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: The Committee, in its discretion, shall select, no later than the Determination Date, the persons who shall be Participants for the Performance Period. Only eligible individuals who are designated by the Committee to participate in the Plan with respect to a particular Performance Period may participate in the Plan for that Performance Period. An individual who is designated as a Participant for a given Performance Period is not guaranteed or assured of being selected for participation in any subsequent Performance Period.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: is reached, or if the agreement is revoked, rejected by the court, or withdrawn or if the judgment is later vacated or reversed, neither the plea discussion nor any resulting agreement, plea or judgment, nor statements made at a hearing on the plea, shall be admissible against the defendant in any criminal or civil action or administrative proceeding. Both these rules “plainly preclude[ ] the state from using statements a defendant made during ‘the plea discussion,’ that is, statements made in a discussion that precedes the plea agreement and anything in the agreement itself, as well as statements made during a change-of-plea hearing.” State v. Campoy, 220 Ariz. 539, ¶¶ 13-14, 207 P.3d 792, 797-98 (App.2009); see also State v. Vargas, 127 Ariz. 59, 61, 618 P.2d 229, 231 (1980) (<HOLDING>). ¶ 14 We agree that because Duran’s statements Options: A. recognizing a presumption that a plea of guilty is final and binding if the plea was made during a properly conducted hearing pursuant to rule 11 of the federal rules of criminal procedure B. holding that a courts inquiry as to disputed facts in connection with a prior conviction is limited to the terms of the charging document a plea agreement a transcript of the plea colloquy or a comparable judicial record C. holding defendant could validly waive statute of limitations in effort to prevent being indicted during the completion of plea negotiations with the prosecution D. holding that the government must be held to a promise made to a defendant during plea negotiations if that promise induced the defendants guilty plea E. holding rules 410 and 174f preclude impeaching defendant with statements made in the expectation of a plea agreement including document signed during plea negotiations

assistant: The best answer is E. holding rules 410 and 174f preclude impeaching defendant with statements made in the expectation of a plea agreement including document signed during plea negotiations
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: exception to Younger abstention. See J. & W. Seligman, 2007 WL 2822208, at *4 n. 4 (“Although the Second Circuit has not spoken on this issue, it is likely that it would adopt the [“facially conclusive”] exception.”); Terminix Int’l Co. v. Rocque, 210 F.Supp.2d 97, 102 (D.Conn.2002) (assuming the Second Circuit would follow other circuits in applying the “facially conclusive” exception). The “facially conclusive” exception to Younger abstention applies only where there exists no unresolved questions of fact or law in deciding the preemption question. See NOPSI, 491 U.S. at 367, 109 S.Ct. 2506 (“[W]hat requires further factual inquiry can hardly be deemed ‘flagrantly’ unlawful for purposes of a threshold abstention determination.”); Colonial Life & Accident Ins., 572 F.3d at 29 (<HOLDING>). In particular, courts have found the Options: A. holding it is a question of fact B. holding preemption defense not facially conclusive when it turned on an unsettled question of law C. holding that statements at plea hearing that facially demonstrate pleas validity are conclusive absent compelling reason why they should not be D. holding that trial courts resolution of disputed facts are conclusive on appeal when supported by substantial evidence E. holding that an expert opinion on a question of law is inadmissible

assistant: The best answer is B. holding preemption defense not facially conclusive when it turned on an unsettled question of law
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The parties agree that irreparable damage would occur in the event that any of the provisions of this Agreement were not performed in accordance with their specific terms or were otherwise breached. Accordingly, each party agrees that in the event of any breach or threatened breach by any other party of any covenant or obligation contained in this Agreement, the non-breaching party shall be entitled (in addition to any other remedy that may be available to it, whether in law or equity) to obtain (i) a decree or order of specific performance to enforce the observance and performance of such covenant or obligation, and (ii) an injunction restraining such breach or threatened breach. Each of the parties agrees that it will not oppose the granting of an injunction, specific performance and other equitable relief on the basis that any other party has an adequate remedy at law or that any award of specific performance is not an appropriate remedy for any reason at law or in equity. Any party seeking an injunction or injunctions to prevent breaches of this Agreement and to enforce specifically the terms and provisions of this Agreement shall not be required to provide any bond or other security in connection with any such order or injunction.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement may be executed by one or more of the parties to this Agreement on any number of separate counterparts, and all of said counterparts taken together shall be deemed to constitute one and the same instrument. Delivery of an executed signature page of this Agreement by facsimile or other electronic transmission shall be as effective as delivery of a manually executed counterpart hereof.

