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: at least as best it can be understood, see Versata, 793 F.3d at 1323, 1326-27. 5 . It appears on only two other occasions and is nowhere defined. See 35 U.S.C. § 291 (2016); 42 U.S.C. § 262; see also 35 U.S.C. § 156 ("patent which claims”). 6 . "[W]here Congress borrows terms of art in which are accumulated the legal tradition and meaning of centuries of practice, it presumably knows and adopts the cluster of ideas that were attached to each borrowed word in the body of learning from which it was taken and the meaning its use will convey to the judicial mind unless otherwise instructed. In such case, absence of contrary direction may be taken as satisfaction with widely accepted definitions, not as a departure from them.” 7 . See, e.g., In re Morris, 127 F.3d 1048 (Fed. Cir. 1997) (<HOLDING>). LOURIE, Circuit Judge, dissenting. I Options: A. holding that in reviewing a claim construction decided under the broadest reasonable interpretation standard we determine whether the interpretation is within the range of reasonableness B. holding erisa plan interpretation is simply one of contract interpretation C. holding that we may apply a presumption of reasonableness to a sentence within the guidelines range D. holding that under a due weight deference standard a more reasonable interpretation overcomes an agency interpretation E. recognizing that the standard of review for issues of statutory interpretation and construction is de novo

assistant: The best answer is A. holding that in reviewing a claim construction decided under the broadest reasonable interpretation standard we determine whether the interpretation is within the range of reasonableness
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: code, Appellants here “do[ ] not seek an advisory opinion that [their] proposed actions would not be criminal.” Total Vending Svc., 153 Ga. App. at 111. Instead, Appellants seek a determination of whether licensed individuals may carry a weapon on the grounds of the Garden in accordance with OCGA § 16-11-127 (c). See Total Vending, 153 Ga. App. at 111. Further, Appellants’ requested relief is not premised on mere speculation that the Garden will enforce its weapons ban; Evans, who holds a membership with the Garden, had already been asked to leave the premises of the Garden and was escorted from the property by law enforcement. Importantly, however, there is no allegation here that criminal conduct has been accomplished. See Osborne v. State, 290 Ga. App. 188 (665 SE2d 1) (2008) (<HOLDING>). Accordingly, Appellants’ request for Options: A. holding dollar amount is not an essential element B. holding that damage to the property of another is an essential element of the offense of criminal mischief C. recognizing that an essential element of criminal trespass is a showing that entry onto the premises had previously been expressly forbidden D. holding that the nonmovant must make a showing sufficient to establish the existence of an element essential to that partys case E. holding that causation is an essential element in failure to warn claim

assistant: The best answer is C. recognizing that an essential element of criminal trespass is a showing that entry onto the premises had previously been expressly forbidden
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: Louisville & Nashville Railroad Co. v. Mottley, 211 U.S. 149, 152-53, 29 S.Ct. 42, 53 L.Ed. 126 (1908). Amicus’s theory of course goes further, trying to defeat jurisdiction not on the basis of a hypothesized defense but on a hypothesized response to a hypothesized defense. Our own recent cases have been equally clear on the distinction between contract claims and their statutory context. We have held that even though Title VII might have been the basis of a settlement agreement, a breach claim is a straightforward contract dispute. Hansson v. Norton, 411 F.3d 231, 232 (D.C.Cir.2005) (“This court generally treats settlement agreements as contracts subject to the exclusive jurisdiction of the Court of Federal Claims .... ”); Brown v. United States, 389 F.3d 1296, 1297 (D.C.Cir.2004) (<HOLDING>). Consequently, we find that Green-hill’s claim Options: A. holding that the claims court has no jurisdiction under the tucker act over claims to social security benefits B. holding that a breach of settlement claim should have been brought in the court of federal claims pursuant to the tucker act C. holding that the trial court should have dismissed the employees breach of contract claim D. holding in a breach of contract action brought by a government contract surety under the tucker act that the tucker act contains an unequivocal expression waiving sovereign immunity as to claims not particular claimants E. recognizing that the reference to the united states court of federal claims in section 1346a1 is merely a crossreference to the tucker act

