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: from the requirement that an injury must be concrete and particularized. See Raines v. Byrd, 521 U.S. 811, 816, 821, 117 S.Ct. 2312, 138 L.Ed.2d 849 (1997) (in action by members of Congress to challenge the Line Item Veto Act, “loss of political power” — as opposed to loss of a private right — was not a concrete injury, and any institutional injury to Congress arising from the Act was not particularized to' any individual plaintiff). An apparent exception to the general rule against legislative standing arises when the legislators are suing on a vote-nullification theory and allege that if their votes had been given effect, those votes would have been sufficient to defeat or enact a specific legisla tive action. Coleman v. Miller, 307 U.S. 433, 438, 59 S.Ct. 972, 83 L.Ed. 1385 (1939) (<HOLDING>); see also Baird v. Norton, 266 F.3d 408, 410 Options: A. holding that where fortymember kansas state senate had deadlocked twentytotwenty in voting on a proposed constitutional amendment the twenty senators who had voted against the amendment had standing to challenge the constitutionality of the lieutenant governors tiebreaking vote in favor of the amendment because the lieutenant governors vote effectively nullified the plaintiffs votes and the plaintiffs votes would have been sufficient to prevent ratification of the amendment B. holding the sixth amendment right to a jury trial applies to the states through the fourteenth amendment C. holding that the constitutional rights in a termination proceeding are derived from the due process clause of the fourteenth amendment of the united states constitution and not the sixth amendment D. holding the sixth amendment applicable to the states through the fourteenth amendment E. holding that the fourteenth amendment incorporated the sixth amendment right to counsel

assistant: The best answer is A. holding that where fortymember kansas state senate had deadlocked twentytotwenty in voting on a proposed constitutional amendment the twenty senators who had voted against the amendment had standing to challenge the constitutionality of the lieutenant governors tiebreaking vote in favor of the amendment because the lieutenant governors vote effectively nullified the plaintiffs votes and the plaintiffs votes would have been sufficient to prevent ratification of the amendment
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: If any provision of this Agreement is invalid or unenforceable in any jurisdiction, then, to the fullest extent permitted by law, (i) the other provisions of this Agreement will remain in full force and effect in such jurisdiction and (ii) the invalidity or unenforceability of such provision in such jurisdiction will not affect the validity or enforceability thereof in any other jurisdiction.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The payment of the RSUs is subject to withholding of all Federal, state and local income taxes and other amounts required by law to be paid or withheld in the amount determined by the Company (the “ Withholding Tax Amount ”). Unless you elect otherwise and the Company consents the Company shall satisfy the Withholding Tax Amount by withholding from the Shares to be delivered to the Grantee that number of whole Shares having an aggregate Fair Market Value on the relevant payment date equal to or less than the Withholding Tax Amount, and the Grantee shall be responsible for paying the difference, if any between the Tax Withholding Amount and the Fair Market Value of the whole number of Shares that are withheld pursuant to the preceding sentence. Any cash payment required to be made by the Grantee with respect to the Withholding Tax Amount may be made by wire transfer to such account as the Company may direct or by any other means acceptable to the Company.

assistant: Withholdings
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: (Report at 3-5); they described the gunman as a 5'10 Hispanic man, twenty-five years old, weighing approximately 185 pounds, (Tr. II at 180:15-23), and petitioner describes himself as being of Irish and Puerto Rican descent, thirty-one years old, 6'1, and weighing 185 pounds (Pet.6G); and both Mr. and Mrs. Trinh identified Petitioner at the line-up without hesitation less than twenty days after the robbery. (Tr. II at 232-33.) The evidence reflects that Mrs. Trinh's identification stemmed from a independent source and not from the allegedly unlawful arrest. 7 . The Court does not understand there to be a due process claim arising from Petitioner's arrest and subsequent identification by Mrs. Trinh. See, e.g., Manson v. Brathwaite, 432 U.S. 98, 97 S.Ct. 2243, 53 L.Ed.2d 140 (1977) (<HOLDING>) (citing Simmons v. United States, 390 U.S. Options: A. recognizing 1983 substantive due process claim B. holding california postdeprivation recovery procedures satisfy due process despite lack of notice to claimant of recovery procedures C. holding that to protect defendants sixth amendment rights a court must determine whether witness identification testimony was tainted by impermissibly suggestive procedures D. recognizing due process violation when suggestive identification procedures create a very substantial likelihood of irreparable misidentification E. holding due process requires suppression of testimony regarding pretrial identification when procedure employed is impermissibly suggestive