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 legal provision and list the applicable contract clause categories. Provision: Comply, and cause each of its Subsidiaries to comply, with all applicable laws, rules, regulations and orders, except to the extent any non-compliance would not reasonably be expected to have a material adverse effect on the business, financial condition or operations of the Borrower and its Subsidiaries, taken as a whole, such compliance to include, without limitation, (x) complying with all Environmental Laws and (y) paying before the same become delinquent all Taxes imposed upon it or upon its property except to the extent contested in good faith.

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 case excerpt and choose the best holding from the options. Case excerpt: Although an IJ can weigh some credibility factors without observing the applicant testify (such as the consistency between transcribed testimony and other documentary evidence), a credibility finding, properly based on the totality of the circumstances, should weigh all relevant factors, including the witness’s demeanor, candor, and responsiveness to questioning. See 8 U.S.C. § 1158(b)(1)(B)(iii). IJ Holt was charged with making an initial assessment of Gaye’s credibility; she could not properly make that assessment based solely on a cold record. See Olle v. Henry & Wright Corp., 910 F.2d 357, 361 (6th Cir.1990) (observing that a hew trial is generally required when a deceased judge did not make findings of fact); Arrow-Hart, Inc. v. Philip Carey Co., 552 F.2d 711, 713 (6th Cir.1977) (<HOLDING>); Havey v. Kropp, 458 F.2d 1054, 1055 (6th Options: A. holding that a trial courts judgment must comply with the statutory requirement that the judgment contain written findings of fact and conclusions of law B. holding that a reviewing court has the power to reject the findings and conclusions of the trial court where the findings are not supported by the evidence C. holding that court is not required to state findings of fact and conclusions of law when denying 3582 motion D. holding that before admitting rule 80324 hearsay statements the trial court must enter in the record appropriate statements rationale or findings of fact and conclusions of law E. holding court must conduct new trial absent parties consent where deceased judge had not issued findings of fact and conclusions of law before death

assistant: The best answer is E. holding court must conduct new trial absent parties consent where deceased judge had not issued findings of fact and conclusions of law before death
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: fan, which impedance caused the motor to stop and overheat. The expert testimony further established that UL safety guidelines for electric fans require such fans to be protected against overheating either by the installation of a thermal cutoff switch or an impedance-protected motor design. Finally, plaintiffs expert testified that an electric fan that has a properly functioning thermal cutoff switch or a properly functioning impedance-protected motor will not cause a fire. Defendant’s expert did not offer an opinion as to the cause of the fire. Together, this evidence provides sufficient circumstantial evidence to allow a jury to find that, but for a defect which was present when the sixteen-inch, oscillating fan left its manufacturer, the fire would not have occurred. See Colboch (<HOLDING>). {¶41} Because a jury finding that a Options: A. holding a directed verdict motion stating specific grounds is a prerequisite for a subsequent motion for judgment notwithstanding the verdict B. holding that the trial court erred in granting the school boards posttrial motion for directed verdict because although the school board timely moved for a directed verdict during trial it did not serve its motion for directed verdict until the eleventh day after the verdict C. holding defendants failure to file motion for judgment notwithstanding verdict did not prevent district court from granting motion for directed verdict for which court reserved decision D. holding that a posttrial motion is not required after a grant of a directed verdict E. holding that expert testimony that defectfree tires do not usually explode was sufficient to overcome the defendants motion for a directed verdict

assistant: The best answer is E. holding that expert testimony that defectfree tires do not usually explode was sufficient to overcome the defendants motion for a directed verdict
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: 10.3 members are prohibited from manipulating the ratings and reviews system in any manner , such as instructing a third party write a positive or negative review about another member .

