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: obligations, the United States government must conform its conduct to constitutional requirements. Grin v. Shine, 187 U.S. 181, 184, 23 S.Ct. 98, 100, 47 L.Ed. 130 (1902). See In re Burt, 737 F.2d 1477, 1485 (7th Cir.1984) (“when the conduct of the United States government is challenged, such conduct must be assessed in light of the Constitution”); Plaster v. United States, 720 F.2d 340, 348 (4th Cir.1983). Where an extradition court finds that extradition would violate the relator’s constitutional rights, the Executive branch may not extradite him. In re Burt, supra, 737 F.2d at 1484; Plaster v. United States, supra, 720 F.2d at 349. See also In re Extradition of Mahmoud Abed Atta, 1988 WL 66866 (E.D.N.Y. June 17, 1988) (unreported slip op.) (available on Westlaw, federal database) (<HOLDING>). However, an American court may not deny Options: A. holding that juveniles may waive constitutional rights B. recognizing defendants state and federal constitutional rights to testify C. holding in the private sector context that flsa rights cannot be abridged by contract or otherwise waived and stating that in any event congressionally granted flsa rights take precedence over conflicting provisions in a collectively bargained compensation arrangement D. holding that constitutional rights in extradition take precedence over treaty terms E. recognizing the right to trial by jury is a constitutional right to be given the same protections as other constitutional rights

assistant: The best answer is D. holding that constitutional rights in extradition take precedence over treaty terms
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Each party hereto acknowledges that it will be impossible to measure in money the damage to the other party if a party hereto fails to comply with any of the obligations imposed by this Agreement, that every such obligation is material and that, in the event of any such failure, the other party will not have an adequate remedy at law or damages. Accordingly, each party hereto agrees that injunctive relief or other equitable remedy, in addition to remedies at law or damages, is the appropriate remedy for any such failure and will not oppose the seeking of such relief on the basis that the other party has an adequate remedy at law. Each party hereto agrees that it will not seek, and agrees to waive any requirement for, the securing or posting of a bond in connection with the other party’s seeking or obtaining such equitable relief.

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: investigation that the company believes to transgress separation-of-powers principles constitutes irreparable harm. See John Doe Co., 849 F.3d at 1135 (rebuffing Future Income Payments’ position that “any alleged separation-of-powers injury is by its very nature irreparable”); John Doe Co., 235 F.Supp.3d at 203-04, 2017 WL 663528, at *6 (same). Similarly, in Tilton v. SEC, a challenge to the constitutionality of the appointment of administrative law judges in the SEC, the Second Circuit held that “being subjected to an unconstitutional administrative process” and enduring the “expense and disruption” of these proceedings do not qualify as irreparable harm. 824 F.3d 276, 286 (2d Cir. 2016); see FTC v. Standard Oil Co. of Cal., 449 U.S. 232, 244, 101 S.Ct. 488, 66 L.Ed.2d 416 (1980) (<HOLDING>). Future Income Payments’ averred injury proves Options: A. holding that the threat of irreparable harm must be immediate B. holding the time trouble and expense of an unnecessary trial is not irreparable harm when determining whether the threshold elements of certiorari jurisdiction have been met C. holding that where state rules of civil procedure apply to courts of the state they do not apply to adjudicatory proceedings before state agencies D. holding that monetary damages do not generally constitute irreparable harm E. holding that the expense and disruption of defending oneself in protracted adjudicatory proceedings do not amount not irreparable harm

