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: trafficking is the offense, but previous sexual abuse or exploitation creates the enhancement. The requisite pattern for enhancement is a “pattern of activity involving the sexual abuse or exploitation of .a minor,” not, as Olfano seems to argue, a pattern of activity similar to the incident in question. We have not expressly addressed the difference-in-kind argument, aside from our holding in Ketcham, 80 F.3d at 794-95, that trafficking in child pornography is not sexual exploitation of a minor. Although we have yet to interpret section 2G2.2 in light of the 1996 amendments, several other courts of appeals have recognized that remote or unrelated instances of sexual misconduct can support a sentencing enhancement. See United States v. Ashley, 342 F.3d 850, 852 (8th Cir.2003) (<HOLDING>); Gawthrop, 310 F.3d at 414 (upholding a Options: A. holding that trial court did not err B. holding that an 80year sentence for production of child pornography was not disproportionate to the crime be cause of the devastating consequences of sexual abuse of children C. holding that the district court did not err in using a previous conviction for gross sexual imposition to enhance a sentence for receiving child pornography D. holding that mailing child pornography to another in the expectation of receiving similar materials in return constituted distribution for purposes of 2g22b2 E. holding that private possession of child pornography is not protected by the first amendment

assistant: The best answer is C. holding that the district court did not err in using a previous conviction for gross sexual imposition to enhance a sentence for receiving child pornography
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: 2001) (“[A] defendant cannot satisfy the discriminatory effect prong by providing statistical evidence which simply shows that the challenged government action tends to affect one particular group. Rather, the proffered statistics must address the critical issue of whether that particular group was treated differently than a similarly-situated group.”). Discriminatory, intent is shown through evidence that “the decision to prosecute was ‘invidious or in bad faith.’ ” United States v. Olvis, 97 F.3d 739, 743 (4th Cir. 1996) (quoting United States v. Greenwood, 796 F.2d 49, 52 (4th Cir. 1986)). When attempting to prove discriminatory effect, a petitioner must do more than provide vague conclusory statements or generalities. See United States v. Roane, 378 F.3d 382, 400-01 (4th Cir. 2004) (<HOLDING>). Further, it is not enough for a petitioner to Options: A. holding law requires court to consider full record of any evidentiary hearing even if hearing held by different judge B. holding that such statements were not even enough for an evidentiary hearing C. holding an evidentiary hearing on the applicability of equitable estoppel D. holding that the supreme court does not require an evidentiary hearing in every case E. holding that there is no need for an evidentiary hearing when the petitioners habeas submissions demonstrate that the petitioner is conclusively entitled to relief in such circumstances an evidentiary hearing would be a waste of judicial resources

assistant: The best answer is B. holding that such statements were not even enough for an evidentiary hearing
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: HollyFrontier hereby waives promptness, diligence, all setoffs, presentments, protests and notice of acceptance and any other notice relating to any of the HFRM Payment Obligations and any requirement for HEP Operating or HEP Refining to protect, secure, perfect or insure any security interest or lien or any property subject thereto or exhaust any right or take any action against HFRM, any other entity or any collateral.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: she could remember. A.G. testified that she did not tell anyone because she knew it happened to others and they did not tell. {38} This evidence supports the inference that Defendant used his position of authority to gain the trust of the victims, to obtain the opportunity to touch the victims, and to cause them to submit to his unlawful touching. Defendant argues that there was no coercion because “there is no indication the sexual contact was forced.” However, in the context of CSCM, the law does not define coercion in the terms used by Defendant. The testimony permitted the jury to reasonably infer a connection between Defendant’s position of authority and his sexual contact with the victims, which is sufficient to infer the existence of coercion. See id. at 807, 833 P.2d at 1173 (<HOLDING>). Accordingly, substantial evidence supports Options: A. holding that use of a position of authority to coerce sexual contact may be proven inferentially B. holding that circumstances evidencing a defendants authority over a minor victim inferentially support a finding of coercion C. holding that taking into consideration the totality of the circumstances the 20yearold stepdaughter victim continued to be subject to howells parental authority and thus the evidence was minimally sufficient to support jurys finding of forcible compulsion D. holding that an undercover law enforcement officer qualified as a minor under ussg 2g22b4 based on the interchangeable use of minor and victim in the commentary to that guideline as well as the definition of victim in the commentary E. holding evidence insufficient to support finding of implied contract

assistant: The best answer is B. holding that circumstances evidencing a defendants authority over a minor victim inferentially support a finding of coercion
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 representations and warranties of the Company shall be true and correct as of each applicable Representation Date as though made at such time. The Company shall have performed, satisfied and complied with all covenants, agreements and conditions required by this Agreement to be performed, satisfied or complied with by the Company at or prior to such date.