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: By your acceptance of this Option, you consent to the electronic delivery of the Notice of Grant, this Option Agreement, account statements, prospectuses required by the Securities and Exchange Commission, U.S. financial reports of the Company, and all other documents that the Company is required to deliver to its security holders (including, without limitation, annual reports and proxy statements) or other communications or information related to the Option. Electronic delivery may include the delivery of a link to a Company intranet or the internet site of a third party involved in administering the Option, the delivery of the document via e-mail or such other delivery determined at the Company’s discretion. You acknowledge that you may receive from the Company a paper copy of any documents delivered electronically at no cost if you contact the Company by telephone, through a postal service or electronic mail at stock@shutterfly.com. You further acknowledge that you will be provided with a paper copy of any documents delivered electronically if electronic delivery fails; similarly, you understand that you must provide on request to the Company or any designated third party a paper copy of any documents delivered electronically if electronic delivery fails. Also, you understand that your consent may be revoked or changed, including any change in the electronic mail address to which documents are delivered (if you have provided an electronic mail address), at any time by notifying the Company of such revised or revoked consent by telephone, postal service or electronic mail at stock@shutterfly.com. Finally, you understand that you are not required to consent to electronic delivery.

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: (a) Schedule 5 lists all Intellectual Property registered or applied to be registered in the United States (the “ Registered IP ”) owned by such Grantor in its own name on the date hereof. Except as set forth in Schedule 5 , such Grantor is the exclusive owner of the entire and unencumbered right, title and interest in and to such Registered IP and all Intellectual Property used in such Grantor’s business that is material to such business and proprietary to such Grantor (collectively, the “Company IP”), and such Grantor is otherwise entitled to use all such Company IP, without limitation, subject only to the license terms of the licensing or franchise agreements referred to in paragraph (c) below.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: exercised substantial control over the decision-making process in order to insure that CSS paid its trust fund tax liability if she had chosen to. Instead of insuring that those taxes were paid, she apparently turned a blind eye to the situation and chose not to exert any authority over her son. Given the similarity of operations between FQS and CSS, and the familial relationship of the individuals involved, the Court concludes, at a minimum, that Faye Wigley had a duty to inquire into whether CSS was meeting its tax obligations. Her failure to do so constitutes a willful failure to collect, account for, or pay over taxes owed by CSS. Because this Court concludes that Faye Wigley is a “responsible person” for purposes of § 6672, and because Faye Wigley acted willfully in fail Fla.1996) (<HOLDING>). In Robertson, the court was faced with a Options: A. holding on an objection to confirmation of plan that the debtors failure to file tax returns before filing the chapter 13 plan and debtors failure for six months to comply with federal law constituted a lack of good faith sufficient to warrant dismissal of the case B. holding that failure to pay sales taxes is a breach of trust C. holding that debtors failure to pay postconfirmation taxes pursuant to terms of court order constituted cause for dismissal as a lack of good faith D. holding lack of prejudice to the defendant is not good cause E. holding that fail ure to pay postconfirmation taxes claimed by irs pursuant to 11 usc 1305 and provided for under terms of plan was cause for dismissal

assistant: The best answer is C. holding that debtors failure to pay postconfirmation taxes pursuant to terms of court order constituted cause for dismissal as a lack of good faith
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: medicine] undeniably eliminates whatever may have remained of a plan sponsor’s option to minimize scrutiny of benefit denials, this effect of eliminating an insurer’s autonomy to guarantee terms congenial to its own interests is the stuff of garden variety insurance regulation through the imposition of standard policy terms.... It is therefore hard to imagine a reservation of state power to regulate insurance that would not be meant to cover restrictions of the insurer’s advantage in this kind of way.... To the extent that benefit litigation in some federal courts may have to account for the effects of [the statute], it would be an exaggeration to hold that the objectives of [ERISA’s Savings Clause] are undermined. 536 U.S. at 387, e Insurers v. Ross, 558 F.3d 600, 605 (6th Cir.2009) (<HOLDING>). Further, insurance regulation is not Options: A. recognizing privilege under federal rules B. holding that pro se litigants must follow the kentucky rules of civil procedure C. holding that certain rules meet the first prong of the kentucky association test because those rules regulate insurers with respect to their insurance practices D. holding that a criminal defendants counsel is charged with knowledge of the local criminal rules in their entirety including those parts of the local civil rules incorporated by reference E. holding that the federal expert witness compensation rules are in direct conflict with the state rules even when the state rules allow for a greater recovery

