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: Upon (i) delivery to the Administrative Agent and Borrower of a notice of assignment, substantially in the form attached as Exhibit “I” to Exhibit B hereto (a “ Notice of Assignment ”), together with any consents required by Section 12.3(a) , and (ii) payment of a $3,500 fee by the assignor or assignee to the Administrative Agent for processing such assignment, such assignment shall become effective on the effective date specified in such Notice of Assignment. On and after the effective date of such assignment, such Purchaser shall for all purposes be a Lender party to this Agreement and any other Loan Document executed by the Lenders and shall have all the rights and obligations of a Lender under the Loan Documents, to the same extent as if it were an original party hereto, and no further consent or action by the Borrower, the Lenders or the Administrative Agent shall be required to release the transferor Lender, and the transferor Lender (other than a transferor Lender transferring to an Affiliate of such Lender unless such Affiliate is a Qualified Institution) shall automatically be released on the effective date of such assignment, with respect to the percentage of the Aggregate Commitment and Loans assigned to such Purchaser. Upon the consummation of any assignment to a Purchaser pursuant to this Section 12.3(b) , the transferor Lender, the Administrative Agent and the Borrower shall make appropriate arrangements so that replacement Notes are issued to such transferor Lender and new Notes or, as appropriate, replacement Notes, are issued to such Purchaser, in each case in principal amounts reflecting their Commitment, as adjusted pursuant to such assignment.

assistant: Effective Dates
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 9.5(c) hereof, each of the parties hereto (i) expressly and irrevocably consents to submit itself to the personal jurisdiction of any Arizona state court or any federal court located in Phoenix, Arizona (and each appellate court located in Phoenix, Arizona) with respect to any action or proceeding arising out of any dispute pertaining to this Agreement or any of the Transactions, (ii) agrees that services of any process, summons, notice or document by U.S. mail addressed to him at the address set forth in Section 10.9 shall constitute effective service of such process, summons, notice or document for purposes of any such action or proceeding, (iii) agrees that it will not attempt to deny or defeat such personal jurisdiction by motion or other request for leave from any such court, (iv) agrees that it will not bring any action relating to this Agreement or any of the Transactions in any other court (and any appropriate court for the prosecution of any appeal from or against any decision or action thereof), (v) agrees that the Arizona state court and federal court located in Phoenix, Arizona, shall be deemed to be a convenient forum, and (vi) agrees not to assert (by way of motion, as a defense or otherwise), in any such action or proceeding, any claim by any party hereto that is not subject personally to the jurisdiction of such court, that such action or proceeding is improper or that this Agreement or the subject matter of this Agreement may not be enforced in or by such court.

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: If any particular provision of this Plan is found to be invalid or otherwise unenforceable, such determination shall not affect the other provisions of the Plan, but the Plan shall be construed in all respects as if such invalid provision were omitted.

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: 13.4 in certain jurisdictions , airbnb may decide in its sole discretion to facilitate collection and remittance of occupancy taxes from or on behalf of guests or hosts , in accordance these terms ( `` collection and remittance '' ) if such jurisdiction asserts airbnb or hosts have an occupancy tax collection and remittance obligation .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Each Eligible Employee shall be a Participant in the Plan, with Eligible Employees that meet the definition of Tier I Participant participating as Tier I Participants and all other Eligible Employees participating as Tier II Participants; provided, however, that (i) the Plan Administrator may, in its discretion, designate any individual who would not otherwise meet the definition of Eligible Employee as an Eligible Employee under the Plan, (ii) the Plan Administrator may, in its discretion, designate an Eligible Employee as a Tier I Participant or Tier II Participant even though the Eligible Employee does not otherwise meet the definition thereof (provided, however, that any adverse change to an existing Participant’s then-current tiering shall not be effective unless the Participant consents in writing), and (iii) any Eligible Employee who is subject to an existing agreement providing for the payment of severance shall not become a Participant in this Plan until the individual executes such participation forms as may be required by the Company, including forms containing Restrictive Covenants. The Plan Administrator shall notify each Eligible Employee of his or her right to participate in the Plan, whether such individual is or will be a Tier I Participant or Tier II Participant, and whether such individual is required to execute participation forms to become a Plan Participant.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Each Loan Document executed, or to be executed, by each Loan Party has been, or will be, duly executed and delivered by such Loan Party and constitutes, or will constitute, a legal, valid and binding obligation of such Loan Party, enforceable against such Loan Party in accordance with its terms, except as limited by bankruptcy, insolvency or other laws of general application relating to or affecting the enforcement of creditors’ rights generally and general principles of equity.

