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: retains personal jurisdiction over Rosen, as explained later, the Plaintiff fails to state a claim against her. As a final note, it is undisputed that the Plaintiff-failed to file proof of service within 20 days as required by Fed.R.Civ.P. 4 and CPLR § 308(2). Indeed, the Plaintiffs affidavit of service was filed on September 2, 2014, more than 20 days after the mailing on July 17, 2014. “New York courts diverge as to whether the failure to file an affidavit of service with the court is itself a jurisdictional defect requiring dismissal.” Garnett-Bishop v. New York Cmty. Bancorp, Inc.; No. 12-CV-2285 (ADS)(ARL), 2014 WL 5822628, at *11 (E.D.N.Y. Nov. 6, 2014); compare Stop & Shop Supermarket Co. LLC v. Goldsmith, No. 10-CV-3052 (KMK), 2011 WL 1236121, at *4 (S.D.N.Y. Mar. 31, 2011) (<HOLDING>) with Stan Winston Creatures, Inc. v. Toys “R” Options: A. recognizing that it is well settled law that an action is commenced by the service of a summons and without valid service of process the trial court has no jurisdiction to act B. holding that a state is not a person within the meaning of 1983 C. holding that an attempted service on the partys counsel was insufficient without proof of the counsels actual authority to receive service D. holding that service is not avoided by service on a partys attorney as service on an attorney is ineffective unless he has been authorized to accept such service E. holding that the inescapable implication is that prior to the filing of proof of service service under 3082 is not complete and is therefore not proper within the meaning of 1441b

assistant: The best answer is E. holding that the inescapable implication is that prior to the filing of proof of service service under 3082 is not complete and is therefore not proper within the meaning of 1441b
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 all purposes of this Agreement, all communications, including without limitation notices, consents, requests or approvals, required or permitted to be given hereunder will be in writing and will be deemed to have been duly given when hand-delivered or dispatched by electronic facsimile transmission (with receipt thereof orally confirmed), or five (5) business days after having been mailed by United States registered or certified mail, return receipt requested, postage prepaid, or three (3) business days after having been sent by a nationally recognized overnight courier service such as FedEx or UPS, addressed to the Company (to the attention of John Sullivan, Vice President and Associate General Counsel) at its principal executive office and to Executive at his principal residence, or to such other address as any party may have furnished to the other in writing and in accordance herewith, except that notices of changes of address will be effective only upon receipt.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: matter. When it is clear, however, from the relevant parts of the contract taken together and considered with the facts and circumstances surrounding the execution of the agreement, that the obligation in question was within the contemplation of the parties or was necessary to effect their intention, then such obligation may be implied and enforced. But when the contract between the parties speaks to the obligation sought to be implied, the courts will not write that implied obligation into the contract. Stated conversely, there may be an implied covenant on the part of the lessee (in the absence of any expressed on the subject as in the lease).[ ] Id. (citations, alterations, and quotation omitted). See also Nearburg v. Yates Petroleum Corp., 123 N.M. 526, 943 P.2d 560, 569 (1997) (<HOLDING>). Thus, in accordance with New Mexico law, any Options: A. recognizing that endorsement would prevail if inconsistent with policy provisions B. holding that courts cannot imply covenants which are inconsistent with express provisions C. holding that state courts may not enforce racially restrictive covenants D. holding that the restrictive covenants at issue are unenforceable as a matter of public policy E. holding that the law will not imply a contract where there is an existing express contract covering the same subject matter

