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: of two dollars upon her representation that she was greatly in need of it. She could not defend by denying that she took the money by force and in her brief assume the position that she took it forcibly in the belief that she had a right to satisfy an honest claim in that way. If [appellant] had admitted upon the witness-stand that she took the money by force for the reason [that she had an honest claim to it], the record would have presented the question whether her claim was bona fide and could be the basis of a legal action. 45 Ariz. at 364, 43 P.2d at 205 (emphasis added). A defendant may not claim that he forcibly took property under a claim of right when he testifies that he did not take the property by the use of force. Accord, Woratzeck v. Ricketts, 859 F.2d 1559 (9th Cir.1988) (<HOLDING>). In the present case, defendant testified that Options: A. holding qualified immunity defense unavailable to the united states in ftca action B. holding unclean hands defense unavailable against the government C. holding that the claim of right defense is unavailable to a defendant who claimed he did not take money by force D. holding that under 521 the coercive force applied against a plaintiff must result in an interference with a separate constitutional or statutory right and it is not sufficient that the right interfered with is the right to be free of the force or threat of force that was applied E. holding that i have a gun is sufficient to justify the sentencing enhancement because it merely requires a teller to make the reasonable inference that a robber would use the gun he claimed to have if he did not receive the money he demanded

assistant: The best answer is C. holding that the claim of right defense is unavailable to a defendant who claimed he did not take money by force
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 words such as "herein," "hereinafter," "hereof," and "hereunder" refer to this Agreement as a whole and not merely to a subdivision in which such words appear unless the context otherwise requires. The singular shall include the plural, and the masculine gender shall include the feminine and neuter, and vice versa, unless the context otherwise requires.

assistant: Definitions
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) (A) The unaudited pro forma consolidated balance sheet of Holdings and its Subsidiaries as at the last day of the most recent fiscal quarter for which Unaudited Financial Statements have been delivered prior to the Closing Date (including the notes thereto describing the pro forma adjustments) (the “ Pro Forma Balance Sheet ”) and the unaudited pro forma consolidated statement of income of Holdings and its Subsidiaries for the twelve months ended on the last day of the most recent fiscal quarter for which Unaudited Financial Statements have been delivered prior to the Closing Date (together with the Pro Forma Balance Sheet, the “ Pro Forma Financial Statements ”), copies of which will be furnished to each Lender prior to the Closing Date, have been prepared giving effect (as if such events had occurred on such date or at the beginning of such periods, as the case may be) to the Transactions. The Pro Forma Financial Statements have been prepared in good faith, based on assumptions believed by Holdings to be reasonable as of the date of delivery thereof, and present fairly in all material respects on a pro forma basis the estimated consolidated financial position of Holdings and its Subsidiaries as at the last day of the most recent fiscal quarter for which Unaudited Financial Statements have been delivered and its estimated consolidated results of operations for the periods covered thereby, assuming that the events specified in the preceding sentence had actually occurred at such date or at the beginning of the periods covered thereby.

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: During the Term, the Executive shall be employed as Executive Vice President, and shall serve as the Chief Financial Officer, Secretary and Treasurer of the Company. At all times during the Term, the Executive shall faithfully perform for the Company the duties of the aforementioned offices, as applicable, and shall perform such other duties of an executive, managerial or administrative nature as shall be specified and designated from time to time by the Chief Executive Officer of the Company. The Executive shall devote substantially all of his business time and effort to the performance of his duties hereunder; provided, however, subject to the approval of the Board of Directors of the Company (the “Board”), that the Executive may serve on the board of directors or trustees of any business corporation or charitable organization, provided that such other activities do not materially interfere with the performance of Executive’s duties hereunder.

