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: Such Seller Party will not change its name, identity or legal structure (within the meaning of Section 9-507(c) of any applicable enactment of the UCC) or relocate its chief executive office or any office where Records are kept unless it shall have: (i) given the Agents and Wells Fargo at least forty-five (45) days’ prior written notice thereof and (ii) delivered to the Administrative Agent all financing statements, instruments and other documents reasonably requested by any of the Agents or Wells Fargo in connection with such change or relocation.

assistant: Records
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: ... shall not include participation in a ridesharing arrangement, as defined in section 10-4-707.5, C.R.S.’ ” This amendment effectively modifies the travel reimbursement rule by eliminating its potential application to the reimbursed employee who commutes to work in a car pool. In plaintiffs workmen’s compensation case, the parties stipulated that plaintiff was ridesharing with Pinner at the time of the accident. See Loffland Brothers, 714 P.2d at 510. Indeed, this was one of the reasons cited by the court of appeals for denying benefits in that ease. Id. Since both plaintiff and Loffland were also parties to that prior litigation, plaintiff cannot herein deny the existence of his ride-sharing arrangement with Pinner. See Otte v. Pierce, 111 Colo. 386, 142 P.2d 280, 282 (1943) (<HOLDING>). Accord Reno v. Beckett, 555 F.2d 757, 770 Options: A. holding that defendant would derive an unfair advantage by taking a factual position inconsistent with one taken in an earlier action in which defendant prevailed B. recognizing principle that as between common parties a position taken in an earlier judicial proceeding estops a litigant from adopting an inconsistent position in a later proceeding C. holding governments position unreasonable where government advanced no legal authority for its position and applicable principle of law was long settled D. holding that estoppel prevents a party who secured a judgment in his favor by virtue of assuming a given position in a prior legal proceeding from assuming an inconsistent position in a later action E. holding that a workers compensation proceeding is a legal proceeding

assistant: The best answer is B. recognizing principle that as between common parties a position taken in an earlier judicial proceeding estops a litigant from adopting an inconsistent position in a later proceeding
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: for new trial because judge’s tirade to defense attorney that evidence he sought to admit was “outrageous” and “illegal” prejudiced “defendant’s receiving a fair trial.”); People v. Conyers, 194 Mich.App. 395, 400, 404, 405, 487 N.W.2d 787, 788, 791 (1992) (determining that judge violated impartiality requirement in his statement to the jury: “I cannot, in honesty, say as I look at [the defendant], that I presume him to be innocent,” and that judge’s “excessive interference in the examination of witnesses, repeated rebukes and disparaging remarks directed at defendant’s counsel, and marked impatience in the presence of the jury displayed an attitude of partisanship, which resulted in the denial of a fair trial.”); State v. Staley, 292 N.C. 160, 165-70, 232 S.E.2d 680, 684-86 (1977) (<HOLDING>); McMahan v. State, 96 Okla.Crim. 176, 177-78, Options: A. holding that trial judges act of implying to jury that defense witnesses were lying his overly interrogative role in favor of prosecution his failure to rule on defense motions and multiple reprimands to defense counsel for speechmaking prejudiced jury against defense B. holding prosecutors statement that defendant and defense counsel were lying when they pleaded not guilty was improper C. holding that defense counsel was not constitutionally ineffective for presenting a diminished capacity defense as opposed to a defense of legal insanity D. holding that defendants failure to assert the defense in any pretrial motions did not waive defendants limitations defense because the assertion of a limitations defense in the answer preserved defendants right to raise the defense both during the first trial and before the second E. holding that unless an affirmative defense is established as matter of law defendant bears burden of obtaining jury findings necessary to support defense