assistant: The best answer is C. holding that certain rules meet the first prong of the kentucky association test because those rules regulate insurers with respect to their insurance practices
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the following U.S. Supreme Court case excerpt and classify it into the correct legal issue area. Excerpt: 358 U.S. 65 79 S.Ct. 116 3 L.Ed.2d 106 Maxine K. HINKLE, Administratrix of the Estate of W. Max Hinkle, Deceased, and Maxine K. Hinkle, petitioners,v.NEW GENGLAND MUTUAL LIFE INSURANCE COMPANY OF BOSTON, MASSACHUSETTS. No. 28. Supreme Court of the United States November 10, 1958 Rehearing Denied Jan. 12, 1959. See 358 U.S. 938, 79 S.Ct. 310. Mr. Leland S. Forrest, for petitioners. Mr. Phineas M. Henry (Mr. Vincent V. R. Booth, on the brief), for respondent. On writ of certiorari to the United States Court of Appeals for the Eighth Circuit. PER CURIAM. 1 The writ of certiorari in this case is dismissed as improvidently granted. See Layne & Bowler Corp. v. Western Well Works, 261 U.S. 387, 43 S.Ct. 422, 67 L.Ed. 712; Estate of Spiegel v. Commissioner of Internal Revenue, 335 U.S. 701, 707-708, 69 S.Ct. 301, 93 L.Ed. 330; General Box Co. v. United States, 351 U.S. 159, 165, 76 S.Ct. 728, 100 L.Ed. 1055.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: See id. In the instant case, the District Court imposed civil rather than criminal contempt on Yashinsky because the order compensated the plaintiff for its costs and attorney fees and imposed the daily fine in order to coerce Yashinsky into complying with the subpoena. A court can use its contempt power to punish a party, but using contempt to punish is criminal rather than civil contempt. See id. at 827-28, 114 S.Ct. 2552 (citing Gompers v. Buck’s Stove & Range Co., 221 U.S. 418, 441, 31 S.Ct. 492, 55 L.Ed. 797 (1911)). Civil contempt cannot be converted into criminal contempt at a later stage because an individual charged with criminal contempt is entitled to the full procedural protections afforded a defendant in any other criminal proceeding. See id. at 826, 833, 114 S.Ct. 2552 (<HOLDING>). For these reasons, Yashinsky is not required Options: A. holding the confrontation clause of the united states constitution does not apply at sentencing under the us sentencing guidelines manual and the procedural protections afforded a convicted defendant at sentencing are traditionally less stringent than the protections afforded a presumptively innocent defendant at trial B. holding that where criminal contempt charged has in it the element of personal criticism or attack upon the judge and where delay would not be impracticable a different judge should preside over the criminal contempt trial C. holding that constitutional protections afforded criminal defendants through the sixth amendment apply in nonsummary criminal contempt prosecutions just as they do in other criminal prosecutions D. holding that an individual charged with criminal contempt is entitled to the full procedural protections afforded the defendant in any other criminal proceeding E. holding that the district court committed reversible error by imposing criminal sanctions in a civil proceeding which did not afford the contemnor the procedural protections the constitution requires for the imposition of criminal contempt sanctions

assistant: The best answer is D. holding that an individual charged with criminal contempt is entitled to the full procedural protections afforded the defendant in any other criminal 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 case excerpt and choose the best holding from the options. Case excerpt: Tree claims it was a “defendant” at the time of removal because the only claim left was the Arndts’ counterclaim. Apparently, this is the reason Green Tree self-realigned itself as a defendant when it filed the notice of removal. However, regardless of the merits of its realignment argument, a party cannot realign itself. Realignment must be done by a court. Realignment is usually associated with a federal court’s attempt to discern whether diversity jurisdiction is proper. See, e.g., Development Fin. Corp. v. Alpha Hous. & Health Care, Inc., 54 F.3d 156, 159 (3d Cir.1995) (explaining principles of realignment in determining jurisdiction). The principle has also been employed by numerous courts in the removal context. See, e.g., Hill v. Maton, 944 F.Supp. 695, 698 n. 4 (N.D.Ill.1996) (<HOLDING>); Kenko Int’l, Inc. v. Asolo S.r.l., 838 Options: A. recognizing that courts may disregard state law labels and procedures thereby realigning the parties according to their real interests in the action at the time of removal B. holding that the court of appeals in applying state law on appeal of a diversity action must apply law of the state as it existed at the time of its decision rather than as it stood at the time the case was decided in district court C. recognizing that state courts may be able to limit the retroactive effect of their declarations of state law D. holding state of the law must be determined at time of challenged action E. holding that where the law is unsettled at the time of trial but settled by the time of appeal the plainness of the error should be judged by the law at the time of appeal

