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

user: Read the legal provision and list the applicable contract clause categories. Provision: Borrower and TRS Entity shall, without expense to Lender, execute, acknowledge and deliver all further acts, deeds, conveyances, mortgages, deeds of trust, assignments, security agreements, and financing statements as Lender shall from time to time reasonably require, to assure, convey, assign, transfer and confirm unto Lender the Property and rights conveyed or assigned by this Agreement and the other Loan Documents and the Environmental Indemnity or which Borrower may become bound to convey or assign to Lender, or for carrying out the intention or facilitating the performance of the terms of this Agreement or any of the other Loan Documents or the Environmental Indemnity, or for filing, refiling, registering, reregistering, recording or rerecording the Security Instrument.

assistant: Further Assurances
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: review, see Rouse v. Benson, 193 F.3d 936, 939 (8th Cir.1999) (stating a grant of summary judgment is reviewed de novo), we conclude dismissal was proper because the record before the district court showed Baker did not complete the third step of Pottawattamie County Jail’s grievance procedure, see 42 U.S.C. § 1997e(a) (declaring, “[n]o action shall be brought with respect to prison conditions ... by a prisoner confined in any jail, prison, or other correctional facility until such administrative remedies as are available are exhausted”); Woodford v. Ngo, 548 U.S. 81, 90, 126 S.Ct. 2378, 165 L.Ed.2d 368 (2006) (explaining the proper exhaustion of remedies “means using all steps that the [prison] holds out, and doing so properly ”); Johnson v. Jones, 340 F.3d 624, 627 (8th Cir.2003) (<HOLDING>), and nothing in the record indicates this step Options: A. holding that federal prisoners need not exhaust their administrative remedies before filing suit in federal court B. holding there is no statutory requirement that a taxpayer exhaust administrative remedies before filing a complaint in the tax court C. holding an inmate must exhaust all available administrative remedies before filing suit and if exhaustion was not completed at the time of filing dismissal is mandatory D. holding that under the plra an inmate must exhaust available remedies prior to filing suit E. holding that administrative remedies must be exhausted prior to filing a claim in court

assistant: The best answer is C. holding an inmate must exhaust all available administrative remedies before filing suit and if exhaustion was not completed at the time of filing dismissal is 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: Employee acknowledges that a Banking Organization is entitled to the full post-termination restrictions on the activities set forth in Sections 5 and 6, as applicable. Except as set forth below, the covenants in Sections 4, 5, 6 and 23 shall survive the termination of Employee’s employment with a Financial Institution regardless of the reason for termination. If the Merger is not consummated and the Merger Agreement is terminated, Sections 4, 5, 6 and 23 shall survive with respect to First Financial and the Bank, but shall not survive with respect to HopFed or Heritage.

assistant: No
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, under the plain languáge of § 34, a life sentence may not be imposed absent jury direction. This was the conclusion of the Fifth Circuit in United States v. Williams, 775 F.2d 1295, 1299 (5th Cir.1985), cert. denied, 475 U.S. 1089, 106 S.Ct. 1477, 89 L.Ed.2d 732 (1986): The district court is without power to impose a life sentence_ Here, ... under the clear meaning of the combination of sections 844(i) and 34, Williams may be sentenced by the district court only to “any term of years” and not to life imprisonment in the absence of a jury recommendation or jury waiver_ Absent the recommendation of the jury, this sentence was improper and must be vacated and the cause remanded to the district court for resentencing. See also United States v. Hansen, 755 F.2d 629, 631 (8th Cir.) (<HOLDING>), cert. denied, 474 U.S. 834, 106 S.Ct. 105, 88 Options: A. holding that 18 usc 1959a1 which provides for a punishment of death or life imprisonment or a fine under this title or both id emphases added provides a mandatory minimum sentence of life imprisonment B. holding that a statute providing for interlocutory appeals to be heard in the court where appellate jurisdiction may be vested by law means that this court has appellate jurisdiction over interlocutory appeals in cases where the sentence of life imprisonment or death may be imposed C. recognizing that before the case was submitted to the jury the trial court charged the jury that if it were unable to reach a unanimous recommendation the court would impose a sentence of life imprisonment without the possibility of parole D. holding discretion of district court for sentencing is explicitly limited in this case by the statute which provides that life imprisonment may be imposed only if death results from the defendants actions and if the jury directs the imposition of the sentence E. holding that sentencing error is harmless if the error did not affect the district courts selection of the sentence imposed

