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: ¶ 14 Cases in which a search of a seized purse has nevertheless been found justified involve facts that are not present here. Appellant had been compliant when Officer Stewart asked her to stop. She had shown no interest in getting into the purse before Officer Stewart took it, had not resisted Officer Stewart when he took it, and had made no attempt to regain control over it after he took it. There was no testimony that the purse was heavy or that anything about its feel suggested that it contained a weapon. Nor was there any testimony establishing a reason to believe that Appellant had access to any weapons, nor were she and Officer Stewart alone, as both Officer Lilly and Appellant’s mother were present at the scene. See United States v. Flippin, 924 F.2d 163, 166 (9th Cir.1991) (<HOLDING>); Bush v. State, 632 P.2d 764, 765 Options: A. holding that the opening of a makeup bag was justified when a woman had grabbed the bag when the officer turned away had resisted it being taken from her the bag felt heavy her companion had been armed the previous day and the officer and individual were alone B. holding an officers reasonable suspicion that the suspect was armed was sufficient justification for seizure of suspects makeup bag and exigent circumstances justified the subsequent warrantless search of the closed bag C. holding the opening and inventory of a shoulder bag was reasonable despite the possible alternative of securing the bag as a whole D. holding that the owner of a shoulder bag located on the front seat of his girlfriends car had a legitimate expectation of privacy in the bag and its contents E. holding that when fleeing felon tossed a mesh bag weighing four or five pounds toward the officer the officer would have been justified if he fired at that moment out of fear that the bag might knock his firearm out of his hand but that he was not justified in firing after bag hit him and fell to the ground without injuring him and suspect turned and ran

assistant: The best answer is A. holding that the opening of a makeup bag was justified when a woman had grabbed the bag when the officer turned away had resisted it being taken from her the bag felt heavy her companion had been armed the previous day and the officer and individual were alone
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: was not under arrest and elected to say nothing in response. In his closing argument, the prosecutor twice referred to Edwards’ failure to respond to the officer’s statement. The prosecutor pointed out that Edwards neither professed his ignorance about the bulge nor asked the officer what he was talking about when the officer said he noticed a large bulge. The State contends the two statements should not be construed as comments on Edwards’ silence because Edwards had not invoked his right to remain silent but instead, had volunteered information and engaged in conversation with Bishop, the investigating officer. Pre-arrest silence has not been accorded the same federal constitutional protection as post-arrest silence. See Doyle v. Ohio, 426 U. S. 610 (96 SC 2240, 49 LE2d 91) (1976) (<HOLDING>); Jenkins v. Anderson, 447 U. S. 231, 239 (100 Options: A. holding that the government can use prearrest silence for impeachment purposes against a defendant because no government action induced the silence B. holding that the government may comment on a defendants prearrest premiranda silence as well as his postarrest pr emiranda silence C. holding that fresh miranda warnings are necessary after right to silence has been invoked D. holding that it is improper for prosecutor to comment on accuseds postarrest silence E. holding that the government cannot use postarrest silence against a defendant because miranda warnings give implicit assurances that silence will not be used against a person and accordingly it would be fundamentally unfair and a violation of due process to allow a defendants silence to be used to impeach him at trial