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: The Company and Indemnitee hereby irrevocably and unconditionally: (a) agree that any action or proceeding arising out of or in connection with this Agreement shall be brought only in the Court of Chancery of the State of Delaware (the “ Delaware Court ”) and not in any other state or federal court in the United States, (b) consent to submit to the exclusive jurisdiction of the Delaware Court for purposes of any action or proceeding arising out of or in connection with this Agreement, and (c) waive, and agree not to plead or make, any claim that the Delaware Court lacks venue or that any such action or proceeding brought in the Delaware Court has been brought in an improper or inconvenient forum..

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 legal provision and list the applicable contract clause categories. Provision: Each of Holdings and its Restricted Subsidiaries has (i) good and legal title to (in the case of fee interests in Real Property); (ii) valid leasehold interests in (in the case of leasehold interests in real or personal property); (iii) valid licensed or other rights in (in the case of licensed or other interests in Intellectual Property); and (iv) good title to (in the case of all other personal property), all of their respective properties and assets reflected in the Specified Financial Statements and in the most recent financial statements delivered pursuant to Section 5.01 , in each case except where the failure to have good and legal title, a valid leasehold interest, a valid license or other rights or good title could not reasonably be expected to have a Material Adverse Effect and for assets disposed of since the date of such financial statements in the ordinary course of business or as otherwise permitted under Section 6.08 . Except as permitted by this Agreement, all such properties and assets are free and clear of Liens other than Permitted Liens.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Assumption Agreement may be executed in counterparts (and by different parties hereto on different counterparts), each of which shall constitute an original, but all of which when taken together shall constitute a single contract. Any provision of this Assumption Agreement held to be invalid, illegal or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such invalidity, illegality or unenforceability without affecting the validity, legality and enforceability of the remaining provisions hereof; and the invalidity of a particular provision in a particular jurisdiction shall not invalidate such provision in any other jurisdiction.

assistant: Miscellaneous
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 provisions of this Agreement shall be deemed severable, and the invalidity or unenforceability of any provision shall not affect the validity or enforceability of the other provisions hereof. The parties agree that each covenant contained in sections 7(a), 7(b)(i), 7(b)(ii), 7(b)(iii), 7(b)(iv), and 7(c) is separate and independent.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: All issues and questions concerning the construction, validity, enforcement and interpretation of this Agreement and the exhibits and schedules hereto shall be governed by and construed by the parties, courts and arbitrators in accordance with the laws of the State of Colorado, without regard to conflicts-of-Jaws principles that would require the application of any other law.

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: Appellant’s petition, because it lacked jurisdiction to consider a petition for a writ of habeas corpus when Appellant was not incarcerated in the same county as the court. A petition for a writ of habeas corpus must be filed in the county in which the prisoner is detained. § 79.09, Fla. Stat. We, however, treat Appellant’s petition as a postconviction motion, as it challenges the legality of his sentence, and deny it because it was time barred. Fla. R.Crim. P. 3.850(b) (“motion shall be filed or considered pursuant to this rule if filed more than 2 years after the judgment and sentence became final.”). This bar is jurisdictional and may not be waived. See Ferenc v. State, 697 So.2d 1262, 1263 (Fla. 5th DCA 1997) (<HOLDING>). The two-year time limitation for Options: A. holding that in the absence of an exception a motion filed outside the twoyear period will not invoke the jurisdiction of the trial court B. holding that twoyear delay was not reasonable C. holding that an action filed outside the statutory period of limitations should be dismissed and that mandamus was the proper remedy when the circuit court had denied the defendants motion to dismiss D. recognizing twoyear statute of limitations for section 1981 claims filed in federal court in georgia E. holding that a compulsory counterclaim was barred by pennsylvanias twoyear statute of limitations notwithstanding that the plaintiff filed his complaint late in the twoyear limitations period

