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: Except as set forth on Schedule 3.1(j) , there is no action, suit, inquiry, notice of violation, proceeding or investigation pending or, to the knowledge of the Company, threatened against or affecting the Company, any Subsidiary or any of their respective properties before or by any court, arbitrator, governmental or administrative agency or regulatory authority (federal, state, county, local or foreign) (collectively, an " Action ") which (i) adversely affects or challenges the legality, validity or enforceability of any of the Transaction Documents or the Securities or (ii) could, if there were an unfavorable decision, have or reasonably be expected to result in a Material Adverse Effect. Except as set forth on Schedule 3.1(j) , neither the Company nor any Subsidiary, nor any current director or officer thereof, is or has been the subject of any Action involving a claim of violation of or liability under federal or state securities laws or a claim of breach of fiduciary duty. Except as set forth on Schedule 3.1(j) , there has not been, and to the knowledge of the Company, there is not pending or contemplated, any investigation by the Commission involving the Company or any current or former director or officer of the Company. The Commission has not issued any stop order or other order suspending the effectiveness of any registration statement filed by the Company or any Subsidiary under the Exchange Act or the Securities Act.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Except as set forth in Section 3(b), in the event Participant’s employment with the Company and its subsidiaries is terminated for any reason other than in the event of (i) the involuntary termination (including by reason of disability or death) of the Participant’s employment with the Company and its Subsidiaries other than for Cause (as defined in the Employment Agreement), or (ii) the voluntary termination of employment with the Company and its Subsidiaries by the Participant for Good Reason, the unvested Restricted Shares will be forfeited immediately and the certificate(s) representing the unvested Restricted Shares will be cancelled as well as any right to grants that are not yet effective.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Company or any Subsidiary or Affiliate is authorized to withhold from any Award granted or payment due under the Plan the amount of all federal, state, local and non-United States taxes due in respect of such Award or payment and take any such other action as may be necessary or appropriate, as determined by the Committee, to satisfy all obligations for the payment of such taxes. No later than the date as of which an amount first becomes includible in the gross income or wages of a Participant for federal, state, local, or non-U.S. tax purposes with respect to any Award, such Participant shall pay to the Company, or make arrangements satisfactory to the Committee regarding the payment of, any federal, state, local or non-U.S. taxes or social security (or similar) contributions of any kind required by law to be withheld with respect to such amount, in accordance with Article XVII of the Plan.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: During the Term, the Executive shall be entitled to receive prompt reimbursement upon submission of expense claims to the Company for all reasonable and customary expenses incurred by the Executive in performing services hereunder, in accordance with the terms and conditions of the Company’s expense reimbursement policy. The Executive shall be entitled to a monthly allowance of $1,000 for the leasing or financing of a vehicle in accordance with the Company’s automobile policies. The Executive shall be reimbursed for annual membership in a local health club.

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 legal provision and list the applicable contract clause categories. Provision: This Agreement shall be governed by, and construed in accordance with, the laws of the State of New Hampshire, excluding its choice of law provisions. This Agreement shall be binding upon, and enure to the benefit of, the parties hereto and their respective heirs, executors, administrators, successors and assigns.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Schedule 5.15 sets forth all the Subsidiaries of the Parent Borrower at the Third Amendment Effective Date (after giving pro forma effect to the Transactions), the jurisdiction of their organization and the direct or indirect ownership interest of the Parent Borrower therein.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: victim of age discrimination. Four employees testified that they heard Collins confess that he overcharged the complaining customer, and Collins adduced scant evidence of discriminatory intent. In short, Collins would have us believe that there is some reasonable possibility that the jury, in order to eliminate the chance that Collins might be awarded attorney fees, took the disproportionate step of returning a verdict against him even though it believed he was the victim of age discrimination, notwithstanding the District Court’s clear instructions to the contrary. In our view, such a theory is too implausible to support a finding of plain error. A contrary holding is not required by the two cases on which Collins principally relies. See Brooks v. Cook, 938 F.2d 1048 (9th Cir.1991) (<HOLDING>); Fisher v. City of Memphis, 234 F.3d at 318 Options: A. recognizing absolute immunity to suits under 42 usc 1988 B. holding that the district court abused its discretion by telling the jury about the right of a prevailing plaintiff to attorney fees under 42 usc 1988 C. holding defendant may receive only the portion of his fees under 42 usc 1988 that he would not have paid but for the frivolous claim D. holding that a contingentfee agreement should not act as a ceiling on the award of attorney fees under 42 usc 1988 E. holding that plaintiffs were prevailing parties under 42 usc section 1988 despite dismissal of the appeal as moot and vacation of the district court judgment

