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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: considered as a whole does not compel a contrary conclusion. See Zhang v. U.S. INS, 386 F.3d 66, 67 (2d Cir.2004) (affirming denial of asylum under the substantial evidence standard where the IJ found that the asylum applicant had submitted “ ‘few [corroborating] documents’ ” and had “ ‘not presented consistent, detailed or credible testimony1 to support his claim of persecution”). With respect to Sultan’s complaint that the IJ erred (1) by denying Sultan relief under the Convention Against Torture and (2) by excluding certain evidence that Sultan did not timely submit, Sultan failed to raise these claims in his appeal before the BIA. Consequently, we are without jurisdiction to consider them. See 8 U.S.C. § 1252(d)(1); Cervantes-Ascencio v. U.S. INS, 326 F.3d 83, 87 (2d Cir.2003) (<HOLDING>). ^ £ * * * % Having considered all of Options: A. holding that a courts authority to require exhaustion of administrative remedies in actions brought under the apa is limited when neither the statute nor agency rules specifically mandate exhaustion as a prerequisite to judicial review B. holding the bia did not abuse its discretion in finding petitioner did not satisfy the procedural requirements for his motion in part because petitioner failed to submit a completed application for relief C. holding that exhaustion of issues is jurisdictional D. holding that the petitioner could demonstrate its constitutional standing for the first time on judicial review of an order of the land use board of appeals because the need to do so first arose when the petitioner sought to invoke the courts jurisdiction on judicial review E. recognizing that 1252d1s exhaustion requirements require a petitioner to raise issues to the bia in order to preserve them for judicial review

assistant: The best answer is E. recognizing that 1252d1s exhaustion requirements require a petitioner to raise issues to the bia in order to preserve them for judicial review
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: that Ms. Watkins received preferential treatment. Indeed, nothing in the record demonstrates that Ms. Watkins received promotions or any other benefit for which she was not qualified resulting from Mr. Burton’s interactions with Ms. Watkins. Further, Ms. Montgomery offered no evidence to rebut Mr. Kaufman’s statement that Ms. Watkins received a higher level of training as part of a new office policy to remedy the office’s previous failure to adequately train new employees. In sum, Ms. Montgomery’s allegations are “vague, eonclusory or facially insufficient” as to any preferential treatment Mr. Burton afforded Ms. Watkins and fail to trigger the Board’s jurisdiction under 5 U.S.C. § 1221(a). See Johnston, 518 F.3d at 910; Dumas v. Merit Sys. Prot. Bd., 789 F.2d 892, 894 (Fed.Cir.1986) (<HOLDING>). Finally, we also reject Ms. Montgomery’s Options: A. holding that making a nonfrivolous allegation is insufficient to survive a motion to dismiss for lack of jurisdiction B. holding that a nonfrivolous allegation of board jurisdiction is one which if true would establish a prima facie case that the board has jurisdiction over the matter at issue C. holding that when presented with a mixed case of constructive removal and discrimination the board only has authority to decide the discrimination issue if the board has jurisdiction over the alleged constructive adverse action D. holding that each allegation of cue is separate and must be specifically considered by the board before the veterans court has jurisdiction E. holding that the information must establish that the court has jurisdiction over both the subject matter and the parties

assistant: The best answer is B. holding that a nonfrivolous allegation of board jurisdiction is one which if true would establish a prima facie case that the board has jurisdiction over the matter at issue
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 RSUs granted to Grantee shall be fully vested as of the Grant Date and shall be settled on the second business day (the “ Settlement Date ”) following the earlier of (i) the date on which Grantee ceases to serve on the Board of Directors for any reason or (ii) the date of Grantee’s death or Disability.