assistant: The best answer is A. holding that in the absence of an exception a motion filed outside the twoyear period will not invoke the jurisdiction of the trial court
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: PER CURIAM. AND NOW, this 28th day of February, 2014, the Petition for Allowance of Appeal is GRANTED, the order of the Superior Court is VACATED, and the matter is REMANDED to the Superior Court for consideration in light of Lance v. Wyeth, 624 Pa. 231, 85 A.3d 434 (2014) (<HOLDING>). Jurisdiction Options: A. holding that where a defendant controlled the board of directors it is manifest then that there can be no expectation that the corporation would sue him and if it did it can hardly be said that the prosecution of the suit would be entrusted to proper hands B. holding that it is not C. holding a company which is responsible for tendering into the market a drug which it knows or should know is so dangerous that it should not be taken by anyone can be said to have violated its duty of care either in design or marketing D. holding that the extent of control is a matter which should be explored in discovery and is not an issue which is amenable to a motion to dismiss E. holding that it is the use not marketing of firearms that is dangerous

assistant: The best answer is C. holding a company which is responsible for tendering into the market a drug which it knows or should know is so dangerous that it should not be taken by anyone can be said to have violated its duty of care either in design or marketing
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: No Governmental Authorizations or other authorization, consent or approval from governmental bodies, regulatory authorities or other Governmental Authorities is required for the execution, delivery and performance of this Agreement or any of the other Loan Documents by Borrower or Guarantor, except as set forth in Schedule 5.9.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: for acceptance of responsibility. By way of negative inference, the two-level enhancement for ob struction of justice, § 3C1.1, may also be relevant. These provisions suggest that departures based on a defendant’s cooperation with authorities may warrant something on the order of a two-level adjustment for each factor found by the court to bear similarly on its evaluation of the defendant’s cooperation. They provide but imperfect guidance, however, since weighing the impact of any given factor on the quality of the defendant’s cooperation is an imprecise art, at best. We do not intend to preclude the district court from utilizing a scale with more gradations in order to assign greater or lesser weight to the factors it considers. 930 F.2d at 531; see also Winters, 117 F.3d at 349-50 (<HOLDING>). By granting points for each § 5Kl.l(a) factor Options: A. recognizing that exhaustion is mandatory and jurisdictional B. recognizing thomas methodology but noting that it is not mandatory C. holding that it is not D. holding that the statute is mandatory E. holding that assumption of the defendants guilt is within the courts discretion but is not mandatory

assistant: The best answer is B. recognizing thomas methodology but noting that it is not mandatory
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: indictments, as defendants argue. Cf. United States v. Duque, 62 F.3d 1146, 1149 (9th Cir.1995) (rejecting contention that because of Rojas-Contreras dicta, second indictment issued before dismissal of first indictment must be a “superseding” indictment). More importantly, the Seventh Circuit, in discussing the same Speedy Trial Act provisions at issue in Rojas-Contreras, referred to an indictment returned after dismissal of an original indictment as a “superseding” indictment: “[SJubseetion 3161(h)(6) controls a situation where there is an interval between the time the original indictment is dismissed ... and the superseding indictment is returned.” United States v. Horton, 676 F.2d 1165, 1170 (7th Cir.1982) (emphasis added); see also United States v. Menzer, 29 F (9th Cir.1970) (<HOLDING>); United States v. Yung, 786 F.Supp. 1561, Options: A. holding that even though a hearing to suppress allegedly illegally seized evidence occurred under a superseded indictment the defendant may not relitigate the motion to suppress after reindictment B. holding that the district court did not abuse its discretion by finding that defendant had waived the opportunity for a suppression hearing on his confession by first moving to suppress the confession orally at the start of trial when no motion to suppress was filed no hearing requested and no objection to the admission of the statements was made C. holding that the state is not allowed to suppress evidence but it need not collect evidence for the defendant D. holding that it is clear that hearsay evidence is admissible in a hearing on a motion to suppress E. holding that similar agreement allowed the defendant to appeal the denial of his motion to suppress