assistant: The best answer is D. holding discretion of district court for sentencing is explicitly limited in this case by the statute which provides that life imprisonment may be imposed only if death results from the defendants actions and if the jury directs the imposition of the sentence
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: Any action, suit or proceeding arising out of this Agreement or the transactions contemplated by this Agreement shall be brought exclusively in the United States District Court for the District of Vermont, and Seller and Purchaser agree that such courts are the most convenient forum for resolution of any such action and further agree to submit to the jurisdiction of such courts and waive any right to object to venue in such courts.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Notwithstanding anything to the contrary in the Agreement, JPMorgan may assign any of its rights or duties hereunder to any one or more of its Affiliates without the prior written consent of Counterparty provided that the senior unsecured debt rating (“Credit Rating”) of such affiliate (or guarantor of its obligations under the transferred Transaction) is equal to or greater than the Credit Rating of JPMorgan, as specified by at least one of Standard & Poor’s and Moody’s, at the date of this Master Confirmation or the time of such assignment or transfer (whichever is higher). In the event of any transfer or assignment of any rights, title and interest, powers, privileges and remedies of Dealer under any Transaction, the transferee or assignee shall assume and enter into all of the transferor’s covenants and representations under Sections 3(e), 3(f), 4(a)(i) and 4(a)(iii) of the Agreement or enter into new covenants and representations that are agreed by the other party under the Agreement, and the identity of the transferee or assignee shall be entered on the books and records maintained by each party or its respective agents. Notwithstanding any other provision in this Master Confirmation to the contrary requiring or allowing JPMorgan to purchase, sell, receive or deliver any Shares or other securities to or from Counterparty, JPMorgan may designate any of its Affiliates to purchase, sell, receive or deliver such Shares or other securities and otherwise to perform JPMorgan’s obligations in respect of any Transaction and any such designee may assume such obligations. JPMorgan may assign the right to receive Settlement Shares to any third party who may legally receive Settlement Shares. JPMorgan shall be discharged of its obligations to Counterparty only to the extent of any such performance. For the avoidance of doubt, JPMorgan hereby acknowledges that notwithstanding any such designation hereunder, to the extent any of JPMorgan’s obligations in respect of any Transaction are not completed by its designee, JPMorgan shall be obligated to continue to perform or to cause any other of its designees to perform in respect of such obligations.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: made pursuant to the three-fourths guarantee are “‘damages owed employees for suffering an unexpected employment loss where they had a rightful expectation of continued employment with that employer.’” Conrad, 206 W.Va. at 49, 521 S.E.2d at 541 (quoting Georgia-Pacific Corp. v. Unemployment Compensation Bd. of Review, 15 not commit error as to its ruling that the provisions of the Act do not apply to the three-fourths guarantee payments. D. Unlawful Wage Assignment Plaintiffs maintain that the lower court erred in its dismissal of their claims that Defendants committed unlawful wage assignments by withholding various amounts of their pay for such items as insurance, lodging, and travel costs. See Jones v. Tri-County Growers, Inc., 179 W.Va. 218, 222-23, 366 S.E.2d 726, 730-31(1988) (<HOLDING>). Since the lower court dismissed this claim of Options: A. holding that federal wage controls applied to state employees too B. holding that wage assignments of migrant workerswere violative of wage payment and collection act for apple growers failure to comply with statutory conditions governing such assignments C. holding that the flsa does not prohibit changes in wage rates it prohibits the payment of overtime at less than one and onehalf times the regular wage rate D. holding that the flsa preempted plaintiffs wage and invasionofprivacy claims E. holding that same standard applies to equal pay act and title vii wage discrimination claims

assistant: The best answer is B. holding that wage assignments of migrant workerswere violative of wage payment and collection act for apple growers failure to comply with statutory conditions governing such assignments
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The Company and Indemnitee each hereby irrevocably consent to the exclusive jurisdiction of the Delaware Court of Chancery for any purpose in connection with any actions or proceedings which arise out of or relate to this Agreement.

