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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: of an insurance contract in order to construe it against the insurer.” Henning Nelson Construction Co. v. Fireman’s Fund American Life Insurance Co., 383 N.W.2d 645, 652 (Minn.1986) (citations omitted). We agree with the district court that the regulatory exclusion is not ambiguous. 765 F.Supp. at 549. The plain language of the regulatory exclusion bars coverage for any claim against the directors and officers of the bank based on any action or proceeding brought by or on behalf of the FDIC. When read as a whole, the regulatory exclusion covers any claim, direct or secondary, brought against the directors and officers of the bank by the FDIC in any capacity. See American Casualty Co. v. FDIC, 944 F.2d 455, 460 (8th Cir.1991); cf. FSLIC v. Shelton, 789 F.Supp. 1355, 1357 (M.D.La.1992) (<HOLDING>); FDIC v. Zaborac, 773 F.Supp. 137, 141-42 Options: A. holding exclusion was not ambiguous B. holding that rules of contract construction are to be applied where the language used is ambiguous C. holding that the phrase or ganic diseases of the nervous system contained in 38 usc 11013 was ambiguous because the statute did not define the phrase D. holding phrase based upon or attributable to is not ambiguous and rejecting secondary suit construction E. holding similar regulatory exclusion is not ambiguous and rejecting secondary suit construction

assistant: The best answer is D. holding phrase based upon or attributable to is not ambiguous and rejecting secondary suit 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: Executive represents agrees to keep all matters concerning this Agreement, as well as the circumstances and contents of this Agreement, confidential from the date of this Agreement forward, and not to discuss with anyone except the Executive’s spouse, legal counsel and financial representatives. The Company also agrees to keep the circumstances and the content of this Agreement confidential and only share pursuant to any legal obligations and also will only share with Company employees who have a need-to-know. Nothing in this Agreement shall prohibit any party from complying with any subpoena or other legal requirement to disclose information relating to this matter. The Company agrees that upon request the Executive may share copies of the documents referenced in paragraph 9 herein and paragraph 10 herein with executive recruiters and prospective employers.

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: is sufficient” (citation and punctuation omitted)). From her testimony, we know that Ms. Wright and Martin were on the floor in the den when they “started to have sex.” Under ordinary circumstances, the phrase, “started to have sex,” can imply foreplay in anticipation of penetration. However, under the extreme circumstances described by Ms. Wright, who wa pite the evidence of rape described above, the jury was unauthorized to find that a rape had occurred because Ms. Wright did not report the rape early in her interactions with investigators. We find this argument unpersuasive for four reasons. First, a rape conviction is not unauthorized under the law simply because the victim chooses not to report the rape immediately. See Watson v. State, 235 Ga. 461, 463 (2) (219 SE2d 763) (1975) (<HOLDING>). Second, the jury might well have considered Options: A. holding that a letter written by a thirteenyearold victim two years after her alleged rape was admissible reasoning that the issue of the twoyear delay was one of credibility not admissibility B. holding that a delay in reporting an alleged rape goes to the victims credibility which is solely a jury question C. holding proximate cause almost always a question solely for the jury D. holding that the thirteenyearold victims twomonth delay in reporting her rape is explained by and completely consistent with the all too common circumstances surrounding sexual assault on minors fear of disbelief by others and threat of further harm from the assailant E. holding issues of fact in dispute are solely for the jury

assistant: The best answer is B. holding that a delay in reporting an alleged rape goes to the victims credibility which is solely a jury question
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: refund requests, alleged a controversy ripe for judicial resolution. We therefore reverse the Court of International Trade’s dismissal for lack of subject matter jurisdiction of Ford’s claims concerning entries that CBP liquidated post-complaint. B We next turn to the Court of International Trade’s dismissal of certain Ford claims for lack of case or controversy. The court concluded that Ford “abandoned” certain claims with a dispositive concession in one of its briefs. Dismissal Op., 716 F.Supp.2d at 1310-11. Although the Court of International Trade did not use the term, we view this dismissal as rooted in the well-recognized rule that if its underlying controversy disappears, a case is moot and non-justieiable. See, e.g., Kaw Nation v. Norton, 405 F.3d 1317, 1322 (Fed.Cir.2005) (<HOLDING>). On appeal, Ford argues that it made no such Options: A. holding when a party fails to provide arguments or supporting authority for his assertion the party is deemed to have abandoned the issue B. holding case moot where one party voluntarily abandoned its arguments C. holding in counseled appeal that an issue was abandoned where it was referred to in the statement of the case but no arguments on the merits were raised D. holding that arguments not briefed are abandoned E. holding that petitioners had abandoned arguments not raised below

