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: in her brief that the PCC proceedings had caused her concern for her family’s “emotional and financial security,” we conclude that the record sufficiently demonstrates that Judge Coffey was complicit in a fraudulent transfer. See Estes v. Titus, 731 N.W.2d 119, 130-34 (Mich. Ct. App. 2006) (finding that a judgment creditor had a valid claim under the Uniform Fraudulent Transfer Act where the judgment debtor had, prior to conclusion of the underlying case, entered into a consent divorce that transferred all of his assets to his former wife, thus making him insolvent), appeal granted, 731 N.W.2d 423 (Mich. 2007). By participating in the fraudulent conveyances, Judge Coffey contravened the public policies embodied in RSA 545-A:4, see Matter of Seaman, 627 A.2d 106, 122 (N. J. 1993) (<HOLDING>); Sup. Ct. R. 38, Canon 2 (“A judge shall Options: A. holding that federal law can provide source of state public policy for determining whether discharge of employee violated clear mandate of public policy B. holding an exception to confrontation clause must further important public policy C. holding similar agreement void on public policy grounds D. holding that contributory trademark infringement requires some predicate act of infringement E. holding that a judges infringement of an important public policy is grounds for aggravation

assistant: The best answer is E. holding that a judges infringement of an important public policy is grounds for aggravation
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 crime. State v. Smith, 312 N.C. 361, 380-81, 323 S.E.2d 316, 327-28 (1984) (citing State v. Smith, 66 Ore. App. 703, 706, 675 P.2d 510, 512 (1984); United States v. Grady, 544 F.2d 598, 604 (2d Cir. 1976)). The underlying theory behind excluding hearsay observations of police officers at the scene of the crime is that they may not be as reliable as observations by public officials in other cases because of the adversarial nature of the confrontation between the police and the defendant in criminal cases. State v. Harper, 96 N.C. App. 36, 40, 384 S.E.2d 297, 299 (1989) (citation omitted). For example, the notes of a non-testifying, undercover officer summarizing alleged drug transactions 295, 629 S.E.2d 288 (2006); United States v. Dowdell, 595 F.3d 50, 72 (1st Cir. 2010) (<HOLDING>). In the instant case, the photos in the Options: A. holding that a booking sheet does not recount the work that led to an arrest so much as the mere fact that an arrest occurred and thus constituted a nonadversarial ministerial observation that was not excluded by rule 8038b B. holding that it is equally wellestablished that a suspects mere flight to escape arrest does not violate the resisting arrest statute C. holding that an arrest made by an officer outside his jurisdiction does not violate the fourth amendment D. holding avoiding arrest is not the same as resisting arrest E. holding that the searehincidenttoalawfularrest rule does not apply to a warrantless search that provides the probable cause for the subsequent arrest because one cannot justify the arrest by the search and then simultaneously justify the search by the arrest

assistant: The best answer is A. holding that a booking sheet does not recount the work that led to an arrest so much as the mere fact that an arrest occurred and thus constituted a nonadversarial ministerial observation that was not excluded by rule 8038b
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: 6 . There may be circumstances in which equitable considerations would require a different application of payments in absence of direction by either the debtor or the creditor. Id. n. 11 (citations omitted); Restatement (Second) of Contracts § 260(2)[.] Dissenting Opinion of ACOBA, J. I respectfully dissent. Although I rely on grounds different from those relied on by the first circuit court (the circuit court), I believe the circuit court properly ruled that payments by Third-Party Defendant Choong Gill Lee (Choong) must be applied to the 1992 child support arrearages owed Plaintiff-Appellant Lorrin D. Lee (Lorrin). This court may affirm summary judgment based on grounds different from the circuit court. GGS Co., Ltd. v. Masuda, 82 Hawai'i 96, 101, 919 P.2d 1008, 1013 (App.1996) (<HOLDING>). I. First, I favor the application of Options: A. recognizing that this court may affirm on any ground supported by the record even if it differs from the reasoning of the district court B. recognizing that the court of appeals can affirm a grant on summary judgment on any basis made apparent by the record C. holding that the trial court may not grant summary judgment on a ground not raised in the motion D. recognizing that this court may affirm summary judgment on grounds other than those relied upon by the motion justice E. holding that this court may affirm a grant of summary judgment on any ground appearing in the record regardless of whether the circuit court relied on it

