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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement shall be construed under the laws of the State of Rhode Island, as they may be preempted by federal laws and regulations. Section headings are for convenience only and shall not be considered a part of the terms and provisions of the Agreement.

assistant: Construction
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 execution, delivery and performance of this Eighth Amendment shall not operate as a waiver of any right, power or remedy of the Credit Agent or the Lenders under the Credit Agreement or any other Loan Document, or constitute a waiver of any provision thereof. Except as expressly modified hereby, all terms, conditions and provisions of the Credit Agreement and the other Loan Documents shall remain in full force and effect and are hereby ratified and confirmed by the Borrower. Nothing contained herein constitutes an agreement or obligation by the Credit Agent or any Lender to grant any further amendments to any of the Loan Documents.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The First Amendment is a legal, valid and binding obligation of each Obligor party hereto, enforceable in accordance with its terms, except as enforceability may be limited by bankruptcy, insolvency or similar laws affecting the enforcement of creditors’ rights generally.

assistant: Enforceability
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 time period from the Effective Date to the Closing or earlier termination of this Agreement, Seller shall promptly deliver to Buyer any and all notices and/or other written communications delivered to or received from: (i) any party under any of the Contracts or any of the Construction Contracts; and/or (ii) any governmental authority. During the time period from the Effective Date to the Closing or earlier termination of this Agreement, Seller shall deliver to Buyer prompt notice of: (A) the occurrence of any inspections of the Property by any governmental authority; (B) any actual or alleged default by a party to any Contract or any Construction Contract; (C) any notices of violations of laws, ordinances, orders, directives, regulations or requirements issued by, filed by or served by any governmental agency against or affecting Seller, Tenant, any Guarantor, the Limited Guarantor or any part or aspect of the Property.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Each party represents to the other party or parties that the individual or individuals executing this Second Amendment on behalf of such party has the capacity and authority to execute and deliver this Second Amendment on behalf of such party, and that this Second Amendment, once executed and delivered, is the legal, valid and binding obligation of such party.

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 case excerpt and choose the best holding from the options. Case excerpt: claims of negligence, fraud, etc. in failing to apprise Dent of the presence of wood-treating constituents when Dent purchased the property from Agrico. Under South Carolina law, as generally, the right to equitable indemnification for incurring such costs does not depend upon the existence of any contractual or other special relation between indemnitor and indemnitee. Entitlement to equitable indemnification ' arises simply out of the necessity to defend a claim based upon the wrongful conduct— contractual or tortious—of a third party. It does not depend on there having been any contractual or other special relationship be tween the wrongdoer and the person forced to defend against the claim. See Town of Winnsboro v. Wiedeman-Singleton, 307 S.C. 128, 414 S.E.2d 118, 121 (1992) (<HOLDING>); Stuck v. Pioneer Logging Mach., Inc., 279 Options: A. recognizing that either party to a divorce action may bring in third parties who claim an interest in the property alleged to be community or third parties themselves may intervene and have their rights therein determined B. holding that an injured third party does not have the right to bring a direct action against a tortfeasors liability insurer C. holding that majority shareholder who guaranteed debt was not a third party beneficiary and thus lack standing to bring action for tortious interference of corporations contract with defendant D. holding that recovery is allowed when as a result of defendants breach of contract or tortious activity the plaintiff is required to either defend itself or bring an action against a third party E. holding that for the purposes of standing to bring an action to recover on a contract privity is established by proving the defendant was a party to an enforceable contract with either the plaintiff or a party who assigned its cause of action to the plaintiff

assistant: The best answer is D. holding that recovery is allowed when as a result of defendants breach of contract or tortious activity the plaintiff is required to either defend itself or bring an action against a third party
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 notices required hereunder shall be given by first-class mail, postage prepaid, or overnight mail or courier and, if given by the Holder addressed to the Company at 40 Marcus Drive, Suite One, Melville, New York 11747, Attention: Secretary, or such other address as the Company may designate in writing to the Holder; and if given by the Company, addressed to the Holder at the address of the Holder shown on the books of the Company.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: As a condition of the granting of the Restricted Stock Units, the Director agrees for himself and his legal representatives, that any dispute or disagreement which may arise under or as a result of or pursuant to this Agreement shall be determined by the Committee in its sole discretion, and any interpretation by the Committee of the terms of this Agreement shall be final, binding and conclusive.

