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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: when negligent acts causing injury to employees are. committed outside the course and scope of their managerial or policy-making functions. Hawkins v. Cordy, 642 So.2d 1115, 1116 (Fla. 3d DCA 1994). Under Florida’s Worker’s Compensation Act, an employer who secures worker’s compensation coverage for his employees receives extensive immunity from suit by injured workers. Eller v. Shova, 630 So.2d 537, 540-41 (Fla.1993). Florida courts interpret the Act broadly to preserve immunity in the face of sometimes egregious acts by employers and managers, as long as those acts fall short of intentional torts, culpable negligence or serious criminal misconduct. See Byers v. Ritz, 890 So.2d 343, 347 (Fla. 3d DCA 2004); see also Mekamy Oaks, Inc. v. Snyder, 659 So.2d 1290, 1291 (Fla. 5th DCA 1995) (<HOLDING>); Emergency One, Inc. v. Keffer, 652 So.2d Options: A. holding that prohibition may not be used to raise affirmative defense of workers compensation immunity B. holding that the coemployee immunity provision in workers compensation law was constitutional C. holding that employer could be subject to contribution claim based on the intentional tort exception to workers compensation immunity when there was evidence that employer had removed safety guards from printing presses had been warned of the dangers but refused to reinstall the guards disregarding safety notices about the machinery and had instructed employees to engage in dangerous practices D. holding that employer retained workers compensation immunity where supervisor removed safety switch from lawnmower causing plaintiff to be thrown from mower and cut his foot E. holding that thirdparty tortfeasor has right to contribution from employer up to amount of employers workers compensation liability

assistant: The best answer is D. holding that employer retained workers compensation immunity where supervisor removed safety switch from lawnmower causing plaintiff to be thrown from mower and cut his foot
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 become effective when it shall have been executed and delivered by the Borrower and the Administrative Agent and when the Administrative Agent shall have received copies hereof which, when taken together, bear the signatures of each of the other parties hereto, and thereafter shall be binding upon and inure to the benefit of the Borrower, each L/C Issuer, the Administrative Agent, the Collateral Agent and each Lender and their respective permitted successors and assigns.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: at 69. Denying the Freedmen the right to vote in tribal elections violates the Thirteenth Amendment and the 1866 Treaty, so the Cherokee Nation cannot claim tribal sovereign immunity against a suit complaining of such a badge and incident of slavery. The district court is mistaken to treat every imposition upon tribal sovereignty as an abrogation of tribal sovereign immunity. Sovereignty and immunity are related, Alden v. Maine, 527 U.S. 706, 715, 119 S.Ct. 2240, 144 L.Ed.2d 636 (1999), the latter being an attribute of the former, P.R. Aqueduct & Sewer Auth., 506 U.S. at 146, 113 S.Ct. 684. But it is possible to cut back sovereignty in a way that leaves sovereign immunity intact. Cf. Kiowa Tribe, 523 U.S. at 755, 118 S.Ct. 1700 (“To say substantive state l 343, 357 (2d Cir.2000) (<HOLDING>). We find no express and unequivocal abrogation Options: A. holding that congress could not abrogate state sovereign immunity pursuant to the patent clause of article i B. holding that congress had no power under article i to abrogate state sovereign immunity C. holding the copyright act not to abrogate tribal sovereign immunity where nothing on the statutes face could be so construed D. holding the icra not to abrogate tribal sovereign immunity because nothing on the face of title i of the icra purports to subject tribes to the jurisdiction of the federal courts in civil actions for injunctive or declaratory relief E. 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

