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: Comply in all material respects with the requirements of all Laws and all orders, writs, injunctions and decrees applicable to it or to its business or property, except in such instances in which (a) such requirement of Law or order, writ, injunction or decree is being contested in good faith by appropriate proceedings diligently conducted and with respect to which adequate reserves have been set aside and maintained by the Loan Parties in accordance with GAAP; (b) such contest effectively suspends enforcement of the contested Laws, and (c) the failure to comply therewith could not reasonably be expected to have a Material Adverse Effect.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: reduce Butler’s sentence to less than he bargained for. Cf. Shanks v. State, 429 So.2d 1366, 1367 (Fla. 1st DCA 1983) (affirming denial of motion to vacate judgment and sentence arising from negotiated plea agreement because “it affirmatively appears from the record that the defendant was sentenced to exactly that for which he bargained”). Had the trial court properly structured the sentences, Butler would face the same total sentence he agreed to — the same total sentence he faces now — and there would be no question about its legality. Yet Butler’s rule 3.800 motion did not ask the trial court to restructure his sentence by imposing consecutive sentences, a restructuring that would offer Butler little practical benefit. See Manning v. Tunnell, 943 So.2d 1018, 1020 (Fla. 1st DCA 2006) (<HOLDING>). What he sought instead was a reduced Options: A. holding that 1252d1 bars the consideration of bases for relief that were not raised below and of general issues that were not raised below but not of specific subsidiary legal arguments or arguments by extension that were not made below B. holding that as a general rule this court will not consider an issue that was not raised below C. recognizing the general rule that an appellate court will not address matters that were not raised or decided in the trial court D. recognizing general rule that an appellate court cannot address claims that were not raised below E. holding that a reviewing court will not address those issues not raised below or not addressed by the trial court

assistant: The best answer is D. recognizing general rule that an appellate court cannot address claims that were not raised below
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 may at any time give notice of its resignation to the Lenders, the L/C Issuers and the Borrower. Upon receipt of any such notice of resignation, the Required Lenders shall have the right, in consultation with the Borrower, to appoint a successor, which shall be a bank with an office in the United States, or an Affiliate of any such bank with an office in the United States. If no such successor shall have been so appointed by the Required Lenders and shall have accepted such appointment within thirty (30) days after the retiring Administrative Agent gives notice of its resignation (or such earlier day as shall be agreed by the Required Lenders) (the “ Resignation Effective Date ”), then the retiring Administrative Agent may (but shall not be obligated to) on behalf of the Lenders and the L/C Issuers, appoint a successor Administrative Agent meeting the qualifications set forth above. Whether or not a successor has been appointed, such resignation shall become effective in accordance with such notice on the Resignation Effective Date.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: argument. Under the plain language of the UBIT, the purchase of securities on margin is a purchase using borrowed funds; therefore, under § 514(c), the securities are subject to an “acquisition indebtedness.” See Elliot Knitwear Profit Sharing Plan v. Commissioner, 614 F.2d 347, 348-51 (3d Cir.1980). Thus, the margin-financed securities constitute “debt-financed property” under § 514(b)(1). As “debt-financed property,” § 512(b)(4) and § 514(a)(1) require that the income derived from these securities be treated “as an item of gross income derived from an unrelated trade or business” (in the proportion that the basis of the property bears to the amount financed), and, therefore, this income is included in the § 512 computation of unrelated business taxable income. See, e.g., id. (<HOLDING>). Thus, Taxpayer’s reliance on Supreme Court Options: A. recognizing defense in securities case B. holding that although purchase of securities on margin does not seem to present source of unfair competition both plain meaning of statute and congressional intent support imposition of ubit on this type of income C. holding that morrison precludes securities claims brought by us investors who purchase securities on a foreign exchange even where those securities are also listed on a us exchange D. holding securities purchased on margin are subject to ubit as marginfinanced securities are debtfinanced property and 514a requires treating income derived therefrom as income from unrelated trade or business E. holding that claims alleging that the debtor fraudulently induced the claimants to retain securities they had purchased from the debtor arise from the purchase or sale of those securities for purposes of 510b