assistant: The best answer is E. holding that the government cannot use postarrest silence against a defendant because miranda warnings give implicit assurances that silence will not be used against a person and accordingly it would be fundamentally unfair and a violation of due process to allow a defendants silence to be used to impeach him at 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 otherwise determined by the Committee at the date of grant or thereafter, upon Termination of Service during the applicable deferral period or portion thereof to which forfeiture conditions apply (as provided in the Award Agreement evidencing the Restricted Stock Units), or upon failure to satisfy any other conditions precedent to the delivery of Shares or cash to which such Restricted Stock Units relate, all Restricted Stock Units that are at that time subject to deferral or restriction shall be forfeited; provided , however , that the Committee may provide, by rule or regulation or in any Award Agreement, or may determine in any individual case, that restrictions or forfeiture conditions relating to Restricted Stock Units will be waived in whole or in part in the event of Termination of Service resulting from specified causes, and the Committee may in other cases waive in whole or in part the forfeiture of Restricted Stock Units.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: not, plead an antitrust injury causally linked to Andrx’s alleged anticom-petitive behavior. Andrx Pharm., Inc. v. Friedman, 83 F.Supp.2d 179, 185-87 (D.D.C.2000) (“Court cannot find that Bio-vail can establish that it has suffered ‘antitrust injury.’ ”). On February 2, 2000 Bio-vail moved for reconsideration under FRCP 60(b) and on February 4, 2000 it filed a notice of appeal (No. 00-5050). The district court subsequently denied the motion for reconsideration and Biovail noticed its appeal of that decision (No. 00-5396) on November 3, 2000. This court granted Biovail’s motion to consolidate the appeals. III. Analysis We give de novo review to a Rule 12(b)(6) dismissal. See NRA v. Reno, 216 F.3d 122, 126 (D.C.Cir.2000); see also Amarel v. Connell, 102 F.3d 1494, 1507 (9th Cir.1997) (<HOLDING>). “The complaint should not be dismissed unless Options: A. holding that antitrust standing is question of law reviewed de novo B. holding that whether consent was valid under the fourth amendment is a question of law to be reviewed de novo C. holding that the threshold question of whether to adopt a doctrine is reviewed de novo D. holding the ultimate question of probable cause should be reviewed de novo E. holding question of law applied to undisputed facts reviewed de novo

assistant: The best answer is A. holding that antitrust standing is question of law reviewed de novo
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: in cases where we do not ask for your explicit agreement to a modified version of the terms , the modified version of the terms will become effective as of the date specified in the terms .

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: Buckskin Hunting Club, 868 So.2d at 276 (citation omitted). As stated in the comments to article 456, “[according to well-settled Louisiana jurisprudence, which continues to be relevant, the servitude of public use under this provision is not ‘for the use of the public at large for all purposes’ but merely for purposes that are ‘incidental’ to the navigable character of the stream and its enjoyment as an avenue of commerce.” La. Civ.Code Ann. art. 452 cmt. b (citations omitted). The Second Circuit Court of Appeal noted, in the parallel state proceeding, that fishing on the banks of the Mississippi River does not meet the definition of a navigational use. Walker Lands, 871 So.2d at 1268 n. 6 (citations omitted). We agree. See, e.g., State v. Barras, 602 So.2d 301, 305 (La.Ct.App.1992) (<HOLDING>); Edmiston v. Wood, 566 So.2d 673, 675-76 Options: A. holding that an agents testimony regarding defendants compound statement that he had been out fishing all night but he didnt wish to say any more was not a doyle violation B. holding that the premise underlying the action was that plaintiff was deceived by the words and actions of an employer the subject of the deception was pension benefits but that was only incidental and not essential to the cause of action C. holding that the sale of a painted portrait was incidental to the provision of an artists creative services D. holding that fishing was not incidental to navigation E. holding that the trial court must ensure that the requests are tailored to the specific action and that discovery requests that reflect a mere fishing expedition should not be allowed

assistant: The best answer is D. holding that fishing was not incidental to navigation
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 or communication required or permitted to be given by either Party hereunder shall be deemed sufficiently given if delivered in person, mailed by registered mail or certified mail, return receipt requested, or sent by overnight courier, such as Federal Express, to the other Party at its respective address set forth below or to such other address as one Party shall give notice of to the other from time to time hereunder. Mailed notices shall be deemed to be received on the third (3rd) business day following the date of mailing. Notices sent by overnight courier shall be deemed received the day delivered by the courier (provided it maintains a record tracking the date of delivery). Notices delivered in person shall be deemed received as of the date of delivery.

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 case excerpt and choose the best holding from the options. Case excerpt: is believable; in the event that Debtor in fact intended to assert the higher valuation, given her previously well-established position that the valuation was lower, this isolated statement is unable to establish a deliberate and unambiguous position. Third, Debtor’s statement in the adversary proceeding was not necessarily inconsistent with her position in the bankruptcy because each was in reference to a different time. Had the adversary action gone to trial, Debtor would have had to rely on the value of the Property in December 2007, at the time of the allegedly fraudulent transfer. In the bankruptcy case, the relevant valuation is that in April 2009, at the time of filing the petition. See Neuger v. United States (In re Tenna Corp.), 801 F.2d 819, 820, 823 (6th Cir.1986) (<HOLDING>). Some sixteen months passed between the two Options: A. holding that the date of sale for an installment contract was the date of contract formation not the date of the last payment due B. holding petition date is proper date to value assets for a hypothetical liquidation under 11 usc 547b C. holding that the date of the federal indictment not the date of the state arrest was the triggering date for the speedytrial act D. holding the petition date is the appropriate date to value the collateral when the debtors intend to remain in the home E. holding trial court did not abuse its discretion in finding the date of filing the petition for dissolution as the valuation date for equitable distribution

