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: Executive acknowledges and warrants that Executive is not aware of, or that Executive has fully disclosed to the Company in writing, any matters for which Executive was responsible or which came to Executive’s attention as an employee of the Company that might give rise to, evidence, or support any claim of regulatory violation, illegal conduct, unlawful discrimination, or other cause of action against the Company or any of the Released Parties.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: On the Closing Date, upon the terms and subject to the conditions set forth herein, substantially concurrent with the execution and delivery of this Agreement by the parties hereto, the Company agrees to sell, and the Purchasers, severally and not jointly, agree to purchase, up to an aggregate of $7.0 million of Shares and Warrants. Each Purchaser’s Subscription Amount as set forth on the signature page hereto executed by such Purchaser shall be made available for “Delivery Versus Payment” settlement with the Company or its designees. The Company shall deliver to each Purchaser its respective Shares and a Warrant as determined pursuant to Section 2.2(a), and the Company and each Purchaser shall deliver the other items set forth in Section 2.2 deliverable at the Closing. Upon satisfaction of the covenants and conditions set forth in Sections 2.2 and 2.3, the Closing shall occur at the offices of the Placement Agent or such other location as the parties shall mutually agree. Unless otherwise directed by the Placement Agent, settlement of the Shares shall occur via “Delivery Versus Payment” (“ DVP ”) (i.e., on the Closing Date, the Company shall issue the Shares registered in the Purchasers’ names and addresses and released by the Transfer Agent directly to the account(s) at the Placement Agent identified by each Purchaser; upon receipt of such Shares, the Placement Agent shall promptly electronically deliver such Shares to the applicable Purchaser, and payment therefor shall be made by the Placement Agent (or its clearing firm) by wire transfer to the Company).

assistant: Closings
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 Transition Period, the Company will continue to pay you your current base salary and you will continue to be eligible to participate in benefits customarily afforded to other similarly situated employees, including participation in the Company-sponsored health benefits plan, to the fullest extent allowed by the governing plan, agreements, or policies.

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: Title to all Products shall pass to the Distributor upon the Manufacturer’s delivery of the Products. Upon the Manufacturer’s delivery of the Products, the Distributor shall bear and be liable for all risk of loss and/or damage to the Products. In the event the Distributor resells any Products prior to full payment, title to the purchase price received by the Distributor shall be forever held by the Distributor in trust for the Manufacturer’s benefit until the full purchase price, including interest, if any, has been paid to the Manufacturer.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: that have a determinate sentencing scheme.” Id. (quoting Foote, 808 P.2d at 735). Accordingly, we hold that a district court does not generally have the authority to order the Board of Pardons to credit an inmate’s sentence with time served as a condition of probation. However, because the establishment of an original parole date is inherently a sentencing function and the Board of Pardons therefore serves as a sentencing entity in our system, id., “the Board [of Pardons], like the courts, is governed by constitutional requirements addressing accuracy and fairness in the decision-making process.” Id. at 911. Thus, while the Board exercises unfettered discretion in determining the length of an inmate’s sentence, its actions must not violate the inmate’s constitutional rights. See id. (<HOLDING>). Accordingly, we must examine whether the Options: A. holding that any reliance by the parole board on inadmissible hearsay did not violate due process B. recognizing in certain contexts a postjudgment hearing may afford the requisite due process C. holding that an inmate stated a claim under the due process clause when guards had placed her in a cell with a dangerous inmate D. holding that board of pardons must afford inmate due process in original parole hearing E. holding that the parole commission is required to state reasons for its finding that an inmate continues to be a poor candidate for parole release

assistant: The best answer is D. holding that board of pardons must afford inmate due process in original parole hearing
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, the Ancillary Documents, any Schedules hereto and the other documents, instruments and agreements specifically referred to herein or therein or delivered pursuant hereto or thereto set forth the entire understanding of the parties hereto and their respective Affiliates with respect to the transactions contemplated by this Agreement. All Schedules, including any Seller Disclosure Schedule, referred to herein are intended to be and hereby are specifically made a part of this Agreement and incorporated by reference herein. Any and all previous agreements and understandings between or among the parties hereto regarding the subject matter hereof, whether written or oral, are superseded by this Agreement, except for the Confidentiality Agreement which shall continue in full force and effect in accordance with its terms.

