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: 35-38). These intervening events greatly undermine the inference of retaliation. See, e.g., Johnson v. Auburn Univ., 403 F.Supp.2d 1101, 1114 (M.D.Ala,2005), aff'd, 193 Fed.Appx. 955 (11th Cir.2006). Considering the totality of the circumstances, including the nine month period between Winston’s EEO complaint and his suspension, as well as his intervening promotion, positive review, and various discretionary awards, Winston has failed to present sufficient evidence for a reasonable jury to find a causal link between his protected act and the adverse employment action. Likewise, as discussed supra, no reasonable jury could find that Smithsonian’s proffered reasons for the seven-day suspension were pretextual. See Laurent v. Bureau of Rehab., Inc., 544 F.Supp.2d 17, 23 n. 5 (D.D.C.2008) (<HOLDING>). Accordingly, Count II must be dismissed. D. Options: A. holding that to establish a causal connection plaintiff must show that the individual who took adverse action against him knew of the employees protected activity B. holding that the plaintiff demonstrated pretext in part by establishing a causal connection C. holding that five weeks between protected activity and adverse employment action insufficient to establish a causal connection D. holding that plaintiff cannot establish pretext because she is unable to show any causal connection her complaints and the adverse action E. holding that the plaintiff failed to raise an issue of fact regarding her retaliation claim because she failed to offer any evidence of a causal relationship between her involvement in protected activity and the adverse employment action

assistant: The best answer is D. holding that plaintiff cannot establish pretext because she is unable to show any causal connection her complaints and the adverse action
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. The speedy trial analysis in the present case was triggered by the passage of thirty-six months from the date that Defendant was indicted to the date of the first evidentiary hearing on her motion to dismiss for a speedy trial violation. The court, having determined that this was a complex case, found that the delay exceeded the speedy trial analysis triggering date of eighteen months by an additional eighteen months. See Garza, 2009-NMSC-038, ¶ 2 (stating that the length of delay necessary to trigger the speedy trial inquiry is eighteen months for complex cases). Stated differently, on February 18, 2011, once eighteen months had passed from the date Defendant was indicted, the delay in bringing her to trial became presumptively prejudicial. See Spearman, 2012-NMCA-023, ¶ 21 (<HOLDING>); Garza, 2009-NMSC-038, ¶¶ 21, 23 (same). {20} Options: A. holding that the delay is presumptively prejudicial does not necessarily mean the first factor weighs against the state but requires further consideration of the extent of the delay beyond this period B. holding threeyear delay between indictment and arraignment caused by the serious negligence of the government presumptively prejudicial C. recognizing that the triggering date preceding a speedy trial analysis is synonymous with a presumptively prejudicial delay D. holding that a twoyear postindictment delay presumptively prejudicial E. holding that a delay of 8 months is enough to provoke a speedy trial inquiry

assistant: The best answer is C. recognizing that the triggering date preceding a speedy trial analysis is synonymous with a presumptively prejudicial delay
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: (i) Each Loan Party and its Subsidiaries have (A) good, sufficient and legal title to (in the case of fee interests) the real property owned by it, (B) valid leasehold interests in (in the case of leasehold interests in real property) the real property leased by it or (C) good title to all of their respective material personal property. Except as permitted by Section 6.02(a), all such properties are free and clear of Liens. (ii) Schedule 5.01(j)(ii) to the Disclosure Letter lists, as of the Closing Date, all real property owned by the Borrower and its Subsidiaries and the addresses thereof. (iii) Schedule 5.01(j)(iii) to the Disclosure Letter lists, as of the Closing Date, each parcel of real property leased, subleased, licensed or sublicensed by the Borrower and its Subsidiaries, the address and the owner thereof, and the expiration date of the related lease, sublease, license or sublicense.

