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: Any notice, demand or request required or permitted to be given under this Agreement shall be in writing and shall be deemed sufficient when delivered personally or sent by fax or 48 hours after being sent by nationally-recognized courier or deposited in the U.S. mail, as certified or registered mail, with postage prepaid, and addressed to the party to be notified at such party’s address or fax number as set forth below or as subsequently modified by written notice.

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: the extent they have been named in their individual capacities. With regard to that claim, the Court will proceed to consider the Defendants’ Motion for Summary Judgment and the Plaintiffs Motion to Strike. II. Defendants’ Motion for Summary Judgment (Doc. # s 19 and 28) and Plaintiff’s Motion to Strike Affidavit of Samuel D. Faulkner (Doc. # 87) Although Johnson cannot proceed against the ODNR, nor the individual De fendants to the extent they have been sued in their official capacities and to the extent they have been sued under the common law of Ohio, he may proceed against Weaver and Wolgemuth in his § 1983 action (Fourth Cause of Action), to the extent they have been named in their individual capacities. See Hafer v. Melo, 502 U.S. 21, 25-27, 112 S.Ct. 358, 116 L.Ed.2d 301 (1991) (<HOLDING>). After setting forth the facts and the Options: A. holding that the acts of a corporate officer done in his or her official capacity are acts of the corporation B. holding that a suit against a state official in his or her official capacity is a suit against the state itself and not cognizable under 1983 C. holding that punitive damages are not recoverable against a state official sued in his or her official capacity D. holding that a defendant can only be sued in his official capacity under 1983 if he acted pursuant to an official policy or custom in causing the constitutional injury E. holding that a state official can be held individually hable under 1983 for acts taken within the scope of his or her official duties

assistant: The best answer is E. holding that a state official can be held individually hable under 1983 for acts taken within the scope of his or her official duties
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Landlord and Tenant hereby warrant to each other that they have had no dealings with any real estate broker or agent in connection with the negotiation of this First Amendment other than CBRE, Inc. and The CAC Group, Inc. (the "Brokers") and that they know of no real estate broker or agent who is entitled to a commission in connection with this First Amendment other than the Brokers. Each party agrees to indemnify and defend the other party against and hold the other party harmless from and against any and all claims, demands, losses, liabilities, lawsuits, judgments, and costs and expenses (including, without limitation, reasonable attorneys' fees) with respect to any leasing commission or equivalent compensation alleged to be owing on account of the indemnifying party's dealings with any real estate broker or agent, other than the Brokers, occurring by, through, or under the indemnifying party. The terms of this Section 8 shall survive the expiration or earlier termination of the term of the Lease, as hereby amended.

assistant: Brokers
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: ( 4 ) sending repeated unsolicited or unwelcome messages to a single user or repeatedly posting similar messages in a chat area , including but not limited to continuous advertisements to sell goods or services ;

