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: A Lender that is a Non-Funding Lender pursuant to clause (a) of the definition of Non-Funding Lender shall not earn and shall not be entitled to receive, and the Borrowers shall not be required to pay, such Lender's portion of the Unused Commitment Fee during the time such Lender is a Non-Funding Lender pursuant to clause (a) thereof. In the event that any reallocation of Letter of Credit Obligations occurs pursuant to Section 1.11(e)(ii), during the period of time that such reallocation remains in effect, the Letter of Credit Fee payable with respect to such reallocated portion shall be payable to (A) all Lenders based on their pro rata share of such reallocation or (B) to the L/C Issuer for any remaining portion not reallocated to any other Lenders.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: any event, the Government’s failures occurred after plaintiff failed to act with reasonable diligence to preserve her rights. This is an important distinction. Had plaintiff acted within a reasonable time period to exhaust her administrative remedies, the Government’s failure to respond might have caused a different outcome here. However, that is not the case at bar and I need not decide that question. I am sympathetic to the fact that plaintiff here acted (or failed to act, as it were) based on the representations of her former employers and her current counsel. Nevertheless, I cannot dispense freely with the 45-day time limit, which the Supreme Court has held must be strictly construed. Baldwin County Welcome Center v. Brown, 466 U.S. 147, 152, 104 S.Ct. 1723, 80 L.Ed.2d 196 (1994) (<HOLDING>). Accordingly, I hold as a matter of law that Options: A. holding that remand was necessary when the alj failed to adhere to 4041527d2s procedural requirements and noting that a de minimis violation of those procedural requirements may qualify as harmless error B. holding that the requirements of title iii apply and must be satisfied C. holding that requirements of rule 683 are mandatory and must be strictly followed D. holding that nonmonetary claims are not subject to these requirements E. holding that courts must strictly adhere to title viis procedural requirements and stating that these requirements are not to be disregarded by courts out of a vague sympathy for particular litigants

assistant: The best answer is E. holding that courts must strictly adhere to title viis procedural requirements and stating that these requirements are not to be disregarded by courts out of a vague sympathy for particular litigants
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 are no Proceedings pending or outstanding or, to the Knowledge of Seller, threatened, in law or in equity or before any Governmental Entity by or against either Company or any Person that either Company has agreed to defend or indemnify in respect thereof or by which any of their rights, assets or properties are bound. There are no pending or outstanding or, to the Knowledge of Seller, threatened, Orders, stipulations or charges to which either Company is a party or by which it or its rights, assets or properties are bound.

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: proceedings, not for every litigation-inducing conduct”); Milstein v. Cooley, 257 F.3d 1004, 1009 (9th Cir.2001) (explaining that the question is “whether the prosecutor’s actions are closely associated with the judicial process ”). Thus, in deciding whether to accord a pros immunity for initiating a prosecution); Milstein, 257 F.3d at 1008 (same); Roe v. City & County of San Francisco, 109 F.3d 578, 583-84 (9th Cir.1997) (absolute immunity for decision to prosecute and for professional evaluation of a witness “even if that judgment is harsh, unfair or clouded by personal animus”); id. at 584 (stating that “a prosecutor’s professional evaluation of the evidence assembled by the police is entitled to absolute immunity”); Forsyth v. Kleindienst, 599 F.2d 1203, 1215 (3d Cir.1979) (<HOLDING>). A prosecutor is absolutely immune from Options: A. holding that a zoning decision pertaining to a specific property is not a legislative act but is rather quasijudicial in nature B. holding that the decision as to the weight to be afforded to documentary evidence lies largely within the discretion of the ij C. holding that to the extent that the securing of information is necessary to a prosecutors decision to initiate a criminal prosecution it is encompassed within the protected quasijudicial immunity afforded to the decision itself D. holding that a district courts denial of a claim of qualified immunity is an appealable final decision within the meaning of 28 usc 1291 to the extent that it turns on an issue of law E. recognizing that the question of whether the interest of justice is served by the transfer of a juvenile for adult prosecution is a decision within the broad discretion of the district court

