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: rights thereunder have been infringed, and they alone may invoke it.” Id. at 156, 161 A. at 245. We further refined the concept of lawful occupancy of premises in Resnick v. State, 183 Md. 15, 36 A.2d 347 (1944), in which the police, pursuant to a search warrant, seized betting slips and other gambling accouterments. Various individuals, who claimed to have worked in the home for approximately a year, challenged the legality 281 (1952) (concluding that defendants could not complain of search of apartment in which they had no interest but for illegal operations); Saunders v. State, 199 Md. 568, 573, 87 A.2d 618, 620 (1952) (noting that accused cannot contest search of property in which he had no right, title, or interest); Lingner v. State, 199 Md. 503, 505-06, 86 A.2d 888, 890 (1952) (<HOLDING>); Frantom v. State, 195 Md. 163, 167, 72 A.2d Options: A. holding that defendant could not complain of search and seizure of bags in which he disclaimed any ownership B. holding tacit consent to search of person was insufficient to prove consent to search bags where bags were not in defendants actual possession defendant merely pointed out bags at officers request and officer never specifically asked for consent to search bags C. holding that the defendant had abandoned any possessory or privacy interest in bags found in the truck he was driving where he stated that he did not own the bags did not know who did and did not know what was in them D. holding that ferguson had no right to complain of search because he was not in lawful possession of the property E. holding that invited error does not entitle the defendant to any relief and of which he will not be heard to complain on appeal

assistant: The best answer is A. holding that defendant could not complain of search and seizure of bags in which he disclaimed any ownership
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The Company shall pay Executive, as compensation for Executive’s services, a base salary at a gross annual rate of $425,000, less all required tax withholdings and other applicable deductions, in accordance with the Company’s standard payroll procedures. The annual compensation specified in this subsection (a), together with any modifications in such compensation that the Company may make from time to time, is referred to in this Agreement as the “ Base Salary .” Executive’s Base Salary will be subject to review and adjustments that will be made based upon the Company’s normal performance review practices. Effective as of the date of any change to Executive’s Base Salary, the Base Salary as so changed shall be considered the new Base Salary for all purposes of this Agreement.

assistant: Base Salary
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 Administrative Agent and the Lenders agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed (a) to its Affiliates and to its Related Parties (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential); (b) to the extent required or requested by any regulatory authority purporting to have jurisdiction over such Person or its Related Parties (including any self-regulatory authority, such as the National Association of Insurance Commissioners); (c) to the extent required by applicable Requirements of Law or by any subpoena or similar legal process; (d) to any other party hereto; (e) in connection with the exercise of any remedies hereunder or under any other Credit Document or any Rate Management Agreement or any Cash Management Agreement or any action or proceeding relating to this Agreement or any other Credit Document or any Rate Management Agreement or any Cash Management Agreement or the enforcement of rights hereunder or thereunder; (f) subject to an agreement containing provisions substantially the same as those of this Section 10.11 (including pursuant to any customary “click-through” or other customary assignment or syndication processes of the Administrative Agent or the Lender via the Platform or otherwise), to (i) any assignee of or Participant in, or any prospective assignee of or Participant in, any of its rights and obligations under this Agreement or (ii) any actual or prospective party (or its Related Parties) to any swap, derivative or other transaction under which payments are to be made by reference to the Borrower and its obligations, this Agreement or payments hereunder; (g) on a confidential basis to (i) any rating agency in connection with the Borrower or its Subsidiaries or the facilities created hereunder or (ii) the CUSIP Service Bureau or any similar agency in connection with the issuance monitoring of CUSIP numbers with respect to the facilities created hereunder; (h) with the consent of the Borrower; or (i) to the extent such Information (x) becomes publicly available other than as a result of a breach of this Section 10.11 or (y) becomes available to the Administrative Agent, any Lender or any of their respective Affiliates on a nonconfidential basis from a source other than the Borrower.