assistant: The best answer is E. holding that the expense and disruption of defending oneself in protracted adjudicatory proceedings do not amount not irreparable harm
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 of this Agreement and the Ancillary Agreements by Seller, do not and will not: (i) conflict with or violate the Certificate of Incorporation or By-laws of Seller; (ii) conflict with or violate any law, rule, regulation, order, writ, judgment, injunction, decree, determination or award applicable to the Purchased Assets; (iii) result in any breach of, or constitute a default (or event which with the giving of notice or lapse of time, or both, would become a default) under, or give to others any rights of termination, rescission, amendment, acceleration or cancellation of, any of the Assigned Agreements or any material note, bond, mortgage, indenture, contract, agreement, lease, license, permit, franchise or other instrument relating to any of the Purchased Assets to which Seller is a party or is bound or by which any of the Purchased Assets are bound or affected; or (iv) result in the creation of any Encumbrance on any of the Purchased Assets.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: In Gaskin’s second claim, he argues that trial counsel was ineffective for failing to provide Dr. Krop with requested background information. The trial court denied relief on this claim, stating: Dr. Krop testified that the school records were the only information he was unawai'e of for his initial evaluations and diagnosis of the Defendant.... Dr. Krop also testified that his diagnosis of the Defendant would be the same as it was originally on June 8, 1990, only four (4) days after his deposition, with the addition of the opinion that the Defendant suffers from a learning disability, attention deficit disorder, based on the school records. The trial court found that Gaskin did not establish that he suffered any actual prejudice from counsel’s failure to give Dr. Krop a.2000) (<HOLDING>). The fact remains that even if Dr. Krop had Options: A. holding that trial counsels performance was not deficient for failing to give a mental health expert additional information because the expert testified at the evidentiary hearing that the collateral data would not have changed his testimony B. holding that trial counsel did not act unreasonably in failing to raise the issue of the defendants mental health at trial C. holding that counsels performance was deficient for failing to investigate readily available evidence of mental impairment D. holding any error in admitting testimony of expert witness was harmless because it was cumulative of same testimony given by six other expert witnesses who testified at trial E. holding that the defendant could not establish prejudice for trial counsels failure to hire an expert when the experts testimony would not have changed the nature of the states evidence

assistant: The best answer is A. holding that trial counsels performance was not deficient for failing to give a mental health expert additional information because the expert testified at the evidentiary hearing that the collateral data would not have changed his testimony
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Any determination by the Committee in connection with any question or issue arising under the Notice, the Plan or this Award Agreement shall be final, conclusive and binding on the Participant, the Company and all other persons. Any question or dispute regarding the interpretation of this Award Agreement or the receipt of the RSUs hereunder shall be submitted by the Participant to the Committee. The resolution of such a dispute by the Committee shall be final and binding on all parties.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: There are no consents necessary or required from any third Parties, including, but not limited to, governmental or other regulatory agencies, federal, state or municipal, required to be received by or on the part of the Company and the Seller for the execution and delivery of this Agreement and the performance of their respective obligations hereunder. The Seller shall file a Form 4 and Schedule 13D amendment immediately upon Closing.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Schedule 5.8 contains an accurate list of all Subsidiaries of the Borrower as of September 29, 2017, setting forth their respective jurisdictions of organization and the percentage of their respective capital stock or other ownership interests owned by the Borrower or other Subsidiaries. All of the issued and outstanding shares of capital stock or other ownership interests of such Subsidiaries have been (to the extent such concepts are relevant with respect to such ownership interests) duly authorized and validly issued and are fully paid and non-assessable. The Guarantors include all of the Significant Homebuilding Subsidiaries.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: that Davis only began writing the local editorials after Jeffery Prosser, the former owner of the Daily News, lost control of the newspaper. Further, it is uncontroverted that Times-Shamrock did not purchase the Daily News from Prosser until June 2008. And Ariel Melchoir, Jr., the publisher of the Daily News from 1977 to 2008, testified that on April 17, 2007, when the editorial was published, Prosser controlled what editorials were being published in the Daily News. Thus, all the evidence presented at trial tended to show that Crouch was the author of the editorial, and Judge Kendall failed to present any evidence that Crouch either knew the statements in the editorial were false or recklessly disregarded the truth. See Beeton v. District of Columbia, 779 A.2d 918, 924-25 (D.C. 2001) (<HOLDING>). We therefore affirm the Superior Court’s Options: A. holding failure to investigate before publishing is not sufficient to prove actual malice B. holding plaintiff failed to prove actual malice when author was never called as a witness to confirm that he wrote the article C. holding when defamatory statement involved issue of public concern that private individual was required to prove actual malice to recover presumed or punitive damages against media defendant D. holding plaintiff failed to present evidence of actual malice because defendants explanation of the mistaken statement shows negligence but no more than that E. holding that plaintiff failed to prove reasonable reliance on a false statement