assistant: The best answer is B. holding case moot where one party voluntarily abandoned its arguments
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: itself.”); Restatement (Second) of Torts § 19 (1979). Prior to the instant matter, Maryland appellate courts have not considered whether pedophilia is relevant to one’s capacity to form intent under traditional tort principles. Other jurisdictions which have addressed this question, however, have concluded that it is not. See State Farm Fire & Cas. Co. v. Jenner, 874 F.2d 604, 607 (9th Cir.1989), rev’g 856 F.2d 1359 (9th Cir.1988) (reversing an earlier Ninth Circuit decision in which the defendant’s pedophilia was found relevant in determining intent; holding that sexual molestation “creates an inference of an intent to injure that may not be overcome by evidence of a subjective lack of intent to harm”); Fire Ins. Exch. v. Abbott, 204 Cal.App.3d 1012, 1029, 251 Cal.Rptr. 620 (1988) (<HOLDING>); Allstate Ins. Co. v. Jarvis, 195 Ga.App. 335, Options: A. holding that the improper admission of hearsay testimony from two witnesses whose testimony was brief and consistent with the victims testimony did not constitute drumbeat repetition of the victims statements B. holding in attempted murder case that testimony regarding victims medical prognosis properly admitted C. holding that medical testimony regarding defendants pedophilia was irrelevant because it was primarily concerned with whether the insureds subjectively intended to injure their victims D. holding exclusion of testimony from defendants wife at defendants trial was not required under spousal testimony privilege where both spouses participated in unlawful enterprise of transporting illegal aliens and wifes testimony concerned matters prior to their marriage E. holding the excluded testimony was relevant to whether a signature was that of a deceased party and since a statement regarding the issue was the only testimony that could be given by the witness no offer to prove was necessary because the substance of the evidence was apparent from the context of the question asked

assistant: The best answer is C. holding that medical testimony regarding defendants pedophilia was irrelevant because it was primarily concerned with whether the insureds subjectively intended to injure their victims
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: Company and Contractor respectively agree to comply, in all material respects, with all laws, rules and regulations that are now or may become applicable to operations covered by this Agreement, any Work Order or arising out of the performance of such operations. If either Party is required to pay any fine or penalty resulting from the other Party’s failure to comply with such laws, rules or regulations, the Party failing to comply shall immediately reimburse the other for any such payment. Notwithstanding anything in this Agreement to the contrary, (a) no member of the Contractor Group shall undertake any actions that would or may place such person in violation of any governmental requirements, and (b)(i) Contractor acknowledges receipt from Company of TransAtlantic Petroleum Ltd.’s Code of Business Conduct (" Code "). Contractor agrees that Contractor will not take any actions that would place Company in violation of the Code or any other governance or other policies of TransAtlantic Petroleum Ltd., including all of TransAtlantic Petroleum Ltd.’s policies relating to health, safety and the environment, as they may be amended from time to time. Company agrees to notify Contractor in writing of any amendment or modification of the Code and provide a copy of the same within three (3) business days of such amendment or notification.

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: 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 the Borrower may not 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 clause (b) of this Section, (ii) by way of participation in accordance with the provisions of clause (d) of this Section, or (iii) by way of pledge or assignment of a security interest subject to the restrictions of clause (f) of this Section (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 clause (d) of this Section 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 legal provision and list the applicable contract clause categories. Provision: During the Employment Period, Executive shall be eligible to participate in the health, dental, vision, life and long term disability insurance plans as the Board may establish or approve from time to time for senior executive officers of the Company, subject to the applicable plan’s terms.