assistant: The best answer is A. holding that trial judges act of implying to jury that defense witnesses were lying his overly interrogative role in favor of prosecution his failure to rule on defense motions and multiple reprimands to defense counsel for speechmaking prejudiced jury against defense
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: Wherever herein the singular number is used, the same shall include the plural where appropriate, and words of any gender shall include each other gender where appropriate. The headings, captions or arrangements used in any of the Loan Documents are, unless specified otherwise, for convenience only and shall not be deemed to limit, amplify or modify the terms of the Loan Documents, nor affect the meaning thereof.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement shall not be assignable by either the Consultant or the Company without the express written consent of the other party; provided, that, as used in this Agreement, the term Company shall include any successors to the business and/or assets of the Company.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: demonstrating that the Slayton rule is not regularly or consistently applied in this particular context. See Walton v. Angelone, 321 F.3d 442 (4th Cir.), cert. denied, — U.S. -, 123 S.Ct. 2626, 156 L.Ed.2d 642 (2003); Chapman v. Angelone, 187 F.3d 628, 1999 WL 511062 (4th Cir.1999) (per curiam) (unpublished table decision); Gardner v. Warden, 222 Va. 491, 281 S.E.2d 876 (1981). As Reid notes, all of these cases involved claims that a guilty plea was not knowing and voluntary, and in none of them did the Virginia Supreme Court bar the claim under Slayton. Nevertheless, these cases do not establish the inadequacy of Slayton. In Walton, the challenge to the guilty plea was defaulted on the basis of the procedural rule found in Anderson v. Warden, 222 Va. 511, 281 S.E.2d 885, 888 (1981) (<HOLDING>). See Walton, 321 F.3d at 451 & n. 6. We are Options: A. holding that in the absence of clear and convincing evidence to the contrary a defendant is bound by statements made under oath during his plea colloquy B. holding that absent clear and convincing evidence to the contrary a defendant is bound by his representations made during a plea colloquy C. holding that the defendant was entitled to have his plea accepted absent a sound reason for rejecting the plea D. holding that a defendant is bound by representations made during a guilty plea absent a valid reason for controverting those statements E. holding that representations made by the defendant during a plea hearing carry a strong presumption of verity

assistant: The best answer is D. holding that a defendant is bound by representations made during a guilty plea absent a valid reason for controverting those 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 legal provision and list the applicable contract clause categories. Provision: This Note is one of a number of similar notes (the “ Other Notes ”) being issued and delivered by the Borrower to certain note holders (together with Lender, the “ Note Holders ”) pursuant to a debt financing of up to $250,000.

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: the contrary. If the latter is the case, the inverse presumption is applied and the statutory amendment has retrospective effect. A statute that is purely procedural is one that has to do with the steps that must be taken to enforce a right. Such a statute will be “construed as operating on all proceedings instituted after its passage whether the right accrued before of after that event.” Kelch v. Keehn, 183 Md. 140, 145, 36 A.2d 544 (1944). Because procedural enactments will not be applied so as to undo already concluded proceedings, see Holland v. Woodhaven Bldg. & Dev., Inc., 113 Md.App. 274, 287, 687 A.2d 699 (1996), they are retroactive in effect in the sense that they apply immediately to actions that already have accrued. See Roth v. Dimensions, 332 Md. 627, 632 A.2d 1170 (1993)(<HOLDING>); see also The Wharf At Handy’s Point, Inc. v. Options: A. holding that a north carolina rule requiring an expert certification in a medical malpractice case applied in a federal tort claims act case sounding in medical malpractice brought in federal court B. holding that statute mandating an extension of time in which a plaintiff in a medical malpractice case may file a certificate of qualified expert circumstances was procedural and therefore applied retroactively to cases pending when the law was enacted C. holding amendment to statute of limitations was a procedural amendment to be applied retroactively in a medical malpractice case D. holding that plaintiffs could not sue attorneys for legal malpractice so long as underlying medical malpractice action out of which legal malpractice claim arose was still pending on appeal E. holding expert testimony is generally required to establish proximate cause in medical malpractice cases