assistant: Vesting
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: risks has been recognized by state and federal courts applying the self-critical analysis privilege. See, e.g., Textron, 157 F.R.D. at 526-27. American also highlights a number of federal statutes and regulations that illustrate the national legislative commitment to air traffic safety, as well as the usefulness of voluntary disclosure in achieving this goal. See ATAA Mem., at 11-12. For example, section 402(a) of the recently enacted “FAA Reauthorization Act” forbids the FAA from disclosing to the public certain safety-related information voluntarily submitted to it. Pub.L. No. 104-264, 110 Stat. 3213 (1996). Pulling all this together, the Court is persuaded that American has met its bur 3273, 91 L.Ed.2d 563 (1986); Sirmans v. City of South Miami, 86 F.R.D. 492, 495 (S.D.Fla.1980) (<HOLDING>); Fe e, 965 F.2d 126, 129 (6th Cir.) (same Options: A. recognizing qualified privilege for confidential presidential communications B. holding outofcourt statements relating to reasons for investigation are not admissible where the reasons for the investigation are not at issue C. recognizing qualified privilege for government files relating to an ongoing criminal investigation D. holding that the media has a qualified privilege to report the information they receive from government officials E. recognizing privilege

assistant: The best answer is C. recognizing qualified privilege for government files relating to an ongoing criminal investigation
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: clauses any differently than other contracts. See Doctor’s Assoc., Inc. v. Casarotto, 517 U.S. 681, 686-87, 116 S.Ct. 1652, 1656, 134 L.Ed.2d 902 (1996) (“Courts may not, however, invalidate arbitration agreements under state laws applicable only to arbitration provisions”) (emphasis in original); Allied-Bruce Terminix Co. v. Dobson, 513 U.S. 265, 281, 115 S.Ct. 834, 130 L.Ed.2d 753 (1995) (FAA makes unlawful any state policy that “would place arbitration clauses on an unequal ‘footing’ ”). Because Alabama law only requires the contract to be signed (and only certain contracts at that), and does not require every single provision of every contract to be signed, it could not require the arbitration clause at issue here to be signed. Doctor’s Assoc., 517 U.S. at 682-84, 116 S.Ct. at 1654 (<HOLDING>). Stiles assented to the contract as a whole in Options: A. holding that montana law requiring all arbitration provisions to be typed in underlined capital letters was preempted because congress precluded states from singling out arbitration provisions for suspect status B. holding that a contracts choiceoflaw provision did not determine the scope of an arbitration clause C. holding that montana law cannot require special notice provisions in arbitration contracts D. holding that contracts should be interpreted to give effect to all provisions E. holding membership in new york stock exchange with concomitant obligation to be bound by arbitration provisions of its constitution and rules sufficient to constitute consent to arbitration of covered disputes whether or not arbitration provisions are specifically incorporated in contract

assistant: The best answer is C. holding that montana law cannot require special notice provisions in arbitration contracts
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: v. NLRB, 663 F.2d 455, 458-59 (3d Cir. 1981) (clear ánd unmistakable waiver of right to strike over administration of pension fund held unnecessary where general contract term extended scope of no-strike clause beyond scope of arbitration clause). We believe it consistent with the Act that the arbitrator’s decision in the present case clearly and unmistakably recognized the existence of the special duties of union officials. To go further and require that the Board rather than the arbitrator must be the one to declare the meaning of the parties’ agreement would be to give to the Board a power that Congress has denied it. See discussion of NLRB v. C & C Plywood Corp., infra. 22 . The court cited New Orleans Steamship Ass’n v. General Longshore Workers, 626 F.2d 455, 468 (5th Cir. 1980) (<HOLDING>), cert, granted sub nom. Jacksonville Bulk Options: A. holding that the court may issue an injunction prohibiting a defendant from repeating statements determined at trial to be defamatory B. holding that district court erred in ruling that a particular item of evidence must be admitted in the arbitral proceeding C. holding that district court erred in issuing injunction against future work stoppages based on arbitral award prohibiting one such stoppage D. holding that trial court erred by entering an injunction sua sponte as an injunction cannot be entered unless a pleading requests one E. holding that district court erred in dismissing the indictment based on sufficiency of evidence

