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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: except where our dispute is being resolved pursuant to an arbitration ( as provided below ) , if you are a resident of the united states or canada , you agree that any claim or dispute you may have against evernote must be resolved exclusively by a state or federal court located in san mateo county , california .

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: is arbitrary and capricious. 2. Does Civil Rule 90.3 violate due process by creating an irrebuttable presumption? Jerald argues that blind application of the Civil Rule 90.3 formula denies noncustodial parents the right to a fair hearing. He believes that this is illustrated in this case by the superior court’s denying him the opportunity to question Darla concerning her expenses. As the state points out, however, Civil Rule 90.3(c)(1) specifically allows for exceptions to the formula. Other courts have found that child support guidelines do not offend due process so long as they provide for discretion in their application. Schenek v. Schenek, 161 Ariz. 580, 780 P.2d 413 (App.1989); see also In re Guidelines for Child Support Enforcement, 301 Ark. 627, 784 S.W.2d 589, 590-91 (1990) (<HOLDING>); Dalton v. Clanton, 559 A.2d 1197, 1212 Options: A. holding that any sentence that is properly calculated under the guidelines is entitled to a rebuttable presumption of reasonableness B. holding that child support formula creates a rebuttable presumption and an inequitable result rebuts the presumption C. holding that guidelines create a rebuttable presumption D. recognizing a rebuttable presumption of reliance in rule 10b5 E. holding however that a first party insured is not entitled to a rebuttable presumption of harm

assistant: The best answer is C. holding that guidelines create a rebuttable presumption
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: (“Amendment”) made effective on April 16, 2014 (the “Effective Date”) to the amended and restated employment agreement dated as of May 1, 2006, as amended (the “Employment Agreement”), between Celgene Corporation, a Delaware corporation (the “Company”), and Robert J. Hugin (the “Executive”).

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: any evidence that CHL or McLennan relied upon AEC’s service letters or bulletins or that those letters and bulletins increased the risk to McLennan in any way. To the contrary, both CHL and McLennan ignored those warnings, and the record does not support any reasonable inference that AEC’s service letters and bulletins were misleading or that they masked the potential for danger in any way. We conclude that AEC did not owe McLennan any negligence-based, post-sale duty to warn. Even if McLennan were able to establish the applicability of either the Bradshaw duty or the negligent undertaking theory, any such duty would still be subject to the principle that there is no need to warn of dangers that are generally known. See In re Air Crash at Dallas/Fort Worth Airport, 919 F.2d at 1085 (<HOLDING>); see also Argubright, 868 F.2d at 766; Hagans, Options: A. holding that negligence must be the proximate cause of injury B. holding in a negligence action that the air traffic controllers failure to warn of an impending danger cannot be the proximate cause of an injury after the pilot himself discovered its presence appreciated the danger and decided to fly ahead into it C. holding that if a user actually knows of the danger a failure to warn cannot be a proximate cause of the injury D. holding that a physicians negligence need only be a proximate cause not the proximate cause of plaintiffs injury E. holding danger was so open and obvious to plaintiff that as a matter of law he knew or should have known of danger

assistant: The best answer is B. holding in a negligence action that the air traffic controllers failure to warn of an impending danger cannot be the proximate cause of an injury after the pilot himself discovered its presence appreciated the danger and decided to fly ahead into 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: Executive acknowledges and agrees that a breach of any of the restrictive covenants set forth in this Agreement would cause irreparable damage to the Company Group, the exact amount of which would be difficult to determine, and that the remedies at law for any such breach would be inadequate. Accordingly, Executive agrees that, in addition to any other remedy that may be available at law, in equity, or hereunder, the Company Group shall be entitled to specific performance and injunctive relief, without posting bond or other security, to enforce or prevent any breach of any of the restrictive covenants set forth in this Agreement. In any action for injunctive relief, the prevailing party will be entitled to collect reasonable attorneys’ fees and other reasonable costs from the non-prevailing party.

