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: All corporate action on the part of the Company and its officers, directors and stockholders necessary for the authorization, execution, delivery and performance of all obligations of the Company under this Agreement have been taken. This Agreement shall constitute legal, valid and binding obligations of the Company, enforceable against the Company in accordance with their terms, except as such enforceability may be limited by applicable bankruptcy, insolvency, moratorium or similar laws affecting creditors’ rights and the enforcement of debtors’ obligations generally and by general principles of equity, regardless of whether enforcement is pursuant to a proceeding in equity or at law.

assistant: Authorizations
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: ( a ) copy , store , reproduce , transmit , modify , alter , reverse-engineer , emulate , de-compile , or disassemble the products in any way , or create derivative works of the products ;

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: he has failed to provide any evidence of good faith efforts towards repayment of his student loans. And, as noted by the District Court in Brunner, it is the Debt- or’s burden to establish that “the forces preventing repayment are truly beyond his ... reasonable control. ” Brunner, 46 B.R. 752, 756 (S.D.N.Y.1985) (emphasis added). The Debtor’s employment history, replete with examples of attitude and behavior undermining opportunities to maximize income, even to the extent of preventing him from working additional hours at his present employment, is relevant in assessing the third prong as well. Good faith is measured by a debtor’s “efforts to obtain employment, maximize income, and minimize expenses ... and to undertake all other reasonable efforts , 515 F.3d 319, 325 (4th Cir.2008) (<HOLDING>); O’Hearn, supra, 339 F.3d at 566 (“[i]t is not Options: A. holding that al though the material sought was work product the party seeking discovery showed that it would not be able to obtain the materials without undue hardship B. holding that the bankruptcy court lacked the power under 105a to grant the partial discharge of student loan debt when the debtor did not show undue hardship as required by statute C. holding that it is not D. holding that it is not an undue hardship for a teacher to work a full calendar year E. recognizing that although the fourth circuit has not yet addressed the issue partial discharge may be granted to the extent that it would be an undue hardship for the debtor to have to pay that portion of the loan that is to be discharged

assistant: The best answer is D. holding that it is not an undue hardship for a teacher to work a full calendar year
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: At the Closing, the Seller will deliver to the Purchaser a certificate representing the Common Shares, which certificate shall be registered in the name of the Purchaser, or the name of its nominee, against payment by the Purchaser to the Seller of the aggregate consideration set forth in Section 1.1 therefor. The Seller will pay all stamp and other transfer taxes, if any, that may be payable in respect of the sale and delivery of the Common Shares.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Promptly after the filing or receiving thereof, copies of all reports and notices that the Seller or any ERISA Affiliate files under ERISA with the Internal Revenue Service, the Pension Benefit Guaranty Corporation or the U.S. Department of Labor or that the Seller or any Affiliate receives from any of the foregoing or from any multiemployer plan (within the meaning of Section 4001(a)(3) of ERISA) to which the Seller or any of its Affiliates is or was, within the preceding five years, a contributing employer, in each case in respect of any Reportable Event (as defined in ERISA) that could, in the aggregate, result in the imposition of liability on the Seller and/or any such Affiliate.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: the IRS contends somewhat obliquely that the district court’s analysis improperly combined an equitable doctrine with the technical elements of a detailed federal statutory scheme. A straightforward consideration of the text, however, puts this argument to rest. Section 6323(h)(1)(A) defines a “security interest” as an interest that is enforceable against subsequent judgment creditors under local law. Maryland’s doctrine of equitable conversion is local law, and it makes Susquehanna Bank’s deed of trust enforceable against subsequent judgment creditors. Nowhere does § 6323(h)(1)(A) limit local law to exclude established principles of state common law. Moreover, federal courts have often invoked equitable principles of state law when applying § 6323(h)(1)(A). See Haas, 31 F.3d at 1091 (<HOLDING>); Regions Bank, 2013 WL 635615, at *2-3 (same); Options: A. holding that although alabama state law would give a mortgagee who erroneously recorded a release of a mortgage an equitable right to have the mortgage retroactively reinstated reinstatement would have resulted in relating back the perfection of the mortgage to the original recording date in violation of treas reg 3016323hla2 B. holding that federal comparative negligence principles prevailed over state comparative negligence principles on the basis that admiralty is not merely a basis of jurisdiction but instead it is a body of substantive principles as well C. holding that state equitable principles would retroactively reinstate an erroneously released mortgage but that those principles were nonetheless barred by treas reg 301 6323hla2s prohibition against relation back D. holding that equitable principles apply to child support proceedings E. holding that the state law violated equal protection principles

