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: the liberty of a person.” Graham v. Connor, 490 U.S. 386, 395 n. 10, 109 S.Ct. 1865, 1871 n. 10,104 L.Ed.2d 443 (1989) (internal quotation marks omitted). The question of the reasonableness of Armstrong’s conduct has not been fully briefed by the parties, because of the defendants’ sole reliance upon immunity in their motion for summary judgment, and we therefore pretermit further consideration of this issue. However, while the conduct alleged in Ms. Newton’s affidavit may amount to an assault, or to a violation of her constitutional rights, it does not follow that the same conduct necessarily constitutes extreme and outrageous conduct sufficient to support an action for intentional infliction of emotional distress. See Surrency v. Harbison, 489 So.2d 1097, 1104-06 (Ala.1986) (<HOLDING>). Our supreme court has often emphasized that Options: A. holding that an assault claim was for a jury to decide while affirming the direction of a verdict on an outrage claim B. holding that any error in directing verdict for defendant on plaintiffs claim for conspiracy to defraud was harmless given that jury ultimately rejected underlying fraud claim C. holding courts attempt to recognize actual jury verdict was improper in wake of landgraf but affirming judgment on basis of courts own findings of fact and conclusions of law D. holding the defendants claim that he was denied the right to testify was appropriate for direct review when the record was adequately developed to permit full consideration of the defendants claim the pertinent facts were undisputed a pcr hearing was not necessary to resolve a factual dispute and would not aid in the application of the law and the defendants claim was presented not as an ineffective assistance of counsel claim but rather as an error committed by the trial court in excluding the defendants testimony which was not an appropriate basis for an ineffective assistance of counsel claim E. holding that district court could not decide after jury returned verdict to treat jury verdict as advisory on issue not triable of right by jury but which was tried by consent of parties to nonadvisory jury

assistant: The best answer is A. holding that an assault claim was for a jury to decide while affirming the direction of a verdict on an outrage claim
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The Seller has all requisite limited liability company power, authority and capacity to carry on its business as it is now being conducted, to execute and deliver this Agreement and to perform all of its obligations hereunder. Seller does not believe, nor does it have any cause or reason to believe, that it cannot perform each and every covenant required of it contained in this Agreement.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Seller shall obtain, at Seller’s cost and expense, on or prior to Closing, all consents necessary for Seller, Subtenants and Guarantor to fulfill Seller’s, Subtenants’ and Guarantor’s obligations to consummate the transactions contemplated hereby and pursuant to the Facility Lease and the Guaranties, including, without limitation, any required consents of any Governmental Authority.

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: arrest was excessive”); Santiago v. City of N.Y., No. 00 CV 7161, 2002 WL 484139, at *3 n. 6 (N.Y.Sup. Feb. 26, 2002) (noting that “irrespective of the existence of probable cause, other causes of action interposed by the plaintiff, such as assault and battery based on the use of excessive force, are not precluded”). If the force used against plaintiff was more than necessary under all the circumstances, then plaintiff is entitled to recover. See Hinton v. City of N.Y., 13 A.D.2d 475, 212 N.Y.S.2d 97 (1st Dep’t 1961) (affirming an award of damages where plaintiff, while being lawfully arrested, was struck by several police officers); Jones v. State, 33 N.Y.2d 275, 352 N.Y.S.2d 169, 307 N.E.2d 236 (N.Y.1973) (generally); see also Pastre v. Weber, 717 F.Supp. 992, 994-995 (S.D.N.Y.1989) (<HOLDING>). The parties here disagree about the degree of Options: A. holding that search of car was not incident to arrest where arrestee had exited and locked car before he was approached by officer and then arrested B. holding that the fourth amendment sets the applicable constitutional limitations on the treatment of an arrestee detained without a warrant up until the time such arrestee is released or found to be legally in custody based upon probable cause for arrest C. holding that state trooper used excessive force under section 1983 in making arrest where trooper vented anger by striking arrestee on head arms and ribs and by kicking arrestee in groin while he was lying on his stomach D. holding that where an officer threw an arrestee against a van kneed him in the back pushed his head into the side of a van and searched his groin area in an uncomfortable manner such force was de minimis force E. holding that a police officers rape of an arrestee was outside the scope of his employment