assistant: The best answer is C. holding the copyright act not to abrogate tribal sovereign immunity where nothing on the statutes face could be so construed
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: (ComplA 15.) The contacts of an agent may generally be imputed to the principal if those contacts are made within the scope of the agent’s employment. Taylor v. Phelan, 912 F.2d 429, 433 (10th Cir.1990). An agency relationship is “the fiduciary relation which results from the manifestation of consent by one person to another that the other shall act on his behalf and subject to his control, and consent by the other so to act.” Kuenzle v. HTM Sport-Und Freizeitgerate, AG, 102 F.3d 453, 459 (10th Cir.1996). Such relationship cannot be presumed but must be clearly demonstrated. Id. Shepherd bears the burden of establishing personal jurisdiction over IOC and thus of making at least a prima facie showing that an agency relationship exists. Be-hagen, 744 F.2d at 733; Kuenzle, 102 F.3d at 459 (<HOLDING>). As already stated, unlike in Behagen, 744 Options: A. holding defendant a foreign manufacturer was not subject to the personal jurisdiction of a wyoming court because the plaintiff failed to introduce sufficient evidence to establish an agency relationship between the defendant and its us distributor B. holding that court did not have personal jurisdiction over nonresident defendant because plaintiff failed to show that defendant was assignee of assignor over whom court had personal jurisdiction C. holding that foreign drag manufacturer who marketed its product in kentucky through independent distributor was nonetheless subject to personal jurisdiction in forum under asahis additional conduct standard D. holding that the plaintiff presented sufficient evidence to establish an agency relationship for service to be effective E. holding that trial court erred by not allowing the plaintiff to introduce evidence of prior dealings with the defendant

assistant: The best answer is A. holding defendant a foreign manufacturer was not subject to the personal jurisdiction of a wyoming court because the plaintiff failed to introduce sufficient evidence to establish an agency relationship between the defendant and its us distributor
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: Prior to the approval of the Parties’ respective Boards of Directors (or other applicable governing bodies) and the delivery and release of fully executed signature pages thereto, no Party will disclose to any person (a) any terms or other facts with respect to the transaction contemplated herein, including the status thereof or (b) the prior execution of any Party to this Agreement.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The provisions of this Agreement that may be reasonably interpreted as surviving its termination, including the applicable provisions of Sections 3-11 hereof, shall continue in effect after termination of this Agreement. GEE is entitled to communicate Consultant’s obligations under this Agreement to any future client or potential client of Consultant.

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 case excerpt and choose the best holding from the options. Case excerpt: further notes that the jury was given extensive instructions on evaluating inconsistent statements and evaluating the credibility of witnesses generally, which, collectively, sufficiently addressed the conflicts in the cooperator testimony. Id. at 138. The Court has assessed the testimony summarized by Demerieux and concludes that the conflicts in testimony do not rise to the level of a due process violation. Demerieux correctly states that, under Napue, a “conviction obtained through the use of false evidence ... must fall under [the Due Process Clause],” and that “it is of no consequence that the falsehood bore upon the witness’ credibility rather than directly upon defendant’s guilt.” See Napue, 360 U.S. at 269-70, 79 S.Ct. 1173; see also Agurs, 427 U.S. at 103, 96 S.Ct. 2392 (<HOLDING>). But as a threshold matter, Demerieux must Options: A. holding that false arrest and false imprisonment claim were not duplicative B. holding that a conviction obtained through the knowing reckless or negligent use of false testimony must be set aside if there is any reasonable likelihood that the false testimony could have affected the judgment of the jury C. holding that false arrest is one means of committing false imprisonment D. holding that prosecutor cannot obtain conviction with the aid of false testimony where the prosecutor knows such testimony is false E. holding that the knowing use of false testimony to obtain a conviction violates due process

assistant: The best answer is B. holding that a conviction obtained through the knowing reckless or negligent use of false testimony must be set aside if there is any reasonable likelihood that the false testimony could have affected the judgment of the jury
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: 603 P.2d at 525-26 (relating to RAJI 21); see also Coury Bros. Ranches, Inc. v. Ellsworth, 103 Ariz. 515, 446 P.2d 458, 463 (1968) (relating to RAJI 23). 5. The district court did not err in denying Suenos a new trial. Suenos has not established any valid grounds for a new trial, such as “(1) manifest error of law; (2) manifest error of fact; and (3) newly discovered evidence.” Brown v. Wright, 588 F.2d 708, 710 (9th Cir.1978) (per curiam). 6. The district court did not err in declining to strike Suenos’s motion for attorney’s fees as untimely. The time limit was not jurisdictional. See Arizona Local Rule 54.2(b)(2) (setting due date as 14 days but allowing alternative deadlines); see also Schweiger v. China Doll Rest., Inc., 138 Ariz. 183, 673 P.2d 927, 930 n. 2 (Ct.App.1983) (<HOLDING>). Moreover, the district court found that Options: A. holding that a time limit for filing a complaint as a creditor in bankruptcy proceedings is not jurisdictional B. holding that section 1144 is a jurisdictional limitation C. holding time limitation on statement of costs is not jurisdictional and late filing is within courts discretion D. holding that time limit for filing petition for review is mandatory and jurisdictional E. holding time for filing notice of appeal under rule 8002 is jurisdictional