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: At the Closing and on the terms and subject to the conditions set forth in this Agreement, Seller shall sell, transfer, assign and convey to Buyer, and Buyer shall purchase from Seller, for the Purchase Price (as defined below) all of the right, title and interest in and to the issued and outstanding ordinary shares of the Company (“ Company Ordinary Shares ”) and, if any, the issued and outstanding options, warrants or any other equity interests in or rights to acquire Company Ordinary Shares (“ Company Equity Rights ”; collectively with Company Ordinary Shares, the “ Company Shares ”).

assistant: Sales
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: This is a question of law. Id. We hold that the trial court erred as a matter of law in finding that Wojciechow-ski was not personally liable for Brave Coast’s debt. The language of the credit application signed by Wojciechowski is clear and unambiguous in its statement that Wojeiewchowski personally guaranteed payment on the subject account. Florida law is clear that an individual who executes a guarantee as an officer of a corporation by inserting his corporate title after his name on a document cannot defeat the purpose of the guarantee when, by its terms, the document contains provisions for individual liability. See Laboratory Corp. of America v. McKown, 829 So.2d 311, 313 (Fla. 5th DCA 2002). See also Nelson v. Ameriquest Technologies, Inc., 739 So.2d 161, 164 (Fla. 3d DCA 1999) (<HOLDING>); Saada v. Grumman Credit Corp., 583 So.2d 430, Options: A. holding a corporate officer individually liable without piercing the corporate veil because he specifically directed sanctioned and actively participate in the maintenance of the nuisance B. holding that a corporate officer signing a contract in his corporate capacity is generally not liable for damages under the contract C. holding that a confessed judgment was not enforceable against a corporate president who individually guaranteed payment of corporate note signed by him in his capacity as president and which authorized confession of judgment D. holding that the fact that a guarantor added letters vp after his signature and thus allegedly executed a guaranty only in his corporate capacity did not defeat a finding that the guarantor was individually liable the express and unambiguous provisions of the guaranty made the guarantor individually liable E. holding that a shareholders status as a guarantor of a corporations debts did not give him standing to assert individual claims against the directors of the corporation where the shareholder was not seeking to enforce any specific obligations owed to him under the terms of the guarantee

assistant: The best answer is D. holding that the fact that a guarantor added letters vp after his signature and thus allegedly executed a guaranty only in his corporate capacity did not defeat a finding that the guarantor was individually liable the express and unambiguous provisions of the guaranty made the guarantor individually liable
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: subsection directs the Secretary to look at what is happening, not what might happen in the future. Second, this is the Secretary’s position as set forth in the December 22, 2010 decision. The Secretary’s brief reasserts that “the regulations are clear, and contain no provision for an expression of future intent with an undefined time frame.” There is no doubt that throughout the proceedings the Tribe has operated the Win-River Casino. Thus, according to the Secretary, whether the Tribe intended to close the Win-River Casino if it prevailed on its application was “irrelevant.” The Department’s interpretation of its own regulation is controlling because it is not plainly erroneous or inconsistent with the statute. Auer v. Robbins, 519 U.S. 452, 461, 117 S.Ct. 905, 137 L.Ed.2d 79 (1997) (<HOLDING>). Indeed, the Tribe has not argued, and the Options: A. holding that a secretarys interpretation of a departments regulation is controlling unless plainly erroneous or inconsistent with the regulation B. holding that deference is owed to an agencys interpretation of its own categorical exclusion regulations so long as that interpretation is not plainly erroneous or inconsistent with the regulation C. holding that an agencys interpretation of its own regulations is controlling unless plainly erroneous or inconsistent with the regulation citation and quotation marks excluded D. holding that courts should defer to agencys interpretation of its own regulations if not plainly erroneous or inconsistent with the regulation E. holding interpretation may not be inconsistent with regulation