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

user: Each party shall retain all right, title and interest to such party’s Confidential Information disclosed to the other party. Subject only to the Receiving Party’s limited use of the Confidential Information for the purpose set forth above, the Receiving Party acknowledges and agrees that nothing in this Agreement shall be construed as granting or implying any rights, license or otherwise, to any Confidential Information disclosed pursuant to this Agreement whether under any trademark, patent or copyright, or application of same which are now or thereafter may be obtained by such party.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Each Guarantor hereby waives promptness, diligence, notice of acceptance and any other notice with respect to any of the Guaranteed Obligations and this Section 18 and any requirement that the Agent or the Lenders exhaust any right or take any action against the Borrowers or any other Person or any collateral. Each Guarantor acknowledges that it will receive direct and indirect benefits from the financing arrangements contemplated herein and that the waiver set forth in this Section 18.3 is knowingly made in contemplation of such benefits. Each Guarantor hereby waives any right to revoke this Section 18 , and acknowledges that this Section 18 is continuing in nature and applies to all Guaranteed Obligations, whether existing now or in the future.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: position to follow her domestic partner to Florida. 3. The claimant’s domestic partner relocated to Florida in order to be near her son, who has a learning disability. 4. The claimant resigned her position and relocated to Florida because she was not financially able to maintain two separate households in two states. (Findings of Fact, Nos. 1-4.) Based on these four findings, the UCBR then determined that Claimant was ineligible for benefits under section 402(b) of the Unemployment Compensation Law (Law) because, “unfortunately,” unless Claimant is legally married to her domestic partner, she cannot prove a necessitous and compelling reason for leaving her employment. (Referee’s op. at 2); see Kurtz v. Unemployment Compensation Board of Review, 101 Pa.Cmwlth. 299, 516 A.2d 410 (1986) (<HOLDING>), appeal denied, 516 Pa. 644, 533 A.2d 715 Options: A. holding where there is no duty to defend there is no duty to indemnify B. holding there is no protected liberty interest in maintaining the foster family relationship C. holding that there is no unitary business in part because there is no flow of international business D. holding that the following spouse doc trine does not apply to an unmarried heterosexual couple because until there is a marriage there is no family unit E. recognizing that a claim is an assertion of a right and if there is no assertion of a right there is no claim to deduct

assistant: The best answer is D. holding that the following spouse doc trine does not apply to an unmarried heterosexual couple because until there is a marriage there is no family unit
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 aaa rules are available at www.adr.org or by calling the aaa at 1 -- 800 -- 778 -- 7879 .

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 Amendment may be signed in any number of counterparts, each of which shall be an original, with the same effect as if the signatures thereto and hereto were upon the same instrument. This Amendment shall become effective when each party hereto shall have received a counterpart hereof signed by the other parties hereto. Until and unless each party has received a counterpart hereof signed by the other parties hereto, this Amendment shall have no effect and no party shall have any right or obligation hereunder (whether by virtue of any other oral or written agreement or other communication).

assistant: Miscellaneous
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: 13.1 as a host you are solely responsible for determining your obligations to report , collect , remit or include in your listing fees any applicable vat or other indirect sales taxes , occupancy tax , tourist or other visitor taxes or income taxes ( `` taxes '' ) .

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: There is no action, suit or proceeding pending or threatened against Buyer which questions the legality or propriety of the transactions contemplated by this Agreement or could materially adversely affect the ability of Buyer to perform its obligations hereunder.

assistant: Litigations
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: ... [t]he statement is offered against a party and is ... (E) a statement by a co-conspirator of a party during the course and in furtherance of the conspiracy.” With regard to Rule 801(d)(2), this Court has explained: According to State v. Fairchild, 171 W.Va. 137, 144, 298 S.E.2d 110, 117 (1982), “evidence of acts or declarations of co-conspirators or co-actors is admissible only if a proper foundation, or prima facie ease, is established.... The required foundation consists of: (1) proof of a conspiracy existing between the declarant and the defendant; and (2) proof that the act or declaration was made during and in pursuance of the conspiracy or joint enterprise. (Citation omitted.)” See Bourjaily v. U.S., 483 U.S. 171, 176-81, 107 S.Ct. 2775, 2779-82, 97 L.Ed.2d 144, 153-56 (1987) (<HOLDING>); State v. Nixon, 178 W.Va. 338, [342], 359 Options: A. holding the fedrevid 801d2e requires proof of the conspiracy by a preponderance of the evidence and allows consideration of the offered declaration as part of the proof of the conspiracy B. holding that the proper standard of proof is preponderance of the evidence C. holding that in addition to the elements of the substantive violation a rico conspiracy requires proof of the additional element of an agreement D. recognizing that the preponderance of the evidence is the quantum of proof in civil cases E. holding that the standard of proof in revocation proceedings is a preponderance of the evidence