assistant: The best answer is A. holding that even though a hearing to suppress allegedly illegally seized evidence occurred under a superseded indictment the defendant may not relitigate the motion to suppress after reindictment
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 become effective on the Closing Date and shall continue in full force and effect until the first of the following occurs: (a) the payment in full of the Notes and the termination of the Indenture in accordance with its terms, (b) the liquidation of the Assets and the final distribution of the proceeds of such liquidation to the Holders of the Securities and the Issuer, or (c) the termination of this Agreement pursuant to Section 12 hereof.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: THIS AGREEMENT, INCLUDING THE RIGHTS AND DUTIES OF THE PARTIES HERETO, SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE INTERNAL LAWS OF THE STATE OF NEW YORK (INCLUDING SECTIONS 5-1401 AND 5-1402 OF THE GENERAL OBLIGATIONS LAW OF THE STATE OF NEW YORK, BUT WITHOUT REGARD TO ANY OTHERWISE APPLICABLE CONFLICTS OF LAW PRINCIPLES). FOR PURPOSES OF THE UCC, NEW YORK SHALL BE DEEMED TO BE THE SECURITIES INTERMEDIARY’S JURISDICTION, AND THE LAW OF THE STATE OF NEW YORK SHALL GOVERN ALL ISSUES SPECIFIED IN ARTICLE 2(1) OF THE HAGUE SECURITIES CONVENTION. NOTWITHSTANDING SECTION 10.1 OF THIS AGREEMENT, THE PARTIES WILL NOT AGREE TO AMEND THIS AGREEMENT TO CHANGE THE GOVERNING LAW TO ANY LAW OTHER THAN THE LAWS OF THE STATE OF NEW YORK.

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: through Frequent Flyer in particular. Even so, it is a reasonable inference that American could not have known the full extent of Frequent Flyer’s activities, considering George’s testimony that Frequent Flyer transactions were “caught” only between three to ten percent of the time. American moved for a temporary injunction when it learned the full extent of Frequent Flyer’s activities and Frequent Flyer refused to discontinue those activities even in the face of American’s suit. American should not be denied its ability to obtain injunctive relief to which it is otherwise entitled simply because it took some time for it to discover Frequent Flyer’s admittedly concealed activity. See Sharma v. Vinmar Int’l, Ltd,., 231 S.W.3d 405, 428-29 (Tex.App.-Houston [14th Dist.] 2007, no pet.) (<HOLDING>). We hold that the trial court’s injunction Options: A. holding that a railroad company was unauthorized to sell excess electricity the company generated because such action was not directly and immediately appropriate to functioning as a railroad B. holding that plaintiffs failure to mention vice president of thirdparty company in initial disclosures was harmless because plaintiffs mentioned president of company and defendants conducted no discovery of company C. holding that a limited liability company is a citizen of any state of which a member of the company is a citizen D. holding that complete preservation of status quo in case involving improper use of trade secrets to operate competing chemical sales company was that new company would not be able to sell any of the disputed chemicals E. holding in context of control person analysis that because defendant founded the company and was its largest shareholder he may be able to influence the company

assistant: The best answer is D. holding that complete preservation of status quo in case involving improper use of trade secrets to operate competing chemical sales company was that new company would not be able to sell any of the disputed chemicals
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 U.S. Supreme Court case excerpt and classify it into the correct legal issue area. Excerpt: 386 U.S. 479 87 S.Ct. 1088 18 L.Ed.2d 223 Louis BOSTICK, Petitioner,v.SOUTH CAROLINA et al. No. 647. Supreme Court of the United States Argued March 20, 1967. March 27, 1967 Matthew J. Perry, Columbia, S.C., for petitioner. Everett N. Brandon, Columbia, S.C., for respondents. PER CURIAM. 1 The judgment of the Supreme Court of South Carolina, 247 S.C. 22, 145 S.E.2d 439, is reversed. Whitus v. State of Georgia, 385 U.S. 545, 87 S.Ct. 643, 17 L.Ed.2d 599 (1967).