assistant: The best answer is C. holding that state trooper used excessive force under section 1983 in making arrest where trooper vented anger by striking arrestee on head arms and ribs and by kicking arrestee in groin while he was lying on his stomach
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: Shipper shall pay or cause to be paid and agrees to hold Gatherer harmless as to the payment of all excise, gross production, severance, sales, occupation and all other Taxes, charges or impositions of every kind and character required by statute or by order of Governmental Authorities and levied against or with respect to any Crude Oil delivered by or on account of Shipper under this Agreement. Gatherer shall not become liable for such Taxes, unless designated to remit those Taxes on behalf of Shipper by any duly constituted jurisdictional agency having authority to impose such obligations on Gatherer, in which event the amount of such Taxes remitted on Shipper’s behalf shall be (a) reimbursed by Shipper upon receipt of invoice, with corresponding documentation from Gatherer setting forth such payments, or (b) deducted from amounts otherwise due to Gatherer under this Agreement. Gatherer shall pay or cause to be paid all Taxes, charges and assessments of every kind and character required by statute or by order of Governmental Authorities with respect to the Gathering System or provision of the Services. No Party shall be responsible nor liable for any Taxes or other statutory charges levied or assessed against the facilities of any other Party, including ad valorem tax (however assessed), used for the purpose of carrying out the provisions of this Agreement or against the net worth or capital stock of such Party.

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: if you have a word processor or text editor program on your computer , then you can also copy the text and paste the text into a new document in the word processor or text editor and save the text .

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: without merit. “The substantive component of the Due Process Clause protects those rights that are ‘fundamental,’ that is, rights that are ‘implicit in the concept of ordered liberty.’ ” McKinney v. Pate, 20 F.3d 1550, 1556 (11th Cir.1994) (en banc) (citation omitted); see also Greenbriar Vill., L.L.C. v. Mountain Brook, City, 345 F.3d 1258, 1262 (11th Cir.2003) (“Fundamental rights are those rights created by the Constitution.”) (citation omitted). In this case, Behrens has failed to allege the deprivation of any fundamental right. We have previously held that “[b]ecause there is no fundamental right to adopt or to be adopted, it follows that there can be no fundamental right to apply for adoption.” Lofton, 358 F.3d at 812; see also Mullins v. Oregon, 57 F.3d 789, 794 (9th Cir.1995) (<HOLDING>); Lindley v. Sullivan, 889 F.2d 124, 131 (7th Options: A. holding that prospective adoptive parents do not have a fundamental liberty interest in adoption B. recognizing parents fundamental liberty interest in the care custody and management of their children C. holding that natural parents have a fundamental liberty interest in the care custody and management of their children D. recognizing that noncustodial parents have a fundamental liberty interest in the care custody and management of their children E. holding that there was no liberty interest where adoption placement agreement made it clear that adoption was not a foregone conclusion

assistant: The best answer is A. holding that prospective adoptive parents do not have a fundamental liberty interest in adoption
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, together with the Exhibits hereto, the Co-Promotion Agreement, the Supply Agreement, the Quality Agreement, the Pharmacovigilance Agreement and any Exhibits thereto, and the DOP, as updated, sets forth the entire agreement and understanding between the Parties as to the subject matter hereof and merges all prior discussions and negotiations between them, and neither of the Parties shall be bound by any conditions, definitions, warranties, understandings or representations with respect to such subject matter other than as expressly provided herein or as duly set forth on or subsequent to the date hereof in writing and signed by a proper and duly authorized officer or representative of the Party to be bound thereby.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: No broker, finder or investment banker is entitled to any brokerage, finder’s or other fee or commission or expense reimbursement in connection with the transactions contemplated by this Agreement based upon arrangements made by or on behalf of Buyer or any of its Affiliates.