assistant: The best answer is D. recognizing due process violation when suggestive identification procedures create a very substantial likelihood of irreparable misidentification
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 serve as Vice Chairman of the Company, subject to the terms of this Agreement, with such duties, authority and responsibility as are commensurate with such position, subject to oversight and direction of the Company’s board of directors (the “ Board ”) . In exercising his duties and responsibilities, the Executive shall have all the power and authority necessary to fulfill and discharge his duties and responsibilities and shall abide by lawful directions given by the Board. The Executive shall be responsible for such additional duties commensurate with his position not materially inconsistent with the foregoing as may be reasonably determined by the Board from time to time.

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: costs of defense. A jury trial was held in June 1986 to determine the reasonable costs of defense and IFF was awarded $834,913. IFF now seeks to recover its legal costs in connection with defending the declaratory judgment action brought by CU. Discussion It is well settled, under New York law, that an insured may recover the reasonable legal expenses which it incurred in defense of a declaratory judgment action brought by the insurer to free itself from its obligation to defend; however, the expenses incurred in prosecuting claims against the insurer are not recoverable. See Mighty Midgets, Inc. v. Centennial Insurance Co., 47 N.Y.2d 12, 389 N.E.2d 1080, 416 N.Y.S.2d 559 (1979); Johnson v. General Mutual Insurance Co., 24 N.Y.2d 42, 298 N.Y.S.2d 937, 939, 246 N.E.2d 713, 715 (1969) (<HOLDING>); Hurney v. Mattson, 59 A.D.2d 934, 399 N.Y. Options: A. holding on summary judgment before the question of the insurers obligation to indemnify was decided that the insurer was liable for the costs of the insured in defending the declaratory judgment action because it breached its duty to defend B. holding in a case where the insurer brought a declaratory judgment action and the insured filed a counterclaim that 60 of the costs were attributable to defending and 40 to prosecuting C. holding that insured may recover legal fees incurred in defending itself in a declaratory judgment action brought by insurer but not for those incurred in prosecuting cross claims and counterclaims against insurers D. holding that insured who brought third party action against insurer could recover costs incurred in defending insurers counterclaim for declaratory relief since the insureds posture in the counterclaim was that of a defendant E. holding that insured could recover the costs of defending a declaratory judgment action brought by the injured party to compel the insurer to defend but could not recover the costs associated with prosecuting crossclaims against the insurer

assistant: The best answer is E. holding that insured could recover the costs of defending a declaratory judgment action brought by the injured party to compel the insurer to defend but could not recover the costs associated with prosecuting crossclaims against the insurer
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: If any provision of this Agreement is determined to be invalid, unenforceable, or unlawful by a court of competent jurisdiction, the other provisions of this Agreement shall remain in full force and effect, and the provisions that are determined to be invalid, unenforceable, or unlawful will either be limited or reformed so that they will remain in effect to the fullest extent allowed by law.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: You will start in a full-time position as the Company’s Chief Revenue Officer (your “ Position ”) on November 8, 2017 and will report to Dheeraj Pandey, the Company’s Chief Executive Officer. In this role, you will be primarily responsible for leading the worldwide teams of Sales, OEM, Channel, SIs, Services, and Education. Moreover, you will render such business and professional services in the performance of your duties, consistent with your Position, as shall reasonably be assigned to you by the Chief Executive Officer. This position is considered an exempt position for purposes of federal and state law, which means that you are not eligible for overtime pay. Additionally, your employment with the Company is contingent upon receipt of proof of your eligibility to work in the United States (as required by law) and completion of satisfactory reference and background checks. By signing this letter, you confirm with the Company that you are under no contractual or other legal obligations that would prohibit you from performing the duties of your Position with the Company.