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

user: Each party agrees that, for a period of 5 years from receipt of information from the other party hereunder, such party shall use the same means it uses to protect its own confidential and proprietary information to prevent the disclosure and to protect the confidentiality of both: i) written information received from the other party which is marked or identified as "confidential"; and ii) oral or visual information identified as confidential at the time of disclosure which is reduced to written form and provided to the other in such written form promptly after such oral or visual disclosure,

assistant: No
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 which this Court's authority to review criminal convictions was greatly circumscribed.” Cotton, 535 U.S. at 629, 122 S.Ct. 1781. It could examine constitutional errors in a criminal trial only on a writ of habeas corpus, and only then if it deemed the error "jurisdictional.” Id. (internal quotation marks omitted). "The Court’s desire to correct obvious constitutional violations led to a 'somewhat expansive notion of jurisdiction.Id. (quoting Custis v. United States, 511 U.S. 485, 494, 114 S.Ct. 1732, 128 L.Ed.2d 517 (1994)) (internal quotation marks omitted). 25 . A charging instrument may be so deficient that a court does not have jurisdiction over the case; for instance, if the charging document was never filed. See State v. Kaulia, 128 Hawai'i 479, 491, 291 P.3d 377, 389 (2013) (<HOLDING>). Without deciding the matter, a charge that Options: A. holding that although that the district court erred in finding that plaintiffs lacked standing the appellate court may nonetheless proceed to consider the district courts determination that plaintiffs failed to state a claim upon which relief may be granted B. holding that an action brought against the state officials in their official capacities was not properly removed to federal court because the district court lacked jurisdiction C. holding that the appellate court had jurisdiction to hear the interlocutory appeal on a restraining order and the district court retained jurisdiction to proceed with the trial D. holding that the district court lacked jurisdiction to review state disciplinary proceedings against attorney E. holding that because the state failed to properly file the complaint the district court lacked jurisdiction to proceed to trial

assistant: The best answer is E. holding that because the state failed to properly file the complaint the district court lacked jurisdiction to proceed to trial
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: Court to decide, given that the public trust doctrine governs a large portion of the property at issue, is "whether it constitutes an uncompensated taking to require [Plaintiffs] to construct and maintain the Walkway and its- landscaping to facilitate the public’s enjoyment of its public trust right.” See Def.-Int. Reply at pp. 13-14. In this regard, Plaintiffs assert that the public trust doctrine does not extend to the State’s requirement that Plaintiffs, and others, construct and maintain a walkway on the "public trust property” along the Hudson River. See PI. Response at p. 3. However, such requirements are well within the State's police power in the area of land use regulation. See, e.g. Ehrlich v. City of Culver City, 12 Cal.4th 854, 50 Cal.Rptr.2d 242, 911 P.2d 429, 450 (1996) (<HOLDING>), cert. denied, 519 U.S. 929, 117 S.Ct. 299, Options: A. holding that the measure of damages for breaching a building construction contract is ordinarily such sum as is required to make the building conform to the contract B. recognizing that the court has the power to grant leave upon certain conditions C. holding that the requirement to provide art or a cash equivalent is more akin to traditional land use regulations imposing minimal building setbacks parking and lighting conditions landscaping requirements and other design conditions such as color schemes building materials and architectural amenities such conditions have long been held to be valid exercises of the citys traditional police power and do not amount to a taking merely because they might incidentally impose a cost in connection with the property D. holding that the failure to articulate orally that conditions 5d13d2 and 3 apply to a defendants sentence of supervised release does not create a conflict with the judgment imposing these conditions E. holding that a civic center building or recreational building on property dedicated to the city as park property was inconsistent with its use as a park

assistant: The best answer is C. holding that the requirement to provide art or a cash equivalent is more akin to traditional land use regulations imposing minimal building setbacks parking and lighting conditions landscaping requirements and other design conditions such as color schemes building materials and architectural amenities such conditions have long been held to be valid exercises of the citys traditional police power and do not amount to a taking merely because they might incidentally impose a cost in connection with the property
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: regardless of whether same-sex couples (or other non-procreative couples) are included.”). As the Utah court in Kitchen noted: [I]t defies reason to conclude that allowing same-sex couples to marry will diminish the example that married opposite-sex couples set for their unmarried counterparts. Both opposite-sex and same-sex couples model the formation of committed, exclusive relationships, and both establish families based on mutual love and support. 961 F.Supp.2d at 1211, 2013 WL 6697874, at *25. Defendants’ preferred rationale presumes that same-sex couples cannot be good parents — this is the same type of unconstitutional and unfounded presumption that the Supreme Court has held “cannot stand.” See, e.g. Stanley v. Illinois, 405 U.S. 645, 653, 92 S.Ct. 1208, 31 L.Ed.2d 551 (1972) (<HOLDING>). The Court finds same-sex couples can be just Options: A. holding a state could not conclusively presume that any particular unmarried father is unfit to raise a child B. holding that the presumption of legitimacy shifts the burden of persuasion to the putative father to establish that he did not father the child C. holding that an illinois statute that conclusively presumed every father of a child born out of wedlock to be an unfit person to have custody of his children violated the due process clause and that due process required the father to be given an opportunity to present evidence regarding his fitness as a parent D. holding that a child was not barred by a former statute of limitations applicable to actions to establish the existence of a father and child relationship when the current action was to establish the nonexistence of a father and child relationship and the presumed father no longer persisted in maintaining paternity E. holding that unmarried father is entitled to show that he could not have reasonably expected his biological child to be born in utah after biological mother left california immediately prior to childs birth without informing father where birth would occur

