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

user: Read the legal provision and list the applicable contract clause categories. Provision: The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower nor any other Credit Party may assign or otherwise transfer any of its rights or obligations hereunder (other than by any Credit Party (other than the Borrower) pursuant to a transaction permitted under Section 9.4 ) without the prior written consent of the Administrative Agent and each Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of paragraph (b) of this Section, (ii) by way of participation in accordance with the provisions of paragraph (d) of this Section or (iii) by way of pledge or assignment of a security interest subject to the restrictions of paragraph (e) of this Section (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in paragraph (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: 7.1 the products may let you submit material to us : for example , you may be able to upload a photo to your profile , post subjects and comments in the community and comment on various matters in various parts of the products .

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 case excerpt and choose the best holding from the options. Case excerpt: by unpublished PER CURIAM opinion. Unpublished opinions are not binding precedent in this circuit. PER CURIAM: Bobby Smith appeals the district court’s order denying his motion for a sentence reduction under 18 U.S.C. § 3582(c)(2) (2012). We have reviewed the record and find no reversible error. Accordingly, we affirm the district court’s order. See United States v. Black, 737 F.3d 280, 287 (4th Cir.2013) (<HOLDING>); United States v. Blewett, 746 F.3d 647, 650, Options: A. holding that 3582c2 does not authorize a resentencing but merely provides for a sentence reduction within the bounds established by the sentencing commission and that booker does not apply to 3582c2 proceedings B. holding that although probation statute was repealed by sentencing reform act old provision continued to apply to offenses which occurred before effective date of act nov 1 1987 C. holding that the statute does not apply retroactively to claims accruing prior to the effective date D. holding that the fsas more lenient penalties apply to defendants who committed their crimes before the acts effective date but were sentenced after that date E. holding that 3582c2 does not provide means to apply fair sentencing act fsa minimums to defendants sentenced before fsas effective date

assistant: The best answer is E. holding that 3582c2 does not provide means to apply fair sentencing act fsa minimums to defendants sentenced before fsas effective date
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: CURIAM. Willie Frank Davis appeals the denial of his Florida Rule of Criminal Procedure 3.800(a) motion to correct illegal sentence. Davis was sentenced in 1985 for offenses committed on June 4, 1984. Davis was sentenced under the 1984 guidelines. Davis, however, committed his offenses before the effective date of the 1984 guidelines. See Smith v. State, 537 So.2d 982 (Fla.1989) (<HOLDING>). Thus, if Davis did not affirmatively elect to Options: A. holding that the fsas more lenient penalties apply to defendants who committed their crimes before the acts effective date but were sentenced after that date B. holding that offenses sentenced on the same day by the same judge are not related under the guidelines C. holding that application of guidelines did not violate the ex post facto clause because rico offense was a straddle crime that continued before and after the effective date of the guidelines D. holding that guidelines did not become effective until adopted by the legislature on july 1 1984 and those who committed their offenses before the effective date must affirmatively elect to be sentenced under the guidelines E. holding that the commission on remand can set the effective date of a rate to be the effective date of the original commission activity

assistant: The best answer is D. holding that guidelines did not become effective until adopted by the legislature on july 1 1984 and those who committed their offenses before the effective date must affirmatively elect to be sentenced under 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: fair consideration.”) (citation and internal quotation marks omitted). Based on this analysis, the Court concludes that the Trustee’s claims to recover principal for constructive fraudulent conveyance under NYDCL §§ 273, 274 and 275 must fail. In her papers and at the Hearing, the Trustee has made clear that she does not dispute that the Defendants provided “fair equivalent” value under the NYDCL in exchange for the repayment of principal because such repayment extinguished a common law claim, such as restitution, that the Defendants may have had against Dreier LLP. Courts have recognized that reduction of a restitution claim satisfies an antecedent debt in the context of a fraudulent scheme. See Jobin v. McKay (In re M & L Bus. Mach. Co., Inc.), 84 F.3d 1330, 1342 (10th Cir.1996) (<HOLDING>); Wyle v. C.H. Rider & Family (In re United Options: A. holding that a debtors ability to make reduced payments under the icrp is relevant to the inquiry of whether the debtors reasonable future financial resources will cover payment of the debt while still allowing a minimal standard of living B. holding that the lower court failed to account for payments made in connection with the marital home including mortgage payments C. holding that debtors payments to investors were for reasonably equivalent value because such payments reduced the amount of the investors claims for rescission D. holding that payments to debtors counsel from a whollyowned subsidiary constituted property of the estate E. holding that an insured did not violate a similar voluntary payments clause merely by waiving a statutory credit for workers compensation payments such a clause pertains only to the insured voluntarily making payments or incurring expenses and not to a nonmonetary requirement simply to refrain from doing something