assistant: The best answer is C. holding that to the extent that the securing of information is necessary to a prosecutors decision to initiate a criminal prosecution it is encompassed within the protected quasijudicial immunity afforded to the decision itself
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: Morgan had no reasonable expectation of privacy when he voluntarily displayed his cell-phone screen in the presence of the detectives. Morgan had his phone because he asked for it. He did not object when the detective observed his activities. And—according to the detective’s uncontested testimony—Morgan spontaneously shared information about his contacts with the detective. This is unlike officers looking on their own through the contents of a cell phone. See Riley v. California, — U.S.-, 134 S.Ct. 2473, 2480-82, 189 L.Ed.2d 430 (2014). Instead, it is “an officer’s mere observation of an item left in plain view,” which “generally involves no Fourth Amendment search.” Texas v. Brown, 460 U.S. 730, 738 n.4, 103 S.Ct. 1535, 75 L.Ed.2d 502 (1983). See Kyllo, 533 U.S. at 32, 121 S.Ct. 2038 (<HOLDING>). Morgan believes that the plain-view doctrine Options: A. holding that a visual body cavity search requires probable cause and a search warrant B. holding a visual strip and visual cavity search unreasonable when done beside a police car C. recognizing the courts continued holding that visual observation is no search at all D. holding that there is no illegal search within the fourth amendment where a police officer makes a visual observation of contraband from a vantage point he rightfully occupies E. holding a month delay in search of a computer constitutional because probable cause continued to exist at the time of the search and no prejudice occurred

assistant: The best answer is C. recognizing the courts continued holding that visual observation is no search at all
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 failing to determine Amresco did not have a reasonable turnaround plan. In addition, as the district court stated, general allegations that Deloitte was somehow involved in the Duke & Long loan do not establish Deloitte’s liability, just as the allegations fail to establish liability for the Individual Defendants. D. Finally, Plaintiffs maintain that, even if their SAC was properly dismissed, they should have been granted leave to amend (to permit a fourth try). The district court did not abuse its discretion in not permitting another amended complaint. Leave to amend should be freely granted when justice requires. Fed.R.Civ.P. 15(a). District courts, however, have discretion to manage their docket. Schiller v. Physicians Res. Group, Inc., 342 F.3d 563, 566 (5th Cir.2003) (<HOLDING>). Accordingly, although a district court’s Options: A. holding that district court did not abuse its discretion in denying a motion to withdraw guilty plea filed three weeks after entering the plea B. holding no abuse of discretion after plaintiff had three opportunities to correct any deficiencies in its complaint C. holding no abuse of discretion where plaintiffs failed multiple times to correct deficiencies in complaint and failed to show couh how they would correct them in a future filing D. holding that the district court did not abuse its discretion in denying leave to file a third amended complaint where the plaintiff had already been given opportunities to amend and did not indicate what additional facts he could plead to correct the deficiencies in his complaint E. holding failure to exercise discretion is abuse of discretion

assistant: The best answer is B. holding no abuse of discretion after plaintiff had three opportunities to correct any deficiencies in its complaint
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 Purchaser has not directly or indirectly, nor has any Person acting on behalf of or pursuant to any understanding with such Purchaser, executed any purchases or sales, including Short Sales, of the securities of the Company during the period commencing as of the time that such Purchaser first received a term sheet (written or oral) from the Company or any other Person representing the Company setting forth the material terms of the transactions contemplated hereunder and ending immediately prior to the execution hereof. Notwithstanding the foregoing, in the case of a Purchaser that is a multi-managed investment vehicle whereby separate portfolio managers manage separate portions of such Purchaser's assets and the portfolio managers have no direct knowledge of the investment decisions made by the portfolio managers managing other portions of such Purchaser's assets, the 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, such Purchaser 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 avoidance of doubt, nothing contained herein shall constitute a representation or warranty, or preclude any actions, with respect to the identification of the availability of, or securing of, available shares to borrow 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 case excerpt and choose the best holding from the options. Case excerpt: distinguished from Keller’s case. , . The Third Circuit came to the same conclusion in Hart v. Electronic Arts, Inc., 717 F.3d 141 (3d Cir.2013). In Hart, EA faced a materially identical challenge under New Jersey right-of-publicity law, brought by former . Rutgers quarterback Ryan Hart. See id. at 163 n. 28 (“Keller is simply [Hart] incarnated in California.”). Though the Third Circuit was tasked with interpreting New Jersey law, the court looked to the transformative use test developed in California. See id. at 158 n. 23 (noting that the right-of-publicity laws are “strikingly similar ... and protect similar interests” in New Jersey and California, and that “consequently [there is] no issue in applying balancing tests developed in California to New Jersey”); see also id. at 165 (<HOLDING>). Applying the test, the court held that “the Options: A. holding that mcdonnell douglas framework which is used in title vii cases applies to ada cases when only circumstantial evidence of discrimination is offered B. recognizing pasularrobinette as the proper framework for section 105c claims C. holding that the transformative use test is the proper analytical framework to apply to cases such as the one at bar D. holding that the mcdonnell douglas framework applies equally to ada and rehabilitation act cases E. holding that the mixedmotive framework does not apply to retaliation cases under title vii