assistant: Brokers
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, and the rights and obligations of the Parties hereto, shall be enforced by and construed in accordance with the laws of the State of New York without regard to conflict of law principles thereof other than the insurance laws of any state. To the extent that any insurance laws or regulations are applicable to matters under this Agreement, such matters shall be governed by the insurance laws or regulations of the applicable jurisdiction involved.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: 1278, 1318-24 (D.Utah 1994), aff'd, 52 F.3d 1522 (10th Cir. 1995), provided a detailed analysis of the problems of applying the "sudden and accidental” exception to "pollution prone” polluters. Problems arise when the polluter "attempts to 'break down its long term waste practices into temporal components.’ ” Quaker State, 868 F.Supp. at 1324 (quoting Smith v. Hughes Aircraft Co., 10 F.3d 1448, 1453 (9th Cir.1993)). In such a situation, the polluter may identify "numerous releases which individually are abrupt or ‘sudden,’ but which taken together cannot fairly be said to be ‘unexpected’ or ‘accidental.’ ” Id. 8 . Furthermore, the analysis in Quaker State would prevent this Court from breaking down the long term waste into temporal components. Quaker State, 868 F.Supp. at 1324 n. 79 (<HOLDING>); see also Smith v. Hughes Aircraft Co., 10 Options: A. holding that damage to realty was not excluded from coverage if such damage resulted from subsidence caused by something other than soil condition despite homeowners experts description of the damage as settling B. holding that a landowner who lost a strip of property to a highway widening project could not recover losses caused by concurrent placement of a median strip because when less than the entire property is taken compensation for damage to the remainder can be awarded only if such damage is caused by the taking and cjonstruction of the median not the taking caused the alleged damage C. holding that a similar exclusion denies coverage for property damage to the particular part of the real property that is the subject of the insureds work at the time of the damage if the damage arises out of those operations D. holding that the drafting history of the sudden and accidental exception to the pollution exclusion clause of a cgl policy facilitated an interpretation of sudden to include unexpected E. holding that proof of a nonrecurring sudden and accidental release should not operate to extend coverage to property damage caused by a myriad of more routine spills

assistant: The best answer is E. holding that proof of a nonrecurring sudden and accidental release should not operate to extend coverage to property damage caused by a myriad of more routine spills
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 Guaranty shall remain in full force and effect with respect to each Guarantor until the indefeasible payment in full of the Guarantied Obligations and any other Obligation, the termination or expiration of all of the Lenders’ and Administrative Agent’s obligations to make loans or other financial accommodations to the Borrower, and the termination or cancellation of the Credit Agreement in accordance with its terms.

assistant: Terminations
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 Partnership stipulates that the remedies at law of the Holder of this Warrant in the event of any default or threatened default by the Partnership in the performance of or compliance with any of the terms of this Warrant are not and will not be adequate, and that such terms may be specifically enforced by a decree for the specific enforcement of any agreement contained herein or by an injunction against a violation of any of the terms hereof or otherwise.

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: unlike in Alvarado, Guinto had no remedy available “as of right” to bring these issues before the BIA. See Alcaraz v. I.N.S., 384 F.3d 1150, 1160 (9th Cir. 2004) (discretionary remedies such as motions to reopen or motions to supplement are not remedies available “as of right”). Further, in Alvarado, the allegedly foreclosed legal argument had been available at the very outset of the removal proceedings. See Alvarado, 759 F.3d at 1125, 1127 (noting removal proceedings were instituted in August 2009 whereas the intervening legal authority was decided in January of that year). Here, Descamps was decided over a year after Guinto exercised his last available administrative remedy as of right. Given such circumstances, we hold the issue has been exhausted. See Alcaraz, 384 F.3d at 1158-60 (<HOLDING>). Accordingly, we have jurisdiction to consider Options: A. holding there was no jurisdictional bar under 8 usc 1252d to reviewing legal issues that arose after arguments to the bia were made B. holding that where issues were not considered by the bia remand is appropriate C. holding that the court lacks jurisdiction to review legal arguments not raised before the bia D. holding that exhaustion of issues is jurisdictional E. holding that the bia does not abuse its discretion by denying a motion to reconsider where the motion merely repeats arguments that the bia has previously rejected