assistant: The best answer is C. holding that debtors payments to investors were for reasonably equivalent value because such payments reduced the amount of the investors claims for rescission
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: not a proximate-cause witness. Specifically, counsel stated: {¶ 33} “Your Honor, we are not going into long-term care of how this patient is going to be managed forever. We are going to go into standard of care. We are going to go into standard of care for an emergency physician.” {¶ 34} Ultimately, the trial court made its evidentiary ruling based on MVES’s proffer of Dr. Galan as a standard-of-care witness only. Since standard of care is never viewed in hindsight, the court properly ruled to limit Dr. Galan’s testimony to only that information known to Dr. Jackson when he treated Darlene. See Grabill v. Worthington Industries, Inc., 98 Ohio App.3d 739, 744-745, 649 N.E.2d 874, quoting Hetrick v. Marion-Res. Power Co. (1943), 141 Ohio St. 347, 358-359, 25 O.O. 467, 48 N.E.2d 103 (<HOLDING>). {¶ 35} MVES insists that even if we find that Options: A. holding that a grant of equitable relief requires diligence by the claimant B. holding that foresight not retrospect is the standard of diligence C. holding that rule 16bs good cause standard focuses on a partys diligence D. holding that even if the standard for waiver is clear the standard was not met E. recognizing implied obligation to use reasonable diligence

assistant: The best answer is B. holding that foresight not retrospect is the standard of diligence
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: U.S. 18, 22, 60 S.Ct. 413, 84 L.Ed. 554 (1940) (“[A]ction which constitutes the taking of property is within [the government’s] constitutional power and there is no ground for holding its agent liable who is simply acting under the authority thus validly conferred. The action of the agent is ‘the act of the government.’ ”) (quoting United States v. Lynah, 188 U.S. 445, 465, 23 S.Ct. 349, 47 L.Ed. 539 (1903)); Lion Raisins, Inc. v. United States, 416 F.3d 1356, 1363 (Fed.Cir.2005) (stating that “when separate corporate entities act for the United States, the United States is liable for their takings” and that “when state agencies act as agents of the United States, the United States may incur takings liability”); Rose Acre Farms, Inc. v. United States, 373 F.3d 1177, 1196 (Fed.Cir.2004) (<HOLDING>). As the Federal Circuit stated in Pre-seault, Options: A. holding that the county government not the federal government was liable for the taking of an air easement over plaintiffs property even though the airport was funded in part by a federal grant based on compliance with federal regulations B. holding that the federal government was liable for a taking of property where california officials acting under the authority of a federal order occupied land C. recognizing that stateimposed restrictions upon property may be attributed to the federal government for purposes of a takings analysis where the state officials acted as agents of the federal government or pursuant to federal authority D. holding that the federal government was liable for a taking of property where city of burlington acted under federal authority E. holding that a federal cause of action for damages arises upon a federal agents unconstitutional conduct