assistant: The best answer is B. holding that a breach of settlement claim should have been brought in the court of federal claims pursuant to the tucker act
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Except as otherwise provided below, neither Sellers nor Buyers may assign any rights or delegate any obligations under this Agreement without the prior written consent of the other party, and any prohibited assignment or delegation will be null and void. Notwithstanding the foregoing, Buyers may assign their rights to an affiliate so long as Buyers remain obligated hereunder. This Agreement shall be binding upon and shall inure to the exclusive benefit of the parties hereto and their respective permitted heirs, legal representatives, successors and 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 case excerpt and choose the best holding from the options. Case excerpt: and perhaps the nature of the risk”), rev’d on other grounds, 439 U.S. 551, 99 S.Ct. 790, 58 L.Ed.2d 808 (1979). As a result, the Court holds that Santana deserves no relief under section 1132 for denial of benefits because Deluxe did not violate 29 U.S.C. § 1022. Accordingly, the Court grants summary judgment to Deluxe on Counts Two, Three, and Eight. Consequently, the Court denies Santana’s motion on those counts. C. Contract Claim On Count Four, Deluxe moves for summary judgment by arguing that Santana’s common law contract action is preempted by ERISA. See 29 U.S.C. § 1144(a).' Recognizing the expansive sweep of ERISA’s preemption provision, the Court will grant summary judgment on this Count. See Pilot Life Ins. Co. v. Dedeaux, 481 U.S. 41, 47, 107 S.Ct. 1549, 95 L.Ed.2d 39 (1987) (<HOLDING>); Alessi v. Raybestos-Manhattan, Inc., 451 U.S. Options: A. holding that state law relates to an employee benefit plan and is therefore preempted by erisa if it has a connection with or reference to such a plan B. holding breach of contract claim not preempted as a straightforward breach of contract action as it alleged violation of specific covenant C. holding breach of contract claim not preempted under hola D. holding that trial court erred by dismissing breach of contract claim because appellee made promises to perform specific acts in contract the breach of which would give rise to a breach of contract action E. holding that state breach of contract action preempted because it relates to employee benefit plan

assistant: The best answer is E. holding that state breach of contract action preempted because it relates to employee benefit plan
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: Exhibit “E ”, which is attached, and made part of, this Note, contains a true, correct and complete listing of all authorized, issued and outstanding equity interests in the Guarantor, including all preferred, common, profit interests and any other equity interests (the “ Total Guarantor Equity ”) and the corresponding beneficial owners of such Total Guarantor Equity (the “ Stockholders ”). The Total Guarantor Equity is lawfully owned by each of the Stockholders as set forth on Exhibit “D ”, which is attached, and made part of, this Note, and all voting rights in the Guarantor are vested exclusively with the Stockholders.

assistant: Capitalization
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 HEREBY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY (WHETHER BASED ON CONTRACT, TORT OR ANY OTHER THEORY). EACH PARTY HERETO (A) CERTIFIES THAT NO REPRESENTATIVE, AGENT OR ATTORNEY OF ANY OTHER PARTY HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH OTHER PARTY WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVER AND (B) ACKNOWLEDGES THAT IT AND THE OTHER PARTIES HERETO HAVE BEEN INDUCED TO ENTER INTO THIS AGREEMENT BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THIS SECTION 5.10.

assistant: Waiver Of Jury Trials
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 portion of this Agreement is found to be unenforceable, then both the Executive and the Company desire that all other portions that can be separated from it or appropriately limited in scope shall remain fully valid and enforceable.