assistant: The best answer is A. holding a state could not conclusively presume that any particular unmarried father is unfit to raise a child
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 support of the child in accordance with their respective means. Until established by a court order, the minimum child support obligation of a parent who fails to furnish maintenance, education, and support for his child, following a continued absence from the home, is the obligor’s share of the amount shown in the support guidelines, commencing on the first day of the absence. 4 . See Shaughnessy v. Shaughnessy, 1999 WL 692085 (Del.Fam.Ct.1999) (affording father credit in the amount of $7,571.42 against back child support for mortgage payments made to the mother and/or the mortgage holder); Lynch v. Lynch, 422 So.2d 703, 706 (La.Ct.App.1982) (reversing a circuit court's deletion of father's credit for house payments); Lauria v. Lauria, 45 A.D.3d 535, 845 N.Y.S.2d 121, 122 (2007) (<HOLDING>); Fogarty v. Fogarty, 284 A.D.2d 300, 725 Options: A. holding that it was within the courts discretion to credit fathers arrearages for onehalf of the mortgage payments that he made B. holding that fathers investment account with stock brokerage firm was not a multipleparty account available for payment of child support C. holding that the insurer was entitled to credit against the owners claim in the amount paid to the mortgagee D. holding that the court erred in failing to credit fathers child support account for the entire amount that he paid for the mothers mortgage E. holding that mortgage payments should not be regarded as child support because it was a contractual legal obligation that built fathers equity

assistant: The best answer is D. holding that the court erred in failing to credit fathers child support account for the entire amount that he paid for the mothers mortgage
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 forget your password and have an existing under armour account , click on the `` sign in '' or `` log in '' link at the top of the page .

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: No amendment, modification, or waiver of any provision of this Grid Note nor consent to any departure by Borrower therefrom shall be effective unless the same shall be in writing and signed by the Lender and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: requires him to pay court-ordered restitution pursuant to the sentencing judgment of the United States District Court for the Northern District of Florida — the district in which Durham was tried and convicted. Because Durham is proceeding pro se, we construe his petition liberally. See Haines v. Kerner, 404 U.S. 519, 520, 92 S.Ct. 594, 30 L.Ed.2d 652 (1972). Durham’s petition can be read to make out two di (8th Cir.2002) (dismissing delegation claim brought under § 2241). Thus, if Durham is to make an improper delegation claim, he must do so through a § 2255 petition filed in the Northern District of Florida. Second, Durham’s petition can also be read to challenge the IFRP’s constitutionality; namely, that the BOP lacks the constitutional authority to establi ir.1990) (per curiam) (<HOLDING>); see also United States v. Williams, 996 F.2d Options: A. holding ifrp does not deprive inmates of constitutional rights to due process B. holding bop did not exceed its authority in establishing ifrp and that the program does not violate due process C. holding that the act does not violate separation of powers is not void for vagueness and does not violate principles of due process by allowing a victim veto precluding application of the act D. holding that doctrine does not violate due process E. holding that the defendant bears the burden of proof and that such a disposition does not violate the due process clause