assistant: Positions
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 judgment is affirmed. 1 . The Honorable Jean C. Hamilton, United States District Judge for the Eastern District of Missouri. 2 . Crow analyzed the damp substance removed from the microwave and concluded that it was cocaine base (also known as crack cocaine). The cocaine in the microwave amounted to 45.03 grams of the 52.06 gram total. During the time it was held as evidence, the damp cocaine dried into a single large chunk. 3 . Our conclusion is consistent with our prior observation that "Section 841 and its mandatory minimum sentencing provisions have consistently withstood constitutional scrutiny.” United States v. Regenos, 54 Fed.Appx. 245, 245 (8th Cir.2002) (unpublished per cu-riam) (collecting cases); see also United States v. Jones, 965 F.2d 1507, 1517-18 (8th Cir.1992) (<HOLDING>); United States v. Johnson, 944 F.2d 396, Options: A. holding life in prison without the possibility of parole was not cruel and unusual punishment for juvenile convicted of murder B. holding that a life sentence pursuant to 841 blaiii was not a cruel and unusual punishment C. holding that what constitutes cruel and unusual punishment is a question of law D. holding sentence of life imprisonment resulting from a wrongful killing caused by the use of an automobile is not cruel and unusual punishment E. holding cruel and unusual punishment complaint not preserved

assistant: The best answer is B. holding that a life sentence pursuant to 841 blaiii was not a cruel and unusual punishment
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 Release Agreement may be executed in multiple original or facsimile counterparts (including *.pdf and the like), each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

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: v. Arizona, 384 U.S. 436, 444, 86 S.Ct. 1602, 16 L.Ed.2d 694 (1966)); accord Stansbury v. California, 511 U.S. 318, 323, 114 S.Ct. 1526, 128 L.Ed.2d 293 (1994). 43 . Berkemer v. McCarty, 468 U.S. 420, 440, 104 S.Ct. 3138, 82 L.Ed.2d 317 (1984) (internal quotation marks omitted); see also State v. Mirquet, 914 P.2d 1144, 1147 (Utah 1996). 44 . Stansbury, 511 U.S. at 324, 114 S.Ct. 1526 (internal quotation marks omitted); accord Mirquet, 914 P.2d at 1147. 45 . See Berkemer, 468 U.S. at 442, 104 S.Ct. 3138; Salt Lake City v. Carner, 664 P.2d 1168, 1170 (Utah 1983). 46 . Stansbury, 511 U.S. at 325, 114 S.Ct. 1526. 47 . See Mirquet, 914 P.2d at 1148 (indicating that accusatory questioning is relevant, but does not necessarily establish a coercive environment); Carner, 664 P.2d at 1170 (<HOLDING>); State v. Snyder, 860 P.2d 351, 357 (Utah Options: A. holding rule 16 does not apply to oral statements other than statements of the defendant B. holding that the rejection of the exculpatory hearsay testimony of a government witness was in error particularly in view that accusatory hearsay was admitted C. recognizing import of accusatory statements D. holding that lab reports are accusatory and subject to confrontation clause E. holding that police officers testimony indicating he developed the defendant as a suspect after speaking with a nontestifying witness implied that the witness made accusatory statements against defendant and therefore was inadmissible hearsay

assistant: The best answer is C. recognizing import of accusatory 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 case excerpt and choose the best holding from the options. Case excerpt: caused or aggravated by service-connected peptic ulcer disease, rather than due directly to any incident of active service.” R. at 8. The Board did not provide a sufficient explanation of the reasons or bases for concluding that the appellant’s arguments were competent to limit VA’s development and adjudication of the case. See 38 U.S.C. § 7104(d)(1) (requiring the Board, in rendering its decision, to provide a written statement of the reasons or bases for its “findings and conclusions[ ] on all material issues of fact and law presented on the record”); see also Espiritu v. Derwinski, 2 Vet.App. 492, 494-95 (1992) (indicating that evidence regarding medical diagnoses provided by a person without “medical knowledge” is not probative); Gilbert v. Derwinski, 1 Vet.App. 49, 56-57 (1990) (<HOLDING>). Moreover, I disagree with the majority’s Options: A. holding that the fact that the merit systems protection boards decision differs from the presiding officials does not alter the requirement that we evaluate the boards final decision under the substantial evidence standard B. holding that the boards statement of reasons or bases must be adequate to enable a claimant to understand the precise basis for the boards decision as well as to facilitate review in this court C. holding that boards failure to comply with precise requirement of city ordinance did not render its decision void where transcript of proceedings before board was sufficient to assure meaningful review of boards decision D. holding that because pennsylvania law limited a state courts review of a zoning boards decision to the issue whether the boards determinations were supported by substantial evidence the rookerfeldman doctrine did not prevent the plaintiffs from filing a federal action claiming that the zoning board had engaged in disability discrimination following a state courts review of the boards determinations E. holding the district court has the discretion to review the arbitrators award or to stay enforcement of the award pending the boards decision on the unfair labor practice claims

assistant: The best answer is B. holding that the boards statement of reasons or bases must be adequate to enable a claimant to understand the precise basis for the boards decision as well as to facilitate review in this court
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 carries, or is covered by, insurance in such amounts and covering such risks as the Company reasonably believes is adequate for the conduct of its business and as is customary for companies engaged in similar businesses in similar industries.