assistant: The best answer is A. holding the fedrevid 801d2e requires proof of the conspiracy by a preponderance of the evidence and allows consideration of the offered declaration as part of the proof of the conspiracy
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Any reproduction of any Confidential Information of a Disclosing Party shall remain the property of the Disclosing Party and shall contain any and all confidential or proprietary notices or legends which appear on the original. 5. Neither party is required to disclose any particular information to the other and any disclosure is entirely voluntary and is not intended to be construed as: (a) granting rights by license or otherwise under any trademark, patent, copyright or other intellectual property right;

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: may reveal information relating to procreation — whether a woman is taking fertility medication for example — as well as information relating to contraception. See Eisenstadt v. Baird, 405 U.S. 438, 453, 92 S.Ct. 1029, 31 L.Ed.2d 349 (1972) (“If the right of privacy means anything, it is the right of the individual, married or single, to be free from unwarranted governmental intrusion into matters so fundamentally affecting a person as the decision whether to bear or beget a child.”); Stidham v. Peace Officer Stds. & Training, 265 F.3d 1144, 1155 (10th Cir.2001) (providing that disclosed information “must be highly personal or intimate” in order to receive constitutional privacy protection); Doe v. Southeastern Pennsylvania Transportation Authority, 72 F.3d 1133, 1138 (3rd Cir.1995) (<HOLDING>). Thus, it seems clear that privacy in Options: A. holding that an individual can waive any process to which he or she has a right B. recognizing private right of action C. holding that an individual can reasonably expect that his right to privacy will not be violated in his home through the use of any electronic surveillance D. holding that a private right of action exists E. holding that an individual using prescription drugs has a right to expect that such information will customarily remain private

assistant: The best answer is E. holding that an individual using prescription drugs has a right to expect that such information will customarily remain private
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 interest shall accrue on the Outstanding Balance of this Note unless and until an Event of Default (as defined below) occurs. Immediately following the occurrence of any Event of Default, interest shall automatically accrue on the Conversion Eligible Outstanding Balance beginning on the date the applicable Event of Default occurred at an interest rate equal to the lesser of 22% per annum or the maximum rate permitted under applicable law. Interest calculated hereunder shall be computed on the basis of a 360-day year comprised of twelve (12) thirty (30) day months, shall compound daily and shall be payable in accordance with the terms of this Note.

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: the question of what a reasonable jury could determine regarding reasonableness — is an issue that we consider de novo. See, e.g., Altman v. City of High Point, 330 F.3d 194, 204-07 (4th Cir.2003) (reversing district court order denying qualified immunity and concluding that officers’ actions were reasonable); Elliott, 99 F.3d at 644 (explaining that in reviewing the denial of summary judgment based on qualified immunity, although we may not review a determination by the district court that the forecasted evidence gives rise to a reasonable infer ’s expert’s opinion that Appellants' actions were unconstitutional. "Opinions, be they expert or lay, are only as good as the evidence upon which they are based.” Id. at 1280 n. 11; cf. Washington v. United States, 214 F.2d 33, r.1991) (<HOLDING>). 10 . It is important to note that Pittman Options: A. recognizing that deadly force is only justified where a suspect poses an immediate threat B. holding that use of deadly force was justified when suspect in vehicle repeatedly refused orders to raise his hands and the officer perceived that he was holding something C. holding that an officer may use deadly force when a fleeing suspect threatens the officer with a weapon D. holding that use of deadly force was justified against a suspect when officer forced to make a splitsecond decision relied on his reasonable belief that another officer had seen a gun in the suspects hands even though the suspects hands were handcuffed in front of him and the defendant officer never saw a weapon E. holding that expert testimony on what constitutes deadly physical force and whether the use of force was justified should have been excluded