assistant: The best answer is B. holding that the district court abused its discretion by telling the jury about the right of a prevailing plaintiff to attorney fees under 42 usc 1988
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: elaim[ ] involves the recovery and distribution of Plan assets on behalf of the Plan rather than determination of personal causes of action brought by individuals, ... separate actions by individual plaintiffs would impair the ability of other participants to protect their interests if the suit proceeded outside of a class context.” Id. Therefore, Mr. Tatum’s claim meets the requirements of Rule 23(b)(1)(B). Indeed, numerous courts have held that “‘ERISA litigation [involving a claim for breach of fiduciary duty] presents a paradigmatic example of a(b)(l) class’ ”. In re Global Crossing Ltd. Sec. & ERISA Litig., 225 F.R.D. 436, 453 (S.D.N.Y.2004) (quoting Kolar v. Rite Aid Corp., 2003 U.S. Dist. LEXIS 3646, 2003 WL 1257272 (E.D.Pa. March 11, 2003)); In re Williams, 231 F.R.D. at 425 (<HOLDING>); In re Ikon, 191 F.R.D. at 466 (“given the Options: A. holding that a a representative plaintiff acts as fiduciary for the others requiring the representative to act in the best interest of class B. holding that tolling applies to a subsequent class action when the prior denial of class certification was based solely on rule 23 deficiencies of the putative representative C. holding that due to erisas distinctive representative capacity and remedial provisions class treatment under rule 23b1b is appropriate D. holding that a district of columbia consumer protection statute that authorized representative actions and did not reference class action requirements or mandate class certification was a separate and distinct procedural vehicle from a class action and thus did not constitute a class action under cafa E. holding that the claims of the class representative and class members must be based on the same legal or remedial theory

assistant: The best answer is C. holding that due to erisas distinctive representative capacity and remedial provisions class treatment under rule 23b1b is appropriate
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: these decisions appear to be inconsistent with this court’s opinion in Vimy Ridge Municipal Water Improvement District No. 139 of Little Rock v. Ryles, 373 Ark. 366, 284 S.W.3d 70 (2008). By certifying this case to us, the court of appeals is seeking clarification of the rule and is asking us to resolve the conflict in the decisions of our appellate courts. In Jasper v. Johnny’s Pizza, 305 Ark. 318, 807 S.W.2d 664 (1991), the notice of appeal failed to designate the judgment or order being appealed as required by Rule 3(e). We held that this was not a fatal defect that required the dismissal of the appeal. Instead, this court held that it is the timing of a notice of appeal that is of jurisdictional significance. See also Davis v. Ralston Purina Co., 248 Ark. 14, 449 S.W.2d 709 (1970) (<HOLDING>). In subsequent decisions, we have held that an Options: A. holding time for filing notice of appeal under rule 8002 is jurisdictional B. holding that the filing of an opening brief within the time period for filing a notice of appeal could constitute notice of appeal C. holding that timeliness of filing of notice of appeal is a jurisdictional issue D. holding that the filing of a notice of appeal is jurisdictional but irregularities in the other procedural steps found in rule 3e are merely grounds for such action as this court deems appropriate E. holding same as to the filing of a notice of an interlocutory appeal