assistant: The best answer is C. holding that the transformative use test is the proper analytical framework to apply to cases such as the one at bar
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: any court in a civil, criminal, or other matter without the consent of the defendant.”). 9 . KRS 533.256(1). 10 . The provisions permit programs that are "authorized by the Kentucky Supreme Court and providing for the pretrial diversion of misdemeanants,” KRS 533.262(2), e.g., those implemented in district court pursuant to CR 8.04. The statute also contains "grandfather” language permitting pretrial diversion programs in place as of July 15, 1998 to “continue for the purpose of supervising persons granted pretrial diversion prior to July 15, 1998, however no new pers ding that Court of Appeals properly denied petition for writ directing trial court to exclude certain evidence because "evidentiary errors may be corrected on appeal.”); St. Clair v. Roark, Ky., 10 S.W.3d 482, 485 (2000) (<HOLDING>); Cavender v. Miller, Ky., 984 S.W.2d 848, 849 Options: A. holding that to grant a writ of mandamus a court in the exercise of its discretion must be satisfied that the writ is appropriate under the circumstances B. holding it is settled that the supreme court may consider questions raised on the first appeal after which the court denied a petition for a writ of certiorari as well as those that were before the court of appeals upon the second appeal after which the court granted a petition for a writ of certiorari internal quotation marks omitted C. holding that although double jeopardy is an appropriate subject for a writ of prohibition the court in which the petition is filed may in its discretion decline to address the merits of the petition on grounds that there is an adequate remedy by appeal D. holding no appeal permitted from dismissal of writ petition E. recognizing the specific need for an appropriate double jeopardy review when an appeal is taken by the state from a lower courts dismissal of the criminal charges

assistant: The best answer is C. holding that although double jeopardy is an appropriate subject for a writ of prohibition the court in which the petition is filed may in its discretion decline to address the merits of the petition on grounds that there is an adequate remedy by appeal
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: separate and apart from user content , you may submit questions , comments , suggestions , ideas , plans , notes , drawings , original or creative materials or other information about oculus and our services ( collectively , `` feedback '' ) .

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: Reform Act’s (“PLRA”) exhaustion requirement has clearly been expressed by Congress. It provides that [n]o action shall be brought, with respect to prison conditions under § 1983 of this title, or any other Federal law, by a prisoner confined in any jail, prison, or other correctional facility until such administrative remedies as are available are exhausted. 42 U.S.C. § 1997e(a) (2006). The Supreme Court has emphasized that “exhaustion is now required for all actions brought with respect to prison conditions, whether under [42 U.S.C.] § 1983 or any other Federal law.” Porter v. Nussle, 534 U.S. 516, 524, 122 S.Ct. 983, 152 L.Ed.2d 12 (2002) (internal quotation marks and alterations omitted); see also Booth v. Churner, 532 U.S. 731, 741, 121 S.Ct. 1819, 149 L.Ed.2d 958 (2001) (<HOLDING>). As with the FOIA, this exhaustion requirement Options: A. holding that exhaustion is not required for plaintiffs seeking money damages because damages are unavailable through the administrative process and because all other relief available to the plaintiffs under the idea had already been provided through a settlement agreement B. holding exhaustion is required regardless of the relief offered through administrative procedures C. holding that by its terms the idea does not require exhaustion where the relief sought is unavailable in an administrative proceeding under the idea monetary damages are not available so exhaustion is not required D. holding that exhaustion is required even where the relief sought is not available in the administrative process E. holding that exhaustion is required under the plra even if the plaintiff seeks only money damages and money damages are not available as relief

