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: The Company will not, and will not permit any of its Subsidiaries to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except (a) in the ordinary course of business at prices and on terms and conditions not less favorable to the Company or such Subsidiary than could be obtained on an arm’s-length basis from unrelated third parties or, if such transaction would not be obtainable from an unrelated third party, on fair and reasonable terms as determined in good faith by the Company, (b) transactions between or among the Company and any other Loan Party not involving any other Affiliate and (c) any Restricted Payment permitted by Section 6.07 .

assistant: Transactions With Affiliates
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: Cash Collateral (or the appropriate portion thereof) provided to reduce Fronting Exposure or other obligations shall be released promptly following (i) the elimination of the applicable Fronting Exposure or other obligations giving rise thereto (including by the termination of Defaulting Lender status of the applicable Lender (or, as appropriate, its assignee following compliance with Section 11.06(b)(vi) )) or (ii) the Administrative Agent’s good faith determination that there exists excess Cash Collateral; provided , however , (x) that Cash Collateral furnished by or on behalf of the Company shall not be released during the continuance of a Default or Event of Default (and following application as provided in this Section 2.15 may be otherwise applied in accordance with Section 9.03 ), and (y) the Person providing Cash Collateral and the applicable L/C Issuer, as applicable, may agree that Cash Collateral shall not be released but instead held to support future anticipated Fronting Exposure or other obligations.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: the words “prior to the arrangement of the program or project” may be given effect. To hold otherwise would effectively excise these words from the statute. But the words are there, and it must be assumed that the legislature employed them for a particular reason, to wit, the section is to apply to diversion of parkland to nonpark uses, and not to the use of parkland for other park purposes. Secondly, the whole thrust of section 26.-001(a)(2) is to require that certain findings be made by the governing body after notice and a hearing. One of the two required findings is that: [T]he program or project includes all reasonable planning to minimize harm to the land, as a park.... Id. A necessary consequence of the use of this language is that the program or project mu . 121, 123 (1920) (<HOLDING>). The appellant apparently does not challenge Options: A. holding that a foreign representative may assert under 804 only those avoiding powers vested in him by the law applicable to the foreign estate B. holding that a foreign defendant was not present in new york for the purposes of jurisdiction simply because it engaged in financing transactions there C. holding that a party relying on foreign law must plead and prove it and partys failure to do so entitles court to assume that foreign law is the same as forum law D. holding that a safety museum was foreign to park purposes E. holding that fedrcrimp 6e would prevent disclosure of witnesss testimony to foreign officials thereby negating fear of foreign prosecution and alternatively that the fifth amendment provides no shelter against incrimination in a foreign jurisdiction where federal domestic immunity has been granted

assistant: The best answer is D. holding that a safety museum was foreign to park purposes
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: award is likewise nondis-chargeable. The district court reluctantly distinguished In re Miera, noting that the jury instructions in the underlying case in In re Miera allowed an award of punitive damages if the debtor’s acts were based on “willful indifference” to the rights of the plaintiff. Thus, in In re Miera, punitive damages were awarded only if the conduct was willful. Under the instructions in this case, punitive damages could' have been awarded if Scarborough merely acted with reckless indifference to others. We need not distinguish In re Miera in the same manner as the district court did, however, because, as noted above, the willful and malicious conduct und , 626-27 (4th Cir.1995) (same; collecting cases); Moraes v. Adams (In re Adams), 761 F.2d 1422,1428 (9th Cir.1985) (<HOLDING>). III. For the foregoing reasons, we affirm the Options: A. holding nature of motion is determined by its substance not its title B. holding that the constitutional level of punitive damages is not a finding of fact that must be determined by the jury it may be determined de novo by the court C. holding that the domestic nature of the offense can be determined without a taylor approach because all aspects of the definition are federal D. holding that the applicability of 523a6 is determined by the nature of the act and applies to all liabilities flowing therefrom E. holding that the nature of the taxpayers legal interest in the subject property is determined by reference to state law