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: may be required to assist a handicapped child to benefit from special education.... ” 20 U.S.C. § 1401(17). In light of these definitions, defendants’ attempt to characterize the program at Jewel Manor as “treatment,” rather than “education,” must fail. The concept of education under the Act clearly embodies both academic instruction and a broad range of associated services traditionally grouped under the general rubric of “treatment.” Any attempt to distinguish academics from treatment when defining “educational placement” runs counter to the clear language of the Act. There can be no question that plaintiffs’ assignment to Jewel Manor was an educational placement within the meaning of the Act. See, e.g., Kruelle v. New Castle County School District, 642 F.2d 687, 693 (3rd Cir.1981) (<HOLDING>). See also, Tokarcik v. Forest Hills School Options: A. holding that when a term is not defined in a contract the presumption is that the term is to be given its ordinary meaning and significance B. holding that loss of earnings was sufficiently encompassed by general prayer for relief C. holding that the uniform commercial code specifically encompassed a software licensing agreement D. holding that a residential placement is encompassed within the term special education E. holding that subcontractor can recover in quasicontract from contractor for work not encompassed in the agreement between the two

assistant: The best answer is D. holding that a residential placement is encompassed within the term special education
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The Company shall comply in all material respects with all laws, rules, regulations and orders of any governmental authority applicable to any part of the Collateral or to the operation of the Company's; provided , however , that the Company may contest any such law, rule, regulation or order in any reasonable manner which does not, in the reasonable opinion of the Company, adversely affect Secured Party's rights or the priority of its liens on the Collateral.

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 case excerpt and choose the best holding from the options. Case excerpt: could not be supported by the objective evidence in the record. In contrast with the trial court’s recitation, the panel, adopting the State’s description in part, found that the DVDs “show a calm interrogation during which the detectives spoke to defendant in ‘measured tones and treated him courteously.’ ... There is no evidence that defendant was excessively tired, sleep deprived, or physically abused.” Further, the Appellate Division concluded that the trial court erred in analyzing defendant’s initial request to speak with his mother “in isolation from the mosaic of the prior relationship between the detectives and defendant and [apart] from [defendant’s] other statements and conduct.” The panel reasoned that 7); State v. Brooks, 309 N.J.Super. 43, 57, 706 A.2d 757 (App.Div.) (<HOLDING>), certif. denied, 156 N.J. 386, 718 A.2d 1215 Options: A. holding that when a defendant initiates contact with the police after an assertion of a sixth amendment right to counsel defendant waives that right and his or her statements are admissible B. holding that oral and written confessions obtained after defendant asked to speak with his mother were admissible because defendant displayed continuous willingness to cooperate with police C. holding that defendants request to speak to his parents was not an invocation of the right to remain silent because defendant never gave the police any indication that he wanted to stop talking only indicating he wanted to take a break from the interrogation to speak with his parents D. holding that in view of armed robbery defendants mental retardation poor reading comprehension and no prior experience with the criminal process confessions obtained after defendants orally waived right to counsel and signed written waiver forms were inadmissable E. holding that where officers approached a suspicious person in an airport terminal and with credentials displayed asked if they could speak with him the individual consented the officers told him that he was suspected of carrying contraband and he consequently allowed them to search his person the encounter did not implicate the fourth amendment

assistant: The best answer is B. holding that oral and written confessions obtained after defendant asked to speak with his mother were admissible because defendant displayed continuous willingness to cooperate with police
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: All notices hereunder must be in writing and shall be deemed to have been given upon receipt of delivery by: (a) personal delivery to the designated individual, (b) certified or registered mail, postage prepaid, return receipt requested, (c) a nationally recognized overnight courier service (against a receipt therefor) or (d) facsimile transmission with confirmation of receipt. All such notices must be addressed to the address of such party on record.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: There are no actions, suits, proceedings, claims or disputes pending or, to the knowledge of Holdings, threatened in writing or contemplated, at law, in equity, in arbitration or before any Governmental Authority, by or against Holdings or any of its Restricted Subsidiaries or against any of their properties or revenues that have a reasonable likelihood of adverse determination and where such determination either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