assistant: Benefits
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: fear of cancer were not authorized. See. id. 674 A.2d at 239-40. There are two ways to analyze the phenomenon of exposure-only causes of action. First is the monolithic view — i.e., that there is only a single cause of action based on exposure to asbestos, for which there are multiple remedies (some of which may not be available). Second is the "polylithic” view (for lack of a better word), that there are multiple causes of action for exposure to asbestos (some of which may not be available) — i.e., there is one cause of action for increased risk of cancer, one cause of action for medical monitoring costs, etc. It is large (1989); DeStories v. City of Phoenix, 154 Ariz. 604, 744 P.2d 705, 707-11 (Ct.App.1987) (same); Mergenthaler v. Asbestos Corp. of Am., 480 A.2d 647, 651 (Del.1984) (<HOLDING>); Capital Holding Corp. v. Bailey, 873 S.W.2d Options: A. holding that the installation of asbestoscontaining materials caused immediate physical injury to the building because asbestos is ultrahazardous B. holding dollar amount is not an essential element C. holding that injury does not occur upon exposure to asbestos but rather upon development of disease D. holding that present physical injury caused by exposure to asbestos is essential element of claims for mental anguish and medical monitoring costs E. holding that causation is an essential element in failure to warn claim

assistant: The best answer is D. holding that present physical injury caused by exposure to asbestos is essential element of claims for mental anguish and medical monitoring costs
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) The audited balance sheet of the Company and its Consolidated Subsidiaries as at December 31, 2016, and the related statements of income and cash flows of the Company and its Consolidated Subsidiaries for the fiscal year then ended, as set forth in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2016 (copies of which have been furnished to each Bank), fairly present the financial condition of the Company and its Consolidated Subsidiaries as at such date and the results of operations of the Company and its Consolidated Subsidiaries for the fiscal year ended on such date, all in accordance with GAAP.

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) Interest and fees payable pursuant hereto shall be calculated on the basis of a 360-day year for the actual days elapsed, except that (i) interest computed by reference to ABR at times when ABR is based on the Prime Rate shall be computed on the basis of a year of 365 days (or 366 days in a leap year), and shall be payable for the actual number of days elapsed, (ii) interest computed on Loans and Letters of Credit denominated in Pounds Sterling shall be computed on the basis of a year of 365 days, and shall be payable for the actual number of days elapsed and (iii) interest and fees payable in connection with the Brazilian Facility shall be calculated in the manner required by the Brazilian Bank Certificates. The Administrative Agent shall as soon as practicable notify the Company or relevant Subsidiary Borrower and the Lenders of each determination of a Eurocurrency Rate. Any change in the interest rate on a Loan resulting from a change in the ABR, the CDI or the Eurocurrency Reserve Requirements shall become effective as of the opening of business on the day on which such change becomes effective. The Administrative Agent shall as soon as practicable notify the Company or relevant Subsidiary Borrower and the relevant Lenders of the effective date and the amount of each such change in interest rate (other than any such change in the CDI).

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 case excerpt and choose the best holding from the options. Case excerpt: veniremembers before attempting to strike them, or (3) attempted a jury shuffle to remove black jurors from the strike zone. See, e.g., Moore, 265 S.W.3d at 89; see also Miller-El, 545 U.S. at 233, 125 S.Ct. at 2320-21 (court considered State’s use of jury shuffle to rearrange panel members when a number of black members were seated at front as indicative of a broader pattern of discrimination, and ultimately found that State’s strikes against blacks were also racially motivated). Significantly, the prosecutor’s conduct in exercising his peremptory strikes was consistent with his representation to the trial court that he used his strikes in an attempt to remove all veniremembers who, like Robertson, initially indicated that they could not consider life. See Watkins, 245 S.W.3d at 453 (<HOLDING>) (emphasis added). Specifically, of those Options: A. holding that reviewing record in its entirety prosecutors raceneutral reason was not a pretext where state applied this reason to strike black veniremember and most but not all similarly situated nonblack veniremembers B. holding that where a nonblack juror with no prior jury experience was empaneled the proffered reason for striking a black juror for lack of jury experience was not genuine and therefore was pretextual C. holding that pretext may be established by proving that prosecutors used their peremptory challenges to exclude africanamerican venirepersons for a given reason or reasons but then failed to apply the same reason or reasons to exclude similarly situated white venirepersons D. holding that a reason cannot be proved to be a pretext for discrimination unless it is shown both that the reason was false and that discrimination was the real reason E. holding that age is an acceptable raceneutral reason for striking a prospective juror

assistant: The best answer is A. holding that reviewing record in its entirety prosecutors raceneutral reason was not a pretext where state applied this reason to strike black veniremember and most but not all similarly situated nonblack veniremembers
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 the Information Memorandum nor any of the other reports, financial statements, certificates or other written information (other than information of a global economic or industry nature) furnished by or on behalf of the Borrower to the Administrative Agent or any Lender in connection with the negotiation of this Agreement or delivered hereunder (as modified or supplemented by other written information so furnished) contains any material misstatement of fact or omits to state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that, with respect to (i) projected financial information, the Borrower represents only that such information was prepared in good faith based upon assumptions believed by it to be reasonable at the time and (ii) financial statements, the Borrower represents only that such financial statements were prepared as represented in Section 3.04 and as required by Section 5.01(a) and (b), as applicable.