assistant: 2
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: Such Pledgor has good and indefeasible title to the Pledged Collateral of such Pledgor and is the legal and beneficial owner of such Pledged Collateral free and clear of any Lien, other than nonconsensual Liens of the type permitted by Section 8.01 of the Credit Agreement. There exists no “adverse claim” within the meaning of Section 8-102 of the UCC with respect to the Pledged Shares of such Pledgor.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: Awareness Network, 18 F.3d 752, 754 (9th Cir.1994); Hal Roach Studios, Inc. v. Richard Feiner & Co., Inc., 896 F.2d 1542, 1555 n. 19 (9th Cir.1990). Under the incorporation by reference doctrine, the court may also consider documents “whose contents are alleged in a complaint and whose authenticity no party questions, but which are not physically attached to the pleading.” Branch v. Tunnell, 14 F.3d 449, 454 (9th Cir.1994), overruled on other grounds by Galbraith v. County of Santa Clara, 307 F.3d 1119, 1121 (9th Cir.2002). Dismissal without leave to amend is appropriate only when the court is satisfied that the deficiencies in the complaint could not possibly be cured by amendment. Jackson v. Carey, 353 F.3d 750, 758 (9th Cir.2003); Lopez v. Smith, 203 F.3d 1122, 1127 (9th Cir.2000) (<HOLDING>). Rule 15(a)(2) of the Federal Rules of Civil Options: A. holding the district court is not required to grant a plaintiff leave to amend his complaint sua sponte when the plaintiff who is represented by counsel never filed a motion to amend nor requested leave to amend before the district court B. holding that dismissal with leave to amend is not a final order C. recognizing utility of amendment as a proper basis for dismissal without leave to amend D. holding that dismissal with leave to amend should be granted even if no request to amend was made E. recognizing that although leave to amend generally should be freely granted that decision is left to the district courts discretion and as in the present case not only was there no abuse of discretion it appears that appellants never properly requested an opportunity to amend in the district court

assistant: The best answer is D. holding that dismissal with leave to amend should be granted even if no request to amend was made
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: party. E.D. Mo. Local Rule 4.01(E). See Ridpath v. Pederson, 407 F.3d 934, 936 (8th Cir.2005) (where plaintiff did not controvert defendant’s statement of material fact, it was deemed admitted under Rule 4.01(E)). Plaintiff did not directly respond to St. John’s statement of the facts, and did not note the paragraph numbers from movant’s listing of facts. Instead, plaintiff submitted an unverified fourteen page narrative of her claims in which she simply attempts to refute the allegations contained in defendant’s motion for summary judgment, with some citations to the record in footnotes. Some of plaintiff's statements in her narrative contradict her deposition testimony and other statements lack any citation to the record. "The purpose o Bank, 354 F.3d 721, 724-25 (8th Cir.2003) (<HOLDING>). 2 . "PD — ” refers to the relevant portions Options: A. holding that arguments not raised in opposition to a motion for summary judgment are waived B. holding the district court did not abuse its discretion in applying its own local rules even though those rules prevented it from considering some facts improperly alleged by plaintiffs that might have been relevant to the summary judgment motion C. holding that claims raised for the first time in an opposition to a motion for summary judgment are not properly before a court D. holding that district court did not abuse its discretion in striking fact statements that did not comply with the local rules E. holding the district court did not abuse its discretion by applying local rules that excluded some of the material facts offered in opposition to a motion for summary judgment