assistant: The best answer is D. holding securities purchased on margin are subject to ubit as marginfinanced securities are debtfinanced property and 514a requires treating income derived therefrom as income from unrelated trade or business
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: (concluding that it was unlikely that defendants were misled by “ambiguous” statutory language in light of multiple warnings received). . Similarly unconvincing is defendants’ vagueness challenge to § 830(b)(l)(A)’s reporting requirement with respect' to “any other circumstance that the regulated person believes may indicate that the listed chemical will be used in violation of [the Controlled Sub stances Act].” While this language is certainly broad, its application is limited to what “the regulated person believes.” Such a scienter requirement generally saves a statute from unconstitutional vagueness. See United States v. Curcio, 712 F.2d 1532, 1543 (2d Cir.1983) (Friendly, J.); cf. Colautti v. Franklin, 439 U.S. 379, 395, 99 S.Ct. 675, 58 L.Ed.2d 596 (1979) (and cases cited therein) (<HOLDING>). Further, in this case, defendants were Options: A. recognizing that the federal pleading standard is a less stringent standard than the delaware pleading standard B. holding that the standard of review for an award of statutory damages is even more deferential than an abuse of discretion standard C. holding that the standard of proof for dischargeability actions is the preponderance of the evidence standard D. holding that even if the standard for waiver is clear the standard was not met E. recognizing that the constitutionality of a vague statutory standard is closely related to whether that standard incorporates a requirement of mens rea

assistant: The best answer is E. recognizing that the constitutionality of a vague statutory standard is closely related to whether that standard incorporates a requirement of mens rea
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: bond given to obtain the discharge of the lien, interest on any money deposited for the purpose of discharging the lien,- and punitive damages in ■an amount not exceeding the difference between the amount claimed by the lienor to be due or to become due and the amount actually due or to become due. 5 . Moreover, Hollub involved a determination of prevailing party status to be made in the first instance by the trial court. In the present case, the parties agreed that such a determination would be made by the arbitrator, thereby severely restricting — if not altogether eliminating — the parties' ability to seek, and the trial court’s authority to grant, a modification of the arbitrator’s determination. See § 682.14(1), Fla. Stat. See also Cassara v. Wofford, 55 So.2d 102, 105 (Fla.1951) (<HOLDING>) 6 . Prosperi v. Code, Inc., 626 So.2d 1360 Options: A. holding that errors of law without accompanying fraud or misconduct not enough to set aside arbitration award B. holding that manifest disregard of the law is one of the very unusual circumstances in which a federal court can set aside an arbitration award C. holding that an award of arbitration cannot be set aside for mere errors of judgment either as to the law or the facts if the award is within the scope of the submission and the arbitrators are not guilty of the acts of misconduct set forth in the statute the award operates as a final and conclusive judgment and however disappointing it may be the parties must abide by it D. holding that the role of the courts is limited to ascertaining whether there exists one of the specific grounds for the vacation of an award as provided in 10 of the arbitration act and that the court should not review the arbitration proceeding for errors of law or fact E. holding that an attorneys fees award is not appealable until the amount of the award is set

assistant: The best answer is C. holding that an award of arbitration cannot be set aside for mere errors of judgment either as to the law or the facts if the award is within the scope of the submission and the arbitrators are not guilty of the acts of misconduct set forth in the statute the award operates as a final and conclusive judgment and however disappointing it may be the parties must abide by it
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 of Henholder, not owner. Id. ("The Court, in effect, views a conditional land contract as a sale with a security interest in the form of legal title reserved by the vendor. Conceptually, therefore, the retention of the title by the vendor is the same as reserving a lien or mortgage"). Ownership of the property was transferred to Smith upon execution of the land sale contract, and Jackson had no duty at the time of the accident to maintain the tree as provided by the city ordinance. Conclusion The trial court's grant of summary judgment in favor of Jackson is affirmed. SHEPARD, C.J., and SULLIVAN, J.,, concur. RUCKER, J., dissents with separate opinion in which DICKSON, J., concurs. 1 . Dorothy Jackson was not named as a defendant. Ray Scheible, Travis's father, was name .2006) (<HOLDING>); Reed v. Beachy Const. Corp, 781 N.E.2d 1145, Options: A. holding that the court of claims did not have jurisdiction over plaintiffs first amendment claim of improper removal B. holding thatit landlords right of entry was not dispositive of control over snow removal C. recognizing that enhancement requires control over a participant in the scheme not only control over the scheme itself D. holding over E. holding over of tenant after expiration of term effect of landlords acceptance of rent

