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 case excerpt and choose the best holding from the options. Case excerpt: does not compel a court to find that the persecution threshold has been met.” Altangerel v. Holder, 366 Fed.Appx. 574, 579 (6th Cir.2010) (citation omitted). See also Traore v. Holder, 358 Fed.Appx. 677, 679-80 (6th Cir.2009) (“[W]e have consistently recognized that while even a single beating offends one’s sense of civilized governmen tal conduct, a single beating does not compel a finding of persecution”) (citation and internal quotation marks omitted). Substantial evidence also supports the BIA’s conclusion that Lian failed to show that it is more likely than not that he would suffer future persecution should he return to China. His single encounter with the police that occurred more than ten years ago certainly does not compel such a finding. See Traore, 358 Fed.Appx. at 680 (<HOLDING>). Lian produced no evidence that the Chinese Options: A. holding that harassment threats and one beating did not constitute persecution B. holding that evidence of kidnapping at gunpoint interrogation and beating did not compel finding of persecution C. holding that single beating at the hands of the government occurring seven years before did not establish probability of future persecution D. holding that a minor beating even in conjunction with threats did not compel a finding of persecution E. holding that the asylum standard for past persecution or wellfounded fear of future persecution is lower than the clear probability standard to show eligibility for withholding of removal

assistant: The best answer is C. holding that single beating at the hands of the government occurring seven years before did not establish probability of future persecution
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, the RSUs granted hereby and any obligation of the Corporation hereunder shall be subject to all applicable federal, state and local laws, rules and regulations and to such approvals by any government or regulatory agency as may be required.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: at 1389. As such, the loss of a chance of survival, whether stated as a “loss of opportunity for cure” or “decreased short term survival” is not recoverable in Indiana under Mayhue. Therefore, we conclude that this particular portion of the instruction misstated the law with respect to the type of harm for which recovery may be had. However, the remaining portion of the instruction that permits the jury to award damages for pain and mental suffering and loss of consortium is not erroneous. First, damages for any pain and mental suffering incurred by Cummings during his life as a result of the negligent misdiagnosis are injuries that he could have pursued befor v. McKnight, 493 N.E.2d 775, 777 (Ind.1986), reh’g denied; see also Dearing v. Perry, 499 N.E.2d 268, 272 (Ind.Ct.App.1986) (<HOLDING>). However, this loss of consortium claim is Options: A. recognizing that loss of consortium is a right of action separate from that of the spouse B. holding that a loss of consortium is separate and independent from the primary action C. recognizing cause of action for loss of consortium D. holding that wifes recovery for loss of consortium should not be reduced by the proportion of negligence attributable to husband because claim for loss of consortium is independent of the damages claim of the injured spouse E. recognizing loss of consortium claims

assistant: The best answer is B. holding that a loss of consortium is separate and independent from the primary action
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: For as long as the Purchaser beneficially owns any of the Notes, neither the Purchaser, nor any Affiliate acting on its behalf or pursuant to any understanding with it, will execute any Short Sales of any of the Company’s securities (provided that this provision shall not prohibit any sales made where a corresponding Notice of Conversion is tendered to the Company and the shares received upon such conversion or exercise are used to close out such sale).

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement may be amended from time to time by a written amendment duly executed and delivered by the parties hereto, with the written consent of the Owner Trustee but without the consent of the Securityholders, for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Agreement or of modifying in any manner the rights of the Securityholders; provided, that such amendment will not materially and adversely affect the interest of any Noteholder or Trust Certificateholder. This Agreement may also be amended by the parties hereto with the written consent of the Owner Trustee and the holders of Notes evidencing at least a Majority Interest and the holders of Trust Certificates evidencing at least a majority of the Certificate Percentage Interest for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Agreement or of modifying in any manner the rights of Securityholders; provided, however, that no such amendment may (i) increase or reduce in any manner the amount of, or accelerate or delay the timing of, collections of payments on the 2019-1 Leases or distributions that are required to be made for the benefit of the Securityholders or (ii) reduce the aforesaid percentage of the holders of Notes and Trust Certificates which are required to consent to any such amendment, without the consent of the holders of all outstanding Notes and Trust Certificates. Notwithstanding the foregoing, the Administrator may not amend this Agreement without the permission of the Transferor, which permission shall not be unreasonably withheld.

