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: Each of the Lenders hereby irrevocably appoints U.S. Bank to act on its behalf as the Administrative Agent hereunder and under the other Loan Documents and authorizes the Administrative Agent to take such actions on its behalf and to exercise such powers as are delegated to the Administrative Agent by the terms hereof or thereof, together with such actions and powers as are reasonably incidental thereto. Except as set forth in Section 9.6 , the provisions of this Article IX are solely for the benefit of the Administrative Agent and the Lenders, and neither the Borrower nor of its Subsidiaries shall have rights as a third-party beneficiary of any of such provisions. It is understood and agreed that the use of the term “agent” (or any other similar term) herein or in any other Loan Document with reference to the Administrative Agent is not intended to connote any fiduciary or other implied (or express) obligations under agency doctrine of any Applicable Law. Instead, such term is used as a matter of market custom, and is intended to create or reflect only an administrative relationship between contracting parties.

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: facts set forth in the complaint, we may also consider documents attached thereto and incorporated by reference therein, Automated Salvage Transport, Inc. v. Wheelabrator Envtl. Sys., Inc., 155 F.3d 59, 67 (2nd Cir.1998), as well as matters of public record. Pani v. Empire Blue Cross Blue Shield, 152 F.3d 67, 75 (2d Cir.1998). II. Motion to Dismiss Copyright Claim Against Defendants CUNY and Institute Relying on this Court’s earlier determination that the Calandra Institute and CUNY be treated as arms of the State for Eleventh Amendment purposes and on the Supreme Court’s holding that states could not be sued for trademark violations unless they waived their Eleventh Amendment immunity, Florida Prepaid v. College Savings Bank, 527 U.S. 627, 636, 119 S.Ct. 2199, 144 L.Ed.2d 575 (1999) (<HOLDING>), these defendants maintain that they are Options: A. holding that congress may abrogate a states immunity pursuant to its enforcement power under 5 of the fourteenth amendment B. holding that states likewise retain immunity from private suit in their own courts which congress may not abrogate by article i legislation C. holding that congress had no power under article i to abrogate state sovereign immunity D. holding that congress could not abrogate state sovereign immunity pursuant to the patent clause of article i E. holding that in an earlier version of 11 u s c 106 congress had failed to make sufficiently clear its intent to abrogate state sovereign immunity

assistant: The best answer is C. holding that congress had no power under article i to abrogate state sovereign immunity
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 COMPANY NOTE HAS BEEN DELIVERED IN THE STATE OF NEW YORK, AND SHALL BE DEEMED TO BE A CONTRACT MADE UNDER AND GOVERNED BY THE INTERNAL LAWS OF THE STATE OF NEW YORK.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: to consider this evidence in the aggregate, and instead improperly concluded that Shkreli had presented sufficient evidence of only a single instance of persecution — the December 1998 attack — which the IJ deemed insufficient to give rise to a finding of past persecution. We find no error in the IJ’s interpretation of the evidence. As an initial matter, the IJ acknowledged that Shkreli’s description about the persecution his family suffered under Albania’s communist regime is “consistent with the known country conditions and the Court would have no reason to doubt this.” However, Shkreli “cannot rely solely on the persecution of his family members to qualify for asylum.” Akhtar v. Gonzales, 406 F.3d 399, 406 (6th Cir.2005) (quoting Ciorba v. Ashcroft, 323 F.3d 539, 545 (7th Cir.2003)) (<HOLDING>). In the absence of evidence showing “a pattern Options: A. holding that petitioner who was not politically active could not establish a wellfounded fear of persecution on the basis of the politically motivated murder of his father B. holding that absent a pattern of persecution linked to the applicant persecution of family members is insufficient to demonstrate a wellfounded fear of persecution C. holding that such a report provided substantial evidence to support the conclusion that petitioner failed to demonstrate a wellfounded fear of future persecution D. holding that even a ten percent chance of persecution may establish a wellfounded fear E. holding that a wellfounded fear requires petitioner to show more than a generalized or random possibility of persecution