assistant: The best answer is A. recognizing that courts may disregard state law labels and procedures thereby realigning the parties according to their real interests in the action at the time of removal
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 provisions of Sections 1.3, 15.5, 15.6, 15.7, 15.11, 15.12, 15.15 and 15.16 of the Credit Agreement are incorporated herein by reference, mutatis mutandis .

assistant: Miscellaneous
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 existence of this Restricted Stock Unit Agreement shall not affect in any way the right or power of the Company or its shareholders to make or authorize any or all adjustments, recapitalizations, reorganizations or other changes in the Company’s capital structure or its business, or any merger or consolidation of the Company or any issue of bonds, debentures, preferred or prior preference stock ahead of or affecting the Restricted Stock Units or the rights thereof, or the dissolution or liquidation of the Company, or any sale or transfer of all or any part of its assets or business, or any other corporate act or proceeding, whether of a similar character or otherwise.

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: you will not use the service to distribute or upload any virus , trojan horses or do anything else that might cause harm to the service , betterpoints.uk systems or to other members ' systems in any way .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Lender and the assignee party to each assignment shall execute and deliver to the Administrative Agent an Assignment and Assumption, together with a processing and recordation fee of $3,500 for each assignment; provided that (A) only one such fee will be payable in connection with simultaneous assignments to two or more Affiliates by a Lender and (B) the Administrative Agent may, in its sole discretion, elect to waive such processing and recordation fee in the case of any assignment. The assignee, if it is not a Lender, shall deliver to the Administrative Agent an Administrative Questionnaire.

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: to a declaratory judgment action challenging the lobbying tax brought by ASAE and ten other associations. In that action the plaintiffs asked this Court to declare the lobbying tax unconstitutional and to enjoin the Government from enforcing it. This Court held that the Anti-Injunction Act (“AIA”), 26 U.S.C. § 7421(a), deprived it of jurisdiction over the case and that the two recognized exceptions to the AIA were inapplicable because: (1) plaintiffs had not shown that the Government could not prevail under any circumstances, as required by Enochs v. Williams Packing & Navigation Co., 370 U.S. 1, 82 S.Ct. 1125, 8 L.Ed.2d 292 (1962); and (2) plaintiffs had alternative legal remedies available to them. See South Carolina v. Regan, 465 U.S. 367, 104 S.Ct. 1107, 79 L.Ed.2d 372 (1984) (<HOLDING>). Regarding them alternative legal remedies, Options: A. recognizing the rule and the exception but holding facts did not support claim to exception B. recognizing exception C. recognizing such an exception D. recognizing exception to aia where plaintiff is left with no alternative legal remedy E. holding that adequate alternative state remedy must provide the possibility of relief under the circumstances

assistant: The best answer is D. recognizing exception to aia where plaintiff is left with no alternative legal remedy
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: award of zero dollars in fees was its ruling regarding the “inextricably intertwined” exception and Air Routing’s refusal to segregate further. The trial court did not determine the amount of reasonable and necessary attorney’s fees that should be awarded under the Theft Act. Therefore, Britannia’s various arguments in support of the trial court’s alleged determination of this issue are not relevant to our disposition of this appeal. B. Did the trial court err in its determination regarding the “inextricably in-terwined” exception? Air Routing asserts the trial court erred in determining that its defense of Britannia’s Theft Act claim was not inextricably intertwined with its defense of Britannia’s claims for fraud, n S.W.2d 163, 169-71 (Tex.App.Houston [1st Dist.] 1996, no writ) (<HOLDING>). However, we decline to apply this approach to Options: A. holding that oncors request for the trial judge rather than the jury to determine the reasonableness of its attorneys fees and the failure to submit the question of attorneys fees to the jury resulted in a waiver of oncors claim for the recovery of attorneys fees B. holding award of attorneys fees to party prevailing on contract claim is mandatory under section 38001 if there is proof of the reasonableness of the fees C. holding that no reason existed to create a uniform national rule in admiralty where the case concerned attorneys fees and whether the contractual provision which provided for attorneys fees should allow a party to recover attorneys fees where it succeeded on all but one minor issue D. holding trial court erred in awarding attorneys fees to physicians in absence of any evidence of attorneys fees E. holding party should have segregated attorneys fees for fraud claim from attorneys fees for contract claim based largely on the difference between the essential elements of each claim