assistant: The best answer is B. holding that statute mandating an extension of time in which a plaintiff in a medical malpractice case may file a certificate of qualified expert circumstances was procedural and therefore applied retroactively to cases pending when the law was enacted
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: hearing. On appeal, the court held that the resentencing did not violate the defendants' double jeopardy rights because a ”[d]efendant is charged with knowledge that his sentence, if illegally imposed, is subject to correction under Fed.R. Crim.P. 35(a) ... [and] [u]nder such circumstances ... has no expectation of finality in the sentence he receives.” 769 F.2d at 257. The distinction between Crawford and the case before us is that the illegality in Crawford affected the entire sentence, including its severity; because the court denied the government its right to allocution, the court decided the appropriate punishment on the basis of incomplete information. Thus, the defendant could have no expectation of finality in the severity of his sentence. See also McClain, 676 F.2d at 918 (<HOLDING>). In this case, the defect in the sentence is Options: A. holding that the double jeopardy clause did not bar resentencing on counts that were affirmed on appeal when a sentence of imprisonment on another count was vacated B. holding that an apprendi error was harmless where the defendant received a concurrent sentence on another count longer than the statutory maximum applicable to the count affected by the error C. holding that a criminal defendant convicted by a jury on one count cannot attack that conviction because it was inconsistent with the jurys verdict of acquittal on another count citations omitted D. holding that double jeopardy does not prohibit resentencing on unchallenged count after appeal of defendant on another count and vacatur of entire sentence but explicitly noting that what we have said in no way is addressed to a situation involving concurrent or noninterlocking sentences E. holding that in some circumstances a sentence on one count may be increased after the sentence on a similar or related count has been vacated on appeal

assistant: The best answer is D. holding that double jeopardy does not prohibit resentencing on unchallenged count after appeal of defendant on another count and vacatur of entire sentence but explicitly noting that what we have said in no way is addressed to a situation involving concurrent or noninterlocking sentences
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 Audited Financial Statements (i) were prepared in accordance with GAAP consistently applied throughout the period covered thereby, except as otherwise expressly noted therein; (ii) fairly present in all material respects the financial condition of the Company and its Subsidiaries as of the date thereof and their results of operations, cash flows and changes in shareholder’s equity for the period covered thereby in accordance with GAAP consistently applied throughout the period covered thereby, except as otherwise expressly noted therein; and (iii) record or disclose all material indebtedness and other liabilities, direct or contingent, of the Company and its Subsidiaries as of the date thereof, including liabilities for taxes, material commitments and Indebtedness to the extent required by GAAP.

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: that Su is unable to show a continuing loss to the estate. Since January 1, 2015, the Debtors have incurred only $28,716.00 in operational losses, all of which are due to a single Debtor. (ECF Nos. 2331 and 2356). All of the vessels have been sold and there are no current operations, meaning there is little risk of negative cash flow going forward. As discussed above, however, the Debtors have incurred $592,646.76 in professional fees from November 2014 to March 2015, although not all fees have been approved by the Court. (ECF No. 2458-1). Su has cited several cases holding that yet-to-be-approved fee applications may constitute a continuing loss for the purposes of § 1112(b)(4)(A). See, e.g., Morreóle V.2011-SIP-1 CRE/CADC Venture, LLC (In re Morreale), 533 B.R. 320, 324 (D.Colo.2015) (<HOLDING>); Gateway, 374 B.R. at 564 (finding that Options: A. holding that the court of appeals erred in modifying the judgment to include attorneys fees when the trial courts refusal to grant attorneys fees was not the subject of a point of error B. holding trial court erred in awarding attorneys fees to physicians in absence of any evidence of attorneys fees C. holding that the accrual of attorneys fees alone is sufficient to establish cause D. holding the failure to establish identity alone is sufficient grounds to deny asylumrelated relief E. holding merely that the evidence was sufficient to support the award of attorneys fees

