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: Seller and Existing Operator shall timely file all federal, state and local Tax Returns and, to the extent applicable, estimates and reports, and pay all amounts then due for all taxes for all periods through and including the Closing Date to the extent due and payable and otherwise to the extent necessary to transfer the Property and the Facilities in accordance with the terms of this Agreement. Furthermore, Seller and Existing Operator shall give all required notices and make all required filings, on behalf of itself and Buyer when required, of the transactions contemplated hereby. In addition, Purchaser, Seller and Existing Operator shall cooperate fully, as and to the extent reasonably requested by the other party, in connection with Tax matters related to the Property, including any audit, litigation or other proceeding with respect to Taxes. Such cooperation shall include the retention and (upon the other party’s request) the provision of records and information which are reasonably relevant to any such audit, litigation or other proceeding and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: No broker, investment banker, financial advisor or other person is entitled to any broker’s, finder’s or other similar fee or commission in connection with this Agreement or the transactions contemplated hereby based upon arrangements made by or on behalf of the Company.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: integrity of the prosecution, “charg[ing it] with ‘reprehensible’ conduct in purportedly attempting to cast a false light on [the defendant’s] activities.” 470 U.S. at 4, 105 S.Ct. at 1041, 84 L.Ed.2d at 6. The Court held that defense counsel’s conduct was sufficient to invoke the “invited response” doctrine because “[d]efense counsel ... must not be permitted to make unfounded and inflammatory attacks on the opposing advocate.” Young, 470 U.S. at 9, 105 S.Ct. at 1043, 84 L.Ed.2d at 8; see also United States v. Robinson, 485 U.S. 25, 33 n. 5, 108 S.Ct. 864, 869 n. 5, 99 L.Ed.2d 23, 32 n. 5 (1988) (opining that, under Young, a prosecutor’s reference to a criminal defendant’s failure to testify may be contextually proper); United States v. Nickens, 955 F.2d 112, 121-22 (1 st Cir.1992) (<HOLDING>). This Court has not yet had the opportunity to Options: A. holding that defense counsels argument that the prosecution was trying to railroad his client was sufficient to invoke the invited response doctrine B. holding that defense counsel had invited prosecutors comments on parole law C. holding prosecutors argument that defense counsels goal was to keep evidence from the jury was improper D. holding improper counsels argument that plaintiff was entitled to something for manner in which defense was conducted E. holding that no exception to the invited error doctrine has ever been adopted by this circuit

assistant: The best answer is A. holding that defense counsels argument that the prosecution was trying to railroad his client was sufficient to invoke the invited response doctrine
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: “implied duty that each party to a contract owes to its contracting partner.” Centex Corp. v. United States, 395 F.3d 1283, 1304 (Fed.Cir.2005). This covenant applies to government contracts, as well as contracts between private parties. Id. The covenant “includes the duty not to interfere with the other party’s performance and not to act so as to destroy the reasonable expectations of the other party regarding the fruits of the contract.” Id. Breach of the covenant of good faith and fair dealing is assessed under a reasonableness standard and depends on the “particular contract, its context, and its surrounding circumstances.” Commerce Int’l Co. v. United States, 167 Ct.Cl. 529, 338 F.2d 81 (1964); see also Essex Electro Engineers, Inc., v. Danzig, 224 F.3d 1283, 1291 (Fed.Cir.2000) (<HOLDING>). The record establishes that the equipment was Options: A. holding that breach will depend on whether the government acted reasonably in the substance and pace of its responses B. holding that the government was liable for partial breach of contract C. recognizing that mere passage of time does not make evidence irrelevant as it will also depend on the nature of the evidence and its relation to what is to be proven D. holding the government liable to plaintiffs for breach of contract E. holding in the context of the major fraud act that determining when a scheme is executed will depend on factors including the goal of the plan its nature the benefits intended and whether the conduct created a new and independent financial risk

assistant: The best answer is A. holding that breach will depend on whether the government acted reasonably in the substance and pace of its responses
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 and its Subsidiaries maintain, with financially sound and reputable insurers, insurance in such amounts, including deductible arrangements, and of such a character as is, in the judgment of the Board of Directors, reasonable in light of the risks faced by the Company in the conduct of its business. All policies of title, fire, liability, casualty, business interruption, workers’ compensation and other forms of insurance including, but not limited to, directors and officers insurance, held by the Company and its Subsidiaries, are in full force and effect in accordance with their terms. Neither the Company nor any of its Subsidiaries is in default in any material respect under any provisions of any such policy of insurance that has not been remedied and no such Person has received notice of cancellation of any such insurance.