assistant: The best answer is B. holding thatit landlords right of entry was not dispositive of control over snow removal
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 executed by counterparts, each such counterpart shall be deemed to be an original, but all such counterparts together shall constitute but one contract. The parties hereby acknowledge and agree that facsimile signatures or signatures transmitted by electronic mail in so-called “PDF” format shall be legal and binding and shall have the same full force and effect as if an original of this Amendment had been delivered. Sellers and Purchaser (i) intend to be bound by the signatures on any document sent by facsimile or electronic mail, (ii) are aware that the other party will rely on such signatures, and (iii) hereby waive any defenses to the enforcement of the terms of this Amendment based on the foregoing forms of signature.

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 case excerpt and choose the best holding from the options. Case excerpt: are typically poor witnesses, and their demeanor may create an unwarranted impression of lack of remorse for their crimes.” Id. at 320-21, 122 S.Ct. at 2251-52, 153 L.Ed.2d at 350. Further, the Court found, reliance on mental retardation as a mitigating factor, a device frequently employed in capital sentencing, may be counterproductive, since jurors may construe the existence of the condition, instead, as enhancing the likelihood of future dangerousness, a commonly-employed aggravating factor. Id. at 321, 122 S.Ct. at 2252, 153 L.Ed.2d at 350. Mentally retarded defendants in the aggregate face a special risk of wrongful execution. Ibid. The Court’s decision in Atkins forms a part of a trilogy, consisting also of Ford v. Wainwright, 477 U.S. 399, 106 S.Ct. 2595, 91 L.Ed.2d 335 (1986) (<HOLDING>) and Roper v. Simmons, 543 U.S. 551, 125 S.Ct. Options: A. holding that the eighth amendment prohibits the punishment of death for a defendant convicting of raping a child B. holding that the eighth amendment prohibits states from inflicting the death penalty upon a defendant who is insane C. holding that the eighth amendment prohibits execution of persons whose mental illness prevents them from comprehending the reasons for the penalty and its implications D. holding that the eighth amendment to the united states constitution prohibits the execution of mentally retarded individuals E. recognizing that the eighth amendment protects individuals from a lingering death

assistant: The best answer is B. holding that the eighth amendment prohibits states from inflicting the death penalty upon a defendant who is insane
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: with Tennessee Supreme Court Rule 23(8). Costs in this Court are taxed to the appellee, EMC Mortgage Corporation. 1 . "The Supreme Court may, at its discretion, answer questions of law certified to it by the Supreme Court of the United States, a Court of Appeals of the United States, a District Court of the United States in Tennessee, or a United States Bankruptcy Court in Tennessee. This rule may be invoked when the certifying court determines that, in a proceeding before it, there are questions of law of this state which will be determinative of the cause and as to which it appears to the certifying court there is no controlling precedent in the decisions of the Supreme Court of Tennessee.” Tenn. Sup.Ct. R. 23, § 1. 2 . See Manis v. Farmers Bank, 170 Tenn. 656, 98 S.W.2d 313 (1936) (<HOLDING>); See also In re Medlin, 201 B.R. 188, 192 Options: A. holding that the state has the right to elect in which county the offense may be prosecuted where the jurisdiction is concurrent under the statutes and until the final judgment which operates as a bar to further prosecution in either county the states right of selection of the forum continues B. holding that a notarys error in designating the county in which the instrument was executed did not render the instrument invalid as the acknowledgment and the instrument may be read together to cure the flaw in the acknowledgment C. recognizing that the acceptance by the grantee of a deed poll signed and sealed by the grantor containing covenants to be performed by the grantee binds the latter to the performance of these covenants as effectually as if he had executed the instrument quotations and citation omitted D. holding that the grant county prosecutor had a statutory duty to be legal advisor to the county clerk even though she was not embroiled in litigation in which the county was the real party in interest E. holding that case involving evidence such as eyewitness testimony placing the defendant at the scene acknowledgment by the defendant of a dispute with the victim and theft of the victims purse and dna evidence suggesting that the defendant had engaged in sexual relations with the victim could not be deemed entirely circumstantial