assistant: The best answer is D. holding that the applicability of 523a6 is determined by the nature of the act and applies to all liabilities flowing therefrom
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 Loan Parties ( a ) is duly organized, validly existing and, if applicable, in good standing under the laws of the jurisdiction of its incorporation or formation except (other than with respect to the Borrower), to the extent that the failure to be organized, existing and in good standing would not reasonably be expected to have a Material Adverse Effect, ( b ) has the power and authority to own and operate its property, to lease the property it operates as lessee and to conduct the business in which it is currently engaged, except to the extent that the failure to have such power and authority would not be reasonably expected to have a Material Adverse Effect and ( c ) is duly qualified and in good standing under the laws of each jurisdiction where its ownership, lease or operation of property or the conduct of its business requires such qualification, other than in such jurisdictions where the failure to be so qualified and in good standing would not be reasonably expected to have a Material Adverse Effect.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: In case any provision in this Loan Agreement Supplement shall be invalid, illegal or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.

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: Capitalized terms not otherwise defined in this Seventh Amendment have the same meanings as specified in the Credit Agreement (as amended by this Seventh Amendment as reflected in Annex A attached hereto (the “ Amended Credit Agreement ”)).

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 case excerpt and choose the best holding from the options. Case excerpt: of demonstrating that the statute “clearly, palpably, and plainly violates the Constitution.” Nixon v. Commonwealth, Dep’t of Pub. Welfare, 576 Pa. 385, 839 A.2d 277, 286 (2003) (internal quotation marks and citation omitted). While the General Assembly may enact laws which impinge on constitutional rights to protect the health, safety, and welfare of society, any restriction is subject to judicial review to protect the constitutional rights of all citizens. Id. As detailed below, we conclude that SORNA’s registration requirements violate juvenile offenders’ due process rights by utilizing the irrebuttable presumption that all juvenile offenders “pose a high risk of committing additional sexual offenses,” 42 Pa.C.S. § 9799.11(a)(4), because that presumpti 8, 31 L.Ed.2d 551 (1972) (<HOLDING>); Bell v. Burson, 402 U.S. 535, 542, 91 S.Ct. Options: A. holding that the state may not interfere with an unwed fathers custody rights absent proof of unfitness B. holding unwed father entitled to hearing on his fitness as a parent before children could be taken from him after death of their mother C. holding unconstitutional a statute providing for children to be declared dependent and removed from their unwed fathers custody based on the presumption that unwed fathers are unfit parents D. holding that parents are constitutionally entitled to a hearing on parental fitness before children are removed from their custody E. holding due process was violated by the automatic rejection of an unwed fathers custodial relationship without granting the father opportunity to present evidence regarding his fitness as a parent

assistant: The best answer is C. holding unconstitutional a statute providing for children to be declared dependent and removed from their unwed fathers custody based on the presumption that unwed fathers are unfit parents
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: or her appointment is a de facto officer whose acts are legally valid and binding on the public and on third persons if done within the scope and by the apparent authority of his or her office, even though the judge’s actual authority suffers from a procedural defect. See, e.g., Am.Jur.2d Judges § 242 (1994) (stating that the de facto judge doctrine has been uniformly applied throughout the country to prevent collateral attacks based on a procedural defect in the judge’s authority); People v. Bowen, 231 Cal.App.3d 783, 283 Cal.Rptr. 35, 39 (1991) (applying the doctrine to preclude a criminal defendant from collaterally attacking the superior court judge’s authority to try him where the judge did not meet county residency requirement); Humel v. Hoogendorn, 5 Alaska 25, 25 (Alaska 1914) (<HOLDING>). We perceive no compelling reason to deviate Options: A. holding that a defendant was not entitled to a relief under section 2255 when he asserted that the sentencing judge who was not the trial judge was influenced by the sentence imposed by the trial judge on a codefendant B. holding that private individuals who conspired with judge could be sued even though judge could not C. holding that party who had sought disqualification of the judge who heard his cause only from the assignment judge and not the judge himself could not appropriately raise recusal issue on appeal D. recognizing that judge who continued to function after end of term was a de facto judge whose actions could not be collaterally attacked E. holding that where a judge pro tempore is in actual possession of the office and discharging its duties he or she acts under color of title and is a judge de facto

