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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: that Plaintiffs Complaint is untimely. As already noted, it is undisputed that the Union convened plant employees at a meeting on December 20, 2001 to discuss the two-year extension to the Collective Bargaining Agreement. Plaintiff did not attend that meeting. On May 17, 2002, Plaintiff filed a charge with the NLRB asserting a claim arising out of the same facts alleged here. Obviously, then, Plaintiff was aware of the facts giving rise to this cause of action by May 17th at the latest. The present Complaint, however, was filed on August 9, 2004, well over two years after that date. Accordingly, Plaintiffs claims under 101(a)(1) and 101(a)(2) are untimely under the applicable statute of limitations. See Burd v. New Jersey Tel. Co., 149 N.J.Super. 20, 30, 372 A.2d 1355 (App.Div.1977) (<HOLDING>), affd, 76 N.J. 284, 386 A.2d 1310 (1978). That Options: A. holding accrual of cause of action for purposes of statute of limitations occurs on the date on which the right to institute and maintain a suit first arises B. holding that the cause of action accrued on the date of sale C. holding that a single cause of action arises out of the same set of facts D. holding that for statute of limitations purposes the injury in a section 10b action occurs at the time of plaintiffs entry into purchase agreement not on later date when plaintiffs failed to receive expected payment E. holding that accrual date begins to run on the date the employee is notified unambiguously of the adverse employment action

assistant: The best answer is A. holding accrual of cause of action for purposes of statute of limitations occurs on the date on which the right to institute and maintain a suit first arises
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 the circuit of his residence. 8 U.S.C. § 1105a(a)(2). Morel’s residence prior to his arrest was in Paterson, New Jersey, and apparently he returned to his home in New Jersey following his release from INS custody. The INS nonetheless suggests that this court should review the reasonableness of the BIA’s decision in light of Fifth Circuit law, because that was the jurisdiction in which the case arose. While it may be anomalous that there could be differing circuit law governing a federal agency’s application of a uniformly applicable federal statute where two circuits have potential connection with the case, all of the other appellate courts confronted with a similar situation have applied the law of their own circuits. See Rosendo-Ramirez v. INS, 32 F.3d 1085, 1091-94 (7th Cir.1994)(<HOLDING>); Maldonado-Cruz v. Dept. of Imm. & Options: A. holding that in cases of a false conflict of law a court may apply the law of the forum state B. holding that lack of standing cannot be waived and may be raised for the first time by an appellate court on its own motion C. holding that federal courts presiding over causes of action created by state law should apply state substantive law but federal procedural law D. holding that lack of justiciable interest resulted in lack of standing to pursue claim and that lack of standing deprived the trial court of jurisdiction to act E. holding court was obliged to apply its own law despite problems created by lack of uniformity in application of immigration laws

assistant: The best answer is E. holding court was obliged to apply its own law despite problems created by lack of uniformity in application of immigration 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: interrogation was proper (and his confession admissible) unless he subsequently advised the agents that he was invoking his right to an attorney. See Edwards v. Arizona, 451 U.S. 477, 485, 101 S.Ct. 1880, 68 L.Ed.2d 378 (1981); Davis v. United States, 512 U.S. 452, 458-59, 114 S.Ct. 2350, 129 L.Ed.2d 362 (1994); see generally Miranda v. Arizona, 384 U.S. 436, 86 S.Ct. 1602, 16 L.Ed.2d 694 (1966). The test of whether one has invoked the right to counsel is objective, Davis, 512 U.S. at 458-59, 114 S.Ct. 2350 (1987) (citing Connecticut v. Barrett, 479 U.S. 523, 529, 107 S.Ct. 828, 93 L.Ed.2d 920 (1987)), requiring the suspect to “articulate his desire to have counsel present sufficiently clearly that a reasonable police officer in the circumstances would understand the stat 0th Cir.2002) (<HOLDING>); United States v. Zamora, 222 F.3d 756, 766 Options: A. holding that accuseds request for counsel was equivocal when he read the statement on the miranda waiver form i do not want a lawyer at this time immediately said yes i do then read the remainder of the form aloud and signed the waiver of rights B. holding that a defendants statement that he did not want to talk about what he did the night before but was willing to talk about lighter subjects was not an unequivocal invocation of his right to remain silent in part because the defendant previously exhibited willingness to talk with police C. holding suspects contradictory answers on miranda waiver form that he would answer questions without an attorney and that he wanted to talk to a lawyer to be ambiguous D. holding maybe i should talk to a lawyer to be ambiguous E. holding i might want to talk to an attorney to be ambiguous

