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: Cash Collateral (or the appropriate portion thereof) provided to reduce Fronting Exposure or to secure other obligations shall be released promptly following (i) the elimination of the applicable Fronting Exposure or other obligations giving rise thereto (including by the termination of Defaulting Lender status of the applicable Revolving Credit Lender (or, as appropriate, its assignee following compliance with Section 11.06(b)(vi)) or (ii) the determination by the Administrative Agent and the Letter of Credit Issuer that there exists excess Cash Collateral.

assistant: Releases
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: 1 Farnsworth, supra note 19, § 4.28, at 585. 27 Deminsky, 259 Wis. 2d 587, ¶ 27; Discount Fabric House, 117 Wis. 2d at 602 (quoting Johnson v. Mobil Oil Corp., 415 F. Supp. 264, 268 (E.D. Mich. 1976)); Leasefirst, 168 Wis. 2d at 89-90. As Professor Arthur Allen Leff described it, procedural unconscionability refers to "bargaining naughtiness." Arthur Allen Leff, Unconscionability and the Code — The Emperor's New Clause, 115 U. Pa. L. Rev. 485, 487 (1967) (quoted in 1 White & Summers, supra note 20, § 4-3, at 213). 28 Discount Fabric House, 117 Wis. 2d at 602 (quoting Johnson, 415 F. Supp. at 268); see also Wis. Stat. § 425.107 (unconscionability factors under the Wisconsin Consumer Act). 29 See Pietroske, Inc. v. Globalcom, Inc., 2004 WI App 142, ¶ 6, 275 Wis. 2d 444, 685 N.W.2d 884 (<HOLDING>). See also 8 Lord, supra note 15, § 18.8, at 48 Options: A. holding that the plaintiff had failed to establish procedural unconscionability since he had a reasonable opportunity to consider the agreement and the arbitration clause was clearly set forth in the contract B. holding in the context of a forumselection provision that the balancing of procedural and substantive unconscionability requires courts to consider each questionable forumselection clause on a casebycase basis and precludes the development of a brightline rule C. holding claim of unconscionability requires showing of both procedural and substantive elements D. holding that courts apply the procedural law of the forum and the substantive law of the jurisdiction originating the claim E. holding that courts should address a procedural unconscionability defense to the enforcement of an arbitration provision

assistant: The best answer is B. holding in the context of a forumselection provision that the balancing of procedural and substantive unconscionability requires courts to consider each questionable forumselection clause on a casebycase basis and precludes the development of a brightline rule
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 defendant of the specifics of the charges he must defend against at trial. In this case, the family court’s discretion should have been exercised in light of the purposes of a bill of particulars, which is designed to enable the defendant to “prepare for trial and to prevent surprise.” State v. Balanza, 93 Hawai'i 279, 286, 1 P.3d 281, 288 (2000) (emphases added) (citing State v. Reed, 77 Hawai'i 72, 78, 881 P.2d 1218, 1224 (1994), overruled on other grounds by Balanza, 93 Hawai'i at 288, 1 P.3d at 290). This court has held that a bill of particulars is not required if the information called for has been provided “in some other satisfactory form.” Reed, 77 Hawai'i at 78, 881 P.2d at 1224 (citation omitted), overruled on other grounds by Balanza, 93 Hawai'i at 288, 1 P.3d at 290 (<HOLDING>). However, without being apprised in the Options: A. holding that the trial court did not abuse its discretion by denying the appellants motion for change of judge where the appellant failed to demonstrate actual bias B. holding that the trial court did not abuse its discretion in denying reeds motion for bill of particulars when reed did not deny that the transcripts of the preliminary hearing and police reports provided him with the information that he claimed was lacking in the complaint C. holding that trial court did not abuse its discretion by denying motion for continuance when not in proper affidavit form D. holding that the district court did not err by concluding that the bankruptcy court did not abuse its discretion in denying motion for continuance motion to withdraw and motion for reconsideration and rehearing E. holding that trial court did not abuse its discretion in denying motion to amend complaint because the proposed amendment would have been futile

