flwrlabs/fed-legal huggingface dataset:
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: other elements required for a viable defamation claim under Louisiana state law. See Trentecosta v. Beck, 703 So.2d 552, 559 (La. 1997) (“Four elements are necessary to establish a defamation cause of action: (1) a false and defamatory statement concerning another; (2) an unprivileged publication to a third party; (3) fault (negligence or greater) on the part of the publisher; and (4) resulting injury.”); see also Lee v. Pennington, 830 So.2d 1037, 1045 (La. Ct. App. 2002) (concluding report of the plaintiffs arrest was neither false nor defamatory). Indeed, we have already concluded that there was probable cause for Thorn’s arrest, and under these circumstances, Louisiana law affords police officers a qualified privilege against defamation actions. See Trentecosta, 703 So.2d at 562-64 (<HOLDING>); see also Roche v. Aetna Cas. & Sur. Co., 303 Options: A. holding that a person is seized when a reasonable person would have believed that he was not free to leave B. holding that merely declining to rehire a person did not constitute defamation for deprivation of liberty interest purposes absent any charges against the good name or reputation of that person C. holding that burglary may qualify as offense against person if as committed it is in fact a crime against a person D. holding that a police department is not a person within the meaning of section 1983 E. holding that police officers have a qualified privilege against defamation claims for reporting the fact that a person was arrested and the charges for which the person is being held

assistant: The best answer is E. holding that police officers have a qualified privilege against defamation claims for reporting the fact that a person was arrested and the charges for which the person is being held
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 and the agreements specifically incorporated herein are the entire agreement and understanding of the parties hereto with respect to the matters covered herein and supersedes all prior or contemporaneous negotiations, commitments, agreements and writings with respect to the subject matter hereof, all such other negotiations, commitments, agreements and writings shall have no further force or effect, and the parties to any such other negotiation, commitment, agreement or writing shall have no further rights or obligations thereunder.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: Sopurkh (¶ 53.1), Kartar (¶ 53.4) and Lambert and SWW. (¶¶ 53.5, 55, 55.2). As to the remaining defendants, however, the complaint includes only broad and conclusory allegations regarding the circumstances of fraud, without supporting particularized detail. Kg., ¶¶ 52.1, 63.1, 53.2, 53.3, 53.6, 54, 56.2, 57, 57.1, 57.2, 57.3. For example, the complaint alleges the defendants “falsely and fraudulently repi’esented to BIBIJI that she was not on the Board of Managers of UI and had no management authority at UI.” ¶ 52.1. It further alleges that “[s]aid Defendants adopted and ratified the acts of the others in fraudulently exelud[ing] BIBIJI from participating in the management of UI.” ¶ 52.1. These allegations lack the particularized detail Rule 9(b) demands. See Ebeid, 616 F.3d at 1000 (<HOLDING>); Cafasso, U.S. ex rel. v. Gen. Dynamics C4 Options: A. holding a complaint failed to satisfy rule 9b where the allegations were lacking in detail B. holding a complaints general allegations lacking any details or facts setting out the who what when where and how of the allegedly fraudulent conductwere insufficient to satisfy rule 9b internal quotation marks omitted C. holding a broad claim with no factual support was insufficient to satisfy rule 9b D. holding that specific details about time place and substance of the fraud satisfy rule 9b E. holding allegations that fraudulent statements were made during fourmonth period insufficient to satisfy rule 9b