assistant: The best answer is D. holding that exhaustion is required even where the relief sought is not available in the administrative process
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: Vested RSUs shall be settled by the issuance of Shares as soon as reasonably practicable (and in no event later than thirty (30) days) following the originally scheduled Vesting Date, except as otherwise provided in Section 3 hereof and provided that nothing herein shall preclude the Company from settling the RSUs upon a Section 409A CIC, if they are not replaced by a Replacement Award, to the extent such settlement is effectuated in accordance with Treas. Regs. § 1.409A-3(j)(4)(ix)(B).

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: to the exemptions available under Article X, Section 4 of the Florida Constitution and the statutory exemption, Section 222.01 et seq. of the Florida Statute. In addition, counsel for the Debtor relied on the case of In re McNabb, 326 B.R. 785 (Bankr.D.Ariz.2005). In In re McNabb, the Bankruptcy Court held that subsection (p) of Section 522 does not apply in States which opted-out because in those States the debtors do not have a right to elect between federal and state exemption. The issue of the applicability of subsection (p) of Section 522 in opt-out States such as Florida has been extensively litigated since the decision in McNabb, and Bankruptcy Courts which considered this issue have uniformly rejected the decision of McNabb. See In re Kane, 336 B.R. 477, (Bankr.D.Nev. Jan.2006) (<HOLDING>), See also In re Kaplan, 331 B.R. Options: A. holding the provision of the code was designed to close the millionaires mansion loophole in the current bankruptcy code that permits corporate criminals to shield their multimillion dollar homesteads B. recognizing that code is speech C. recognizing that source code is speech but not reaching the object code issue D. holding that the challenge to the sign code is moot because the original code was repealed and superseded and there was no reasonable likelihood the city would reenact the old code E. holding that the bankruptcy code endows the bankruptcy trustee with the exclusive right to sue on behalf of the estate

assistant: The best answer is A. holding the provision of the code was designed to close the millionaires mansion loophole in the current bankruptcy code that permits corporate criminals to shield their multimillion dollar homesteads
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: growing and dispensing of medical marijuana—it was not a plan “proposed in good faith and not by any means forbidden by law” a confirmation requirement under 11 U.S.C. § 1325(a)(3). Since the debtors could not confirm a plan without the marijuana income, the debtors could not qualify to be debtors in a chapter 13 case. The court was also concerned because confirming the plan would require the Chapter 13 Trustee to violate federal criminal law to administer the plan payments. The bankruptcy court then granted the U.S. Trustee’s motion to dismiss. The B.A.P. affirmed both the bankruptcy court’s decision to deny the debtors’ motion to convert their ease to chapter 13 and to grant the U.S. Trustee’s motion to dismiss. Id. at 855. See also In re McGinnis, 453 B.R. 770 (Bankr. D. Or. 2011) (<HOLDING>). Even if the Debtor was otherwise of “pure Options: A. holding that dismissal of a chapter 13 case vacates a confirmed plan B. holding that notwithstanding a debtors inability to obtain a chapter 13 discharge a debtor is nonetheless eligible to file a chapter 13 case C. holding that child support arrearages may not be included in a chapter 13 plan D. holding that a chapter 13 plan was unconfirmable because it relied on a future change to oregon medical marijuana law and it violated federal law E. holding that the conversion of a chapter 7 petition to a chapter 13 petition was not final until the plan itself was approved

