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 case excerpt and choose the best holding from the options. Case excerpt: cable companies to provide telephone services”), cert. granted, No. 11SC669, 2012 WL 1940812 (Colo.2012); GTE North, Inc. v. Zaino, 96 Ohio St.3d 9, 770 N.E.2d 65, 69 (2002) (rejecting an ILEC’s constitutional challenge to an Ohio law that provided for a much higher rate of assessment on certain personal property of ILECs and noting that ILECs “enjoy the advantage ... of being the default provider of intraLATA call service for customers who fail to take affirmativ 337, 346-47 (1967) (finding it unconstitutional under Idaho’s uniformity clause to assess certain property at a higher ratio of full cash value), overruled by Simmons v. Idaho St. Tax Comm’n, 111 Idaho 343, 723 P.2d 887, 892-93 (1986); Inter Island Tel. Co., v. San Juan County, 125 Wash.2d 332, 883 P.2d 1380, 1382-83 (1994) (<HOLDING>). These cases are easily distinguishable, Options: A. holding that the extension phone exemption applied to situations where a parent records his childs phone conversations from a phone extension within the parents home without any analysis of the recording partys purpose B. recognizing that the government may seek a personal judgment specific property or substitute property C. holding vendors right to receive payment under a land sale contract was personal property and a security interest representing that personal property right constituted realty paper and was subject to article 9 D. holding that the utilities commission has the discretion to use a hypothetical capital structure in setting customer rates particularly where the utility is a whollyowned subsidiary of a holding company E. holding it unconstitutional to assess a local phone company at a much higher rate than other utilities and personal property taxpayers

assistant: The best answer is E. holding it unconstitutional to assess a local phone company at a much higher rate than other utilities and personal property taxpayers
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 any provision of this Pledge Agreement is held to be illegal, invalid or unenforceable, (a) the legality, validity and enforceability of the remaining provisions of this Pledge Agreement shall not be affected or impaired thereby and (b) the parties shall endeavor in good faith negotiations to replace the illegal, invalid or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of the illegal, invalid or unenforceable provisions. The invalidity of a provision in a particular jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Each payment by the Borrower on account of the principal of or interest on the Loans or of any fee, commission or other amounts payable to the Administrative Agent or the Lenders under this Agreement (or any of them) shall be made not later than 1:00 p.m. (Pittsburgh, Pennsylvania time) on the date specified for payment under this Agreement to the Administrative Agent at the office of the Administrative Agent as set forth in Section 8.02 (the “ Administrative Agent’s Office ”) for the account of the Lenders entitled to such payment in Dollars, in immediately available funds and shall be made without any set off, counterclaim or deduction whatsoever. Any payment received after such time but before 2:00 p.m. on such day shall be deemed a payment on such date for the purposes of Section 6.01 , but for all other purposes shall be deemed to have been made on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. Any payment received after 2:00 p.m. shall be deemed to have been made on the next succeeding Business Day for all purposes and any applicable interest or fee shall continue to accrue. Upon receipt by the Administrative Agent of each such payment, the Administrative Agent shall distribute to each Lender at its address for notices set forth herein its pro rata share of such payment in accordance with the amounts then due and payable to such Lender (except as specified below), and shall wire advice of the amount of such credit to each Lender. Each payment to the Administrative Agent of the Administrative Agent’s fees or expenses shall be made for the account of the Administrative Agent and any amount payable to any Lender under Sections 2.09(e) , 2.11 , 2.13 , 8.05 or 8.06 shall be paid to the Administrative Agent for the account of the applicable Lender. If any payment under this Agreement shall be specified to be made upon a day which is not a Business Day, it shall be made on the next succeeding day which is a Business Day and such extension of time shall in such case be included in computing any interest if payable along with such payment.