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: The execution, delivery and performance by the Buyer of this Agreement and the other Transaction Documents to which it is a party, and the consummation by the Buyer of the transactions contemplated hereby and thereby, do not, and will not (1) result in a violation of any provision of its articles of incorporation, bylaws, limited partnership agreement, limited liability company agreement or similar governing documents of the Buyer, (2) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which the Buyer is a party or (3) conflict with or result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to the Buyer, except in the case of clauses (2) and (3) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, have, or reasonably be expected to result in, a material adverse effect on the ability of such Buyer to perform its obligations hereunder or under any of the other Transaction Documents to which the Buyer is a party.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Each Stockholder hereby (i) consents to and authorizes the publication and disclosure by the Company of such Stockholder’s identity and holding of Covered Shares, and the nature of such Stockholder’s commitments, arrangements and understandings under this Agreement, the Merger or any other transactions contemplated by the Merger Agreement and (ii) agrees as promptly as practicable to notify the Company of any required corrections with respect to any written information supplied by such Stockholder specifically for use in any such disclosure document.

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: The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve as a director or officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director or officer of the Company.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Some or all of the payments made under or pursuant to this Agreement may be subject to Section 409A of the Internal Revenue Code of 1986. The Company makes no representation or warranties with respect to the application of such section to such payments. Employee is solely responsible for any federal, state or local income taxes and other taxes imposed on him with respect to such payments, whether by reason of Section 409A or otherwise. Company shall be entitled to withhold on and report the making of such payments as may be required by law as determined in the reasonable discretion of the Company.

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: To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three Business Days unless the Administrative Agent and the Issuing Bank shall otherwise agree) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the Issuing Bank, the Borrower also shall submit a letter of credit application on the Issuing Bank's standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) (x)the aggregate undrawn amount of all outstanding Letters of Credit issued by the Issuing Bank at such time plus (y) the aggregate amount of all LC Disbursements made the Issuing Bank that have not yet been reimbursed by or on behalf of the Borrower at such time shall not exceed its Letter of Credit Commitment, (ii) no Lender's Revolving Credit Exposure shall exceed its Commitment and (iii) the Total Revolving Credit Exposure shall not exceed the total Commitments. The Borrower may, at any time and from time to time, reduce the Letter of Credit Commitment of any Issuing Bank with the consent of such Issuing Bank; provided that the Borrower shall not reduce the Letter of Credit Commitment of any Issuing Bank if, after giving effect of such reduction, the conditions set forth in clauses (i) through (iii) above shall not be satisfied.

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: This Agreement and any exhibits hereto constitute the entire agreement between the parties and supersedes all prior agreements and understandings, whether written or oral, relating to the subject matter of this Agreement, including the Prior Employment Agreement.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: There is no action, suit, order, claim, litigation, inquiry, notice of violation, arbitration, mediation, proceeding or investigation pending or, to the knowledge of the Company, threatened against or affecting the Company, any Subsidiary or any of their respective properties before or by any court, arbitrator, governmental or administrative agency or regulatory authority (federal, state, county, local or foreign) (collectively, an “ Action ”) (i) that has had or would reasonably be expected to have a Material Adverse Effect or (ii) adversely affects or challenges the legality, validity or enforceability of any of the Transaction Documents or the Units. Neither the Company nor any Subsidiary, nor any director or officer thereof, is or has been the subject of any Action involving a claim of violation of or liability under federal or state securities laws or a claim of breach of fiduciary duty. There has not been, and to the knowledge of the Company, there is not pending or contemplated, any investigation by the Commission involving the Company or any current or former director or officer of the Company. The Commission has not issued any stop order or other order suspending the effectiveness of any registration statement filed by the Company or any Subsidiary under the Exchange Act or the Securities Act. Neither the Company nor any of its Subsidiaries is subject to any order, writ, judgment or decree of a court, arbitrator, governmental or administrative agency or regulatory authority (federal, state, county, local or foreign) that has had or would reasonably be expected to have a Material Adverse Effect. Except as has not had and would not reasonably be expected to have a Material Adverse Effect, there is no investigation or review pending (or, to the knowledge of the Company, threatened) by any court, arbitrator, governmental or administrative agency or regulatory authority (federal, state, county, local or foreign) with respect to the Company or any of its Subsidiaries.