assistant: The best answer is B. holding that the trial court did not abuse its discretion in denying reeds motion for bill of particulars when reed did not deny that the transcripts of the preliminary hearing and police reports provided him with the information that he claimed was lacking in the complaint
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: concluded that the jury’s finding of unconscionable conduct was necessarily referable to a DTPA-based mental anguish recovery. The court further held that it would deem a “knowing” finding necessary to such a recovery because GSU did not object to the question’s omission from the charge. 75 S.W.3d 449, 453. We disagree. Rule 279 may support a deemed finding only when it can be deemed found “in such manner as to support the judgment.” Tex.R. Civ. P. 279. Here, the trial court’s judgment was for $12,100 based on the jury findings. The court of appeals misapplied Rule 279 to deem a finding, not to support the trial court’s judgment, but to render a new judgment for actual damages in an amount nearly fifteen times the trial court’s award. See Logan v. Mullis, 686 S.W.2d 605, 609 (Tex.1985) (<HOLDING>). Because the court of appeals erred in relying Options: A. holding that where the meaning of the jurys verdict was not clear in light of the trial courts jury instructions the court of appeals erred in directing entry of judgment for respondent the case should have been remanded to the trial judge who was in the best position to pass upon the question of a new trial in light of the evidence his charge to the jury and the jurys verdict B. holding that the court of appeals may not reverse a trial courts judgment in the absence of properly assigned error C. holding that the trial court on remand erred when it adopted a new theory of damages contrary to the order of the court of appeals D. holding that courts of appeals should consider all summary judgment grounds that are necessary for final disposition of the appeal E. holding that court of appeals erred by deeming a finding in support of the verdict instead of the trial courts final judgment

assistant: The best answer is E. holding that court of appeals erred by deeming a finding in support of the verdict instead of the trial courts final judgment
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: As of the date hereof, the Company has no Subsidiaries other than those listed in Schedule 3.6 hereto. The Company owns, directly or indirectly, all of the issued and outstanding shares of capital stock of or all other equity interests in each of the Company’s Subsidiaries, free and clear of all Liens, and all of such shares or equity interests are duly authorized and validly issued and are fully paid, nonassessable and free of preemptive rights.

assistant: Subsidiaries
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 of the terms or conditions of this Agreement may be waived at any time by the Party entitled to the benefit thereof, but no such waiver shall affect or impair the right of the waiving Party to require observance, performance or satisfaction either of that term or condition as it applies on a subsequent occasion or of any other term or condition.

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

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: certain sports organizations have rules on amateurism and eligibility that could potentially be implicated if you post user-generated content within the services , even user-generated content that you believe is noncommercial in nature .

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 and the Plan constitute the entire agreement between the parties hereto with regard to the subject matter hereof and shall supersede any other agreements, representations or understandings (whether oral or written and whether express or implied, and including, without limitation, any employment agreement between the Participant and the Company or any of its affiliates (including, without limitation, any Parent or Subsidiary) whether previously entered into, currently effective or entered into in the future that includes terms and conditions regarding equity awards) which relate to the subject matter hereof.

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: as an argument that her parental rights would not have been terminated if the DPRS had provided her with services designed to meet her special needs. The DPRS asserts that McKinney’s contention is an affirmative defense, which she waived by raising for the first time in her motion for new trial. We agree. Texas Rule of Civil Procedure 94 enumerates specific affirmative defenses that are waived if not pleaded, such as accord and satisfaction, arbitration and award, fraud, illegality, statute of frauds, statute of limitations, “and any other matter constituting an avoidance or affirmative defense.” Tex.R. Civ. P. 94. An affirmative defense seeks to establish an independent reason that the plaintiff should not recover. Gorman v. Life Ins. Co. of N. Am., 811 S.W.2d 542, 546 (Tex.1991) (<HOLDING>). An affirmative defense is one of avoidance, Options: A. recognizing that federal preemption is affirmative defense as to which defendant has burden of proof B. holding that erisa preemption is an affirmative defense where erisas preemptive effect would result only in a change of the applicable law and would not subject the claim to exclusive federal jurisdiction C. holding that the exclusivity of workers compensation is an affirmative statutory defense which must be timely raised or it is waived D. holding that when erisas preemptive effect results in change of applicable law rather than choice of forum preemption is an affirmative defense that must be set forth in defendants answer or it is waived E. holding that erisas preemption of state contract claims in a benefitsdue action is an affirmative defense subject to waiver