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 legal provision and list the applicable contract clause categories. Provision: The Borrower shall use (i) the proceeds of the Initial Term Loans on the Closing Date solely to pay the obligations outstanding under the Existing Credit Agreement and Existing Notes and, to the extent of any remaining proceeds of Initial Term Loans after application thereto, Transaction Expenses, (ii) the proceeds of the Revolving Loans for general corporate purposes (including any transaction not prohibited by this Agreement); (iii) Letters of Credit for general corporate purposes; (iv) the proceeds of the Incremental Term Loans for general corporate purposes (including any transaction not prohibited by this Agreement) subject to any limitations specified in the applicable Incremental Agreement; and (v) the proceeds of the Additional/Replacement Revolving Loans for general corporate purposes (including any transaction not prohibited by this Agreement) subject to any limitations specified in the applicable Incremental Agreement and, in each case of this Section 6.10 , in compliance with Section 4.11 and the last sentence of each of clauses (a) and (b) of Section 4.20 .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Maven shall have completed the Maven Financial Statements and shall have received an audit report from an independent audit firm that is registered with the Public Company Accounting Oversight Board. The form and substance of the Maven Financial Statements shall be satisfactory to Integrated in its reasonable discretion and suitable for inclusion in the Form 8-K, the Super 8-K, and the independent audit firm for Maven will have consented to the inclusion of the Maven Financial Statements and their audit report in the Form8-K, the Super 8-K.

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: you and onavo agree not to participate in a class action , a class-wide arbitration , claims brought in a private attorney general or representative capacity , or consolidated claims involving another person 's account , if onavo is a party to the proceeding .

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: For the avoidance of doubt, (i) a Change in Control shall not result in the accelerated vesting of either the Time-Based Condition or the Performance Condition, and (ii) in connection with a Change in Control or any other event described in Section 4.2 of the Plan, the Committee shall have the discretion to adjust the RSUs and the Performance Condition as provided in the Plan.

assistant: Change In Control
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 effective date of this Agreement shall commence on the date first written above (“ Effective Date ”) and shall end on the earlier of (a) subject to extension in order to give effect to the notice and cure provisions contained in the definition of Good Reason, the second anniversary of the date a Change in Control occurs, or (b) the date on which Executive experiences a Separation from Service under circumstances that do not constitute a Covered Termination; provided that terms of this Agreement which must survive the termination this Agreement in order to be effectuated (including the provisions of Sections 2, 3, 6, 7 and 8) will survive.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Institute proceedings for the complete foreclosure of this Mortgage by judicial action or by power of sale, in which case the Mortgaged Property may be sold for cash or credit in one or more parcels. With respect to any notices required or permitted under the UCC, Mortgagor agrees that ten (10) days’ prior written notice shall be deemed commercially reasonable. At any such sale by virtue of any judicial proceedings, power of sale or any other legal right, remedy or recourse, the title to and right of possession of any such property shall pass to the purchaser thereof, and to the fullest extent permitted by law, Mortgagor shall be completely and irrevocably divested of all of its right, title, interest, claim, equity, equity of redemption, and demand whatsoever, either at law or in equity, in and to the property sold and such sale shall be a perpetual bar both at law and in equity against Mortgagor, and against all other persons claiming or to claim the property sold or any part thereof, by, through or under Mortgagor. Mortgagee or any of the other Secured Parties may be a purchaser at such sale. If Mortgagee or such other Secured Party is the highest bidder, Mortgagee or such other Secured Party may credit the portion of the purchase price that would be distributed to Mortgagee or such other Secured Party against the Obligations in lieu of paying cash. In the event this Mortgage is foreclosed by judicial action, appraisement of the Mortgaged Property is waived to the fullest extent permitted by law.