assistant: The best answer is C. holding suspects contradictory answers on miranda waiver form that he would answer questions without an attorney and that he wanted to talk to a lawyer to be ambiguous
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 court’s approval, that certain information and documents exchanged during discovery and throughout the proceedings shall be deemed confidential. This confidential material would be excluded from public inspection and may only be made available to specific persons directly involved with the case. Having examined the submissions, the motion for a protective order is DENIED without prejudice. The court recognizes the parties’ concern in keeping particular information confidential due to the sensitive nature of items such as trade secrets and customer lists. Nevertheless, the court is also required to balance that concern with that of the general rule of open, public proceedings within the United States court system. See Nixon v. Warner Communications, Inc., 435 U.S. 589, 597 (1978) (<HOLDING>). Due to the significant nature of this issue, Options: A. holding that records relating to a student court were not education records B. recognizing a general right to inspect and copy public records and documents including judicial records and documents C. recognizing that first amendment provides qualified right of access to judicial documents D. recognizing common law right of access to judicial documents E. holding that municipal court records were admissible under official records or public documents exception

assistant: The best answer is B. recognizing a general right to inspect and copy public records and documents including judicial records and documents
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: questions whether we have jurisdiction over CTF’s cross-appeal of the District Court’s stay, and has moved to dismiss CTF’s appeal for lack of subject-matter jurisdiction. Marriott argues that the stay is not a final order and is therefore not appealable. We agree that a stay is usually not a final order because it provides only a temporary respite from litigation. Marcus v. Twp. of Abington, 38 F.3d 1367, 1370 (3d Cir.1994). However, when a stay amounts to an effective dis missal of the underlying suit, it may be subjected to appellate review. Cheyney State Coll. Faculty v. Hufstedler, 703 F.2d 732, 735 (3d Cir.1983) (citing Moses H. Cone Hosp. v. Mercury Constr. Corp., 460 U.S. 1, 103 S.Ct. 927, 74 L.Ed.2d 765 (1983)); see also United States v. Spears, 859 F.2d 284, 287 (3d Cir.1988) (<HOLDING>). We have also recognized that an indefinite Options: A. holding a trial judges unappealed procedural rulings become the law of the case B. holding that the district court should not have exercised pendent party jurisdiction over the husbands loss of consortium claim and therefore the jurys verdict in his favor had to be reversed C. holding that consideration of a moot case was not required when there was no award of attorneys fees that would be affected by appellate review and the issue has not been preserved for appeal D. holding that appellate review was effectively foreclosed unless we exercised pendent jurisdiction because the issues would become moot and untouchable because of the procedural limbo in which the decision placed the case E. holding that issues as to whether declaratory relief should be granted had become moot and would be dismissed for lack of jurisdiction but that under hallman the entire appeal was not moot because there still was a live controversy as to whether appellee was entitled to recover attorneys fees under the declaratory judgments act and therefore issues regarding attorneys fees were not moot and would be decided