assistant: Enforcements
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: It is the desire and intent of the parties hereto that the provisions of this Agreement be enforced to the fullest extent permissible under the laws and public policies applied in each jurisdiction in which enforcement is sought. Accordingly, if any particular provision of this Agreement shall be adjudicated by a court of competent jurisdiction or arbitrator to be invalid, prohibited or unenforceable for any reason, such provision, as to such jurisdiction, shall be ineffective, without invalidating the remaining provisions of this Agreement or affecting the validity or enforceability of such provision in any other jurisdiction. Notwithstanding the foregoing, if such provision could be more narrowly drawn so as not to be invalid, prohibited or unenforceable in such jurisdiction, it shall, as to such jurisdiction, be so narrowly drawn, without invalidating the remaining provisions of this Agreement or affecting the validity or enforceability of such provision in any other jurisdiction.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: was neither: aside from being incomplete, the answers themselves were woefully inadequate. We do not go into detail here, but their substantive failings added yet another straw onto the back of an already overburdened camel. First, the specific Court Order (the capitals are intentional) trumps any general rule regarding the meaning of the word “service.” The simple dictionary definition of “provide” is to “supply or make available,” Merriam-Webster Collegiate Dictionary 1001 (11th ed. 2011); and of “produce,” to “offer to view or notice.” Id. at 991. The common-sense definition, too, suggests that putting something in the mail is not the functional equivalent of getting it to someone on a date certain. See Bush v. Pub. Serv. Comm’n of Maryland, 212 Md.App. 127, 137, 66 A.3d 1123 (2013) (<HOLDING>). Second, counsel’s failure to comply with the Options: A. holding that the conversion of a chapter 7 petition to a chapter 13 petition was not final until the plan itself was approved B. holding that a petitioner may amend a habeas petition rather than filing a second or successive petition when the first petition has not yet reached a final decision C. holding that utility customers mailing of a petition did not constitute the filing of the petition as filing was not effectuated until the petition was received by the clerk D. holding that the filing of an amended petition in the same cause in which a final judgment had already been entered was like an original petition sufficient to invoke the trial courts jurisdiction E. holding that even where postconviction petitioner reserved the option to file an amended petition in his opening petition simply filing an amended petition is insufficient to request leave to file an amended petition a motion for leave to file an amended petition was required before it was necessary for the district judge to consider the amended petition

assistant: The best answer is C. holding that utility customers mailing of a petition did not constitute the filing of the petition as filing was not effectuated until the petition was received by the clerk
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: 339 (2005)). As to appellant’s assertion of error by the court in permitting the cautionary instruction to include the additional language, appellant’s claim is not cognizable in a Rule 37.1 proceeding. Generally, a petition under Rule 37.1 does not provide a remedy when an issue could have been raised at trial or argued on appeal. Howard v. State, 367 Ark. 18, 238 S.W.3d 24 (2006). To fall within the very limited exception to that rule, the ground must be one so basic that it renders the judgment a complete nullity, such as a lack of jurisdiction, a violation of double jeopardy, or the right to a twelve-member jury. Id. at 26-27, 238 S.W.3d at 32. Appellant did not raise an issue in this claim that falls within the exception. See Phavixay v. State, 373 Ark. 168, 282 S.W.3d 795 (2008) (<HOLDING>). In appellant’s fifth point on appeal, he Options: A. holding that the appropriate remedy for a public trial violation was a new suppression hearing not a new trial because the remedy should be appropriate to the violation B. holding that proponent of 404b evidence must identify a proper 404b purpose for admission that is at issue in the case C. holding that a new trial was the remedy for erroneous admission of rule 404b evidence D. holding that rule 404b evidence is admissible in rebuttal E. holding that admission of rule 404b evidence was proper

assistant: The best answer is C. holding that a new trial was the remedy for erroneous admission of rule 404b evidence
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: 68 L.Ed.2d 238 (1981); Carey v. Hume, 492 F.2d 631 (D.C.Cir.1974), cert. dismissed, 417 U.S. 938, 94 S.Ct. 2654, 41 L.Ed.2d 661 (1974); Cervantes v. Time, Inc., 464 F.2d 986 (8th Cir.1972), cert. denied, 409 U.S. 1125, 93 S.Ct. 939, 35 L.Ed.2d 257 (1973); Garland v. Torre, 259 F.2d 545 (2d Cir.), cert. denied, 358 U.S. 910, 79 S.Ct. 237, 3 L.Ed.2d 231 (1958). The California Supreme Court has held that the state constitution enshrines a correlative protection. Mitchell, 37 Cal.3d at 274, 208 Cal.Rptr. at 155, 690 P.2d at 628. The Ninth Circuit has addressed the issue of compelled disclosure of media sources in the context of non-grand jury-criminal proceedings. See, e.g., Farr v. Pritchess, 522 F.2d 464 (9th Cir.1975), cert. denied, 427 U.S. 912, 96 S.Ct. 3200, 49 L.Ed.2d 1203 (1976) (<HOLDING>). In so doing, the Ninth Circuit acknowledged Options: A. recognizing a qualified privilege for confidential sources in a libel suit B. holding that pennsylvanias interest in compensating victim of defamation outweighed new yorks interests in protecting free discussion and financial injury to defendant C. holding accuseds right to fair trial outweighed newsmans interest in protecting sources and privilege must yield D. recognizing that a criminal defendants right to a fair trial is fundamental E. recognizing academic privilege but holding plaintiffs need for information outweighed colleges interest in confidentiality