assistant: The best answer is B. holding that a notarys error in designating the county in which the instrument was executed did not render the instrument invalid as the acknowledgment and the instrument may be read together to cure the flaw in the acknowledgment
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 suitable age and discretion then residing therein or by delivering a copy of the summons and the complaint to an agent authorized by appointment or by law to receive service of process.” Pursuant to Rule 4(c), in order for Allsopp to have been properly served, the process server had to (1) serve him in person, (2) leave the process papers at his “dwelling house or usual place of abode with some person of suitable age or discretion” residing there with him, or (3) deliver the process papers to a person authorized by appointment or by law to receive service for him. In the present case, the process server testified that, when Davis opened the door, he asked if Allsopp resided there and Davis responded that Allsopp did. The process server stated that he could see a man he ss.2008) (<HOLDING>). Here, service of process was not attempted Options: A. holding that an attempted service on the partys counsel was insufficient without proof of the counsels actual authority to receive service B. holding that service was sufficient where process server dropped papers in the front yard after defendant refused to accept them and attempted to walk away C. holding that a clerical employee was not an agent authorized to accept service of process for the corporation D. holding that service is not avoided by service on a partys attorney as service on an attorney is ineffective unless he has been authorized to accept such service E. holding service on corporation proper where process server went to corporate defendants headquarters identified himself to an employee of corporate defendant and stated that he was there to serve legal papers and the employee then directed him to another employee who accepted service even though neither employee was authorized to accept service and neither represented that she was in fact so authorized because both were obviously corporate defendant employees and the employee redelivered the summons and complaint to an employee authorized to accept service on the same date

assistant: The best answer is B. holding that service was sufficient where process server dropped papers in the front yard after defendant refused to accept them and attempted to walk away
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: All notices and other communications required or permitted to be given under this Agreement shall be in writing and shall be deemed to have been duly given (a) when delivered personally; (b) if sent by facsimile, when receipt thereof is acknowledged at the telecopy number below; (c) the day following the day on which the same has been delivered prepaid for overnight delivery to a national air courier service; or (d) five (5) business days following deposit in the United States Mail, certified, postage prepaid.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: ” Section 1701 of the Code. Subject to the board of county commissioners’ power and duty to manage and administer the fiscal affairs, the county controller has the power and authority to “supervise the fiscal affairs of the county including the accounts and official acts relating thereto of all officers or other persons who shall collect, receive, hold or disburse the public assets of the county.” Section 1702(a) of the Code, 16 P.S. § 1702(a), While the salary board performs an administrative function of fixing salaries and compensation of the county employees, the board of county commissioners performs a legislative function of appropriating funds for the employees’ salary and compensation fixed by the salary board. See Cadue v. Moore, 166 Pa.Cmwlth. 450, 646 A.2d 683 (1994) (<HOLDING>). The Court has acknowledged that the salary Options: A. holding that a board of county commissioners may not be compelled to implement salary increases fixed by salary board where payment of raises would result in overdrawing amount budgeted for salaries and would require board to transfer funds from elsewhere in budget B. holding that a board of county commissioners may be enjoined from flooding private property C. recognizing absolute immunity for attorneys and board members of the texas medical board D. holding that the district court was authorized to remand the proceedings to the board where the board failed to make required findings E. holding that notwithstanding language of statute authorizing appointment of a county architect by the board of commissioners of cook county such appointee is not an officer where he has no stated salary but is employed on a commission basis and where his work is generally casual and not continuous even though he is frequently referred to in the records of the county board as an officer

