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: During the Term, Executive shall receive the following salary, subject to withholdings and deductions and which shall be paid to Executive in accordance with the customary payroll practices and procedures of the Company: (i) during calendar year 2017, Executive’s salary shall be $11,250 per month, (ii) during calendar year 2018 and the first quarter of 2019, Executive’s salary shall be $5,625 per month. Executive shall be eligible for “short term incentive” bonus compensation based on the Company’s and Executive’s individual performance during 2016 (which shall be paid in the first quarter of 2017 if applicable), but shall not be entitled to any additional bonus compensation during the remainder of the Term.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: defendant acted with the quality of intent that is requisite to an award of punitive damages. For this we must look further beyond the matter of reasonable response to that of motive and intent”). Plaintiffs have cited no evidence warranting the imposition of punitive damages, let alone clear and convincing evidence that Transamerica denied their claim maliciously, oppressively or fraudulently. Plaintiffs, in fact, do not cite any record evidence at all. Because the court need not “scour the record in search of a genuine issue of triable fact,” this alone warrants granting Transamerica’s motion for summary judgment on plaintiffs’ pun-tive damages prayer. Keenan v. Allan, 91 F.3d 1275, 1279 (9th Cir.1996). See also Carmen v. S.F. Unified Sch. Dist., 237 F.3d 1026, 1031 (9th Cir.2001) (<HOLDING>); Greenwood v. Fed. Aviation Admin., 28 F.3d Options: A. holding that while a district court has discretion to consider other materials in the record it has no obligation to do so where the evidence is not set forth in the opposing papers with adequate references so that it could conveniently be found B. holding that the district court need not examine the entire file for evidence establishing the absence of a genuine issue of fact where the evidenceis not set forth in the moving papers with adequate references so that it could conveniently be found C. holding that the moving party for summary judgment bears the initial burden of demonstrating the absence of a genuine issue of material fact for trial D. holding that where a state court found that the defendants representation was adequate and did not reach the issue of prejudice the court could examine this element of the strickland claim de novo E. holding that a district court need not comb the record to find some reason to deny a motion for summary judgment particularly where the evidence is not set forth in the opposing papers with adequate references so that it could conveniently be found

assistant: The best answer is B. holding that the district court need not examine the entire file for evidence establishing the absence of a genuine issue of fact where the evidenceis not set forth in the moving papers with adequate references so that it could conveniently be found
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 Company and its Subsidiaries have conducted their businesses in compliance with the United States Foreign Corrupt Practices Act of 1977, the UK Bribery Act 2010, and other similar anti-corruption legislation in other jurisdictions and have instituted and maintained policies and procedures designed to promote and achieve compliance with such laws.

assistant: Anti-Corruption 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: Any and all payments by or on account of any obligation of the Borrower or any other Loan Party hereunder or under any other Loan Document shall be made free and clear of and without deduction for any Indemnified Taxes or Other Taxes; provided that, if the Borrower or any other Loan Party shall be required to deduct any Indemnified Taxes or Other Taxes from such payments, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section) the Administrative Agent and each Lender (as the case may be) receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower or such Loan Party shall make such deductions and (iii) the Borrower or such Loan Party shall pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: As a condition of continued employment, the Executive agrees to execute and abide by the Company’s current form of Proprietary Information, Inventions, Non-Solicitation and Non-Competition Agreement (the “ Confidentiality Agreement ”), which may be amended by the parties from time to time without regard to this Agreement. The Confidentiality Agreement contains provisions that are intended by the parties to survive and do survive termination 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 legal provision and list the applicable contract clause categories. Provision: If your employment is terminated by death, disability (as determined in accordance with generally applicable Company policies) or by retirement on or after normal retirement age under the terms of any retirement plan maintained by the Company or a Subsidiary, your Parent-Based Award will vest in full.