assistant: The best answer is C. holding that state equitable principles would retroactively reinstate an erroneously released mortgage but that those principles were nonetheless barred by treas reg 301 6323hla2s prohibition against relation back
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: Nothing in this Agreement shall prevent or prohibit any Lender from assigning its rights or transferring its rights and obligations hereunder to (x) Hermes and (y) KfW in support of borrowings made by such Lender from KfW pursuant to the KfW Refinancing, in each case without the consent of the Borrower and without being required to pay the non-refundable assignment fee of $3,500 referred to in Section 13.02 above.

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 legal provision and list the applicable contract clause categories. Provision: At the Closing, the Company shall reimburse Buyer for expenses incurred by them in connection with the negotiation, preparation, execution, delivery and performance of this Agreement and the other agreements to be executed in connection herewith (“Documents”), including, without limitation, reasonable attorneys’ and consultants’ fees and expenses, transfer agent fees, fees for stock quotation services, fees relating to any amendments or modifications of the Documents or any consents or waivers of provisions in the Documents, fees for the preparation of opinions of counsel, escrow fees, and costs of restructuring the transactions contemplated by the Documents. When possible, the Company must pay these fees directly, otherwise the Company must make immediate payment for reimbursement to the Buyer for all fees and expenses immediately upon written notice by the Buyer or the submission of an invoice by the Buyer. The Company’s obligation with respect to this transaction is to reimburse Buyer’s expenses shall be $21,350 in legal fees, which shall be deducted from the Note when funded.

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 legal provision and list the applicable contract clause categories. Provision: Any Proceeding seeking to obtain a pre-arbitral injunction, pre-arbitral attachment or other order in aid of arbitration in connection with this Agreement shall and may be brought in the Delaware Court of Chancery or, where such court does not have jurisdiction, any state or federal court within the State of Delaware (“ Delaware Courts ”), and each of the Parties hereby irrevocably and unconditionally consents to the exclusive jurisdiction of the Delaware Courts (and of the appropriate appellate courts thereto) in any such Proceeding and irrevocably and unconditionally waives any objection to venue laid therein, any objection on the grounds of forum non conveniens, or any objection based on or on account of its place of incorporation or domicile, which it may now or hereafter have to the bringing of any such Proceeding in any Delaware Court (and of the appropriate appellate courts thereto). Each Party hereby irrevocably and unconditionally consents and agrees that service of process in any such Proceeding may be served on any Party anywhere in the world, whether within or without the State of Delaware, in any manner permitted by Applicable Law or, without limiting the foregoing, in the manner provided for notices in Section 8.01 .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Subject to the terms and conditions specified in Section 3.1 and Section 3.2, if any Stockholder (the “ Selling Stockholder ”) proposes to Transfer any of its Common Shares to any Person (a “ Proposed Transferee ”), each other Stockholder (each, a “ Tag-along Stockholder ”) shall be permitted to participate in such sale (a “ Tag-along Sale ”) on the terms and conditions set forth in this Section 3.5.