assistant: The best answer is B. holding that use of deadly force was justified when suspect in vehicle repeatedly refused orders to raise his hands and the officer perceived that he was holding something
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: consent to remove directors, reduce size of board, and elect new directors). 2 . See 1 R. Franklin Balotti & Jesse A. Finkel-stein, The Delaware Law of Corporations & Business Organizations § 4.2 (“Number of Directors”) (3d ed. & 2010 Supp.); 1 David A. Drexler et al., Delaware Corporate Law and Practice §§ 13.01 [2] (“Number of Directors”) & 13.01 [3] ("Term of Office”) (2009); Edward P. Welch, et al., Folk on the Delaware General Corporation Law §§ 141.3 ("Number of directors”) & 141.5 ("Terms of directors and related matters”) (5th ed. 2006 & 2010 Supp.). 3 . See, e.g., Chesapeake Corp. v. Shore, 771 A.2d 293, 345-47 (Del.Ch.2000) (rejecting vested rights argument in context of removal of directors after bylaw amendment to eliminate staggered board); Roven v. Cotter, 547 A.2d at 609 (<HOLDING>); Everett v. Transnation Dev. Corp., 267 A.2d Options: A. holding that removal without cause was proper because directors have no vested right to hold office in defiance of a properly expressed will of the majority B. holding that the district where the defendant attorneys office was located was the proper venue because the defendants omissions related to their failure to communicate from their office in savannah the details of the ongoing case C. holding that the defendants motion to amend their notice of removal was proper due to plaintiffs waived objections to the sufficiency of the notice of removal by failing to seek remand within thirty days of removal D. recognizing that a prosecutors office is an entity and that information in the possession of one attorney in the office must be attributed to the office as a whole E. holding irrelevant the argument that a directors conduct amounting to minimum contacts was unauthorized where the directors employer ratified the directors conduct

assistant: The best answer is A. holding that removal without cause was proper because directors have no vested right to hold office in defiance of a properly expressed will of the majority
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 be binding upon, and inure to the benefit of, the Company and its successors and assigns, and upon any person acquiring, whether by merger, consolidation, purchase of assets or otherwise, all or substantially all of the Company’s assets and business. If any rights of the Participant or benefits distributable to the Participant under this Agreement have not been exercised or distributed, respectively, at the time of the Participant’s death, such rights shall be exercisable by the Designated Beneficiary, and such benefits shall be distributed to the Designated Beneficiary, in accordance with the provisions of this Agreement and the Plan. The “Designated Beneficiary” shall be the beneficiary or beneficiaries designated by the Participant in a writing filed with the Committee in such form and at such time as the Committee shall require. If a deceased Participant fails to designate a beneficiary, or if the Designated Beneficiary does not survive the Participant, any rights that would have been exercisable by the Participant and any benefits distributable to the Participant shall be exercised by or distributed to the legal representative of the estate of the Participant. If a deceased Participant designates a beneficiary and the Designated Beneficiary survives the Participant but dies before the Designated Beneficiary’s exercise of all rights under this Agreement or before the complete distribution of benefits to the Designated Beneficiary under this Agreement, then any rights that would have been exercisable by the Designated Beneficiary shall be exercised by the legal representative of the estate of the Designated Beneficiary, and any benefits distributable to the Designated Beneficiary shall be distributed to the legal representative of the estate of the Designated Beneficiary.

assistant: Successors
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: claiming that the district court failed to consider the effect that one of section 9(l)’s three factors — the “seriousness of the [defendant’s] offense” — had on its decision to dismiss without, as opposed to with, prejudice. Id. § 9(1). We find no abuse of discretion in the district court’s dismissal of the indictment without prejudice. United States v. Kurt, 945 F.2d 248, 252 (9th Cir.1991). The district court discussed section 9(l)’s three-factor standard in its June 7, 2002 Order setting Smith’s motion for hearing, and the Government argued the seriousness of Smith’s offense at the hearing. Though the district court did not make an express finding to the effect, Smith’s offense was, in fact, quite serious. See, e.g., United States v. Tummolo, 822 F.Supp. 1561, 1565 (S.D.Fla.1993) (<HOLDING>). Coupled with the district court’s findings on Options: A. holding that armed robbery suspect was entitled to bail hearing even though armed robbery was considered capital offense under mississippi law because maximum sentence was life imprisonment B. holding the imposition of a maximum sentence of life imprisonment was not excessive for conviction of possession of cocaine where defendant was adjudged to be a fourth felony offender with prior convictions for manslaughter two prior convictions for possession of cocaine and numerous arrests for drug offenses possession of a firearm by a felon aggravated battery and armed robbery C. holding that possession of a firearm by a felon is a serious offense for 3162a2 purposes D. holding that armed robbery and being a felon in possession are serious offenses for section 91 purposes E. holding that a conviction for florida armed robbery is a crime of violence under the armed career criminal act

