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: This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, and all such counterparts shall together constitute one and the same Agreement. Any counterpart may be executed by facsimile or other electronic transmission, and such facsimile or other electronic transmission shall be deemed an original.

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 legal provision and list the applicable contract clause categories. Provision: None of the written reports or financial statements furnished by or on behalf of any Loan Party to the Administrative Agent or any Lender in connection with the negotiation of this Agreement or any other Loan Document or delivered hereunder or thereunder on or prior to the Effective Date (as modified or supplemented by other information so furnished) contains any material misstatement of fact or omits to state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, in each case, as of the date the same was so furnished or filed; provided that, with respect to projected financial information, Holdings represents only that such information was prepared in good faith based upon assumptions believed to be reasonable by Holdings at the time (it being recognized that projections are not to be viewed as facts and that actual results during the period or periods covered by any such projections may differ from the projected results, and such differences may be material).

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

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: evernote does not warrant that ( i ) the service will meet all of your requirements ; ( ii ) the service will be uninterrupted , timely , secure or error-free ; or ( iii ) all errors in the software or service will be corrected .

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: Notices and other communications provided for in the Agreement shall be in writing and shall be deemed to have been duly given when delivered by hand, U.S. Mail or overnight courier, addressed, if to the Company, to Stonegate Mortgage Corporation, 9190 Priority Way West Drive, Suite 300, Indianapolis, IN 46240 Attn: Board of Directors, and if to you, to the most recent address in the Company’s personnel records (or to such other address as either party may have furnished to the other in writing) which notice will be effective only upon receipt.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Forbearance may be executed in any number of counterparts and by different parties hereto on separate counterparts, each of which when so executed and delivered shall be deemed to be an original, but all of which when taken together shall constitute a single instrument. Delivery of an executed counterpart of a signature page of this Forbearance by facsimile or any other electronic transmission shall be effective as delivery of a manually executed counterpart hereof.

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: we agree to use good faith efforts to resolve the claim directly , but if we do not reach an agreement to do so within 30 days after the notice is received , you or spotify may commence an arbitration proceeding .

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: (a) . (a) The Borrowers will use the proceeds of the Revolving Loans (including Incremental Revolving Loans) and Swingline Loans after the Closing Date to finance general corporate and working capital purposes (including for Capital Expenditures, Permitted Acquisitions, other Investments, Dividends and Restricted Debt Payments permitted hereunder); provided , however , proceeds of Swingline Loans may not be used to refinance any then outstanding Swingline Loans.

assistant: Use Of Proceeds
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: In any case subject to the terms of the Registration Rights Agreement, from and after the Execution Date, neither the Company, nor or any of its Subsidiaries or affiliates will, and the Company shall use its reasonable best efforts to ensure that no Person acting on their behalf will, directly or indirectly, make any offers or sales of any security or solicit any offers to buy any security, under circumstances that would require registration of the offer and sale of any of the Put Shares under the Securities Act.

assistant: Integration
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: of Missouri and with this chapter” before certifying the petition as sufficient or insufficient. The sufficiency determination the Secretary of State is required to conduct plainly does not include whether an initiative petition complies with the Federal Constitution. The sufficiency determination the Secretary of State is required to conduct does include whether an initiative petition complies with “the Constitution of Missouri and this chapter.” A plain reading of Chapter 116 reveals that the General Assembly intended this phrase to refer to constitutional and statutory provisions pertaining to the procedure and form required to certify an initiative petition as sufficient to appear on the ballot. In fact, our Supreme Court has so held. See Union Elec. Co., 678 S.W.2d at 405 (<HOLDING>) (emphasis added). See also, Ketchum v. Blunt, Options: A. holding that barring exceptional circumstances we will not look behind the face of the initiative petition to determine its constitutionality prior to its being voted on by the electorate and the secretary of state and the courts may look beyond the face of the petition only to the extent necessary to determine whether constitutional and statutory requirements pertaining to the form of the initiative petition have been satisfied B. holding that a court must only look to the statutory definition not the underlying circumstances of the crime to determine whether a given offense is by its nature a crime of violence for purposes of 18 usc 16 C. holding that courts should look to the statutory definition of the crime charged rather than the actual facts of the individuals prior conviction to determine whether the crime qualifies as a violent felony under the acca D. recognizing that courts may look beyond the statutory text to determine legislative intent only when the statute is ambiguous E. holding that courts must look to the state that rendered the judgment to determine whether the courts of that state would afford the judgment preclusive effect