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: Indemnitor hereby: (i) waives any right or claim of right to cause a marshaling of Indemnitor's assets or to cause Indemnitee or other Indemnified Parties to proceed against any of the security for the Loan before proceeding under this Agreement against Indemnitor; (ii) relinquishes all rights and remedies accorded by law to indemnitors or guarantors, except any rights of subrogation which Indemnitor may have, provided that the indemnity provided for hereunder shall neither be contingent upon the existence of any such rights of subrogation nor subject to any claims or defenses whatsoever which may be asserted in connection with the enforcement or attempted enforcement of such subrogation rights including any claim that such subrogation rights were abrogated by any acts of Indemnitee or other Indemnified Parties; (iii) waives the right to assert a counterclaim, other than a mandatory or compulsory counterclaim, in any action or proceeding brought against or by Indemnitee or other Indemnified Parties; (iv) waives notice of acceptance hereof and of any action taken or omitted in reliance hereon; (v) waives presentment for payment, demand of payment, protest or notice of nonpayment or failure to perform or observe, or other proof, or notice (other than as expressly required by the Loan Documents) or demand (other than as expressly required by the Loan Documents); and (vi) waives all homestead exemption rights against the obligations hereunder and the benefits of any statutes of limitations or repose. Notwithstanding anything to the contrary contained herein, Indemnitor hereby agrees to postpone the exercise of any rights of subrogation with respect to any collateral securing the Obligations until the Obligations shall have been fully and finally paid.

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 case excerpt and choose the best holding from the options. Case excerpt: expenses related to the children’s needs at the time of the hearing. The trial court made numerous, in-depth findings regarding the children’s accustomed standard of living, the needs of the children, and the variance between the expenses incurred by defendant on behalf of the children and expenses incurred by plaintiff on behalf of the children. These findings are sufficient to support the trial court’s conclusion that the Pataky presumption was rebutted. Although in most cases, the custodial parent obtains an increase in child support, a court has discretionary authority to enter an order establishing child support in an amount less than the amount established by a separation or child support agreement. See Bottomley v. Bottomley, 82 N.C. App. 231, 234-35, 346 S.E.2d 317, 320 (1986) (<HOLDING>). We hold the trial court did not abuse its Options: A. holding provision in contempt order void because it punished relator for violating order that trial court lacked authority to enter B. holding that it was error for the trial court to determine the issue of child support without a child support guidelines worksheet C. holding trial court had discretionary authority to enter order setting child support amount as less than that provided for in the parties separation agreement D. holding the court has the inherent authority to enter an order of confidentiality E. holding that an order that determines only the right to attorneys fees without setting the amount is a nonappealable nonfinal order

assistant: The best answer is C. holding trial court had discretionary authority to enter order setting child support amount as less than that provided for in the parties separation agreement
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, individually or in the aggregate, has not had and would not reasonably be expected to have a Material Adverse Effect, the Company and its Subsidiaries own or possess sufficient rights to use all patents, patent applications, inventions, copyrights, know-how, trade secrets, trademarks, service marks and trade names and other technology and intellectual property rights (collectively, “ Intellectual Property ”) used in or necessary for the conduct of their respective businesses as currently conducted. To the Company’s Knowledge, the conduct of the respective businesses of the Company and its Subsidiaries does not infringe the Intellectual Property of others in any material respect, and to the Company’s Knowledge, no third party is infringing any Intellectual Property owned by the Company or any of its Subsidiaries in any material respect.

assistant: Intellectual Property
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: Subject to Federal Court Jurisdiction This Court may assert jurisdiction over the (i) and (x) categories of claims dealing with the constitutionality of the Family Court’s custody order, Family Court proceedings, and the N.Y. Dom. Rel. Law. To the extent Plaintiff is challenging the constitutionality of state custody laws or proceedings, this Court may review those claims and order appropriate relief. See Stanley v. Illinois, 405 U.S. 645, 651, 92 S.Ct. 1208, 31 L.Ed.2d 551 (1972) (“The integrity of the family unit has found protection in the Due Process Clause of the Fourteenth Amendment ... the Equal Protection Clause of the Fourteenth Amendment ... and the Ninth Amendment[.]”) (internal citations omitted); Wilkinson ex rel. Wilkinson v. Russell, 182 F.3d 89, 103-04 (2d Cir.1999) (<HOLDING>); Thomas v. New York City, 814 F.Supp. 1139, Options: A. recognizing parents fundamental liberty interest in the care custody and management of their children B. holding parents custodial rights are a fundamental interest guaranteed due process protection C. recognizing that a parents liberty interest in the custody of a child is subject to due process protection D. recognizing that noncustodial parents have a fundamental liberty interest in the care custody and management of their children E. holding that natural parents have a fundamental liberty interest in the care custody and management of their children