assistant: The best answer is E. holding that this court may affirm a grant of summary judgment on any ground appearing in the record regardless of whether the circuit court relied on it
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 agreements in this Section and the indemnity provisions of Section 10.02(e) shall survive the resignation of the Administrative Agent, any L/C Issuer and any Swing Line Lender, the replacement of any Lender, the termination of the Aggregate Commitments, the repayment, satisfaction or discharge of all the other Obligations and the termination of this Agreement.

assistant: Survival
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 provided in Sections 6 and 7, the Grantee will forfeit his or her interest in the RSUs to the extent the Performance Goals are not achieved during the Performance Period or if the Grantee terminates his or her employment with the Company or any of its Subsidiaries prior to the Vesting Date.

assistant: Forfeitures
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) Schedule 3.07(a) sets forth, as of the Closing Date and after giving effect to the Transactions, a list of (i) each Loan Party and each such Loan Party’s jurisdiction of incorporation or organization, and (ii) the number of each class of each Loan Party’s Equity Interests authorized, and the number outstanding, and the number of Equity Interests covered by all outstanding options, warrants, rights of conversion or purchase and similar rights. All Equity Interests of each Loan Party are duly and validly issued and are fully paid and non-assessable, and all Equity Interests of OBS are owned by Holdings and all Equity Interests of each Subsidiary of OBS are owned by OBS, directly or indirectly, through Subsidiaries. Each Loan Party is the record and beneficial owner of, and has good and marketable title to, the Equity Interests pledged by (or purporting to be pledged by) it under the Security Documents, free of any and all Liens, rights or claims of other persons, except the security interests created by the ABL Security Documents (subject to the Intercreditor Agreement) and any Permitted Liens that arise by operation of applicable Legal Requirements and are not voluntarily granted. As of the Closing Date, except as set forth in Schedule 3.07(a) , there are no outstanding warrants, options or other rights (including derivatives) to purchase, or shareholder, voting trust or similar agreements outstanding with respect to, or property that is convertible into, or that requires the issuance or sale of, any such Equity Interests (or any economic or voting interests therein).

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 case excerpt and choose the best holding from the options. Case excerpt: contend that the plaintiff is collaterally es-topped from arguing that element of his claim because the state court magistrate found probable cause that the crime was committed at the preliminary examination. Because the charged crime' — drunken driving third offense, see Mich. Comp. Laws § 257.625(9)(c) (“If the violation occurs within 10 years of 2 or more prior convictions, the person is guilty of a felony” and may be imprisoned for one to five years)— was a felony, a preliminary examination was required. See Mich. Comp. Laws § 767.42(1). The purpose of the preliminary examination is to determine whether probable cause exists to believe that an offense has been committed by the defendant. Mich. Ct. R. 6.110; see also People v. Perkins, 468 Mich. 448, 452, 662 N.W.2d 727, 730 (2003) (<HOLDING>). The state magistrate specifically found Options: A. holding that the purpose of a preliminary examination is to determine whether there is probable cause to believe that a crime was committed and whether there is probable cause to believe that the defendant committed it B. holding that a vehicle may be seized without a warrant if there is probable cause to believe that it is subject to forfeiture C. holding that the officers examination revealed that there was probable cause to believe that the property was stolen D. recognizing that the necessary inquiry is not whether there was a warrant or whether there was time to get one but whether there was probable cause for the arrest E. holding a warrantless arrest by a law officer is reasonable under the fourth amendment where there is probable cause to believe that a criminal offense has been or is being committed