assistant: The best answer is D. recognizing that judge who continued to function after end of term was a de facto judge whose actions could not be collaterally attacked
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Any notice or communication under this Agreement must be in writing and given by (i) deposit in the United States mail, addressed to the party to be notified, postage prepaid and registered or certified with return receipt requested, (ii) delivery in person or by courier service providing evidence of delivery, or (iii) transmission by hand delivery, telecopy, telegram, facsimile or email. Each notice or communication that is mailed, delivered or transmitted in the manner described above shall be deemed sufficiently given, served, sent, and received, in the case of mailed notices, on the third business day following the date on which it is mailed and, in the case of notices delivered by courier service, hand delivery, telecopy, telegram, facsimile or email, at such time as it is delivered to the addressee (with the delivery receipt or the affidavit of messenger) or at such time as delivery is refused by the addressee upon presentation. Any notice or communication under this Agreement must be addressed to the addressee at: Sentinel Energy Services Inc., Attention: Kent Jamison, 1000 Louisiana Street, Suite 3850, Houston, TX 77002, or by email at kent@cslenergy.com. Any party may change its address for notice at any time and from time to time by written notice to the other parties hereto, and such change of address shall become effective thirty (30) days after delivery of such notice as provided in this Section 5.1 .

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 legal provision and list the applicable contract clause categories. Provision: Employee agrees to work full-time in the position of Chief Operating Officer for Company, subject to the supervision and direction of the Company’s Chief Executive Officer, or at such times that there is no Chief Executive Officer, then the Board of Directors, at such locations as Company may direct. At the Board of Director’s request, Employee also agrees to serve in such other roles as determined by the Company, including but not limited to as interim Chief Executive Officer and President. Employee agrees to abide by all policies and rules of Company at all times, and to carry out all such duties as may be assigned to him from time to time by Company. Employee agrees to remain committed to the performance of his duties hereunder, and Employee agrees to use his best efforts to perform those duties faithfully, industriously and with maximum application of experience, ability and talent.

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: Permitted Recipients means those persons who have a need to know the Confidential Information for the Permitted Purpose and who are officers, directors, employees, agents or contractors (at any level) of the Receiving Party or its affiliates, or anyone else for whom the Receiving Party takes responsibility for under this Agreement.

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: This Agreement and all questions relating to its validity, interpretation, performance and enforcement shall be governed by and construed, interpreted and enforced in accordance with the internal laws of the State of New York, without regard to conflicts of laws principles thereof. Any legal suit, action or proceeding arising out of or relating to this Agreement may at the instituting party’s option be instituted in any Federal Court in the City of New York, County of New York, pursuant to Section 5-1402 of the New York General Obligations Law and each party hereto waives any objections which it may now or hereafter have based on venue and/or forum non convenient of any such suit, action or proceeding, and each party hereto hereby irrevocably submits to the jurisdiction of any such court in any suit, action or proceeding.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: outweighed by the danger of unfair prejudice.” Fed.R.Evid. 403. While Colon does not fault the District Court for permitting Phock and Lam to testify that he had admitted possessing the gun, he argues that the additional information that he planned to shoot Face would only inflame the jury. Because the District Court explained its evidentiary ruling on the record, we review that ruling for abuse of discretion. United States v. Murray, 103 F.3d 310, 318 (3d Cir.1997). Colon cannot show such an abuse, for as we have previously held, a motive to commit gun violence may be properly admitted in a prosecution for unlawful possession of a firearm: The Dissent questions whether motive is “relevant in a case such as this ... [because] we are not faced with a situation where answering ‘w r.2003) (<HOLDING>). In light of our precedent holding that Options: A. holding that there was sufficient probable cause to search a defendants residence after evidence of drug dealing was found in his car during a traffic stop that was conducted when the defendant was coming from his residence and noting that under such circumstances a practical commonsense conclusion could be made that the drugs and money had been at the defendants residence a short time before the stop B. holding evidence of sexual assault relevant to show defendants motive in kidnapping victim C. holding that evidence that defendants residence was a drug house was relevant because it gave weems a motive to have the gun on him D. holding direct testimony tying a defendant to a gun was not required when the gun was found in the defendants truck and when the defendant had both ammunition for the gun and a rack in which it could have been kept E. holding extrinsic evidence of defendants motive to possess gun inadmissible where defendant did not contest the issue of motive