assistant: The best answer is D. holding that when erisas preemptive effect results in change of applicable law rather than choice of forum preemption is an affirmative defense that must be set forth in defendants answer or it is waived
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 second prong [of] the Lemon test .... Aplt. Br. at 20-21 (footnote omitted); cf. Lemon v. Kurtzman, 403 U.S. 602, 612-13, 91 S.Ct. 2105, 29 L.Ed.2d 745 (1971) (articulating three-part test for Establishment Clause challenges: first, the governmental action at issue “must have a secular legislative purpose; second, its principal or primary effect must be one that neither advances nor inhibits religion; finally, [it] must not foster an excessive government entanglement with religion”) (internal quotations and citations omitted). Beyond Lemon, Plaintiffs cite no legal authority for these assertions. Because the challenged policies are both generally applicable and neutral as to religion, the free exercise claims must fail. See Shaffer v. Saffle, 148 F.3d 1180, 1181-82 (10th Cir.1998) (<HOLDING>); accord Employment Div., Dep’t of Human Options: A. holding that a law that treats religious and nonreligious organizations differently offends the principles of the free exercise clause because it is not neutral or generally applicable B. recognizing a religious institutions right to free exercise of religion C. 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 D. holding that free exercise clause did not require government to grant religious exemption from generally applicable religionneutral statutory requirement that welfare recipients furnish their social security numbers where no individualized exemptions were allowed E. holding that religionneutral law that is generally applicable does not violate free exercise clause despite incidental effect on religious practice

assistant: The best answer is E. holding that religionneutral law that is generally applicable does not violate free exercise clause despite incidental effect on religious practice
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Except for the security interests granted to the Collateral Agent for the benefit of the Secured Parties pursuant to this Agreement and the other Liens permitted to exist on such Grantor’s Collateral by the Credit Agreement (including, without limitation, Section 8.3 thereof), such Grantor owns each item of such Grantor’s Collateral free and clear of any and all Liens. Except as set forth on Schedule 3 , no currently effective financing statement or other similar public notice with respect to any Lien securing Indebtedness on all or any part of such Grantor’s Security Collateral is on file or of record in any public office in the United States of America, any state, territory or dependency thereof or the District of Columbia, except, in each case, such as have been filed in favor of the Collateral Agent for the benefit of the Secured Parties pursuant to this Agreement or as relate to Liens permitted by the Credit Agreement (including without limitation Section 8.3 thereof) or any other Loan Document or for which termination statements will be delivered on the Closing Date.

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

user: b. Seller, Key Personnel and Shareholder hereby acknowledge that the Proprietary Property is the sole and exclusive property of the Company that the Proprietary Property is a valuable, special and unique asset of the business of the Company, developed at considerable expense to the Company, and is not available to the public at large or other persons engaging in businesses which are the same as or similar to the business of the Company.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: CUSTOMER AND LENDER HEREBY KNOWINGLY AND VOLUNTARILY WAIVE THE RIGHT EACH OF THEM MAY HAVE TO A JURY TRIAL WITH RESPECT TO ANY ACTION OR CLAIM BASED ON OR ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, ANY COURSE OF CONDUCT, COURSE OF DEALING, STATEMENTS (WHETHER VERBAL OR WRITTEN) OR ANY OTHER ACTION OF ANY PARTY.