assistant: The best answer is C. recognizing that stateimposed restrictions upon property may be attributed to the federal government for purposes of a takings analysis where the state officials acted as agents of the federal government or pursuant to federal authority
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: to the effective date of the Act, it could have done so.... Since it did not, and since there is nothing ambiguous in the statute’s language concerning its reach or applicability, there is no need to conduct the Landgraf retroactivity analysis. Id. at 61-62 (footnote omitted); see also United States v. One “Piper” Aztec “F” De Luxe Model 250 23 Aircraft Bearing Serial No. 27-7651057, 321 F.3d 355, 359 (3d Cir.2003) (“[The] CAFRA applies to ‘any forfeiture proceeding commenced on or after [August 23, 2000].’ The plain language is clear: the commencement of a forfeiture proceeding can mean only the point when the government first files a complaint for forfeiture in rem under 18 U.S.C. § 981(b)(2).... No other interpretation is sensible.”); $80,180.00 in U.S. Currency, 303 F.3d at 1185-86 (<HOLDING>) (citation omitted); cf. United States v. Real Options: A. holding that the burden of proof is on the claimant B. holding that the cafras heightened burden of proof was not applicable to a civil forfeiture action in which the complaint had been filed on november 9 1999 congress manifested a clear intent to apply the cafras heightened burden of proof only to judicial forfeiture proceedings in which the governments complaint was filed on or after august 23 2000because congressional intent is clear we need not resort to judicial default rules to determine the retroactive scope of the legislation C. holding that when congress is silent on the issue of the burden of proof applicable to a common law affirmative defense that does not negate an element of the offense we presume congress intended the defendant to bear the burden of proof of the defense by a preponderance of the evidence D. holding that the cafras heightened burden of proof standard was applicable to a civil forfeiture action that was pending at the time of cfras enactment E. holding that section 523a2c shifts the burden of production and not the burden of proof on the issue of intent only

assistant: The best answer is B. holding that the cafras heightened burden of proof was not applicable to a civil forfeiture action in which the complaint had been filed on november 9 1999 congress manifested a clear intent to apply the cafras heightened burden of proof only to judicial forfeiture proceedings in which the governments complaint was filed on or after august 23 2000because congressional intent is clear we need not resort to judicial default rules to determine the retroactive scope of the legislation
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: filed a response indicating that Mr. McDonald agrees that the first two Hahn factors have been met, but he may want to contest whether he received effective assistance of counsel in negotiating the appeal waiver, which is one way a miscarriage of justice can result. See id. at 1327 (listing four situations where a miscarriage of justice may result, including “where ineffective assistance of counsel in negotiation of [an appeal] waiver renders the waiver invalid”). But as counsel recognizes, that argument generally should be raised in a collateral proceeding under 28 U.S.C. § 2255, rather than on direct appeal, since the district court has not had an opportunity to develop the factual record on the issue. See, e.g., United States v. Ibarra-Coronel, 517 F.3d 1218, 1222 (10th Cir.2008) (<HOLDING>); Hahn, 359 F.3d at 1327 & n. 13 (recognizing Options: A. holding that a defendant must generally raise claims of ineffective counsel in a collateral proceeding not on direct review B. holding that under oregon law a claim of ineffective assistance of counsel must be raised in the initial habeas proceeding C. recognizing a constitutional claim for ineffective assistance of counsel D. recognizing claim of ineffective assistance of trial counsel usually must be raised in collateral proceeding E. holding that ineffective assistance of counsel claims should be brought in collateral proceedings not on direct appeal

assistant: The best answer is D. recognizing claim of ineffective assistance of trial counsel usually must be raised in collateral proceeding
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Any consent required or permitted to be given by any Party to the other Party under this Agreement shall be in writing and signed by the Party giving such consent and shall be effective only against such Party. No failure or delay on the part of any Party in the exercise of any right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty, or agreement herein, nor shall any single or partial exercise of such right preclude other or further exercise thereof or any other right.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Company shall indemnify and hold harmless the Holder of the Registrable Securities to be sold pursuant to any Registration Statement filed hereunder, and each of such Holder’s officers, directors, employees, agents, partners, legal counsel and accountants, and each person, if any, who controls each of the foregoing within the meaning of Section 15 of the Securities Act or Section 20(a) of the 1934 Act, as amended, against all loss, claim, damage, expense or liability (including all reasonable attorneys’ fees and other expenses reasonably incurred in investigating, preparing or defending against any claim whatsoever incurred by the indemnified party in any action or proceeding between the indemnitor and indemnified party or between the indemnified party and any third party or otherwise) to which any of them may become subject under the Securities Act, the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or any other statute or at common law or otherwise under laws of foreign countries, arising from such Registration Statement or based upon any untrue statement or alleged untrue statement of a material fact contained in (A) any preliminary prospectus, registration statement or prospectus (as from time to time each may be amended and supplemented); (B) in any post-effective amendment or amendments or any new registration statement and prospectus in which is included the Registrable Securities; or (C) any application or other document or written communication (collectively called “application”) executed by the Company or based upon written information furnished by the Company in any jurisdiction in order to qualify the Registrable Securities under the securities laws thereof or filed with the commission, any state securities commission or agency, Nasdaq or any securities exchange; or the omission or alleged omission therefrom of a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading; unless such statement or omission is made in reliance upon, and in strict conformity with, written information furnished to the Company with respect to the Holders expressly for use in a preliminary prospectus, registration statement or prospectus, or any amendment or supplement thereof, or in any application, as the case may be. The Company agrees promptly to notify the holders of the Registrable Securities of the commencement of any litigation proceedings against the Company or any of its officers, directors or controlling persons in connection with the issue and sale or resale of the Registrable Securities or in connection with any such registration statement or prospectus.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: All news releases, publicity or advertising by Borrower, any other Loan Party or their respective Affiliates through any media intended to reach the general public, which refers to the Securitization of the Loan, the Loan Documents or the financing evidenced by the Loan Documents, to Lender or its Affiliates shall be subject to the prior written approval of Lender in its reasonable discretion (provided Lender shall be deemed to have approved if it shall fail to object to the same in written notice to Borrower within five (5) Business Days after receipt of the aforementioned news releases, publicity or advertising).