assistant: Insurances
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 this litigation, under the district court injunction as clarified and implemented by the Memorandum Order, any disenrollment date does not matter, as the Disenrollment Order is inoperative. As to the Band’s legal interest in maintaining sovereign control over membership issues, granting the relief requested in claims one through three—vacatur of the BIA’s Order—would not undermine authority the Tribe would otherwise exercise. The Tribe itself has delegated its authority over enrollment to the BIA. See Const, of Band, art. Ill, § 2. The Altos do not seek to alter the Band’s rights vis-a-vis enrollment decisions. Any attempt to do so in the Band’s absence would clearly be impermissible. See Pit River Home & Agric. Coop. Ass’n v. United States, 30 F.3d 1088, 1099 (9th Cir.1994) (<HOLDING>); Confederated Tribes, 928 F.2d at 1498-99 Options: A. holding that a tribal council was a necessary party in a suit challenging the councils designation by the secretary of interior as the beneficiary of reservation property B. holding that discretionary action of secretary of the interior in ratifying and approving amendments to a tribal constitution and bylaws was not subject to judicial review C. holding that neither the tribe or its tribal court was necessary to the determination of the tribal courts jurisdiction given that the district courts judgment would be binding on the absent party and they did not have a legally protected interest at issue noting that the tribe was not a party to a relevant agreement or treaty with any party to the suit D. holding that a tribal housing authority established by tribal council pursuant to its powers of selfgovernment was a tribal agency rather than a separate corporate entity created by the tribe E. holding that beneficiaries of judgment fund constituted an identifiable group where beneficiary class was defined by statute and rolls prepared by the secretary of interior

assistant: The best answer is A. holding that a tribal council was a necessary party in a suit challenging the councils designation by the secretary of interior as the beneficiary of reservation 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 case excerpt and choose the best holding from the options. Case excerpt: of the government so recognized from the commencement of its existence.” Oetjen v. Cent. Leather Co., 246 U.S. 297, 303, 38 S.Ct. 309, 62 L.Ed. 726 (1918); see also Banco Nacional de Cuba v. Sabbatino, 376 U.S. 398, 417, 84 S.Ct. 923, 11 L.Ed.2d 804 (1964) (“established rule” is that “recognition operates retroactively to validate past acts”); United States v. Pink, 315 U.S. 203, 233, 62 S.Ct. 552, 86 L.Ed. 796 (1942) (recognition is retroactive in effect); United States v. Belmont, 301 U.S. 324, 328-330, 57 S.Ct. 758, 81 L.Ed. 1134 (1937) (recognition is retroactive). Further, the FSIA itself is retroactive in application and applies to actions of foreign sovereigns prior to the passage of the FSIA. Republic of Austria v. Altmann, 541 U.S. 677, 124 S.Ct. 2240, 159 L.Ed.2d 1, (2004) (<HOLDING>). Consequently, the FSIA would apply to all Options: A. holding that the fsia applied retroactively to actions of the austrian government in 1948 B. holding that kotecki limit applied retroactively C. holding the fourteenth amendment does not apply to the actions of the federal government D. holding the batson rule was not to be applied retroactively to a state conviction on federal habeas review E. recognizing the objection requirement for new state constitutional rules applied retroactively