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: A Participant shall have a fully vested, nonforfeitable right to any benefits derived from Before-Tax Contributions, Roth 401(k) Contributions, After-Tax Contributions and Catch-up Contributions made under this Section 3.02.

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 following U.S. Supreme Court case excerpt and classify it into the correct legal issue area. Excerpt: 519 U.S. 355117 S.Ct. 795136 L.Ed.2d 825 D. Dean BIBLES, Director, Oregon Bureau of Land Managementv.OREGON NATURAL DESERT ASSOCIATION. No. 96-713. Supreme Court of the United States Feb. 18, 1997. PER CURIAM. 1 In this case, the Court of Appeals for the Ninth Circuit held that Exemption 6 of the Freedom of Information Act (FOIA), 5 U.S.C. §552(b)(6), did not forbid disclosure of a mailing list maintained by petitioner, the Bureau of Land Management (BLM), and sought by respondent, the Oregon Natural Desert Association (ONDA). In reaching this conclusion, the Court of Appeals relied upon the "substantial public interest in knowing to whom the government is directing information, or as ONDA characterizes it, "propaganda,' so that those persons may receive information from other sources that do not share the BLM's self-interest in presenting government activities in the most favorable light. '' 83 F.3d 1168, 1171 (C.A.9 1996) (emphasis added). "There is,'' the Court of Appeals said, "a significant public interest in knowing with whom the government has chosen to communicate and in providing those persons with additional information .. . . '' Id., at 1172 (emphasis added). 2 These statements, which are the sum total of the Court of Appeals' analysis of the public interest in disclosure, make clear that the court's judgment rested on a perceived public interest in "providing [persons on the BLM's mailing list] with additional information.'' That is inconsistent with our opinion in Department of Defense v. FLRA, 510 U.S. 487, 114 S.Ct. 1006, 127 L.Ed.2d 325 (1994), which said that "the only relevant public interest in the FOIA balancing analysis'' is "the extent to which disclosure of the information sought would "she[d] light on an agency's performance of its statutory duties' or otherwise let citizens know "what their government is up to.''' Id., at 497, 114 S.Ct., at 1013 (emphasis added) (quoting Department of Justice v. Reporters Comm. for Freedom of Press, 489 U.S. 749, 773, 109 S.Ct. 1468, 1482, 103 L.Ed.2d 774 (1989)). ""[T]he purposes for which the request for information is made,''' we said, have no bearing on whether information must be disclosed under FOIA. 510 U.S., at 496, 114 S.Ct., at 1013 (quoting Reporters Comm. for Freedom of Press, supra, at 771, 109 S.Ct., at 1480). 3 The petition for writ of certiorari is granted, the judgment of the Court of Appeals is reversed, and the case is remanded for further proceedings consistent with this opinion. 4 It is so ordered.

assistant: 5
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: Puerto Rico, and the Virgin Islands. The [UCEA], like the IAD, establishes procedures for the interstate transfer of persons against whom criminal charges are outstanding. Unlike the IAD, the [UCEA] applies to persons at liberty as well as to persons in prison.” Davis, supra at 139 n. 2, 786 A.2d‘at 175 n. 2. 5 . Testimony at trial determined Appellant and his family were from Newark, New .Jersey. (N.T., 5/7/03, at 52-63). 6 . Appellant includes in his brief a "Statement of the Scope and Standard of Review Pursuant to Pa.R.A.P. 3518." Rule 3518 was rescinded on January 14, 1999. Moreover, his "statement” falls short of the requirements of a Pa.R.A.P. 2119(f) Statement in that Appellant’s statement makes only bald assertions that his sentence was excessive. Williams, supra at 1389 Options: A. holding that sentencing court abused its discretion by imposing an unexplained threeyear prohibition on adult pornography where defendant had been convicted of threatening federal officials B. holding rule 2119f statement must contain factual averments which suggest that sentencing code was compromised merely stating that sentencing court abused its discretion in imposing excessive sentence is inadequate C. recognizing that sentencing judges have the discretion to reject any sentencing guideline but no judge is required to do so D. holding that in order to aid the appellate review of whether an abuse of discretion has occurred at sentencing the trial court is required to articulate on the record reasons for imposing a particular sentence E. holding that the guidelines did not strip the sentencing court of its discretion to impose a concurrent sentence