assistant: Payments
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: Charles Alan Wright & Kenneth W. Graham, Jr., 22A Federal Practice and Procedure: Evidence § 5242 (2d ed. 2013) (“[T]he routine use of [the intent] exception [under Rule 404(b) ] could easily destroy the exclusionary rule.”). We join other circuits in declaring that a possession conviction is inadmissible to prove intent to distribute. The Sixth Circuit, for example, held that “possession of a small quantity of crack cocaine for personal use on one occasion ... sheds no light on whether [the defendant] intended to distribute crack cocaine in his possession on another occasion nearly five months earlier.” United States v. Haywood, 280 F.3d 715, 721 (6th Cir.2002). The Seventh and Ninth Circuits have suggested likewise. See United States v. Santini, 656 F.3d 1075, 1078 (9th Cir.2011) (<HOLDING>); Ono, 918 F.2d at 1465 (distinguishing between Options: A. holding that prior convictions for possession of cocaine and marijuana are admissible to impeach defendant B. holding that convictions for trafficking possession and simple possession ofcocaine offended double jeopardy protections C. holding that the probative value of prior felony convictions varies with their nature and number D. holding that possession of more than seven tons of marijuana justified the district courts refusal to provide a simple possession instruction E. holding that prior convictions for simple possession were not similar to the importation of marijuana and thus lack probative value

assistant: The best answer is E. holding that prior convictions for simple possession were not similar to the importation of marijuana and thus lack probative value
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: laws. See Brief for the United States as Amicus at 12, JOBLOVE v. BARR LABS., INC., No. 06-830, 2007 WL 1511527 (U.S. May 23, 2007). Many academic commentators share the United States’s view. Most courts, by contrast, including this Court, Joblove v. Barr Labs. Inc, (In re Tamoxifen Citrate Antitrust Litig.), 466 F.3d 187, 216 (2d Cir.2006) (“Tamoxifen ”), have held that the right to enter into reverse exclusionary payment agreements falls within the terms of the exclusionary grant conferred by the branded manufacturer’s patent. See In re Ciprofloxacin Antitrust Litig., 544 F.3d at 1833; Schering-Plough Corp. v. FTC, 402 F.3d 1056, 1076 (11th Cir.2005). But see La. Wholesale Drug Co. v. Hoechst Marion Roussel, Inc. (In re Cardizem CD Antitrust Litig.), 332 F.3d 896, 908 (6th Cir.2003) (<HOLDING>); In re Terazosin Hydrochloride Antitrust Options: A. holding that to be preempted as a per se illegal hybrid restraint a regulation must involve a delegation of market power to private parties that is per se illegal because otherwise the hybrid restraint could not be attacked as facially invalid B. holding such agreements to be per se illegal C. holding that a maximum vertical price maintenance scheme is not per se illegal D. holding that such any and all language is per se unconstitutional for lack of particularity E. holding that the per se rule does not apply to a vertical agreement between a buyer and supplier and noting that precedent limits the per se rule in the boycott context to cases involving horizontal agreements among direct competitors

assistant: The best answer is B. holding such agreements to be per se illegal
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: You agree to cooperate with the Released Parties regarding any pending or subsequently filed litigation, claims or other disputes involving the Released Parties that relate to matters within your knowledge or responsibility, including, without limitation, any potential claim or action by the Company. Without limiting the foregoing, you agree (i) to meet with Released Party’s representatives, its counsel or other designees at mutually convenient times and places with respect to any items within the scope of this provision; (ii) to appear, at the request of Company, at any deposition, administrative proceeding or trial in any pending or future litigation; (iii) to provide truthful testimony regarding same to any court, agency, or other adjudicatory body; and (iv) to provide the Company with notice of contact by any adverse party or such adverse party’s representative, except as may be required by law. Except as prohibited by law, the Company will reimburse you for reasonable documented expenses including legal fees for any counsel approved by the Company to represent you in connection with the cooperation described in this paragraph except that it will not compensate you for any time testifying at any proceeding.

