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: The Restricted Stock Units subject to this Award shall be subject to forfeiture on the terms and conditions set forth herein, and shall vest (and such restrictions shall lapse) in full on the earlier of (i) «Date», or (ii) the date of the «Year» Annual Meeting of Stockholders (the “Vesting Date”). Notwithstanding the foregoing, the forfeiture restrictions shall lapse as to all of the Restricted Stock Units on the earlier of (i) the occurrence of a Change in Control (as such term is defined in Section 1 of the Directors’ Equity Plan), or (ii) the date Participant’s service as a director of the Company ends by reason of «HisHer» disability (as determined by the Committee in its sole discretion) or death.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Each Operative Document to which an Idaho Wind Entity is a party is a legal, valid and binding obligation of such Idaho Wind Entity, as the case may be, enforceable against such Idaho Wind Entity, as the case may be, in accordance with its terms, except as may be limited by applicable bankruptcy, insolvency, moratorium, reorganization or other similar laws affecting the enforcement of creditors’ rights and subject to general equitable principles. None of the Operative Documents to which an Idaho Wind Entity is a party has been amended or modified since the Closing Date except as permitted by this Credit Agreement. Each Operative Document has been duly executed and delivered by each Idaho Wind Entity party thereto, and to the knowledge of the Obligors, by each other party thereto (other than the Agents, the Lenders and the Letter of Credit Issuing Banks). Each Operative Document (other than any Additional Project Documents) is in full force and effect as of the Closing Date. As of the date this representation is made or deemed made, each Operative Document remains in full force and effect except for those Operative Documents that have expired in accordance with their respective terms as of such date.

assistant: Enforceability
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, requests, demands and other communications hereunder shall be in writing and shall be deemed to have been duly given if delivered by hand or mailed, certified or registered mail, return receipt requested, with postage prepaid, to the following addresses or to such other address as either party may designate by like notice. If to the Bank, notice shall be given to the board of directors, Paragon Commercial Bank, 3535 Glenwood Avenue, Raleigh, North Carolina 27612, or to such other or additional person or persons as the Bank shall have designated to the Executive in writing. If to the Executive, notice shall be given to the Executive at the Executive’s address appearing on the Bank’s records, or to such other or additional person or persons as the Executive shall have designated to the Bank in writing.

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: While some courts have condemned the “sit and squirm” test, the Seventh Circuit has repeatedly endorsed the role of observation in credibility determinations. Powers, 207 F.3d at 436. The ALJ’s observation as to whether the claimant is suffering from pain consistent with his testimony is one of the factors that may contribute to a credibility determination. Id. Based on the foregoing, this Court finds that the facts and observations noted by the ALJ provide support for the ALJ’s credibility determination. Thus, even if portions of the record support Ulloa’s credibility, we cannot conclude that the ALJ’s credibility determination was patently wrong. Accordingly, we will not remand on this basis. Powers, 207 F.3d at 435; see also, Edwards v. Sullivan, 985 F.2d 334, 338 (7th Cir.1993) (<HOLDING>). CONCLUSION For the reasons set forth above, Options: A. holding trial court has jurisdiction to reconsider new trial order as long as case is pending B. holding that credibility determinations are for the jury C. holding that this court may reconsider an erroneous ruling as long as the appeal is current D. holding that in determining the propriety of summary judgment credibility determinations may not be made E. recognizing that a reviewing court should not reconsider credibility determinations made by the alj as long as they find some support in the record

assistant: The best answer is E. recognizing that a reviewing court should not reconsider credibility determinations made by the alj as long as they find some support in the record
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Each Party shall procure and maintain insurance, including product liability insurance, adequate to cover its obligations hereunder and which are consistent with normal business practices of prudent companies […***…] at all times during which any Product is being clinically tested in human subjects or commercially distributed or sold by such Party. It is understood that such insurance shall not be construed to create a limit of either Party’s liability with respect to its indemnification obligations under this ARTICLE XIII . Each Party shall provide the other Party with written evidence of such insurance upon request. Each Party shall provide the other Party with written notice at least […***…] prior to the cancellation, non-renewal, or material change in such insurance or self-insurance which materially adversely affects the rights of the other Party hereunder.