assistant: The best answer is D. holding that appellate review was effectively foreclosed unless we exercised pendent jurisdiction because the issues would become moot and untouchable because of the procedural limbo in which the decision placed the case
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: Owner may exercise its right to terminate this Agreement pursuant to Section 3.2(a) above by delivering written notice to Manager of its intent to terminate this Agreement (“Owner’s Termination Notice”) at any time within one hundred twenty (120) days after Owner’s receipt of (i) the Year End Statements; and (ii) the reported financial statements (or other financial information required for determination of the Performance Test if such reported financial statements are not available) for the Performance Competitive Set (together with the Year End Statements, the “Performance Test Data”). If Manager fails to timely exercise its right to cure under Section 3.2(c) below, Owner may terminate this Agreement on the date specified in Owner’s Termination Notice (subject to Manager’s obligation to provide Transition Services in accordance with this Agreement) which termination date shall in no event be less than thirty (30) days after Manager’s receipt of Owner’s Termination Notice. Owner’s Termination Notice shall include a reasonably detailed description and accounting of Manager’s failure to meet the Performance Test.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Each Loan Party and each Subsidiary of the Loan Parties is in compliance in all material respects with the requirements of all laws and all orders, writs, injunctions and decrees applicable to it or to its properties, except in such instances in which (a) such requirement of law or order, writ, injunction or decree is being contested in good faith by appropriate proceedings diligently conducted or (b) the failure to comply therewith, either individually or in the aggregate, could not reasonably be 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: Participant and Tiffany agree that any and all disputes arising out or relating to the interpretation or application of this instrument, including any dispute concerning whether any conduct is in violation of Section 2 or 3 above, shall be subject to arbitration in New York, New York, under the then existing Commercial Arbitration Rules of the American Arbitration Association. Arbitration proceedings shall be conducted by three arbitrators. Without limit to their general authority, the arbitrators shall have the right to order reasonable discovery in accordance with the Federal Rules of Civil Procedure. The final decision of the arbitrators shall be binding and enforceable without further legal proceedings in court or otherwise, provided that either party to such arbitration may enter judgment upon the award in any court having jurisdiction. The final decision arising from the arbitration shall be accompanied by a written opinion and decision which shall describe the rational underlying the award and shall include findings of fact and conclusions of law. The cost of such arbitration shall be borne equally by the parties and each party to the arbitration shall bear its own attorney’s fees. Notwithstanding any provision in this Section 7, the requirement to arbitrate disputes shall not apply to any action to enforce this instrument by means of temporary or permanent injunction or other appropriate equitable relief.

assistant: Arbitration
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 Guaranty may be executed in any number of counterparts, each of which shall be effective only upon delivery and thereafter shall be deemed an original, and all of which shall be taken to be one and the same instrument, for the same effect as if all parties hereto had signed the same signature page. Any signature page of this Guaranty may be detached from any counterpart of this Guaranty without impairing the legal effect of any signatures thereon and may be attached to another counterpart of this Guaranty identical in form hereto but having attached to it one or more additional signature pages. It shall not be necessary in making proof of this Guaranty to produce or account for more than one such counterpart for each of the parties hereto. Delivery by facsimile or electronic transmission by any of the parties hereto of an executed counterpart of this Guaranty shall be as effective as an original executed counterpart hereof and shall be deemed a representation that an original executed counterpart hereof will be delivered. Each counterpart hereof shall be deemed to be an original and shall be binding upon all parties, their successors and assigns.

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

user: The receiving party will not disclose any of the disclosing party's Confidential Information to any employees or to any third parties except to the receiving party's employees, parent company and majority-owned subsidiaries who have a need to know and who agree to abide by nondisclosure terms at least as comprehensive as those set forth herein: provided that the receiving party will be liable for breach by any such entity.

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: The financial statements (the “ Financial Statements ” of the Company included in the SEC Reports, including in each case the related notes thereto, (i) are in accordance with the books and records of the Company, (ii) are correct and complete in all material respects, (iii) present fairly the financial position and results of operations of the Company as of the respective dates indicated (subject, in the case of unaudited statements, to normal, recurring adjustments, none of which were material) and (iv) have been prepared in accordance with generally accepted accounting principles applied on a consistent basis (“ GAAP ”). As of their respective dates, the Financial Statements complied as to form in all material respects with applicable accounting requirements and the published rules and regulations of the SEC with respect thereto.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: (a) Except as specifically provided in Section 18(d), no provisions of this Agreement may be modified, waived or discharged unless such modification, waiver or discharge is agreed to in writing signed by Executive and Olin. No waiver by either party hereto at any time of any breach by the other party hereto of, or compliance with, any condition or provision of this Agreement to be performed by such other party shall be deemed a waiver of similar or dissimilar provisions or conditions at the same or at any prior or subsequent time.