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 case excerpt and choose the best holding from the options. Case excerpt: fees if the offending complaint was not withdrawn, the Third District held that this actual notice through a letter did not comport with the statutory requirement that a motion be served twenty-one days prior to it being filed with the court, reversing a section 57.105 award. See Anchor Towing, Inc. v. Fla. Dep’t of Transp., 10 So.3d 670, 672 (Fla. 3d DCA 2009). In finding section 57.105 should be strictly construed as in derogation of the common law, Montgomery cited cases construing proposals for settlement under Florida Rule of Civil Procedure 1.442, allowing for attorney’s fees, which is also strictly construed and requires strict compliance with the provisions of the rule. See Montgomery, at 1072-73 (citing Cano v. Hyundai Motor Am., Inc., 8 So.3d 408 (Fla. 4th DCA 2009) (<HOLDING>) (quoting Brower-Eger v. Noon, 994 So.2d 1239, Options: A. holding that a statute enacted in derogation of the common law must be strictly construed B. holding that sjection 76879 and rule 1442 are strictly construed because they are in derogation of the common law rule that each party pay their own fees C. holding that if a statute is in derogation of a common law right it must be strictly construed and not extended in application beyond clear legislative intent D. holding that restrictive covenants are not favored by the law and should be strictly construed as they are an interference with an owners free and full enjoyment of his property E. holding pcra time limits are jurisdictional in nature and must be strictly construed

assistant: The best answer is B. holding that sjection 76879 and rule 1442 are strictly construed because they are in derogation of the common law rule that each party pay their own fees
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: or cannot insist that those practices are mandated. Neither the Supreme Court nor this court has ever adopted a rule limiting protection to practices that are compelled by a litigant’s religion. We decline to adopt such a rule today. C. The Impingement Threshold The fact that the First Amendment does not protect only compelled religious conduct does not mean that the Constitution forbids all constraints on religiously motivated conduct, however trivial. Instead, the First Amendment is implicated when a law or regulation imposes a substantial, as opposed to inconsequential, burden on the litigant’s religious practice. Our cases make clear that this threshold showing must be made before the First Amendment is implicated. See Branch Ministries v. Rossotti, 211 F.3d 137, 142 (D.C.Cir.2000) (<HOLDING>). This requirement accords with the Supreme Options: A. holding a plaintiff must allege the violation of a right secured by the constitution and laws of the united states to state a claim under 1983 B. holding that the constitutional right to crossexamination must be satisfied first before the court can exercise its discretion in limiting the scope or extent of crossexamination C. holding that when determining the proper amount for a burdened property that was purchased in a package only two methods suggest themselves as arguably appropriate 1 a determination of the fair market value of the property burdened by the right of first refusal or 2 a determination of the portion of the purchase price which based on the percentage of the fair market value of the entire package represented by the property burdened by the right of first refusal should be allocated to the property burdened by the right of first refusal D. holding that to sustain its claim under either the constitution or rfra a plaintiff must first establish that its free exercise right has been substantially burdened E. holding that possession of marijuana is not protected by the free exercise clause of the first amendment

assistant: The best answer is D. holding that to sustain its claim under either the constitution or rfra a plaintiff must first establish that its free exercise right has been substantially burdened
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 further monetary consideration for the licenses and release granted by Licensor hereunder, in addition to all of the other consideration provided for in this Agreement, Licensee shall pay Licensor royalties (“ Royalties ”) equal to the Royalty Rate (as defined below) of Net Sales (as defined below) of all Licensed Products sold, licensed, leased or otherwise disposed of (any of the foregoing, a “ Sale ”) by or on behalf of Licensee and its Affiliates.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: Id. at 115, 113 S.Ct. 566. We make these determinations in light of the statutory purpose of ADA as a remedial statute, which should be broadly construed to effectuate its purpose of eliminating discrimination against the disabled in our society. Kinney v. Yerusalim, 812 F.Supp. 547, 551 (E.D.Pa.), aff'd 9 F.3d 1067 (3d Cir.1993), cert. denied, 511 U.S. 1033, 114 S.Ct. 1545, 128 L.Ed.2d 196 (1994). The Third Circuit has not had occasion to identify the standard for determining who is a prevailing party under the ADA. It is clear, however, that the test is to be derived from jurisprudence under 42 U.S.C. § 1988. See Disabled In Action of Pa. v. Pierce, 789 F.2d 1016, 1018-19 (3d Cir.1986) (citing Hensley v. Eckerhart, 461 U.S. 424, 433 n. 7, 103 S.Ct. 1933, 76 L.Ed.2d 40 (1983)) (<HOLDING>). The legislative history of the ADA reflects Options: A. holding the ada and the rehabilitation act applicable B. holding rehabilitation act applicable C. holding that plaintiffs were prevailing parties under 42 usc section 1988 despite dismissal of the appeal as moot and vacation of the district court judgment D. holding that standards used in section 1988 cases are applicable to determine prevailing party under section 505b of the rehabilitation act of 1973 E. holding that the same standards apply to claims under the ada and under the rehabilitation act