assistant: The best answer is B. holding petition date is proper date to value assets for a hypothetical liquidation under 11 usc 547b
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 consents, approvals, waivers or amendments pursuant to all contracts, licenses, permits, trademarks and other intangibles in connection with the transactions contemplated herein, or for the continued operation of ACTIVE LAB after the Closing Date on the basis as presently operated shall have been obtained.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Provided that (i) all of the above-referenced Notes are purchased as stated in this Agreement (ii) by August 15, 2017 Seller has received an aggregate purchase price of $920,000 plus accrued interest of 6% per annum, and (iii) the shares referenced in the Share Purchase Agreement dated the date hereof between the Buyer and the Seller have been purchased as set forth in the Share Purchase Agreement, the Seller and the Company shall at that time automatically release each other from any and all claims and liabilities between the two parties.

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 following U.S. Supreme Court case excerpt and classify it into the correct legal issue area. Excerpt: 356 U.S. 269 78 S.Ct. 690 2 L.Ed.2d 751 Gerys DESSALERNOS, Petitioner,v.Joseph SAVORETTI, District Director of the United States Immigration and Naturalization Service, Miami, Florida. No. 287. Argued April 3, 1958. Decided April 14, 1958. Mr. David W. Walters, Miami, Fla., for the petitioner. Mr. Maurice A. Roberts, Washington, D.C., for the respondent. PER CURIAM. 1 It was stipulated by the parties in the District Court that the sole question for decision is whether petitioner is entitled to have his application for suspension of deportation considered under § 244(a)(1) of the Immigration and Nationality Act of 1952 (66 Stat. 163, 214; 8 U.S.C. § 1254(a)(1), 8 U.S.C.A. § 1254(a)(1)). We hold that petitioner is so entitled. The judgment of the Court of Appeals (244 F.2d 178) is therefore vacated and the cause is remanded to the District Court with directions to enter an appropriate judgment declaring that petitioner is entitled to have his application for suspension of deportation considered by the United States Immigration and Naturalization Service under § 244(a)(1). 2 So ordered. 3 Mr. Justice HARLAN, whom Mr. Justice CLARK joins, would dismiss the writ for lack of jurisdiction. In his view the record fails to disclose a justiciable case or controversy because (1) the undisturbed administrative finding that petitioner 'does not meet the requirement that his deportation (would) result in exceptional and extremely unusual hardship to himself,' establishes that petitioner is not entitled to suspension of deportation under either subdivision (a)(1) or (a)(5) of § 244 of the Immigration and Nationality Act of 1952; and (2) the parties' stipulation in the District Court is ineffective to confer jurisdiction on this Court to decide the question sought to be presented. See Swift & Co. v. Hocking Valley R. Co., 243 U.S. 281, 289, 37 S.Ct. 287, 289, 61 L.Ed. 722; Aetna Life Ins. Co. of Hartford, Conn. v. Haworth, 300 U.S. 227, 240 241, 57 S.Ct. 461, 463—464, 81 L.Ed. 617. In holding on this record that subdivision (a)(1) governs petitioner's case the Court has, in his view, rendered what in effect is an advisory opinion. 4 Mr. Justice FRANKFURTER would join Mr. Justice HARLAN if he read the record to be as clear as the latter finds it to be. Being in sufficient doubt about the scope and meaning of the stipulation, he joins the Court's opinion. This leaves open, on the remand, the administrative determination of the issues under § 244(a)(1).