assistant: Enforceability
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 revocation sentence. See Miller, 634 F.3d at 844. Revocation sentences are governed by 18 U.S.C. § 3583(e), which outlines the specific factors of § 3553(a) that a district court must consider. See Miller, 634 F.3d at 844. Because § 3583(e) does not reference § 3553(a)(2)(A), we recently held that “it is improper for the district court to rely on § 3553(a)(2)(A) for the modification or revocation of a supervised release term.” Id. We reject LeBoeufs argument that the district court committed reversible error in imposing his revocation sentence. First, it is not clear that the district court even considered § 3553(a)(2)(A). Nowhere did the district court specifically reference that subsection or “just punishment.” Although the court mentioned “punishmen 5th Cir.2011) (unpublished) (<HOLDING>). LeBoeuf therefore has not shown reversible Options: A. holding that an error is plain if it is clear or obvious B. holding that a district court committed plain error by imposing a sentence in contravention of statutory requirements C. holding that defendant could not show district courts alleged error in considering 3553a2a when imposing a revocation sentence was clear or obvious under plain error review D. holding that the courts review is conducted under the plain error standard E. holding that because of unsettled case law district courts error was not obvious and therefore not plain

assistant: The best answer is C. holding that defendant could not show district courts alleged error in considering 3553a2a when imposing a revocation sentence was clear or obvious under plain error review
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 one or more of the covenants, agreements, provisions or terms of this 2018-B Servicing Supplement or the 2018-B Servicing Agreement is held invalid, illegal or unenforceable, then such covenants, agreements, provisions or terms will be deemed severable from the remaining covenants, agreements, provisions and terms of this 2018-B Servicing Supplement or the 2018-B Servicing Agreement, as applicable, and will in no way affect the validity, legality or enforceability of the other covenants, agreements, provisions and terms of this 2018-B Servicing Supplement or the 2018-B Servicing Agreement.

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 case excerpt and choose the best holding from the options. Case excerpt: of scienter is perfectly plausible on this record. In sum, the record supports the jury’s conclusion that Renta was a participant in a conspiracy to conduct the affairs of Banlnter through a pattern of transactions which constituted transmission and receipt of converted funds, that the transfers at issue were carried out pursuant to that agreement and succeeded because of it, and that Renta possessed the requisite scienter. Renta also asserts that he was entitled to judgment as a matter of law based on the equitable defense of in pari delicto. Under this defense, “a plaintiff who has participated in wrongdoing may not recover damages resulting from the wrongdoing.” Official Committee of Unsecured Creditors of PSA, Inc. v. Edwards, 437 F.3d 1145, 1152 (11th Cir.2006) (citation omitted) (<HOLDING>). Renta argues that Baez-Figueroa, a Options: A. recognizing availability of in pari delicto doctrine as defense to registration violation but finding it inapplicable to facts of the case B. recognizing lulling in rico claim C. recognizing that in pari delicto is a defense to rico claims D. holding defense applicable to both types of claims E. recognizing defense in securities case

