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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: the brief of a pro se appellant, Yohey v. Collins, 985 F.2d 222, 225 (5th Cir.1993), and thus read Hulsey's brief to argue that Owens and Green are not immune from suit or liability for damages. 2 . Heck v. Humphrey prevents an action for damages under 42 U.S.C. § 1983 when the complaint, directly or indirectly, challenges the legality of the complainant's conviction or imprisonment. Id. at-, 114 S.Ct. at 2372. A § 1983 plaintiff must first prove that his conviction or sentence has been invalidated in a proper pro ceeding prior to bringing a § 1983 action. Id. If the sentence or conviction has not been invalidated there can be no action for damages under § 1983, and the statute of limitations does not begin to run. Id.; see also Stephenson v. Reno, 28 F.3d 26, 27 (5th Cir.1994) (<HOLDING>). Consequently, the statute of limitations on Options: A. holding that that if the success of a 1983 damages claim brought by a prisoner would necessarily imply the invalidity of his conviction or sentence the prisoner may only bring the claim where the conviction or sentence has been invalidated B. recognizing that 1983 action does not accrue until conviction or sentence has been invalidated C. holding that right to payment does not accrue until condition precedent has been fulfilled D. holding that a claim for damages that would invalidate a conviction or sentence that has not already been invalidated or reversed on direct appeal by executive order by an authorized state tribunal or by a writ of habeas corpus is not cognizable under 1983 E. holding that a plaintiff requesting relief under 1983 had no cause of action unless and until the conviction or sentence is reversed expunged invalidated or impugned by the grant of a writ of habeas corpus

assistant: The best answer is B. recognizing that 1983 action does not accrue until conviction or sentence has been invalidated
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: Cir.1984) (finding willful infringement where the defendant sold genuine Sealy mattresses together with non-Sealy foundations); Singer Mfg. Co. v. Briley, 207 F.2d 519 (5th Cir.1953) (sale of reconditioned trademarked goods with no mention that the product was reconditioned constitutes trademark infringement); Joy Manu. Co. v. CGM Valve & Gauge Co., Inc., 730 F.Supp. 1387 (S.D.Tex.1989) (finding intentional infringement where the defendant used unauthorized nameplates bearing plaintiffs mark on valves that defendant refurbished to look like new, but failed to indicate them as used or reconditioned). For example, reselling products with inferior warranties also constitutes a material difference. See Perkins School for the Blind v. Maxi-Aids, Inc., 274 F.Supp.2d 319, 324 (E.D.N.Y.2003) (<HOLDING>); Movado Group, Inc. v. Matagorda Ventures, Options: A. holding that the continued use of licensed trademark after termination of franchise agreement constituted trademark infringement and breach of contract B. holding that although the underlying action is one for trademark infringement the infringement occurred as a result of the underlying defendants use of the trademark in their advertising C. holding that plaintiff asserted a valid trademark infringement claim where defendant sold genuine perkins braillers products with an inferior warranty D. holding that contributory trademark infringement requires some predicate act of infringement E. recognizing nominative fair use as an affirmative defense to trademark infringement

assistant: The best answer is C. holding that plaintiff asserted a valid trademark infringement claim where defendant sold genuine perkins braillers products with an inferior warranty
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 indemnification obligations of Indemnitor under this Agreement shall continue in effect and shall survive (among other events) any payment and satisfaction of the Loan and the Obligations, any termination or discharge of any Mortgage, foreclosure, a deed-in-lieu transaction, or release of any Collateral.

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: All notices and other communications provided for hereunder shall be in writing and given as provided in Section 8.7 (Notices) of the Credit Agreement. All notices and other communications provided hereunder to any Guarantor shall be given to it in the care of the Borrower as provided in Section 8.7 (Notices) of the Credit Agreement.