assistant: The best answer is A. holding that barring exceptional circumstances we will not look behind the face of the initiative petition to determine its constitutionality prior to its being voted on by the electorate and the secretary of state and the courts may look beyond the face of the petition only to the extent necessary to determine whether constitutional and statutory requirements pertaining to the form of the initiative petition have been satisfied
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: trial be granted on the grounds that the State knowingly used perjured testimony. In making this recommendation, the magistrate judge relied primarily on Prewitt’s testimony that (1) Jones wielded a knife as he approached Fairman before their altercation, and (2) the police coerced him to lie at Fairman’s trial. The magistrate judge found Prewitt’s testimony “wholly credible” in light of his courtroom demeanor and awareness that he risked prosecution for perjury. The district court adopted the report and recommendation of the magistrate judge in its entirety, and we will not reverse the district court where the factual predicate at issue is susceptible to two, equally compelling, views. See Anderson v. City of Bessemer City, 470 U.S. 564, 573-74, 105 S.Ct. 1504, 84 L.Ed.2d 518 (1985) (<HOLDING>). We pause in conclusion to address several Options: A. holding that the clearly erroneous standard of review applies unless judgment is entered on the basis of documentary evidence alone B. holding that a court would abuse its discretion by relying on a clearly erroneous assessment of the evidence C. holding that the factfinders choice between two views of the evidence cannot be clearly erroneous D. holding that pretext is subject to the clearly erroneous standard E. holding bankruptcy courts finding of proximate causation not to be clearly erroneous

assistant: The best answer is C. holding that the factfinders choice between two views of the evidence cannot be clearly erroneous
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: If any provision of this Agreement shall be held to be invalid or unenforceable, and is not reformed by a court of competent jurisdiction, such invalidity or unenforceability shall attach only to such provision and shall not in any way affect or render invalid or unenforceable any other provision of this Agreement, and this Agreement shall be carried out as if such invalid or unenforceable provision were not contained herein.

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: Section 18.3 of the Plan shall apply with regard to any federal (including contributions under the Federal Insurance Contributions Act), state or local tax withholding as may be applicable with respect to the grant, vesting, ownership or disposition of any of the Regular TRG Units or Performance TRG Units.

assistant: Tax Withholdings
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: re Baker), 791 F.3d 677, 682-84 (6th Cir. 2015) (concluding that courts cannot disallow exemption based on debtor's fraudulent concealment of the asset alleged to be exempt); Gray v. Warfield (In re Gray), 523 B.R. 170, 175 (9th Cir. BAP 2014) (determining that Siegel mandates that there is no federal authority to disallow exemptions for bad faith; case remanded for determination of whether state law equitable considerations could apply); Marchand v. Whittick (In re Whittick), 547 B.R. 628, 639 (Bankr. D.N.J. 2016) (applying Siegel and finding that the trustee "may only object to the Debtor’s exemption on the basis that it is not validly taken, not that the court should deny amendment of the exemptions on equitable grounds”); In re Franklin, 506 B.R. 765, 771 (Bankr. C.D. Ill. 2014) (<HOLDING>); In re Mitchell, No. 13-14494, 2014 WL Options: A. holding a debtors claim for loss of consortium to be entitled to an exemption under the oklahoma exemption statute and collecting other bankruptcy decisions recognizing a debtor spouses loss of consortium as the basis for allowing an exemption under federal and various state exemption statutes B. holding that the mortgaging or conveying of exempt property to a creditor is not against the public policy of the state of michigan and that that the bankrupt had the power to convey to a creditor his existing exemptions resulting in the exempt property not being property of the debtor or the debtors bankruptcy estate C. holding that although courts have inherent power to dismiss bad faith litigant 707a does not provide basis for dismissal on grounds of bad faith filing D. holding that trial courts have the power to sanction parties for bad faith abuse of the judicial process not covered by rule or statute E. holding siegel disavowed the longstanding nonstatutoiy basis for disallowing an exemption where a debtor fraudulently conceals an exempt asset determining that courts do not have a general equitable power to deny exemptions based on a debtors bad faith conduct