assistant: The best answer is C. holding time limitation on statement of costs is not jurisdictional and late filing is within courts discretion
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 U.S. Supreme Court case excerpt and classify it into the correct legal issue area. Excerpt: 360 U.S. 470 79 S.Ct. 1431 36 L.Ed.2d 1531 Harry LEV et al.v.UNITED STATES. Raymond WOOL v. UNITED STATES. Nos. 435, 436 and 437. Marvin RUBIN v. UNITED STATES. Supreme Court of the United States June 22, 1959 Rehearing Denied Oct. 12, 1959. See 80 S.Ct. 41. Mr. Anthony Bradley Eben, for petitioner Lev. Mr. Albert H. Treiman, for petitioner Wool. Mr. John T. Sullivan (Mr. Isidor Enselman, on the brief), for petitioner Rubin. Mr. Oscar H. Davis (Solicitor General Rankin, Assistant Attorney General Wilkey, Beatrice Rosenberg, Julia P. Cooper, and Mr. Jerome M. Feit, on the brief), for the United States. On writs of certiorari to the United States Court of Appeals for the Second Circuit. PER CURIAM. 1 The judgment is affirmed by an equally divided Court. 2 Mr. Justice STEWAT t ook no part in the consideration or decision of these cases.

assistant: 1
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 present or future taxes, levies, imposts, duties, deductions, withholdings, (including backup withholding), assessments, fees or other charges imposed by any Governmental Authority, including any interest, additions to tax or penalties applicable thereto.

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 legal provision and list the applicable contract clause categories. Provision: In order to induce the Administrative Agent to enter into this Joinder Agreement, each Loan Party (including each New Subsidiary) hereby jointly and severally (a) represents and warrants that as of the date hereof (i) the recitals set forth above are true and correct in all material respects, (ii) each of the representations and warranties of any Loan Party or any Subsidiary of any Loan Party contained in the Credit Agreement (as modified by this Joinder Agreement) and in the other Loan Documents (as modified by this Joinder Agreement) is true and correct in all material respects as if made on such date (except, if any such representation and warranty relates to an earlier date, such representation and warranty shall be true and correct in all material respects as of such earlier date), and (iii) no Default or Event of Default has occurred and is continuing, and (b) agrees that the incorrectness in any material respect of any representation and warranty contained in this Joinder Agreement shall constitute an immediate Event of Default.

assistant: Representations
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: A true, correct and complete list of the insurance policies related to the Business (including policy periods and the amounts of coverage, limits and deductibles) is attached hereto as Schedule 4.14 (collectively, the “ Insurance Policies ”). All of the Insurance Policies are in full force and effect. No event has occurred, including the failure by Sellers to give any notice or information or the delivery of any inaccurate or erroneous notice or information, which materially limits or impairs the rights of Sellers under any of the Insurance Policies. Except as set forth in Schedule 4.14 , no material claim is outstanding under any of the Insurance Policies, and no carrier of any Insurance Policy has asserted in writing any denial of coverage of any material claim. All premiums due with respect to the Insurance Policies have been paid or otherwise accrued.

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 legal provision and list the applicable contract clause categories. Provision: EACH PARTY TO THIS AGREEMENT IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY LEGAL PROCEEDING RELATING TO THIS AGREEMENT OR THE TRANSACTIONS CONTEMPLATED BY ANY 2018-A BASIC DOCUMENT.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Each Party to this Agreement acknowledges that they have participated in the negotiation of this Agreement, and that no provision of this Agreement shall be construed against or interpreted to the disadvantage of any party hereto by any court or any government or judicial authority by reason of such person having been deemed to have structured, dictated or drafted such provision.

