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: NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS AGREEMENT, OWNER SHALL BE LIABLE FOR, AND HEREBY RELEASES, INDEMNIFIES, DEFENDS AND HOLDS HARMLESS THE SANCHEZ PARTIES, THE MARKETING SANCHEZ PARTY, AND ALL OF THEIR AFFILIATES, AND EACH OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS AND REPRESENTATIVES (THE “SANCHEZ INDEMNITEES”) FROM AND AGAINST, A PERCENTAGE (“OWNER’S SECTION 8 INDEMNIFICATION PERCENTAGE”), WHICH PERCENTAGE SHALL BE EQUAL TO ONE HUNDRED PERCENT (100%) OF OWNER’S PROPORTIONATE SHARE OF ALL NATURAL GAS PRODUCTION FROM THE WELLS ON THE PROPERTIES, OF ANY AND ALL SUITS, ACTIONS, DEBTS, ACCOUNTS, COSTS, CHARGES, DAMAGES OF ANY KIND OR TYPE (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR PERSONAL INJURY OR DEATH, DAMAGES TO PROPERTY, ENVIRONMENTAL OR OTHERWISE, AND THIRD PARTY CONSEQUENTIAL DAMAGES), FINES, PENALTIES, LOSSES, JUDGMENTS, LIABILITIES AND/OR EXPENSES INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEYS’ FEES AND OTHER COSTS OF LITIGATION (INCLUDING, WITHOUT LIMITATION, ANY AND ALL SUITS, ACTIONS, DEBTS, ACCOUNTS, COSTS, CHARGES, DAMAGES OF ANY KIND OR TYPE (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR PERSONAL INJURY OR DEATH, DAMAGES TO PROPERTY, ENVIRONMENTAL OR OTHERWISE, AND THIRD PARTY CONSEQUENTIAL DAMAGES), FINES, PENALTIES, LOSSES, JUDGMENTS, LIABILITIES AND/OR EXPENSES INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEYS’ FEES AND OTHER COSTS OF LITIGATION, ARISING UNDER, IN CONNECTION WITH OR PERTAINING OR RELATING TO ANY COMMITMENT AGREEMENT) (COLLECTIVELY, “CLAIMS”) ARISING UNDER, IN CONNECTION WITH OR PERTAINING OR RELATING TO THIS AGREEMENT, REGARDLESS OF FAULT, UNLESS ANY SUCH CLAIM OR CLAIMS RESULT(S) FROM THE SOLE UNCURED MATERIAL BREACH OF OWNER OR THE WILLFUL MISCONDUCT OF OWNER ARISING UNDER, IN CONNECTION WITH OR PERTAINING OR RELATING TO THIS AGREEMENT, IN EITHER OF WHICH CASE OWNER’S INDEMNITY OBLIGATION UNDER THIS SECTION 8 OF THIS AGREEMENT SHALL INCREASE FROM OWNER’S SECTION 8 INDEMNIFICATION PERCENTAGE, AS DEFINED ABOVE IN THIS SECTION 8 , TO ONE HUNDRED PERCENT (100%) OF ANY SUCH CLAIM OR CLAIMS.

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 legal provision and list the applicable contract clause categories. Provision: In the course of the Executive’s services, the Executive may have access to the Company and/or the Company’s client’s and/or prospective client’s trade secrets and confidential information, including but not limited to those embodied in memoranda, manuals, letters or other documents, computer disks, tapes or other information storage devices, hardware, or other media or vehicles, pertaining to the Company and/or the Company’s client’s and/or prospective client’s business. All such trade secrets and confidential information are considered confidential. All materials containing any such trade secret and confidential information are the property of the Company and/or the Company’s client and/or prospective client, and shall be returned to the Company and/or the Company’s client and/or prospective client upon expiration or earlier termination of this Agreement. The Executive shall not directly or indirectly disclose or use any such trade secret or confidential information, except as required in the performance of the Executive’s duties in connection with the Employment, or pursuant to applicable law.