assistant: The best answer is E. holding siegel disavowed the longstanding nonstatutoiy basis for disallowing an exemption where a debtor fraudulently conceals an exempt asset determining that courts do not have a general equitable power to deny exemptions based on a debtors bad faith 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: (a) Subject to the provisions of subsection (b) below, (i) each Eurocurrency Rate Loan of a given Class shall bear interest on the outstanding principal amount thereof for each Interest Period at a rate per annum equal to the sum of the Eurocurrency Rate for such Interest Period plus the Applicable Rate, as applicable for Loans of such Class maintained as Eurocurrency Rate Loans; and (ii) each Base Rate Loan of a given Class shall bear interest on the outstanding principal amount thereof from the applicable borrowing date at a rate per annum equal to the sum of the Base Rate plus the Applicable Rate for Base Rate Loans for such Class.

assistant: Interests
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: precisely assert a paramount title to Tracts A and A2. In fact, they conceded Mother held legal title to these tracts. Rather, they asserted they held equitable title to the tracts and sought specific performance as a remedy for Mother’s alleged breach of the contracts to sell the tracts. Further, our appellate courts have traditionally viewed the main purpose of a cause of action seeking specific performance as the pursuit of equitable relief and thus have found such a claim to be equitable in nature. See Ingram v. Kasey’s Assocs., 340 S.C. 98, 105, 531 S.E.2d 287, 290-91 (2000) (applying the equitable standard of review to the findings of fact in a specific performance action); Lowcountry Open Land Trust v. Charleston S. Univ., 376 S.C. 399, 406, 656 S.E.2d 775, 779 (Ct. App. 2008) (<HOLDING>). Based on the foregoing, we view the two Options: A. holding that an action for specific performance lies in equity B. holding that an employees action against her employer for negligent supervision lies not in tort but with an action for breach of contract C. holding 1983 action lies for warrantless arrest without probable cause D. holding that an action for the negligence of an architect in the performance of professional services is an action for breach of contract E. holding he who seeks equity must do equity

assistant: The best answer is A. holding that an action for specific performance lies in equity
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 disclosed on Schedule 5.7 , Borrower will not, directly or indirectly, enter into or permit to exist any transaction (including the purchase, sale, lease or exchange of any property or the rendering of any service) with any Affiliate of Borrower other than Lender. For the avoidance of doubt, at no time shall Borrower extend any credit to, be owed any trade payable from or be owed any other amount pursuant to any other financing or lending arrangement from, any Affiliate other than Lender and other than as set forth on Schedule 5.7 .

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: of ORS 183.310(9), a rule is: “any agency directive, standard, regulation or statement of general applicability that implements, interprets or prescribes law or policy, or describes the procedure or practice requirements of any agency. The term * * * does not include: “(a) * * * internal management directives * * * which do not substantially affect the interests of the public: «:{: * * ‡ * “(B) Within an agency, between its officers or between employees [.]” The parties agree that the health policy constitutes a “directive, standard, regulation or statement.” Further, the health policy has general applicability, as it applies to all inmates who receive or may need to receive medical care while incarcerated. See Smith v. Board of Parole, 250 Or App 345, 350-51, 284 P3d 1150 (2012) (<HOLDING>). The parties disagree about whether the health Options: A. recognizing that cjlearly buie requires more than ignorance or a constant assumption that more than one person is present in a residence B. holding that a noticeofrights form that plainly affects more than one person and encompasses more than an immediate set of facts and is applicable to all inmates in a particular category is a rule C. holding a defendant may not be convicted of more than one count of dissemination of matter harmful to minors based on one occurrence even if there was more than one victim D. holding that more than notice to a defendant is required E. holding that it was plain error for trial court to allow more than one conviction of grossly negligent operation of a vehicle where more than one person was injured