assistant: The best answer is C. recognizing that in pari delicto is a defense to rico claims
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 detailing its assets and liabilities, as well as a plan of reorganization outlining how it intended to pay its creditors. One of its assets was its stayed claim against Nestlé Waters. The disclosure statement described the claim as “a counterclaim asserted by the Debtor against Nestlé Waters North American, Inc. in arbitration pending in Chicago, IL,” which “remain[ed] unliquidated and ha[d] unknown value.”.B.R. 169, Pg. ID 3. And Mountain Glacier’s plan indicated that this arbitration claim would be transferred to the “Reorganized Debtor”—i.e., Mountain Glacier—upon the plan’s confirmation. B.R. 203, Pg. ID 8-9. Nestlé Waters says that res judi-cata bars Mountain Glacier’s attempt to restart the companies’ arbitration. See Browning v. Levy, 283 F.3d 761, 772 (6th Cir. 2002) (<HOLDING>). But, as all parties here recognize, res Options: A. holding that res judicata did not bar debtors objection to creditors proof of claim where the plan expressly reserved the general right to assert postconfirmation objections to claims B. holding that res judicata does not bar those claims that arose after the original pleading is filed in the earlier proceeding C. holding that res judicata barred a claim that had been voluntarily abandoned in a previous litigation D. holding that res judicata can bar later litigation of reorganized debtors preexisting legal claims E. holding that earlier suits different legal theory did not save the later action from the res judicata bar because the central factual issues are identical

assistant: The best answer is D. holding that res judicata can bar later litigation of reorganized debtors preexisting legal claims
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: of petitioner’s TDCJ medical and mental health records, is wholly credible. Therefore, petitioner’s Ford/Panetti claim lacks any arguable merit. Petitioner is entitled to neither federal habeas corpus relief from this Court nor a continuation of his stay of execution. IV. Certificate of Appealability A. The Necessity for Obtaining a CoA The AEDPA converted the “certificate of probable cause” previously required as a prerequisite to an appeal from the denial of a petition for federal habeas corpus relief into a “Certificate of Appealability” (“CoA”). See Hill v. Johnson, 114 F.3d 78, 80 (5th Cir.l997)(recognizing the “substantial showing” requirement for a CoA under the AEDPA is merely a change in nomenclature from the CPC standard); Muniz v. Johnson, 114 F.3d 43, 45 (5th Cir.l997)(<HOLDING>). The CoA requirement supersedes the previous Options: A. holding that the standard of review for the sufficiency of the evidence is the same as the standard for denying a motion for a directed verdict B. holding that even if the standard for waiver is clear the standard was not met C. holding the standard for obtaining a coa is the same as for a cpc D. holding that the standard for a motion for judgment on the pleadings is the same as the standard for a motion to dismiss E. holding that the standard for supplementing an ea is the same as for an eis

assistant: The best answer is C. holding the standard for obtaining a coa is the same as for a cpc
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 Loan Parties of the Loan Documents (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except such as have been obtained or made and are in full force and effect, (b) will not violate any applicable law or regulation or the charter, by-laws or other organizational documents of the Borrower or any other Loan Party or any order of any Governmental Authority, (c) will not violate or result in a default under any material indenture or other material agreement or material instrument binding upon the Borrower or any of its Subsidiaries or its assets, or give rise to a right thereunder to require any payment to be made by the Borrower or any of its Subsidiaries, and (d) will not result in the creation or imposition of any Lien on any asset of the Borrower or any of its Subsidiaries.

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 case excerpt and choose the best holding from the options. Case excerpt: Article I, section 17 of the Texas Constitution.” Kenedy Mem’l Found, v. Mauro, 921 S.W.2d 278, 282 (TexA ay, 971 S.W.2d 145, 149 (TexApp.-Austin 1998, no pet.) (action for inverse condemnation is exception to doctrine of sovereign immunity). In contrast, a trespass to try title action against the State requires legislative consent. State v. Lain, 162 Tex. 549, 552, 349 S.W.2d 579, 582 (1961) (“When in this state the sovereign is made a party defendant to a suit for land, without legislative consent, its plea to the jurisdiction of the court based on sovereign immunity should be sustained in limine”). Texas courts have repeatedly held that a trespass to try title action is the proper method of adjudicating rival claims to real property. Martin v. Amerman, 133 S.W.3d 262, 264 (Tex.2004) (<HOLDING>); Rogers v. Ricane Enters., 884 S.W.2d 763, 768 Options: A. holding that the legal title holders to real property held it in constructive trust for the equitable title holder who was entitled to the real property based on an earlier contract B. holding that claimant could recover all of his attorneys fees because declaratoryjudgment claim in boundary dispute was based on the same facts as his claims for adverse possession trespass and trespass to try title C. holding that dyfs was not required to try the title 9 action to conclusion before filing a title 30 action for the termination of parental rights D. holding that election of remedies did not apply because filing a trespass to try title action by the mortgageetrusteedeed grantee was not inconsistent with its successful settlement of claim against the title insurer E. holding that trespass to try title is the method for determining title to real property