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 or portion of any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect under any applicable Law, such invalidity, illegality or unenforceability shall not affect any other provision hereof.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Sharp acknowledges that, while he is a Member of the Company, he will become familiar with trade secrets and other non-public, confidential, and/or proprietary information concerning the business (including but not limited to its services, practices, policies or employees of affiliates of the Company (collectively, the “Confidential Information” ). Sharp promises never to make use of, disclose, or divulge any Confidential Information, directly or indirectly, except to the extent such use or disclosure is (i) necessary to the performance of this Agreement and in furtherance of the Company's best interests, (ii) lawfully and publicly obtainable from other sources through no fault or breach of Sharp, or (iii) authorized in writing by the Company. All records, files, documents, drawings, specifications, software, computerized data and information on any medium, equipment, and similar items or materials containing Confidential Information or otherwise relating to the business of the Company or its affiliates, including without limitation all records relating to tenants of properties owned directly or indirectly by the Company (collectively, “Company Materials” ), whether prepared by Sharp or otherwise coming into a Sharp's possession, shall remain the exclusive property of the Company or such affiliates. At such time as Sharp is no longer a Member of the Company, Sharp agrees to promptly deliver to the Company all Company Materials in his possession or under his control. The provisions of this Section 6.10 shall survive Sharp’s membership in the Company, the termination of this Agreement and the dissolution and liquidation of the Company. Sharp promises that if he ever becomes legally compelled (for example, by court order or subpoena) to disclose any Confidential Information or Company Materials, he will notify the Company as soon as possible after learning of the requested disclosure and, prior to disclosing any such information or materials, cooperate fully with the Company in its pursuit of a protective order or other lawful efforts to resist disclosure.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: the jury clearly lost its way and created such a manifest miscarriage of justice that the conviction must be reversed and a new trial ordered.’ ” Davis, 49 Ohio App.3d at 113, 550 N.E.2d at 969, quoting Martin, 20 Ohio App.3d at 175, 20 OBR at 218-219, 485 N.E.2d at 720-721. In other words, when reviewing a manifest weight challenge, the appellate court sits as a “thirteenth juror.” We also find that the jury’s verdict, finding appellant guilty of felonious assault, was supported by the manifest weight of the evidence. His argument is also based on the mens rea element of the crime. The evidence clearly supports the jury’s conclusion that appellant acted knowingly in firing fourteen shots in the direction of residential homes. See Gregory, 90 Ohio App.3d at 131, 628 N.E.2d at 91 (<HOLDING>). Appellant’s fourth assignment of error is Options: A. holding that the trial courts damages award was against the manifest weight of the evidence because it was based upon inadmissible evidence B. holding that evidence of recklessness by one officer in events leading up to shooting was immaterial in evaluating objective reasonableness of shooting officers decision to use deadly force in the situation he faced at time of shooting C. holding that the trial court can and should grant a new trial if the manifest weight of the evidence is contrary to the verdict D. holding that the shooting of a gun in a place where there is a risk of injury to one or more persons supports the inference that appellant acted knowingly and upholding appellants conviction as being supported by the manifest weight of the evidence E. holding that evidence of appellants prior gun possession was admissible in a homicide prosecution to show malice and intent possession of a gun without more is not wrongful conduct

assistant: The best answer is D. holding that the shooting of a gun in a place where there is a risk of injury to one or more persons supports the inference that appellant acted knowingly and upholding appellants conviction as being supported by the manifest weight of the evidence
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: THIS AGREEMENT IS PERFORMABLE IN THE STATE OF NEW YORK AND SHALL IN ALL RESPECTS BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF SUCH STATE. CONTRIBUTOR AND THE PARTNERSHIP HEREBY IRREVOCABLY SUBMIT TO THE JURISDICTION OF ANY STATE OR FEDERAL COURT SITTING IN THE STATE AND COUNTY OF NEW YORK IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT AND HEREBY IRREVOCABLY AGREE THAT ALL CLAIMS IN RESPECT OF SUCH ACTION OR PROCEEDING SHALL BE HEARD AND DETERMINED IN A STATE OR FEDERAL COURT SITTING IN THE STATE AND COUNTY OF NEW YORK. THE PARTNERSHIP AND EACH CONTRIBUTOR AGREE THAT THE PROVISIONS OF THIS SECTION 11.11 SHALL SURVIVE THE CLOSING OR THE EARLY TERMINATION OF THIS AGREEMENT.

assistant: Applicable 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 FVE Parties and SNH Parties shall reasonably cooperate with each other to consummate the transactions contemplated by this Agreement, including (a) obtaining any necessary Required Approvals, (b) SNH taking all such action as is necessary to declare a distribution of the right to receive the Excess Shares to the holders of common shares of beneficial interest of SNH subject to the satisfaction of all conditions set forth in Section 3 to the issuance of the Excess Shares, and (c) FVE granting such limited exemptions and increased limits from the ownership limitations set forth in FVE’s organizational documents necessary to permit the FVE Common Shares issued pursuant to the Share Issuances to be held by any applicable Persons.