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Term and Executive’s employment hereunder may be terminated: (1) by the Company for “Cause” (as defined in Section 5(f) hereof), effective on the date on which a written notice to such effect (a “ Cause Termination Notice ”) is delivered to Executive; (2) by the Company at any time without Cause (which includes an election by the Company not to renew the Term pursuant to Section 2 hereof, the written notice of which shall be deemed a notice of termination without Cause of Executive’s employment hereunder), effective sixty (60) days following the date on which a written notice to such effect is delivered to Executive or, at the election of the Company in its sole discretion, such earlier date as is reasonably designated by the Company, provided that the Company shall continue to pay Executive’s Base Compensation for sixty (60) days following such notice of termination; (3) by Executive for “Good Reason” (as defined in Section 5(f) hereof), effective sixty (60) days following the date on which a written notice to such effect is delivered to the Company; or (4) by Executive at any time, effective sixty (60) days following the date on which a written notice to such effect is delivered to the Company. Upon any termination of Executive’s employment hereunder, Executive shall be entitled to receive the following: (i) any accrued but unpaid Base Compensation (to be paid as provided in Section 3(a) hereof); (ii) reimbursement for expenses incurred by Executive prior to the date of termination in accordance with Section 4(c) hereof; (iii) vested benefits, if any, to which Executive may be entitled under the Company’s employee benefit plans as of the date of termination; and (iv) any additional amounts or benefits due under any applicable plan, program, agreement or arrangement of the Company or its Affiliates (such plans, programs, agreements and arrangements, collectively, “ Company Arrangements ” and the amounts and benefits described in clauses (i) through (iv) above, collectively, the “ Accrued Benefits ”). Accrued Benefits under this Section 5 shall in all events be paid in accordance with the Company’s payroll procedures, expense reimbursement procedures or plan terms, as applicable.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: In the event that the transactions contemplated hereby are not consummated, each party will keep confidential, not disclose and not use for its own benefit (and will cause its subsidiaries, employees, officers and directors to keep confidential, not disclose, and not use for their own benefit) any information, whether written, oral or in electronic format and whether or not identified as “confidential” at the time of its disclosure, obtained with respect to the other party or its subsidiaries, employees, officers and directors as a result of the transaction contemplated hereby or Purchaser’s due diligence process in connection herewith (“Confidential Information”). The obligation set forth in the preceding sentence will not apply to Confidential Information which (i) is in the public domain on the date hereof, (ii) enters the public domain after the date hereof (other than by reason of the breach of any confidentiality obligation), (iii) was known to the receiving party prior to receipt from the disclosing party, (iv) is independently developed by the receiving party after the date hereof, (v) is disclosed to the receiving party by a third party not in violation of the proprietary or other rights of the other party or (vi) is disclosed pursuant to a requirement of law or judicial process.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: Ind. Code § 26-1-3.1-104(g) (defining "cashier's check" as "a draft with respect to which the drawer and drawee are the same bank or branches of the same bank"). Cashier's checks are generally treated the same as certified checks and teller's checks. See, eg., 1.C. § 26-1-8.1-411 (entitled "Irlefusal to pay cashier's checks, teller's checks, and certified checks"). Among other courts, the Seventh Circuit has held that cashier's checks are somewhat akin to cash: "(bly definition a cashier's check is a bill of exchange drawn by a bank upon itself and accepted in advance by the act of issuance." Munson v. Am. Nat'l Bank & Trust Co. of Chicago, 484 F.2d 620, 623 (7th Cir.1973) (emphasis added); see also Behavioral Health & Wellness, Inc. v. FDIC, 802 So.2d 374, 376 (Fla.Dist.Ct.App.2001) (<HOLDING>). A. Wrongful Refusal to Pay: General Rules Options: A. recognizing stipulations the one at issue in particular are treated as contracts B. holding that excessive force claims are to be treated under the fourth amendment C. holding that motion to dismiss cannot be treated as summary judgment D. holding that in the business community cashiers checks are treated as the next best thing to cash E. holding that state agencies are treated as states under the eleventh amendment

assistant: The best answer is D. holding that in the business community cashiers checks are treated as the next best thing to cash
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 “dramatic change” in Tory’s demeanor since she began living with him. He testified that Tory was happy and content living with him, and it is undisputed that they share common interests, such as the love of outdoor pursuits. It is implicit in the chancellor’s original order awarding custody to appellant that Tory had a good relationship with her father but was happy and content in appellant’s care. Appellee presented no evidence that this has changed. Rather, the evidence shows that Tory continues to enjoy a good relationship with both parents. Appellee did not seek custody on the ground that appellant was an unfit mother. He simply maintained that he was close to Tory and that she was happy and content with him. See Barnes v. Newton, 69 Ark. App. 115, 10 S.W.3d 472 (2000) (<HOLDING>). Moreover, while the evidence demonstrates Options: A. holding in part that there were no material changes in circumstances to justify changing jointcustody order to award custody to the mother where there was no allegation that either parent was unfit B. holding that a mother and her two children failed to establish a 1983 claim where there was no evidence that threats made to the mother were directly aimed at the relationship between parent and child C. holding that the failure to attach a custody order was not reversible error because there was no showing of prejudice where there was no indication that the respondent was unaware of the placement or custody of the children at any time the motion to terminate stated that dss was given legal custody of the minor children and the record included a copy of an order in effect when the motion was filed that awarded dss custody of the children D. holding where there is no duty to defend there is no duty to indemnify E. holding that district court has no jurisdiction to take further action where there was no remand order