assistant: The best answer is C. holding that evidence that defendants residence was a drug house was relevant because it gave weems a motive to have the gun on him
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: decision was therefore not “contrary to” the governing legal principles set forth in our cases. Andrade’s sentence also was not materially indistinguishable from the facts in Solem. The facts here fall in between the facts in Rummel and the facts in Solem. Solem involved a sentence of life in prison without the possibility of parole. 463 U. S., at 279. The defendant in Rummel was sentenced to life in prison with the possibility of parole. 445 U. S., at 267. Here, Andrade retains the possibility of parole. Solem acknowledged that Rummel would apply in a “similar factual situation.” 463 U. S., at 304, n. 32. And while this case resembles to some degree both Rummel and Solem, it is not materially indistinguishable from either. Cf. Ewing v. California, ante, at 40 (Breyer, J., dissenting) (<HOLDING>). Consequently, the state court did not Options: A. recognizing difference between tolling and equitable estoppel B. recognizing conflict between circuits C. recognizing distinction between tolling and estoppel D. recognizing a twilight zone between solem and rummel E. recognizing possible conflict between the cases

assistant: The best answer is D. recognizing a twilight zone between solem and rummel
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 Plan shall be effective as of September 28, 2011, subject to the approval of the Plan by the Company’s shareholders within one year after the Effective Date. Any awards granted under the Plan prior to such approval shall be effective when made (unless otherwise specified by the Committee at the time of grant), but shall be conditioned upon, and subject to, such approval of the Plan by the Company’s shareholders and no awards shall vest or otherwise become free of restrictions prior to such approval.

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 legal provision and list the applicable contract clause categories. Provision: The following provisions survive the expiration or termination of the Employment Period and the Term (including any termination by reason of Executive’s breach of this Agreement): Section6.5 , Article 8 , and this Article 9 .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Except for the security interest granted to the Administrative Agent for the ratable benefit of the Secured Parties pursuant to this Agreement and the other Liens permitted to exist on the Collateral by the Credit Agreement, the Pledgors own each item of the Collateral free and clear of any and all Liens or claims of others. No financing statement or other public notice with respect to all or any part of the Collateral is on file or of record in any public office, except such as have been filed in favor of the Administrative Agent, for the ratable benefit of the Secured Parties, pursuant to this Agreement or as are permitted by the Credit Agreement.

assistant: Titles
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 failure on the part of any Lender or the Administrative Agent to exercise, and no delay by any such Person in exercising, any right, remedy, power or privilege hereunder shall operate as a waiver thereof; nor shall any single or partial exercise of any such right preclude any other or further exercise thereof or the exercise of any other right, remedy, power or privilege. The rights, remedies, powers and privileges herein provided in this Agreement are cumulative and not exclusive of any rights, remedies, powers and privileges provided by 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: The Company shall to the extent permitted and required by law, indemnify and hold Executive harmless from costs, expense or liability arising out of or relating to any acts or decisions made by Executive in the course of his employment to the same extent the Company indemnifies and holds harmless other officers and directors of the Company in accordance with the Company’s established policies. This indemnity shall include, without limitation, advancing Executive attorneys’ fees to the fullest extent permitted by applicable law. The Company agrees to continuously maintain directors and officers’ liability insurance with reasonable limits of coverage at least equal to those in effect on the Commencement Date (as defined in the Original Employment Agreement) (unless Executive has voted in favor of a reduction in such coverage as a member of the Board of Directors or has implemented a reduction in his capacity as an executive officer of the Company without a vote of the Board of Directors) and to include Executive within said coverage while Executive is employed by the Company and for at least six (6) years after the termination of Executive’s employment by the Company.