assistant: The best answer is C. recognizing that a parents liberty interest in the custody of a child is subject to due process protection
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: For a period of twenty-four (24) months commencing on the date upon which Executive’s employment terminates, (i) Executive hereby agrees not to make any statements that disparage the Company, its products, services, officers, employees, members of its Board, advisers or other business contacts, and (ii) the Company hereby agrees that members of its Board and the Company’s officers holding a title of Executive Vice President or above shall not make any statements that disparage Executive. Executive acknowledges and agrees that upon Executive breaching this non-disparagement provision on or after the date upon which Executive’s employment terminates then the Company’s obligations under Section 3 of the Management Retention Plan will cease such that Executive will not be entitled to any further payments or benefits under Section 3 of the Management Retention Plan and the Company may seek injunctive relief against Executive as specified in Section 8(d) of the Management Retention Plan.

assistant: Non-Disparagement
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: T here is no action, suit, inquiry, notice of violation, proceeding or investigation completed, pending or, to Company’s knowledge, threatened or contemplated against or affecting Company, any Subsidiary or any of their respective properties before or by any court, arbitrator, governmental or administrative agency or regulatory authority (federal, state, county, local or foreign) (collectively, an “ Action ”), which would reasonably be expected to adversely affect or challenge the legality, validity or enforceability of any of the Transaction Documents or the sale, issuance, listing, trading or resale of the Conversion Shares on the Trading Market hereunder. The Commission has not issued any stop order or other order suspending the effectiveness of any registration statement filed by Company or any Subsidiary under the Exchange Act or the Act.

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: will grant summary judgment in favor of the Defendants on Counts 4, 5, 6 and 19. ' The Court will deny summary judgment on Counts 1, 2, 15, 16, and 20. An appropriate order will accompany this opinion. 1 . Lane voluntarily dismissed claims against two additional MPD officers. Judge Howell, who previously presided over the case, dismissed Count 8, a Fourteenth Amendment claim against the District. Lane conceded Counts 7, 11, 12, 13, 14, 17, and 18 in her opposition to Defendants’ summary judgment motion. See PL Opp'n .Mot. Summ. J. at 1 n.l. 2 . See Antoine v. U.S. Bank Nat. Ass’n, 821 F.Supp.2d 1, 6 (D.D.C.2010) (deeming an argument conceded when plaintiff did not respond to it in opposition to a summary judgment motion); see also Crawford v. Parron, 709 F.Supp. 234, 235 (D.D.C.1986) (<HOLDING>). 3 . Although Lane’s briefs indicate there Options: A. holding postdeprivation remedy is adequate even when deprivation was intentional B. holding that deprivation of property does not violate due process if a meaningful postdeprivation remedy is available and explaining that state tort actions are meaningful postdeprivation remedies C. holding that theft by prison guards does not violate due process when postdeprivation remedy exists D. holding that a deprivation of constitutional rights does not constitute a fifth amendment due process violation if a meaningful postdeprivation remedy is available citing hudson v palmer 468 us 517 104 sct 3194 82 led2d 393 1984 E. holding that meaningful postdeprivation hearing is sufficient to remedy unauthorized intentional deprivations of inmates property

