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: Notwithstanding any provision herein to the contrary, the payment of the Severance Benefits and the Pro Rata Bonus Payment, and the provision of the Accelerated Equity Benefit, pursuant to subsection (d), (e) or (g) of this Section 7, shall be conditioned upon Employee’s execution, delivery to the Company, and non-revocation of the Release of Claims (and the expiration of any revocation period contained in such Release of Claims) in accordance with the time limits set forth therein (and, in all events, within sixty (60) days following the Date of termination). If Employee fails to execute the Release of Claims in such a timely manner, or timely revokes Employee’s acceptance of such release following its execution, Employee shall not be entitled to any of the Severance Benefits, the Pro Rata Bonus Payment, or the Accelerated Equity Benefit. Payment of the Severance Benefits will commence on the first regular Company payday that is at least five (5) business days following the date the Company receives a timely, effective and non-revocable Release of Claims (the “ Payment Date ”); provided, however, that the first payment will be retroactive to the day immediately following the Date of Termination. Payment of the Pro Rata Bonus Payment will also be made on the Payment Date. Notwithstanding the foregoing, to the extent that any portion of the Severance Benefits or Pro Rata Bonus Payment constitutes “non-qualified deferred compensation” subject to Section 409A of the Code, any payment of such portion scheduled to occur prior to the sixtieth (60th) day following the date of Employee’s termination of employment hereunder, but for the condition on executing the Release of Claims as set forth herein, shall not be made until the first regularly scheduled payroll date following such sixtieth (60th) day unless otherwise permitted by Section 409A of the Code, after which any remaining such benefits shall thereafter be provided to Employee according to the applicable schedule set forth herein.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: not constitute ineffective assistance of counsel.”). This conclusion is all the more appropriate given the relative strength of the issues that Baker’s counsel did raise on appeal. See Thompson, 598 F.3d at 285 (stating that appellate counsel is ineffective only if a Blakely claim would have been “clearly stronger than [the] issues that counsel did present”). Although Baker’s conviction and sentence were affirmed on appeal, the Second District found at least some merit in Baker’s ineffective-assistance-of-trial-counsel claims, noting that “evidence presented at trial could have supported an instruction for [the lesser included offense of] aggravated assault” had counsel requested one, and that counsel had called a witness whose testimony “was not helpful to the defense.” Cf. id. at 287 (<HOLDING>). 2. Prejudice Even if Baker could show that Options: A. holding that the failure to raise a futile issue does not constitute ineffective assistance of counsel B. holding failure to raise blakely claim was not ineffective performance where appellate counsel raised several plausible arguments and did not merely assert a perennial loser such as a sufficiencyoftheevidence claim quoting benning 345 fedappx at 158 C. holding that where trial counsel was not ineffective appellate counsel was not ineffective for failing to raise claim of ineffectiveness of trial counsel D. holding no ineffective assistance of appellate counsel claim for failure to raise as basis for appeal of conviction ineffective assistance of trial counsel where basis for the latter claim was inadequate E. holding defendant did not show prejudice to support ineffective assistance of appellate counsel claim because any evidentiary error was harmless

assistant: The best answer is B. holding failure to raise blakely claim was not ineffective performance where appellate counsel raised several plausible arguments and did not merely assert a perennial loser such as a sufficiencyoftheevidence claim quoting benning 345 fedappx at 158
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 Credit Party shall, and shall cause its Subsidiaries to, maintain in effect and enforce policies and procedures designed to promote and achieve compliance by the Credit Parties, their Subsidiaries and their respective directors, officers, employees and agents with applicable Anti-Corruption Laws and Sanctions and shall conduct its business in compliance with applicable Anti-Corruption Laws and Sanctions.

assistant: Sanctions
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: Restricted Stock Unit Awards may (but need not) be made subject to Vesting Conditions based upon the satisfaction of such Service requirements, conditions, restrictions or performance criteria, including, without limitation, Performance Goals as described in Section 10.4, as shall be established by the Committee and set forth in the Award Agreement evidencing such Award. The Committee, in its discretion, may provide in any Award Agreement evidencing a Restricted Stock Unit Award that, if the satisfaction of Vesting Conditions with respect to any shares subject to the Award would otherwise occur on a day on which the sale of such shares would violate the provisions of the Trading Compliance Policy, then the satisfaction of the Vesting Conditions automatically shall be determined on the first to occur of (a) the next trading day on which the sale of such shares would not violate the Trading Compliance Policy or (b) the last day of the calendar year in which the original vesting date occurred.