assistant: The best answer is B. holding bop did not exceed its authority in establishing ifrp and that the program does not violate due process
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 proceedings. There is nothing in the factual stipulation which identifies witnesses that have died, specific exculpatory evidence that has been destroyed, or specific matters that cannot be developed due to faded memories. We have generally required a factual showing of concrete prejudice before a defense of laches may be invoked. Iowa Supreme Ct. Bd. of Prof'l Ethics & Conduct v. Mulford, 625 N.W.2d 672, 680 (Iowa 2001). On the equitable estoppel issue, Wintroub’s argument has similar factual shortcomings. Even assuming that equitable estoppel applies in attorney grievance proceedings, nothing in the record of this ease supports the claim that Wintroub has relied upon any action of the Iowa authorities to his detriment. See The Florida Bar v. McCain, 361 So.2d 700, 706 (Fla.1978) (<HOLDING>). In this case, the Iowa complaints were filed, Options: A. holding an evidentiary hearing on the applicability of equitable estoppel B. holding equitable estoppel in disciplinary proceeding requires inducement to change position C. recognizing difference between tolling and equitable estoppel D. holding that equitable estoppel requires proof of fraud misrepresentation or affirmative deception E. recognizing cause of action for equitable estoppel under erisa

assistant: The best answer is B. holding equitable estoppel in disciplinary proceeding requires inducement to change position
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 because it is "unclear from [Dada ] whether the filing of a motion to reopen will be construed as a request to withdraw the voluntary departure ... individuals may consider explicitly requesting withdrawal....” Dada v. Mukasey Q&A: Preliminary Analysis and Approaches to Consider, AILF (June 17, 2008), http://www.ailf.org/lac/ chdocs/Dada-FAQ.pdf (last visited June 28, 2011). 6 . This is not to say that Patel’s counsel is without fault. To the contrary, the quality of Patel’s representation before the immigration court and on appeal leaves something to be desired. Out of an abundance of caution, more competent counsel, with little added effort, would have avoided any ambiguity by explicitly requesting withdrawal of voluntary departure in the motion to reopen or i 434 (5th Cir.2009) (<HOLDING>); Rojo-Resendiz v. Mukasey, 297 Fed.Appx. 292 Options: A. holding that bia did not err in denying motion to reopen that was filed after expiration of aliens voluntary departure period because alien had failed to depart B. holding bia did not err in determining request for stay of voluntary departure is not an implicit request for a withdrawal of voluntary departure C. holding that bia abused its discretion in denying motion to reopen D. holding the bia did not err in denying aliens motion to stay voluntary departure period pending determination on the motion to reopen E. holding that the bia does not err by denying a motion to reopen without an opposition from the government

assistant: The best answer is D. holding the bia did not err in denying aliens motion to stay voluntary departure period pending determination on the motion to reopen
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 Closing has not been consummated on or before May 6, 2016; provided , however , that no such termination will 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 legal provision and list the applicable contract clause categories. Provision: No Person will have, as a result of the transactions contemplated by the Transaction Documents, any valid right, interest or claim against or upon the Company, any Subsidiary or an Investor for any commission, fee or other compensation pursuant to any agreement, arrangement or understanding entered into by or on behalf of the Company other than Garden State Securities, Inc., which will receive a cash fee of 10% and warrants equal to 10% of the securities issued in the Offering (on an as converted basis).

