flwrlabs/fed-legal huggingface dataset:
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement shall not be assignable by any of the parties hereto without the written consent of all other parties, provided that Buyer may assign its rights and obligations under this Agreement without the consent of Sellers to any direct or indirect subsidiary or affiliate of Buyer or to any party that acquires substantially all of the assets or stock of Buyer or any successor entity resulting from a merger or consolidation of or with Buyer or the sole shareholder of Buyer. No such assignment shall relieve Buyer of its obligations hereunder.

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: AIPT hereby agrees that interest on the Note (and as amended, the Amended Note) will accrue at the rate of Default Interest (as defined in the Note (and as amended, the Amended Note)) from November 15, 2018 through the earlier of (a) the date of the Default Cure or (b) the remaining term of the Note (and as amended, the Amended Note), and the Amended Note reflects accrual at the rate of Default Interest on such terms.

assistant: Interests
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 full: Evidence of other crimes, wrongs, or acts is not admissible to prove the character of a person in order to show action in conformity therewith. It may, however, be admissible for other purposes, such as proof of motive, opportunity, intent, preparation, plan, knowledge, identity, or absence of mistake or accident, provided that upon request by the accused, the prosecution in a criminal case shall provide reasonable notice in advance of trial, or during trial if the court excuses pretrial notice on good cause shown, of the general nature of any such evidence it intends to introduce at trial. 3 . Indeed, this .circuit has found prior act evidence admissible for a wide range of reasons unrelated to character. See, e.g., United States v. Sanchez, 118 F.3d 192, 195 (4th Cir.1997) (<HOLDING>); Aramony, 88 F.3d at 1378 (holding evidence of Options: A. holding prior drug deals admissible to prove knowledge of the drug trade B. holding that prior drug trafficking conviction was admissible to prove intent to distribute C. recognizing firearms as common tools of the drug trade D. holding that unknowing drug courier testimony was admissible in a complex drug importation case E. holding that evidence of prior drug transactions was admissible under rule 404b to show inter alia intent to enter into the drug conspiracy and knowledge of the conspiracy

assistant: The best answer is A. holding prior drug deals admissible to prove knowledge of the drug trade
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Notwithstanding the provisions of paragraph 3, upon a Participant’s becoming disabled, the Company shall within 75 days thereafter pay and/or distribute, as the case may be, to such Participant the entire amount in such Participant’s Accounts at the date of such payment and distribution, including any adjustments provided for in paragraph 2 above. For purposes of this Plan, unless otherwise required by Code Section 409A and the regulations or guidance thereunder, a Participant shall be deemed to be disabled if the Participant meets at least one of the following requirements: (a) the Participant is unable to engage in any substantial gainful activity by reason of any medically determinable physical or mental impairment that can be expected to result in death or can be expected to last for a continuous period of not less than 12 months, or (b) the Participant is, by reason of any medically determinable physical or mental impairment that can be expected to result in death or can be expected to last for a continuous period of not less than 12 months, receiving income replacement benefits for a period of not less than three months under a disability benefit plan covering employees of the Company.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: You are eligible to accrue 2.08 days per month (equal to five weeks per year) of paid vacation. During your first year of employment, vacation time is pro-rated based on the quarter of hire, and administered pursuant to the Company’s Vacation Policy.

assistant: Vacations
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: Additionally, the Court believes that Galambos has presented evidence which creates a factual dispute as to whether Scales put him on probation and promulgated the Plan in order to set him up for discharge. Galambos, who had been awarded for his performance several times during his eighteen year tenure as Area Service Manager, stated during his deposition that it would have been impossible for him to meet all five of the Plan’s that a trier of fact reasonably could infer that after Galambos’s heart attack, which pointed up the physical vulnerability of this fifty-one year old employee, Scales created an opportunity to discharge the aging Galambos and replace him with someone substantially younger. See Kells v. Sinclair Buick-GMC Truck, Inc., 210 F.3d 827, 835 (8th Cir.2000) (<HOLDING>). For the foregoing reasons, the Court shall Options: A. holding that evidence of overt discrimination coupled with a showing that the employer had falsely stated that an outside consultant had made the termination decision were adequate to raise an inference of illegal age discrimination B. holding age discrimination claim barred C. holding that retaining employees comparable in age to the plaintiff weakened an inference of discrimination in employment termination case D. holding that a statement of fact relating to the plaintiffs age was not direct evidence of age discrimination because the relevance of the comment is provided by inference E. holding in age discrimination case that plaintiffs dismissal did not give rise to an inference of discrimination when job was subsequently offered to an older individual