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: As of the Closing Date, such Obligor does not have any material contracts, material agreements or material licenses which are non-assignable by their terms, or as a matter of law, or which prevent the granting of a security interest therein.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: lawyers bring a lawsuit expecting settlement merely because the cost of settling is cheaper than actually disputing the allegations and proceeding with discovery. See Lentell v. Merrill Lynch & Co., 396 F.3d 161, 171 (2d Cir. 2005) (describing one purpose of PSLRA as deterring strike suits). (Indeed, by “bottom-line” order issued last week, the Court partially denied defendants’ motions to dismiss the complaint. See Order dated February 14, 2012.) Additionally, the Retirement System’s claim as a common shareholder of Lockheed Martin is not subject to any unique defenses that would make it an atypical or inadequate lead plaintiff or not otherwise satisfy the requirements of Rule 23. See § 78u-4(a)(3)(B)(iii)(I)(cc), (II)(bb); Sgalambo v. McKenzie, 268 F.R.D. 170, 173 (S.D.N.Y.2010) (<HOLDING>); PI. Br. at 3-4 (asserting Retirement System Options: A. holding that proposed settlement class in asbestos personal injury action did not satisfy federal rule of civil procedure 23 adequacy of representation typicality or predominance requirements where exposureonly futures claimants were not adequately represented and where multiple defendants and widely divergent claims would pose an obstacle to trial B. holding that plaintiff need only plead damages in rico cases sufficient to meet rule 8s requirements C. holding that even if a defendant in a proposed class action does not seriously contest whether the rule 23 requirements have been met a court nevertheless has the responsibility of conducting its own inquiry as to whether the requirements of rule 23 have been satisfied in a particular case D. holding plaintiff seeking lead plaintiff status need only make preliminary showing that it will satisfy the typicality and adequacy requirements of rule 23 E. holding that where it is clear from the allegations on the face of the complaint that the party seeking class certification could prove no set of facts sufficient to satisfy the requirements of both civ r 23 a and civ r 23 b the trial court may deny a motion to certify made pursuant to civ r 23 c without first granting the movant an evidentiary hearing pursuant to civ r 23 c 1

assistant: The best answer is D. holding plaintiff seeking lead plaintiff status need only make preliminary showing that it will satisfy the typicality and adequacy requirements of rule 23
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 unpaid principal balance of this Note shall bear interest computed upon the basis of a year of 360 days for the actual number of days elapsed in a month at a rate of eleven percent (11%) per annum (the “ Effective Rate ”). Upon the occurrence and during the continuance of an Event of Default (as defined below), the unpaid principal balance of this Note shall bear interest, computed upon the basis of a year of 360 days for the actual number of days elapsed in a month, at a rate equal to the lesser of five percent (5%) over the Effective Rate or the highest rate allowed by applicable law. The indebtedness represented by this Note shall be paid to Lender in an installment of interest only on the first anniversary of the date of each Tranche on Exhibit 1 to this Note (a “ Tranche ”), and, if not sooner converted in accordance with the terms of this Note, the entire unpaid principal balance of this Note, together with all accrued and unpaid interest, shall be immediately due and payable in full (a) with respect to each Tranche on the Due Date specified in Exhibit 1 and (b) with respect to any additional Tranche within 24 months of the full funding of such Tranche (with respect to each Tranche, a “ Due Date ”).

assistant: Payments
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: Fortress will conduct any construction or other work done by it so as to minimize the possibility of any claim of lien against any part of its Interest and, if any such claim of lien be created, will forthwith take all necessary steps to have the same discharged unless the claim of lien is being contested in good faith and Fortress has taken steps to ensure that the claim will not subject any of its Interest to sale or forfeiture.