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 legal provision and list the applicable contract clause categories. Provision: Such Grantor shall furnish to the Administrative Agent from time to time statements and schedules further identifying and describing the Collateral and such other documents in connection with the Collateral as the Administrative Agent may reasonably request, all in reasonable detail and in form and substance reasonably satisfactory to the Administrative Agent. In addition, at any time and from time to time, upon the written request of the Administrative Agent, such Grantor shall, for the purpose of the Administrative Agent obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted, take such further action as the Administrative Agent may reasonably request.

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

user: All Confidential Information (a) supplied by any employee, agent, consultant, or independent contractor of State ("State Representatives") to the Recipient or any employee, agent, officer, director, shareholder, independent contractor or representative of the Recipient (collectively, the "Recipient Representatives"), (b) obtained by the Recipient or any Recipient Representatives from any documents, meetings or telephone conversations with any State Representatives or from books or records of State, (c) obtained by the Recipient or any Recipient Representatives or in any other manner including through hosting the software evaluation on Recipient's website, or (d) jointly or individually developed by State and/or Recipient shall be protected and maintained by the Recipient on a confidential basis and the Recipient shall not use any of the Confidential Information for any purposes (other than as permitted by this Agreement). In addition to the foregoing, Recipient agrees to use reasonable and appropriate administrative, physical and technological safeguards to: (i) prevent use or disclosure of the Confidential Information other than as provided for by this Agreement; 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: To the best of its knowledge, BLKG has complied with all applicable statutes and regulations of federal, state, or other applicable governmental entity or agency thereof, relevant in its compliance to labeling and approvals of their products to be sold within the laws of the market its being sold to as this remains its obligation for branded and private label products.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The headings of the Articles, Sections, Schedules and Exhibits of this Lease are for convenience only and do not define, limit or construe the contents thereof. Words of any gender used in this Lease shall be held and construed to include any other gender, and words in the singular number shall be held to include the plural, unless the context otherwise requires. Unless otherwise expressly stated, the words “herein,” “hereof,” and “hereunder” and other words of similar import refer to this Lease as a whole and not to any particular Section, subsection, or other subpart of this Lease. The words “include” and “including” shall not be construed as terms of limitation and shall, in all instances, be interpreted as meaning “including, but not limited to.” In all instances where a party is required to pay any sum or do any act at a particular indicated time or within an indicated period, it is understood that time is of the essence. Any obligations of a party accruing prior to the expiration or termination of this Lease shall survive the expiration or termination of this Lease, and such party shall promptly perform all such obligations whether or not this Lease has expired.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: and Austin W. Scott, Jr., Substantive Criminal Law § 3.8 at 342-44 (1986)). We noted with approval the seven factors LaFave and Scott have suggested be balanced in deciding this question. One of these factors, the severity of the punishment, suggests that the legislature might have intended to require proof of mental state for the enhancement of dealing in cocaine. .Other factors, particularly the great danger of the prohibited conduct and the great number of expected prosecutions, suggest that the General Assembly likely did intend to create a strict Hability enhancement. Our assessment of these factors makes it difficult to conclude that the General Assembly intended to require separate proof the defendant knew that the dealing occurred near a school but failed 623 (Ind.Ct.App.1985) (<HOLDING>). 2 . These factors are: 1) the legislative Options: A. holding obscenity statute required proof of scienter B. holding that proof of an explicit agreement is not required C. holding that proof of scienter is required to succeed on a claim under 1991a1 but not under 1991a2 or 1991a3 D. holding child molesting statute required proof of scienter E. holding that the incredible dubiosity rule was inapplicable and affirming the defendants conviction for child molesting