assistant: The best answer is A. holding that the purpose of a preliminary examination is to determine whether there is probable cause to believe that a crime was committed and whether there is probable cause to believe that the defendant committed it
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 a breach of duty or the foreseeability of harm will depend on what Defendants knew or should have known at the time Baycol was prescribed and whether Defendants acted reasonably based on the knowledge it had at that time.”). 128 . June 24, 2005 Tr. at 12, lines 33-39. 129 . Barnes v. American Tobacco Co., 161 F.3d at 145. 130 . See Kurczi v. Eli Lilly & Co., 160 F.R.D. 667, 677 (N.D.Ohio 1995) (”[T]he resolution of the general causation question accomplishes nothing for any individual plaintiff."); See also Harding v. Tambrands, 165 F.R.D. 623, 630 (D.Kan.1996) ("Certification would not materially advance the disposition of the litigation as a whole. A finding of 'general causation’ would do little to advance this litigation.”); Arch v. American Tobacco, Co., Inc., 175 F.R.D. at 488 (<HOLDING>); In re Ford Motor Co. Ignition Switch, 194 Options: A. holding that when the evidence shows that the railroad customarily does not enforce a safety rule the jury is entitled to consider whether that custom constituted negligence and whether it caused in whole or in part the plaintiffs injury B. holding that the basis of liability is negligence and not injury C. holding that the plaintiffs could not satisfy the causation elements of products liability and negligence claims by proving that all cigarettes can potentially cause a user to become addicted because a jury would still be required to determine for each class member whether he or she is addicted to cigarettes and if so whether defendants and which defendant caused the addiction D. holding that when determining prejudice under the objective test relevant considerations include 1 whether the extrinsic evidence was received by the jury and the manner in which it was received 2 whether it was available to the jury for a lengthy period of time 3 whether it was discussed and considered extensively by the jury 4 whether it was introduced before a jury verdict was reached and if so at what point during the deliberations and 5 whether it was reasonably likely to affect the verdict considering the strength of the governments case and whether the governments case outweighed any possible prejudice caused by the extrinsic evidence E. holding that it was for the jury to determine whether the plaintiff would have continued to smoke cigarettes if not for philip morriss nondisclosures and whether the plaintiff justifiably relied on the false controversy created by the tobacco industry after may 5 1982

assistant: The best answer is C. holding that the plaintiffs could not satisfy the causation elements of products liability and negligence claims by proving that all cigarettes can potentially cause a user to become addicted because a jury would still be required to determine for each class member whether he or she is addicted to cigarettes and if so whether defendants and which defendant caused the addiction
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: judicial immunity. The claims for damages against defendants Damiani and Do-herty are dismissed pursuant to 28 U.S.C. § 1915A(b)(2). E.Defendant Waterbury Police Department A municipality is subject to suit pursuant to 42 U.S.C. § 1983. Monell v. Department of Social Services, 436 U.S. 658, 690, 98 S.Ct. 2018, 56 L.Ed.2d 611 (1978). A municipal police department, however, is not a municipality nor a “person” within the meaning of section 1983. See Dean v. Barber, 951 F.2d 1210, 1215 (11th Cir.1992) (affirming district court’s dismissal of claims against county sheriffs department because, under state law, sheriffs department lacked capacity to be sued); Peterson v. Easton Police Dep’t Criminal Investigations Divs., No. Civ.A. 99-4153, 1999 WL 718551, at *1 (E.D.Pa. Aug. 26, 1999) (<HOLDING>); Smith-Berch, Inc. v. Baltimore County, 68 Options: A. holding that a police department is not a person within the meaning of section 1983 B. holding that a state is not a person within the meaning of 1983 C. holding that a state university is not a person within the meaning of 1983 and therefore is not subject to suits brought under 1983 D. holding that a dog that was destroyed by the police department was obviously seized within the meaning of the fourth amendment E. holding municipal police department to be an enterprise within meaning of hobbs act