assistant: The best answer is B. holding a complaints general allegations lacking any details or facts setting out the who what when where and how of the allegedly fraudulent conductwere insufficient to satisfy rule 9b internal quotation marks 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: The Loan Documents embody the entire agreement and understanding among the Borrowers, the Administrative Agent and the Lenders and supersede all prior agreements and understandings among the Borrowers, the Administrative Agent and the Lenders relating to the subject matter thereof other than any prior agreements and understandings that are expressly stated to survive the effectiveness hereof.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: 335, 354 (1976) (arguing that NFL draft would be “reasonable” if conducted in two sessions, with players who fail to sign after second session becoming “free agents” thereafter); Note, supra note 19 at 423, 425 (arguing that professional baseball draft, which allows player to be “redrafted” by another club if the first club fails to sign him within given time, “has proven itself to be a workable alternative to the more restrictive drafts used in other sports and thus should be required in all sports”). 66 . 420 F.Supp. at 746-47. See Note, 55 Nebr. L.Rev. 335, 353 (1976) (arguing that NFL draft would be “reasonable” if it lasted for five rounds instead of 17). Cf. Mackey v. NFL, 543 F.2d 606, 622 (8th Cir. 1976), cert. dismissed, 434 U.S. 801, 98 S.Ct. 28, 54 L.Ed.2d 59 (1977) (<HOLDING>); Note, The Legality of the Rozelle Rule and Options: A. holding that district court abused its discretion in finding suit unreasonable and groundless where inter alia the court had denied two prior summary judgment motions B. holding rozelle rule unreasonable inter alia because it applied not just to better players but to every nfl player regardless of his status or ability C. holding that comment on defendants silence was not reversible error because inter alia it did not have the effect of being probative on guilt or innocence D. holding that court did not prejudice defendant by limiting his counsel to preestablished limitations on inter alia the scope of crossexamination E. holding inter alia that common law claims were preempted

assistant: The best answer is B. holding rozelle rule unreasonable inter alia because it applied not just to better players but to every nfl player regardless of his status or ability
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 with respect to any Proceeding brought by Purchaser or the Company regarding or related to the enforcement of any provision of Section 5.06 , each party hereto hereby (i) agrees that any Proceeding, directly or indirectly, arising out of, under or relating to this Agreement or any transaction contemplated hereby, or for recognition or enforcement of any judgment, will be heard and determined in the Chancery Court of the State of Delaware (and each agrees that no such Proceeding relating to this Agreement will be brought by it or any of its Affiliates except in such court), subject to any appeal, provided , that if jurisdiction is not then available in the Chancery Court of the State of Delaware, then any such Proceeding may be brought in any Delaware state court or any federal court located in the State of Delaware and (ii) irrevocably and unconditionally submits to the exclusive jurisdiction of any such court in any such Proceeding. Each party hereto (A) irrevocably and unconditionally waives any objection to the laying of venue of any Proceeding arising out of this Agreement or any transaction contemplated hereby in any court referred to in the first sentence of this Section 11.11 , (B) irrevocably and unconditionally waives and agrees not to plead or claim in any such court that any such Proceeding brought in any such court has been brought in an inconvenient forum and (C) agrees that a final judgment in any such Proceeding brought in any such court shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by Law.

assistant: Consent To 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 case excerpt and choose the best holding from the options. Case excerpt: Id. at 460. “The possessor of land owes no duty to protect or warn of dangers that are open and obvious because such dangers, by their nature, apprise an invitee of the potential hazard . . . Id. at 460-461 (quotation marks and citation omitted). Whether a danger is open and obvious involves an objective inquiry to determine “whether it is reasonable to expect that an average person with ordinary intelligence would have discovered [the danger] upon casual inspection.” Id. at 461. In this case, plaintiff slipped on a steep, ice-covered driveway. Although ice is transparent and difficult to observe in many circumstances, our Supreme Court has explained that “wintry conditions, like any other condition on the premises, may be deemed open and obvious.” Id. at 464; see also id. at 473 (<HOLDING>); Perkoviq v Delcor Homes-Lake Shore Pointe, Options: A. holding that it was an abuse of discretion to admit the record when an admission was available B. holding that an icecovered entryway to a fitness center was an avoidable openandobvious hazard C. holding that an order directing an insurer to advance legal fees pursuant to an insurance policy was an immediately appealable injunction D. holding that expert testimony was not necessary in a case involving allegations that a senior living center was negligent for failing to install a fire sprinkler system E. holding that a section 1983 suit against an officer in his or her official capacity is simply another way of pleading an action against an entity of which an officer is an agent

assistant: The best answer is B. holding that an icecovered entryway to a fitness center was an avoidable openandobvious hazard
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement shall inure to the benefit of Company, Company ’ s Affiliates, and their respective successors, survivors, and/or assigns, without the need for further action by any party. Employee consents to assignment of this Agreement to any person or entity that acquires Company, in whole or in part, or that is a successor to Company, in whole or in part. The parties agree that Employee ’ s services and obligations under this Agreement are personal in nature and cannot be assigned to another person or entity.

