that subsequent to a judicial sale the report of the sale must be made to and ratified by the court before a deed for the property is given by the trustee to the purchaser C. holding that reference to ordinance is not improper reference to an external document because injunction sufficiently describes the act sought to be enjoined and reference to the ordinance as stated in the injunction is merely to give further notice as to the enjoined conduct but the reference was unnecessary to give the appellants sufficient notice of that conduct D. holding that the clear language of the iccpr manifests that its provisions are to govern the relationship between an individual and his state E. holding that plaintiff cannot escape preemption by reference to provisions of the fdca that govern the sale of adulterated and misbranded devices

assistant: The best answer is E. holding that plaintiff cannot escape preemption by reference to provisions of the fdca that govern the sale of adulterated and misbranded devices
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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: while headspace is a consumer products company , there is increasing interest by large consumer communities ( corporations , universities , hospitals , etc. ) ( `` communities '' ) to introduce the products to their employees and members .

assistant: None
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: Notwithstanding anything to the contrary contained herein, this Agreement shall automatically terminate, and none of the Company, Kalyx or Holder shall have any rights or obligations hereunder, upon the earliest to occur of (i) the mutual written consent of the Company, Kalyx and Holder, (ii) the Effective Time (following the performance of the obligations of the parties hereunder required to be performed at or prior to the Effective Time), and (iii) the date of termination of the Merger Agreement in accordance with its terms. The termination of this Agreement shall not prevent any party hereunder from seeking any remedies (at law or in equity) against another party hereto or relieve such party from liability for such party’s breach of any terms of this Agreement. Notwithstanding anything to the contrary herein, the provisions of this Section 4(a) shall survive the termination of this Agreement.

assistant: Terminations