assistant: The best answer is E. holding the district court did not abuse its discretion by applying local rules that excluded some of the material facts offered in opposition to a motion for summary judgment
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 Committee may modify, extend or renew outstanding Options and authorize the grant of new Options in substitution therefor, provided that any such action may not, without the written consent of a Participant, impair any of such Participant’s rights under any Option previously granted. Subject to Section 18, the Committee may (a) reduce the Exercise Price of outstanding Options or (b) grant Options in substitution for cancelled options or other Awards authorized under the Plan. Any outstanding ISO that is modified, extended, renewed or otherwise altered will be treated in accordance with Section 424(h) of the Code.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Original Limited Partnership Agreement was effective for all financial and accounting purposes as of July 22, 2004, thereafter on April 1, 2008, and thereafter on September 1, 2008. This Agreement shall be effective as of the date hereof.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: If one or more provisions of this Agreement are held to be unenforceable under applicable law, the parties agree to renegotiate such provision in good faith. In the event that the parties cannot reach a mutually agreeable and enforceable replacement for such provision, then (a) such provision shall be excluded from this Agreement, (b) the balance of this Agreement shall be interpreted as if such provision were so excluded, and (c) the balance of this Agreement shall be enforceable in accordance with its terms. This Agreement and all acts and transactions pursuant hereto and the rights and obligations of the parties hereto shall be governed, construed and interpreted in accordance with the laws of the State of California, without giving effect to principles of conflicts of law.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Amendment shall be governed by and construed in accordance with the laws of the State of New York without regard to principles of conflicts of laws thereof other than Sections 5-1401 and 5-1402 of the General Obligations Law of the State of New York.

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: that all of Plaintiffs’ UCL claims are predicated on the allegation that Hain falsely represented the Products as organic. MTD Reply, ECF No. 99 at 15. Because the court denies Hain's motion to dismiss those allegations, Plaintiff's unlawful and unfair UCL claims survive. 10 . See McKinniss v. General Mills, Inc., No. CV 07-2521 GAF (FMOx), 2007 WL 4762172, at *3 (C.D.Cal. Sept. 18, 2007) (a reasonable consumer would know that Berry Berry Kix cereal contained no fruit where the packaging fully complied with the applicable regulations, which allowed products to describe their flavors, and where the consumer would know that the cereal contained no fruit by pouring it into a cereal bowl); Rooney v. Cumberland Packing Corp., No. 12-CV-0033-H (DHB), 2012 WL 1512106 (S.D.Cal. April 16, 2012) (<HOLDING>); Dvora v. General Mills, Inc., No. CV Options: A. holding a contract was divisible in its nature if the intention is expressly stated in the contract B. holding that the brand name sugar in the raw would not make a reasonable consumer believe that the product is actually raw where the package expressly stated the sugar was not raw C. holding that the sugar tree checkpoint program violated the fourth amendment when officers operating the checkpoint were instructed to stop every vehicle that took the exit regardless of whether a traffic violation had occurred D. holding that the sugar tree ruse did not violate the fourth amendment when officers only stopped vehicles for minor traffic violations E. holding there is no authority that provides that the mere sale of a consumer electronics product in california can create a duty to disclose any defect that may occur during the useful life of the product

assistant: The best answer is B. holding that the brand name sugar in the raw would not make a reasonable consumer believe that the product is actually raw where the package expressly stated the sugar was not raw
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: in the case of a conflict or inconsistency between the terms and conditions of appendix a : ua shopping and the terms and conditions of the transaction guide , the distance agreement , or the pre-information form , the terms and conditions of the transaction guide , the distance agreement , or the pre-information form ( as the case may be ) will supersede and prevail over the conflicting or inconsistent terms and conditions in appendix a : ua shopping .

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: Other than as permitted in Paragraph 3(d), you understand and agree that as a condition for payment to you of the severance benefit, you shall not make any false, disparaging or derogatory statements in public or private to any person, entity or media outlet regarding the Company or the Company Releasees, or about the Company’s or the Company Releasees’ business affairs, practices, products, services, and financial condition. The provisions in this Section do not prohibit you from communicating with the Securities and Exchange Commission, the Department of Labor, the EEOC, the NLRB, or any government agency.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: to endorse the principle that a local governing body cannot bind its successor with regard to the appointment or removal of a public officer. In any event, we do not view the language of section 4-9-620 as dearly authorizing the “definite term” to extend beyond the terms of the outgoing council members. Therefore, it does not fall within Newman’s exception to the prohibition against binding successor governing bodies. See Cowart II, 324 S.C. at 241, 478 S.E.2d at 838 (“Newman allows an exception, however, where the enabling legislation dearly authorizes the local governing body to make a contract extending beyond its members’ own terms.” (emphasis added)); see also 16 Jade St., LLC v. R. Design Const. Co., 398 S.C. 338, 343, 728 S.E.2d 448, 450 (2012), reh’g granted (May 7, 2012) (<HOLDING>); Doe v. Marion, 361 S.C. 463, 473, 605 S.E.2d Options: A. holding that if a statute is in derogation of a common law right it must be strictly construed and not extended in application beyond clear legislative intent B. holding that a statute enacted in derogation of the common law must be strictly construed C. holding that sjection 76879 and rule 1442 are strictly construed because they are in derogation of the common law rule that each party pay their own fees D. holding 2513 to be jurisdictional and therefore must be strictly construed E. holding that in presence of any doubt a penal statute is to be strictly construed

