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: who would otherwise not be liable in the absence of a contractual attorney fee provision. This is because the surety has an implied (and usually, as here, an express) contractual right to indemnification for any costs it incurs as a result of the principal’s default. Stearns, supra, § 280 (a surety has an implied contractual right to indemnification from principal for any payment made to the creditor). Applying Olympic Steamship fees to litigation arising from performance bond claims may be unjust to the principal, who must ultimately pay the attorney fees, yet has no control over the surety’s decision to honor the claim. ¶78 The majority compounds its error by permitting an award of attorney fees against the surety in excess of Cal. App. 3d 949, 249 Cal. Rptr. 150, 153 (1988) (<HOLDING>); In re Guardianship of Davison, 31 Wn. App. Options: A. holding that the obligee may recover attorney fees as an element of damages only up to the limit of the penal amount of the bond B. holding attorney lacked standing to challenge amount of attorney fees awarded plaintiffs not parties to the appeal C. holding that obligee may recover attorney fees as provided in subcontract so long as total recovery does not exceed penal amount of the bond D. holding that recovery of attorney fees is limited to penal amount of the bond absent contractual provision to the contrary E. holding that obligee can recover from surety attorneys fees that are provided for in obligees subcontract so long as the total recovery against the surety does not exceed the penal amount of the bond

assistant: The best answer is D. holding that recovery of attorney fees is limited to penal amount of the bond absent contractual provision to the contrary
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: In consideration for all services rendered by Executive during the term of this Agreement, Employer shall pay Executive an annual base salary (before all customary and proper payroll deductions) of $217,300 as adjusted from time to time (“Base Salary”). The Board of Directors of the Employer shall review Executive’s salary each year, in a manner consistent with that used for all management employees of the Employer, and in its sole discretion may adjust such salary commensurate with the Executive’s performance under this Agreement.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: a possible maximum sentence of 40 years, and likely removal from the United States, factors providing him with a strong motive to flee before trial; (3) although Blanco appears not to have steady lawful employment, at times relevant to the charged conspiracy, he was driving an expensive sports car registered in his name, a circumstance raising questions as to financial resources; and (4) Blanco’s criminal history reveals repeated failures to appear in court, resulting in the issuance of four bench warrants. On this record, the district court acted well within its discretion in ordering bail based on the risk of flight. We need not, therefore, consider whether a risk of danger to the community also supported detention. See generally United States v. Leon, 766 F.2d 77, 81 (2d Cir.1985) (<HOLDING>). Nor did Blanco’s sleep apnea compel release Options: A. holding that the legislature did not intend the basis for a continuous protective order be limited to the four enumerated findings but also to include a finding of a history of domestic violence B. recognizing 1951 includes fear of economic harm C. holding that to come under the act the harm must be caused by a failure of something a worker is using to support himself D. holding that a threat to harm another person is a crime of violence E. recognizing that statutory concern is not limited to acts of violence but also includes the harm to society caused by narcotics trafficking

assistant: The best answer is E. recognizing that statutory concern is not limited to acts of violence but also includes the harm to society caused by narcotics trafficking
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: to the owner or its property. Id. § 1.111(a) (Vernon 2001). The designation of the owner’s agent must be in writing, must be signed by the owner (among other authorized persons), and must also clearly indicate that the agent is authorized to act on the owner’s behalf in tax matters relating to the owner or the property. Id. § 1.111(b) (Vernon 2001). If the owner or its agent does not file a tax protest, then a person leasing real property who is contractually obligated to reimburse the property owner for property taxes may protest the property’s appraised value. Id. § 41.418(b) (Vernon 2001). Either the owner (or its agent) or the lessee described in section 41.413 may file a protest, but both cannot do so. See id. One who is not the owner, the owner’s designated agent, or an -46 (<HOLDING>). Valero Refining became the Coker Unit’s owner Options: A. holding that a reviewable final order is necessary for subjectmatter jurisdiction B. holding that a persons lack of standing to institute or maintain a derivative action on behalf of a texas corporation deprives texas courts of subjectmatter jurisdiction and the proper procedure is to dismiss the derivative action for lack of subjectmatter jurisdiction C. recognizing that standing is an essential component of our appellate jurisdiction and permitting party to appeal only after determining that they had met the requirements of article iii standing D. holding that standing is component of subjectmatter jurisdiction E. holding that a district court had jurisdiction to impose rule 11 sanctions regardless of the existence of subjectmatter jurisdiction