assistant: Cooperation
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: bad acts committed before and bad acts committed after the charged offense”), cert. denied, 522 U.S. 940, 118 S.Ct. 355, 139 L.Ed.2d 276 (1997); U.S. v. Olivo, 80 F.3d 1466, 1468 (10th Cir.1996) (same). Although these federal court decisions are not binding, when a Texas Rule of Evidence duplicates a Federal Rule of Evidence, as here, greater-than-usual deference should be given to the federal courts’ interpretations of the federal rule. Tamez v. State, 11 S.W.3d 198, 201 (Tex.Crim.App.2000). The trial court, by overruling Russell’s objection that the Vogt Street offense was inadmissible because it occurred after the Fast Freddy’s offense, acted in accordance with the persuasive legal authorities presented to it. See also Santellan v. State, 939 S.W.2d 155, 168 (Tex.Crim.App.1997) (<HOLDING>); Torres v. State, 794 S.W.2d 596, 599 Options: A. holding extraneous acts of touching of complainant and her friend were admissible in indecency with a child prosecution because defendants charged conduct was as consistent with accident as with a specific lascivious intent B. holding that uncharged sexual acts committed upon the same victim are admissible to show the conduct of the defendant toward the victim and to corroborate the evidence of the offense charged in the indictment C. holding extraneous conduct subsequent to the charged offense admissible D. holding extraneous acts relevant to show intent in charged offense E. holding defendants extraneous acts of nonpayment for goods and services were admissible in prosecution for theft of service because defendants intent could not be inferred from his nonpayment in the charged offense

assistant: The best answer is C. holding extraneous conduct subsequent to the charged offense admissible
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Each of the Loan Parties and its Restricted Subsidiaries has filed all material federal, state and other Tax returns and other material tax reports that it is required by law to file, and has paid, or made reasonably adequate provision for the payment of, all Taxes upon it, its income and its Properties that are shown due and payable on such returns, except to the extent being Properly Contested.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Except as disclosed in the SEC Documents, no shares are reserved for issuance pursuant to the Company’s stock option plans, no shares are reserved for issuance pursuant to securities (other than the Note) exercisable for, or convertible into or exchangeable for shares of Common Stock and sufficient shares are reserved for issuance upon conversion of the Note (as required by the Note and transfer agent share reserve letter). All of such outstanding shares of capital stock are, or upon issuance will be, duly authorized, validly issued, fully paid and non-assessable. No shares of capital stock of the Company are subject to preemptive rights or any other similar rights of the shareholders of the Company or any liens or encumbrances imposed through the actions or failure to act of the Company. Except as disclosed in the SEC Documents, as of the effective date of this Agreement, (i) there are no outstanding options, warrants, scrip, rights to subscribe for, puts, calls, rights of first refusal, agreements, understandings, claims or other commitments or rights of any character whatsoever relating to, or securities or rights convertible into or exchangeable for any shares of capital stock of the Company or any of its Subsidiaries, or arrangements by which the Company or any of its Subsidiaries is or may become bound to issue additional shares of capital stock of the Company or any of its Subsidiaries, (ii) there are no agreements or arrangements under which the Company or any of its Subsidiaries is obligated to register the sale of any of its or their securities under the 1933 Act and (iii) there are no anti-dilution or price adjustment provisions contained in any security issued by the Company (or in any agreement providing rights to security holders) that will be triggered by the issuance of the Note or the Conversion Shares. The Company has filed in its SEC Documents true and correct copies of the Company’s Certificate of Incorporation as in effect on the date hereof (“Certificate of Incorporation”), the Company’s By-laws, as in effect on the date hereof (the “By-laws”), and the terms of all securities convertible into or exercisable for Common Stock of the Company and the material rights of the holders thereof in respect thereto. The Company shall provide the Buyer with a written update of this representation signed by the Company’s Chief Executive on behalf of the Company as of the Closing Date.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Cash Collateral (or the appropriate portion thereof) provided to reduce the L/C Issuer’s Fronting Exposure shall be released pursuant to this Section 2.16 following (i) the elimination of the applicable Fronting Exposure (including by the termination of Defaulting Lender status of the applicable Lender (or, as appropriate, its assignee following compliance with Section 12.06(b)(vi) )), or (ii) the determination by the Administrative Agent and the L/C Issuer that there exists excess Cash Collateral; provided , however , that, subject to Section 2.17 the Person providing Cash Collateral and the L/C Issuer may agree that Cash Collateral shall not be released but instead held to support future anticipated Fronting Exposure or other obligations.