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: substance.” 696 F.3d at 1136. Also, the Fifth and Ninth Circuits "have questioned the wisdom of their positions” in Todd, Heasley, and Gainer because those positions create the "anomalous result” of relieving a taxpayer of the penalty when a deduction is disallowed because it is so egregious that it is improper for a reason other than valuation, such as a lack of economic substance, See Bemont Investments, L.L.C. ex rel. Tax Matters Partner v. United States, 679 F.3d 339, 355 (5th Cir.2012) (Prado, J., concurring) (noting that the "Todd/Heasley rule,” by "[ajmplifying the egregiousness of the scheme — to the point where the transaction is an utter sham — could ..., perversely, shield the taxpayer from liability for overvaluation”); Keller v. Comm'r, 556 F.3d 1056, 1061 (9th Cir.2009) (<HOLDING>). 19 . The $1.8 million also represents the Options: A. recognizing that the rule as expressed in most circuits including merino is a sensible method of resolving overvaluation cases because it cuts off at the pass what might seem to be an anomalous result allowing a party to avoid tax penalties by engaging in behavior one might suppose would implicate more tax penalties not fewer but acknowledging that nonetheless in this circuit we are constrained by gainer B. holding that this is the rule in virtually all circuits C. recognizing but not resolving this question D. holding that the ninth circuit is constrained by gainer which rested in large part on todd but recognizing the sensible method of many other circuits E. recognizing this method

assistant: The best answer is A. recognizing that the rule as expressed in most circuits including merino is a sensible method of resolving overvaluation cases because it cuts off at the pass what might seem to be an anomalous result allowing a party to avoid tax penalties by engaging in behavior one might suppose would implicate more tax penalties not fewer but acknowledging that nonetheless in this circuit we are constrained by gainer
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 her own report disclosing missing data at five loci. Counsel was also armed with enough information to disclose Ms. Houtz’s involvement in the initial testing and in the chain of custody underlying the DNA analysis. In any event, our resolution of the issue again turns on Appellant’s inability to establish prejudice in light of the compelling other evidence establishing his identity as the robber and killer and the fact of a rape, and the absence of any plausible alternative theory to discount that Appellant was also the rapist. C. Cumulative Effect of Alleged Napue and Brady Violations Appellant next characterizes the assertedly false testimony and alleged concealment of evidence as violations of Napue v. Illinois, 360 U.S. 264, 269, 79 S.Ct. 1173, 1177, 3 L.Ed.2d 1217 (1959) (<HOLDING>), and Brady v. Maryland, 373 U.S. 83, 87, 83 Options: A. holding a judgment in the absence of notice violates due process rights B. holding that a conviction obtained through the knowing reckless or negligent use of false testimony must be set aside if there is any reasonable likelihood that the false testimony could have affected the judgment of the jury C. holding that prosecutor cannot obtain conviction with the aid of false testimony where the prosecutor knows such testimony is false D. holding that an ijs failure to obtain a knowing and voluntary waiver of the right to counsel from a pro se petitioner is a due process violation E. holding that the knowing use of false testimony to obtain a conviction violates due process

assistant: The best answer is E. holding that the knowing use of false testimony to obtain a conviction violates due 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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: if you are a resident of france or germany : notwithstanding the previous paragraph , you agree to indemnify and hold under armour , its subsidiaries , suppliers and other partners harmless from any claim or demand as result of your negligent or intentional behavior , including reasonable accounting and attorneys ' fees , made by any third party due to or arising out of ( a ) the user-generated content you access through the services ; ( b ) your violation of these terms , ( c ) your use or misuse of any athlete 's personal data and location data , ( d ) any violation of the rights of any other person or entity by you , or ( e ) your employment of the services to meet another athlete in person or to locate and attend any offline place or event .