assistant: The best answer is B. holding rule 2119f statement must contain factual averments which suggest that sentencing code was compromised merely stating that sentencing court abused its discretion in imposing excessive sentence is inadequate
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: Upon the occurrence of an Event of Default, Landlord may exercise all rights and remedies under this Lease and the laws of the state where the Premises is located that are available to a Landlord of real and personal property in the event of a default by its Tenant, and as to the Tenant Property, all remedies granted under the laws of such state(s) to a secured party under its Uniform Commercial Code. Landlord shall have no duty to mitigate damages unless required by applicable law and shall not be responsible or liable for any failure to relet the Premises or to collect any rent due upon any such reletting. Tenant shall pay Landlord, promptly upon demand, all reasonable expenses incurred by it in obtaining possession and reletting any of the Premises, including fees, commissions and costs of attorneys, architects, agents and brokers.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: participated in or approved the alleged wrongdoing, ... or are otherwise financially interested in the challenged transactions ....”) (citation omitted). Pleadings in derivative suits are governed by Super. Ct. Civ. R. 23.1. Bazata v. National Ins. Co. of Washington, 400 A.2d 313, 315-16 (D.C.1979). With respect to the assertion of the demand requirement or its futility, Rule 23.1 provides, in pertinent part: The complaint [in a shareholder derivative action] shall also allege with particularity the efforts, if any, made by the plaintiff to obtain the action the plaintiff desires from the directors or comparable authority and, if necessary, from the shareholders or members, an ll depend upon the substantive law defining these elements. See Kamen, supra, 500 U.S. at 97, 111 S.Ct. 1711 (<HOLDING>). The substantive law governing the powers of a Options: A. holding that the contours of the demand requirement founded on federal statute are governed by that law B. holding that the admissibility of expert testimony was governed by state law C. recognizing that it is an open question whether drpa is a federal agency governed by the apa or a state agency governed by state administrative law D. holding that ejxcept in matters governed by the federal constitution or by acts of congress the law to be applied in any case is the law of the state E. holding that the plaintiffs state law claims are preempted by federal law

assistant: The best answer is A. holding that the contours of the demand requirement founded on federal statute are governed by that 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: summary judgment: (1) the action was barred by the statute of limitations; (2) the action was barred by the plaintiff’s laches; (3) the plaintiff failed to exhaust his remedies under the grievance procedure of the collective bargaining agreement; (4) the Union is a necessary and indispensable party. The trial court’s ruling was based solely on the first ground, and that is our primary concern here. However, since defendant also relies on the other grounds on this appeal, we will also deal with them. Whether jurisdiction is based upon diversity of citizenship or § 301 of the LMRA, the law of Nebraska relative to the appropriate statute of limitations applies. See International Union, United Automobile, etc. v. Hoosier Cardinal Corp., 383 U.S. 696, 86 S.Ct. 1107, 16 L. Ed.2d 192 (1966) (<HOLDING>). Nebraska has a statute of limitations of four Options: A. holding statute of limitations should not be equitably tolled for taxpayer who filed a refund claim after the applicable statute of limitations B. holding that state court with jurisdiction over 301 claim should have applied federal labor law rather than state contract law C. holding that absent an applicable federal statute of limitations state statutes of limitations should be applied in 301 cases if they are not in conflict with federal policy D. holding that duress toll to statute of limitations under state law had no application to federal rico statute of limitations E. holding that where congress does not establish a statute of limitations applicable to a federal cause of action a void which is commonplace in federal statutory law this court has repeatedly borrowed the state law of limitations governing an analogous cause of action

assistant: The best answer is C. holding that absent an applicable federal statute of limitations state statutes of limitations should be applied in 301 cases if they are not in conflict with federal policy
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Borrower has heretofore furnished to the Lenders, as of the Closing Date and the first Borrowing Date, its unaudited consolidated financial statements for the quarter ended June 30, 2016 and its annual audited consolidated financial statements for the year ended December 31, 2015, and as of any other date, certain financial statements as provided for in Section 8.01 . Such financial statements present fairly, in all material respects, the financial position and results of operations and cash flows of Borrower and its Subsidiaries as of such dates and for such periods in accordance with GAAP, subject to year-end audit adjustments and the absence of footnotes in the case of the statements previously-delivered statements of the type described in Section 8.01(b) . Neither Borrower nor any of its Subsidiaries has any material contingent liabilities not disclosed in the aforementioned financial statements.

