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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: it didn’t bother me, but I knew they did it because of retaliation.” Def.’s Mot., Ex. A, Jones Dep. at 106. Furthermore, he was informed by his supervisor at that time, Laura Gaskins, that he was being transferred because he had stated that he did not want to work under Mr. Wallace’s supervision. Id. at 107; see also Def.’s Mot., Ex. E, Declaration of Laura Gaskins, (“Gaskins’ Decl.”) ¶ 3 (stating that the plaintiff was transferred to the building services area in accordance with his request that he not work in an area th f cannot refute the defendant’s legitimate reason for his transfer, namely, that the defendant complied with plaintiffs request that he not work under Mr. Wallace’s supervision. See Lofton v. Roskens, 743 F.Supp. 6, 10 (D.D.C.1990), aff'd, 950 F.2d 797 (D.C.Cir.1991) (<HOLDING>); cf. Villines v. United Brotherhood of Options: A. holding that plaintiff established a prima facie claim of retaliation because the defendants failure to transfer her out of her abusive working environment could be viewed as an adverse personnel action and there was a causal link between the filing of plaintiffs complaint and the defendants failure to transfer her B. holding that plaintiff is entitled to assert claim of retaliatory transfer under 1981 C. holding employee had cause of action against her employers when nonemployee harassed her and employers failed to take corrective action D. holding that a plaintiff can establish pretext only by showing that her employers explanation is a he E. holding that plaintiff failed to establish that her transfer to another department was retaliatory as opposed to her employers attempt to diffuse a personality conflict

assistant: The best answer is E. holding that plaintiff failed to establish that her transfer to another department was retaliatory as opposed to her employers attempt to diffuse a personality conflict
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the following U.S. Supreme Court case excerpt and classify it into the correct legal issue area. Excerpt: 438 U.S. 189 98 S.Ct. 3116 57 L.Ed.2d 704 Herbert H. McADAMS, III, as Executor of the Estate of John L. McClellan, et al., Petitioners,v.Alan McSURELY et ux No. 76-1621 Supreme Court of the United States June 26, 1978 On writ of 1 certiorari to the United States Court of Appeals for the District of Columbia Circuit. 2 PER CURIAM. The writ of certiorari is dismissed as improvidently granted.

assistant: 9
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the following U.S. Supreme Court case excerpt and classify it into the correct legal issue area. Excerpt: 417 U.S. 187 94 S.Ct. 2594 40 L.Ed.2d 754 Cale J. HOLDER, United States District Judge for the Southern District of Indiana, Petitioner,v.Arthur BANKS. No. 73-841. Supreme Court of the United States May 28, 1974 Karl J. Stipher, Indianapolis, Ind., for petitioner. Morton Stavis, New York City, for respondent. On Writ of Certiorari to the United States Court of Appeals for the Seventh Circuit. PER CURIAM. 1 The petition for certiorari is dismissed as improvidently granted. 2 Mr. Justice POWELL took no part in the consideration or decision of this case.

assistant: 9
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 effectiveness of this Agreement is subject to, and shall occur simultaneously with, the consummation of the Transaction at the Closing. If the Simplification Agreement is terminated in accordance with its terms without the occurrence of the Closing, this Agreement shall be void ab initio and be of no force or effect.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Assignor hereby assigns, transfers and conveys to Assignee, as of the Effective Date, all of Assignor’s right, title and interest in the Brownfields Agreements, including without limitation, all of the benefits, rights, covenants, liability protections and obligations provided therein.

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: spotify may change the price for the paid subscriptions , pre-paid period ( for periods not yet paid for ) , or codes from time to time , and will communicate any price changes to you in advance and , if applicable , how to accept those changes .

assistant: Unilateral change
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: if you choose to link your microsoft xbox services account with your account on a non-microsoft service ( for example , a non-microsoft game publisher of third-party apps and services ) , you agree that : ( a ) microsoft may share limited account information ( including without limitation gamertag , gamerscore , game score , game history , and friends list ) , with that non-microsoft party as stated in the microsoft privacy statement , and ( b ) if allowed by your xbox privacy settings , the non-microsoft party may also have access to your content from in-game communications when you are signed into your account with that non-microsoft party .