assistant: The best answer is D. holding that standards used in section 1988 cases are applicable to determine prevailing party under section 505b of the rehabilitation act of 1973
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Except for the gross negligence or intentional wrongdoing of Lessor, Lessee shall indemnify and hold Lessor, its members, managers, officers, employees, agents and representatives, harmless from and against any and all claims, demands, causes of action, suits, proceedings, liabilities, damages, losses, costs and expenses, including attorney’s fees, caused by, incurred or resulting from Lessee’s use or occupancy of the Premises, by Lessee or any of its guests or invitees. It is expressly understood that Lessee’s obligation under this Section 5.7 shall survive the expiration or earlier termination of this Lease for any reason.

assistant: Indemnifications
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 (including this Section 7.3 ) may not be amended except by an instrument in writing executed and delivered by the Parties. The failure of any Party at any time or times to require performance of any provision hereof shall in no manner affect the right at a later time to enforce the same. No waiver by any Party of any condition, or of any breach of any term, covenant, representation or warranty contained in this Agreement, in any one or more instances, shall be deemed to be or construed as a further or continuing waiver of any such condition or breach or a waiver of any other condition or of any breach of any other term, covenant, representation or warranty. No course of dealing between or among any Persons having any interest in this Agreement shall be deemed effective to modify, amend or discharge any part of this Agreement or any rights or obligations of any Person under or by reason of this Agreement.

assistant: Amendments
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 terms of this Agreement shall be binding upon and inure to the benefit of the Company and its successors and assigns, and of the Executive and the beneficiaries, legal representatives, executors, administrators, heirs and successors of the Executive.

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: All corporate action required to be taken by the Company’s Board of Directors and stockholders in order to authorize the Company to enter into this Agreement, and to issue the Co-Investment Securities upon exercise of the Option, and the securities issuable upon exercise of the Co-Investment Warrants, has been taken or will be taken prior to the exercise of the Option. All action on the part of the stockholders, directors and officers of the Company necessary for the execution and delivery of this Agreement, the performance of all obligations of the Company under this Agreement to be performed as of the Exercise Time, and the issuance and delivery of the Co-Investment Securities and the securities issuable upon exercise of the Co-Investment Warrants has been taken or will be taken prior to the exercise of the Option. This Agreement, when executed and delivered by the Company, shall constitute the valid and legally binding obligation of the Company, enforceable against the Company in accordance with its terms except (i) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance, or other laws of general application relating to or affecting the enforcement of creditors’ rights generally, (ii) as limited by laws relating to the availability of specific performance, injunctive relief, or other equitable remedies, or (iii) to the extent the indemnification provisions contained in the Registration Rights may be limited by applicable federal or state securities laws.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: During the term of Executive’s employment, and thereafter, Executive shall not make any disparaging remarks, or any remarks that could reasonably be construed as disparaging, regarding the Corporation, its Subsidiaries, or its or their officers, directors, employees, stockholders, representatives or agents. The Corporation shall, except to the extent otherwise required by applicable laws, rules or regulations or as appropriate in the exercise of the Board’s fiduciary duties (as determined by the Board with advice of counsel), exercise reasonable efforts to cause the following individuals to refrain from making any disparaging statements, orally or in writing, regarding Executive from and after the termination of the Employment Period: the Corporation’s executive officers and the members of the Board.