assistant: Indemnity
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: use , reproduction , modification , distribution or storage of any content for other than personal , non-commercial use is expressly prohibited without prior written permission from vivino , or from the copyright holder identified in such content 's copyright notice , as applicable .

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: under the voluntariness standard of Haynes v. Washington. The government responded to Seale’s motion on April 16, 2007. It also argued that the voluntariness standard of Haynes v. Washington applied. However, the government specifically averred that the Miranda rule did not apply, and for the first time, cited Johnson v. New Jersey. I feel it necessary to draw attention to the following passage from the government’s response: Defendant appears to recognize that Miranda v. Arizona, 384 U.S. 436, 86 S.Ct. 1602, 16 L.Ed.2d 694 (1966), was not decided until two years after Seale made the admission in this case, and that the procedural safeguards afforded by that decision are therefore not applicable here. Johnson v. New Jersey, 384 U.S. 719, 732, 86 S.Ct. 1772, 16 L.Ed.2d 882 (1966) (<HOLDING>); Frazier v. Cupp, 394 U.S. 731, 738, 89 S.Ct. Options: A. holding that apprendi does not apply retroactively B. holding that because apprendi does not apply retroactively neither does blakely C. holding that 523a13 does not apply retroactively D. holding miranda decision does not apply retroactively E. holding on collateral review that miranda rule did not apply to confession because petitioner was tried before miranda decision

assistant: The best answer is D. holding miranda decision does not apply retroactively
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: Halo shall promptly submit to Client a written description of all Inventions generated or derived by or on behalf of Halo or any of its employees, contractors or agents in the course of performing the Manufacturing Services, including any Client Inventions and Broader Intellectual Property Rights. Client may disclose Broader Intellectual Property Rights in any patent application claiming Client Inventions, as Client may reasonably require to support the claimed subject matter of such patent application, subject to Halo’s prior written approval, which shall not be unreasonably withheld or delayed.

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 legal provision and list the applicable contract clause categories. Provision: Holdings and the Borrowers, each other Loan Party (by its execution of the Loan Documents to which it is a party), the Administrative Agent and each Lender acknowledges that each of them has had the benefit of legal counsel of its own choice and has been afforded an opportunity to review the Loan Documents with its legal counsel and that the Loan Documents shall be construed as if jointly drafted by the parties thereto.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that neither the Borrower nor any other Credit Party may assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of the Administrative Agent and each Lender, and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an assignee in accordance with the provisions of subsection (b) of this Section 11.10, (ii) by way of participation in accordance with the provisions of subsection (d) of this Section 11.10, or (iii) by way of pledge or assignment of a security interest subject to the restrictions of subsection (e) of this Section 11.10 (and any other attempted assignment or transfer by any party hereto shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section 11.10 and, to the extent expressly contemplated hereby, the Related Parties of each of the Administrative Agent and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.