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: the relevant unit for evaluating the infringement or fair use of musical works. See Berkman Center Br. at 38 (document # 177-3). The Supreme Court took exactly this view in Campbell, when it measured the substantiality of 2 Live Crew’s parody against Orbison’s “Oh, Pretty Woman,” rather than the album on which that song appeared. See 510 U.S. 569, 114 S.Ct. 1164; see also BMG Music v. Gonzalez, 430 F.3d 888, 890 (7th Cir.2005) (considering fair use of individually downloaded songs); Szabo v. Errisson, 68 F.3d 940, 942-43 (5th Cir.1995) (finding each song on a registered album an individual copyrightable work). Likewise, the copying of even extremely small portions of protected works may not be fair use. See, e.g., Fred Fisher, Inc. v. Dillingham, 298 F. 145 (S.D.N.Y.1924) (L.Hand, J.) (<HOLDING>). That is especially so where the portion Options: A. recognizing that copyright offices interpretation of copyright act should ordinarily receive deference B. recognizing that the trial court enjoys wide discretion in setting the amount of damages for each work infringed under section 504c of the copyright act C. holding that eightnote ostinato infringed copyright in song D. holding that licensees use of photograph after license expired infringed licensors copyright E. holding that the copyright act distinguishes between employees and independent contractors for copyright possession

assistant: The best answer is C. holding that eightnote ostinato infringed copyright in song
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: During the Term, the Executive shall be eligible to participate in employee benefit plans, programs and arrangements of the Company, as may be amended from time to time, which are generally applicable to senior officers of the Company and its subsidiaries, which as of the time of this Agreement include the Company’s health and welfare plan and the Equity Incentive Plan of Parent (pursuant to the terms to be set forth in a separate award agreement). If the group life insurance program of the Company does not permit coverage for the Executive as a multiple of annual salary comparable to that afforded other salaried and/or executive employees (currently 10 times annual salary), the Company will reimburse the Executive for the cost of an additional term life policy for the difference, up to a maximum of $10,000 annually.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: No proceeds of any Credit Extension will be used by the Transferor to acquire any security in any transaction which is subject to Section 13 or 14 of the Securities Exchange Act of 1934, as amended.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Executive agrees that all matters relating to the content of this Agreement, including discussions leading up to this Agreement, are confidential. Executive agrees that, unless required to do so by law, s/he will not disclose the contents of this Agreement to any person or entity except his/her spouse, attorney or his financial or tax advisors. If Executive is questioned about this Agreement, s/he may respond, “I separated from the Company on terms that were mutually satisfactory to both Parties,” or words to that effect.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: on the true character of matters occurring within the limitations period.” Local Lodge No. 1424, 362 U.S. at 416, 4 L. Ed. 2d at 838, 80 S. Ct. at 826. The Court also stated that “where conduct occurring within the limitations period can be charged to be an unfair labor practice only through reliance on an earlier unfair labor practice,” “it serves to cloak with illegality that which was otherwise lawful. And where a complaint based upon that earlier event is time-barred, to permit the event itself to be so used in effect results in reviving a legally defunct unfair labor practice.” Local Lodge No. 1424, 362 U.S. at 416-17, 4 L. Ed. 2d at 838, 80 S. Ct. at 827. See also National R.R. Passenger Corp. v. Morgan, 536 U.S. 101, 113, 153 L. Ed. 2d 106, 122, 122 S. Ct. 2061, 2072 (2002) (<HOLDING>). This court subsequently addressed the issue Options: A. holding that in title vii cases the mixedmotive theory of discrimination is available in cases with circumstantial evidence of discrimination B. holding that in title vii cases the mixedmotives theory of discrimination is available in cases with circumstantial evidence of discrimination C. holding that the mixedmotive framework does not apply to retaliation cases under title vii D. holding that in title vii cases the statute of limitations does not bar an employee from using prior acts as background evidence in support of a timely claim E. holding that the doctrine of qualified immunity does not protect a government official who is sued in an official capacity under title vii because title vii does not impose personal liability

