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: At the Closing, the Company shall reimburse Buyer for expenses incurred by them in connection with the negotiation, preparation, execution, delivery and performance of this Agreement and the other agreements to be executed in connection herewith (“Documents”), including, without limitation, reasonable attorneys’ and consultants’ fees and expenses, transfer agent fees, fees for stock quotation services, fees relating to any amendments or modifications of the Documents or any consents or waivers of provisions in the Documents, fees for the preparation of opinions of counsel, escrow fees, and costs of restructuring the transactions contemplated by the Documents. When possible, the Company must pay these fees directly, otherwise the Company must make immediate payment for reimbursement to the Buyer for all fees and expenses immediately upon written notice by the Buyer or the submission of an invoice by the Buyer. The Company’s obligation with respect to this transaction is to reimburse Buyer’s expenses shall be $2,500.00 in legal fees, and $2,500.00 to Brighton Capital Ltd., which shall be deducted from the Note when funded.

assistant: Expenses
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: subjective, although it is usually proved by inference from the acts of the accused. Thus, intentionally entering or intentionally remaining unlawfully upon the described premises with the intent to commit any crime against a person or property rights constituted burglary, and therefore, it cannot logically be said that specifying the particular crime intended to be committed is, under our statutes, an essential element which must be alleged in order to charge the crime of burglary actual commission of a second underlying offense, in order to sufficiently charge the offense, it is incumbent on the State to allege the essential elements of the underlying offense; identification of the offense by name or statutory reference will not suffice. Cf. Elliott, 77 Hawaii at 312, 884 P.2d at 375 (<HOLDING>). Therefore, we adopt the rule set out in Options: A. holding that where the writings on file were insufficient to constitute an effective charge a charge had not been effectively filed despite the fact that the eeoc had assigned the case a charge number B. holding that a charge not taken under oath or affirmation is not a valid charge C. holding that the omission of an element from the jury charge is subject to harmlesserror review D. holding that trial court did not err in refusing to give charge because plaintiff failed to demonstrate that his requested charge was tailored to the evidence E. holding that statutory references in charge did not cure the omission of essential elements in the challenged counts of the charge

assistant: The best answer is E. holding that statutory references in charge did not cure the omission of essential elements in the challenged counts of the charge
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: system. The plaintiff alleged that this fireplace system had caused a fire which had caused property damage in plaintiff's condominium complex. The defendant argued in a special plea that plaintiff’s claim was time-barred by § 8.01-250. The trial court granted defendant’s plea in a final order from which the plaintiff appealed. On appeal, the Supreme Court of Virginia noted that, in granting the defendant’s special plea, the trial court had neglected to conduct the "factual determination” of whether the fire-place systems constituted "machinery or equipment” or "ordinary building materials.” Heatilator, Inc., 389 S.E.2d at 306. Because the trial court record was silent as to the machinery or equipment versus ordinary building materials inquiry, the case was remanded. Id. at 307 (<HOLDING>). Rodgers correctly notes that in Heatilator, Options: A. recognizing that the court must give meaning to all the words in the claims B. holding that the sentencing court erred in failing to make a factual determination as to the amount of drugs attributable to the defendant after his participation in the charged conspiracy C. holding that the trial court erred by dismissing the plaintiffs defamation claim D. holding that the district court erred in not making an inequitable conduct determination prior to ruling on the exceptional case issue E. holding that trial court erred in holding plaintiffs claims timebarred without first making the dispositive factual determination whether the heatilator systems were machinery or equipment within the meaning of code 801250

assistant: The best answer is E. holding that trial court erred in holding plaintiffs claims timebarred without first making the dispositive factual determination whether the heatilator systems were machinery or equipment within the meaning of code 801250
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 for any liability that a Fiduciary may have under ERISA, a Fiduciary shall not be liable for the breach of a fiduciary duty or responsibility by another Fiduciary of the Plan except where (i) such Fiduciary participates knowingly in, or knowingly undertakes to conceal, an act or omission of such other Fiduciary, knowing such act or omission is a breach, (ii) such Fiduciary’s failure to comply with the general fiduciary standards set out in Section 17.4 in the administration of such Fiduciary’s specific responsibilities that give rise to such Fiduciary’s status as a Fiduciary, has enabled such other Fiduciary to commit a breach, or (iii) such Fiduciary has knowledge of a breach by such other Fiduciary and such Fiduciary does not undertake reasonable efforts under the circumstances to remedy the breach.