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: EACH OF SUBORDINATED CREDITOR AND THE COMPANY HEREBY CONSENTS TO THE JURISDICTION OF ANY STATE OR FEDERAL COURT LOCATED WITHIN THE COUNTY OF COOK, STATE OF ILLINOIS AND IRREVOCABLY AGREES THAT, SUBJECT TO AGENT'S ELECTION, ALL ACTIONS OR PROCEEDINGS ARISING OUT OF OR RELATING TO THIS AGREEMENT SHALL BE LITIGATED IN SUCH COURTS. EACH OF SUBORDINATED CREDITOR AND THE COMPANY EXPRESSLY SUBMITS AND CONSENTS TO THE JURISDICTION OF THE AFORESAID COURTS AND WAIVES ANY DEFENSE OF FORUM NON CONVENIENS. EACH OF SUBORDINATED CREDITOR AND THE COMPANY HEREBY WAIVES PERSONAL SERVICE OF ANY AND ALL PROCESS AND AGREES THAT ALL SUCH SERVICE OF PROCESS MAY BE MADE UPON IT BY CERTIFIED OR REGISTERED MAIL, RETURN RECEIPT REQUESTED, ADDRESSED TO SUBORDINATED CREDITOR AND THE COMPANY AT THEIR RESPECTIVE ADDRESSES SET FORTH IN THIS AGREEMENT AND SERVICE SO MADE SHALL BE COMPLETE TEN (10) DAYS AFTER THE SAME HAS BEEN POSTED. IN ANY LITIGATION, TRIAL, ARBITRATION OR OTHER DISPUTE RESOLUTION PROCEEDING RELATING TO THIS AGREEMENT, ALL DIRECTORS, OFFICERS, EMPLOYEES AND AGENTS OF SUBORDINATED CREDITOR, THE COMPANY OR ANY OF THEIR RESPECTIVE AFFILIATES SHALL BE DEEMED TO BE EMPLOYEES OR MANAGING AGENTS OF SUBRODINATED CREDITOR OR THE COMPANY, AS APPLICABLE, FOR PURPOSES OF ALL APPLICABLE LAW OR COURT RULES REGARDING THE PRODUCTION OF WITNESSES BY NOTICE FOR TESTIMONY (WHETHER IN A DEPOSITION, AT TRIAL OR OTHERWISE). EACH OF SUBORDINATED CREDITOR AND THE COMPANY AGREES THAT AGENT'S OR ANY LENDER’S COUNSEL IN ANY SUCH DISPUTE RESOLUTION PROCEEDING MAY EXAMINE ANY OF THESE INDIVIDUALS AS IF UNDER CROSS-EXAMINATION AND THAT ANY DISCOVERY DEPOSITION OF ANY OF THEM MAY BE USED IN THAT PROCEEDING AS IF IT WERE AN EVIDENCE DEPOSITION. EACH OF SUBORDINATED CREDITOR AND THE COMPANY IN ANY EVENT WILL USE ALL COMMERCIALLY REASONABLE EFFORTS TO PRODUCE IN ANY SUCH DISPUTE RESOLUTION PROCEEDING, AT THE TIME AND IN THE MANNER REQUESTED BY AGENT OR ANY LENDER, ALL PERSONS, DOCUMENTS (WHETHER IN TANGIBLE, ELECTRONIC OR OTHER FORM) OR OTHER THINGS UNDER ITS CONTROL AND RELATING TO THE DISPUTE.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Except as otherwise provided in Sections 10(d) and 13, any controversy or claim arising out of or relating to this Agreement or the breach thereof which cannot promptly be resolved by the parties shall be promptly submitted to and settled exclusively by arbitration in the City of Philadelphia, Pennsylvania, in accordance with the laws of the Commonwealth of Pennsylvania by three arbitrators, one of whom shall be appointed by the Company, one by the Manager, and the third of whom shall be appointed by the first two arbitrators. The arbitration shall be conducted in accordance with the rules of the American Arbitration Association, except with respect to the selection of arbitrators which shall be as provided in this Section 12. Judgment upon the award rendered by the arbitrators may be entered in any court having jurisdiction thereof.