assistant: The best answer is D. holding that a deprivation of constitutional rights does not constitute a fifth amendment due process violation if a meaningful postdeprivation remedy is available citing hudson v palmer 468 us 517 104 sct 3194 82 led2d 393 1984
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 execution, delivery and performance by the Company of this Agreement and the transactions contemplated pursuant to the Memorandum, the issuance and sale of the Securities and the consummation by it of the transactions contemplated hereby and thereby to which it is a party do not and will not (i) conflict with or violate any provision of the Company’s or any Subsidiary’s certificate or articles of incorporation, bylaws or other organizational or charter documents, or (ii) conflict with, or constitute a default (or an event that with notice or lapse of time or both would become a default) under, result in the creation of any Lien upon any of the properties or assets of the Company or any Subsidiary, or give to others any rights of termination, amendment, acceleration or cancellation (with or without notice, lapse of time or both) of, any agreement, credit facility, debt or other instrument (evidencing a Company or Subsidiary debt or otherwise) or other understanding to which the Company or any Subsidiary is a party or by which any property or asset of the Company or any Subsidiary is bound or affected, or (iii) subject to the Required Approvals, conflict with or result in a violation of any law, rule, regulation, order, judgment, injunction, decree or other restriction of any court or governmental authority to which the Company or a Subsidiary is subject (including federal and state securities laws and regulations), or by which any property or asset of the Company or a Subsidiary is bound or affected; except in the case of each of clauses (ii) and (iii), such as could not have or reasonably be expected to result in a Material Adverse Effect.

assistant: No Conflicts
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: Pay its indebtedness and other obligations promptly and in accordance with their terms and pay and discharge promptly when due all material Taxes, assessments and governmental charges or levies imposed upon it or upon its income or profits or in respect of its property, before the same shall become delinquent or in default, as well as all lawful claims for labor, materials and supplies or otherwise that, if unpaid, might give rise to a Lien upon such properties or any part thereof, except, in each case, where the failure to pay or perform such items would not reasonably be expected to have a Material Adverse Effect; provided , however , that such payment and discharge shall not be required with respect to any such Tax, assessment, charge, levy or claim so long as the validity or amount thereof shall be contested in good faith by appropriate proceedings and the Borrowers shall have set aside on their books adequate reserves with respect thereto in accordance with GAAP and such contest operates to suspend enforcement of a Lien and, in the case of a Mortgaged Vessel, there is no risk of forfeiture of such property.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: There is not a broker, finder or other party that is entitled to receive from the Company any brokerage or finder’s fee or other fee or commission as a result of any of the transactions contemplated by this Agreement or the other Transaction Documents, except for fees and/or commissions paid or payable to Greenhill & Co., Inc.

assistant: Brokers
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: All calculations of interest and fees under this Agreement and the other Credit Documents for any period (a) shall include the first day of such period and exclude the last day of such period; provided that any Loan, Portion or other Obligation that is repaid on the same day on which it is made shall bear interest for one day and (b) shall be calculated on the basis of a year of 360 days for actual days elapsed, except that during any period any Loan or Portion bears interest based upon the Prime Rate, such interest shall be calculated on the basis of a year of 365 or 366 days, as appropriate, for actual days elapsed.

assistant: Fees
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 ERISA Event has occurred or is reasonably expected to occur that, when taken together with all other such ERISA Events for which liability is reasonably expected to occur, could reasonably be expected to result in a Material Adverse Effect. The present value of all accumulated benefit obligations under each Plan (based on the assumptions used for purposes of Statement of Financial Accounting Standards No. 87) did not, as of the date of the most recent financial statements reflecting such amounts, exceed by more than US$100,000,000 the fair market value of the assets of such Plan, and the present value of all accumulated benefit obligations of all underfunded Plans (based on the assumptions used for purposes of Statement of Financial Accounting Standards No. 87) did not, as of the date of the most recent financial statements reflecting such amounts, exceed by more than US$100,000,000 the fair market value of the assets of all such underfunded Plans.