assistant: The best answer is D. holding that the filing of a notice of appeal is jurisdictional but irregularities in the other procedural steps found in rule 3e are merely grounds for such action as this court deems appropriate
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: United States, 358 F.3d 1137, 1142 (9th Cir.2004). II. Discussion A. Sovereign Immunity of the Casino Although the Supreme Court has expressed limited enthusiasm for tribal sovereign immunity, the doctrine is firmly ensconced in our law until Congress chooses to modify it. See Kiowa Tribe v. Mfg. Techs., Inc., 523 U.S. 751, 757-60, 118 S.Ct. 1700, 140 L.Ed.2d 981 (1998). This immunity extends to business activities of the tribe, not merely to governmental activities. See id. at 760, 118 S.Ct. 1700; Am. Vantage Cos. v. Table Mountain Rancheria, 292 F.3d 1091, 1100 (9th Cir. 2002). When the tribe establishes an entity to conduct certain activities, the entity is immune if it functions as an arm of the tribe. See, e.g., Marcean v. Blackfeet Hous. Auth., 455 F.3d 974, 978 (9th Cir. 2006) (<HOLDING>); Redding Rancheria v.Super. Ct., 88 Options: A. holding that blackfeet tribes sovereign immunity extends to blackfeet housing authority B. recognizing that tribal sovereign immunity extends to agencies and subdivisions of the tribe C. holding that tribes wholly owned commercial business enjoyed sovereign immunity D. holding the americans with disabilities act not to abrogate tribal sovereign immunity and declaring congress abrogates tribal immunity only where the definitive language of the statute itself states an intent either to abolish indian tribes common law immunity or to subject tribes to suit under the act E. holding that the sovereign immunity afforded to tribes extends to their governmental organizations and business entities

assistant: The best answer is A. holding that blackfeet tribes sovereign immunity extends to blackfeet housing 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 legal provision and list the applicable contract clause categories. Provision: This Agreement shall be deemed to be made in, governed by and construed in all respects in accordance with the laws of the State of Nevada irrespective of the country or place of domicile or residence of either party and without regard to conflicts of laws principles. If any term or provision of this Agreement is invalid, illegal or unenforceable in any jurisdiction, such invalidity, illegality or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction.

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: S.Ct. 2254, 96 L.Ed.2d 64 (1987) (laying out a four factor test for determining reasonableness in the prison context). This is so because the constitutional rights of prisoners — limited by the fact of incarceration itself and by valid penological objectives— must be balanced against the recognition that it is prison authorities who are best equipped to make difficult decisions regarding prison administration. See Ali v. Dixon, 912 F.2d 86, 89 (4th Cir.1990). 7 . Following Blagman's request on December 30, 1998, defendant White advised him that services could be held on Tuesday, Wednesday, Thursday, 991) ("the mere calendar recognition of a holiday would [not] have the effect of endorsing the religion.”); Florey v. Sioux Falls School District, 619 F.2d 1311, 1317 & n. 5 (8th Cir.1980) (<HOLDING>). 14 . See, e.g., Allegheny v. American Civil Options: A. holding that much of the art literature and music associated with traditional holidays particularly christmas has acquired a significance which is no longer confined to the religious sphere of life B. holding that recklessness even for fiduciaries is no longer sufficient C. holding that a ruling of the trial court to which no error has been assigned becomes the law of the case and is not subject to review by the court of appeals D. holding notice no longer required even for traditional departures E. holding that because plaintiff no longer has available administrative remedies his action must be dismissed with prejudice

assistant: The best answer is A. holding that much of the art literature and music associated with traditional holidays particularly christmas has acquired a significance which is no longer confined to the religious sphere of life
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: legislative amendment in holding erroneous trial court’s charge regarding weighing of aggravating and mitigating factors in capital case). The evidence of legislative intention provided by the 1985 amendment, in addition to constitutional considerations and our own assessment of the policy interests involved, fortifies our conclusion that Czackor requires that juries in capital cases be informed of, and free to exercise, their statutory option to return a final, non-unanimous verdict resulting in imprisonment if, after a reasonable period of deliberations, they are unable to agree. We come now to the issue of remedy. Clearly, coercive and misleading supplemental instructions such as were given in this case constitute reversible error. See, e.g., Rose v. State, 425 So.2d 521, 525 (Fla.) (<HOLDING>), cert. den., 461 U.S. 909, 103 S.Ct. 1883, 76 Options: A. holding that trial court commits reversible error in giving allentype charge during penalty phase of capital trial B. holding that for habeas relief to be granted based on constitutional error in capital penalty phase error must have had substantial and injurious effect on the jurys verdict in the penalty phase C. holding that trial courts jury charge did not amount to reversible error given that plaintiff failed to show she was prejudiced by inapplicable portion of trial courts charge D. holding that trial court had discretion to admit relevant photographs in penalty phase E. holding that claim alleging ineffective assistance of counsel during penalty phase of capital case is cognizable under the pcra