assistant: The best answer is C. holding accuseds right to fair trial outweighed newsmans interest in protecting sources and privilege must yield
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 of the parties hereto agrees that this Agreement is intended to be legally binding and specifically enforceable pursuant to its terms and that the Company would be irreparably harmed if any of the provisions of this Agreement are not performed in accordance with its specific terms and that monetary damages would not provide adequate remedy in such event. Accordingly, in the event of any breach or threatened breach by the Shareholder of any covenant or obligation contained in this Agreement, in addition to any other remedy to which the Company may be entitled (including monetary damages), the Company shall be entitled to injunctive relief to prevent breaches or threatened breaches of this Agreement and to specifically enforce the terms and provisions hereof, and the Shareholder hereby waives any defense in any action for specific performance or an injunction or other equitable relief that a remedy at law would be adequate. The Shareholder further agrees that neither the Company nor any other person or entity shall be required to obtain, furnish or post any bond or similar instrument in connection with or as a condition to obtaining any remedy referred to in this paragraph, and the Shareholder irrevocably waives any right he or she may have to require the obtaining, furnishing or posting of any such bond or similar instrument.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: risks. Here, Scheuring alleges that the boat was subject to sea swells, wind waves, vessel wakes and tidal currents. He further alleges that the barge fleeted on her anchor lines on a daily basis. And, most importantly, on at least three occasions, the plaintiff was aboard the barge as it was unmoored and moved by a tugboat. The plaintiff contends that during those movements, he performed duties that could be characterized as “sea-based” duties, such as handling lines, weighing and dropping anchors, standing lookout, monitoring the marine band radio and splicing wire and rope. These claims show the existence of a factual dispute whether the plaintiffs employment was land-based or sea-based. See Sw. Marine, Inc. v. Gizoni 502 U.S. 81, 84, 92, 112 S.Ct. 486, 116 L.Ed.2d 405 (1991) (<HOLDING>). The district court incorrectly described the Options: A. holding that summary judgment on plaintiffs res ipsa loquitur theory was precluded both because there existed genuine issues of material fact as to the cause of the accident and whether or not one of the defendants had exclusive control over the instrumentality of the accident B. holding that a genuine issue of material fact existed as to whether plaintiff who was approaching a car to enter it as a passenger was occupying a motor vehicle C. holding that summary judgment was improper where genuine issues of material fact existed as to whether prison officials prevented inmate from filing grievances D. holding that the trial court erred by granting summary judgment to the contractor where genuine issues of material fact existed regarding a duty to an injured construction worker E. holding that genuine issues of material fact existed as to the plaintiffs seaman status where the plaintiff rode on floating platforms as they were towed into place occasionally served as a lookout and gave maneuvering signals to the tugboat operator and received lines passed to the platforms by the ships crews to secure the platforms