assistant: The best answer is A. holding that a secretarys interpretation of a departments regulation is controlling unless plainly erroneous or inconsistent with the regulation
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: Plaintiffs did not provide translated documents. The United States and Italy are both signatories to the Hague Convention on the Service Abroad of Judicial and Extra-Judicial Documents in Civil and Commercial Matters (“Hague Convention”). The Supreme Court set out the test for the applicability of the Hague Service Convention in Volkswagenwerk Aktiengesellschaft v. Schlunk, 486 U.S. 694, 108 S.Ct. 2104, 100 L.Ed.2d 722 (1988). The Convention itself states that it shall apply “in all cases ... where there is occasion to transmit a judicial or extrajudicial document for service abroad.” Schlunk, 486 U.S. at 699, 108 S.Ct. 2104 (citing 20 U.S.T. 362, 362), and the Supreme Court held that whether an “occasion ... for service abroad” existed depended on the internal la (N.D.Fla.1989) (<HOLDING>). Generally, the Hague Convention requires each Options: A. holding that service was not perfected on the defendant german corporation because the plaintiff had failed tostrictly comply with the servieeofprocess requirements of the hague convention B. holding that service of process by international registered mail from germany to the united states satisfied the hague convention and constitutional due process C. holding because fla stat 48161 required sending of notice and process directly to the defendant under schlunk hague convention applies D. holding hague convention applies to service of foreign defendant pursuant to fla stat 48181 and 48161 E. holding that the hague service convention is selfexecuting

assistant: The best answer is C. holding because fla stat 48161 required sending of notice and process directly to the defendant under schlunk hague convention applies
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: discretionary authority under the Declaratory Judgment Act. See, e.g., Phonometrics, Inc. v. Northern Telecom Inc., 133 F.3d 1459, 1468 (Fed. Cir. 1998); Split Pivot, Inc. v. Trek Bicycle Corp., 987 F.Supp.2d 838, 882 (W.D. Wis. 2013), aff’d, No. 2014-1241, 585 Fed.Appx. 1011 (Fed. Cir. Dec. 8, 2014). In addition, the Court’s resolution of Plaintiffs claim of infringement in Defendant’s favor ensures that Defendant will not face any further claims that its accused process infringes the ’824 Patent. See Wells-Gardner Electronics Corp. v. C. Ceronix, Inc., No. 10-C-2536, 2011 WL 1467182, at *3 (N.D. Ill. Apr. 14, 2011) (citing the court’s finding of non-infringement as a basis for declining to consider a request for a declaration of invalidity); see also Phonometrics, 133 F.3d at 1468 (<HOLDING>). Accordingly, the Court declines to address Options: A. holding that district court did not abuse its discretion in considering merits of state law counterclaim that formed part of the same case as federal counterclaim even though court had dismissed federal counterclaim quoting 28 usc 1367a B. holding in a patent infringement case that plaintiff lacked standing where it held a conditional right to license a patent and enforce license agreements but did not have the right to transfer the patent C. holding that knowledge of the patent is required for willful infringement D. holding a nonparty to a patent infringement suit who funded an unsuccessful challenge to a patent could not file a subsequent lawsuit again challenging the patent E. recognizing a district courts discretion to dismiss a counterclaim alleging that a patent is invalid where it finds no infringement

assistant: The best answer is E. recognizing a district courts discretion to dismiss a counterclaim alleging that a patent is invalid where it finds no infringement
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: provider in the course of treatment. In cases involving successive tortfeasors whose separate causal contributions to the plaintiff’s harm can be measured, the doctrine of joint and several liability applies only to the enhanced portion of the injury. See Keeton et al. § 52, at 352 (discussing distinction between original tortfeasor’s liability, which encompasses entire injury, and treating physician’s liability, which extends only to negligent treatment); Restatement (Second) of Torts § 433A cmt. c. 17. Even though the original tortfeasor may be held hable for both the original and the enhanced injury, the imposition of entire liability is only temporary. The original tortfeasor, whose duty is of a different character and who is not in pari delicto with a successive 35, 42 (1985) (<HOLDING>). Thus liability for the enhanced injury may be Options: A. recognizing the right under federal maritime law to contribution or indemnity from another tortfeasor B. holding that contribution will lie where no statute precludes recovery from the joint tortfeasor against whom contribution is sought C. holding original tortfeasor had no right to indemnification because it was not an innocent party D. recognizing a right to contribution E. holding original tortfeasor had no right to indemnification because claim properly was for contribution