assistant: The best answer is D. holding that in title vii cases the statute of limitations does not bar an employee from using prior acts as background evidence in support of a timely claim
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The Employee shall, while employed by the Company and thereafter, preserve in confidence all proprietary information heretofore or hereafter acquired by him or disclosed to him relating to customers, products, processes, machines, inventions, or improvements of the Company and its affiliates (collectively, the “Companies”) or in which the Companies are interested and all other information of any kind or nature pertaining to the business of the Companies, and the Employee will not disclose any such information to any other person without the express prior written authorization of the Companies or make use of such information for the Employee’s personal benefit or for the benefit of any person (other than the Companies) or assist others in using such information. Confidential information shall not include: a) information which the Companies permit the Consultant to disclose in the course and scope of performing his duties under the Employment Agreement; b) information which at the time of its disclosure is or which thereafter becomes part of the public domain by publication or otherwise, other than as a result of a disclosure by Employee; or c) any information which is required to be disclosed by law or any administrative or legal proceedings.

assistant: Confidentiality
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 Secured Party, by accepting the benefits of the Loan Documents, agrees that (i) any action taken (or omitted to be taken) by Agent or the Required Lenders (or, if expressly required hereby, a greater proportion of the Lenders) in accordance with the provisions of the Loan Documents, (ii) any action taken (or omitted to be taken) by Agent in reliance upon the instructions of Required Lenders (or, where so required, such greater proportion) and (iii) the exercise by Agent or the Required Lenders (or, where so required, such greater proportion) of the powers set forth herein or therein, together with such other powers as are reasonably incidental thereto, shall be authorized and binding upon all of the Secured Parties.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: 813, 822 (8th Cir.2006)). We generally “will not consider prejudice [to the nonmovant] if the movant has not been diligent in meeting the scheduling order’s deadlines.” Id. at 717. Instead, we “focus in the first instance (and usually solely) on the diligence of the party who sought modification of the order.” Id. Where there has been “no change in the law, no newly discovered facts, or any other changed circumstance ... after the scheduling deadline for amending pleadings,” then we may conclude that the moving party has failed to show good cause. Id. at 718. Here, the Hartises were not “diligent” in seeking to amend their complaint. See id. at 716-17. The motion to amend came over two years after the scheduling order’s deadline. See Freeman v. Busch, 349 F.3d 582, 589 (8th Cir.2003) (<HOLDING>). Moreover, the Hartises have not alleged a Options: A. holding that district court did not abuse its discretion by denying plaintiffs motion to amend complaint to add punitive damages where motion was filed seven weeks before end of discovery but ten months after district court entered scheduling order and where plaintiff provided no reason why those damages could not have been alleged earlier and no good cause for late filing of motion to amend B. holding district court abused discretion in denying leave to amend complaint to add claim when party opposing motion made no showing of prejudice from delay C. holding that district court had not abused its discretion in denying plaintiffs motion to amend complaint D. holding that trial court did not abuse its discretion in denying motion to amend complaint because the proposed amendment would have been futile E. holding that district court did not abuse its discretion where it determined that plaintiffs failed to show good cause to amend complaint after dispositive motion deadline