assistant: The best answer is D. holding child molesting statute required proof of scienter
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, demands, requests, consents, approvals, and other communications required or permitted hereunder shall be in writing and, unless otherwise specified herein, shall be (i) personally served, (ii) deposited in the mail, registered or certified, return receipt requested, postage prepaid, (iii) delivered by reputable air courier service with charges prepaid, or (iv) transmitted by hand delivery, telegram, or facsimile addressed as set forth below or to such other address as such party shall have specified most recently by written notice. Any notice or other communication required or permitted to be given hereunder shall be deemed effective (a) upon hand delivery or delivery by facsimile, with accurate confirmation generated by the transmitting facsimile machine, at the address or number designated below (if delivered on a business day during normal business hours where such notice is to be received), or the first business day following such delivery (if delivered other than on a business day during normal business hours where such notice is to be received), or (b) on the second business day following the date of mailing by express courier service, fully prepaid, addressed to such address, or upon actual receipt of such mailing, whichever shall first occur. The addresses for such communications shall be: (i) if to the Company, to Jerrick Media Holdings, Inc., 202 South Dean Street, Englewood, NJ, Attn: Jeremy Frommer, with a copy by fax only to (which shall not constitute notice) Lucosky Brookman LLP, 101 Wood Avenue South, 5th Floor, Iselin, NJ 08830, Attn: Joseph M. Lucosky, Esq., facsimile: (732) 395-4401, and (ii) if to the Holder, to the address and facsimile number listed on the first paragraph of this Warrant.

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: Reference is made to the agreements, exhibits, and instruments listed on Exhibit A hereto (collectively, the "Terminated Documents"). Terms defined in the Purchase Agreement and not otherwise defined herein are used herein with the meanings so defined.

assistant: Definitions
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: Pursuant to Section 7.2(c)(ii) of the Loan Agreement, Bank hereby consents to Borrower executing that certain Agreement and Plan of Merger dated as of the date hereof by and among QLT Inc., Borrower and Isotope Acquisition Corp.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: No party hereto shall make or issue, or cause to be made or issued, any public announcement or written statement concerning this Agreement or the transactions contemplated hereby without the prior written consent of the other parties, except to the extent required by law (including any disclosure which, in the reasonable judgment of the disclosing party, is necessary or appropriate to comply with Governmental Rules and standards governing disclosures to investors) or in accordance with the rules, regulations and orders of any stock exchange. Seller shall not, and shall cause its Affiliates and directors, officers, employees, agents, consultants advisors and partners not to, disclose any confidential information in or relating to this Agreement other than (i) to its Affiliates and its and their directors, officers, employees, agents, consultants, advisors and partners, provided in each case that such recipient is bound by reasonable confidentiality obligations, (ii) as required by applicable law or regulation or (iii) with the prior consent of Purchaser. Seller shall not use, and shall not enable any third party to use, any confidential information in or relating to this Agreement that constitutes material non-public information regarding Purchaser in a manner that is prohibited by the U.S. securities laws.

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: Chugach hereby employs Hickey as its Chief Operating Officer and Hickey hereby accepts such employment upon the terms and conditions hereinafter set forth. Hickey is an employee of Chugach and not the Board of Directors.