assistant: The best answer is A. holding that the fsia applied retroactively to actions of the austrian government in 1948
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: 22) is denied. IT IS FURTHER ORDERED that the Trustee is required to return to the Debtors the $10,000.00 distribution the Trustee earlier received from the Trust. 1 . All statutory references are to the Bankruptcy Code, 11 U.S.C. § 101, et seq., unless otherwise specified. 2 . The Trustee does cite to a provision contained in the Social Security Act concerning '‘inheritance.” According to that definition, "An inheritance is cash, a right, or a non-cash items received as the result of someone’s death.” However, the Debtor did not receive his interest in the Trust, as a matter of law, “as a result of someone’s death.” The Debt- or’s interest in the Trust was acquired by way of an inter vivos gift from his father. See Matter of Estate of Sanders, 261 Kan. 176, 186, 929 P.2d 153 (1996) (<HOLDING>). 3 . The Trastee also relies on In re Hecht, Options: A. holding that for the purposes of admiralty jurisdiction a tort occurs where the negligence takes effect not where the negligent act occurred B. holding in dicta that subsection 9 as a rule of evidence would apply to litigation pending when the law takes effect C. holding that a trust comes into immediate effect upon being established and funded while a will never takes effect until the death of a testator D. holding to the same effect E. holding that an effect on commerce is sufficient even though the effect is not immediate or direct or significant but instead is postponed indirect and slight

assistant: The best answer is C. holding that a trust comes into immediate effect upon being established and funded while a will never takes effect until the death of a testator
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 the Transaction Documents 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 conflicts of law thereof. Each party agrees that all legal proceedings concerning the interpretations, enforcement and defense of the transactions contemplated by this Agreement and any other Transaction Documents (whether brought against a party hereto or its respective affiliates, directors, officers, shareholders, partners, members, employees or agents) shall be commenced exclusively in the state and federal courts sitting in the City of New York. Each party hereby irrevocably submits to the exclusive jurisdiction of the state and federal courts sitting in the City of New York, Borough of Manhattan 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 any such court, that such suit, action or proceeding is improper or is an 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 Agreement 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 law. If either party shall commence an action or proceeding to enforce any provisions of the Transaction Documents, then in addition to the obligations of the Company under Section 3.1(g), the prevailing party in such action, suit or proceeding shall be reimbursed by the other party for its reasonable attorneys’ fees and other costs and expenses incurred with 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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: to the extent it 's necessary , when you appear in , create , upload , post , or send live , local , or other crowd-sourced content , you also grant snap group limited , snap inc. , and our affiliates and business partners the unrestricted , worldwide right and license to use your name , likeness , and voice .

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 Security Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, except to the extent that the validity or perfection of the security interest hereunder, or remedies hereunder, in respect of any particular Collateral are governed by the laws of a jurisdiction other than the State of Delaware.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: in favor of the defendants in his 42 U.S.C. § 1983 action alleging that his placement on the Nutraloaf diet violated his Eighth and Fourteenth Amendment rights. We have jurisdiction under 28 U.S.C. § 1291. We review de novo the grant of summary judgment. Mitchell v. Dupnik, 75 F.3d 517, 522 (9th Cir.1996). We affirm in part, vacate in part, and remand. The district court properly granted summary judgment on Gordon’s claim that his placement on Nutraloaf violated the prohibition against cruel and unusual punishment. See LeMaire v. Maass, 12 F.3d 1444, 1456 (9th Cir.1993) (stating that the Eighth Amendment requires only that prisoners receive food that is adequate to maintain health, not food that is tasty or aesthetically pleasing); Frost v. Agnos, 152 F.3d 1124, 1128 (9th Cir.1998) (<HOLDING>). However, Gordon also claimed that he was Options: A. holding that pretrial detainees have at least the same protections under the fourteenth amendment as posttrial detainees have under the eighth amendment B. holding in light of the supreme courts observation that the due process rights of pretrial detainees are at least as great as the eighth amendment protections available to a convicted prisoner that the eighth amendment provides a minimum standard of care for determining the rights of pretrial detainees quoting revere 463 us at 244 103 sct 2979 C. holding that pretrial detainees possess a constitutional right against deliberate indifference to their serious medical needs because the due process rights of a pretrial detainee are at least as great as the eighth amendment protections available to a convicted prisoner D. holding that a prison official can violate a prisoners eighth amendment rights by failing to intervene E. holding that because pretrial detainees fourteenth amendment rights are comparable to prisoners eighth amendment rights the same standards apply