assistant: The best answer is B. holding that courts cannot imply covenants which are inconsistent with express provisions
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 Note shall ( a ) be binding upon the Borrower and his personal representatives, estate, heirs, devisees, legatees and assigns, ( b ) inure to the benefit of the Borrower and his assigns and ( c ) be binding upon and inure to the benefit of the Lender and its respective successors and assigns, except that the Borrower shall not have the right to assign his rights hereunder or any interest herein without the prior written consent of the Lender.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: is three years1.”); Ortiz v. Morgenthau, 772 F.Supp. 1430, 1432 (S.D.N.Y.1991) (“The three-year limitations period is appropriate for actions pursuant to 42 U.S.C. §§ 1981 and 1985....”), aff'd, 962 F.2d 4 (2d Cir.1992.). Plaintiffs alleged civil rights claims arise solely out of the 1994 civil suit, and thus are time-barred because they accrued more than three years prior to the commencement of this action. Plaintiff filed this suit on October 5, 1999. Therefore, any civil rights claims which accrued prior to October 5, 1996 are time-barred. All of Plaintiffs civil rights claims arose prior to October 5,1996. In New York, federal civil rights actions are governed by a three-year statute of limitations. See Owens v.Okure, 488 U.S. 235, 250-51, 109 S.Ct. 573, 102 L.Ed.2d 594 (1989) (<HOLDING>). “Federal civil rights claims accrue at the Options: A. holding that new york statute of limitations for 1983 actions was three years B. holding new mexico statute of limitations for filing a 1983 action is three years C. holding that the new jersey statute of limitations applicable to 1983 actions is njsa 2a142 D. holding that the statute of limitations for an attorneys fees action under 1415e4b is three years E. holding that a complaint filed within three years of an accident complied with the michigan court rules and was not barred by the statute of limitations even though service was made more than three years after the accident

assistant: The best answer is A. holding that new york statute of limitations for 1983 actions was three years
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 defendants and April Page in such a way to distinguish this case from the holding in D.R. The alleged attack on April Page was by fellow students, not by agents of the school district or the City of Philadelphia. Under the rationale of DeShaney and D.R., April Page did not stand in a special relationship to the defendants because April Page was not in the physical custody of Officer Zulka, the City of Philadelphia, or the school district defendants. The agreement reached between the defendants and Raymond Page did not limit April Page’s or her parents’ freedom to act on her behalf, and thus such an agreement did not establish a special relationship so as to raise constitutional implications. See Graham v. Independent School District No. 1-89, 22 F.3d 991, 994-95 (10th Cir.1994) (<HOLDING>). The defendants are entitled to judgment as a Options: A. holding that a students right to bodily integrity under the fourteenth amendment encompasses a students right to be free from sexual assaults by his or her teachers B. holding that transfer rule denying eligibility to students transferring from public to private schools did not violate the students rights to due process or equal protection of the laws as provided by the fourteenth amendment C. holding that school district policy requiring that students obtain the review and approval of school officials prior to distributing any written material violated free speech rights of students D. holding that schools have no duty under the due process clause to protect students from assaults by other students even where the school knew or should have known of the danger presented E. holding that the defendant school officials did not create the students danger or increase their risk of harm where female students were physically verbally and sexually molested by male students in a unisex bathroom and in a darkroom

assistant: The best answer is D. holding that schools have no duty under the due process clause to protect students from assaults by other students even where the school knew or should have known of the danger presented
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: precedent except as provided by 9th Cir. R. 36-3. McKEOWN, Circuit Judge, dissenting: Although the majority selectively summarizes the facts, under the applicable standard, we are permitted to override the Immigration Judge’s factual findings only if “any reasonable adjudicator would be compelled to conclude to the contrary.” 8 U.S.C. § 1252(b)(4). Here, there is little evidence of a government actor, and no substantial evidence that the government could not or did not control those threatening Kaburu. A reasonable factfinder could fairly and easily have found the claimed threats and acts were related to Kaburu’s performance of her government job, and not because of her political beliefs or on account of another protected ground. See Chanco v. INS, 82 F.3d 298, 302-303 (9th Cir.1996) (<HOLDING>). The police responded to Kaburu’s reports of Options: A. holding that dangers arising from police work do not support a claim of persecution on account of a protected ground B. holding that evidence that is consistent with acts of private violence or that merely shows that a person has been the victim of criminal activity does not constitute evidence of persecution based on a statutorily protected ground C. holding that to qualify for asylum the fear of future persecution must be based on reasonably specific information showing a real threat to individual persecution not mere assertions of fear of possible persecution or speculative conclusions quoting mapouya 487 f3d at 412 D. holding that persecution based on being a current member of the military national police force or us embassy guard does not qualify as persecution on a protected ground E. holding that absent a pattern of persecution linked to the applicant persecution of family members is insufficient to demonstrate a wellfounded fear of persecution