assistant: The best answer is B. holding that a noticeofrights form that plainly affects more than one person and encompasses more than an immediate set of facts and is applicable to all inmates in a particular category is a rule
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 Administrative Agent shall have received (A) the audited consolidated balance sheets and related consolidated statements of operations, cash flows and shareholders’ equity of each of the Borrower and Isle for the three most recently completed fiscal years of the Borrower and of Isle ended at least 90 days before the Closing Date, in each case, accompanied by an unqualified report thereon by their respective independent registered public accountants; (B) the unaudited consolidated balance sheets and related statements of operations and cash flows of each of the Borrower and Isle for each fiscal quarter (other than the last fiscal quarter of a fiscal year) of the Borrower and Isle ended after December 31, 2015 and at least 45 days before the Closing Date; and (C) a pro forma balance sheet and related statement of operations of the Borrower and its subsidiaries (including Isle) as of and for the twelve-month period ending with the latest quarterly or annual period of the Borrower covered by the financial statements set forth in clauses (A) and (B) above, in each case after giving effect to the Transactions, all of which financial statements shall be prepared in accordance with generally accepted accounting principles in the United States and comply with in all material respects the requirements of Regulation S-X under the Securities Act.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: During the Term, CPI shall make quarterly royalty payment reports (“ Quarterly Royalty Reports ”) to GEL on or before the thirtieth (30th) day following the end of the preceding Calendar Quarter. Each Quarterly Royalty Report shall cover the most recently completed Calendar Quarter and shall show: (a) the Gross Profit and Net Sales of the Product during the most recently completed Calendar Quarter including reasonable detail with respect to the calculation of Net Sales such as units sold, discounts, credits and other components in the calculation of Net Sales; (b) the royalties, in U.S. dollars, payable with respect to such Net Sales; and (c) prescription data for the Product (i.e., Symphony Health data). Each royalty payment shall be due and payable to GEL no later than forty-five (45) days after the expiration of the applicable Calendar Quarter.

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 legal provision and list the applicable contract clause categories. Provision: No Grantor will create, incur, or suffer to exist any Lien on the Collateral owned by such Grantor except Liens permitted pursuant to Section 7.3(F) of the Credit Agreement; provided , that nothing herein shall be deemed to constitute an agreement to subordinate any of the Liens of the Administrative Agent under the Loan Documents to any Liens otherwise permitted under Section 7.3(F) of the Credit Agreement.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: case, the defendant’s preliminary burden to obtain a hearing pursuant to Franks is the same as in a case involving affirmative misrepre sentations. See, e.g., Calisto, 838 F.2d at 714-15. In determining whether the omission was critical to the finding of probable cause, however, a court must decide if probable cause would have existed had the omitted information been disclosed. United States v. Frost, 999 F.2d 737, 743 (3d Cir.1993); Calisto, 838 F.2d at 715. Probable cause for a search warrant exists when the totality of the affidavit demonstrates “a fair probability that contraband or evidence of a crime will be found in a particular place.” Illinois v. Gates, 462 U.S. 213, 238, 103 S.Ct. 2317, 76 L.Ed.2d 527 (1983); see also United States v. Jones, 994 F.2d 1051, 1056 (3d Cir.1993) (<HOLDING>). In the case of a drug dealer, there is often Options: A. holding that government may search for mere evidence of a crime and that in the case of mere evidence probable cause must be examined in terms of cause to believe that the evidence sought will aid in a particular apprehension or conviction B. holding that probable cause inquiry is whether considering totality of the circumstances there is a fair probability that contraband will be found in a particular place C. holding that direct evidence linking a crime to the particular place to be searched is not required to support a finding of probable cause D. holding anticipatory warrant was invalid for lack of probable cause because at time warrant was issued the contraband was not on a sure course to the place to be searched and there was no assurance defendant would take contraband to that place E. holding that plaintiff was required to plead and prove the absence of probable cause to support his bivens claim

assistant: The best answer is C. holding that direct evidence linking a crime to the particular place to be searched is not required to support a finding of probable cause
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: the data and information provided by the activity tracking services are intended to be a representation of your activity , but may not be completely accurate , including with respect to step , sleep , speed , distance , or calorie data .