assistant: Non-Disparagement
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: due to fibomyalgia”, indicating he was unsure about his opinion. The ALJ properly found that Dr. Choudhury’s limitations were inconsistent with the evidence of record. (Tr. 19). Dr. Clark notes show that April 2006 through August 2006, Plaintiff showed positive fibomyalgia trigger points. However, he also noted that there were no deformities or synovitis over the joints, Plaintiff joints had full range of motion. Further, he noted that Plaintiffs motor strength was intact throughout and there was equal and symmetric deep tendon reflexes. (Tr. 19, 421, 423, 682). The ALJ properly found that Dr. Clark’s limitations were inconsistent with the evidence of record. (Tr. 19). Dr. Rabinowitz’s notes show that he was unable to test the Plaintiffs gait because of her dependence on assistance (<HOLDING>) and a quad' cane when ambulating. Further, Options: A. holding that a visitor to a hotel room for purposes of distributing drugs failed to establish a reasonable expectation of privacy in the room B. holding on to objects in the room C. holding that under buie the second room in a tworoom apartment immediately adjoined the first room in which the suspect was arrested D. holding that a hotel guest has a legitimate expectation of privacy in his room during the period of time for which the room is rented E. holding that defendant had reasonable expectation of privacy in a hotel room rented by relatives when he had a key to the room and permission to use the room at will

assistant: The best answer is B. holding on to objects in the room
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 that any one or more of the provisions contained in this Agreement or in any other instrument referred to herein, shall, for any reason, be held to be invalid, illegal or unenforceable in any respect, then to the maximum extent permitted by law, such invalidity, illegality or unenforceability shall not affect any other provision of this Agreement or any other such instrument. Furthermore, in lieu of any such invalid or unenforceable term or provision, the parties hereto intend that there shall be added as a part of this Agreement a provision as similar in terms to such invalid or unenforceable provision as may be possible and be valid and enforceable.

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: of the organization under scrutiny and is examined merely to reveal the use to which the property is being put.”) (citations omitted). ■ Here, the Tax Court found that the Board was composed of “advocates in a segment of society that is profit-driven.” Under the Trust, half of the trustees are appointed by the unions and half by the employers; each can be discharged at the will of the group that appointed that trustee. The Fund contends that the board’s composition was not designed to benefit a for-profit group, but to balance the interests of two groups. Furthermore, the Fund notes that each trustee has an independent fiduciary duty to promote the educational purposes of the school. See Wolosoff v. CSI Liquidating Trust, 205 N.J.Super. 349, 359-60, 500 A.2d 1076 (App.Div.1985) (<HOLDING>). However, the trustees are appointed by the Options: A. holding that trustees fiduciary duty exists independent of any clause in trust agreement B. holding there was no evidence to support the existence of any alleged fiduciary duty C. holding that trustees did not breach their fiduciary duty by deciding to set independent contribution rates for each local union D. recognizing that fiduciary liability requires not onlya repose of trust but an assumption of a duty and breach of that duty E. holding that such a duty exists

assistant: The best answer is A. holding that trustees fiduciary duty exists independent of any clause in trust agreement
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: abusive. The evidence supports the jury’s finding of guilt. Accordingly, we affirm the judgment of the trial court. Conclusion After thoroughly reviewing the record before this Court, we conclude that there is no reversible error and accordingly, the judgment of the trial court is affirmed, 1 . Nurse practitioners can prescribe medication as long as they are supervised by a physician. 2 . Within the appellant’s challenge to the sufficiency of the evidence, she asserts that the trial court gave erroneous jury instructions as to the definition of "knowingly.” Because the appellant did not challenge the jury instructions in a motion for new trial, any issue regarding jury instructions has been waived. See Tenn. R.App. P. 3(e); see also State v. Martin, 940 S.W.2d 567, 569 (Tenn. 1997) Options: A. holding that a defendant relinquishes the right to argue on appeal any issues that should have been presented in a motion for new trial B. holding that the failure to obtain a ruling on a motion for new trial waives the issues raised for appellate review C. holding that issues not properly presented to the bankruptcy court cannot be raised for the first time on appeal D. holding where record fails to establish whether and how appellant presented motion for new trial to the trial court it was not timely presented E. holding that complaint on appeal must be the same as that presented in the trial court