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 legal provision and list the applicable contract clause categories. Provision: At all times from and after the date of the date of this Agreement, Executive agrees to not, directly or indirectly, use, register, or assist others to use or register, any designation (including, without limitation, any service mark, trademark, trade name or other indicia of source) that is the same as or confusingly similar to Pulaski Bank, National Association in connection with any banking, wealth management, lending, trust, mortgage, or other financial services or products. Executive further acknowledges and agrees that Executive’s obligations under this Section 8 are necessary to protect consumers from confusion as to source, affiliation, association or sponsorship, and that such obligations are reasonable and will not preclude or materially impede Executive from gainful employment.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The issuance of Conversion Shares on conversion of this Preferred Stock shall be made without charge to any Holder for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such Conversion Shares, provided that the Corporation shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such Conversion Shares upon conversion in a name other than that of the Holders of such shares of Preferred Stock and the Corporation shall not be required to issue or deliver such Conversion Shares unless or until the Person or Persons requesting the issuance thereof shall have paid to the Corporation the amount of such tax or shall have established to the satisfaction of the Corporation that such tax has been paid. The Corporation shall pay all Transfer Agent fees required for same-day processing of any Notice of Conversion and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required doe same-day electronic delivery of the Conversion Shares.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: the district court’s order denying his February 2003 motion for reconsideration of a sentence imposed in March 2002. We have reviewed the record and find no reversible error. Accordingly, we affirm for the reasons stated by the district court. See United States v. Grandison, No. CR-01-126 (E.D.Va. Feb. 18, 2003). We dispense with oral argument because the facts and legal contentions are adequately presented in the materials before the court and argument would not aid the decisional process. AFFIRMED. * To the extent Grandison’s informal brief raises additional claims not directly related to the denial of his motion for reconsideration, this court is without jurisdiction to consider them. See Browder v. Director, Dep’t of Corr., 434 U.S. 257, 264, 98 S.Ct. 556, 54 L.Ed.2d 521 (1978) Options: A. holding that the 30day notice of appeal requirement is mandatory and jurisdictional B. holding that exhaustion is mandatory and jurisdictional C. holding that time limit for filing petition for review is mandatory and jurisdictional D. holding that period for filing notice of appal is mandatory and jurisdictional E. holding that the 180day filing deadline is jurisdictional and mandatory

assistant: The best answer is D. holding that period for filing notice of appal is mandatory and jurisdictional
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: In consideration of the mutual disclosure of Confidential Information the Recipient Party undertakes:- (b) to use or apply the Confidential Information of the Disclosing Party solely for the Purpose and so as to determine whether or not and on what terms the Parties might wish to proceed; (c) not to use, copy, adapt, alter, disclose or part with possession of or apply the Confidential Information of the Disclosing Party for any other purpose or its own purposes other than as described in paragraph

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 Agreement constitutes the legal, valid and binding obligation of the Gotham Committed Purchaser enforceable against the Gotham Committed Purchaser in accordance with its terms, except as such enforcement may be limited by applicable bankruptcy, insolvency, reorganization or other similar laws relating to or limiting creditors’ rights generally and by general principles of equity (regardless of whether such enforcement is sought in a proceeding in equity or at law).

assistant: Binding Effects
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 questions concerning the construction, validity, enforcement and interpretation of this Agreement and the transactions contemplated hereby shall be governed by and construed and enforced in accordance with the internal laws of the State of New York, without regard to the principals of conflicts of law thereof. Each party agrees that all legal proceedings concerning the interpretations, enforcement and defense of the transactions contemplated by this Agreement (whether brought against a party hereto or its respective affiliates, directors, officers, shareholders, partners, members, employees or agents) shall be commenced exclusively in the state and federal courts of New York. Each party hereby irrevocably submits to the exclusive jurisdiction of the state and federal courts of New York for the adjudication of any dispute hereunder or in connection herewith or the transaction contemplated hereby or discussed herein, and hereby irrevocably waives, and agrees not to assert in any suit, action or proceeding, any claim that it is not venue for such proceeding. Each party hereby irrevocably waives personal service of process and consents to process being served in any such suit, action or proceeding by mailing a copy thereof via registered or certified mail or overnight delivery (with evidence of delivery) to such party at the address in effect for notices to it under this Agreement and agrees that such service shall constitute good and sufficient service of process and notice thereof. In addition to any other rights or remedies hereunder, any indemnification provisions granted to a Warrant Holder shall continue to survive and apply to such Warrant Holder as if such rights were granted hereunder.