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 legal provision and list the applicable contract clause categories. Provision: The unvested portion of the Restricted Shares are subject to forfeiture. Except as provided in this Agreement, in order to vest in and not forfeit Restricted Shares, the Participant must remain in Service until the applicable Restricted Shares Vesting Date (as such date may be accelerated pursuant to Section 8 below). Participant may not transfer (within the meaning described in Section 9) Restricted Shares (the “Restrictions”).

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 following U.S. Supreme Court case excerpt and classify it into the correct legal issue area. Excerpt: 409 U.S. 238 93 S.Ct. 566 34 L.Ed.2d 444 John R. DILLARD, etc.,v.INDUSTRIAL COMMISSION OF VIRGINIA et al. No. 72-5411. Supreme Court of the United States December 11, 1972 PER CURIAM. 1 Appellant brought a class action to challenge the constitutionality of a state regulation that permitted temporary suspension of his workmen's compensation payments without a prior hearing. He appealed an adverse judgment, but his jurisdictional statement states that after the decision below 'an Order was entered by the Commission approving a lump-sum settlement of $4,243.20 in full settlement of [his] individual claim for compensation for his injury which occurred on March 15, 1971.' 2 In this state of the record, the motion to proceed in forma pauperis is granted, the judgment is vacated, and the case is remanded to the United States District Court for the Eastern District of Virginia to consider whether this case is moot.

assistant: 9
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 rights or obligations hereunder may be assigned except by the Company to a business entity which is a successor to the Company by merger, stock exchange, consolidation, acquisition of all or substantially all of the Company’s assets or other reorganization, or to an entity which results from a purchase or sale or other transfer or transaction involving third parties, or except to an entity owned or controlled by the principals of the Company. This Agreement (and all rights and benefits hereunder) is for Executive’s personal services and is, therefore, not assignable by Executive.

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: Except as disclosed in the Prospectus Supplement relating to the Shares being purchased hereunder, there is no action, suit, inquiry, notice of violation, proceeding or investigation pending or, to the knowledge of the Company, threatened against or affecting the Company, any Subsidiary or any of their respective properties before or by any court, arbitrator, governmental or administrative agency or regulatory authority (federal, state, county, local or foreign) (collectively, an “ Action ”) which (i) adversely affects or challenges the legality, validity or enforceability of any of the Transaction Documents or the Shares or (ii) could, if there were an unfavorable decision, have or reasonably be expected to result in a Material Adverse Effect. Neither the Company nor any Subsidiary, nor any director or officer thereof, is or has been the subject of any Action involving a claim of violation of or liability under federal or state securities laws or a claim of breach of fiduciary duty. There has not been, and to the knowledge of the Company, there is not pending or contemplated, any investigation by the Commission involving the Company or any current or former director or officer of the Company. The Commission has not issued any stop order or other order suspending the effectiveness of any registration statement filed by the Company or any Subsidiary under the Exchange Act or the Securities Act.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: 97 (1976))). There is no indication, textual or otherwise, that Congress intended to treat constitutional claims differently than run-of-the-mill non-constitutional claims. This is particularly true in light of the counterpart provision governing claims by active duty officers. See 10 U.S.C. § 628. ■ While that provision also makes presentation to the Secretary a prerequisite for claims “based to any extent on the failure of-a person to be selected for promotion by a promotion board,” id. § 628(h), it specifically exempts claims that call into question “the validity of any law, regulation, or policy relating to selection boards,” id. § 628(i). That § 14502(g) does not contain a similar exemption simply confirms our initial conclusion. Cf. In re Navy Chaplaincy, 697 F.3d at 1175 (<HOLDING>). Second, Harkness has given us no good reason Options: A. holding that the industrial commission only had subject matter jurisdiction over claims under the payment of wages statute and not contract claims B. holding that subject matter jurisdiction existed over similar constitutional claims solely on the basis of 628i C. holding that a federal court may adjudicate claims for which there is no independent basis for subject matter jurisdiction if the nonjurisdictional claims are related to other claims for which the does have jurisdiction D. holding that the information must establish that the court has jurisdiction over both the subject matter and the parties E. holding the federal tort claims act did not permit exercise of pendant jurisdiction over additional parties as to which no basis for federal jurisdiction existed