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 legal provision and list the applicable contract clause categories. Provision: The Top Borrower will comply, and will cause each of its Restricted Subsidiaries to comply, with the requirements of all applicable Requirements of Law (including applicable ERISA and all Environmental Laws, OFAC, the USA PATRIOT Act, the FCPA and other applicable anti-terrorism laws and anti-money laundering laws), except to the extent the failure of the Top Borrower or the relevant Restricted Subsidiary to comply could not reasonably be expected to have a Material Adverse Effect; provided that the requirements set forth in this Section 5.08 , as they pertain to compliance by any Foreign Subsidiary with OFAC, the USA PATRIOT ACT, the FCPA and other applicable anti-terrorism laws and anti-money laundering laws are subject to and limited by any Requirement of Law applicable to such Foreign Subsidiary in its relevant local jurisdiction.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: the order for postconviction relief. The admissibility in evidence of that order is unchallenged. Different considerations apply to the admissibility of the order placing Mr. Cira on probation because it was based on the nolo contendere pleas. However, the admissibility of judgments of conviction or orders placing a defendant on probation based on a nolo contendere plea is a separate issue from the issue of the admissibility in evidence of the plea itself. Section 90.410 addresses the latter but not the former. We hold that the order placing Mr. Cira on probation was admissible in evidence for the limited purpose of showing the final disposition of the charges against him after the entry of the order for postconviction relief. Cf. Olsen v. Correiro, 189 F.3d 52, 58-62 (1st Cir.1999) (<HOLDING>). Thus the order for postconvietion relief and Options: A. holding that conviction based on plea of nolo contendere bars subsequent 1983 claim because even though such a plea does not involve admission of guilt it does communicate acceptance of conviction and sentence B. holding that conviction for seconddegree murder operates as implied acquittal on firstdegree murder count C. holding that it was not error to allow the penalty phase jury to hear evidence that the defendants previous conviction of seconddegree murder was obtained pursuant to an indictment for firstdegree murder D. holding that where both firstdegree and felony murder were possible bases for a murder conviction a jury instruction that suggested the jury could rely on felony murder as the predicate offense for a conviction for conspiracy to commit murder was improper because under arizona law a conviction for conspiracy to commit firstdegree murder requires a specific intent to kill E. holding that evidence of conviction and sentence for manslaughter based on plea of nolo contendere following order for new trial on firstdegree murder charge was admissible to counter claim for incarcerationbased damages by showing that plaintiff was incarcerated for something other than the murder conviction

assistant: The best answer is E. holding that evidence of conviction and sentence for manslaughter based on plea of nolo contendere following order for new trial on firstdegree murder charge was admissible to counter claim for incarcerationbased damages by showing that plaintiff was incarcerated for something other than the murder conviction
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 used in this Agreement, unless the context otherwise requires: (a) the terms defined herein will have the meanings set forth herein for all purposes; (b) references to “Section” are to a section hereof; (c) “include,” “includes” and “including” are deemed to be followed by “without limitation” whether or not they are in fact followed by such words or words of like import; (d) “writing,” “written” and comparable terms refer to printing, typing, lithography and other means of reproducing words in a visible form; (e) “hereof,” “herein,” “hereunder” and comparable terms refer to the entirety of this Agreement and not to any particular section or other subdivision hereof or attachment hereto; (f) references to any gender include references to all genders; and (g) references to any agreement or other instrument or statute or regulation are referred to as amended or supplemented from time to time (and, in the case of a statute or regulation, to any successor provision).

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: The parties each agree to do such other and further acts and things, and to execute and deliver such instruments and documents (not creating any obligations additional to those otherwise imposed by this Agreement), as either may reasonably request from time to time, whether at or after the Closing, in furtherance of the purposes of this Agreement. The provisions of this Section 27 shall survive the Closing for three (3) months.

assistant: Further Assurances
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 execution and delivery of each Loan Document by each Loan Party thereto and the performance by such Loan Party thereof (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except (i) such as have been obtained or made and are in full force and effect, (ii) in connection with the Perfection Requirements and (iii) such consents, approvals, registrations, filings or other actions the failure to obtain or make which could not be reasonably expected to have a Material Adverse Effect, (b) will not violate any (i) of such Loan Party’s Organizational Documents or (ii) Requirement of Law applicable to such Loan Party which violation, in the case of this clause (b)(ii) , could reasonably be expected to have a Material Adverse Effect and (c) will not violate or result in a default under (i) the Senior Unsecured Notes Indenture or (ii) any other material Contractual Obligation to which such Loan Party is a party which violation, in the case of this clause (c) , could reasonably be expected to result in a Material Adverse Effect.