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: Neither this Agreement nor any uncertainty or ambiguity herein shall be construed against the Lender Group or any Borrower, whether under any rule of construction or otherwise. On the contrary, this Agreement has been reviewed by all parties and shall be construed and interpreted according to the ordinary meaning of the words used so as to accomplish fairly the purposes and intentions of all parties hereto. Nothing contained herein or in any other Loan Document shall be deemed an admission or agreement by any member of the Lender Group that the Trucking Arrangement itself gives the Tenant an enforceable right or easement to use the Closing Date Owned Real Property in South Dakota.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: transcript has the same character as the act of denying a debtor the opportunity to register for class or to graduate, as it deprives a student of a service that would be available to her were she not a debtor ...” Id. at 534. Numerous courts have examined the issue whether an educational institution violates the automatic stay when it withholds a debtor’s transcript due to an outstanding tuition balance or student loan debt. “The majority view is that the withholding of a debtor’s transcript because of an outstanding tuition balance or unpaid student loans violates the automatic stay.” In re Moore, 407 B.R. 855, 860 (Bankr.E.D.Va.2009) (citing In re Mu’min, 374 B.R. 149, 155 (Bankr.E.D.Pa.2007)); Parker, 334 B.R. at 534-36; see also In re Carson, 150 B.R. 228, 231 (Bankr.E.D.Mo.1993) (<HOLDING>). ANALYSIS Based on the foregoing, the Court Options: A. holding that the denial of a motion to find a violation of the automatic stay was a final order B. holding judgment in violation of automatic stay void C. holding that university violated the automatic stay by withholding chapter 7 debtors transcripts because the debts were not yet determined nondischargeable D. holding that creditors failure to voluntarily turn over property lawfully seized prepetition constituted violation of automatic stay E. holding that a college withholding delivery of transcripts due to an outstanding prepetition debt is an act to collect in violation of the automatic stay

assistant: The best answer is E. holding that a college withholding delivery of transcripts due to an outstanding prepetition debt is an act to collect in violation of the automatic stay
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: For purposes of determining Lenders’ obligations to fund or participate in Loans or Letters of Credit, Agent may exclude the Revolver Commitments and Loans of any Defaulting Lender(s) from the calculation of Applicable Percentages. A Defaulting Lender shall have no right to vote on any amendment, waiver or other modification of a Loan Document, except as provided in Section 14.1.1(c) .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Offeree and Owner may not voluntarily or by operation of law assign or transfer any right, interest or obligation hereunder without the other party’s express prior written consent, which consent may be given or withheld in such party’s sole discretion for any reason whatsoever.

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: If any court of competent jurisdiction holds any provision of this Agreement invalid or unenforceable, the other provisions of this Agreement shall remain in full force and effect. The Parties further agree that if any provision contained herein is, to any extent, held invalid or unenforceable in any respect under the Laws governing this Agreement, they shall take any actions necessary to render the remaining provisions of this Agreement valid and enforceable to the fullest extent permitted by Law and, to the extent necessary, shall amend or otherwise modify this Agreement to replace any provision contained herein that is held invalid or unenforceable with a valid and enforceable provision giving effect to the intent of the Parties to the greatest extent legally permissible.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: Thus, facilitation of aggravated burglary presents a risk of physical injury sufficient to be classified as a “violent felony.” Sawyers, relying on United States v. Pazzanese, 982 F.2d 251 (8th Cir.1992), argues that criminal facilitation is never a “violent felony” under the ACCA. Although Sawyers commingles the arguments, there are essentially two components to this claim: first, because of the categorical approach, facilitation crimes cannot be classified as a “violent felony” based on the underlying crime; and second, facilitation does not meet the inherent mens rea requirement in the ACCA. The first argument is quickly disposed of. First, criminal facilitation in Tennessee requires the government to show that the underlying crime actually occurred. See Parker, 932 S.W.2d at 951 (<HOLDING>)(fodtnote omitted); see also State v. Virges, Options: A. holding that proof of an agreement to commit a felony is not a necessary element in a conviction for the commission of the felony B. holding that for facilitation of a felony the state must prove the commission of a specified felony and the assistance the accused gave to the person committing the specified felony C. holding that drug felony under state law can constitute an aggravated felony for federal sentencing guidelines purposes even if the same conduct would not constitute a felony under federal law D. holding that reversal of conviction for felony murder was required where jury failed to find the defendant guilty of the underlying felony as essential element of the felony murder offense E. holding the state must prove that at the time of the homicide the defendant was engaged in the commission of the felony