assistant: The best answer is A. holding that petitioner who was not politically active could not establish a wellfounded fear of persecution on the basis of the politically motivated murder of his father
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: That case dealt with whether the deletion of certain details before disclosure was proper under the PDA’s “unreasonable invasion of personal privacy” exception, former ROW 42.17.260(1) (1975); it too does not alter our analysis here. 14 The Washington PDA closely parallels FOIA, and when construing similar provisions, judicial interpretations of that act are helpful in construing the PDA. Hearst Corp., 90 Wn.2d at 128. See also Dawson, 120 Wn.2d at 791. The Newspapers argue that, because the provisions of FOIA and the PDA do not differ as to the proposition that disclosure to some is the equivalent of disclosure to all, FOIA cases are helpful. But in fact, neither the PDA nor FOIA contains such a provision. 15 See, e.g. Naturalization Serv., 721 F. Supp. 552, 569 (S.D.N.Y. 1989) (<HOLDING>); Cooper v. Internal Revenue Serv., 450 F. Options: A. holding that agency could not claim national security disclosure exemption where documents already released to the press B. holding that documents concerning how to respond to ongoing inquiries from the press and congress about the entry of a government witness and mexican national into the united states fell under the deliberative process privilege C. holding an agency need not demonstrate that all responsive documents were found and that no other relevant documents could possibly exist D. holding that unauthorized disclosure of documents does not constitute a waiver of the applicable foia exemption E. holding the governments prior disclosure of requested information could not waive individuals privacy interests under exemption 6 and collecting cases involving exemption 7c

assistant: The best answer is A. holding that agency could not claim national security disclosure exemption where documents already released to the press
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: EACH BORROWER AND LENDER HEREBY IRREVOCABLY WAIVES ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY LEGAL ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THE FINANCING DOCUMENTS OR THE TRANSACTIONS CONTEMPLATED THEREBY AND AGREES THAT ANY SUCH ACTION OR PROCEEDING SHALL BE TRIED BEFORE A COURT AND NOT BEFORE A JURY. EACH BORROWER AND LENDER ACKNOWLEDGES THAT THIS WAIVER IS A MATERIAL INDUCEMENT TO ENTER INTO A BUSINESS RELATIONSHIP, THAT EACH HAS RELIED ON THE WAIVER IN ENTERING INTO THIS AGREEMENT AND THE OTHER FINANCING DOCUMENTS, AND THAT EACH WILL CONTINUE TO RELY ON THIS WAIVER IN THEIR RELATED FUTURE DEALINGS. EACH BORROWER AND LENDER WARRANTS AND REPRESENTS THAT IT HAS HAD THE OPPORTUNITY OF REVIEWING THIS JURY WAIVER WITH LEGAL COUNSEL, AND THAT IT KNOWINGLY AND VOLUNTARILY WAIVES ITS JURY TRIAL RIGHTS.

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 legal provision and list the applicable contract clause categories. Provision: Each TRA Holder shall (i) furnish to the Parent Corporation in a timely manner such information, documents and other materials as the Parent Corporation may reasonably request for purposes of making any determination or computation necessary or appropriate under this Agreement, preparing any Tax Return or contesting or defending any Tax Proceeding (for the avoidance of doubt, excluding any information, documents or materials relating to the owners of a TRA Holder), (ii) make itself available to the Parent Corporation and its representatives to provide explanations of the documents and materials and such other information as the Parent Corporation or its representatives may reasonably request in connection with any of the matters described in clause (i) above, and (iii) reasonably cooperate in connection with any such matter.

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 legal provision and list the applicable contract clause categories. Provision: This Agreement contains all the understandings between the parties hereto pertaining to the matters referred to herein, and supersedes any other undertakings and agreements (other than any stock option, restricted stock unit agreement, or restricted stock agreement between Executive and the Company), whether oral or in writing, previously entered into by them with respect thereto. Executive represents that, in executing this Agreement, he does not rely and has not relied upon any representation or statement made by the Company not set forth herein with regard to the subject matter or effect of this Agreement or otherwise.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Employee’s title shall be Chief Executive Officer of Altair Nanotechnologies, Inc. Employee’s duties shall include such duties as are specifically assigned or delegated to Employee by the Board of Directors of any Consolidated Company (any such Board of Directors, the “Board”) and such other duties as are typically performed by an employee with the same position as Employee. Employee acknowledges that, subject to Section 6.3(c), the Board may change, increase or decrease Employee’s title, position and/or duties from time to time its discretion and may appoint Employee as employee of another Consolidated Company, which employment is governed by this Agreement. Employee shall diligently execute his duties and shall devote his full time, skills and efforts to such duties during ordinary working hours. Employee shall faithfully adhere to, execute and fulfill all lawful policies established from time to time by the Consolidated Companies.