assistant: The best answer is A. holding in part that there were no material changes in circumstances to justify changing jointcustody order to award custody to the mother where there was no allegation that either parent was unfit
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 questions concerning the construction, validity, enforcement and interpretation of the Transaction Documents shall be governed by and construed and enforced in accordance with the internal laws of the State of New York, without regard to the principles of conflicts of law thereof. Each party agrees that all legal Proceedings concerning the interpretations, enforcement and defense of the transactions contemplated by this Agreement and any other Transaction Documents (whether brought against a party hereto or its respective affiliates, directors, officers, shareholders, partners, members, employees or agents) shall be commenced exclusively in the state and federal courts sitting in the City of New York. Each party hereby irrevocably submits to the exclusive jurisdiction of the state and federal courts sitting in the City of New York, Borough of Manhattan for the adjudication of any dispute hereunder or in connection herewith or with any transaction contemplated hereby or discussed herein (including with respect to the enforcement of any of the Transaction Documents), and hereby irrevocably waives, and agrees not to assert in any Action or Proceeding, any claim that it is not personally subject to the jurisdiction of any such court, that such Action or Proceeding is improper or is an inconvenient venue for such Action or Proceeding. Each party hereby irrevocably waives personal service of process and consents to process being served in any such Action or Proceeding by mailing a copy thereof via registered or certified mail or overnight delivery (with evidence of delivery) to such party at the address in effect for notices to it under this Agreement and agrees that such service shall constitute good and sufficient service of process and notice thereof. Nothing contained herein shall be deemed to limit in any way any right to serve process in any other manner permitted by law. If any party shall commence an Action or Proceeding to enforce any provisions of the Transaction Documents, then, in addition to the obligations of the Company under Section 4.8 , the prevailing party in such Action or Proceeding shall be reimbursed by the non-prevailing party for its reasonable attorneys’ fees and other costs and expenses incurred with the investigation, preparation and prosecution of such Action or Proceeding.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Subject to the provisions of Section 4(b) hereof, within thirty (30) days following the vesting of the RSUs, the Participant shall receive the number of shares of Common Stock that correspond to the number of RSUs that have become vested on the applicable vesting date, less any shares withheld by the Company pursuant to Section 8 hereof.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Members have made their respective initial Capital Contributions to the Company as set forth on Schedule I , and shall contribute such additional amounts of capital as provided in this Agreement. The Members agree that the Class A Member’s initial Capital Contributions, and each subsequent Capital Contribution pursuant to its Class A Capital Commitment, shall include an interest reserve calculated at a fifteen percent (15%) annual interest rate which shall be segregated by the Company from all other Capital Contributions made by the Class A Member pursuant to its Class A Capital Commitment, and from all other funds held by the Company, and shall be solely used to establish a specific reserve to the benefit of the Class A Member (the “ Class A Preferred Reserve ”). Except as otherwise provided in Sections 6.7 and 10.4(b), the funds on deposit in the Class A Preferred Reserve shall be earmarked and used specifically for the monthly draw and payment of a portion of the Current Class A Return equivalent to a 15% annualized return on all Class A Capital Contributions, and the Manager shall not have the authority to use the funds in the Class A Preferred Reserve for any other purpose without the prior written approval of the Class A Member (or if there is more than one Class A Member, Members owning a Majority of the Class A Membership Interests). Until such time as the Class A Units are redeemed or converted to Class B Units as provided in Section 10.4, the Company must at all times maintain not less than three (3) months’ worth of payments in the Class A Preferred Reserve.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: During the Term, Executive shall be entitled to participate in such group life, health, accident, disability or hospitalization insurance plans, retirement plans, and any other plan as the Company may make available to its other similarly situated employees as a group, subject to the terms and conditions of any such plans. Executive’s participation in all such plans shall be at a level, and on terms and conditions, that are commensurate with his positions and responsibilities at the Company. Notwithstanding the foregoing, as of the Effective Date, the Company will no longer pay for Executive’s health insurance premiums in accordance with Monitronics’ past practice and custom related to Executive.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Except as disclosed in the Company’s SEC Reports, there is no action, suit, inquiry, notice of violation, proceeding or investigation pending or, to the knowledge of the Company, threatened against or affecting the Company, any Subsidiary or any of their respective properties before or by any court, arbitrator, governmental or administrative agency or regulatory authority (federal, state, county, local or foreign) (collectively, an “Action”) which (i) adversely affects or challenges the legality, validity or enforceability of any of the Transaction Documents or the Securities or (ii) could, if there were an unfavorable decision, have or reasonably be expected to result in a Material Adverse Effect. The Commission has not issued any stop order or other order suspending the effectiveness of any registration statement filed by the Company or any Subsidiary under the Exchange Act or the Securities Act.