assistant: The best answer is E. holding that because pretrial detainees fourteenth amendment rights are comparable to prisoners eighth amendment rights the same standards apply
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: limited exception to the running of the statute of limitations, which posits that “where there is an ongoing, continuous series of discriminatory acts, they may be challenged in their entirety as long as one of those discriminatory acts falls within the limitations period.” Haithcock, 958 F.2d at 677-78. Continuing violations can take the form of either a longstanding policy of discrimination or evidence of present discriminatory actions taking place within the limitation period. Dixon v. Anderson, 928 F.2d 212, 216 (6th Cir.1991). In the failure to hire context, most continuing violations take the form of a longstanding discriminatory policy, which prevents gainful employment of a class of individuals. See, e.g., Roberts v. North Am. Rockwell Corp., 650 F.2d 823, 827 (6th Cir.1981) (<HOLDING>). In the instant case, Young has not presented Options: A. holding that the employee was acting within the course of her employment when she died while returning from the workrelated session because her death occurred on a public highway which was brought within the scope of her employment by her employers requirement that she attend training at the state police academy B. holding that the plaintiff was precluded from asserting her failure to promote claim as a continuing violation C. holding that a plaintiff could not show that she engaged in protected activity because she did not present evidence that she informed her employer that her complaints were based on race or age discrimination D. holding that the plaintiff had failed to prove the defendants reasons for not hiring the plaintiff were pretext because the plaintiff failed to submit any evidence other than her own subjective testimony that she was more qualified for the job than the selectee E. holding that an established policy of not hiring women prevented plaintiff from gaining employment on the many occasions that she applied and therefore amounted to a continuing violation of her rights

assistant: The best answer is E. holding that an established policy of not hiring women prevented plaintiff from gaining employment on the many occasions that she applied and therefore amounted to a continuing violation of her rights
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 payments to be made by the Borrowers shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. Except as otherwise expressly provided herein, all payments by the Borrowers hereunder shall be made to the Administrative Agent, for the account of the respective Lenders to which such payment is owed, at the Administrative Agent’s Office in Dollars and in immediately available funds not later than 2:00 p.m. on the date specified herein; provided that, for the sake of clarity, all payments made in respect of the Singapore Term Loans shall be made through the Singapore Agent at its Administrative Agent’s Office. The Administrative Agent will promptly distribute to each Lender its Applicable Percentage in respect of the relevant Facility (or other applicable share as provided herein) of such payment in like funds as received by wire transfer to such Lender’s Lending Office. All payments received by the Administrative Agent after 2:00 p.m. shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. If any payment to be made by the Borrowers shall come due on a day other than a Business Day, payment shall be made on the next following Business Day, and such extension of time shall be reflected in computing interest or fees, as the case may be.

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: Borrower shall use the proceeds of the Loan to (a) make an equity contribution to Mortgage Borrower in order to cause Mortgage Borrower to use such amounts for any use permitted pursuant to Section 2.1.4 of the Mortgage Loan Agreement, (b) pay costs and expenses incurred in connection with the closing of the Loan, as approved by Administrative Agent, and (c) distribute the balance, if any, to Borrower.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that no Loan Party may assign or otherwise transfer any of its rights or obligations hereunder or under any other Loan Document without the prior written Consent of the Agent and each Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an Eligible Assignee in accordance with the provisions of Section 10.06(b), (ii) by way of participation in accordance with the provisions of subsection Section 10.06(b), or (iii) by way of pledge or assignment of a security interest subject to the restrictions of Section 10.06(b) (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Credit Parties) any legal or equitable right, remedy or claim under or by reason of this Agreement.