assistant: The best answer is A. holding that evidence of overt discrimination coupled with a showing that the employer had falsely stated that an outside consultant had made the termination decision were adequate to raise an inference of illegal age discrimination
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: In the event of any change in the outstanding Shares after the Grant Date or any other event described in Section 1.6.3 of the Plan occurring after the Grant Date, the Board or the Committee will make such equitable substitution or adjustment (including cash payments) as provided for under Section 1.6.3 of the Plan in order to preserve the value of the RSUs.

assistant: Adjustments
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 expressly set forth in this Article III , Paragon does not make any representation or warranty, express or implied, at Law or in equity, with respect to itself or any Paragon Entity, or any of their respective assets, liabilities, businesses or operations, and any such other representations or warranties are hereby expressly disclaimed.

assistant: Warranties
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: Cyclerion shall maintain all materials and all other data and documentation obtained or generated by Cyclerion in the course of preparing for and providing Services hereunder, including all computerized records and files (the “ Records ”) in a secure area reasonably protected from fire, theft and destruction. These Records will be “ Works Made for Hire ” and will remain the exclusive property of Ironwood. Records will be retained by Cyclerion for a period of seven (7) years, or longer if required under applicable law or regulation, unless Ironwood requests that such Records be delivered to Ironwood or to its designee in such form as is then currently in the possession of Cyclerion, in which case Cyclerion shall so deliver such Records to the extent they are not otherwise required to be stored or maintained by Cyclerion as a matter of law or regulation. In no event will Cyclerion dispose of any such Records without first giving Ironwood sixty (60) days’ prior written notice of its intent to do so. Cyclerion may, however, retain copies of any Records as are reasonably necessary for regulatory or insurance purposes, subject to Cyclerion’s obligation of confidentiality.

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 legal provision and list the applicable contract clause categories. Provision: To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the Issuing Bank, the Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form in connection with any request for a Letter of Credit.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: their purpose the vindication of the dignity and authority of the court, and civil contempt proceedings which are intended to enforce the rights of private parties, to compel obedience to orders and decrees made to enforce their rights and to give them a remedy to which the court deems them entitled. United States Steel Corp. v. Fraternal Ass’n of Steel Haulers, 601 F.2d 1269 (3d Cir. 1979) (citing Doyle v. London Guarantee Co., 204 U.S. 599, 604-05, 27 S. Ct. 313, 51 L. Ed. 641 (1907)). Criminal contempt sanctions are considered final and appealable in pending actions by parties and non-parties. See Commonwealth of Pennsylvania v. Local Union 542, Intern. Union of Operating Engineers, 552 F.2d 498, 501 (3d Cir. 1977), cert. denied, 434 U.S. 822, 98 S. Ct. 67, 54 L. Ed. 2d 79 (1975) (<HOLDING>); Carbon Fuel Co. v. United Mine Workers of Options: A. recognizing the general rule that once all claims against all parties have been dismissed a prior order will become final for purposes of appeal under 28 usc 1291 B. holding that pursuant to the collateral order doctrine and 28 usc 1291 a state may appeal from a district court order denying it eleventh amendment immunity C. holding that a nonparty may appeal an order of criminal contempt arising out of a pending action under 28 usc 1291 D. holding that jurisdiction to hear appeal from resolution of a rule 35 motion arises under 18 usc 3742 rather than 28 usc 1291 E. holding that order denying motion to dismiss a bankruptcy petition is final under 28 usc 1291