assistant: The best answer is D. holding that persecution based on being a current member of the military national police force or us embassy guard does not qualify as persecution on a protected ground
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: required that motions for reconsideration be filed within ten days of the judgment in order to toll the time to appeal a final judgment. 5 The notice of appeal was filed on May 5, 1999. 6 Letchas was represented in the lawsuit by an attorney from the Drew, Eckl & Farnham law firm. A separate lawyer from Drew, Eckl & Farnham represented Leibel in the instant case. 7 According to the deposition transcript, which was included in the appellate record, Letchas’s 1992 deposition lasted one hour. 8 (Punctuation omitted; emphasis supplied.) Isaacs v. State, 259 Ga. 717, 740-741 (44) (e) (386 SE2d 316) (1989), quoting McDonough Power Equip, v. Greenwood, 464 U. S. 548, 555-556 (104 SC 845, 78 LE2d 663) (1984). See also Gainesville Radiology Group v. Hummel, 263 Ga. 91, 94 (428 SE2d 786) (1993) (<HOLDING>) (punctuation omitted). 9 Gainesville Radiology Options: A. holding that the jurors failure to remember particular facts inquired about on voir dire and the jurors misunderstanding of voir dire questions do not constitute probable prejudice B. holding that defendants have a right to be present at voir dire C. holding that trial courts denial of motion for new trial based on juror misconduct was justified where there was no evidence presented at hearing on motion that juror had knowingly concealed relevant litigation experience during voir dire and identity of juror as county court litigant was not demonstrated D. holding that a court must allow the defendant to ask in voir dire whether a potential juror would automatically impose the death penalty and suggesting that such a juror should be disqualified for cause E. holding that new trials will not be granted unless the movant can demonstrate that a juror failed to answer or to answer honestly a material question on voir dire and then further show that a correct response would have provided a valid basis for a challenge for cause

assistant: The best answer is E. holding that new trials will not be granted unless the movant can demonstrate that a juror failed to answer or to answer honestly a material question on voir dire and then further show that a correct response would have provided a valid basis for a challenge for cause
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: Landlord delivered no later than January 15, 2006.” Starr Pis.' Compl. Exs. P & Q, at ¶ 24.24. 11 .On July 23, 2008, APA and the remaining Defendants named in the Writ of Summons before the Philadelphia County Court of Common Pleas, filed a Notice of Removal, seeking to remove the action to federal court based on diversity of citizenship jurisdiction under 28 U.S.C. § 1446. On July 31, 2008, Starr Plaintiffs filed a motion to remand, arguing that Defendants' removal to federal court was premature as a matter of law because Starr Plaintiffs had yet to file a complaint in the state court. Following a hearing on these motions, the Court granted Starr Plaintiffs’ motion to remand, relying upon the Third Circuit's decision in Sikirica v. Nationwide Ins. Co., 416 F.3d 214, 223 (3d Cir.2005) (<HOLDING>). Accordingly, the case returned to Options: A. holding that the one year limit applies only to removals based on something other than the initial pleading that is only to removals pursuant to the second paragraph of 28 usc 1446b B. holding that a writ of summons alone can no longer be the initial pleading that triggers the 30day period for removal under the first paragraph of 28 usc 1446b C. holding other paper must be unequivocally clear and certain to start the time limit running for a notice of removal under the second paragraph of section 1446b D. holding that removal under the second paragraph of 1446b did not apply and defendants therefore had removed outside of the thirty day time period triggered at the time of service of the complaint E. holding that an initial pleading triggered the thirtyday time limit for removal under 1446b because it sets forth on its face express allegations as to the monetary amount of damages

assistant: The best answer is B. holding that a writ of summons alone can no longer be the initial pleading that triggers the 30day period for removal under the first paragraph of 28 usc 1446b
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: interlocutory orders prior to the entry of judgment ....”) (emphasis added). 15 . Fed. R. Civ. P. 41(a)(l)(A)(ii). 16 . Id.-, see also 9 Charles Alan Wright & Arthur R. Miller, Federal Practice & Procedure § 2363 (3d ed. 2015). 17 . First Nat’l Bank of Toms River, N.J. v. Marine City, Inc., 411 F.2d 674, 677 (3d Cir. 1969). 18 . E.g., Anago Franchising, Inc. v. Shaz, LLC, 677 F.3d 1272, 1277-78 (11th Cir. 2012); De Leon v. Marcos, 659 F.3d 1276, 1283 (10th Cir. 2011); SmallBizPros, Inc. v. MacDonald, 618 F.3d 458, 461 (5th Cir. 2010); Jenkins v. Vill. of Maywood, 506 F.3d 622, 624 (7th Cir. 2007); Gardiner v. A.H. Robins Co., 747 F.2d 1180, 1189 (8th Cir. 1984). 19 . Smith v. Phillips, 881 F.2d 902, 904 (10th Cir. 1989). 20 . Small ay Int’l. Co., 600 F.3d 878, 883-84 (7th Cir. 2010) (<HOLDING>). See also 15A Charles Alan Wright & Arthur R. Options: A. holding that if the federal claims are dismissed before trial the state claims should be dismissed as well B. holding that the parties stipulation of dismissal with prejudice was a final judgment C. holding that the circuit courts order concluding that it was without jurisdiction to entertain a complaint because the case had been dismissed without prejudice constituted a final order because all other claims either had been refiled or dismissed with prejudice D. holding that because the claims were dismissed with prejudice there was a final judgment for purposes of appellate review E. holding that because no class was certified at the time the individual claims were dismissed the class action was properly dismissed