assistant: Duties
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: 1 See, e.g., Powell v. State, 310 Ga. App. 144, 144 (712 SE2d 139) (2011). 2 Culajay v. State, 309 Ga. App. 631, 634 (2) (710 SE2d 846) (2011) (punctuation omitted). 3 Id. at 634-35 (2) (punctuation omitted). 4 Id. at 635 (2) (punctuation omitted). 5 Id. (punctuation omitted). 6 We note that the State argues that Wheeler has not demonstrated harm because the record does not show that he exhausted his peremptory strikes. But the Supreme Court of Georgia has abandoned this rule, holding that “[t]he defendant’s use of his peremptory strikes will... no longer play a role in our evaluation of the harm caused by the refusal to strike an unqualified juror.” Harris v. State, 255 Ga. 464, 465 (2) (339 SE2d 712) (1986). 7 See Daniel v. State, 296 Ga. App. 513, 520-22 (6) (675 SE2d 472) (2009) (<HOLDING>); Chatman v. State, 283 Ga. App. 673, 674-75 Options: A. holding that trial court did not err B. holding that the district court did not err in failing to address the defendant personally to determine whether she understood the rights she was waiving by admitting that she violated the conditions of her probation C. holding that defendant adequately indicated to officers that she sought assistance of counsel when she stated that she wanted to call her lawyer and officer testified that request was unambiguous D. holding that trial court did not err in failing to dismiss juror who expressed bias toward children when she further stated that she would listen to the evidence and follow the law E. holding that a plaintiff can show that she is qualified by presenting credible evidence that she continued to possess the objective qualifications she held when she was hired

assistant: The best answer is D. holding that trial court did not err in failing to dismiss juror who expressed bias toward children when she further stated that she would listen to the evidence and follow the 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: Servicer will use commercially reasonable efforts to ensure that no Collections or other funds used to repay any obligation under the Transaction Documents (i) constitute the property of, or are beneficially owned, directly or indirectly, by any Sanctioned Person; (ii) are derived from any transactions or business with any Sanctioned Person or Sanctioned Country. Servicer has taken, and during the term of this Agreement shall take, reasonable measures to ensure compliance with Sanctions Laws and Anti-Money Laundering Laws. During the term of this Agreement, Servicer shall not become a Sanctioned Person.

assistant: Sanctions
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: a sufficient likelihood that he will again be wronged in a similar way.” [internal quotation marks omitted]). Thus, the fact that the Estate has standing to sue for damages does not create standing to sue for an injunction. The Estate must demonstrate standing for each form of relief sought. Lyons, 461 U.S. at 109, 103 S.Ct. 1660. In Lyons, the Supreme Court focused on the redressability element of standing, which requires the proposed relief to be likely to redress the plaintiff’s injury. Frank, 968 F.2d at 1376. “[Lyons ] is based on the obvious proposition that a prospective remedy will provide no relief for an injury that is, and likely will remain, entirely in the past.” Id. Under the Lyons standing standard, the fact that the defendants’ discriminatory 08, 312 (5th Cir.1997) (<HOLDING>). The Estate attempts to distinguish these Options: A. holding there was no individual liability under titles i ii or iii of the ada B. holding consortium claim unavailable under title vii and ada C. holding ada claim was discharged D. holding that ada claim under title iii did not survive plaintiffs death E. holding that public accommodation within meaning of title iii of ada includes more than actual physical structures

assistant: The best answer is D. holding that ada claim under title iii did not survive plaintiffs death
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 agree that this Agreement is the product of negotiations between sophisticated parties, both of whom were represented by counsel, and each of whom had an opportunity to participate in and did participate in, the drafting of each provision hereof. Accordingly, this Agreement shall be construed as if both parties prepared this Agreement, and any rules of construction to the contrary are hereby waived.

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

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: the laws of the state of california govern our terms , as well as any disputes , whether in court or arbitration , which might arise between whatsapp and you , without regard to conflict of law provisions .