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: the theft to the police. The BIA determined that Cervantes had failed to establish past persecution based on his membership in a particular social group. Cervantes has failed to brief sufficiently that he was persecuted on the basis of his membership in a particular social group. Pursuant to Rule 28(a)(8)(A) of the Federal Rules of Appellate Procedure, an appellant’s argument must contain the reasons for the requested relief with citation to the authorities, statutes, and parts of the record on which he relies. Cervantes’s brief fails to meet this standard, as it contains only speculative and conclusional assertions relating to past persecution; he makes no argument relating to his membership in a particular social group. See Soadjede v. Ashcroft, 324 F.3d 830, 833 (5th Cir.2003) (<HOLDING>). Furthermore, Cervantes’s conclusional Options: A. holding issues not adequately briefed on appeal are abandoned B. holding that issues not briefed on appeal are deemed abandoned C. holding that issues not briefed are deemed abandoned D. recognizing that arguments not briefed on appeal are waived E. holding that arguments not briefed are abandoned

assistant: The best answer is E. holding that arguments not briefed are abandoned
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: acted “pursuant to a valid exercise of power.” Seminole Tribe, 517 U.S. at 55, 116 S.Ct. at 1123 (internal quotations omitted). Specifically, the state contends that the disparate impact provisions of Title VII are not a valid exercise of Congress’ Fourteenth Amendment enforcement power. i. Our adjudication of this issue would seem to be largely foreclosed by the former Fifth Circuit’s decision in Scott v. City of Anniston, 597 F.2d 897, 900 (5th Cir.1979), in which the court held that “Title VII is unquestionably appropriate legislation to enforce the equal protection clause” and that “the ‘disproportionate impact’ standard [articulated in Griggs ] [is] an appropriate means of fulfilling those objectives.” See also Allen v. Alabama State Bd. of Educ., 816 F.2d 575, 577 (11th Cir.1987) (<HOLDING>). In Scott, black employees of the Public Works Options: A. holding that a title vii plaintiff could not hold coworkers liable in their individual capacities under title vii B. holding that in civil actions invoking title vii state defendants lack eleventh amendment protection C. holding that relief granted under title vii is against the employer not individual employees whose actions constituted a violation of title vii emphasis in original D. holding that in enacting title vii congress abrogated eleventh amendment immunity E. holding title vii abrogates the eleventh amendment because it is based in fourteenth amendment which limits state authority in other ways as well

assistant: The best answer is B. holding that in civil actions invoking title vii state defendants lack eleventh amendment protection
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement shall become effective on the Effective Date and, subject to Section 12.8, shall continue in full force and effect for so long as any Obligations remain outstanding or Bank has any obligation to make Credit Extensions under this Agreement. Notwithstanding the foregoing, Bank shall have the right to terminate its obligation to make Credit Extensions under this Agreement immediately and without notice upon the occurrence and during the continuance of an Event of Default.

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: 91 Hawai'i 81, 86, 979 P.2d 1107, 1112 (1999). In Stewart v. Budget Rentr-A-Car Corp., 52 Haw. 71, 470 P.2d 240 (1970), this court first articulated the rule of strict products liability, to the effect that one who sells or leases a defective product which is dangerous to the user or consumer or to his property is subject to liability for physical harm caused by the defective product to the ult cases alleging design, as opposed to manufacturing, defects “since obviously the design of the product does not change from the date of its original manufacture, absent some modification in design.” Rix v. General Motors Corp., 222 Mont. 318, 723 P.2d 195, 199 (1986) (citation omitted). See also Bradford v. Bendix-Westinghouse Auto. Air Brake Co., 33 Colo.App. 99, 517 P.2d 406, 413 (1973) (<HOLDING>). As explained in L. Frumer & M. Freeman, 1 Options: A. holding that acts of improper maintenance were insufficient to defeat plaintiffs defective design claim B. holding with respect to class iii device not subject to pma process that negligent marketing and inadequate warning claims were preempted but defective design claim was not preempted because no fda design requirement existed C. holding the mda did not preempt plaintiffs state common law claims for defective design defective manufacture and failure to warn D. holding that plaintiffs negligence defective manufacturing defective design breach of warranty and failure to warn claims were preempted by the mda and fdca defined below E. holding that plaintiffs did not need to identify the specific defective lawn mower to sustain their claim of a design defect