assistant: The best answer is B. holding that for facilitation of a felony the state must prove the commission of a specified felony and the assistance the accused gave to the person committing the specified felony
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 Lender hereby authorizes the Administrative Agent to release any collateral that is permitted to be sold or released pursuant to the terms of the Term Loan Documents. Each Lender hereby authorizes the Administrative Agent to execute and deliver to the Borrower, at the Borrower’s sole cost and expense, any and all releases of Liens, termination statements, assignments or other documents reasonably requested by the Borrower in connection with any sale or other disposition of Property to the extent such sale or other disposition is permitted by the terms of Section 9.12 or is otherwise authorized by the terms of the Term Loan Documents, provided that the Borrower shall deliver to the Administrative Agent a written certification by a Responsible Officer of the Borrower stating that such transaction is in compliance with the this Agreement and the other Term Loan Documents (and the Lenders by accepting the benefits hereof hereby authorize and direct the Administrative Agent to conclusively rely on such certification in performing its obligations under this Section 11.10).

assistant: Liens
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: exemption cannot be determined because Debtor has not estimated the value of his property or the value of the portion of the property listed as a “home site.” At best, Central States’ arguments impact only the extent that its lien may be avoided. They do not show that Debtor would not be entitled to avoid any portion of the lien and, thus, are not a basis for finding that reopening the case in order to file a motion to avoid Central States’ lien would be futile. Reopening as to Sunrise Sunrise, for its part, objects to Debtor’s motion on equitable grounds. It raises the equitable defense of laches, arguing that Debtor’s delay in seeking avoidance of its lien until after his case was closed has resulted in prejudice to Sunrise. See In re Dryja, 320 B.R. 650, 652-53 (Bankr.N.D.Ohio 2005) (<HOLDING>); In re Tarkington, 301 B.R. at 506-07 (same); Options: A. recognizing laches as an equitable defense to a motion to reopen B. holding that where defense of laches was not pleaded denial of equitable relief on grounds of laches was error C. holding that laches is an affirmative defense D. holding that equitable defense of laches is inapplicable to claims of fraud E. recognizing laches as an affirmative defense

assistant: The best answer is A. recognizing laches as an equitable defense to a motion to reopen
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 not a person who’s facing extradition can waive their right to fight extradition?” Carridine objected to this question, and the objection was sustained. Later, the State asked an investigator, “Are you aware whether or not extradition can be waived?” Carridine objected, and his objection was sustained on the ground of relevance. Finally, the State asked Carridine, “So did you legally fight [extradition] in Illinois?” Carridine responded that he fought extradition on the advice of counsel. In State v. Harris, upon which Carridine relies, we stated, “Questions by a prosecutor calculated to elicit or insinuate inadmissible and highly prejudicial character evidence and which are asked in the face of a clear trial court prohibition are not tolerable.” 521 N.W.2d 348, 354 (Minn.1994) (<HOLDING>). In this case, the State’s questions were not Options: A. holding on a criminal appeal that prior bad acts evidence is admissible to prove intent to commit the charged crime B. holding that the more similar the prior bad act is to the charged crime the more relevant the prior bad act becomes toward proving intent C. holding as to the admissibility of prior bad acts that allegedly took place fourteen and twelve years before the acts alleged in that case that the lapse of time between the defendants sexual acts goes to the weight of the evidence not to its admissibility D. holding admission of prior bad acts of child abuse was reversible error when the defendant did not have exclusive control over the children during the period when the prior bad acts occurred E. holding that the state committed prejudicial misconduct by exposing the jury to two inadmissible prior bad acts