assistant: The best answer is E. holding that genuine issues of material fact existed as to the plaintiffs seaman status where the plaintiff rode on floating platforms as they were towed into place occasionally served as a lookout and gave maneuvering signals to the tugboat operator and received lines passed to the platforms by the ships crews to secure the platforms
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 preempted by Federal law, the provisions of this Agreement shall be construed and enforced in accordance with the internal, substantive laws of the State of New York, without regards to the principles of conflicts of laws 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 legal provision and list the applicable contract clause categories. Provision: The parties hereto may execute this Agreement in two or more counterparts, each of which shall be an original and all of which together shall constitute one and the same instrument. Delivery of an executed counterpart of a signature page to this Agreement by facsimile shall be effective as delivery of a manually executed counterpart to this Agreement.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Company and the Executive have entered into a Severance Agreement (“Severance Agreement”) dated June 30, 2008, providing for certain compensation and benefits during and after employment (including severance benefits) if a change in control of the Company occurs. This Agreement shall not affect the Executive’s rights or obligation under the Severance Agreement and, as long as the Severance Agreement is not in effect, the Severance Agreement shall not affect this Agreement or the Executive’s rights or obligations under this Agreement. As provided in the Severance Agreement, if the Severance Agreement becomes effective due to a change in control, the Severance Agreement shall supersede this Agreement.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: the court is conduct prejudicial to the administration of justice.” Attorney Grievance Comm’n v. Agbaje, 438 Md. 695, 717, 93 A.3d 262 (2014). This includes “[f]ail[ing] to represent a client in an adequate manner and lying to a client[,]” Attorney Grievance Comm’n v. Reinhardt, 391 Md. 209, 222, 892 A.2d 533 (2006), as well as “repeatedly failing] to respond in a timely manner to Bar Counsel’s inquiries[,]” Attorney Grievance Comm’n v. Fox, 417 Md. 504, 538, 11 A.3d 762 (2010). An MLRPC 8.4(d) violation also includes faffing to disburse promptly settlement funds, see Attorney Grievance Comm’n v. Mungin, 439 Md. 290, 315, 96 A.3d 122 (2014), and faffing to keep a client informed about the status of a case, see Attorney Grievance Comm’n v. De La Paz, 418 Md. 534, 556, 16 A.3d 181 (2011) (<HOLDING>). Respondent violated MLRPC 8.4(d), in Options: A. holding that an attorney violated mlrpc 84d by faffing to inform his client of the dismissal of his clients complaint B. holding that the attorney violated mlrpc 13 when he did not prosecute his clients claim after filing a complaint or protect against expiration of the statute of limitation for his clients complaint and caused discovery sanctions to be filed for his failure to respond to discovery requests C. holding that an attorney violated rule 84d when he failed to perform any effective action on behalf of his client D. holding that an attorney violated mlrpc 11 by failing to take the necessary fundamental steps to further the clients case E. holding that an attorney violated rule 84d when he attempted to charge his client whom he had agreed to represent for free because defendants view of the judicial process would be tainted

assistant: The best answer is A. holding that an attorney violated mlrpc 84d by faffing to inform his client of the dismissal of his clients complaint
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Executive shall receive a base salary of Seven Hundred Thirty-five Thousand Dollars ($735,000) per annum for the duration of the Term (the " Base Salary "), which Base Salary shall be paid in equal semi-monthly installments in arrears. The Compensation Committee shall review annually the Base Salary payable to Executive hereunder and may, in its sole discretion, increase (but not decrease) Executive's Base Salary. Any such increased Base Salary shall be and become the " Base Salary " for purposes of this Agreement.

assistant: Base Salary
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 Borrower shall create, assume or permit to exist any Lien upon any of its property or assets in which Lender has a Lien, whether now owned or hereafter acquired, except Permitted Liens.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Company and Executive each acknowledge that any disparaging comments by either party against the other are likely to substantially depreciate the business reputation of the other party. The Company and Executive further agree that neither party will directly or indirectly defame, disparage, or publicly criticize the services, business, integrity, veracity or reputation of the of the other party, including but not limited to, the Company or its owners, officers, directors, or employees in any forum or through any medium of communication. Nothing in this Agreement will preclude Executive or the Company from supplying truthful information to any governmental authority or in response to any lawful subpoena or other legal process.

assistant: Non-Disparagement
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: Robert Holland Koon seeks to appeal the district court’s order dismissing without prejudice his 28 U.S.C. § 2254 (2000) petition pursuant to Fed.R.Civ.P. 41(a)(2). The district court’s order stemmed from Koon’s request that the court dismiss his petition without prejudice in order to allow him to exhaust his state remedies. A Rule 41(a)(2) voluntary dismissal without prejudice is not appealable. See Unioil, Inc. v. E.F. Hutton & Co., 809 F.2d 548, 555 (9th Cir.1986) (<HOLDING>), overruled in part on other grounds by Moore Options: A. holding borough could not appeal dismissal of complaint without prejudice because dismissal without prejudice is comparable to a nonsuit under the former practice of lavf B. holding that dismissal of a pro se complaint for failure to state a claim should generally be without prejudice but if the plaintiff has been given an opportunity amend his complaint and fails to do so the dismissal may be with prejudice C. holding that this court has jurisdiction over an appeal from a stipulated voluntary dismissal with prejudice unless it was intended to settle the case D. holding that a plaintiff generally may not appeal a voluntary dismissal without prejudice because it is not an involuntary adverse judgment against him E. holding appeal improper since the dismissal was voluntary