assistant: The best answer is C. holding that a nonparty may appeal an order of criminal contempt arising out of a pending action under 28 usc 1291
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: court determines, in the interests of justice, that the probative value of the conviction substantially outweighs its prejudicial effect. However, evidence of a conviction more than ten years old as calculated herein is not admissible unless the proponent gives to the adverse party sufficient advance written notice of intent to use such evidence to provide the adverse party with a fair opportunity to contest the use of such evidence. Pa.R.E. 609(a)(b) (emphasis supplied). ¶ 7 The language of the rule is clear — there is no distinction drawn between a witness who is not a defendant and a witness who is a defendant. In fact, our Supreme Court has ruled that a defendant can be impeached with his or her own prior convictions. See Commonwealth v. Randall, 515 Pa. 410, 528 A.2d 1326 (1987) (<HOLDING>). Furthermore, neither Pa.R.E. 609 nor case law Options: A. holding that conviction on appeal is not admissible to impeach witnesss credibility B. holding that a conviction for an offense involving dishonesty or false statement may be used to impeach the credibility of a defendant who chooses to testify C. holding that a witnesss prior inconsistent statement to an officer could be used to impeach her D. holding that summary convictions of crimes involving dishonesty could be used to impeach the credibility of a witness E. holding that a defendant who chooses to testify in his or her own defense may not conceal contradictory statements obtained in violation of the fifth amendment from the jury

assistant: The best answer is B. holding that a conviction for an offense involving dishonesty or false statement may be used to impeach the credibility of a defendant who chooses to testify
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: Other than consummating the transactions contemplated hereunder, such Purchaser has not directly or indirectly, nor has any Person acting on behalf of or pursuant to any understanding with such Purchaser, executed any purchases or sales, including Short Sales, of the securities of the Company during the period commencing as of the time that such Purchaser first received a term sheet (written or oral) from the Company or any other Person representing the Company setting forth the material terms of the transactions contemplated hereunder and ending immediately prior to the execution hereof. Notwithstanding the foregoing, in the case of a Purchaser that is a multi-managed investment vehicle whereby separate portfolio managers manage separate portions of such Purchaser’s assets and the portfolio managers have no direct knowledge of the investment decisions made by the portfolio managers managing other portions of such Purchaser’s assets, the representation set forth above shall only apply with respect to the portion of assets managed by the portfolio manager that made the investment decision to purchase the Securities covered by this Agreement. Other than to other Persons party to this Agreement and its legal and accounting advisers, such Purchaser has maintained the confidentiality of all disclosures made to it in connection with this transaction (including the existence and terms of this transaction). Notwithstanding the foregoing, for avoidance of doubt, nothing contained herein shall constitute a representation or warranty, or preclude any actions, with respect to the identification of the availability of, or securing of, available shares to borrow in order to effect Short Sales or similar transactions in the future.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Notwithstanding any provisions of this Article IX to the contrary, each of the Parties acknowledges and agrees that the Transactions are unique and that, prior to and following the Closing, remedies at law, including monetary damages, will be inadequate in the event of a breach by it in the performance of its obligations under this Agreement. Accordingly, the Parties agree that in the event of any such breach, the non-breaching Party shall (subject to any defenses available to the breaching Party other than the possible adequacy of remedies at law) be entitled to a decree of specific performance pursuant to which the breaching Party is ordered to affirmatively carry out its obligations under this Agreement, subject to the conditions of this Agreement. The foregoing shall not be deemed to be or construed as a waiver or election of remedies by the non-breaching Party and the non-breaching Party expressly reserves any and all rights and remedies available to the non-breaching Party at law or in equity in the event of any breach or default by the breaching Party under this Agreement. Any Party seeking an injunction or injunctions to prevent breaches of this Agreement and to enforce specifically the terms and provisions of this Agreement shall not be required to provide any bond or other security in connection with any such order or injunction. The Parties acknowledge that in the absence of a waiver, a bond or undertaking may be required by a court and the Parties hereby waive any such requirement of such a bond or undertaking.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: a diversity case. The principles of Erie, however, cannot be so easily bypassed. B. The Erie Doctrine and Bankruptcy While the Erie case was a diversity case and is commonly relied on in diversity cases, the issue it addresses — application of state law versus federal law — frequently arises in bankruptcy cases. See Thomas E. Plank, The Erie Doctrine and Bankruptcy, 79 Notre Dame L.Rev. 633 (Feb.2004). For example, in the seminal case of Butner v. United States, 440 U.S. 48, 99 S.Ct. 914, 59 L.Ed.2d 136 (1979), the Supreme Court recognized that, in bankruptcy cases, property interests are created and defined by state law “unless some federal interest requires a different result.” Id. at 55, 99 S.Ct. 914; see also In re Tracy Broadcasting Corp., 696 F.3d 1051, 1059-60 (10th Cir.2012) (<HOLDING>). The Butner court explained that the Options: A. holding that shepard did not affect the continuing validity of almendareztorres B. recognizing the continuing authority of rauscher C. recognizing the continuing validity of weatherford on this point D. recognizing the continuing validity of negligence as a separate basis for employer liability in action in which employee alleged supervisor harassment E. recognizing continuing validity of the butner decision