assistant: The best answer is D. holding that because the claims were dismissed with prejudice there was a final judgment for purposes of appellate 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 legal provision and list the applicable contract clause categories. Provision: Whenever notice is required to be given under this Warrant, unless otherwise provided herein, such notice shall be given in accordance the employment agreement between the Company and Michael E. Fasci Sr. dated February 13, 2017.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: being rowdy or fighting. On appeal, Appellant contends the officer lacked a lawful reason to perform an investigatory stop. We agree. Section 901.151(2), Florida Statutes (2006), provides as follows: Whenever any law enforcement officer ... encounters any person under circumstances which reasonably indicate that such person has committed, is committing, or is about to commit a violation of the criminal laws of this state ... the officer may temporarily detain such person for the purpose of ascertaining the identity of the person temporarily de tained and the circumstances surrounding the person’s presence abroad which led the officer to believe that the person had committed, was committing, or was about to commit a criminal offense. When determining whether an officer’s suspici 2003) (<HOLDING>); Lester v. State, 754 So.2d 746, 748 (Fla. 1st Options: A. holding that reasonable suspicion is required to prolong a traffic stop after the purpose for which the investigatory stop was instituted has been accomplished B. holding that officers had reasonable suspicion to stop suspect seen driving late at night only a short distance from the area in which a crime had been committed C. holding that an officer has reasonable suspicion to conduct traffic stop even when his suspicion that a law has been violated is based on a reasonable mistake of law D. holding that no founded suspicion existed for a stop of a defendant seen sitting on a curb next to a bicycle and a payphone in front of a closed gas station which had been burglarized several times E. holding that the officer lacked reasonable suspicion to stop the car in which the defendant was a passenger when the officer saw the vehicle come out from behind a closed building at 330 am and the building had been recently burglarized

assistant: The best answer is D. holding that no founded suspicion existed for a stop of a defendant seen sitting on a curb next to a bicycle and a payphone in front of a closed gas station which had been burglarized several times
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 set forth herein, the Borrower may request the issuance of Letters of Credit denominated in dollars as the applicant thereof for the support of its or its Subsidiaries’ obligations, in a form reasonably acceptable to the Administrative Agent and the relevant Issuing Bank, at any time and from time to time during the Availability Period. In the event of any inconsistency between the terms and conditions of this Agreement and the terms and conditions of any form of letter of credit application or other agreement submitted by the Borrower to, or entered into by the Borrower with, the relevant Issuing Bank relating to any Letter of Credit, the terms and conditions of this Agreement shall control. The letters of credit identified on Schedule 2.06 (collectively, the “ Existing Letters of Credit ”) shall be deemed to be “Letters of Credit” issued on the Effective Date by the relevant Issuing Bank for all purposes of the Loan Documents. Notwithstanding anything herein to the contrary, the Issuing Bank shall have no obligation hereunder to issue, and shall not issue, any Letter of Credit the proceeds of which would be made available to any Person (i) to fund any activity or business of or with any Sanctioned Person, or in any country or territory that, at the time of such funding, is the subject of any Sanctions or (ii) in any manner that would result in a violation of any Sanctions by any party to this Agreement. The Borrower unconditionally and irrevocably agrees that, in connection with any Letter of Credit issued for the support of any Subsidiary’s obligations as provided in the first sentence of this paragraph, the Borrower will be fully responsible for the reimbursement of LC Disbursements in accordance with the terms hereof, the payment of interest thereon and the payment of fees due under Section 2.12(b) to the same extent as if it were the sole account party in respect of such Letter of Credit (the Borrower hereby irrevocably waiving any defenses that might otherwise be available to it as a guarantor or surety of the obligations of such Subsidiary that is an account party in respect of any such Letter of Credit).