assistant: Sales
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: standards set forth in the Private Securities Litigation Reform Act (“PSLRA”), 15 U.S.C. § 78u-4(b). Under Rule 12(b)(6), a court must accept as true a complaint’s factual allegations and draw all reasonable inferences in the plaintiffs favor. Aten v. Scottsdale Ins. Co., 511 F.3d 818, 820 (8th Cir.2008). Although the complaint’s factual allegations need not be detailed, they must be sufficient to “raise a right to relief above the speculative level” and to “state a claim to relief that is plausible on its face.” Bell Atl. Corp. v. Twombly, 550 U.S. 544, 555, 570, 127 S.Ct. 1955, 167 L.Ed.2d 929 (2007). In assessing a claim’s plausibility, the Court may disregard any allegation that is “conclusory.” Ashcroft v. Iqbal, 556 U.S. 662, 129 S.Ct. 1937, 1950-51, 173 L.Ed.2d 868 (2009) (<HOLDING>). The PSLRA, 15 U.S.C. § 78u-4(b), modifies the Options: A. holding that allegations against nondiverse defendants must be factual not conclusory because conclusory allegations do not state a claim B. holding plaintiffs must provide particularized allegations as to why demand would be futile to survive a motion to dismiss conclusory allegations are not enough C. holding that conclusory allegations are not entitled to the assumption of truth D. holding affidavits based on conclusory allegations insufficient at summary judgment E. holding party opposing summary judgment does not show genuine issue for trial by replacing conclusory allegations of the complaint or answer with conclusory allegations of an affidavit

assistant: The best answer is C. holding that conclusory allegations are not entitled to the assumption of truth
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: have uniform application within the class of those subject to its provisions. This attribute alone disqualifies WCTF’s claim under § 65(8) from classification as a tax. B. The Principle of Equal Distribution. There is another reason, however, for treating claims under § 65(8) as non-tax claims. As noted above, Feiring teaches that the policies of the Bankruptcy Code establish the criteria upon which priority status of a claim is to be determined. 313 U.S. at 285, 61 S.Ct. 1028. Giving tax priority to WCTF’s reimbursement claim here would enervate the Bankruptcy Code’s central policy of equal distribution among similar creditors. See Lorber, 675 F.2d at 1067-68; New Neighborhoods, 886 F.2d at 718-19 (noting the need to limit priority claims in bankruptcy); Suburban II, 36 F.3d at 487 (<HOLDING>) (citing Begier v. Internal Revenue Serv., 496 Options: A. holding that courts should give due consideration to the premise that equality of distribution among creditors is a central policy of the bankruptcy code B. holding that section 105a facilitates compliance with the bankruptcy code and the bankruptcy courts orders and compliance is one of the central goals of civil contempt sanctions C. holding reimbursement claims were excise taxes under the lorber test without addressing the bankruptcy codes central policy of equal distribution D. holding that creditors rights are subject to any qualifying or contrary provisions of the bankruptcy code E. holding that the bankruptcy courts as compared to state courts have exclusive jurisdiction to determine issues of dischargeability under the bankruptcy code

assistant: The best answer is A. holding that courts should give due consideration to the premise that equality of distribution among creditors is a central policy of the bankruptcy code
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: there- was no “evidence to support the contention that due to his disability, plaintiff has been unable to participate in programs or otherwise enjoy benefits offered to others incarcerated .... ” In that case, the prisoner, whose leg was amputated, alleged that he had been provided inadequate wheelchairs by the prison. See id. at 1165-66. That court reasoned that the prisoner’s claim was no more than a complaint that his medical care was inadequate because he was provided poor quality wheelchairs. See id. at 1168. The court preserved a distinction between claims that the medical treatment received for a disability was inadequate from claims that a prisoner has beeh denied access to services or programs because he is disabled. See also Bryant v. Madigan, 84 F.3d 246, (7th Cir.1996) (<HOLDING>). Moore can be distinguished from the case at Options: A. recognizing that even when a prisoner files suit under section 1983 alleging medical malpractice against prison medical officials medical malpractice does not become a constitutional violation merely because the victim is a prisoner B. holding that the ada does not create a remedy for medical malpractice C. holding that plaintiffs could not sue attorneys for legal malpractice so long as underlying medical malpractice action out of which legal malpractice claim arose was still pending on appeal D. holding the provisions of a comprehensive medical malpractice act unconstitutional E. holding that plaintiffs claim that medical providers did not comply with baker act was not subject to medical malpractice statutes ajlthough a medical diagnosis is necessary in order to involuntarily commit a patient the process of complying with the statute does not require medical skill or judgment