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: All agreements, representations and warranties made herein and in every other Financing Document shall survive the execution and delivery of this Agreement and the other Financing Documents and the other Operative Documents. The provisions of Section 2.10 and Articles 11 and 12 and any provision in any other Financing Document expressly stated to survive shall survive the payment of the Obligations (both with respect to any Lender and all Lenders collectively) and any termination of this Agreement and any judgment with respect to any Obligations, including any final foreclosure judgment with respect to any Security Document, and no unpaid or unperformed, current or future, Obligations will merge into any such judgment.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The following terms and conditions shall apply to any Incremental Term Facility: (A) no Default or Event of Default shall exist immediately prior to or after giving effect to such Incremental Term Facility, (B) any loans made pursuant to an Incremental Term Facility shall constitute Obligations and will be secured and guaranteed with the other Obligations on a pari passu basis, (C) the terms and documentation in respect of any Incremental Term Facility, to the extent not consistent with the Term Loan Facility, will be reasonably satisfactory to the Administrative Agent, (D) any Lenders providing such Incremental Term Facility shall be entitled to the same voting rights as the existing Lenders and shall be entitled to receive proceeds of prepayments on the same terms as the existing Term Loan Lenders, (E) any such Incremental Term Facility shall be in a minimum principal amount of $15,000,000 and integral multiples of $5,000,000 in excess thereof (or the remaining amount of the Incremental Facility Increase Amount, if less), (F) the proceeds of any such Incremental Term Facility will be used for the purposes set forth in Section 3.11, (G) the Borrower shall execute a promissory note in favor of any new Lender or any existing Lender, in each case, if requested by such Lender, (H) the conditions to Extensions of Credit in Section 4.2 shall have been satisfied, (I) the Incremental Term Facility shall have a maturity date no earlier than the Maturity Date, and shall have a weighted average life to maturity no shorter than the Term Loans referenced under Section 2.2, and mandatory prepayment provisions no more favorable to the new Lenders than the prepayment provisions applicable to the Term Loan Facility, (J) the Administrative Agent shall have received (1) upon request of the Administrative Agent, an opinion or opinions of counsel for the Credit Parties, addressed to the Administrative Agent and the Lenders, in form and substance reasonably acceptable to the Administrative Agent and substantially similar to the opinion delivered to the Administrative Agent on the Closing Date, (2) any authorizing corporate documents as the Administrative Agent may reasonably request and (3) if applicable, a duly executed Notice of Borrowing and (K) the Administrative Agent shall have received from the Borrower an updated Compliance Certificate, in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, both immediately prior to and after giving effect to any such Incremental Term Facilities on the closing date for such Incremental Term Facilities on a Pro Forma Basis, the Borrower will be in compliance with the financial covenants set forth in Section 5.9 based on the financial statements most recently delivered pursuant to Section 5.1(a) or 5.1(b).

assistant: Terms
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 however many millions of dollars, do you know how to calculate what that would be in dollars today? A. No, sir, I do not. Q. Okay. Did you — counsel asked you, did you retain experts to do that? A. Yes, sir, I did. Q. Okay. And you’ve had a chance to look at their reports? A. Yes, I have. Q. Okay. And the best you can recall, their reports come back to this— what number did you say again? A. 20 to $25 million. Thus, regarding his alleged damages, Dr. Cravens either (1) relied upon Dr. Ruhter’s opinions or (2) said that he did hot know. Insofar as Dr. Cravens was capable of relying upon Dr. Ruhter’s opinions for damages, Dr. Cravens’s testimony was no evidence because Dr. Ruhter’s testimony was no evidence. See Gharda USA, Inc. v. Control Sols., Inc., 464 S.W.3d 338, 352 (Tex.2015) (<HOLDING>). Insofar as Dr. Cravens confirmed that he did Options: A. holding that testimony of two experts was unreliable because they relied on the testimony of two other experts which was also unreliable B. holding an experts testimony unreliable because he did not consider alternative causes C. holding that experts causation opinion based on statements made by plaintiff was not inherently unreliable D. holding that defendant did not preserve state constitutional challenge to experts testimony at punishment hearing because defendant relied exclusively on federal cases in arguing for exclusion of experts testimony E. holding that other evidence properly admitted at trial was sufficiently strong to permit the conclusion that the improper admission of unreliable expert testimony was harmless

assistant: The best answer is A. holding that testimony of two experts was unreliable because they relied on the testimony of two other experts which was also unreliable
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, THE CREDIT AGREEMENT AS AMENDED BY THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS REPRESENT THE FINAL AGREEMENT AMONG THE PARTIES AND SUPERSEDE ALL PRIOR UNDERSTANDINGS AND AGREEMENTS, WHETHER WRITTEN OR ORAL, RELATING TO THE TRANSACTIONS PROVIDED FOR HEREIN AND THEREIN. ADDITIONALLY, THIS AGREEMENT, THE CREDIT AGREEMENT AS AMENDED BY THIS AGREEMENT, THE NOTES, AND THE OTHER LOAN DOCUMENTS MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES.

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: Permitted Participants; Effect . Any Lender may at any time sell to one or more banks or other entities (“ Participants ”), other than an Ineligible Institution, participating interests in any Revolving Credit Obligations or Term Loans of such Lender, any promissory note issued hereunder held by such Lender, any Revolving Loan Commitment of such Lender or any other interest of such Lender under the Loan Documents. In the event of any such sale by a Lender of participating interests to a Participant, such Lender’s obligations under the Loan Documents shall remain unchanged, such Lender shall remain solely responsible to the other parties hereto for the performance of such obligations, such Lender shall remain the owner of its Revolving Credit Obligations and Term Loans, as applicable, and the holder of any promissory note issued to it hereunder in evidence thereof for all purposes under the Loan Documents, all amounts payable by the Borrowers under this Agreement shall be determined as if such Lender had not sold such participating interests, and the Borrowers and the Administrative Agent shall continue to deal solely and directly with such Lender in connection with such Lender’s rights and obligations under the Loan Documents.