assistant: The best answer is D. holding that standing is component of subjectmatter 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: All written information (including the information set forth in the Information Memorandum) and all information that is formally presented at a general meeting (which may be a telephonic meeting) of the Lenders (in any such case, other than any projections, estimates, forecasts and other forward-looking information and information of a general economic or industry-specific nature) furnished by or on behalf of the Company or any Subsidiary to the Administrative Agent or any Lender pursuant to or in connection with this Agreement or any other Loan Document, when taken as a whole and after giving effect to all supplements and updates thereto, does not (when furnished) contain any untrue statement of material fact or omit to state a material fact necessary in order to make the statements contained therein not materially misleading (when taken as a whole) in light of the circumstances under which such statements are made; provided that, with respect to forecasts or projections of financial information with respect to the Company or any Subsidiary so furnished to the Administrative Agent or any Lender pursuant to or in connection with this Agreement or any other Loan Document, the Company represents only that such information was prepared in good faith based upon assumptions believed by the Company to be reasonable at the time prepared (it being understood by the Administrative Agent and the Lenders that any such projections are not to be viewed as facts and are subject to significant uncertainties and contingencies, many of which are beyond the control of the Company or its Subsidiaries, that no assurances can be given that such projections will be realized and that actual results may differ materially from such projections).

assistant: Disclosures
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: proscribed at 26 U.S.C. §§ 7201 and 7203. Appellant’s Br. at 10; see 26 U.S.C. §§ 7201, 7203, 7206 (2012). He claims that this court has “not had to set boundaries between [tax] evasion and [tax] obstruction” and asks that we do so now. Appellant’s Br. at 12. The government rejects Soren-sen’s proposition. Because Congress enacted separate tax-crime statutes, the government has the “plenary power to choose which charge it will bring.” Appellee’s Br. at 14. The Supreme Court “has long recognized that when an act violates more than one criminal statute, the Government may proseeute[ ] under either....” United States v. Batchelder, 442 U.S. 114, 123-24, 99 S.Ct. 2198, 60 L.Ed.2d 755 (1979); see also Ball v. United States, 470 U.S. 856, 859, 105 S.Ct. 1668, 84 L.Ed.2d 740 (1985) (<HOLDING>); United States v. Beacon Brass Co., 344 U.S. Options: A. recognizing the broad power of federal courts to fashion appropriate relief B. recognizing the governments broad discretion to conduct criminal prosecutions including its power to select the charges to be brought in a particular case C. recognizing the broad discretion of prosecutors in making decisions about whom to prosecute and what charges to bring D. recognizing broad equitable power of probate court to act in best interests of persons in its jurisdiction E. recognizing broad district court discretion to stay proceedings as an incident to its power to control its docket