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 legal provision and list the applicable contract clause categories. Provision: This Agreement shall be governed by and construed in accordance with the Laws of the State of Delaware without reference to any choice-of-law or conflict of law principles that would result in the applicable of Laws of a different jurisdiction.

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: has no authority to re-examine in detail the facts surrounding a conviction or imprisonment; such matters are within the sole discretion of the appropriate (usually district) court or executive officer with the authority to reverse, set aside, or pardon a claimant’s original conviction.”); Lott v. United States, 11 Cl.Ct. 852, 853 (1987) (“Taken together, the statutory provisions [28 U.S.C. §§ 1495 and 2513] do not confer upon the Claims Court the power to review and overturn convictions.”). The Court of Federal Claims may hear a claim for money damages for unjust imprisonment only after a court has reversed a plaintiff’s conviction on the grounds of innocence or if the President of the United States has pardoned the plaintiff. Brown v. United States, 42 Fed.Cl. 139, 141-42 (1998) (<HOLDING>); Lott, 11 Cl.Ct. at 853 (holding that “the Options: A. holding that a defendants attempt to obstruct justice does not disappear merely because his conviction has been reversed on grounds having nothing to do with the obstruction B. holding that plaintiff could not establish prima facie case of discrimination where plaintiff failed to meet minimum qualifications for job C. holding that the trial court was without authority to set aside entry of default on motion to set aside default judgment D. holding that because plaintiff could not establish which portions of the tapes had been played in court plaintiff failed to meet his burden E. holding that because plaintiff could not demonstrate that his conviction had been reversed or set aside on grounds of innocence plaintiff failed to meet the threshold for any potential recovery under 28 usc 1495 and 2513

assistant: The best answer is E. holding that because plaintiff could not demonstrate that his conviction had been reversed or set aside on grounds of innocence plaintiff failed to meet the threshold for any potential recovery under 28 usc 1495 and 2513
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 Executive shall be responsible for the payment of any and all required federal, state, local and foreign taxes incurred, or to be incurred, in connection with any amounts payable to the Executive under this Agreement. Notwithstanding any other provision of this Agreement, the Company Group may withhold from amounts payable under this Agreement all federal, state, local and foreign taxes, including without limitation any applicable employment taxes that are required to be withheld by applicable laws and regulations.

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: skyscanner is not a travel agent and is not responsible for providing , or for setting or controlling the prices applicable to , anyof the travel options or products ( such as flights or hotels ) which you may search for , find on and/or book via the skyscanner services or skyscanner platforms ( `` third party travel products '' ) .

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: Each of the Administrative Agent, each Issuing Lender and each Lender agrees to keep confidential all non-public information provided to it by any Loan Party, the Administrative Agent or any Lender pursuant to or in connection with this Agreement that is designated by the provider thereof as confidential; provided that nothing herein shall prevent the Administrative Agent, any Issuing Lender or any Lender from disclosing any such information (a) to the Administrative Agent, any other Issuing Lender, any other Lender or any affiliate thereof, (b) subject to an agreement to comply with the provisions of this Section, to any actual or prospective Transferee or any direct or indirect counterparty to any Swap Agreement (or any professional advisor to such counterparty), (c) to its employees, directors, agents, attorneys, accountants and other professional advisors or those of any of its affiliates, (d) upon the request or demand of any Governmental Authority, (e) in response to any order of any court or other Governmental Authority or as may otherwise be required pursuant to any Requirement of Law, (f) if requested or required to do so in connection with any litigation or similar proceeding, (g) that has been publicly disclosed, (h) to the National Association of Insurance Commissioners or any similar organization or any nationally recognized rating agency that requires access to information about a Lender’s investment portfolio in connection with ratings issued with respect to such Lender, (i) in connection with the exercise of any remedy hereunder or under any other Loan Document, (j) to data service providers (including league table providers) that serve the lending industry to the extent such information is of the type customarily provided to such providers or (k) if agreed by the Parent Borrower in its sole discretion, to any other Person.