assistant: Erisa
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: between the allegations of the complaint, and the focus of Sure-Snap’s plan of reorganization. Id. at 874-75. Further, all such allegations could have and should have been raised in determining the lender’s claim. By providing for the validity and amount of the lender’s claim in the plan, the debtor was barred by res judicata from relitigating the issue post-confirmation. Id.; accord, D & K Properties Crystal Lake v. Mutual Life Ins. Co. of New York, 1996 WL 224517 at *3 (N.D.Ill.1996), aff'd, 112 F.3d 257, 259 (7th Cir.1997) (parties agreed that elements of res judicata had been satisfied and in the Confirmation Order, the Court found that Defendant had not acted in bad faith in proposing a plan or in resetting the interest rate); Eubanks v. F.D.I.C., 977 F.2d 166 (5th Cir.1992) (<HOLDING>); Matter of Howe, 913 F.2d 1138 (5th Cir.1990) Options: A. holding that the doctrine of res judicata applies to deportation proceedings B. holding that lender liability claims are noncore and thus not barred by res judicata effect of bankruptcy proceedings C. holding that lear does not abrogate general principles of res judicata or the res judicata effect of a consent decree regarding patent validity D. holding that the lender liability claims of the debtor are precluded by res judicata E. holding that res judicata applies in deportation proceedings

assistant: The best answer is D. holding that the lender liability claims of the debtor are precluded by res judicata
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: F.3d 889, 892 (9th Cir. 2011) (dismissal under 28 U.S.C. § 1915A); Barren v. Harrington, 152 F.3d 1193, 1194 (9th Cir. 1998) (order) (dismissal under 28 U.S.C. § 1915(e)(2)(B)(ii)), and we affirm. The district court properly dismissed Moore’s action because Moore failed to allege facts sufficient to state any plausible claim. See Hebbe v. Pliler, 627 F.3d 338, 341-42 (9th Cir. 2010) (although pro se pleadings are liberally construed, a plaintiff must allege facts sufficient to state a plausible claim); see also Lewis v. Casey, 618 U.S. 343, 349, 116 S.Ct. 2174, 136 L.Ed.2d 606 (1996) (access-to-courts claim requires showing that the defendant’s conduct caused actual injury to a non-frivolous legal claim); Hudson v. Palmer, 468 U.S. 517, 533, 535, 104 S.Ct. 3194, 82 L.Ed.2d 393 (1984) (<HOLDING>); see also Idaho Code § 6-901 (Idaho Tort Options: A. holding that meaningful postdeprivation hearing is sufficient to remedy unauthorized intentional deprivations of inmates property B. holding that deprivation of property does not violate due process if a meaningful postdeprivation remedy is available and explaining that state tort actions are meaningful postdeprivation remedies C. holding that theft by prison guards does not violate due process when postdeprivation remedy exists D. holding that due process is not violated when a state employee intentionally deprives an individual of property or liberty so long as the state provides a meaningful postdeprivation remedy such as an article 78 proceeding E. holding postdeprivation remedy is adequate even when deprivation was intentional

assistant: The best answer is B. holding that deprivation of property does not violate due process if a meaningful postdeprivation remedy is available and explaining that state tort actions are meaningful postdeprivation remedies
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Each of the representations, warranties, and covenants of Seller contained in this Article 5 constitutes a material part of the consideration to Purchaser, and Seller acknowledges that Purchaser is relying on the correctness and completeness of these representations, warranties and covenants in entering into this Transaction.

assistant: Warranties
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: and its Territories and Possessions as they have by law or usage in the courts of such State ...." 28 U.S.C. § 1738 (2003). 7 . The Slosberg court describes one legacy of the Geiger decision's silence on the term "malice” as an invitation to some observers to collapse the two modifiers of "wilful” and "malice” into a single legal construct. Slos-berg, 225 B.R. at 20, n. 15. In fact, certain decisions outside the First Circuit have done just that; informed by both Geiger and the Restatement (Second) of Torts, § 8A (1964), they have unified "wilful and malicious” under § 523(a)(6) to mean any act in which the actor desires to cause the injury or believes with substantial certainty that the injury will occur. See Miller v. J.D. Abrams, Inc. (In re Miller), 156 F.3d 598, 606 (5th Cir.1998) (<HOLDING>); Baldwin v. Kilpatrick (In re Baldwin), 245 Options: A. holding that effect must be given if possible to every clause and word of a statute B. holding that ajggregating wilful and malicious into a unitary concept might be inappropriate if the word they modified were act but treatment of the phrase as a collective concept is sensible given the supreme courts emphasis on the fact that the word they modify is injury C. holding that the word void is not sufficient D. holding the word individuals is not the equivalent of the dictionary acts use of the word persons E. holding that the word interest is to be understood in its ordinary senseto hold that congress intended to use the word in the sense of a penalty is contrary to all rules of interpretation and invokes a special definition of the word interest that is unwarranted citations omitted