assistant: The best answer is A. holding that acts of improper maintenance were insufficient to defeat plaintiffs defective design claim
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: the Freemans contend "the evidence is undisputed that the condition of the roadway in 1969 was better than it is today” because they presented a witness who testified as to the road’s condition in 1969, such testimony must be evaluated in light of any other evidence tending to indicate the road’s previous condition. See generally Premier Fin. Servs, v. Citibank (Ariz.), 185 Ariz. 80, 85, 912 P.2d 1309, 1314 (App.1995) (stating that the role of weighing the evidence and determining the credibility of witnesses is the role of the trial court). Given that Sorchych presented probative evidence that could be interpreted as controverting the testimony presented by the Freemans and creating a question of fact as to the roadway’s previous condition, and given that 81, 111 S.E. 846, 848 (1922) (<HOLDING>). Cf. Papa v. Flake, 18 Ariz.App. 496, 498, 503 Options: A. recognizing that where a grantee has an easement which he shares with others his duty to repair and maintain it must be apportioned with all other easement holders based upon the extent of the individuals use of the easement B. holding that the burden on the servient estate cannot be increased without the consent of the owners of the servient estate and that the owner of the dominant estate to which the appurtenant easement is attached has no power to convey or expand use of that easement in connection with a tract of land owned by another C. recognizing that the dominant easement owner not the servient estate owner bears responsibility for maintaining an easement D. holding that owners of a dominant estate had a duty to keep the easement in a proper state of repair to avoid damaging the servient estate through erosion E. holding that the duty to maintain an easement was upon those entitled to its use rather than upon the servient estate

assistant: The best answer is E. holding that the duty to maintain an easement was upon those entitled to its use rather than upon the servient estate
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: uber disclaims all representations and warranties , express , implied or statutory , not expressly set out in these terms , including the implied warranties of merchantability , fitness for a particular purpose and non-infringement .

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: regarding Reagan’s medical condition on his medical file, not on any bias or prejudice toward it. Finally, UNUM claims that the fact that it may have offered Reagan a lump sum settlement is irrelevant. Reagan’s last two arguments deserve little attention. Although the partiality of a plan administrator and of a physician upon whose opinion a plan administrator relied is a factor which the Court may consider, Chalmers v. Quaker Oats Co., 61 F.3d 1340, 1344 (7th Cir.1995), the Court finds no evidence that Dr. Kurkjian’s opinion was swayed by any bias or prejudice toward UNUM. In fact, although given the opportunity to do so, Dr. Laping (Reagan’s personal physician) did not contradict or disagree with Dr. Kurkjian’s assessment of Reagan’s medical prognosis F.2d 418, 423 (7th Cir.1987) (<HOLDING>). Thus, whether or not UNUM made Reagan a Options: A. recognizing rule B. holding that the bia rule is reasonable C. holding that insurance companies may limit their own liability through freedom of contract although exhaustion clauses may encourage parties to litigate rather than settle such decisions were better left to the legislature D. holding that cause exists where some objective factor external to the defense impeded counsels efforts to comply with the states procedural rule E. holding that the objective of rule 408 is to encourage settlements

assistant: The best answer is E. holding that the objective of rule 408 is to encourage settlements
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: During the term of this Agreement, the Executive shall devote a sufficient amount of Executive's time, skill, and experience to manage the Company as its President, Secretary, Treasurer & Director . These are executive management positions. The Executive shall have all the usual powers of a President, Secretary, Treasurer and Director, and this Agreement is entered into solely for the purpose of providing incentive to Executive for the provision of future services to the Company for the period of the Term. The terms and conditions of Executive's performance of his duties shall be subject to the Board's supervision at all times and such terms are not addressed in this Agreement. The Parties shall maintain an open relationship with clear communication and clear determination of duties.