assistant: The best answer is C. holding that district court erred in issuing injunction against future work stoppages based on arbitral award prohibiting one such stoppage
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: For the reasons stated in the Court’s Order of even date, IT IS ORDERED, ADJUDGED, AND DECREED that Plaintiffs complaint and all claims alleged therein are dismissed with prejudice. 1 . Plaintiff has also stated that between 1996 and 1999 he filed 14 lawsuits in Alaska relating to his imprisonment. Although Plaintiff has provided specific case numbers, he did not provide any information regarding the disposition of the cases. This Court was able to locate only one of the cases on the U.S. Party Case Index, Civil Action No. 98-CV-0119, but there was not sufficient information to determine whether the dismissal of the case or the appeal (USCA No. 98-35873) would count as a strike under 28 U.S.C. § 1915(g). See Patton v. Jefferson Correctional Center, 136 F.3d 458, 464 (5th Cir.1998) Options: A. holding that the aedpas tolling provision is inapplicable under peterson v demskie where petitioners conviction became final prior to the effective date of the aedpa B. holding that the plras three strikes provision applied to an appeal pending prior to the effective date of the plra and authorized denial of in forma pauperis status based on lawsuits and appeals dismissed as frivolous prior to the effective date of the plra C. holding that for purposes of counting strikes under 1915g it is irrelevant whether the strikes occurred prior to or after the effective date of the aedpa D. holding that 1915g does not operate retroactively simply because dismissals entered before the enactment of the plra are considered in applying 1915g E. holding aedpa applicable to petition filed on or after aedpas effective date

assistant: The best answer is C. holding that for purposes of counting strikes under 1915g it is irrelevant whether the strikes occurred prior to or after the effective date of the aedpa
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: 2. All Confidential Information disclosed to the Recipient will be used solely for the Business Purpose and for no other purpose whatsoever. Pitch Deck Fire agrees that if a Participant delivers to Pitch Deck Fire any information or data marked or identified as confidential or proprietary ("confidential information"), then Pitch Deck Fire shall not, except as otherwise permitted or instructed by the applicable Participant in writing (a) disclose or otherwise make available the confidential information to any third party except to the extent otherwise expressly permitted by this Agreement,

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: v. Libbey-Owens-Ford Glass Co., 376 F.2d 711 (7th Cir. 1967), stated that section 2(d) shows that the legislature contemplated multiplicity of actions and provides a court with two options: stay the entire proceeding pending arbitration, or, if the issue is severable, the stay may be granted with respect to that issue only. 710 ILCS 5/2(d) (West 1994). The Galt court explained: “In enacting the Uniform Arbitration Act, the [Illinois] Legislature has not eradicated a chancellor’s inherent powers, but the legislature has determined in Section 2 that it is no longer equitable to enjoin arbitration to prevent multiplicity of actions.” Galt, 376 F.2d at 716. See Moses H. Cone Memorial Hospital v. Mercury Construction Corp., 460 U.S. 1, 20, 74 L. Ed. 2d 765, 782, 103 S. Ct. 927, 939 (1983) (<HOLDING>). Accord Dean Witter Reynolds Inc. v. Byrd, 470 Options: A. holding that where an arbitration agreement between an employer and employee does not specifically provide for the handling of arbitration costs california courts should interpret the arbitration agreement as providing that the employer must bear the arbitration forum costs B. holding that once the party seeking to compel arbitration establishes the existence of an arbitration agreement and that the claims raised fall within the scope of that agreement the trial court must compel arbitration C. holding that the federal arbitration act requires piecemeal resolution when necessary to give effect to an arbitration agreement and mandates enforcement of an arbitration agreement notwithstanding the presence of other persons who are parties to the underlying dispute but not to the arbitration agreement emphasis added D. holding that an arbitration agreement is separable from the underlying agreement E. holding that the faa mandates courts to direct parties to arbitration on issues to which a valid arbitration agreement has been signed

assistant: The best answer is C. holding that the federal arbitration act requires piecemeal resolution when necessary to give effect to an arbitration agreement and mandates enforcement of an arbitration agreement notwithstanding the presence of other persons who are parties to the underlying dispute but not to the arbitration agreement emphasis added
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: again, and KEB confirmed that it had, in fact, conveyed KLI’s notice to Morgan, but that Morgan had stated that it would not execute KLI’s demand to unwind. Kim called Morgan, and Morgan stated that it would not execute KLI’s demand because KEB did not want the transaction to be unwound. Morgan does not dispute these facts, and must concede, therefore, that it knew, by reason of both KLI’s written and oral notices, that KLI wanted its baht position unwound, and that it was Morgan’s decision not to comply with the demand. Clearly, Morgan had actual knowledge, and therefore is deemed to have notice that KLI made demand pursuant to the unwind provision, section 2(e) of the Morning Glory/KEB swap agreement. Leasing Serv. Corp. v. Diamond Timber, Inc., 559 F.Supp. 972, 978 (S.D.N.Y.1983) (<HOLDING>) (internal citation omitted). Morgan’s position Options: A. holding that actual notice fulfills a notice requirement that an applicable federal regulation be conspicuously posted because actual notice is the best notice B. holding that constructive knowledge satisfies the reason to know standard C. holding that 1983 claim accrues when plaintiff knows or has reason to know of injury D. holding that a 1983 claim accrues when plaintiff knows or has reason to know of injury E. holding that notice occurs when party charged with having notice has actual knowledge or when from all the facts and circumstances known to him at the time in question he has reason to know that it exists