assistant: The best answer is A. holding there was no jurisdictional bar under 8 usc 1252d to reviewing legal issues that arose after arguments to the bia were made
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: (“This Court is of the view that, with the exception of extreme cases where transfer or release might be a necessary remedy, most challenges to the constitutional adequacy of medical care should proceed as civil rights claims.... ”). The First Circuit’s ruling in Brennan v. Cunningham, that a prisoner’s claim for reinstatement in a halfway house/work release program could proceed as a habeas petition, supports this position. 813 F.2d 1, 4-5 (1st Cir.1987). Therefore, Fox’s claim that his misclassification resulted in denial of transfer to a halfway house is more appropriately construed as a habeas petition. See Kane, 319 F.Supp.2d at 215 (treating an improperly filed habeas petition as if it were filed as a civil rights claim); see also Fierro v. Gomez, 77 F.3d 301, 305 (9th Cir.1996) (<HOLDING>), vacated on other grounds, 519 U.S. 918, 117 Options: A. holding that a court may construe a section 1983 complaint as a habeas petition and vice versa B. holding that the district court erred in summarily dismissing a 1983 complaint that should have been brought as a habeas petition C. holding 1 that the district court properly construed one 1983 claim as a habeas petition but improperly summarily dismissed it and 2 that the district court should have construed another 1983 claim as a habeas petition D. holding that conditionsofconfinement claims must be brought in 42 usc 1983 civil rights complaint rather than in habeas petition E. recognizing our ability to construe a pretrial habeas petition filed under 2254 as being brought under 2241

assistant: The best answer is A. holding that a court may construe a section 1983 complaint as a habeas petition and vice versa
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: 388 U.S. 452 87 S.Ct. 2104 18 L.Ed.2d 1314 A. QUANTITY OF COPIES OF BOOKS et al.v.KANSAS. No. 865. On Petition for Writ of Certiorari to the Supreme Court of Kansas. Stanley Fleishman, for petitioners. Robert C. Londerholm, Atty. Gen. of Kansas, for respondent. June 12, 1967. PER CURIAM. 1 The petition for a writ of certiorari is granted and the judgment of the Supreme Court of Kansas is reversed. Redrup v. State of New York, 386 U.S. 767, 87 S.Ct. 1414, 18 L.Ed.2d 515. 2 THE CHIEF JUSTICE would grant the petition and set the case for oral argument in light of A Quantity of Copies of Books v. State of Kansas, 378 U.S. 205, 84 S.Ct. 1723, 12 L.Ed.2d 809. 3 Mr. Justice CLARK would grant the petition and affirm the judgment. 4 Mr. Justice HARLAN adheres to the views expressed in his separate opinions in Roth v. United States, 354 U.S. 476, 496, 77 S.Ct. 1304, 1 L.Ed.2d 1498, and A Book Named 'John Cleland's Memoirs of a Woman of Pleasure' v. Massachusetts, 383 U.S. 413, 455, 86 S.Ct. 975, 16 L.Ed.2d 1, and on the basis of the reasoning set forth therein would affirm.

assistant: 3
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: (1934), 356 Ill. 340, 343-46 (deficient signatures on petition in court-approved annexation challenged by quo warranta; burden of justification was on defendant); accord People ex rel. Curtin v. Heizer (1967), 36 Ill. 2d 438, 441 (collateral attack upon proceedings of county court purporting to establish fire district permissible to reach jurisdictional defect in petition); People ex rel. Mills v. Fairfield Community High School District No. 225 (1947), 397 Ill. 233 (in annexation case, where record of court proceedings showed court did not have jurisdiction of subject matter because of defective petition, attempted judgment was a nullity that could be challenged by quo warranta despite court’s finding that it had jurisdiction); see City of Wood Dale, 244 Ill. App. 3d at 834-36 (<HOLDING>); People ex rel. Village of Long Grove v. Options: A. holding that standing is component of subjectmatter jurisdiction B. holding that deficient jurisdictional facts insufficient number of valid signatures in petition will not confer subjectmatter jurisdiction for court to act C. holding that a reviewable final order is necessary for subjectmatter jurisdiction D. holding that a district court had jurisdiction to impose rule 11 sanctions regardless of the existence of subjectmatter jurisdiction E. holding that standing is component of subjectmatter jurisdiction and subjectmatter jurisdiction is essential to courts authority to hear case

assistant: The best answer is B. holding that deficient jurisdictional facts insufficient number of valid signatures in petition will not confer subjectmatter jurisdiction for court to act
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The Borrower will, and will cause each Restricted Subsidiary to, comply with all Requirements of Law applicable to it or its property, except where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.