assistant: Interpretations
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: and without proper instructions, the probability of prejudice is great); see also State v. White, 246 S.C. 502, 144 S.E.2d 481 (1965) (finding where the jury had absolute discretion with regard to the issue of mercy, it was impossible to determine whether the solicitor’s improper argument actually prejudiced defendant; however, the probability of prejudice was great, and defendant was entitled to a new trial). The solicitor’s improper comments prevented petitioner from having the jury fairly consider the possible sentencing alternatives. Further, the jury instructions failed to cure the prejudice caused by these comments. Thus, because the probability for prejudice is great, we grant petitioner a new trial on the burglary charge. See Chubb v. State, 303 S.C. 395, 401 S.E.2d 159 (1991) (<HOLDING>). As to the portion of the closing argument Options: A. recognizing that determination of appropriate sentence to be imposed should ordinarily be determined by the trial court on remand rather than at the appellate level B. holding that defense counsel need only consult and be governed by his clients wishes when the question arises as to whether or not a plea of guilty should be entered trial by jury waived or whether the defendant should take the witness stand in his own defense C. holding because determination of guilt and whether mercy should be recommended should be made in one proceeding by the same jury petitioner is entitled to a new trial on the burglary charge D. holding that the issue of defendants actual knowledge should not be resolved on summary judgment but should be left to the trier of fact E. holding new trial should not have been granted because jury was properly instructed

assistant: The best answer is C. holding because determination of guilt and whether mercy should be recommended should be made in one proceeding by the same jury petitioner is entitled to a new trial on the burglary charge
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 Lenders ratably agree hereby to indemnify and hold harmless the Agent from and against any and all claims, actions and suits (whether groundless or otherwise), losses, damages, costs, expenses (including any expenses for which the Agent has not been reimbursed by the Borrower as required by §15), and liabilities of every nature and character arising out of or related to this Agreement, the Notes, or any of the other Loan Documents or the transactions contemplated or evidenced hereby or thereby, or the Agent’s actions taken hereunder or thereunder, except to the extent that any of the same shall be directly caused by the Agent’s willful misconduct or gross negligence as finally determined by a court of competent jurisdiction after the expiration of all applicable appeal periods. The agreements in this §14.7 shall survive the payment of all amounts payable under the Loan Documents.

assistant: Indemnity
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 Member hereto shall bear its own expenses, including the fees of any attorneys, accountants, investment bankers or others engaged by such Member, incurred in connection with this Agreement and the transactions contemplated hereby except as otherwise expressly provided herein.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: by a higher court.”). Accordingly, we hold that the trial court’s decision to instruct on the offense of attempted assault with a deadly weapon on a government officer was in error. We further hold that these instructions resulted in plain error. To establish plain error, a defendant must demonstrate “(i) that a different result probably would have been reached but for the error or (ii) that the error was so fundamental as to result in a miscarriage of justice or denial of a fair trial.” State v. Bishop, 346 N.C. 365, 385, 488 S.E.2d 769, 779 (1997). In our view, instructing a jury in such a way that the jury convicts the defendant of a nonexistent offense is an unmistakable example of a miscarriage of justice. See State v. Parker, 143 N.C. App. 680, 683-84, 550 S.E.2d 174, 176 (2001) (<HOLDING>); People v. Martinez, 81 N.Y.2d 810, 812, 611 Options: A. holding that there is no error in instructing the jury on alternative theories if there is sufficient evidence that the defendant committed firstdegree murder B. holding that the trial courts erroneous instruction on the nonexistent included offense of attempted reckless manslaughter was harmless beyond a reasonable doubt where the jury reached a unanimous guilty verdict as to the charged offense of attempted murder in the second degree C. holding that defendants conviction must be vacated where defendant argued that trial court committed plain error in instructing jury on nonexistent crime of attempted second degree murder D. holding that the crime of attempted first degree felony murder does not exist E. holding different rule applicable for conviction of second degree murder

assistant: The best answer is C. holding that defendants conviction must be vacated where defendant argued that trial court committed plain error in instructing jury on nonexistent crime of attempted second degree murder
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: has jurisdiction consistent with the Due Process Clause to enter orders relating to the property. See ¶ 11, supra. Any reason for continued adherence to the Harris fiction as a basis for the exercise of in rem jurisdiction has disappeared. ¶ 34 Rather, when the plaintiff proceeds in rem, “the solution must be sought in the general principles governing jurisdiction over persons and property rather than in an attempt to assign a fictional situs to intangibles.” Atkinson v. Superior Court, 49 Cal.2d 338, 316 P.2d 960, 964 (1957) (Traynor, J.). Courts must focus on reality, not fiction. Under such an analysis, an intangible not embodied in a document is undoubtedly subject to the jui'isdiction of the court where its owner is domiciled. Gravano, 204 Ariz. at 117 ¶ 45, 60 P.3d at 257 (<HOLDING>) (citing Kelly v. Bastedo, 70 Ariz. 371, 377, Options: A. recognizing limited partnership interest as intangible personal property B. holding that for a suit to be brought in the venue in which the contract was to be performed the contract must expressly state where the performance of the contract was to occur C. holding that gravanos rights under a book contract which are intangible property could be seized in arizona because gravano was a resident here D. holding that nonsignatories to a contract have no rights under the contract and thus no standing to assert claims under the contract E. recognizing that property not subject to physical seizure such as mutual fund shares are intangible property