assistant: Waiver Of Jury Trials
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: government to play parts of the recording for the jury. Foster argues that the recording and transcript were inadmissible hearsay and that their admission violated his Sixth Amendment right to confrontation because Williams did not testify at trial. We analyze each declarant’s statement separately for the purposes of hearsay analysis. See United States v. Tolliver, 454 F.3d 660, 665-66 (7th Cir.2006). Under Rule 801(d)(1)(B), an out-of-court statement is excluded from the hearsay rule if (1) that statement is consistent with the declarant’s trial testimony; (2) the party offering that statement did so to rebut an express or implied charge of recent fabrication or improper motive against the declarant; (3) that statement was made before the declarant had a motive for fabri 6th Cir.1980) (<HOLDING>). Anderson’s prior consistent statement was not Options: A. holding witnesss prior consistent statement admissible where defense counsel implied in his opening statement that witness should not be believed because of the favorable consideration he received from the government in his plea bargaining agreement B. holding that the prosecutors statement about a witnesss truthfulness was proper because the evidence showed that the witness complied with the plea agreement not that he told the truth simply because he entered into the plea agreement C. holding that government could not impeach witness with prior statement because he refused to answer any questions and thus gave no testimony in court with which the prior statement could be judged to be inconsistent D. holding that trial counsel was not ineffective when he failed to introduce defendants prior consistent statement statement was not admissible because it was made after defendant had been arrested clearly not a time when the effect of the statement could not have been foreseen E. holding witnesss prior consistent statement admissible in part because defense counsel implied during opening statement that witness had fabricated her testimony

assistant: The best answer is A. holding witnesss prior consistent statement admissible where defense counsel implied in his opening statement that witness should not be believed because of the favorable consideration he received from the government in his plea bargaining agreement
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: assistance of counsel.” United States v. Enjady, 134 F.3d 1427, 1433 (10th Cir. 1998) (emphasis added). This purpose would not be served by reversing Defendant’s convictions. In this case, Defendant knew that the prosecuti urt to excuse an untimely disclosure for good cause. As the government points out, the district court found that any violation of the fifteen-day rule was “excusable” because Rule 413 only became relevant upon the dismissal of. Count 6, and the government gave notice of its intent to rely on Rule 413 in conjunction with its request to voluntarily dismiss that count. Defendant does not address this point at all, and we find no basis to conclude that the district court abused its discretion in this regard. See United States v. Guidry, 456 F.3d 493, 504 (5th Cir. 2006) (<HOLDING>). Accordingly, we reject Defendant’s contention Options: A. holding that the insurer was estopped from asserting coverage defenses when it waited to file a declaratory action until 10 months after it had notice of the claim and several months after it had notice of a potential settlement of the underlying litigation B. holding that the pretrial order did not adequately disclose a theory because it did not give notice of that theory C. holding that the government had good cause for not providing pretrial notice because it did not learn of the victims testimony until after the trial had already started D. holding that the fact that the judge on remand had presided over the defendants first trial and had expressed the opinion that the victims testimony was highly credible did not support recusal for bias E. holding that the improper admission of hearsay testimony of two witnesses that confirmed but did not elaborate upon the victims testimony would have had only minor impact on the jury because there was little to undermine the victims credibility

assistant: The best answer is C. holding that the government had good cause for not providing pretrial notice because it did not learn of the victims testimony until after the trial had already started
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 party agrees to cooperate fully with the other parties and to execute such further instruments, documents and agreements and to give such further written assurance as may be reasonably requested by any other party to evidence and reflect the transactions described herein and contemplated hereby and to carry into effect the intents and purposes of the Note Purchase Agreement.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: may be “based upon breach of the bailment contract which incorporates a bailee’s implied duty of non-negligence (or of workmanlike performance) with respect to the property while in its custody,” and a tort claim may be based in “simple negligence.” Id.; see also AXA Re Property & Cas. Ins. Co. v. Tailwalker Marine, Inc., No. 04-1684-23, 2004 WL 3680276, at *3 (D.S.C. Dec. 17, 2004) (citation omitted). A contract for the storage or repair of a vessel constitutes a bailment agreement. See, e.g., Snyder v. Four Winds Sailboat Centre, Ltd., 701 F.2d 251, 252 (2d Cir.1983); Hudson River Cruises, Inc. v. Bridgeport Drydock Corp., 892 F.Supp. 380, 385 (D.Conn.1994) (citation omitted); see also T.N.T. Marine Serv., Inc. v. Weaver Shipyards & Dry Docks, Inc., 702 F.2d 585, 588 (5th Cir.1983) (<HOLDING>). A bailment is “the delivery of goods by their Options: A. holding that plaintiff could not have reasonably relied on an oral representation that the atwill provision of his employment contract did not apply to him when he entered into the contract that expressly contradicted the oral representations B. holding part performance of an oral agreement necessary to take the oral agreement out of the statute of frauds must be consistent only with the existence of the alleged oral contract C. holding that a bailment may arise from an oral contract D. holding that a special relationship may arise from the factual circumstances of a particular case E. holding that defendant did not breach oral agreement because among other things the plaintiff had not established that the term in question was part of the oral contract