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: Secured Parties agree that at any time that the Person acting as security trustee of Secured Parties in respect of the UK Security Agreements shall be a Person other than Agent, such other Person shall have the rights, remedies, benefits and powers granted to Agent in its capacity as security trustee of Secured Parties under this Agreement and the UK Security Agreements.

assistant: Successors
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 uses a Dispute Resolution Program (“ DRP ”) for all employment-related disputes, the last step of which is final and binding arbitration. The DRP will be a term and condition of your employment and your exclusive remedy for any employment claims you may have. By accepting employment with the Company you agree to submit all claims to the DRP.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Each party’s obligations under this Section 3.01 shall survive the resignation or replacement of Agent or any assignment of rights by, or the replacement of, a Lender, the termination of the Commitments and the repayment, satisfaction or discharge of all obligations under any Loan Document.

assistant: Survival
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 constitutes the complete, final and exclusive embodiment of the entire Agreement between you and the Company with regard to the subject matter hereof. It is entered into without reliance on any promise or representation, written or oral, other than those expressly contained herein. It may not be modified except in writing signed by you and the Chairman of the Board of the Company. Each party has carefully read this Agreement, has been afforded the opportunity to be advised of its meaning and consequences by his or its respective attorneys, and signed the same of his or its free will.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: Tex.Rev.Civ.Stat. Ann. art. 961, the predecessor statute to TexLoc.Gov’t Code Ann. § 6.012, and holding that “two-thirds of the council” means two-thirds of the entire five member council); City of Alamo Heights v. Gerety, 264 S.W.2d 778, 780 (Tex.Civ.App.—San Antonio 1954, -writ refd n.r.e.). The statutory requirements for obtaining type A status are to be strictly construed. Etheridge, 32 S.W.2d at 831; City of Centerville v. Adkisson, 291 S.W.2d 798, 800 (Tex.Civ.App.—Waco 1956, no writ). However, where there has been colorable compliance with the statute, and the ordinance has been in place for a sufficient period of time, the municipality may become a de facto type A municipality. See Cook v. Town of Putnam, 283 S.W. 649, 650 (Tex.Civ.App.—Eastland 1926, writ dism’d w.o.j.) (<HOLDING>); Couch v. City of Fort Worth, 287 S.W.2d 255, Options: A. holding that the grant county prosecutor had a statutory duty to be legal advisor to the county clerk even though she was not embroiled in litigation in which the county was the real party in interest B. holding that de facto type a status was achieved where the only violation of the statute was the failure to file the ordinance with the county clerk C. holding that the county attorney had de facto authority and noting that the objection to the county attorneys authority was first made on appeal D. holding that a de facto parents rights do not infringe on the fundamental liberty interests of the other legal parent in a family unit because de facto status can be achieved only through the active encouragement of the biological or adoptive parent by affirmatively establishing a family unit with the de facto parent and child or children that accompany the family E. holding county clerk sued in official capacity was entitled to the immunity the county enjoyed

assistant: The best answer is B. holding that de facto type a status was achieved where the only violation of the statute was the failure to file the ordinance with the county clerk
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 board’s decision making when reviewing a specific proposal. The zoning provisions at issue here permit the use of agricultural land for single-family dwellings at a maximum density of one dwelling per five-acre lot. See Chisago County, Minn., Zoning Ordinance § 5.06(B)(10). The standards established in the zoning ordinance are conclusive until the board rezones the district or amends the zoning ordinance through proper legislative channels. See Chanhassen Estates, 342 N.W.2d at 340. Third, even if the comprehensive guide plan had the force of law, its provisions are “intended to be general in nature” and are thus legally insufficient as a basis for denying an application for preliminary-plat approval. See Comprehensive Guide Plan, at ii; C.R. Invs., Inc., 304 N.W.2d at 327-28 (<HOLDING>). The comprehensive guide plan in this ease Options: A. holding that provision in comprehensive plan requiring developer to demonstrate that proposed use is consistent with the comprehensive plans general intent and purpose was unreasonably vague subjective and did not furnish ground for denial of specialuse permit B. holding that reliance on comprehensive plan as basis for denying conditionaluse permit was improper where zoning ordinance did not list compliance with comprehensive plan as basis for denial C. holding that city councils determination that proposed use was inconsistent with comprehensive plan justified denial of specialuse permit D. holding that disability provision in comprehensive retirement plan constituted a welfare plan E. recognizing prior decision holding that adoption of and amendments to local comprehensive plans are legislative acts and holding that smallscale development amendments to local comprehensive plans are also legislative acts