assistant: The best answer is A. holding that district court did not abuse its discretion by denying plaintiffs motion to amend complaint to add punitive damages where motion was filed seven weeks before end of discovery but ten months after district court entered scheduling order and where plaintiff provided no reason why those damages could not have been alleged earlier and no good cause for late filing of motion to amend
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 any conflict between this Agreement and the Plan, the Plan shall control. In the event of any ambiguity in this Agreement, or any matters as to which this Agreement is silent, the Plan shall govern including, without limitation, the provisions thereof pursuant to which the Committee has the power, among others, to (a) interpret the Plan, (b) prescribe, amend and rescind rules and regulations relating to the Plan, and (c) make all other determinations deemed necessary or advisable for the administration of the Plan. To the extent that Participant has entered into any other agreements with the Company or its affiliates which contain any provisions of the type contained within Section 9 of this agreement, those other provisions shall remain in full force and effect and the Protective Covenants in this Agreement shall be enforceable only if those other provisions are declared invalid and/or unenforceable by a court or the Company states in writing its intent not to enforce one or more of those other provisions. Subsections 9(e) and 9(f) of this agreement shall not be applicable to Participants who reside or work primarily in California.

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: to reject the claim, noting that it fails not on the evidence but on the law. The requirements of activity beyond the scope of employment, malice, and personal gain invoked by Cohen are referenced out of context. That heightened standard applies when a corporate officer is accused of tortiously interfering with, or inducing the breach of, a contract between that officer’s employer corporation and a third party. See, e.g., Maillet v. Frontpoint Partners, L.L.C., No. 02 Civ. 7865(GBD), 2003 WL 21355218, at *2 (S.D.N.Y. June 10, 2003) (“Under ... New York law, officers and directors are only hable for interfering with their own, company’s contracts if they exceed the scope of their authority.” (emphasis added)); The High View Fund, L.P. v. Hall, 27 F.Supp.2d 420, 429-30 (S.D.N.Y.1998) (<HOLDING>); Petkanas, 303 A.D.2d 303, 759 N.Y.S.2d at 2 Options: A. holding that the plaintiff stated a claim for tortious interference B. holding that corporate law should apply because key question was legal effect of contracts between corporations C. holding that a director of a corporation may be held hable for tortious interference with the corporations contracts if she exceeds the scope of her corporate authority in causing the breach of those contracts emphasis added D. holding that the court was not bound by the parties agreement that contracts were unambiguous and holding that contracts were ambiguous E. holding that at will contracts of employment are subject to tortious interference with contracts claims

assistant: The best answer is C. holding that a director of a corporation may be held hable for tortious interference with the corporations contracts if she exceeds the scope of her corporate authority in causing the breach of those contracts emphasis added
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: All notices or correspondence provided for herein shall be in writing and shall be (i) personally delivered, in which event they shall be deemed received on the date of delivery, or (ii) sent by certified mail, postage prepaid, return receipt requested, or by a professional courier company which provides a receipt evidencing delivery, in which event they shall be deemed received on the date of delivery as evidenced by the receipt. The Master Landlord’s, Sublandlord’s and Subtenant’s addresses for written notices required to be given hereunder shall be the addresses set forth in the Basic Lease Information, or at such other place designated by advance written notice delivered in accordance with the foregoing. Upon receipt of any notice from Master Landlord relating to the Premises, Sublandlord shall promptly deliver a copy of such notice to Subtenant in accordance with the terms and conditions of this Section.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Company has filed all reports, schedules, forms, statements and other documents required to be filed by the Company under the Securities Act and the Exchange Act, including pursuant to Section 13(a) or 15(d) thereof, for the two years preceding the date hereof (or such shorter period as the Company was required by law or regulation to file such material) (the foregoing materials, including the exhibits thereto and documents incorporated by reference therein, being collectively referred to herein as the “ SEC Reports ”) on a timely basis or has received a valid extension of such time of filing and has filed any such SEC Reports prior to the expiration of any such extension. As of their respective dates, the SEC Reports complied in all material respects with the requirements of the Securities Act and the Exchange Act, as applicable, and none of the SEC Reports, when filed, contained any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The Company has never been an issuer subject to Rule 144(i) under the Securities Act. The financial statements of the Company included in the SEC Reports comply in all material respects with applicable accounting requirements and the rules and regulations of the Commission with respect thereto as in effect at the time of filing. Such financial statements have been prepared in accordance with United States generally accepted accounting principles applied on a consistent basis during the periods involved (“ GAAP ”), except as may be otherwise specified in such financial statements or the notes thereto and except that unaudited financial statements may not contain all footnotes required by GAAP, and fairly present in all material respects the financial position of the Company and its consolidated Subsidiaries as of and for the dates thereof and the results of operations and cash flows for the periods then ended, subject, in the case of unaudited statements, to normal, immaterial, year-end audit adjustments.