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 case excerpt and choose the best holding from the options. Case excerpt: drug use. For example, in People v. Conrad, the intermediate appellate court of Michigan concluded that a defendant who used PCP four or five times in the two weeks before committing a murder could invoke a settled insanity defense. 148 Mich.App. 433, 385 N.W.2d 277, 280 (1986). The court held that “a ‘settled condition of insanity caused by drug abuse, even if temporary in nature, may nevertheless be legal insanity if the condition was not limited merely to periods of intoxication.” Id. See also Porreca v. State, 49 Md.App. 522, 433 A.2d 1204, 1208 (1981). In People v. Kelly, 10 Cal.3d 565, 111 Cal.Rptr. 171, 516 P.2d 875, 876-77 (1973), the Supreme Court of California upheld a similar statement of settled insanity. See also State v. Smith, 260 Or. 349, 490 P.2d 1262, 1264 (1971) (<HOLDING>); Kiley v. State, 860 So.2d 509, 511 n. 3 Options: A. holding that a defendants insanity due to voluntary intoxication is not a defense B. holding that insanity is a complete defense to the criminal charge C. holding that denigrating insanity defense was inappropriate D. holding that the 1994 amendments changed the burden of proof for the defense of insanity E. recognizing a settled insanity defense where use of intoxicants were deemed to produce insanity either permanent or intermittent at the time of the offense

assistant: The best answer is E. recognizing a settled insanity defense where use of intoxicants were deemed to produce insanity either permanent or intermittent at the time of the offense
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement is personal to the parties hereto, and the rights and duties of the Issuers hereunder shall not be assignable except with the prior written consent of the other parties. Notwithstanding the foregoing, this Agreement shall inure to and be binding upon the parties and their successors and permitted assigns.

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 legal provision and list the applicable contract clause categories. Provision: For a period of two (2) years immediately following the Separation Date, Executive agrees to be reasonably available to assist the Company and its representatives and agents with any business and/or litigation (or potential litigation) matters affecting or involving the Company as to which Executive has knowledge or information that is relevant to such matters. The Company will reimburse Executive for all associated reasonable costs of travel, food and lodging.

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 legal provision and list the applicable contract clause categories. Provision: (i) One Hundred Percent (100%) membership interests of WelNess and Integrity are issued and outstanding, with 25% held by McKinney, 25% held by Guest, 25% held by Gardner, and 25% held by Loudermilk; (ii) One Hundred Percent (100%) membership interests of LGMG, LLC d/b/a Verifi Resource Group are issued and outstanding, with 71.64% held by WelNess and 28.36% held by those individuals whose names are set forth on Schedule 4.1(b) (the “Minority Members”). All of the issued and outstanding Membership Interests and the LGMG Interests have been duly authorized, are validly issued, fully paid, and nonassessable. The Membership Interests and the LGMG Interest are held of record by the Sellers or WelNess, respectively, free and clean of any restriction on transfer, Taxes, Liens, options, warrants, purchase rights, contracts, commitments, equities, claims and demands (except restrictions under the Securities Act and state securities laws). Except as set forth on Schedule 4.2 , no other Person has any right, title or interest in or to the Membership Interests, the LGMG Interest or any other equity interest of the Companies. There are no outstanding or authorized options, warrants, purchase rights, subscription rights, conversion rights, exchange rights, or other contracts or commitments that could require any of the Companies to issue, sell, or otherwise cause to become outstanding any of its membership interests or any other equity interest or other security. Notwithstanding the foregoing, there are still outstanding units of LGMG that could be issued to accredited investors. There are no outstanding or authorized appreciation, phantom stock, profit participation, or similar rights with respect to the Companies. There are no voting trusts, proxies, or other agreements or understandings with respect to the voting of the Membership Interests or units of the Companies. Schedule 4.1(b) contains and complete and accurate capitalization of the Companies and the respective ownership of the Membership Interests by the Sellers and WelNess. The Sellers are the sole members of the Acquired Companies.