assistant: The best answer is D. holding that a chapter 13 plan was unconfirmable because it relied on a future change to oregon medical marijuana law and it violated federal law
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 sentencing court’s legal conclusions de novo and its factual findings for clear error. United States v. Cherry, 572 F.3d 829, 831 (10th Cir.2009). 1. Firearm Enhancement Section 2Dl.l(b)(l) of the Guidelines provides for a two-level enhancement “[i]f a dangerous weapon (including a firearm) was possessed.” The Application Notes explain that “[t]he enhancement should be applied if the weapon was present, unless it is clearly improbable that the weapon was connected with the offense.” U.S.S.G. § 2D1.1, cmt. n.3; see also United States v. Heckard, 238 F.3d 1222, 1233 (10th Cir.2001). The enhancement applies when a co-defendant possessed a firearm, so long as possession was reasonably foreseeable to the defendant. See United States v. Underwood, 938 F.2d 1086, 1090 (10th Cir.1991) (<HOLDING>). But see United States v. Goddard, 929 F.2d Options: A. holding that an alien may be held in confinement until it has been determined that there is no significant likelihood of removal in the reasonably foreseeable future B. recognizing innocent possession defense to a charge of criminal weapons possession C. holding that under 1b13a1b and 2d11b1 a defendant may be held accountable for reasonably foreseeable weapons possession by a codefendant D. holding that under lb13alb and 2d 11b1 a defendant may be held accountable for reasonably foreseeable weapons possession by a codefendant E. recognizing that a manufacturer may be held strictly liable for subsequent changes to an otherwise safe product where such alterations are reasonably foreseeable

assistant: The best answer is D. holding that under lb13alb and 2d 11b1 a defendant may be held accountable for reasonably foreseeable weapons possession by a codefendant
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: for Review GRANTED. REMANDED. 1 . The BIA’s summary affirmance occurred several years after Borja and Briones were issued. The BIA's decision did not refer to either opinion, however, even though Deloso referred to both in his brief on appeal. 2 . Deloso’s counsel stated at oral argument that no such emblem was found with the barong tagalog. Because Sixto Deloso testified that there was, however, we shall assume that counsel overlooked his testimony in that regard. 3 . Although the IJ did not explicitly rule as to whether Deloso had met the other requirements for demonstrating past persecution, the IJ appears to have done so implicitly and the government has urged us to address these two requirements as well. Cf. INS v. Ventura, 537 U.S. 12, 16, 123 S.Ct. 353, 154 L.Ed.2d 272 (2002) (<HOLDING>). 4 . We recognize that document fraud from Options: A. holding that when an agency has not reached an issue the proper course is to remand to the agency to address it in the first instance B. holding that a court of appeals should remand a case to an agency for decision of a matter that statutes place primarily in agency hands C. holding that when an agency has not reached an issue the proper course is to remand to the agency to address in the first instance D. holding an agency decision is not final during the time the agency considers a petition for review E. holding that when an agency has not reached an issue the proper course is to remand to the agency in the first instance to address

assistant: The best answer is B. holding that a court of appeals should remand a case to an agency for decision of a matter that statutes place primarily in agency hands
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: (a) Comply in all material respects with any requirements of all Laws, and all orders, writs, injunctions and decrees, of any Governmental Authority applicable to it or to its business or property, except if the failure to do so could not reasonably be expected to have a Material Adverse Effect, (b) take, or cause to be taken, all action necessary to maintain in full force and effect and in good standing any and all Gaming Permits and approvals or other entitlements allowing for the conduct, either currently or in the future, of nonrestricted gaming activities on any applicable Real Property (or any portion thereof), in each case, that are material to the operation of such Real Property, and (c) take, or cause to be taken, all action necessary to maintain in full force and effect and in good standing any and all other Permits (including all Gaming Permits and Permits under Liquor Laws) material to the operation of each Hotel/Casino Facility and its IP Rights, Customer Data and Technology Systems.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: Poindexter interpreted Title VII’s appointment provision, 42 U.S.C. § 2000e-5(f)(l), a provision “generally viewed as imposing a lesser burden on plaintiffs seeking appointment of counsel, both because of the specificity of Congress’ action ... and because this provision does not require that the plaintiff be a pauper.” Poindexter, 737 F.2d at 1182 n. 18. That provision obviously does not apply to FOIA cases, nor do the reasons behind it. Local Civil Rule 83.11, which implements 28 U.S.C. § 1915(e)(1), thus controls. The local rule differs only slightly from the Poindexter factors and, to the extent there are differences, it embraces many of the considerations adopted in other circuits for applying 28 U.S.C. § 1915(e)(1). See, e.g., Long v. Shillinger, 927 F.2d 525, 527 (10th Cir.1991) (<HOLDING>); Cookish, 787 F.2d at 3 (holding that factors Options: A. holding that individual factual differences among the individual litigants or groups of litigants will not preclude a finding of commonality B. holding that a prior administrative decision actually decided ultimate factual issues that are essential to plaintiffs present claims and that issue preclusion therefore bars the relitigation of those issues C. recognizing that a court must balance the policy in favor of hearing a litigants claims on the merits with the policy in favor of finality D. holding that the function of the trial court on a motion for summary judgment is to determine whether issues of fact exist and not to decide the merits of the issues themselves E. holding that courts should consider the merits of the litigants claims the nature of the factual issues the litigants ability to present his claims and the complexity of the legal issues