assistant: Financial Statements
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 specific terms defined in this Article include the plural as well as the singular. The words “herein,” “hereof” and “hereunder” and other words of similar import refer to this Agreement as a whole and not to any particular Article, Section or other subdivision, and Article, Section, Schedule and Exhibit references, unless otherwise specified, refer to Articles and Sections of and Schedules and Exhibits to this Agreement. Capitalized terms used herein without definition shall have the respective meanings assigned to such terms in the Sale and Servicing Agreement dated as of January 11, 2017, by and among AFS SenSub Corp., as Seller, AmeriCredit Financial Services, Inc., in its individual capacity and as Servicer, AmeriCredit Automobile Receivables Trust 2017-1, as Issuer, and The Bank of New York Mellon, as Trust Collateral Agent.

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

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: if you buy any of our paid services ( `` premium services '' ) , you agree to pay us the applicable fees and taxes and to additional terms specific to the paid services .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement supersedes all prior agreements and understandings between the parties, oral or written with respect to the subject matter of this Agreement. For the avoidance of doubt, it is understood and agreed that (i) pursuant to the Company’s 2013 Equity Incentive Plan (the “ Plan ”) and separate award agreements between the Company and Executive (“ Prior Award Agreements ”), Executive has been granted Options (as defined in the Plan) and may, in the Compensation Committee’s sole discretion, in the future be awarded additional Options and/or Restricted Stock (as defined in the Plan) under the Plan and pursuant to award agreements between the Company and Executive (“ Future Award Agreements ” and, together with the Prior Award Agreements, the “ Award Agreements ”) and (ii) nothing in this Agreement shall be deemed to alter, limit or abrogate the terms of the Award Agreements or Executive’s rights under the Plan and/or the Award Agreements. No modification, termination or attempted waiver shall be valid unless in writing, signed by the party against whom such modification, termination or waiver is sought to be enforced.

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: “mandatory” or “optional.” We need not consider whether the Borough’s characterization of the eruv is accurate. Neither the Supreme Court nor our Court has intimated that only compulsory religious practices fall within the ambit of the Free Exercise Clause. To the contrary, our en banc decision in DeHart said that conduct implicates the Free Exercise Clause if it is motivated by “beliefs which are both sincerely held and religious in nature” without regard to whether it is mandatory. 227 F.3d at 51; cf. id. at 54-55 (rejecting contention that, in the context of prisoners’ free exercise claims, conduct based on “religious commandments” should receive more protection than conduct that is “a positive expression of belief’); see also Levitan v. Ashcroft, 281 F.3d 1313, 1319 (D.C.Cir.2002) (<HOLDING>). Further, if the Borough’s position were Options: A. holding warrant valid where search warrant application affidavit was signed and probable cause existed for issuance of warrant B. holding that possession of marijuana is not protected by the free exercise clause of the first amendment C. holding that because a requirement that a religious practice be mandatory to warrant first amendment protection finds no warrant in the cases of the supreme court or of this court catholic prisoners could raise free exercise challenge to rule barring them from consuming small amounts of wine during communion D. holding that a requirement that a religious practice be mandatory to warrant first amendment protection finds no support in the cases of the supreme court or of this court E. holding that religious exercise is any exercise of religion whether or not compelled by or central to a system of religious belief and that the use building or conversion of real property for the purpose of religious exercise shall be considered religious exercise