assistant: The best answer is A. holding that trial court commits reversible error in giving allentype charge during penalty phase of capital trial
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: All questions concerning the construction, validity, enforcement and interpretation of the Transaction Documents shall be governed by and construed and enforced in accordance with the internal laws of the State of New York, without regard to the principles of conflicts of law thereof. Each party agrees that all legal proceedings concerning the interpretations, enforcement and defense of the transactions contemplated by this Agreement and any other Transaction Documents (whether brought against a party hereto or its respective affiliates, directors, officers, shareholders, partners, members, employees or agents) shall be commenced exclusively in the state and federal courts sitting in the City of New York. Each party hereby irrevocably submits to the exclusive jurisdiction of the state and federal courts sitting in the City of New York, Borough of Manhattan for the adjudication of any dispute hereunder or in connection herewith or with any transaction contemplated hereby or discussed herein (including with respect to the enforcement of any of the Transaction Documents), and hereby irrevocably waives, and agrees not to assert in any action, suit or proceeding, any claim that it is not personally subject to the jurisdiction of any such court, that such suit, action or proceeding is improper or is an inconvenient venue for such proceeding. Each party hereby irrevocably waives personal service of process and consents to process being served in any such suit, action or proceeding by mailing a copy thereof via registered or certified mail or overnight delivery (with evidence of delivery) to such party at the address in effect for notices to it under this Agreement and agrees that such service shall constitute good and sufficient service of process and notice thereof. Nothing contained herein shall be deemed to limit in any way any right to serve process in any other manner permitted by law. If either party shall commence an action or proceeding to enforce any provisions of the Transaction Documents, then, in addition to the obligations of the Company under Section 4.10, the prevailing party in such action, suit or proceeding shall be reimbursed by the other party for its reasonable attorneys’ fees and other costs and expenses incurred with the investigation, preparation and prosecution of such action or proceeding.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: Guidelines range may not be necessary”) abrogated on other grounds by United States v. Lake, 419 F.3d 111, 113 (2d Cir.2005). Rather, "to comply with Booker’s mandate that district courts 'take [the Guidelines] into account when sentencing,’ courts normally must determine and consider the correct Guidelines range.” United States v. Menyweather, 431 F.3d 692, 696 (9th Cir.2005) (alteration in original) (quoting Booker, 125 S.Ct. at 767). We leave open the question whether, and under what circumstances, district courts may find it unnecessary to calculate the applicable Guidelines range. 4 . As noted above, such application errors are still subject to harmless and plain error review. See Booker, 125 S.Ct. at 769; Williams, 503 U.S. at 202-03, 112 S.Ct. 1112; Menyweather, slip op. at 16495(<HOLDING>); Mashek, 406 F.3d at 1017; Hazelwood, 398 F.3d Options: A. holding that sentencing under the mandatory guidelines regime creates a presumption of prejudice that the government must rebut with clear and specific evidence that the district court would not have sentenced the defendant to a lower sentence if it had treated the guidelines as advisory B. holding any possible error in a guidelines calculation harmless where this court was confident that the district court could and would impose the same sentence again under the nowadvisory guidelines regime C. holding that where a district court clearly indicates that an alternative sentence would be identical to the sentence imposed under the guidelines any error that may attach to a defendants sentence under booker is harmless D. recognizing that any error would be harmless to the government in this case because the district court couldand wouldimpose the same sentence again under the nowadvisory guidelines regime E. holding that any error was harmless because under the unusual circumstances present in this thirdtime appeal we recognize that the district court could and would impose the same sentence again

assistant: The best answer is D. recognizing that any error would be harmless to the government in this case because the district court couldand wouldimpose the same sentence again under the nowadvisory guidelines regime
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: If the Administrator, in its discretion, decides to grant an Award intended to qualify as “performance-based compensation” under Code Section 162(m), the provisions of this Section 11 will control over any contrary provision in the Plan; provided, however, that the Administrator in its discretion may grant Awards that are not intended to qualify as “performance-based compensation” under Section 162(m) of the Code to such Participants that are based on Performance Goal(s) or other specific criteria or goals but that do not satisfy the requirements of this Section 11.