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 and the other Transaction Documents: (i) are valid, binding and enforceable against the Company and Purchasers in accordance with its provisions and no conditions exist as to their legal effectiveness; (ii) constitute the entire agreement between the parties; and (iii) are the final expression of the intentions of the Company and Purchasers. No promises, either expressed or implied, exist between the Company and Purchasers, unless contained herein or in the Transaction Documents. This Agreement and the Transaction Documents supersede all negotiations, representations, warranties, commitments, offers, contracts (of any kind or nature, whether oral or written) prior to or contemporaneous with the execution hereof.

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 case excerpt and choose the best holding from the options. Case excerpt: “clarifying questions” are not required when dealing with an ambiguous statement regarding an attorney because, under the Davis rationale, the right to counsel has not been invoked. Davis, supra. In Davis, the Supreme Court concluded that the statement “Maybe I should talk to a lawyer” was not a clear and unambiguous request for an attorney. Thus, the interrogating officers were not required to terminate the questioning. Id., 512 U.S. at 462-464, 114 S.Ct. at 2357, 129 L.Ed.2d at 373-374. Moreover, the Supreme Court of Ohio recently concluded that the statement “I think I need a lawyer because if I tell everything I know, how do I know I’m not going to wind up with a complicity charge?” was similarly ambiguous, relying heavily on Davis. Henness, 79 Ohio St.3d at 63, 679 N.E.2d at 696 (<HOLDING>). Turning to the present case, appellant Options: A. holding do you think i need a lawyer to be ambiguous B. holding that anonymous statement was admissible as a statement by a partys agent under rule 801d2d and noting that a district court should be presented with sufficient evidence to conclude that the person who is alleged to have made the damaging statement is in fact a party or an agent of that party C. holding that appellants statement i think i need a lawyer is just as ambiguous as the statement made by the defendant in davis D. holding that statement i think i should call my lawyer was an unequivocal request for counsel E. holding that a hearsay statement can itself be considered in first determining if a conspiracy existed when the statement was made

assistant: The best answer is C. holding that appellants statement i think i need a lawyer is just as ambiguous as the statement made by the defendant in davis
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 investment banker is entitled to any brokerage, finder’s or other fee or commission in connection with the transactions contemplated by this Agreement, the Registration Rights Agreement or any of the other agreements entered into by such Buyer in connection with the transactions contemplated hereby and thereby as of the Closing based upon arrangements made by or on behalf of such Buyer or any affiliate of such Buyer.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Executive shall be entitled to participate in and be covered by health insurance, 401(k) and other employee plans and benefits currently or hereafter established for the employees of the Company generally (collectively referred to as the “Company Benefit Plans”) on at least the same terms as other executive officers of the Company, subject to meeting applicable eligibility requirements. Executive understands that any such Company Benefit Plans may be terminated or amended from time to time by the Company in its discretion, and that participation and benefits under such Company Benefit Plans shall be determined in accordance with the applicable terms and provisions thereof.