assistant: The best answer is E. holding that the state committed prejudicial misconduct by exposing the jury to two inadmissible prior bad acts
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: 1129, 1132 (9th Cir.), cert. denied, 423 U.S. 1025, 96 S.Ct. 469, 46 L.Ed.2d 399 (1975); Douglass v. Glen E. Hinton Investments, Inc., 440 F.2d 912, 914 (9th Cir. 1971); Hecht v. Harris, Upham & Co., 283 F.Supp. 417, 438-39 (N.D.Cal.1968), modified on other grounds, 430 F.2d 1202, 1210 (9th Cir. 1970); Kamen & Co. v. Paul H. Aschkar & Co., 382 F.2d 689, 697 (9th Cir.), cert. granted, 390 U.S. 942, 88 S.Ct. 1021, 19 L.Ed.2d 1129, cert. dismissed, 393 U.S. 801, 89 S.Ct. 40, 21 L.Ed.2d 85 (1967); Jackson v. Bache & Co., Inc., 381 F.Supp. 71, 93-5 (D.C.1974). The Third Circuit is in accord. Rochez Bros., Inc. v. Rhoades, 527 F.2d 880, 884-86 (3d Cir. 1975); Thomas v. Duralite Co., Inc., 524 F.2d 577, 586 (3d Cir. 1975). Cf. Sharp v. Coopers & Lybrand, 457 F.Supp. 879, 890-91 (D.C.Pa.1978) (<HOLDING>). The Eighth Circuit would seem to be in Options: A. holding that rochez did not foreclose respondeat superior liability for brokerdealers for the fraudulent acts of their employees B. holding that employees violation of his employers policy against drinking on the job does not preclude liability under respondeat superior C. recognizing respondeat superior liability D. holding that employees defamatory statements made at work about matters relating to work were within the scope of their employment for purposes of respondeat superior and recognizing that californias respondeat superior doctrine imposes a broad rule of liability on employers E. holding that liability may not be predicated upon a theory of respondeat superior because a supervisor can be liable only for his own acts or omissions

assistant: The best answer is A. holding that rochez did not foreclose respondeat superior liability for brokerdealers for the fraudulent acts of their employees
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement will not be assigned by any party hereto by operation of Law or otherwise without the prior written consent of the other parties hereto, and, subject to the preceding clause, this Agreement and all of the provisions hereof shall be binding upon and shall inure to the benefit of the parties and their respective permitted assigns.

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: THIS CONSENT AND ANY CLAIMS, CONTROVERSY, DISPUTE OR CAUSE OF ACTION (WHETHER IN CONTRACT OR TORT OR OTHERWISE) BASED UPON, ARISING OUT OF OR RELATING TO THIS CONSENT AND THE TRANSACTIONS CONTEMPLATED HEREBY SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAW OF THE STATE OF GEORGIA WITHOUT REGARD TO CONFLICTS OF LAWS PRINCIPLES THEREOF .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Company and each of its Subsidiaries has taken all corporate, limited liability or other action required to execute, deliver and perform this Amendment and each other Document. All necessary consents, approvals and authorizations of any governmental or administrative agency or any other Person of any of the transactions contemplated hereby shall have been obtained and shall be in full force and effect. This Amendment and each other Document does not (i) contravene the terms of any of the Company’s Organization Documents, (ii) conflict with or result in any breach or contravention of, or the creation of any Lien under, or require any payment to be made under (x) any Contractual Obligation of the Company or its applicable Subsidiaries or (y) any material order, injunction, writ or decree of any Governmental Authority or any arbitral award to which the Company or any such Subsidiary is subject or (iii) violate any Legal Requirement.