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 case excerpt and choose the best holding from the options. Case excerpt: satisfy the duly of fair representation implied by the National Labor Relations Act, 29 U.S.C. § 151 et seq. 7 . The relevant portion of Section 160(b) with which the Cannon court was concerned stated as follows: “No complaint shall issue based upon any unfair labor practice occurring more than six months prior to the filing of the charge with the Board and the service of a copy thereof upon the person against whom such charge is made ...” See 832 F.2d at 304 n. 2 (emphasis supplied). 8 . See Winkels v. George A. Hormel & Co., 874 F.2d 567, 569 (8th Cir.1989) (disagreeing with Cannon majority and ruling that there is no requirement that federal procedural rules be imposed when a hybrid case is initiated in state court); Gorwin v. Local 282, I.B.T., 838 F.Supp. 116, 123 (S.D.N.Y.1993) (<HOLDING>); Juliano v. Stroehmann Bakeries, Inc., 734 Options: A. holding that outofstate defendants transmittal into new york of ceaseanddesist letter to new york plaintiff for purported trademark infringement was insufficient to create jurisdiction over defendant in a new york declaratory judgment action B. holding that while the fourteenth amendment is directed against state action and not private action the state action requirement is met in a civil action where state law is applied whether by statute or common law C. holding venue proper where proper when the action was commenced D. recognizing forum selection clause providing that no such claim shall be commenced prosecuted or continued in any forum other than the courts of the state of new york located in the city and county of new york or in the united states district court for the southern district of new york as clear and unambiguous expression of parties selection of exclusive forum in affirming district courts dismissal of action commenced in united states district court for the district of new jersey E. holding that plaintiffs hybrid 301fair representation action was not time barred where plaintiff commenced timely action in state court under new york civil rules

assistant: The best answer is E. holding that plaintiffs hybrid 301fair representation action was not time barred where plaintiff commenced timely action in state court under new york civil rules
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: same alleged violation of the federal fair debt law. Under the PUTPCPL, those who violate both the FDCPA and the PUTPCPL shall not incur cumulative penalties. See 73 P.S. § 2270.5(c). Defendants argue that the Pennsylvania legislature intended to preclude claimants from receiving a windfall by twice prosecuting the same defendant for the same conduct. Therefore, plaintiffs must choose between prosecuting their claims under the state or federal law. Defendants also argue that the proposed class cannot proceed under the PUTPCPL without individual evidence of actual damages by each proposed class member. According to the defendants, the Pennsylvania Supreme Court limited recovery under the UTPCPL to actual damages. See Weinberg v. Sun Company, Inc., 565 Pa. 612, 777 A.2d 442, 446 (2001) (<HOLDING>). Because plaintiffs have failed to allege Options: A. holding that restitution is proper under 2259 only to the extent the defendants offense proximately caused a victims losses B. holding that an award of restitution is only for the loss caused by the specific conduct that is the basis of the offense of conviction C. holding that statutory damages are unavailable under the utpcpl in the absence of an ascertainable loss of money or property proximately caused by the defendants prohibited conduct D. holding that a plaintiff can seek statutory damages even in the absence of actual damages E. holding that the loss of a contract failed to constitute ascertainable loss under cutpa

assistant: The best answer is C. holding that statutory damages are unavailable under the utpcpl in the absence of an ascertainable loss of money or property proximately caused by the defendants prohibited conduct
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement (together with all documents and instruments referred to herein) constitutes the entire agreement, and supersedes all other prior agreements and undertakings, both written and oral, among the parties with respect to the subject matter hereof, including any prior employment or management continuity agreement under which the Executive hereby agrees to waive all rights and which is hereby terminated.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: No broker, finder or other intermediary has brought about the obtaining, making or closing of the transactions contemplated by the Financing Documents, and Borrower does not currently have, nor will have any obligation to any Person in respect of any finder's or brokerage fees, commissions or other expenses in connection herewith or therewith.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: which would affect the purchase price. II. RULINGS OF LAW A. Applicable Law The Takings Clause of the Fifth Amendment prohibits the government from taking private property for public use without just compensation. Palazzolo v. Rhode Island, 533 U.S. 606, 121 S.Ct. 2448, 150 L.Ed.2d 592 (2001). Even a minimal “permanent physical occupation of real property” requires compensation under the Clause. Id. (citing Loretto v. Teleprompter Manhattan CATV Corp., 458 U.S. 419, 427, 102 S.Ct. 3164, 73 L.Ed.2d 868 (1982)). The Takings Clause requires that just compensation be paid “to put the owner of condemned property ‘in as good a position pecuniarily as if his property had not been taken.’ ” United States v. 564.54 Acres of Land, 441 U.S. 506, 510, 99 S Land, 780 F.Supp. 82, 85 (D.R.I.1991) (<HOLDING>). But cf. Southern Natural Gas Co. v. Land, Options: A. holding that a defendants sentence is controlled by the law in effect at the time he committed the offense B. holding that state law controlled damage issues C. holding that possession of listed chemical with intent to manufacture controlled substance is controlled substance offense D. holding that mens rea required for possession of a controlled substance is knowledge that defendant possessed a controlled substance E. holding that tort law and the law of punitive damages are not controlled by the contract choice of law provision