assistant: The best answer is E. holding that courts should consider the merits of the litigants claims the nature of the factual issues the litigants ability to present his claims and the complexity of the legal issues
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: court’s decision granting a request for injunctive relief in an action claiming violation of the Eighth Amendment). Although the decisions plaintiff relies on contain broad language which “seem to apply a blanket rule regarding irreparable harm where substantive constitutional rights are concerned, other courts have found that the mere allegation of a constitutional infringement in and of itself does not constitute irreparable harm. Rather district courts must consider the nature of the constitutional injury before making such a conclusion.” Pinckney v. Board of Education of the Westbury Union Free School Dist., 920 F.Supp. 393, 400 (E.D.N.Y.1996) (citing cases). See also Hohe v. Casey, 868 F.2d 69, 72-73 (3d Cir.), cert. denied, 493 U.S. 848, 110 S.Ct. 144, 107 L.Ed.2d 102 (1989) (<HOLDING>); New Alliance Party v. Dinkins, 743 F.Supp. Options: A. holding that a movant for a preliminary injunction must first demonstrate that it is likely to suffer irreparable harm in the absence of the requested relief B. holding that the threat of irreparable harm must be immediate C. holding that even a temporary deprivation of first amendment rights constitutes irreparable harm D. holding that a party who can show a significant risk of irreparable harm has demonstrated that the harm is not speculative E. recognizing that not all constitutional harms are synonymous with irreparable harm and that mere assertion of a first amendment right does not automatically require a finding of irreparable harm rather the movant must show a chilling effect on protected activity

assistant: The best answer is E. recognizing that not all constitutional harms are synonymous with irreparable harm and that mere assertion of a first amendment right does not automatically require a finding of irreparable harm rather the movant must show a chilling effect on protected activity
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 Sublease, as amended by this First Amendment, contains all of the agreements of Sublessor and Sublessee with respect to any matter covered or mentioned in this First Amendment. No prior agreement, understanding, or representation pertaining to any such matter shall be effective for any purpose.

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: This Agreement may be executed in any number of counterparts (including by facsimile and other electronic transmission), and it is not necessary that the signatures of all Parties be contained on any one counterpart hereof, each counterpart will be deemed to be an original, and all together shall constitute one and the same document.

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: (a) Each borrowing of Revolving Loans by the Borrower from the Lenders hereunder, each payment by the Borrower on account of any commitment fee and any reduction of the Commitments of the Lenders shall be made pro rata according to the Applicable Percentages of the Lenders at the time thereof.

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: failure to follow those procedures deprived United of its property interest without due process. This Court rejected United’s claim, holding that [a] “disappointed bidder” to a government contract may establish a legitimate claim of entitlement protected by due process by showing either that it was actually awarded the contract at any procedural stage or that local rules limited the discretion of state officials as to whom the contract should be awarded. Solomon, 960 F.2d at 34. We concluded that since United could not make either of these showings, its interest lay in the process alone, and that this interest was not a property interest protected by the due process clause. Id. at 35. See also Silver v. Franklin Township, Board of Zoning Appeals, 966 F.2d 1031, 1036 (6th Cir.1992) (<HOLDING>). Although the case before us is not a Options: A. holding that taxpayer could not have presented substantive due process claim to the board of assessment review because of the limited jurisdiction of that board B. holding that discretion of zoning board was not sufficiently circumscribed to support substantive due process claim C. holding that 11 month delay in reversing wrongful zoning board decision did not deprive plaintiff of due process D. holding that where a zoning board had no authority under state law to take certain actions with respect to a protected property interest a trier of fact could conclude that there was no rational basis for the towns zoning boards actions and that as a result the zoning board violated appellants rights to substantive due process E. recognizing 1983 substantive due process claim