assistant: 2
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: from these decisions is that allegations not necessary to be proved for a conviction — in this case the overt acts — are not admitted by a plea. Any other rule would be inconsistent with the rationale underlying these decisions that “[t]he effect [of a guilty plea] is the same as if [defendant] had been tried before a jury and had been found guilty on evidence covering all of the material facts.” Davis, 452 F.2d at 578. Under the government’s argument, Alvarez-Sanchez’s guilty plea would be given greater effect than Parra Cazares’ conviction of the same offense after a jury trial. Moreover, to attribute to a defendant an admission which was never subject to a plea colloquy under Fed.R.Crim.P. 11 would undermine the rule’s prophylactic purposes. As the Court put it in McCa Cir.1988) (<HOLDING>) with United States v. Silvers, 84 F.3d 1317, Options: A. holding without citation of authority that guilty plea to indictment charging mail fraud scheme involving 135 victims precluded defendant from claiming at sentencing that fewer victims were involved B. holding that the first element of mail fraud knowing participation in a scheme to defraud can extend beyond the specific mailing and that the loss calculation for a mail fraud conviction may include any loss from the fraudulent scheme that the mailing furthered C. recognizing that a mailing must be sufficiently related to the fraudulent scheme to support a charge of mail fraud D. holding clerks action in giving requested mail fraud and contract documents to jury without consulting counsel or judge was error but defendant was not prejudiced because virtually all exhibits were either contract or mail fraud documents E. holding direct misrepresentations were not required for mail fraud conviction

assistant: The best answer is A. holding without citation of authority that guilty plea to indictment charging mail fraud scheme involving 135 victims precluded defendant from claiming at sentencing that fewer victims were involved
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: As of the Closing Date, Schedule 6.19 sets forth all of the respective Subsidiaries of MCRC or MCRLP, and Schedule 6.19 will be updated annually at the time of delivery of the financial statements pursuant to §7.4(a) to reflect any changes.

assistant: Subsidiaries
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: argument that she needs additional discovery. Badger contends she “was not [allowed] to plead her case before the Court.” (Appellant’s Br. at 2.) Badger then makes various discovery requests. {Id. at 2-5.) Badger’s main contention appears to be that she needed additional discovery to respond to MCG Health’s summary judgment motion. MCG Health responds that Badger did not preserve this issue because she raises it for the first time on appeal. As previously stated, we construe pro se pleadings liberally. Boxer X, 437 F.3d at 1110. However, even applying a liberal construction, issues not presented to the district court are waived on appeal. Access Now, Inc. v. Sw. Airlines Co., 385 F.3d 1324, 1331 (11th Cir.2004); see also Tannenbaum v. United States, 148 F.3d 1262, 1263 (11th Cir.1998) (<HOLDING>). Badger does not contend that she presented Options: A. holding that pro se pleadings are to be liberally construed B. holding that issues not raised before a district court are waived on appeal C. holding that pro se pleadings will be liberally construed D. recognizing that we construe pro se complaints liberally E. holding that while pro se complaints are liberally construed issues not raised in the district court are deemed waived

assistant: The best answer is E. holding that while pro se complaints are liberally construed issues not raised in the district court are deemed waived
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 such payments will be made free and clear of, and without deduction or withholding for, any present or future Indemnified Taxes, and in the event any deduction or withholding of Indemnified Taxes is required, Borrower shall comply with the next sentence of this Section 16.1 . If any Indemnified Taxes are so levied or imposed, Borrower agrees to pay the full amount of such Indemnified Taxes and such additional amounts as may be necessary so that every payment of all amounts due under this Agreement, any note, or Loan Document, including any amount paid pursuant to this Section 16.1 after withholding or deduction for or on account of any Indemnified Taxes, will not be less than the amount provided for herein. Borrower will furnish to Agent as promptly as possible after the date the payment of any Indemnified Tax is due pursuant to applicable law, certified copies of tax receipts evidencing such payment by Borrower. Borrower agrees to pay any present or future stamp, value added or documentary taxes or any other excise or property taxes, charges, or similar levies that arise from any payment made hereunder or from the execution, delivery, performance, recordation, or filing of, or otherwise with respect to this Agreement or any other Loan Document.