assistant: The best answer is D. holding that armed robbery and being a felon in possession are serious offenses for section 91 purposes
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: In an attempt to prove such a fact, Electric Mobility points to the rather feeble deposition testimony of Michael Flowers, the President of Electric Mobility, who testified that he believed that the time period in which Electric Mobility ordered and received Bourns potentiometers from Hall-Mark “was a broader period of time.” See Kenneth M. Denti Out-of-Pocket Expense Aff., Ex. F (Flowers Dep.) at 715. In sum, I conclude that this is not an “appropriate” case in which to exercise my discretion to excuse the consequences of Electric Mobility’s judicial admission. Cf. MacDonald, 110 F.3d at 340 (finding that trial court was within discretion to conclude attorney’s remarks were not “deliberate voluntary waivers” and did not constitute judicial admissions); Belculfine, 527 F.2d at 944 (<HOLDING>); United States v. Brewton, Crim. No. Options: A. holding that district court did not abuse discretion in not binding government to casual statements made by its attorney B. holding district court did not abuse its discretion in not granting plaintiffs leave to amend complaint for a third time C. holding that a district court did not abuse its discretion in excluding the testimony of a witness that was not highly probative D. holding that district court did not abuse its discretion in striking fact statements that did not comply with the local rules E. holding that the district court did not abuse its discretion in its ruling whether to proceed with a declaratory judgment action

assistant: The best answer is A. holding that district court did not abuse discretion in not binding government to casual statements made by its attorney
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: does not require that the testimony be given controlling weight.” Id. (citing Hunter v. Sullivan, 993 F.2d 31, 35 (4th Cir.1992) (per curiam)). The opinion and credibility of claimant’s treating physician is entitled to great weight but may be disregarded if there is persuasive contradictory evidence. Evans v. Heckler, 734 F.2d 1012, 1015 (4th Cir.1984). Controlling weight may be given only in appropriate circumstances to medical opinions, i.e., opinions on the issue(s) of the nature and severity of an individual’s impairments), from treating sources, when the opinion is 1) well-supported by medically acceptable clinical and laboratory diagnostic techniques, and 2) not inconsistent with other substantial evidence in the case record. 20 C.F.R. § 416.927(d)(2). See Craig, 76 F.3d at 590 (<HOLDING>). To decide whether the impairment is Options: A. holding that the weight given a treating physicians opinion is limited if the opinion consists only of conclusory statements B. holding that opinions of treating doctors are not conclusive in determining disability status and must be supported by medically acceptable clinical and diagnostic data C. holding that the weight given to a treating physicians opinion is limited if the opinion consists only of conclusory statements D. recognizing treating physicians opinion that he would expect the applicant to miss more than two or more days of work per month as an opinion regarding the nature and severity of a medical condition that is entitled to controlling weight if wellsupported by medical findings and not inconsistent with other substantial evidence E. holding that a treating physicians medical opinion must be given controlling weight only when it is well supported by medically acceptable clinical and laboratory diagnostic techniques and is not inconsistent with the other substantial evidence in the record