assistant: The best answer is E. holding that notice occurs when party charged with having notice has actual knowledge or when from all the facts and circumstances known to him at the time in question he has reason to know that it exists
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: From time to time, at the reasonable request of any other party hereto and without further consideration, each party hereto shall execute and deliver such additional documents and take all such further action as may be necessary or appropriate to consummate and make effective, in the most expeditious manner practicable, the transactions contemplated by this Agreement.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Upon the occurrence of an Event of Default that is not timely cured within an applicable cure period hereunder, the interest on this Debenture shall immediately accrue at an interest rate equal to twenty-two percent (22%) per annum or the maximum interest rate allowable by law, and, in addition to all other rights or remedies the Holder may have, at law or in equity, the Holder may, in its sole discretion, accelerate full repayment of all principal amounts outstanding hereunder, together with accrued interest thereon, together with all attorneys' fees, paralegals' fees and costs and expenses incurred by the Holder in collecting or enforcing payment hereof (whether such fees, costs or expenses are incurred in negotiations, all trial and appellate levels, administrative proceedings, bankruptcy proceedings or otherwise), and together with all other sums due by the Company hereunder and under the Transaction Documents, all without any relief whatsoever from any valuation or appraisement laws, and payment thereof may be enforced and recovered in whole or in part at any time by one or more of the remedies provided to the Holder at law, in equity, or under this Debenture or any of the other Transaction Documents. In connection with the Holder's rights hereunder upon an Event of Default, the Holder need not provide, and the Company hereby waives, any presentment, demand, protest or other notice of any kind, and the Holder may immediately enforce any and all of its rights and remedies hereunder and all other remedies available to it in equity or under applicable law.

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: If any provision or provisions of this Agreement shall be held to be invalid, void, illegal or otherwise unenforceable for any reason whatsoever: (a) the validity, legality and enforceability of the remaining provisions of this Agreement (including, without limitation, each portion of any Section, paragraph or sentence of this Agreement containing any such provision held to be invalid, void, illegal or otherwise unenforceable that is not itself invalid, void, illegal or otherwise unenforceable) shall not in any way be affected or impaired thereby and shall remain enforceable to the fullest extent permitted by law; (b) such provision or provisions shall be deemed reformed to the extent necessary to conform to applicable law and to give the maximum effect to the intent of the parties hereto; and (c) to the fullest extent possible, the provisions of this Agreement (including, without limitation, each portion of any Section, paragraph or sentence of this Agreement containing any such provision held to be invalid, void, illegal or otherwise unenforceable, that is not itself invalid, void, illegal or otherwise unenforceable) shall be construed so as to give effect to the intent manifested thereby.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Each Lender agrees that it will not disclose without the prior consent of the Borrower (other than to its employees, its Subsidiaries, another Lender, an Affiliate of a Lender or to its auditors or counsel) any information with respect to the Credit Parties which is furnished pursuant to this Agreement or any of the other Loan Documents; provided that any Lender may disclose any such information (a) as has become generally available to the public or has been lawfully obtained by such Lender from any third party under no duty of confidentiality to any Credit Party, (b) as may be required or appropriate in any report, statement or testimony submitted to, or in respect to any inquiry, by, any municipal, state or federal regulatory body having or claiming to have jurisdiction over such Lender, including the Board of Governors of the Federal Reserve System of the United States, the Office of the Comptroller of the Currency or the Federal Deposit Insurance Corporation or similar organizations (whether in the United States or elsewhere) or their successors, (c) as may be required or appropriate in respect to any summons or subpoena or in connection with any litigation, (d) in order to comply with any law, order, regulation, ruling or other requirement of law applicable to such Lender, and (e) to any prospective assignee or participant in accordance with Section 11.8(i) hereof.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Except for DIEGO's disclosure obligations under applicable securities laws, each Party agrees to keep in confidence the terms and conditions of this Agreement. The Parties hereto agree that they will not, without compulsion of legal process, reveal directly or indirectly any of the terms of this Agreement to any person or entity except in confidence to those individuals or entities to whom the disclosure is necessary to affect the purposes of this Agreement, including, but not limited to, spouses, attorneys, tax preparers, accountants, banks and other financial institutions and government agencies which request a copy of this Agreement, provided, however, that nothing in this Agreement is intended to prohibit or restrict Employee (or Employee's attorneys) from responding to an inquiry from, providing testimony before, or initiating communications directly with any federal or state regulatory authority or any self- regulatory organization regarding this Agreement or its underlying facts or circumstances, provided Employee gives prompt notice to the Company of any such judicial or administrative notice or proceeding.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Executive acknowledges that (a) the ultimate liability for any and all income tax, social insurance, payroll tax, payment on account or other tax-related withholding (“Tax-Related Items”) legally due by him or her is and remains the Executive’s responsibility and may exceed the amount actually withheld by the Company and/or the Service Recipient and (b) the Company and/or the Service Recipient or a former Service Recipient, as applicable, (i) make no representations or undertakings regarding the treatment of any Tax-Related Items in connection with any aspect of the PBRSUs, including, but not limited to, the grant, vesting and/or conversion of the PBRSUs and issuance of Shares; (ii) do not commit and are under no obligation to structure the terms of the grant or any aspect of the PBRSUs to reduce or eliminate the Executive’s liability for Tax-Related Items; (iii) may be required to withhold or account for Tax-Related Items in more than one jurisdiction if the Executive has become subject to tax in more than one jurisdiction between the Grant Date and the date of any relevant taxable event; and (iv) may refuse to deliver the Shares to the Executive if he or she fails to comply with his or her obligations in connection with the Tax-Related Items as provided in this Section.