assistant: Employment
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: therefore “is repugnant to the guaranty of liberty contained in the Fourteenth Amendment.” Id. Similarly, in Lovell v. Griffin, 303 U.S. 444, 58 S.Ct. 666, 82 L.Ed. 949 (1938), the Court struck down as facially invalid a local ordinance that required a license to distribute any literature and gave the chief of police the power to deny a license. 303 U.S. at 451-52, 58 S.Ct. 666. The Court held that the ordinance “strikes at the very foundation of the freedom of the press by subjecting it to license and censorship.” Id. at 451, 58 S.Ct. 666. In New York State Club Ass'n, Inc. v. City of New York, however, the Supreme Court declined to find a law facially unconstitutional because plaintiffs could not establish that the law was unconstitutional in all of its applicati 848, 855 (Minn.1991) (<HOLDING>). Those who support this view conclude that the Options: A. holding blood testing for alcohol content a search B. holding that blood alcohol content almost 30 over the limit together with testimony of intoxication at the time of driving was sufficient to convict contrasting a case in which the blood alcohol content was just barely over the limit which was insufficient to convict C. holding a minnesota statute that required police to advise drivers that they were not permitted to consult with an attorney prior to deciding whether to submit to or refuse blood alcohol content testing and one that imposed criminal penalties on individuals who refused to submit to blood alcohol testing within five years of a prior drivers license revocation unconstitutional as applied D. holding search of blood alcohol tests not permitted under section 1547 where suspect under arrest and police did not request testing E. holding that the fourth amendment is implicated by the withdrawal of blood to test its alcohol content

assistant: The best answer is C. holding a minnesota statute that required police to advise drivers that they were not permitted to consult with an attorney prior to deciding whether to submit to or refuse blood alcohol content testing and one that imposed criminal penalties on individuals who refused to submit to blood alcohol testing within five years of a prior drivers license revocation unconstitutional as applied
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The Parties represent and warrant that they possess full authority to enter into this Release and to lawfully and effectively release the opposing Party as set forth herein, free of any rights of settlement, approval, subrogation, or other condition or impediment. This undertaking includes specifically, without limitation, the representation and warranty that no third party has now acquired or will acquire rights to present or pursue any claims arising from or based upon the claims that have been released herein.

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: if we terminate your access to the service or you use the form detailed above to deactivate your account , your photos , comments , likes , friendships , and all other data will no longer be accessible through your account ( e.g. , users will not be able to navigate to your username and view your photos ) , but those materials and data may persist and appear within the service ( e.g. , if your content has been reshared by others ) .

assistant: Content removal
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: BIA. See Yan Chen v. Gonzales, 417 F.3d 268, 271 (2d Cir.2005). We assume the parties’ familiarity with the facts and procedural history of the case. Upon careful review of the record and the parties’ submissions to this Court, we cannot say that any reasonable adjudicator would be compelled to disagree with the BIA’s conclusions that petitioner’s well-founded fear of persecution was rebutted by fundamental changes in Albania, that petitioner lacks compelling reasons to remain in the United States regardless, and that petitioner is not subject to a reasonable possibility of suffering other serious harm in Albania. See 8 U.S.C. § 1252(b)(4)(B). Petitioner’s claim that the BIA engaged in improper fact-finding is without merit. See Belortaja v. Gonzales, 484 F.3d 619, 624 (2d Cir.2007) (<HOLDING>). Finally, petitioner provides no rationale for Options: A. holding that 8 cfr 10031d3iv merely prohibits the bia from taking new evidence into the record B. holding that the court will not remand if i the basis for the remand is an instruction to consider documentary evidence that was not in the record before the bia and ii the agency regulations set forth procedures to reopen a case before the bia for the taking of additional evidence C. holding that new evidence is evidence not previously of record and not merely cumulative of other evidence D. holding that new evidence must be evidence that is not merely cumulative E. holding that any inherent power to remand to the bia for the consideration of additional evidence should not be exercised where i the basis for the remand is an instruction to consider documentary evidence that was not in the record before the bia and ii the agency regulations set forth procedures to reopen a case before the bia for the taking of additional evidence

assistant: The best answer is A. holding that 8 cfr 10031d3iv merely prohibits the bia from taking new evidence into the record
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: the company will allow you to submit and upload information into the service directly , either as your profile information ( e.g. full name , phone number , email address , age , etc. ) , or as notes ( `` user submissions '' ) .