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: 68 L.Ed.2d 101 (1981). Without any clear indication that Congress intended to confer a cause of action upon Plaintiffs, we are loathe, based upon the imprecise standard of “giving priority,” to tell the State h ute “giving priority” to the legions of political subdivisions affected by federal mineral development. In other words, § 191 provides no manageable substantive standards for us to apply in determining what portion of the lease royalties properly belong to Plaintiffs. Congress must speak much more clearly if it intends for us to navigate the path Plaintiffs suggest we follow. That Congress enacted a scheme, namely § 195, to remedy FMLA violations reinforces our conclusion that Congress did not intend to create the cause of action Plaintiffs’ assert. See Boswell, 361 F.3d at 1269 (<HOLDING>). “[I]t is an elemental canon of statutory Options: A. recognizing that the declaratory judgment act is only procedural and does not create substantive rights internal quotation marks and citations omitted B. recognizing rule C. recognizing this method of submission D. recognizing this method E. recognizing the express provision of one method of enforcing a substantive rule suggests that congress intended to preclude others internal quotations omitted

assistant: The best answer is E. recognizing the express provision of one method of enforcing a substantive rule suggests that congress intended to preclude others internal quotations omitted
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: ON AND PRIOR TO THE AMENDMENT NO. 2 EFFECTIVE DATE, LOAN PARTIES, TOGETHER WITH THEIR SUCCESSORS AND ASSIGNS, HEREBY ACKNOWLEDGE THAT THEY HAVE NO DEFENSE, COUNTERCLAIM, OFFSET, CROSS-COMPLAINT, CLAIM OR DEMAND OF ANY KIND OR NATURE WHATSOEVER THAT CAN BE ASSERTED TO REDUCE OR ELIMINATE ALL OR ANY PART OF THEIR LIABILITY TO REPAY THE OBLIGATIONS OR TO SEEK AFFIRMATIVE RELIEF OR DAMAGES OF ANY KIND OR NATURE FROM ADMINISTRATIVE AGENT, DOCUMENTATION AGENT OR ANY LENDER IN RESPECT OF OR RELATED TO ANY LOAN DOCUMENT. LOAN PARTIES HEREBY VOLUNTARILY AND KNOWINGLY RELEASE AND FOREVER DISCHARGE ADMINISTRATIVE AGENT, DOCUMENTATION AGENT AND EACH LENDER, ITS PREDECESSORS, AGENTS, EMPLOYEES, AFFILIATES, SUCCESSORS AND ASSIGNS, FROM ALL POSSIBLE CLAIMS, DEMANDS, ACTIONS, CAUSES OF ACTION, DAMAGES, COSTS, EXPENSES, AND LIABILITIES WHATSOEVER, KNOWN OR UNKNOWN, ANTICIPATED OR UNANTICIPATED, SUSPECTED OR UNSUSPECTED, ASSERTED OR UNASSERTED, FIXED, CONTINGENT, OR CONDITIONAL, AT LAW OR IN EQUITY, IN EACH CASE SOLELY TO THE EXTENT ORIGINATING IN WHOLE OR IN PART ON OR BEFORE THE DATE THIS AMENDMENT NO. 2 IS EXECUTED, WHICH ANY LOAN PARTY MAY NOW OR HEREAFTER (WHETHER OR NOT PRESENTLY SUSPECTED, CONTEMPLATED OR ANTICIPATED) HAVE (ON OR PRIOR TO THE DATE OF THIS AMENDMENT NO. 2) IN RESPECT OF OR RELATED TO ANY LOAN DOCUMENT AGAINST ADMINISTRATIVE AGENT, DOCUMENTATION AGENT, ANY LENDER, THEIR PREDECESSORS, AGENTS, EMPLOYEES, AFFILIATES, SUCCESSORS AND ASSIGNS, IF ANY, AND IRRESPECTIVE OF WHETHER ANY SUCH CLAIMS ARISE OUT OF CONTRACT, TORT, VIOLATION OF LAW OR REGULATIONS, OR OTHERWISE, AND ARISING FROM ANY LOAN OR ADVANCE, INCLUDING, WITHOUT LIMITATION, ANY CONTRACTING FOR, CHARGING, TAKING, RESERVING, COLLECTING OR RECEIVING INTEREST IN EXCESS OF THE MAXIMUM RATE, THE EXERCISE OF ANY RIGHTS AND REMEDIES UNDER THE CREDIT AGREEMENT OR OTHER LOAN DOCUMENTS, AND NEGOTIATION FOR AND EXECUTION OF THIS AMENDMENT NO. 2.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: for the court. As to the distribution charge, Price and Ellis clearly are not accomplices under settled South Dakota law. “ ‘An accomplice is one who is liable to prosecution for the identical offense charged against the defendant on trial. To render one an accomplice he must in some manner knowingly and with criminal intent participate, associate or concur with another in the commission of a crime.’” State v. Fox, 313 N.W.2d 38, 40 (S.D.1981) (quoting State v. Johnson, 81 S.D. 600, 606, 139 N.W.2d 232, 236 (1965) (emphasis supplied)). Busack was charged with distributing methamphetamine to Price and Ellis. Neither of these witnesses could be charged with distributing to themselves, therefore they were not accomplices to these acts. See State v. Bufener, 401 N.W.2d 740, 743 (S.D.1987) (<HOLDING>). Indeed, under facts demonstrating more Options: A. holding that a private citizen acting as undercover agent is not an accomplice witness so long as he does not bring about the crime B. holding failure to instruct jury as to requirement of corroboration of accomplice witness testimony was error C. holding that an adverse inference cannot be drawn from a defendants failure to call a witness if the states evidence establishes that the witness is an accomplice who would be entitled to assert a fifth amendment privilege D. holding that promises made by the prosecution to a witness in exchange for that witness testimony relate directly to the credibility of the witness E. holding that witness was not an accomplice in distributing marijuana to himself