assistant: Taxes
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: § 1514(c)(3) states, however, that parties must file protests “within ninety days after but not before . .. the date of the decision as to which protest is made.” Id. (emphasis added). The decision the protesting party objects to must therefore occur prior to the filing of the protest. As previously stated, CRMC filed its protest on February 6, 1995. Protest Form, Pl.’s Ex. D at 3. To the extent that Plaintiff objects to the unanticipated event of Customs’ decision to refund MPF without interest in February 2000, that event had not yet occurred at the time the protest was filed. Accordingly, under a plain reading of 19 U.S.C. § 1514(c)(3), Plaintiff’s protective protest was untimely and invalid. See A.N. Deringer, Inc. v. United States, 12 CIT 969, 972, 698 F. Supp. 923, 925 (1988) (<HOLDING>). Because the escrow agreement stipulated Options: A. holding actions filed one day late are barred B. holding that its plaintiff failed to prove it was prejudiced by defendants actions and dismissing the protest but only after deciding the merits C. holding that petition was properly filed even though the state court denied it as procedurally barred because the petition was delivered to and accepted by the state court D. holding that a protest was invalid either because it was filed the day before customs denied a previous claim for relief or barred by the provision allowing only one protest per entry of merchandise E. holding in a bid protest that a lease awarded by a federal agency was void because it exceeded an explicit congressional limitation legitimated by statute

assistant: The best answer is D. holding that a protest was invalid either because it was filed the day before customs denied a previous claim for relief or barred by the provision allowing only one protest per entry of merchandise
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 and Employee may execute this Agreement in any number of counterpru1s, each of which shall be deemed to be an original but all of which shall constitute but one instrument. In proving this Agreement, it shall not be necessary to produce or account for more than one such counterpart.