assistant: Duties
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 acknowledge and agree that (a) the entity acting as Issuing Bank, in its capacity as such, may, without the consent of any party hereto, assign to an Affiliate all right, title and interest of (the “ Affiliate Assigned Rights ”) in, to and under any and all obligations of the Borrowers under Section 2.04(e) to reimburse the Issuing Bank for Revolving LC Disbursements (the “ Reimbursement Obligations ”), (b) in respect of all such Reimbursement Obligations constituting Affiliate Assigned Rights, for all purposes of this Agreement such Affiliate shall be deemed the “Issuing Bank,” (c) the obligations of the Revolving Lenders and Borrowers to the Issuing Bank shall, in the case of the Affiliate Assigned Rights, inure to the benefit of the Affiliate acquiring or having acquired such Affiliate Assigned Rights and be enforceable by such Affiliate and/or by the Issuing Bank on behalf of such Affiliate and (d) all payments made by Borrowers and/or any Revolving Lender to such Affiliate acquiring or having acquired such Affiliate Assigned Rights shall discharge all such obligations otherwise owing to the Issuing Bank that has assigned such Affiliate Assigned Rights, to the extent so paid. The foregoing shall not otherwise affect the rights and obligations of the entities acting as Issuing Banks hereunder.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: see also 9 James Wm. Moore et al., Moore’s Federal Practice ¶ 45.51 [4] (3d ed. 2009) (“A party objecting to a subpoena on the ground of undue burden generally must present an affidavit or other evidentiary proof of the time or expense involved in responding to the discovery request.”). The Bondholders are sophisticated parties with the financial means to travel, particularly where nearly all of the foreign subpoenaed Bondholders live in London and can take a flight to one of three airports in the Court’s vicinity. In cases where movants faced more significant challenges to appearing for trial, courts in this Circuit have declined to quash trial subpoenas. See, e.g., Kirschner, 2005 WL 1214330, at *3; James v. Runyon, No. 91 Civ. 246, 1993 WL 173468, at *2 (N.D.N.Y. May 17, 1993) (<HOLDING>); accord In re McCorhill Publ’g, Inc., 91 B.R. Options: A. holding that movant nonparty witness is not subjected to undue burden by testifying at trial because the courts interest in having all available information germane to the controversy outweighs the temporary interruption in the movants ongoing substance abuse treatment B. holding that warnings given to a witness by the trial court and the prosecutor concerning the possibility that testifying could place the witness in jeopardy of revocation of his plea agreement and charges of perjury or false statement did not violate the defendants due process rights because the warnings merely corroborated in a straightforward and nonthreatening manner the information given by the witness attorney C. holding that it is not an undue burden for an 88yearold nonparty witness with mobility problems to testify at trial where the party seeking to quash the subpoena provided no affidavit or specific information regarding the manner and extent of the burden D. recognizing relevance of information and that need for this information outweighs the burden to appellants E. holding that in order to state a claim for ineffective assistance of counsel based on the failure to call a witness to testify the claimant must allege 1 the identity of the potential witness 2 that the witness was available to testify at trial 3 the substance of the witnesss testimony and 4 an explanation of how the omission of the testimony prejudiced the case

assistant: The best answer is A. holding that movant nonparty witness is not subjected to undue burden by testifying at trial because the courts interest in having all available information germane to the controversy outweighs the temporary interruption in the movants ongoing substance abuse treatment
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 hereby agrees to employ the Executive, and the Executive agrees to be employed by the Company, as President of Holdings and the Company and, upon such date as determined by the board of directors of Holdings (the “ Board ”) but in no event later than December 31, 2017, the Executive shall be appointed as President and Chief Executive Officer of Holdings and the Company, in each case, on the terms and conditions hereinafter set forth and on such other terms and conditions as the Board may reasonably direct from time to time (to the extent not inconsistent with the specific terms of this Agreement). During the Agreement Term, the Executive shall report to the Board. In addition, the Executive shall hold such other position or positions as may be assigned by the Board to the Executive and shall perform such duties customarily associated with such position(s) and relating to the business and operations of the Company as may from time to time be assigned to the Executive by the Board (to the extent not inconsistent with the specific terms of this Agreement). The period of the Executive’s services under this Agreement shall begin on November 14, 2016 (the “ Effective Date ”) and shall end on the third anniversary of the Effective Date (the “ Agreement Term ”), subject to earlier termination as provided in this Agreement. The Agreement Term shall be automatically extended for successive one-year periods (with the extended term, if any, treated as the new Agreement Term) unless, no later than 180 days prior to the expiration of the Agreement Term, the Company or the Executive provides notice of intent not to so extend the Agreement Term. The Executive’s employment shall terminate upon the expiration of the Agreement Term following such notice by the Company or the Executive as described in the immediately preceding sentence, unless the parties shall agree otherwise in writing. The Executive shall be appointed as a member of the Board and shall serve as a member of the Board during the Agreement Term.