assistant: The best answer is A. holding that if a statute is in derogation of a common law right it must be strictly construed and not extended in application beyond clear legislative intent
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 Borrowers shall pay all reasonable expenses of any nature, whether incurred in or out of court, and whether incurred before or after the Notes shall become due, at the Maturity Date or otherwise (including without limitation, reasonable attorneys’ fees and costs) which the Investors or Collateral Agent may deem necessary or proper in connection with the collection of any of the monetary obligations or liabilities or the administration, supervision, preservation or protection of the Collateral (including without limitation, the maintenance of adequate insurance), provided, however, that, so long as no Event of Default has occurred and is continuing, the Borrowers shall not be responsible for any such expenses until the Investors or the Collateral Agent have provided prior written notice to the Borrowers and a reasonable opportunity for the Borrowers to mitigate any such expenses. The Investors and Collateral Agent are authorized to pay at any time and from time to time any or all of such expenses, to add the amount of such payment to the amount of principal outstanding under the Notes, and to charge interest thereon at the rate specified in Section 10.2 , if applicable.

assistant: Costs
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: challenged the trial court’s reliance on the SPD which defendants attached to their motion to dismiss. Although the full text of the SPD is not reproduced in, or attached to, plaintiffs’ complaint, it is specifically referred to therein. Therefore, it was properly considered by the trial court without the necessity of converting the motion to one for summary judgment. As many courts have observed, the general rule is that “[w]hen the complaint relies upon a document . . . such a document merges into the pleadings and the court may properly consider it under a Rule 12(b)(6) motion to dismiss.” Alternative Energy, Inc. v. St. Paul Fire & Marine Ins. Co., 267 F.3d 30, 33 (1st Cir. 2001) (quotation omitted); accord Levy v. Southbrook Int’l Invs., Ltd., 263 F.3d 10, 13 n.3 (2d Cir. 2001) (<HOLDING>); Collins v. Morgan Stanley Dean Witter, 224 Options: A. holding that documents integral to the complaint are properly considered on a motion to dismiss B. holding that plan documents could be incorporated without converting the motion to one for summary judgment even though the complaint referred only to the plan and not the accompanying documents C. holding that it was appropriate for the district court to refer to the documents attached to the motion to dismiss since the documents were referred to in the complaint D. holding that district court may consider documents referred to in plaintiffs complaint and central to his claim E. holding that plan documents could be considered without converting the motion to one for summary judgment even though the complaint referred only to the plan and not its associated documents

assistant: The best answer is C. holding that it was appropriate for the district court to refer to the documents attached to the motion to dismiss since the documents were referred to in the 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: The sole general partner of Acquiror is Talon Real Estate Holding Corp. (“ Talon Holding ”). Talon Holding is a publicly-traded real estate holding corporation, but is not a real estate investment trust. Acquiror may, in its sole and absolute discretion, direct Contributor to convey the ownership interests and Project to one or more Affiliates (as defined below) of Talon Holding, and hereby directs Contributor to convey the Project to an entity to be formed, Talon Antigua LLC, a Delaware Limited Liability Company (“ Subsidiary ”), a special purpose entity wholly-owned by Acquiror.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: All notices, requests, demands, and other communications under this Agreement shall be in writing signed by or on behalf of the party making the same and shall be deemed to have been duly given when delivered in person, by any internationally-recognized overnight courier providing evidence of delivery, by registered or certified mail (postage prepaid, return receipt requested), or by email with receipt confirmed or a copy delivered the next business day by any internationally-recognized overnight courier providing evidence of delivery addressed to the other party as set forth on the signature pages hereof. Either party may change the designated person or address to which notices are to be sent by giving written notice to the other party in the manner set forth herein.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Company may, in its sole discretion, decide (a) to deliver any documents related to the Award granted under the Plan, the Participant’s participation in the Plan, or future Awards that may be granted under the Plan by electronic means, or (b) to request the Participant’s consent to participate in the Plan by electronic means. The Participant hereby consents to receive such documents by electronic delivery and agrees to participate in the Plan through an on-line or electronic system established and maintained by the Company or any third party designated by the Company.