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 case excerpt and choose the best holding from the options. Case excerpt: they seek "actual and compensatory damages” as well as "exemplary damages,” and the sums they seek for actual and compensatory damages equate to the total of the "secret cuts.” See, e.g., First Am. Compl., ¶¶ 39, 58, 79. Thus, from the start Plaintiffs have sought disgorgement of the same sum that they still seek.. They did so by means of the requisite "short and plain statement of the claim” for damages upon which they are proceeding. Bell Atl. Corp. v. Twombly, 550 U.S. 544, 555, 127 S.Ct. 1955, 167 L.Ed.2d 929 (2007) (quoting Conley v. Gibson, 355 U.S. 41, 47, 78 S.Ct. 99, 2 L.Ed.2d 80 (1957)); see also Gearlds v. Entergy Servs., Inc., 709 F.3d 448, 452 (5th Cir.2013) ("Courts must focus on the substance of the relief sought and the allegations pleaded, not on the label used.”) (<HOLDING>); Mid-Town Surgical Ctr., LLP v. Blue Cross Options: A. holding that where a witness had been convicted seventeen years earlier but had been given probation and had not been confined the date of the conviction controlled B. holding that res judicata barred conspiracy claim against defendant even though defendant had not been a party to the prior action because the civil conspiracy claim should have been adjudicated in a prior action and defendant as an alleged participant in the conspiracy would have been indispensable party to that adjudication C. holding that court had jurisdiction where no separate judgment had been entered even though notice of appeal was not timely filed as measured from the final decision D. holding that a claim for surcharge had been plausibly stated even though the precise term had not been used E. holding that plaintiff had not stated an equal protection claim where plaintiff had not alleged that the defendant treated him differently from anyone else who both had problems with alcohol and had been arrested

assistant: The best answer is D. holding that a claim for surcharge had been plausibly stated even though the precise term had not been used
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 she was in a committed relationship with B.O.C.’s sister and had no interest in a relationship with a male. The trial court specifically found in the Final Judgment of Paternity that it was the intent of the parties “that [B.O.C.] would provide the donor sperm with which [A.A.B.] became pregnant and that the child would be raised by [A.A.B.] and [B.O.C.’s] sister as the child’s Parents.” In a factually similar Texas case, In re H.C.S., 219 S.W.3d 33 (2006), a mother challenged the standing of a sperm donor to pursue a proceeding to establish the paternity of a child conceived through artificial insemination. The mother and her same-sex partner had asked the partner’s brother to act as a sperm donor so that the couple could have a child together. The parties did not pu d 523 (1994) (<HOLDING>). Because B.O.C. was a sperm donor he Options: A. holding that a trial courts judgment must comply with the statutory requirement that the judgment contain written findings of fact and conclusions of law B. holding that failure to comply with statutory prerequisite deprived the courts of subjectmatter jurisdiction C. holding that the signature requirement was an indispensable condition precedent and the failure to comply with it deprived the town of jurisdiction to annex D. holding that the failure to comply with the statutory requirement of physician involvement prevented the mother from claiming that the sperm donor was not a legal parent under the donor nonpaternity statute E. holding that absent extraordinary circumstances a failure to comply with the statute requires a dismissal with prejudice

assistant: The best answer is D. holding that the failure to comply with the statutory requirement of physician involvement prevented the mother from claiming that the sperm donor was not a legal parent under the donor nonpaternity statute
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement and the Other Agreements constitute the entire agreement among the parties hereto and thereto and their affiliates regarding the subject matters hereof and thereof and supersede all prior agreements and understandings, oral or written, regarding such subject matters.

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 case excerpt and choose the best holding from the options. Case excerpt: to which the claimant is entitled by reason of such judgment, and the Commissioner of Social Security may ... certify the amount of such fee for payment to such attorney out of, and not in addition to, the amount of such past-due benefits. 42 U.S.C. § 406(b)(1)(A). Although we have never addressed the precise issue of whether § 406(b)(1)(A) authorizes an award of attorney’s fees where the district court’s judgment remanding the case to the Commissioner does not explicitly mention attorney’s fees, we have noted that the congressional intent behind § 406(b) is, in part, “to encourage effective legal representation of claimants by insuring lawyers that they will receive reasonable fees directly through certification by the Secretary.” Dawson v. Finch, 425 F.2d 1192, 1195 (5th Cir.1970) (<HOLDING>). We have also noted that one of § 406(b)’s Options: A. holding that a district court may not authorize an attorney to charge fees for representation in court when the commissioner has already authorized that attorney to charge fees for representation in administrative proceedings and declining to reach the secretarys contention that 406b does not allow a court to authorize attorneys fees unless it renders a judgment on the merits favorable to the claimant B. holding that direct payment of attorney fees for representation before the court is to be made on the basis of the claim or application for benefits underlying the issues successfully appealed to this court C. holding because an award of attorney fees is discretionary court may consider attorney fees in relation to the underlying equities in the case D. holding that a district court may award attorneys fees while the merits are on appeal E. holding that rule 11 does not authorize a district court to award appellate attorneys fees due to similar concerns