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: Any and all notices or other communications or deliveries required or permitted to be provided hereunder shall be in writing and shall be deemed given and effective on the earliest of: (i) the date of transmission, if such notice or communication is delivered via facsimile at the facsimile number set forth on the signature pages attached hereto at or prior to 12:00 p.m. (New York City time) on a Trading Day; (ii) the next Trading Day after the date of transmission, if such notice or communication is delivered via facsimile at the facsimile number set forth on the signature pages attached hereto on a day that is not a Trading Day or later than 12:00 p.m. (New York City time) on any Trading Day; (iii) the second (2 nd ) Trading Day following the date of mailing, if sent by U.S. nationally recognized overnight courier service; or (iv) upon actual receipt by the party to whom such notice is required to be given. The address for such notices and communications shall be as set forth on the signature pages attached hereto.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Any Lender may at any time, without the consent of, or notice to, the Borrower, the Administrative Agent, or the L/C Issuers sell participations to any Person (other than a natural Person, a Defaulting Lender or the Borrower or any of the Borrower’s Affiliates or Subsidiaries) (each, a “ Participant ”) in all or a portion of such Lender’s rights and/or obligations under this Agreement (including all or a portion of its Commitment and/or the Loans (including such Lender’s participations in L/C Obligations and/or Swing Line Loans) owing to it); provided that (i) such Lender’s obligations under this Agreement shall remain unchanged, (ii) such Lender shall remain solely responsible to the other parties hereto for the performance of such obligations and (iii) the Borrower, the Administrative Agent, the Lenders and the L/C Issuers shall continue to deal solely and directly with such Lender in connection with such Lender’s rights and obligations under this Agreement. For the avoidance of doubt, each Lender shall be responsible for the indemnity under Section 10.04(c) without regard to the existence of any participation.

assistant: Participations
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 Section 7.7 are also for the benefit of the Indemnitees, their employees, officers, directors, trustees, heirs, successors, assigns and administrators and shall not be deemed to create any rights for the benefit of any other Persons. Any amendment, modification or repeal of this Section 7.7 or any provision hereof shall be prospective only and shall not in any way affect the limitation on the Partnership’s liability to any Indemnitee under this Section 7.7, as in effect immediately prior to such amendment, modification or repeal with respect to claims arising from or related to matters occurring, in whole or in part, prior to such amendment, modification or repeal, regardless of when such claims may arise or be asserted.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The authorized capital of the Company consists of 100,000,000 shares of common stock, par value $0.0001, of which a total of 5,533,000 shares are issued and outstanding (the “Issued and Outstanding Common Stock”) The Issued and Outstanding Common Stock has been duly authorized, issued, fully paid and nonassessable, free and clear of all liens, charges, pledges, security interests, encumbrances, right of first refusal, preemptive right or other restriction. No person, firm or corporation has any right, agreement, warrant or option, present or future, contingent or absolute, or any right capable of becoming a right, agreement or option to require the Company to issue any shares in its capital or to convert any securities of the Company or of any other company into shares in the capital of the Company.

assistant: Capitalization
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: retaliation claim because a plaintiff need not establish that the conduct she opposed was actually a violation of the statute so long as she can establish that she possessed a “ ‘good faith, reasonable belief that the underlying challenged actions of the employer violated that law.’ ” Quinn, supra, at 769 (quoting Manoharan v. Columbia University College of Physicians & Surgeons, 842 F.2d 590, 593 (2d Cir.1988)). The first element of Plaintiffs retaliation claims is therefore established. As to the second element, the fact that Defendants County and the Home were also named as defendants in Noni I, an action in which Defendants’ appeared and defended, establishes Defendants’ awareness of Plaintiffs participation in activity within Title VII’s protection. See Jute, supra, at 175-76 (<HOLDING>). See also Collette v. St. Luke’s Roosevelt Options: A. holding that a plaintiff bringing a retaliation claim under title vii must establish a prima facie case of retaliation by showing that she engaged in a protected activity that she was subjected to an adverse employment action by her employer and that there was a causal link between the two B. holding that a claim for discrimination in private employment is not preempted by title vii C. holding in the title vii context that the plaintiff must show that the individual who took adverse action against him know of the employees plaintiffs protected activity D. holding in context of title vii race discrimination claim that threatening a coworker with bodily harm was nondiscriminatory reason for suspension E. holding defendant employer knew plaintiff had engaged in activity protected under title vii where plaintiff was identified as a potential witness by a coworker plaintiff in a deposition given in a prior title yii employment discrimination action brought by the coworker against the employer