assistant: The best answer is C. holding that the accrual of attorneys fees alone is sufficient to establish cause
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: Until such time as Executive no longer serves as Interim CEO, the Company shall pay to Executive a base salary of $950,000 per annum, payable consistent with the Company’s standard payroll practices then in effect (“Interim CEO Base Salary”). In the event the Company determines to discontinue the position of Interim CEO and Executive continues to serve as the Company’s President, the Company may reinstate Executive’s Base Salary to an amount not less than the Base Salary in effect immediately prior to the effective date of this amended Section 3(a). Any reduction in Base Salary resulting from such Base Salary reinstatement shall not constitute Good Reason for purposes of Section 4(e) of the Agreement.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: You are not a party to any existing agreement or employment with an entity that would prevent you from entering into and performing this Agreement in accordance with its terms, including, without limitation, any agreement subjecting you to a non- competition, non-solicitation, or confidentiality covenant, except as identified in Attachment A hereto; and you will not enter into any other agreement that is in conflict with your obligations under this Agreement.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: shall have bid protest jurisdiction ‘without regard to whether suit is instituted before or after the contract is awarded.’ ” Software Testing Solutions Inc. v. United States, 58 Fed.Cl. 533, 535 (2003); see also Cubic Def. Sys., Inc. v. United States, 45 Fed.Cl. 239, 252 (1999) (noting that “this court has followed GAO’s timeliness rule when the plaintiffs protest is founded upon alleged defects in the solicitation,” but not in the case of a procurement violation). The contracting officer also raised the application of the Christian Doctrine. The Christian Doctrine provides that contract terms that should have been included in a given contract are considered to have been included, even if they were not. See G.L. Christian & Assocs. v. United States, 160 Ct.Cl. 1, 312 F.2d 418 (1963) (<HOLDING>). Defendant argued initially that the Christian Options: A. recognizing the applicability of choice of law clauses in contracts B. holding that under title vesting clauses overhead property allocated to government contracts becomes property of federal government C. holding that arbitration clauses as contractual agreements must be enforced to their terms D. holding that government contracts must be read as if they included clauses required by law E. holding that statutory provisions cannot be read standing alone instead they must be construed in light of the entire act of which they are a part

assistant: The best answer is D. holding that government contracts must be read as if they included clauses required by 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 case excerpt and choose the best holding from the options. Case excerpt: and claims for unfair labor practices “is undeniable.” Id. The Court found that charges of unfair labor practices under section 10(b) of the National Labor Relations Act are subject to a six-month limitations period. Id. at 169, 103 S.Ct. 2281; see also 29 U.S.C. § 160(b) (“[N]o complaint shall issue based upon any unfair labor practice occurring more than six months prior to the filing of the charge with the Board and service of a copy thereof upon the person against whom such charge is made The Eleventh Circuit has followed DelCostello and applied the six-month limitations period to both hybrid § 301/fair representation claims and to claims for breach of the duty of fair representation brought only against a union. See Erkins v. United Steelworkers, 723 F.2d 837, 838 (11th Cir.1984) (<HOLDING>); see also Coppage v. U.S. Postal Serv., 281 Options: A. holding that where an employee has never requested the union to file a grievance the employee can hardly argue a breach of the duty of fair representation on the unions part B. holding that sixmonth duty of fair representation statute of limitations applicable to claim alleging breach of union contract C. holding intentional conduct without rational basis is arbitrary breach of duty of fair representation D. holding that sixmonth limitations period established in delcostello applies to a claim for breach of the duty of fair representation brought only against a union E. holding that sixmonth statute of limitations period for filing unfair labor practice charges applies to employees action for breach of the duty of fair representation

assistant: The best answer is D. holding that sixmonth limitations period established in delcostello applies to a claim for breach of the duty of fair representation brought only against a union
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: TDCJ’s appeal as moot, vacate the district court’s order, and remand for proceedings consistent with this opinion. 1 . Goudeau v. Dental Health Servs., Inc., 125 F.3d 852 (5th Cir. 1997). 2 . Briggs & Stratton Corp. v. Local 232, Int’l Union, Allied Indus. Workers of Am. (AFL-CIO), 36 F.3d 712, 713 (7th Cir. 1994). 3 . Williams v. Ozmint, 716 F.3d 801, 809-10 (4th Cir. 2013). 4 . City of Los Angeles v. Lyons, 461 U.S. 95, 109, 103 S.Ct. 1660, 75 L.Ed.2d 675 (1983). 5 . Williams, 716 F.3d at 810. 6 . Staley v. Harris Cty., Tex., 485 F.3d 305, 310 (5th Cir. 2007) (en banc). 7 . Id. (quoting U.S. Bancorp Mortg. Co. v. Bonner Matt P’ship, 513 U.S. 18, 23, 115 S.Ct. 386, 130 L,Ed.2d 233 (1994)). 8 . See United States v. Munsingwear, Inc., 340 U.S. 36, 41, 71 S.Ct. 104, 95 L.Ed. 36 (1950) (<HOLDING>); see also Salter v. Continental Casualty Co., Options: A. holding that instructing the jury on a legal duty theory when appellant had no legal duty to prevent the commission of the offense was error B. recognizing that vacatur is intended to prevent unreviewable judgments from spawning any legal consequences whatsoever C. recognizing that judgments of arizona courts on foreign judgments will not be conclusive in the jurisdiction of origin D. holding not only that court had no obligation to predict consequences but also that court could not have predicted consequences E. holding the second element asks whether the action is one from which legal consequences will flow