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 legal provision and list the applicable contract clause categories. Provision: The execution, delivery and performance by the Guarantor of this Guaranty and the other Transaction Documents to which it is a party (i) are within its corporate powers, (ii) have been duly authorized by all necessary corporate action, (iii) require no action by or in respect of, or filing with, any Official Body or official thereof (except as contemplated by the Transfer and Administration Agreement, all of which have been (or as of the Closing Date will have been) duly made and in full force and effect), other than any such action or approval as may be required pursuant to the laws of any Official Body outside of the United States in connection with any Foreign Receivable, (iv) do not contravene or constitute a default under (A) its organizational documents, (B) any Law applicable to it, (C) any provision of any indenture, agreement or other instrument evidencing material Indebtedness to which it is a party or by which any of its property may be bound or (D) any order, writ, judgment, award, injunction, decree or other instrument binding on or affecting it or its property except, with respect to clauses (B), (C) and (D) above, to the extent the contravention or default under such Law, contractual restriction, order, writ, judgment, award, injunction, decree or other instrument would not reasonably be expected to have a Material Adverse Effect, or (v) result in the creation or imposition of any Adverse Claim upon or with respect to its property (except as contemplated by the Transaction Documents).

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 legal provision and list the applicable contract clause categories. Provision: The execution, delivery and performance by such Purchaser of this Agreement: (a) is within its power and authority and has been duly authorized by all necessary action; (b) does not contravene the terms of its Charter Documents or any amendment thereof, and (c) will not, in any material respect, violate, conflict with or result in any breach or contravention of any of its material Contractual Obligations.

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 legal provision and list the applicable contract clause categories. Provision: Both Parties agree that if any portion or provision of this Agreement or the Continuing Obligations shall to any extent be declared illegal or unenforceable by a court of competent jurisdiction, then the remainder of the Agreement and Continuing Obligations, other than those portions or provisions as to which it is so declared illegal or unenforceable, shall not be affected thereby, and each portion and provision shall be valid and enforceable to the fullest extent permitted by law.

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: (b) Except as otherwise permitted under this Agreement or as required by applicable law, regulation, stock exchange rule or by legal, judicial, regulatory or administrative process (by oral questions, interrogatories, requests for information or documents in legal proceedings, subpoena, civil investigative demand or other similar process) (“Legally Required”), (b) the Receiving Party shall not, and shall cause its Representatives not to, use any Proprietary Information for any purpose other than in connection with evaluating, negotiating, advising or financing with respect to the Possible Transaction or the consummation of the Possible Transaction, and

assistant: Yes
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: Subject to your continued employment, [100% of the Stock Units will vest on the 15th of the month in which the [third] [fifth] anniversary of the grant date of the Award occurs] [33 1/3% of the Stock Units will vest on the 15th of the month in which each of the [first, second and third][third, fourth and fifth] anniversaries of the grant date of the Award occurs] [20% of the Stock Units will vest on the 15th of the month in which each of the first five anniversaries of the grant date of the Award occurs]. [Each][The] date on which a Stock Unit is scheduled to vest pursuant to this Section II.B.2. is [a][the] “ Scheduled Vesting Date .” In the event of your termination of employment or the occurrence of your Permanent Disability (as defined in Section V.D.) prior to [a][the] Scheduled Vesting Date, your right to any Stock Units that are unvested immediately prior to your termination of employment or occurrence of your Permanent Disability, as applicable, will be determined in accordance with Section III. below. For the avoidance of doubt, the date of your termination of employment for purposes of determining vesting under this Section II.B.2. will be determined in accordance with Section III.E.