assistant: Benefits
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: imposing the doctrine of caveat lessee on residential leases would in effect shield landlords from lability and place tenants in an inferior bargaining position in comparison to that of the landlord. Thus, Indiana courts have consistently acknowledged the landlord's duty to render the premises habitable even in the absence of an express covenant. Although Indiana clearly recognizes the implied warranty of habitability in the context of landlord-tenant disputes, it is less obvious whether the implied warranty provides the basis for relief on claims of personal injury. See Hodge v. Nor-Cen, Inc., 527 N.E.2d 1157 (Ind.Ct.App.1988) (deelin-ing to address the extension of the warranty of habitability to personal injury claims); Old Town Dev. Co. v. Langford, 349 N.E.2d 744 (Ind.Ct.App.1976) (<HOLDING>), trans. granted 267 Ind. 176, 369 N.E.2d 404 Options: A. holding that secretarys sovereign immunity defense to tenants claim for damages for breach of implied warranty of habitability does not bar tenants right to seek restitution but leaving open question whether consequential damages available B. holding the government liable to plaintiffs for breach of contract C. holding that upon breach of an implied warranty of habitability landlord is liable to tenant for all damages available under traditional remedies for breach of contract and for personal injury and personal property damage in tort under traditional negligenee principles D. holding that in the employment context cause of action seeking tort remedies for breach of implied covenant is not permitted recovery for breach of this covenant is limited to contract remedies E. holding that generally punitive damages are not available for a breach of contract

assistant: The best answer is C. holding that upon breach of an implied warranty of habitability landlord is liable to tenant for all damages available under traditional remedies for breach of contract and for personal injury and personal property damage in tort under traditional negligenee principles
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Any dispute or controversy arising out of, under, in connection with, or relating to this Agreement or any amendment hereof shall be submitted to binding arbitration before one arbitrator in New York County, New York, in accordance with the Commercial Arbitration Rules of the American Arbitration Association for expedited arbitration, and any judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.

assistant: Arbitration
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: state could have an interest in the cleanup. See 40 C.F.R. § 300.430(f)(3)(i)(A) (contemplating publication of notice in a “major local newspaper” (emphasis added)). It does require, however, that the party contact those whom it might hold financially responsible for the cleanup. See 55 Fed.Reg. 8795 (“PRPs ... have a strong interest in participating in cleanup decisions that may affect them[.]”). A foreseeably affected party’s opportunity to comment must also be “meaningful.” 55 Fed.Reg. at 8793 (“[M]eaningful public participation ... is necessary to the achievement of a CERCLA-quality cleanup.” (emphasis added)). This means, at a minimum, that the party’s views must be considered before any final decisions are reached on the key issues. See Reg’l Airport Auth., 460 F.3d at 708 (<HOLDING>); Union Pac., 215 F.3d at 837-38 (holding that Options: A. holding that public meetings held after implementation of final remedial action were not meaningful B. holding that employer who failed to take remedial action could be held liable for sexual harassment of employee by subcontractors employees C. holding while florida courts have recognized that notice of public meetings is mandatory the preparation of an agenda that reflects every issue that may come up at a properly noticed meeting is not and notice need not be given of every potential deviation from a previously announced agenda the public has the right to attend open meetings but no authority to interfere with the decisionmaking process D. holding that public meetings were not adequate where first was held without sufficient notice and second was held after remedy was already selected by means of consent judgment E. holding that public meetings were not meaningful where first was held without adequate notice and second was held after remedy was already selected by means of consent judgment

assistant: The best answer is A. holding that public meetings held after implementation of final remedial action were not meaningful
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 terms of the Plan, the Restricted Stock Unit Award shall vest as described herein. Provided that Participant continues to be a Director of the Company, the Restricted Stock Unit Award shall vest in full on [INSERT VEST DATE] (the “ Vesting Date ”)].