assistant: The best answer is B. holding that ajggregating wilful and malicious into a unitary concept might be inappropriate if the word they modified were act but treatment of the phrase as a collective concept is sensible given the supreme courts emphasis on the fact that the word they modify is injury
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: opinions are not binding precedent in this circuit. PER CURIAM: Furman Benjamin Quattlebaum appeals the district court’s order denying his 18 U.S.C. § 3582(c)(2) (2012) motion for a sentence reduction under Amendment 782. The district court denied Quattlebaum’s motion because, after recognizing that Quattlebaum was already denied relief under Amendment 782, the district court sua sponte determined that it lacked jurisdiction to entertain Quattlebaum’s motion under United States v. Goodwyn, 596 F.3d 233, 235-36 (4th Cir. 2010) (<HOLDING>), and United States v. Mann, 435 Fed.Appx. 254, Options: A. holding that rule 59e applies to a motion to reconsider B. holding that court is not required to state findings of fact and conclusions of law when denying 3582 motion C. holding the finality of a bia order is not affected by a subsequent motion to reconsider D. holding that dhss motion to reconsider was a collateral attack on a bia order E. holding that no provision authorizes a district court to reconsider its order on a 3582 motion

assistant: The best answer is E. holding that no provision authorizes a district court to reconsider its order on a 3582 motion
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 Senior Purchasers agree to indemnify the Senior Agent ratably in accordance with their respective Senior Notes (or, prior to the issuance of the Senior Notes, their respective Senior Commitments), and the Junior Loan Participants agree to indemnify the Junior Agent ratably in accordance with their respective Junior Notes (or, prior to the issuance of the Junior Notes, their respective Junior Commitments), in each case for any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind and nature whatsoever that may be imposed on, incurred by or asserted against such Agent (including by any Financier) arising out of or by reason of any investigation in or in any way relating to or arising out of this Agreement or any other Operative Document or any other documents contemplated by or referred to herein or therein or the transactions contemplated hereby or thereby or the enforcement of any of the terms hereof or thereof or of any such other documents, provided that no Financier shall be liable for any of the foregoing to the extent they arise from the gross negligence or willful misconduct of such Agent.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: by a prison term exceeding 20 years. See id. Instead, Brown’s procedural argument depends entirely on the success of his sufficiency of the evidence claim. As we explained above, the district court did not abuse its discretion by finding sufficient evidence to support Brown’s burglary with assault violation. Thus, the court did not err by calculating his guideline range using the Grade A classification. Accordingly, we affirm both the revocation of Brown’s supervised release and the sentence imposed for that violation. AFFIRMED. 1 . Brown only appeals the revocation of his supervised release with regard to the third violation of burglary with assault. Therefore, we need not consider the first two violations. See Timson v. Sampson, 518 F.3d 870, 874 (11th Cir.2008) (per curiam) (<HOLDING>). 2 .Sometime after making her complaint, Options: A. holding that arguments not briefed are abandoned B. holding that issues not raised in the initial brief on appeal are deemed abandoned C. holding that issues not argued on appeal are deemed abandoned D. holding that issues not briefed on appeal are deemed abandoned E. holding issues raised in notice of appeal but not briefed are deemed waived

assistant: The best answer is D. holding that issues not briefed on appeal are deemed abandoned
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 Board may grant Awards entitling recipients to acquire shares of Common Stock (“Restricted Stock”), subject to the right of the Company to repurchase all or part of such shares at their issue price or other stated or formula price (or to require forfeiture of such shares if issued at no cost) from the recipient in the event that conditions specified by the Board in the applicable Award are not satisfied prior to the end of the applicable restriction period or periods established by the Board for such Award. The Board may also grant Awards entitling the recipient to receive shares of Common Stock or cash to be delivered at the time such Award vests (“Restricted Stock Units”) (Restricted Stock and Restricted Stock Units are each referred to herein as a “Restricted Stock Award”).