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: Payments in settlement of Cash-Settled Restricted Stock Units under Section 2 above are subject to the Company’s collection of all applicable federal, state, local and foreign tax withholding obligations of the Company. Unless alternative arrangements are elected by you and permitted by the Committee, in order to satisfy obligations for the payment of withholding taxes and other tax obligations related to the Cash-Settled Restricted Stock Units, the Company shall withhold from any amounts payable to you in settlement of Cash-Settled Restricted Stock Units hereunder or from any cash or stock remuneration or other payment then or thereafter payable to you any tax required to be withheld by reason of such taxable income, wages or compensation including shares of Common Stock sufficient to satisfy the withholding obligation.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The headings, captions and arrangements used in this Third Amendment are, unless specified otherwise, for convenience only and shall not be deemed to limit, amplify or modify the terms of this Third Amendment, nor affect the meaning thereof.

assistant: Headings
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: undecided jurors into reaching a verdict by abandoning without reason conscientiously held doubts.” United States v. Robinson, 560 F.2d 507, 517 (2d Cir.1977) (en banc), cert. denied, 435 U.S. 905, 98 S.Ct. 1451, 55 L.Ed.2d 496 (1978). In deciding whether a second modified Allen charge is permissible and appropriate, an individualized determination of coercion is required. Id. (affirming decision to give second modified Allen charge); United States v. Ruggiero, 928 F.2d 1289, 1299-1300 (2d Cir.) cert. denied, Gotti v. United States, — U.S. -, 112 S.Ct. 372, 116 L.Ed.2d 324 (1991) (same); United States v. O’Connor, 580 F.2d 38, 44 (2d Cir.1978) (same); United States v. Reed, 686 F.2d 651, 653 (8th Cir.1982) (same); but see United States v. Seawell, 550 F.2d 1159, 1163 (9th Cir.1977) (<HOLDING>). In the present case, the second modified Options: A. holding that an allen charge was not inherently coercive even though jury was split 111 because the judge did not know the identity of the holdout juror B. holding second modified allen charge coercive per se unless jury requests it C. holding that allen charge given by court was coercive and required a new trial D. holding when giving an allen charge the trial court must avoid coercive deadlines E. holding such agreements to be per se illegal

assistant: The best answer is B. holding second modified allen charge coercive per se unless jury requests it
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The Borrower has no Existing Principal Subsidiaries on the Effective Date, except those Existing Principal Subsidiaries which are identified in Item 5.10 of the Disclosure Schedule. All Existing Principal Subsidiaries are direct or indirect wholly-owned Subsidiaries of the Borrower, except to the extent any such Existing Principal Subsidiary or an interest therein has been sold in accordance with clause (b) of Section 6.2.7 or such Existing Principal Subsidiary no longer owns a Vessel.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The failure of a party to insist, in any one or more instances, upon performance of any of its terms or conditions of this Agreement, shall not be construed as a waiver or relinquishment of any rights granted hereunder or the future performance of any such term, covenant or condition. Each party to this Agreement hereby waives the defenses of want of consideration or failure of consideration, in any enforcement of this Agreement. In the event that any of the terms or provisions of this Agreement shall, to any extent, be found by a court of competent jurisdiction to be invalid or unenforceable, then the remaining terms and provisions of this Agreement shall not be affected thereby, and each term and provision of this Agreement shall remain and be valid and shall be enforced to the fullest extent, or to the fullest lesser extent, as permitted by law. This Agreement shall be binding on and inure to the benefit of the parties to this Agreement and their respective heirs, executors, administrators, legal representatives, successors and permitted assigns. The use of any gender herein shall be deemed to be or include the other genders and the use of the singular shall be deemed to be or include the plural (and vice versa), whenever appropriate. The failure of a party to insist, in any one or more instances, upon performance of any of its terms or conditions of this Agreement, shall not be construed as a waiver or relinquishment of any rights granted hereunder or the future performance of any such term, covenant or condition. This Agreement shall be binding on and inure to the benefit of the parties to this Agreement and their respective heirs, executors, administrators, legal representatives, successors and permitted assigns. The use of any gender herein shall be deemed to be or include the other genders and the use of the singular shall be deemed to be or include the plural (and vice versa ), whenever appropriate. From time to time, without any further consideration, each party shall execute and deliver to the other party such additional documents and/or instruments as may be reasonably necessary to consummate the transactions contemplated by this Agreement.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Except to the extent more limited rights are provided elsewhere in this Agreement, if a default occurs or is claimed to have occurred under this Agreement, the non-defaulting Party shall give the defaulting Party written notice describing such default. The defaulting party shall then have at least thirty (30) days after receipt of such notice to cure the default if the default is claimed under Section 13.1(a) , or sixty (60) days after receipt of such notice to cure the default if the default is claimed under Section 13.1(b) . To the extent, however, the Section 13.1(b) default cannot be cured in such sixty (60) day period through the exercise of reasonable diligence, the defaulting Party shall have a reasonable additional period of time, not to exceed sixty (60) days in which to cure such default. The additional sixty (60) day extension set forth in the prior sentence is conditioned on the defaulting Party commencing promptly within the initial sixty (60) day period immediate and substantial good faith efforts to effect a cure and at all times thereafter proceeding diligently to complete such cure.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Each Loan Party will, and will cause each Subsidiary to, (i) comply with each Requirement of Law applicable to it or its property (including without limitation Environmental Laws) and (ii) perform in all material respects its obligations under material agreements to which it is a party, except, in each case, where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. Each Loan Party will maintain in effect and enforce policies and procedures designed to ensure compliance by such Loan Party, its Subsidiaries and their respective directors, officers, employees and agents with Anti-Corruption Laws and applicable Sanctions.