assistant: The best answer is B. holding that subject matter jurisdiction existed over similar constitutional claims solely on the basis of 628i
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: Second Circuit described it, the day “when [the petitioner] was denied leave to appeal,” Geraci 211 F.3d at 9 (emphasis added). Second, the court noted that “[t]he coram nobis petition was denied on February 17, 1998 and the time clock started to run again .... until February 24, 1998, the day the [habe-as] petition was filed, a total of seven days.” Geraci 211 F.3d at 9. This calculation of “seven days” indicates that the court necessarily included either the date the coram nobis petition was denied or the date the habeas petition was filed. Upon consideration, it must have been the latter, because in determining whether a habeas petition is timely filed, a court must include the petition filing date within the limitations period. See Smith v. McGinnis, 208 F.3d 13, 16 (2d Cir.2000) (<HOLDING>). Geraci’s primary holding — that a coram nobis Options: A. holding that the habeas petition did not qualify for equitable tolling because the petitioner discovered that his attorney had lied about filing a petition in early 2008 and yet the petitioner did not file one himself until nearly two years later B. holding that employer was estopped to assert a statute of limitations defense where the insurer had arranged to have the claimant examined by one of its physicians after the statute of limitations had run C. holding that where the limitations period had run for 364 days petitioner had one day remaining in which to file the habeas petition D. holding that the limitations period is not tolled while a federal habeas petition is pending E. holding that dismissing a habeas petition as timebarred under the aedpa does not violate the suspension clause because petitioner had years to file the petition and gave no explanation why he failed to file on time

assistant: The best answer is C. holding that where the limitations period had run for 364 days petitioner had one day remaining in which to file the habeas petition
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: statute provides that a health benefit plan must cover “all medical services, including rehabilitation services, that are medically necessary and otherwise covered.” Or.Rev.Stat. § 743A.190(1). "Rehabilitation services” is defined as "physical therapy, occupational therapy or speech therapy services to restore or improve function,” but “medical services” is not explicitly defined in the statute. Or. Rev.Stat. § 743A. 190(3). Plaintiffs argue that ABA therapy, like "physical therapy, occupational therapy or speech therapy,” is a therapy service meant to “restore or improve function,” and that therefore, ABA fits within the “plain, natural, and ordinary” definition of medical F.3d 1152 (11th Cir.2013); Chisholm ex rel. CC, MC v. Kliebert, 2013 WL 3807990, at *22 (E.D.La. July 18, 2013) (<HOLDING>) 5 . Plaintiffs cite to the testimony of Options: A. holding that court abused its discretion in failing to recruit counsel where the case presents complicated medical matters involves varying recommended courses of treatment by numerous physicians and required discovery into what constitutes reasonable carefor medical professionals B. holding that aba therapy when recommended by a physician or psychologist constitutes medical assistance C. recognizing physician assistant as agent of the supervising physician D. holding injured employee who asked his employer for medical assistance and employer refused and employee then went to physician of his own choice employee could recover medical benefits E. holding physician in action based on illegal cavity search to standard of a reasonable physician

assistant: The best answer is B. holding that aba therapy when recommended by a physician or psychologist constitutes medical assistance
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, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF TENNESSEE APPLICABLE TO CONTRACTS EXECUTED, AND TO BE FULLY PERFORMED, IN SUCH STATE.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: (citing Sahadi v. Reynolds Chem., 636 F.2d 1116, 1117 (6th Cir. 1980)); see also Lilley v. BTM Corp., 958 F.2d 746, 752 (6th Cir.1992) (“Spreading the former duties of a terminated employee among the remaining employees does not constitute replacement.”). Novotny’s reliance on this argument, therefore, is misplaced. Novotny also argues that she was treated differently than similarly situated males. Novotny’s argument in support of this statement is difficult to follow. Novotny appears to argue two distinct claims: 1) a pre-termination claim of discrimination, and 2) a claim of discrimination related to her termination. The Court reviews each of these claims. Novotny first asserts that she was discriminated against prior to her termination. Novotny claims that her calend th Cir.1996) (<HOLDING>); Agnew v. BASF Corp., 286 F.3d 307, 310-11 Options: A. holding that a negative criticism or performance evaluation unaccompanied by a materially adverse change in the terms or conditions of employment does not constitute adverse employment action B. holding that an employee accepted as a matter of law changes to an employment agreement by continuing employment with the company after he received notice of the changes C. holding that reassignments without salary or work changes do not ordinarily constitute adverse employment decisions in employment discrimination claims D. holding that termination is an adverse employment action E. holding that poor evaluations alone do not constitute an adverse employment action