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: 5.5 no access to emergency services : neither the products nor the software are intended to support or carry emergency calls to any type of hospitals , law enforcement agencies , medical care unit or any other kind of services that connect a user to emergency services personnel or public safety answering points ( `` emergency 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 case excerpt and choose the best holding from the options. Case excerpt: existence of protected activity which was prior in time to an adverse employment decision, and she failed to establish a prima facie case for retaliation. The court alternatively assumed Dahlberg established a prima facie case for retaliation, and concluded Lutheran Social Services had legitimate, non-discriminatory reasons for the termination and Dahlberg had provided no evidence from which a rational trier of fact could conclude the termination was pretextual. [¶ 32] Although at-will employees generally may be discharged at any time for any reason, we have recognized limited, public policy exceptions to the at-will presumption if employees establish they were terminated in retaliation for complying with a clear public policy. See Ressler v. Humane Soc., 480 N.W.2d 429, 432 (N.D.1992) (<HOLDING>); Krein v. Marian Manor Nursing Home, 415 Options: A. holding employee could proceed against employer in action for fraudulent misrepresentation where employees complaint alleged inter alia employee was regularly exposed to lead fumes and dust at place of employment employer tested employees blood to monitor lead levels employer willfully and intentionally withheld employees test results which showed employee had developed leadrelated diseases and employer subsequently altered those results to induce employee to continue working for employer employee further alleged employers concealment of employees condition prevented employee from reducing his exposure to lead and obstructed him from receiving appropriate medical treatment and that delay in treatment resulted in aggravation of employees injury B. holding public policy prohibited employer from discharging employee in retaliation for seeking workers compensation benefits C. holding that where employee gave notice to employer of injury and employer told employee that nothing could be done for him through workmans compensation employer had breached statute and was liable for medical treatment which was reasonable and necessary to restore employee to maximum usefulness D. recognizing public policy limits on employer discretion in discharging employees E. holding public policy prohibited employer from discharging employee in retaliation for honoring subpoena and informing employer she was prepared to testify contrary to employers interest in criminal proceeding

assistant: The best answer is E. holding public policy prohibited employer from discharging employee in retaliation for honoring subpoena and informing employer she was prepared to testify contrary to employers interest in criminal proceeding
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: No amendment to this Agreement may be made without the consent of the General Partner. The General Partner may amend this Agreement in any respect without the consent of the Limited Partners, except where the consent of Limited Partners is otherwise required under the other provisions of this Agreement, in which event such amendment shall be made only with such required consent; provided that no amendment to this Agreement, including by merger consolidation or otherwise, that would adversely affect the rights and interests of the Class A Special Unit Holder may be made without the prior written consent of the Class A Special Unit Holder. The rights and interests of the Class Special Unit Holder shall not be deemed to be adversely affected by the issuance of Partnership Units of the Partnership as provided in Article IV.

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: As of the Signing Date, the authorized capital stock of the Company consists of seven hundred and twenty-five million (725,000,000) shares of stock consisting of seven hundred million (700,000,000) shares of Common Stock and twenty-five million (25,000,000) shares of preferred stock, par value US$.01 per share, of which 48,106,827 shares were issued and outstanding as of October 20, 2016, and all such outstanding shares of Common Stock of the Company have been duly authorized and validly issued and are fully paid and non-assessable. After giving effect to the Shareholder Approval, the Securities will be duly authorized, and when issued in accordance with this Agreement, (i) will be validly issued, fully paid and non-assessable and will be free and clear of any Encumbrances (other than, with respect to any Investor, any Encumbrances created by or through such Investor and restrictions on transfer imposed by the Securities Act, and applicable State Securities Laws) and each Investor will have good title thereto and (ii) will not have been issued in violation of any preemptive or subscription rights and, except for the anti-dilution provisions in the Company’s outstanding warrants and equity awards issued or to be issued under the Company’s 2014 Equity Incentive Plan and 2016 Equity Incentive Plan, will not result in the anti-dilution provisions of any security of the Company becoming applicable.

assistant: Capitalization
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 Borrower will, and will cause each of its Subsidiaries to, pay in full before delinquency or before the expiration of any extension period all material governmental assessments and taxes imposed, levied, or assessed against it, or any of its assets or in respect of any of its income, businesses, or franchises, except to the extent that the validity of such governmental assessment or tax is the subject of a Permitted Protest.