assistant: The best answer is C. holding that gravanos rights under a book contract which are intangible property could be seized in arizona because gravano was a resident here
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 Award Agreement and the Plan constitute the entire agreement between Awardee and the Company regarding SUAs. Any prior agreements, commitments or negotiations concerning these SUAs are superseded. This Award Agreement may be amended only by written agreement of Awardee and the Company, without consent of any other person. Awardee agrees not to rely on any oral information regarding this Award of SUAs or any written materials not identified in this Section 19.

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 legal provision and list the applicable contract clause categories. Provision: The Vehicle Trustee hereby reaffirms, as of the date hereof, the representations, warranties and covenants set forth in Section 7.7 of the Vehicle Trust Agreement, on which the Grantors and UTI Beneficiary, each of their permitted assignees and pledgees and each Registered Pledgee and Holder or Related Beneficiary of the 2019-1 SUBI Certificate (and beneficial owner of any portion thereof, including the Issuer and the Trust Certificateholders) may rely; provided, however, that in lieu of the representations set forth in Section 7.7(e) of the Vehicle Trust Agreement, the Vehicle Trustee represents, warrants and covenants that the office where the Bank keeps its records concerning the transactions contemplated hereby is located at 100 White Clay Center, Suite 102, P.O. Box 6995, Newark, Delaware 19711. For purposes of this Section, any reference in Section 7.7 of the Vehicle Trust Agreement to the Vehicle Trust Agreement shall be deemed to constitute references to the SUBI Trust Agreement.

assistant: Representations
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 Executive timely elects continued health insurance coverage pursuant to by the Consolidated Omnibus Budget Reconciliation Act, Section 4980B of the Internal Revenue Code and any state law of similar effect (“ COBRA ”), the Company will pay the COBRA premiums for Executive and his eligible dependents for up to the first twelve (12) months of such coverage, or until such earlier date as (i) he or his dependents are no longer eligible for such coverage or (ii) he or his dependents become eligible for health insurance coverage from another source. Executive must promptly inform the Company, in writing, if he or his dependents become eligible for health insurance coverage from another source during this period of coverage.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Seller hereby assigns to B.E. Global, and B.E. Global hereby assumes and agrees to pay, honor and discharge all debts, adverse claims, liabilities, judgments and obligations, including tax obligations (but excluding those related to the Subsidiaries (as defined in a Split-Off Agreement between Seller and Quintel Holdings, Inc., dated the date hereof)), of Seller as of the Closing Date immediately prior to the closing of the Merger, whether accrued, contingent or otherwise and whether known or unknown, including those arising under any law (including the common law) or any rule or regulation of any Governmental Entity or imposed by any court or any arbitrator in a binding arbitration resulting from, arising out of or relating to the assets, activities, operations, actions or omissions of Seller, or products manufactured or sold thereby or services provided thereby, or under contracts, agreements (whether written or oral), leases, commitments or undertakings thereof (all of the foregoing being referred to herein as the “Assigned Liabilities”), but excluding in all cases the obligations of Seller under the Transaction Documents .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: During and after Executive’s employment, Executive shall cooperate fully with the Company in the defense or prosecution of any claims or actions now in existence or which may be brought in the future against or on behalf of the Company or any of its subsidiaries which relate to events or occurrences that transpired while the Company employed Executive, provided that the Executive will not have an obligation under this paragraph with respect to any claim in which the Executive has filed directly against the Company or related persons or entities or the Company has filed directly against Executive. The Executive’s full cooperation in connection with such claims or actions shall include, but not be limited to, being available to meet with counsel to prepare for discovery or trial and to act as a witness on behalf of the Company or any of its subsidiaries at mutually convenient times. During and after Executive’s employment, Executive also shall cooperate fully with the Company and its subsidiaries in connection with any investigation or review of any federal, state or local regulatory authority as any such investigation or review relates to events or occurrences that transpired while Executive was employed by the Company, provided that Executive will not have any obligation under this paragraph with respect to any claim in which Executive has filed directly against the Company or related persons or entities or the Company has filed directly against Executive. The Company shall reimburse Executive for any reasonable out-of-pocket expenses incurred in connection with Executive’s performance of obligations pursuant to this Section 8(b).