assistant: The best answer is B. recognizing that vacatur is intended to prevent unreviewable judgments from spawning any legal consequences whatsoever
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: because: (1) O’Laughlin’s prior contacts with Kotowski were minimal; (2) the facts here “do[] not align” with a robbery motive; (3) the prosecution’s weapon was “merely ‘consistent’” with Kotowski’s injuries; (4) the motive evidence here was “mere conjecture”; (5) O’Laughlin was not caught in a lie and did not flee the scene; and (6) the evidence of consciousness of guilt was “bare conjecture.” O’Laughlin III, 568 F.3d at 306-OS. At most, these examples amount to a disagreement as to the weight particular pieces of evidence should receive and the inferences to be drawn from them. But a state prisoner is not entitled to habeas relief under AEDPA merely because a federal court disagrees with the state court’s assessment of the evidence. See Williams, 529 U.S. at 410, 120 S.Ct. 1495 (<HOLDING>). The state court’s determination must be so Options: A. holding that it is not B. recognizing that the determination is an equitable one C. holding that the writ may not issue merely because a federal court finds that a state courts decision was erroneous or incorrect D. recognizing that a state courts determination is not an unreasonable application of law merely because it is erroneous E. recognizing that appellate court may reverse trial courts judgment when it is based on an erroneous conclusion of law

assistant: The best answer is D. recognizing that a state courts determination is not an unreasonable application of law merely because it is erroneous
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 of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a) . The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

assistant: Subsidiaries
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 as otherwise set forth herein, so long as your service on the Board continues, the Restricted Stock Units shall vest in accordance with the schedule stated in the Award Notification. If your service on the Board is terminated prior to the date your Restricted Stock Units have vested for any reason other than Cause, a pro rata portion (based on your length of service during the vesting period) of the Restricted Stock Units will vest as of such termination date. If your service on the Board is terminated prior to the Vesting Date for Cause, all Restricted Stock Units will be forfeited as of the date of termination.

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 case excerpt and choose the best holding from the options. Case excerpt: of the district court and remand for further proceedings consistent with this opinion. 1 . This court uses a two-step analysis in evaluating motions to proceed under § 1915. First, the district court evaluates a litigant’s financial status and determines whether (s)he is eligible to proceed in forma pauperis under § 1915(a). Second, the court assesses the complaint under § 1915(d) to determine whether it is frivolous. Sinwell v. Shapp, 536 F.2d 15 (3d Cir.1976). Likewise, when deciding a motion to proceed in forma pauperis on appeal, this court grants or denies in forma pauperis status based on economic criteria alone and then, if warranted, dismisses the appeal as frivolous pursuant to § 1915(d). See Walker v. People Express Airlines, Inc., 886 F.2d 598, 601 n. 2 (3d Cir.1989) (<HOLDING>). 2 . See abo 28 U.S.C. § 1915(c) which states Options: A. recognizing limitations existence in other circuits B. recognizing that the circuits vary in their interpretations of 1915 but noting that neitzke v williams us 109 sct 1827 104 led2d 338 1989 declined to rule on the preferred approach C. holding that ohio revcode 230509d is the most logical and appropriate statute of limitations in a 1983 action based on the united states supreme court holding in owens v okure 488 us 235 109 sct 573 102 led2d 594 1989 D. recognizingthat the fifth and seventh circuits have adopted the application approach whereas the tenth and eleventh circuits have adopted the registration approach E. recognizing that prior supreme court precedent to the contrary see patterson v mclean credit union 491 us 164 109 sct 2363 105 led2d 132 1989 was superceded by the 1991 amendments