assistant: The best answer is B. holding that discretion of zoning board was not sufficiently circumscribed to support substantive due process claim
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Except as set forth on Schedule 3(d) hereto, the Company hereby represents and warrants to each Purchaser that the Company’s representations and warranties listed in Section 3.1 of the Purchase Agreement are true and correct as of the date hereof.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement will be governed by, construed and enforced in accordance with the substantive laws of the State of Nevada, without regard to the conflict of laws principles thereof. The parties hereby warrant and represent that the selection of Nevada law as governing under this Agreement (i) has a reasonable nexus to each of the Parties and to the transactions contemplated by the Agreement; and (ii) does not offend any public policy of Nevada, Florida, or of any other state, federal, or other jurisdiction.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: (<HOLDING>), and 371 (conspiracy). The indictment and bill Options: A. recognizing involuntary manslaughter as an offense that does not in and of itself constitute a crime involving moral turpitude for purposes of attorney disbarment B. recognizing that a defendant may commit involuntary manslaughter if he acts in selfdefense but is criminally negligent in doing so C. holding in involuntary servitude D. recognizing that motor vehicle can be a deadly weapon in involuntary manslaughter case for purposes of providing notice in indictment E. holding that both involuntary manslaughter and selfdefense instructions are proper when there is evidence that the killing was accidental

assistant: The best answer is C. holding in involuntary servitude
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 Borrower agrees, (a) if the Closing Date occurs, to pay or reimburse the Administrative Agent and the Arrangers for all reasonable and documented out-of-pocket costs and expenses incurred in connection with the preparation, negotiation, syndication, execution, delivery and administration of this Agreement and the other Loan Documents, and any amendment, waiver, consent or other modification of the provisions hereof and thereof (whether or not the transactions contemplated thereby are consummated), and the consummation and administration of the transactions contemplated hereby and thereby, including all Attorney Costs, which shall be limited to Cravath, Swaine & Moore LLP a single firm of New York counsel to the Administrative Agent and Collateral Agent and, if reasonably necessary, one local counsel in each relevant jurisdiction (which may include a single special counsel acting in multiple jurisdictions) material to the interests of the Lenders taken as a whole and (b) from and after the Closing Date, to pay or reimburse the Administrative Agent, the L/C Issuers and the Lenders for all reasonable and documented out-of-pocket costs and expenses incurred in connection with the enforcement or protection of any rights or remedies under this Agreement or the other Loan Documents (including all such costs and expenses incurred during any legal proceeding, including any proceeding under any Debtor Relief Law, and including all respective Attorney Costs, which shall be limited to Attorney Costs of one counsel to the Administrative Agent and the Lenders taken as a whole and, if reasonably necessary, one local counsel in each relevant jurisdiction material to the interests of the Lenders taken as a whole and, solely in the case of an actual or perceived conflict of interest, one additional counsel in each relevant jurisdiction to each group of similarly situated affected parties). The agreements in this Section 10.04 shall survive the termination of the Aggregate Commitments and repayment of all other Obligations. All amounts due under this shall be paid within 30 days following receipt by the Borrower of an invoice relating thereto setting forth such expenses in reasonable detail. If any Loan Party fails to pay when due any costs, expenses or other amounts payable by it hereunder or under any Loan Document, such amount may be paid on behalf of such Loan Party by the Administrative Agent in its discretion following five Business Days’ prior written notice to the Borrower. For the avoidance of doubt, this Section 10.04 shall not apply to Taxes, except any Taxes that represent costs and expenses arising from any non-Tax claim.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Except as otherwise permitted hereunder, the Borrower will not, and will not permit any of its Restricted Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except (a) transactions, or a series of transactions, taken as a whole, that are at prices and on terms and conditions not substantially less favorable to the Borrower or such Restricted Subsidiary than could be obtained on an arm’s-length basis from unrelated third parties, including, without limitation, any transaction entered into pursuant to the Partnership Agreement, (b) transactions between or among the General Partner, Borrower and its Restricted Subsidiaries not involving any other Affiliate, (c) any Restricted Payment permitted by Section 6.05 , (d) any Investments permitted by Section 6.04 , and (e) any contribution to the capital of the General Partner, the Borrower or any Restricted Subsidiary and any purchase of Equity Interests of the General Partner, the Borrower or any Restricted Subsidiary that does not result in a Change of Control.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: An SAR is an Award entitling the holder, upon exercise, to receive an amount in cash or Common Stock or a combination thereof (such form to be determined by the Board) determined in whole or in part by reference to appreciation, from and after the date of grant, in the Fair Market Value of a share of Common Stock. SARs may be based solely on appreciation in the fair market value of Common Stock or on a comparison of such appreciation with some other measure of market growth such as (but not limited to) appreciation in a recognized market index. The date as of which such appreciation or other measure is determined shall be the exercise date unless another date is specified by the Board in the SAR Award.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: correct an illegal sentence. Hill, 368 U.S. at 430, 82 S.Ct. at 472. In Hill, the United States Supreme Court identified an illegal sentence as a sentence which is in excess of the relevant statutory provision; a sentence which violates double jeopardy provisions by imposing multiple terms for the same offense; or a sentence where the language of the sentence itself is legally or constitutionally invalid in some other respect. Hill, 368 U.S. at 430, 82 S.Ct. at 472. See also, 8A James W. Moore, Moore’s Federal Practice, ¶35.07[2] (2nd ed. 1991). The language of the former federal rule of criminal procedure at issue in Hill, was identical to the pertinent provision in W.R.Cr.P. 35(a). Hill, 368 U.S. at 430 n. 7, 82 S.Ct. at 472 n. 7. See Mehring v. State, 860 P.2d 1101, 1107 (Wyo.1993) (<HOLDING>). Recently, however, in DeSpain v. State, 865 Options: A. recognizing that in adopting rules which are substantially similar to the federal rules of criminal procedure this court has traditionally given great weight to relevant precedent from federal courts particularly the supreme court of the united states B. holding that a federal court with diversity jurisdiction must apply the choiceoflaw rules of the state in which the federal court sits C. holding that our courts are bound by the united states supreme courts interpretation of the federal constitution D. recognizing privilege under federal rules E. holding that the federal expert witness compensation rules are in direct conflict with the state rules even when the state rules allow for a greater recovery