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: The Consolidated Parties have filed all Federal and state income and other material tax returns and reports required to be filed, and have paid all Federal and state income and other material taxes, assessments, fees and other governmental charges levied or imposed upon them or their properties, income or assets otherwise due and payable, except those which are being contested in good faith by appropriate proceedings diligently conducted and for which adequate reserves have been provided in accordance with GAAP. There is no proposed tax assessment against any Consolidated Party that would, if made, have a Material Adverse Effect. No Consolidated Party nor any Subsidiary thereof is party to any tax sharing agreement; provided, however , that any tax protection agreement entered into with a contributor of property to a Consolidated Party (but only to the extent the indemnity or other obligation to such contributor under such tax protection agreement is limited to any capital gains tax that would be due upon a sale or other Disposition of such contributed property and either (i) is limited to an amount that does not exceed one percent (1%) of the total assets of such Consolidated Party or (ii) exceeds one percent (1%) but less than five percent (5%) of the total assets of such Consolidated Party but which indemnity is only triggered by a sale or other Disposition of such contributed property) shall not be considered a tax sharing agreement.

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 legal provision and list the applicable contract clause categories. Provision: The Borrowers shall not assign any of their rights or obligations hereunder and any such assignment shall be absolutely void. Subject to the transfer restrictions contained in the NPA, the Holder may assign and/or participate any of its interest in this Note to any individual or entity. Each reference herein to powers or rights of the Holder shall also be deemed a reference to the same power or right of such assignees, to the extent of the interest assigned to them. All the covenants, agreements, representations and warranties contained in this Note shall bind the Borrowers and the Holder and their respective administrators, distributees, successors and permitted assigns, including any individual or entity to whom the Holder has granted a participation interest in this Note.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: No consent, license, approval or authorization of, filing with, notice to or other act by or in respect of, any Governmental Authority or any other Person is required by or of any EchoStar Party in connection with the execution, delivery, performance, validity or enforceability of any Transaction Document to which any EchoStar Party is a party or the consummation of the Closing Transactions, except (i) any such consent, license, approval, authorization, filing, notice or act that has been obtained, made or taken, (ii) any such consent, license, approval, authorization, filing, notice or act as set forth on Schedule ‎ 3.1(e) , (iii) the Required Governmental Applications and the Required Governmental Notices, and (iv) where the failure to obtain such consent, license, approval or authorization or make such filing or take such act has not had and would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

assistant: Consents
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: in this case. First, it clearly appears on this record that both the Land Department and Waddell relied on the Land Department’s classification of the property as commercial pursuant to the requirements of the Arizona exchange statutes. Waddell admits in his affidavit that he knew at the time of the sale that the property was used as a farm and Arizona law set acreage limitations on the sale of agricultural property. The Land Department assumed the constitutionality of the exchange statutes, which were not declared unconstitutional until Fain, almost five years after the sale. Based on these statutes, the Land Department did not see any need to reclassify the property as commercial subject to an interim, special use as agriculture. See Havasu Heights, 158 Ariz. at 552, 764 P.2d at 37 (<HOLDING>). Because both parties relied on the commercial Options: A. holding where exempt organization was in possession of real property under land contract obligating organization to pay the purchase price and use land for exempt purpose the association was the owner of the land within the meaning of the statute B. holding that in action by property owner to recover land taken by eminent domain current titleholder to land might be necessary party if district court were to restore land to plaintiff C. holding land for speculation is a legitimate commercial use grazing on land so classified subject to a special use permit D. holding that animal husbandry operations were included in the definition of farm even if the animals do not touch the ground graze on the land or feed from crops grown on the land and holding that land used to support buildings used in the production of agricultural products is a productive use of the land E. holding that a petitioner in a judicial review from the land use board of appeals had constitutional standing because the land use decision would affect her use and enjoyment of a nearby estuary that she used for passive recreation