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: a conviction for a crime, for challenging the lawfulness of such judgment or the proceedings upon which it is based.” (Emphasis added.) Thus, to construe the legislature’s silence in ORS 161.610 (2001) as somehow authorizing a challenge to the constitutionality of his 1983 sentence would be inconsistent with the legislature’s expressed intent that, in the absence of direct appeal, post-conviction relief is the exclusive remedy for challenging the validity of a constitutionally infirm sentence. Furthermore, the broader historical context of ORS 161.610 (2001) provides that, once final judgment in a criminal case is entered, its validity and regularity are presumed. Capos v. Clatsop County, 144 Or 510, 525, 25 P2d 903 (1933); see also State v. Young, 122 Or 257, 263-64, 257 P 806 (1927) (<HOLDING>). Again, we decline to interpret the Options: A. holding that at this stage of the proceedings review is limited to a determination of whether the circuit court afforded due process and whether the court observed the essential requirements of law B. holding that the appropriate inquiry under aedpa is not whether a federal court believes a state courts determination was incorrect but whether that determination was unreasonablea substantially higher threshold C. holding that unless a determination by a court in a criminal case is directly attacked it remains the determination of the court whether decided rightly or wrongly D. recognizing that a lower court cannot change the law of the case as decided by the highest court hearing a case E. recognizing that the determination is an equitable one

assistant: The best answer is C. holding that unless a determination by a court in a criminal case is directly attacked it remains the determination of the court whether decided rightly or wrongly
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: For purposes of the 2018-3 Servicing Agreement, all demands, notices, directions, requests and communications hereunder shall be in writing and shall be delivered or mailed by registered or certified first-class United States mail, postage prepaid, hand delivery, prepaid courier service, or facsimile transmission, and addressed in each case as follows: (a) if to the Servicer, GM Financial, 801 Cherry Street, Suite 3500, Fort Worth, Texas, 76102, Attention: Chief Financial Officer, and (b) if to the Indenture Trustee, Wells Fargo Bank, National Association, 600 South 4th Street, MAC N9300-061, Minneapolis, Minnesota 55479. Notices to the other parties to this 2018-3 Servicing Supplement shall be delivered as provided in Section 6.5 of the Basic Servicing Agreement.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: (l)“Duty” of a third-party company to its customers In Elias, the court analyzed whether a “duty” arose between a third-party hospital (the “defendant”) and a patient (“Elias”). Elias brought a products liability suit against a medical device manufacturer. To determine whether the third-party hospital had a duty to preserve evidence (parts of a medical device removed in an operation) for Elias’ suit against the manufacturer, the court considered two decisions involving injuries to customers of third-party companies, Stupka v. Peoples Cab Co., 437 Pa. 509, 264 A.2d 373 (1970), and O’Connell v. Killington, Ltd., 164 Vt. 73, 665 A.2d 39 (1995). Elias, 710 A.2d at 69. In both decisions, the courts analyzed the primary duty of the third-party company t 485 N.Y.S.2d 876 (N.Y.App.Div.1985) (<HOLDING>); Parker v. Thyssen Mining Const., Inc., 428 Options: A. holding that there was sufficient evidence of innocent intent where both the states and defendants evidence showed that the defendant was coerced at knifepoint to enter B. holding there was sufficient evidence for a jury to conclude that the defendant did not intend to perform when the promise was made C. holding that even if the industry and federal regulations evidenced an inherent danger and the defendant knew or should have realized that the device was or was likely to be dangerous for the use for which it was supplied there was a complete absence of evidence that the defendant had reason to believe that the plaintiff or its employees would not realize the danger D. holding that a defendant owed no duty to a plaintiff with regard to the safekeeping of evidence because there was no promise by the defendant or its employees to inspect or safeguard the evidence for the plaintiffs benefit and destruction of physical evidence was not criminal because destruction was innocent and designed to ensure the safety of the defendants employees E. holding that no fiduciary duty existed between the plaintiff and defendant because there was no evidence that the parties agreed that defendant would be acting primarily for the benefit of the plaintiffs

assistant: The best answer is D. holding that a defendant owed no duty to a plaintiff with regard to the safekeeping of evidence because there was no promise by the defendant or its employees to inspect or safeguard the evidence for the plaintiffs benefit and destruction of physical evidence was not criminal because destruction was innocent and designed to ensure the safety of the defendants employees
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The Company will comply, in all material respects with all valid laws and regulations now in effect or hereafter promulgated by any properly constituted governmental authority having jurisdiction; provided, however, the Company shall not be required to comply with any law or regulation which it is contesting in good faith by appropriate proceedings as long as either the effect of such law or regulation is stayed pending the resolution of such proceedings or the effect of not complying with such law or regulation is not to jeopardize any franchise, license, permit patent, or trademark necessary to conduct the business of the Company.