assistant: The best answer is B. holding that state law controlled damage issues
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: Workers v. Hechler, 481 U.S. 851, 855, 107 S.Ct. 2161, 95 L.Ed.2d 791 (1987); Complete Auto Transit, Inc. v. Reis, 451 U.S. 401, 405, 101 S.Ct. 1836, 68 L.Ed.2d 248 (1981); Local 334, 452 U.S. at 627, 101 S.Ct. 2546; Int’l Union, United Auto., Aerospace & Agric. Implement Workers v. Hoosier Cardinal Corp., 383 U.S. 696, 701, 86 S.Ct. 1107, 16 L.Ed.2d 192 (1966). At the same time the Court has admonished federal courts not to engage in a “freewheeling inquiry” into what might be the most desirable rule irrespective of congressional pronouncements. Reis, 451 U.S. at 406, 101 S.Ct. 1836 (quotation omitted). Here, there is no dispute that the SEIU constitution is a “contract between labor organizations,” within the bailiwick of federal courts. See Local 334, 452 U.S. at 623, 101 S.Ct. 2546 (<HOLDING>). The SEIU constitution is an agreement between Options: A. holding that labor union membership fell outside commerce B. holding that union constitutions are contracts between labor organizations within section 301a C. recognizing that union members interests are adequately represented by the union D. holding that at will contracts of employment are subject to tortious interference with contracts claims E. holding section 301a jurisdiction existed in a dispute between an international and a local union which arose under the union constitution and affirming a preliminary injunction against the suspended board members of the local

assistant: The best answer is B. holding that union constitutions are contracts between labor organizations within section 301a
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 covenants, agreements, representations and warranties made by the Loan Parties in the Loan Documents and in the certificates or other instruments delivered in connection with or pursuant to this Agreement or any other Loan Document shall be considered to have been relied upon by the other parties hereto and shall survive the execution and delivery of the Loan Documents and the making of any Loans and issuance of any Letters of Credit, regardless of any investigation made by any such other party or on its behalf and notwithstanding that the Administrative Agent, any Issuing Bank or any Lender may have had notice or knowledge of any Default or incorrect representation or warranty at the time any credit is extended hereunder, and shall continue in full force and effect as long as the principal of or any accrued interest on any Loan or any fee or any other amount payable under this Agreement is outstanding and unpaid or any Letter of Credit is outstanding and so long as the Commitments have not expired or terminated in full. The provisions of Sections 2.14, 2.16, 2.17 and 10.03 and Article VIII shall survive and remain in full force and effect regardless of the consummation of the transactions contemplated hereby, the repayment of the Loans, the expiration or termination of the Letters of Credit and the Commitments or the termination of this Agreement or any provision hereof.

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: that portion of the use which is in accordance with the permit, or may refuse issuance of a license and void the permit.” I.C. § 42-219(8). In considering at which stage in the licensing process an applicant obtains a vested right in water, this Court has held that an “applicant gains but an inchoate right upon filing of the application which may ripen into a vested interest following proper statutory adherence.” In re Hidden Springs Trout Ranch, Inc., 102 Idaho 623, 625, 636 P.2d 745, 747 (1981) (emphasis added). However, previous Idaho cases have not addressed the precise meaning behind “proper statutory adherence.” The case law is clear that an applicant does not obtain a vested right at the point where an application is filed or the point where a permit is obtained. See, e.g., id. (<HOLDING>); A & B Irrigation Dist. v. Aberdeen-American Options: A. holding that plaintiffs may have a property interest in vested contractual rights B. holding that there is no vested interest upon initiating the statutory appropriation process by filing an application C. holding that plaintiffs had no vested interest in former interpretation of state law D. holding statutory amendment was not impermissibly retroactive because plaintiff did not have sufficiently vested legal right under prior statutory language E. holding that there is no due process right to appellate review