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 case excerpt and choose the best holding from the options. Case excerpt: As presented, the record supports a reasonable inference that SESH authored the “limited margin of error” language, and that inference must be credited on summary judgment. In short, SESH cannot now prevail on the ground that the ambiguous Easement terms are to be construed against the drafter because the identity of the drafter is, itself, a disputed question of material fact. Where, as here, the contract language is ambiguous, the rules of contract construction do not resolve it, and fact questions persist, it is for the finder of fact to decide the contract’s meaning. See McLemore, 7 So.3d at 327 (“Where factual issues arise, the resolution of the ambiguity becomes a task for the jury.”) (citations omitted); Murray v. Holiday Isle, LLC, 620 F.Supp.2d 1302, 1322 (S.D.Ala.2009) (<HOLDING>). Defendant’s Motion is therefore denied as to Options: A. holding that the issue of witness credibility is within the knowledge of the average layperson and must be determined solely by the finder of fact B. recognizing that courts must submit the ambiguity to the finder of fact if application of canons of construction proves insufficient to resolve it C. holding that the issue of proximate causation involves application of law to fact which should be left to the fact finder subject to limited review D. holding that the courts in the absence of ambiguity should as a general rule confine themselves to a construction of a statute as written and not attempt under the guise of construction to supply omissions or remedy possible defects in the statute or to insert exceptions not made by the legislature E. holding that where an ambiguity exists in fact or by construction it is proper to consider the history of the legislation

assistant: The best answer is B. recognizing that courts must submit the ambiguity to the finder of fact if application of canons of construction proves insufficient to resolve it
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Neither the Transaction Documents nor any Transaction, Additional Purchase Transaction or Future Funding Transaction thereunder are entered into in contemplation of insolvency or with intent to hinder, delay or defraud any of Seller’s creditors. The transfer of the Purchased Assets subject hereto and the obligation to repurchase such Purchased Assets is not undertaken with the intent to hinder, delay or defraud any of Seller’s creditors. As of the Purchase Date, Seller is not insolvent within the meaning of 11 U.S.C. Section 101(32) or any successor provision thereof and the transfer and sale of the Purchased Assets pursuant hereto and the obligation to repurchase such Purchased Asset (A) will not cause the liabilities of Seller to exceed the assets of Seller, (B) will not result in Seller having unreasonably small capital, and (C) will not result in debts that would be beyond Seller’s ability to pay as the same mature. Seller received reasonably equivalent value in exchange for the transfer and sale of the Purchased Assets and the Purchased Items subject hereto. No petition in bankruptcy has been filed against Seller in the last ten (10) years, and Seller has not in the last ten (10) years made an assignment for the benefit of creditors or taken advantage of any debtors relief laws. Seller has only entered into agreements on terms that would be considered arm’s length and otherwise on terms consistent with other similar agreements with other similarly situated entities.

assistant: Solvency
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, delivery and performance by each Loan Party of each Loan Document to which such Loan Party is party, have been duly authorized by all necessary corporate or other organizational action, and do not (a) contravene the terms of any of such Loan Party’s Organization Documents; (b) conflict with or result in any breach or contravention of, or the creation of any Lien (other than a Permitted Lien) under, or require any payment to be made under (i) any Contractual Obligation to which such Loan Party is a party or affecting such Loan Party or the properties of such Loan Party or any of its Subsidiaries or (ii) any order, injunction, writ or decree of any Governmental Authority or any arbitral award to which such Loan Party or its property is subject; or (c) violate any Law; except in each case referred to clauses (b) and (c) as could not reasonably be expected to have a Material Adverse Effect.

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: Each Party acknowledges and agrees that the exact nature and extent of damages resulting from a breach of this Agreement are uncertain at the time of entering into this Agreement and that any such breach of this Agreement would result in damages that would be difficult to determine with certainty. It is understood and agreed by the Parties that money damages may not be a sufficient remedy for any breach of this Agreement by any Party, and that each non-breaching Party shall be entitled to seek specific performance and injunctive or other equitable relief as a remedy of any such breach, including, without limitation, an order of the Bankruptcy Court or other court of competent jurisdiction requiring any Party to comply promptly with any of its obligations hereunder. Such remedy shall not be deemed to be the exclusive remedy for the breach of this Agreement by any Party or its representatives. All rights, powers, and remedies provided under this Agreement or otherwise available in respect hereof at law or in equity shall be cumulative and not alternative, and the exercise of any right, power, or remedy by any Party hereto shall not preclude the simultaneous or later exercise of any other such right, power, or remedy hereunder.