assistant: The best answer is E. holding defendant employer knew plaintiff had engaged in activity protected under title vii where plaintiff was identified as a potential witness by a coworker plaintiff in a deposition given in a prior title yii employment discrimination action brought by the coworker against the employer
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: Civil Procedure 9(b) because their RICO claims were not solely based upon allegations of fraud. However, regardless of whether a heightened-pleading standard applies, the district court found that Appellants’ complaint and RICO Case Statement consisted of only “bald assertions and allegations unsupported by facts” and lacked sufficient intelligibility for it to understand whether a valid claim was alleged. See Guidry v. Bank of LaPlace, 954 F.2d 278, 281 (5th Cir.1992) (conclusory pleadings not sufficient to state a claim for relief). On appeal, Appellants do not make legal arguments but only conclusory assertions that their pleadings were sufficient to state RICO violations. Appellants have, therefore, abandoned this argument. See Yohey v. Collins, 985 F.2d 222, 224-25 (5th Cir.1993) (<HOLDING>). Furthermore, contrary to Appellants’ Options: A. holding that issues not argued are abandoned B. holding that issues not briefed on appeal are deemed abandoned C. holding that issues not briefed are deemed abandoned D. holding issues raised in docketing statement but not argued in the brief in chief are deemed abandoned E. holding that issues not argued in initial brief are deemed waived

assistant: The best answer is A. holding that issues not argued are abandoned
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: Enter into any transaction, including any purchase, sale, lease or exchange of property, the rendering of any service or the payment of any management, advisory or similar fees, with any Affiliate (other than any Wholly Owned Subsidiary) unless such transaction (a) is entered into in the ordinary course of business of the relevant Group Member, (b) is among Group Members, (c) constitutes normal and reasonable compensation and reimbursement of expenses of officers and directors in the ordinary course of business, (d) constitutes the payment of customary fees and reasonable out-of-pocket costs to, and indemnities provide on or behalf of, directors, officers, employees and consultants, (e) is a Restricted Payment permitted under Section 6.7 or (f) is upon fair and reasonable terms no less favorable to the relevant Group Member than it would obtain in a comparable arm’s length transaction with a Person that is not an Affiliate.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Based on the consolidated financial condition of the Company as of the Closing Date, and the Company’s good faith estimate of the fair market value of its assets, after giving effect to the receipt by the Company of the proceeds from the sale of the Securities hereunder: (i) the fair saleable value of the Company’s assets exceeds the amount that will be required to be paid on or in respect of the Company’s existing debts and other liabilities (including known contingent liabilities) as they mature, (ii) the Company’s assets do not constitute unreasonably small capital to carry on its business as now conducted and as proposed to be conducted including its capital needs taking into account the particular capital requirements of the business conducted by the Company, consolidated and projected capital requirements and capital availability thereof, and (iii) the current cash flow of the Company, together with the proceeds the Company would receive, were it to liquidate all of its assets, after taking into account all anticipated uses of the cash, would be sufficient to pay all amounts on or in respect of its liabilities when such amounts are required to be paid. The Company does not intend to incur debts beyond its ability to pay such debts as they mature (taking into account the timing and amounts of cash to be payable on or in respect of its debt). The Company has no knowledge of any facts or circumstances which lead it to believe that it will file for reorganization or liquidation under the bankruptcy or reorganization laws of any jurisdiction within one year from the Closing Date. Schedule 3.1(mm) sets forth as of the date hereof all outstanding liens and secured and unsecured Indebtedness of the Company or any Subsidiary, or for which the Company or any Subsidiary has commitments which has not been disclosed in the SEC Filings. Except as disclosed on Schedule 3.1(mm) , neither the Company nor any Subsidiary is in default with respect to any Indebtedness.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Amendment: (a) in no way shall be deemed to be a consent or an agreement on the part of Agent or any Lender to waive any covenant, liability or obligation of Borrower, any Guarantor or any third party or to waive any right, power, or remedy of Agent or any Lender; (b) in no way shall be deemed to imply a willingness on the part of Agent or any Lender to grant any similar or other future waivers or to agree to any future consents, amendments or modifications to any of the terms and conditions of the Credit Agreement or the other Loan Documents; (c) shall not in any way, prejudice, limit, impair or otherwise affect any rights or remedies of Agent or any Lender under the Credit Agreement or any of the other Loan Documents, including, without limitation, Agent's or any Lender's right to demand strict performance of each Loan Party's liabilities and obligations to Agent and the Lenders and the Obligations under the Loan Documents at all times; (d) in no way shall obligate Agent or any Lender to make any future amendments, waivers, consents or modifications to the Credit Agreement or any other Loan Document; and (e) is not a continuing waiver with respect to any failure to perform any Obligation. Borrower acknowledges and agrees that: (i) except as expressly set forth herein, the Credit Agreement has not been amended or modified in any way by this Amendment, except as expressly provided herein, (ii) neither Agent nor any Lender waives any failure by Borrower to perform its Obligations under the Credit Agreement or any of the other Loan Documents, and (iii) Agent and each Lender is relying upon Borrower's representations, warranties and agreements, as set forth herein and in the Loan Documents in entering into this Amendment. Nothing in this Amendment shall constitute a satisfaction of Borrower's Obligations. This Amendment shall be deemed to be one of the Loan Documents.