assistant: The best answer is A. holding that a police department is not a person within the meaning of section 1983
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 limited to one hour per day in a small indoor room, only annual reviews occur, and otherwise eligible inmates are disqualified for parole consideration, that regardless of how the baseline was defined, the restrictions imposed an atypical and significant hardship. Id. Thus, a liberty interest was implicated. Id. Consistent with Sandin and Wilkinson, the Eleventh Circuit has recognized that a prisoner can be deprived of his liberty in violation of due process in two ways: The first is when a change in a prisoner’s confinement is so severe that it essentially exceeds the sentence imposed by the court. See Sandin v. Conner, 515 U.S. 472, 484, 115 S.Ct. 2293, 2300, 132 L.Ed.2d 418 (1995); see e.g., Vitek v. Jones, 445 U.S. 480, 492-93, 100 S.Ct. 1254, 1263-64, 63 L.Ed.2d 552 (1980) (<HOLDING>). The second is when the state has consistently Options: A. holding that foreign states are not persons entitled to rights under the due process clause B. holding that clear and convincing standard is required by due process in a civil proceeding brought under state law to commit an individual involuntarily for an indefinite period to a state mental hospital because civil commitment for any purpose constitutes a significant deprivation of liberty that requires due process protection C. holding that a prisoner is entitled to due process prior to being transferred to a mental hospital D. holding that there is no due process right to appellate review E. holding informal process is sufficient because medicaid providers are not entitled under constitutional due process standards to a full administrative hearing prior to termination of their provider agreement

assistant: The best answer is C. holding that a prisoner is entitled to due process prior to being transferred to a mental hospital
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: understood by the public under these circumstances as evidencing that Bresler had committed a crime. ¶ 13 First, the Court noted that the public debates in question were a subject of substantial concern for those living in the community. 398 U.S. at 13, 90 S.Ct. 1537. Further, the newspaper reports were accurate and complete. Id. The reports accurately and fully described Bresler’s proposal, that some people at the meetings had made the “blackmail” reference, and that some other people at the meeting supported Bresler. Id. at 14, 90 S.Ct. 1537. The Court stated: It is simply impossible to believe that a reader who reached the word “blackmail” in either article would not have understood exactly what was meant: it was Bresler’s public and wholly legal negotiat P.2d 999, 1010 (Utah 1994) (<HOLDING>). ¶ 15 The Rushes next contend that the Options: A. holding that to charge employee with dishonesty in his dealings with his employer is defamatory per se because it falls within general classification of words that affect person injuriously in his profession or occupation B. holding that employer controlled the victims will at least in part by using his position as the victims employer C. holding that the accusation that west manipulated the press by trying to use his political position to influence information disseminated to the public was not defamatory absent assertions of illegal or at least ethically improper conduct it is not defamatory to criticize a politician for using his or her office for personal gain D. holding that evidence that the petitioner had a political opinion that he expressed it to his persecutors and that they threatened him only after he expressed his opinion compelled the conclusion that the threats were connected to his political opinion and not only to his failure to provide money in response to demands from the persecutors that predated his expression of his political opinion E. holding that for a legal malpractice claim to accrue a plaintiff need not know the precise extent of his or her damages or even have suffered all of the damages attributable to his or her attorneys negligence

assistant: The best answer is C. holding that the accusation that west manipulated the press by trying to use his political position to influence information disseminated to the public was not defamatory absent assertions of illegal or at least ethically improper conduct it is not defamatory to criticize a politician for using his or her office for personal gain
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Executive will not make any statement, written or verbal, to any person or entity, including in any forum or media, or take any action, in disparagement of the Company, the Board, or any of their respective current, former or future Affiliates, or any current, former or future shareholders, partners, managers, members, officers, directors, employees, franchisors or franchisees of any of the foregoing (each, a “Company Party”), including negative references to or about any Company Party’s services, policies, practices, documents, methods of doing business, strategies, objectives, shareholders, partners, managers, members, officers, directors, or employees, or take any other action that may disparage any Company Party to the general public and/or any Company Party’s officers, directors, employees, clients, franchisees, potential franchisees, suppliers, investors, potential investors, business partners or potential business partners. Former Affiliates are third party beneficiaries of Executive’s obligations under this Section 6(g).