assistant: Capitalization
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: transcript of jury request to review witness testimony (D.Mass. Dec. 7, 1995); United States v. DeBartolomeo, 95-CR-10239-WGY, trial transcript of jury request to review witness testimony (D.Mass. Jan. 22, 1996). 2 . Against this background, the current proposals to authorize "real time” court reporters to provide "unscoped” transcripts for a fee seem odd indeed. They wholly misconceive real time court reporting as some sort of “product,” rather than the vital, justice-enhancing “service” it is in fact. More importantly, unscoped transcripts can in no sense be said to be accurate "records” of the judicial proceedings. There is only one such record — the record certified by the court's official reporter. See e.g., United States v. Abrams, 95-10272-WGY (transcript) (D.Mass. Feb. 2, 1996) Options: A. recognizing that the only record of grand jury testimony is the court reporters certified transcript not her tape recording of the proceeding B. holding the trial court erred in ordering the transcription of grand jury proceedings so that it could intervene in the operations of the grand jury C. holding that a defendants false grand jury testimony was insufficient to establish perjury where the defendant was called before the grand jury for the mere purpose of laying the foundation for a perjury prosecution such testimony was immaterial to the grand jurys purpose D. holding where tape corroborated by independent testimony of two police officers and where defendant did not challenge accuracy of recording court did not err in admitting tape despite prosecutions failure to authenticate it E. holding that the defendants offer of proof which consisted only of a tape recording and a private investigators affidavit did not satisfy the defendants preliminary burden under franks without the offering of other sworn testimony or reliable evidence

assistant: The best answer is A. recognizing that the only record of grand jury testimony is the court reporters certified transcript not her tape recording of the proceeding
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Borrower, Administrative Agent and each Bank hereby irrevocably submit to the exclusive jurisdiction of any New York State or United States Federal court sitting in New York City, Borough of Manhattan, over any action or proceeding arising out of or relating to this Agreement, the Notes or any other Loan Document. Borrower, Administrative Agent, and each Bank irrevocably agree that all claims in respect of such action or proceeding may be heard and determined in such New York State or United States Federal court. Borrower, Administrative Agent, and each Bank irrevocably consent to the service of any and all process in any such action or proceeding by the mailing of copies of such process to Borrower, Administrative Agent or each Bank, as the case may be, at the addresses specified herein. Borrower, Administrative Agent and each Bank agree that a final judgment in any such action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law. Borrower, Administrative Agent and each Bank further waive any objection to venue in the State of New York and any objection to an action or proceeding in the State of New York on the basis of forum non conveniens. Borrower, Administrative Agent and each Bank agree that any action or proceeding brought against Borrower, Administrative Agent or any Bank, as the case may be, shall be brought only in a New York State court sitting in New York City, Borough of Manhattan or a United States Federal court sitting in New York City, Borough of Manhattan, to the extent permitted or not expressly prohibited by applicable law.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: a claim for relief can be grounded. The plaintiff must allege an injury in fact to a legally protected or cognizable interest.” Farmers Ins. Exch. v. Dist. Court, 862 P.2d 944, 947 (Colo.1993); accord, GF Gaming Corp. v. Hyatt Gaming Mgmt. Inc., 77 P.3d 894, 896 (Colo.App.2003); see also Colo. Chiropractic Ass’n v. Heuser, 177 Colo. 434, 438, 494 P.2d 833, 834 (1972) (dismissing declaratory judgment action because the plaintiff lacked standing to challenge statute absent a showing “that it [wa]s an aggrieved party or that it [wa]s a party whose interest the statute was designed to protect”); Associated Master Barbers of Am., Local No. 115 v. Journeyman Barbers, Hairdressers, Cosmetologists & Proprietors Int’l Union of Am., Local No. 205, 132 Colo. 52, 55, 285 P.2d 599, 600-01 (1955) (<HOLDING>). ¶ 34 But the Owners have not asserted any Options: A. holding that the court was not bound by the parties agreement that contracts were unambiguous and holding that contracts were ambiguous B. holding that persons not parties to a contract did not have standing to seek declaratory judgment on contracts validity C. holding that plaintiffs did not have standing to bring a declaratory judgment action in either a thirdparty beneficiary individual or associational capacity because there was nothing in the contract between a conservation district and a city concerning rates charged to the city that conferred donee or creditorbeneficiary standing upon the plaintiffs to challenge the contracts terms D. holding that an action challenging the validity of a will may not be brought under ohios declaratory judgment act E. holding that person who is not party to contract does not have standing to challenge contract