assistant: The best answer is B. holding that the ada does not create a remedy for medical malpractice
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: proving the affirmative defense of official immunity, did not assert in their motion that Aumua had complied with the applicable district rules, policies, and guidelines; that the rules, policies or guidelines afforded her discretion in their implementation; or that she had been granted the discretion to disregard the rules, policies, and guidelines. At the evi-dentiary hearing, Beach, Aumua’s supervisor and the director of health services for the district, testified that Aumua and other nursing aides were provided with several different guides with checklists to use i sal where plaintiffs alleged that defendant E.M.T. had negligently treated him because the facts in the petition did not establish on their face that the defendant’s actions were discretionary); Geiger, 974 S.W.2d at 517 (<HOLDING>). The trial court erred in entering summary Options: A. holding that prison walls do not form a barrier separating prison inmates from the protections of the constitution B. holding required changes in prison policy not burdensome in light of the overall cost of operating the prison C. holding a publisheronly rule was constitutional because prison administrators are accorded deference and rule was reasonably related to the penological interest of maintaining internal prison security D. holding that prison conditions are those aspects of prison life affecting the entire prison population E. holding prison nurse was not entitled to official immunity related to allegations that she failed to follow the prison policy related to inmate prescriptions because the prison policy regarding the maintenance and administration of inmates prescriptions does not depend on discretionary judgment calls

assistant: The best answer is E. holding prison nurse was not entitled to official immunity related to allegations that she failed to follow the prison policy related to inmate prescriptions because the prison policy regarding the maintenance and administration of inmates prescriptions does not depend on discretionary judgment calls
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 deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of this Agreement or of any other term or provision hereof. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: for all services other than live , local , and any other crowd-sourced service , you grant snap group limited , snap inc. , and their affiliates a worldwide , royalty-free , sublicensable , and transferable license to host , store , use , display , reproduce , modify , adapt , edit , publish , and distribute that content for as long as you use the 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: This Amendment may be executed in any number of counterparts (and by the different parties hereto on separate counterparts), each of which shall constitute an original, but all of which when taken together shall constitute a single contract. Delivery of an executed signature page of this Amendment by facsimile or electronic transmission shall be effective as delivery of a manually executed counterpart hereof.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Unless otherwise specifically herein provided, all notices required or permitted under the terms and provisions hereof shall be in writing and any such notice shall be given in accordance with the provisions of Section 9.01 of the Credit Agreement (and, in the case of notices to the Pledgor, addressed to the Pledgor’s address as set forth in Section 3.4 ).

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 Company understands and confirms that the Purchaser will rely on the representations and warranties contained herein in effecting transactions in securities of the Company. All of the disclosure furnished by or on behalf of the Company to the Purchaser regarding the Company and its Subsidiaries, their respective businesses and the transactions contemplated hereby, including the disclosure schedules to this Agreement, taken as a whole, is true and correct and does not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements made therein, in light of the circumstances under which they were made, not misleading. The press releases disseminated by the Company during the twelve months preceding the date of this Agreement taken as a whole do not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading.