assistant: The best answer is E. recognizing continuing validity of the butner 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: the applicability of Schnuphase v. Storehouse Markets, 918 P.2d 476 (Utah 1996), were fully briefed by both parties and properly before the court for review. 121 The Utah Rules of Appellate Procedure require that an appellant's opening brief include "[a] statement of the issues presented for review," Utah R.App.P. 24(a)(5), and arguments containing the contentions and reasons for each issue presented, see id. 24(a)(9). In addition, the reply brief of an appellant "shall be limited to answering any new matter set forth in the opposing brief." Id. 24(c). 122 The appellee's brief, or opposing brief, must include the same elements as the appellant's brief. See id. 24(b). However, an appel Cir.1968) (noting that appellant had option to answer new issue raised in appe 2d 1278, 1280 (1994) (<HOLDING>); Newsome v. North Carolina State Bd. of Options: A. holding that an argument raised only in fact section of opening brief and in reply brief is not properly raised B. holding an appellant may not use the reply brief to argue issues not argued in the initial brief C. holding an argument made in plaintiffs reply brief but not in their opening brief waived D. holding that if an appellee raises an argument not addressed by the appellant in its opening brief the appellant may reply citation omitted E. holding that an argument is not preserved unless a party raises it in its opening brief

assistant: The best answer is D. holding that if an appellee raises an argument not addressed by the appellant in its opening brief the appellant may reply citation omitted
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: and sells it all over the US, including Texas. Lonza, Inc. paid Blum’s salary, and supervised his work. Blum and other sales reps made periodic trips to Switzerland with U.S. customers to participate in marketing seminars and strategy sessions. The marketing strategy meetings Blum attended with Lonza, Inc. and affiliated entities’ sales personnel in Switzerland does not demonstrate substantial activities within Texas. First of all, the meetings were conducted in Switzerland and focused on global activities, including marketing to the United States. Even if these meetings had been held in Texas, the event would not provide the needed contacts to establish general jurisdiction absent evidence that the meetings purposefully targeted Texas consumers. See Michel, 45 S.W.3d at 672-73 (<HOLDING>). At that time, Blum sold products nationally, Options: A. holding that a passive website that merely makes information available is insufficient to confer general jurisdiction B. holding the plaintiffs general claim that both parties market their products over the internet was insufficient to establish that they used similar marketing channels C. holding that foreign corporate defendants purchases and attendant activity in state were insufficient to confer texas with general jurisdiction D. holding attending and marketing products at national trade show in texas insufficient to confer general jurisdiction E. holding that general jurisdiction did not exist where the defendant occasionally sold products to entities in texas that used the defendants products for projects in texas and the defendants employees made field visits to texas between december 1992 and december 1993

assistant: The best answer is D. holding attending and marketing products at national trade show in texas insufficient to confer general jurisdiction
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Each party’s obligations under this Section 11.3 shall survive the resignation of the Administrative Agent or any assignment of rights by, or the replacement of, a Lender, the termination of the Term Loan Commitments, the termination of this Agreement and the repayment, satisfaction or discharge of all obligations under any Loan Document.