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: Any executive officer of a Credit Party shall be indicted for a crime, a punishment for which could include (i) the forfeiture of any assets of such Credit Party or of any equity interest in such Credit Party; (ii) the loss of eligibility for any permit; (iii) imprisonment; or (iv) a material fine or other material monetary penalty.

assistant: Forfeitures
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 payments to be made by the Borrower shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. Except as otherwise expressly provided herein, all payments by the Borrower hereunder shall be made to the Administrative Agent, for the account of the respective Lenders to which such payment is owed, at the Administrative Agent’s Office in Dollars and in immediately available funds not later than 12:00 p.m. on the date specified herein. The Administrative Agent will promptly distribute to each Lender its Applicable Percentage in respect of the relevant Facility (or other applicable share as provided herein) of such payment in like funds as received by wire transfer to such Lender’s Lending Office. All payments received by the Administrative Agent after 12:00 p.m., in the case of payments in Dollars shall in each case be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. If any payment to be made by the Borrower shall come due on a day other than a Business Day, payment shall be made on the next following Business Day, and such extension of time shall be reflected on computing interest or fees, as the case may be.

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: Subject to the terms and conditions of this Agreement, the Employer agrees to employ Executive, and Executive agrees to be employed by the Employer, as of August 21, 2017 (the " Start Date "), pursuant to the terms of this Agreement.

assistant: Employment
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: reconsideration of the Clerk’s order granting appellees’ request to file a supplemental appendix is denied. 1 . Because Datto does not challenge the denial of Rule 60(b)(3) relief on this appeal, we deem that issue waived. See Skretvedt v. E.I. DuPont De Nemours, 372 F.3d 193, 202-03 (3d Cir.2004) ("[A]n issue is waived unless a party raises it in its opening brief, and for those purposes a passing reference to an issue will not suffice to bring that issue before this court.”). In addition, we note that, while the District Court did not specifically address Datto's contention that Rule 60(b)(1) provides a basis for relief because Datto made a "mistake” in accepting the settlement, any such contention is without merit. See Coltec Indus., Inc. v. Hobgood, 280 F.3d 262, 275 (3d Cir.2002) (<HOLDING>). Likewise, Datto's alleged mistaken belief Options: A. holding that evaluations submitted after the committees final decision cannot be considered in determining whether the decision was arbitrary and capricious B. recognizing that the existence of a copy of a decision in a bill file along with numerous references to a decision of the court of appeals in the legislative history indicated that an amendment was made in response to that decision C. holding that even if partys decision to settle was improvident in hindsight the decision is made and cannot be revisited D. holding that evidence contrary to an administrators decision does not make the decision arbitrary and capricious so long as a reasonable basis appears for the decision E. holding that a document is predecisional if it was prepared to assist an agency in arriving at a decision rather than supporting a decision already made

assistant: The best answer is C. holding that even if partys decision to settle was improvident in hindsight the decision is made and cannot be revisited
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement shall be governed by and interpreted in accordance with the substantive law of the State of California as it governs transactions occurring wholly within California. Any action or dispute arising out of, or in any way related to, this Agreement, or the interpretation and/or application of this Agreement, must be brought in Santa Clara County, California.

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: uber may , but shall not be obligated to , review , monitor , or remove user content , at uber 's sole discretion and at any time and for any reason , without notice to you .

assistant: Content 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 case excerpt and choose the best holding from the options. Case excerpt: the appeal waiver. We grant the motion in part, and dismiss the appeal except to the extent Eades raises ineffective assistance claims outside the scope of the waiver. As to the claims outside the scope of the waiver, we affirm. We reject Eades’s contention that his waiver is voidable for inadequate or improper consideration. Eades received valuable consideration when the Government, in good faith, forbore its pursuit of the Armed Career Criminal sentencing enhancement under 18 U.S.C. § 922(e), regardless of whether Eades might ultimately have prevailed on the issue. Moreover, the Government’s forbearance does not constitute illegal consideration because the Government merely agreed not to pursue the enhancement. Cf. United States v. Williams, 488 F.3d 1004, 1011 & n. 9 (D.C.Cir.2007) (<HOLDING>). Thus, we turn to the waiver itself. A waiver Options: A. holding that the government likely could not agree to a plea bargain which would directly circumvent a mandatory minimum B. holding that defendants may agree to departure from sentencing guidelines in plea bargain C. holding defendant did not prove an enforceable agreement only that there was some discussion of a plea bargain D. holding that when the defendant was misadvised when entering his guilty plea that he would not have to serve a mandatory parole term following his release from prison fundamental fairness required limiting the term of his sentence to that which comported with the plea bargain E. recognizing that a voluntary and understanding guilty plea entered without the benefit of a plea bargain waives all nonjurisdictional defects that occurred before the entry of the plea