assistant: Publicity
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: To the extent not governed by the federal laws of the United States of America, this Agreement shall be construed and enforced in accordance with the laws of the State of California. Any dispute between the parties hereto not relating to the enforcement of Section 10, 11 or 12 shall be settled by arbitration in California in accordance with the then applicable rules of the American Arbitration Association and judgment upon the award rendered may be entered in any court having jurisdiction thereof.

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: brief: that the government did not need additional time to conduct debriefings with Mr. Shuck or to find additional witnesses, that the continuance did not result in the government locating additional witnesses for its case-in-chief, and that the continuance was not proper under 18 U.S.C. § 3161(h)(7)(C). Because these arguments were not raised in Mr. Watson's opening brief, they are waived. See, e.g., United States v. Benoit, 713 F.3d 1, 12 n. 2 (10th Cir.2013); United States v. Bader, 678 F.3d 858, 894 (10th Cir.2012). 9 . Indeed, Williams is part of our long line of cases rejecting the grant of an ends-of-justice continuance where the district court failed to make any specific ends-of-justice findings. See, e.g., United States v. Saltzman, 984 F.2d 1087, 1090-91 (10th Cir.1993) (<HOLDING>); Doran, 882 F.2d at 1515 (holding that the Options: A. holding that the endsofjustice continuances were inappropriate because no endsofjustice findings were made B. holding that the litigation privilege did not preclude a malicious prosecution claim where the accusatorial statements that led to the plaintiffs arrest were made before the charges against him were filed and were not made during and were unrelated to the judicial proceeding C. holding it an abuse of discretion for the district court to deny equitable relief by relying on its own findings that were inconsistent with the jurys findings D. holding that a reviewing court will only presume that the trial court made implicit factual findings when such findings were necessary to its ultimate conclusion E. holding that because the state court made no findings as to the merits of the petitioners claim it is axiomatic that there are no findings to which we can give deference and thus 2254d does not apply

assistant: The best answer is A. holding that the endsofjustice continuances were inappropriate because no endsofjustice findings were made
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 segment information related to the H&N Business of Fermat included in the financial statements set forth in its Annual Report on Form 10-K for the fiscal year ended December 31, 2016 and its Quarterly Reports on Form 10-Q for the quarters ended March 31, 2016, June 30, 2016 and September 30, 2016 (the “ H&N Business Financial Statements ”) have been prepared from the books and records of Fermat, comply as to form in all material respects with the published rules and regulations of the SEC with respect thereto, have been prepared in accordance with GAAP applied on a consistent basis during the periods involved (except (i) as may be otherwise indicated in the H&N Business Financial Statements or the notes thereto, or (ii) in the case of unaudited interim statements, to the extent they may conform to the SEC’s rules and instructions for reports on Form 10-Q) and fairly present in all material respects the consolidated financial position and the consolidated results of operations and cash flows of Fermat as of the dates or for the periods presented therein (subject, in the case of unaudited statements, to normal and recurring year-end adjustments in the ordinary course of business).