assistant: The best answer is C. holding that because a requirement that a religious practice be mandatory to warrant first amendment protection finds no warrant in the cases of the supreme court or of this court catholic prisoners could raise free exercise challenge to rule barring them from consuming small amounts of wine during communion
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 governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania, without regard to the principles of conflicts of laws rules of any state. Any legal proceeding arising out of or relating to this Agreement will be instituted in a state or federal court in the Commonwealth of Pennsylvania, and each of the Executive, the Bank and the Parent hereby consent to the personal and exclusive jurisdiction of such court(s) and hereby waive any objection(s) that they may have to personal jurisdiction, the laying of venue of any such proceeding and any claim or defense of inconvenient forum.

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: This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument, but in making proof hereof, it shall only be necessary to produce one such counterpart containing signatures pages signed by each party. Signatures by facsimile or by electronic mail delivery of an electronic version (e.g., .pdf or .tif file) of an executed signature page shall be treated as delivery of an original and shall bind the parties hereto .

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: to take all necessary annual and sick leave, and that she held the same position, was assigned the same responsibilities, and enjoyed the same salary and benefits throughout her employment. This Court must note that “[w]ork places are rarely idyllic retreats, and the mere fact that an employee is displeased by an employer’s act or omission does not elevate that act or omission to the level of a materially adverse employment action.” Blackie v. Maine, 75 F.3d 716, 725 (1st Cir.1996). “If we interpreted these simple personnel actions as materially adverse, we would be sending a message to employers that even the slightest nudge or admonition (however well-intentioned) given to an employee can be the subject of a federal lawsuit....” Sweeney v. West, 149 F.3d 550, 557 (7th Cir.1998) (<HOLDING>). “We also would be deterring employers from Options: A. holding that two counseling statements similar to negative performance evaluations do not rise to level of materially adverse employment action required under title vii B. holding that mediocre performance evaluations rather than subaverage that did not give rise to any further negative employment action did not constitute adverse actions C. holding that a negative criticism or performance evaluation unaccompanied by a materially adverse change in the terms or conditions of employment does not constitute adverse employment action D. holding that negative perform anee evaluations of a teacher constituted a materially adverse employment action for purposes of a retaliation claim E. holding that poor evaluations alone do not constitute an adverse employment action

assistant: The best answer is A. holding that two counseling statements similar to negative performance evaluations do not rise to level of materially adverse employment action required under title vii
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The Company will, and will cause each of its Material Subsidiaries to, insure, and keep insured, all insurable Property and assets owned by it of a character usually insured by companies similarly situated and operating like Property or assets, to the extent usually insured (subject to self-insured retentions) by such similar companies.

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: Any Property Costs that are not reflected in the adjustments to the Purchase Price following the final adjustment pursuant to Section 9.4(b) shall be treated as follows: (a) all Property Costs for which Seller is responsible under Section 2.4 shall be the sole obligation of Seller, and Seller shall promptly pay, or, if paid by Buyers, promptly reimburse Buyers for and hold Buyers harmless from and against, such Property Costs; and (b) all Property Costs for which Buyers are responsible under Section 2.4 shall be the sole obligation of Buyers, and Buyers shall promptly pay, or, if paid by Seller, promptly reimburse Seller for and hold Seller harmless from and against, such Property Costs. Furthermore, Seller shall promptly pay, or if paid by Buyers, promptly reimburse Buyers for and hold Buyers harmless from and against, any costs (other than Property Costs) which result in the increase of the Purchase Price pursuant to Section 3.2 . Seller is entitled to resolve all joint interest audits and other audits of Property Costs covering periods for which Seller is in whole or in part responsible, provided that Seller shall not agree to any adjustments to previously assessed costs for which Buyers are liable without the prior written consent of Buyers, such consent not to be unreasonably withheld. Seller shall provide Buyers with a copy of all applicable audit reports and written audit agreements received by Seller and relating to periods for which Buyers are partially responsible.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: It has not entered, and shall not enter, into any agreement with any Third Party or any Affiliate that is in conflict with the rights granted to the other Party under this Agreement and all Ancillary Agreements, and has not taken and shall not take any action that would in any way prevent it from granting the rights granted to the other Party under this Agreement and all Ancillary Agreements, or that would otherwise materially conflict with or adversely affect the rights granted to the other Party under this Agreement and all Ancillary Agreements. Its performance and execution of this Agreement and all Ancillary Agreements shall not result in a material breach of any other contract to which it is a Party or assuming the receipt of clearance of the Japan FTC as contemplated by Section 7.4, of any applicable Law or Order.