assistant: The best answer is B. recognizing that the circuits vary in their interpretations of 1915 but noting that neitzke v williams us 109 sct 1827 104 led2d 338 1989 declined to rule on the preferred approach
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: also paying the defending party’s post-offer costs. Said, 130 F.R.D. at 63. Because the Rule 68 offeree does not have the luxury of refusing the offer to assure that she has not bound herself to any terms that may later become unfavorable, she may construe the offer’s terms strictly, see id., and ambiguities in the offer are to be resolved against the offeror, Nordby, 199 F.3d at 393; Nusom v. Comh Woodbwm, Inc., 122 F.3d 830, 833 (9th Cir.1997). Evidence extrinsic to the offer’s terms should not be considered. See Chambers v. Manning, 169 F.R.D. 5, 8 (D.Conn.1996) (citing cases); Said, 130 F.R.D. at 63 (“[Cjourts should be reluctant to allow the offeror’s extrinsic evidence to affect th[e] construction [of the Rule 68 offer.]”); see also Clark v. Sims, 28 F.3d 420, 424 (4th Cir.1994) (<HOLDING>). We thus reject Appellants’ argument that its Options: A. recognizing that settlement discussions do not constitute an offer of judgment B. holding that unsworn pleadings do not constitute proper summary judgment evidence C. holding that defendant has failed to provide any support for the novel argument that plaintiff should be denied fees because in defendants view plaintiffs counsel acted unreasonably in failing to accept defendants settlement offer and that consideration of settlement discussions on a motion for attorneys fees is barred by federal rule of evidence 408 D. holding that an offer to donate cannot be an offer to sell E. holding an unaccepted settlement offer or offer of judgment does not moot a plaintiffs case emphasis added

assistant: The best answer is A. recognizing that settlement discussions do not constitute an offer of judgment
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Notwithstanding that this Agreement was prepared by one party hereto, it shall not be construed more strongly against or more favorably for either party; it being known that both parties have had equal bargaining power, have been represented (or have had the opportunity to be represented) by their own independent counsel and have equal business acumen such that any rule of construction that a document is to be construed against the drafting party shall not be applicable.

assistant: Interpretations
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 either party breaches any term of this Agreement, if you breach the any of the specific paragraphs of your Employment Agreement referenced in this Agreement, or if party breaches any other written agreement in effect between you and CSI, the prevailing party in any enforcement action, as determined by a court of competent jurisdiction, shall be entitled to its available legal and equitable remedies, and payment by the non-prevailing party of the prevailing party’s attorneys’ fees and costs incurred in connection with such action.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The term of this Agreement shall begin on the Effective Date at your current compensation, which will be reviewed periodically in the same manner as your peer executives. This Agreement supersedes all prior employment agreements and shall terminate on the earlier of the third anniversary of the Effective Date or the termination of Executive’s employment with the Company; provided, however, notwithstanding anything in this Agreement to the contrary, Sections 5 through 21 shall survive until the expiration of any applicable time periods set forth in Sections 6, 7 and 8.

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: Any notice required or permitted to be given hereunder to a Participant or Beneficiary will be properly given if delivered or mailed, postage prepaid, to the Participant or Beneficiary at his or her last post office address as shown in the Company’s records. Any notice to the Committee or the Company shall be properly given or filed upon receipt by the Committee or the Company at such address as may be specified from time to time by the Committee. Each individual entitled to a benefit under the Plan must file with the Company, in writing, his or her post office address and each change of post office address which occurs between the date of his or her Separation from Service and the date he or she ceases to be a Participant. Any communication, statement or notice addressed to such individual at his or her latest reported address will be binding upon such individual for all purposes of the Plan.