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 legal provision and list the applicable contract clause categories. Provision: THIS AGREEMENT SHALL BE GOVERNED BY, AND CONSTRUED, INTERPRETED AND ENFORCED ACCORDING TO, THE LAWS OF THE STATE OF NEVADA, WITHOUT REGARD TO PRINCIPLES OF CONFLICT OF LAWS PROVISIONS THEREOF AND SHALL BE BINDING UPON THE PARTIES HERETO AND THEIR RESPECTIVE SUCCESSORS AND ASSIGNS. In the event any claim arising out of or relating to this Agreement is brought by any of the Cranbury Members, such claim shall only be brought in the federal or state courts sitting in Harris County, Texas. In the event any claim arising out of or relating to this Agreement is brought by the Company or Cranbury, such claim shall be brought only in the state courts sitting in the State of Vermont, or in the federal courts which have jurisdiction over the State of Vermont. Each of the Parties hereby: (a) irrevocably submits to the exclusive personal jurisdiction described above, over any claim arising out of or relating to this Agreement and irrevocably agrees that all such claims may be heard and determined in such court, as applicable; and (b) irrevocably waives, to the fullest extent permitted by applicable Law, any objection it may now or hereafter have to the laying of venue in any proceeding brought in a such applicable court. EACH PARTY HEREBY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN CONNECTION WITH ANY MATTER CONTESTED UNDER, OR ARISING OUT OF, THIS AGREEMENT.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: the sensible conclusion that they conspired to distribute methamphetamine? The majority relies on United States v. Moe, 781 F.3d 1120 (9th Cir.2015), to imply that a conspiracy to distribute requires evidence of “a prolonged and actively pursued course” or “a shared stake in the [other] buyer’s illegal venture.” Majority Disposition at 422. But Moe actually emphasizes that “[distinguishing between a conspiracy and a buyer-seller relationship requires a fact-intensive and context-dependent inquiry” that does not turn on specific factors or bright-line rules. 781 F.3d- at 1125. Taking the evidence in the light most favorable to support its collective judgment, a rational jury could find that the evidence presented demonstrated more than a buyer-seller relationship. See id. at 1125-26 (<HOLDING>). We should affirm Gill’s conviction for Options: A. holding that under the arbitrary and capricious standard this court must consider whether the decision was based on a consideration of the relevant factors and whether there has been a clear error of judgment B. recognizing that factors such as mutual trust and whether the transactions were standardized were also relevant to distinguish conspirators from buyerssellers C. holding that factors as a whole were not duplicative D. holding that only relevant factors must be considered E. recognizing same factors

assistant: The best answer is B. recognizing that factors such as mutual trust and whether the transactions were standardized were also relevant to distinguish conspirators from buyerssellers
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 HERETO HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY (WHETHER BASED ON CONTRACT, TORT OR ANY OTHER THEORY). EACH PARTY HERETO (a) CERTIFIES THAT NO REPRESENTATIVE, AGENT OR ATTORNEY OF ANY OTHER PERSON HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH OTHER PERSON WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVER AND (b) ACKNOWLEDGES THAT IT AND THE OTHER PARTIES HERETO HAVE BEEN INDUCED TO ENTER INTO THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THIS SECTION.

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

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: the terms of service constitutes the entire agreement between you and crowdtangle and governs your use of the services , superseding any prior agreements between you and crowdtangle ( including , but not limited to , any prior versions of the terms of service ) .

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: Without limitation, on the date an Award is taken into a Participant's income, the Company shall have the right to withhold, or to require a Participant to remit to the Company, an amount sufficient to satisfy the Company's resulting federal, state, and local withholding and employment tax requirements with respect to such Award.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: of the evidence, he helped prepare the terms that were the basis for the transaction, and he created the relationship between SBC and defendants which led to the December 1997 deal. On defendants’ version, defendants only worked with plaintiff on the April 1997 proposal, which expired on its terms in May 1997. SBC’s subsequent RFP created a new opportunity for defendants to bid on the SBC project, and defendants did not use plaintiffs assistance in successfully concluding that deal. On the present record, the available facts may support either conclusion and are too conflicted for us to determine whether Fieger procured the SBC sale and leaseback for Pitney Bowes. Accordingly, the district court must provide for a factfinder to resolve this dispute. See R.B. Ventures, 112 F.3d at 61 (<HOLDING>). The court has considered defendants’ other Options: A. holding that the sort of trespasses to which the ecpa applies are those in which the trespasser gains access to information to which he is not entitled to see not those in which the trespasser uses the information in an unauthorized way B. holding that the analysis to determine whether a claimant has established a reasonable basis to plead a claim for punitive damages is similar to the analysis applied to determine whether the allegations of a complaint are sufficient to state a cause of action C. holding that plaintiff in erisa action was entitled to restitution under similar circumstances D. holding that a factfinder must determine whether plaintiffs involvement in initial realestate development proposal which was not built entitled plaintiff to a commission for completed second proposal which involved plans similar to those for the initial proposal E. holding it was improper for ninth circuit to determine that an aliens family constituted a particular social group for asylum purposes because proper course was to remand issue to board for initial determination