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: On September 27, 2016, Era Helicopters, LLC, a Delaware limited liability company and a wholly owned Subsidiary of the Borrower (“ Era Helicopters ”), entered into that certain Substitution and Amendment to Aircraft Security Agreement, pursuant to which Era Helicopters exchanged and replaced one (1) AgustaWestland Philadelphia Corporation, model AW139 Helicopter bearing manufacturer’s serial number 41277 and United States Registration No. N804CB for one (1) AgustaWestland Philadelphia Corporation, model AW139 Helicopter bearing manufacturer’s serial number 41369 and United States Registration No. N553RD (the “ Replacement U.S. Bancorp Helicopter ” and, such exchange, the “ Exchange ”). In connection with the Exchange, Era Helicopters delivered a mortgage to U.S. Bank National Association (acting through its division U.S. Bank Equipment Finance) encumbering the Replacement U.S. Bancorp Helicopter as security for its obligations under that certain Promissory Note dated as of December 1, 2015 among Era Helicopters and U.S. Bank National Association acting through its division U.S. Bank Equipment Finance (collectively, the “ U.S. Bank Entities ”) in an amount of $5,933,188.04 and all Liens in favor of the U.S. Bank Entities on the Helicopter bearing manufacturer’s serial number 41277 were released . At the request of the Borrower, effective as of September 27, 2016, the Majority Lenders hereby (or as applicable, the Administrative Agent, with the consent of the Majority Lenders, hereby) (i) consent to the Exchange and the mortgage on the Replacement U.S. Bancorp Helicopter and (ii) deem satisfied any notice requirement of Section 10.01(a)(iv)(a) solely as it relates to the Exchange.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: in criminal activity were not followed; and/or (v) any required notification to appropriate authorities of unauthorized criminal activity by Flemmi and/or Bulger was not made. Id. at 387-88. The court in that Order warned the government that: If government agents failed to follow required or customary procedures to record accurately communications with informants relevant to this case, the court will consider the possibility of ordering the government, in the discharge of its Brady obligations, to conduct appropriate interviews as part of its “duty to learn of any favorable evidence known to others acting on the government’s behalf.” Kyles v. Whitley, 514 U.S. 419, 437, 115 S.Ct. 1555, 1567, 131 L.Ed.2d 490 (1995); see also, United States v. Hanna, 55 F.3d 1456, 1460-61 (9th Cir.1995) (<HOLDING>); United States v. Van Nuys, 707 F.Supp. 465, Options: A. holding that government as part of its duty under kyles was required in particular circumstances to inquire about oral unrecorded statements between police officers B. holding rule 16 does not apply to oral statements other than statements of the defendant C. holding that defendant did not breach oral agreement because among other things the plaintiff had not established that the term in question was part of the oral contract D. holding that when the courts oral statements in the plea colloquy conflict with the written agreement the courts oral statements control E. holding part performance of an oral agreement necessary to take the oral agreement out of the statute of frauds must be consistent only with the existence of the alleged oral contract

assistant: The best answer is A. holding that government as part of its duty under kyles was required in particular circumstances to inquire about oral unrecorded statements between police officers
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Except as otherwise specified in this Contract, title and risk of loss or damage shall pass from Seller to Buyer Free-Into-Pipe (after the crude oil passes through the inlet flange of metering facilities) at Granger, WY immediately after Seller has title from its supplier.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: the ‘purchase’ method of accounting, under which the newly created thrift could designate the excess of the purchase price over the fair value of all acquired assets as an intangible asset called ‘supervisory goodwill,’ and claim it as an asset for purposes of computing regulatory capital.”); Fifth Third Bank, 402 F.3d at 1224 (same). The panel majority’s further holding that 12 CFR § 563.13, cited supra in Winstar, does not concern the purchase method of account 17 F.3d 1363, 1370 (Fed.Cir.2003) (“These arrangements concerning goodwill [including a Financing Agreement and a Bank Board Resolution] and the infusion of capital from various sources enabled Taiman in 1986 to meet the existing capital requirements.”); California Fed. Bank v. United States, 245 F.3d 1342, 1347 (Fed.Cir.2001) (<HOLDING>). The panel majority’s criticism that “no Options: A. holding that an arbitration agreement is separable from the underlying agreement B. holding that a party seeking to compel arbitration must establish the existence of an arbitration agreement and show that the claims raised fall within the scope of that agreement C. holding that where one party had received a written agreement and conformed his conduct to that agreement for an extended period of time but failed to sign the agreement he was equitably estopped from denying the validity of the agreement D. holding that objecting to guidelines calculations as specifically reserved in the plea agreement is not a breach of the plea agreement even if the objection is overruled and thus government is not released from obligation under the agreement to move for acceptance of responsibility E. holding that even without an assistance agreement or a supervisory action agreement the factual records of the case including various correspondence memoranda and bank board resolutions show intent to contract with the government for specified treatment of goodwill

assistant: The best answer is E. holding that even without an assistance agreement or a supervisory action agreement the factual records of the case including various correspondence memoranda and bank board resolutions show intent to contract with the government for specified treatment of goodwill
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: expressly disclaims all warranties and conditions of any kind , whether express or implied , including , but not limited to the implied warranties and conditions of merchantability , fitness for a particular purpose and non-infringement .