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: On one or more Closing Dates, upon the terms and subject to the conditions set forth herein, substantially concurrent with the execution and delivery of this Agreement by the parties hereto, the Company agrees to sell, and each of the Purchasers, severally and not jointly, agrees to purchase the Shares at a price for each Share equal to the Per Share Purchase Price, together with Warrants to purchase in the aggregate shares of Common Stock equal to fifty percent (50%) of all Purchasers’ Conversion Shares common stock purchase warrants (such purchase and sale being the “ Closing ”). The aggregate of all of the per Share Purchase Prices for all Purchasers (the “ Purchase Price ”) shall equal up to $2,000,000. Prior to the Closing, each Purchaser shall deliver to the Company, inter alia , such Purchaser’s Subscription Amount as set forth on the signature page hereto executed by such Purchaser by a wire transfer of immediately available funds, and the Company shall, on the Closing Date, deliver to each Purchaser, inter alia , either written confirmation (including via email) from the Transfer Agent that it has issued book entry positions in the Shares of Series D Preferred Stock or physical certificates representing such Shares as determined pursuant to Section 2.2(a). The Company and each Purchaser shall also deliver the other items set forth in Section 2.2 deliverable at the Closing. Upon satisfaction of the covenants and conditions set forth in Sections 2.2 and 2.3, the Closings shall occur at the offices of G&M or such other location as the parties shall mutually agree. There may be more than one (1) Closing. Notwithstanding anything herein to the contrary, each Closing Date shall occur on or before November 30, 2017 (such outside date, “ Termination Date ”). If any Closing is not held on or before the Termination Date, (i) all subscription documents executed by the Company or a Purchaser with respect to such intended Closing shall be returned to the Company or such Purchaser, as applicable, and (ii) each Subscription Amount shall be returned, without interest or deduction to the Purchaser who delivered such Subscription Amount.

assistant: Closings
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 signed up for netflix using your account with a third party as a payment method and wish to cancel your netflix membership , you may need to do so through such third party , for example by visiting your account with the applicable third party and turning off auto-renew , or unsubscribing from the netflix service through that third party .

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: Kroger shall pay to the Eligible Employee no later than two weeks following the Eligible Employee’s Termination of Employment a lump sum amount equal to the value of the Eligible Employee’s accrued and unpaid vacation (including “banked” vacation), if any, as of the Eligible Employee’s Termination of Employment.

assistant: Vacations
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: 19, 1998, the trial court overruled the Director’s February 3,1998, motion asking the court to amend its judgment to terminate the respondent’s limited driving privileges for failure to maintain financial responsibility, but entered what it denominated an “amended order and judgment,” ordering the respondent to maintain proof of financial responsibility on file with the Director for the duration of his limited driving privileges. On March 31, 1998, the Director filed his notice of appeal, appealing the February 19, 1998, amended judgment. Appellate Jurisdiction Before we can address the merits of the Director’s claim, we must first address the respondent’s contention that we do not have jurisdiction to hear this appeal. See Avery v. City of Columbia, 966 S.W.2d 315, 320 (Mo.App.1998) (<HOLDING>). Specifically, the respondent contends that Options: A. holding that federal courts must ensure that they have jurisdiction before considering the merits of a case B. holding that in the attorneys fee proceeding we must accept as true the district courts determination that it lacked subject matter jurisdiction over the case because the plaintiff did not appeal the dismissal C. holding that either the district court or the court of appeals must issue a certificate of appealability on both the merits and the procedural bar before we can consider the merits of a claim that the district court held to be procedurally barred D. holding that we must first determine our jurisdiction before proceeding to the merits of the appeal E. holding that the court evaluating a claim of qualified immunity must first determine whether the plaintiff states a claim of a constitutional violation at all and then must determine whether the claimed right was clearly established before proceeding to the qualified immunity question