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: then assessed liquidated damages against plaintiff by unilaterally modifying the contract to reduce the total contract price. Plaintiff subsequently submitted a claim to the contracting officer seeking the remission of the liquidated damages in the Coast Guard’s possession, which the contracting officer denied. In such circumstances, there is both a government claim against plaintiff for liquidated damages and a claim by plaintiff against the government for the remission of retained liquidated damages. See K-Con Bldg. Sys., Inc., 107 Fed.Cl. at 587-88 (citing Sun Eagle Corp. v. United States, 23 Cl.Ct. 465, 480-82 (1991)). And, there is both a final decision on the government’s claim for liquidated damages, see Placeway Constr. Corp. v. United States, 920 F.2d 903, 906 (Fed.Cir.1990) (<HOLDING>), and a final decision on plaintiffs claim for Options: A. holding that jurisdiction over an appeal of a contracting officers decision is lacking unless the contractors claim is first presented to the contracting officer and that officer renders a final decision on the claim B. holding that a contractor must provide the contracting officer with adequate notice of the basis and amount of the claim C. holding that the contracting officer effectively made a final decision on the government claim for set off by declining to pay the contractor the balance due on the contract D. holding that the finality of a contracting officers determination was suspended during his review of a request by the contractor to reconsider the final decision E. holding that jurisdiction over an appeal of a contracting officers decision is lacking unless the contractors claim is first presented to the contracting officer and that officer renders a final decision on the claim

assistant: The best answer is C. holding that the contracting officer effectively made a final decision on the government claim for set off by declining to pay the contractor the balance due on the contract
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 Executive terminates her employment hereunder, notwithstanding the at-will nature of Executive’s employment hereunder, Executive shall provide Employer with sixty (60) days’ written notice of her intention to terminate her employment with Employer. During any such period of required notice, Executive will continue to be an employee and will continue to be entitled to receive Basic Compensation for the period of time that she actually performs her duties pursuant to this Agreement. Executive’s fiduciary duties and other obligations as an employee of Employer will continue, and Executive will cooperate in the transition of her responsibilities. Employer shall, however, have the right, in its sole discretion, to direct that Executive no longer come in to work or to shorten the notice period. If Employer shortens the required notice period Executive has provided, Employer reserves the right, in its sole discretion, to not pay Executive for any remaining period of notice. Executive’s eligibility to participate in any incentive compensation plan during any period of notice shall be determined by the terms and conditions set forth in the applicable plan. If Executive’s employment with Employer is terminated for any reason (other than due to her death), she agrees to resign immediately from the Board of Directors and the boards of directors of any subsidiaries or affiliated entities of the Company, as applicable, and provide corresponding letters of resignation.

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: view, while the amendment permits the modification of paternity judgments when there has been blood or genetic testing and it excludes the named father, it does not address the named father’s entitlement to such testing and, consequently, it does not restrict the consideration of the best interest of the child before any post-paternity blood or genetic testing is ordered. Thus, whether, after paternity has been determined, there will be, or should be, a blood test ordered is not a question directed to § 5-1029, but to the trial judge, to be decided in light of the relevant circumstances, including, therefore, the best interests of the child. The cases sub judice are exactly the type of cases in which our case law dictates, and the General Assembly envisioned, that the bes 8, 905 (1993) (<HOLDING>); Sider v. Sider, 334 Md. 512, 527, 639 A.2d Options: A. holding that the trial court must specifically consider whether it would be in the best interest of the child for the case to proceed before a putative father may be permitted to seek blood tests in an attempt to rebut the presumption of paternity B. holding that the best interest of the child was the proper standard to apply in determining whether blood tests should be conducted C. holding that the best interest of the child is the paramount concern in determining whether to order blood tests to determine paternity D. holding that the trial court erred by not considering whether ordering blood tests to disestablish paternity was in the best interest of the child E. holding that although a putative father had standing to bring a paternity action the action could not proceed and the blood tests could not be ordered unless the trial court determined that the paternity action would serve the best interest of the child

assistant: The best answer is D. holding that the trial court erred by not considering whether ordering blood tests to disestablish paternity was in the best interest of the child
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 language used in this Agreement will be deemed to be the language chosen by the parties to express their mutual intent, and no rules of strict construction will be applied against any party. No specific representation or warranty shall limit the generality or applicability of a more general representation or warranty. Each and every reference to share prices, shares of Common Stock and any other numbers in this Agreement that relate to the Common Stock shall be automatically adjusted for stock splits, stock dividends, stock combinations and other similar transactions that occur with respect to the Common Stock after the date of this Agreement.

assistant: Construction
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: owners of copyrighted works in the united states who believe that their rights under copyright law have been infringed may take advantage of certain provisions of the us digital millennium copyright act of 1998 ( the `` dmca '' ) to report alleged infringements .