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: Schedule 3.06 sets forth the following financial statements (collectively the “ Seller Financial Statements ”): (i) balance sheets and statements of income and cash flow as of and for the fiscal years ended December 31, 2017 for Seller; and (ii) balance sheets and statements of income and cash flow as of and for the eleven (11) months ended November 30, 2018 for Seller. The Seller Financial Statements (including the notes thereto) have been prepared in accordance with GAAP throughout the periods covered thereby, present fairly the financial condition of the Business as of such dates and the results of operations of the Business for such periods, are correct and complete, and are consistent with the books and records of Seller (which books and records are correct and complete).

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: All Direct Travel and Ann’s Crossroads Travel Center (“Plaintiffs”) brought suit against Delta Airlines (“Delta”) under the Racketee lationship with travel agents if they refuse to pay the debit memos does not amount to extortion because, under the ARC Agreement, Delta has the right to terminate its relationship with any travel agent for any reason or no reason. Therefore, threatening to do so is not a wrongful economic threat. See Rothman, 912 F.2d at 318 (<HOLDING>). “Mail fraud under section 1341 requires the Options: A. holding that verbal threats such as we going to get you you better drop the suit do not rise to the level of adverse action B. holding that if you do not qualify under the hup test you never get to the statute C. holding that the district courts question do you also understand that under some circumstances you or the government may have the right to appeal any sentence that i impose did not comply with rule llbln and failed to properly notify the defendant about the waiver of his appellate rights D. holding that it is not extortion to threaten economic harm when you have a legal right to engage in the activity you threaten E. holding do you think i need a lawyer to be ambiguous

assistant: The best answer is D. holding that it is not extortion to threaten economic harm when you have a legal right to engage in the activity you threaten
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: some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages , so the foregoing limitation of liability shall apply to the fullest extent permitted by law in the applicable jurisdiction .

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: All notices, requests or other communications provided for in this Agreement shall be made, if to the Company, to Athene Holding Ltd., c/o Athene Employee Services, LLC, Attn: Kristi Burma, EVP of Human Resources, 7700 Mills Civic Parkway, West Des Moines, IA 50266-3862, and if to Holder, to the last known mailing address of Holder contained in the records of the Company. All notices, requests or other communications provided for in this Agreement shall be made in writing either (a) by personal delivery, (b) by facsimile or electronic mail with confirmation of receipt, (c) by mailing in the United States mails or (d) by express courier service. The notice, request or other communication shall be deemed to be received upon personal delivery, upon confirmation of receipt of facsimile or electronic mail transmission or upon receipt by the party entitled thereto if by United States mail or express courier service; provided , however , that if a notice, request or other communication sent to the Company is not received during regular business hours, it shall be deemed to be received on the next succeeding business day of the Company.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The execution, delivery and performance of this Agreement does not and will not violate, result in creation of a lien under, or cause a default or a breach of any term or provision of (i) any statute or other law applicable to Buyer, (ii) any rule or regulation of any governmental agency or authority applicable to Seller, (iii) any agreement, document or instrument to which Seller is a party or by which it is bound, (iv) any judgment, order or decree of any court or governmental agency or authority applicable to Seller or PAYEX or (v) the organizational documentation of PAYEX or any resolution of the Seller’s Board of Directors, members or managers. No consent, approval, or other authorization is required on the part of any person, governmental authority or other entity in connection with the execution, delivery and performance of this Agreement by the Seller.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: In the event of the death of the Executive during the Employment Term, the Employment Term hereunder shall terminate on the date of death of the Executive; provided, however, that the Company shall (i) pay to the estate of the deceased Executive any unpaid Salary through the Executive’s date of death; (ii) pay to the estate of the deceased Executive his accrued but unpaid incentive compensation if any, for any bonus period ending on or before the Executive’s date of death; and (iii) pay to the estate of the deceased Executive (based upon the period ending on the date of death) a pro rata portion of any incentive compensation, if any for the bonus period in which termination occurs. The Company shall have no further liability hereunder (other than for (x) reimbursement for reasonable business expenses incurred prior to the date of the Executive’s death and other reimbursable expenses due under Section 3(f) through the date of Executive’s death, and (y) payment of compensation for unused vacation days that have accumulated during the calendar year in which such termination occurs).