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 legal provision and list the applicable contract clause categories. Provision: On the Closing Date, immediately before the Share Exchange Transaction, the Company shall have authorized 500,000,000 shares, of common stock, par value $.001 per share, and 10,500,000 shares of preferred stock, par value $.05 per share of which 21,710,269 common shares and 1,420,000 preferred shares are outstanding as of the Signing Date.

assistant: Capitalization
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: that the evidence was not relevant, made no determination as to whether it was constitutionally impermissible. It was therefore incumbent on Perry, in objecting to the admission of evidence about her lack of remorse, to raise the issue of due process to the trial court in order to preserve this objection for direct appeal. AFFIRMED. HOWARD and BEATTY, JJ., concur. 1 . Because oral argument would not aid the court in resolving the issue on appeal, we decide this case without oral argument pursuant to Rule 215, SCACR. 2 . Perry cites the following authorities in support of her argument: Doyle v. Ohio, 426 U.S. 610, 96 S.Ct. 2240, 49 L.Ed.2d 91 (1976) (concerning references to a defendant’s silence after receiving Miranda warnings); State v. Reid, 324 S.C. 74, 476 S.E.2d 695 (1996) (<HOLDING>); State v. Johnson, 293 S.C. 321, 360 S.E.2d Options: A. holding that impeachment by use of prearrest silence does not violate fifth or fourteenth amendments B. holding references to a defendants lack of remorse violate the fifth eighth and fourteenth amendments C. holding that the fifth amendments protection against selfincrimination is applicable to the states through the fourteenth amendment D. holding that execution of juveniles violates the eighth and fourteenth amendments E. holding that complete ban on smoking in county jail does not violate eighth or fourteenth amendments

assistant: The best answer is B. holding references to a defendants lack of remorse violate the fifth eighth and fourteenth 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 case excerpt and choose the best holding from the options. Case excerpt: a former statute is amended, or a doubtful interpretation of a former statute rendered certain by subsequent legislation, it has been held that such [an] amendment is persuasive evidence of what the Legislature intended by the first statute.” Sheriff v. Smith, 91 Nev. 729, 734, 542 P.2d 440, 443 (1975); accord Beazer Homes Nevada, Inc. v. Dist. Ct., 120 Nev. 575, 580-81, 97 P.3d 1132, 1135-36 (2004). Although this statute has only a prospective effect and is inapplicable here, Nevada Power v. Metropolitan Development Co., 104 Nev. 684, 686, 765 P.2d 1162, 1163 (1988), the amendment demonstrates that our interpretation of the interrelation between NRS 40.655, NRCP 68, and NRS 17.115 comports with legislative intent. 16 See Bowyer v. Taack, 107 Nev. 625, 627, 817 P.2d 1176, 1177 (1991) (<HOLDING>), overruled in part on other grounds by McCrary Options: A. holding that the defendant was only permitted to recover attorney fees as an item of special damages with respect to the underlying action in which the defendant was sued and was not permitted to recover attorney fees incurred in the malpractice portion of the case as damages B. holding that bank was entitled to attorney fees on appeal when agreement did not prohibit such fees C. holding that transferors request to recover fee it had paid was within the scope of the general statutory language allowing recovery of reasonable costs of participating in a proceeding even though other party was initially responsible for paying this fee and even though statute did not specifically provide that such recovery was allowed D. holding that an award of attorney fees for services rendered at the instance of the custodial parent in defending an action for change of custody may be allowed even though the defense was unsuccessful and even though it was claimed that such an award violated public policy E. holding similarly where appellant claimed that she was entitled to recover attorney fees under nrs 18010 even though nrcp 68f and nrs 171154 foreclosed such a recovery