assistant: None
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: submit that, in doing so, the majority blazes an unduly broad trail for the ministerial exception, and that the retaliatory discharge count and others should survive its application. I disagree with the majority’s rationale in one other significant respect. In my view, the majority improperly expands the ministerial exception when it holds that the exception protects, and thus bars Linklater’s use of, the entirety of Pastor Rufus S. Lusk’s February 4, 2001, statements to the congregation. I. The Ministerial Exception A. Scope The “ministerial exception” to antidiscrimination laws typically prohibits state inquiry into religious-based employment decisions by churches and other religious organizations. See Montrose Christian Sch. Corp. v. Walsh, 363 Md. 565, 593, 770 A.2d 111, 127 (2001) (<HOLDING>). Religious-based employment decisions Options: A. holding that disaffiliated church had de facto dissolved when last vote of its full membership was to dissolve and to transfer assets to mother church B. holding that members of a church congregation lacked sufficient interest to support intervention in an action by the church itself challenging the designation of the church as a landmark C. holding that a church was entitled to employ only members of its faith D. holding that a union had a first amendment right to employ a salaried attorney to represent members pursuing workers compensation claims E. holding the federal unemployment tax act section exempting service performed in employ of church after which florida molded its unemployment law was meant to apply to schools that have no separate legal existence from the church and therefore employees working within such schools are in employ of the church

assistant: The best answer is C. holding that a church was entitled to employ only members of its faith
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 investigation, action or proceeding is pending and, to Purchaser's knowledge , no action or proceeding is threatened and no investigation looking toward such an action or proceeding has begun, which questions the validity of this Agreement or any action taken or to be taken pursuant hereto or thereto.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: During the period of Executive’s employment with the Company, Executive shall not: (i) engage in any activity which conflicts or interferes with or derogates from the performance of Executive’s duties hereunder nor shall Executive engage in any other business activity, whether or not such business activity is pursued for gain or profit, except as approved in advance in writing by the Company; provided, however, that Executive shall be entitled to manage his personal investments and otherwise attend to personal affairs, including charitable, social and political activities, in a manner that does not unreasonably interfere with his responsibilities hereunder, or (ii) accept or engage in any other employment, whether as an employee or consultant or in any other capacity, and whether or not compensated therefor.

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 case excerpt and choose the best holding from the options. Case excerpt: 4 A.3d 561 (quoting In re Cadillac V8-6-4 Class Action, 93 N.J. 412, 424, 461 A.2d 736 (1983)). In our review of each of these questions, we owe “no deference to the trial court’s conclusions.” Rezem Family Assocs., LP v. Borough of Millstone, 423 N.J.Super. 103, 114, 30 A.3d 1061 (App.Div.), certif. denied, 208 N.J. 368, 29 A.3d 740 (2011). Rather, we must “seareh[] the complaint in depth and with liberality to ascertain whether the fundament of a cause of action may be gleaned even from an obscure statement of claim, opportunity being given to amend if necessary.” Green, supra, 215 N.J. at 451-52, 73 A.3d 478 (citation and internal quotation marks omitted). See also Int’l Union of Operating Eng’rs Local No. 68 Welfare Fund v. Merck & Co., 192 N.J. 372, 386, 929 A.2d 1076 (2007) (<HOLDING>). B. Common to both appeals is whether class Options: A. holding questions of law related to class certification are reviewed de novo B. holding that confrontation clause claims are reviewed de novo C. holding constitutional questions reviewed de novo under the rightwrong standard D. holding that in general an agencys conclusion of law that presents mixed questions of fact and law is reviewed under the clearly erroneous standard but questions concerning whether an agency has followed proper procedures or considered the appropriate factors in making its determination are questions of law which are reviewed de novo E. holding that antitrust standing is question of law reviewed de novo