assistant: The best answer is C. holding that a bailment may arise from an oral contract
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 Administrative Agent and the Required Lenders shall be satisfied that Holdings, the Borrower and their Subsidiaries and the transactions contemplated by this Amendment shall be in full compliance with all material Applicable Law, including Regulations T, U and X of the Board, and shall have received satisfactory evidence of such compliance reasonably requested by them.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Executive represents and warrants to the Company that the Executive has the right to negotiate and enter into this Agreement, and the Executive’s execution, delivery and performance of this Agreement does not breach, interfere with or conflict with any other contractual agreement, covenant not to compete, option, right of first refusal or other existing business relationship or any judgment or order, in each case, to which the Executive is a party or otherwise subject.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: During the Employment Term, Executive shall devote substantially all of his business time and attention to the performance of Executive's duties hereunder and will not engage in any other business, profession or occupation for compensation or otherwise which would conflict or interfere with the performance of such services either directly or indirectly. Notwithstanding the foregoing, nothing herein shall preclude Executive from (i) acting or serving as a director, trustee, conm1ittee member or principal of any type of business, civic or charitable organization, or (ii) owning any interest in any other corporation, business or enterprise, subject to Section 6 below.

assistant: Duties
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 and all notices or other communications or deliveries required or permitted to be provided hereunder shall be in writing and shall be deemed given and effective on the earliest of: (a) the date of transmission, if such notice or communication is delivered via facsimile or email attachment at the facsimile number or e-mail address as set forth on the signature pages attached hereto at or prior to 5:30 p.m. (New York City time) on a Trading Day, (b) the next Trading Day after the date of transmission, if such notice or communication is delivered via facsimile or email attachment at the facsimile number or e-mail address as set forth on the signature pages attached hereto on a day that is not a Trading Day or later than 5:30 p.m. (New York City time) on any Trading Day, (c) the second (2 nd ) Trading Day following the date of mailing, if sent by U.S. nationally recognized overnight courier service or (d) upon actual receipt by the party to whom such notice is required to be given.

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: Executive agrees to devote his best efforts, and shall have primary responsibility within the Company, to act as the senior executive of the Company and have responsibility for the effective operation of the Company, the overall leadership and strategic directions of the Company, and to perform such other duties assigned to him by the Board of Directors of the Company (the "Board of Directors"). Executive shall perform his duties in a trustworthy, businesslike and loyal manner.

assistant: Duties
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 a public entity’s property.” Benton v. City of Rolla, 872 S.W.2d 882, 884-85 (Mo.App.1994). More specifically, under § 537.600.1(2) sovereign immunity is waived for injuries caused by the dangerous condition of a public entity’s property. Kanagawa v. State ex rel. Freeman, 685 S.W.2d 831, 834 (Mo. banc 1985). However, provisions waiving sovereign immunity must be strictly construed. Id. at 835. A plaintiff seeking to state a claim under the aforesaid provision must show: “(1) a dangerous condition of the property; (2) that the plaintiffs injuries directly resulted from the dangerous condition; (3) that the dangerous condition created a reasonably foreseeable risk of harm of the kind the plaintiff incurred; and (4) that a public employee negligently created the co 8, 19 (Mo.App.1986) (<HOLDING>); Twente v. Ellis Fischel State Cancer Hosp., Options: A. holding construction company had actual notice of dangerous condition that its employees created B. holding that the negligent placement of a folding room partition at the foot of a ladder on which plaintiff was working created a physical deficiency which constituted a dangerous condition C. holding that a public entitys property refers to the public entity that owns the property where a dangerous condition exists D. holding that a sewer trench on sewer district property was not a physical defect arid therefore was not a dangerous condition E. holding that notice of a defect could not be imputed to a defendant inasmuch as it created the defect