assistant: The best answer is E. holding similarly where appellant claimed that she was entitled to recover attorney fees under nrs 18010 even though nrcp 68f and nrs 171154 foreclosed such a recovery
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: 444. Statements such as “ ‘we’re partners’ ” and “ ‘we look forward to growing together,’ ” when made by experienced negotiators in the course of a collective bargaining agreement negotiation, are not clear and unambiguous promises to renew the subject agreement. Marine Transp. Lines, Inc. v. Int’l Org. of Masters, Mates, & Pilots, 636 F.Supp. 384, 391 (S.D.N.Y.1986) (Weinfeld, J.); see also Media Sport & Arts s.r.l. v. Kinney Shoe Corp., No. 95 Civ. 3901, 1997 WL 473968, at *13 (S.D.N.Y. Aug.20,1997) (Leisure, J.) (finding defendant’s statements that “ ‘FIBA may proceed to act on the enclosed offer without limitation’ ” and “ ‘FL and FIBA are going to make a great team’ ” were not clear and unambiguous promises); Cohen v. Lehman Brothers Bank, 273 F.Supp.2d 524, 529-30 (S.D.N.Y.2003) (<HOLDING>). On the other hand, a situation where Options: A. holding that where it was clear that the court of appeals had limited the issues on resentencing to the one issue raised in the defendants first appeal the district court did not err in declining to consider other issues raised by the defendant on remand B. holding defendants statement that she would work through the issues raised by plaintiffs about the deal prior to execution of a loan mortgage agreement could not be construed as a clear and unambiguous promise citing media sport arts srl 1997 wl 473968 at 13 C. holding that issues not raised before the trial court cannot be raised on appeal D. holding that only issues not known at the time of the original trial or issues not available on direct appeal may be properly raised through postconviction proceedings E. holding that issues not raised in the trial court may not be raised later on appeal

assistant: The best answer is B. holding defendants statement that she would work through the issues raised by plaintiffs about the deal prior to execution of a loan mortgage agreement could not be construed as a clear and unambiguous promise citing media sport arts srl 1997 wl 473968 at 13
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: on the motivations of a doctor who disparaged the plaintiff in a presentation to the hospital’s Credentials Committee). 50 . 363 F.3d 77, 79 (1st Cir.2004). 51 . See Davila v. Corporacion de P.R. para la Difusion Publica, 498 F.3d 9, 17 n. 3 (1st Cir.2007) (approving Cariglia in the context of an ADEA case). 52 . See Tuli, 566 F.Supp.2d at 51 n. 34 (examining the plaintiff’s state and federal retaliation claims under the Cariglia standard for identical reasons). Viewing the claims concurrently through the lens of First Circuit precedent does not disadvantage Plaintiff, despite her failure to distinguish state and federal law, because Massachusetts case law arguably creates an even higher bar for plaintiffs to meet. See Mole v. Univ. of Mass., 442 Mass. 582, 814 N.E.2d 329, 343 (2004) (<HOLDING>). 53 . Cerqueira v. American Airlines, Inc., Options: A. holding that liability attaches if the decisionmaker merely rubber stamps the recommendation of the retaliating supervisor or if the retaliating supervisor dupes the decisionmaker into taking action or otherwise controls the decisionmaker B. holding plaintiff failed to raise inference of discrimination where only evidence plaintiff adduced was fact that decisionmaker was different race C. holding that the court must assume on summary judgment that the nondecisionmakerharasser relayed the plaintiffs complaints about sexual harassment to the decisionmaker even though both the harasser and the decisionmaker denied this fact the harasser was present at the meeting in which it was decided that plaintiff would be terminated he had an incentive to pass on this information and his credibility was in question as to other matters D. holding that plaintiff could not establish a prima facie case of retaliation without evidence that the decisionmaker knew about plaintiffs protected activity when he made the decision that resulted in the adverse action E. holding that the plaintiff failed to establish a prima facie case of retaliation because there was no evidence that the decisionmaker knew of the plaintiffs protected conduct