assistant: The best answer is A. holding questions of law related to class certification are reviewed de novo
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: Binding and Non-Binding Provisions . Unless extended by the mutual written agreement of Magellan and Rose, this MOU will terminate if the Asset Purchase Agreement is not executed on or before the end of the Option Period or Extended Option Period. Notwithstanding, if at the end of the Extended Option Period the Closing Escrow is fully funded, but the Parties are unable to close the Asset Purchase Agreement due to one or more unfulfilled conditions to closing without either Party being in breach, this MOU shall continue in full force and effect for up to an additional 60 days. Except for Paragraphs 5, 6, 7, 8 , 11 , 12, 13, 14, 15, and this Paragraph 16 , which the Parties hereto agree shall be valid and legally binding, this MOU is intended to be a non-binding expression of mutual interest among the Parties hereto. Notwithstanding any negotiations or written or oral statements made in this MOU or made in other written or oral communications before or after the execution of this MOU, no Party shall be deemed to be legally obligated to proceed with the Transaction until the Asset Purchase Agreement is executed and delivered and the other conditions set forth in this MOU and the Asset Purchase Agreement are satisfied.

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

user: Without granting any right or license, the Disclosing Party agrees that the foregoing clauses Nothing in this Agreement is intended to grant any rights under any patent or copyright of the Disclosing Party, nor shall this Agreement grant the Receiving Party any rights in or to the Disclosing Party's Proprietary Information, except the limited right to review such Proprietary Information solely for the purpose of evaluating a possible business transaction.

assistant: Yes
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 Amendment shall become effective as of the date first written above upon receipt by the Administrative Agent of duly executed counterparts signature pages to this Amendment by each the Required Lenders, the Borrower and the Guarantors.

assistant: Effectiveness
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: 784 F.Supp. at 603.2 When plaintiffs urge a supplemental EIS should be conducted based on effects already adequately considered by-the original EIS, a supplemental EIS is not required. Cronin, 919 F.2d at 449; Headwaters, Inc., 914 F.2d at 1178; Hickory Neighborhood Defense League, 893 F.2d at 63; and Texas v. United States Forest Serv., 654 F.Supp. 296, 298 (S.D.Tex.1987). The burden is on the plaintiff to show that grounds exist requiring the preparation of an EIS. Robertson, 784 F.Supp. at 606. In Robertson, the district court held that when the timber cutting proposed in a site-specific project did not differ significantly from the timber cutting anticipated and evaluated in the programmatic EIS, no supplemental site-specific EIS was required. Id. See also Cronin, 919 F.2d at 449 (<HOLDING>); Headwaters, Inc., 914 F.2d at 1180 (holding Options: A. holding that a plaintiff in a reverse discrimination case need show only that he is a member of a protected group and whites are a protected group under title vii B. holding that the forum selection clause at issue encompassed both contract and tort claims C. holding that plaintiffs statistics did not shed any light on the legally relevant issue because they did not indicate the group of applicants who were interviewed or even the group of applicants found qualified or the group of all applicants D. recognizing women as a distinct group E. holding supplemental eis not necessary for sitespecific timber sale where programmatic eis considered effects of both clearcutting and group selection and sitespecific project authorized group selection

assistant: The best answer is E. holding supplemental eis not necessary for sitespecific timber sale where programmatic eis considered effects of both clearcutting and group selection and sitespecific project authorized group selection
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: jurisdiction. If a trial court determines that it lacks subject matter jurisdiction, it has absolutely no authority to reach the merits of die case and is required as a matter of law to dismiss it. Kingsley v. Kansas Dept. of Revenue, 288 Kan. 390, 395, 204 P.3d 562 (2009); see K.S.A. 60-212(h)(3). Whether subject matter jurisdiction exists is an issue of law over which we have unlimited review. In re Habeas Corpus Application of Pierpoint, 271 Kan. 620, 622-23, 24 P.3d 128 (2001). In this case, the district court had good reason to assume that an inmate’s failure to exhaust administrative remedies deprived the court of subject matter jurisdiction over a civil action. This is because we have said as much before. See, e.g., Corter v. Cline, 42 Kan. App. 2d 721, 724, 217 P.3d 991 (2009) (<HOLDING>); Boyd v. Werholtz, 41 Kan. App. 2d 15, 19, 203 Options: A. holding that a plaintiff need not exhaust his administrative remedies to bring a retaliation claim B. holding that claims not presented to the ij and bia should be dismissed for failure to exhaust administrative remedies C. holding that constitutional claims against defendants in their individual capacities were precluded by plaintiffs failure to exhaust administrative remedies under pertinent statutory scheme D. holding that failure to exhaust administrative remedies deprived the court of jurisdiction to consider claims brought under ksa 601501 E. holding that failure to take available appeal to board of immigration appeals constitutes failure to exhaust administrative remedies and deprives the court of appeals of jurisdiction to review