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: trial, he could have used it to further undermine Jackson’s already shaky credibility and bolster his argument that Jackson had invented a third perpetrator in order to minimize his own level of involvement in the crime. Under these circumstances, the state court’s determination that the Police Activity Sheet did not satisfy the favorability prong of the Brady doctrine was unreasonable. See 28 U.S.C. § 2254(d)(1). When this matter was last before us, we held that the state court’s deter 256, 157 L.Ed.2d 1166 (2004) (rejecting the state’s argument that no Brady violation had occurred because the witness was heavily impeached at trial, and thus that his status as a paid informant would have been merely cumulative impeachment evidence); Slutzker v. Johnson, 393 F.3d 373, 387 (3d Cir.2004) (<HOLDING>). We remain convinced that there is “a Options: A. holding that the information contained in the police files with regard to other possible suspects was not brady material B. holding that although the defendant was able to impeach the prosecution in certain respects the suppressed information was material under brady because there was a significant difference between the suppressed material and the information to which the defense had access C. holding that although the government has a duty to make good faith effort to discover and disclose alleged brady material a failure to abide by this requirement will not require reversal where defendant unable to show information sought was material D. holding that the alleged brady material was merely cumulative to the significant impeachment that already occurred during trial so there was no prejudice for a brady violation E. holding that such information is not material under securities law

assistant: The best answer is B. holding that although the defendant was able to impeach the prosecution in certain respects the suppressed information was material under brady because there was a significant difference between the suppressed material and the information to which the defense had access
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 computations of interest for Base Rate Loans based on the Prime Rate shall be made on the basis of a year of three hundred and sixty-five (365) or three hundred and sixty-six (366) days, as the case may be, and actual days elapsed. All other computations of fees and interest shall be made on the basis of a three hundred and sixty (360) day year and actual days elapsed (which results in more fees or interest, as applicable, being paid than if computed on the basis of a three hundred and sixty-five (365) day year). Interest shall accrue on each Loan for the day on which the Loan is made, and shall not accrue on a Loan, or any portion thereof, for the day on which the Loan or such portion is paid; provided that any Loan that is repaid on the same day on which it is made shall, subject to Section 2.14(a) , bear interest for one (1) day. Each determination by the Administrative Agent of an interest rate or fee hereunder shall be conclusive and binding for all purposes, absent manifest error.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Award Agreement, the Plan, the country-specific Addendum (if applicable) and the rules and procedures adopted by the Committee contain all of the provisions applicable to the Cash-Based Award and no other statements, documents or practices may modify, waive or alter such provisions unless expressly set forth in writing, signed by an authorized officer of the Company and delivered to you. The various provisions of this Award Agreement, the Plan, and the Rules and procedures adopted by the Committee are severable, and if any provision thereof is held to be unenforceable by any court of competent jurisdiction, then such unenforceability shall not affect the enforceability of the remaining provisions thereof.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Sublicense Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Signatures to this Sublicense Agreement transmitted by fax, by email in “portable document format” (“.pdf”) or by any other electronic means intended to preserve the original graphic and pictorial appearance of this Sublicense Agreement shall have the same effect as physical delivery of the paper document bearing an original signature.

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: You hereby agree that the covenants set forth in Sections 3(a), (b), (c) and (d) are reasonable with respect to their scope, duration, and geographical area. If the final judgment of a court of competent jurisdiction declares that any term or provision of Sections 3(a), (b), (c) or (d) is invalid or unenforceable, you and Employer hereby agree that the court making the determination of invalidity or unenforceability shall have the power to reform the unenforceable term or provision, including to delete, replace, or add specific words or phrases, but only to the narrowest extent necessary to render the provision valid and enforceable (provided that in no event shall the length of any restrictive covenant or its scope be extended or expanded), and this Agreement shall be enforceable as so modified after the expiration of the time within which the judgment on enforceability may be appealed. You hereby agree that, in the event of a breach by you of any of the provisions of Sections 3(a), (b), (c) or (d), monetary damages shall not constitute a sufficient remedy. Consequently, in the event of any such breach or threatened breach, Employer or an Entergy System Company may, in addition to and without prejudice to other rights and remedies existing in its favor, apply to any court of law or equity of competent jurisdiction for specific performance and/or injunctive or other relief in order to enforce or prevent any violations of the provisions hereof, in each case without the requirement of posting a bond or proving actual damages and without having to demonstrate that money damages would be inadequate. Such remedies shall not be deemed the exclusive remedies for a breach, but shall be in addition to all remedies available at law or in equity, including, but not limited to, attorneys’ fees and costs. You hereby agree and acknowledge that the restrictions contained in Sections 3(a), (b), (c) and (d) do not preclude you from earning a livelihood nor do they unreasonably impose limitations on your ability to earn a living. You acknowledge that you have carefully read this Agreement and have given careful consideration to the restraints imposed upon you by this Agreement, and you are in full accord as to their necessity for the reasonable and proper protection of confidential and proprietary information of any Entergy System Company now existing or to be developed in the future.