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: The Administrative Agent, the Arranger and the Lenders shall have received all fees and other amounts due and payable by the Borrower on or prior to the Closing Date and, to the extent invoiced at least two (2) Business Days prior to the Closing Date, reimbursement or payment of all out-of-pocket expenses required to be reimbursed or paid by the Borrower hereunder.

assistant: Fees
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 different parties 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. Signature pages may be detached from multiple separate counterparts and attached to a single counterpart. Delivery of an executed signature page of this Agreement by facsimile transmission or by Electronic Transmission shall be as effective as delivery of a manually executed counterpart hereof.

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 Compensation Committee of BHI’s Board of Directors, with input from the Chief Executive Officer, will determine any compensation and benefits to be provided to Executive during the Employment Period by BHI or the Company in addition to the compensation and benefits set forth in this Agreement.

assistant: Benefits
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: Certain individuals who hold public office in Russia, as well as their spouses and dependent children, are prohibited from opening or maintaining foreign brokerage or bank accounts and holding any securities, whether acquired directly or indirectly in a foreign company (including shares of Common Stock acquired under the Plan).

assistant: Anti-Corruption 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: All notices, requests and other communications hereunder must be in writing and will be deemed to have been duly given only if delivered personally against written receipt or by facsimile transmission or mailed (by registered or certified mail, postage prepaid, return receipt requested) or delivered by reputable overnight courier, fee prepaid, to the parties hereto at the addresses of the parties as specified on the signature pages hereto. Any party may change the address to which notices, requests, demands, claims and other communications hereunder are to be delivered by giving the other parties notice in the manner set forth herein.

assistant: Notices
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 required by law, each Lender agrees that it shall keep confidential and shall not disclose or divulge any confidential, proprietary or secret information that such Lender may obtain from the Company pursuant to its operating agreement, financial statements, reports and other materials submitted by the Company to such Lender pursuant to this Agreement or otherwise, or pursuant to visitation or inspection rights granted under this Agreement, unless such information is known, or until such information becomes known, to the public; provided that a Lender may disclose such information (a) to its attorneys, accountants, consultants and other professionals to the extent necessary to obtain their services in connection with its investment in the Company, or (b) to any affiliate of such Lender or to a partner, member or stockholder of such Lender.

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 legal provision and list the applicable contract clause categories. Provision: All notices, requests or other communications provided for in this Agreement shall be made, if to the Corporation, to Great Lakes Dredge & Dock Corporation, Attn: Chief Legal Officer, 2122 York Road, Oak Brook, IL 60523, and if to the Holder, to the last known mailing address of the Holder contained in the records of the Corporation. All notices, requests or other communications provided for in this Agreement shall be made in writing either (a) by personal delivery, (b) by facsimile or electronic mail with confirmation of receipt, (c) by mailing in the United States mails or (d) by express courier service. The notice, request or other communication shall be deemed to be received upon personal delivery, upon confirmation of receipt of facsimile or electronic mail transmission or upon receipt by the party entitled thereto if by United States mail or express courier service; provided , however , that if a notice, request or other communication sent to the Corporation is not received during regular business hours, it shall be deemed to be received on the next succeeding business day of the Corporation.