assistant: The best answer is E. holding that a treating physicians medical opinion must be given controlling weight only when it is well supported by medically acceptable clinical and laboratory diagnostic techniques and is not inconsistent with the other substantial evidence in the record
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: of the contract, or that part of the contract was effectively ratified by the parties’ performance, and thus should be enforced to that extent. But that question is not properly before the Court at this time. For now, the question is whether the claims should proceed to arbitration, and so to the extent that there was no binding contract including an arbitration clause, the question cannot be addressed by this Court. In other words, while there may be an equitable reason why the district court could enforce discrete provisions of the contract based on the parties’ course of conduct, that is not the same as finding that there was a contract in place during the relevant time period. Cf. Buckeye Check Cashing, Inc. v. Cardegna, 546 U.S. 440, 448-49, 126 S.Ct. 1204, 163 L.Ed.2d 1038 (2006) (<HOLDING>). The survival language is similarly illusory. Options: A. holding arbitration clause in reinsurance agreement unenforceable under kansas statute B. holding that an arbitration clause was unenforceable because it prohibited an award of punitive damages which was available to the plaintiff under title vii C. holding that nothing necessarily prevents a court from finding an arbitration clause unenforceable in a contract that it later finds is enforceable D. recognizing that incorporated document containing arbitration clause is not necessarily required to be attached to the contract E. holding that when an arbitration clause has provisions that defeat the remedial purpose of the statute the arbitration clause is not enforceable and that the language insulating an employer from damages and equitable relief renders the clause unenforceable

assistant: The best answer is C. holding that nothing necessarily prevents a court from finding an arbitration clause unenforceable in a contract that it later finds is enforceable
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’s health insurance benefits will cease on the last day of the month of the Termination Date, subject to Executive’s right to elect to continue his health insurance under the Consolidated Omnibus Budget Reconciliation Act of 1985 (“COBRA”) until the earliest of (i) twelve months after the Termination Date, or (ii) the date when Executive commences receiving substantially equivalent health insurance coverage in connection with new employment (with such premiums to be reimbursed by the Company as provided in the Employment Agreement). In addition, the Executive shall receive the following payments on the Termination Date: (i) all unpaid salary, and unpaid vacation accrued (if applicable), through the Termination Date, and (ii) any unreimbursed business expenses submitted within 30 days after the Termination Date and in accordance with the Company’s standard reimbursement policies and procedures. Subject to this Separation Agreement, the Employment Agreement, the Indemnification Agreement, the Equity Agreements and/or the Benefit Plans, Executive’s participation in all other benefits and incidents of employment (including, but not limited to, the accrual of vacation and paid time off, and the vesting of stock options and restricted stock units) will cease on the Termination Date.

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 legal provision and list the applicable contract clause categories. Provision: The entering into and performance of this Agreement by Contractor does not and will not: violate, conflict with, or result in a material default under any other contract, agreement, indenture, decree, judgment, undertaking, conveyance, lien, or encumbrance to which Contractor is a party or by which it or any of Contractor’s property is or may become subject or bound, or violate any applicable law or government regulation. Contractor will not grant any rights under any future agreement, nor will it permit or suffer any lien, obligation, or encumbrances that will conflict with the full enjoyment by Company of its rights under this Agreement.

assistant: No Conflicts
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 Agreement Date, Schedule 6.1.(f) is a complete and correct listing of all of the real property owned or leased by the Borrower, each other Loan Party and each other Subsidiary. Each such Person has good, marketable and legal title to, or a valid leasehold interest in, its respective assets that are material assets of the Trust and its Subsidiaries, taken as a whole. As of the Agreement Date, there are no Liens against any assets of the Borrower, any other Loan Party or any other Subsidiary except for Permitted Liens.

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: binding on these proceedings.” From the district court’s order awarding NHEMA attorneys fees, costs, and expenses, Virginia filed this appeal. II Virginia contends first that sovereign immunity precludes an award of attorneys fees against State officers when no violation of the Fourteenth Amendment has been alleged. It argues that, in light of recent Supreme Court jurisprudence, such as Seminole Tribe v. Florida, 517 U.S. 44, 116 S.Ct. 1114, 134 L.Ed.2d 252 (1996), the authority of district courts to award attorneys fees against State actors should be reexamined. But as Virginia recognizes, this argument is squarely at odds with Supreme Court cases allowing awards of attorneys fees against State actors. See Hutto v. Finney, 437 U.S. 678, 695, 98 S.Ct. 2565, 57 L.Ed.2d 522 (1978) (<HOLDING>); Missouri v. Jenkins, 491 U.S. 274, 279-80, Options: A. holding that the eleventh amendment immunity bars title i employment discrimination claims against a state for monetary damages B. holding an exception to eleventh amendment immunity inapplicable in a suit against state officials on the basis of state law C. holding that even though attorneys fees were not properly awardable under rule 68 costs excluding fees were mandatory D. holding that eleventh amendment bars federal suits against state courts E. holding that because attorneys fees have traditionally been regarded as costs which have long been awardable against a state they may be awarded against a state without regard for the states eleventh amendment immunity