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 properties of the Borrower and its Subsidiaries are insured with financially sound and reputable insurance companies (not Affiliates of the Borrower) in such amounts, with such deductibles and covering such risks as are customarily carried by companies engaged in similar businesses and are similarly situated.

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 death, disability, incapacity, adjudication of incompetency, termination, bankruptcy, insolvency or winding up and dissolution (collectively, “ Termination Event ”) of a Limited Partner shall not cause a winding up and dissolution of the Partnership. The legal representatives of a Limited Partner shall succeed as assignee to the Limited Partner’s interest in the Partnership upon a Termination Event of such Limited Partner, but shall not be admitted as a substituted Partner without the consent of the General Partner, in its sole discretion. Distributions in respect of withdrawal requests by such Limited Partner’s legal representatives shall be made on the same terms, and shall be subject to the same conditions, as set forth in Article III in respect of a withdrawal by a Limited Partner of its Capital Account.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: to the Big Sky Property File. See Aple’s Supp. App at 185; 238. Moreover, as an escrow agent governed by Utah law, Avis & Archibald was obligated to follow Mr. Ogden’s instructions concerning the disposition of the funds. See Utah Stat. Ann. § 31A-23-307(3)(a) and (b) (stating that funds deposited with the agent “are not subject to any debt of the agent” and “may only be used to fulfil the terms of the individual escrow under which the funds were accepted”). This testimony, which is not challenged by Big Sky in this appeal, demonstrates that Avis & Archibald did not have “full dominion and control over [the funds received from Mr. Ogden] for [its] own account”. Rupp, 95 F.3d at 942 (quoting Richardson, 164 B.R. at 127) (emphasis added). Am.), 922 F.2d 544, 548-49 (9th Cir.1991) (<HOLDING>). In arguing that Avis & Archibald possessed Options: A. holding a party to be an initial transferee because she was given legal title to the funds B. holding that an order to disgorge funds was final even though the order did not distribute the funds C. holding that agent of corporation who used corporate funds to secure personal loan was initial transferee D. holding that because the recipient of funds had a contractual obligation to immediately transfer them he was not an initial transferee under 550 even though the funds were eventually used to purchase stock in his name E. holding that ncaa was not an indirect recipient of federal funds even though it received dues from schools that received federal funds

assistant: The best answer is D. holding that because the recipient of funds had a contractual obligation to immediately transfer them he was not an initial transferee under 550 even though the funds were eventually used to purchase stock in his name
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: welcome to blizzard entertainment , inc. 's massively multi-player on-line role-playing game , world of warcraft ® ( `` world of warcraft '' ) .

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: Each undersigned party (the “Receiving Party”) and their respective directors, officers, employees, agents, or advisors (including, without limitation, legal advisors, accountants, consultants, bankers, and financial advisors) and potential sources of financing (collectively, “Representatives”) understands that during these discussions the other party (the “Disclosing Party’’) may disclose Proprietary Information (as defined herein) relating to the Disclosing Party’s business. 2. The Receiving Party agrees (b) not to divulge any such Proprietary Information or any information derived therefrom to any third person without prior written permission of the Disclosing Party, excluding disclosure to Representatives,