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 legal provision and list the applicable contract clause categories. Provision: This Guaranty shall be deemed to be a contract under the Laws of the State of New York in accordance with Section 5-1401 of the New York General Obligation Law without regard to its conflict of laws principles.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: which include the appeal process, appear adequate to redress the alleged constitutional deprivation they have alleged. Regarding this final requirement, the court notes that under state law, a defendant convicted in justice court has an absolute right to appeal to county court or circuit court, where he is entitled to a trial de novo and where court rules indisputably provide defendants a meaningful and effective procedural mechanism for the disclosure of exculpatory evidence. See Cline v. Frink Dairy Co., 274 U.S. 445, 47 S.Ct. 681, 71 L.Ed. 1146 (1927) (criminal defendant can raise federal questions in the state court with the right to appeal to the highest court of the state and to the Supreme Court of the United States); Ballard v. Wilson, 856 F.2d 1568, 1571 (5th Cir.1988) (<HOLDING>); DeSpain v. Johnston, 731 F.2d 1171, 1177 (5th Options: A. holding that because the plaintiff had not exhausted his state court appeals abstention was appropriate because virtually all of the evils at which younger is directed would inhere in federal intervention prior to completion of state appellate proceedings B. holding that because the federal plaintiffs claims were essentially derivative of the state defendants younger abstention applied C. holding younger abstention inapplicable where the suit is in no way designed to annul the results of a state trial and the relief sought is wholly prospective D. holding that younger abstention is jurisdictional E. holding that younger abstention was appropriate while the case works its way through the state appellate process

assistant: The best answer is E. holding that younger abstention was appropriate while the case works its way through the state appellate process
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 a condition to the benefits provided in this Agreement to which you would not otherwise be entitled, you agree, on the Retirement Date, to execute and return to the Company the General Release attached as Exhibit A to the Employment Agreement (the “ Release ”), and to allow the Release to become effective.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: statements “lacked the indicia of reliability based on the self-interest inherent in obtaining appropriate medical treatment.” State v. Stafford, 317 N.C. 568, 574, 346 S.E.2d 463, 467 (1986). Consequently, we hold that defendant did not satisfy the first prong of the test set out in Hinnant. As for the second prong of the Hinnant test, defendant has made no argument as to how his statement that he only confessed because an officer told him he would receive the death penalty if he did not confess was “reasonably pertinent to medical diagnosis or treatment.” Hinnant, 351 N.C. at 289, 523 S.E.2d at 671. Defendant does not contend that his statement had anything to do with a mental illness he may have had at the time. See State v. Gattis, 166 N.C. App. 1, 8-9, 601 S.E.2d 205, 210 (2004) (<HOLDING>). It is relevant to acknowledge that defendant Options: A. holding that exculpatory statement made by defendant to a nurse and recorded in the nurses notes was not admissible under rule 8034 because it was not reasonably pertinent to diagnosis and treatment B. holding that nurses statement made during the course of treating the plaintiff was admissible under rule 801d2d when offered against the government in ftca case C. holding that federal rule of evidence 8034 the hearsay exception for statements made for medical diagnosis or treatment does not apply to statements made by doctors D. holding statements inadmissible under colo r evid 8034 which was identical to the federal rule because there was no evidence that the fiveyearold child was capable of recognizing at the time the challenged statements were made the need to provide accurate information for purposes of medical diagnosis or treatment within the meaning of fedrevid 8034 E. holdingthat a nurses progress notes were not admissible under the business records exception to the hearsay rule because while the nurses business duty to accurately record plaintiffs behavior ensured the accuracy of her notes it did not guarantee the accuracy of information provided to her by others not under a similar duty

assistant: The best answer is A. holding that exculpatory statement made by defendant to a nurse and recorded in the nurses notes was not admissible under rule 8034 because it was not reasonably pertinent to diagnosis and treatment
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 payments made by Borrowers hereunder or under any note or other Loan Document will be made without setoff, counterclaim, or other defense. In addition, all such payments will be made free and clear of, and without deduction or withholding for, any present or future Indemnified Taxes, and in the event any deduction or withholding of Indemnified Taxes is required, Borrowers shall comply with the next sentence of this Section 16.1 . If any Indemnified Taxes are so levied or imposed, Borrowers agree to pay the full amount of such Indemnified Taxes and such additional amounts as may be necessary so that every payment of all amounts due under this Agreement, any note, or Loan Document, including any amount paid pursuant to this Section 16.1 after withholding or deduction for or on account of any Indemnified Taxes, will not be less than the amount provided for herein; provided , that Borrowers shall not be required to increase any such amounts to the extent that the increase in such amount payable results from Agent’s or such Lender’s own willful misconduct or gross negligence (as finally determined by a court of competent jurisdiction). Borrowers will furnish to Agent as promptly as possible after the date the payment of any Indemnified Tax is due pursuant to applicable law, certified copies of tax receipts evidencing such payment by Borrowers. Borrowers agree to pay any present or future stamp, value added or documentary taxes or any other excise or property taxes, charges, or similar levies that arise from any payment made hereunder or from the execution, delivery, performance, recordation, or filing of, or otherwise with respect to this Agreement or any other Loan Document.