assistant: The best answer is B. holding plaintiff failed to prove actual malice when author was never called as a witness to confirm that he wrote the article
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) At its sole cost and without expense to Trustee or Beneficiary, and subject in all events to compliance with the Gaming/Racing Laws and other applicable Requirements of Law, Trustor shall do, execute, acknowledge and deliver any and all such further acts, deeds, conveyances, notices, requests for notices, financing statements, continuation statements, certificates, assignments, notices of assignments, agreements, instruments and further assurances, and shall mark any chattel paper, deliver any chattel paper or instruments to Beneficiary and take any other actions that are necessary, prudent, or reasonably requested by Beneficiary or Trustee to perfect or continue the perfection and first priority of Beneficiary’s security interest in the Trust Estate, to protect the Trust Estate against the rights, claims, or interests of third persons other than holders of Permitted Liens or to effect the purposes of this Deed of Trust including the security agreement and the absolute assignment of Rents contained herein, or for the filing, registering or recording thereof.

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 legal provision and list the applicable contract clause categories. Provision: Immediately after giving effect to the Transactions on the Closing Date and the making of each Loan on the Closing Date and the application of the proceeds of such Loans, (i) Parent and any other Irish Loan Party are able to pay their debts within the meaning of Section 570 of the Irish Companies Act; (ii) the fair value of the assets of Parent and its Subsidiaries on a consolidated basis, exceeds, on a consolidated basis, their debts and liabilities, subordinated, contingent or otherwise; (iii) the present fair saleable value of the property of Parent and its Subsidiaries, on a consolidated basis, is greater than the amount that will be required to pay the probable liability, on a consolidated basis, of their debts and other liabilities, subordinated, contingent or otherwise, as such debts and other liabilities become absolute and matured; (iv) Parent and its Subsidiaries, on a consolidated basis, are able to pay their debts and liabilities, subordinated, contingent or otherwise, as such debts and liabilities become absolute and matured; (v) Parent and its Subsidiaries, on a consolidated basis, are not engaged in, and are not about to engage in, business for which they have unreasonably small capital; and, with respect to a Subsidiary of Parent incorporated in England and Wales or Ireland, (vi) it is not unable and does not admit its inability to pay its debts as they fall due, (vii) it is not deemed to, or is not declared to, be unable to pay its debts under applicable law, (viii) it has not suspended or threatened to suspend making payments on any of it debts and (ix) by reason of actual or anticipated financial difficulties, it has not commenced negotiations with one or more of its creditors (excluding any Secured Party in its capacity as such) with a view to rescheduling any of its indebtedness. For purposes of the foregoing, the amount of any contingent liability at any time shall be computed as the amount that would reasonably be expected to become an actual and matured liability.

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: the general cancellation and no-show policy of each supplier is made available on our platform on the supplier information pages , during the reservation procedure and in the confirmation email or ticket ( if applicable ) .

assistant: None
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: 501, 511 (Mo.App. W.D.1996) (noting that the jury could have inferred deliberation from the length of time required to produce death by suffocation or from the length of time it took to prepare a chloroform-soaked rag). The jury could have inferred from the presence of Defendant’s fingerprint on the trunk that he was the person who bound and placed Victim in the trunk of her car. It could have inferred that the lighter fluid found in Victim’s car was the lighter fluid Defendant had borrowed a few days before Victim’s body was discovered. The jury could also have inferred that the crime was planned in advance from the presence of the standards manual (used to start the fire) and the gloves found in Victim’s and Defendant’s cars. See State v. Grubbs, 724 S.W.2d 494, 498 (Mo. banc 1987) (<HOLDING>). Proof that Defendant was present at the scene Options: A. holding that employer controlled the victims will at least in part by using his position as the victims employer B. holding that the crime victims compensation act which compensated innocent victims of criminal acts was an attempt to remedy that situation and therefore applied retroactively C. holding that jury may consider victims mental capacity in determining whether defendant acted with victims knowledge and consent D. holding that a jury could reasonably infer defendant and his brother engaged in victims murder with deliberation where victims hands and feet were bound expert testimony was that victims injuries were inflicted when he was alive defendants gloves were discarded in victims trailer and defendant and his brother burned the trailer in an attempt to conceal the evidence E. holding admissible testimony of the victims daughter regarding a telephone call from the defendant to the victim hours before the victims death and the victims emotions following the telephone call where defendant claimed accident