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: respect to the City's IELA claim against the Cures. Id. at *4 (internal citations, quotations, and footnote omitted). We are persuaded by Judge Young's analysis and agree that the plain language of the statute does not permit an ELA action against landlords who "[bly all accounts ... were not involved in the alleged release of hazardous substances and had no knowledge of the release." Id. Summary judgment on the ELA count was not error. 3. Trespass To demonstrate trespass, a plaintiff must prove he was in possession of land and the defendant entered the land without right. Lever Bros. Co. v. Langdoc, 655 N.E.2d 577, 581-82 (Ind.Ct.App.1995). A defendant can be liable for trespass if he releases noxious material that travels onto and damages another person's property. See id. at 582 (<HOLDING>). The question before us is whether a landlord Options: A. holding a municipality liable for negligently maintaining a sewer where despite extraordinary rainfall the unclogged sewer may have prevented damage to the plaintiffs property B. holding that a municipal sewer system is liable for the acts of a third party that discharged hazardous waste into the system C. holding a city liable for a dangerous condition caused by a submerged municipal sewer pipe in federal waters D. holding that the damage to a home resulting from the entrance of hail a covered loss and water into the basement of the house after a severe storm was not covered by the policy because the concurrent causation clause excluded water damage E. holding lever brothers liable for trespass when fatty greasy substance unlawfully released into public sewer system seeped into neighbors basement and caused damage

assistant: The best answer is E. holding lever brothers liable for trespass when fatty greasy substance unlawfully released into public sewer system seeped into neighbors basement and caused damage
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: During the Term of Employment, Executive shall be entitled to paid annual vacation periods and sick leave in accordance with the policies of the Company applicable to officers of Executive’s rank employed by NBTB, NBT Bank, or their affiliates, as in effect as of the Commencement Date or as may be modified by the Company from time to time, but in no event shall Executive be entitled to less than four (4) weeks of paid vacation per year.

assistant: Vacations
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: it could have provided a cross reference to N.D.C.C. § 14-10-01, or it could have expressly stated so. However, N.D.C.C. § 14-10-01 expressly applies to the entire code unless otherwise specified; therefore, a cross reference to N.D.C.C. § 14-10-01 would be unneces sary and redundant. The Legislature has provided that the age of a child is calculated from the day on which the child is born. N.D.C.C. § 14-10-01. An unborn child is not a child or minor according to N.D.C.C. § 14-10-01, and an unborn child is not a child under N.D.C.C. § 19-0S.l-22.2(l)(b). Geiser, at ¶¶ 10-13. [¶ 17] Furthermore, we noted that if the legislature had expressly intended to criminalize endangerment of a child to include an unborn child it would have done so. See Geiser, at ¶ 17. Chapter 12.1-17.1, (<HOLDING>); Kilmon v. State, 394 Md. 168, 905 A.2d 306 Options: A. holding an unborn child is not a child for purposes of criminal prosecution of mistreatment of a child B. holding an unborn child is a child for purposes of prosecuting chemical endangerment of a child C. holding a mothers ingestion of a controlled substance while pregnant does not constitute child abuse as an unborn child is not a person for purposes of criminal prosecution D. holding a fetus is not a child person or individual for purposes of criminal prosecution under the reckless injury to a child statute E. holding that an unborn child is not a dependent for purposes of the neglect statute

assistant: The best answer is C. holding a mothers ingestion of a controlled substance while pregnant does not constitute child abuse as an unborn child is not a person for purposes of criminal prosecution
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 set forth in the SEC Reports, none of the officers or directors of the Company or any Subsidiary and, to the knowledge of the Company, none of the employees of the Company or any Subsidiary is presently a party to any transaction with the Company or any Subsidiary (other than for services as employees, officers and directors), including any contract, agreement or other arrangement providing for the furnishing of services to or by, providing for rental of real or personal property to or from, providing for the borrowing of money from or lending of money to or otherwise requiring payments to or from any officer, director or such employee or, to the knowledge of the Company, any entity in which any officer, director, or any such employee has a substantial interest or is an officer, director, trustee, stockholder, member or partner, in each case in excess of $120,000 other than for: (i) payment of salary or consulting fees for services rendered, (ii) reimbursement for expenses incurred on behalf of the Company and (iii) other employee benefits, including stock option agreements under any stock compensatory plan of the Company.