assistant: Successors
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: arrest was proper); Michigan v. Thomas, 458 U.S. 259, 261, 102 S.Ct. 3079, 73 L.Ed.2d 750 (1982) (“It is thus clear that the justification to conduct such a warrantless search does not vanish once the car has been immobilized.”); Chambers v. Maroney, 399 U.S. 42, 52, 90 S.Ct. 1975, 26 L.Ed.2d 419 (1970) (concluding officers , 740-41 (1973) (finding officers’ decision to scrape carbon residue from tailpipe of defendant’s vehicle at impoundment lot without a warrant was permissible where officers had probable cause to believe defendant was involved in double murder case and similar carbon residue was found at the crime scene). Moreover, the case law in our state appears to support the admissibility of the evidence. Cf. State v. Lemacks, 275 S.C. 181, 183-84, 268 S.E.2d 285, 286 (1980) (<HOLDING>). As a consequence, even if a procedural defect Options: A. holding that where a qualified drug dog alerts to the presence of contraband in a vehicle officers have probable cause to search the vehicle B. holding police officers were justified in impounding and conducting inventory search which extended to the trunk of the vehicle where vehicle was abandoned and believed to contain stolen goods C. holding that after making an arrest of the driver of a vehicle the police may search the passenger compartment of the vehicle D. holding automobile exeeption did not apply to warrantless search of vehicle where vehicle was not readily mobile because the vehicle was legally parked in parking lot occupants of vehicle were seated on a bench in the playground near the parking lot police officers surrounded the vehicle and the driver of the vehicle was handcuffed for safety purposes E. holding that even though an inventory search was invalid the vehicle was properly impounded

assistant: The best answer is B. holding police officers were justified in impounding and conducting inventory search which extended to the trunk of the vehicle where vehicle was abandoned and believed to contain stolen goods
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 disclosed in the SEC Filings, there are no pending actions, suits or proceedings against or affecting the Company, its Subsidiaries or any of its or their properties; and to the Company’s Knowledge, no such actions, suits or proceedings are threatened or contemplated..

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: to encroach upon the jury’s traditional domain. Villalon, 956 N.E.2d at 704. The court further determined that its juvenile waiver statute did not implicate Apprendi's “core concerns”: [T]he waiver statute does not set forth the elements of an offense, does not provide for a determination of guilt or inno cence, and is not directed to consequences after adjudication of guilt. It does not provide a sentencing enhancement correlated with the State’s proof of a particular fact. Accordingly, we conclude that the statute does not implicate the core concerns of Apprendi. Villalon, 956 N.E.2d at 704. Thus, the court rejected the defendant’s contention that he was entitled to have a jury determine the facts supporting the juvenile court’s waiver of jurisdiction. Villalo 919 (Ct. App. 2003) (<HOLDING>); People v. Beltran, 327 Ill. App. 3d 685, Options: A. holding that although the juvenile restitution statute does not expressly require the juvenile court to determine whether the juvenile has the ability to pay the restitution ordered as a condition of probation the policies underlying the adult restitutions command that a trial court make such an inquiry applies with equal force to juvenile courts B. holding that decision to sentence juvenile as an adult subject to abuse of discretion review C. holding that statute allowing for transfer of juvenile to adult criminal court does not implicate apprendi because the judges transfer determination does not subject the juvenile to enhanced punishment it subjects the juvenile to the adult criminal justice system D. holding that apprendi does not apply to juvenile waiver hearings because the applicable statute does not involve guilt or innocence but involves the determination of which system will be appropriate for a juvenile offender E. recognizing that the question of whether the interest of justice is served by the transfer of a juvenile for adult prosecution is a decision within the broad discretion of the district court

assistant: The best answer is C. holding that statute allowing for transfer of juvenile to adult criminal court does not implicate apprendi because the judges transfer determination does not subject the juvenile to enhanced punishment it subjects the juvenile to the adult criminal justice system
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: Schedule 3.14 sets forth a description of all insurance maintained by or on behalf of the Loan Parties and their Subsidiaries as of the Effective Date. As of the Effective Date, all premiums due and owing in respect of such insurance have been paid. The Loan Parties believe that the insurance maintained by or on behalf of the Loan Parties and their Subsidiaries is adequate and is customary for companies engaged in the same or similar businesses operating in the same or similar locations.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Borrower shall promptly give notice in writing to Lender of: (a) any litigation pending or threatened against Borrower which is materially adverse to Borrower or the Property; (b) the occurrence of any breach or default in the payment or performance of any obligation owing by Borrower to any person or entity, other than Lender; (c) any change in the name of Borrower, and in the case of a Borrower which is an organization, any change in its identity or organizational structure; (d) any uninsured or partially uninsured loss through fire, theft, liability damage; or (e) any termination or cancellation of any insurance policy which Borrower is required herein to maintain.