assistant: The best answer is E. holding party should have segregated attorneys fees for fraud claim from attorneys fees for contract claim based largely on the difference between the essential elements of each claim
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Nothing herein shall impair or affect any indemnification rights provided in the Company’s certificate of incorporation or bylaws, nor shall the Company take any actions to limit or modify the indemnification rights provided to the Employee thereunder without the prior written consent of the Employee. Further, the Parties acknowledge and agree that the Company’s duties and obligations under the indemnification agreement between the parties, dated as of June 1, 2016 (the “ Indemnification Agreement ”), shall continue in full force and effect following the End Date pursuant to the terms and conditions contained therein.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Company's obligations to issue Shares in connection with the settlement of any Performance Shares is subject to the Participant's satisfaction of all applicable federal, state and local income and other tax (including Social Security and Medicare taxes) withholding requirements. Unless specifically denied by the Committee, Participant may elect to pay any portion of the required tax withholding amounts (or greater amounts if permitted by the Committee) by electing to have the Company withhold upon settlement a number of Shares having a Fair Market Value on the withholding date equal to the minimum amount (or greater amount if permitted by the Committee) elected to be withheld by the Participant. Any withholding obligations satisfied through the withholding of Shares shall be in accordance with any rules or established procedures for election by Participant including any rules or restrictions relating to the period of time any previously acquired Shares have been held or owned, the timing of any elections, the irrevocability of any elections, or any special rules relating to Participant if Participant is an officer or trustee of the Company within the meaning of Section 16 of the 1934 Act.

assistant: Tax 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 legal provision and list the applicable contract clause categories. Provision: The rights and remedies provided by this Agreement are cumulative and the use of any one right or remedy by any party shall not preclude or waive the right to use any or all other remedies, and are given in addition to any other rights the parties may have by law, statute, ordinance, or otherwise. The failure of any party to seek redress for violation of or to insist upon the strict performance of any covenant or condition of this Agreement shall not prevent a subsequent act, which would have originally constituted a violation, from having the effect of an original violation.

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 legal provision and list the applicable contract clause categories. Provision: All demands, notices and communications under this Agreement shall be in writing, electronically delivered, personally delivered or mailed by certified mail, return receipt requested, to: (1) in the case of the Seller, Hyundai Capital America, 3161 Michelson Drive, Suite 1900, Irvine, California 92612, Attention: Treasurer; (2) in the case of the Depositor, Hyundai ABS Funding , LLC , 3161 Michelson Drive, Suite 1900, Irvine, California 92612, Attention: President and Secretary; (3) in the case of Fitch, to Fitch Ratings, Inc., 33 Whitehall Street, New York, NY 10004, Attention: Asset Backed Surveillance; and (4) in the case of S&P, via electronic delivery to Servicer_reports@sandp.com or at the following address: S&P Global Ratings, 55 Water Street (40th Floor), New York, New York 10041, Attention: ABS Surveillance Department; or as to each of the foregoing, at such other address as shall be designated by written notice to the other parties.

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 case excerpt and choose the best holding from the options. Case excerpt: ineffective for failing to pursue the claim further. We agree. The trial court’s instruction to the jury was correct as this Court expressly held in Saunders that a defendant’s willingness to submit to a polygraph is not generally admissible because lie detector tests are judicially unacceptable and a defendant’s willingness to take one is merely a self-serving act or declaration which could be made without any possible risk. Id. at 445^16. Elliott neither distinguishes Saunders, nor suggests that we reexamine its holding. While this Court has refined the law relating to lie detector references by explaining that every reference to a lie detector test may not be prejudicial and warrant the grant of a new trial, see Commonwealth v. Fortenbaugh, 620 Pa. 488, 69 A.3d 191, 195 (2013) (<HOLDING>), the Saunders holding regarding the general Options: A. holding that in order to raise prejudicial comments of trial court on appeal defendant must object to comments when made and move for a mistrial B. holding that evidence that a polygraph test was offered to or refused by a defendant was not admissible C. holding that evidence of a witnessess refusal to take a polygraph exam is inadmissible D. holding admissibility of polygraph evidence should be resolved under fedrevid 403 balancing test but reliability of polygraph test may be included to determine how probative particular polygraph test is E. holding that not every mention of a polygraph is prejudicial or worthy of a mistrial