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: claims are barred by California’s sovereign immunity. Mot. at 4 (Docket No. 10) (citing Bd. of Trs. of Univ. of Ala. v. Garrett, 531 U.S. 356, 374, 121 S.Ct. 955, 148 L.Ed.2d 866 (2001)). Plaintiff concedes that these claims are barred as currently alleged. Opp’n at 2 (Docket No. 11). However, Plaintiff argues that Defendant accepted federal funds under the Rehabilitation, Act, and, thereby waived its sovereign immunity for claims brought under that statute. Id. at 3 (citing Douglas v. Cal. Dept. of Youth Autk, 271 F.3d 812, 819-21 (9th Cir.2001) (“hold[ing] that by accepting federal Rehabilitation- Act funds, California has waived its sovereign immunity under, the Rehabilitation Act.”)). Plaintiff also argues that the. Rehabilitation Act explicitly incorp 2d 173, 181-83 (D.D.C.2010) (<HOLDING>). However, Defendant provides no authority Options: A. recognizing that issue exhaustion requirement and requirement exhaustion of remedies are different B. holding that the adas bar on claims by independent contractors applied to rehabilitation act claims C. holding rehabilitation act applicable D. holding that the same standards apply to claims under the ada and under the rehabilitation act E. holding that the adas exhaustion requirement did not apply to rehabilitation act claims

assistant: The best answer is E. holding that the adas exhaustion requirement did not apply to rehabilitation act claims
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: In addition to being entitled to exercise all rights provided herein or granted by law, including recovery of damages, each of the Purchaser and the Company will be entitled to specific performance under the Transaction Documents. The parties agree that monetary damages may not be adequate compensation for any loss incurred by reason of any breach of obligations described in the foregoing sentence and hereby agree to waive in any action for specific performance of any such obligation (other than in connection with any action for a temporary restraining order) the defense that a remedy at law would be adequate.

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 legal provision and list the applicable contract clause categories. Provision: During the Period of Restriction, Employees holding Restricted Notes shall be entitled to receive all interest (including “payment in kind” interest) and other distributions paid with respect to such Restricted Notes unless otherwise provided in the Award Agreement. If any interest or distributions are paid in Shares, the Shares shall be subject to the same restrictions on transferability and forfeitability as the Restricted Notes with respect to which they were paid.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The parties hereto agree that any suit, action or proceeding arising out of or based upon this Agreement or the transactions contemplated hereby shall be instituted in any State or U.S. federal court in The City of New York and County of New York, and waive any objection which they may now or hereafter have to the laying of venue of any such proceeding, and irrevocably submit to the exclusive jurisdiction of such courts in any suit, action or proceeding.

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 legal provision and list the applicable contract clause categories. Provision: Any Lender may at any time, without the consent of, or notice to, the Borrower, the Agent or any Issuing Bank, sell participations to any Person (each, a “ Participant ”) in all or a portion of such Lender’s rights and/or obligations under this Agreement (including all or a portion of its Commitment and/or the Advances owing to it); provided that (i) such Lender’s obligations under this Agreement shall remain unchanged, (ii) such Lender shall remain solely responsible to the other parties hereto for the performance of such obligations, and (iii) the Borrower, the Agent, the Issuing Banks and the Lenders shall continue to deal solely and directly with such Lender in connection with such Lender’s rights and obligations under this Agreement. For the avoidance of doubt, each Lender shall be responsible for the indemnity under Section 7.05 with respect to any payments made by such Lender to its Participant(s).