assistant: The best answer is B. holding that persons not parties to a contract did not have standing to seek declaratory judgment on contracts validity
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: we have addressed the role of subordinates, often the staff judge advocate, in performing a prehminarily screening of members. In so doing, this Court has repeatedly declared its vigilance in guaranteeing the judicial integrity of a court-martial and in preventing improper selection of court members. See Roland, 50 M.J. at 68; Hilow, 32 M.J. at 442. Several cases provide guidance as to what cannot be done in screening members for the CA’s consideration of appointment to a court-martial. In United States v. Daigle, 1 M.J. 139 (C.M.A.1975) we rejected a staff judge advocate’s process to obtain nominees from subordinate commanders solely on the basis of their rank and without consideration of the Article 25(b)(2), UCMJ criteria. See also United States v. Kirkland, 53 M.J. 22 (C.A.A.F.2000)(<HOLDING>); cf. United States v. Yager, 7 M.J. 171, 173 Options: A. holding that argument offered in defense of decision below had been waived when not raised below B. holding exclusion was harmless error C. holding that a defendant may object to the exclusion of members of the defendants own race D. holding exclusion was not ambiguous E. holding that exclusion of potentially qualified members below the grade of e7 was improper

assistant: The best answer is E. holding that exclusion of potentially qualified members below the grade of e7 was improper
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 use the proceeds from the sale of the Shares (excluding amounts paid by the Company for fees as set forth in the Registered Offering Transaction Documents) for general corporate and working capital purposes and acquisitions or assets, businesses or operations or for other purposes that the Board of Directors, in its good faith deem to be in the best interest of the Company.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: waived his attorney-client privilege when his attorney failed to make timely objections to questions that it alleged sought privileged communications. This argument has no merit for two reasons. First, many of the questions Airdata asked did not seek confidential communications. Therefore, no objection was necessary to preserve the privilege. Second, Jenney’s current attorney did make timely objections to those questions actually seeking confidential communications. The fact that Jenney’s attorney had to interrupt him to make the objection is not sufficient to establish a waiver. Because the objections were made as soon as the confidential nature of the communication became apparent, Jenney did not waive the privilege. Cf. Gen. Motors Corp. v. McGee, 837 So.2d 1010 (Fla. 4th DCA 2002) (<HOLDING>); Abamar Hous. & Dev., Inc. v. Lisa Daly Lady Options: A. holding that the inadvertent disclosure of a privileged document does not waive the attorneyclient privilege if attorney took all reasonable steps to avoid disclosure and asserted the privilege as soon as the disclosure became known B. holding that where an authorized disclosure is voluntarily made to a nonfederal party whether or not that disclosure is denominated confidential the government waives any claim that the information is exempt from disclosure under the deliberative process privilege C. holding that disclosure orders adverse to the attorneyclient privilege do not qualify for immediate appeal under the collateral order doctrine D. holding attorneyclient privilege protects disclosure of communications but does not protect client from disclosure of underlying facts E. holding that the disclosure is a public disclosure within the meaning of the fca if the the prior public disclosure contained enough information to enable the government to pursue an investigation against the defendant