assistant: The best answer is D. holding that we must first determine our jurisdiction before proceeding to the merits of the appeal
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: for withholding of removal is significantly higher than the asylum standard. See Amaya-Artunduaga v. U.S. Att’y Gen., 463 F.3d 1247, 1249 n. 3 (11th Cir.2006). If an IJ makes a finding that a petitioner is not entitled to asylum, he is “not obligated to make specific findings with respect to withholding of removal.” Id. As an initial matter, we lack jurisdiction over Ibrahim’s claim for CAT relief. Although both the IJ and the BIA determined that Ibrahim was ineligible for CAT relief in light of the adverse-credibility determination, Ibrahim’s initial asylum application and her BIA brief did not seek or discuss CAT relief. As a result, Ibra-him did not exhaust her administrative remedies for seeking CAT relief and that we lack jurisdiction to consider this issue. See id. at 1250-51 (<HOLDING>). Further, Fady and Ramy abandoned their own Options: A. holding that we lack jurisdiction to consider claims that have not been raised before the bia B. holding that we lack jurisdiction to consider a claim not raised before the bia even when the bia sua sponte considers the claim C. holding that we lack jurisdiction to review a claim not brought before the bia even when the bia addresses it sua sponte D. holding that we will not review an issue or claim that was not presented to the bia in the petitioners notice of appeal or brief to the bia even if the bia considered the issue or claim sua sponte E. holding that we lack jurisdiction to consider claims not raised below by the alien even when the bia reviews the claim sua sponte

assistant: The best answer is E. holding that we lack jurisdiction to consider claims not raised below by the alien even when the bia reviews the claim sua sponte
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: see also White, 369 S.W.3d at 915. Under section 11 of the FAA, a court may modif ation award, it must do so only “to effect the intent [of the award] and promote justice between the parties.” 9 U.S.C. § 11. A party seeking to modify an arbitration award bears the ultimate burden of proving the grounds for modification. White, 369 S.W.3d at 916. Here, the arbitrator expressly found in the award, “I do not find a reason to pierce the corporate veil and impose individual liability on Mr. Broemer for the three percentage cases.” The trial court’s modification imposing joint and several liability upon Broemer for the entire amount of the award conflicts with that finding, and HLRS did not demonstrate that any of the statutory grounds allowed the modification. See White, 369 S.W.3d at 916 (<HOLDING>); Kosty v. S. Shore Harbour Cmty. Ass’n, 226 Options: A. holding that one should not be allowed to circumvent arbitration by nonsuiting a party that would subject the matter to arbitration B. holding that arbitration award is binding on the parties C. holding no statutory grounds allowed trial court to modify arbitration award to dismiss claims against party D. holding that trial court properly denied motion to compel arbitration of claims for fraud and unfair and deceptive trade practices because arbitration clause in agreement only applied to indemnification claims and there were no other arbitration clauses in agreement E. holding that to establish grounds for reversal an appellant must challenge all grounds on which the trial court ruled against it

assistant: The best answer is C. holding no statutory grounds allowed trial court to modify arbitration award to dismiss claims against party
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: that the new evidence Chen submitted in support of her Falun Gong claim, including the letters, would not “affect the outcome of her proceedings,” where she failed to overcome the IJ’s adverse credibility determination. See Kaur, 413 F.3d at 234. Finally, the record supports the BIA’s finding that Chen failed to demonstrate prima facie eligibility for relief under the CAT. We note that the BIA inaccurately found that Chen’s evidence did not address the treatment of individuals repatriated to China. Nevertheless, the BIA cannot be said to have abused its discretion in denying Chen’s motion without “more particularized evidence” that she was more likely than not to be subjected to torture if returned to China. Cf. Mu Xiang Lin v. U.S. Dep’t of Justice, 432 F.3d 156, 159-60 (2d Cir.2005) (<HOLDING>). For the foregoing reasons, the petition for Options: A. holding that the court lacked jurisdiction to consider petitioners argument that the evidence in the record clearly establishes that he is more likely than not to face torture if removed citation quotation marks and brackets omitted B. holding that cat applicant must establish that it is more likely than not that he would be tortured if removed to his native country C. holding that to qualify for protection under the convention against torture an alien must show that he will more likely than not be tortured in his home country if removed D. holding that a reasonable factfinder would not be compelled to conclude that the petitioner would more likely than not be subjected to torture if removed to china based solely on the fact that she had illegally departed china without more particularized evidence E. holding that the court lacked jurisdiction to review whether alien established that he will more likely than not be tortured if removed