assistant: The best answer is D. holding that a jury could reasonably infer defendant and his brother engaged in victims murder with deliberation where victims hands and feet were bound expert testimony was that victims injuries were inflicted when he was alive defendants gloves were discarded in victims trailer and defendant and his brother burned the trailer in an attempt to conceal the evidence
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: when, as in this case, the government relies on consent to justify a warrantless search, it bears the burden of proving by a preponderance of the evidence that the consent was voluntary. See United States v. Isiofia, 370 F.3d 226, 230 (2d Cir.2004). Voluntariness is determined by reference to the “ ‘totality of all the circumstances.’ ” Id. at 231 (quoting Schneckloth v. Bustamonte, 412 U.S. at 227, 93 S.Ct. 2041). While more than “mere acquiescence in a show of authority” is necessary to establish the voluntariness of a consent, United States v. Wilson, 11 F.3d 346, 351 (2d Cir.1993), the fact that a person is in custody or has been subjected to a display of force does not automatically preclude a finding of voluntariness, see United States v. Ansaldi, 372 F.3d 118, 129 (2d Cir.2004) (<HOLDING>). In considering a challenge to a district Options: A. holding the defendant voluntarily consented to a search of his bedroom based upon evidence that defendant 1 did not contest the fact that he had voluntarily given verbal consent to the search 2 did not appear to be nervous or scared and was cooperative with the officers 3 led officers to his bedroom and 4 was present for the search and did not indicate at any time that he wished to revoke his consent B. holding that defendants failure to withdraw consent to search for criminal activity in his home included the top floor because he did not withdraw his consent to search when he observed the officer go upstairs C. holding that defendants consent to search his person while on board an interstate bus was voluntary even though the police did not tell the defendant of his right to refuse consent D. holding that the defendants unlawful arrest in his hotel room rendered his subsequent consent to the search of his room invalid even though he signed a consent form allowing the search after his arrest because the government completely failed to address whether there was a break in the causal relationship between the unlawful arrest and the subsequent search E. holding that use of guns to effectuate arrest and handcuffing of defendant did not render his consent to search his home involuntary

assistant: The best answer is E. holding that use of guns to effectuate arrest and handcuffing of defendant did not render his consent to search his home involuntary
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, together with the equity award agreements referenced in Section 3(c) of this Agreement and the Non-Competition Agreement, contain the entire agreement and understanding of the parties hereto with respect to the matters covered herein, and supersede all prior or contemporaneous negotiations, commitments, agreements and writings with respect to the subject matter hereof. All such other negotiations, commitments, agreements and writings shall have no further force or effect, and the parties to any such other negotiation, commitment, agreement or writing shall have no further rights or obligations thereunder.

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: The representations and warranties of the Parties contained in this Agreement shall survive the Closing or termination of this Agreement until the date which is twelve (12) months after the Closing or termination of this Agreement; provided, however , that if there is a Closing the Fundamental Representations shall survive the Closing until the date that is thirty (30) days after the expiration of the statute of limitations period applicable to the matters covered thereby. All covenants and other agreements of the Parties contained in this Agreement to the extent to be performed from and after the Closing or not fully performed prior to the Closing shall survive until fully performed or fulfilled, except as otherwise provided in this Agreement; and provided , further , the representations and warranties of the Company made pursuant to Section 2.1(c) or to Section 2.1(d) shall survive until the earlier of the Closing or the termination of this Agreement. Each Indemnified Party must give written notice to the respective Indemnifying Party of any claim for indemnification under this ARTICLE 10 in accordance with Section 10.5. Any claim for indemnification made in writing by the Indemnified Party on or prior to the expiration of the applicable survival period shall survive until such claim is finally and fully resolved. It is the express intent of the Parties that, if an applicable survival period as contemplated by this Section 10.1 is shorter than the statute of limitations that would otherwise apply, then, by contract, the applicable statute of limitations shall be reduced to the survival period contemplated hereby. The Parties further acknowledge that the time periods set forth in this Section 10.1 for the assertion of claims under this Agreement are the result of arms’-length negotiation among the Parties and that they intend for the time periods to be enforced as agreed by the Parties.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The parties agree to take such actions and execute and deliver such other documents or agreements as may be necessary or desirable for the implementation of this Agreement and the Third Amended and Restated Company Agreement and the consummation of the transactions contemplated hereby and thereby.