assistant: Specific Performance
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: legal meaning in a particular context, courts generally will adopt that meaning if the term is not differently defined in the contract. See Anderson v. Jensen Racing, Inc., 324 Or 570, 579, 931 P2d 763 (1997) (applying well-recognized statutory meaning of term “prevailing party” to the use of that as a single concept consisting of “reasonable and necessary expenses incurred in the prosecution or defense of an action other than for legal services, [including] the fees of officers and witnesses[.]” A fee for the services of an expert witness is not a cost or disbursement within the meaning of that provision. Guinasso v. Pacific First Federal, 89 Or App 270, 280, 749 P2d 577, rev den, 305 Or 672 (1988); Hancock v. Suzanne Properties, Inc., 63 Or App 809, 814-15, 666 P2d 857 (1983) (<HOLDING>). Section XVI of the premarital agreement Options: A. holding that attorneys fees for the preparation of the fee application are compensable B. holding that the detail provided in a fee application is of paramount importance to the courts determination that the requested fees should be allowed C. holding that fees of witnesses for purposes of orcp 68 a2 means the statutory fee provided by ors 44415 D. holding that orcp 68 defines costs and disbursements for purposes of dissolution actions E. holding that even though attorneys fees were not properly awardable under rule 68 costs excluding fees were mandatory

assistant: The best answer is C. holding that fees of witnesses for purposes of orcp 68 a2 means the statutory fee provided by ors 44415
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 U.S. Supreme Court case excerpt and classify it into the correct legal issue area. Excerpt: 471 U.S. 288 105 S.Ct. 2065 85 L.Ed.2d 275 SPRINGFIELD TOWNSHIP SCHOOL DISTRICT, et al., petitioners,v.Madelin H. KNOLL No. 82-1889 (A-667) Supreme Court of the United States April 17, 1985 On writ of certiorari to the United States Court of Appeals for the Third Circuit. PER CURIAM. 1 On She sought equitable and compensatory relief under 42 U.S.C. § 1983 for the alleged acts of discrimination which occurred in August 1979, May 1980, and September 1980. 2 The District Court dismissed the § 1983 claim because it was not brought within the 6-month limitations period which applies to 3 "[a]n action against any officer of any government unit for anything done in the execution of his office, except an action subject to another limitation specified in this subchapter." 42 Pa.Cons.Stat. § 5522(b)(1) (1982). 4 The Court of Appeals reversed, holding that the "application of the six-month limitations period would be inconsistent with the policies and legislative history underlying § 1983" and that "the six-year residuary provision of the limitations scheme should govern this dispute." 699 F.2d 137, 139 (CA3 1983). We granted certiorari, 468 U.S. 1204, 104 S.Ct. 3571, 82 L.Ed.2d 870 (1984), and heard argument. 5 The judgment of the Court of Appeals is now vacated, and the case is remanded for further consideration in light of our decision in Wilson v. Garcia, 471 U.S. at 261, 105 S.Ct. 1938, 83 L.Ed.2d ---- in which we have held that all § 1983 claims should be characterized for statute of limitations purposes as actions to recover damages for injuries to the person. 6 It is so ordered. 7 Opinion on remand, 763 F.2d 584. 8 Justice POWELL took no part in the consideration or decision of this case.

assistant: 2
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 Written Notices, notices shall be in writing and be sent (i) by registered or certified mail, postage prepaid with a return receipt requested, or (ii) by an overnight express delivery service, addressed to the other Party at the address provided in the Agreement or at such other address for which such Party gives notice herein. Notice shall be effective upon the date received. PCT shall endeavor to address all notices, including Written Notice to both Clients, provided, however, failure to provide notices to both Clients will not affect the validity of the notice provided such notice has been sent to the Client designated Point of Contact. In addition, PCT agrees that it will endeavor to provide Written Notices, if any, (excluding invoices) which may be transmitted by electronic and/or facsimile transmission) to Adaptimmune by internationally recognized express courier. Clients agree that any notices provided by PCT to the Client designated Point of Contact or to any of Client and Adaptimmune is deemed notice provided to both Client and Adaptimmune.