assistant: Transactions With Affiliates
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: 14.2 if you want to use the internet communications software in connection with any broadcast , you must comply with the broadcast tos at http://www.skype.com/legal/broadcast

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 case excerpt and choose the best holding from the options. Case excerpt: not credible when articulating how his court-appointed attorney was deficient. Absent clear and convincing evidence that Rhodes was in fact credible, we must defer to the trial court’s credibility determination. See 28 U.S.C. § 2254(e)(1). We find that Rhodes has not satisfied his burden of rebutting the trial court’s credibility determination, and we therefore conclude that the trial court’s Marsden rulings were not contrary to or an unreasonable application of clearly established federal law. 28 U.S.C. § 2254(d). After the trial court denied his third Marsden motion, Rhodes elected to proceed pro per. We hold that Rhodes’s waiver of his right to counsel was knowing, intelligent, and voluntary. See Faretta v. California, 422 U.S. 806, 835, 95 S.Ct. 2525, 45 L.Ed.2d 562 (1975) (<HOLDING>). The trial court repeatedly warned Rhodes of Options: A. holding a waiver of a substantial constitutional right must be a voluntary knowing and intelligent act B. recognizing that the sixth amendment guarantees a defendant the right to counsel and the right to waive counsel C. holding that under the sixth amendment a criminal defendant may waive his right to counsel if that waiver is knowing intelligent and voluntary D. recognizing requirement of knowing intelligent waiver E. holding that a criminal defendant has a sixth amendment right to counsel at trial

assistant: The best answer is C. holding that under the sixth amendment a criminal defendant may waive his right to counsel if that waiver is knowing intelligent and voluntary
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: available only to that party; or (2) has such a relationship with one party as to effectively make him unavailable to the opposing party, regardless of actual physical availability. Tavarez, 626 F.3d at 905 (citing United States v. Mahone, 537 F.2d 922, 926 (7th Cir.1976)). The latter prong is also referred to as “pragmatic unavailability.” See United States v. Christ, 513 F.3d 762, 773 (7th Cir.2008); Yumich v. Cotter, 452 F.2d 59, 64 (7th Cir.1971) (finding that the employment by the city of uncalled police officers who witnessed an altercation between officers and the plaintiff, as well as the officers’ “strong personal interest in the success of the city’s defense of their conduct ...” rendered them pragmatically unavailable to the plaintiff); see also Mahone, 537 F.2d at 926-27 (<HOLDING>). In this case, Garibay was unquestionably Options: A. holding that the state could not under any circumstances be charged for the delay during the period the defendant was held after his arrest for and until his conviction on felony charges in another jurisdiction B. holding that the same hearing officer as in this case erred in substituting his judgment for that of the pertinent school board in that case C. holding that an officer who was involved in the arrest initiating case was pragmatically unavailable to the plaintiff because of his association with the united states in building its case as well as his interest in seeing his police work vindicated by a conviction of the defendant D. holding that where the court records in the present case and the records in a previous conviction reflected the same name and date of birth as well as a signature and the defendant did not object that he was not the same person as had been previously convicted the evidence was sufficient to support his conviction E. holding that there was reasonable suspicion to stop the defendant based on his presence in an area known for heavy narcotics trafficking and his flight upon seeing police officers

assistant: The best answer is C. holding that an officer who was involved in the arrest initiating case was pragmatically unavailable to the plaintiff because of his association with the united states in building its case as well as his interest in seeing his police work vindicated by a conviction of the defendant
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: From and following the Closing Date, the Loans and the other Obligations shall bear interest at the sum of (x) the LIBOR Rate plus 9.00% per annum on the aggregate outstanding principal amount of the Loans outstanding, which shall be paid in cash, plus (y) an amount equal to 1.00% per annum on the aggregate outstanding principal amount of the Loans outstanding, which shall be paid-in-kind (any such amount so paid-in-kind, a “ PIK Amount ”) and shall be added to the outstanding principal amount of the Loans on each Quarterly Payment Date (it being understood that the outstanding balance of the Loans or any similar reference shall include all PIK Amounts).

assistant: Interests
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: Together with the credit agreement, this guarantee represents the final agreement between the parties regarding the subject matter herein and may not be contradicted by evidence of prior, contemporaneous, or subsequent oral agreements between the parties. There are no unwritten oral agreements between the parties.