assistant: Payments
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 documents that form-the basis of a claim. Lum v. Bank of Am., 361 F.3d 217, 222 n. 3 (3d Cir.2004). A district court may also consider an undisputedly authentic document that a defendant attaches as an exhibit to a motion to dismiss if the plaintiffs claims are based on the document. Pension Benefit Guar. Corp. v. White Consol. Indus., 998 F.2d 1192, 1196 (3d Cir.1993). Although a reviewing court now affirmatively disregards a pleading’s legal conclusions, it must still — as we have already emphasized — assume all remaining factual allegations-- to be true, construe those truths in the light most favorable to the plaintiff, and then draw all reasonable inferences from them. Foglia v. Renal Ventures Mgmt., LLC, 754 F.3d 153, 154 n.1 (3d Cir.2014); see also Phillips, 515 F.3d at 231 (<HOLDING>). ■ III. DISCUSSION. A. Claim for Violations of Options: A. holding that courts must construe the complaint liberally in favor of the plaintiff by giving the plaintiff the benefit of all the inferences that can be reasonably drawn from the pleaded facts B. holding that a complaint will not be dismissed unless it appear beyond doubt that the plaintiff can prove no set of facts in support of his claim C. holding that trial court may not consider whether plaintiff will ultimately prevail D. holding that twombly did not undermine the principle that all reasonable inferences are to be drawn in favor of the plaintiff and reaffirming that the facts alleged must be taken as true and a complaint may not be dismissed merely because it appears unlikely that the plaintiff can prove those faets or will ultimately prevail on the merits E. holding that a pro se complaint should not be dismissed unless it appears that the plaintiff can prove no set of facts which would entitle him to relief

assistant: The best answer is D. holding that twombly did not undermine the principle that all reasonable inferences are to be drawn in favor of the plaintiff and reaffirming that the facts alleged must be taken as true and a complaint may not be dismissed merely because it appears unlikely that the plaintiff can prove those faets or will ultimately prevail on the merits
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 provision of this Agreement is intended to be severable. If any provision of this Agreement shall be invalid or unenforceable to any extent or in any application, the remaining provisions of this Agreement shall not be affected thereby and shall continue in effect and application to the fullest extent in accordance with their terms.

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: Upon the occurrence of a Change in Control of the Company, all amounts credited to any and all Stock Bonus Accounts and Discretionary Allocation Accounts of each Participant as of the effective date of such Change in Control shall become immediately 100 percent vested. Notwithstanding anything to the contrary set forth in a Participant’s Annual Distribution Election Form, the Plan, any Annual Enrollment Materials or any Award Materials, upon the occurrence of a Change in Control, the Company will distribute all previously undistributed Plan Accounts to Participants as soon as administratively practicable following the effective date of such Change in Control, but in no event later than 90 days thereafter.

assistant: Change In Control
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 instrument contains the entire agreement of the parties relating to the subject matter hereof, supersedes any and all prior agreements and understanding regarding the subject matter hereof, and may not be waived, changed, modified, extended or discharged orally but only by agreement in writing, consented to in writing by the Company and the Consultant.

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: This Agreement shall become binding when any one or more counterparts hereof, individually or taken together, shall bear the signatures of Consultant and the Company. This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but all of which together shall constitute one and the same instrument.

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

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: you grant vimeo and its affiliates a worldwide , perpetual , irrevocable , non-exclusive , royalty-free license and right to copy , transmit , distribute , publicly perform and display ( through all media now known or hereafter created ) , and make derivative works from your non-video content .

assistant: None
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement, that certain Confidentiality Agreement, dated as of January 2, 2019, by and between Catalent Pharma Solutions, LLC and Leonard Green & Partners, L.P., that certain Stockholders’ Agreement, dated as of the date hereof, by and between the Company and the Purchaser (the “ Stockholders’ Agreement ”) and the Investment Agreement are intended by the parties as a final expression of their agreement, and are intended to be a complete and exclusive statement of the agreement and understanding of the parties hereto in respect of the subject matter contained herein and therein. There are no restrictions, promises, warranties or undertakings, other than those set forth or referred to herein and therein, with respect to the registration rights granted by the Company with respect to Registrable Securities. This Agreement, together with the Investment Agreement and the Stockholders’ Agreement, supersedes all prior agreements and understandings between the parties with respect to such subject matter. Notwithstanding the foregoing, this Agreement shall not supersede the transfer restrictions in the Stockholders’ Agreement.