assistant: The best answer is C. holding that reassignments without salary or work changes do not ordinarily constitute adverse employment decisions in employment discrimination 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 case excerpt and choose the best holding from the options. Case excerpt: testified that his “search of [appellant’s] person” yielded nothing incriminating and that he did not ask for consent to search the bag of socks. The cases cited by the majority do not support the conclusion that appellant’s consent to a search of his person necessarily included consent to a search of the bag of socks. As the majority concedes, this issue is one of first impression in Virginia, and even the cases from other jurisdictions upon which the majority relies involved construction “of the term ‘person’ in the context of [ (1)] searching ‘the person’ pursuant to a warrant” for that person or (2) searching the belongings of a nonresident visitor pursuant to a warrant for the premises on which the person was found. See United States v. Graham, 638 F.2d 1111, 1114 (7th Cir.1981) (<HOLDING>); see also United States v. Branch, 545 F.2d Options: A. holding that bjecause a search of a students wallet purse or other bag carried on his or her person is undoubtedly a severe violation of subjective expectations of privacy individualized suspicion is a necessary element in determining reasonableness where the principal emptied the contents of the mjinors purse internal quotation marks and citation omitted B. holding that search of defendants purse which he carried was authorized by a warrant to search his person C. holding that search of shoulder bag was not authorized by search warrant for apartment D. holding that search of backpack constituted a search of defendants person and was not authorized by search warrant for premises E. holding that a shoulder purse carried by a person at the time he is stopped lies within the scope of a warrant authorizing the search of his person

assistant: The best answer is E. holding that a shoulder purse carried by a person at the time he is stopped lies within the scope of a warrant authorizing the search of his person
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: not required to proffer that evidence at trial. See Reed v. State, 353 Md. 628, 637-38, 728 A.2d 195, 200-01 (1999) (“ '[W]hen the effect of the ruling [on a motion in limine] is to exclude the evidence, and the trial judge intends that ruling to 'be the final word on the matter, a contemporaneous objection made at the time of the ruling ordinarily preserves the issue for appellate review.'... When motions in limine to exclude evidence are granted, normally no further objection is required to preserve the issue for appellate review.,! ”) (first alteration in original) (quoting Hickman v. State, 76 Md.App. 111, 117, 543 A.2d 870, 873 (1988)) (citing Simmons v. State, 313 Md. 33, 37-38, 542 A.2d 1258, 1259-60 (1988)). See also Prout v. State, 311 Md. 348, 356, 535 A.2d 445, 449 (1988) (<HOLDING>). Hence, contrary to Respondent's argument, Options: A. recognizing that the value of brady evidence must be evaluated in light of the other evidence admitted at trial B. holding that the law presumes that the jury will follow the courts instructions C. holding that a jury is presumed to follow the trial courts instructions D. holding that appellate courts determine the sufficiency of the evidence to support a conviction based on a review of all of the evidence admitted at trial E. holding that when a trial judge determines that questionable evidence will not be admitted the proponent of the evidence is left with nothing to do at trial but follow the courts instructions

assistant: The best answer is E. holding that when a trial judge determines that questionable evidence will not be admitted the proponent of the evidence is left with nothing to do at trial but follow the courts instructions