assistant: Enforcements
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 will be governed under the internal laws of the state of Illinois without regard to principles of conflicts of laws. Executive agrees that the state and federal courts located in the state of Illinois shall have exclusive jurisdiction in any action, lawsuit or proceeding based on or arising out of this Agreement, and Executive hereby: (a) submits to the personal jurisdiction of such courts; (b) consents to the service of process in connection with any action, suit, or proceeding against Executive; and (c) waives any other requirement (whether imposed by statute, rule of court, or otherwise) with respect to personal jurisdiction, venue or service of process.

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: Except as described in the DM SEC Documents, there are no actions, suits, claims, investigations, orders, injunctions or proceedings pending or, to the Knowledge of the Dominion Parties, threatened or contemplated, to which the Partnership Entities or any of their respective directors or officers is or would be a party or to which any of their respective Properties is or would be subject at law or in equity, before or by any Governmental Authority, or before or by any self-regulatory organization or other non-governmental regulatory authority (including, without limitation, the NYSE), which would, individually or in the aggregate, if resolved adversely to any Partnership Entity, constitute a Material Adverse Effect, or which challenge the validity of any of the Transaction Documents or the right of either of the Partnership or the General Partner to enter into any of the Transaction Documents or to consummate the transactions contemplated thereby.

assistant: Litigations
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 good and valuable consideration received by Assignor, the receipt and sufficiency of which are hereby acknowledged, Assignor hereby grants, transfers and assigns to Assignee the entire right, title and interest of Assignor in and to the Leases, the Security Deposits and the Service Contracts, but reserving unto Assignor all uncollected rent attributable to the period prior to the date hereof pursuant to Section 4.4.2 of that certain Real Estate Sale Agreement for the Property by and between Assignor and Assignee (as may have been amended from time to time, the “Agreement”).

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The closing of the purchase and sale of the Assets (the “ Closing ”) shall take place at the offices of Purchaser’s counsel (or at such other place as the parties may mutually agree) no later than 5:00 p.m. (Pacific Time Zone) on March 1st, 2016 , or an earlier date that is as soon us practicable after the conditions set forth in Article IV have been satisfied or waived (the “ Closing Date ”). The Closing shall be deemed to be effective at the first moment in time on the Closing Date.

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

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: you understand that other users will have access to the content and that neither they or duolingo have any obligation to you or anyone else to maintain the confidentiality of the content .

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: -, 131 S.Ct. 770, 786-87, 178 L.Ed.2d 624 (2011). There is at least “a reasonable argument,” id. at 788, that Lacy’s conviction satisfies the Jackson standard. The Oregon courts reasonably could have determined that there was sufficient evidence that Lacy “use[d] or threatened] the immediate use of physical force” against Killam with the requisite intent. Or.Rev.Stat. § 164.395. Because Lacy’s habeas petition does not raise a colorable federal claim, we need not reach the question of whether Lacy exhausted his state remedies. See 28 U.S.C. § 2254(b)(2) (“An application for a writ of habeas corpus may be denied on the merits, notwithstanding the failure of the applicant to exhaust the remedies available in the courts of the State.”); Cassett v. Stewart, 406 F.3d 614, 624 (9th Cir.2005) (<HOLDING>). AFFIRMED. * This disposition is not Options: A. holding a petition unexhausted because the petition provides no citation of any case that might have alerted the court to the alleged federal nature of the claim and the petition does not contain a factual description supporting the claim citations omitted B. holding that a federal court may deny an unexhausted habeas petition on the merits when it is perfectly clear that the applicant does not raise even a colorable federal claim C. holding that the federal habeas corpus court could reach the merits of a due process claim even though there was no contemporaneous objection in state court trial where the state habeas corpus court reached the merits rather than rely on the procedural default defense D. holding in preaedpa case habeas applicant failed to fairly present federal claim to state court where despite presenting all necessary facts applicant failed to assert specific argument that he later tried to raise in federal court E. holding that a state habeas proceeding decided on the merits precluded a section 1983 action in federal court