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

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: as a condition of access to the service , you release linden lab ( and its officers , directors , shareholders , agents , subsidiaries and employees ) from claims , demands , losses , liabilities and damages ( actual and consequential ) of every kind and nature , known and unknown , arising out of or in any way connected with any dispute you have or claim to have with one or more users , including whether or not linden lab becomes involved in any resolution or attempted resolution of the dispute .

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: Effective as of the Plan Effective Time, except as expressly provided for herein or in the Transition Services Agreement, HLT shall, or shall cause another member or members of the HLT Group to, Assume (x) each health and welfare benefit Plan (including each related insurance policy, trust instrument and other related contract or agreement) sponsored or maintained by Hilton as of the Cut-Off Date that is made available to certain Pre-Existing Hilton Employees outside of the United States as of the Cut-Off Date, including without limitation, the Plans listed on Schedule 7(b)(i)(A) (such Plans, the “ Hilton Non-US H&W Plans ”), (y) all Liabilities associated with the Hilton Non-US H&W Plans related to HLT Employees, Former Employees, PK Employees and HGV Employees, whether incurred prior to, on or after the Plan Effective Time, and (z) all Assets and accrued benefits associated with the Non-US H&W Plans related to HLT Employees, Former Hilton Employees, PK Employees and HGV Employees. On and after the Plan Effective Time, except as expressly provided for herein or in the Transition Services Agreement, no member of the PK Group or the HGV Group shall have any Liabilities related HLT Employees and Former Employees under the Non-US H&W Plans.

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: Any provision of this Award Agreement may be amended and the observance thereof may be waived (either generally or in a particular instance and either retroactively or prospectively) only by a written instrument signed by the parties hereto.

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: you are hereby advised that pleading guilty or nolo contendere to a crime may affect your immigration status now or in the future. Admitting guilt may result in immigration consequences even if the charges are later dismissed. Your plea or any admission of guilt that you make in this court may result in your deportation or removal from the United States, could prevent you from ever being able to obtain legal status in the United States, or could prevent you from becoming a U.S. citizen.’ ”); cf. State v. Francis, 2004-Ohio-6894, ¶ 20, 820 N.E.2d 355 (when immigration warning was enclosed within quotations, holding trial court was required to recite language verbatim). ¶ 9. We discern no substantive difference between the phrase “may have the consequences of’ as us 2003) (per curiam) (<HOLDING>). ¶ 11. Defendant also contends that the court Options: A. holding defendant must have a full understanding of what the plea connotes and its consequences B. holding that right to effective assistance of counsel requires that defendant be advised of immigration consequences of plea C. holding that an attorney is required to advise a defendant of the direct consequences of a plea and will not be found ineffective for failing to advise of collateral consequences of the plea D. holding that warning that this plea may have a bearing on whatever relationship you have with the immigration and naturalization service completely failed to specify consequences of plea as required by statute E. holding that warning that plea might have some effect upon what happens with the immigration service was inadequate because court did not identify specific consequences required by statute

assistant: The best answer is E. holding that warning that plea might have some effect upon what happens with the immigration service was inadequate because court did not identify specific consequences required by statute
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 Employee’s compliance with this Agreement and the restrictive covenants set forth in Section 1 of the Non-Competition Agreement and Employee’s timely execution of this Agreement and the Release pursuant to Section 7 of this Agreement, Employee shall receive the severance benefits set forth in this Section 3 (collectively referred to herein as the “Severance Benefits”).

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: This Amendment may be executed in one or more counterparts, and by each of the respective Parties hereto on separate counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. For purposes of this Amendment, facsimile and electronically transmitted signatures shall be deemed originals for all proposes.