assistant: Compliance With 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: it at least arguable in the language of 18 U.S.C. § 3182, when it refers to "the agent of [the executive authority of the demanding state] appointed to receive the fugitive,” where, as here, there is some basis to conclude that private extradition services are not authorized under the law of the demanding state. See Off. Att'y Gen., New York, Informal Op. No. 90-18 (March 19, 1990). 4 . See, e.g., Draper v. Coombs, 792 F.2d 915, 919 (9th Cir.1986); Ross v. Meagan, 638 F.2d 646, 649-50 & n. 4 (3d Cir.1981) (per curiam); Brown v. Nutsch, 619 F.2d 758, 764 (8th Cir.1980); McBride v. Soos, 594 F.2d 610, 613 (7th Cir.1979); Wirth v. Surles, 562 F.2d 319, 323 (4th Cir.1977); Sanders v. Conine, 506 F.2d 530, 532 (10th Cir.1974); but see Barton v. Norrod, 106 F.3d 1289, 1295 (6th Cir.1997) (<HOLDING>). 5 . The Supreme Court has also suggested as Options: A. holding that since the constitutional and statutory extradition provisions are not designed to protect fugitives but rather are designed to facilitate the administration of justice between states the failure to comply with established procedures does not deprive the fugitive of any protected right and therefore provides no basis for a 1983 claim B. holding that the protections of the iad are not founded on constitutional rights or the preservation of a fair trial but are designed to facilitate a defendants rehabilitation in prison and to avoid disruptions caused when charges are outstanding against the prisoner in another jurisdiction C. holding that punitive damages are not duplicative since they are designed to punish rather than to compensate D. holding that the extradition procedures are a matter of state law E. holding the failure to comply with the act does not bar defendant from raising a constitutional challenge to jury selection procedures

assistant: The best answer is A. holding that since the constitutional and statutory extradition provisions are not designed to protect fugitives but rather are designed to facilitate the administration of justice between states the failure to comply with established procedures does not deprive the fugitive of any protected right and therefore provides no basis for a 1983 claim
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: made under oath and inconsistent with his trial testimony. “[P]rior inconsistent statements by a witness are not hearsay and are competent as substantive evidence if the declarant testifies at trial and is subject to cross-examination concerning the statement, and the prior inconsistent statement was given under oath at a ‘trial, hearing, or other proceeding.’” United States v. Wilson, 806 F.2d 171, 175-76 (8th Cir.1986) (quoting Fed.R.Evid. 801(d)(1)(A)). In Wilson, we held a prior inconsistent statement given by a witness under oath during a grand jury proceeding could be used as substantive evidence. Id. This same rationale applies to other statements made under oath, including a statement made at a plea colloquy. See United States v. Meza-Urtado, 351 F.3d 301, 303 (7th Cir.2003) (<HOLDING>). Cervantes contends the district court erred Options: A. holding that in the absence of clear and convincing evidence to the contrary a defendant is bound by statements made under oath during his plea colloquy B. recognizing a presumption that a plea of guilty is final and binding if the plea was made during a properly conducted hearing pursuant to rule 11 of the federal rules of criminal procedure C. holding that when the courts oral statements in the plea colloquy conflict with the written agreement the courts oral statements control D. holding sworn statements made during a codefendants plea colloquy were properly received as substantive evidence pursuant to fedrevid 801d1a E. holding that absent clear and convincing evidence to the contrary a defendant is bound by his representations made during a plea colloquy