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: time, and ... that is often the case in prosecutions involving an aiding and abetting theory and in prosecutions involving a conspiracy charge.” Trial Tr. at 7511 (July 22, 2009) (citing O’Malley, Grenig & Lee, Federal Jury Practice and Instructions § 19.07, at 881 (5th ed. 2000)). Case law overwhelmingly supports the principle that an alibi instruction is not appropriate where defendant’s presence at the scene of the crime is not necessary to support conviction. United States v. Thomas, 34 F.3d 44, 50 (2d Cir.1994) (affirming refusal to give alibi instruction where the “evidence fully justified [defendant’s] conviction on the accomplice or conspiracy theory, regardless of whether he was [at the scene of the crime]”); United States v. Agofsky, 20 F.3d 866, 871-71 (8th Cir.1994) (<HOLDING>); United States v. Anderson, 654 F.2d 1264, Options: A. recognizing aiding and abetting trespass B. recognizing both aiding and abetting breach of fiduciary duties and aiding and abetting conversion C. recognizing aiding and abetting conversion D. holding that an alibi instruction would not have been appropriate where the government offered both direct participation and accessory theories explaining that a conviction may be based on aiding and abetting even if defendants offered persuasive alibis E. holding there was no error in giving an instruction on aiding and abetting when defendant was not charged with aiding and abetting because ajiders and abettors are chargeable directly as principals

assistant: The best answer is D. holding that an alibi instruction would not have been appropriate where the government offered both direct participation and accessory theories explaining that a conviction may be based on aiding and abetting even if defendants offered persuasive alibis
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: In addition to any rights and remedies available to the parties hereunder or at law, each party shall be entitled to bring an action for specific performance and to seek other equitable relief in connection with any breach or violation, or any attempted breach or violation, of the provisions of this Agreement, without the necessity of showing actual damages or furnishing bond or other security.

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: As a condition to the exercise or settlement of any award, or in connection with any other event that gives rise to a tax withholding obligation on the part of the Company or a subsidiary relating to an award, the Company and/or the subsidiary may (a) deduct or withhold (or cause to be deducted or withheld) from any payment or distribution to the recipient of an award, whether or not made pursuant to the plan or (b) require the recipient to remit cash (through payroll deduction or otherwise), in each case in an amount sufficient in the opinion of the Company to satisfy such withholding obligation. If the event giving rise to the withholding obligation involves a transfer of shares of stock, then, at the sole discretion of the Committee, the recipient may satisfy the applicable tax withholding obligation by electing to have the Company withhold shares of stock or by tendering previously-owned shares, in each case having a fair market value equal to the amount of tax to be withheld (or by any other mechanism as may be required or appropriate to conform with local tax and other rules).