assistant: Cooperation
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 (including any exhibits hereto), the Confidentiality Agreement, dated June 14, 2017, between Buyer and the Seller (the “ Confidentiality Agreement ”), the Bill of Sale, the Assignment and Assumption Agreement and the Transition Services Agreement constitute the entire agreement and supersede all other prior agreements, understandings, representations and warranties both written and oral, among the Parties, with respect to the subject matter hereof. EACH PARTY AGREES THAT, EXCEPT FOR THE REPRESENTATIONS AND WARRANTIES CONTAINED IN THIS AGREEMENT, NEITHER BUYER, THE SELLER OR THE COMPANY MAKES OR RELIES ON ANY OTHER REPRESENTATIONS, WARRANTIES OR INDUCEMENTS, AND EACH HEREBY DISCLAIMS ANY OTHER REPRESENTATIONS, WARRANTIES OR INDUCEMENTS, EXPRESS OR IMPLIED, AS TO THE ACCURACY OR COMPLETENESS OF ANY OTHER INFORMATION, MADE BY, OR MADE AVAILABLE BY, ITSELF OR ANY OF ITS REPRESENTATIVES, WITH RESPECT TO, OR IN CONNECTION WITH, THE NEGOTIATION, EXECUTION OR DELIVERY OF THIS AGREEMENT OR THE CONSUMMATION OF THE ACQUISITION, NOTWITHSTANDING THE DELIVERY OR DISCLOSURE TO THE OTHER PARTY OR THE OTHER PARTY’S REPRESENTATIVES OF ANY DOCUMENTATION OR OTHER INFORMATION WITH RESPECT TO ANY ONE OR MORE OF THE FOREGOING. No Party shall be bound by, or be liable for, any alleged representation, promise, inducement or statement of intention not contained herein.

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 legal provision and list the applicable contract clause categories. Provision: Other than consummating the transactions contemplated hereunder, such Investor has not, nor has any Person acting on behalf of or pursuant to any understanding with such Investor, directly or indirectly executed any purchases or sales, including Short Sales, of the securities of the Company during the period commencing as of the time that such Investor first received a term sheet (written or oral) from the Company or any other Person authorized to represent the Company setting forth the material terms of the transactions contemplated hereunder and ending immediately prior to the public announcement of the transactions contemplated hereby as provided in Section 4.3 hereof. Notwithstanding the foregoing, in the case of an Investor that is a multi-managed investment vehicle whereby separate portfolio managers manage separate portions of such Investor’s assets and the portfolio managers have no direct knowledge of the investment decisions made by the portfolio managers managing other portions of such Investor’s assets, the representation 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. Other than to other Persons party to this Agreement or to such Investor’s representatives that are bound by confidentiality obligations, including, without limitation, its officers, directors, partners, legal and other advisors, employees, agents and Affiliates, such Investor has maintained the confidentiality of all disclosures made to it in connection with this transaction (including the existence and terms of this transaction). Notwithstanding the foregoing, for the avoidance of doubt, nothing contained herein shall constitute a representation or warranty, or preclude any actions, with respect to locating or borrowing shares in order to effect Short Sales or similar transactions in the future.

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, without having fully exercised this Option, you have a Termination of Service due to disability or injury (as evidenced to the satisfaction of the Committee or its delegate), then any Shares Granted under the Option that are not yet vested at that time shall thereupon become vested and (a) you may exercise this Option for the full number of Shares Granted (less any shares for which this Option was previously exercised), but (b) your right to exercise this Option shall terminate upon the earlier of the Expiration Date or a date which is one (1) year following the date of your Termination of Service.

assistant: Disability
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: Executive acknowledges and agrees that he has carefully read this Agreement and Release and understands that it is a release of all claims, known and unknown, past or present including all claims under the Age Discrimination in Employment Act. He further agrees that he has entered into this Agreement and Release for the above stated consideration. He warrants that he is fully competent to execute this Agreement and Release which he understands to be contractual. He further acknowledges that he executes this Agreement and Release of his own free will, after having a reasonable period of time to review, study and deliberate regarding its meaning and effect, and after being advised to consult an attorney, and without reliance on any representation of any kind or character not expressly set forth herein. Finally, he executes this Agreement and Release fully knowing its effect and voluntarily for the consideration stated above.