assistant: The best answer is A. holding that a district court may not authorize an attorney to charge fees for representation in court when the commissioner has already authorized that attorney to charge fees for representation in administrative proceedings and declining to reach the secretarys contention that 406b does not allow a court to authorize attorneys fees unless it renders a judgment on the merits favorable to the claimant
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 payment in full in cash of all Obligations under the Notes (other than the obligations that are intended to survive the termination of the Notes, as the case may be) or the conversion of the Notes into equity securities of Debtor pursuant to the terms of the Notes, and subject to Section XI ( B ) herein, this Agreement and the security interest and all other rights granted hereby shall automatically terminate and all rights to the Collateral shall revert to Debtor without any further action of the Secured Parties. Upon any such termination, the Secured Parties shall authorize Debtor to file any UCC-3 or other termination statements to evidence such termination, to release all security interest on the Collateral and to return such Collateral to Debtor. Furthermore, the Secured Parties shall, at Debtor’s expense and upon its written direction, execute and deliver to Debtor such documents (including UCC-3 termination statements) as Debtor shall reasonably request to evidence such termination, to release all security interest on the Collateral and to return such Collateral to Debtor.

assistant: Terminations
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: No delay or omission in exercising, or failure to exercise, any right, power or remedy accruing to any party under this Agreement, upon any breach or default of any other party under this Agreement, shall impair any such right, power or remedy of such non-breaching or non-defaulting party nor shall it be construed to be a waiver of any such breach or default, or an acquiescence therein, or of any similar breach or default thereafter occurring; nor shall any waiver of any single breach or default be deemed a waiver of any other breach or default theretofore or thereafter occurring. Any waiver, permit, consent or approval of any kind or character on the part of any party of any breach or default under this Agreement, or any waiver on the part of any party of any provisions or conditions of this Agreement, must be in writing and shall be effective only to the extent specifically set forth in such writing. All remedies, either under this Agreement or by law or otherwise afforded to any party, shall be cumulative and not alternative.

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

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: this page ( together with the documents referred to on it ) tells you the terms and conditions on which our partner restaurants supply any of their meals ( the `` meals '' ) listed on our site to you .

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 audited consolidated balance sheet of the Parent and its consolidated Subsidiaries for the fiscal year ended December 31, 2016, and the related audited consolidated statements of operations, cash flows and shareholders’ equity for the fiscal year ended on such date, with the opinion thereon of KPMG LLP, are complete and correct in all material respects and present fairly, in all material respects and in accordance with GAAP consistently applied throughout the periods involved, the consolidated financial position of the Parent and its consolidated Subsidiaries as at their respective dates and the results of operations and the cash flow for such periods (subject, as to interim statements, to the absence of footnotes and changes resulting from normal year-end audit adjustments). Neither the Parent nor any of its Subsidiaries has on the Agreement Date any material contingent liabilities, liabilities, liabilities for taxes, unusual or long-term commitments or unrealized or forward anticipated losses from any unfavorable commitments that would be required to be set forth in its financial statements or notes thereto, except as referred to or reflected or provided for in said 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: This Plan is only for the benefit of Participants, and no other employees, personnel, consultants or independent contractors shall be eligible to participate in this Plan or to receive any rights or benefits hereunder. Participants are those employees (including new hires) designated by the Compensation Committee as Participants from time to time, subject to, and upon, such employee executing and delivering to the Company a Letter Agreement.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The $347,500 paid by the Purchaser for the Acquisition hereunder shall be used by the Company to pay all of the amounts set forth in Schedule 1 and Schedule 1(a) and the outstanding Indebtedness and/or liabilities set forth in Schedule 3.1(c) , along with compromising and settling the Indebtedness and/or liabilities list in Schedule 4.6 , after which and immediately following the Closing the Company shall have no outstanding Indebtedness and/or liabilities of any nature to any Person.