assistant: The best answer is C. holding land for speculation is a legitimate commercial use grazing on land so classified subject to a special use permit
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: is not bound by a stipulation of the parties. See O’Neil v. Behrendt, 212 Neb. 372, 322 N.W.2d 790 (1982). However, when stipulated expenses are undisputed, “that fact may be considered in determining whether or not the verdict was inadequate.” Id. at 377, 322 N.W.2d at 793. In this case, the stipulated expenses were incorporated into a jury instruction to which neither party objected. The jury was instructed that the reasonable value of funeral and burial expenses incurred by the estate was $6,880.75 and that the reasonable value of medical care provided to the deceased was $26,523.97. We have held verdicts in personal injury cases to be inadequate as a matter of law where the amount was in irreconcilable conflict with stipulated or uncontested damages. See, O’Neil v. Behrendt, supra (<HOLDING>); Webster v. Halbridge, 185 Neb. 409, 176 Options: A. holding that verdict of 1000 was inadequate where special damages for medical expenses were stipulated in amount of 164118 B. holding verdict inadequate when stipulated medical expenses were 319499 and verdict was in same amount notwithstanding evidence of additional uncontested damages C. holding that an award for medical expenses is proper when the expenses have been incurred but not paid D. holding that verdict of liability that awarded past medical expenses only and nothing for pain and suffering clearly shows it was result of compromised verdict where negligence was seriously disputed E. holding that jurys damagesrelated questions and verdict of liability with clearly inadequate damages of only medical expenses but no noneconomic damages in case where liability was hotly contested strongly suggested compromised verdict

assistant: The best answer is A. holding that verdict of 1000 was inadequate where special damages for medical expenses were stipulated in amount of 164118
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: arrest charge because it was a distinct offense from the charges for which she was convicted. Specifically, plaintiff was convicted of harassment (relating to her conduct prior to the arrest) and criminal mischief (relating to her conduct once in the patrol car, when she kicked out the rear window). The resisting arrest charge, however, related to conduct that occurred at the time of her arrest in the residence. The elements and the alleged conduct relating to the resisting arrest are separate and distinct from the conduct underlying th 7 (MJL), 1995 WL 222206, at *4 (S.D.N.Y. Apr.13, 1995) (finding malicious prosecution claim for disorderly conduct charge not barred by convictions for resisting arrest and theft of services); Graebe v. Falcetta, 726 F.Supp. 36, 39 (E.D.N.Y.1989) (<HOLDING>), aff'd mem., 946 F.2d 883 (2d Cir.1991). The Options: A. holding the same for malicious prosecution B. holding that conviction on misdemeanor assault charge did not bar malicious prosecution claim for misdemeanor resisting arrest charge C. holding that it is equally wellestablished that a suspects mere flight to escape arrest does not violate the resisting arrest statute D. holding that conviction for speeding did not preclude a malicious prosecution claim arising from acquittal on charges of resisting arrest and attempted escape E. holding that unlike malicious prosecution claim false arrest claim accrues on the date of the arrest

assistant: The best answer is D. holding that conviction for speeding did not preclude a malicious prosecution claim arising from acquittal on charges of resisting arrest and attempted escape
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: No failure or delay of either party in exercising any right or remedy hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any such right or power, or any abandonment or discontinuance of steps to enforce such right or power, or any course of conduct, preclude any other or further exercise thereof or the exercise of any other right or power. Any agreement on the part of either party to any such waiver shall be valid only if set forth in a written instrument executed and delivered by a duly authorized officer on behalf of such party.