assistant: 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 legal provision and list the applicable contract clause categories. Provision: All notices and other communications provided for herein (including, without limitation, any modifications of, or waivers or consents under, this Agreement) shall be given or made by telecopy or other writing and telecopied, mailed or delivered to the intended recipient (a) in the case of each of the Parent or the Administrative Agent at the “Address for Notices” specified below its name on the signature pages hereof; (b) in the case of any Lender, at its address (or telecopy number) set forth in its Administrative Questionnaire; or, as to any party, at such other address as shall be designated by such party in a notice to the each of the Parent and the Administrative Agent given in accordance with this Section 12.02. Except as otherwise provided in this Agreement, all such communications shall be deemed to have been duly given when transmitted by telecopier (and receipt is electronically confirmed), personally delivered or, in the case of a mailed notice, upon receipt, in each case given or addressed as aforesaid. In addition, such notices and other communications may be delivered or furnished by electric communications pursuant to procedures approved by the Administrative Agent.

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: 407, they may seek to introduce it at that time. At the present time, I rule only that the evidence constitutes a subsequent remedial effort by Terminix, and that it may not be introduced to support plaintiffs’ claim of the dangerousness of the termiticides. B. Evidence that the Termiticides are No Longer Distributed in the United States The defendants argue that evidence that the termiticides are no longer distributed in the United States should be excluded either as irrelevant under Fed.R.Evid. 401 or excessively prejudicial under Fed.R. Evid. 403. Much of the evidence relating to the withdrawal of termiticides from the United States market has been excluded in other litigation. See Dine v. Western Exterminating Co., Slip Op., Civil Action No. 86-1857 (D.D.C. March 18, 1988) (<HOLDING>); Rabb v. Orkin Exterminating Co., 677 F.Supp. Options: A. recognizing the probative value of objective and reliable hearsay evidence B. holding that an agreement providing this agreement when signed by author and publisher will cancel and supercede the previous agreements was clearly intended to terminate an earlier agreement C. holding that evidence of velsicols agreement with the epa to cancel certain uses of chlordane and heptachlor was not probative of the carcinogenicity of these termiticides D. holding that voting agreement that did not comply with certain notice requirements of the act was enforceable because all of the shareholders knew of the agreement and participated in the transaction in question E. holding that evidence of violent crimes and other illegal activities of defendants gang was not unduly prejudicial because defendant was not directly implicated and the evidence was probative of elements of the crimes that the defendant was charged with

assistant: The best answer is C. holding that evidence of velsicols agreement with the epa to cancel certain uses of chlordane and heptachlor was not probative of the carcinogenicity of these termiticides
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Notwithstanding anything herein to the contrary, if prior to the Retention Date either (i) you voluntarily terminate your employment with the Company without Good Reason, or (ii) your employment is terminated by the Company for Cause, you agree that (a) you shall forfeit all of your rights to payment of any remaining Installment Payments, (b) you are required to re-pay to the Company the total amount of each Installment Payment paid prior to the date of such termination, which will be paid by you within thirty (30) days following the date of termination, and (c) you will pay to the Company an additional amount equal to 25% of the Retention Bonus ($437,500) (the “ Penalty ”), within thirty (30) days following the date of termination. If you do not re-pay to the Company such previously paid Installment Payments or pay the Penalty following the date of termination and within thirty (30) days of written demand by the Company therefor, the Company shall be entitled to indemnification and reimbursement by you in respect of any claim, loss, damage or expense (including reasonable legal fees, expenses and court costs) arising from the enforcement or attempted enforcement of such obligation, whether or not the Company is successful, to the fullest extent permitted by law.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: principles may be applicable.” Id. at 283-84, 103 S.Ct. 1081. The ACLU contends that cell tower dumps violate reasonable expectations of privacy “because they involve just th[is] sort of ‘dragnet type’ surveillance of hundreds or thousands of innocent people.” (Wessler 5/20/14 Letter at 13). I cannot agree that the Government’s application here raises the spectre of “wholesale surveillance” suggested in Knotts and some of the cases following it. Such concerns center on the possibility of the Government tracking an individual’s (or a number of individuals’) every movement over a period of time. See Knotts, 460 U.S. at 284, 103 S.Ct. 1081 (mentioning “twenty-four hour surveillance of any citizen of this country”); United States v. Katzin, 732 F.3d 187, 191-92, 205 (3d Cir. 2013) (<HOLDING>), vacated on grant of reh’g en banc, 2013 WL Options: A. holding that by enacting the more specific homicide by vehicle statute the legislature intended to preempt the subject matter of unintended homicides resulting from the operation of a motor vehicle B. holding automobile exeeption did not apply to warrantless search of vehicle where vehicle was not readily mobile because the vehicle was legally parked in parking lot occupants of vehicle were seated on a bench in the playground near the parking lot police officers surrounded the vehicle and the driver of the vehicle was handcuffed for safety purposes C. holding use of gps device to track suspect for 65 days was search D. holding that delay of several hours after the vehicle was seized was reasonable E. holding warrantless gps tracking of vehicle for several days generating highly accurate record of the trackers whereabouts throughout its period of operation unjustified