assistant: The best answer is B. recognizing the governments broad discretion to conduct criminal prosecutions including its power to select the charges to be brought in a particular case
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Except for those actions, suits or proceedings listed in Appendix G to the Closing Certificate, aattached hereto, there is no action, suit, investigation, or proceeding before or by any Governmental Authority or arbitrator pending, or to the knowledge of Debtor or Guarantor, threatened against or affecting Debtor or Guarantor that would, if adversely determined, have a Material Adverse Effect. There are no outstanding judgments against Debtor or Guarantor.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Awards may be granted on the terms and conditions set forth in this Section 6. In addition, the Committee may impose on any Award or the exercise thereof, at the date of grant or thereafter (subject to Section 10(c)), such additional terms and conditions, not inconsistent with the provisions of this Plan, as the Committee shall determine, including terms requiring forfeiture of Awards in the event of termination of employment by the Participant and terms permitting a Participant to make elections relating to his or her Award. subject to the provisions of Section 5(b), The Committee shall retain full power and discretion to accelerate, waive or modify, at any time, any term or condition of an Award that is not mandatory under this Plan. Except in cases in which the Committee is authorized to require other forms of consideration under this Plan, or to the extent other forms of consideration must be paid to satisfy the requirements of the Delaware General Corporation Law, no consideration other than services may be required for the grant (but not the exercise) of any Award.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: During the Term, the Executive’s annual base salary shall be $500,000 (“Base Salary”). The Base Salary may not be decreased during the Term. The Base Salary shall be payable in a manner that is consistent with the Company’s usual payroll practices for senior executives.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: the JCPS investigation was flawed because Bell interviewed only some of the students in the plaintiff’s class, many of whom were children of parents who were making accusations against the plaintiff. The plaintiff and the CPS also claim that the JCPS investigation was inadequate because: (1) the children were typically interviewed in the presence of their parents, (2) it lasted only one, week, and (3) it relied too heavily on the uncorroborated hearsay h Cir.1988)(three-day suspension without pay did not trigger due process protections); Carter v. Western Reserve Psychiatric Habilitation, 767 F.2d 270, 272, n. 1 (6th Cir.1985)(two-day suspension without pay was a de minimis deprivation not deserving of due process protection); and Hershinow v. Bonamarte, 735 F.2d 264, 265 (7th Cir.1984)(<HOLDING>). 7 . Although the plaintiff has attempted to Options: A. holding that aliens in deportation hearings enjoy due process protections under the fifth amendment B. holding that due process protections do not apply where a public employee is not fired C. holding that confrontation clause protections do not extend to sentencing hearings D. holding that eighth amendment protections against cruel and unusual punish ment do not apply to deportation proceedings E. holding temporary suspension pursuant to credible allegation of fraud does not trigger due process protections

assistant: The best answer is B. holding that due process protections do not apply where a public employee is not fired
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 binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns, except that no Loan Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of each Agent and each Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (a) to a Qualified Institution in accordance with the provisions of Section 14.6.2 , (b) by way of participation in accordance with the provisions of Section 14.6.4 or (c) by way of pledge or assignment of a security interest subject to the restrictions of Section 14.6.6 (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and permitted assigns, Participants to the extent provided in Section 14.6.4 and, to the extent expressly contemplated hereby, the Related Parties of Agents, L/C Issuer and Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement. Notwithstanding the foregoing, any Borrower may assign its rights under this Agreement to a Short Term Affiliate Borrower that assumes the assigning Borrower’s obligations hereunder.

assistant: Successors
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: stacking claim arises from the same certified order Continental appeals. Yet, the claim “appears to be a ‘cross-petition’ within the compass of Rule 5, which must be timely filed.” Id. The Munroes’ failure to timely file their cross petition does not preclude review of the stacking issue. The Munroes cross-appeal the same certified order Continental appeals. See Tristani, 652 F.3d at 366 (finding that a grant of appellant’s leave to appeal pursuant to § 1292(b) gives the court jurisdiction over the entire certified order of the district court, “including any portions that were decided in the appellant’s favor” even though appel-lees failed to properly cross-appeal). Rule 5(b)(2) is not jurisdictional. See Kontrick v. Ryan, 540 U.S. 443, 452-56, 124 S.Ct. 906, 157 L.Ed.2d 867 (2004) (<HOLDING>). • This court granted the petition to Options: A. holding that failure to comply with statutory prerequisite deprived the courts of subjectmatter jurisdiction B. holding that nonstatutory rules of proce dure are not jurisdictional because only congress may determine a federal courts subjectmatter jurisdiction C. holding that judicial analysis of the preemption under 1144 cannot help a federal court determine whether it has subjectmatter jurisdiction D. holding that standing is component of subjectmatter jurisdiction and subjectmatter jurisdiction is essential to courts authority to hear case E. holding that standing is component of subjectmatter jurisdiction

assistant: The best answer is B. holding that nonstatutory rules of proce dure are not jurisdictional because only congress may determine a federal courts subjectmatter 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: If any provision of this Agreement is held invalid or unenforceable by any court of competent jurisdiction, the other provisions of this Agreement shall remain in full force and effect. The Parties further agree that if any provision contained herein is, to any extent, held invalid or unenforceable in any respect under the laws governing this Agreement, they shall take any actions necessary to render the remaining provisions of this Agreement valid and enforceable to the fullest extent permitted by law and, to the extent necessary, shall amend or otherwise modify this Agreement to replace any provision contained herein that is held invalid or unenforceable with a valid and enforceable provision giving effect to the intent of the Parties.