assistant: The best answer is E. holding original tortfeasor had no right to indemnification because claim properly was for contribution
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 crashing. Id. at 1327. The court determined the persons to be stopped in the vehicle were “stopped by the very instrumentality set in motion ... to achieve that result,” when an officer fired his weapon to stop the passenger and driver, and one of those bullets struck the passenger. Id. at 1329. But, unlike Vaughan, a significant difference exists here because the instrumentality meant to stop Mr. Brooks — the bullet from Deputy Gaenzle’s gun — did not stop him, and therefore, the intended result was not achieved. We are not alone in interpreting Supreme Court precedent as requiring intentional termination of movement or acquisition of physical control in flight situations, regardless of the force applied. See, e.g., United States v. Bradley, 196 F.3d 762, 768 (7th Cir.1999) (<HOLDING>); United States v. Hernandez, 27 F.3d 1403, Options: A. holding that an arrest requires either physical force or where that is absent submission to the assertion of authority B. holding that an officer may use deadly force when a fleeing suspect threatens the officer with a weapon C. holding force to be an element of pre1994 amendment 111 which may be satisfied by proof of force or threat of force D. holding there must be either a show of authority or a use of force which must have caused the fleeing individual to stop attempting escape E. recognizing that an arrest requires either physical force or where physical force is absent submission to the assertion of authority

assistant: The best answer is D. holding there must be either a show of authority or a use of force which must have caused the fleeing individual to stop attempting escape
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 Court must view the evidence in the light most favorable to plaintiff. See Pierre-Antoine, 2006 WL 1292076, at *5 (noting that although the lack of severe injury may be considered by a jury as evidence that force was not excessive, it did not entitle defendants to judgment as a matter of law). Finally, the defendant officers argue that they are entitled to qualified immunity, even if the use of force was objectively unreasonable under the Fourth Amendment. The Court rejects this assertion — viewing the evidence in a light most favorable to plaintiff, a reasonable officer should have known that repeatedly striking a subdued suspect violates a clearly established constitutional right not to be subjected to excessive force during arrest. See Pierre-Antoine, 2006 WL 1292076, at *6 (<HOLDING>) (citing Maxwell, 880 F.3d at 108); see also Options: A. holding that punching a nonresisting criminal suspect for no apparent reason other than malice was a violation of the suspects clearly established right to be free from excessive force during an arrest B. holding that repeatedly striking a subdued individual would constitute an objectively unreasonable use of force under the fourth amendment C. holding that a reasonable officer would have known that repeatedly punching kicking and stomping a subdued individual violated the clearly established constitutional right not to be subjected to excessive force during arrest D. recognizing pretrial detainees constitutional right to be from excessive force E. holding that in excessive force cases the threshold question for the court is whether the officers conduct violated a clearly established constitutional right

assistant: The best answer is C. holding that a reasonable officer would have known that repeatedly punching kicking and stomping a subdued individual violated the clearly established constitutional right not to be subjected to excessive force during arrest
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: Company agrees to indemnify, defend and hold harmless Consultant, its officers, directors, members, employees, affiliates, and agents against all losses, expenses, damages and costs, including reasonable attorneys’ fees, resulting from any act, action or omission, except for acts of Consultant of willful misconduct, bad faith or gross negligence, related to this Agreement. Subject to Section 10 hereunder, Consultant agrees to indemnify, defend and hold harmless Company, its officers, directors, members, employees, affiliates and agents against all losses, expenses, damages and costs caused by Consultant’s willful misconduct, bad faith or gross negligence related to this Agreement.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: You acknowledge that this Separation Agreement, the Severance Plan, 2015 Stock Incentive Plan and related Awards, your Inducement Stock Option Agreement and the Restrictive Covenant Agreement set forth the entire agreement between you and the Company concerning your termination and fully supersedes any and all prior agreements or understandings between you and the Company pertaining to the subject matter hereof. This Separation Agreement may only be modified in a written document signed by you and an authorized representative of the Company. In the event any provision of this Separation Agreement is held invalid, all remaining provisions of the Separation Agreement shall remain in full force and effect.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: we conclude that the claim for unfair representation did not abate. This is an issue of first impression in Minnesota. The United States Supreme Court has stated that the “closest state-law analogy” for breach of the duty of fair representation is legal malpractice. DelCostello v. International Bhd. of Teamsters, 462 U.S. 151, 167, 103 S.Ct. 2281, 2292, 76 L.Ed.2d 476 (1983). Minnesota has reached the question of whether a legal malpractice claim is an “injury to the person”; it is not. Johnson v. Taylor, 435 N.W.2d 127, 129 (MinnApp. 1989), review denied (Minn. Apr. 19, 1989). Thus, we conclude the unfair representation claim did not abate. On the other hand, the assault claim and emotional distress claims are considered “injury to the person” claims. Cf. Thompson, 319 N.W.2d at 407 (<HOLDING>); see also Dean v. Shirer, 547 F.2d 227, 229-30 Options: A. holding that liability insurer had duty to defend insured against complaint that alleged intentional tort and negligence in the alternative even when policy excluded coverage for intentional torts B. holding that new yorks threeyear residual statute of limitations for personal injury claims not embraced by specific statutes rather than oneyear statute of limitations for intentional torts governed 1983 action C. holding that personal injury exception should be construed narrowly so as not to include torts without physical injury D. holding prior statute that abated only intentional torts but allowed personal injury claims based on negligence to survive unconstitutional E. holding that a negligence claim is not a personal injury tort claim