assistant: The best answer is E. holding warrantless gps tracking of vehicle for several days generating highly accurate record of the trackers whereabouts throughout its period of operation unjustified
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 Period of Employment, the Company shall pay Executive, and Executive agrees to accept from the Company, in full payment for his services, a base salary at an annual rate of one hundred and fifty thousand dollars ($150,000) per year, payable in accordance with the Company’s general payroll practices in effect from time to time (but in no event less frequently than in monthly installments). Executive shall not be entitled to any additional compensation for his service on the Board during the Period of Employment. However, should the Period of Employment end and Executive continue on the Board, Executive shall be compensated as a non-employee director under the Company’s compensation policy for its non-employee directors, as such policy is in effect from time to time, for any period of such service on the Board after the Period of Employment.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: There is no claim, action, suit, proceeding or governmental investigation pending or, to the knowledge of the Buyers, threatened against the Buyers, by or before any Governmental Entity or by any third party which challenges the validity of this Agreement or the Buyer Ancillary Documents or which would be reasonably likely to materially and adversely affect or restrict either Buyer’s ability to consummate the transactions contemplated by this Agreement.

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: it appears at least four judges in the Second District would agree with the First, Fourth, and Fifth Districts if not for Second District precedent. 5 . Although not relevant to the precedential value of our decision in Mann, we note that the Eleventh Circuit Court of Appeals later vacated Mann's sentence on other grounds. See Mann v. Dugger, 844 F.2d 1446, 1458-59 (11th Cir.1988) (en banc) (finding the jurors were misinformed as to the importance of their recommendation, contrary to Caldwell v. Mississippi, 472 U.S. 320, 105 S.Ct. 2633, 86 L.Ed.2d 231 (1985)). The resentencing resulted in another death sentence, which we affirmed. See Mann v. State, 603 So.2d 1141, 1144 (Fla.1992). Mann v. Dugger was subsequently overruled. See Davis v. Singletary, 119 F.3d 1471, 1482 (11th Cir.1997) (<HOLDING>). PARIENTE, J., concurring. While I have Options: A. recognizing that references to and descriptions of the jurys verdict as advisory as a recommendation and of the judge as the final sentencing authority are permissible under romano v oklahoma 512 us 1 114 sct 2004 129 led2d 1 1994 B. holding that although contempt and sanctions are not identical the principles the supreme court articulated for cases of contempt in international union united mine workers of america v bagwell 512 us 821 114 sct 2552 129 led2d 642 1994 guide our determination of what procedural protections are necessary in imposing sanctions under a courts inherent powers C. holding as meritless a claim that the standard jury instructions which refer to the jury as advisory and refer to jurys verdict as a recommendation violate caldwell D. holding that the rule announced in simmons v south carolina 512 us 154 114 sct 2187 129 led2d 133 1994 doesnt apply retroactively on collateral review E. holding that regulations that are unrelated to the content of speech are subject to an intermediate level of scrutiny quoting turner broad sys inc v fed commcn commn 512 us 622 642 114 sct 2445 129 led2d 497 1994 plurality opinion