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: (a) The execution, delivery and performance by each Loan Party of each Loan Document to which such Person is a party, and the consummation of the Transaction on the Closing Date, have been duly authorized by all necessary corporate or other organizational action, and (b) neither the execution, delivery and performance by each Loan Party of each Loan Document to which such Loan Party is a party nor the consummation of the Transaction will (i) contravene the terms of any of such Loan Party’s Organization Documents, (ii) violate or result in a default or require any consent or approval under (x) any Contractual Obligation or other document binding upon any Loan Party or its property or to which any Loan Party or its property is subject, or give rise to a right thereunder to require any payment to be made by any Loan Party, except for violations, defaults or the creation of such rights that could not reasonably be expected to result in a Material Adverse Effect or (y) any Organization Document, (iii) result in any breach or contravention of, or the creation of any Lien upon any of the property or assets of such Loan Party (other than as permitted by Section 7.01) under (A) any Contractual Obligation to which such Loan Party is a party or affecting such Loan Party or the properties of such Person or (B) any order, injunction, writ or decree of any Governmental Authority or any arbitral award to which such Loan Party or its property is subject; or (iv) violate any applicable Law, except with respect to any breach, contravention or violation (but not creation of Liens) referred to in clauses (ii) and (iii), to the extent that such breach, contravention or violation would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect.

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: investigation at close range, when the officer remains particularly vulnerable ... [and] must make a quick decision as to how to protect himself and others from possible danger.” Long, 463 U.S. at 1052, 103 S.Ct. 3469 (internal quotation marks and citation omitted). Officer Alton did not have time to perform a close inspection of Vinton’s sheathed knife to determine precisely how dangerous it was. Nor was Officer Alton required to accept Vinton’s claim that he used the knife only for fishing with his grandfather. For one, Alton observed no other fishing equipment in the car that might have corroborated this story. See Suppression Tr. at 14, 71. But regardless, even a lawfully-possessed fishing knife can be used as a dangerous weapon. See Long, 463 U.S. at 1052 n. 16, 103 S.Ct. 3469 (<HOLDING>). Moreover, there was an additional reason for Options: A. holding that the protective sweep of a van was lawful where officers stopped the van on reasonable suspicion that the driver had just committed an armed bank robbery and officers could not see inside the van to determine whether other occupants posed a danger to them B. holding that it is not unreasonable to believe that burglars can be armed and dangerous C. holding that an officer must be able to point to particular facts from which he reasonably inferred that the individual was armed and dangerous D. holding that possession of lawful hunting knife contributed to reasonable suspicion that driver was armed and dangerous E. holding that it would be clearly unreasonable to deny a police officer the ability to neutralize the threat of physical harm if he has reasonable suspicion that a suspect is armed and dangerous

assistant: The best answer is D. holding that possession of lawful hunting knife contributed to reasonable suspicion that driver was armed and dangerous
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 (a) the Subsidiary Loan Parties, in its capacity as a guarantor under the Subsidiary Guarantee Agreement, a pledgor under the Security Documents to which such Subsidiary Loan Party is a party and as a Loan Party under each other Loan Document to which such Subsidiary Loan Party is a party, (b) Holdings, in its capacity as guarantor, pledgor under the Holdings Guarantee and Pledge Agreement and each other Security Document to which Holdings is a party and as a Loan Party under each other Loan Document to which Holdings is a party and (c) the Borrower, in its capacity as a pledgor under the Collateral Agreement and each other Security Document to which the Borrower is a party and as a Loan Party under each other Loan Document to which the Borrower is a party, hereby (i) consents to the execution, delivery and performance of this Agreement and agrees that each of the Subsidiary Guarantee Agreement, the Holdings Guarantee and Pledge Agreement, the other Security Documents and the other Loan Documents to which it is a party is, and shall continue to be, in full force and effect and is hereby in all respects ratified and confirmed on the Amendment Effective Date, except that, on and after the Amendment Effective Date, each reference to “ Credit Agreement ”, “ First Lien Credit Agreement ”, “ thereunder ”, “ thereof ” or words of like import shall, unless the context otherwise requires, mean and be a reference to the Amended and Restated Credit Agreement, (ii) ratifies and confirms that the Security Documents to which it is a party and all of the Collateral described therein do, and shall continue to, secure the payment of all of the Obligations and (iii) ratifies and confirms that, with respect to each Subsidiary Loan Party, the Subsidiary Guarantee Agreement, and with respect to Holdings, the Holdings Guarantee and Pledge Agreement, and all of the obligations described therein do, and shall continue to, guarantee the payment of all of the Obligations.