assistant: The best answer is D. holding sworn statements made during a codefendants plea colloquy were properly received as substantive evidence pursuant to fedrevid 801d1a
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Any notice to be given under the terms of this Agreement to the Company shall be addressed to the Company in care of the Secretary of the Company at the Company’s principal office, and any notice to be given to the Participant shall be addressed to the Participant at the Participant’s last address reflected on the Company’s records. By a notice given pursuant to this Section 3.6, either party may hereafter designate a different address for notices to be given to that party. Any notice shall be deemed duly given when sent via email or when sent by certified mail (return receipt requested) and deposited (with postage prepaid) in a post office or branch post office regularly maintained by the United States Postal Service.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Each party shall bear the cost of the arbitrators appointed by it, and shall jointly and severally bear the cost of the umpire. The remaining costs of arbitration shall be allocated by the panel as part of its final award. The arbitrators may not award attorneys’ fees to any Party.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Except to the extent that, in the aggregate, non-compliance could not reasonably be expected to have a Material Adverse Effect, the Company will, and will cause each of its Subsidiaries to, (a) keep and maintain all property material to the conduct of its business in good working order and condition, ordinary wear and tear excepted, and (b) maintain, with financially sound and reputable insurance companies, insurance in such amounts and against such risks as are customarily maintained by companies engaged in the same or similar businesses operating in the same or similar locations.

assistant: Insurances
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 successful party in an action to enforce a mechanic’s hen); Petty Inv. Co. v. Miller, 576 P.2d 883, 884 (Utah 1978) (same); Palombi v. D & C Builders, 22 Utah 2d 297, 300-01, 452 P.2d 325, 327-28 (1969) (same); Dixie, 764 P.2d at 988 (awarding attorney fees “only in accordance with the terms of the contract”); Trayner v. Cushing, 688 P.2d 856, 858 (Utah 1984) (same); L & M Corp. v. Loader, 688 P.2d 448, 450 (Utah 1984) (same); Turtle Management, 645 P.2d at 671 (same); Stubbs v. Hemmert, 567 P.2d 168, 171 (Utah 1977) (same). Moreover, we have consistently refused to affirm attorney fee awards to any extent greater than the parties have expressly provided for. See, e.g., Cottonwo 5 P.2d 1251, 1251 (Utah 1975) (same); see also Tholen v. Sandy City, 849 P.2d 592, 595-96 (Utah Ct.App.) (<HOLDING>), cert. denied, 860 P.2d 943 (Utah 1993); Options: A. holding because an award of attorney fees is discretionary court may consider attorney fees in relation to the underlying equities in the case B. holding that a court has power to award attorney fees when authorized by contract statute or recognized ground of equity C. holding that we have jurisdiction to review the award or denial of attorney fees under 1447c D. recognizing a partys right to receive postjudgment fees for collection when the original judgment awarded that party attorney fees E. holding that phrase cjosts of collection as approved by the governing body or required by law in utah code ann 17a3322 1991 does not include award of attorney fees

assistant: The best answer is E. holding that phrase cjosts of collection as approved by the governing body or required by law in utah code ann 17a3322 1991 does not include award of attorney fees
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: In consideration of the severance payments and other benefits described in Section 4.3.2 , Section 4.3.3 and Section 4.3.4 , to which severance payments and benefits Executive would not otherwise be entitled, and as a precondition to Executive becoming entitled to such severance payments and other benefits under this Agreement, Executive agrees to execute and deliver to the Employer on or before the sixtieth (60 th ) day after the applicable Termination Date a waiver and general release of claims in favor of the QTS Companies, their respective predecessors and successors, and all of the respective current or former directors, officers, employees, shareholders, partners, members, agents or representatives of any of the foregoing, in a form reasonably satisfactory to the Employer, that has become effective in accordance with its terms, and for which any revocation periods applicable to such release shall have expired on or prior to the sixtieth (60 th ) day following Executive’s Termination Date. If Executive fails to execute and deliver such release agreement on or before the sixtieth (60 th ) day following the applicable Termination Date, if any revocation period applicable to such release has not expired on or before the sixtieth (60 th ) day following Executive’s Termination Date or if Executive revokes such release as provided therein, the Employer shall have no obligation to provide any of the severance payments and other benefits described in Section 4.3.2 , Section 4.3.3 or Section 4.3.4 other than any Accrued Obligations.