assistant: Authorizations
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 Seller and the Guarantor shall timely file all tax returns that are required to be filed by them and shall timely pay and discharge all taxes, assessments and governmental charges or levies imposed on it or on its income or profits or on any of its property prior to the date on which penalties attach thereto, except for any such tax, assessment, charge or levy the payment of which is being contested in good faith and by proper proceedings and against which adequate reserves are being maintained.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: During the Term and thereafter, the Executive shall cooperate with the Company and its parents, subsidiaries and affiliates, upon the Company’s reasonable request, with respect to any internal investigation or administrative, regulatory or judicial proceeding involving matters within the scope of the Executive’s duties and responsibilities to the Company during the Term (including, without limitation, the Executive being available to the Company upon reasonable notice for interviews and factual investigations, appearing at the Company’s reasonable request to give testimony without requiring service of a subpoena or other legal process, and turning over to the Company all relevant Company documents which are or may come into the Executive’s possession during the Term); provided , however , that any such request by the Company shall not be unduly burdensome or interfere with the Executive’s personal schedule or ability to engage in gainful employment. In the event the Company requires the Executive’s cooperation in accordance with this Section 6(f), the Company shall reimburse the Executive for reasonable out-of-pocket expenses (including travel, lodging and meals and reasonable attorneys’ fees) incurred by the Executive in connection with such cooperation, subject to reasonable documentation.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Except for the fees and expenses due to Oppenheimer & Co. upon consummation of the Closing, the Sellers have not agreed or become obligated to pay, or has taken any action that might result in any Person claiming to be entitled to receive, any brokerage commission, finder’s fee or similar commission or fee in connection with any of the Transactions.

assistant: Brokers
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 provided in Paragraph 12(a) and (b) hereof, in the event of any dispute between any of the Released Parties and Executive relating to Executive’s employment with or separation from employment with Comerica, the terms of and the parties’ entry into this Agreement and/or breach of this Agreement, Executive and Comerica agree to submit the dispute, including any claims of discrimination under federal, state or local law by Executive, to final and binding arbitration pursuant to the provisions of Michigan statutory law and/or the Federal Arbitration Act, 9 U.S.C. Sec. 1 et seq. The arbitration shall be conducted by the National Center for Dispute Settlement or a similar organization mutually agreed to by the parties. The arbitration shall be before a single, neutral arbitrator selected by the parties.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement shall be governed by, construed, and enforced in accordance with the laws of the State of Delaware (excluding any conflict of laws rule or principle of Delaware law that might refer the governance, construction, or interpretation of this Agreement to the laws of another state). Any action or proceeding seeking to enforce any provision of, or based on any right arising out of, this Agreement shall be brought in the courts of the State of Texas, County of Dallas, or, if it has or can acquire jurisdiction, in the United States District Court for the Northern District of Texas, and each of the parties irrevocably submits to the exclusive jurisdiction of each such court in any such proceeding, waives any objection it may now or hereafter have to venue or convenience of forum, agrees that all claims in respect of the proceedings shall be heard and determined only in any such court and agrees not to bring any proceeding arising out of or relating to this Agreement in any other court.