assistant: The best answer is B. holding that a federal court may deny an unexhausted habeas petition on the merits when it is perfectly clear that the applicant does not raise even a colorable federal claim
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 substantial); Correa v. State, 43 So.3d 738, 743 (Fla. 2d DCA 2010) (same); Jennings v. State, 22 So.3d 708, 710 (Fla. 2d DCA 2009) (citing Carter; holding trial court did not abuse its discretion in finding willful and substantial violation); Perez v. State, 884 So.2d 306, 308 (Fla. 2d DCA 2004) (citing Carter; “The trial court has broad discretion to determine whether there has been a willful and substantial violation, and our review of the trial court’s determination is for abuse of discretion.”); Oates v. State, 872 So.2d 351, 353 (Fla. 2d DCA 2004) (same); Davis v. State, 867 So.2d 608, 610 (Fla. 2d DCA 2004) (same); Anthony v. State, 854 So.2d 744, 747 (Fla. 2d DCA 20 st DCA 1996) (using term “preponderance” of evidence); Young v. State, 566 So.2d 69, 69-70 (Fla. 2d DCA 1990) (<HOLDING>). This articulation of the standard of review Options: A. holding trial court abused its discretion in finding violation where state presented no evidence that defendant ever received the instruction from probation officer and thus knew about the condition B. holding trial court abused its discretion in revoking probation where greater weight of evidence did not show violation was willful C. holding trial court did not abuse its discretion in finding violation was willful and substantial D. holding that the trial court did not abuse its discretion in revoking the defendants probation before the defendant completed his executed sentence E. holding trial court did not abuse its discretion in revoking defendants probation when urinalysis tested positive for use of morphine

assistant: The best answer is B. holding trial court abused its discretion in revoking probation where greater weight of evidence did not show violation was willful
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: L.J. 920, 938 n. 468 (1997); Paul C. Giannelli & Francis A. Gilligan, Prison Searches and Seizures: “Locking” the Fourth Amendment Out of Correctional Facilities, 62 U. Va. L.Rev. 1045, 1089 (1979). 11 .11 Del. C. § 1336(a)(11). 12 . 389 U.S. 347, 360, 88 S.Ct. 507, 19 L.Ed.2d 576 (1967). 13 . Id. at 361, 88 S.Ct. 507 (Harlan, J., concurring). See also U.S. v. McKinnon, 11th Cir., 985 F.2d 525 (1993), cert. denied, 510 U.S. 843, 114 S.Ct. 130, 126 L.Ed.2d 94 (1993) (applying same "reasonable expectation of privacy” test for purposes of Title III of Omnibus Crime Control and Safe Streets Act, after which 11 Del. C. § 1336 is patterned). 14 . Id. 15 . See United States v. Clark, 8th Cir., 22 F.3d 799, 801 (1994). 16 . Cf. Ex parte Graves, Tex.App. 1st Dist., 853 S.W.2d 701, 705 (1993) (<HOLDING>). 17 .That Howard was stipulated by the parties Options: A. holding that police officer had no reasonable expectation of privacy while in his official capacity he interrogated suspect in jailhouse B. holding that no reasonable expectation of privacy existed in a prison visitor room where conversations took place between brothers and were surreptitiously recorded by state officials C. holding that no reasonable expectation of privacy existed in jailhouse conversations held between defendant and alleged accomplice when defendant was or should have been aware of monitoring system since speaker was visible on cell room wall D. holding that defendant had reasonable expectation of privacy in a hotel room rented by relatives when he had a key to the room and permission to use the room at will E. holding the defendant lacked any expectation of privacy in his cell so the jailer had the right to inspect anything in his cell