assistant: The best answer is A. holding that a defendant relinquishes the right to argue on appeal any issues that should have been presented in a motion for new trial
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 of this Agreement (the “ Term ”) shall commence on the Effective Date and, unless terminated sooner as provided below, shall continue in full force and effect on a country-by-country and Licensed Product-by-Licensed Product basis until [***]. Following expiration of the [***] (but not earlier termination) in a particular country, the license to Licensed Know-How in such country for Licensed Products for the applicable Indication in the Field of Use as set forth in Section 3.1 will become perpetual and fully paid-up.

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 legal provision and list the applicable contract clause categories. Provision: The Company shall reimburse the Employee for all reasonable travel and other business expenses incurred by him in the performance of his duties to the Company in accordance with the Company's applicable expense reimbursement policies and procedures. Any expenses shall be reimbursed promptly in accordance with such policies and procedures .

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: who was responsible for preparing the estate tax return. Resolution of the question presented in this suit does not require assigning fault for this misunderstanding. 5 . See supra n. 1. 6 . Where an agency is tasked with administering a statute, as the IRS is tasked with administering the Internal Revenue Code, the agency’s interpretation of ambiguous language in that statute is entitled to deference provided it is based on a reasonable construction of the statute. See Regis v. Holder, 769 F.3d 878, 881 (4th Cir.2014) (citing Chevron v. Natural Res. Def. Council, Inc., ,467 Ú.S. 837, 104 S.Ct. 2778, 81 L.Ed.2d 694 (1984)). The parties offer no reason to doubt that the IRS’s interpretation of § 6651(a), as reflected in the regulation, is entitl F.3d 1164, 1171 (9th Cir.2013) (<HOLDING>); McMa-han v. Comm’r, 114 F,3d 366, 371 (2d Options: A. holding that it is inconsistent with ordinary business care and prudence to rely unquestioningly on advice about an extended deadline B. holding that seamen are also held to a standard of ordinary prudence to avoid injury C. holding that under either theory the duty is the same ordinary care D. holding employers to an ordinary prudence standard of care E. holding that premises owner had duty to use degree of care in performing activities that owner of ordinary prudence would use under same or similar circumstances

assistant: The best answer is A. holding that it is inconsistent with ordinary business care and prudence to rely unquestioningly on advice about an extended deadline
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: curriculum comes directly from Lyons’s by-laws. This bold statement lacks support, however, because a comparison of both curriculae reveals that their differences overwhelm any similarities. Firstly, Lyons and the College organize the curriculum differently. The College divides the curriculum into core knowledge, a canine specialization, and an equine specialization. Petition 8-11. In contrast, Lyons’s curriculum does not directly provide for separate equine and canine tracks from its outset, though objective two of the “Objectives and General Structure” document does discuss creating two certification paths for equine and canines. See ACVSMR Bylaws 2-6; ACVSMR Objectives 1. Secondly, th ions of the ACVSMR’s curriculum, there is no substantial similarity. See Harney, 704 F.3d at 181 (<HOLDING>). Furthermore, the College’s Petition contains Options: A. holding as a matter of law that adaptations of subject matter or expressions in the public domain cannot support a finding of copyright infringement B. holding that while the computer program at issue was within the subject matter of copyright the right sought under state law pursuant to a license was not equivalent to the exclusive rights under copyright as such copyright preemption did not apply C. holding that divergent expressions of unprotected ideas does not violate copyright law D. recognizing that copyright offices interpretation of copyright act should ordinarily receive deference E. holding that legislative immunity is not forfeited simply because the activities if unprotected might violate a plaintiffs first amendment rights