assistant: Vesting
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: L.Ed.2d 737 (1984) (similar); Illinois v. Krull, 480 U.S. 340, 349, 107 S.Ct. 1160, 94 L.Ed.2d 364 (1987) (legislators); Arizona v. Evans, 514 U.S. 1, 14, 115 S.Ct. 1185, 131 L.Ed.2d 34 (1995) (court employees). Beyond the fact that the present case involves a war-rantless entry, see United States v. Curzi, 867 F.2d 36, 44 (1st Cir.1989) (observing that “this court has not recognized a good-faith exception in respect to warrantless searches”), not one of these recognized exceptions involves a police officer’s reasonable reliance on the mistake of police personnel. The weight of authority holds that such an exception would subvert the prime objective of the exclusionary rule: the deterrence of police misconduct. See, e.g., United States v. Herrera, 444 F.3d 1238, 1249-54 (10th Cir.2006) (<HOLDING>) (quoting Leon, 468 U.S. at 914, 104 S.Ct. Options: A. holding that with respect to the good faith exception to the exclusionary rule article 1 section 11 of the wisconsin constitution affords additional protection than that which is afforded by the fourth amendment B. holding the bad faith rationale inapplicable given that the defendants acted in good faith in appealing the case and in raising defenses to the plaintiffs claims C. recognizing good faith exception to fourth amendment exclusionary rule D. holding that the good faith exception is inapplicable when the mistake resulting in the fourth amendment violation is that of the officer conducting the seizure and search rather than a neutral third party not engaged in the competitive endeavor of ferreting out crime E. recognizing that police officers judgment is necessarily colored by their primary involvement in the often competitive enterprise of ferreting out crime and holding that good faith on part of the arresting officer is not enough to support a finding of reasonable suspicion

assistant: The best answer is D. holding that the good faith exception is inapplicable when the mistake resulting in the fourth amendment violation is that of the officer conducting the seizure and search rather than a neutral third party not engaged in the competitive endeavor of ferreting out crime
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement shall be governed by and construed under the laws of the State of Tennessee. The parties agree that the venue for any litigation arising out of this Agreement shall be the court of competent jurisdiction in Wilson County, Tennessee.

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: for juror confusion about which role the lawyer is serving during trial. “A witness is required to testify on the basis of personal knowledge, while an advocate is expected to explain and comment on evidence given by others. It may not be clear [to the factfinder] whether a statement by an advocate-witness should be taken as proof or as an analysis of the proof.” Rule 3.7, Comment (2). See also Chapman Engineers v. Natural Gas Sales Co., 766 FSupp. at 957 (14) (“One of the strongest rationales for this lawyer-witness rule is to prevent jury confusion over the separate roles of an advocate and a witness.”). We find, however, that concerns about possible juror confusion are not relevant to pre-trial proceedings. See Culebras Enterprises Corp. v. Rivera-Rios, 846 F2d at 100-101 (II) (<HOLDING>); Pyne v. Procacci Bros. Sales Corp. &c., 1997 Options: A. holding that rule 37 does not prohibit a lawyer who will testify at trial from acting as counsel in pretrial discovery B. holding that where no discovery order was violated sanctions could not imposed pursuant to rule 37 but nevertheless upholding the sanction order under the courts inherent power C. holding that correspondence between counsel cannot suffice as a rule 34 request that may be compelled through rule 37 D. holding that judge presiding at trial may not testify in that trial as witness E. holding that lawyers who were necessary witnesses in the case under rule 37 were not prohibited from representing their clients in all pretrial matters including discovery

assistant: The best answer is A. holding that rule 37 does not prohibit a lawyer who will testify at trial from acting as counsel in pretrial discovery
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: violator statute was “a discreet, separate, and independent habitual offender statute” and the enhancement of the defendant’s sentence under that statute was not subject to further enhancement under the general habitual offender statute. Id. at 153-54. After careful consideration of Ind.Code 35-47-2-23 and the above precedent, we do not believe that Thomas’s Class C felony conviction was a sentence enhancement as that term is contemplated in the habitual offender statutes. Rather, carrying a handgun without a license as a Class C felony is a separate and distinct crime from the misdemeanor crime of carrying a handgun without a li cense. Under the facts before us, Thomas’s crime is a Class C felony because he had been convicted of a felony within the preceding 15 years d.Ct.App.1997) (<HOLDING>). We therefore affirm the trial court in all Options: A. holding that a prior nonarizona conviction to be used as a prior felony conviction under the statute must both be for an offense that would constitute a felony in arizona and be classified as a felony in the other jurisdiction B. holding that defendants habitual traffic violator conviction could also serve as a predicate felony conviction under the general habitual offender statute C. holding that felony conviction for which imposition of sentence was stayed could be counted as prior felony conviction under sentencing guidelines D. holding that to constitute a prior conviction for purposes of the habitual felony offender act the defendant must have been adjudicated guilty before the present crime was committed E. holding that defendants auto theft conviction could serve to support his conviction for auto theft as a class c felony and as a prior unrelated felony conviction under the habitual offender statute