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

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: each of us agrees that our only liability in respect of those representations and warranties that are set out in this agreement ( whether made innocently or negligently ) will be for breach of contract .

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: in this cause. In an Order issued November 26, 1996, this Court denied that motion but directed the Clerk to treat that motion for leave to intervene as a separate lawsuit. On December 12, 1996, Gipson filed a motion for joinder of his separate lawsuit and this one. The Magistrate Judge recently denied that request. III. Plaintiff’s Motion for Default Judgment On June 25, 1997, some six days after the defendant filed a timely original answer herein, the plaintiff filed a motion for default judgment in which he took issue with the degree of specificity contained in the defendant’s original answer. “A party is not entitled to a default judgment as a matter of right, even where , 911 F.2d 1167; 1168 (5th Cir.1990), cert. denied, 498 U.S. 1050, 111 S.Ct. 760, 112 L.Ed.2d 779 (1991), (<HOLDING>); Jackson v. Cain, 864 F.2d 1235, 1251 (5th Options: A. holding that a violation of a state statute regarding the swearing of criminal complaints does not give rise to constitutional liability B. holding that alleged violations of a state statute did not give rise to federal constitutional claims C. holding that a state agencys violations of its own internal regulations did not establish a due process violation or otherwise give rise to a constitutional claim D. holding that a state securities claim which alleged federal mail wire and securities violations as the predicate acts did not arise under federal law and thus did not create federal jurisdiction E. holding that these regulatory violations do not give rise to a viable fca action

assistant: The best answer is B. holding that alleged violations of a state statute did not give rise to federal constitutional claims
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Each party hereto shall do and perform (or shall cause to be done and performed) all such further acts and shall execute and deliver all such other agreements, certificates, inst ruments and documents as either party reasonably may request in order to carry out the intent and accomplish the purposes of this Agreement and the Plan and the consummation of the transactions contemplated thereunder.

assistant: Further Assurances
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: Washington state prisoner Craig F. Weighall appeals pro se from the district court’s summary judgment in his 42 U.S.C. § 1983 action alleging deliberate indifference to his serious medical needs. We have jurisdiction pursuant to 28 U.S.C. § 1291. We review de novo a grant of summary judgment. Toguchi v. Chung, 391 F.3d 1051, 1056 (9th Cir.2004). We affirm. The district court properly granted summary judgment because Weighall did not raise a genuine issue of material fact as to whether the defendants’ chosen course of treatment of his amputation site was medically unacceptable. See id. at 1058 (<HOLDING>). AFFIRMED. ** This disposition is not Options: A. holding that a difference of medical opinion was insufficient as a matter of law to establish deliberate indifference B. holding that deliberate indifference to a serious medical need establishes an eighth amendment violation C. holding that a sentence of incarceration would constitute deliberate indifference to defendants medical needs D. holding that a difference of opinion about the best course of medical treatment does not amount to deliberate indifference E. holding that disagreement with a doctors judgment does not support a claim of deliberate indifference

assistant: The best answer is D. holding that a difference of opinion about the best course of medical treatment does not amount to deliberate indifference
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: “nor shall private property be taken for public use, without just compensation.” U.S. Const, amend. V, cl. 4. Although the Supreme Court has stated that “[cjontract rights are a form of property and as such may be taken for a public purpose provided that just compensation is paid,” United States Trust Co. of N.Y. v. New Jersey, 431 U.S. 1, 19 n. 16, 97 S.Ct. 1505, 52 L.Ed.2d 92 (1977), it has also emphasized that government interference with contractual rights does not necessarily constitute a taking of property: Contracts, however express, cannot fetter the constitutional authority of Congress. Contracts may create rights of property, but when contracts deal with a subject matter which lies within the control of Congress, they have a congenital infirmity. Parties 9 (Fed.Cir.1991) (<HOLDING>). The first distinction is that both cases Options: A. holding that the county government not the federal government was liable for the taking of an air easement over plaintiffs property even though the airport was funded in part by a federal grant based on compliance with federal regulations B. holding that a health plan insurer contracting with a government agency under a federal benefits program is considered a person acting under a federal officer C. holding that the federal government was liable for a taking of property where city of burlington acted under federal authority D. holding that the federal government was liable for a taking of property where california officials acting under the authority of a federal order occupied land E. recognizing that stateimposed restrictions upon property may be attributed to the federal government for purposes of a takings analysis where the state officials acted as agents of the federal government or pursuant to federal authority