assistant: The best answer is C. holding that divergent expressions of unprotected ideas does not violate copyright law
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 has filed all reports, schedules, forms, statements and other documents required to be filed by the Company under the Securities Act and the Exchange Act, including pursuant to Section 13(a) or 15(d) thereof, for the two years preceding the date hereof (or such shorter period as the Company was required by law or regulation to file such material) (the foregoing materials, including the exhibits thereto and documents incorporated by reference therein, together with the Registration Statement, Preliminary Prospectus, and the Final Prospectus, being collectively referred to herein as the “ SEC Reports ”) on a timely basis or has received a valid extension of such time of filing and has filed any such SEC Reports prior to the expiration of any such extension. As of their respective dates, the SEC Reports complied in all material respects with the requirements of the Securities Act and the Exchange Act, as applicable, and none of the SEC Reports, when filed, contained any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The Company has never been an issuer subject to Rule 144(i) under the Securities Act. The financial statements of the Company included in the SEC Reports comply in all material respects with applicable accounting requirements and the rules and regulations of the Commission with respect thereto as in effect at the time of filing. Such financial statements have been prepared in accordance with United States generally accepted accounting principles applied on a consistent basis during the periods involved (“ GAAP ”), except as may be otherwise specified in such financial statements or the notes thereto and except that unaudited financial statements may not contain all footnotes required by GAAP, and fairly present in all material respects the financial position of the Company and its consolidated Subsidiaries as of and for the dates thereof and the results of operations and cash flows for the periods then ended, subject, in the case of unaudited statements, to normal, immaterial, year-end audit adjustments.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: of civil proceedings, as well as for violations of the Donnelly Act, the New York antitrust statute. These claims, however, fail for many of the same reasons as they do when fashioned as federal antitrust claims. First, as the parties agree, the Don-nelly Act is modelled on and governed by the same standards as the federal antitrust laws. State of New York v. Mobil Oil Corp., 38 N.Y.2d 460, 463, 381 N.Y.S.2d 426, 428, 344 N.E.2d 357, 359 (1976). Plaintiffs have suggested no reason why or how the policies underlying the Donnelly Act would be ill-served by the application of Noerr immunity to these claims. Accordingly, Noerr must apply in much the same manner to immunize claims based on non-sham litigation. Suburban Restoration Co., Inc. v. Acmat Corp., 700 F.2d 98, 101-02 (2d Cir.1983) (<HOLDING>). Defendants also argue that other state Options: A. holding unfair trade practices and consumer protection law applicable to residential leases B. recognizing the statelaw privilege because there was no federal claim to which the records sought would be relevant C. holding that a cause of action exists under the connecticut unfair trade practices act for violations of the cuipa D. holding that plaintiffs statelaw claim was completely preempted under federal statute even though relief soughtan injunctionwas not available under the federal statute E. holding connecticut statelaw unfair trade practices claim to be subject to noerr immunity because connecticut statute was coextensive with federal statute subject to noerr

assistant: The best answer is E. holding connecticut statelaw unfair trade practices claim to be subject to noerr immunity because connecticut statute was coextensive with federal statute subject to noerr
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Executive agrees and understands that she is responsible for payment, if any, of personal local, personal state, and/or personal federal taxes on the payments and any other consideration provided hereunder by the Company and any penalties or assessments thereon. It is intended that none of the payments or benefits under this Agreement will constitute deferred compensation under Section 409A of the Internal Revenue Code of 1986, as amended, any final regulations and guidance under that statute, and any applicable state law equivalent, as each may be amended or promulgated from time to time (“ Section 409A ”), but rather such payments and benefits will be exempt from Section 409A as payable only within the “short-term deferral period” pursuant to Treasury Regulation Section 1.409A-1(b)(4), or otherwise be exempt or comply with Section 409A so that none of the payments to be provided under this Agreement will be subject to the additional tax imposed under Section 409A, and any ambiguities or ambiguous terms will be interpreted in such manner. In order to comply with the “short-term deferral” exception from Section 409A, in no event will the Severance be paid later than March 15, 2019. Each payment and benefit payable under this Agreement or otherwise is intended to constitute a separate payment under Treasury Regulation Section 1.409A-2(b)(2). Notwithstanding the foregoing, in the unlikely event that it is necessary to avoid subjecting Executive to an additional tax under Section 409A, payment of all or a portion of the separation-related payments or benefits payable under this Agreement and any other separation-related deferred compensation (within the meaning of Section 409A) payable to Executive will be delayed until the date that is six (6) months and one (1) day following Executive’s separation from service (within the meaning of Section 409A), except that in the event of Executive’s death, any such delayed payments will be paid as soon as practicable after the date of Executive’s death. In no event will the Company reimburse Executive for any taxes that may be imposed on Executive as a result of Section 409A. In no event will Executive have discretion to determine the taxable year of payment of any severance payments.