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 following U.S. Supreme Court case excerpt and classify it into the correct legal issue area. Excerpt: 427 U.S. 461 96 S.Ct. 3187 49 L.Ed.2d 625 State of UTAH, plaintiff,v.UNITED STATES. No. 31, Orig. Supreme Court of the United States June 28, 1976 DECREE On Bill of Complaint. It is ordered, adjudged, and decreed that: 1. Taking into consideration Sections 1, 2, and 5 of the decree of this Court entered May 22, 1972, Utah v. United States, 406 U.S. 484, 485-486, 92 S.Ct. 1691, 32 L.Ed.2d 246, Sections 1, 2, and 4 of the decree of this Court entered February 19, 1975, Utah v. United States, 420 U.S. 304, 305-306, 95 S.Ct. 1153, 43 L.Ed.2d 211, and the further proceedings had herein pursuant to the decree of this Court entered February 19, 1975, Utah v. United States, 420 U.S. 304, 95 S.Ct. 1153, 43 L.Ed.2d 211, and 2. Subject to any federal regulatory authority that may extend to the Great Salt Lake or its shorelands, the United States of America, its departments and agencies, are enjoined from asserting against the State of Utah any claim of right, title and interest: (a) to any lands within the meander line of the Great Salt Lake (as duly surveyed prior to or in accordance with Section 1 of the Act of June 3, 1966, 80 Stat. 192), with the exception of any lands within the Bear River Migratory Bird Refuge, the Weber Basin Federal Reclamation Project, and the Hill Air Force Range (as bounded by water's edge June 15, 1967), the title to which last-named parcel is not decided by this decree; (b) to the natural resources and living organisms in or beneath the lands delineated in (a) above; and (c) to the natural resources and living organisms either within the waters of the Great Salt Lake, or extracted therefrom, as delineated in (a) above. 3. The State of Utah is not required to pay the United States for the lands, including the minerals, delineated in paragraph 2 above of this decree. 4. The prayer of the United States in its answer to the State of Utah's Complaint that this Court 'confirm, declare and establish that the United States is the owner of all right, title and interest in all of the lands described in Section 2 of the Act of June 3, 1966, 80 Stat. 192, as amended by the Act of August 23, 1966, 80 Stat. 349, and that the State of Utah is without any right, title or interest in such lands, save for the right to have these lands conveyed to it by the United States, and to pay for them, in accordance with the provisions of the Act of June 3, 1966, as amended,' is denied.* Mr. Justice MARSHALL took no part in the consideration or decision of this decree. * When 'lands' appears in this decree to describe the interests involved, the word is used to include the brines and minerals in solution in the brines or precipitated or extracted therefrom.

assistant: 10
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 lower court found Mr. Brown’s contention persuasive and dismissed the charge of driv ing while license revoked for DUI. Petitioner seeks a writ of prohibition from this Court in connection with the circuit court’s ruling. II. DISCUSSION This matter of first impression presents the issue of whether a driver whose license has been revoked for DUI remains subject to prosecution for driving while his license is revoked for. DUI after the statutory period of revocation has elapsed but before the driver has complied with the statutorily-prescribed steps for reissuance of his driver’s license. As with all issues of statutory construction, we must first determine whether the language at issue presents any ambiguity. See Syl. Pt. 2, State v. Elder, 152 W.Va. 571, 165 S.E.2d 108 (1968) (<HOLDING>). The statute authorizing license revocation Options: A. recognizing that where the statutory language is not ambiguous the plain and ordinary meaning of the statute must be given effect B. recognizing that legislative history is not used to create ambiguity where statutory language is clear C. holding that where the language of a statute is clear and without ambiguity the plain meaning is to be accepted without resorting to the rules of interpretation D. holding that bias interpretation of immigration law is entitled to deference except where the interpretation is clearly contrary to the plain and sensible meaning of the statute E. holding when ordinance language is clear courts must give language its plain meaning

assistant: The best answer is C. holding that where the language of a statute is clear and without ambiguity the plain meaning is to be accepted without resorting to the rules of interpretation
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 Amendment is a Loan Document. This Amendment, together with all the other Loan Documents (collectively, the “ Relevant Documents ”), sets forth the entire understanding and agreement of the parties hereto in relation to the subject matter hereof and supersedes any prior negotiations and agreements among the parties relating to such subject matter. No promise, condition, representation or warranty, express or implied, not set forth in the Relevant Documents shall bind any party hereto, and no such party has relied on any such promise, condition, representation or warranty. Each of the parties hereto acknowledges that, except as otherwise expressly stated in the Relevant Documents, no representations, warranties or commitments, express or implied, have been made by any party to the other in relation to the subject matter hereof or thereof. None of the terms or conditions of this Amendment may be changed, modified, waived or canceled orally or otherwise, except in writing and in accordance with Section 10.01 of the Credit Agreement.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: work product and was exempt from disclosure-as no showing was made that any of the exceptions set forth in Florida Rule of Civil Procedure 1.280(b) applied. In this case, the lower court ordered production of the witness statements solely because they were sworn affidavits. No showing was made by Respondents to the trial court that any of the exceptions of rule 1.280(b) applied. The court compelled production of these witness statements without conducting an in camera inspection to determine if the statements at issue were actually work product and without finding that Respondents would be unable to secure the equivalent without undue hardship. This constitutes a departure from the essential requirements of the law. See Ashemimry v. Ba Nafa, 847 So.2d 603, 605-06 (Fla. 5th DCA 2003) (<HOLDING>). We find that the trial court’s order departs Options: A. holding that it was error to order discovery in a civil case of a recorded statement allegedly made in preparation for a criminal prosecution without an in camera inspection or additional findings with regard to work product immunity B. holding blanket order staying discovery on main issue because of related criminal proceeding was abuse of discretion because it vitiated defendants ability to prepare defense in civil case C. holding that entry of summary judgment while a motion for additional discovery was pending should be construed as an implicit denial of the motion for additional discovery D. holding that it was within the trial courts discretion to refuse any additional discovery and that the courts refusal to allow additional discovery was not an abuse of discretion E. holding that general allegations of a need for additional discovery will not suffice the person presenting such a claim must show what discovery has been obtained why it is inadequate and the what additional information he expects to obtain from additional discovery