assistant: The best answer is A. holding that a board of county commissioners may not be compelled to implement salary increases fixed by salary board where payment of raises would result in overdrawing amount budgeted for salaries and would require board to transfer funds from elsewhere in budget
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, enforcement and interpretation of this Debenture shall be governed by and construed and enforced in accordance with the internal laws of the State of New York, without regard to the principles of conflict of laws thereof. Each party agrees that all legal proceedings concerning the interpretation, enforcement and defense of the transactions contemplated by any of the Transaction Documents (whether brought against a party hereto or its respective Affiliates, directors, officers, shareholder, employees or agents) shall be commenced in the state and federal courts sitting in the City of New York, Borough of Manhattan (the “ New York Courts ”). Each party hereto hereby irrevocably submits to the exclusive jurisdiction of the New York Courts for the adjudication of any dispute hereunder or in connection herewith or with any transaction contemplated hereby or discussed herein (including with respect to the enforcement of any of the Transaction Documents), and hereby irrevocably waives, and agrees not to assert in any suit, action or proceeding, any claim that it is not personally subject to the jurisdiction of such New York Courts, or such New York Courts are improper or inconvenient venue for such proceeding. Each party hereby irrevocably waives personal service of process and consents to process being served in any such suit, action or proceeding by mailing a copy thereof via registered or certified mail or overnight delivery (with evidence of delivery) to such party at the address in effect for notices to it under this Debenture and agrees that such service shall constitute good and sufficient service of process and notice thereof. Nothing contained herein shall be deemed to limit in any way any right to serve process in any other manner permitted by applicable law. Each party hereto hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Debenture or the transactions contemplated hereby. If any party shall commence an action or proceeding to enforce any provisions of this Debenture, then the prevailing party in such action or proceeding shall be reimbursed by the other party for its attorney’s fees and other costs and expenses incurred in the investigation, preparation and prosecution of such action or proceeding.

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: In the event of a corporate transaction involving the Company (including, without limitation, any stock dividend, stock split, extraordinary cash dividend, recapitalization, reorganization, merger, consolidation, split-up, spin-off, combination or exchange of shares), the authorization limits under Section 5.1 and 5.4 shall be adjusted proportionately, and the Committee shall adjust Awards to preserve the benefits or potential benefits of the Awards. Action by the Committee shall include: (i) adjustment of the number and kind of shares or other securities which may be delivered under the Plan; (ii) adjustment of the number and kind of shares or other securities subject to outstanding Awards; (iii) adjustment of the exercise price of outstanding Awards; and (iv) any other adjustments that the Committee determines to be equitable. Without limiting the foregoing, in the event a stock dividend or stock split is declared upon the Stock, the authorization limits under Section 5.1 and 5.4 shall be increased proportionately, and the shares of Stock or other securities then subject to each Award shall be increased proportionately without any change in the aggregate purchase price therefor.

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 legal provision and list the applicable contract clause categories. Provision: PanOptic shall pay, indemnify and hold harmless Newco and the executive committee or managing members of Alliance from and against any state or local sales, use, transfer, or similar Tax payable in connection with the assignment and transfer of the PanOptic Assets to Newco pursuant to this Agreement. Alliance shall pay, indemnify and hold harmless Newco and PanOptic from and against any state or local sales, transfer, or similar Tax payable in connection with the assignment and transfer of the Alliance Assets to Newco pursuant to this Agreement.

assistant: Sales
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: (5) low performance evaluations, (6) placement on indefinite paid leave, and (7) failure to advise him of meetings. Docs. ## 127,132,137. The Ninth Circuit has held that “not every employment decision amounts to an adverse employment action,” explaining that “only non-trivial employment actions that would deter reasonable employees from complaining about Title VII violations” are actionable. Brooks v. City of San Mateo, 229 F.3d 917, 928 (9th Cir. 2000); Vasquez v. County of Los Angeles, 349 F.3d 634, 651 (9th Cir.2003). Termination, negative employment references, undeserved negative performance reviews, and denial of promotions qualify as ' adverse employment actions. See Brooks, 214 F.3d at 1093; but see Kortan v. California Youth Authority, 217 F.3d 1104, 1112-13 (9th Cir.2000) (<HOLDING>); Lyons v. England, 307 F.3d 1092, 1118 (9th Options: A. holding that a negative performance evaluation on its own is insufficient to constitute an adverse employment action as a matter of law B. holding that adverse employment actions include poor evaluations C. holding that poor evaluations alone do not constitute an adverse employment action D. holding that mediocre performance evaluations rather than subaverage that did not give rise to any further negative employment action did not constitute adverse actions E. holding that two counseling statements similar to negative performance evaluations do not rise to level of materially adverse employment action required under title vii