assistant: The best answer is E. holding that trespass to try title is the method for determining title to real property
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: As soon as administratively practicable after, and in no event later than 2 ½ months following the end of the calendar year in which occurs, the earliest of the applicable vesting events pursuant to Section 2(a), (b), (c), or (d), Employee shall receive from the Company, subject to satisfying the tax withholding obligations of Section 6, the shares of Stock represented by such vested units of Deferred Stock in this Performance Award. It is understood that the consideration for the issuance of such Stock is Employee’s services to the Company, which services shall have a value not less than the par value of such Stock.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: made in open court. It also serves as a stipulation that no proof by the prosecution need b[e] advanced .... It supplies both evidence and verdict, ending controversy.’ ” Boykin, 395 U.S. at 243 n. 4, 89 S.Ct. 1709 (quoting Woodard v. State, 42 Ala.App. 552, 171 So.2d 462, 469 (1965)). See also Dingier v. State, 408 So.2d 530, 531 (Ala.1981) (same). In the case at hand, Clark entered into a “good behavior” stipulation that the State could prove a prima facie case of guilt. When Clark failed to comply with the terms of the agreement, he was adjudicated guilty based on his stipulation. During a hearing on Clark’s motion for a new trial, the prosecutor described a “goo (Ala.Crim.App.1999), overruled on other grounds, Perkins v. Alabama, 586 U.S. 953, 122 S.Ct. 2653, 153 L.Ed.2d 830 (2002) (<HOLDING>). Because Clark was adjudicated guilty based Options: A. holding that based on the facts presented by the state and the defendants stipulation to the existence of a factual basis for his plea the court properly determined a factual basis for the plea existed B. holding that the defendants guilty plea was valid where the district court carefully questioned the defendant about whether he understood the consequences of his guilty plea C. holding that court must decide case on basis of facts admitted unaffected by stipulation made by counsel D. holding that a defendants guilty plea was unconditional where the guilty plea was not in writing and the government did not consent to it being conditional E. holding that a defendants strategic stipulation to certain facts of the crime was not the functional equivalent of a guilty plea where the defendants stipulation did not establish guilt

assistant: The best answer is E. holding that a defendants strategic stipulation to certain facts of the crime was not the functional equivalent of a guilty plea where the defendants stipulation did not establish guilt
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 of this Agreement by each Borrower and the consummation by the Borrowers of the transactions contemplated hereby will not (i) result in a violation of such Borrower’s organizational documents or (ii) conflict with or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Borrower or any of its subsidiaries is a party, or result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws and regulations and the rules and regulations of the Principal Market) applicable to such Borrower or any of its subsidiaries or by which any material property or asset of such Borrower or any of its subsidiaries is bound or affected and which would cause a Material Adverse Effect.

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: The parties shall provide each other with all information relating to a Tax Contest which is needed by the other party to handle, participate in, defend, settle or contest the Tax Contest. At the request of any party, the other party shall take any action ( e.g., executing a power of attorney) that is reasonably necessary in order for the requesting party to exercise its rights under this Agreement in respect of a Tax Contest. Spinco shall assist Distributing, and Distributing shall assist Spinco, in taking any remedial actions that are necessary or desirable to minimize the effects of any adjustment made by a Tax Authority. The indemnifying party shall reimburse the indemnified party for any reasonable out-of-pocket costs and expenses incurred in complying with this Section 7.7.