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: exist. This Settlement Agreement can not be changed or terminated orally.” Holland did not sign the Settlement Agreement, nor is there a signature line designated for him. ¶ 22. On January 6, 1993, before the Settlement Agreement was actually executed, the federal court held a settlement hearing. The court questioned all parties present as to whether the agreement stated to the Court was in fact their agreement, and each responded that it was. Holland, however, was not present at the settlement hearing. ¶23. In interpreting any agreement the cardinal rule is to give effect to the intentions of the parties. Holloman v. Holloman, 691 So.2d 897, 899 (Miss.1996); Century 21 Deep S. Properties, Ltd. v. Keys, 652 So.2d 707, 717 (Miss.1995); Newell v. Hinton, 556 So.2d 1037, 1042 (Miss.1990)(<HOLDING>); Eight v. Sheppard Bldg. Supply, Inc., 537 Options: A. holding that intent of parties to choice of law must be given effect B. holding that in interpreting a contract the actual purpose and intent of the parties must be derived C. recognizing that in interpreting a statute our primary purpose is to ascertain the intent of the legislature D. holding that the primary goal when interpreting an insurance contract is to ascertain the intent of the parties as manifested by the language of the specific insurance policy E. holding courts must adhere to legislative intent when interpreting a statute

assistant: The best answer is B. holding that in interpreting a contract the actual purpose and intent of the parties must be derived
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The parties may execute this Amendment in counterparts, including facsimile, PDF, or other electronic copies, which taken together will constitute one instrument. Except as expressly modified herein, the terms of the Agreement remain in full force and effect.

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: The Company has the requisite corporate power and authority to enter into and to consummate the transactions contemplated by this Agreement (which transactions, for the avoidance of doubt, include the Reverse Split, the Public Offering and the listing of the Common Stock on the NASDAQ Capital Market), and the other Transaction Documents and otherwise to carry out its obligations hereunder and thereunder. The execution and delivery of this Agreement and the other Transaction Documents by the Company and the consummation by it of the transactions contemplated hereby and thereby (including the filing of the Certificate of Designations) have been duly authorized by all necessary action on the part of the Company, and no further action of the Company, its board of directors (the “ Board ”) or stockholders is required in connection herewith or therewith.

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: thereafter advanced developmentally.” (Appellant’s Br. 29 (citation omitted).) Bernstein’s declaration simply does not support that contention. It neither says explicitly nor even intimates obliquely that Each at any time, either before or during her years at Hose’s house, suffered from incapacity, as we restrictively understood that term in Miller. See 463 F.3d at 275 (noting that Henry Miller’s “profound mental retardation prevented him from any awareness of his injury or its cause” (emphasis supplied)). Indeed, even Each’s troubled state before she began living with Hose and her subsequent prolonged subservience to him is a far cry from the total mental disability of plaintiffs in other accrual-delay cases. E.g., Washington v. United States, 769 F.2d 1436, 1438-39 (9th Cir.1985) (<HOLDING>); Clifford by Clifford v. United States, 738 Options: A. holding that the cause of action accrued on the date of sale B. holding that the employee was acting within the course of her employment when she died while returning from the workrelated session because her death occurred on a public highway which was brought within the scope of her employment by her employers requirement that she attend training at the state police academy C. holding that the statute of limitations accrued when the minors father was appointed his guardian and not when the minor became comatose D. holding that a federal cause of action accrues when the plaintiff is aware or should be aware of the existence of and source of the injury not when the potential claimant knows or should know that the injury constitutes a legal wrong E. holding that a claim accrued when a comatose patient died not when she fell into a yearslong coma because the plaintiff was never aware of her injury or its cause

assistant: The best answer is E. holding that a claim accrued when a comatose patient died not when she fell into a yearslong coma because the plaintiff was never aware of her injury or its cause
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 rights and remedies of CoBank expressly set forth in this Agreement and the other Loan Documents are cumulative and in addition to, and not exclusive of, all other rights and remedies available at law, in equity or otherwise. No failure or delay on the part of CoBank in exercising any right, power or privilege shall operate as a waiver thereof, nor shall any single or partial exercise of any such right, power or privilege preclude any other or further exercise thereof or the exercise of any other right, power or privilege or be construed to be a waiver of any Potential Default or Event of Default. No course of dealing between the Grantors and CoBank or their agents or employees shall be effective to amend, modify or discharge any provision of this Agreement or any other Loan Document or to constitute a waiver of any Potential Default or Event of Default. No notice to or demand upon any Grantor in any case shall entitle such Grantor or any other Grantor to any other or further notice or demand in similar or other circumstances or constitute a waiver of the right of CoBank to exercise any right or remedy or take any other or further action in any circumstances without notice or demand.