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: permitted to defend against the action brought against her; she is not required to sit idly by at trial, allowing the other party to prevail while hoping she will win the jurisdictional issue on appeal. State v. Omega Painting, Inc., 468 N.E.2d 287, 292 n. 5 (Ind.Ct.App.1984) ("A contrary conclusion could well invite rash or hasty pleading, or the risky acceptance of a default judgment in the hope that it could later be set aside for lack of personal jurisdiction. This is clearly not the type of practice our rules of procedure envisioned."), opinion on reh'g 464 N.E.2d 940 (Ind.Ct.App.1984) (correcting factual misstatement in original opinion), trams. denied. The motions filed by Mother did not constitute consent to the trial court's jurisdiction over her person. See id. at 290-292 (<HOLDING>). Subsection (6) provides the Monroe Circuit Options: A. holding that a change of venue has no affect on the applicable state law and that change of venue is but a change of courtrooms B. holding that procedures were adequate even though the physician did not have the opportunity to challenge the results of an audit before requesting a hearing C. holding that the defendant waived the issue of change of venue where the trial court denied the motion for a change of venue without prejudice stating that it was willing to reconsider the motion at any time during the jury selection process but the defendant never renewed the motion for a change of venue D. holding that a plaintiff may not avoid exhausting the administrative remedies by requesting money damages E. holding the state had not requested affirmative relief from the court by appearing in the action requesting an extension of time in which to file an answer or requesting a change of venue

assistant: The best answer is E. holding the state had not requested affirmative relief from the court by appearing in the action requesting an extension of time in which to file an answer or requesting a change of venue
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 terminated by any Purchaser, as to such Purchaser’s obligations hereunder only and without any effect whatsoever on the obligations between the Company and the other Purchasers, by written notice to the other parties, if the Closing has not been consummated on or before December 15, 2017; provided , however , that such termination will not affect the right of any party to sue for any breach by any other party (or parties).

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: [Adv. Doc. No. 87-1, p. 4-5J. 14 . Meter’s billing entries include: (1) .2 hours on April 7, 2010 for “[cjonference with H. Ray III regarding telephone conference and review of pleadings”; (2) 1.8 hours on April 7, 2010 for the following tasks: "[rjeview and analyze motion to dismiss; review and analyze petition”; (3) 1.2 hours on April 12, 2010 for “[cjonference with I. Wang regarding conference call to discuss complaint and motion to dismiss; conference with H. Ray III, C. Limpus and I. Wang to discuss status of case and hearing on Wednesday.” [Adv. Doc. No. 87-2, p. 3-4], 15 . See also Johnson, 488 F.2d at 717 ("The time of two or three lawyers in a courtroom or conference when one would do may obviously be discounted.”); In re Leonard Jed Co., 118 B.R. 339, 347 (Bankr.D.Md.1990) (<HOLDING>); In re Chicago Lutheran Hosp. Ass’n, 89 B.R. Options: A. holding that under north carolina law a sheriff is an agent of the office of the sheriff and an officialcapacity suit against him is a suit against that office B. recognizing that a prosecutors office is an entity and that information in the possession of one attorney in the office must be attributed to the office as a whole C. holding that excessive use of office conferences and unnecessary duplication of effort will re suit in reduction of fees when they are unreasonable D. holding that punishments are cruel when they involve the unnecessary and wanton infliction of pain E. holding that unsupported allegations by the secretary that time expended was excessive are insufficient to justify a reduction