assistant: The best answer is A. holding that provision in comprehensive plan requiring developer to demonstrate that proposed use is consistent with the comprehensive plans general intent and purpose was unreasonably vague subjective and did not furnish ground for denial of specialuse permit
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 issuance of certificates for shares of the Common Stock on conversion of this Note shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that, the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Note so converted and the Company shall not be required to issue or deliver such certificates unless or until the person or persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid. The Company shall pay all Transfer Agent fees required for same-day processing of any Notice of Conversion. The Company shall pay for providing a blanket opinion for all Common Stock issued upon any conversion of the Note.

assistant: Expenses
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: of section 726.110(1) contrasts markedly with the text of statutory sections in which the legislature has created separate provisions governing both limitations and repose. For example, the statute applicable to securitie structured similarly. See, e.g., §§ 95.031(2)(a), .11(3)(j) (actions founded on fraud), .11(4)(b) (medical malpractice). Unlike these statutes, section 726.110( s a legal shortcoming in the plaintiffs case — the period of limitations — and precludes the defendant from f a statute of repose, which absolutely extinguishes a right of action, to allow the doctrine of equitable estoppel to resurrect that extinguished right. Although we are aware of no Florida case deciding whether a statute of repose forecloses resort to the doctrine of 253, 255 (Fla. 3d DCA 2005) (<HOLDING>). Moreover, the text of section 726.110(1) does Options: A. holding that equitable doctrine of contra non valentem did not apply to medical malpractice statute of repose providing sevenyear time limit even where the cause of action was not discovered due to fraud or concealment B. holding that the title of the statute did not limit the reach of the statute C. holding that statute was one of repose because it embodies the most distinctive characteristic of a statute of repose the barring of the right to bring an action rather than the remedy prescribed D. holding that the 3year limit is a period of repose E. holding that the statute of limitations begins to run on the date the alleged malpractice is discovered

assistant: The best answer is A. holding that equitable doctrine of contra non valentem did not apply to medical malpractice statute of repose providing sevenyear time limit even where the cause of action was not discovered due to fraud or concealment
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 he knew that the loan to Segundo was outstanding and he appropriated the equipment anyway. Monson makes various excuses for his behavior, including: (1) Segundo knew what they were entering into a high-risk venture, and so once their business got closed down by law enforcement, the Agreement between them became null and void; (2) other creditors had claims or potential claims against the equipment; (3) Segundo never owned or had a valid security in ptcy court’s determination that a judgment in favor of plaintiffs, resulting from an automobile accident, was dis-chargeable in bankruptcy because “the appellants did not prove by inference or innuendo that [the defendant] intended to cause the accident or resulting injury”); see also Kawaauhau, 523 U.S. at 61-64, 118 S.Ct. at 977 (<HOLDING>). Finally, a preponderance of the evidence Options: A. holding expert testimony not required to defeat summary judgment in medical malpractice suit because defendant doctors admissions were sufficient to establish the standard of care B. holding that general medical malpractice claims do fall with waiver provision of ttca C. holding that a debt arising from a medical malpractice judgment which was attributable to a doctors negligent or reckless conduct did not fall within the willful and malicious injury exception to discharge D. holding that a patients settlement of a prior action brought against him by doctors for payment of a bill did not bar medical malpractice action against doctors E. holding that if both willful and malicious are not met the debt is dischargeable

assistant: The best answer is C. holding that a debt arising from a medical malpractice judgment which was attributable to a doctors negligent or reckless conduct did not fall within the willful and malicious injury exception to discharge
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: Notwithstanding the above, in the event of a Change in Control, all Performance Shares will fully vest immediately as of the Change in Control and will be considered fully earned and will be payable at target promptly as practicable following the Change in Control if the awards have not been assumed or replaced by a Substitute Award, as defined below. The Compensation and Talent Management Committee of the Board of Directors of Kellogg Company (the “Committee”) may adjust the Performance Shares earned to the extent the Currency-Neutral Comparable Operating Profit Growth and TSR relative to Index Group performance at that date exceeds the target specified in the Overview, but in no case will the Performance Shares earned be less than the target.