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 case excerpt and choose the best holding from the options. Case excerpt: when both legal and equitable claims are joined in one action, then, the trial judge must arrange the order of trial so that the judge’s decision on the equitable issues does not operate to deny a trial by the jury of the legal issues. See Beacon Theatres, Inc. v. Westover, 359 U.S. 500, 510-11, 79 S.Ct. 948, 3 L.Ed.2d 988 (1959) (stating that “only under the most imperative circumstances, ... can the right to a jury trial of legal issues be lost through prior determination of equitable claims”); accord Crommelin v. Fain, 403 So.2d 177, 185 (Ala.1981). A jury first must decide any factual issues that are purely legal in nature, along with any factual issues common to the legal and equitable claims. See Dairy Queen, Inc. v. Wood, 369 U.S. 469, 479, 82 S.Ct. 894, 8 L.Ed.2d 44 (1962) (<HOLDING>); see also 9 Charles Alan Wright & Arthur R. Options: A. holding that courts should consider the merits of the litigants claims the nature of the factual issues the litigants ability to present his claims and the complexity of the legal issues B. holding that because the factual issues relating to the petition ers breach of contract claim were common with those upon which the respondents claim to equitable relief was based the legal claims involved in the action had to be determined prior to any final court determination of respondents equitable claims C. holding that when breach of contract claims present different factual and legal issues than a claim for improper default termination those claims must be separately presented and certified to a contracting officer under the cda D. recognizing that the determination is an equitable one E. holding that breach of contract claim related back to misrepresentation claim because operative facts upon which the breach of contract claim was based were contained in the misrepresentation counts of the original complaint

assistant: The best answer is B. holding that because the factual issues relating to the petition ers breach of contract claim were common with those upon which the respondents claim to equitable relief was based the legal claims involved in the action had to be determined prior to any final court determination of respondents equitable claims
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 are under 13 years of age , in which case you must not create an account , use any part of the service except games with an age screen after accurately identifying your age , or submit personal information through the service or to zynga ( for example , name , address , telephone number , email address ) ;

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: Any notice required to be given or delivered to the Company under the terms of this Award Agreement will be in writing and addressed to the Chief Legal Counsel of Artisan at its principal corporate offices in Milwaukee, Wisconsin. Any notice required to be given or delivered to the Grantee will be in writing and addressed to the Grantee at the address last on the records of Artisan. All notices will be deemed to have been given or delivered upon: personal delivery; three (3) days after deposit in the United States mail by certified or registered mail (postage pre-paid and return receipt requested); one (1) business day after deposit with any return receipt express United States courier (prepaid); or one (1) business day after transmission by facsimile (with a notice contemporaneously given by another method specified in this Section 14 ).

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: Any Purchaser may sell to one or more Persons (each a “ Participant ”) participating interests in the interests of such Purchaser hereunder; provided , however , that no Purchaser shall, without the consent of the Seller, grant any participation under which the Participant shall have rights to approve any amendment to or waiver of this Agreement or any other Transaction Document. Such Purchaser shall remain solely responsible for performing its obligations hereunder, and Seller, Master Servicer, each Purchaser Agent and Administrative Agent shall continue to deal solely and directly with such Purchaser in connection with such Purchaser’s rights and obligations hereunder. A Purchaser shall not agree with a Participant to restrict such Purchaser’s right to agree to any amendment hereto; and in no event shall Seller or Master Servicer be liable to any such Participant under Article IV for an amount in excess of that which would be payable to the applicable Purchaser under such Article. Each Purchaser that sells a participating interest hereunder to a Participant shall notify Administrative Agent, the related Purchaser Agent and Seller of any such sale.