assistant: The best answer is D. holding that failure to exhaust administrative remedies deprived the court of jurisdiction to consider claims brought under ksa 601501
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: counsel will result in a “substantial balance of inconvenience” because lead counsel for two of the defendants are located in Washington, D.C., lead counsel for the remaining two defendants are located in New York, and counsel for the government is located in Virginia. However, in weighing all of the Platt factors, the Court finds that justice demands this case be transferred to the United States District Court of Connecticut. h. Relative accessibility of place of trial The Court finds that Defendants have shown a “substantial balance of inconvenience” in adjudicating this matter in this district because the Connecticut courthouses are more accessible to the defendants, the percipient witnesses, and most of the defense, and some of the government agents. See Hurwitz, 573 F.Supp. at 554 (<HOLDING>). i. Docket conditions in each district The Options: A. holding that the postconviction court is the sole judge of the weight of the evidence and the credibility of witnesses B. holding that a courts determination to discount the testimony of the defendants expert witnesses was a proper exercise of his discretion in weighing the demeanor credibility and persuasiveness of the evidence when ruling on a motion for a new trial C. holding that courts should be mindful of the location of witnesses and counsel in weighing the relative accessibility of the place of trial D. holding that the combined effect of trial counsels deficiencies should be considered in weighing prejudice E. holding that material for witnesses need not be produced to defendant where the witnesses were not called as government witnesses at trial

assistant: The best answer is C. holding that courts should be mindful of the location of witnesses and counsel in weighing the relative accessibility of the place of trial
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: the petition in part and remand to the BIA. Asylum and Withholding Claims The BIA and IJ based their adverse credibility determination on (1) a single inconsistency in Cordova’s testimony regarding the year he was shot for the first time and (2) an assertion that Cordova’s claim that he was forcibly tattooed is inherently implausible. 1. In focusing on one date inconsistency in Cordova’s otherwise consistent testimony, the IJ and BIA failed to “recognize that the normal limits of human understanding and memory may make some inconsistencies or lack of recall present in any witness’s case.” Shrestha v. Holder, 590 F.3d 1034, 1044-45 (9th Cir.2010). o account all of the relevant factors when concluding that Cordova’s story of forcible tattooing was inherently implausible. See id. at 1040 (<HOLDING>). The BIA and IJ relied heavily on Deputy Options: A. holding that an adverse credibility determination under the real id act must take into account the totality of the circumstances and all relevant factors B. holding that a determination of unfair discrimination requires a court to consider all aspects of the case and the totality of all the circumstances C. holding that after the real id act the ij must still provide specific examples of a petitioners demean or that would support this basis for an adverse credibility determination D. holding that adverse credibility determinations under the real id act must take into consideration the individual circumstances of the applicant E. holding that the level of detail in testimony is a relevant factor in the totality of the circumstances test of credibility employed by immigration judges

assistant: The best answer is A. holding that an adverse credibility determination under the real id act must take into account the totality of the circumstances and all relevant factors
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 be aware of statutory deadlines and dismissal provisions.” Brief for appellant at 12. This contention is simply untrue. Roemer was represented by capable counsel. This court has repeatedly held that notice to the counsel of record constitutes notice to the party represented by such counsel. Emry, supra. Regardless of whether represented by counsel, the plaintiff — not the court, not opposing counsel — bears responsibility to prosecute the case with reasonable diligence. See Schaeffer, supra. A litigant has a duty to follow the progress of the case, rather than to merely assume that counsel is doing everything necessary and proper. City National Bank v. Langley, 161 Ill. App. 3d 266, 514 N.E.2d 508 (1987). See, also, Minkin v. Levander, 186 Cal. App. 3d 64, 230 Cal. Rptr. 592 (1986) (<HOLDING>).' The pattern of delay refutes the claim that Options: A. holding the duty to indemnify is narrower than the duty to defend B. holding that missouri law applied to the plaintiffs breach of fiduciary duty claim because it is corporate law that defines the contours of that duty C. holding that the duty of good faith and fair dealing is a contractual duty D. holding where there is no duty to defend there is no duty to indemnify E. holding that specific duty to keep track of calendar and pertinent dates crucial to maintenance of lawsuit is central to plaintiffs general duty to expedite resolution of plaintiffs case