assistant: The best answer is C. holding that excessive use of office conferences and unnecessary duplication of effort will re suit in reduction of fees when they are unreasonable
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: (i) Except as otherwise provided herein and in the First Tier Agreement, neither the SPV nor the Master Servicer shall sell, assign (by operation of law or otherwise) or otherwise dispose of, or create or suffer to exist any Adverse Claim upon (or the filing of any financing statement) or with respect to (A) any of the Affected Assets, or (B) any proceeds of inventory or goods, the sale of which may give rise to a Receivable, or assign any right to receive income in respect thereof and (ii) the SPV shall not issue any security to, or sell, transfer or otherwise dispose of any of its property or other assets (including the property sold to it by an Originator under Section 2.1 of the First Tier Agreement) to, any Person other than an Affiliate (which Affiliate is not a special purpose entity organized for the sole purpose of issuing asset backed securities) or as otherwise expressly provided for in the Transaction Documents; provided that nothing in the foregoing shall limit the right of the Originators to receive a Deemed Collection in respect of, or to repurchase, certain Receivables and Related Security in accordance with Sections 4.2(b) and 4.4 of the First Tier Agreement.

assistant: Liens
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 executed in any number of counterparts and by the parties hereto in separate counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute one and the same agreement. Delivery of an executed counterpart of a signature page to this Joinder Agreement by facsimile, email or other electronic transmission (i.e., “pdf”) shall be effective as delivery of a manually executed counterpart of this Joinder Agreement.

assistant: Counterparts
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 Corporation will have the right to withhold from any payments to be made to Executive (whether under this Agreement or otherwise) any taxes the Corporation determines it is required to withhold with respect to Executive under the laws and regulations of any governmental authority, whether Federal, state or local and whether domestic or foreign, in connection with this Agreement, including, without limitation, taxes in connection with the transfer of RSUs or the lapse of restrictions on RSUs. Failure to submit any such withholding taxes shall be deemed to cause otherwise lapsed restrictions on RSUs not to lapse.

assistant: Withholdings
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: Buyer warrants and represents to Seller that it has, and at Closing will have, all requisite power and authority to execute and deliver this Agreement and to consummate the transactions contemplated herein pursuant to the terms and conditions of this Agreement.

assistant: Authority
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: Whenever the singular number is used in this Agreement and when required by the context, the same shall include the plural and vice versa, and the masculine gender shall include the feminine and neuter genders and vice versa. The paragraph headings contained in this Agreement are for convenience only and shall not be construed as part of this Agreement.

assistant: Construction
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 accepting the PSUs, you acknowledge and agree to comply with applicable Brazilian laws and to pay any and all applicable taxes associated with the vesting of the PSUs, the issuance and/or sale of Shares acquired under the 2011 Plan and the receipt of any dividends.

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: if your username or password is lost or stolen , or if you believe there has been unauthorized access to your account by third parties , please notify us immediately and change your password as soon as possible .

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 case excerpt and choose the best holding from the options. Case excerpt: 383 ¶ 2, 814 A.2d 1196, 1210; Clark v. State, No. 12-07-00396-CR, 2009 WL 223416, at *2 (Tex. Ct.App. Jan. 30, 2009) (not designated for publication); McCain v. Commonwealth, 275 Va. 546, 659 S.E.2d 512, 516 (2008). Our research indicates that only three states have explicitly rejected the Mimms rationale on state constitutional grounds and concluded that an officer cannot order a driver to exit the vehicle after a traffic stop without articulating some degree of objective suspicion. See State v. Kim, 68 Haw. 286, 711 P.2d 1291, 1294 (1985); Commonwealth v. Gonsalves, 429 Mass. 658, 711 N.E.2d 108, 112 (1999); State v. Sprague, 175 Vt. 123, 824 A.2d 539, 546 (2003). 7 . Inquiries into matters unrelated to a traffic stop, however 2007 WL 3072910, at *6 (Tenn.Crim. App. Oct. 23, 2007) (<HOLDING>); see also, e.g., United States v. Chaney, 584 Options: A. holding that whether clause in construction contract providing that no damages would be available for delay was enforceable was a factual question where there was evidence that damages resulted from unreasonable delay beyond the contemplation of the parties B. holding that when determining whether a delay in prosecution violates a defendants right to a speedy trial courts must consider the length of the delay the reason for the delay whether the defendant asserted his rights and the resulting prejudice to the defendant C. holding that one minute delay between the initial stop of the defendant and the officers question regarding whether the defendant had any illegal substances and his request to search the defendants car was sufficiently contemporaneous with the issuance of the citation such that there was no appreciable delay and certainly no unreasonable delay D. holding that a twoday delay was insufficient to establish deliberate indifference and citing cases where no deliberate indifference was found after a sixteenday delay a sixday delay and a threemonth delay E. holding that in a case involving serious charges a trial judge acted arbitrarily in denying a continuance where there was no evidence of a scheme to delay the trial no showing of inconvenience to the witnesses opposing counsel or the court and the length of the requested delay was not unreasonable