assistant: The best answer is B. holding that there is no vested interest upon initiating the statutory appropriation process by filing an application
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Subject to the powers of the Compensation Committee specified herein, the Plan Administrator shall administer this Nonqualified Plan I in accordance with its terms and shall have all powers necessary to carry out the provisions of such Plan. The Plan Administrator shall have the power and discretion to interpret the provisions of this Nonqualified Plan I, and to determine all questions arising in the administration, interpretation and application of such Plan. Any such determination by the Plan Administrator shall be conclusive and binding on all persons. The Plan Administrator may adopt such policies and procedures, correct any defects, supply any information, or reconcile any inconsistency in such manner and to such extent as he or she deems necessary or desirable to carry out the purposes of this Nonqualified Plan I; provided, however, that any policies, procedures, determinations or interpretations shall be done in a nondiscriminatory manner based upon uniform policies consistently applied to all persons in similar circumstances.

assistant: Powers
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: benefits under the contract. However, attorney for Gelfman, Inc. marked "NO” in the margin next to this comment, indicating that Gelfman, Inc. did not agree to this suggestion. Id. The suggestion that Dmitri would perform under the contract does not indicate that Dmitri did, in fact, receive benefits under the contract. 9 . Plaintiffs argue that the arbitration clause is inapplicable here, because many of defendants' actions occurred after the expiration of the contract. A party's obligation under an arbitration clause survives the expiration of an agreement w d Cir.1998) ("any dispute, controversy or claim arising under or in connection with [the agreement]” was a broad arbitration clause); Lewis Tree Serv., Inc. v. Lucent Techs., Inc., 239 F.Supp.2d 332, 335-36 (S.D.N.Y.2002) (<HOLDING>). In the interest of giving effect to the Options: A. holding that the language of the arbitration clause any controversy or claim arising out of was broad enough to encompass the plaintiffs claim alleging fraud in the inducement of the contract B. holding that a clause covering any controversy or claim related directly or indirectly to this agreement was a broad arbitration clause C. holding that a forum selection clause encompassing any case or controversy arising under or in connection with this agreement included all causes of action arising directly or indirectly from the business relationship evidenced by the contract D. holding that a clause requiring arbitration of any controversy or claim that shall arise out of this agreement or the breach thereof was sufficiently broad to cover a 1934 securities act claim involving fraudulent misrepresentation E. holding that claims of breach of fiduciary duty negligence and fraud were subject to arbitration in light of broad arbitration clause which called for arbitration of any controversy arising out of or relating to this agreement breach thereof or any aecounts

assistant: The best answer is B. holding that a clause covering any controversy or claim related directly or indirectly to this agreement was a broad arbitration clause
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: implied by silence or failure to act after the nonbreaching partners learn of the breach”). A rule that acquiescence, waiver, or ratification is sufficient would be consistent with analogous rules governing corporate opportunities. See, e.g., Impala Platinum, Ltd. v. Impala Sales (USA), 283 Md. 296, 324, 389 A.2d 887 (1978) (fiduciary duty is "to make full disclosure of all known information”); Maryland Metals v. Metzner, 282 Md. 31, 46-47, 382 A.2d 564 (1978) (shareholder may pursue corporate opportunity when corporation makes clear its lack of interest or abandons previously expressed interest). Contrary to the Partnership's contention, we have not resolved this question in the partnership opportunity context. See Dixon v. Trinity Joint Venture, 49 Md.App. 379, 431 A.2d 1364 (1981) (<HOLDING>). 11 . See, e.g., Thomas v. Schmelzer, 118 Options: A. holding that under the texas uniform partnership act the government was entitled to collect the tax liability indisputably a partnership debt from any one of the general partners B. holding that when former partners continued business in same place with same name and continued use of trademarks and brands in canning business after dissolution of partnership goodwill existed separate and apart from individual partners C. holding that general partners must notify limited partners of partnership opportunity to purchase adjacent property but not addressing whether 9404 requires affirmative consent of partners after such notice D. holding that partners may not agree to eliminate the fiduciary character of their relationship E. holding that under california law partners are personally liable for the debts and liabilities of the partnership including its tax liability