assistant: The best answer is E. holding that defendants auto theft conviction could serve to support his conviction for auto theft as a class c felony and as a prior unrelated felony conviction under the habitual offender statute
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 executed in one or more counterparts, any one of which may be by portable document format (.pdf), by electronic means (including docusign or the like) or facsimile, and all of which taken together shall constitute one and the same instrument. A signed copy of this Agreement delivered by facsimile, e-mail or other means of electronic transmission shall be deemed to have the same legal effect as delivery of an original signed copy of this Agreement.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: to the arbitration clause is preempted by the Communications Act, the issue of unconscio-nability is not even in play. Moreover, while on appeal Boomer perfunctorily states in a footnote that Ting collaterally estops AT & T from arguing that the Communications Act preempts his state law challenges to the arbitration clause, he fails to support this position with any legal analysis or citation. Therefore he has waived that argument. Rekhi v. Wildwood Indust., Inc., 61 F.3d 1313, 1317 (7th Cir.1995). Finally, even had Boomer not waived this argument, because the issue of preemption involves a pure question of law and because Ting is currently on appeal to the Ninth Circuit, we would still conclude that Ting has no preclusive effect. See, e.g., Chicago Truck Drivers, 125 F.3d at 532-33 (<HOLDING>) (internal quotation omitted). 11 . In Ting, Options: A. holding that the doctrine of collateral estoppel applies when an issue of ultimate fact has necessarily been determined by a valid final judgment B. holding that collateral estoppel did not bar the defendant from relitigating a pure question of law and noting that that is especially true when the issue is of general interest and has not been resolved by the highest appellate court that can resolve it C. holding that the court will not consider an issue not raised in the district court unless 1 it involves a pure question of law and refusal to consider it would result in a miscarriage of justice 2 the party raising the issue had no opportunity to do so before the district court 3 the interest of substantial justice is at stake 4 the proper resolution is beyond any doubt or 5 the issue presents significant questions of general impact or great public concern D. holding that generally the question of waiver and estoppel is a question of fact E. holding that the defendant though not a party to the prior litigation could assert collateral estoppel defensively to preclude the plaintiff from relitigating factual issues that the plaintiff had previously litigated and lost

assistant: The best answer is B. holding that collateral estoppel did not bar the defendant from relitigating a pure question of law and noting that that is especially true when the issue is of general interest and has not been resolved by the highest appellate court that can resolve it
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: § 1404(a), the court held that a district court could transfer a case sua sponte under § 1412 and that “the bankruptcy court may, therefore, pursuant to § 157(a), also transfer sua sponte a case under 28 U.S.C. § 1412.” Id. at 156. The power given to a bankruptcy court to enforce its own orders under 11 U.S.C. § 105 lends support to the well-accepted proposition that a court may transfer a case sua sponte. Sec. 105(a) specifically states that “[n]o provision of this title providing for the raising of an issue by a party in interest shall be construed to preclude the court from, sua sponte, taking any action or making any determination necessary or appropriate to enforce or implement court orders or rules, or to prevent an abuse of process.” See, e.g., In re Wilson, 284 B.R. at 111 (<HOLDING>) ; In re Scott Cable Comm., Inc., 263 B.R. at 8 Options: A. holding that 105 allows sua sponte transfer under rule 1014a2 B. holding that a court may sua sponte take judicial notice of its docket C. holding that rule 60b bars sua sponte relief D. holding that bankruptcy courts have independent authority pursuant to 11 usc 105 and rule 9024 of the federal rules of bankruptcy procedure to reconsider sua sponte their own orders at any time E. holding that the court can raise res judicata sua sponte even on appeal

assistant: The best answer is A. holding that 105 allows sua sponte transfer under rule 1014a2