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 case excerpt and choose the best holding from the options. Case excerpt: gave rise to a simple tort claim between strangers, not a dispute arising out of the commercial relationship. The accident did not involve the Red Lake Band itself, and although the individual injured was a member of the Red Lake Band, he was not a party to the commercial relationship. The Tribal Court asserts that additional discovery is necessary to determine the facts regarding whether Nord was driving in connection with a contract with the Red Lake Band or on a personal errand. We conclude that such facts would not be material in this situation because the dispute merely involves the tortious conduct of “a run-of-the-mill highway accident” between strangers, and no amount of discovery can alter the nature of that claim. See id. at 457, 117 S.Ct. 1404 (internal marks omitted) (<HOLDING>); see also Plains Commerce Bank, 491 F.3d at Options: A. holding that the first exception did not apply to a highway traffic accident dispute that was distinctly nontribal in nature internal marks omitted B. holding that compliance with rule 3 is both a mandatory and jurisdictional prerequisite to appeal internal quotation marks omitted C. holding that the agency did not abuse its discretion in declining to grant a continuance where the petitioner was only at the first step in a long and discretionary process and relief was speculative at best alterations and internal quotation marks omitted D. recognizing that party is not permitted to use the accident of a remand to raise an issue that it could just as well have raised in the first appeal internal quotation marks and alterations omitted E. holding that issues not argued specifically and distinctly in a partys opening brief are waived internal quotation marks and citations omitted

assistant: The best answer is A. holding that the first exception did not apply to a highway traffic accident dispute that was distinctly nontribal in nature internal marks omitted
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: During your employment with PNC and thereafter regardless of the reason for termination of such employment, you will not disclose or use in any way any confidential business or technical information or trade secret acquired in the course of such employment, all of which is the exclusive and valuable property of PNC whether or not conceived of or prepared by you, other than (i) information generally known in PNC’s industry or acquired from public sources, (ii) as required in the course of employment by PNC, (iii) as required by any court, supervisory authority, administrative agency or applicable law, or (iv) with the prior written consent of PNC.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: argument is that because these factors restate the factors charged in the indictment, they are not “additional non-statutory aggravators.” United States v. Higgs, 353 F.3d 281, 321 (4th Cir. 2003) (emphasis added). Defendant urges the Court to interpret the Fourth Circuit’s use of the word “additional” to mean “a factor unrelated to the Defendant’s crime of conviction.” This argument ignores the fact that the FDPA expressly permits juries to consider statutory aggravators as well as “any other aggravating factor for which notice has been given.” 18 U.S.C. § 3592(c). In other words, the FDPA empowers jurors to consider nonstatutory ag-gravators that are appropriately noticed. Accordingly, the Court rejects Defendant’s argument that allowing 689, at *6 (Ala. Crim. App. June 17, 2016) (<HOLDING>), with Rauf v. State, 145 A.3d 430 (Del. 2016) Options: A. holding that hurst did not render unconstitutional californias capital sentencing scheme which utilizes a jury in the factfinding process B. holding that alabamas capital sentencing scheme which utilizes a factfinding jury remains constitutional under hurst C. holding that the right applies at capital sentencing in particular D. recognizing two solutions in a sentencing scheme very similar to hawaiis 1 the present system of fixed terms with factfinding assigned to a jury or 2 reform of the system to create a true sentencing range E. holding we reject the notion that alabamas statutory scheme for compensating attorneys in capital cases in and of itself denies a defendant effective representation

assistant: The best answer is B. holding that alabamas capital sentencing scheme which utilizes a factfinding jury remains constitutional under hurst
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Nothing contained in this Amendment (or in any other agreement or understanding between the parties) shall constitute a waiver of, or shall otherwise diminish or impair, the Bank’s rights or remedies under the Loan Agreement, the Revolving Note or any of the other Loan Documents, or under applicable law.

assistant: No 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 legal provision and list the applicable contract clause categories. Provision: Other than the representations and warranties set forth in Section 8.1 above and otherwise as expressly provided in this Agreement and in the Closing Documents, Seller specifically is making no other representations or warranties hereunder or otherwise pursuant to the Closing Documents.