assistant: The best answer is A. recognizing that references to and descriptions of the jurys verdict as advisory as a recommendation and of the judge as the final sentencing authority are permissible under romano v oklahoma 512 us 1 114 sct 2004 129 led2d 1 1994
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: (emphasis added). Therefore, in order to be classified under this subsection, a claim must be alleged under a policy for loss. Second, even if a claim is alleged under a policy for loss, it may still be exempt pursuant to the carve-out in subsection (b). The plain language of subsection (b) states that a “portion of any loss, indemnification for which is provided by other benefits or advantages recovered by the claimant, shall not be included in this class ...” Id. (emphasis added). Therefore, where there has been compensation for loss, a claim may not properly be classified under subsection (b). In evaluating this subsection of the Act, we note that the use of the word “shall” renders the carve-out mandatory. See Koken v. Reliance Ins. Co., 586 Pa. 269, 893 A.2d 70, 81 (2006) (<HOLDING>). If a claim is subject to the carve-out in Options: A. holding that the statute is mandatory B. holding that a states use of the word shall is mandatory language C. holding that where a statute includes the mandatory term shall an appellate court does not view its restriction as a suggestion it is a mandate D. holding that the term shall is mandatory for purposes of statutory construction when the statute is unambiguous E. holding that if words of statute are unambiguous there is no room for judicial construction

assistant: The best answer is D. holding that the term shall is mandatory for purposes of statutory construction when the statute is unambiguous
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 party’s obligations under this Section 3.01 shall survive the resignation or replacement of the Administrative Agent or any assignment of rights by, or the replacement of, a Lender or the LC Issuer, the termination of the Commitments and the repayment, satisfaction or discharge of all other Obligations.

assistant: Survival
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: restores the contract to its original condition and places the parties in the same legal position as before the repudiation. See Restatement, supra, § 256 cmt. a (if a repudiation is nullified it eliminates all consequences of a repudiation). Thus, a retraction reinstates the obligations of the other party, including any conditions precedent, so that the performance of such conditions is once again necessary before the repudiating party can be charged with breach. Corbin, supra, § 980, at 933. However, a retraction, to be effective, must be clear and unequivocal; it may not impose new conditions not in accord with the original contract. See Pichignau v. City of Paris, 264 Cal.App.2d 138, 70 Cal.Rptr. 147, 149 (1968); Vahabzadeh v.. Mooney, 241 Va. 47, 399 S.E.2d 803, 805 (1991) (<HOLDING>). {20} Based on the evidence presented at Options: A. holding that in order for a contract to be enforced it is necessary that all the essential terms of the contract must first be established by competent evidence and shown to be definite certain clear and unambiguous B. holding that the waiver of sovereign immunity must be clear and unequivocal C. holding that to be effective a retraction must meet the same standard as repudiation and therefore must be clear definite absolute and unequivocal in evincing the repudiators intention to honor his obligations under the contract D. holding that fraud on the court must be supported by clear unequivocal and convincing evidence E. holding that an award for punitive damages must be supported by clear unequivocal and convincing evidence

assistant: The best answer is C. holding that to be effective a retraction must meet the same standard as repudiation and therefore must be clear definite absolute and unequivocal in evincing the repudiators intention to honor his obligations under the contract
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 at oral argument EPA was emphatic: it did not waive its non-merits, threshold defense that Petitioners are barred from challenging the wastewater limits because they failed to object to them during the notice and comment period. Resp. Br. 33-35; Oral Arg. Rec. at 30:00-32:00; 40:30-45:00. EPA contended that, if the court found the issue to be properly before the court, then and only then would EPA “not oppose” a stay or vacatur of the wastewater limits. Resp. Br. 35. EPA’s consent is not alone a sufficient basis for us to stay or vacate a rule. The court is not bound to accept, and indeed generally should not uncritically accept, an agency’s concession of a significant merits issue. Cf. Bowen v. Georgetown Univ. Hosp., 488 U.S. 204, 212-13, 109 S.Ct. 468, 102 L.Ed.2d 493 (1988) (<HOLDING>). The risk is that an agency could circumvent Options: A. holding that courts must defer to executive branch regulations implementing statutes so long as agencys regulation is based on a permissible construction of the statute B. holding that courts should defer to agencys interpretation of its own regulations if not plainly erroneous or inconsistent with the regulation C. holding that courts will not defer to an agencys litigating position where it contradicts the agencys prior regulations rulings or administrative practice D. holding that the directors litigating position was not entitled to chevron deference but did warrant skidmore respect on certain issues where the arguments were persuasive and the agencys manual and practice had for some time consistently advanced a reasonable position E. holding that judicial review of an administrative agencys decision is limited solely to whether given the relevant standard and facts the agencys decision was arbitrary illegal capricious or unreasonable