assistant: The best answer is A. recognizing that in adopting rules which are substantially similar to the federal rules of criminal procedure this court has traditionally given great weight to relevant precedent from federal courts particularly the supreme court of the united states
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: a recent unpublished decision, United States v. Seals, this court held that Johnson was properly applied retroactively to the defendant’s original conviction, which occurred in 1992. The court stated that “[i]f a judicial construction of a criminal statute is unexpected and indefensible by reference to the law which had been expressed prior to the conduct in issue, it must not be given retroactive effect.” Because a circuit-split existed prior to Johnson and at the time of the defendant’s original conviction and sentencing, the court concluded that Johnson’s construc t. 906, 157 L.Ed.2d 867 (2004) (distinguishing between rules that are jurisdictional and rules that are merely inflexible claim-processing rules); see also United States v. Leijano-Cruz, 473 F.3d 571, 573-74 (5th Cir.2006) (<HOLDING>). 4 . - U.S. -, 127 S.Ct. 2360, 168 L.Ed.2d 96 Options: A. recognizing that issue exhaustion is a mandatory although not jurisdictional requirement B. recognizing the two lines of child custody cases but declining to resolve conflict C. recognizing authority but declining to issue writ D. holding that kontrick and eberhart require the conclusion that rule 59e is a claimprocessing rule E. recognizing that eberhart and kontrick suggest that rule 4b is not jurisdictional but declining to resolve the issue

assistant: The best answer is E. recognizing that eberhart and kontrick suggest that rule 4b is not jurisdictional but declining to resolve the issue
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 payments made pursuant to this Agreement will be subject to withholding of applicable income, employment and other taxes. If the Company does not make such withholdings on Employee’s behalf, Employee shall pay when due all such taxes (and any related penalties and interest) imposed on Employee and shall indemnify the Company for Employee’s failure to do so.

assistant: Withholdings