assistant: The best answer is E. holding that witness was not an accomplice in distributing marijuana to himself
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: to the extent permitted under your local law , we exclude any implied warranties , including for merchantability , satisfactory quality , fitness for a particular purpose , workmanlike effort , and non-infringement .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement may be signed in counterparts, including counterparts transmitted by facsimile, each of which will be deemed an original and all of which will constitute one and the same instrument. In the event that Client returns an executed but undated copy of this Agreement to Visa, Client agrees and authorizes Visa to insert the date of Visa’s receipt of the executed copy.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except for (i) such as have been obtained or made and are in full force and effect and (ii) filings and recordings in respect of the Liens created pursuant to the Security Documents, (b) will not violate any Requirement of Law, (c) will not violate any of the Loan Parties’ organizational documents, (d) will not violate or result in a default under any material Contractual Obligation upon the Borrower and its Restricted Subsidiaries or its or their respective assets, or give rise to a right thereunder to require any payment to be made by the Borrower or any of its Restricted Subsidiaries, and (e) except for the Liens created pursuant to the Security Documents, will not result in the creation or imposition of any Lien on any asset of the Borrower or any of its Restricted Subsidiaries.

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 legal provision and list the applicable contract clause categories. Provision: This Agreement can be amended at any time by the Committee. Any amendment to the Plan shall be deemed to be an amendment to this Agreement to the extent that the amendment is applicable hereto. Except for amendments necessary to bring this Agreement into compliance with current law including Section 409A of the Code, no amendment to this Agreement shall materially and adversely affect your rights without your written consent.

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 case excerpt and choose the best holding from the options. Case excerpt: orders in Feathers v. Gansheimer and Feathers v. Wilson reflect that those cases were dismissed sua sponte and in their entirety for failure to satisfy this court’s now-abrogated requirement that prisoners specifically plead exhaustion of their administrative remedies. The dismissals of those complaints therefore were not dismissals on the grounds that the cases were frivolous, malicious, or failed to state a claim upon which relief may be granted. See Snider v. Melindez, 199 F.3d 108, 112 (2d Cir.1999) (concluding that failure to state a claim as used in § 1997e(c) and § 1915(g) does not include failure to exhaust administrative remedies — at least absent a finding that the failure to exhaust permanently bars the suit); see also Green v. Young, 454 F.3d 405, 409 (4th Cir.2006) (<HOLDING>). Finding that at least two of the four prior Options: A. holding that claims not presented to the ij and bia should be dismissed for failure to exhaust administrative remedies B. holding that plaintiff could not look to the courts for relief because he did not exhaust his administrative remedies under the adea C. holding that a routine dismissal for failure to exhaust administrative remedies does not count as a strike under 1915g D. holding that a plaintiff need not exhaust his administrative remedies to bring a retaliation claim E. holding district court dismissal of plaintiffs present action did not constitute prior action and thus did not count as third strike