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: Each Grantor shall, jointly and severally, indemnify the Administrative Agent, the Secured Parties and each related party of any of the foregoing persons (each such person being called an “ Indemnitee ”) against, and hold each Indemnitee harmless from, any and all losses, claims, damages, penalties, incremental taxes, liabilities and related expenses, including the reasonable fees, charges and disbursements of any counsel for any Indemnitee, incurred by or asserted against any Indemnitee arising out of, in connection with, or as a result of the execution of this Security Agreement, or the manufacture, purchase, acceptance, rejection, ownership, delivery, lease, possession, use, operation, condition, sale, return or other disposition of any Collateral (including, without limitation, latent and other defects, whether or not discoverable by the Administrative Agent or the other Secured Parties or any Grantor, and any claim for Patent, Trademark or Copyright infringement); provided that such indemnity shall not, as to any Indemnitee, be available to the extent that such losses, claims, damages, penalties, liabilities or related expenses are determined by a court of competent jurisdiction by final and non-appealable judgment to have resulted from the gross negligence or willful misconduct of such Indemnitee.

assistant: Indemnity
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: case turned not on the type of injuries involved, but'whether those injuries occurred “by accident.” Judge Springmann found that they did and there fore Neal’s common law negligence claims were barred the WCA. But again, in the present case, the determinative issue — and the one on which the parties focus their arguments — is the nature of the Reibers’ alleged injuries and whether'they invoke the WCA in the first place. The Court agrees with the Reibers that they do not. As another district court has explained, “[t]he Act does not bar claims for which the plaintiff does not seek relief for physical injury, disability or impairment.” Neal v. Rock-Tenn Co., 2005 WL 1939955, at *10 (S.D. Ind. Apr. 20, 2005) (citing McCreary v. Libbey-Owens-Ford Co., 132 F.3d 1159, 1166 (7th Cir. 1997) (<HOLDING>)). The Court in Neal concluded that “it is Options: A. recognizing torts of intentional and negligent infliction of emotional distress B. holding that act did not bar intentional infliction of emotional distress claim C. recognizing validity of cause of action for intentional infliction of emotional distress D. holding that a tort claim for intentional infliction of emotional distress is distinct from a claim for emotional distress damages under the employment discrimination statute E. holding that intentional infliction of emotional distress is a personal injury tort

assistant: The best answer is B. holding that act did not bar intentional infliction of emotional distress 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: v. Marchand, 83 S.W.3d 789, 794 (Tex.2002)). A. Waiver Unlike subject-matter jurisdiction, which concerns a court’s jurisdiction to hear a case and cannot be waived, personal jurisdiction concerns a court’s jurisdiction over a particular party and can be waived. Reata Const. Corp. v. City of Dallas, 197 S.W.3d 371, 379 (Tex.2006). A party waives the absence of personal jurisdiction by making a general appearance in the case or by failing to timely object to the court’s jurisdiction. Id. A party enters a general appearance when he (1) invokes the judgment of the court on any question other than the court’s jurisdiction, (2) recognizes by his acts that an action is properly pending, or (3) seeks affirmative action from the court. Exito Elecs. Co. v. Trejo, 142 S.W.3d 302, 304 (Tex.2004) (<HOLDING>). Rule 120a of the Texas Rules of Civil Options: A. holding that defendant does not waive special appearance by engaging in discovery regarding merits of plaintiffs claims B. holding that party waived special appearance C. holding that filing of rule 11 agreement and hearing of jurisdictionrelated discovery dispute did not waive special appearance D. holding that defendant did not waive his special appearance by filing a motion for new trial subject to the special appearance E. holding that defendant did not waive special appearance

assistant: The best answer is C. holding that filing of rule 11 agreement and hearing of jurisdictionrelated discovery dispute did not waive special appearance
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: common to this area of the law, nominative fair use denotes trademark mention. The Ninth Circuit identified three factors in attempting to carve out trademark mention from trademark use. First, the product or service in question must not be readily identifiable without the trademark. Second, the mark may only be used to identify the product or service. And third, the mark user must do nothing to imply “sponsorship or endorsement” by the trademark holder, See New Kids on the Block, 971 F.2d at 308. Courts are conflicted as to whether nominative fair use is an affirmative defense, inappropriate for resolution at the motion to dismiss stage, or a defect of the pleadings. Compare Health Grades, Inc. v. Robert Wood Johnson University Hospital, Inc., 634 F.Supp.2d 1226, 1242 (D.Colo.2009) (<HOLDING>) with Electronic Arts, Inc. v. Textron Inc., Options: A. recognizing nominative fair use as an affirmative defense to trademark infringement B. holding that the nominative fair use factors replace the traditional sleekcraft factors for likelihood of confusion where nominative fair use is at issue C. holding that nominative fair use involves questions of fact whose resolution is inappropriate on a motion to dismiss D. holding that nominative fair use is an affirmative defense to a prima facie case of likelihood of confusion similar to the fair use defense E. recognizing the underlying principles of nominative fair use