assistant: The best answer is D. holding that a factfinder must determine whether plaintiffs involvement in initial realestate development proposal which was not built entitled plaintiff to a commission for completed second proposal which involved plans similar to those for the initial proposal
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. INS, 452 F.3d 154, 156-57 (2d Cir.2006), the BIA properly found that Babalola failed to comply with the threshold requirements set forth in In re Lozada, 19 I. & N. Dec. 637, 639 (B.I.A. 1988). Specifically, Babalola failed to include with her motion “a statement as to whether [she] filed a complaint with any disciplinary authority regarding counsel’s conduct and, if a complaint was not filed, an explanation for not doing so.” Twum v. INS, 411 F.3d 54, 59 (2d Cir.2005) (citing In re Lozada, 19 I. & N. Dec. at 639). We have previously noted that “an alien who has failed to comply substantially with the Lozada requirements in her motion to reopen before the BIA forfeits her ineffective assistance of counsel claim.” Jian Yun Zheng v. U.S. Dep’t of Justice, 409 F.3d 43, 47 (2d Cir.2005) (<HOLDING>); cf. Esposito v. INS, 987 F.2d 108, 111 (2d Options: A. holding that failing to substantially comply with the matter of lozada requirements in a motion to reopen before the bia forfeits an ineffective assistance claim in this court B. holding that the petitioner was not entitled to claim ineffective assistance because she did not comply with the lozada requirements and made no effort to explain her lack of compliance C. holding that failure to comply with the hozada requirements is not fatal where the alleged ineffective assistance is plain on the face of the administrative record D. holding that the petitioners failure to comply with the lozada requirements results in a forfei ture of his ineffectiveassistanceofcounsel claim E. recognizing that while slavish adherence to matter of lozada is not required when an alien does not comply with those requirements in any respect the ineffective assistance of counsel claim is forfeited

assistant: The best answer is B. holding that the petitioner was not entitled to claim ineffective assistance because she did not comply with the lozada requirements and made no effort to explain her lack of compliance
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: No failure or delay on the part of the Administrative Agent, the Collateral Agent or any Lender in exercising any right, power or privilege hereunder or under any other Credit Document and no course of dealing between any Borrower or any other Credit Party and the Administrative Agent, the Collateral Agent or any Lender shall operate as a waiver thereof; nor shall any single or partial exercise of any right, power or privilege hereunder or under any other Credit Document preclude any other or further exercise thereof or the exercise of any other right, power or privilege hereunder or thereunder. The rights, powers and remedies herein or in any other Credit Document expressly provided are cumulative and not exclusive of any rights, powers or remedies which the Administrative Agent, the Collateral Agent or any Lender would otherwise have. No notice to or demand on any Credit Party in any case shall entitle any Credit Party to any other or further notice or demand in similar or other circumstances or constitute a waiver of the rights of the Administrative Agent, the Collateral Agent or any Lender to any other or further action in any circumstances without notice or demand.