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: Subject to Section 3, commencing as of the Effective Date, the Company hereby agrees to continue to employ Executive, and Executive hereby agrees to continue to be employed by the Company, in accordance with the terms and provisions of this Agreement.

assistant: Employment
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: as a special education teacher, and commencing her intended career. Compl. at ¶ 77. These allegations are sufficient to demonstrate ongoing harm. Likewise, Plaintiffs requested injunctive relief — that the Individual Defendants change Plaintiffs grade and permit her to continue her studies at Hunger College — is purely prospective, as it would require state officials to take future action to prevent present and future harm. See Flint, 488 F.3d at 825. The fact that this injunction also remedies a past harm does not “render[ ] an otherwise forward-looking injunction retroactive. If it did, the rule allowing prospective relief would be substantially undermined because the need for prospective relief often arises out of a past injury.” Russell v. Dunston, 896 F.2d 664, 668 (2d Cir.1990) (<HOLDING>) (citing Milliken v. Bradley, 433 U.S. 267, 97 Options: A. holding that criticism of judicial action already taken even though the cases were still pending on other points or might be revived by rehearings was not enough to satisfy the clearandpresentdanger standard B. holding that courts should order reinstatement under the adea whenever it is an appropriate remedy because reinstatement best serves congress purpose in enacting the adea and an award of front pay is always somewhat speculative C. 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 D. holding that trial court did not have jurisdiction to order reinstatement of previously dismissed action and thus reinstatement order was void and of no effect and previous order of dismissal was still in effect E. holding that reinstatement is prospective even though it contemplated changing the result of an action already taken

assistant: The best answer is E. holding that reinstatement is prospective even though it contemplated changing the result of an action already taken
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 Revolving Credit Loans shall be used solely for (i) the Loan Parties’ general operating capital needs and general corporate purposes in a manner consistent with the provisions of this Agreement and all Applicable Law, and (ii) other purposes permitted under this Agreement.

assistant: Use Of Proceeds
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: King v. VeriFone Hldgs., Inc., 12 A.3d 1140, 1145 n. 24 (Del.2011) (citation omitted); Grimes, 673 A.2d at 1216. 41 . In re Oracle Corp. Deriv. Litig., 824 A.2d 917, 941 n. 62 (Del.Ch.2003). 42 . See N.Y. Stock Exchange, Listed Company Manual § 303A.02 (2013), http://nysemanual. nyse.com/lcm [hereinafter NYSE Rules] ("Independence Tests”). 43 . Byorum Dep. 11:17-21. 44 . Id. at 13:15-16, 88:20-23. 45 . Pis.' Br. in Opp’n 13-14; Byorum Dep. 56:6-60:3. 46 . Byorum Dep. 14:2-9. 47 . Id. at 20:15-20. 48 . Id. at 57:12-17, 60:22-61:4. 49 . Mat 59:14-20. 50 . Beam ex rel. Martha Stewart Living Omnimedia, Inc. v. Stewart, 845 A.2d 1040, 1050-54 (Del.2004); see Byorum Dep. 19:4-6. 51 . Byorum Dep. 16:5-9. 52 . See, e.g., Crescent/Mach I P'rs, L.P. v. Turner, 846 A.2d 963, 980-81 (Del.Ch.2000) (<HOLDING>); State of Wisc. Inv. Bd. v. Bartlett, 2000 WL Options: A. holding that there was a sufficiently direct relationship between restricting the defendants selfemployment as a roofer and his bank fraud conviction when the defendant used his roofing business to facilitate the fraud and after his initial sentence he failed to provide information about his business activities to his probation officer B. holding that a defendant who fails to raise a specific issue as the basis for suppression in a motion to suppress to the district court has waived the right to raise that issue on appeal C. holding that the special relationship exception does not apply to the relationship between a student and a school D. holding that an allegation that there was a longstanding 15year professional and personal relationship between the controlling stockholder and a director alone fails to raise a reasonable doubt that the director could not exercise his independent business judgment in approving the transaction E. holding that defendant did not have a special responsibility to exercise independent judgment in the plaintiffs behalf and to look after the plaintiffs interests