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 legal provision and list the applicable contract clause categories. Provision: The execution and delivery of this Agreement by the Company and the consummation of the transactions contemplated hereby and thereby will not conflict with or result in any violation of or default (with or without notice or lapse of time, or both) under, or give rise to a right of termination, cancellation or acceleration of any obligation or to a loss of a material benefit under (i) any provision of the Certificate of Incorporation or Bylaws of the Company or (ii) any agreement or instrument, permit, franchise, license, judgment, order, statute, law, ordinance, rule or regulations applicable to the Company or its properties or assets, except in the case of clause (ii) to the extent that such violations and defaults would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the Company and its properties and assets.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement shall automatically terminate upon the earlier of (i) immediately prior to the consummation of the Company’s IPO; (ii) the consummation of a Deemed Liquidation Event (as defined in the Articles of Incorporation, as amended), (iii) upon the affirmative vote or written consent of all of the Stockholders of the Company; and (iv) in the event there shall only be one (1) holder of all the issued and outstanding Capital Stock of the Company.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: on the Miller Act payment bond based on the unsatisfied “pay if and when paid” clause in the Subcontract Agreement would prevent Walton from exercising its rights in accordance with the express terms of the Miller Act. It would, in effect, transform Walton’s agreement concerning Weststar’s contractual obligations into an implied waiver of Walton’s rights under the Miller Act. Thus, the validity of Defendants’ defense depends on whether the “pay when and if paid” clause constitutes a valid waiver of Walton’s Miller Act rights. We conclude that it does not. In Youngstown Welding & Engineering v. Travelers Indemnity Co., 802 F.2d 1164 (9th Cir.1986), we held that “federal courts have been uniform in their insistence that a waiver be clear and explicit.” I 38 S.Ct. 250, 62 L.Ed. 703 (1918) (<HOLDING>). 2 . Dismissing this defense to liability in a Options: A. holding under the predecessor statute to the miller act that the cost of food clothing and lodging for laborers is recoverable under the terms of the miller act B. holding that the cost of capital equipment is not recoverable under the terms of the miller act C. holding that lost profits are not recoverable under the terms of the miller act D. holding that freight and transportalion charges are not recoverable under the terms of the miller act E. holding that injuries suffered by laborers are not recoverable under the terms of the miller act

assistant: The best answer is A. holding under the predecessor statute to the miller act that the cost of food clothing and lodging for laborers is recoverable under the terms of the miller act
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: nonprofits , and not airbnb , are responsible for determining what , if any , portion of their listing fee is a charitable contribution and for providing guests charitable tax receipts for any applicable charitable contributions .

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: SpinCo shall reimburse Parent for reasonable out-of-pocket costs and expenses incurred by Parent or any of its Subsidiaries in connection with providing the Services (including reasonable travel-related expenses) to the extent that such costs and expenses are not reflected in the Charges for such Services; provided , however , that any such cost or expense in excess of ten thousand dollars ($10,000.00) that is not consistent with Parent’s historical practice for any individual Service (including business travel and related expenses) shall require advance written approval of SpinCo; provided , further , that if SpinCo does not provide such advance written approval and the incurrence of such cost or expense is reasonably necessary for Parent to provide such Service in accordance with the standards set forth in this Agreement, Parent shall not be required to perform such Service. Any authorized travel-related expenses incurred in performing the Services shall be incurred and charged to SpinCo in accordance with Parent’s then-applicable business travel policies.

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: As consideration for our commitment hereunder and the Arranger’s agreement to perform the services described herein, you agree to pay (when due and payable) the non-refundable fees set forth in the Term Sheet and in the Fee Letter delivered herewith from MSSF to you relating to the Facility and dated the date hereof (the “ Fee Letter ”).