assistant: The best answer is D. holding that mediocre performance evaluations rather than subaverage that did not give rise to any further negative employment action did not constitute adverse actions
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: unlawful activity is not encompassed by any right of confidentiality, and therefore it may be communicated to the media.” Id. at 839. The facts in this case bear little resemblance to the disclosure to the media in Mangels that two firefighters had used contraband drugs. In Mangels, as in Eastwood, the plaintiffs were government employees of the defendants. Unlike Herring, they had no restrictions on their personal freedom. In Mangels, the publication of the police report was made to the media. Herring’s complaint does not allege that Keenan’s disclosure was released to anyone other than his sister and restaurant employer. Furthermore, this court ultimately concluded in Mangels that there was no violation of the plaintiffs’ constitutional right to privacy. The mere , 1109 (D.Mass.1993) (<HOLDING>); Doe v. City of New York, 15 F.3d 264, 269 (2d Options: A. holding that the plaintiffs evidence of pretext which included but was not limited to her supervisors statement that she had enough of the plaintiff going to her supervisor about her was not sufficient to preclude summary judgment B. holding that the plaintiff had a right of privacy in the contents of a settlement agreement that stated that the plaintiff had sued his employer for failing to hire him because he was a single gay male and because his employer suspected that he had aids C. holding that the plaintiff had presented sufficient evidence of a violation of the right to privacy to withstand a motion for a summary judgment where she presented evidence that a police officer forced the victim of a theft to admit she had aids before he would return a prescription medication that had been stolen from her residence D. holding that substantial evidence did not support agencys finding fear speculative when petitioner had offered evidence that she had already had two children that she planned to have more that she had gone to great lengths to avoid being sterilized in china and that she had removed her iud after escaping to the united states E. holding without discussing the plaintiffs burden of persuasion that the plaintiff had presented sufficient evidence to survive summary judgment

assistant: The best answer is C. holding that the plaintiff had presented sufficient evidence of a violation of the right to privacy to withstand a motion for a summary judgment where she presented evidence that a police officer forced the victim of a theft to admit she had aids before he would return a prescription medication that had been stolen from her residence
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: Seller owns and has good and marketable title to all of the Assets being acquired by Buyer, and as of the Closing Date, the Assets shall be free and clear of all Encumbrances. Neither the ownership nor use of the Assets conflicts with the rights of any Person or Entity.

assistant: Titles
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: bargaining agreement. Vernon specifically acknowledges that he was a probationary employee at the time of his removal and in his appeal to the Board, disavowed having any claim under the Uniformed Services Employment and Reemployment Rights Act of 1994, Pub. L. No. 103-353 (codified at 38 U.S.C. § 4301 et seq.) or any claim under the Whistle-blower Protection Act of 1989, Pub. L. No. 101-12,103 Stat. 16. The Board has jurisdiction over appeals from certain agency personnel decisions pursuant to 5 U.S.C. § 7701(a), which provides that “an e risdiction to reach the merits of any of Vernon’s claims, including both the claims under the Fifth and Fourteenth Amendments and the claims based on collective bargaining agreements. See Pervez v. Dep’t of the Navy, 193 F.3d 1371 (Fed.Cir.1999) (<HOLDING>). The only other way that the Board may Options: A. holding that a schoolteacher elected by the school board was an employee not an official and therefore entitled to benefits under the workers compensation act B. holding that an employer did not regard an employee with an impaired ankle as disabled where it encouraged her to work in a position that required walking C. holding that a prima facie cases was established where the plaintiff offered evidence showing that 1 the majority of her responsibilities were not eliminated but transferred to an employee outside of the protected class and 2 the employee was not offered to remain in her position D. holding that the petitioner was not entitled to the protections of 5 usc 7511a1 and 7513 because under 7511a1a the temporary status of his position in the competitive service prevented him from qualifying as an employee E. holding that as an individual with a probationary position in the competitive service the petitioner was not an employee and therefore the board had no jurisdiction at all over her appeal