assistant: Use Of Proceeds
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 Waiver and Amendment shall become effective on the date when Bank shall have (a) executed this Waiver and Amendment, (b) received a counterpart of this Waiver and Amendment executed by Borrower and (c) received payment of the Waiver and Amendment Fee.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Until all the Obligations have been paid and satisfied in full, unless consent has been obtained in the manner set forth in Section 11.09 hereof, Borrower will furnish or cause to be furnished to the Lender annually (i) within ninety (90) days after the close of each Fiscal Year of Borrower that ends during the life of the Loan, financial reports with respect to the Property showing the annual rent roll, profit and loss statements, other income, and the detailed operating expenses of the Property prepared and certified by the Borrower, all in accordance with GAAP and in such detail as the Lender may reasonably require; (ii) within thirty (30) days upon the Guarantor’s filing of Form 10-K with the Securities and Exchange Commission (“ SEC ”), audited financial statements of the Guarantor; (iii) financial statements of all tenants at the Property required to provide same under the terms of its lease within the later of (i) Lender’s request for the same, or (ii) thirty (30) days after Borrower’s receipt of the same; and (iv) such other financial information in such detail as the Lender may reasonably require within a reasonable period of time following the Lender’s request for same, but no longer than thirty (30) days after such request. Notwithstanding the foregoing, for so long as the Guarantor is a publicly traded company and is required to file its financial statements annually with the SEC, the financial reports required under (ii) above shall be satisfied by the Guarantor’s filing of the Form 10-K and the Guarantor’s delivery of a copy of the same to the Lender. During the continuance of an Event of Default hereunder, the report described in (i) above shall be provided on a monthly basis within thirty (30) days after the end of the preceding calendar month.

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: Any cancellation charges required to be paid to Escrow Holder and the Title Company shall be borne equally by Buyer and Seller (unless one party is in breach or default hereunder in which case the defaulting party shall pay the cancellation charges), and all other charges shall be borne by the party incurring same.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The invalidity of any portion hereof will not affect the validity, force or effect of the remaining portions hereof. If it is ever held by any Governmental Authority of competent jurisdiction that any restriction hereunder is too broad to permit enforcement of such restriction to its fullest extent, such restriction will be enforced to the maximum extent permitted by Legal Requirement and, to the extent necessary, the Parties will amend or otherwise modify this Agreement to replace any provision contained herein that is held invalid or unenforceable with a valid and enforceable provision giving effect to the intent of the parties.

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: A committee of individuals shall, unless otherwise restricted by Law or this Agreement, be delegated with responsibility for Member actions, shall approve all Major Decisions of the Company and other actions requiring Board approval hereunder and shall generally direct the management of the Company, subject to the authority granted to the officers of the Company, and exercise the powers of the Company (this committee is referred to as the " Board " or the " Board of Managers " and the individuals appointed to the Board are referred to as the " Board Members "). Except for situations in which the approval of the Members is required by this Agreement or by nonwaivable provisions of applicable law, decisions on behalf of the Members shall be made by the Board.

assistant: Powers
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: Neither Elan nor any Elan Personnel will make or permit any off-the-books accounts, inadequately identified transactions, recording of non-existent expenditures, entry of liabilities with incorrect identification of their object, or the use of false documents in connection with performing the Services. Elan will, and will ensure that Elan Personnel will, keep books, accounts, and records that, in reasonable detail, accurately and fairly reflect its transactions and dispositions of funds paid under the Agreement.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: memorandum stated only one reason for the recommendation. It recommended: “an additional four-point downward adjustment for stipulating to removal pursuant to U.S.S.G. § 5K2.0.” (emphasis added). One can stipulate to removal (i.e. agree not to contest a notice of intent to reinstate an order of deportation) without waiving appeal and participating in the “fast track” program. By not stating all of the reasons for the recommendation as is promised by the “on the basis” language of the agreement, the government did not literally comply with the agreement’s terms. Thus, the issue is not enthusiasm, but the government’s obligation under the language of the agreement to disclose all of its reasons in support of the recommendation. See United States v. Fisch, 863 F.2d 690, 690 (9th Cir.1988) (<HOLDING>). Second, and more significantly, the Options: A. holding that defendant was not entitled to specific performance of alleged cooperation agreement entered into with fbi agent who allegedly promised defendant he would not be prosecuted if he cooperated in making a statement where there was no evidence establishing that agent was authorized to make promises to obtain defendants cooperation B. holding that the district court abused its discretion in denying the defendants timely motion for the substitution of the participating prosecutor in order to permit the defense to call the prosecutor as a witness C. holding that where the plea agreement required the government to inform the sentencing court of all defendants cooperation the issue is not whether the prosecutor enthusiastically disclosed his cooperation but whether the prosecutor disclosed all cooperation D. holding that cooperation agreement defendant entered into with the government did not include defendants testifying at trial where there was no meeting of the minds as to that point E. holding although different sentencing court may have given more weight to defendants cooperation disagreement with the courts assessment does not warrant reversal since our task is confined to determining whether the district court considered the appropriate range of factors and arrived at a reasonable sentence