assistant: Cooperation
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: answer is yes, the court must “move to the second part of the test, questioning ‘whether the relevant government entity has an adequate justification for treating the employee different ly from any other member of the general public.’ ” Healy, 2006 WL 3457702, at *4, 2006 U.S. Dist. LEXIS 86344, at *12 (quoting Garcetti, 547 U.S. at 418, 126 S.Ct. 1951). This requires the court to arrive “at a balance between the interests of the [employee], as a citizen, in commenting upon matters of public concern and the interest of the State, as an employer, in promoting the efficiency of the public services it performs through its employees.” Pickering, 391 U.S. at 568, 88 S.Ct. 1731 (commonly referred to as the “Pickering balancing test”); see also McEvoy v. Spencer, 124 F.3d 92, 98 (2d Cir.1997) (<HOLDING>). This, too, is an issue of law for the court Options: A. holding that the ultimate question is whether the employees right to speak is outweighed by the public employers interest in the effective operation of the workplace B. recognizing that the question of whether the interest of justice is served by the transfer of a juvenile for adult prosecution is a decision within the broad discretion of the district court C. holding that the question of whether an existing constitutional right is infringed is strictly a question of law D. recognizing that a criminal defendants right to counsel is the right to the effective assistance of counsel E. holding that the relevant question in imposing restitution under the mvra is whether the loss is caused by the specific conduct that is the basis of the offense of conviction

assistant: The best answer is A. holding that the ultimate question is whether the employees right to speak is outweighed by the public employers interest in the effective operation of the workplace
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 not implicate the First Amendment, rational basis scrutiny is appropriate. See District of Columbia v. Heller, 554 U.S. 570, 628 n. 27, 128 S.Ct. 2783, 2817 n. 27, 171 L.Ed.2d 637 (2008). Steen justifies the Non-Resident provisions as an important safeguard in preventing fraud. He contends that if out-of-state residents were to act as VDRs, they could be less easily deterred from breaking the law because they could easily remove themselves from the juris diction of state investigators and prosecutors. Steen similarly justifies the County Provision as a means to increase accountability of VDRs by facilitating revocation of their appointments in cases of negligence, fraud or violation of registrants’ privacy. These are rational bases for the provisions. Cf. Jaeger, 241 F.3d at 616 (<HOLDING>). Even assuming arguendo that the NonResident Options: A. holding state law fraud and deceit claims to be preempted B. holding that a plaintiff has a duty to plead the date of discovery of fraud where the alleged fraud apparently occurred at a remote time C. holding that the state has a compelling interest in preventing fraud and that the residency requirement allows north dakotas secretary of state to protect the petition process from fraud and abuse by ensuring that circulators answer to the secretarys subpoena power D. holding that a plaintiff cannot avoid the securities fraud exception by pleading mail fraud or wire fraud if the conduct giving rise to those offenses also amounts to securities fraud E. holding that under the pre1986 jurisdictional limitation a claim by the state which discovered the fraud investigated the fraud disclosed the fraud to the federal government and which was the original source of the information was jurisdictionally barred

assistant: The best answer is C. holding that the state has a compelling interest in preventing fraud and that the residency requirement allows north dakotas secretary of state to protect the petition process from fraud and abuse by ensuring that circulators answer to the secretarys subpoena power
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: linden lab provides access to linden content and hereby grants you a non-exclusive , non-transferable , non-sublicensable , limited , personal , revocable license to use , reproduce , distribute , prepare derivative works of , display , and perform the linden content solely as permitted through the normal functionality of the service and under these terms , except that photographs , images , films , and videos of linden content may be used in other areas of and outside the service only as may be set forth in an applicable product policy .

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: In the event of Change in Control, if this Award is assumed by the purchaser or surviving entity or is equitably converted or substituted, in each case in connection with a Change in Control, the Award will continue to vest in accordance with its terms unless within two years after such Change of Control, the Participant is terminated without Cause or the Participant terminates Service for Good Reason. In the event of such termination, the Award will vest as of the date of such termination of employment. If the Award is not assumed or otherwise equitably converted or substituted, the Company may, in its discretion, accelerate the vesting in connection with the Change of Control.