assistant: No Waivers
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: that “there were times ... where [Jeffrey] would have ... this dark side.” When this happened, she said, “he would ... get an attitude. He ... deliberately pick[ed] fights with somebody or ... would ... storm out of the house.” He picked fights with Anthony and usually won. She recounted certain instances in which Jeffrey punched walls and doors. She also stated that, unlike Anthony, Jeffrey owned a gun and collected knives. She concluded that “Jeffrey usually was the leader.” Anthony usually gave in to his wishes. Griffith’s testimony and portions of O’Neill’s testimony are cumulative to the evidence presented at the resentencing. We have held that counsel does not render ineffective assistance by failing to present cumulative evidence. See Cole v. State, 841 So.2d 409, 425 (Fla.2003) (<HOLDING>) (citing Valle v. State, 705 So.2d 1331, Options: A. holding prior use of one type of drug is not relevant to establish use of another type of drug on a different occasion B. holding that additional witnesses were not needed to corroborate the defendants drug abuse problems because counsel had already introduced sufficient evidence of drug use C. holding that the failure to call certain witnesses was not ineffective assistance because witnesses already presented similar evidence and counsel is not required to present cumulative evidence D. holding the use of a drug that carries a higher sentence rather than another drug does not amount to sentencing factor manipulation E. holding prior drug deals admissible to prove knowledge of the drug trade

assistant: The best answer is B. holding that additional witnesses were not needed to corroborate the defendants drug abuse problems because counsel had already introduced sufficient evidence of drug use
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: 558, 563, 564 S.E.2d 94, 96 (2002). DISCUSSION Moody argues the circuit court erred in granting Dairy-land’s motion for summary judgment, asserting Dairyland did not make a meaningful offer of UIM coverage because it failed to offer coverage in amounts less than the statutory minimum limits. We disagree. “The cardinal rule of statutory construction is to ascertain and effectuate the intent of the legislature.” Hawkins v. Bruno Yacht Sales, 353 S.C. 31, 40, 577 S.E.2d 202, 207 (2003).. Moreover, “[w]here the terms of the statute are clear, [this Court] must apply those terms according to their literal meaning.” Brown v. South Carolina Dep’t of Health & Envtl. Control, 348 S.C. 507, 515, 560 S.E.2d 410, 414 (2002); see also Rowe v. Hyatt, 321 S.C. 366, 369, 468 S.E.2d 649, 650 (1996) (<HOLDING>). In relevant part, section 38-73-470 provides Options: A. holding that the clear and unambiguous words of an insurance contract should be given their plain and ordinary meaning B. holding that we must give the words in statutes their plain and ordinary meaning C. holding when interpreting a statute words must be given their plain and ordinary meaning without resorting to subtle or forced construction to limit or expand the statutes operation D. holding that where the language of a statute is clear and without ambiguity the plain meaning is to be accepted without resorting to the rules of interpretation E. holding that statutory words must be given their ordinary contemporary meaning