assistant: No Waivers
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: concluded that Hampton had an opportunity to present evidence of prejudice. The trial court denied Hampton any such opportunity. Because prejudice is a necessary Barker factor and the trial court failed to comply with the instructions on remand, the Court of Appeals erred in affirming the trial court’s finding that Hampton was not denied a speedy trial. We reverse the judgments of the Court of Appeals and the Circuit Court of Tunica County, and remand for a new hearing in which the parties will be allowed to present evidence related to the Barker factors. ¶ 26. REVERSED AND REMANDED. WALLER, C.J., RANDOLPH, P.J., KITCHENS, CHANDLER, PIERCE, KING AND COLEMAN, JJ., CONCUR. LAMAR, J., NOT PARTICIPATING. 1 . Barker v. Wingo, 407 U.S. 514, 530, 92 S.Ct. 2182, 33 L.Ed.2d 101 (1972) (<HOLDING>). 2 . One 1970 Mercury Cougar, VIN No. Options: A. holding the defendant did not demonstrate a denial of his sixth amendment right to a speedy trial where even though the delay was substantial and the defendant was detained pretrial for three years the fault for the delay was shared and the defendant continued to request continuances following his assertion for the right to a speedy trial B. holding that the excusable neglect inquiry is at bottom an equitable one that should be made by considering the danger of prejudice to the nonmoving party the length of the delay and its potential impact upon judicial proceedings the reason for the delay including whether it was in the reasonable control of the movant and whether the movant acted in good faith C. holding that one minute delay between the initial stop of the defendant and the officers question regarding whether the defendant had any illegal substances and his request to search the defendants car was sufficiently contemporaneous with the issuance of the citation such that there was no appreciable delay and certainly no unreasonable delay D. holding that when determining whether a delay in prosecution violates a defendants right to a speedy trial courts must consider the length of the delay the reason for the delay whether the defendant asserted his rights and the resulting prejudice to the defendant E. holding that the length of a continuance was not unreasonable because of defendants part in extending the delay

assistant: The best answer is D. holding that when determining whether a delay in prosecution violates a defendants right to a speedy trial courts must consider the length of the delay the reason for the delay whether the defendant asserted his rights and the resulting prejudice to the defendant
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 dispute or claim arising out of or in connection with your employment with the Company (except with regard to enforcement of the Confidentiality Agreement) will be finally settled by arbitration in New York, New York in accordance with the Commercial Arbitration Rules of the American Arbitration Association by one arbitrator appointed in accordance with said rules. Judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The parties agree that this Agreement evidences a transaction involving interstate commerce and that the operation, interpretation and enforcement of this arbitration provision, the procedures to be used in conducting an arbitration pursuant to this arbitration provision, and the confirmation of any award issued to either party by reason of such arbitration, is governed exclusively by the Federal Arbitration Act, 9 U.S.C. § 21 et seq. Notwithstanding the foregoing, the parties may apply to any court of competent jurisdiction to compel arbitration in accordance with this paragraph, without breach of this arbitration provision.

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 case excerpt and choose the best holding from the options. Case excerpt: properly charged with felony DUI. See Ostrander v. State, 803 So.2d 1172, 1175 (¶¶ 8-9) (Miss.2002) (discussing the holdings of three felony DUI cases, stating that “a prior conviction is a necessary element of the underlying charge” and holding that “a prior DUI conviction is a necessary element of a DUI second offense”) (emphases added); Rigby v. State, 826 So.2d 694, 702(¶ 6) (Miss.2002) (stating that “[p]rior DUI convictions are elements of a felony DUI charge and are required to be submitted to a jury”) (emphasis added); Williams v. State, 708 So.2d 1358, 1362 (Miss.1998) (addressing an argument regarding an indictment, stating “the underlying prior convictions that raised his third offense DUI to a felony charge”) (emphasis added); Weaver v. State, 713 So.2d 860, 865 (Miss.1997) (<HOLDING>) (emphasis added); McIlwain v. State, 700 So.2d Options: A. holding that the defendant was not guilty of felony dui because the state was unable to prove that the defendant had three prior dui convictions but remanding the case to the circuit court for resentencing without reference to any potential jurisdictional problem B. holding that the defendant failed to carry his burden of proving the invalidity of the waivers of counsel for prior colorado convictions C. holding that a prior nonarizona conviction to be used as a prior felony conviction under the statute must both be for an offense that would constitute a felony in arizona and be classified as a felony in the other jurisdiction D. holding state can obtain dui conviction by proving circumstantially that defendant drove while intoxicated to place where he relinquished actual physical control of vehicle E. holding that the state had the burden of proving the defendants two prior convictions in order to obtain the felony dui conviction