assistant: The best answer is D. holding that a plaintiff generally may not appeal a voluntary dismissal without prejudice because it is not an involuntary adverse judgment against him
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: TARGET has not violated or failed to comply with, in any material respect, any Law to which TARGET or any of TARGET’s properties or assets is subject. TARGET has all Permits that are necessary for the conduct of its business as presently conducted except to the extent the failure to have any such Permit would not materially adversely affect the Condition of TARGET. All Permits are, and as of the Closing will be, in full force and effect. No violation or notice of failure to comply have been issued or recorded in respect of any Permit. There are no proceedings pending or threatened to revoke, suspend, or limit any such Permit, nor is there any reasonable basis therefor.

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 legal provision and list the applicable contract clause categories. Provision: All tax returns required to be filed by or on behalf of PhotoMedex with respect to the Assets or any of them have been duly and timely filed, and all such tax returns are true, complete and correct. All taxes owed by or with respect to PhotoMedex (whether or not shown on any tax return) or for which PhotoMedex could be liable with respect to the Assets, including all sales, use and value added taxes, in whole or in part, have been paid. There are no tax liens upon any of the Assets, and, as of the Effective Date, there is no basis upon which any governmental agency could impose a tax lien on any of the Assets. PhotoMedex has withheld and paid all taxes required to have been withheld and paid in connection with amounts paid or owing to any employee, contractor, creditor, stockholder or any other third party. PhotoMedex has properly charged, collected and paid all applicable sales, use, value added and other similar taxes with respect to the Assets.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: 633, 635 (Tex.1973); Yancey v. Floyd West & Co., 755 S.W.2d 914, 918 (Tex.App.—Fort Worth 1988, writ denied). 16 . Two Pesos, Inc. v. Gulf Ins. Co., 901 S.W.2d 495, 499 (Tex.App.—Houston [14th Dist.] 1995, no writ) (op. on reh’g); American Alliance Ins. Co. v. Frito-Lay, Inc., 788 S.W.2d 152, 153 (Tex. App.—Dallas 1990, writ dism'd). 17 . Forbau v. Aetna Life Ins. Co., 876 S.W.2d 132, 133 (Tex.1994). 18 . Security Mut. Casualty Co. v. Johnson, 584 S.W.2d 703, 704 (Tex.1979). 19 . Yancey, 755 S.W.2d at 918. 20 . Terra Int’l, Inc. v. Commonwealth Lloyd's Ins. Co., 829 S.W.2d 270, 272 (Tex.App.—Dallas 1992, writ denied). 21 . Heyden Newport Chem. Corp. v. Southern Gen. Ins. Co., 387 S.W.2d 22, 26 (Tex.1965); Terra Int’l, Inc., 829 S.W.2d at 271. 22 . Terra Int’l, I 2d 282, 285 (1991) (<HOLDING>). 33 . Maupin, 500 S.W.2d at 635; Misle v. Options: A. holding that pecuniary damages are essential to a fraudulent misrepresentation cause of action B. holding that claims alleging negligent misrepresentation and failure to disclose seek economic damages not property damages within insureds policy C. holding tcpa is remedial statute and that statutory damages are not punitive damages D. holding that pecuniary damages are not property damages under insureds policy E. holding that actual damages under respa included emotional damages

assistant: The best answer is D. holding that pecuniary damages are not property damages under insureds policy
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: Cessation of active employment due to commencement of long-term disability under the Employer’s long-term disability plan shall not be deemed to constitute a termination of employment for purposes of this Section 3, and, during the continuance of such Employer-sponsored long-term disability plan benefits, the Employee shall be deemed to continue active employment with the Employer. If the Employee is terminated because the Employee has received the maximum coverage under an Employer-provided long-term disability plan, such date will be treated as a termination of employment for purpose of this Agreement. Options will vest on a pro-rata basis based on the Employee’s actual months of service with the Employer, including such deemed active employment, in the same manner as set forth at Paragraph 3(b). Non-vested Options will expire on the date of termination of employment. Vested Options will expire on the earlier of the Expiration Date or the date that is three months after the date of termination of employment.