assistant: The best answer is C. holding that general partners must notify limited partners of partnership opportunity to purchase adjacent property but not addressing whether 9404 requires affirmative consent of partners after such notice
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: Without limiting the foregoing, Landlord shall have the right (but not the obligation) to do any of the following upon an Event of Default: (a) sue for the specific performance of any covenant of Tenant as to which it is in breach; (b) enter upon any portion of the Premises, terminate this Lease, dispossess Tenant from the Premises through appropriate legal procedures and/or collect money damages by reason of Tenant’s breach, including the acceleration of all Rent which would have accrued after such termination and all obligations and liabilities of Tenant under this Lease which survive the termination of the Term; (c) elect to leave this Lease in place and sue for Rent and other money damages as the same come due; and (d) (before or after repossession of the Premises pursuant to clause (b) above and whether or not this Lease has been terminated) relet any portion of the Premises to such Tenant(s), for such term(s) (which may be greater or less than the remaining balance of the Term), rent, conditions (which may include concessions or free rent) and uses as it may determine in its sole discretion and collect and receive any rents payable by reason of such reletting.

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 case excerpt and choose the best holding from the options. Case excerpt: on the part of plaintiffs attorney is insufficient to justify application of an equitable toll.”). Attorney neglect falls within the “garden variety claims of excusable neglect” to which equitable tolling does not apply. Irwin, 498 U.S. at 96, 111 S.Ct. 453 (refusing to apply equitable tolling where plaintiff failed to file a timely claim because plaintiffs lawyer was out of his office when the EEOC notice was received). Likewise, to the extent that this miscommunication may have resulted from Plaintiffs neglect, the same principle applies; Plaintiffs actions amounted to no more than excusable neglect undeserving of equitable tolling. See McClendon v. Bronx Cnty. Dist. Attorneys Office, No. 09 Civ. 03632(WGY), 764 F.Supp.2d 626, 631, 2011 WL 507090, at *5 (S.D.N.Y. Feb. 3, 2011) (<HOLDING>). Finally, Plaintiff points to the “mere six Options: A. holding that a letter clearly threatened litigation when it purported to be from an attorney and declared that we have the legal right to file a lawsuit B. holding that defendants failure to disclose sublease did not cause breachofcontract damages because plaintiffs deal fell through for reasons independent of failure to notify plaintiff C. holding that plaintiffs failure to notify attorney of receipt of right to sue letter and failure to confirm that the attorney had received the letter did not warrant the application of equitable tolling D. holding attorney lacked standing to challenge amount of attorney fees awarded plaintiffs not parties to the appeal E. holding that a corporate plaintiffs claims must be dismissed on the ground of failure of any attorney to appear for the corporation

assistant: The best answer is C. holding that plaintiffs failure to notify attorney of receipt of right to sue letter and failure to confirm that the attorney had received the letter did not warrant the application of equitable tolling
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: claim and argued that his constitutional right to due process and fundamental fairness was violated because the sentence he received was different, and more onerous, than the sentence he bargained for with the State. We explained that the defendant’s argument was rooted in the United States Supreme Court’s decision in Santobello v. New York, 404 U.S. 257, 262, 30 L. Ed. 2d 427, 433, 92 S. Ct. 495, 499 (1971), where the Supreme Court held that the defendant’s due process right was violated when the State promised to refrain from making a sentencing recommendation at the defendant’s trial as part of the plea agreement and then failed to honor that promise. Whitfield, 217 Ill. 2d at 185. Citing approvingly to Santobello, and our decision in People v. Evans, 174 Ill. 2d 320, 326-27 (1996) (<HOLDING>), we declared that a defendant has a due Options: A. recognizing ambiguous terms of plea agreement are construed against government B. holding that both the state and the defendant are bound to the terms of a plea agreement under santobello C. holding federal court is not bound by terms of plea agreement between defendant and state authorities D. holding that a federal habeas court may grant specific performance of a plea agreement in the face of evidence that the state has breached the terms of such an agreement E. holding that when a court accepts a fixed plea agreement it is bound by the agreements terms