assistant: The best answer is D. holding that a reasonable factfinder would not be compelled to conclude that the petitioner would more likely than not be subjected to torture if removed to china based solely on the fact that she had illegally departed china without more particularized evidence
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The Award is expressly contingent upon you complying with the terms, conditions and definitions contained in this Section 11 and in any other agreement that governs your noncompetition with the Company and its Affiliates, your nonsolicitation of employees of the Company and its Affiliates, customers, suppliers, business partners and vendors, and/or your conduct with respect to trade secrets and proprietary and confidential information of the Company and its Affiliates.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Upon the date of the issuance or increase of a Letter of Credit or the conversion of an Existing Letter of Credit to a Letter of Credit, the Issuing Bank shall be deemed to have sold to each other Bank and each other Bank shall have been deemed to have purchased from the Issuing Bank a participation in the related Letter of Credit Obligations equal to such Bank’s Pro Rata Share at such date and such sale and purchase shall otherwise be in accordance with the terms of this Agreement. The Issuing Bank shall promptly notify each such participant Bank by telex, telephone, or telecopy of each Letter of Credit issued, increased, or extended or converted and the actual dollar amount of such Bank’s participation in such Letter of Credit.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: here, as Judge Woodlock observed: [I]t is apparent that application of a general legislative rule, rather than a specific adjudicative ruling, is involved in the attempted redesignation of [defendants from community confinement to secure facilities]. This is no mere effort at interpretive guidance but rather a rulemaking exercise designed to reshape the scope of a statutory provision through an administrative statement of lawmaking. Mallory, 2003 WL 1563764, at *2; see also Ashkenazi, 246 F.Supp.2d at 7 n. 9 (“[Irrespective of the BOP’s characterization of its policy, the new policy has the force of law and is not merely interpretive .... The new policy is [ ] not flexible and does not permit BOP to exercise any discretion.”); cf. Martin v. Gerlinski, 133 F.3d 1076, 1079 (8th Cir.1998) (<HOLDING>). In attempting to. classify this rule as Options: A. recognizing that in the absence of a statutory definition statutory terms are construed in accordance with their ordinary or natural meaning B. holding that congress has expanded eommonlawr definition of extortion to include acts by private individuals C. holding that in the absence of a statutory definition a term should be accorded its ordinary meaning D. holding that a broad statutory definition of a term that was inconsistent with the terms plain meaning did not affect the terms definition in other contexts E. holding that a bop definition of nonviolent offense was legislative because it did not merely explain statutory meaning but expanded the reach of a regulation to bar offenders from early release

assistant: The best answer is E. holding that a bop definition of nonviolent offense was legislative because it did not merely explain statutory meaning but expanded the reach of a regulation to bar offenders from early release
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: to accept transfer of Mrs. West and the undisputed evidence shows,that Dr. Huxol never refused to accept transfer of Mrs. West. 1. No Prívate Cause of Action under EMTALA against Individuals EMTALA provides a private cause of action directly- against participating hospitals for violation of the duties created -by the statute, 42 U.S.C. § 1395dd(d)(2)(A) (authorizing private suits “against the participating hospital”). However, courts, including the .Sixth Circuit, have held that EMTALA does not provide a plaintiff with a private cause of action against a physician. Moses v. Providence Hosp. & Med. Ctrs., Inc., 561 F.3d 573, 587 (6th Cir.2009) (“EMTALA does not authorize a private right of action against individuals.”); see Eberhardt v. City of L.A., 62 F.3d 1253, 1256-57 (9th Cir.1995) (<HOLDING>); King v. Ahrens, 16 F.3d 265, 271 (8th Options: A. holding that emtala does pot give patients a private cause of action against their physicians B. holding suits against state officials for prospective injunctive relief are permissible because they are in effect suits against the officials in their individual capacities C. holding that emtala does not allow private suits against physicians D. holding that emtala does not provide a private cause of action against individual physicians or against physicians medical corporations E. holding that eleventh amendment bars federal suits against state courts