assistant: The best answer is A. holding that liability attaches if the decisionmaker merely rubber stamps the recommendation of the retaliating supervisor or if the retaliating supervisor dupes the decisionmaker into taking action or otherwise controls the decisionmaker
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: If the employment of the Employee is terminated due to death prior to the Maturity Date, upon such termination, the beneficiary designated by the Employee (or if the Employee has not designated a beneficiary, to the representative of the Employee’s estate) shall receive, within 60 days following the date of the Employee’s death, or where additional time is needed for administrative reasons, at such later time as is permitted under Section 409A of the Code, a cash payment computed as provided in Sections 9(c)(i) and (ii) with respect to the Units that were not converted into shares of Stock and distributed to the Employee pursuant to Sections 9(a) and (b)(i) calculated as of the date the Change in Control is determined to have occurred.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: was possible that customers might be liable for some repair costs and thus, State Farm did not improperly interfere with Glass Service’s prospective contractual relations by informing insureds of that potential liability. See id. Glass Service argues that State Farm’s justification defense is defeated because its actions of informing customers of potential liability for price differences constituted coercion and/or inducement in violation of the UCPA. See Minn.Stat. § 72A.201, subd. 6(16) (1992) (prohibiting coercion or inducement of insured to use particular vendor). We agree with the trial court, however, that the UCPA is inapplicable because it creates no substantive legal rights or private cause of action. See Morris v. American Family Mut. Ins. Co., 386 N.W.2d 233, 238 (Minn.1986) (<HOLDING>). Although Glass Service maintains that it is Options: A. holding that there is no private right of action against a state governmental entity for violations of the texas constitution B. holding that no private right of action exists C. recognizing that no private right of action exists for subsection a violations D. holding that where statutory remedies exist private employees do not have a private cause of action for violation of state constitutional rights E. holding that no private causes of action exist for violations of the ucpa

assistant: The best answer is E. holding that no private causes of action exist for violations of the ucpa
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 Engineering Drawings shall be delivered to Tenant within 10 business days after the later of Tenant’s approval of the Architectural Drawings pursuant to Section 2.5 above or the mutual execution and delivery of this Agreement. Tenant shall approve, or reasonably disapprove (and state, with reasonable specificity, its reasons for disapproving), the Engineering Drawings within two (2) business days after the latest of (a) Tenant’s receipt of the Engineering Drawings, (b) Tenant’s approval of the Architectural Drawings, or (c) the mutual execution and delivery of this Agreement. After receiving any such notice of reasonable disapproval, Landlord shall cause the Contractor to revise the Engineering Drawings and resubmit them to Tenant, taking into account the reasons for Tenant’s disapproval; provided, however, that Landlord shall not be required to make any revision to the Engineering Drawings that conflicts with the Engineering Requirements or the Landlord Requirements or is otherwise reasonably disapproved by Landlord. Such procedure shall be repeated as necessary until Tenant has reasonably approved the Engineering Drawings. Such approved Engineering Drawings shall be referred to herein as the “ Approved Engineering Drawings ”.

assistant: Approvals
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: his wrongful termination claim. See American Computer, 261 Cal.Rptr. at 799. The court reasoned that “the most that can connect [plaintiffs] conduct with the public interest is the argument that by reporting his suspicions to his superiors he took action which might eventually prevent or uncover commission of a felony and thereby serve[] the laudable goal of preventing crime.” Id. Rivera’s situation is similar to that of the employee in American Computer. If Rivera had reported the illegal activities of his co-workers, Rivera may have achieved the “laudable goal” of preventing crime, but this is not enough to fit within the narrow confines of wrongful termination in violation of public policy. Compare Green v. Ralee Eng. Co., 19 Cal.4th 66, 78 Cal.Rptr.2d 16, 960 P.2d 1046, 1058 (1998) (<HOLDING>). II. Defamation A. Amtrak The district court Options: A. holding a claim for wrongful termination in violation of public policy is not available where the employee has an existing statutory remedy B. recognizing claim for wrongful discharge in violation of public policy where the employee alleged he was handicapped and that his employer discharged him because of his handicap in violation of nc gen stat 1434222 C. recognizing tort of wrongful discharge in violation of public policy D. recognizing cause of action for wrongful discharge E. holding that an employee who reported the sale of defective aircraft parts did state a claim for wrongful discharge in violation of public policy because his action was directly connected to federal regulation of air safety