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: Subject to the survival of certain provisions of your Employment Agreement set forth in Section E above, this Agreement represents the entire agreement and understanding between you and COMPANY, your employment with and separation from COMPANY and the events leading thereto and associated therewith and supersedes and replaces any and all prior agreements and understandings concerning your relationship with COMPANY. This Agreement shall not be modified, amended, supplemented, altered, or varied, nor shall any term or condition contained in this Agreement be waived, except by a written instrument signed by the Parties.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: the juror was not asleep or that the government’s explanation was pretextual, it was not clear error to conclude that the defendants had failed to meet their burden of persuasion. The convictions are AFFIRMED. The sentences are VACATED and REMANDED for resentencing. * Pursuant to 5th Cir. R. 47.5, the court has determined that this opinion should not be published and is not precedent except under the limited circumstances set forth in 5th Cir. R. 47.5.4. 1 . At least one person whose identity the Tisdales used was not deceased. Apparently he had been confused with a recently deceased man by the same name and approximate age. 2 . The co-conspirators were usually paid $1,200 for their participation in a vehicle transaction. 3 . United States v. Villegas, 404 F.3d 355, 359 (5th Cir.2005) (<HOLDING>). 4 . Gall, 128 S.Ct. at 597; United States v. Options: A. holding that waiver of right to appeal sentence in plea agreement accepted before decision in united states v booker 543 us 220 125 sct 738 160 led2d 621 2005 was not invalidated by change in law B. holding that united states v booker 543 us 220 125 sct 738 160 led2d 621 2005 does not provide a basis for a sentence reduction under 18 usc 3582c C. holding that united states v booker 543 us 220 125 sct 738 160 led2d 621 2005 did not alter the standard of review for the interpretation and application of the guidelines D. holding that the changes in sentencing law imposed by united states v booker 543 us 220 125 sct 738 160 led2d 621 2005 did not render waiver of appeal involuntary and unknowing E. holding that united states v booker 543 us 220 125 sct 738 160 led2d 621 2005 did nothing to alter the rule that judges cannot depart below a statutorily provided minimum sentence except upon the governments motion on the basis of substantial assistance

assistant: The best answer is C. holding that united states v booker 543 us 220 125 sct 738 160 led2d 621 2005 did not alter the standard of review for the interpretation and application of the guidelines
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: 464, 27 P.3d 456; State v. Meadors, 121 N.M. 38, 42, 908 P.2d 731, 735 (1995); see also Schmuck v. United States, 489 U.S. 705, 717-18, 109 S.Ct. 1443, 103 L.Ed.2d 734 (1989) (“[t]he defendant may not have constitutionally sufficient notice to support a lesser included offense instruction requested by the prosecutor if the elements of that lesser offense are not part of the indictment.”). Committing an aggravated battery against Thomas does not presume that an assault would therefore be committed against Thompson. {12} Here, alleging the existence of a new victim of a separate criminal act altered a material element of the crime with which Child was originally charged and about which he was entitled to notice. See State v. Mankiller, 104 N.M. 461, 466, 722 P.2d 1183, 1188 (Ct.App.1986) (<HOLDING>). This is basically unfair. {13} Furthermore, Options: A. holding that the date of the federal indictment not the date of the state arrest was the triggering date for the speedytrial act B. holding that the date of the offense was material to the defense where defendant could not have anticipated from the date specified in the indictment that the state would present evidence that the crime occurred nearly two months later C. recognizing that the government need only prove that crime occurred reasonably near the date stated in the indictment D. holding that where the date of the offense is not an element of the charge a variance between the indictment date and the proof at trial is not fatal so long as the acts charged were committed within the statute of limitations period and prior to the return date of the indictment E. holding that the date of sale for an installment contract was the date of contract formation not the date of the last payment due

assistant: The best answer is B. holding that the date of the offense was material to the defense where defendant could not have anticipated from the date specified in the indictment that the state would present evidence that the crime occurred nearly two months later
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: Matters . Each Credit Party executing this Agreement agrees that it shall and shall cause each other Credit Party and each Restricted Subsidiary to timely make all contributions, pay all amounts due, and otherwise perform such actions necessary to prevent the imposition of any Liens under ERISA or Section 412 of the IRC (each an “ ERISA Lien ”).