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: The Company may withhold from any benefits or taxable compensation due under this Agreement such federal, state, and local taxes as may be required or permitted to be withheld pursuant to any applicable law or regulation. The Company may determine that any compensation hereunder constitutes guaranteed payment under Section 707 of the Code.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: were last seen alive at a childbirth class on August 21, 1991, which ended at about 9 p.m., and their bodies were not found until the next morning by concerned co-workers and a neighbor. See Overton, 801 So.2d at 881. It is clear that the murders could have occurred between 9 p.m. and 11 p.m. The record does not provide any support that the murders occurred after 11 p.m. Due to the location of the Amoco station being only a “couple of minutes away” from the Maclvor home, see id. at 884, Overton could have easily committed the murders and still arrived timely for his shift. Therefore, this is an additional reason that the failure to present a work alibi defense did not constitute deficient performance, and in the alternative, there also was no prejudice. See Lott, 931 So.2d at 815 (<HOLDING>); Reed v. State, 875 So.2d 415, 429-30 Options: A. holding that there was not deficient performance with regard to the failure to investigate the alibi defense claim because the available testimony provided at best an incomplete alibi as the testimony still allowed for a two to threehour window for the defendant to commit the murder B. holding that the postconviction court erred in finding the ineffective assistance of counsel claim proeedurally barred because the courts opinion did not comment specifically on the ineffective counsel argument and the overall holding that the evidence was sufficient to support the jurys verdict could not be viewed as an adjudication on the merits of the ineffective assistance claim C. holding that the ineffective assistance of counsel claim for counsels failure to present the preindictment delay issue was without merit because there was no actual prejudice to the supposed alibi defense as the now unavailable witnesses would not have provided the defendant with an alibi for the time when the murder could have occurred D. holding that the failure to investigate the alibi did not constitute ineffective assistance as there was no prejudice because even if the jury believed that lott did speak with jones on the sunday afternoon in question it still would have left plenty of room in the twentyseven hour timeline for lott to have committed the murder E. holding that the claim with regard to the failure to present an alibi was insufficiently pled because the motion did not describe how the alibi witness would have supported the alibi with exculpatory evidence citing jacobs v state 880 so2d 548 fla2004

assistant: The best answer is D. holding that the failure to investigate the alibi did not constitute ineffective assistance as there was no prejudice because even if the jury believed that lott did speak with jones on the sunday afternoon in question it still would have left plenty of room in the twentyseven hour timeline for lott to have committed the murder
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: 316 (Ct.App.1983). {39} We find no abuse of discretion in this case. One of the State’s witnesses testified, without objection, about the presence of one gun in Munoz’s truck. The defense then cross-examined the witness on that subject, eliciting testimony that he was unaware of any other firearms in the truck and that the witness had not seen either Defendant go to the truck during the altercations. Only later, when a separate witness began to testify about his discovery of weapons in the truck, did the defense raise any objection. Because “the horse was already out of the barn” in regard to at least one gun in Munoz’s truck, Defendants’ objections were untimely and failed to preserve the issue for review on appeal. State v. Neswood, 2002-NMCA-081, ¶ 18, 132 N.M. 505, 51 P.3d 1159 (<HOLDING>). {40} Defendants did timely object to the Options: A. holding that an issue not raised on appeal is waived B. holding that an issue not presented to the trial court will not be considered on appeal C. holding an objection untimely when raised after the testimony has been heard such that the issue would not be considered on appeal D. holding that an issue not raised in the trial court cannot be raised for the first time on appeal E. holding that an issue raised for the first time on appeal will not be considered by this court

assistant: The best answer is C. holding an objection untimely when raised after the testimony has been heard such that the issue would not be considered on appeal
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 CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO OTHERWISE APPLICABLE PRINCIPLES OF CONFLICTS OF LAW (OTHER THAN SECTION 5-1401 OF THE NEW YORK GENERAL OBLIGATIONS LAW) .