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: Stat. § 14-32.1(a), does not make the definition an essential element of the crime pursuant to N.C. Gen. Stat. § 14-32.1(e). Therefore, we reject Defendant’s argument that it is not sufficient for the indictment to “merely state that the victim was ‘handicapped.’ ” Furthermore, the indictment provided Defendant with enough information to prepare a defense for the offense of felony assault on a handicapped person. See Leonard, _ N.C. App. at _, 711 S.E.2d at 873 (rejecting the defendant’s argument that the indictment was not sufficient because the indictment tracked the relevant language of the statute, listed “the essential elements of the offense[,]” and provided the defendant “with enough information to prepare a defense”); State v. Crisp, 126 N.C. App. 30, 36, 483 S.E.2d 462, 466 (<HOLDING>), appeal dismissed and disc. review denied, 346 Options: A. holding that even when a jury instruction is defective such a defect is cured when the court provides the jury with the indictment and instructs jurors that the burden of proof rests upon the state to prove every material allegation of the indictment and every essential element of the crime charged beyond a reasonable doubt B. holding that although the indictment did not track the exact language of the statute the indictment when read as a whole sufficiently stated facts which support every element of the crime charged and apprised defendant of the specific charge against him C. holdingthat an error in instructing the jury that an offense could be committed by a statutory method not charged in the indictment is cured where the court provides the jury with the indictment and instructs jurors that the burden of proof rests upon the state to prove every material allegation of the indictment and every essential element of the crime charged beyond a reasonable doubt citation omitted D. holding that an indictment gave sufficient notice when the indictment charged the elements of the offense E. holding that where the date of the offense is not an element of the charge a variance between the indictment date and the proof at trial is not fatal so long as the acts charged were committed within the statute of limitations period and prior to the return date of the indictment

assistant: The best answer is B. holding that although the indictment did not track the exact language of the statute the indictment when read as a whole sufficiently stated facts which support every element of the crime charged and apprised defendant of the specific charge against him
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: 1988). If a conflict occurs between the property used in the financing statement on file and that used in the security agreement, the security agreement prevails. Jones & Laughlin Supply v. Dugan Production Corp., 508 P.2d 1348 (N.M. 1973) (citing Ronald A. Anderson, Anderson on The Uniform Commercial Code § 9-204:9 (3d ed. 1996)). Further, the financing statement does not serve to add collateral not described in the security agreement. Kurtz v. Illinois Nat. Bank, 534 N.E.2d 1007 (Ill. a financing statement describes a greater quantity of property than that described in the corresponding security agreement, the security interest is defined by the narrower description contained within the security agreement[]”); Federal Land Bank v. Bay Park Place, 412 N.W.2d 222 (Mich. App. 1987) (<HOLDING>). In the case below, the security agreement was Options: A. holding that the intent to create a security interest in afteracquired property must be ascertained and judged by the language of the security agreement not the financing statement B. holding security interest in insurance premiums perfected by creation of security interest C. holding that although a financing statement may be used to assist in the interpretation of the security agreement the financing statement does not create a security interest and cannot extend a security interest beyond what has been unambiguously described in a security agreement D. holding that the trustee could not avoid a security interest under section 549 when that security interest was authorized by the bankruptcy court E. holding courts must look to the law of the state in which the security interest was created to determine if creditor retains a purchase money security interest despite refinancing