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

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: if you initiate a chargeback or otherwise reverse a payment made with your payment method , tinder may terminate your account immediately in its sole discretion .

assistant: Unilateral termination
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 the Aggregate Commitments are increased in accordance with this Section 2.16 , the Administrative Agent and the Borrower shall determine the effective date (the “ Increase Effective Date ”) and the final allocation of such increase. The Administrative Agent shall promptly notify the Borrower and the Lenders of the final allocation of such increase and the Increase Effective Date.

assistant: Effective Dates
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 defectively record their mortgage in reliance on a settled expectation that they could avoid the bank’s lien. We next address the presumption that an amendment altering a prior statute suggests that the legislature intended to change the meaning of the law “unless it clearly appears that the amendment was passed to clarify the legislature’s original intent.” Sun Life Assur. Co. of Canada v. Indiana Dept. of Ins., 868 N.E.2d 50, 56 (Ind.Ct.App.2007) (citing Wright v. Fowler, 459 N.E.2d 386, 389-90 (Ind.Ct.App.1984) (interpreting an amendment to have changed the law in part because the assembly added categories of employers to the statute and separately added provisions to provide procedures for addressing those employers)); Olatunji v. State, 788 N.E.2d 1268, 1272 (Ind.Ct.App.2003) (<HOLDING>). The Supreme Court of Indiana recently muddied Options: A. holding that a legislative amendment that appeared to approve the analysis of a recent indiana supreme court case was a clarification rather than an amendment B. holding district court erred in relying on authority other than that of the supreme court of the united states in its analysis under 2254d C. holding amendment to statute of limitations was a procedural amendment to be applied retroactively in a medical malpractice case D. holding that the 2010 amendment was a clarification E. holding that the supreme court of pennsylvania is a state entity for purposes of the eleventh amendment

assistant: The best answer is A. holding that a legislative amendment that appeared to approve the analysis of a recent indiana supreme court case was a clarification rather than an amendment
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 notices, demands, requests and consents permitted or required hereunder or under any other Loan Document shall be in writing, may be delivered personally or sent by certified mail with postage prepaid or by reputable courier service with charges prepaid. Any notice or demand sent to Borrower by certified mail or reputable courier service shall be addressed to Borrower at c/o Carroll Organization, 3340 Peachtree Road NE, Suite 2250, Atlanta, GA, 30326, Attn: Eddy Chan, together with a required copy c/o Bluerock Real Estate, LLC, 712 Fifth Avenue, New York, NY, 10019, Attn: Jordon Ruddy and Michael Konig, Esq., or such other address in the United States of America as Borrower shall designate in a notice to Lender given in the manner described herein. Any notice sent to Lender by certified mail or reputable courier service shall be addressed to The Northwestern Mutual Life Insurance Company to the attention of the Real Estate Investment Department at 720 East Wisconsin Avenue, Milwaukee, WI, 53202, or at such other addresses as Lender shall designate in a notice given in the manner described herein. Any notice given to Lender shall refer to the Loan No. set forth above. Any notice or demand hereunder shall be deemed given when received. Any notice or demand which is rejected, the acceptance of delivery of which is refused or which is incapable of being delivered during normal business hours at the address specified herein or such other address designated pursuant hereto shall be deemed received as of the date of attempted delivery.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: of a material witness “[i]f it appears from an affidavit filed by a party that the testimony of a person is material in a criminal proceeding, and if it is shown that it may become impracticable to secure the presence of the person by subpoena.” 18 U.S.C. § 3144. Under the Warrant Clause of the Fourth Amendment, “no Warrants shall issue, but upon probable cause, supported by Oath or affirmation, and particularly describing the place to be searched, and the persons or things to be seized.” U.S. Const, amend. IV. Therefore, an application for a material witness warrant under § 3144 must establish probable cause to believe that (1) the witness’s testimony is material, and (2) it may become impracticable to secure the presence of the witness by subpoena. See Bacon, 449 F.2d at 942-43 (<HOLDING>). Ordinarily, a search or seizure pursuant to a Options: A. holding that a probable cause determination is appropriate for summary judgment where there are no genuine issues of material fact and no credibility issues B. holding that the appropriate standard of review is abuse of discretion C. holding that probable cause is the appropriate standard for 3144 material witness warrants D. holding that new york law reasonable cause standard is equivalent to fourth amendments probable cause standard E. holding that in a 1983 action issue of probable cause is for the jury