assistant: The best answer is A. holding that the inadvertent disclosure of a privileged document does not waive the attorneyclient privilege if attorney took all reasonable steps to avoid disclosure and asserted the privilege as soon as the disclosure became known
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Upon receipt or delivery by the Company of any notice in accordance with the terms of this Note, unless the Company has in good faith determined that the matters relating to such notice do not constitute material, non-public information relating to the Company or any of its Subsidiaries, the Company shall within one (1) Business Day after any such receipt or delivery publicly disclose such material, non-public information on a Current Report on Form 8-K or otherwise. In the event that the Company believes that a notice contains material, non-public information relating to the Company or any of its Subsidiaries, the Company so shall indicate to the Holder contemporaneously with delivery of such notice, and in the absence of any such indication, the Holder shall be allowed to presume that all matters relating to such notice do not constitute material, non-public information relating to the Company or any of its Subsidiaries. If the Company or any of its Subsidiaries provides material non-public information to the Holder that is not simultaneously filed in a Current Report on Form 8-K and the Holder has not agreed to receive such material non-public information, the Company hereby covenants and agrees that the Holder shall not have any duty of confidentiality to the Company, any of its Subsidiaries or any of their respective officers, directors, employees, affiliates or agents with respect to, or a duty to any of the foregoing not to trade on the basis of, such material non-public information. Nothing contained in this Section 33 shall limit any obligations of the Company, or any rights of the Holder, under Section 4(i) of the Securities Purchase Agreement.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The employment relationship hereunder shall be for the period (such period of the employment relationship shall be referred to herein as the “ Term ”) commencing on the Effective Date and ending upon the Employee’s employment hereunder by either party hereto pursuant to the terms of Section 4.1 , Section 4.2 , Section 4.3 or Section 4.4 . In the event that the Employee’s employment with the Company terminates, the Company’s obligation to continue to pay, after the Termination Date (as defined in Section 4.3(b) ), Base Salary (as defined in Section 3.1(a) ), Annual Bonus (as defined in Section 3.1(b) ) and other unaccrued benefits shall terminate except as may be provided for in ARTICLE 4 .

assistant: Terms
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 and after the Executive’s employment, the Executive shall cooperate fully with the Company in the defense or prosecution of any claims or actions now in existence or which may be brought in the future against or on behalf of the Company which relate to events or occurrences that transpired while the Executive was employed by the Company. The Executive’s full cooperation in connection with such claims or actions shall include, but not be limited to, being available to meet with counsel to prepare for discovery or trial and to act as a witness on behalf of the Company at mutually convenient times. During and after the Executive’s employment, the Executive also shall cooperate fully with the Company in connection with any investigation or review of any foreign, federal, state or local regulatory authority as any such investigation or review relates to events or occurrences that transpired while the Executive was employed by the Company. The Company shall reimburse the Executive for any reasonable out‑of‑pocket expenses incurred in connection with the Executive’s performance of obligations pursuant to this Section 7(f). If reasonable prudence warrants that the Executive be represented by legal counsel in connection with such cooperation, the Company shall either provide legal representation for the Executive in connection with the activities described in this Section 7(f) or shall reimburse the Executive for his reasonable attorneys’ fees. For the avoidance of doubt, if the Company offers to provide joint representation to the Executive in connection with such cooperation activities and the provision of such representation is permissible in accordance with applicable ethical rules, the Executive shall not be entitled to reimbursement for his attorneys’ fees if he elects to decline such representation.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The validity, construction and effect of this Agreement shall be governed by the internal laws of the State of New York but excluding any principles of conflicts of law or any other rule of law that would result in the application of the law of any jurisdiction other than the laws of the State of New York.

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 case excerpt and choose the best holding from the options. Case excerpt: and ‘strongly recommend[ed]’ separate representation.” Id. at 2. Each Defendant thereafter executed a written Waiver of Right to Separate Representation. Dr. Migliaccio argues that such a waiver, based on specific knowledge of a contingent event, becomes void upon the happening of that contingency. We have found no authority to support this proposition. Instead, we look to the totality of the circumstances here — including each informative discussion of joint representation — to determine whether the Defendant’s Sixth Amendment rights have been violated. See Rodriguez, 968 F.2d at 139 (deeming “facts and circumstances” more significant than “the exact words used by the trial judge” to a waiver examination). Cf. United States v. Solomon, 856 F.2d 1572, 1580-81 (11th Cir.1988) (<HOLDING>), cert. denied, 489 U.S. 1070, 109 S.Ct. 1352, Options: A. holding a pretrial hearing on the waiver of counsel conducted three weeks before trial was the start of the trial stage where there were no changes between the pretrial hearing and the trial B. holding magistrates pretrial hearing sufficient under rule 44c and considering the district courts cursory questioning as well C. holding the rule was not applicable in a pretrial venue hearing D. holding that the district court cannot refer a matter to a bankruptcy judge under the magistrates act E. holding that the district courts cursory treatment of a factual matter related to victim payment was adequate under rule 32c1 because the defendant expressed very little interest in pursing his objection