assistant: The best answer is E. holding that as an individual with a probationary position in the competitive service the petitioner was not an employee and therefore the board had no jurisdiction at all over her 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: speech had the potential to interfere with the operations of government. Jeffries v. Harleston, 52 F.3d 9, 13 (2d Cir.1995). Even by defendants own admission, in their lengthy analysis of the question of third-party standing, this case has nothing to do with the speech of plaintiff. See Defendants’ Memorandum of Law at 10-13. The Court thus dismisses defendants argument that plaintiffs speech had the potential to interfere with his job functions since, by defendants own admission, plaintiff engaged in no speech whatsoever that is at issue in this case. D.Issues Specific to Defendant Spencer For the reasons enunciated above, defendant Spencer’s assertion that any claim against him must be dismissed, because he had no power to hire or fire plaintiff, must fail. Se 208 (2d Cir.1995) (<HOLDING>). E. Issues Specific to Defendant City of Options: A. holding that a transfer of job duties can constitute an adverse employment action B. holding a mere warning that termination is possible does not per se constitute adverse employment action C. holding that mere reprimand even if it does not result in actual dismissal can constitute adverse employment action D. holding that the decision to reprimand or transfer an employee if rescinded before the employee suffers a tangible harm is not an adverse employment action E. holding that the action taken need not be the substantial equivalent of dismissal in order to constitute adverse employment action

assistant: The best answer is C. holding that mere reprimand even if it does not result in actual dismissal can constitute adverse employment action
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 provision of this Agreement may be modified, waived or discharged unless such waiver, modification or discharge is agreed to in writing and signed by you and such officer as may be specifically designated by the Board. No waiver by either party hereto at any time of any breach by the other party hereto of, or compliance with, any condition or provision of this Agreement to be performed by such other party shall be deemed a waiver of similar or dissimilar provisions or conditions at the same or at any prior or subsequent time. No agreements or representations, oral or otherwise, express or implied, with respect to the subject matter hereof have been made by either party which are not expressly set forth in this Agreement.

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 case excerpt and choose the best holding from the options. Case excerpt: general understanding of the doctrine of constructive termination.” Id. at 1258. Drawing on the analogous doctrine, the Court noted that “[t]o recover for constructive discharge,... an employee generally is required to quit his or her job.” Id. at 1258. The Court further explained that in both instances, the legal relationship has ended. See id. at 1258-59. Based on this dicta, the plaintiff contends that a cause of action for constructive discharge accrues when the legal relationship ends. We are not persuaded. Though of first impression in New Hampshire, several other jurisdictions have addressed this legal issue. See, e.g., Daniels v. Mutual Life Ins. Co., 773 A.2d 718, 721-22 (N.J. Super. Ct. App. Div. 2001) (collecting cases); Clark v. State, 754 N.Y.S.2d 814, 817 (App. Div. 2003) (<HOLDING>); UTMB v. Hohman, 6 S.W.3d 767, 774 (Tex. App. Options: A. holding that defendant interfered with plaintiffs right when the employer forced her to choose between resignation and working without leave B. holding employee resigned and was not constructively discharged because there was no evidence that employer deliberately created working conditions that led to her resignation C. holding that the statute of limitations accrued when the minors father was appointed his guardian and not when the minor became comatose D. holding that employee who resigned left voluntarily where employer accepted resignation told employee not to come to work anymore and paid employee through end of notice period E. holding claim accrued when employee tendered letter of resignation not when resignation became effective

assistant: The best answer is E. holding claim accrued when employee tendered letter of resignation not when resignation became effective
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 hereof, you will be employed by the Company as its Chief Executive Officer and serve as a Director on the Company’s Board of Directors (the “Board” ), effective as of December 30, 2018 (the “Employment Date” ) and continuing until terminated by you or the Company.