assistant: The best answer is C. holding that one minute delay between the initial stop of the defendant and the officers question regarding whether the defendant had any illegal substances and his request to search the defendants car was sufficiently contemporaneous with the issuance of the citation such that there was no appreciable delay and certainly no unreasonable delay
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 complying with their constitutional obligations to provide public education for handicapped children.” Smith v. Robinson, 468 U.S. 992, 1009, 104 S.Ct. 3457, 82 L.Ed.2d 746 (1984). Even after this early federal legislation, states continued to violate the constitutional rights of disabled students. See, e.g., Hairston v. Drosick, 423 F.Supp. 180, 184 (S.D.W.Va.1976) (public school violated Due Process Clause by excluding a student with spina bifida from regular public classroom without procedural safeguards); Cuyahoga County Ass’n for Retarded Children & Adults v. Essex, 411 F.Supp. 46, 58-59 (N.D.Ohio 1976) (finding Ohio regulations governing the placement and dismissal of mentally retarded children violated due process); Panitch v. Wisconsin, 444 F.Supp. 320, 322 (E.D.Wis.1977) (<HOLDING>); N.Y. State Ass’n for Retarded Children, Inc. Options: A. holding that the state law violated equal protection principles B. holding that district of columbia violated due process by denying handicapped students a publicly supported education and suspending or expelling such children from regular schooling or special instruction without a hearing C. holding that segregation in public education is a denial of equal protection of the laws D. holding complaint that sentence violated equal protection was waived because of failure to object at trial E. holding that wisconsin violated equal protection rights of handicapped children by denying them an education at public expense

assistant: The best answer is E. holding that wisconsin violated equal protection rights of handicapped children by denying them an education at public expense
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 Seller has full power and authority to execute and deliver this Agreement and each of the Ancillary Agreements to which it will be a party, to perform its obligations hereunder and thereunder and to consummate the transactions contemplated hereby and thereby. The execution, delivery and performance by the Seller of this Agreement and each of the Ancillary Agreements to which it will be a party and the consummation by the Seller of the transactions contemplated hereby and thereby have been duly and validly authorized by all necessary entity action. This Agreement has been, and upon their execution each of the Ancillary Agreements to which the Seller will be a party will have been, duly executed and delivered by the Seller and, assuming due execution and delivery by each of the other parties hereto and thereto, this Agreement constitutes, and upon their execution each of the Ancillary Agreements to which the Seller will be a party will constitute, the legal, valid and binding obligations of the Seller, enforceable against the Seller in accordance with their respective terms, except as enforcement may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar Laws affecting creditors’ rights generally and by general principles of equity (regardless of whether considered in a proceeding in equity or at law).

assistant: Authority
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: (Doc. # 1-6 at 2.) Thus, Plaintiff was eligible for unemployment compensation benefits. Plaintiff brought this suit, accusing seven Defendants of eight causes of action— three claims under 42 U.S.C. § 1983 and five under state law. Plaintiff has since abandoned three of her state law claims; she maintains her claims for violations of the Alabama Constitution (Count IV) and for the tort of misrepresentation (Count VI). IV. DISCUSSION A. The State and its agencies are immune from suit. The Eleventh Amendment bars federal courts from entertaining suits brought against unconsenting states. Pennhurst State Sch. & Hosp. v. Halderman, 465 U.S. 89, 100, 104 S.Ct. 900, 79 L.Ed.2d 67 (1984); see also Will v. Mich. Dep’t of State Police, 491 U.S. 58, 66-67, 109 S.Ct. 2304, 105 L.Ed.2d 45 (1989) (<HOLDING>). The Eleventh Amendment bars suits against Options: A. holding that a state university is not a person within the meaning of 1983 and therefore is not subject to suits brought under 1983 B. holding that a state is not a person within the meaning of 1983 C. holding that a police department is not a person within the meaning of section 1983 D. holding state university is not a person under 1983 E. holding that a state is not a person under 42 usc 1983