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: All covenants, agreements, representations and warranties made by the Loan Parties in the Loan Documents and in the certificates or other instruments delivered in connection with or pursuant to this Agreement or any other Loan Document shall be considered to have been relied upon by the other parties hereto and shall survive the execution and delivery of the Loan Documents and the making of any Loans and issuance of any Letters of Credit, regardless of any investigation made by any such other party or on its behalf and notwithstanding that the Administrative Agent, the Arrangers, the Syndication Agent, the Documentation Agent, any Issuing Bank, any Lender or any Affiliate of any of the foregoing may have had notice or knowledge of any Default or incorrect representation or warranty at the time any Loan Document is executed and delivered or any credit is extended hereunder, and shall continue in full force and effect until the Termination Date. Notwithstanding the foregoing or anything else to the contrary set forth in this Agreement or any other Loan Document, in the event that, in connection with the refinancing or repayment in full of the credit facilities provided for herein, an Issuing Bank shall have provided to the Administrative Agent a written consent to the release of the Revolving Lenders from their obligations hereunder with respect to any Letter of Credit issued by such Issuing Bank (whether as a result of the obligations of the Company (and any other account party) in respect of such Letter of Credit having been collateralized in full by a deposit of cash with such Issuing Bank, or being supported by a letter of credit that names such Issuing Bank as the beneficiary thereunder, or otherwise), then from and after such time such Letter of Credit shall cease to be a “Letter of Credit” outstanding hereunder for all purposes of this Agreement and the other Loan Documents, and the Revolving Lenders shall be deemed to have no participations in such Letter of Credit, and no obligations with respect thereto, under Section 2.05(d) or 2.05(f). The provisions of Sections 2.15, 2.16, 2.17, 2.18(e) and 9.03 and Article VIII shall survive and remain in full force and effect regardless of the consummation of the transactions contemplated hereby, the repayment of the Loans, the expiration or termination of the Letters of Credit and the Commitments or the termination of this Agreement or any provision hereof.

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: Borrower will protect, indemnify and save Lender, its successors and assigns as holders of the Note, and their members, officers, employees, directors and agents (“ Indemnitee Parties ”) harmless from and against all liabilities, obligations, claims, damages, penalties, fines, liens, suits, causes of action, costs (including clean-up costs), expenses and judgments (including, without limitation, reasonable attorneys’ fees and expenses) of every kind and nature imposed upon or incurred by or asserted against any Indemnitee Party (i) as a direct or indirect result of any warranty or representation made in this Agreement or in any other Loan Document being false or untrue in any material respect, (ii) in connection with any property owned by Borrower or its Subsidiaries or any of the Loan Documents or Lender’s exercise of its remedies thereunder, and (iii) as a direct or indirect result of any requirement under any Environmental Law that requires the elimination or removal of any Hazardous Materials by Lender, Borrower, or any transferee of Borrower, or Lender; provided that Borrower shall not be obligated to indemnify an Indemnitee Party for such Indemnitee Party’s own grossly negligent acts or omissions or willful misconduct. Borrower’s obligations under this paragraph shall continue, survive and remain in full force and effect (notwithstanding payment in full and satisfaction of the Note).

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: Except for Article VI and this Section 8.7 , this Agreement shall terminate (i) automatically if the Merger Agreement has terminated pursuant to the terms thereof and the Closing has not occurred; (ii) as to any Holder when all Registrable Securities held by such Holder no longer constitute Registrable Securities; and (iii) as to Carlyle on the earlier of (a) the date that is 181 days after the Effective Time, or (b) the date after which Carlyle has disposed of the (or there are no) Carlyle Registrable Securities.

assistant: Terminations