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Each of the Lenders and the Issuing Bank may continue to make loans or extend credit to the Borrowers based on this Loan Guaranty until five (5) days after it receives written notice of termination from any Loan Guarantor. Notwithstanding receipt of any such notice, each Loan Guarantor will continue to be liable to the Lenders for any Guaranteed Obligations created, assumed or committed to prior to the fifth day after receipt of the notice, and all subsequent renewals, extensions, modifications and amendments with respect to, or substitutions for, all or any part of such Guaranteed Obligations. Nothing in this Section 10.08 shall be deemed to constitute a waiver of, or eliminate, limit, reduce or otherwise impair any rights or remedies the Administrative Agent or any Lender may have in respect of, any Default or Event of Default that shall exist under clause (o) of Article VII hereof as a result of any such notice of termination.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: 29-30 (citing 47 U.S.C. § 160(a)(l)-(3)). The Commission says that Qwest failed to meet that burden here and the Phoenix Order so concluded. See id. at 32-33. We first address the issue of burden of proof. Although the statute says nothing about it, the Commission has determined through a notice-and-comment proceeding that the burden of proof — en compassing the burdens of both production and persuasion — is on the petitioner. See In the Matter of Petition to Establish Procedural Requirements to Govern Proceedings for Forbearance Under Section 10 of the Communications Act of 1934, As Amended, 24 FCC Rcd. 9543, 9554-55, ¶ 20 (2009) [hereinafter Forbearance Procedures Order], That construction of section 10(c) is entitled to our deference. See Mead Corp., 533 U.S. at 230, 121 S.Ct. 2164 (<HOLDING>). And we believe the construction to be a Options: A. holding that chevron deference is due only to a reasonable interpretation made by the administrator of an agency B. holding that administrative implementation of a particular statutory provision qualifies for chevron deference when it appears that congress delegated authority to the agency generally to make rules carrying the force of law and that the agency interpretation claiming deference was promulgated in the exercise of that authority C. holding regulations entitled to chevron deference D. holding that agency interpretations promulgated by noticeandcomment rulemaking warrant chevron deference E. holding that chevron deference is due only when the agency acts pursuant to delegated authority

assistant: The best answer is D. holding that agency interpretations promulgated by noticeandcomment rulemaking warrant chevron deference
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 questions concerning the construction, validity and interpretation of this Agreement will be governed by, and construed in accordance with, the domestic laws of the State of Delaware, without giving effect to any choice of law or conflict of law provision or rule (whether of the State of Delaware or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than the State of Delaware.

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 legal provision and list the applicable contract clause categories. Provision: Subject to the terms and conditions set forth herein, (i) each Issuing Bank agrees to issue to the Borrowing Subsidiary, upon its request, Letters of Credit for the Borrowing Subsidiary’s own account or jointly for its own account and the account of any of its subsidiaries (in which case the Borrowing Subsidiary shall be solely responsible for all payments due hereunder in respect of such Letters of Credit notwithstanding any listing of any subsidiary of the Borrowing Subsidiary as an account party or applicant with respect to such Letters of Credit) and (ii) each Issuing Bank agrees to issue to the Company, upon its request, Letters of Credit for the Company’s own account or jointly for its own account and the account of any of its subsidiaries, other than the Borrowing Subsidiary and Union Electric and their subsidiaries (in which case the Company shall be solely responsible for all payments due hereunder in respect of such Letters of Credit notwithstanding any listing of any subsidiary of the Company as an account party or applicant with respect to such Letters of Credit), in each case in a form reasonably acceptable to the Agent and the applicable Issuing Bank, at any time and from time to time prior to the earlier of the Availability Termination Date for such Borrower and the LC Commitment Termination Date for such Issuing Bank. Each Existing Letter of Credit shall be deemed, for all purposes of this Agreement (including paragraphs (d) and (e) of this Section), to be, and shall constitute, a Letter of Credit issued hereunder for the account of the applicable Borrower thereunder. In the event of any inconsistency between the terms and conditions of this Agreement and the terms and conditions of any form of letter of credit application or other agreement submitted by a Borrower to, or entered into by a Borrower with, an Issuing Bank relating to any Letter of Credit, the terms and conditions of this Agreement shall control. The Borrowing Subsidiary, in the case of clause (i) above, and the Company, in the case of clause (ii) above, unconditionally and irrevocably agrees that, in connection with any Letter of Credit referred to in the applicable clause, it will be fully responsible for the reimbursement of LC Disbursements, the payment of interest thereon and the payment of LC Participation Fees and other fees due under Section 2.6(b) to the same extent as if it were the sole account party in respect of such Letter of Credit (the Borrowing Subsidiary and the Company each hereby irrevocably waiving any defenses that might otherwise be available to it as a guarantor of the obligations of any of its subsidiaries that shall be a joint account party with it in respect of any such Letter of Credit).