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 legal provision and list the applicable contract clause categories. Provision: This Agreement may not be assigned by either party without the express written consent of the other party, which approval will not be unreasonably withheld or delayed, except that either party may (without consent but with notice to the other party) assign this Agreement in its entirety to any successor in the event of a Change of Control of such party.

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: This Agreement may be terminated by any Purchaser, as to such Purchaser’s obligations hereunder only and without any effect whatsoever on the obligations between the Company and the other Purchasers, by written notice to the other parties, if the applicable Closing has not been consummated on or before the third Trading Day following the date on which such Purchaser becomes a party to this Agreement and delivers all of the items set forth in Section 2.32.3(a)(vii) of this Agreement; provided , however , that such termination will not affect the right of any party to sue for any breach by any other party (or parties).

assistant: Terminations
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: Co., 305 F.3d 1210, 1221 (10th Cir. 2002) (internal quotation marks omitted). We have held that a plaintiff cannot prove a causal connection when the decision maker took the challenged employment action without knowledge that the plaintiff was taking FMLA leave. Sabourin v. Univ. of Utah, 676 F.3d 950, 958-59 (10th Cir. 2012); see also Didier v. Abbott Labs., 614 Fed.Appx. 366, 378 (10th Cir. 2015) (upholding summary judgment dismissal of FMLA retaliation claim because the plaintiff did not present evidence that the persons responsible for terminating her knew she was taking FMLA leave). If knowledge is lacking, then the protected activity cannot be said to have caused the adverse employment action. Jones v. United Parcel Serv., Inc., 502 F.3d 1176, 1195 (10th Cir. 2007) (<HOLDING>). Ms. Utter argues an employer can be hable for Options: A. holding that communications with the fbi were protected under the first amendment because prior to 1986 the law was clear that an employer may not retaliate against an employee for expressing his views about matters of public concern B. holding that for purposes of a title vii retaliation claim an action is cognizable as an adverse employment action if it is reasonably likely to deter employees from engaging in protected activity C. holding in an americans with disability act retaliation action that ujnless an employer knows that an employee is engaging in protected activity it cannot retaliate against that employee because of the protected conduct D. holding that whether an employee decides to assist the charging party or refuses to assist the employer the employer may not retaliate against the employee because this decision of the employee constitutes participation in an investigation or proceeding under title vii E. holding that the fact that employer had knowledge of the employees protected activity was not sufficient to establish a prima facie case of retaliation where the timing of the discharge was not proximate to the protected activity

assistant: The best answer is C. holding in an americans with disability act retaliation action that ujnless an employer knows that an employee is engaging in protected activity it cannot retaliate against that employee because of the protected conduct
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 that he relied on the informant’s statements that he purchased the drug from Banks. The informant did not appear at the May 2013 hearing, and neither the officer nor counsel for the Government knew of his whereabouts. The revocation hearing resumed in June 2013. Based on the officer’s hearing testimony, the district court revoked Banks’ supervised release and sentenced him to five months’ imprisonment and nineteen months of supervised release. On appeal, Banks argues that the district court improperly relied on evidence admitted in violation of Fed. R.Crim.P. 32.1(b)(2)(C) (providing that a releasee “is entitled to ... question any adverse witness unless the court determines that the interest of justice does not require the witness to appear”) and Dos-well, 670 F.3d at 530-31 (<HOLDING>) in revoking his supervised release. Options: A. holding that the rule requires a district court to balance the releasees interest in confronting an adverse witness against any proffered good cause for denying confrontation prior to admitting hearsay evidence in a revocation hearing and emphasizing that reliability is a critical factor in the balancing test B. holding that judges may consider any relevant evidence bearing some substantial indicia of reliability including reliable hearsay in a probation revocation hearing C. holding that the district court did not err in relying on hearsay evidence where the government offered reasons why its hearsay evidence had indicia of reliability and the court considered the reliability of the evidence in deciding the weight to give the hearsay evidence D. holding that it was reversible error for a district court to fail to applying a balancing test before admitting oral hearsay testimony recounting a third partys allegations of sexual assault by the probationer E. recognizing that statements admissible under an exception to the hearsay rule may be inadmissible when tested against the confrontation clause because confrontation clause analysis differs from hearsay rule analysis