assistant: The best answer is E. holding that an employee who reported the sale of defective aircraft parts did state a claim for wrongful discharge in violation of public policy because his action was directly connected to federal regulation of air safety
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The Company shall (a) disclose the material terms of the transactions contemplated hereby in its Quarterly Report on form 10-Q for the quarter ended June 20, 2016, or (b) file a Current Report on Form 8-K, including this Agreement and the form of Note and Warrant as exhibits thereto, with the Commission within the time required by the Exchange Act. From and after the filing of such public disclosure, the Company represents to Purchaser that it shall have publicly disclosed all material, non-public information delivered to any of Purchaser by the Company or any of its Subsidiaries, or any of their respective officers, directors, employees or agents. In addition, effective upon the issuance of such public disclosure, the Company acknowledges and agrees that any and all confidentiality or similar obligations under any agreement, whether written or oral, between the Company, any of its Subsidiaries or any of their respective officers, directors, agents, employees or Affiliates on the one hand, and Purchaser or any of their Affiliates on the other hand, shall terminate. The Company and Purchaser shall consult with each other in issuing any other press releases with respect to the transactions contemplated hereby, and neither the Company nor Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of Purchaser, or without the prior consent of Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Purchaser, or include the name of Purchaser in any filing with the Commission or any regulatory agency or the OTC Market (“Trading Market”), without the prior written consent of Purchaser, except (a) as required by federal securities law in connection with the filing of this Agreement with the Commission and (b) to the extent such disclosure is required by law or Trading Market regulations, in which case the Company shall provide Purchaser with prior notice of such disclosure permitted under this clause (b).

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

user: Read the legal provision and list the applicable contract clause categories. Provision: There is no default, or no occurrence of an event that would become a default, under the terms of this Agreement or any of the Material Loan Documents. The representations and warranties in Section 3 of this Agreement must be true and correct in all material respects as of the date of the advance.

assistant: No Defaults
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: you also represent and warrant to us that you and each person you have instructed us to message understands that each group member is responsible for the costs of any message charges assessed by his or her mobile carrier , including any international message charges that may apply when messages are transmitted from us-based numbers .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Each of the Buyer and the Buyer Parent has full corporate power and authority to execute and deliver this Agreement and each of the Ancillary Agreements to which it will be a party, to perform its obligations hereunder and thereunder and to consummate the transactions contemplated hereby and thereby. The execution, delivery and performance by the Buyer and the Buyer Parent of this Agreement and each of the Ancillary Agreements to which it will be a party and the consummation by the Buyer and the Buyer Parent of the transactions contemplated hereby and thereby have been duly and validly authorized by all necessary corporate action. This Agreement has been, and upon their execution each of the Ancillary Agreements to which the Buyer and the Buyer Parent will be a party will have been, duly executed and delivered by the Buyer and the Buyer Parent and, assuming due execution and delivery by each of the other parties hereto and thereto, this Agreement constitutes, and upon their execution each of the Ancillary Agreements to which the Buyer and the Buyer Parent will be a party will constitute, the legal, valid and binding obligations of the Buyer and the Buyer Parent, enforceable against the Buyer and the Buyer Parent in accordance with their respective terms.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: was kidnaped from a bus stop near their home. No word of him or from him has ever been received. Soon afterward, his supposed kidnapers, believed to be guerillas, threatened Valiente-Herrera, then attempted to abduct her in the .2002) (stating that petitioner testified about many people who were kidnaped and killed by guerillas for them membership in a political organization); Chanchavac v. INS, 207 F.3d 584, 590 (9th Cir.2000) (citing “extensive evidence of political and social turmoil in Guat r.2000)). In addition, Valiente-Herrera clearly experienced past persecution when guerrillas kidnaped her husband, threatened and attempted to abduct her, and tried to take her two-year-old son right out of her arms. See Khup v. Ashcroft, 2004 U.S.App. LEXIS 14656, *9-*10 (July 16, 2004) (<HOLDING>). Therefore, the IJ’s determination that Options: A. holding that threats standing alone generally do not constitute past persecution B. holding that a showing of past persecution creates a rebuttable presumption of future persecution C. holding that the statement i have a gun is a threat of death D. holding that death and torture of petitioners friend and associate and threat against petitioner were sufficient to constitute past persecution E. holding that court was not compelled to find past persecution or a wellfounded fear of persecution where the petitioner was arrested detained for four hours and experienced some physical mistreatment

assistant: The best answer is D. holding that death and torture of petitioners friend and associate and threat against petitioner were sufficient to constitute past persecution