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: you and ebay agree that any claim or dispute at law or equity that has arisen , or may arise , between you and ebay ( including any claim or dispute between you and a third-party agent of ebay ) that relates in any way to or arises out of this or previous versions of the ebay user agreement , your use of or access to the services , the actions of ebay or its agents , or any products or services sold or purchased through the services , will be resolved in accordance with the provisions set forth in this legal disputes section .

assistant: None
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: law, and we review the applicability and construction of a contractual provision requiring arbitration de novo”); Robertson v. Carmel Builders Real Estate, 2004-NMCA-056, ¶ 18, 135 N.M. 641, 92 P.3d 653 (providing a definition of “agent” and explaining that, where the material facts are undisputed, the existence of an agency relationship becomes a conclusion of law, requiring de novo review). Arbitration {14} The New Mexico Supreme Court “has repeatedly reaffirmed the strong public policy in this [S]tate ... in favor of resolution of disputes through arbitration.” Fernandez v. Farmers Ins. Co. of Ariz., 115 N.M. 622, 625, 857 P.2d 22, 25 (1993). “When a party agrees to a non-judicial forum for dispute resolution, the party should be held to NMSC-002, ¶¶1, 20, 135 N.M. 17, 84 P.3d 65 (<HOLDING>); DeArmond v. Halliburton Energy Servs., Inc., Options: A. holding that once the party seeking to compel arbitration establishes the existence of an arbitration agreement and that the claims raised fall within the scope of that agreement the trial court must compel arbitration B. holding that an agreement to arbitrate is illusory if as here the employer can unilaterally modify the contract C. holding that in the context of uninsured motorist disputes where the insurance endorsement provides for arbitration only upon the agreement of both parties the insureds could not unilaterally compel insurer to arbitrate D. holding that because a valid arbitration clause existed the parties had to arbitrate all disputes when the subject matter of the dispute has a reasonable relationship to the subject matter of the contract E. holding in motion to compel arbitration that personal jurisdiction is not created merely by a partys agreement to arbitrate in a particular forum

assistant: The best answer is C. holding that in the context of uninsured motorist disputes where the insurance endorsement provides for arbitration only upon the agreement of both parties the insureds could not unilaterally compel insurer to arbitrate
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 failure by the Company to enforce at any time any of the provisions of this Paragraph 9 or to require at any time performance by the Participant of any provisions hereof, shall in no way be construed to be a release of the Participant or waiver of such provisions or to affect the validity of this Award Agreement or any part hereof, or the right of the Company thereafter to enforce every such provision in accordance with the terms of this Award Agreement. The obligations contained in this Paragraph 9 shall survive the termination of the Participant’s employment with the Company or any affiliate and shall be fully enforceable thereafter.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: Id. at ¶¶ 9-23. Defendant 99$ Only Stores timely removed the state court action to this Court pursuant to 28 U.S.C. §§ 1441 and 1446. Thereafter, Defendant 99$ Only Stores filed its Motion of Defendant 99$ Only Stores to Dismiss for Lack of Personal Jurisdiction and Plaintiff filed its Motion to Remand. DISCUSSION The Court will first address Plaintiffs Motion to Remand, as the disposition of the Motion will determine whether or not the Court need address the Motion of Defendant 99$ Only Stores to Dismiss for Lack of Personal Jurisdiction. Plaintiffs Motion to Remand is Granted “[A]ny civil action brought in a State court of which the district courts of the United States have original jurisdiction, may be removed by the defendant or the defendants, t F.Supp.2d 817, 820 (S.D.W.Va.2002) (<HOLDING>). In the case at bar, Plaintiff asserts that Options: A. holding that remand was necessary where all defendants did not officially and unambiguously consent to removal notice within the mandatory thirtyday statutory time period B. holding that a failure to specify codefendants consent in notice of removal was a procedural defect not amenable after the thirtyday time for amendment had passed C. holding that the defendants motion to amend their notice of removal was proper due to plaintiffs waived objections to the sufficiency of the notice of removal by failing to seek remand within thirty days of removal D. holding that any defect in removal procedure must be cured within the 30day removal period or it is fatal to the removal and defendants failure to attach exhibits to the notice of removal within that time required remand E. holding that a defendants failure to attach process to its notice of removal was not fatal and did not require remand