assistant: The best answer is C. holding that courts will not defer to an agencys litigating position where it contradicts the agencys prior regulations rulings or administrative practice
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: to Supreme Court precedent unless and until abrogated by the Supreme Court, Motorcity of Jacksonville, Ltd. v. Southeast Bank N.A., 120 F.3d 1140, 1143 (11th Cir.1997) (en banc), and Almendarez-Torres controls the outcome in this case, see United States v. Marseille, 377 F.3d 1249, 1257 (11th Cir.2004). Even if Almendarez-Torres were to be abrogated, the district court did not err in enhancing Burke’s sentence. Burke failed to lodge any factual challenge to his prior conviction set forth in the PSI. Thus, Burke effectively admitted to having a pri- or conviction for a felony drug trafficking offense, which constituted an aggravated felony under 8 U.S.C. § 1101(a)(43)(B), Immigration and Nationality Act (INA) § 101(a)(43). See United States v. Gibson, 434 F.3d 1234, 1251 (11th Cir.2006) (<HOLDING>); United States v. Shelton, 400 F.3d 1325, 1330 Options: A. holding that factual findings set forth in the psi not objected to by a defendant are deemed admitted B. holding that where defendant failed to object to facts in psi relating to prior conviction the failure to object constituted an admission C. holding that the defendant conceded the accuracy of his prior convictions in his psi report by failing to object to the report D. holding that because the defendant did not object to the factual recitations in the psi he effectively admitted the facts in the psi E. holding that the failure to contest drug amount in the psi constitutes an admission of that quantity

assistant: The best answer is D. holding that because the defendant did not object to the factual recitations in the psi he effectively admitted the facts in the psi
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: ideas or procedures for reliably and profitably collecting facts. As ideas or procedures, BAPCO’s decision to offer a free listing and its decisions regarding soliciting advertisements, heading in the 1984 Yellow Pages from the 4,700 primary headings and approximately 34,000 related headings in the BAPCO headings book. BAPCO presented the undisputed testimony of Gerald Brown that the BAPCO headings book is not standardized to coincide with the menu of classified headings used in National Yellow Page Sales Association (NYPSA) publications. Moreover, even if BAPCO’s selection of classified headings is similar to other NYPSA publications, it would still be copyrightable under Feist so long as BAPCO selected independently. See Feist, 499 U.S. at -, 111 S.Ct. at 1287, 113 L.Ed.2d at 369 (<HOLDING>). In addition, the testimony of Donnelley’s own Options: A. holding that a defendants attorney can waive the defendants sixth amendment confrontation right so long as the defendant does not dissent from his attorneys decision and so long as it can be said that the attorneys decision was a legitimate trial tactic or part of a prudent trial strategy B. holding aedpas contrary to clause does not require citation of our cases indeed it does not even require awareness of our eases so long as neither the reasoning nor the result of the statecourt decision contradicts them C. holding that it is not D. holding that it may not E. holding that originality does not signify novelty a work may be original even though it closely resembles other works so long as the similarity is fortuitous not the result of copying

assistant: The best answer is E. holding that originality does not signify novelty a work may be original even though it closely resembles other works so long as the similarity is fortuitous not the result of copying
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: obstructed justice in giving what it characterized as false and misleading testimony at the first trial and the suppression hearing that preceded the first trial. Wood responded that the conviction that was obtained after the first trial was overturned on appeal, and could not be used to enhance a sentence imposed after a separate trial where he did not testify. Wood also argued that the fact that the jury chose not to credit his testimony during the first trial did not render that testimony perjurious. During the sentencing hearing, the district court sustained the government’s objection to the PSI, finding that Wood had given false testimony at his first trial and suppression hearing. The district court relied on United States v. Has No Horse, 42 F.3d 1158, 1159-1160 (8th Cir.1994) (<HOLDING>). The district court stated that the Options: A. holding that the effects of a conviction including limitations on future employment were not adequate grounds for expunction but were instead the natural consequence of having been convicted B. holding that where juror did not disclose that she had an interest in the conviction of the defendant probable prejudice is shown and the conviction must be reversed C. 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 D. holding that when a defendants conviction under 924c has been reversed on sufficiency of the evidence grounds on appeal the case must be remanded for resentencing to determine the applicability of the ussg 2dllbl enhancement E. 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