assistant: The best answer is E. holding that specific duty to keep track of calendar and pertinent dates crucial to maintenance of lawsuit is central to plaintiffs general duty to expedite resolution of plaintiffs case
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: Tanner v. United States, 483 U.S. 107, 107 S.Ct. 2739, 2752, 97 L.Ed.2d 90 (1987). Since the Court could not dismiss Count I on the grounds that the government had failed to allege means necessary to state a violation of § 371 there are no grounds to dismiss because the listed “means and methods” are laid out vaguely. The indictment does state the essential elements of the offense, does allege at least one overt act in furtherance of the conspiracy, and therefore serves to apprise defendants of what they must be prepared to defend. See United States v. Treadwell, 760 F.2d 327, 337 (D.C.Cir.1985), cert. denied, 474 U.S. 1064, 106 S.Ct. 814, 88 L.Ed.2d 788 (1986). No further allegations are required in a § 371 indictment. United States v. Tarvers, 833 F.2d 1068, 1075 (1st Cir.1987) (<HOLDING>). The indictment puts defendants on notice that Options: A. holding that where the parties fail to reach an agreement as to the character nature or type of release to be used an essential element of the agreement is not established B. recognizing requirement that defendant conspired to commit an overt act in state in furtherance of the conspiracy C. holding criminal conspiracy is sustained where the commonwealth establishes the defendant entered into an agreement to commit or aid in an unlawful act with another person with a shared criminal intent and an overt act was done in furtherance of the conspiracy a coconspirator may commit the overt act and conspirators are liable for acts of the coconspirators committed in furtherance of the conspiracy D. holding that a conspiracy is an agreement to commit an illegal act into which the defendant knowingly and voluntary enters and which is manifested by an overt act E. holding that the essential elements of a 371 indict ment are an agreement to pursue an unlawful object accompanied by an overt act in furtherance of the agreement

assistant: The best answer is E. holding that the essential elements of a 371 indict ment are an agreement to pursue an unlawful object accompanied by an overt act in furtherance of the 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: Notwithstanding any provisions to the contrary herein, any term of this Agreement may be amended with the written consent of the Borrower; provided that no amendment, modification or waiver of any provision of this Agreement or consent to any departure by the Borrower therefrom shall in any event be effective unless the same shall be in writing and signed by the Bank, and then such amendment, modification, waiver or consent shall be effective only in the specific instance and for the purpose for which given.

assistant: Modifications
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 and delivery by Borrower of the Loan Documents, Borrower’s performance of its obligations thereunder and the creation of the Liens provided for in the Loan Documents (a) have been duly authorized by all requisite action on the part of Borrower, (b) will not violate any provision of any applicable Legal Requirements, and (c) will not be in conflict with, result in a breach of, or constitute (with due notice or lapse of time or both) a default under, or result in the creation or imposition of any Lien (except in favor of Lender) of any nature whatsoever upon any of the property or assets of Borrower pursuant to, any indenture or agreement or instrument. Except for those obtained or filed on or prior to the Closing Date, Borrower is not required to obtain any consent, approval or authorization from, or to file any declaration or statement with, any Governmental Authority in connection with or as a condition to the execution, delivery or performance of the Loan Documents. The Loan Documents have been duly executed and delivered by Borrower.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: or unnecessary will not be counted---That is, while the materiality determination rests on the substantive law, it is the substantive law’s identification of which facts are critical and which facts are irrelevant that governs.” (citations omitted)). The existence of “some alleged factual dispute between the parties will not defeat an otherwise properly supported motion for summary judgment[.]” Id. Therefore, to avoid summary judgment, the nonmoving party must put forth evidence sufficient for a reasonable factfinder to return a verdict for that party. Id. at 248-50, 106 S.Ct. 2505. The moving party bears the initial burden of demonstrating the absence of any genuine issue of material fact. See Celotex Corp. v. Catrett, 477 U.S. 317, 325, 106 S.Ct. 2548, 91 L.Ed.2d 265 (1986) (<HOLDING>); see also Riley & Ephriam Constr. Co., Inc. v. Options: A. holding the moving party must meet its burden by showingthat is pointing out to the trial courtthat there is an absence of evidence to support the nonmoving partys case B. recognizing that even where a party has the burden of proof at trial that party need not produce proof supporting his claim in response to a motion for summary judgment unless the movant has first presented evidence that would negate an element of the nonmovants claim or indicates that the nonmovant will be unable to meet his burden at trial it is never enough simply to state that the nonmoving party cannot meet its burden at trial C. holding that once the moving party meets its burden the nonmoving party is obliged to produce evidence in response D. recognizing that the burden on summary judgment shifts to the nonmoving party once the moving party has met its initial responsibility of showing the absence of a triable issue of fact and that the moving party is entitled to summary judgment if the nonmoving party fails to make a sufficient showing on an essential element of the case E. holding due to the moving partys failure to meet its initial burden the onus never passed to the nonmoving party to set forth specific facts showing that there is a genuine issue for trial citation omitted