assistant: The best answer is C. holding that a routine dismissal for failure to exhaust administrative remedies does not count as a strike under 1915g
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 provisions of this Agreement, the parties hereto will, from time to time, do all acts and things and execute and deliver all such further documents and instruments, as the other parties hereto may reasonably require to effectively carry out or better evidence or perfect the full intent and meaning of this Agreement.

assistant: Further Assurances
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 the jury was to scrutinize all the witnesses’ testimony carefully as part of its determination whether the government had satisfied its burden of proof on each element of the crimes charged. The sufficiency of these instructions is even more apparent when they are considered in the context of the trial as a whole. In particular, defense counsel focused heavily on the voice identification issue in cross-examining Agent Quinn and also in closing argument. Having heard these defense arguments, a jury receiving the court’s general instructions on witness credibility, the government’s burden of proof, and the limited purpose of the transcripts would understand that Agent Quinn’s testimony was to be scrutinized with care. Cf. United States v. Rubio, 834 F.2d 442, 447 (5th Cir.1987) (<HOLDING>) We conclude that the court’s general jury Options: A. holding that in determining whether constructive indictment occurred court must look at the allegedly erroneous instruction in context of the charge as a whole B. holding that it was not reversible error to fail to answer the jurys question where the trial judge was presiding over closing arguments in a codefendants case when the question was asked and the jury reached a result before the judge could confer with the parties C. recognizing that a court may look to the place where the failure to receive the expected benefits was felt in determining which law to apply D. holding that to obtain the proper context of a challenged statement made during closing arguments the court must recount in its entirety the portion of the closing argument wherein those statements appear E. holding that when determining the adequacy of a jury charge an appellate court should look to the record and the closing arguments to place the words of the judge in context

assistant: The best answer is E. holding that when determining the adequacy of a jury charge an appellate court should look to the record and the closing arguments to place the words of the judge in context
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 is not (i) in violation of its charter or by-laws or similar organizational documents; (ii) in default, and no event has occurred that, with notice or lapse of time or both, would constitute such a default, in the due performance or observance of any term, covenant or condition contained in any indenture, mortgage, deed of trust, loan agreement or other agreement or instrument to which the Company is a party, by which the Company is bound or to which any of the property or assets of the Company is subject; or (iii) in violation of any law or statute or any judgment, order, rule or regulation of any court or arbitrator or governmental or regulatory authority having jurisdiction over the Company or any of its subsidiaries, except, in the case of clauses (ii) and (iii) above, for any such default or violation that would not, individually or in the aggregate, have a Material Adverse Effect.

assistant: No Defaults
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: Fee . Borrower agrees to pay to Lender no later than the fifteenth (15th) day of each month, commencing December 15, 2016, and continuing on the fifteenth (15th) day of each month thereafter through November 15, 2017, an amendment fee in the amount of $10,000 per month. Such fee shall be duly earned when required to be paid, shall be nonrefundable when paid and shall constitute part of the Obligations.

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: if you are a resident of canada : notwithstanding anything to the contrary herein , with respect to any purchase using a visa credit card at under armour 's canada website , these terms shall be governed by and construed in accordance with canadian law , without regard to its conflict of law principles .

assistant: Choice of 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: This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of Delaware applicable to contracts made and to be performed in such state without giving effect to its principles of conflicts of laws. The Company and Indemnitee hereby irrevocably and unconditionally: (a) agree that any action or proceeding arising out of or in connection with this Agreement shall be brought only in the Delaware Court and not in any other state or federal court in the United States, (b) consent to submit to the exclusive jurisdiction of the Delaware Court for purposes of any action or proceeding arising out of or in connection with this Agreement, (c) appoint, to the extent such party is not otherwise subject to service of process in the State of Delaware, Capitol Services, Inc., 1675 S. State St., Suite B, Dover, Delaware 19901 as its agent in the State of Delaware for acceptance of legal process in connection with any such action or proceeding against such party with the same legal force and validity as if served upon such party personally within the State of Delaware and (d) waive, and agree not to plead or make, any claim that the Delaware Court lacks venue or that any such action or proceeding brought in the Delaware Court has been brought in an improper or inconvenient forum.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: If any provisions of this Agreement are determined to be invalid or unenforceable by a court of competent jurisdiction, the remainder of the Agreement shall remain in full force and effect without such provision. In such event, the Parties shall in good faith negotiate a substitute clause for any provision declared invalid or unenforceable, which shall most nearly approximate the intent of the Parties in entering this Agreement.