assistant: The best answer is A. holding that remand was necessary where all defendants did not officially and unambiguously consent to removal notice within the mandatory thirtyday statutory time period
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: I agree that I will not make any statement, written or verbal, in any forum or media or take any action in disparagement of the Company, including but not limited to negative references to the Company or its products, services, corporate policies, or current or former officers or employees, customers, suppliers, or business partners or associates. I understand that this Paragraph 6 is not intended to restrict or limit in any way the Protected Rights set forth in Paragraph 7 of this Agreement. The Company agrees not to make, verify or otherwise support any public or official statement, written or verbal, in any forum or media, or take any action in disparagement of me, including but not limited to negative references to me or my levels of competency or aptitudes.

assistant: Non-Disparagement
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: Goba acted fraudulently or in bad faith, alleging that work was incomplete, when in fact the work complied with specifications. At best Gear has presented a good faith dispute as to whether the work done was satisfactory and as to whether the punch lists accurately reflected work yet to be accomplished. Such a dispute does not rise to the level of an unfair or deceptive trade practice. Since Gear has failed to present specific facts from which a jury could conclude that Goba acted in an unfair or deceptive manner, Goba’s motion for summary judgment on Gear’s 93A claim is allowed. ORDER For all of the foregoing reasons, it is hereby ORDERED that the defendant, Goba’s motion for summary judgment is ALLOWED as to Counts I-III of the plaintiffs amended complaint. It is further O 8 (1980) (<HOLDING>); Chestnut Hill Development Corp. v. Otis Options: A. holding that it was up to the jury to decide whether the broker and seller understood the property to be sold where the listing agreement erroneously indicated a property description was attached but the seller testified the broker knew what property was to be sold B. holding that purchaser could rescind contract where seller failed to disclose a fact the flooding of the subject real estate that seller knew purchaser would regard as material C. holding that a contract for sale of real estate was not void where the broker failed to obtain the required licenses D. holding that the purchaser could bring a 93a claim against the real estate broker because the broker misinformed the plaintiff as to the acreage of the parcel and failed to disclose that the property was encumbered E. holding that a person who finds a purchaser for a property falls precisely within the statutory definition of a real estate broker

assistant: The best answer is D. holding that the purchaser could bring a 93a claim against the real estate broker because the broker misinformed the plaintiff as to the acreage of the parcel and failed to disclose that the property was encumbered
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: Upon a Change in Control, Grantee is entitled to receive payment for Vested RSUs in cash or Common Shares (as determined by the Committee) on the date of the Change in Control; provided , however , that if such Change in Control would not qualify as a permissible date of distribution under Section 409A(a)(2)(A) of the Code, and where Section 409A of the Code applies to such distribution, Grantee is entitled to receive the corresponding payment on the date that would have otherwise applied pursuant to Sections 6(a) or 6(b)(ii) as though such Change in Control had not occurred.

assistant: Change In Control
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 subject to and governed by the laws of the State of Delaware. The Parties agree to the venue and jurisdiction of the federal or state courts located in the State of Delaware for the adjudication of all disputes arising out of this Agreement.

assistant: Submission 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 case excerpt and choose the best holding from the options. Case excerpt: a showing that the speedmeter was properly set up and tested by the police officers without any need for independent expert testimony by electrical engineers as to its general nature and trustworthiness.”). 12 As the concurrence notes, we have not attempted to identify the criteria by which to distinguish a clear case of scientific validity from one for which judicial notice can be used to establish that. However, implicit in our decision is the principle that a device that is widely used to produce information used in everyday applications is a device whose product — that is, information — can be considered for treatment as a clear case of scientific validity when the device is universally accepted by the scientific community as valid for those applications. Cf. Lyons, 324 Or at 271 (<HOLDING>). For example, body temperature readings from a Options: A. holding that dna pcr evidence not covered by statute and requiring the evidence be subjected to the inquiry outlined in reed B. holding that product rule method of dna statistical evidence is now generally accepted in the relevant scientific community C. recognizing universal acceptance in the scientific community of the principles and techniques on which dna typing and pcr replication are based D. recognizing that dna identification of humans is generally accepted by the scientific community and is based on knowledge about the extent of genetic variation in humans identification of discrete variable polymorphic dna loci and accurate probability estimates all of which were developed through years of extensive research and validation by the scientific community E. holding that the frye test of general acceptance in the scientific community was superceded by the federal rules