assistant: The best answer is D. holding that an allegation that there was a longstanding 15year professional and personal relationship between the controlling stockholder and a director alone fails to raise a reasonable doubt that the director could not exercise his independent business judgment in approving the transaction
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: deliberately indifferent to his serious medical needs. We have jurisdiction under 28 U.S.C. § 1291. We review de novo. Toguchi v. Chung, 391 F.3d 1051, 1056 (9th Cir.2004). We affirm. The district court properly granted summary judgment because Rencher failed to raise a genuine dispute of material fact as to whether defendants acted with deliberate indifference to his serious medical needs when they provided him with allegedly expired syringes for his insulin injections. See Jett v. Fenner, 439 F.3d 1091, 1096 (9th Cir.2006) (a claim for deliberate indifference to an inmate’s serious medical needs requires showing a purposeful act or failure to respond to inmate’s pain or possible medical need, and harm caused by the indifference); Oliver v. Keller, 289 F.3d 623, 627 (9th Cir.2002) (<HOLDING>); see also Starr v. Baca, 652 F.3d 1202, Options: A. holding that to demonstrate retaliation complainedof action must be more than de minimis B. holding that common law fraud requires a showing that the plaintiff suffered injury C. holding that the prison litigation reform act requires a prior showing of physical injury that need not be significant but must be more than de minimis D. holding that prejudice requires that the difference in sentencing be significant E. recognizing availability of nominal damages for violations of constitutional rights notwithstanding statutory bar in prison litigation reform act 42 usc 1997ee

assistant: The best answer is C. holding that the prison litigation reform act requires a prior showing of physical injury that need not be significant but must be more than de minimis
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: To the maximum extent permitted under the law of the State of Delaware as from time to time in effect, the Company hereby agrees to indemnify and defend Executive and hold him harmless from and against all liabilities, costs and expenses, including, but not limited to, amounts paid in satisfaction of judgments, in settlement or as fines or penalties, and counsel fees and disbursements, incurred by Executive in connection with the defense or disposition of, or otherwise in connection with or resulting from, any action, suit or other proceeding, whether civil, criminal, administrative or investigative, before any court or administrative or legislative or investigative body, in which Executive may be or may have been involved as a party or otherwise or with which Executive may be or may have been threatened, while in office or thereafter, by reason of Executive’s being an officer or director of the Company or by reason of any action taken or not taken in such capacity.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: than Reno’s failure to satisfy the job’s minimum requirements, was the motivating factor in Metro’s decision. The only other evidence Reno offers in support of her claim is her own testimony, which not only fails to provide specific facts that would support an inference of discrimination but also reveals nothing more than her subjective belief that she was not promoted on account of her age. An employee’s “ ‘own self-serving remarks standing alone are insufficient to raise doubt as to the credence of the employer’s explanation for termination.” ’ Schultz v. General Elec. Capital Corp., 37 F.3d 329, 334 (7th Cir.1994) (quoting Billups v. Methodist Hosp. of Chicago, 922 F.2d 1300, 1304 (7th Cir.1991)); see also Douglass v. United Servs. Auto. Ass’n, 79 F.3d 1415, 1430 (5th Cir.1996) (<HOLDING>). Thus, there is no evidence in the record to Options: A. holding that former employees subjective belief that he suffered an adverse employment action as a result of discrimination without more is not enough to survive former employers summary judgment motion B. holding employees under age discrimination in employment acts adea parallel retaliation provision includes former employees as long as the alleged discrimination is related to or arises out of the employment relationship C. holding that even an incorrect belief that an employees performance is inadequate can be a legitimate reason for an adverse employment action D. holding that employees subjective belief that age discrimination occurred is insufficient to create a jury issue E. holding that termination is an adverse employment action