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 legal provision and list the applicable contract clause categories. Provision: This Agreement and the Plan contain the entire agreement and understanding of the parties hereto with respect to the subject matter contained herein and supersede all prior communications, representations and negotiations in respect thereto. No change, modification or waiver of any provision of this Agreement shall be valid unless the same be in writing and signed by the parties hereto.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The descriptive headings of this Agreement are inserted for convenience only and do not constitute a substantive part of this Agreement. The use of the word “ including ” in this Agreement shall be by way of example rather than by limitation.

assistant: Interpretations
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 only federal appellate court to consider this cause of action has held that these types of claims are impliedly preempted. Lashley v. Pfizer, Inc., 750 F.3d 470, 476-77 (5th Cir.2014). Plaintiffs also raise other sundry state law causes of action which they globally assert were adequately pled and not preempted. Plaintiffs suing the Brand Manufacturers proceed on a misrepresentation theory, namely that the Brand Manufacturers can be held liable to consumers of generic drugs based on statements made to prescribing physicians. There is a lopsided split of authority on this question. A few courts recognize such a cause of action, reasoning that physician reliance on these statements is foreseeable to brand manufacturers. See, e.g., Kellogg v. Wyeth, 762 F.Supp.2d 694, 705 (D.Vt.2010) (<HOLDING>). However, almost every court has rejected this Options: A. holding that brandname drug manufacturers owe no duty to consumers of generic drugs under oklahoma law B. holding that brand name manufacturers cannot be held liable for injuries caused by products they did not manufacture under arkansas law C. holding that a brand manufacturer of prescription drugs cannot be held liable for injuries suffered by consumers who ingested only the generic form of a drug under florida law D. holding name brand manufacturers may be held liable by consumers of generic drugs for representations made to prescribing physicians under vermont law E. holding that hospital may be held liable for negligence of emergency room physicians under apparent agency doctrine

assistant: The best answer is D. holding name brand manufacturers may be held liable by consumers of generic drugs for representations made to prescribing physicians under vermont 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: This Agreement, along with the above-referenced Continuity Agreement and Noncompetition Agreement which are hereby incorporated by reference (collectively the “New Agreements”), shall supersede all Prior Agreements between you and the Company and/or WWCL. To the extent the terms of the New Agreements differ in any way from any such Prior Agreement, the terms of the New Agreements shall control. By signing this Agreement, you agree that you are not relying upon any promises, representations, negotiations or discussions except as specifically set forth in the New Agreements.

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: v. Lingenfelter, 997 F.2d 632, 638 (9th Cir.1993) (reasoning that Thomas conflicts with Supreme Court authority and “rests on an incorrect statement of law”); United States v. Colyer, 878 F.2d 469, 474-76 (D.C.Cir.1989) (determining that the appellant’s reliance on the Thomas decision was unavailing and noting that the case’s correctness has been “called into question”); United States v. Hogan, 122 F.Supp.2d 358, 369 (E.D.N.Y.2000) (following Thomas, but commenting that the case “appears to be at odds with Place and Jacobsen ”); United States v. Sklar, 721 F.Supp. 7, 14 (D.Mass.1989) (observing that a “dwelling-like” expectation of privacy “is not justified when it is asserted with respect to contraband”); People v. Dunn, 77 N.Y.2d 19, 563 N.Y.S.2d 388, 564 N.E.2d 1054, 1056-57 (1990) (<HOLDING>); State v. Smith, 327 Or. 366, 963 P.2d 642, Options: A. holding canine sniff of an unattended vehicle parked outside the curtilage of defendants home was not a search within the meaning of the fourth amendment B. holding that a canine sniff of luggage does not constitute a search C. holding a dog sniff outside the defendants front door was not a fourth amendment search D. holding a canine sniff on a legitimately detained automobile is not a search within the meaning of the fourth amendment E. holding that canine sniff not a search under the fourth amendment