assistant: The best answer is D. holding prior statute that abated only intentional torts but allowed personal injury claims based on negligence to survive unconstitutional
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 do, reaffirm that in this jurisdiction, negligence concepts have no place in strict liability law.” Phillips, 576 Pa. at 656, 841 A.2d at 1007. In concurrence, three Justices noted the incongruity in abiding the numerous accretions of negligence theory into strict-liability doctrine, while at the same time pronouncing they have no place there. Phillips, 576 Pa. at 664, 841 A.2d at 1012 (Saylor, J., joined by Castille, J., and Ea-kin, J.). Furthermore, it was noted, strict-liability theory at its core, as it has been applied in Pennsylvania, incorporates the principle of risk-utility (or cost-benefit) balancing, derived from negligence theory. See id. at 667-68 & n. 5, 841 A.2d at 1013-14 & n. 5 (citing, inter alia, Surace v. Caterpillar, Inc., 111 F.3d 1039, 1044-45 (3d Cir.1997) (<HOLDING>)). The concurrence also developed that, in Options: A. holding that we are required to predict the position which the pennsylvania supreme court would take in resolving this dispute and in the absence of a clear statement by the pennsylvania supreme court to the contrary or other persuasive evidence of a change in pennsylvania law we are bound by the holdings of previous panels of this court B. recognizing the long hegemony of costbenefit analysis under pennsylvania law C. holding act 111 valid under pennsylvania constitution D. holding that osha is not required to conduct a costbenefit analysis in promulgating a standard under section 6b5 of the occupational safety and health act because congress uses specific language when intending that an agency engage in costbenefit analysis E. holding that pennsylvania law applied as the parties did not argue choice of law issue and implied that pennsylvania law applied by focusing their arguments on same

assistant: The best answer is B. recognizing the long hegemony of costbenefit analysis under pennsylvania law
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The Company shall indemnify the Executive in accordance with its articles of organization and by-laws as in effect at the time indemnification is applicable. The Executive agrees promptly to notify the Company of any actual or threatened claim arising out of or as a result of her employment or offices with the Company or any of its Affiliates.

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: any claim or complaint that is submitted after the 30 days period , may be rejected and the claimant shall forfeit its right to any ( damage or cost ) compensation .

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: The Company and each of the Subsidiaries are, and following the Closing Date will remain, insured by insurers of recognized financial responsibility against such losses and risks and in such amounts as the Company reasonably believes to be prudent and customary in the businesses and locations in which and where the Company and the Subsidiaries are engaged. The Company and the Company Subsidiaries have not been refused any insurance coverage sought or applied for, and the Company and the Company Subsidiaries do not have any reason to believe that they will not be able to renew their existing insurance coverage as and when such coverage expires or to obtain similar coverage from similar insurers as may be necessary to continue their business at a cost that would not have a Material Adverse Effect. All premiums due and payable under all such policies and bonds have been timely paid, and the Company and its Subsidiaries are in material compliance with the terms of such policies and bonds. Neither the Company nor any of its Subsidiaries has received any notice of cancellation of any such insurance, nor, to the Company’s Knowledge, will it or any Subsidiary be unable to renew their respective existing insurance coverage as and when such coverage expires or to obtain similar coverage from similar insurers as may be necessary to continue its business at a cost that would be materially higher than their existing insurance coverage. The Company (i) maintains directors’ and officers’ liability insurance and fiduciary liability insurance with financially sound and reputable insurance companies with benefits and levels of coverage as disclosed in Schedule 3.1(s) , (ii) has timely paid all premiums on such policies, and (iii) there has been no lapse in coverage during the term of such policies.

assistant: Insurances
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 Agreement will be construed and the respective rights of the Parties determined in accordance with the substantive Laws of the State of New York, notwithstanding any provisions of New York Law or any other Law governing conflicts of laws to the contrary.