assistant: The best answer is A. holding that former employees subjective belief that he suffered an adverse employment action as a result of discrimination without more is not enough to survive former employers summary judgment motion
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: order to be deemed unlawful. Def.’s Br. 36; N.J: Stat. Ann. § 56:8-2. Santander argues that because the handling of the Ministrel-li Account and the false notarizations were services requested by the Non-Party Conspirators and not by the Debtors, Santan-der’s conduct was not made “in connection with the subsequent performance of such person.” The Court finds Santander’s narrow interpretation of the CFA and its elevation of form over substance to be inconsistent with the policies underlying the Act. Furthermore, New Jersey courts have held that the CFA imposes no direct privity requirement on potential plaintiffs and that certain indirect relationships between a buyer and a seller may give rise to a CFA claim. See Gonzalez v. Wilshire Credit Corp., 207 N.J. 557, 579, 25 A.3d 1103 (2011) (<HOLDING>). With regard to Santander’s relationship with Options: A. holding that a seller could enforce an arbitration provision against a buyer even though only the buyer had signed the provision B. holding that breach occurred when seller told buyer that seller would do no more to rectify alleged warranty violation C. holding that broker who represents seller cannot represent buyer in purchase of property from seller without sellers knowledge and consent D. holding that seller carried insurance for benefit of buyer and held proceeds in trust for buyer when seller agreed to maintain insurance until possession date but bam burned before buyer took possession E. holding that contractual privity between the buyer and seller was not necessary for a cfa claim

assistant: The best answer is E. holding that contractual privity between the buyer and seller was not necessary for a cfa claim
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The Subscriber agrees to indemnify and hold harmless the Company, the Placement Agent, and their respective officers, directors, employees, attorneys and agents, and any other Persons authorized by the Company to participate in the offer and/or sale of the Units against any and all loss, liability, claim, damage and expenses (including, but not limited to, any and all expenses reasonably incurred in investigating, preparing or defending against litigation commenced or threatened or any claim whatsoever) arising out of or based upon any breach of or failure by the Subscriber to comply with any representation, warranty, covenant or agreement made by the Subscriber herein or in any other document furnished by the Subscriber to any of the foregoing in connection with this transaction.

assistant: Indemnity
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 Note and any claim, controversy, dispute or cause of action (whether in contract or tort or otherwise) based upon, arising out of or relating to this Note and the transactions contemplated hereby shall be governed by the laws of the State of Florida.

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 legal provision and list the applicable contract clause categories. Provision: The execution, delivery and performance by each Credit Party of the Operative Documents to which it is a party are within its powers, have been duly authorized by all necessary action pursuant to its Organizational Documents, require no further action by or in respect of, or filing with, any Governmental Authority, except for the filings necessary to perfect the Liens created by the Financing Documents and any necessary filings with the SEC, and do not violate, conflict with or cause a breach or a default under (a) any Law applicable to any Credit Party or any of the Organizational Documents of any Credit Party, or (b) any agreement or instrument binding upon it, except for such violations, conflicts, breaches or defaults as could not, with respect to this clause (b), reasonably be expected to have a Material Adverse Effect.

assistant: Organizations
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 disability retirement allowance shall commence on the first day of the calendar month next following the date the Member meets the eligibility requirements in paragraph (a) above, and prior to the Member’s Normal Retirement Date, shall be equal to his or her Accrued Benefit, without any adjustment. Notwithstanding the preceding sentence, if a Member is awarded a Public Disability Benefit, the disability retirement allowance payable prior to his or her Normal Retirement Date shall be reduced by the amount of the Company-provided Public Disability Benefit. On and after the first day of the calendar month next following the Member’s Normal Retirement Date, the disability retirement allowance shall be adjusted, if applicable, in accordance with Sections 4.06(a) and 4.06(b).