assistant: The best answer is C. holding that no reasonable expectation of privacy existed in jailhouse conversations held between defendant and alleged accomplice when defendant was or should have been aware of monitoring system since speaker was visible on cell room wall
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 provision of this Guarantee that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Any notice from LESSOR to LESSEE relating to the leased premises or to the occupancy thereof shall be deemed duly served when left at the leased premises, or served by constable, or sent to the leased premises or to the last address designated by notice in accordance with this section, by certified or registered mail, return receipt requested, postage prepaid, or by recognized courier service with a receipt therefor, addressed to LESSEE. Any notice from LESSEE to LESSOR relating to the leased premises or to the occupancy thereof shall be deemed duly served when served by constable, or delivered to LESSOR by certified or registered mail, return receipt requested, postage prepaid, or by recognized courier service with a receipt therefor, addressed to LESSOR at 200 West Cummings Park, Woburn, MA 01801 or at LESSOR’s last designated address. No oral notice or representation shall have any force or effect. Time is of the essence in the service of any notice.

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: 11.5 when these terms come to an end , all of the legal rights , obligations and liabilities that you and youtube have benefited from , been subject to ( or which have accrued over time whilst the terms have been in force ) or which are expressed to continue indefinitely , shall be unaffected by this cessation , and the provisions of paragraph 14.6 shall continue to apply to such rights , obligations and liabilities indefinitely .

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: The Parties shall cooperate with each other in connection with taking such actions as may be reasonably necessary to consummate the transactions contemplated herein, including without limitation obtaining the consent of Nasdaq and any governmental or market regulatory agencies as may be appropriate.

assistant: Cooperation
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: copy , archive , download , upload , distribute , syndicate , broadcast , perform , display , make available , or otherwise use any portion of the services or the content on the services except as set forth in these terms .

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: Inc. v. NLRB, 612 F.2d 728 (3d Cir. 1979), cert. denied, 449 U.S. 890, 101 S.Ct. 247, 66 L.Ed.2d 115 (1980), rejected the Board’s conclusion that it was an unfair labor practice for an employer to discharge union officials who disobeyed a contract term requiring union officials to take positive steps to terminate contractually forbidden strikes. As the same court later noted, in a summary of the Gould decision, “where a collective bargaining agreement explicitly requires union officers and representatives to use every reasonable effort to terminate an unauthorized ‘work stoppage,’ an employer may single out for disciplinary discharge a union steward who fails to take affirmative steps to terminate that work stoppage.” Hammermill Paper Co. v. NLRB, 658 F.2d 155, 163 (3d Cir. 1981) (<HOLDING>). The Seventh Circuit has reached the same Options: A. holding that where contract does not authorize employers selective discharge of union officials discharge violates section 8a3 B. holding that discharge of employee for having distributed expired drugs at employers direction did not violate clear mandate of public policy because the discharge implicated only the private interests of the parties C. recognizing tort of wrongful discharge D. holding that where the immediate cause or motivating factor of a discharge is the employees assertion of statutory rights the discharge is discriminatory under section 215a3 whether or not grounds for other discharge exist E. holding that the employers discharge of the plaintiff four months after the plaintiff filed a discrimination claim is insufficient to establish a prima facie case of retaliatory discharge

assistant: The best answer is A. holding that where contract does not authorize employers selective discharge of union officials discharge violates section 8a3
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Seller hereby represents to Buyer and Agent that as of the date hereof and taking into account the terms of this Amendment Number Eight, Seller is in full compliance with all of the terms and conditions of the Agreement and each other Program Document an d no Default or Event of Default has occurred and is continuing under the Agreement or any other Program Document.

assistant: Representations
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 may withhold from any and all amounts payable under this Agreement or otherwise such federal, state and local taxes as may be required to be withheld pursuant to any applicable law or regulation. In the event that the Company fails to withhold any taxes required to be withheld by applicable law or regulation, the Executive agrees to indemnify the Company for any amount paid with respect to any such taxes, together with any interest, penalty and/or expense related thereto.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement may be executed in two or more counterparts, each of which shall constitute an original but all of which, when taken together, shall constitute but one contract, and shall become effective as provided in Section 9.03. Delivery of an executed counterpart to this Agreement by facsimile transmission shall be as effective as delivery of a manually signed original.

assistant: Counterparts