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

user: Read the following U.S. Supreme Court case excerpt and classify it into the correct legal issue area. Excerpt: 459 U.S. 86 103 S.Ct. 484 74 L.Ed.2d 249 The GILLETTE COMPANY, petitioner,v.Steven MINER No. 81-1493 Supreme Court of the United States December 6, 1982 On writ of certiorari to the Supreme Court of Illinois. PER CURIAM. 1 There being no final judgment, the writ of certiorari is dismissed for want of jurisdiction.

assistant: 9
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: and performance benefits. In any event, the tag-line is too vague and non-specific to conclude that it necessarily implies a direct comparison to Gatorade. 28. Moreover, the claim “Upgrade your game” is also puffery. The claim is exaggerated and boastful, and no reasonable consumer, having read the slogan, would be justified in believing that it would actually result in improved athletic abilities, such as playing a better game of basketball. See, e.g., Time Warner Cable, Inc., 497 F.3d at 160 (an “ ‘exaggerated, blustering, and boasting statement upon which no reasonable buyer would be justified in relying’ ” is puffery) (quoting Pizza Hut, Inc. v. Papa John’s Int’l, Inc., 227 F.3d 489, 497 (5th Cir.2000)); Southland Sod Farms v. Stover Seed Co., 108 F.3d 1134, 1145 (9th Cir.1997) (<HOLDING>). 29. The tagline is also puffery in that any Options: A. holding that a wellfounded fear requires petitioner to show more than a generalized or random possibility of persecution B. holding that an officer responding to a call that individuals were dealing drugs had more than a generalized suspicion C. holding that statement less is more was generalized boasting upon which no reasonable buyer would rely D. holding that the statement i have a gun is a threat of death because a reasonable teller upon hearing the statement normally and reasonably would fear that his or her life is in danger E. holding that a company which knew when it issued a policy that the insureds interest in the insured property was less than fee simple could not rely upon a provision rendering the policy void if the insureds interest was less than fee simple

assistant: The best answer is C. holding that statement less is more was generalized boasting upon which no reasonable buyer would rely
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: and Powell negotiated any aspect of the sales contract or the waiver provision. Both the sales contract and the addendum were pre-printed forms labeled as Bank of America documents. Accordingly, factors four and five, the parties’ negotiations concerning the entire agreement and concerning the waiver provision, weigh against a finding that Martin and Powell knowingly and voluntarily made the waiver. An absence of evidence of negotiation does not meet Bank of America’s burden to produce pri-ma facie evidence of a knowing and voluntary waiver. And the waiver provision here was not conspicuous. It was set forth exactly as the other paragraphs in the addendum; it was not in larger or bolder font than the remainder of the addendum. Cf. In re Gen. Elec. Capital Corp., 203 S.W.3d at 316 (<HOLDING>) (emphasis added); see also Tex. Bus. & Options: A. holding contractual jury waiver provision that was in all capital letters and was bolded was conspicuous B. recognizing that contractual jury waiver provision that was conspicuous because it was in bolded font and in all capital letters met burden of party seeking to enforce provision to make prima facie showing that waiver was knowing and voluntary C. holding that the waiver in two previous contracts was insufficient to support waiver of the contract at issue in that appeal D. holding that jury waiver stating that it was made knowingly and voluntarily raised presumption of same and that burden was on party challenging enforceability of jury waiver to present evidence overcoming presumption E. holding the jury waiver invalid where waiver was inconspicuous appeared to be nonnegotiable and there was unequal bargaining power