assistant: The best answer is A. holding the moving party must meet its burden by showingthat is pointing out to the trial courtthat there is an absence of evidence to support the nonmoving partys case
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: judicial proceedings ( other than small claims actions ) that are excluded from the arbitration agreement in section 19 must be brought in state or federal court in san francisco , california , unless we both agree to some other location .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Each party hereto hereby acknowledges and consents to the mortgage, pledge, assignment and grant of a security interest by the Issuer to the Indenture Trustee pursuant to the Indenture for the benefit of the Noteholders of all of the Issuer’s rights under this Agreement. In addition, the Administrator hereby acknowledges and agrees that for so long as any Notes are outstanding, the Indenture Trustee will have the right to exercise all waivers and consents, rights, remedies, powers, privileges and claims of the Issuer under this Agreement in the event the Issuer shall fail to exercise the same.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: knowledge of the rule or order, supports our adoption of the majority rule. “[Wjhere the legislature includes particular language in one section of the statute but omits it in another section of the same act, it is presumed that the legislature acted purposefully in including or excluding that particular subject.” State v. Hawk, 170 S.W.3d 547, 551 (Tenn.2005) (quoting Bryant v. Genco Stamping & Mfg. Co., 33 S.W.3d 761, 765 (Tenn.2000)). By stating that the level of punishment for violations of the rules and regulations promulgated under the 1980 Securities Act is subject to a heightened knowledge requirement, the legislature sent a clear signal that such a requirement does not exist for violations of the Act itself. See, e.g., United States v. Schwartz, 464 F.2d 499, 509 (2d Cir.1972) (<HOLDING>). Our adoption of the majority rule is also Options: A. holding no violation of the travel act B. holding that the knowledge requisite to knowing violation of a statute is factual knowledge as distinguished from knowledge of the law C. holding that knowledge of the patent is required for willful infringement D. holding knowledge of the bankruptcy petition and action taken thereafter was sufficient to find a willful violation of the stay E. holding that the last sentence of 15 usc 78ffa which matches the second independent clause of section 409a of the 1956 uniform securities act makes it clear that the statute contemplates a willful violation by one who has no knowledge of the violated rule or regulation footnote omitted

assistant: The best answer is E. holding that the last sentence of 15 usc 78ffa which matches the second independent clause of section 409a of the 1956 uniform securities act makes it clear that the statute contemplates a willful violation by one who has no knowledge of the violated rule or regulation footnote omitted
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: All notices, demands, or other communications under this Agreement, the other Loan Documents or the Other Related Documents shall be in writing, shall be delivered by hand or overnight courier service (with a reputable overnight courier service), or mailed by certified or registered mail, return receipt requested, and shall be delivered to the appropriate party at the address set forth on the signature page of this Agreement (subject to change from time to time by written notice to all other parties to this Agreement). All communications shall be deemed served upon delivery, or (a) if mailed, upon the first to occur of receipt or the expiration of three (3) days after the deposit in the United States Postal Service mail, postage prepaid and addressed to the address of Borrower or Lender at the address specified or (b) if sent by hand or overnight courier service, upon the first to occur of receipt or one (1) Business Day after being deposited with the courier service; provided, however, that non-receipt of any communication as the result of any change of address of which the sending party was not notified or as the result of a refusal to accept delivery shall be deemed receipt of such communication. Borrower shall forward to Lender, without delay, copies of all notices, letters and other communications delivered to the Property, Mortgage Borrower or Mortgage Lender in connection with the Mortgage Loan or the Mortgage Loan Documents.