assistant: The best answer is C. holding that nominative fair use involves questions of fact whose resolution is inappropriate on a motion to dismiss
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: what a reasonable person in Morgan’s position would have done in these circumstances. ¶ 33. This case is certainly distinguishable from cases this court and the Mississippi Supreme Court have found to fall ■within medical-malpractice statutes and require expert testimony. In Chitty, the plaintiffs claim arose out of what she alleged was an unnecessary biopsy and a fraudulent diagnosis of cancer. Chitty, 16 So.3d at 775-76 (¶ 4). So the rendering of a profession medical services itself was the source of the alleged injury. Id. at 779 (¶ 13). And expert testimony was required to determine whether a reasonable dermatologist would have performed a biopsy. Id. Here, Crosthwait was not undergoing a medical procedure. Cf. Kastler v. Iowa Methodist Hosp., 193 N.W.2d 98, 101-02 (Iowa 1971) (<HOLDING>). ¶ 34. Howell involved a patient’s fall. Options: A. holding that a hospitals giving showers to its patients is not a professional activity B. holding courts have held that hospitals have a duty to protect its patients from the tortious or criminal actions of third parties due to the special relationship between the hospital and the patient C. holding that a hospitals bylaws are an integral part of its contractual relationship with the members of its medical staff D. holding that doctors do not have to accept patients E. holding that upon admission to a hospital the hospitals lien attached to the proceeds of all insurance claims accruing to the patient or his legal representative as a result of the patients hospitalization

assistant: The best answer is A. holding that a hospitals giving showers to its patients is not a professional activity
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: with the majority opinion affirming the order of the superior court dismissing the declaratory action brought by Hudson International, Inc., et. al. I write separately to note that in this case, there exists an unusually close relationship between Fitzgerald' S. Hudson and Hudson International. Furthermore, the trial court in the action filed in District Court, Wilson County, found that the “Southerly” property was within the jurisdiction of the district court to be equitably distributed as marital property; additionally, the trial court found that Fitzgerald Hudson’s actions with respect to “Southerly” evidenced his “calculated intent ... to divest the Plaintiff of her marital property rights” therein. Thus, the decision of Garrison v. Garrison, 90 N.C. App. 670, 369 S.E.2d 628 (1988) (<HOLDING>), controls the outcome of this case. However, Options: A. holding citys plea to the jurisdiction in rule 202 proceeding properly denied because district court had jurisdiction over portion of claim under investigation even if city and governmental agency had exclusive jurisdiction over another portion of claim B. holding that the court had no jurisdiction over an alleged breach of a plea agreement C. holding over D. holding that the superior court had no jurisdiction over the division of marital property when the district court had properly invoked jurisdiction over the property E. holding that court had no supplemental jurisdiction over claim by shareholder for breach of merger agreement that was the subject of the dispute between the merger partners over which the district court had subject matter jurisdiction

assistant: The best answer is D. holding that the superior court had no jurisdiction over the division of marital property when the district court had properly invoked jurisdiction over the property
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: By accepting this Award, Participant expressly warrants that he or she has received an Option under the Plan, and has received, read and understood a description of the Plan. Participant understands that the Plan is discretionary in nature and may be amended, suspended or terminated by the Company at any time.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: have been brought in this Court pursuant to 28 U.S.C. § 1581(c). See 19 U.S.C. § 1516a(a)(2)(B)(iii). According to the Government, because 28 U.S.C. § 1581(c) could have been invoked, and was not a manifestly inadequate means to obtain relief, plaintiffs cannot now invoke residual jurisdiction under § 1581(i). Plaintiffs respond that application of the Reseller Policy is a decision separate from the administrative review, despite the fact that it is reflected in boilerplate in a periodic review determination under 19 U.S.C. § 1675(a). According to plaintiffs, application of the Reseller Policy is a decision which relates to the liquidation instructions, and can be challenged only under 28 U.S.C. § 1581(i). See Consol. Bearings Co. v. United States, 348 F.3d 997, 1002 (Fed.Cir.2003) (<HOLDING>). In this case, plaintiffs cannot bring suit Options: A. holding that a challenge to liquidation instructions falls under 1581i jurisdiction B. holding that a challenge to the proper weight of the evidence is a question of fact outside this courts jurisdiction C. holding that tennessee court exceeded its statutory jurisdiction when it ordered liquidation of assets outside tennessee D. recognizing a challenge to jurisdiction as a viable claim E. holding weintraub rational inapplicable to liquidations because corporation ceases to exist after liquidation order