assistant: The best answer is A. holding contractual jury waiver provision that was in all capital letters and was bolded was conspicuous
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: arking and growling, at most, amounted to menacing behavior, which does not establish a vicious propensity). 13 See Kringle, 301 Ga. App. at 2; Durham, 234 Ga. App. at 773 (1); Rowlette, 219 Ga. App. at 599; Sutton, 145 Ga. App. at 25 (1). 14 See supra footnote 10 & accompanying text. 15 333 Ga. App. 631 (773 SE2d 872) (2015) (physical precedent only), cert, granted (S15G1888) (Jan. 11, 2016). The Supreme Court of Georgia granted certiorari in Green to consider whether the Court of Appeals erred “when it reversed the award of summary judgment to the appellant[.]” 16 See Green, 333 Ga. App. at 633. 17 See id. 18 Stennette, 316 Ga. App. at 430 (3) (punctuation omitted); accord Osowski v. Smith, 262 Ga. App. 538, 540 (1) (586 SE2d 71) (2003). 19 See Stennette, 316 Ga. App. at 430-31 (3) (<HOLDING>); Osowski, 262 Ga. App. at 538, 540-41 (1) Options: A. recognizing a cause of action by the owner of contaminated property against a previous owner who allegedly caused the contamination B. holding that the owner could maintain a 93a claim against the subcontractor where there was a genuine issue of material fact as to whether the owner was the thirdparty beneficiary of the contract between the general contractor and the subcontractor C. holding that the current property owner may not assert a public nuisance claim against the former owner D. holding that where both vessels had the same owner it was not an abuse of discretion to give 75 of the salvage award to the owner E. holding that the evidence created a genuine issue of material fact as to whether the dog owner had undertaken a duty to keep the dogs away from a housekeeper when the housekeeper had asked the dog owner to confine the dog while she cleaned the house and the dog owner complied with her request on previous occasions

assistant: The best answer is E. holding that the evidence created a genuine issue of material fact as to whether the dog owner had undertaken a duty to keep the dogs away from a housekeeper when the housekeeper had asked the dog owner to confine the dog while she cleaned the house and the dog owner complied with her request on previous occasions
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 determination by any court, governmental body or otherwise that any provision of this Ninth Amendment or any amendment hereof is invalid or unenforceable in any instance shall affect the validity or enforceability of (i) any other such provision or (ii) such provision in any circumstance not controlled by such determination. Each such provision shall be valid and enforceable to the fullest extent allowed by, and shall be construed wherever possible as being consistent with, applicable law.

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 case excerpt and choose the best holding from the options. Case excerpt: would avoid death-eligibility because he believed an attempt to convince the jury of second degree murder would be “an absurd request.” Counsel based this assessment on the egregiousness of the crime. He believed that because the victim was an abducted child who was brutally attacked, facts admitted by Hovey, the jury would lean heavily toward first degree murder, regardless of whatever evidence there might be to support a second degree conviction. There is no evidence to suggest that counsel formulated this theory of defense in response to the informants’ role in the prosecution’s case. Thus, counsel’s failure to investigate the informants does not bear on his trial strategy, and his choice was strategic, not incompetent. See Anderson v. Calderon, 232 F.3d 1053, 1087-90 (9th Cir.2000) (<HOLDING>); overruled on other grounds by Osband v. Options: A. holding that counsel was not deficient in seeking a conviction for first degree murder rather than felony murder in order to avoid exposing his client to the death penalty and concluding that counsel made a reasonable assessment that the jury would be very unlikely to let anderson off of the hook completely B. holding that where both firstdegree and felony murder were possible bases for a murder conviction a jury instruction that suggested the jury could rely on felony murder as the predicate offense for a conviction for conspiracy to commit murder was improper because under arizona law a conviction for conspiracy to commit firstdegree murder requires a specific intent to kill C. holding that indictment for murder in the first degree charges murder by whatever means it may have been committed regardless of the theory of murder presented to the grand jury D. holding that swanson and cronics presumption of prejudice does not apply where trial counsel conceded that defendant murdered the victim but asked the jury to convict him of firstdegree murder rather than felony murder in order to avoid eligibility for the death penalty E. holding that reversal of conviction for felony murder was required where jury failed to find the defendant guilty of the underlying felony as essential element of the felony murder offense

assistant: The best answer is A. holding that counsel was not deficient in seeking a conviction for first degree murder rather than felony murder in order to avoid exposing his client to the death penalty and concluding that counsel made a reasonable assessment that the jury would be very unlikely to let anderson off of the hook completely
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: you shall not ( directly or indirectly ) : ( i ) decipher , decompile , disassemble , reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the service ( including without limitation any application or widget ) , except to the limited extent applicable laws specifically prohibit such restriction , ( ii ) modify , translate , or otherwise create derivative works of any part of the service , or ( iii ) copy , rent , lease , distribute , or otherwise transfer any of the rights that you receive hereunder .