assistant: The best answer is C. holding when interpreting a statute words must be given their plain and ordinary meaning without resorting to subtle or forced construction to limit or expand the statutes operation
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: Policy: Coverage Provisions, Exclusions, and Other Litigation Issues 134 (Peter J ed cleaning the lacquer from his equipment to be part of the job; consequently, he included the time for cleaning equipment in his bid. Shauf stated that he always cleans his equipment immediately upon stopping painting for the day so that the paint or lacquer does not dry and clog the lines of his sprayer. Flushing paint or lacquer from the lines of his sprayer is an essential part of the painting job because, without it, the equipment can no longer be used to paint the house. Because Schauf was performing a part of his contract to paint the Sodaros’ house, he was performing operations on real property. See Advance Elec., Inc. v. United States Fidelity and Guar. Co., 818 F.2d 378, 379 (5th Cir.1987) (<HOLDING>); Goldsberry, 367 So.2d at 134-35 (applying Options: A. holding that insured was performing operations on engine while engine was cooling overnight because coolingstage was an essential part of the operation B. holding that particular part exclusion barred coverage for damage to entire apartment insured was renovating even though insured was working only on one part of apartment at time of damage C. holding that reinsurer could be directly liable to an insured where the reinsurance agent was the ultimate consistent reimburser of losses of the insured and this status was conveyed to the insured D. holding that it was permissible for the jury to find that the defendants understood that the murder was not an end in itself but rather was part of the organizations larger drug distribution operation E. holding a personal profit exclusion applicable to an insured corporation where the purpose of the exclusion was to exclude coverage when the insured received profits to which the insured was not legally entitled

assistant: The best answer is A. holding that insured was performing operations on engine while engine was cooling overnight because coolingstage was an essential part of the operation
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, as a result of Executive’s incapacity due to physical or mental illness or disability, Executive shall have been incapable of performing his duties hereunder even with a reasonable accommodation on a full-time basis for the entire period of four consecutive months or any one hundred and twenty (120) days in a one hundred and eighty (180) day period, and within thirty (30) days after written Notice of Termination (as defined in Section 6(d)) is given he shall not have returned to the performance of his duties hereunder on a full-time basis, the Employer may terminate Executive’s employment hereunder.

assistant: Disability
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 the plan’s becoming underfunded, the plan sponsor is required to make additional contributions. See David, 704 F.3d at 338; see also 26 U.S.C. § 412(a)(2)(A) (describing employer contributions necessary to reach minimum funding standard). And then, even if the plan sponsor is unable to contribute and the plan becomes unable to pay benefits, participants’ vested benefits are guaranteed by the PBGC up to a statutory level. See David, 704 F.3d at 338; see also 29 U.S.C. § 1322 (describing PBGC’s guarantee of benefits payments). Accordingly, for the Non-Transferee Class to establish a particularized, concrete, and actual or imminent injury, it must show more than the mere loss of Plan assets. It must show an effect on its members’ benefits payments. See Perelman, 919 F.Supp.2d at 517-18 (<HOLDING>). The Non-Transferee Class alleges that Verizon Options: A. holding that a subclass of plan participants could sue where the remedy sought by plaintiffs would benefit the plan as a whole and cure any harm that the plan suffered B. holding that plan participants cannot establish standing to seek money damages where the plan has substantial surplus assets or the plan sponsor is financially capable of making up any losses suffered by the plan citing harley 284 f3d at 906 C. holding that plan participants in a defined benefit pension plan have no claim to the plans surplus assets D. holding that where plaintiffs alleged that the plan suffered significant losses and requested that fiduciaries make good to the plan the losses to the plan they need not seek to recover for all plan participants allegedly injured by the fiduciary breach E. holding that professionals who advised the plan were not fiduciaries because they had no decision making authority over the plan or plan assets also noting that the power to act for the plan is essential to status as a fiduciary