assistant: The best answer is E. holding that not every mention of a polygraph is prejudicial or worthy of a mistrial
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 shall be entitled to seek, in addition to any other right or remedy it may have, at law or in equity, a temporary injunction, without the posting of any bond or other security, enjoining or restraining the other Party from any violation or threatened violation of this Section 8.

assistant: Remedies
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: relief "to allay a mere apprehension of injury at an indefinite future time." 42 Am. Jur. 2d Injunctions § 84 (2010); accord United States v. W.T. Grant Co., 345 U.S. 629, 633, 73 S.Ct. 894, 97 L.Ed. 1303 (1953) (injunetion requires a determination "that there exists:some cognizable danger of recurrent violation, something more than [a] mere possibility"). 80 If the evidence presented by a plaintiff seeking injunctive relief "is insufficient to justify issuance of a permanent injunction, the trial court simply hals] no discretion to exercise," -and summary judgment is proper. DVD Copy Control Ass'n, Inc. v. Kaleidescape, Inc., 176 Cal.App.4th 697, 97 Cal.Rptr.3d 856, 876 (2009) (Internal quotation marks omitted); Shaw v. Tampa Elec. Co., 949 So.2d 1066, 1070 (Fla.Ct.App.2007) (<HOLDING>). 81 InnoSys did not present evidence of a Options: A. holding that appellate deadlines are not extended by request for findings of fact and conclusions of law following summary judgment because they have no place in a summary judgment proceeding B. holding that a district court may not grant summary judgment without giving plaintiff an opportunity to submit materials admissible in a summary judgment proceeding or allowing a hearing on defendants motion C. holding that a court may deny a request for injunctive relief in a summary judgment proceeding if it is clear the plaintiff cannot meet the requirements for an injunction D. holding that injunctive relief does not meet the amount in controversy when the only reason the injunction is worth more than the jurisdictional minimum is that it would affect defendants future sales E. holding that a court may award injunctive relief against a state officer

assistant: The best answer is C. holding that a court may deny a request for injunctive relief in a summary judgment proceeding if it is clear the plaintiff cannot meet the requirements for an injunction
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: conversion should have an opportunity to reassert objections to exemptions. Indeed, Rule 1019(2) specifically addresses time period for actions after conversion, and provides for the re-running of times allowed for filing a claim, objecting to discharge and objecting to dischargeability. There is no new time period, however, for the trustee to assert objections to exemptions. “If a new time period for objections to exemptions began to run upon conversion of a case, one would expect to see it mentioned in Rule 1019(2), [and][i]t is not there.” In re Brown, 178 B.R. 722, 728 (Bankr.E.D.Tenn.1995). Where the statute is clear, it is not appropriate to look to policy arguments. United States v. Ron Pair Enterprises, Inc., 489 U.S. 235, 240-41, 109-S.Ct. 1026, 1030, 103 L.Ed.2d 290 (1989) (<HOLDING>), and none of the policy arguments are Options: A. recognizing that legislative history is not used to create ambiguity where statutory language is clear B. holding that the relevant time of inquiry is the date of the filing of the complaint C. holding that the relevant dispositive inquiry is whether it would be clear to a reasonable state official that his conduct was unlawful D. holding that pursuant to 28 usc 2254d1 if the state court reached the correct result with respect to petitioners claim of constitutional violation even if on erroneous reasoning that is the end of our inquiry E. holding that where the statutory scheme is clear the inquiry should end

assistant: The best answer is E. holding that where the statutory scheme is clear the inquiry should end
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 purposes of this Amendment No. 1, all terms used herein which are not otherwise defined herein, including but not limited to, those terms used in the recitals hereto, shall have the respective meanings assigned thereto in the Credit Agreement.