assistant: The best answer is E. holding that canine sniff not a search under the fourth amendment
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: protest jurisdiction into pre-procurement decisions. As plaintiffs characterize in responding to defendant’s criticism of their failure to cite authority for their assertions of OCI violations: “[o]f course there are no cases directly on point; there was no such jurisdiction in this Court or in any other forum prior to this case.” (Pls.’ Resp./Reply Def.’s Mot. Dismiss/Opp’n Pls.’ Mot. J. and Cross-Mot. J. AR 12, ECF No. 88.) No viable lack of good faith and fair dealing has been established by plaintiffs in this matter. D. Waiver Defendant contends plaintiffs’ claimed errors in the “procuring method” were waived by failing to timely raise them. (Def.’s Mot. Dismiss 3, ECF No. 79.) See Blue & Gold Fleet, L.P. v. United States, 492 F.3d 1308, 1313 (Fed.Cir.2007) (“Blue & Gold Fleet”) (<HOLDING>) Id. Because the protestor was aware that the Options: A. holding that plain error review applies where the defendant fails to object to the lack of an opportunity to allocute B. holding that plain error review applies when a party fails to raise a claim before the district court C. holding protestor waived its right to challenge a solicitation amendment by not objecting to its terms during the bidding process D. 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 E. holding that a party who has the opportunity to object to the terms of a government solicitation containing a patent error and fails to do so prior to the close of the bidding process waives its ability to raise the same objection subsequently in a bid protest action in the court of federal claims

assistant: The best answer is E. holding that a party who has the opportunity to object to the terms of a government solicitation containing a patent error and fails to do so prior to the close of the bidding process waives its ability to raise the same objection subsequently in a bid protest action in the court of federal claims
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: Eryln Edward Bishop appeals the 30-month sentence imposed following his guilty plea to unlawful reentry of a deported alien in violation of 8 U.S.C. §§ 1326(a) and (b)(2). Bishop contends that in light of Apprendi v. New Jersey, 530 U.S. 466, 120 S.Ct. 2348, 147 L.Ed.2d 435 (2000), the district court erred in imposing a sentence in excess of the two-year maximum set forth in 8 U.S.C. § 1326(a) based upon a prior felony which he did not admit occurred prior to his deportation. He also contends that Apprendi renders inapplicable Almendarez-Torres v. United States, 523 U.S. 224, 118 S.Ct. 1219, 140 L.Ed.2d 350 (1998) (<HOLDING>), because he did not admit to any aggravated Options: A. holding that age factor in sexual assault statute pertains only to sentencing and is not an element of the offense B. recognizing that 8 usc 1326b contains sentencing facts not elements of the offense C. holding that the death of a victim may not be considered an aggravating factor in a homicide sentencing D. holding that a change in the law of sentencing does not constitute a new factor E. holding that 8 usc 1326b2 is a sentencing factor and not a separate offense

assistant: The best answer is E. holding that 8 usc 1326b2 is a sentencing factor and not a separate offense
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, successors and permitted assigns. This Agreement may be assigned by the Company. The Executive may not assign or delegate his duties under this Agreement.

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: for the court to determine in accordance with the provisions of Pa.R.E. 104. However, when an issue is raised (a) whether the asserted writing ever existed, or (b) whether another writing, recording, or photograph produced at trial is the original, or (c) whether other evidence of contents correctly reflects the contents, the issue is for the trier of fact to determine as in the case of other issues of fact. Pa.R.E. 1008. See also Binder on Pennsylvania Evidence § 10.08 at 630 (discuss ing allocation of fact-finding functions between judge and jury). ¶ 35 If the Commonwealth does not need to prove the contents of the writing or recording to prove the elements of the offense charged, then the Commonwealth is not required to introduce the original writing or recording. Fisher, supra (<HOLDING>). See also Commonwealth v. Steward, 762 A.2d Options: A. holding commonwealth was not required to introduce original recordings from voice mail system where phone messages did not provide proof of elements of offenses charged B. holding that defendants substantial rights were affected by unconstitutional admission of outofcourt testimonial statements that established elements of the charged offenses C. holding that a defendants statements regarding offenses for which he had not been charged were admissible notwithstanding the attachment of his sixth amendment right to counsel on other charged offenses D. holding that proof of an explicit agreement is not required E. holding that when defendants plead not guilty the government is required to prove all elements of charged offenses including intent