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: v. Juneau Empire, 891 P.2d 829, 835 (Alaska 1995) (citations omitted). [3] 3. Gertz v. Robert Welch, Inc., 418 U.S. 323, 351, 94 S.Ct. 2997, 41 L.Ed.2d 789 (1974) (emphasis added). 4 . See, eg., Anderson v. Liberty Lobby, Inc., 477 U.S. 242, 246 n. 3, 106 S.Ct. 2505, 91 LEd.2d 202 (1986). 5 . See, eg., Carr v. Forbes, Inc., 259 F.3d 273, 278 (4th Cir.2001). 6 . In Mount Juneau Enterprises we explained that '"'[al public controversy is not simply a matter of interest to the public, but rather 'a real dispute, the outcome of which affects the general public or some segment of it in an appreciable way.'" 891 P.2d at 836 (quoting Waldbaum v. Fairchild Publ'ns, Inc., 62 S.E.2d 548, 557 (1996) (internal quotations omitted)); Nehls v. Hillsdale College, 178 F.Supp.2d 771, 778 (E.D.Mich.2001) (<HOLDING>). 12 . Hutchinson, 443 U.S. at 135, 99 S.Ct. Options: A. holding that expelled student whose role in controversy merited only short blurb in a nine page magazine article did not assume position of prominence B. holding that comparison between plaintiff africanameriean law student who was expelled for academic reasons and white student with psychiatric disorder was like comparing apples with oranges C. holding that article iii requires a live controversy at every stage of litigation D. holding that article ii section 18 of the state constitution does not protect an individuals right to possess a short shotgun for selfdefense because the states prohibition of short shotguns is a reasonable exercise of its police power E. holding that magazine article that used an altered photograph of a male celebrity to showcase a designer gown was noncommercial speech because the article did not have the sole purpose of selling a particular product complemented the magazine issues focus on hollywood part and present and combined fashion photography humor and visual and verbal editorial comment

assistant: The best answer is A. holding that expelled student whose role in controversy merited only short blurb in a nine page magazine article did not assume position of prominence
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The Administrative Agent, the Arrangers and the Lenders shall have received all fees and other amounts due and payable pursuant to any fee letter between the Company and any Arranger or Lender, this Agreement or any other Loan Document on or prior to the Effective Date, including, to the extent invoiced, reimbursement or payment of all out-of-pocket expenses required to be reimbursed or paid by the Borrowers hereunder or under any other Loan Document.

assistant: Fees
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 Award Agreement shall specify the number of Shares of Performance-Based Restricted Stock to which it relates, the Performance Objectives and other conditions which must be satisfied in order for the Performance-Based Restricted Stock to vest, the Performance Cycle within which such Performance Objectives must be satisfied and the circumstances under which the Award will be forfeited; provided, however, that no Performance Cycle for Performance-Based Restricted Stock shall be less than one (1) year.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: discriminatory conduct in 1988 and 1989 are not cognizable under 42 U.S.C. § 1981, as amended by the Civil Rights Act of 1991 (the “Act”). 42 U.S.C.A. § 1981 (West 1981 and Supp.1994). Section 101 of the Act expanded the prohibition in Section 1981 against racial discrimination in the making and enforcement of contracts to apply to “all phases and incidents of the contractual relationship, including discriminatory contract terminations.” Rivers v. Roadway Exp., Inc., - U.S. -, -, 114 S. Ct. 1510, 1514, 128 L.Ed.2d 274 (1994). In Rivers, id., the Supreme Court, however, declined to apply 42 U.S.C.A. § 1981(b) to conduct occurring prior to the date on which the Act became effective. See also Butts v. City of New York Dep’t of Hous. Preservation and Dev., 990 F.2d 1397, 1411 (2d Cir.1993) (<HOLDING>). Thus, the amended provisions of Section 1981 Options: A. holding retroactive application of the act to prosecution that was pending before the effective date of the act was precluded because the act is prospective B. holding that section 101 of the act does not apply retroactively to eases not pending on appeal at the time the act became effective C. holding that the statute does not apply retroactively to claims accruing prior to the effective date D. holding that the 1981 amendments contained in 101 of the civil rights act of 1991 do not apply retroactively E. holding that batson does apply retroactively to cases pending on direct review

assistant: The best answer is B. holding that section 101 of the act does not apply retroactively to eases not pending on appeal at the time the act became effective
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 closing of the transactions contemplated in this Agreement (the “Closing”) shall take place remotely via the exchange of signatures on September 1, 2017 or as soon as practicable thereafter, following the satisfaction or waiver by the applicable Party of each of the conditions set forth in Section 3. The date on which the Closing shall take place is herein referred to as the “Closing Date”.