assistant: The best answer is B. holding magistrates pretrial hearing sufficient under rule 44c and considering the district courts cursory questioning as well
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: has not run as to the minor’s claim, a fortiori, it has not run against his present guardian.” Id. The import of both of these cases is that the cause of action remains personal to the plaintiff insofar as the running of the statute of limitations is concerned. That is, the statute of limitations either runs or is tolled depending upon the status of the plaintiff, irrespective of whether a legal guardian exists. If the plaintiff is under some form of legally recognized disability which tolls the statute of limitations, the statute of limitations remains tolled despite the possibility that some representative could bring the action on the plaintiff’s behalf. The majority of other state courts construing similar statutes have also concluded that the a 136, 927 P.2d 796, 801 (Ct.App.1996) (<HOLDING>); Mason v. Sorrell, 260 Ark. 27, 551 S.W.2d Options: A. holding that appointment of a conservator does not remove a mentally disabled persons legal disability so as to start the statute of limitations running B. holding that tolling of the statute of limitations was not tolled during the pendency of a claim dismissed without prejudice for want of prosecution C. holding that tolling accorded to persons of unsound mind continued during disability regardless that next friend might have sued D. holding that the express provisions of article 4590i exclude the unsound mind tolling provision of texcivprac remcode ann 16001a2 and b E. holding that the appointment of a conservator will not cease the tolling of the statute of limitations for those of unsound mind

assistant: The best answer is E. holding that the appointment of a conservator will not cease the tolling of the statute of limitations for those of unsound mind
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: must have told the decision makers that Houk had permission to leave, the evidence does not show that Peoploungers’s given reason is a pretext for age discrimination or that age was in any way a factor in Houk’s termination. Houk points out that he was replaced with a worker who was nine years younger than him. Houk’s successor, however, was not hired or promoted into the job, but was merely another worker already in Houk’s department who was assigned to take over Houk’s workload after the firing. Further, Houk was fired at age 48, only a year and a half after he was hired at age 46 by one of the same managers ultimately involved in the decision to fire him, making his claim of age discrimination even more tenuous. Cf. Brown v. CSC Logic, Inc., 82 F.3d 651, 658 (5th Cir.1996) (<HOLDING>). Finally, despite the importance that Houk Options: A. holding in age discrimination case that plaintiffs dismissal did not give rise to an inference of discrimination when job was subsequently offered to an older individual B. holding that adea plaintiff had failed to make a prima facie case of age discrimination when he was replaced by someone only two years younger and within the protected age group and there was no other evidence of age discriminatory motive C. holding that the hiring and firing of an employee by the same actor within a period of a few years gives rise to an inference that age discrimination was not the motive behind the termination D. holding that evidence of a cursory investigation can give rise to an inference of an unlawful motive E. holding that a statement of fact relating to the plaintiffs age was not direct evidence of age discrimination because the relevance of the comment is provided by inference

assistant: The best answer is C. holding that the hiring and firing of an employee by the same actor within a period of a few years gives rise to an inference that age discrimination was not the motive behind the termination
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: a violation of two distinct statutory provisions, the test to be applied to determine whether there are two offenses or only one, is whether each provision requires proof of a fact which the other does not.” (emphasis added). This test does not apply, however, where, as here, a defendant is charged with two separate violations of the same statutory provision. The soundness of this point is well-illustrated by a simple hypothetical in which a defendant is charged under the same statute with the murders of Victim A and Victim B. Under Blockburger, which looks only to the statutory elements of the indictments, these would be the same crimes in the abstract. Yet, it is clear that a defendant could be charged for the murder of both victims. See Sanabria, 437 U.S. at 70 n. 24, 98 S.Ct. 2170 (<HOLDING>). In sum, in each of his two trials Powell was Options: A. holding that the protection of the double jeopardy clause does not preclude a defendant from being charged under a statute defining as the criminal offense a discrete act after a prior conviction or acquittal of a distinguishable discrete act that is a separate violation of the statute B. holding aiding and abetting is not a discrete criminal offense C. holding that the dismissal of criminal charges for evidentiary insufficiency is an acquittal for purposes of the double jeopardy clause D. holding that denial of employees request for respirators under the rehabilitation act was a discrete act of discrimination under morgan E. holding that a proposed termination is the very type of discrete act identified as separate actionable unlawful employment practices

assistant: The best answer is A. holding that the protection of the double jeopardy clause does not preclude a defendant from being charged under a statute defining as the criminal offense a discrete act after a prior conviction or acquittal of a distinguishable discrete act that is a separate violation of the statute