assistant: The best answer is B. holding that plan participants cannot establish standing to seek money damages where the plan has substantial surplus assets or the plan sponsor is financially capable of making up any losses suffered by the plan citing harley 284 f3d at 906
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same agreement. Counterparts and signatures transmitted by facsimile shall be valid, effective and enforceable as originals.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The term "Mortgagor" as used in this Mortgage will be construed as singular or plural to correspond with the number of Persons executing this Mortgage as Mortgagor. If more than one Person executes this Mortgage as Mortgagor, his, her, its, or their duties and liabilities under this Mortgage will be joint and several. The terms "Mortgagee" and "Mortgagor" as used in this Mortgage include the heirs, executors or administrators, successors, representatives, receiver, trustees and assigns of those parties. Unless the context otherwise requires, terms used in this Mortgage which are defined in the UCC of Louisiana are used with the meanings therein defined.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: is evidence, which did not exist in Mr. Herrera’s case, that a licensed psychiatrist or clinical psychologist diagnosed such injuries. In the absence of a mental health diagnosis, the Division contends Mr. Herrera had the burden of proving Lexapro was for treatment of physical injuries which, the Division asserts, he failed to do because he did not present medical evidence supporting his testimony. [¶ 13] Section 27~14-102(a)(xi)(J) excludes from coverage any mental injury unless it is caused by a compensable physical injury, it occurs subsequent or simultaneously with the physical injury and it is established by clear and convincing evidence. We addressed this exclusion in Brierley v. State ex rel. Wyoming Workers’ Safety and Comp. Div., 2002 WY 121, ¶ 17, 52 P.3d 564, 571 (Wyo.2002) (<HOLDING>); Sechrist v. State ex rel. Wyoming Workers’ Options: A. holding a claimants injury report to a fellow employee did not satisfy the act because the claimants supervisor did not learn of the injury until six months later B. holding that despite the lack of a statutory requirement that severe child abuse be shown by clear and convincing evidence due to the consequences of such a finding the clear and convincing standard must be applied C. holding that in reviewing a defendants motion for judgment of acquittal based on insanity which the defendant must prove by clear and convincing evidence the court must determine whether no reasonable jury could have failed to find that the defendants criminal insanity at the time of the offense was established by clear and convincing evidence D. holding clear and convincing evidence established that the claimants attempted suicide was the result of a mental injury suffered subsequent to a compensable injury E. holding the claimant established by clear and convincing evidence that her depression was caused by her compensable physical injury

assistant: The best answer is D. holding clear and convincing evidence established that the claimants attempted suicide was the result of a mental injury suffered subsequent to a compensable injury
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: that would have required that the jury find that the victim died from criminal means without considering Tiffany’s confession. The Court disagreed stating that “we have never required that the fact that a crime occurred must be proven independent of the defendant’s extrajudicial statements.” Id. at 918, 88 P.3d at 737. Thomas asserts that his trial and appellate attorneys performed deficiently by failing to argue that the corpus delicti rule in arson cases is distinct and requires proof that the fire is of incendiary origin. Other jurisdictions have held that corpus delicti in arson cases requires a showing that the fire was of incendiary origins before admitting a confession, or in order to sustain a finding of guilt. See, e.g., Thomas v. State, 295 Ark. 29, 746 S.W.2d 49, 51 (1988) (<HOLDING>); State v. White, 552 S.W.2d 33, 34 Options: A. holding that in an arson case there must be other proof that the offense was committed to corroborate a confession by the defendant B. holding that the state failed to prove the corpus delicti of arson in that there was no evidence to corroborate the appellants confession establishing that the fire was caused by a criminal act C. holding state must prove every element of an offense beyond a reasonable doubt and a scheme that shifts the burden of proof to the defendant by presuming a fact upon proof of the other elements of the offense violates due process D. holding that admitting extrinsic evidence to corroborate the defendants confession to a cellmate was not reversible error E. holding that uncharged sexual acts committed upon the same victim are admissible to show the conduct of the defendant toward the victim and to corroborate the evidence of the offense charged in the indictment

assistant: The best answer is A. holding that in an arson case there must be other proof that the offense was committed to corroborate a confession by the defendant
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 any action, mediation or other proceedings between or among the parties hereto with respect to this Agreement, each party shall pay for their own attorneys’ fees and related costs and expenses, irrespective of which party is deemed to be the prevailing party.

assistant: Costs
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 Borrower agrees to pay or reimburse the Administrative Agent for all of its reasonable out-of-pocket costs and expenses incurred in connection with this Third Amendment, the other Loan Documents and any other documents prepared in connection herewith and the transactions contemplated hereby, including, without limitation, the reasonable fees and out-of-pocket expenses of counsel to the Administrative Agent with respect thereto, in accordance with Section 9.04 of the Credit Agreement. The agreement set forth in this Section 6.04 shall survive the termination of this Third Amendment and the Credit Agreement.