assistant: The best answer is E. 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
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, all of which taken together shall constitute one and the same instrument and any of the parties hereto may execute this Agreement by signing any such counterpart. Delivery of an executed signature page of this Agreement by email or facsimile transmission shall be 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: Except as referenced in Paragraph 6 above, this Release constitutes the entire agreement between the Company and me as to any matter referred to in this Release. This Release supersedes all other agreements between the Company and me, other than the general benefit plans under which I am a participant and any outstanding equity awards from the Company. In executing this Release, I am not relying upon any agreement, representation, written or oral statement, understanding, omission, or course of conduct that is not expressly set forth in this Release.

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 legal provision and list the applicable contract clause categories. Provision: On or prior to each Purchase Date, Seller will have caused its records (including electronic ledgers) relating to each Related Receivable to be conveyed by it on such Purchase Date to be clearly and unambiguously marked to reflect that such Related Receivable was conveyed by it to Purchaser and pledged by Purchaser to the Collateral Agent for the benefit of the Secured Parties.

assistant: Records
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: Employee acknowledges and agrees that he will keep the terms and amounts paid pursuant to this Release completely confidential, except as to his attorney, tax advisor, and/or spouse and as required by law or in order to effectuate the terms of this Release.

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: Captions contained in this Agreement in no way define, limit or extend the scope or intent of their respective provisions. This Agreement may be executed by facsimile and in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed and delivered shall be deemed to be an original and all of which taken together shall constitute but one and the same instrument. Delivery of an executed counterpart of a signature page of this Agreement by telecopy shall be effective as delivery of a manually executed counterpart of this 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: Each Guarantor irrevocably waives acceptance hereof, diligence, promptness, presentment, demand, protest and, to the fullest extent permitted by applicable law, any notice not provided for herein, as well as any requirement that at any time any action be taken by any Person against the Borrower, any other guarantor of any of the Guaranteed Obligations, or any other Person.

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: role in the corporation. Lollo, 35 F.3d at 35. Plaintiffs’ arguments to the contrary notwithstanding, the district court properly focused its analysis on the Lollo factors and, after a bench trial, concluded, in light of those factors, that the high degree of intention — which goes beyond the mere presence of a personal liability clause in the signed agreement — was not met. We see no reason to reverse the district court. We note further that the New York Court of Appeals has observed that “where individual responsibility is demanded the nearly universal practice is that the officer signs twice — once as an officer and again as an individual.” Salzman, 10 N.Y.2d at 67, 217 N.Y.S.2d 55, 176 N.E.2d 74. We have never held that two signatures are required. See Lotto, 35 F.3d at 35 (<HOLDING>). But we think that the appearance of only one Options: A. holding that the plaintiffs were entitled to discovery to determine whether the defendant intended to be bound in his personal andor corporate capacity where the agreement contained certain personal guarantees by the defendant but where the defendant signed the agreement only in a corporate capacity with no signature blocks provided for signing in a personally capacity B. holding officer may search vehicle for weapons if officer has reasonable belief based on articulable facts that officer or another may be in danger C. holding collective bargaining agreement imposed personal liability on signing officer under the facts of that case despite absence of separate signature of the officer in his personal capacity D. holding officer liable for deprivation of constitutional rights despite argument that officer although present was not in control of the situation E. holding that a corporate officer signing a contract in his corporate capacity is generally not liable for damages under the contract

assistant: The best answer is C. holding collective bargaining agreement imposed personal liability on signing officer under the facts of that case despite absence of separate signature of the officer in his personal capacity