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

user: Read the legal provision and list the applicable contract clause categories. Provision: During the Term of this Agreement, Mr. Clarkson shall be reimbursed by the Bank for all reasonable business expenses incurred in connection with the performance of his duties hereunder, and all such reimbursements shall be paid in accordance with the reimbursement policies of the Bank in effect from time to time.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: law. See Grubbs v. General Electric Credit Corp., 405 U.S. 699, 705, 92 S.Ct. 1344, 31 L.Ed.2d 612 (1972); Standard Oil Co. v. Johnson, 316 U.S. 481, 483, 62 S.Ct. 1168, 86 L.Ed. 1611 (1942). Since § 1445(c) is a matter of federal law, the way a state categorizes a cause of action is not binding on federal courts. Instead, the federal court must be satisfied that, according to federal law, the cause of action actually arises under the state’s workers’ compensation laws. There is a split of authority among the circuits regarding the issue in this case: whether a retaliatory discharge claim premised in part on a state’s workers’ compensation laws is a claim “arising under the workmen’s compensation laws” of the state. Compare Spearman v. Exxon Coal USA, Inc., 16 F.3d 722 (7th Cir.1994) (<HOLDING>), with Reed v. The Heil Co., 206 F.3d 1055 Options: A. holding that texas cause of action for retaliation does arise under its workers compensation laws B. holding that missouris cause of action for retaliation does arise under its workers compensation laws C. holding that 255111 claim does not arise under alabamas workers compensation laws D. holding that retaliation claim did not arise under states workers compensation laws E. holding that illinois cause of action for retaliation does not arise under its workers compensation laws

assistant: The best answer is D. holding that retaliation claim did not arise under states workers compensation 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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: consult your doctor prior to use of such products if you ( 1 ) have a medical or heart condition , ( 2 ) are taking any photosensitive medicine , ( 3 ) have epilepsy or are sensitive to flashing lights , ( 4 ) have reduced circulation or bruise easily , or ( 5 ) have tendonitis , carpal tunnel syndrome , or other musculoskeletal disorders .

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: conclude that the nature of the transaction in this case does not warrant application of the protections arising from an insurer-insured relationship. {64} Guest argues based on Lieber v. ITT Hartford Insurance Center, Inc., 15 P.3d 1030 (Utah 2000), that she should have been permitted to present evidence of the attorney fees she incurred in the prosecution of this case against Allstate as an item of damages. However, Lieber is premised on the existence of an insurance contract, see id. at 1032-33, and, thus, does not apply in the context before us. Moreover, attorney fees incurred in the enforcement of a right to indemnification are not a natural and probable consequence of the breach. See First Nat’l Bank of Clovis v. Diane, Inc., 102 N.M. 548, 555, 698 P.2d 5, 12 (Ct.App.1985) (<HOLDING>). {65} Finally, Guest has not identified any Options: A. holding that although attorneys fees are usually not recoverable unless permitted by statute or contract contractual or statutory authorization was not necessary in a malpractice claim to recover attorneys fees and costs as damages B. holding that the defendant was only permitted to recover attorney fees as an item of special damages with respect to the underlying action in which the defendant was sued and was not permitted to recover attorney fees incurred in the malpractice portion of the case as damages C. holding that the obligee may recover attorney fees as an element of damages only up to the limit of the penal amount of the bond D. holding party not entitled to recover attorneys fees without also recoveringdamages for breach of contract in part because attorney fees are in the nature of costs not damages E. holding because an award of attorney fees is discretionary court may consider attorney fees in relation to the underlying equities in the case

assistant: The best answer is B. holding that the defendant was only permitted to recover attorney fees as an item of special damages with respect to the underlying action in which the defendant was sued and was not permitted to recover attorney fees incurred in the malpractice portion of the case as damages
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, which shall inure to the benefit of and shall be binding upon the respective successors and permitted assigns of each Borrower, Agent and each Lender, shall become effective on the date hereof and shall continue in full force and effect until May 1, 2017 (the “ Term ”) unless sooner terminated as herein provided. Borrowers may terminate this Agreement at any time upon ten (10) days’ prior written notice upon payment in full of the Obligations.

assistant: Terms