assistant: The best answer is A. holding that it was error to order discovery in a civil case of a recorded statement allegedly made in preparation for a criminal prosecution without an in camera inspection or additional findings with regard to work product immunity
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: Park's defense team, and her subsequent refusal to testify. 13 . Thompson cites one case, Smiddy v. Varney, 803 F.2d 1469 (9th Cir. 1986), to support her argument that the prosecutor’s actions broke the chain of causation between her phone call and Ayala’s refusal to testify. Smiddy, however, is inapposite for several reasons. First, that case deals only with post-trial calculation of damages rather than the existence of a cause of action. See id. at 1473 ("[T]he independent act of the prosecutor four days after Smiddy’s arrest, unless shown to have been improperly influenced by the police officers, cut off further liability for damages suffered thereafter.”). Second, Smiddy applies to “negligent conduct,” not to intentional misconduct by law enforcement officers. See id. at 1471, 1473 (<HOLDING>). Third, Smiddy dealt with a Section 1983 claim Options: A. holding that allegations of influence by an unnamed person outside the jury required the holding of an evidentiary hearing to determine extrinsic influence B. holding leave to amend should be freely granted absent a showing of undue delay bad faith undue prejudice or futility C. recognizing that pressure undue influence or knowing misstatements by police could extend the chain of causation D. holding that equally consistent circumstances of influence cannot be considered as evidence of undue influence E. recognizing that factors such as physical and mental condition of the maker of the instrument at the time of its execution including age any weakness or infirmity are probative evidence of undue influence

assistant: The best answer is C. recognizing that pressure undue influence or knowing misstatements by police could extend the chain of causation
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 GUARANTOR AND (BY ACCEPTING THE BENEFIT HEREOF) EACH HOLDER OF GUARANTEED OBLIGATIONS HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS GUARANTY OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY (WHETHER BASED ON CONTRACT, TORT OR ANY OTHER THEORY). EACH GUARANTOR AND (BY ACCEPTING THE BENEFITS HEREOF) EACH HOLDER OF GUARANTEED OBLIGATIONS (A) CERTIFIES THAT NO REPRESENTATIVE, AGENT OR ATTORNEY OF ANY OTHER PERSON HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH OTHER PERSON WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVER AND (B) ACKNOWLEDGES THAT IT AND THE OTHER PARTIES HERETO HAVE BEEN INDUCED TO ENTER INTO THIS GUARANTY BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THIS SECTION.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: No authorization, approval or consent of, or filing with, any court, governmental body, regulatory agency, self-regulatory organization, or stock exchange or market or the stockholders of the Company is required to be obtained or made by the Company for (i) the execution, delivery and performance by the Company of the Agreement; (ii) the issuance and sale of the Shares as contemplated herein, and (iii) the performance by the Company of its other obligations under the Agreement, other than (a) as may be required under applicable State Acts or “blue sky” laws, and (b) filing of one or more Forms D with respect to the Shares as required under Regulation D.

assistant: Approvals