assistant: The best answer is B. holding that both the state and the defendant are bound to the terms of a plea agreement under santobello
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: to develop a workable standard and resolve each dispute. The statutory privilege is not a legal defense to a discovery dispute, but the rationale of the privilege provides an important perspective in gaining a full understanding of the privacy interest at stake. The competing fundamental interest at stake in this case is derived from constitutional protections provided to an accused to confront witnesses in a criminal trial and to be given a fair trial. A defendant in a criminal case not only has a right to confront witnesses with effective cross-examination, but due process and the right to a fair trial also demand an accused be given a full and fair opportunity to present a claim of self-defense. See Davis v. Alaska, 415 U.S. 308, 315, 94 S.Ct. 1105, 1110, 39 L.Ed.2d 347, 353 (1974) (<HOLDING>); see also Chambers v. Mississippi, 410 U.S. Options: A. holding that the constitutional right to crossexamination must be satisfied first before the court can exercise its discretion in limiting the scope or extent of crossexamination B. recognizing defendants right to due process includes the right to present a defense by crossexamining witnesses C. holding that a district court in its discretion may limit crossexamination in order to preclude repetitive questioning upon determining that a particular subject has been exhausted even during the trial phase when defendants actually have a constitutional right to confront witnesses and more extensive due process rights than they have at sentencing D. recognizing defendants right to confront witnesses with adequate crossexamination E. recognizing that criminal defendants right to testify is subject to crossexamination

assistant: The best answer is D. recognizing defendants right to confront witnesses with adequate crossexamination
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 Valentine’s position is “I did not give the cocaine to Shivers, nor did I know that there was cocaine in the car,” “[t]he existence of antagonistic defenses does not require severance unless the defenses are actually irreconcilable.” Id. at 402. Put simply, mere hostility between defendants or one defendant’s attempt “to save himself at the expense of another” codefendant is not a sufficient ground to require severance. United States v. Boyd, 610 F.2d 521, 526 (8th Cir.1979), cert. denied, 444 U.S. 1089,100 S.Ct. 1052, 62 L.Ed.2d 777 (1980). Accordingly, Shivers has failed to show that he suffered any prejudice, much less the clear prejudice required by Johnson, as a result of the denial of his severance motion. See also United States v. Mason, 982 F.2d 325, 328 (8th Cir.1993) (<HOLDING>). As in Mason, here the evidence against both Options: A. holding that trial courts witness interrogation did not cause defendant prejudice when there was already overwhelming evidence showing defendants guilt B. holding a car was broken into or entered when defendant reached in through the open window of a car C. holding that prejudice was not shown where there was overwhelming evidence of guilt D. holding that accelerating a car so that it threw gravel on police car was enough to satisfy exhibition of speed violation E. holding defenses not antagonistic where one defendant claimed he did not know of cocaines presence in car until codefendant threw it out of car window and there was overwhelming evidence of each defendants guilt such that a conviction would have been obtained in a separate trial

assistant: The best answer is E. holding defenses not antagonistic where one defendant claimed he did not know of cocaines presence in car until codefendant threw it out of car window and there was overwhelming evidence of each defendants guilt such that a conviction would have been obtained in a separate trial
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Except as set forth in “10V” of Exhibit “B” attached hereto, DMI has not purchased, acquired, or leased any property or services from, or sold, transferred, or leased any property or services to, or loaned or advanced any money to, or borrowed any money from, or entered into or been subject to any management, consulting, or similar agreement with, or engaged in any other significant transaction with any officer, director or stockholder of DMI or any of their respective affiliates. Except as set forth in Section “10V” of Exhibit “B”, no officer, director, or stockholder of DMI and none of their respective affiliates is indebted to DMI for money borrowed or other loans or advances, and DMI is not indebted to any such affiliate.

assistant: Transactions With Affiliates
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: cert. denied, 474 U.S. 909, 106 S.Ct. 279, 88 L.Ed.2d 244 (1985). The district court did not err in analogizing this case to Puritan Fashions. For these reasons, we cannot say that the district court abused its discretion in granting the stay. The judgment of the district court is AFFIRMED. 1 . Moses H. Cone Memorial Hospital v. Mercury Construction Corp., 460 U.S. 1, 103 S.Ct. 927, 74 L.Ed.2d 765 (1983). 2 . Colorado River Water Conservation District v. United States, 424 U.S. 800, 96 S.Ct. 1236, 47 L.Ed.2d 483 (1976). 3 . There has been conflict among the cases in this circuit concerning whether the Colorado River/Moses Cone factors should apply to a declaratory judgment action. See generally, Mission Insurance Co. v. Puritan Fashions, Corp., 706 F.2d 599, 601 n. 1 (5th Cir.1983) (<HOLDING>); Evans-ton Insurance Co. v. Jimco, Inc., 844 Options: A. holding that the exceptional circumstances test does not apply to declaratory judgment actions B. holding that colorado river ab stention is inapplicable to actions requesting declaratory relief C. holding that colorado river abstention test is inapplicable where the declaratory judgment act is involved D. holding that moses conecolorado river factors do not apply to declaratory judgment actions E. holding that the case or controversy requirement applies with equal force to actions for declaratory judgment