assistant: Participations
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 crimes were not “continuing offenses” and the alien was “free to cease his purposeful acts” at any time. Id. at 385-86. Again resorting to analogy, the Board stated that [r]obbery involving separate persons at different times, false pretenses involving distinct offenses, forgery and uttering of different checks at different times, after conviction, have been held as not arising out of a single scheme of criminal misconduct. On the other hand, we feel that a single scheme of criminal misconduct is present, if in the preformance [sic] of one unified act of criminal misconduct several criminal offenses (for example, breaking and entering followed by larceny or an attempt to escape after an assault) are committed. Id. at 386 (citation omitted). In In re Adetiba, the Board uphe ) (<HOLDING>), cert. denied, 430 U.S. 985, 97 S.Ct. 1683, 52 Options: A. holding a defendant found in possession of three or more copies of the same article of child pornography during a single episode may only be prosecuted for a single count of possession with intent to promote B. holding that two separate incidents of rape were perpetrated against the same victim where an appreciable period of time elapsed between the incidents and intervening events occurred during the interim C. holding two instances of violating 148 were two offenses because thirty minutes elapsed between the two incidents and in the intervening space of time the defendant had completely calmed down and ceased his criminal activity D. holding that two breaking and entering incidents that were separated by two days of time were not pursuant to a single scheme even though both may have occurred during a continuous drinking binge the court equated single scheme with a temporally integrated episode of continuous activity E. holding that when two penetrations were separated by a short period of time two independent assaults occurred

assistant: The best answer is D. holding that two breaking and entering incidents that were separated by two days of time were not pursuant to a single scheme even though both may have occurred during a continuous drinking binge the court equated single scheme with a temporally integrated episode of continuous 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 case excerpt and choose the best holding from the options. Case excerpt: and Alonzo Alanis (collectively, “Alanis”) appeal from a final take-nothing judgment in their suit for breach of fiduciary duty and fraud against Jesus Maria Alvarez and Alvarez & Associates (collectively “Alvarez”). We reverse and remand. This court has considered multiple appeals from the underlying cause. Both Alvarez and another party to the underlying cause, Ana Lisa Garza, moved for summary judgment based on limitations. The trial court granted the summary judgment motions and rendered a final take-nothing judgment against Alanis. In a previous appeal, we concluded Alvarez and Garza were not entitled to summary judgment because they had failed to negate the discovery rule. Alanis v. Alvarez, No. 04-12-00517-CV, 2013 WL 5570418, at *2 (Tex. App.-San Antonio Oct. 9, 2013, no pet.) (<HOLDING>). We reversed the trial court’s judgment Options: A. holding that the defendants waived their affirmative defense of unenforceability by failing to raise the defense in response to the plaintiffs motion for summary judgment which the trial court granted B. holding that the trial court grants or denies motions for summary judgment on the basis of what is contained in the motions for summary judgment and the responses thereto C. holding alvarez and garza were not entitled to judgment as a matter of law on their affirmative defense of limitations when they did not negate the discovery rule in their summary judgment motions D. holding that the time of discovery of fraud is not a proper matter for summary judgment E. holding defense of statute of limitations not waived when asserted in a motion for summary judgment rather than in the answer

assistant: The best answer is C. holding alvarez and garza were not entitled to judgment as a matter of law on their affirmative defense of limitations when they did not negate the discovery rule in their summary judgment motions