assistant: The best answer is C. holding that probable cause is the appropriate standard for 3144 material witness warrants
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The “ Term ” of this Lease is the Initial Term plus all Renewal Terms, and a “ Lease Year ” is the twelve month period commencing on January 1 of each year of the Term; provided, however, the first Lease Year shall commence on August 1, 2014 and end on December 31, 2015. The “Initial Term” commences on August 1, 2014 and ends on December 31, 2029, and may be extended for four (4) separate “Renewal Terms” of five (5) years each if: (a) at least twelve (12), but not more than fifteen (15) months prior to the end of the then current Term, Tenant delivers to Landlord a “Renewal Notice” that it desires to exercise its right to extend this Lease for one (1) Renewal Term; and (b) there is no Event of Default on the date Landlord receives the Renewal Notice (the “Exercise Date”) or on the last day of the then current Term.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The provisions of Section 9 of the Agreement are incorporated into this Amendment by reference and made a part hereof unless expressly stated otherwise in this Amendment. If at any time any provision of this Amendment shall be held by any court of competent jurisdiction to be illegal, void or unenforceable, such provision shall be of no force and effect, but the illegality or unenforceability of such provision shall have no effect upon and shall not impair the enforceability of any provision of this Amendment and the Agreement. The Agreement, as amended by this Amendment, constitutes the entire agreement between the parties concerning the subject matter hereof and incorporates all representations made in connection with negotiation of the same. The terms hereof may not be terminated, amended, supplemented or modified orally, but only by a written instrument duly authorized by each of the parties hereto. The Agreement, including this Amendment, shall be binding on and inure to the benefit of the parties hereto and their respective permitted successors and assigns. This Amendment may be executed by one or more of the parties on any number of separate counterparts each of which counterparts shall be an original, but all of which when together shall be deemed to constitute one and the same instrument. The definitions of any capitalized terms in this Amendment not specifically defined in this Amendment shall be governed by the Agreement.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Notwithstanding anything to the contrary contained in this Agreement or in any other Loan Document, the authority to enforce rights and remedies in this Agreement and under the other Loan Documents against any Loan Party shall be vested exclusively in, and all actions and proceedings at law in connection with such enforcement shall be instituted and maintained exclusively by, the Agent in accordance with Section 10.1 for the benefit of Lender; provided that the foregoing shall not prohibit (a) any Lender from enforcing its right to payment when due of the principal of and interest on its portion of the Loan made by such Lender and other amounts owing to such Lender under the Loan Documents or (b) any Lender from exercising setoff rights in accordance with the terms of the Loan Documents.

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 case excerpt and choose the best holding from the options. Case excerpt: v. Williams, 974 F.2d 480, 481-82 (4th Cir.1992); United States v. Suarez, 906 F.2d 977, 984-85 (4th Cir.1990). As we explained in Grossman, [w]hen issuing a warrant and making a probable cause determination, judges are to use a “totality of the rroneously discounted Special Agent Neikirk’s assertion of training-and experience-based knowledge to tie Williams’s and Thomas’s drug trafficking activities to their residences. Had the court given due consideration to Neikirk’s assertion, together with the extensive evidence of Williams’s and Thomas’s drug trafficking activities detailed in the Sandpiper Court and Baltimore Avenue affidavits, it could not have concluded that the affidavits were “bare bones” with respect to the criminal activity-dwelling nexus. See Wilhelm, 80 F.3d at 121 (<HOLDING>). Indeed, the court would have necessarily Options: A. recognizing that a bare bones affidavit is one that contains wholly conclusory statements which lack the facts and circumstances from which a magistrate can independently determine probable cause internal quotation marks omitted B. recognizing probable cause as complete defense to a claim of malicious prosecution in new york internal quotation marks and brackets omitted C. holding that affidavit is inadequate if it fails to disclose facts which would enable the magistrate to ascertain from the affidavit that the event upon which the probable cause was founded was not so remote as to render it ineffective D. holding that compliance with rule 3 is both a mandatory and jurisdictional prerequisite to appeal internal quotation marks omitted E. recognizing that the declaratory judgment act is only procedural and does not create substantive rights internal quotation marks and citations omitted