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: The State filed a motion to amend the indictment, which in paragraph 2 quoted the charging language from the indictment with the addition of “by leaving [them] in a room without adult supervision with a candle burning” to the reckless injury to a child count. The trial court’s order granting the motion did not set forth the amended language in full but stated that the indictment was amended “as requested by the State in paragraph number two (2) of its Original Motion to Amend the Indictment.” Cf. Aguilera v. State, 75 S.W.3d 60, 64 (Tex.App.-San Antonio 2002, pet. ref d) (concluding that trial court order, which reproduced language of indictment with amending language included, effectively amended indictment); Valenti v. State, 49 S.W.3d 594, 598 (Tex.App.-Fort Worth 2001, no pet.) (<HOLDING>). The indictment was never physically Options: A. holding that a trial court erred in granting a defendants motion to mitigate where the defendants original sentence was imposed pursuant to a negotiated plea agreement B. holding that a trial court may rescind an order granting defendants motion for new trial within 75dayperiod allowed for ruling on the defendants motion C. holding that the trial court did not err by granting defendants motion for summary judgment D. holding that physical interlineation on trial court order granting states motion to amend that reproduced original language of indictment was effective as amendment E. holding that the trial court erred by granting the defendants motion to dismiss

assistant: The best answer is D. holding that physical interlineation on trial court order granting states motion to amend that reproduced original language of indictment was effective as amendment
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: Executive is hereby employed as Executive Vice President, Chief Financial Officer and Treasurer of the Company. In his capacity as Executive Vice President, Chief Financial Officer and Treasurer, Executive shall have the duties, responsibilities and authority commensurate with such position as shall be assigned to him by the Chief Executive Officer of the Company. In his capacity as Executive Vice President, Chief Financial Officer and Treasurer of the Company, Executive will report directly to the Chief Executive Officer of the Company.

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 legal provision and list the applicable contract clause categories. Provision: The execution, delivery and performance of this Agreement and the issuance of the Shares and Warrant by DPC do not and will not require any consent, approval, authorization or other order of, action by, filing with, or notification to, any governmental authority, except such filings as may be required under applicable federal and state securities laws as a result of the private placement of such securities to the Noteholder contemplated hereby.

assistant: Approvals
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 EXTENT PERMITTED BY APPLICABLE LAW, EACH LOAN PARTY, BY EXECUTION HEREOF, KNOWINGLY, VOLUNTARILY, AND INTENTIONALLY WAIVES ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION BASED ON, OR ARISING OUT OF, UNDER, OR IN CONNECTION WITH THIS ADDENDUM OR ANY COURSE OF CONDUCT, COURSE OF DEALING, STATEMENTS (WHETHER ORAL OR WRITTEN), OR ACTIONS OF ANY PARTY WITH RESPECT HERETO OR THERETO. THIS PROVISION IS A MATERIAL INDUCEMENT TO ADMINISTRATIVE AGENT, LC ISSUER, AND LENDERS TO ENTER INTO AND ACCEPT THIS ADDENDUM.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: which creates the requirement that the. government provide a “full and exact equivalent” in the form of interest. See Olson v. United States, 292 U.S. 246, 254-55 (1934). If the compensation clause of Article III of the Constitution requires payment of interest, it is because that particular clause contains an affirmative requirement for undiminished and timely paid compensation. The Export Clause merely contains a prohibition against government action. The remedy for the prohibition may take various forms; it is not an absolute and affirmative requirement to restore Plaintiffs to their prior position. It is this affirmative requirement that fully waives sovereign immunity under the Just Compensation Clause of the Fifth Amendment and perhaps under Article III. Because t 86) (<HOLDING>); Atlas Corp. v. United States, 895 F.2d 745, Options: A. holding that taxes are not takings unless the government tries to achieve through special taxes what the takings clause of the fifth amendment forbids if done directly B. holding that rights in a government benefits program were not vested property for purposes of the takings clause of the fifth amendment C. holding that temporary deprivations of use are compensable under the takings clause D. holding that no takings claim can arise unless a permit is denied E. holding the takings clause inapplicable to the states of its own force

assistant: The best answer is A. holding that taxes are not takings unless the government tries to achieve through special taxes what the takings clause of the fifth amendment forbids if done directly
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The Borrower has not failed to disclose any material assumptions or liabilities or any other material information with respect to the Budget or the accuracy of such Budget. The Borrower has provided a written affirmation made by an appropriate financial officer of the Borrower to the Commitment Party affirming the reasonableness of each of the assumptions and projections in the Budget.