assistant: Disability
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: 559 U.S. 98, 104, 106, 110, 130 S.Ct. 1213, 175 L.Ed.2d 1045 (2010), clarified that Edwards was a “judicially crafted rule,” and that the presumption from Edwards—the suspect’s waiver of Miranda rights after the invocation of the right to counsel is involuntary—is inapplicable when a suspect has experienced a fourteen-day break in custody. Based on these two temporal standards, it is clear that the police’s ability to re-interrogate a suspect following his or her invocation of the right to counsel is noticeably more restricted than with an invocation of the right to remain silent. By contrast, both the right to counsel and the right to remain silent require an unambiguous invocation by the suspect. See Berghuis v. Thompkins, 560 U.S. 370, 130 S.Ct. 2250, 2260, 176 L.Ed.2d 1098 (2010) (<HOLDING>); Davis, 512 U.S. at 459, 114 S.Ct. 2350 Options: A. holding that during police interrogation right to remain silent must be invoked unambiguously B. holding that a suspect who wants to invoke his or her right to remain silent must do so unambiguously C. holding that a suspect must unambiguously request counsel D. holding that police may continue questioning a suspect until he unambiguously invokes his right to remain silent E. holding that an accused must unambiguously invoke the right to remain silent

assistant: The best answer is B. holding that a suspect who wants to invoke his or her right to remain silent must do so unambiguously
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: any material downloaded or otherwise obtained through the use of the yahoo services or software is accessed at your own discretion and risk , and you will be solely responsible for and hereby waive any and all claims and causes of action with respect to any damage to your computer system , internet access , download or display device , or loss of data that results from the download of any such material .

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: furthermore , this agreement to arbitrate will not preclude you or under armour from ( i ) applying to the appropriate court of competent jurisdiction for a temporary restraining order , preliminary injunction , or other interim or conservatory relief , as necessary , or ( ii ) seeking relief in any state or federal court for disputes related to a violation or possible violation of under armour 's intellectual property rights .

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: delegating power to legislative bodies, “the people can reserve to themselves power to deal directly with matters which might otherwise be assigned to the legislature.” Id. at 672, 96 S.Ct. at 2361. South Dakota’s referendum “is a means for direct political participation, allowing the people the final decision, amounting to a veto power, over enactments of representative bodies. The practice is designed to ‘give citizens a voice on questions of public policy.’” Id. at 673, 96 S.Ct. at 2363 (quoting James v. Valtierra, 402 U.S. 137, 141, 91 S.Ct. 1331, 1333, 28 L.Ed.2d 678 (1971)). The Referendum process is subject to the same constitutional limitations as other legislative acts. Cf. City of Cleburne v. Cleburne Living Ctr., 473 U.S. 432, 448, 105 S.Ct. 3249, 3259, 87 L.Ed.2d 313 (1985) (<HOLDING>); Eastlake, 426 U.S. at 676, 96 S.Ct. at 2363 Options: A. holding that the electorate cannot order governmental action through a referendum which violates the equal protection clause of the fourteenth amendment B. holding that the confrontation clause is applicable to the states through the fourteenth amendment C. holding the double jeopardy clause applicable to the states through the due process clause of the fourteenth amendment D. holding that racially discriminatory use of peremptory challenges violates the equal protection clause of the fourteenth amendment E. holding that neither the due process clause nor the equal protection clause of the fourteenth amendment require the appointment of counsel on a petition for discretionary review to a state supreme court

assistant: The best answer is A. holding that the electorate cannot order governmental action through a referendum which violates the equal protection clause of the fourteenth amendment
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 a trustee who is liable to the fund. In this regard, the Report of the Senate Committee on Labor and Public Welfare states: The enforcement provisions have been designed specifically to provide both the Secretary and participants and beneficiaries with broad remedies for redressing or preventing violations.... The intent of the committee is to provide the full range of legal and equitable remedies available in both state and federal courts. S.Rep. No. 93-127, 93d Cong., 1st Sess. (1974), reprinted in 1974 U.S.C.C.A.N. 4639, S.2d 857, 865 (N.Y.Sur.Ct.1941) (placing equitable lien upon the beneficial interest of a trustee/beneficiary who had embezzled trust property to compensate wronged beneficiaries of the trust); In re Burr’s Estate, 143 Misc. 877, 257 N.Y.S. 654 (N.Y.Sur.Ct.1932) (<HOLDING>), aff'd, 239 A.D. 774, 263 N.Y.S. 945 Options: A. holding that companys president was trustee of trust funds because he had control and direction over the funds B. holding that a third party who receives trust property on inquiry notice that a trustee has misappropriated trust funds is also liable for breach of trust C. holding that trust beneficiaries have no authority to maintain an action as third party beneficiaries of contracts between the trustee and agents of the trustee concerning the internal affairs of the trust D. holding that the trustee of a nominee trust functions more as an agent than as a true trustee E. holding that a trustee properly withheld trust payments owed to a prior trustee who had misappropriated trust funds