assistant: The best answer is A. holding that the government likely could not agree to a plea bargain which would directly circumvent a mandatory minimum
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: County, 195 Ariz. 89, 985 P.2d 574 (App.1999). There we rejected the view that Article 9, Section 2(12) of the Arizona Constitution requires ad valorem taxation of every conceivable variety of property not expressly exempted by federal law, the Arizona Constitution, or statutory exemption authorized by Article 9, Section 2(2) (property of charitable, educational, religious, or non-profit institutions). See Airport Props., 195 Ariz. at 99, ¶ 36, 985 P.2d at 584. We reached this conclusion based on the plain language of Article 9, Section 2(12), its history and treatment in the Arizona case law, and “the yardstick of common sense.” Id. at 99-104, ¶¶ 36-59, 985 P.2d at 584-89; see also Maricopa County v. Fox Riverside Theatre Corp., 57 Ariz. 407, 408-15, 114 P.2d 245, 246-48 (1941) (<HOLDING>). ¶ 18 In light of Airport Properties, the tax Options: A. holding that in order for there to be state debt in the constitutional sense one legislature in effect must obligate a future legislature to appropriate funds to discharge the debt created by the first legislature B. holding that the defendant had no interest to establish such an identity of interests with the debtor C. holding that because the legislature had set up no machinery by which taxation of leasehold interests in public property could be carried into effect the legislature had not exercised its power to tax such interests and thus an injunction against maricopa countys assessment of taxes on such interests was appropriate D. recognizing such balance of interests E. holding that privacy interests outweighed public interests even though the public is already familiar with certain aspects of the requested data

assistant: The best answer is C. holding that because the legislature had set up no machinery by which taxation of leasehold interests in public property could be carried into effect the legislature had not exercised its power to tax such interests and thus an injunction against maricopa countys assessment of taxes on such interests was appropriate
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The terms and provisions of this Agreement may only be amended, modified or waived at any time and from time to time by a writing executed by the Company and the Investor(s) holding a majority of the then-outstanding Registrable Securities held by the Investor(s) and its assigns; provided , that any amendment, modification or waiver that would disproportionately and adversely affect the rights, benefits or obligations of any other Holders or group of Holders in a different manner than all of the Holders, shall require the written consent of such Holder or the Holders holding a majority of the then-outstanding Registrable Securities held by the Holders other than the Investor(s).

assistant: Amendments
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 demonstrate that she is a resident of Alabama. One must be a resident of Alabama in order to serve as an administrator of an estate here; § 43-2-22, Ala.Code 1975, provides, in part: “(a) No person must be deemed a fit person to serve as executor who is under the age of 19 years, or who has been convicted of an infamous crime, or who, from intemperance, improvidence or ■ want of understanding, is incompetent to discharge the duties of the trust. Nor shall any nonresident of the state be appointed as administrator unless he is at the time executor or administrator of the same estate in some other state or territory or jurisdiction, duly qualified under the laws of that jurisdiction.” (Emphasis added.) But see § 43-2-191, Ala.Code 1975, and Ex parte Adams, 168 So.3d 40, 45 (Ala.2014) (<HOLDING>). On June 3, 2014, the same day on which the Options: A. holding that plea in bar may be based only on grounds set forth in statute B. holding that oneyear limitations period set forth in 2255 is not a jurisdictional bar and is thus subject to equitable tolling C. holding that the specific date restriction set forth in 541a5 controls and that 1306a1 does not eliminate that restriction D. holding that it is generally sufficient that an indictment set forth the offense in the words of the statute itself E. holding that an executor named in a will is not subject to the nonresident restriction set forth in 43222