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: brief investigatory stops. Terry v. Ohio, 392 U.S. 1, 16-19, 20 L. Ed. 2d 889, 903-05 (1968). “An investigatory stop must be justified by ‘a reasonable suspicion, based on objective facts, that the individual is involved in criminal activity.’ ” State v. Watkins, 337 N.C. 437, 441, 446 S.E.2d 67, 70 (1994) (quoting Brown v. Texas, 443 U.S. 47, 51, 61 L. Ed. 2d 357, 362 (1979)). Whether an officer had a reasonable suspicion to make an investigatory stop is evaluated under the totality of the circumstances. Id. (citing U.S. v. Cortez, 449 U.S. 411, 417, 66 L. Ed. 2d 621, 629 (1981)). The stop must be based on specific and articulable facts, as well as the rational inferences from those facts, as vie 410 S.E.2d 504, 506-08 (1991), disc. review denied, 331 N.C. 119, 414 S.E.2d 762 (1992) (<HOLDING>). Rather, the dispatch specified only that Options: A. holding that an officer can stop an individual if the officer has reasonable articulable suspicion that criminal activity is underfoot B. holding officer had reasonable suspicion of criminal activity necessary to support traffic stop where officer received dispatch that defendant committed disorderly conduct and record check showed parked truck was registered to defendant C. holding that an officer had reasonable suspicion to justify an investigatory stop of an automobile where the officer received a dispatch that a black male in a black bmw with a temporary license tag was selling controlled substances and the officer observed a person in an automobile fitting that description less than one minute later D. holding that a tip may provide the reasonable suspicion necessary to justify an investigatory stop E. holding that taillight and license plate violations justify investigatory stop of automobile

assistant: The best answer is C. holding that an officer had reasonable suspicion to justify an investigatory stop of an automobile where the officer received a dispatch that a black male in a black bmw with a temporary license tag was selling controlled substances and the officer observed a person in an automobile fitting that description less than one minute later
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement may not be assigned by Executive without the prior written consent of the Company. The Company shall have the right to assign this Agreement to its successors and assigns in connection with a change in control or business transaction requiring a general assignment, and all covenants and agreements hereunder shall inure to the benefit of and be enforceable by said successors or assigns. The term “Company” shall include any of the Company’s subsidiaries, subdivisions or affiliates.

assistant: Assignments
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: trans. denied. We then held as a general rule under the gratuitous undertaking concept, a person other than the driver is not liable for damages caused by the negligent acts of the driver unless that person has a special relationship that gives him or her the right to control the vehicle. Hawn, 598 N.E.2d at 633-34. In a footnote, we explained the wisdom of these "gratuitous undertaking" cases: The severity of our nation's drunk driving problem is apparent. In passing, we observe that courts should be reluctant to extend lability to those who gratuitously attempt to prevent intoxicated individuals from driving. A finding of liability in this case would encourage others to take no action rather than incur the risk of liability for failing to successfully con 4 (Ind.Ct.App.1993) (<HOLDING>); Thelen v. Spilman, 251 Minn. 89, 86 N.W.2d Options: A. holding that summary judgment was not appropriate because whether the danger posed by a swimming pool was known or obvious was a fact question B. holding that estoppel was a question of fact C. holding that summary judgment against plaintiff was premature because determination of whether plaintiff was a trespasser invitee or licensee was question of fact D. holding that summary judgment was improper because there was a question of fact pertaining to whether a motorists gratuitous signal to pass was negligent E. holding that whether a plaintiffs reliance on defendants misrepresentations was justified is a question of fact precluding summary judgment

assistant: The best answer is D. holding that summary judgment was improper because there was a question of fact pertaining to whether a motorists gratuitous signal to pass was negligent