assistant: The best answer is E. holding that a trustee properly withheld trust payments owed to a prior trustee who had misappropriated trust funds
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 either the Company or Executive to enforce any provision or provisions of this Agreement will not in any way be construed as a waiver of any such provision or provisions as to any future violations thereof, nor prevent that party from later enforcing each and every other provision of this Agreement. The rights granted the parties in this Agreement are cumulative and the waiver of any single remedy will not constitute a waiver of that party’s right to assert all other legal remedies available to it under the circumstances.

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: in particular , myfitnesspal 's food database ( `` food database '' ) contains a combination of nutritional information entered directly by myfitnesspal and nutritional information entered by myfitnesspal members .

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: of cool reflection.” Tex. Penal Code Ann. § 19.02(a)(1); see also Hernandez, 127 S.W.3d at 211. Sudden passion must arise at the time of the offense and cannot result solely from former provocation. Hernandez, 127 S.W.3d at 213. Neither ordinary anger nor fear alone raises an issue on sudden passion arising from adequate cause. See id. at 213-14; see also Naasz v. State, 974 S.W.2d 418, 425 (Tex.App.-Dallas 1998, pet. ref'd) (stating defendant’s testimony of being upset and angry over culmination of events did not rise to level of adequate cause). Similarly, a defendant may not rely on a cause of his own making to support an argument for sudden passion. See Smith v. State, 355 S.W.3d 138, 147 (Tex.App.-Houston [1st Dist.] 2011, pet. filed); see also Hernandez, 127 S.W.3d at 211 (<HOLDING>); Trevino v. State, 157 S.W.3d 818, 822 n. 4 Options: A. holding evidence legally sufficient under sections d and e B. holding evidence legally insufficient C. holding evidence legally sufficient D. holding that ordinary anger or causes of defendants own making are not legally adequate causes E. holding district court may properly on its own motion dismiss an action as to defendants who have not moved to dismiss where such defendants are in a position similar to that of moving defendants or where claims against such defendants are integrally related

assistant: The best answer is D. holding that ordinary anger or causes of defendants own making are not legally adequate causes
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 Government submitted a New York state court document entitled “Sentence and Commitment,” which reflects that De Leon Morillo received a sentence of two to six years for his convictions for the criminal sale of a controlled substance in the third degree. The Government also submitted De Leon Morillo’s Pre-Sentence Investigation report which reflects his convictions. These documents fall squarely within subsection (vi) of Section 1229a(c)(3)(B). In addition, De Leon Morillo admitted he was convicted of the criminal sale of a controlled substance in the third degree at his hearing before the Immigration Judge. Although De Leon Morillo claims his plea was unknowing, a challenge to his conviction is not properly before the Court. See Drakes v. INS, 330 F.3d 600, 605 (3d Cir.2003) (<HOLDING>). Accordingly, we will deny the petition for Options: A. holding that a defendant cannot collaterally attack a prior state conviction during a federal sentencing proceeding in a different case B. holding that due to statute defendant cannot collaterally attack prior convictions used to enhance sentence unless in violation of the right to counsel C. holding that a habeas petitioner cannot collaterally attack the conviction serving as a predicate for a removal order D. holding that petitioner could not collaterally attack his state court conviction on a petition for review of an agency decision E. holding that a habeas petitioner must be in custody under the conviction or sentence under attack at the time his petition is filed