assistant: The best answer is A. holding commonwealth was not required to introduce original recordings from voice mail system where phone messages did not provide proof of elements of offenses charged
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The Borrower represents and warrants that: (a) the representations and warranties contained in the Credit Agreement, as amended hereby, and the representations and warranties contained in the other Credit Documents, are true and correct in all material respects on and as of the Effective Date as if made on as and as of such date (except for any such representation and warranty that by its terms is made only as of an earlier date, which representation and warranty shall remain true and correct in all material respects as of such earlier date, except for any representation and warranty that is qualified by materiality or reference to Material Adverse Effect, which such representation and warranty shall be true and correct in all respects as of such earlier date); (b) no Default has occurred and is continuing; (c) the execution, delivery and performance of this Agreement are within the corporate power and authority of the Borrower and have been duly authorized by appropriate corporate and governing action and proceedings; (d) this Agreement constitutes the legal, valid, and binding obligation of the Borrower enforceable in accordance with its terms, except as limited by applicable bankruptcy, insolvency, reorganization, moratorium, or similar laws affecting the rights of creditors generally and general principles of equity; (e) as of the Effective Date, there are no Material Domestic Subsidiaries other than those set forth on Schedule 4.19 set forth on Annex A hereto and (f) there are no governmental or other third party consents, licenses and approvals required in connection with the execution, delivery, performance, validity and enforceability of this Agreement.

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

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: you and ebay each agree that any and all disputes or claims that have arisen , or may arise , between you and ebay ( including any disputes or claims between you and a third-party agent of ebay ) that relate in any way to or arise out of this or previous versions of the user agreement , your use of or access to ebay 's services , the actions of ebay or its agents , or any products or services sold , offered , or purchased through ebay 's services shall be resolved exclusively through final and binding arbitration , rather than in court .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Borrower shall have delivered (i) in the case of any new Revolving Loan, a Notice of Revolving Borrowing, duly executed and completed, by the time specified in Section 2.1, (ii) in the case of any Letter of Credit, a Letter of Credit Application, duly executed and completed, by the time specified in Section 2.2. and (iii) in the case of any new Swing Line Loan, a Notice of Swing Line Borrowing, duly executed and completed, by the time specified in Section 2.9.

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

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: you must not change , modify , adapt or alter the service or change , modify or alter another website so as to falsely imply that it is associated with the service or instagram .

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: rendered the plaintiff more vulnerable to danger than had Defendant not acted at all. Id. at 1205; see also Bright v. Westmoreland County, 443 F.3d 276, 281 (3d Cir.2006). In the context of the state-created danger analysis, negligent conduct does not rise to the level of conscience shocking. Kaucher v. Cnty. of Bucks, 455 F.3d 418, 426 (3d Cir.2006). In its motion, Defendant argues that the facts alleged in the second amended complaint fail to satisfy the requisites of the state-created danger exception. As set forth below, this Court agrees and, further, finds that Plaintiff has failed to meet the above-noted fourth element of a state-created danger claim and will, therefore, limit its analysis to this element. See Morse v. Lower Merion School Dist., 132 F.3d 902, 914 (3d Cir.1997) (<HOLDING>). Because the fourth element has not been met, Options: A. holding plaintiffs failure to comply with section 2622 requires dismissal in federal court B. recognizing the term act includes a failure to do any act which the law requires one to perform C. holding that proper remedy for failure to exhaust is dismissal of the claim without prejudice D. holding claim of unconscionability requires showing of both procedural and substantive elements E. holding that the plaintiffs failure to meet any one of the elements requires dismissal of claim

assistant: The best answer is E. holding that the plaintiffs failure to meet any one of the elements requires dismissal of 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: No waiver or course of dealing shall be established by (a) the failure or delay of Lender to require strict performance by Borrowers under any Loan Document, or to exercise any rights or remedies with respect to Collateral or otherwise; (b) the making of any Loan or issuance of any Letter of Credit during a Default, Event of Default or other failure to satisfy any conditions precedent; or (c) acceptance by Lender of any payment or performance by Borrowers under any Loan Documents in a manner other than that specified therein. Any failure to satisfy a financial covenant on a measurement date shall not be cured or remedied by satisfaction of such covenant on a subsequent date.

assistant: Waivers