assistant: Disclosures
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: b ) use the skyscanner services and/or skyscanner platforms for any commercial purpose or in any manner which may cause damage to skyscanner or bring skyscanner into disrepute ;

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: served as its Chief Executive Officer, and sat on its Board of Directors. According to the Fund, Mr. Reynolds actively participated in the day-to-day management of Greystone and made “decisions related to its operations and eventual closure in 2011.” Even accepting the Fund’s assertion that Mr. Reynolds actively managed Grey-stone, an assertion he denies, the Fund cannot show the necessary minimum contacts. The Fund argues that any actions Mr. Reynolds took in his official capacity as an owner and operator of Coleridge and Jelniki are attributable to Coleridge and Jelniki. The record, however, contains no credible allegations Mr. Reynplds routinely acted on behalf of Coleridge and Jelniki when he discharged any of his duties as an officer and director of Greystone. See id. at 943 (<HOLDING>). For example, the Fund asserts in its Options: A. holding that to establish that subsidiary is agent of parent for jurisdictional purposes the parent must exert control that is so pervasive and continual that the subsidiary may be considered an agent or instrumentality of the parent notwithstanding the maintenance of corporate formalities B. holding that under north carolina law a corporate parent cannot be held liable for the acts of its subsidiary unless the corporate structure is a sham C. holding that because the corporate parent and subsidiary defendants before it observed all of the corporate formalities necessary to maintain corporate separateness notwithstanding the parents active involvement in the subsidiaries operations the evidence did not establish that the entities were alter egos of one another D. holding constitutional due process requires that personal jurisdiction cannot be premised on corporate affiliation or stock ownership alone where corporate formalities are substantially observed and the parent does not exercise an usually high degree of control over the subsidiary E. holding that a parent must exercise some control over the subsidiarys activities which does not require that the subsidiary be controlled to an ultimate degree by its parent although something more than mere passive investment by the parent is required the parent must have and exercise control and direction over the affairs of its subsidiary in order for venue to be proper

assistant: The best answer is D. holding constitutional due process requires that personal jurisdiction cannot be premised on corporate affiliation or stock ownership alone where corporate formalities are substantially observed and the parent does not exercise an usually high degree of control over the subsidiary
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement and the other Loan Documents executed and delivered contemporaneously herewith, together with the exhibits attached hereto and thereto, constitute the entire understanding of the parties with respect to the subject matter hereof, and any other prior or contemporaneous agreements, whether written or oral, with respect thereto are expressly superseded hereby. The execution of this Agreement and the other Loan Documents by Borrower, the Bank, and the other Subsidiaries was not based upon any facts or materials provided by Lender, nor was Borrower, the Bank, and the other Subsidiaries induced to execute this Agreement or any other Loan Document by any representation, statement or analysis made by Lender. In the event that the provisions of this Loan Agreement shall conflict with provisions of any of the other Loan Documents, the provisions of this Agreement shall control. This written Loan Agreement represents the final agreement between the parties and may not be contradicted by evidence of prior, contemporaneous, or subsequent oral agreements of the parties. There are no unwritten oral agreements between the parties. For the avoidance of doubt, (i) this Agreement amends, restates and replaces the Amended and Restated Loan Agreement dated September 30, 2016 which in turn amended, restated and replaced the Loan Agreement between the Borrower and the Lender dated May 16, 2016 and (ii) the Second Amended and Restated Pledge and Security Agreement between the Borrower and the Lender dated as of the date hereof amends, restates and replaces that certain Amended and Restated Pledge and Security Agreement between the Borrower and the Lender dated as of September 30, 2016 which in turn amended, restated and replaced the Pledge and Security Agreement between the Borrower and the Lender dated as of May 16, 2016.

assistant: Entire Agreements