assistant: The best answer is C. holding that a habeas petitioner cannot collaterally attack the conviction serving as a predicate for a removal order
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: By the issuance of a Letter of Credit (or an amendment to a Letter of Credit increasing the amount thereof) and without any further action on the part of any Issuing Bank or the Lenders, each Issuing Bank hereby grants to each Lender, and each Lender hereby acquires from such Issuing Bank, a participation in such Letter of Credit equal to such Lender’s Applicable Percentage of the aggregate amount available to be drawn under such Letter of Credit. In consideration and in furtherance of the foregoing, each Lender hereby absolutely and unconditionally agrees to pay to the Administrative Agent, for the account of such Issuing Bank, such Lender’s Applicable Percentage of each LC Disbursement made by such Issuing Bank and not reimbursed by the Borrower on the date due as provided in paragraph (e) of this Section, or of any reimbursement payment required to be refunded to the Borrower for any reason. Each Lender acknowledges and agrees that its obligation to acquire participations pursuant to this paragraph in respect of Letters of Credit is absolute and unconditional and shall not be affected by any circumstance whatsoever, including any amendment, renewal or extension of any Letter of Credit, the occurrence and continuance of a Default, the existence of a Borrowing Base Deficiency or the reduction or termination of the Aggregate Commitments, and that each such payment shall be made without any offset, abatement, withholding or reduction whatsoever.

assistant: Participations
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 any other right, founding the claim upon a written instrument, as being a conveyance of the premises in question ... and there has been & continued occupation and possession of the premises included in the instrument ..., or of some part thereof, for ten years, under the same claim, the premises so included are deemed to have been held adversely ... Real Property Actions and Proceedings Law § 511 (McKinney’s 1962) (hereinafter “RPAPL § 511”). Plaintiff submitted evidence that the Snees had kept tugs and barges on the foreshoré since 1974. PL 12/17 Br. at 8. Furthermore, the deed to his property stated that he held title to the foreshore. Pl.Ex. 1. In New York, however, “the State’s sovereign title is inalienable except by grant.” Hawkins v. State, 644, 646-647 (N.Y.Sup.Ct.1951) (<HOLDING>) Plaintiff could not adversely possess the Options: A. holding that tidal lands which the town holds in a governmental capacity may not be alienated and hence may not be the subject of acquisition by adverse possession B. holding that it may not C. holding that constructive possession need not be exclusive but may be shared by others D. holding that lands held by a municipality in its governmental capacity may not be lost by adverse possession E. holding that the only method by which an adverse possessor may convey the title asserted by adverse possession is to describe in the instrument of conveyance by means minimally acceptable for conveyancing of realty that which is intended to be conveyed

assistant: The best answer is A. holding that tidal lands which the town holds in a governmental capacity may not be alienated and hence may not be the subject of acquisition by adverse possession
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: This Amendment may be executed in any number of counterparts, each of which will be considered to be an original, and all such executed counterparts will together constitute one document. The provisions of this Amendment are severable, and if any one or more provisions are determined to be judicially unenforceable, in whole or in part, the remaining provisions will nevertheless be binding and enforceable. No amendment or modification of this Amendment or waiver of the terms and conditions hereof shall be binding unless approved in writing by each of the parties hereto. Except to the extent governed by the Employee Retirement Income Security Act of 1974, as amended, this Amendment shall be governed by and construed in accordance with the laws of the state of California, without regard to its conflict of laws provisions.

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 case excerpt and choose the best holding from the options. Case excerpt: not through dismissal of a possibly meritorious claim.”). The only basis for the court’s finding that C.B. perpetrated fraud on the court was private counsel’s representation that the adoption entity denied C.B. access to her child in order to pressure her into signing the consent form. Neither regional counsel nor C.B. made any assertions regarding C.B.’s inability to see the child prior to consenting to the adoption. The court’s ruling was based entirely on what it characterized as “[private counsel’s] testimony,” which was not testimony at all but simply her unsworn argument. See Hitt v. Homes & Land Brokers, Inc., 993 So.2d 1162, 1166 (Fla. 2d DCA 2008) (“Unsworn statements of counsel do not establish facts.”); Laussermair v. Lanssermair, 55 So.3d 705, 706-07 (Fla. 4th DCA 2011) (<HOLDING>); Leon Shaffer Golnick Adver., Inc. v. Cedar, Options: A. holding that the trial court did not need to conduct an evidentiary hearing when the dispute could be resolved as a matter of law B. holding an evidentiary hearing on the applicability of equitable estoppel C. holding that the supreme court does not require an evidentiary hearing in every case D. holding no evidentiary hearing was required where the affidavits of the defendant and his wife were directly contradicted by the defendants sworn testimony during the plea hearing E. holding that without an evidentiary hearing former husbands counsels representations alone did not amount to clear and convincing evidence that the former wife committed fraud on the court

assistant: The best answer is E. holding that without an evidentiary hearing former husbands counsels representations alone did not amount to clear and convincing evidence that the former wife committed fraud on the court