assistant: Expenses
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: were not alleged in the indictment, whether he was an organizer or leader should not have been submitted to the jury. Because the jury concluded beyond a reasonable doubt that Soreide was an organizer or leader, and because Soreide was sentenced to 236 months imprisonment, which was below the statutory maximum of 20 years imprisonment, the district court did not unconstitutionally amend the indictment by enhancing Soreide’s sentence based on his role as an organizer or leader. As to Soreide’s argument that the district court failed to make the necessary findings under 18 U.S.C. § 3553(a), we have held that a sentencing court is not obligated to specifically address and analyze on the record every factor set forth in § 3553(a). United States v. Scott, 426 F.3d 1324, 1329 (11th Cir.2005) (<HOLDING>). We find that the district court adequately Options: A. holding that a district court does not have to state on the record that it considered every 3553a factor B. recognizing that many of the 3553a factors are already incorporated into any guidelines determination and the 3553a factors can themselves overlap C. holding that nothing in booker or elsewhere requires the district court to state on the record that it has explicitly considered each of the 3553a factors or to discuss each of the 3553a factors D. holding that to establish reasonableness of a sentence a district court need not explicitly discuss every 3553a factor on the record E. holding a sentencing court is not obligated to expressly weigh on the record each of the factors set out in 3553a

assistant: The best answer is C. holding that nothing in booker or elsewhere requires the district court to state on the record that it has explicitly considered each of the 3553a factors or to discuss each of the 3553a factors
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 IP Security Agreement has been entered into in conjunction with the provisions of the Security Agreement. Grantor does hereby acknowledge and confirm that the grant of the security interest hereunder to, and the rights and remedies of, the Collateral Agent with respect to the Collateral are more fully set forth in the Security Agreement, the terms and provisions of which are incorporated herein by reference as if fully set forth herein.

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 case excerpt and choose the best holding from the options. Case excerpt: My colleagues conclude that his appeal must be dismissed because Lapiner did not become a party in the trial court by intervention. I disagree because Lapiner is a deemed party under the doctrine of virtual representation, and no challenge to his ability to object was preserved in the trial court. I would overrule both grounds for dismissal asserted by appellees, deny their motions to dismiss, and address the merits of Lapiner’s appeal. Because my col leagues, instead, dismiss this appeal, I respectfully dissent. 1 . Although Justice McCally’s opinion is captioned a "plurality” opinion, no other Justice of this Court has joined it. See Resendez v. State, 256 S.W.3d 315, 330-31 (Tex.App.Houston [14th Dist.] 2007) (op. on reh’g), rev’d on other grounds, 306 S.W.3d 308 (Tex.Crim.App.2009) (<HOLDING>); cf. Unkart v. State, 400 S.W.3d 94, 100 & n. Options: A. holding that even district court cases decided by panels of three have no precedential value B. holding that unpublished opinions are of persuasive value at best and not precedential C. holding onejustice opinion has no precedential value D. holdings of the court of appeals not specifically reversed by the supreme court retain precedential value E. holding the courts decision in miller did not eviscerate the precedential value of premiller case law

assistant: The best answer is C. holding onejustice opinion has no precedential value
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The Company confirms that neither it nor any person acting on its behalf has provided the Member or its respective agents or counsel with any information that the Company believes constitutes material, non-public information, except insofar as the existence and terms of the proposed transactions hereunder may constitute such information and except for information that will be disclosed by the Parent under a current report on Form 8-K filed no later than four (4) business days after the Closing. The Company understands and confirms that the Parent will rely on the foregoing representations and covenants in effecting transactions in securities of the Parent. All disclosure provided to the Parent regarding the Company, its business and the Transactions, furnished by or on behalf of the Company (including the Company’s representations and warranties set forth in this Agreement) are true and correct and do not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements made therein, in light of the circumstances under which they were made, not misleading.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Unless terminated earlier, this Agreement shall continue in effect until the twentieth (20 th ) anniversary of the date hereof and from year to year thereafter (with the initial term of this Agreement deemed extended for each of any such additional year) until such time as this Agreement is terminated, effective upon an anniversary of the execution of the Initial Services Agreement, by written notice from either Party to the other Party on or before the one hundred eightieth (180 th ) day prior to such anniversary.

assistant: Terms