assistant: Benefits
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 Contributed REO Properties is an Eligible REO Property as of the date such REO Property is included on an REO Property Schedule affixed to a Notice of Borrowing; provided , however , that, as of the Closing Date and the date of each Term Loan Additional Advance, not more than five percent (5%) of the Contributed REO Properties are vacant and/or subject to additional repair or restoration, as specified in the Notice of Borrowing and related REO Property Schedule and the report detailing the BPO Value of each REO Property delivered in connection with or on the Closing Date or the date of such Term Loan Additional Advance. The Contributed REO Properties included on any REO Property Schedule, taken as a whole, satisfy the Acquisition Parameters. None of the REO Documents has any marks or notations indicating that it has been sold, assigned, pledged, encumbered or otherwise conveyed to any Person other than the Borrower or Agent.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: court erred by failing to make findings regarding whether plaintiff, in order to deprive defendant of contact with the children, willfully misled defendant during their discussions concerning her intention to later join defendant with the children in Okinawa. Evidence of a parent’s ability or inability to cooperate with the other parent to promote their child’s welfare is relevant in a custody determination and material to determining the best interests of the child. Cf. Phelps v. Phelps, 337 N.C. 344, 446 S.E.2d 17 (1994) (quoting as relevant to a custody determination a finding of fact regarding one parent’s inability to cooperate in a reasonable fashion with the other parent to promote their child’s best interests); Woncik v. Woncik, 82 N.C. App. 244, 249, 346 S.E.2d 277, 280 (1986) (<HOLDING>). The trial court’s order reflects that it Options: A. holding court cannot change custody without showing that change is in best interests of child B. holding the teenage childrens preference to live in fathers home was sufficient evidence to support a change in physical custody in a modification of a split physical custody arrangement even though the party seeking the change failed to demonstrate a change in circumstances C. holding that a showing of a change in circumstances that is or is likely to be beneficial to the child may also warrant a change in custody D. holding interference with visitation of the noncustodial parent that negatively impacts the welfare of the child can constitute a substantial change of circumstances sufficient to warrant a change of custody E. holding that where interference with visitation becomes so pervasive as to harm the childs close relationship with the noncustodial parent there can be a conclusion drawn that the actions of the custodial parent show a disregard for the best interests of the child warranting a change of custody

assistant: The best answer is D. holding interference with visitation of the noncustodial parent that negatively impacts the welfare of the child can constitute a substantial change of circumstances sufficient to warrant a change of custody
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: Cir.1989) (“The definition of ‘matters of public concern’ is imprecise.”)). 116 . Denton v. Morgan, 136 F.3d 1038, 1043 (5th Cir.1998). 117 . Docket no. 49, Andrade’s Declaration, Exhibit 12, at 4 & 6. 118 . Id., Andrade’s Declaration, Exhibit 12, at 11-12. 119 . See Rankin, 483 U.S. at 384, 107 S.Ct. 2891 ("Vigilance is necessary to ensure that public employers do not use authority over employees to silence discourse, not because it hampers public functions but simply because e for the illegal actions of a city police chief in connection with the disposition of seized private property where the city had delegated responsibility for the property to the chief); and Crowder v. Sinyard, 884 F.2d 804, 829 (5th Cir.1989), cert. denied, 496 U.S. 924, 110 S.Ct. 2617, 110 L.Ed.2d 638 (1990) (<HOLDING>). 170 . See Sanders v. English, 950 F.2d 1152, Options: A. holding that citys enforcement of the entire state penal code would not constitute a city policy because the city was required to follow state law B. holding that a jurys finding that a city had delegated its final policymaking authority in the area of law enforcement to a city police chief was supported by the evidence and warranted imposing liability upon the city C. holding that city attorneys promise in an oral settlement agreement for city to annex and rezone land was within the legal authority of the city of joliet to accomplish and were not absolutely void acts per se therefore city could be estopped from avoiding enforcement of contract D. holding a city liable for the unconstitutional firing of two clerks by a municipal judge when it was clear the city had delegated to him final administrative authority over employment matters E. holding that claims against a city police chief in his official capacity were really claims against the city

assistant: The best answer is B. holding that a jurys finding that a city had delegated its final policymaking authority in the area of law enforcement to a city police chief was supported by the evidence and warranted imposing liability upon the city
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 Purchaser has not incurred and will incur any liability for any brokerage fees, commissions, finders’ fees or similar fees in connection with this Agreement or the transactions contemplated hereby for which the Sellers may become liable.