assistant: Closings
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: There are no civil, criminal or administrative claims, actions, suits, demands, arbitrations, Proceedings or investigations pending or, to the Knowledge of Shentel, threatened against Shentel or any Affiliate thereof that seeks to enjoin this Agreement or the Transactions or otherwise prevent Shentel from performing its obligations under this Agreement or the other Transaction Documents or consummating the Transactions. There is no judgment, decree, injunction, rule, order, writ, decree or award of any court, Governmental Entity, arbitrator or other governmental or regulatory official, body or authority outstanding against Shentel or any Affiliate thereof, and there are no unsatisfied judgments against Shentel or any Affiliates thereof, in each case that would have a material adverse effect on Shentel’s ability to consummate the Transactions.

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: Jury; Headings; Severability; Preferences; Prior Agreements . The provisions of Sections 14.4, 14.6, 14.8, 14.9, 14.10 and 14.13 of the Loan Agreement are hereby incorporated into this amendment, mutatis mutandis .

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

user: Any reproduction of any Confidential Information by Company shall remain the property of Verenium unless otherwise authorized in writing by Verenium. 7. All right, title and interest in and to Confidential Information shall be retained by Verenium and nothing in this Agreement shall be construed as granting any license or right under any patent or other intellectual property rights, or other rights, or representing any commitment by either Party to enter into any additional agreement, by implication or otherwise, or creating any partnership, joint venture or agency relationship.

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: (stating that "[cllaims or causes of action are the same as those brought or that could have been brought in the first action if they arise from the same operative facts, or in other words from the same transaction"). 10 . - Gudmundson v. Del Ozone, 2010 UT 33, ¶ 30, 232 P.3d 1059 (quoting Buckner v. Kennard, 2004 UT 78, ¶ 14, 99 P.3d 842). 11 . Id. (internal quotation marks omitted). 12 . Id. (internal quotation marks omitted). 13 . See, e.g., Salt Lake Citizens Cong. v. Mountain States Tel. & Tel. Co., 846 P.2d 1245, 1251 (Utah 1992) (noting that claim preclusion's "same basic policies, including the need for finality in administrative decisions, support application of the doctrine ... to administrative agency determinations"); see also Buckner, 2004 UT 78, ¶¶ 14, 22-30, 99 P.3d 842 (<HOLDING>). 14 . See Utah Dep't of Admin. Servs. v. Options: A. holding that res judicata and collateral estoppel apply to arbitration award B. holding that the doctrine of res judicata applies to deportation proceedings C. holding that the issue preclusion branch of res judicata does not apply to certain arbitration proceedings because such application would not promote judicial economy consistent judicial outcomes or finality D. holding that res judicata did not apply where a trial courts order was not a final judgment E. holding that res judicata applies in deportation proceedings

assistant: The best answer is C. holding that the issue preclusion branch of res judicata does not apply to certain arbitration proceedings because such application would not promote judicial economy consistent judicial outcomes or finality
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: During the Term, the Employee shall have such authority and responsibilities and shall perform such executive duties as are customarily performed by a chief financial officer of a company in similar lines of business as the Company and its Affiliates or as may be assigned to the Employee by the CEO, the Board and/or the Chairman of the Board, including, without limitation, performing services for the other members of the Company Group. Notwithstanding, anything contained herein to the contrary, the Employee’s authority and responsibilities shall be limited to the extent determined by the Board, the Chairman of the Board and/or the CEO. During the Term, the Employee shall devote all of his full working-time and attention to the performance of such duties and to the promotion of the business and interests of the Company Group; provided, however, that the Employee may serve as a director of an entity with the written approval of the Board, engage in charitable activities and manage his own personal investments so long as such activities do not interfere with his duties and responsibilities hereunder.

assistant: Duties