assistant: The best answer is A. holding that the rule requires a district court to balance the releasees interest in confronting an adverse witness against any proffered good cause for denying confrontation prior to admitting hearsay evidence in a revocation hearing and emphasizing that reliability is a critical factor in the balancing test
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: claim of breach of an implied covenant of good faith and fair dealing. In the subsequent damages phase of the trial, notwithstanding the favorable verdict, the jury awarded PH zero damages on this claim. The jury found against Cog-netics on all of its counterclaims. The district court found no violations of ch. 93A by either party and denied all requests for declaratory and injunctive relief. Finally, the court denied Cognetics’ motion for judgment n.o.v. or new trial, and denied PH’s motion for attorneys’ fees. II. DISCUSSION A. PH’s Appeal 1. PH’s Claim for Attorneys’ Fees PH argues that it is entitled to attorneys’ fees under section 21 of the Agreement because it “prevailed” on its covenant of good faith a h. Dist., 489 U.S. 782, 792, 109 S.Ct. 1486, 1493, 103 L.Ed.2d 866 (1989) (<HOLDING>); Guglietti v. Secretary of Health and Human Options: A. holding that civil rights plaintiff seeking attorneys fees must be able to point to a resolution of the dispute which changes the legal relationship between itself and the defendant beyond this absolute limitation a technical victory may be so insignificant as to be insufficient to support prevailing party status B. holding the prevailing party inquiry does not turn on the magnitude of the relief obtained in response to the question whether a nominal damages award is the sort of technical insignificant victory that cannot confer prevailing party status C. holding that the party prevailing on the significant issues in the litigation is the party that should be considered the prevailing party for attorneys fees D. recognizing that a school district must be a prevailing party in order to be entitled to attorneys fees under the idea E. holding that a defendant is the prevailing party within the meaning of statutory provisions awarding attorneys fees to the prevailing party even when the plaintiff voluntarily dismisses the action

assistant: The best answer is A. holding that civil rights plaintiff seeking attorneys fees must be able to point to a resolution of the dispute which changes the legal relationship between itself and the defendant beyond this absolute limitation a technical victory may be so insignificant as to be insufficient to support prevailing party status
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: a plausible claim for relief, the claim survives the motion to dismiss. Id. at 1950. B. Whether Dismissal is Appropriate as to Kennedy’s Second Claim For Wrongful Discharge ■ Riverstone asserts that no wrongful discharge claim may lie where the statute on which the claim is premised provides a remedy for wrongful discharge. River-stone argues that because the ADA and the Colorado Anti-Discrimination Act (“CADA”) provide a full measure of remedies, Kennedy may not bring a wrongful discrimination claim based on either statute. Riverstone directs me to a line of cases holding that under Colorado law no wrongful discharge claim may lie where the statute on which the claim is premised provides a remedy. Gamble v. Levitz Furniture Co. of the Midwest, Inc., 759 P.2d 761, 766 (Colo.App.1988) (<HOLDING>); Caspar v. Lucent Techs., Inc., 280 F.Supp.2d Options: A. recognizing tort of wrongful discharge in violation of public policy B. holding a claim for wrongful termination in violation of public policy is not available where the employee has an existing statutory remedy C. holding that public policy claims are unavailable where the statute in question provides the employee with a wrongful discharge remedy D. recognizing that hawaii law does not allow parnar claims where the public policy at issue is contained in a statute that provides a remedy for violations of that policy E. holding that where statutory or regulatory provisions which evidence the public policy themselves provide a remedy for the wrongful discharge provision of a further remedy under the public policy exception is unnecessary

assistant: The best answer is C. holding that public policy claims are unavailable where the statute in question provides the employee with a wrongful discharge remedy
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: microsoft , and our affiliates , resellers , distributors , and vendors , make no warranties , express or implied , guarantees or conditions with respect to your use of the services .

assistant: None
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: From and after the date of this Agreement, each party hereto and their representatives shall maintain the confidentiality of all documents and information of a confidential nature received from any other party hereto in the course of their negotiations and due diligence review.

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: During the Employment Period, the Executive shall be entitled to receive prompt reimbursement for all reasonable expenses incurred by the Executive in accordance with the most favorable policies, practices and procedures of the Company and its affiliated companies in effect for the Executive at any time during the 120‑day period immediately preceding the Effective Date or, if more favorable to the Executive, as in effect generally at any time thereafter with respect to other peer executives of the Company and its affiliated companies.