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: This Agreement (and the exhibit(s) hereto) constitutes the entire and only agreement and understanding between the parties relating to Employee’s employment with Company. This Agreement supersedes and cancels any and all previous contracts, arrangements or understandings with respect to Employee’s employment.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Any provisions of this Amendment which are prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.

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: the Board in making the decision whether to grant or deny the parole” — not to limit it, id. at 1360 (emphasis added). Where the Board exercises its discretion to depart from this numerical system, it may do so as long as it “specif[ies] in writing those factors which it used. Departures must be explained, but they are not proscribed.” Id. (emphasis added). As the McRae Court concluded, the Board need not render a decision based on a strict application of the system set forth in the 1987 Regulations. Rather, it must simply adhere to “the words of the governing statute, § 24-204(a), [and determine whether a prisoner is able to] live and remain at liberty without violating the law such that release would be compatible with the welfare of society.” Id. at 1361; see also id. at 1360-61 (<HOLDING>). The holding in McRae does not stand alone. In Options: A. holding the board is not required to either grant or deny parole based upon the score attained and it may ignore the results of the scoring system and either grant or deny parole in the individual case so long as it specifies the reasons in writing B. holding that in reviewing a uspc decision to deny parole on a petition for a writ of habeas corpus a federal court inquires into whether there is a rational basis in the record for the parole commissions conclusions embodied in its statement of reasons C. holding that the parole regulations numerical system is not a rigid formula because the board is not required to either grant or deny parole based upon the score attained D. holding that an important part of due process in the context of parole revocation is a written statement by the factfinders as to the evidence relied on and reasons for revoking parole E. holding that it is well settled that the pennsylvania board of probation and parole has exclusive authority to determine parole when the offender is sentenced to a maximum term of imprisonment of two or more years

assistant: The best answer is A. holding the board is not required to either grant or deny parole based upon the score attained and it may ignore the results of the scoring system and either grant or deny parole in the individual case so long as it specifies the reasons in writing
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: design was never intended to serve as a warning for boaters. On this record, we are not “left with the definite and firm conviction that a mistake has been committed.” United States Gypsum Co., 333 U.S. at 395, 68 S.Ct. at 542. Moreover, the cases cited by appellants to support their failure to maintain argument are inapposite. These cases concern the government’s failure to maintain various navigational aids, such as buoys and lighthouses. The government’s decision to provide the service, ie., to place a buoy or erect a lighthouse, was held to be a discretionary decision, but the government’s failure to maintain thé structure was not within the discretionary function exception. See, e.g., Indian Towing Co. v. United States, 350 U.S. 61, 69-70, 76 S.Ct. 122, 126-27, 100 L.Ed. 48 (1955) (<HOLDING>); Denham v. United States, 834 F.2d 518, 520-21 Options: A. holding that the discretionary function exception may apply in the absence of a conscious decision B. holding that decision to operate lighthouse is discretionary decision while failure to maintain lighthouse is not within discretionary function exception C. holding that decision to operate a lighthouse service as an aid to navigation is an exercise of discretion D. recognizing a discretionary function exception to that waiver E. holding that the united states could be liable under the ftca for the negligent operation of a lighthouse despite the fact that the initial decision to undertake the lighthouse service was discretionary

assistant: The best answer is B. holding that decision to operate lighthouse is discretionary decision while failure to maintain lighthouse is not within discretionary function exception