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

user: Read the legal provision and list the applicable contract clause categories. Provision: As Executive Vice President and Chief Operating Officer, Executive shall have such duties, responsibilities and authority as are commensurate and consistent with his position and as are assigned to him by the Chief Executive Officer of the Company and the Board. Such duties include, without limitation, monitoring the day to day operation of the Company, establishing policies that promote company culture and vision, assisting the Company in formulating its future direction and supporting initiatives, and implementing strategic business plans. Executive shall devote his full business time and efforts to the performance of his duties hereunder, unless otherwise explicitly authorized by the Board. The services to be provided by Executive will be performed in Los Angeles, California. Notwithstanding the foregoing, the expenditure of reasonable amounts of time by Executive for the making of passive personal investments, the conduct of private business affairs and charitable activities shall be allowed, provided that such activities do not materially interfere with the services required to be rendered to the Company hereunder and do not violate the restrictive covenants set forth herein.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The initial term of employment under this Agreement (the “ Initial Term ”) shall be for the period beginning on the Effective Date and ending on the third (3 rd ) anniversary of the Effective Date, unless earlier terminated as provided in paragraph 2.2. The employment term hereunder shall automatically be extended for successive one (1)-year periods commencing with the third (3 rd ) anniversary of the Effective Date (“ Extension Terms ” and, collectively with the Initial Term, the “ Term ”) unless earlier terminated in accordance with this Agreement.

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: Assignor hereby sells, assigns, transfers, grants, delivers and conveys to Assignee (i) all of Assignor’s rights, title, and interest in and to the Assets, free and clear of all liens and encumbrances except for (A) the first priority security interest granted to AIP Asset management Inc. (the “Secured Party”) in the “Pledged Collateral” as that term is defined in that certain Security Agreement entered into by the parties thereto on April 24, 2017 in connection with and as a condition to the execution of that certain Note Purchase Agreement by and between the Assignor and the Secured Party dated April 20, 2017, and (B) the second priority lien on the accounts receivable of the Assignee and the Assignor, as the case may be, relating to the solar engineering, procurement and construction business of SolBright transferred to the Assignee by way of this Agreement, and (ii) all of its obligations under the Assumed Liabilities. Assignee hereby accepts such assignment of, and all right, title and interest in, the Assets and assumes the Assumed Liabilities as of the date hereof.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: 1003, 1007 (10th Cir.1977); State v. Quatsling, 24 Ariz.App. 105, 536 P.2d 226, 228 (1975), cert. denied, 424 U.S..945, 96 S.Ct. 1416, 47 L.Ed.2d 352 (1976); People v. Wieser, 796 P.2d 982, 985 (Colo.1990); State v. Slowikowski, 307 Or. 19, 761 P.2d 1315, 1320 (1988); Commonwealth v. Johnston, 515 Pa. 454, 530 A.2d 74, 78 (1987); Strout v. State, 688 S.W.2d 188, 191 (Tex.Ct.App.1985); see also McGahari v. State, 807 P.2d 506, 509-11 (Alaska Ct.App.1991) (recognizing the trend in federal courts to find that dog sniffs are not searches, but resolving the question solely under state constitution); Smith v. State, No. 01-02-00503-CR, 2004 WL 213395, at *3-⅜4 (Tex. Ct.App. Feb. 5, 2004), rev. denied (Tex. Sept. 15, 2004) and cert. denied, - U.S. -, 125 S.Ct. 1726, 161 L.Ed.2d 602 (2005) (<HOLDING>). 6 . "The right of the people to be secure in Options: A. holding that a dog sniff of an apartment door from a common area is a permissible nonsearch under the fourth amendment B. holding that canine sniff not a search under the fourth amendment C. holding that a drugdetection dog sniff outside a garage door at a home was not a search under the fourth amendment D. holding a dog sniff outside the defendants front door was not a fourth amendment search E. holding that a dog sniff outside the defendants door in his apartment building was not a search within the meaning of the fourth amendment so long as the police were lawfully present in the hallway when the search occurred

assistant: The best answer is C. holding that a drugdetection dog sniff outside a garage door at a home was not a search under the fourth amendment