assistant: The best answer is E. holding that because attorneys fees have traditionally been regarded as costs which have long been awardable against a state they may be awarded against a state without regard for the states eleventh amendment immunity
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: motion to suppress, finding that his claims failed as a matter of law, without an evidentiary hearing, finding that such a hearing would only serve as “unnecessary delay.” (R. 45 at 210). In its order, the district court determined that, even if Ray was told at his home “that his child’s mother would be arrested if he did not cooperate,” his confession at the police station took place after he was Mirandized. (Id. at 209). Further, the trial court found that it was “equally plausible that Ray confessed at the station, after being Mirandized, because he knew he had been caught after drugs and firearms were seized from his home during the search,” as opposed to confessing because of any alleged coercion. (Id. at 209-10) (citing United States v. Hunter, 332 Fed.Appx. 285 (6th Cir.2009) (<HOLDING>)). The district court did not consider Seibert Options: A. holding that the district courts finding that an allegedly coercive threat did not specifically motivate the defendants confession where 1 there was no evidence that the threat was repeated at the police station 2 defendant offered no admissible evidence that the threat was the crucial factor motivating his confession and 3 he confessed immediately after the officer threatened to administer a gun residue test as opposed to confessing immediately after the allegedly coercive threat was made thus the gunresidue test was just as plausible a motivating factor for the confession as was the threat B. holding that i have a gun give me money may imply threat to use gun but was not an express threat of death C. holding after long discussion of the various opinions in black that that case established that a defendant can be constitutionally convicted of making a true threat only if the defendant intended the recipient of the threat to feel threatened D. holding that threat occurring 36 days before possession of firearm not present threat E. holding that the statement i have a gun is a threat of death

assistant: The best answer is A. holding that the district courts finding that an allegedly coercive threat did not specifically motivate the defendants confession where 1 there was no evidence that the threat was repeated at the police station 2 defendant offered no admissible evidence that the threat was the crucial factor motivating his confession and 3 he confessed immediately after the officer threatened to administer a gun residue test as opposed to confessing immediately after the allegedly coercive threat was made thus the gunresidue test was just as plausible a motivating factor for the confession as was the threat
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 consent, approval, authorization or order of, or filing, registration or qualification with any Governmental Authority is required for the consummation of the transactions contemplated by this Agreement, except for (8) such as have been, or prior to the Closing Date, will be, obtained or made, (9) such consents, approvals, authorizations, orders, filings, registrations or qualifications as may be required under state securities or Blue Sky laws in connection with the purchase and distribution of the Securities, each of which has been obtained and is in full force and effect and (10) for such consents that, if not obtained, have not or would not, in the aggregate reasonably be expected to have a Material Adverse Effect.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Notwithstanding any default provision in the Plan to the contrary, subject to all applicable laws, if the Participant ceases to be a member of the Company’s Board of Directors for any reason before the occurrence of a vesting event set forth in Section 2 above, any unvested Restricted Stock Units shall be forfeited to the Company.

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 legal provision and list the applicable contract clause categories. Provision: The Purchaser is an exempted limited partnership, duly organized, validly existing and in good standing under the laws of the Cayman Islands and has all requisite limited partnership power and authority to own, operate and lease its properties and to carry on its business as it is being conducted on the date of this Agreement.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: the District Court’s denial of a post-judgment motion to intervene where the existing party indicated it might not bring an appeal. See 252 F.3d at 470-71. In doing so, we noted that the would-be intervenor’s interests, which had been consonant with those of the existing party, were no longer adequately represented by that party’s litigation of the case. See id. at 471. In those circumstances, we found the post-judgment motion to intervene for the purpose of prosecuting an appeal to be timely, because “ ‘the potential inadequacy of representation came into existence only at the appellate stage.’ ” Id. (quoting Dimond v. District of Columbia, 792 F.2d 179, 193 (D.C.Cir.1986)); see also United Airlines, Inc. v. McDonald, 432 U.S. 385, 395, 97 S.Ct. 2464, 2470, 53 L.Ed.2d 423 (1977) (<HOLDING>); Dimond, 792 F.2d at 193-94 (reversing the Options: A. holding that a postjudgment motion to incorporate a sanction as part of the final judgment is a motion to modify the judgment and extends the trial courts jurisdiction B. holding that the trial court erred in denying as untimely a postjudgment motion to intervene filed promptly after judgment and noting that this holding was consistent with several decisions of the federal courts permitting postjudgment intervention for the purpose of appeal C. holding that an untimely postjudgment motion does not toll the time for filing a notice of appeal and that this court has no jurisdiction over an untimely filed appeal D. holding that a motion to continue a hearing on a postjudgment motion was ineffective to extend the period for the trial court to rule on the motion absent the express consent of the parties E. holding that postjudgment application for intervention was timely