assistant: Definitions
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: (Id. at 465; see id. at 651-53, 660-63). He conceded, with respect to the Lighting division, that “if ... there was no buyer, no independent buyer ... in 1984, it would [have been] inappropriate to apply a control premium in determining the fair value of those businesses.” (Id. at 539). Yet, he failed to consider whether such buyers actually existed. (Id.). Instead, he assumed they existed and engaged in a purely “theoretical exercise.” His conclusions, therefore, amount to no more than theoretical speculation. See, e.g., Estate of Godley v. Comm’r, 286 F.3d 210, 215 (4th Cir.2002) (“A premium for control or discount for lack of control may be appropriate as a factual matter for several reasons.” (emphasis added)); Ahmanson Found, v. United States, 674 F.2d 761, 770 (9th Cir. 1981) (<HOLDING>); Eckelkamp v. Beste, 201 F.Supp.2d 1012, 1028 Options: A. holding that payment under settlement agreement between insurer and insureds concerning disputed premium claims was a compromise that did not violate antirebate statute B. holding funds received by plaintiff from an insurance policy that was procured by the defendant and for which a premium was paid are not a collateral source C. holding that district judge did not err in declining to apply a control premium where party advocating application of such a premium did not prove existence of prospective buyer who was willing to pay a premium D. holding that taxable costs included only the premium on a surety bond posted on appeal not the fees paid for letters of credit to secure the bond where the state statute and court rule only specifically allowed for premium on any surety bond E. holding that no binding insurance contract took effect because the initial premium was not paid

assistant: The best answer is C. holding that district judge did not err in declining to apply a control premium where party advocating application of such a premium did not prove existence of prospective buyer who was willing to pay a premium
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: However, the evidence in the instant case indicates that appellant was making reasonable attempts to follow the instructions of his probation officer. See Scott v. State, 485 So.2d 40 (Fla. 2d DCA 1986) (stating that if a probationer makes reasonable efforts to comply with a condition of probation, failure to comply will not be deemed a willful violation). Moreover, the evidence presented by the State and the affidavit of violation of probation suggest that the instructions were very general. There was no testimony that appellant was scheduled to appear at a fixed time, nor was there evidence that appellant was informed of PMG’s required fee. Additionally, the State did not dispute appellant’s inability to pay the required fee. Cf. Coxon v. State, 365 So.2d 1067 (Fla. 2d DCA 1979) (<HOLDING>). In light of appellant’s efforts to comply Options: A. holding that probation cannot be revoked solely for violation of conditions requiring payment without evidence that probationer is able to pay B. holding that a defendants probation cannot be revoked solely on the basis of hearsay C. holding that failure to report to probation office as instructed was not willful violation of probation where probationer was imprisoned at time of scheduled appointment D. holding that probation and suspension of sentence may not be revoked based solely on a violation or criminal offense that was committed before the offender was actually placed on probation E. holding condition of probation requiring probationer to consent at any time to a warrantless search by a law enforcement officer was unconstitutional

assistant: The best answer is A. holding that probation cannot be revoked solely for violation of conditions requiring payment without evidence that probationer is able to pay
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 as otherwise provided in Section 4, unless required by law, the Employee shall not disclose the existence or contents of this Release to anyone other than his immediate family, accountants or attorneys, and the Employee shall instruct such third parties not to disclose the same. This Release shall be governed by and construed and interpreted in accordance with the laws of the State of Nevada without reference to the principles of conflict of laws thereof. If any provision of this Release is held invalid or unenforceable for any reason, the remaining provisions shall be construed as if the invalid or unenforceable provision had not been included.

assistant: Miscellaneous
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: Painter understands that this Agreement shall be null and void if not executed by him within 21 days of his receipt of the Agreement. This Agreement will become effective on the eighth (8th) day after Painter signs this Agreement, so long as it has been signed by the Parties and has not been revoked by either Party before that date (“Effective Date”).

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The representations and warranties of the Company and the Investor contained in Sections 3 and 4, the agreements and covenants set forth in Sections 5 and 6, and the indemnification provisions set forth in Section 10, shall survive until the termination of the Agreement.

assistant: Survival