assistant: The best answer is C. recognizing universal acceptance in the scientific community of the principles and techniques on which dna typing and pcr replication are based
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 DSA may be executed in two or more counterparts, each of which will be deemed an original and all of which together will constitute one and the same DSA. This DSA may be delivered by facsimile transmission or electronic mail, and such copies of executed signature pages will be binding as originals.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: on all vessels and floating equipment ...; (d) Hull and Machinery Insurance ...; (e) Collision and Liability Insurance for damage to vessels .... R.37, Ex.A §§ 5.01.1; 5.01.01.1. 44 . The Agreement requires the purchase of $2,000,000 in Comprehensive General Liability Insurance (accident); $2,000,000 in Comprehensive General Liability Insurance (property damage); $5,000,000 in Full Form Protection and Indemnity Insurance on all vessels and floating equipment; and $5,000,000 Collision Liability Insurance. The other coverages listed in sections 5.01.1 and 5.01.01.1 do not specify their minimum limits. 45 . For this reason, this case is easily differentiated from the Indiana state law cases cited above. See, e.g., Ogilvie v. Steele by Steele, 452 N.E.2d 167, 170-71 (Ind.App.1983) (<HOLDING>); see also Avant v. Cmty. Hosp., 826 N.E.2d 7, Options: A. holding that indemnification provision did not expressly state the party was seeking indemnity for its own negligence so as to satisfy express negligence test B. holding that the indemnification contract between an owner of train tracks and an owner and operator of a train clearly and unequivocally required indemnification for the track owners negligence given that the contract explicitly stated that the indemnification provisions shall apply regardless of considerations of fault or negligence C. holding that fouryear limitation period on indemnification claim does not commence until the party seeking indemnification has paid a judgment or has made a voluntary payment of its legal liability to an injured party D. holding that indemnification without regard to the negligence of any party clearly and unequivocally provided bay drilling with indemnification for its own negligence E. holding that illinois construction contract indemnification for negligence act invalidates indemnity provision in contract between general contractor and postal service

assistant: The best answer is B. holding that the indemnification contract between an owner of train tracks and an owner and operator of a train clearly and unequivocally required indemnification for the track owners negligence given that the contract explicitly stated that the indemnification provisions shall apply regardless of considerations of fault or negligence
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: except as otherwise agreed upon , if we enable the use of software , content , virtual items or other materials owned or licensed by us ( `` software and content '' ) , we hereby grant you a limited , non-exclusive , non-sublicensable licence to access , install and use the software and content solely for personal and non-commercial purposes , conditioned on your compliance with these terms .

assistant: None
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The Company shall pay and hold Calavo harmless against liability for the payment of the reasonable out-of-pocket expenses of Calavo (including the reasonable fees and expenses of legal counsel or other advisors) in connection with (a) start-up and organizational costs in connection with the formation of the Company and the commencement of its business and operations and (b) the preparation, negotiation and execution of this Agreement and each other agreement executed in connection herewith and the consummation of the transactions contemplated hereby. Nothing in this Agreement shall require reimbursement of expenses of any Member except as described in the preceding sentence.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: Oaks, his professional association valued around $300,-000, including art and furnishings purchased for approximately $150,000, a Mercedes-Benz car, and a one quarter interest in a partnership owning and receiving profits from the operation of a dialysis unit. Conversely, Consuelo’s separate property consists of only an automobile and certain jewelry that was given to her by Pedro during their marriage. Moreover, the record indicates that certain liabilities allocated to Pedro were incurred by him in acquiring assets that were awarded to him in the divorce. Other liabilities, including certain loans, were allocated to Pedro based on his extensive use of the proceeds from such loans. See Goren v. Goren, 531 S.W.2d 897, 899-900 (Tex.Civ.App.—Houston [1st Dist.] 1975, writ dismissed) (<HOLDING>). Here, the trial court’s decision to award Options: A. holding that for estate tax purposes property is to be valued as it exists in the hands of the estate B. holding that trial court cannot include retirement benefits in marital estate subject to property division absent proof of present value C. holding liabilities of community estate can be considered by trial court in making just and right division of marital estate D. holding a decedents estate is not a legal entity and only individuals administering the estate can be sued on estates behalf E. holding that a legal malpractice claim arising from errors by an attorney in rendering estateplanning services is properly brought by the personal representative of the estate when excess estate taxes are paid by the estate in contravention of the decedents intended estate plan