assistant: The best answer is C. holding that emtala does not allow private suits against physicians
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: 413 U.S. 836 93 S.Ct. 2803 37 L.Ed.2d 993 Howard ALEXANDER et al., Petitioners,v.Commonwealth of VIRGINIA. No. 71—1315. Argued Oct. 19, 1972. Decided June 25, 1973. Rehearing Denied Oct. 9, 1973. See 414 U.S. 881, 94 S.Ct. 29. Stanley M. Dietz, Washington, D.C., for petitioners. James E. Kulp, Richmond, Va., for respondent. PER CURIAM. 1 The judgment of the Supreme Court of Virginia is vacated and the case is remanded for further proceedings not inconsistent with Miller v. California, 413 U.S. 15, at 23—25, 93 S.Ct. 2607, at 2614—2615, 37 L.Ed.2d 419 (1973); Paris Adult Theatre I v. Slayton, 413 U.S. 49, at 58, 93 S.Ct. 2628, at 2635, 37 L.Ed.2d 446, n. 7 (1973); and Heller v. New York, 413 U.S. 483, 93 S.Ct. 2789, 37 L.Ed.2d 745 (1973). See United States v. 12 200-Ft. Reels of Super 8mm. Film, 413 U.S. 123, at 129—130 and n. 7, 93 S.Ct. 2665, at 2669—2670, 37 L.Ed.2d 500 (1973). A trial by jury is not constitutionally required in this state civil proceeding pursuant to § 18.1—236.3 of the Code of Virginia, 1950, as amended. See Melancon v. McKeithen, 345 F.Supp. 1025, 1027, 1035—1045, 1048 (ED La.), aff'd sub nom. Mayes v. Ellis, 409 U.S. 943, 93 S.Ct. 289, 34 L.Ed.2d 214 (1972), and Hill v. McKeithen, 409 U.S. 943, 93 S.Ct. 290, 34 L.Ed.2d 214 (1972). Cf. Kingsley Books, Inc. v. Brown, 354 U.S. 436, 443—444, 77 S.Ct. 1325, 1328—1330, 1 L.Ed.2d 1469 (1957). 2 Vacated and remanded. 3 Mr. Justice DOUGLAS would reverse the judgment of the Supreme Court of Virginia. See Miller v. California, 413 U.S., p. 37, 93 S.Ct., p. 2622 (Douglas, J., dissenting). 4 Mr. Justice BRENNAN, with whom Mr. Justice STEWART and Mr. Justice MARSHALL join, dissenting. 5 I would reverse the judgment of the Supreme Court of Virginia and remand the case for further proceedings not inconsistent with my dissenting opinion in Paris Adult Theatre I v. Slaton, 413 U.S., at 73, 93 S.Ct., at 2642. See my dissent in Miller v. California, 413 U.S., at 47, 93 S.Ct., at 2627.

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 legal provision and list the applicable contract clause categories. Provision: If any provision of this Consent is determined to be illegal, invalid or unenforceable, such provision shall be fully severable and the remaining provisions shall remain in full force and effect and shall be construed without giving effect to the illegal, invalid or unenforceable provisions.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: No failure by either Party hereto at any time to give notice of any breach by the other Party of, or to require compliance with, any condition or provision of this Agreement shall (i) be deemed a waiver of similar or dissimilar provisions or conditions at the same or at any prior or subsequent time, or (ii) preclude insistence upon strict compliance in the future.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Other than consummating the transactions contemplated hereunder, such Purchaser has not directly or indirectly, nor has any Person acting on behalf of or pursuant to any understanding with such Purchaser, executed any purchases or sales, including Short Sales, of the securities of the Company during the period commencing as of the time that such Purchaser first received a term sheet (written or oral) from the Company or any other Person representing the Company setting forth the material terms of the transactions contemplated hereunder and ending immediately prior to the execution hereof. Notwithstanding the foregoing, in the case of a Purchaser that is a multi-managed investment vehicle whereby separate portfolio managers manage separate portions of such Purchaser’s assets and the portfolio managers have no direct knowledge of the investment decisions made by the portfolio managers managing other portions of such Purchaser’s assets, the representation set forth above shall only apply with respect to the portion of assets managed by the portfolio manager that made the investment decision to purchase the Securities covered by this Agreement. Other than to other Persons party to this Agreement or to such Purchaser’s representatives, including, without limitation, its officers, directors, partners, legal and other advisors, employees, agents and Affiliates, such Purchaser has maintained the confidentiality of all disclosures made to it in connection with this transaction (including the existence and terms of this transaction). Notwithstanding the foregoing, for the avoidance of doubt, nothing contained herein shall constitute a representation or warranty, or preclude any actions, with respect to the identification of the availability of, or securing of, available shares to borrow in order to effect Short Sales or similar transactions in the future.