assistant: The best answer is B. holding that a state is not a person within the meaning of 1983
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: at 1256 - (citing United States v. Jeffries, 587 F.3d 690, 691-695 (5th Cir.2009) (rejecting the emboldenment theory when the defendant took a gun from another man after a violent altercatioh, got into his car, and picked up his girlfriend;- the police stopped the defendant ‘almost immediately thereafter, and found the gun on the driver’s seat and a rock of cocaine on the floor behind the seat, because, even if the cocaine belonged to the defendant, thé évi-dence was insufficient to establish that the gun emboldened him); United States v. West, 643 F.3d 102, 115-16 (3d Cir.2011). (rejecting application of emboldenment theory when marijuana found in glove compartment and revolver found in backpack in trunk of defendant’s car); United States v. Smith, 535 F.3d 883, 886 (8th Cir.2008) (<HOLDING>)). The Tenth Circuit emphasized that the Options: A. holding that the presence of firearms may go toward proving that a defendant possessed drugs with the intent to distribute B. holding that the pretrial order did not adequately disclose a theory because it did not give notice of that theory C. holding that the fortress theory was applicable where it reasonably appeared that the gun was used to protect the drugs given that the drugs and firearm were found in the same location D. holding that emboldenment theory not applicable because defendant did not venture from home into public with the drugs or firearms E. holding that public meeting did not satisfy public participation requirement because public did not receive adequate notice

assistant: The best answer is D. holding that emboldenment theory not applicable because defendant did not venture from home into public with the drugs or firearms
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: or reopen hearing on the motion. The record is incomplete, but it appears that the trial court had not yet ruled on the initial motion to suppress. As a result, the second motion presented the trial court with the opportunity to correct the alleged error and the State was also provided the opportunity to present the allegedly material witnesses. (See People v. Terrell (1989), 132 Ill. 2d 178, 202.) Accordingly, we conclude that defendant sufficiently raised this issue at trial so as to preclude application of waiver in this instance. (See People v. Harper (1967), 36 Ill. 2d 398, 402 (recognizing error despite the absence of a timely objection in light of the “peculiar circumstances” of case which suggested constitutional infringement); see also In re J.C. (1979), 69 Ill. App. 3d 289 (<HOLDING>).) We turn to consider whether the State met Options: A. holding objection need not occur at suppression hearing B. holding that claim was preserved for subsequent appeal by objection at original sentencing hearing C. holding appellant waived argument by failing to assert it at suppression hearing D. holding prosecutors withdrawal of standing objection at suppression hearing waived issue on appeal E. holding representation at a suppression hearing by lawyer disbarred on final day of hearing not per se ineffective

assistant: The best answer is A. holding objection need not occur at suppression hearing
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: There is no material action, suit, arbitration, proceeding, inquiry or investigation before or by the Principal Market, any court, public board, other Governmental Entity, self-regulatory organization or body pending or, to the knowledge of the Company, threatened against or affecting the Company or any of its Subsidiaries, the Common Stock or any of the Company’s or its Subsidiaries’ officers or directors, whether of a civil or criminal nature or otherwise, in their capacities as such, except as set forth in Schedule (s) . To the knowledge of the Company, no director, officer or employee of the Company or any of its subsidiaries has willfully violated 18 U.S.C. §1519 or engaged in spoliation in reasonable anticipation of litigation. Without limitation of the foregoing, there has not been, and to the knowledge of the Company, there is not pending or contemplated, any investigation by the SEC involving the Company, any of its Subsidiaries or any current or former director or officer of the Company or any of its Subsidiaries. The SEC has not issued any stop order or other order suspending the effectiveness of any registration statement filed by the Company under the 1933 Act or the 1934 Act. After reasonable inquiry of its officers (as defined in Rule 16a-1(f) promulgated under the 1934 Act) and members of its board of directors, the Company is not aware of any fact which might result in or form the basis for any such action, suit, arbitration, investigation, inquiry or other proceeding. Neither the Company nor any of its Subsidiaries is subject to any order, writ, judgment, injunction, decree, determination or award of any Governmental Entity.

assistant: Litigations