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: state authorities which address the issue draw no distinction between guarantors and debtors with regard to waiver of commercial reasonableness. See, e.g., May v. Women’s Bank, 807 P.2d 1145, 1147 (Colo.1991); Branan v. Equico Lessors, Inc., 255 Ga. 718, 342 S.E.2d 671, 674 (1986); Bank of Hawaii v. Davis Radio Sales & Service, Inc., 6 Haw.App. 469, 727 P.2d 419, 429 (1986); McEntire v. Indiana Nat'l Bank, 471 N.E.2d 1216, 1224-25 (Ind.Ct.App.1984); Dakota Bank & Trust Co. v. Grinde, 422 N.W.2d 813, 816-18 (N.D.1988); Marine Midland Bank v. CMR Industries, Inc., 159 A.D.2d 94, 559 N.Y.S.2d 892, 900 (2d Dept.1990); Marine Midland Bank v. Kristin Int'l Ltd., 141 A.D.2d 259, 534 N.Y.S.2d 612, 613 (4th Dept.1988); contra First City v. Vitale, 123 A.D.2d 207, 510 N.Y.S.2d 766, 767 (1987) (<HOLDING>). 3 . See Mercantile Bank & Trust v. Cunov, 749 Options: A. 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 B. holding that trial court must make entry of default prior to entry of default judgment and court may not make entry of default when there is no default in law or in fact C. holding that the state may waive the affirmative defense of procedural default by failing to assert it D. recognizing general rule that a party may waive the defense of res judicata E. holding that guarantors can waive the defense before default

assistant: The best answer is E. holding that guarantors can waive the defense before default
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: is consummated, (e) facts basic to the transaction, if he knows that the other is about to enter into it under a mistake as to them, and the other, because of the relationship between them, the customs of the trade or other objective circumstances, would reasonably expect a disclosure of those facts. Restatement (Second) of Torts § 551 (1977). Pursuant to § 551, silence about material facts basic to the transaction, when combined with a duty to speak, is the functional equivalent of a misrepresentation or “supplying false information” under Restatement § 552. In addition to generally following the Restatement, Nevada already has recognized a cause of action for fraud by nondisclosure where a special relationship between the parties imposes a duty to speak. See Epperson, 719 P.2d at 804 (<HOLDING>); Mackintosh v. Jack Matthews and Co., 109 Nev. Options: A. holding state has affirmative duty to disclose favorable and material evidence to defense B. holding defendant owes a duty to disclose where the defendant alone has knowledge of material facts which are not accessible to the plaintiff C. holding the government has an affirmative duty to disclose exculpatory evidence to a criminal defendant D. holding prosecutor has affirmative duty to disclose material exculpatory evidence E. holding that under certain conditions a bank assumes a duty to disclose facts material to a transaction

assistant: The best answer is B. holding defendant owes a duty to disclose where the defendant alone has knowledge of material facts which are not accessible to the plaintiff
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 be governed by the laws of the State of New Jersey without giving effect to any choice of law rules thereof. As part of the consideration for new value this day received, each Borrower consents to the jurisdiction of any state court located within Bergen County, New Jersey or any federal court located in Bergen County, New Jersey (collectively, the “ Chosen Forum ”). Each Borrower waives any objection to jurisdiction and venue of any action instituted against it as provided herein and agrees not to assert any defense based on lack of jurisdiction or venue. Each Borrower further agrees not to assert against the Lender (except by way of a defense or counterclaim in a proceeding initiated by the Lender) any claim or other assertion of liability relating to any of this Agreement, any of the Related Agreements, the Collateral or the Lender’s actions or inactions in respect of any of the foregoing in any jurisdiction other than the Chosen Forum. Nothing in this Agreement shall affect the Lender’s right to bring any action or proceeding relating to this Agreement or the Related Agreements against the Borrowers or its properties in courts of other jurisdictions.

assistant: Governing Laws