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: found in selected excerpts from opinions, the precedent that governs this Circuit does not hold that the privilege is limited to deliberations concerning the formulation of policy. The purpose of the privilege is to protect the decision-making process within government agencies and to encourage “the frank disc ars, Robuck & Co., 421 U.S. 132, 150, 95 S.Ct. 1504, 44 L.Ed.2d 29 (1975). And even if one were to draw a distinction between operational and policy-related matters, in ICM Registry, LLC v. Dep’t of Commerce, 538 F.Supp.2d 130 (D.D.C.2008), the district court recognized that internal deliberations about public relations efforts are not simply routine operational decisions: they are “deliberations about policy, even if they involve ‘massaging’ the agenc/s public image.” Id. at 136 (<HOLDING>). Other courts in this district have reached Options: A. holding that emails among prosecutors relating to decision not to prosecute were covered by the deliberative process privilege B. holding that internal emails about how to present an agency decision to the public were covered by the deliberative process privilege C. holding that there is no statutory deliberative process privilege in arizona and declining to create such a privilege under the common law D. recognizing application of federal deliberative process privilege to internal state communications E. holding that in analyzing whether materials are protected from disclosure under exemption 5 of foia which protects materials covered by the deliberative process privilege a court must first be able to pinpoint an agency decision or policy to which these documents contributed and stating that the decision whether to prosecute an individual is the type of decision protected by the privilege

assistant: The best answer is B. holding that internal emails about how to present an agency decision to the public were covered by the deliberative process privilege
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: DCA 2003) (“The risk of a defendant not appearing is borne by the surety and the surety, in order to protect its interest, must take precautionary actions to prevent this type of situation .... Surety’s inability to perform its obligation is due to its own fault in permitting the defendant to leave the State of Florida.”). Accordingly, we reverse because the trial court erred in directing remission of the surety bonds where such was not authorized by section 903.28. Reversed. NORTHCUTT, C.J., and KELLY, J., Concur. 1 . Although this case is controlled by section 903.28, several cases from other states have held that a surety may recover a bond when the death occurs before the scheduled appearance date. See Washington County v. Goldberg Bonding, Inc., 388 N.W.2d 20 (Minn.Ct.App.1986) (<HOLDING>); State v. Davis, 67 N.M. 6, 350 P.2d 748, 749 Options: A. holding that interest does not begin to accrue until the date of judgment not the date of verdict B. holding that where surety was given until date of forfeiture hearing to produce defendant and defendant was killed by police before that date bond would not be forfeited C. holding that the date of sale for an installment contract was the date of contract formation not the date of the last payment due D. holding that the date of the federal indictment not the date of the state arrest was the triggering date for the speedytrial act E. holding that substantial attempts by surety may entitle it to remission of bond forfeiture

assistant: The best answer is B. holding that where surety was given until date of forfeiture hearing to produce defendant and defendant was killed by police before that date bond would not be forfeited
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: Id. at 233-34. Construing the words “without restriction” to authorize the demolition and return of property in a useless state would contradict the parties’ intent. Id. at 234. The right to alter “is not plenary” and at the very least requires the tenant not to destroy, in whole or in part, a building without accompanying repair and reconstruction. Id. ¶25 King’s Court is consistent with Arizona law regarding both waste and contract interpretation. Contracts are to be read as a whole, harmonizing terms and reconciling conflicting provisions “by a reasonable interpretation in view of the entire instrument.” Brisco v. Meritplan Ins. Co., 132 Ariz. 72, 75, 643 P.2d 1042, 1045 (App.1982); see also Nichols v. State Farm Fire & Cas. Co., 175 Ariz. 354, 356, 857 P.2d 406, 408 (App.1993) (<HOLDING>). As in King’s Court, the Lease term Options: A. holding that statutes must be read so as to give effect to all statutory language B. holding that a contract should be read to give reasonable meaning to all provisions of that contract C. holding that the words and provisions of a statute must be construed in a harmonious way D. holding that a contract must be read as a whole in order to give a reasonable and harmonious meaning and effect to all of its provisions citation omitted E. recognizing that a contract is to be construed to give reasonable effect to each of its provisions

assistant: The best answer is D. holding that a contract must be read as a whole in order to give a reasonable and harmonious meaning and effect to all of its provisions citation omitted