assistant: The best answer is E. holding that the state had the burden of proving the defendants two prior convictions in order to obtain the felony dui conviction
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: 24, 1996’ when the AEDPA was enacted, Appellant advances no reason why this case constitutes an exception to the general rule which requires the amendments to apply to petitions filed after April 24, 1996.”); Coe v. Bell, 209 F.3d 815, 823 (6th Cir.2000); Trice v. Ward, 196 F.3d 1151, 1158-59 (10th Cir.1999); Mueller v. Angelone, 181 F.3d 557, 571 (4th Cir.1999). Williams has not demonstrated that his case merits a different result, given his failure to identify “any new legal consequences that, had he known of them in advance, might have in any way affected his conduct before filing his habeas petition,” Mueller, 181 F.3d at 572, and his failure to show that he had acquired any vested rights in pre-AEDPA standards of review. Compare In re Hanserd, 123 F.3d 922, 931 (6th Cir.1997) (<HOLDING>). II. The Trial Court’s Refusal to Investigate Options: A. holding that a district court lacks jurisdiction to review a second or successive 2255 motion where the movant failed to obtain authorization to file the motion from this court B. holding that motion for reconsideration would be construed not as a rule 60b motion but rather as an unauthorized successive motion under 2255 which the district court may have been without jurisdiction to consider C. holding that motion filed under fedrcivp 60b properly construed as successive 2255 motion D. holding that the application of revised 2255 which would have barred the petitioner who had filed his first 2255 motion prior to aedpas enactment from filing a second 2255 motion would have had retroactive effect because the petitioner might well have waited to file that initial motion had he foreseen aedpas revision of 2255 E. holding premagwood that where a first 2255 motion was granted so movant could file a direct appeal the second 2255 motion was not a successive motion under aedpa

assistant: The best answer is D. holding that the application of revised 2255 which would have barred the petitioner who had filed his first 2255 motion prior to aedpas enactment from filing a second 2255 motion would have had retroactive effect because the petitioner might well have waited to file that initial motion had he foreseen aedpas revision of 2255
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: just compensation, i. e., value at the time of the taking plus an amount sufficient to produce the full equivalent of that value paid contemporaneously with the taking. Big Eagle v. United States 323 F.Supp. 60, 62 (C.D.S.D.1971), quoting United States v. Klamath and Moadoc Tribes of Indians, 304 U.S. 119, 123, 58 S.Ct. 799, 801, 82 L.Ed. 1219, 1223 (1938) (emphasis supplied). See also Blackfeet and Gros Ventre Tribes of Indians v. United States, 119 F.Supp. 161 (Ct.Cl.1954). This Court has expressed a similar sentiment concerning the state constitution’s guaranty of full compensation: “The theory and purpose of that guaranty is that the owner shall be made whole so far as possible and practicable.” Jacksonville Expressway Authority v. Henry G. DuPree Co., 108 So.2d 289, 292 (Fla.1959) (<HOLDING>), quoting Dade County v. Brigham, 47 So.2d 602, Options: A. holding that investigatory costs are considered costs of response under cercla B. holding that moving costs are a proper element of damages C. holding that damages based on the abstract value or importance of constitutional rights are not a permissible element of compensatory damages in such cases D. holding that costs are not fixed until judgment is entered and interest can only run on costs when due E. holding that courier and messenger costs are not taxable costs

assistant: The best answer is B. holding that moving costs are a proper element of damages
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 Plan was adopted by the Board and approved by the sole stockholder of the Company on July 21, 2014, to be effective on the Effective Date. No Awards may be granted under this Plan on and after July 21, 2024.

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: No ERISA Event has occurred or is reasonably expected to occur that, when taken together with all other such ERISA Events for which liability is reasonably expected to occur, could reasonably be expected to result in a Material Adverse Effect. No Credit Party has any Plans as of the date hereof. As to any future Plan the present value of all accumulated benefit obligations under each Plan (based on the assumptions used for purposes of Statement of Financial Accounting Standards No. 87) will not exceed the fair market value of the assets of such Plan, and the present value of all accumulated benefit obligations of all underfunded Plans (based on the assumptions used for purposes of Statement of Financial Accounting Standards No. 87) will not exceed the fair market value of the assets of all such underfunded Plans.

assistant: Erisa