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: if we ca n't , you and we agree to binding individual arbitration before the american arbitration association ( `` aaa '' ) under the federal arbitration act ( `` faa '' ) , and not to sue in court in front of a judge or jury .

assistant: Arbitration
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 JV Closing Date, after giving effect to the Transactions and the incurrence by GPI of the indebtedness pursuant hereto, (a) the fair value of the property of GPI and its subsidiaries, on a consolidated basis, is greater than the total amount of liabilities, including, without limitation, contingent liabilities, of GPI and its subsidiaries, on a consolidated basis, (b) the present fair salable value of the assets of GPI and its subsidiaries, on a consolidated basis, is not less than the amount that will be required to pay the probable liability of GPI and its subsidiaries, on a consolidated basis, on its debts as they become absolute and matured, (c) GPI and its subsidiaries, on a consolidated basis, does not intend to, and does not believe that it will, incur debts or liabilities beyond its ability to pay as such debts and liabilities mature, and (d) GPI and its subsidiaries, on a consolidated basis, is not engaged in business or a transaction, and is not about to engage in business or a transaction, for which the property of GPI and its subsidiaries, on a consolidated basis, would constitute an unreasonably small amount of capital.

assistant: Solvency
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: request for discovery. It asserts that Elliott failed to demonstrate good cause for such discovery because the Commonwealth provided him with a copy of a report concerning Nardone’s death, and Elliott fails to indicate what further documents exist to support his claim. The PCRA court’s ruling is supported by the record and is free from legal error. As recognized by the PCRA court, appellate courts review a trial court’s ruling on the admissibility of evidence for an abuse of discretion. Commonwealth v. Dillon, 592 Pa. 351, 925 A.2d 131, 136 (2007). A trial court may exclude evidence that is irrelevant to the issues presented. Evidence is not relevant “unless the inference sought to be raised by it bears upon a matter in issue and renders the desired inference more probab , 647 (1996) (<HOLDING>). Accordingly, appellate counsel cannot be Options: A. holding that evidence should be excluded where the likelihood that it would confuse the jury and protract the proceedings outweighs its probative value B. holding that the trial court properly excluded evidence relating to a purported additional suspect where the evidence was speculative and had little or no probative value C. recognizing the probative value of objective and reliable hearsay evidence D. holding that where the commonwealth presented no evidence linking appellant to injuries such evidence had no probative value to the commonwealths theory of the case E. holding that the trial court properly excluded evidence that other persons had a motive to kill the victims because inter alia such evidence was speculative

assistant: The best answer is B. holding that the trial court properly excluded evidence relating to a purported additional suspect where the evidence was speculative and had little or no probative value
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: utility requires a flexible rule. See A & B Refuse Disposers, Inc. v. Bd. of Ravenna Township Trs., 596 N.E.2d 423, 426 (Ohio 1992). No single factor is controlling in determining whether an entity is a public utility, although each must be weighed, including lack of competition in the local marketplace, the good or service provided, and the existence of regulation by government authority. See Campanelli v. AT&T Wireless Serv. Inc., 706 N.E.2d 1267, 1269 (Ohio 1999) (noting no one factor is determinative). It is important to note that the emphasis in such a determination should be placed on the function of the service provided rather than a literal interpretation of the definition of a public utility. Utilities Comm. v. Southern Bell, 326 N.C. 522, 527-28, 391 S.E.2d 487, 490 (1990) (<HOLDING>). Nor does the number of subscribers matter in Options: A. holding that the statutory definition of motor vehicle is not controlling B. holding the function of a public utility is controlling not how the term is defined C. holding that when a term is not defined in a contract the presumption is that the term is to be given its ordinary meaning and significance D. holding that when a term is defined in the statute it need not be further alleged in the indictment E. holding that the wellestablished rule is that it is the function of the state to determine how its residents may enter into the marital relationship

assistant: The best answer is B. holding the function of a public utility is controlling not how the term is defined