assistant: The best answer is C. holding that where the plea agreement required the government to inform the sentencing court of all defendants cooperation the issue is not whether the prosecutor enthusiastically disclosed his cooperation but whether the prosecutor disclosed all 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 legal provision and list the applicable contract clause categories. Provision: All decisions or interpretations made by the Committee, in its reasonable discretion, with regard to any question arising under the Plan or this Option Agreement as provided by Section 4 of the Plan, shall be binding and conclusive on the Company and the Employee.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement shall be construed so as to be consistent with the Plan and the provisions of the Plan shall be deemed to be controlling in the event that any provision hereof should be inconsistent therewith. The Grantee hereby acknowledges receipt of a copy of the Plan from the Company and agrees to be bound by all of the terms and provisions of the Plan.

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 case excerpt and choose the best holding from the options. Case excerpt: from the past discrimination. But of course, if an employer engages in a series of acts each of which is intentionally discriminatory, then a fresh violation takes place when each act is committed. Id. at 628, 127 S.Ct. 2162, citing National R.R. Passenger Corp. v. Morgan, 536 U.S. 101, 113, 122 S.Ct. 2061, 153 L.Ed.2d 106 (2002). In response to Ledbetter, Congress passed the Fair Pay Act in order to overturn and reverse its effects. See, Pub.L. No. 111-2, 125 Stat. 5 (2009); see also, Johnson v. District of Columbia, 632 F.Supp.2d 20, 21 (D.D.C.2009) (“Through the Fair Pay Act, Congress intended to reverse the effect of the Supreme Court’s decision in Ledbetter * * *.”); Mays v. Central States Southeast and Southwest Areas Pension Fund, 2009 WL 2163177 at *2 (D.Kan., July 1, 2009) (<HOLDING>). For our purposes, the Fair Pay Act changed Options: A. holding that mandatory language such as will pay or shall pay creates the necessary moneymandate for tucker act purposes B. holding statute of limitations for discriminatory pay practices begins when initial pay decision was made C. recognizing that the fair pay act overturned the ledbetter decision D. holding that the defendants could not be held in contempt for failure to pay more than the fee cap amount because the court cannot order the djefendants to violate an act of congress to pay the total award E. holding that a panel of the court of appeals is bound by a prior decision of another panel of the same court addressing the same question but in a different case unless overturned by an intervening decision from a higher court

assistant: The best answer is C. recognizing that the fair pay act overturned the ledbetter decision
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: Bader breached the FOA is directly contrary to the court’s original implicit finding that Bader did not breach the FOA. Only a timely rule 179(b) motion following the original ruling would have authorized such a contrary finding. Vicorp filed no such timely motion. For that reason, the district court was without authority on the limited remand to find that Bader breached the FOA. We therefore conclude Bader was a prevailing party not only on the counterclaim but also on his defense against Vieorp’s claim. The district court erred in concluding otherwise. C. Appellate attorney fees. Bader thinks he is also entitled to an award of attorney fees on appeal. We agree. There is nothing in the FOA that prohibits such fees. See Federal Land Bank of Omaha v. Woods, 480 N.W.2d 61, 69 (Iowa 1992) (<HOLDING>). V. Disposition. In sum, we conclude the Options: A. holding attorney lacked standing to challenge amount of attorney fees awarded plaintiffs not parties to the appeal B. holding that chanenge to the amount of attorney fees was not preserved for appeal where appellants objection challenged only the entitlement to fees C. recognizing that an appeal filed within 30 days of the entry of an order awarding attorney fees was timely filed as to the issue of attorney fees D. holding that bank was entitled to attorney fees on appeal when agreement did not prohibit such fees E. holding because an award of attorney fees is discretionary court may consider attorney fees in relation to the underlying equities in the case