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: This Agreement and all of the provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and permitted assigns; provided, however , that prior to the Closing Date, neither this Agreement nor any of the rights, interests or obligations hereunder shall be assigned by any party hereto, including by operation of law, without the prior written consent of the other parties hereto; provided that the Buyer may, upon written notice to the Sellers, assign to any controlled Affiliate thereof all or a portion of its rights and obligations hereunder without the consent of either Seller; provided , further , that no such assignment by the Buyer shall relieve the Buyer of any of its liabilities or obligations hereunder. Any assignment of this Agreement or any of the rights, interests or obligations hereunder in contravention of this Section 10.5 shall be null and void and shall not bind or be recognized by the Sellers or the Buyer.

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: you agree to comply with all u.s. and foreign export laws and regulations to ensure that neither the app nor any technical data related thereto nor any direct product thereof is exported or re-exported directly or indirectly in violation of , or used for any purposes prohibited by , such laws and regulations .

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: Borrower has full power and authority to enter into this Agreement, to borrow funds as contemplated herein, to execute and deliver this Agreement, the Note and other Loan Documents executed and delivered by it, and to incur the obligations provided for herein, all of which have been duly authorized by all proper and necessary corporate action; and the officer executing each of the Loan Documents is duly authorized to do so by all necessary corporate action. Any consents or approval of shareholders or directors of Borrower, or any other party (including without limitation any regulatory agency or authority) required as a condition to the execution, delivery, or validity of any Loan Document have been obtained; and each of said Loan Documents is the valid, legal, and binding obligation of Borrower enforceable in accordance with its terms.

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 case excerpt and choose the best holding from the options. Case excerpt: 5 for the plaintiff reads: The court instructs the jury for the plaintiff, Sylvia White, that it is the law of the State of Mississippi for all trailers being towed on a public highway to have safety chains or equivalent devices in addition to the regular hitch or coupling; and that such safety chains must be of sufficient strength to control the trailer in the event the trailer hitch becomes disconnected, and if you believe from the evidence in this case that the defendant, U-Haul Company, did not have safety chains sufficient in strength to hold and control the trailer being towed by Mrs. Elizabeth Dulin, then the defendant is guilty of negligence. Section 8269(a), Mississippi Code 1942 Annotated (Supp.1968), provides: Every trailer which shall be towed on the public highways 1959) (<HOLDING>). In order to capitalize on the violation of a Options: A. holding that the determination of whether a counterclaim is compulsory is made as a matter of law B. holding that it may be decided as a matter of law C. holding that violation of state law was not a per se constitutional violation D. holding that a violation of a statute governing the changing of traffic lanes by motor vehicles is negligence as a matter of law E. holding that a violation of a rightofway statute is negligence as a matter of law