assistant: Venues
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: There are no material (a) outstanding Judgments against Buyer or its Affiliates that would prevent, or otherwise materially adversely affect the ability of Buyer or such Affiliates to consummate, the transactions contemplated hereby or by the Collateral Agreements; or (b) Proceedings pending or, to the knowledge of Buyer, threatened against Buyer or such Affiliates, that would prevent, or otherwise materially adversely affect the ability of Buyer or such Affiliates to consummate, the transactions contemplated hereby or by the Collateral Agreements.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Other than consummating the transactions contemplated hereunder, such Purchaser has not, nor has any Person acting on behalf of or pursuant to any understanding with such Purchaser, directly or indirectly 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 or to such Purchaser’s representatives that are bound by confidentiality obligations, including, without limitation, its officers, directors, partners, legal and other advisors, employees, agents and Affiliates, 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 the avoidance of doubt, nothing contained herein shall constitute a representation or warranty, or preclude any actions, with respect to locating or borrowing shares 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 case excerpt and choose the best holding from the options. Case excerpt: absent a specific state statute to the contrary, constructive trusts are not properly invoked to gain super-priority over the trustee in bankruptcy” followed neither state law nor bankruptcy law. 183 B.R. at 157 n. 7. He used the classic approach and decided that under Illinois law, a party in a position like those of Datacomp’s and Wilfarm’s, lacking a judicial declaration of constructive trust, have no equitable interest in property of the estate. Id. at 157-160. How did the majority reach this result if, as Judge Barliant stated, and as I agree, it was not based on state law or the plain meaning of § 541 of the Bankruptcy Code? I conclude that the rationale is solely bankruptcy policy. Cf. Federal Land Bank of Louisville v. Glenn (In re Glenn), 760 F.2d 1428, 1436 (6th Cir.1985) (<HOLDING>). And, although the Omegas court’s Options: A. holding that the debtors right to deaccelerate a mortgage through chapter 13 is cut off at the foreclosure sale and by doing so explicitly eschewing any effort to analyze the transaction in terms of state property law B. holding chapter 13 plan funded by sale of property was not feasible where the debtor had not stated the time period or terms of the sale and no provision was made for failure to sell the property C. holding that a debtors right to strip off a wholly unsecured lien is conditioned on the debtors obtaining confirmation of and performing under a chapter 13 plan that meets all of the statutory requirements rather than on a debtors discharge D. holding that in contrast to foreclosure of a mortgage secured by personal property foreclosure of real property under a deed of trust need hot be at a commercially reasonable sale and the failure to conduct a commercially reasonable foreclosure sale of real property is not actionable E. holding that the debtors were entitled to cure the mortgage arrearage through their chapter 13 plan because the creditors failure to record the sale deed prior to the bankruptcy filing rendered the sale incomplete under state law

assistant: The best answer is A. holding that the debtors right to deaccelerate a mortgage through chapter 13 is cut off at the foreclosure sale and by doing so explicitly eschewing any effort to analyze the transaction in terms of state property law
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: If during the period of the Participant's employment and two years thereafter, the Participant (1) becomes associated with, recruits or solicits customers or other employees of the Employer for, is employed by, renders services to, or owns any interest in (other than any non-substantial interest, as determined by the Committee) any business that is in competition with Markel or its Subsidiaries, (2) has his employment terminated by his Employer for Cause, or (3) engages in, or has engaged in, conduct which the Committee determines to be detrimental to the interests of Markel, the Committee may, in its sole discretion, (A) cancel this Award, and/or (B) require the Participant to repay by delivery of an equivalent number of shares any payment received under this Award within the previous two years. In addition, this Award shall be subject to any recoupment or clawback policy that is adopted by, or applicable to, the Company, pursuant to any requirement of law or any exchange listing requirement related to clawback or other recovery of incentive compensation.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Lease may only be modified by a writing signed by both Landlord and Tenant. All references to this Lease, whether in this Lease or in any other document or instrument, shall be deemed to incorporate all amendments, modifications and renewals of this Lease, made after the date hereof. If Tenant requests Landlord’s consent to any change in ownership, merger or consolidation of Tenant, Subtenant or Guarantor, any assumption of the Lease, or any modification of the Lease, Tenant shall provide Landlord all relevant information and documents sufficient to enable Landlord to evaluate the request. In connection with any such request, Tenant shall pay to Landlord a fee in the amount of $2,500.00 and shall pay all of Landlord’s reasonable attorney’s fees and expenses and other reasonable out‑of‑pocket expenses incurred in connection with Landlord’s evaluation of Tenant’s request, the preparation of any documents and amendments, the subsequent amendment of any documents between Landlord and its collateral pool lenders (if applicable), and all related matters.

assistant: Modifications
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 Optionee becomes disabled (as determined in accordance with section 22(e)(3) of the Code) during his or her service and, prior to the Expiration Date, the Optionee’s service is terminated as a consequence of such disability, this Option may be exercised, to the extent of the number of Common Shares with respect to which the Optionee could have exercised it on the date of such termination of service by the Optionee or by the optionee’s legal representative, at any time prior to the earlier of (i) the Expiration Date or (ii) ninety (90) days after such termination of service. Any part of the Option that was not exercisable immediately before the Optionee’s termination of service shall terminate at that time.

assistant: Disability