assistant: The best answer is D. holding that a sewer trench on sewer district property was not a physical defect arid therefore was not a dangerous condition
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Each of Holdings , Safari (solely to the extent on or after the Collateral and Guarantee Release Date) and the Borrower will, and will cause each Restricted Subsidiary to, comply with its Organizational Documents and all Requirements of Law with respect to it or its property, except where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Parties anticipate that after the Separation Date no further services will be performed for Employer by Employee but agree that certain matters in which the Employee has been involved during the Employee’s employment may need the Employee’s cooperation with the Employer in the future. Accordingly, for a period of twelve (12) months after the Separation Date, to the extent reasonably requested by the Employer, the Employee shall cooperate with the Employer in connection with matters arising out of the Employee’s service to the Employer; provided that the Employer shall make reasonable efforts to minimize disruption of the Employee’s other activities. The Employer shall reimburse the Employee for reasonable expenses incurred in connection with this cooperation and the Employer shall compensate the Employee at an hourly rate of $275 per hour. In no event will the level of bona fide services performed under this section be more than 20% of the average level of services performed by Employee for Employer in the prior 36-month period.

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: implies that the trustees hold title to the Trust as joint tenants, a provision consistent with the rule that co-trustees must act in unison. Other jurisdictions have recognized the principle that co-trustees must not act independently of one another. See, e.g., Colburn v. Grant, 181 U.S. 601, 606, 21 S.Ct. 737, 739, 45 L.Ed. 1021 (1901) (recognizing the principle that “cotrustees may not act independently of one another, nor ignore each other in the management of the trust”); Union Bank & Trust Co. of Helena v. Penwell, 99 Mont. 255, 42 P.2d 457, 462 (1935) (stating “it is clear that both under our statutes and the general rule under the common law the act of one only of the trustees is not sufficient”); Cooper v. Federal Nat. Bank of Shawnee, 175 Okla. 610, 53 P.2d 678, 682 (1936) (<HOLDING>). The principle that two trustees must exercise Options: A. holding that trustees fiduciary duty exists independent of any clause in trust agreement B. holding that trustees did not breach their fiduciary duty by deciding to set independent contribution rates for each local union C. holding that cotrustees cannot act independent of one another and the disagreement between the trustees in this case renders the act of each a nullity D. holding retroactive application of the act to prosecution that was pending before the effective date of the act was precluded because the act is prospective E. holding that trustees act of conveying entire corpus terminated the trust

assistant: The best answer is C. holding that cotrustees cannot act independent of one another and the disagreement between the trustees in this case renders the act of each a nullity
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 Borrower and each other Loan Party has the requisite corporate power and authority to execute and deliver this Amendment, and to perform its obligations hereunder and under the Loan Documents (as amended or modified hereby) to which it is a party. The execution, delivery, and performance by each Borrower and each other Loan Party of this Amendment have been duly approved by all necessary corporate action, have received all necessary governmental approval, if any, and except to the extent such contravention or restriction would reasonably be expected to result in a Material Adverse Effect, do not contravene any law or any contractual restriction binding on such Borrower or such Loan Party.