assistant: The best answer is D. holding that bank was entitled to attorney fees on appeal when agreement did not prohibit such 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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: ( a ) paragraph 20.3 applies to any dispute arising between you and either skype or any third party including mobile phone carriers and skype 's corporate affiliates ( collectively , `` disputed party '' or `` disputed parties '' ) relating to your use of pay by mobile , except it does not include a dispute relating to the enforcement or validity of your , skype 's , or either of our licensors ' intellectual property rights .

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: to final disposition of the appeal.”). DISCUSSION In his first appellate issue, Gardner asserts that the trial court abused its discretion in granting summary judgment without stating the grounds on which it based its ruling. We hold that two well-established summary-judgment principles are fatal to Gardner’s argument. First, our summary-judgment jurisp of fact and conclusions of law have no place in a summary judgment proceeding. If summary judgment is proper, there are no facts to find, and the legal conclusions have already been stated in the motion and response.” Willms v. Americas Tire Co., Inc., 190 S.W.3d 796, 810 (Tex.App.-Dallas 2006, pet. denied) (internal citations omitted); see IKB Indus., 938 S.W.2d at 441 (same); Linwood v. NCNB Tex., 885 S.W.2d 102, 103 (Tex.1994) (<HOLDING>). As these cases suggest, the trial court’s Options: A. holding that a trial courts judgment must comply with the statutory requirement that the judgment contain written findings of fact and conclusions of law B. holding that appellate deadlines are not extended by request for findings of fact and conclusions of law following summary judgment because they have no place in a summary judgment proceeding C. holding that district court should not have granted summary judgment solely on basis that a motion for summary judgment was not opposed D. holding that findings of fact and legal conclusions are neither necessary nor proper in summary judgment proceeding E. holding that motion accepting judgment but requesting findings of fact and conclusions of law was not directed against the judgment

assistant: The best answer is B. holding that appellate deadlines are not extended by request for findings of fact and conclusions of law following summary judgment because they have no place in a summary judgment proceeding
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: If any provision or provisions of this Agreement shall be held to be invalid, illegal, or unenforceable for any reason whatsoever, (a) the validity, legality, and enforceability of the remaining provisions of this Agreement (including, without limitation, each portion of any section of this Agreement containing any such provision held to be invalid, illegal, or unenforceable, that is not itself invalid, illegal, or unenforceable) shall not in any way be affected or impaired thereby, and (b) to the fullest extent possible, the provisions of this Agreement (including, without limitation, each portion of any section of this Agreement containing any such provision held to be invalid, illegal, or unenforceable, that is not itself invalid, illegal, or unenforceable) shall be construed so as to give effect to the intent manifested by the provisions held invalid, illegal, or unenforceable.

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: The Company or its Affiliate shall be entitled to withhold and deduct from any future payments to the Participant all legally required amounts necessary to satisfy any and all withholding and employment-related taxes attributable to the Participant’s exercise of a Nonqualified Stock Option, to require the Participant to remit an amount sufficient to satisfy such withholding requirements, or to require any combination thereof. In the event the Participant is required under the Nonqualified Stock Option Agreement to pay the Company, or make arrangements satisfactory to the Company respecting payment of, such withholding and employment-related taxes, the Administrator may, in its sole discretion, require the Participant to satisfy such obligation, in whole or in part, by delivering shares of Common Stock or by electing to have the Company withhold shares of Common Stock otherwise issuable to the Participant as a result of the exercise of the Nonqualified Stock Option. Such shares shall have a Fair Market Value equal to the minimum required tax withholding, based on the minimum statutory withholding rates for federal and state tax purposes, including payroll taxes, that are applicable to the supplemental income resulting from such exercise. In no event may the Participant deliver shares, nor may the Company or any Affiliate withhold shares, having a Fair Market Value in excess of such statutory minimum required tax withholding. The Participant’s delivery of shares or the withholding of shares for this purpose shall occur on or before the later of (i) the date the Nonqualified Stock Option is exercised, or (ii) the date that the amount of tax to be withheld is determined under applicable tax law.