assistant: The best answer is C. holding liabilities of community estate can be considered by trial court in making just and right division of marital estate
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: hired by Amtrak in May 1999. (See PL’s Opp’n at 17; PL’s Am. Compl. ¶¶ 13, 14.) Plaintiff contends that Amtrak never posted the newly created position, instead “simply movfing] Mr. Bello into it without competition” (PL’s Opp’n at 17), and continued to employ Bello at the time Amtrak terminated her employment. (See PL’s Opp’n at 13, 17.) In essence, plaintiff asserts that defendants’ outsourcing explanation is pretext because, if the real reason for her termination was the restructuring of the Workforce Development unit, Amtrak would have also eliminated Bello’s HR Consultant position. To prevail on this claim, plaintiff would need to demonstrate that she was similarly situated to Bello in all relevant aspects of employment. See Holbrook v. Reno, 196 F.3d 255, 261 (D.C.Cir.1999) (<HOLDING>) (citations and internal quotations omitted); Options: A. holding that plaintiff failed to show she was similarly situated to her comparators without evidence that they shared the similar attributes experience education and qualifications relevant to the position B. holding that caucasian employees who engaged in the same act as the plaintiff but it did not result in injury to others were not similarly situated C. holding plaintiff failed to demonstrate disparate treatment because she failed to show she was similarly situated to coworker to whom she compared herself D. holding that in order for plaintiff to prove that she was similarly situated to three other employees she had to demonstrate that all of the relevant aspects of her employment situation were nearly identical to those of the other employees E. holding that employees of differing seniority levels were not similarly situated

assistant: The best answer is D. holding that in order for plaintiff to prove that she was similarly situated to three other employees she had to demonstrate that all of the relevant aspects of her employment situation were nearly identical to those of the other employees
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: idea. 6 . As a preliminary matter, we note that counsel for Lower Merion has submitted a letter pursuant to Federal Rule of Appellate Procedure 28(j), in which he contends that the Supreme Court's decision in Kimel v. Florida Board of Regents, U.S. -, 120 S.Ct. 631, 145 L.Ed.2d 522 (2000) renders the ADEA inapplicable to Lower Merion. This contention is meritless. In Kimel, the Supreme Court held "only that, in the ADEA, Congress did not validly abrogate the States’ sovereign immunity to suits by private individuals.” Lower Merion, however, is not a state or an arm of the state for Eleventh Amendment purposes and therefore is not entitled to sovereign immunity. See Lester H. v. Gilhool, 916 F.2d 865, 870-71 (3d Cir.1990) cert. denied, 499 U.S. 923, 111 S.Ct. 1317, 113 L.Ed.2d 250 (1991)(<HOLDING>)(citing Mt. Healthy City School Dist. Bd. of Options: A. recognizing application of sovereign immunity to school districts B. holding that school districts do not share in the commonwealth of pennsylvanias eleventh amendment sovereign immunity because they are not alter egos of the commonwealth C. holding that school boards in alabama counties were not arms or alter egos of the state for purposes of eleventh amendment immunity D. holding that pennsylvanias judicial districts are entitled to immunity from suit under the eleventh amendment E. holding that the commission is a commonwealth agency entitled to sovereign immunity

assistant: The best answer is B. holding that school districts do not share in the commonwealth of pennsylvanias eleventh amendment sovereign immunity because they are not alter egos of the commonwealth