assistant: Positions
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 2.8 of the Disclosure Schedule lists all Company Intellectual Property material to the conduct of its business as now conducted. The Company owns or possesses or believes it can acquire on commercially reasonable terms sufficient legal rights to all Company Intellectual Property without any known conflict with, or infringement of, the rights of others. To the Company’s knowledge, no product or service marketed or sold (or proposed to be marketed or sold) by the Company violates or will violate any license or infringes or will infringe any intellectual property rights of any other party. Other than with respect to commercially available software products under standard end-user object code license agreements, there are no outstanding options, licenses, agreements, claims, encumbrances or shared ownership interests of any kind relating to the Company Intellectual Property, nor is the Company bound by or a party to any options, licenses or agreements of any kind with respect to the patents, trademarks, service marks, trade names, copyrights, trade secrets, licenses, information, proprietary rights and processes of any other Person. The Company has not received any communications alleging that the Company has violated, or by conducting its business, would violate any of the patents, trademarks, service marks, tradenames, copyrights, trade secrets, mask works or other proprietary rights or processes of any other Person. The Company has obtained and possesses valid licenses to use all of the software programs present on the computers and other software-enabled electronic devices that it owns or leases or that it has otherwise provided to its employees for their use in connection with the Company’s business. To the Company’s knowledge, it will not be necessary to use any inventions of any of its employees or consultants (or Persons it currently intends to hire) made prior to their employment by the Company. Each employee and consultant has assigned to the Company all intellectual property rights he or she owns that are related to the Company’s business as now conducted and as presently proposed to be conducted. The Company has not embedded any open source, copyleft or community source code in any of its products generally available or in development, including but not limited to any libraries or code licensed under any General Public License, Lesser General Public License or similar license arrangement. For purposes of this Subsection 2.8 , the Company shall be deemed to have knowledge of a patent right if the Company has actual knowledge of the patent right or would be found to be on notice of such patent right as determined by reference to United States patent laws.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: If any term, provision, covenant or restriction of this Agreement is held by a court of competent jurisdiction or other authority to be invalid, void, unenforceable, such term, provision, covenant or restriction will be deemed to be modified to the extent necessary to render it valid, effective and enforceable, and the remainder of the terms, provisions, covenants and restrictions of this Agreement will remain in full force and effect and will in no way be affected, impaired or invalidated.

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: The Advisor, CMF and the Partnership each acknowledge and agree that during the course of their association with one another, each party may receive and have access to certain information, data, notes, analyses, records, and materials of the other party, including, without limitation, information concerning the other party’s business affairs, CMF and the Partnership’s management arrangement with the Advisor and investment strategies, and all information regarding the Advisor, CMF and the Partnership (collectively, the “Confidential Information”). The term “Confidential Information” does not include information which (i) was or becomes generally available to the public other than as a result of a disclosure by the receiving party or its representatives in violation hereof, (ii) was or becomes available to the receiving party on a non-confidential basis prior to its disclosure by the disclosing party or its representatives or agents to the receiving party or its representatives, (iii) becomes available to the receiving party or its representatives on a non-confidential basis from a source other than the disclosing party or its representatives or agents, provided that such source is not known to the receiving party to be bound by a confidentiality agreement with the disclosing party or its representatives or agents or otherwise prohibited from transmitting the information to the receiving party or its representatives by a contractual, legal or fiduciary obligation, or (iv) is independently developed by the receiving party or on its behalf, provided that such development was by the receiving party or on the receiving party’s behalf without the use of, or any reference to, the Confidential Information. None of the parties shall disclose to third parties or use any other party’s Confidential Information without such other party’s prior written consent, except as otherwise contemplated herein or as required by applicable law, a court of competent jurisdiction or any regulatory or self-regulatory organization, or as necessary to carry out its duties pursuant to this Agreement.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: By accepting the Award, you specifically agree to the restrictive covenants contained in this Section 3 (the “ Restrictive Covenants ”) and you agree that the Restrictive Covenants and the remedies described herein are reasonable and necessary to protect the legitimate interests of the Company Group.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: If a Change in Control (as defined below) shall occur at any time during the term of this Agreement, the Officer may terminate his employment for any reason or no reason by delivering a notice in writing (the “Notice of Termination”) to the Bank within thirty (30) days of the Change in Control which termination shall be effective immediately upon delivery of such Notice of Termination. In the event that the Officer delivers a Notice of Termination to the Bank, or the Officer’s employment is otherwise terminated by the Bank without cause following a Change in Control, Officer shall be entitled to receive, within twenty (20) days of termination, a lump sum payment in an amount equal to two times the sum of (a) the then salary being paid by the Bank to the Officer, plus (b) the last annual cash bonus earned by the Officer.

assistant: Change In Control