assistant: The best answer is C. holding that although a financing statement may be used to assist in the interpretation of the security agreement the financing statement does not create a security interest and cannot extend a security interest beyond what has been unambiguously described in a security agreement
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: need not prove that the property taken was owned by the victim but only that the accused was not the owner, and the victim had a greater right to the item than the accused. Id. In State v. Cittadino, 628 So.2d 251, 255 (La.App. 5 Cir.1993), this Court stated the following: The money taken was not taken from the victim’s person but rather it was taken from a cash register within the victim’s immediate control. The victim was the cashier on duty at the time of the alleged robbery. In a robbery case, it is the felonious taking that is the issue more than the perfect title of the alleged owner. Therefore, it is the victim’s greater possessory interest in the property stolen vis-a-vis the accused that is key in proving a robbery. (citing State v. Perry, 612 So.2d 986 (La.App. 2d Cir.1993) (<HOLDING>). |17In the present case, defendant was charged Options: A. holding that a plaintiff must comply with the notice of claim requirements in order to maintain an action against a government employee even if the plaintiff claims that the employee acted with fraud or malice B. holding that the employers failure to interact with the employee does not preclude the employee from losing on summary judgment because the employee must still prove that a reasonable accommodation could have been made C. holding that the relevant question is whether after viewing the evidence in the light most favorable to the prosecution any rational trier of fact could have found the essential elements of the crime beyond a reasonable doubt D. holding that a verdict must be sustained against a sufficiency of the evidence challenge if any rational trier of fact could have found the essential elements of the charged crime beyond a reasonable doubt E. holding that a rational juror could conclude beyond a reasonable doubt that the defendant committed the crime of armed robbery against the supervisor who stood behind the counter with another employee and instructed that employee to comply with the defendants demand to turn over money from cash register

assistant: The best answer is E. holding that a rational juror could conclude beyond a reasonable doubt that the defendant committed the crime of armed robbery against the supervisor who stood behind the counter with another employee and instructed that employee to comply with the defendants demand to turn over money from cash register
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, requests, consents and other communications hereunder to any party shall be deemed to be sufficient if contained in a written instrument delivered in person sent by personal delivery, recognized overnight delivery service, or sent by electronic mail (in which case, with a duplicate copy mailed or sent by personal delivery or overnight courier), addressed to such party at the address set forth on Schedule 1 of the Partnership Agreement or such other address as may hereafter be designated in writing by the addressee to the addressor. All such notices, requests, consents and communications shall be deemed to have been received on the date of such delivery (or refusal thereof).

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: If any provision of this Agreement shall be determined by a court of competent jurisdiction to be invalid, illegal, or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions of this Agreement shall not be affected or impaired thereby.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: U.S. 274, 97 S.Ct. 568, 50 L.Ed.2d 471 (1977); Stewart v. Baldwin County Bd. of Educ., at 1510; Travelers Indemnity Corp. v. School Bd. of Dade County, 666 F.2d 505 (11th Cir.1982). That it may be immune under state sovereign immunity principles does not mean that it is immune under eleventh amendment jurisprudence. In fact, the Authority, here, may be entitled to immunity from suit under Georgia law. Self v. City of Atlanta, 259 Ga. 78, 377 S.E.2d 674 (1989). However, a defendant may not “conflate sovereign immunity with regard to a state created tort with Eleventh Amendment immunity for a federal cause of action.” Stewart v. Baldwin County Bd. of Educ., 908 F.2d at 1510 n. 6; see Mt. Healthy City School Dist. Bd. of Educ. v. Doyle, 429 U.S. 274, 97 S.Ct. 568, 50 L.Ed.2d 471 (1977) (<HOLDING>); see also Howlett By and Through Howlett v. Options: A. holding that the alien tort statute itself is not a waiver of sovereign immunity B. holding that local school boards were not entitled to eleventh amendment immunity even though entitled to sovereign immunity in the same degree as the state itself from tort suits C. holding that the new mexico school district and their governing boards are not arms of the state entitled to eleventh amendment immunity D. holding that defendants are not entitled to qualified immunity E. holding that pennsylvanias judicial districts are entitled to immunity from suit under the eleventh amendment

assistant: The best answer is B. holding that local school boards were not entitled to eleventh amendment immunity even though entitled to sovereign immunity in the same degree as the state itself from tort suits
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 term or provision contained herein will to any extent be invalid or unenforceable, such term or provision will be reformed so that it is valid, and such invalidity or unenforceability will not affect any other provision or part hereof. The Plan, each Award and all actions taken hereunder or thereunder shall be governed by, and construed in accordance with, the laws of the State of Delaware without regard to the conflict of law principles thereof.

assistant: Interpretations