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: instant case is analogous to Niedland, in that Plaintiffs post-trial submissions c one at issue in Marba, the size of the grant and the fact that it was issued for purely private purposes leads me to find that the Dongan grant violated the public trust doctrine. Plaintiff therefore cannot claim title to the foreshore adjacent to his property from this source. Furthermore, while the Dongan Grant to Christopher Billopp did indeed encompass lands to the low water mark, this land was later confiscated by the State after Captain Billopp’s attainder for treason during the Revolutionary War. The 1779 Act of Attainder has been found to be valid by the Second Circuit numerous times, as recently as 1992. See Robins Island Pres. Fund, Inc. v. Southold Dev. Corp., 959 F.2d 409, 415 (2d Cir.1992) (<HOLDING>). While Plaintiff does not dispute the validity Options: A. holding jurisdiction over nonresident defendant existed where note was payable in new york contained new york choice of law clause and proceeds were used to finance new york limited partnership B. recognizing forum selection clause providing that no such claim shall be commenced prosecuted or continued in any forum other than the courts of the state of new york located in the city and county of new york or in the united states district court for the southern district of new york as clear and unambiguous expression of parties selection of exclusive forum in affirming district courts dismissal of action commenced in united states district court for the district of new jersey C. holding that contract signed in new york by promisor from florida and partially performed in florida was governed by new york law because it was executed in new york D. holding that neither the new york location of the terrorist attack giving rise to the policyholders claim nor the new yorkbased claims adjustor rendered new york the locus of operative facts because new york was not the site of the contracts execution E. holding that in adjudicating property rights affected by new yorks act of attainder of 1779 neither the supreme court nor any court of new york state has ever declared the act to be invalid

assistant: The best answer is E. holding that in adjudicating property rights affected by new yorks act of attainder of 1779 neither the supreme court nor any court of new york state has ever declared the act to be invalid
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 wishes to challenge the scheduled amount or priority does not have an unlimited time to file a proof of claim. In a Chapter 11 case, the Court sets a bar date for all permissive and required claim filings. Fed. R.Bankr.P. 3003(c). This “enable[s] the debtor and its creditors to know, reasonably promptly, what parties are making claims and in what general amounts.” In re Dartmoor Homes, Inc., 175 B.R. 659, 664 (Bankr.N.D.Ill.1994). Debtors and interested parties are entitled to learn which creditors are filing claims against the bankruptcy estate on a timely basis. If proofs of claim can be filed up to two or three years late, the bankruptcy estate can be in a limbo over how to set forth a confirmable plan. See, e.g., In re Pettibone Corp., 156 B.R. 220, 229 (Bankr.N.D.Ill.1993) (<HOLDING>). The length of time after the bar date that a Options: A. holding that four year delay was extraordinary in chapter 11 ease where failure to file was attributed to carelessness and therefore prejudicial to permit creditor to share in distribution under previously confirmed plan B. holding that dismissal of a chapter 13 case vacates a confirmed plan C. holding that a secured creditor is not entitled to receive any more than that to which it was entitled pursuant to the terms of the confirmed plan D. holding that a creditors failure to vote or to object to a chapter 11 plan constitutes acceptance of the plan E. holding that a confirmed chapter 13 plan is binding on all parties under 11 usc 1327a however the plan may be modified pursuant to 11 usc 1329

assistant: The best answer is A. holding that four year delay was extraordinary in chapter 11 ease where failure to file was attributed to carelessness and therefore prejudicial to permit creditor to share in distribution under previously confirmed plan