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: In the event that any one or more of the provisions of this Separation Agreement is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions will not in any way be affected or impaired thereby. Moreover, if any one or more of the provisions contained in this Separation Agreement is held to be excessively broad as to duration, scope, activity or subject, such provisions will be construed by limiting and reducing them so as to be enforceable to the maximum extent compatible with applicable 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: Upon the occurrence of a Change in Control (as defined below), the Participant's accumulated Contributions and any interest (if applicable) will be returned to the Participant as soon as practicable, the Purchase Rights will be cancelled and the Offering will terminate. If a Change in Control is pending, the Committee may delay the commencement of an Offering.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: that the probative value outweighs the prejudicial effect. Tex.R. Evid. 609(a); Morris, 67 S.W.3d at 263. However, if the date of conviction or the release of the witness from confinement is more than ten years from the moment of impeachment, impeachment is permissible only if the probative value of the conviction supported by the facts and circumstances “substantially outweighs” its prejudicial effects. Tex.R. Evid. 609(b); see Morris, 67 S.W.3d at 263. Although the ten year limitations period in Rule 609 usually militates against admissibility, Texas courts have held that subsequent felony or misdemeanor convictions involving moral turpitude can be tacked onto remote convictions to cause them to be evaluated under Rule 609(a) instead of Rule 609(b). See Morris, 67 S.W.3d at 263 (<HOLDING>); LaHood v. State, 171 S.W.3d 613, 620 Options: A. holding two prior convictions more than ten years old admissible where disorderlypersons offenses bridged the gap B. holding that when a defendant admits prior convictions at a habitual offender hearing he waives any complaints about the validity of the prior convictions C. holding that evidence of two intervening felony convictions removed taint of remoteness from convictions more than 10 years prior permitting analysis under rule 609a D. holding that prior felony drug convictions that fall within the conspiracy period may be used to enhance the defendants sentence if the conspiracy continued after his earlier convictions were final E. holding that the state had the burden of proving the defendants two prior convictions in order to obtain the felony dui conviction

assistant: The best answer is C. holding that evidence of two intervening felony convictions removed taint of remoteness from convictions more than 10 years prior permitting analysis under rule 609a
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: but periodic payments intended to compensate an employee for his government services, but to permit large single — or irregular — payments that total a far greater sum. If the statute is intended to prevent the appearance of wrongdoing, as the Supreme Court has repeatedly declared, it is hard to see why the public would regard the former as worse than the latter. This court has certainly assumed that § 209(a) prohibits lump-sum payments, see United States v. Muntain, 610 F.2d 964, 969 (D.C.Cir.1979) (declaring that “there can be no dispute that defendant ... received a contribution from a source outside the Government when he accepted [a one-time payment of $800] for the Ireland trip”), as has the Seventh Circuit, see United States v. Oberhardt, 887 F.2d 790, 793-94 (7th Cir.1989) (<HOLDING>). Berman’s argument to the contrary rests Options: A. holding that an unreasonable delay in paying benefits will warrant recovery for a bad faith claim B. holding the separate document rule violated when the alleged judgment was included with the memorandum and order of the court C. holding that in connection with a motion to dismiss the court may consider a document not attached to the pleadings where the plaintiffs claim depends on the contents of a document the defendant attaches the document to its motion to dismiss and the parties do not dispute the authenticity of the document even though the plaintiff does not explicitly allege the contents of that document in the complaint D. holding that the defendant violated 209 by paying a government employee 200 for an official document E. holding that courts should look at the notice afforded by a document rather than a litigants motivation in filing to determine whether a document constitutes a notice of appeal