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: such third party content , websites and services may be subject to the respective third party terms and conditions and truecaller will not be liable for any such third party content , websites or services .

assistant: Limitation of liability
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: Blue Work Orders and Red Work Orders shall be modified to reflect any amendment, modification or extension of the underlying Client Contract (after notice of such amendment, modification or extension is delivered to the TSA Manager of the other Party) solely to the extent, and to reflect, any such amendment, modification or extension that is executed in the ordinary course of business consistent with past practice of existing work orders for such Client Contract and the original scope of such Client Contract; provided that no extension shall exceed twelve (12) months unless by mutual agreement of the Parties.

assistant: Modifications
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: references to a group such as “the Kingston Polygamist Family” might reasonably be understood to refer to an individual surnamed Kingston. See Fenstermaker, 43 P. at 114 (allowing head of a family to maintain an action for defamation where defamatory statements were made about “a family named Fenstermaker”). But see Restatement (Second) of Torts § 564A cmt. a, illus. 1 (1977) (giving hypothetical example where defamatory statements about a large family would not be actionable by individual family members). In fact, if the Pratts were widely known as members of “the Kingston Polygamist Family,” the Pratts might very well be able to maintain an action on such statements, even without referring to the Kingston Complaint. See Fawcett Publ’ns, Inc. v. Morris, 377 P.2d 42, 51-52 (Okla.1962) (<HOLDING>), cert. denied, 376 U.S. 513, 84 S.Ct. 964, 11 Options: A. holding that a single member of a large university football team could maintain a lawsuit for libel for general statements about the team since he was well known and identified in connection with the group and because he had sufficiently established his identity as one of those libeled by the publication B. holding that the court could reasonably assume that no rational class member would have purchased the product had he known of the alleged misrepresentation C. holding as a matter of law that the plaintiff could not recover for libel to his person for the reason that the articles referred to no person who could possibly be identified as him D. holding that a plaintiff would have to show that he was not promoted because of his race not that he was a member of a protected group and was not promoted E. holding that the insured could not maintain a lawsuit for additional federal benefits because he had not submitted a sworn proof of loss

assistant: The best answer is A. holding that a single member of a large university football team could maintain a lawsuit for libel for general statements about the team since he was well known and identified in connection with the group and because he had sufficiently established his identity as one of those libeled by the publication
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 shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Guarantor and without notice to or further assent by any Guarantor, any demand for payment of any of the Obligations made by the Administrative Agent or any Lender may be rescinded by the Administrative Agent or such Lender and any of the Obligations continued, and the Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Administrative Agent or any Lender, and the Credit Agreement and the other Loan Documents and any other documents executed and delivered in connection therewith may be amended, modified, supplemented or terminated, in whole or in part, as the Administrative Agent (or the Required Lenders or all Lenders, as the case may be) may deem advisable from time to time, and any collateral security, guarantee or right of offset at any time held by the Administrative Agent or any Lender for the payment of the Obligations may be sold, exchanged, waived, surrendered or released.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Except for Nomura Securities International, Inc., there is no investment banker, broker, finder or other intermediary retained by or authorized to act on behalf of the Company and its Subsidiaries who might be entitled to any fee or commission from the Subscriber or any of its Subsidiaries or Affiliates upon consummation of the transactions contemplated hereby.

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 case excerpt and choose the best holding from the options. Case excerpt: provision gives the BIA non-reviewable discretion.” Id. In the instant case, we lack jurisdiction to review the BIA’s decision not to invoke its sua sponte authority to grant Lushaj’s motion to reopen because that decision is committed to the discretion of the BIA. See Anin, 188 F.3d at 1279. Accordingly, we dismiss Lushaj’s petition with respect to his claim that the BIA should have exercised its sua sponte authority to grant his motion to reopen and deny his petition with respect to his claim that the BIA abused its discretion in denying his motion to reopen. DISMISSED IN PART, DENIED IN PART. 1 . Lushaj does not challenge the BIA’s denial of his motion to reconsider. Therefore, he has abandoned this issue on appeal. See Rowe v. Schreiber, 139 F.3d 1381, 1382 n. 1 (11th Cir. 1998) (<HOLDING>). 2 . Even if we had jurisdiction to review the Options: A. holding that issues not argued on appeal are deemed abandoned B. holding that issues not briefed are deemed abandoned C. holding that issues not raised in the initial brief on appeal are deemed abandoned D. holding that issues not briefed on appeal are deemed abandoned E. holding that issues not raised in an initial brief on appeal are deemed abandoned

assistant: The best answer is A. holding that issues not argued on appeal are deemed abandoned