assistant: Notices
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: issued without prior authorization by the court and the replevin did not contain the requisite, statutory notice in violation of Conn.Gen.Stat. 52-278e. ATI argues that the mere allegation of a deprivation of a constitutional right is sufficient to trigger a finding of irreparable harm. Mitchell v. Cuomo, 748 F.2d 804, 806 (2d Cir.1984) (affirming the district court’s grant of a preliminary injunction to an inmate who alleged a violation of the Eighth Amendment right to be free from cruel and unusual punishment); Jolly v. Coughlin, 76 F.3d 468, 482 (2d Cir.1996) (affirming di , 1063 (S.D.N.Y.1990) (requiring movant to establish irreparable harm in an action alleging violation of First Amendment); see also Public Serv. Co. of N.H. v. Town of W. Newbury, 835 F.2d 380, 382 (1st Cir.1987) (<HOLDING>). “ ‘[T]he cases where courts have held that a Options: A. recognizing that the idea bars an award of attorneys fees for work performed subsequent to a settlement offer of all requested relief B. recognizing the courts obligation to assume all factual allegations to be true and to draw all reasonable inferences in plaintiffs favor C. recognizing that admission is important to the evaluation of witness credibility D. recognizing that not all allegations of constitutional viola tions are sufficiently important to be irremediable by subsequent relief E. recognizing ac tions of nominally private entities are attributable to the state under certain circumstances

assistant: The best answer is D. recognizing that not all allegations of constitutional viola tions are sufficiently important to be irremediable by subsequent relief
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 Purchaser, severally and not jointly with the other Purchasers, covenants that neither it nor any Affiliate acting on its behalf or pursuant to any understanding with it will execute any purchases or sales, including Short Sales of any of the Company’s securities during the period commencing with the execution of this Agreement and ending at such time that the transactions contemplated by this Agreement are first publicly announced pursuant to the initial press release as described in Section 4.4. Each Purchaser, severally and not jointly with the other Purchasers, covenants that until such time as the transactions contemplated by this Agreement are publicly disclosed by the Company pursuant to the initial press release as described in Section 4.4, such Purchaser will maintain the confidentiality of the existence and terms of this transaction and the information included in the Transaction Documents and the Disclosure Schedules. N otwithstanding the foregoing and notwithstanding anything contained in this Agreement to the contrary, the Company expressly acknowledges and agrees that (i) no Purchaser makes any representation, warranty or covenant hereby that it will not engage in effecting transactions in any securities of the Company after the time that the transactions contemplated by this Agreement are first publicly announced pursuant to the initial press release as described in Section 4.4, (ii) no Purchaser shall be restricted or prohibited from effecting any transactions in any securities of the Company in accordance with applicable securities laws from and after the time that the transactions contemplated by this Agreement are first publicly announced pursuant to the initial press release as described in Section 4.4 and (iii) no Purchaser shall have any duty of confidentiality or duty not to trade in the securities of the Company to the Company or its Subsidiaries after the issuance of the initial press release as described in Section 4.4. Notwithstanding the foregoing, in the case of a Purchaser that is a multi-managed investment vehicle whereby separate portfolio managers manage separate portions of such Purchaser’s assets and the portfolio managers have no direct knowledge of the investment decisions made by the portfolio managers managing other portions of such Purchaser’s assets, the covenant set forth above shall only apply with respect to the portion of assets managed by the portfolio manager that made the investment decision to purchase the Securities covered by 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 legal provision and list the applicable contract clause categories. Provision: Subject to the terms and conditions of this Agreement, each of Element and Celadon shall use its respective commercially reasonable efforts (i) to take, or cause to be taken, all actions necessary, proper or advisable to comply promptly with all legal requirements which may be imposed on such party with respect to the Element Investment or the Celadon Investment, as applicable, and, subject to the conditions set forth in Sections 1(c) and 2(c) hereof, to consummate the Element Investment or the Celadon Investment, as applicable and the other transactions contemplated by this Agreement, as promptly as practicable and (ii) to obtain (and to cooperate with the other party to obtain) any consent, authorization, order, decision or approval of, or any exemption by, any governmental entity and any other third party which is required to be obtained by Element or Celadon in connection with the transactions contemplated by this Agreement, and to comply with the terms and conditions of any such consent, authorization, order or approval.

assistant: Cooperation