assistant: The best answer is B. holding that the trial court erred in denying as untimely a postjudgment motion to intervene filed promptly after judgment and noting that this holding was consistent with several decisions of the federal courts permitting postjudgment intervention for the purpose of appeal
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: I and II. So ORDERED 1 .Although Barstow names the County as a Defendant in the caption of his complaint, he does not list the County as a party to the action. The Court concludes that no claim is articulated against the County by his complaint. 2 . Barstow failed to submit a Statement of Material Facts in accordance with Local Rule 56. 3 . Not only did Barstow fail to submit his own Statement of Material Facts, he also failed to properly controvert Defendants' Statement of Material Facts in accordance with Local Rule 56. Therefore, Defendants facts are deemed to be admitted, since they are supported by citations to the record. See Local Rule 56(e). Unfortunately for Barstow, his pro se status does not change this outcome. See Rivera v. Riley, 209 F.3d 24, 27-28, n. 2 (1st Cir.2000) (<HOLDING>) (citing D.P.P.R. 311.12); see also Eagle Eye Options: A. holding that a district court is well within its authority to enter judgment based on the pro se appellants blatant disregard of a local rule of the district court for the district of puerto rico requiring that a party opposing a motion for summary judgment to include in her opposition a separate short and concise statement of the material facts as to which it is contended that there exists a genuine issue to be tried properly supported by specific reference to the record B. holding that once motion for summary judgment is properly made and supported opposing party has burden of showing by means of affidavits or other verified evidence that there exists genuine dispute of material fact C. holding that once motion for summary judgment is properly made and supported opposing party bears burden of showing by means of affidavits or other verified evidence that genuine dispute of material fact exists D. holding the district court did not abuse its discretion by applying local rules that excluded some of the material facts offered in opposition to a motion for summary judgment E. holding that claims raised for the first time in an opposition to a motion for summary judgment are not properly before a court

assistant: The best answer is A. holding that a district court is well within its authority to enter judgment based on the pro se appellants blatant disregard of a local rule of the district court for the district of puerto rico requiring that a party opposing a motion for summary judgment to include in her opposition a separate short and concise statement of the material facts as to which it is contended that there exists a genuine issue to be tried properly supported by specific reference to the record
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Each Guarantor shall remain obligated hereunder notwithstanding that, without any reservation of rights against any Guarantor, and without notice to or further assent by any Guarantor, (a) any demand for payment of any of the Obligations, Time Warner Obligations and Historic TW Obligations made by the Administrative Agent or any Lender may be rescinded by the Administrative Agent or such Lender, and any of the Obligations, Time Warner Obligations and Historic TW Obligations continued, (b) the Obligations, Time Warner Obligations and/or Historic TW Obligations, or the liability of any other Person upon or for any part thereof, or any collateral security or guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part, be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Administrative Agent or any Lender, (c) the Credit Agreement and any other Credit Document may be amended, modified, supplemented or terminated, in whole or in part, and (d) any collateral security, guarantee or right of offset at any time held by the Administrative Agent or any Lender for the payment of the Obligations, Time Warner Obligations and/or Historic TW Obligations may be sold, exchanged, waived, surrendered or released. Neither the Administrative Agent nor any Lender shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Obligations or for this Guarantee or any property subject thereto.

assistant: Amendments