assistant: The best answer is E. holding that an executor named in a will is not subject to the nonresident restriction set forth in 43222
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: stated the procedure Circle V should follow to increase the limitation on liability. Vollmer, accordingly, was presented with an opportunity to avoid this limitation but failed to avail himself of it. Finally, Defendants’ policy of requiring the shipper to create its own bill of lading, which Defendants then adopt, does not run afoul of the fourth requirement. To the contrary, Defendants’ policy protects shippers, who then may ensure the reported values and weights are correct. A shipper like Circle V properly is held to the bill Of lading it created. Cf. American Cyanamid Co. v. New Penn Motor Express, Inc., 979 F.2d 310, 314 (3d Cir.1992). Accordingly, Defendants limited their liability effectively. Cf. Hollingsworth & Vose Co. v. A-P-A Transp. Corp., 158 F.3d 617, 621 (1st Cir.1998) (<HOLDING>). Circle V’s remaining arguments are no more Options: A. holding shipper was bound by a limitation on liability provision where the tariff simply made greater coverage available the bill of lading gave the shipper the opportunity to elect the greater coverage and the shipper was a commercial enterprise capable of understanding the agreements it signed B. holding section 3877160 clearly limits the amount of coverage which may be stacked from policies on vehicles not involved in the accident to an amount no greater than the coverage of the vehicle involved in that accident C. holding directors and officers liability policy was property of the estate because the estate was worth more with indemnification coverage than without the coverage D. holding that the plaintiffs asserted legal basis for coverage is irrelevant to the determination of whether the insurance policy provides coverage and instead looking to the facts underlying the claim for coverage E. holding that where jury was instructed on both a greater offense and lesserincluded offense and the jury convicted on the lesserincluded offense the double jeopardy provision prohibited retrial on the greater offense

assistant: The best answer is A. holding shipper was bound by a limitation on liability provision where the tariff simply made greater coverage available the bill of lading gave the shipper the opportunity to elect the greater coverage and the shipper was a commercial enterprise capable of understanding the agreements it signed
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 4.14 sets forth the name of, the ownership interest of the applicable Loan Party in, the jurisdiction of incorporation or organization of, and the organizational type of each Subsidiary of the Borrower and the other Loan Parties and identifies each Subsidiary that is a Subsidiary Loan Party, in each case as of the Closing Date. As of the Closing Date, the Borrower has no Subsidiaries other than those specifically disclosed on Schedule 4.14 and no Loan Party owns any Capital Stock in any Person other than those specifically disclosed on Schedule 4.14 . All of the outstanding Capital Stock in each of the Borrower’s Subsidiaries that is a corporation has been validly issued, is fully paid and non-assessable, and all such Capital Stock owned by any Loan Party is owned by the record owners in the amounts specified on Schedule 4.14 as of the Closing Date, free and clear of all Liens except those created under the Collateral Documents, the Priming Collateral Documents and nonconsensual Liens that arise by operation of law. None of the Loan Parties or any of their Subsidiaries has, as of the Closing Date, any issued and outstanding Disqualified Capital Stock except as otherwise specifically disclosed on Schedule 4.14 .

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 case excerpt and choose the best holding from the options. Case excerpt: Similarly, an agency’s “no effect” determination under, the Endangered Species Act must be upheld unless arbitrary and capricious. Sw. Ctr. for Biological Diversity v. U.S. Forest Serv., 100 F.3d 1443, 1448 (9th Cir.1996). Ninth Circuit jurisprudence distinguishes between the level of deference afforded to agency decisions that are primarily legal in nature and that afforded to decisions that are factual. Alaska Wilderness Recreation & Tourism Ass’n v. Morrison, 67 F.3d 723, 727 (9th Cir.1995) (‘We find that it makes sense to distinguish the strong level of deference we accord an agency in deciding factual or technical matters from that to be accorded in disputes involving predominately legal questions.”); see Northcoast Envtl. Ctr. v. Glickman, 136 F.3d 660, 667 (9th Cir.1998) (<HOLDING>). In the Ninth Circuit, “[a]n agency’s Options: A. holding that the less deferential skidmore standard was a more appropriate standard to be applied to an agencys unpublished opinion B. holding that the reasonableness standard applies to the final sentence not to each individual decision made during the sentencing process C. holding that the less deferential standard of reasonableness applies to threshold agency decisions that certain activities are not subject to nepas procedures D. holding that the standard of review for an award of statutory damages is even more deferential than an abuse of discretion standard E. holding that the intent to discriminate under batson is a pure issue of fact subject to review under a deferential standard

assistant: The best answer is C. holding that the less deferential standard of reasonableness applies to threshold agency decisions that certain activities are not subject to nepas procedures
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 letter shall be construed and enforced in accordance with, and all questions concerning the construction, validity, interpretation and performance of this letter shall be governed by, the laws of the State of Louisiana, without giving effect to provisions thereof regarding conflict of laws.

assistant: Governing Laws