assistant: Authority
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 hereto acknowledge and agree that this Agreement contains the entire Agreement between Company and You with respect to the subject matter hereof and that it supersedes and invalidates any previous agreements or policies or contracts between them. No representations, inducements, promises or agreements, oral or otherwise, which are not embodied herein shall be of any force or effect.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: defendants, including Duckor and Baum, and the right to avoid various transactions (thereby returning property to the estates). The transfer of those rights and claims left the estates without any other significant asset. Moreover, the transfer led the bankruptcy court to authorize the abandonment of the claims against Baum — obviously, Baum cannot sue itself and will not avoid any transactions involving itself. In the circumstances, Duckor appears to have standing. Baum nevertheless suggests three reasons why the principles from the foregoing cases do not apply here. First, this case involves the transfer of intangible assets rather than money or other tangible property. However, the reasoning of the cited cases applies equally to intangible assets. Cf. Andreuccetti, 975 F.2d at 417 (<HOLDING>). Second, Baum suggests that, unlike the money Options: A. holding that the debtors had standing to challenge the settlement of the estates right to sue various entities because the outcome of this litigation could potentially have a huge effect on the liabilities of the debtors and could give them a substantial surplus upon emerging from bankruptcy B. holding pursuant to bankruptcy rule 7004b9 that because the creditor mailed the complaint and summons to the debtors attorney and to the address listed in the debtors bankruptcy petition service of process was sufficient even if the debtors were out of the country and did not actually receive notice of the complaint and summons C. holding that postconfirmation claims against the debtors themselves have a conceivable effect on their estates D. holding bankruptcy court had jurisdiction to issue injunction of state court litigation against debtors principal stating this power under 11 usc 105a includes the authority to enjoin litigants from pursuing actions in other courts that threaten the integrity of the debtors estate E. holding that debtors lacked appellate standing because they had not provided information regarding the estates other assets and liabilities the cost of litigation or other factors regarding the litigations impact on the estate

assistant: The best answer is A. holding that the debtors had standing to challenge the settlement of the estates right to sue various entities because the outcome of this litigation could potentially have a huge effect on the liabilities of the debtors and could give them a substantial surplus upon emerging from bankruptcy
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 terms of this Agreement, including the number of shares of Common Stock subject to the Option, shall be adjusted as the Administrator determines is equitably required in the event the Company effects one or more stock dividends, stock splits, subdivisions or consolidations of shares or other similar changes in capitalization.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: Cir.2009); United States v. Higgs, 353 F.3d 281, 302 (4th Cir.2003). Next, Lockamy contends that his prior North Carolina convictions for breaking or entering do not qualify as predicate felony offenses under the Armed Career Criminal Act. This argument is also foreclosed by our precedent. United States v. Mungro, 754 F.3d 267, 272 (4th Cir.), cert. denied, - U.S. -, 135 S.Ct. 734, 190 L.Ed.2d 458 (2014) (“We therefore conclude that N.C. Gen.Stat. § 1454(a), as interpreted by the North Carolina Supreme Court, sweeps no more broadly than the generic elements of burglary.”); United States v. Kerr, 737 F.3d 33, 38-39 & n. 8 (4th Cir.2013), cert. denied, — U.S.-, 134 S.Ct. 1773, 188 L.Ed.2d 603 (2014) (<HOLDING>). Finally, Lockamy asserts that § 922(g) is Options: A. holding that denial of right to allocute was not prejudicial because district court sentenced defendant to low end of guideline range B. holding that defendant should be resentenced where district court imposed a sentence under an erroneously calculated guidelines range even where the sentence imposed fell within the correct range C. holding that court should consider presumptive range for defendant who was sentenced in mitigated range to determine if prior conviction is felony D. holding that where the guideline range is higher than the statutory maximum sentence the court should depart from the lowest range that could support the statutory maximum E. recognizing the range of discretion of the trial judge

assistant: The best answer is C. holding that court should consider presumptive range for defendant who was sentenced in mitigated range to determine if prior conviction is felony
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Such PRIVCO Shareholder has the right, power, authority and capacity to execute and deliver this Agreement to which such PRIVCO Shareholders are each a party, to consummate the transactions contemplated by this Agreement to which such PRIVCO Shareholder is each a party, and to perform such PRIVCO Shareholders' obligations under this Agreement to which such PRIVCO Shareholders is a party. This Agreement has been duly and validly authorized and approved, executed and delivered by such PRIVCO Shareholders. Assuming this Agreement has been duly and validly authorized, executed and delivered by the parties thereto other than such PRIVCO Shareholder, this Agreement is duly authorized, executed and delivered by such PRIVCO Shareholders and constitutes the legal, valid and binding obligations of such PRIVCO Shareholder, enforceable against such PRIVCO Shareholders in accordance with their respective terms, except as such enforcement is limited by general equitable principles, or by bankruptcy, insolvency and other similar laws affecting the enforcement of creditors rights generally.