assistant: The best answer is D. holding that moses conecolorado river factors do not apply to declaratory judgment actions
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: industry; i.e., the employers, the Union, and the employees. rv Many states have denied real-estate exemptions to schools that do not provide traditional types of education and that primarily benefit a particular occupation, profession, or group rather than the public. See, e.g., Alcoser v. County of San Diego, 111 Cal.App.3d 907, 169 Cal.Rptr. 91, 92-93 (1980) (denying exemption to construction trade school because Gymnastics & Performing Arts Educ. Found., Inc. v. City of Rutland, 143 Vt. 294, 465 A.2d 1363, 1365 (1983) (denying exemption to nonprofit school for gymnastics and performing arts because it provided “an essentially private benefit to a limited class of persons”); Engineers and Scientists of Milwaukee, Inc. v. City of Milwaukee, 38 Wis.2d 550, 157 N.W.2d 572, 578 (1968) (<HOLDING>). Other states have adopted an intermediate Options: A. holding that plaintiffs may have a property interest in real property B. holding property for continuing education and professional advancement of engineers and scientists was not within legislatures intent when it exempted property for educational associations C. holding that the debtor could retain exempt property because it was not property of the estate D. holding lease of property was a commercial transaction where the property was for commercial ranching but a residence was maintained on the property E. holding that property manager not a professional when management authority had not been delegated to it

assistant: The best answer is B. holding property for continuing education and professional advancement of engineers and scientists was not within legislatures intent when it exempted property for educational associations
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 and its Subsidiaries have complied with all applicable statutes, rules, regulations, orders and restrictions of any domestic or foreign government or any instrumentality or agency thereof having jurisdiction over the conduct of their respective businesses or the ownership of their respective Property except for any failure to comply with any of the foregoing which could not reasonably be expected to have a Material Adverse Effect.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: a civilized community.’” Fleming v. Hymes-Esposito, 2013 WL 1285431, at *9 (S.D.N.Y. Mar. 29, 2013) (quoting Murphy v. Am. Home Prods. Corp., 58 N.Y.2d 293, 461 N.Y.S.2d 232, 448 N.E.2d 86, 90 (1983)). Indeed, courts in New York have disallowed IIED claims based on findings that various types of conduct, although highly anti-social and offensive, do not rise to the level of extremity and outrageousness required to plead an IIED claim. See, e.g., Anderson v. Abodeen, 29 A.D.3d 431, 816 N.Y.S.2d 415, 432 (2006) (plaintiffs allegations that his supervisor “displayed .., nude photos [of plaintiff]” in the workplace “does not show conduct sufficiently outrageous to support a claim of intentional infliction of emotional distress”); Seltzer v. Bayer, 272 A.D.2d 263, 709 N.Y.S.2d 21, 23 (2000) (<HOLDING>). Nevertheless, the Court finds that Plaintiffs Options: A. holding that dumping a pile of cement on neighbors sidewalk tossing lighted cigarettes into his backyard throwing eggs on his front steps and threatening once to paint a swastika on his house do not rise to the level of outrageousness or the kind of deliberate and malicious campaign of harassment or intimidation required to state an iied claim B. holding that a habeas petitioner was not entitled to relief from a state courts determination that he had forfeited his right to counsel by physically assaulting his attorney and threatening to put a contract on his attorneys life C. holding that defendant forfeited his right to counsel by verbally abusing and threatening to harm his attorney threatening to sue his attorney on four different occasions and attempting to persuade his attorney to engage in unethical conduct D. holding that the appellant waived his claim on appeal because he failed to address that claim in either his application for a coa or his brief on appeal E. holding that because plaintiffs iied claim is based on the facts that support plaintiffs malicious prosecution claim plaintiffs iied claim did not accrue until the charges against them were dismissed

assistant: The best answer is A. holding that dumping a pile of cement on neighbors sidewalk tossing lighted cigarettes into his backyard throwing eggs on his front steps and threatening once to paint a swastika on his house do not rise to the level of outrageousness or the kind of deliberate and malicious campaign of harassment or intimidation required to state an iied claim
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Administrative Agent shall have received from the Lenders, the Parent, the Borrower and each Guarantor, counterparts (in such number as may be requested by Administrative Agent) of this Fifteenth Amendment signed on behalf of such Persons.

assistant: Counterparts