assistant: The best answer is D. holding that the federal government was liable for a taking of property where california officials acting under the authority of a federal order occupied land
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: a de minimis injury. Nevertheless, our opinions from that period clearly illustrate that whether a plaintiff has satisfied the Norman standard depends on the particular facts of his case. Ussery maintains that the officers caused “severe lacerations,” “extensive bruising,” “increased bi-lateral hearing loss,” “loss of vision in his right eye,” “chronic swelling and loss of feeling,” “recurring migraines,” and “physical and emotional pain and suffering” — all of which resulted in “lasting] physical and emotional damage.” Many of these injuries could have an enduring impact on health and wellbeing. These are the sort of injuries that may affect mobility, sensory capabilities, emotional stability, and other daily functions for an extended period of time. An 58 n. 3 (4th Cir.2004) (<HOLDING>); Robles v. Prince George’s Cnty., 302 F.3d Options: A. holding that a robbery of 40 to 50 satisfied the de minimis standard B. holding that fiveday suspension was not a de minimis deprivation C. holding that a contusion cut to his lips bruises lesions to his wrist and a strained neck and back exceed the de minimis threshold D. holding that acute contusions of the wrist and psychological injury from being handcuffed were de minimis and insufficient to find excessive force E. holding that trial court did not abuse its discretion in denying defendants motion to dismiss on de minimis grounds where his expert witness testimony was inadmissible

assistant: The best answer is C. holding that a contusion cut to his lips bruises lesions to his wrist and a strained neck and back exceed the de minimis threshold
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: declared the entire franchise fees assessed by the City to MidAmerican customers for the gas and electric services to be illegal taxes. Accordingly, we must reverse the district court’s order granting Kragnes’s second motion for partial summary judgment. YI. Disposition and Directions. Because under this record a genuine issue of material fact exists as to whether all or part of the franchise fees charged by the City on gas and electric services are reasonably related to the City’s administrative expenses in exercising its police power, we reverse the decision of the district court and remand the case to determine the class certification question and for a trial on the merits. At trial, the district court shall determine what, if any, part of the franchise fees are rel 73 (Iowa 1971) (<HOLDING>). REVERSED AND CASE REMANDED WITH DIRECTIONS. 1 Options: A. holding that the disappearance by merger of a corporate employer which has entered into a collective bargaining agreement with a union does not automatically terminate all rights of the employees covered by the agreement and that in appropriate circumstances present here the successor employer may be required to arbitrate with the union under the agreement B. holding an employer may partially enforce a noncompete agreement to the extent it is reasonable under the circumstances C. holding that a court may only enforce a settlement agreement if it constitutes an enforceable contract D. holding that trial court is without authority to modify a settlement agreement but may enforce and interpret it E. holding that court may not refuse to enforce noncompete agreement solely because geographical area is unreasonable but rather must modify unreasonable restriction and enforce agreement as modified

assistant: The best answer is B. holding an employer may partially enforce a noncompete agreement to the extent it is reasonable under the circumstances
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 one or more provisions of this Agreement shall, for any reasons, be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision of this Agreement, but this Agreement shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: (a) Addresses . All notices, demands, requests, directions and other communications required or expressly authorized to be made by this Agreement shall, whether or not specified to be in writing but unless otherwise expressly specified to be given by any other means, be given in writing and (i) addressed to, with respect to any party, the Persons and addresses specified under such party's name on Schedule 10.11 or on the signature page of any applicable Assignment, (ii) except as provided in Section 10.11(b) , posted to Intralinks ® (to the extent such system is available and set up by or at the direction of the Agent prior to posting) in an appropriate location by uploading such notice, demand, request, direction or other communication to www.intralinks.com, faxing it to 866-545-6600 with an appropriate bar-coded fax coversheet or using such other means of posting to Intralinks ® as may be available and reasonably acceptable to the Agent prior to such posting, (iii) except as provided in Section 10.11(b) , posted to any other E-System set up by or at the direction of the Agent in an appropriate location or (iv) addressed to such other address as shall be notified in writing (A) in the case of the Borrower and the Agent, to the other parties hereto and (B) in the case of all other parties, to the Borrower and the Agent. Transmission by electronic mail (including E-Fax, even if transmitted to the fax numbers set forth in clause (i) above) shall not be sufficient or effective to transmit any such notice under this clause (a) unless such transmission is an available means to post to any E-System.

assistant: Notices