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 case excerpt and choose the best holding from the options. Case excerpt: 29 . City of Kodiak v. Samaniego, 83 P.3d 1077, 1082 (Alaska 2004). 30 . Glamann v. Kirk, 29 P.3d 255, 259 (Alaska 2001). 31 . Coulson v. Marsh & McLennan, Inc., 973 P.2d 1142, 1150 n. 21 (Alaska 1999) (citations omitted). 32 . Id. 33 . Beck v. State, Dep't of Transp. & Pub. Facilities, 837 P.2d 105, 114 (Alaska 1992); see also State, Dep't of Corr. v. Johnson, 2 P.3d 56, 61 (Alaska 2000) (reversing for new trial where erroneous instruction made verdict for plaintiff more likely). 34 . The dissenting opinion never addresses the adequacy of Instruction No. 17. 35 . Hustler Magazine, Inc. v. Falwell, 485 U.S. 46, 52-53, 55-56, 108 S.Ct 876, 99 LEd.2d 41 (1988). 36 . Pearson v. Fairbanks Publ'g Co., 413 P.2d 711, 715 (Alaska 1966). 37 . Cf. Falwell, 485 U.S. at 52-53, 55-56, 108 S.Ct. 876 (<HOLDING>). 38 . 485 U.S. 46, 108 S.Ct. 876, 99 LEd.2d 41 Options: A. holding failure to investigate before publishing is not sufficient to prove actual malice B. holding when defamatory statement involved issue of public concern that private individual was required to prove actual malice to recover presumed or punitive damages against media defendant C. holding under federal law that public figure claiming iied based on defamatory nature of speech must prove actual malice D. holding in defamation context that first amendment protects speech regarding a public official unless made with actual malice E. holding that defendant who placed private figure in a false light was not entitled to heightened protection of actual malice standard and could instead be found liable on showing of negligence

assistant: The best answer is C. holding under federal law that public figure claiming iied based on defamatory nature of speech must prove actual malice
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: Such Borrower has full power and authority to execute, deliver and perform this Amendment, which has been duly authorized by all proper and necessary action. The execution and delivery of this Amendment by such Borrower will not violate the provisions of, or cause a default under, such Borrower’s Organizational Documents or any agreement to which such Borrower is a party or by which it or its assets are bound.

assistant: Authorizations
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: on its holding that the GTLA governs TPPA claims. Nevertheless, the interplay of the GTLA and the TPPA is simply not before us in this interlocutory appeal. On the other hand, because this matter is not final, nothing precludes the Chancery Court on remand from reconsidering its determination that the GTLA controls Mr. Sneed’s TPPA claim and requires its transfer to Circuit Court. See Tenn. R. Civ. P. 54.02 C‘[A]ny order or other form of decision, however designated, that adjudicates fewer than all the claims or the rights and liabilities of fewer than all the parties ... is subject to revision at any time before the entry of the judgment adjudicating all the claims and the rights and liabilities of all the parties.”); see also Discover Bank v. Morgan, 363 S.W.3d 479, 488 (Tenn.2012) (<HOLDING>). 8 . "Every version of our constitution has Options: A. holding that the final judgment was entered without jurisdiction while a nonfinal appeal was still pending B. recognizing that nonfinal orders may be revised at any time before a final judgment is entered C. recognizing that both final and nonfinal orders may be the subject of motions for reconsideration D. holding that a notice of appeal is timely when filed before final judgment is entered by the district court E. holding that when reviewing a final judgment we generally also have jurisdiction to review all prior nonfinal orders and rulings which produced the judgment

assistant: The best answer is B. recognizing that nonfinal orders may be revised at any time before a final judgment is entered
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: INA. See Matter of Torres, 19 I. & N. Dec. 371, 373 (BIA 1986). We agree that Fier-an was not eligible for suspension of de portation under the old INA, see Leng May Ma, 357 U.S. at 188, 78 S.Ct. 1072, but that does not answer the question of whether or not the new statute applies to Fieran. The effective date of the IIRIRA was April 1,1997, and the statute is generally prospective: “[s]ubject to the succeeding provisions of this subsection, in the case of an alien who is in exclusion or deportation proceedings before the title III A effective date [April 1, 1997] — ... the amendments made by this subtitle shall not applyf.]” IIRIRA § 309(c)(1); see also IIRIRA § 309(a) (effective date). There are nevertheless several rules labeled “transitional rules” or, in our case, a “spe Cir.2001) (<HOLDING>); see also 143 Cong. Rec. S12,-265-01, S12,266 Options: A. holding that iiriras effective date is april 1 1997 B. holding that the procedural aspects of iirira 309c apply only to ongoing exclusion or deportation proceedings and are irrelevant in cases involving aliens whose orders of deportation or exclusion were final on the effective date C. holding that an iirira provision on reinstatement of orders of removal did not apply to aliens who reentered prior to the iiriras effective date D. holding that court of appeals statutory jurisdiction over final orders of removal extends to reinstatement orders E. holding that the substantive defenses to removal eliminated by 8 usc 1231a5 may not be retroactively denied to aliens who illegally reentered prior to enactment

assistant: The best answer is C. holding that an iirira provision on reinstatement of orders of removal did not apply to aliens who reentered prior to the iiriras effective date