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

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: this terms of service agreement ( the `` agreement '' ) governs your use of onavo mobile ltd 's and onavo inc 's ( `` onavo '' , `` we '' , `` our '' , or `` us '' ) mobile data usage reduction software applications ( the `` apps '' ) , the onavo website at www.onavo.com ( the `` website '' ) , and other websites and online services that link to these terms ( collectively , including the apps and the website , the `` services '' ) .

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: another variation of Defendants’ argument that the alleged goals of the Retirement Plan require an offset to the minimum benefit formulas. According to Defendants, the benefit payable under the Retirement Plan must be offset by the value of a participant’s Secured Benefit Account whenever the participant elects not to transfer the balance of his Account into the Retirement Plan. The Plan, however, states otherwise. In the case of a participant who elects not to transfer his Secured Benefit Account balance to the Retirement Plan, § 4.2(e)(i) provides for a Secured Benefit Account offset only to the Normal Retirement Benefit set forth in § 4.2(b). The text of the Plan controls here, not the unexpressed intent of the drafters. See Blau v. Del Monte, 748 F.2d 1348, 1355 (9th Cir.1984) (<HOLDING>). Finally, Defendants argue that the plan Options: A. holding that erisa does not preempt the plaintiffs claim that the erisa plan administrator is liable for medical malpractice where the plaintiff premised the claim solely on state law and did not invoke the erisa plan B. holding that plan administrator of an erisa health plan did not have to anticipate the confusion of a plan participant C. holding that because an erisa plan is not a participant beneficiary or fiduciary subject matter jurisdiction did not exist under 502e of erisa over a suit brought by such a plan D. holding that court will not defer to unexpressed intent or purposes behind an erisa plan E. holding that words cannot be written into an erisa plan imparting an intent wholly unexpressed when it was executed

assistant: The best answer is D. holding that court will not defer to unexpressed intent or purposes behind an erisa plan
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: as undeliverable. Yet Johnson did not file an opposition to the Motion. Johnson was reincarcerated on April 24, 2012 and, thereafter, filed several Requests for Counsel. (D.I. 63, 70, 72, 74, 76) On May 9, 2012, the clerk’s office sent Johnson a copy of the court docket, free of charge. (D.I. 79) Nonetheless, Johnson did not file an opposition to the Motion for Summary Judgment. Prior to his April 2012 reincarceration, Johnson had taken no action in the case since August 19, 2011. (D.I. 57, 63) The Court is mindful that Johnson did not file an opposition to Crocker’s motion for summary judgment. The Court will not grant the entry of summary judgment without considering the merits of Crock-er’s motion, although unopposed. See Stackhouse v. Mazurkiewicz, 951 F.2d 29, 30 (3d Cir.1991) (<HOLDING>). V. DISCUSSION Crocker moves for summary Options: A. holding that a district court may not grant summary judgment without giving plaintiff an opportunity to submit materials admissible in a summary judgment proceeding or allowing a hearing on defendants motion B. holding that a motion to dismiss or for summary judgment precluded default judgment C. holding that district court should not have granted summary judgment solely on basis that motion for summary judgment was not opposed D. holding that the trial court did not err by granting defendants motion for summary judgment E. holding that the trial court may not grant summary judgment on a ground not raised in the motion

assistant: The best answer is C. holding that district court should not have granted summary judgment solely on basis that motion for summary judgment was not opposed
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: contracts for the supply of digital content : where we supply digital content not on a tangible medium , the cancellation right expires if we have begun our supply of the digital content after you have expressly consented that we can begin the supply before the cancellation period ends , and you have acknowledged that you lose your right to cancel the contract in this circumstance ;

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: (a) There are no actions, suits, investigations or proceedings by or before any arbitrator or Governmental Authority pending against or, to the knowledge of Guarantor, threatened against or affecting Guarantor or any of the Restricted Subsidiaries (i) which could reasonably be expected to be adversely determined and that, if adversely determined, could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect or (ii) that involve this Agreement or the Transactions.

assistant: Litigations