assistant: Authority
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 Party warrants and represents that such Party has full and complete authority to enter into this Agreement and each person executing this Agreement on behalf of a Party warrants and represents that he has been fully authorized to execute this Agreement on behalf of such Party and that such Party is bound by the signature of such representative.

assistant: Authority
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 Smith v. Marasco, 318 F.3d 497, 521 (3d Cir.2003). Shelley alleged at least the first four listed elements of a malicious prosecution claim, if the inference that the criminal proceedings on the terroristic threat charges ended favorably is considered in conjunction with the allegations that Wilson and Brock acted maliciously to institute the criminal proceedings without probable cause. However, Shelley did not sufficiently allege a deprivation of liberty. Shelley stated that he had to attend a two-day trial on the charges of making terroristic threats, stalking, and harassment, but attendance at trial is not a seizure under the Fourth Amendment. See DiBella v. Borough of Beachwood, 407 F.3d 599, 603 (3d Cir. 2005). See also Torres v. McLauglin, 163 F.3d 169, 174 (3d Cir.1998) (<HOLDING>). Furthermore, he was in court for his trial on Options: A. holding that the limits of fourth amendment protection relate to the boundary between arrest and pretrial detention B. holding that in 1983 claims for malicious prosecution the fourth amendment applies to those actions which occur between arrest and pretrial detention C. holding that pretrial detention resulting from legal process unsupported by probable cause violates the fourth amendment D. holding that fourth amendment claims are not cognizable on habeas review because the fourth amendment exclusionary rule does not relate to the accuracy of the factfinding process E. holding a fourth amendment terry detention is not a custodial arrest and the use of handcuffs does not automatically convert a temporary detention into a fourth amendment arrest

assistant: The best answer is A. holding that the limits of fourth amendment protection relate to the boundary between arrest and pretrial detention
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 notice or filing required or permitted to be given to the Committee under the Plan shall be sufficient if in writing and hand delivered, or sent by registered or certified mail, to the principal office of the Company. Such notice shall be deemed given as to the date of delivery or, if delivery is made by mail, as of the date shown on the postmark on the receipt for registration or certification.

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: Each of the Pledgors agrees that its obligations hereunder and the security interest created hereunder shall continue to be effective or be reinstated, as applicable, if at any time payment, or any part thereof, of all or any part of the Obligations is rescinded or must otherwise be restored by the Secured Party upon the bankruptcy or reorganization of any Pledgor or otherwise.

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: again reexamine R.C. 3107.07(A). The recurring question that has continually presented itself to the appellate courts is: What percentage of support, from a parent’s total support obligation, will the judicial system allow before a determination is made that a parent’s consent is not necessary to allow an adoption to proceed. The lack of guidance from the Supreme Court of Ohio on this issue is glaring, as noted by Justice Douglas in his concurring opinion in Bovett, supra: “[T]his case presents us with an opportunity to decide what the language of the statute means concerning support and/or communication during the critical one-year period. I agree that this initial determination should be made by the probate judge and his or her judgment should not be 60, 5 OBR 156, 449 N.E.2d 511 (<HOLDING>); In re Adoption of Knight (1994), 97 Ohio Options: A. holding that parties not related to the child could not file an adoption petition and later prove the unfitness of the natural parents because the child was not available for adoption as defined in the adoption act parents had to be found unfit before petition could be filed B. holding the foster parents responsible for support where the childs natural parents are unknown and noting that an earlier new york case held that an agreement to adopt did not terminate the natural parents duty of support but that in that earlier case the natural parent was alive and capable of providing for the child C. holding that a single partial payment of 36 within the oneyear period prior to the filing of the adoption petition qualified as support and maintenance requiring natural parents consent as prerequisite to adoption D. holding that single partial payment of 20 within the oneyear period prior to the filing of the adoption petition was de minimis and did not make natural parents consent necessary for the adoption E. holding that natural parents consent for an adoption is required so long as the parent complies with the duty to support for any period during the oneyear preceding the filing of the adoption petition

assistant: The best answer is E. holding that natural parents consent for an adoption is required so long as the parent complies with the duty to support for any period during the oneyear preceding the filing of the adoption petition