assistant: The best answer is A. holding that a challenge to liquidation instructions falls under 1581i jurisdiction
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: (a) Upon the occurrence of an Event of Default, all or any one or more of the rights, powers, privileges and other remedies available to Lender against Borrower and any other Loan Party under this Agreement or any of the other Loan Documents executed and delivered by, or applicable to, Borrower and any other Loan Party or at law or in equity may be exercised by Lender at any time and from time to time, whether or not all or any of the Debt shall be declared due and payable, and whether or not Lender shall have commenced any foreclosure proceeding or other action for the enforcement of its rights and remedies under any of the Loan Documents with respect to all or any part of any of the Collateral. Any such actions taken by Lender shall be cumulative and concurrent and may be pursued independently, singularly, successively, together or otherwise, at such time and in such order as Lender may determine in its sole discretion, to the fullest extent permitted by law, without impairing or otherwise affecting the other rights and remedies of Lender permitted by law, equity or contract or as set forth herein or in the other Loan Documents. Without limiting the generality of the foregoing, Borrower and each other Loan Party agrees that if an Event of Default is continuing (i) Lender is not subject to any “one action” or “election of remedies” law or rule, and (ii) all liens and other rights, remedies or privileges provided to Lender shall remain in full force and effect until Lender has exhausted all of its remedies against the Collateral has been foreclosed, sold and/or otherwise realized upon in satisfaction of the Debt or the Debt has been paid in full.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement may be amended by the parties hereto without the consent of any registered holder for the purpose of curing any ambiguity, or of curing, correcting or supplementing any defective provision contained herein or adding or changing any other provisions with respect to matters or questions arising under this Agreement as the parties may deem necessary or desirable and that the parties deem shall not adversely affect the interest of the registered holders. Except as otherwise set forth herein, all other modifications or amendments, including any amendment to increase the Warrant Price, shorten the Exercise Period, Section 3.3 or Section 4.9 herein, shall require the written consent or vote of the registered holders of at least two-thirds of the then outstanding Warrants (including any Warrants held by the Company’s officers and directors or their respective affiliates). Notwithstanding the foregoing, the Company may lower the Warrant Price or extend the duration of the Exercise Period pursuant to Sections 3.1 and 3.2, respectively, without the consent of the registered holders.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: and the intervenors opposed. The court held that, by operation of 1 M.R.S. § 302 (2006), the Mining Ordinance is not applicable to Lane Construction because Lane’s application for mineral extraction was pending before the Planning Board at the time the Town passed the Mining Ordinance. The court issued a permanent injunction against the Town and declared “the conditional use permit granted to the Plaintiff is not subject to the mining ordinance that became effective March 23, 2002.” Only the intervenors appealed. II. DISCUSSION [¶ 6] The only substantive issue raised in this appeal is whether the Washington Mining Ordinance is retroactive and applicable to a permit application that was pending at the time of passage of the Mining Ordinance. By I, 541 A.2d 160, 161, 163-64 (Me.1988) (<HOLDING>). [¶ 7] We look first to the Mining Ordinance Options: A. holding that ordinance which stated it was applicable to all pending proceedings overrode section 302 B. holding it unnecessary to consider vagueness challenge to an ordinance unquestionably applicable to the parties before the court C. holding a continuance of lawyer disciplinary proceedings pending resolution of related criminal proceedings is not constitutionally required D. holding that section 1429 does not divest district court of jurisdiction when deportation proceedings are pending E. holding that statute which became effective after claimants death but prior to the trial of wrongful death case was remedial constitutional and governed pending litigation proceedings that were pending when statute was enacted

assistant: The best answer is A. holding that ordinance which stated it was applicable to all pending proceedings overrode section 302