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement has been validly executed and delivered by MMT and, assuming the due execution and delivery hereof by DCG, constitutes a valid and binding obligation of MMT, enforceable against MMT in accordance with its terms, except to the extent such enforceability may be limited by (i) bankruptcy, insolvency, reorganization, moratorium or other similar laws of general applicability affecting or relating to enforcement of creditors’ rights generally, and (ii) general equitable principles (regardless of whether such enforceability is considered in equity or at law).

assistant: Binding Effects
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 opportunity to substantiate [their] claims of the privilege^] and the court is able to consider the questions asked and the documents requested.” Id. at 1355; see also United States v. Nixon, 418 U.S. 683, 714, 94 S.Ct. 3090, 3110, 41 L.Ed.2d 1039 (1974); In re Grand Jury Subpoena, 831 F.2d 225, 227-28 (11th Cir.1987). The bankruptcy court’s procedure contemplates the appellants’ initial production of redacted documents and submission to questioning at a discovery deposition, during which appellants could refuse to answer appellee’s questions on the basis of privilege, followed by the court’s in camera review of the redacted material, unanswered questions, and responses proffered under seal. This procedure is well accepted in the context of grand jury subpoenas. See id. at 227 (<HOLDING>) (quotation omitted). The procedure set out by Options: A. recognizing general requirement that subpoenaed taxpayer must present himself with his records for questioning and as to each question and each record elect to raise or not raise the defense of selfincrimination B. holding that a defendant who fails to raise a specific issue as the basis for suppression in a motion to suppress to the district court has waived the right to raise that issue on appeal C. recognizing that the cpapermits a general denial but explaining that a general denial does not raise an issue as to a purported corporate defendants legal existence the defendant must raise such issue by direct negative averment to avoid waiver D. holding defense crossexamination did not raise issue of intent or identity E. holding that a petitioner must raise each category of relief to the agency before subsequently raising it in this court

assistant: The best answer is A. recognizing general requirement that subpoenaed taxpayer must present himself with his records for questioning and as to each question and each record elect to raise or not raise the defense of selfincrimination
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: or grant a new trial or correct the sentence as may appear appropriate.” 28 U.S.C. § 2255 (1949). Petitioner attacked his sentence when he filed his § 2255 motion and since the sentence was based on his plea of guilty to both § 924(c) and the conspiracy charge, it can be considered the aggregate of the interdependent convictions. See United States v. Clements, 86 F.3d 599 (6th Cir.1996) (recognizing that interdependence of convictions leads to a single sentencing package). Therefore, re-sentencing, as used in § 2255, “requires the court to reexamine the aggregate sentence thus allowing it to enhance the sentences on the other convictions as appropriate.” Mayes, 937 F.Supp. at 661 citing Merritt, 930 F.Supp. at 1114. See also United States v. Tucker, 90 F.3d 1135, 1143-44 (6th Cir.1996) (<HOLDING>). As stated by the First Circuit: [Wjhen a Options: A. holding that reversal of the 924c convictions under bailey means that the government may now seek such enhancements under 2dllbl B. holding that in relation to is an element of 18 usc 924c C. holding that prior convictions are merely sentencing enhancements rather than elements of the offense D. holding that the categorical approach applies to 924c E. holding that multiple convictions under 924c cannot be based on offenses forming a single unit of prosecution

assistant: The best answer is A. holding that reversal of the 924c convictions under bailey means that the government may now seek such enhancements under 2dllbl
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 acknowledge that, for any Product that a Company Purchaser buys from Macquarie without a Company Purchase Agreement, title and risk of loss to such Product shall pass to such Company Purchaser as such Product leaves the relevant outlet flange or other delivery point at which delivery is made to such Company Purchaser, at which point such Company Purchaser may further transfer title and risk of loss to such Product without restriction hereunder.

assistant: Titles