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, THE OPERATING AGREEMENT, EACH CONSTRUCTION MANAGEMENT AGREEMENT, AND EACH OTHER AGREEMENT EXECUTED BY THE PARTIES OR THEIR RESPECTIVE AFFILIATES IN CONNECTION HEREWITH, AND THE EXHIBITS AND APPENDICES HERETO AND THERETO, COLLECTIVELY CONSTITUTE THE ENTIRE AGREEMENT AMONG THE PARTIES HERETO PERTAINING TO THE SUBJECT MATTER HEREOF AND SUPERSEDE ALL PRIOR AGREEMENTS, UNDERSTANDINGS, NEGOTIATIONS AND DISCUSSIONS, WHETHER ORAL OR WRITTEN, OF SUCH PARTIES AND THEIR RESPECTIVE AFFILIATES PERTAINING TO THE SUBJECT MATTER OF THIS AGREEMENT. THERE ARE NO WARRANTIES, REPRESENTATIONS OR OTHER AGREEMENTS AMONG THE PARTIES HERETO OR THEIR RESPECTIVE AFFILIATES RELATING TO THE SUBJECT MATTER OF THIS AGREEMENT EXCEPT AS SPECIFICALLY SET FORTH IN THIS AGREEMENT, AND NO PARTY OR SUCH PARTY’S AFFILIATES SHALL BE BOUND BY OR LIABLE FOR ANY ALLEGED REPRESENTATION, PROMISE, INDUCEMENT OR STATEMENTS OF INTENTION NOT SO SET FORTH. IN THE EVENT OF A CONFLICT BETWEEN (A) THE TERMS AND PROVISIONS OF THIS AGREEMENT AND THE TERMS AND PROVISIONS OF ANY EXHIBIT OR APPENDIX HERETO, OR (B) THE TERMS AND PROVISIONS OF THIS AGREEMENT AND THE TERMS AND PROVISIONS OF ANY OF THE OPERATING AGREEMENT, EACH CONSTRUCTION MANAGEMENT AGREEMENT, OR ANY OTHER AGREEMENT EXECUTED IN CONNECTION HEREWITH, IN EACH CASE, THE TERMS AND PROVISIONS OF THIS AGREEMENT SHALL GOVERN AND CONTROL; PROVIDED, HOWEVER, THAT THE INCLUSION IN ANY OF THE EXHIBITS OR APPENDICES HERETO OR THE AGREEMENTS SET FORTH IN CLAUSE (B) ABOVE OF TERMS AND PROVISIONS NOT ADDRESSED IN THIS AGREEMENT SHALL NOT BE DEEMED A CONFLICT, AND ALL SUCH ADDITIONAL PROVISIONS SHALL BE GIVEN FULL FORCE AND EFFECT, SUBJECT TO THE PROVISIONS OF THIS SECTION 15.5 .

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: Parent (a) will, and will cause each Restricted Subsidiary to, do or cause to be done all things necessary to obtain, preserve, renew and keep in full force and effect its legal existence and the rights, licenses, permits, privileges, franchises, and Intellectual Property, in each case that are material to the conduct of its business and (b) will, and will cause each Broker-Dealer Subsidiary to, maintain all rights, privileges, Broker-Dealer Licenses and Memberships and Broker-Dealer Registrations necessary for and material to the normal conduct of its business, except, in each case, to the extent (other than with respect to the preservation of the existence of Parent and the Borrower) that the failure to do so could not reasonably be expected to have a Material Adverse Effect; provided that the foregoing shall not prohibit any merger, consolidation, liquidation or dissolution permitted under Section 6.03 or any Disposition permitted by Section 6.05.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Each of the Credit Parties shall keep confidential any information obtained from Lender (except information publicly available or in Credit Parties' domain prior to disclosure of such information from Lender, and except as required by applicable laws) and shall promptly return to the Lender all schedules, documents, instruments, work papers and other written information without retaining copies thereof, previously furnished by it as a result of this Agreement or in connection herewith.

assistant: Confidentiality