assistant: The best answer is A. recognizing that a bare bones affidavit is one that contains wholly conclusory statements which lack the facts and circumstances from which a magistrate can independently determine probable cause internal quotation marks omitted
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: THIS TRADEMARK SECURITY AGREEMENT AND ANY CLAIM, CONTROVERSY, DISPUTE OR CAUSE OF ACTION (WHETHER IN CONTRACT OR TORT OR OTHERWISE) BASED UPON, ARISING OUT OF OR RELATING TO THIS AGREEMENT, THE OTHER LOAN DOCUMENTS AND THE TRANSACTIONS CONTEMPLATED HEREBY AND THEREBY SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK (EXCEPT FOR CONFLICTS OF LAW PRINCIPLES THAT WOULD RESULT IN THE APPLICATION OF THE LAWS OF ANOTHER JURISDICTION).

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: During the Restricted Period and at all times thereafter, Seller Parties will keep and hold all Confidential Information (as hereinafter defined) in strict confidence, and will not use or disclose in any way any of such Confidential Information without the prior express written consent of the Buyer Parties.

assistant: Yes
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 matters disclosed by Seller in the Disclosure Schedule shall be deemed a disclosure of such matter for purposes of the specific Section of this Agreement referenced therein and for any other Section for which the applicability of the disclosed item is reasonably apparent on its face.

assistant: Disclosures
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: your only right or remedy with respect to any problems or dissatisfaction with such software and/or skype websites is to immediately deinstall such software and cease use of such software and/or skype websites .

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 Committee may, in its sole discretion, provide that one or more adjustments shall be made to one or more of the Performance Goals. Such adjustments may include but are not limited to: (i) a change in accounting principle, (ii) financing activities, (iii) expenses for restructuring or productivity initiatives, (iv) other non-operating items, (v) acquisitions or dispositions, (vi) the business operations of an entity acquired by the Company during the performance period, (vii) discontinued operations, (viii) stock dividend, split, combination or exchange of stock, (ix) unusual or extraordinary events, transactions or developments, (x) amortization of intangible assets, (xi) other significant income or expense outside the Company’s core on-going business activities, (xii) other nonrecurring items, (xiii) goodwill or intangible writeoffs, or (xiv) changes in applicable law.

assistant: Adjustments
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: barred without respect to whether it is meritorious. Legislatures enact statutes of limitations tailoring the time period to what is thought appropriate to the nature of the cause of action. See, e.g., 28 U.S.C. § 2401(b) (two years for claims under the Federal Tort Claims Act); 26 U.S.C. § 6511 (for tax refund suits, three years from time tax return was filed or two years from time tax was paid, whichever expires later); 15 U.S.C. § 15b (four years for private antitrust suits under the Clayton Act). Even without a specific statutory bar to call into play, courts will impose a parallel bar — under the rubric of lach-es — in eases in which the plaintiff ha F.3d 1560 (Fed.Cir.1994) (remanding for determination of partial taking); Hen-dler v. United States, 952 F.2d 1364 (Fed. Cir.1991) (<HOLDING>). In others, the Government is held not to be Options: A. holding that inverse condemnation claim challenging as a regulatory taking the states placement of a guard rail that blocked former access was not ripe for adjudication where owners had failed to apply for permit for alternative approach and it therefore was not possible to assess whether a taking had occurred as a result of a deprivation of all reasonable access B. holding medical monitoring claim was merely component of damages C. holding that government placement of groundwater monitoring wells was a taking D. holding that the federal government was liable for a taking of property where city of burlington acted under federal authority E. holding that a cause of action for an unconstitutional taking accrues at the time the taking occurs

assistant: The best answer is C. holding that government placement of groundwater monitoring wells was a taking