assistant: The best answer is E. holding that a violation of a rightofway statute is negligence as a matter of law
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: court did not rely on Snowden’s unusual return visit to the McDonald’s as a basis for its determination of reasonable suspicion. Instead, Agent Radican testified that the agents based their decision to approach the Pontiac on “the fact that the vehicle had gone past the undercover car, that the intended target had said he was there waiting for him and wanted him to come out of the store, and at the time that this had all happened that that vehicle had just arrived there.” The agents’ decision to stop Snowden was therefore largely due to the coincidence of what turned out to be Snowden’s exceptionally poor.timing. Regardless of how the facts unfolded, they are still sufficient to have given rise to a reasonable suspicion. See United States v. Askew, 403 F.3d 496, 499 (7th Cir.2005) (<HOLDING>); but see Johnson, 383 F.3d at 543-44 (holding Options: A. holding that reasonable suspicion existed where suspect described location of his vehicle over phone to undercover officer B. recognizing that police officer may stop a suspect if the officer has a reasonable suspicion supported by articulable facts that criminal activity may be afoot C. holding that notwithstanding the officers testimony that he had no suspicion of criminality the officer was aware of facts that would give rise to reasonable suspicion in the mind of a reasonable officer D. holding that stop of appellant was supported by reasonable articulable suspicion where anonymous 911 caller said that she had seen suspect pull gun out of his pocket 911 caller described suspect and suspects location responding officer located appellant near stated location appellant matched description and no one else in vicinity matched description E. holding that an officer has reasonable suspicion to conduct traffic stop even when his suspicion that a law has been violated is based on a reasonable mistake of law

assistant: The best answer is A. holding that reasonable suspicion existed where suspect described location of his vehicle over phone to undercover officer
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 closing under this Agreement (the “Closing”) shall take place at 7:00 a.m. on May 10, 2017 (the “Closing Date”), at the offices of the Company, or such other time and/or place as may be agreed to by the Company and the Investors. If all of the conditions set forth in Sections 7 and 8 are not satisfied by such date, subject to extension as provided in this Agreement, the Company or the Investors, as the case may be in connection with the applicable condition, shall have the right, but not the obligation, to postpone the Closing from time to time, but not beyond an additional ten (10) days in the aggregate. Notwithstanding the foregoing, if the failure to satisfy a condition is a breach of this Agreement, exercise of an option provided in this Section 9.1 shall not constitute a waiver of such breach or of the right to seek damages for such breach.

assistant: Closings
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: Sellers shall treat and hold as confidential any information concerning the business and affairs of the Company that is not already generally available to the public (the “ Confidential Information ”), refrain from using any of the Confidential Information except in connection with this Agreement, and deliver promptly to Buyer or destroy, at the request and option of Buyer, all tangible embodiments (and all copies) of the Confidential Information which are in their possession or under their control. In the event that Sellers are requested or required (by oral question or request for information or documents in any legal proceeding, interrogatory, subpoena, civil investigative demand, or similar process) to disclose any Confidential Information, Sellers shall notify Buyer promptly of the request or requirement so that Buyer may seek an appropriate protective order or waive compliance with the provisions of this Section 6.2(b) .

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 case excerpt and choose the best holding from the options. Case excerpt: in the Township. Police Officer Lawrence Hall testified that before he was hired in 1986 he sought assurance that his six years of service with Asbury Park would be credited toward his eligibility for paid health benefits, and was told he would receive credit. Edward Dunn, who replaced Bradshaw as Township Administrator in 1988, testified that during his tenure the Township discovered that the PBA and SOA Agreements did not comply with N.J.S.A. 40A-.10-23. As such, Dunn stated that he attempted to discontinue paid retiree health benefits to an officer with less than twenty-five years of service with the Township who had been receiving those benefits for a decade. As a result, litigation ensued. See Middletown Policemen’s Benev. v. Twp. of Middletown, 162 N.J. 361, 744 A.2d 649 (2000) (<HOLDING>). On the basis of all of the evidence Options: A. holding that township supervisors absolute immunity from suit because of their positions as high public officials may not be used to shield the township itself from liability B. holding that where one party had received a written agreement and conformed his conduct to that agreement for an extended period of time but failed to sign the agreement he was equitably estopped from denying the validity of the agreement C. holding that tribal entity was not equitably estopped from asserting immunity because misrepresentations of the tribes officials or employees cannot affect its immunity from suit D. holding township equitably estopped from terminating officers postretirement health benefits E. holding acceptance of settlement estopped plaintiff from subsequent suit

assistant: The best answer is D. holding township equitably estopped from terminating officers postretirement health benefits