assistant: The best answer is D. holding that the defendant violated 209 by paying a government employee 200 for an official document
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: means that Congress intended that limitations should be determined either by reference to a six-year period, or alternatively by reference to a measure established by agreement between the taxpayer and the government—in the case at bar, the time established in the waiver agreement. Thus when the alternative measure was established by the waiver agreement, the six-year statutory limitation period became functus officio and ceased to have any relevance in the determination of the timeliness of the government’s action. The district court, therefore, erred when it looked to the six-year limitation period after that period had become functus officio as a result of the waiver agreement. Id. at 197-98. See also Knutzen v. Eben Ezer Lutheran Housing Center, 815 F.2d 1343, 1349 (10th Cir.1987) (<HOLDING>). The 1990 amendments can be read as consistent Options: A. holding that generally or is a disjunctive that indicates congress intended exclusive alternatives unless the context or congressional intent intends otherwise B. holding that shall generally indicates a mandatory intent unless a convincing argument to the contrary is made C. holding that neither the language nor the legislative history of the fcpa indicates the congressional intent to create a private right of action D. holding use of word may generally indicates permissive rather than mandatory intent E. holding that where congressional intent is clear a court must give effect to such intent

assistant: The best answer is A. holding that generally or is a disjunctive that indicates congress intended exclusive alternatives unless the context or congressional intent intends otherwise
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: may be proceeded against for the same offense by another indictment or information. Id. at 443-44, 330 A.2d at 173 (citations omitted); see also Hooper v. State, 293 Md. 162, 169 n. 3, 443 A.2d 86, 90 n. 3 (1982) (“[I]f jeopardy had attached at the trial, the nol pros on appeal will ordinarily operate as an acquittal of the underlying charges because of double jeopardy principles.”); Ward, 290 Md. at 91, 427 A.2d at 1017 (“[A] nolle prosequi, without the defendant’s consent and after jeopardy attaches, ‘amounts to an acquittal’ of the underlying offense.”); Friend v. State, 175 Md. 352, 356, 2 A.2d 430 (1938) (“The nolle prosequi entered without the consent of the accused ... placed this defendant in double jeopardy.”); cf. Bynum v. State, 277 Md. 703, 709, 357 A.2d 339, 342 (1976) (<HOLDING>). C. Nolle Prosequi as Dismissal The State Options: A. holding that although double jeopardy prohibited subsequent prosecution for offenses charged in counts dismissed by a nolle prosequi entered without the consent of the accused after jeopardy has attached it had no application in the context of the same prosecution which continues on other counts B. holding that issues underlying all counts were sufficiently intertwined that the separate appeal of the summary judgment counts would complicate the trial of the remaining counts C. holding that consecutive sentences imposed on multiplieitous counts two counts of conspiracy for one drug smuggling enterprise violated double jeopardy clause D. holding that the trial courts dismissal of the charges after jeopardy had attached based on the prosecution witnesses failure to appear was not an acquittal and therefore double jeopardy did not prevent the court from reconsidering its decision and reinstating the charges E. holding that a prosecution for the same offense was barred by double jeopardy where a mistrial was declared without manifest necessity

assistant: The best answer is A. holding that although double jeopardy prohibited subsequent prosecution for offenses charged in counts dismissed by a nolle prosequi entered without the consent of the accused after jeopardy has attached it had no application in the context of the same prosecution which continues on other counts
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 the Grantee of this Agreement and the consummation by the Grantee of the transactions contemplated hereby will not, with or without the giving of notice or lapse of time, or both (i) violate any provision of law, statute, rule or regulation to which the Grantee is subject, (ii) violate any order, judgment or decree applicable to the Grantee, or (iii) conflict with, or result in a breach of default under, any term or condition of any agreement or other instrument to which the Grantee is a party or by which the Grantee is bound.

assistant: No Conflicts
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: All representations and warranties contained in this Agreement shall survive the execution and delivery of this Agreement and the consummation of the transactions contemplated hereby until the date that is one year from the date of this Agreement; provided , that the representations and warranties in Section 1.10 shall survive until thirty (30) days after the expiration of the applicable statute of limitations, and Sections 1.1, 1.2, 1.3, 1.6, 1.7, 1.12, 1.13 and Sections 2.1, 2.2, 2.3 and 2.4 shall survive indefinitely. All covenants and agreements of the parties contained herein shall survive the execution and delivery of this Agreement and the consummation of the transactions contemplated hereby indefinitely or for the period explicitly specified therein.

assistant: Survival
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: By accepting the PRSUs, the Participant acknowledges that the Participant agrees to comply with applicable Brazilian laws and to pay any and all applicable taxes associated with the vesting of the PRSUs, the receipt of any dividends, and the sale of Shares acquired under the Plan.

assistant: Compliance With Laws