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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Company’s obligations under this Agreement are contingent upon the Executive’s execution of the Company’s Proprietary Information, Inventions, and Competition Agreement (the “ Proprietary Information Agreement ”). The parties agree that the obligations set forth in the Proprietary Information Agreement shall survive termination of this Agreement and termination of the Executive’s employment, regardless of the reason for such termination.

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

user: The Confidential Information (as defined in Section 2), whether transmitted orally, in writing or in any other form, and whether prepared by a Party or its employees, agents, advisors or other representatives, shall be preserved in strict confidence by the receiving Party, shall not be disclosed, disseminated or distributed by the receiving Party other than as expressly authorized herein, and shall be used exclusively for the purposes or transactions contemplated by this Agreement.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: 1114-15 (5th Cir.1986) (affirming monetary sanctions and attorney’s fees imposed on indigent party for his willful refusal to comply with discovery orders). Nor did the district court did err in rejecting Cooper’s argument that penalties should not be incurred from the date of the order. See Fed.R.Civ.P. 62(a), (d). Cooper argues that the district court erred in granting the motion for sanctions during an automatic stay imposed by the bankruptcy court during his bankruptcy proceedings. The district court did not err in holding that the governmental unit exception to the automatic stay applied to district court sanctions order. See Sabre Group, Inc. v. European Am. Travel, Inc., 192 F.3d 126, 1999 WL 683863 at *2 (5th Cir.1999) ; see also Alpern v. Lieb, 11 F.3d 689, 690 (7th Cir.1993) (<HOLDING>); In re Berg, 230 F.3d 1165, 1167-68 (9th Options: A. holding that a state is immune by virtue of 11 usc 106c from money damages for violating the automatic stay provision of 11 usc 362a B. holding a claim originally brought by a person who subsequently filed bankruptcy under chapter 11 was not subject to the automatic stay C. holding rule 11 sanction proceeding was exempt from automatic stay D. holding judgment in violation of automatic stay void E. holding that the automatic stay did not bar the filing of a proof of claim where the debtor actively litigated a separate action during the pending bankruptcy proceeding because to permit the automatic stay provision to be used as a trump card played after an unfavorable result was reached would be inconsistent with the underlying purpose of the automatic stay

assistant: The best answer is C. holding rule 11 sanction proceeding was exempt from automatic stay
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: met the blood quantum requirement for naturalization could own land. See Dudley O. McGovney, The Anti-Japanese Land Laws of California and Ten Other States, 35 Calif. L.Rev. 7, 7-9 (1947). And during World War II, the government took into account the quantum of a citizen’s Japanese blood in determining who would be held in internment camps. See J.L. DeWitt, Final Report: Japanese Evacuation from the West Coast, 194.2, at 145 (1943) (noting that “[m]ixed-blood (one-half Japanese or less) individuals,” among others, were eligible for exemption from evacuation). The Supreme Court recently reaffirmed opposition to “[a]ncestral tracing of this sort” in laws that serve to enable race-based distinctions. Rice v. Cayetano, 528 U.S. 495, 510, 517, 524, 120 S.Ct. 1044, 145 L.Ed.2d 1007 (2000) (<HOLDING>). Because we have no need to use this metric, Options: A. holding that a statute is unconstitutional if it clearly contravenes a constitutional provision B. holding that any apprendi error is harmless if the defendant is sentenced to less than the statutory maximum C. holding unconstitutional a hawaiian constitutional provision that limited voting by statute to any descendant of not less than onehalf part of the races inhabiting the hawaiian islands previous to 1778 D. holding that the flsa does not prohibit changes in wage rates it prohibits the payment of overtime at less than one and onehalf times the regular wage rate E. holding that a provision of the constitution is to be construed in the sense in which it was understood by the framers and the people at the time of its adoption but that if new products or circumstances that did not exist at the time the constitutional provision was enacted fall within the meaning of the provision the constitutional provision applies to them

assistant: The best answer is C. holding unconstitutional a hawaiian constitutional provision that limited voting by statute to any descendant of not less than onehalf part of the races inhabiting the hawaiian islands previous to 1778
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: In addition to the payment of expenses pursuant to 6.4 , whether or not all and/or any of the transactions contemplated hereby shall be consummated, Company agrees to indemnify, pay and hold each Purchaser, and such Purchaser’s assignees and affiliates and their respective officers, directors, employees, agents, consultants, auditors, and attorneys of any of them (collectively called the “ Indemnities ”) harmless from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, claims, costs, expenses and disbursements of any kind or nature whatsoever (including the reasonable fees and disbursements of counsel for such Indemnitees in connection with any investigative, administrative or judicial proceeding commenced or threatened, whether or not such Indemnitee shall be designated a party thereto) that may be imposed on, incurred by, or asserted against that Indemnitee, in any manner relating to or arising out of the SEC Reports, this Agreement and/or the other Documents, the consummation of the transactions contemplated by this Agreement and the other Documents, the statements contained in any term sheet delivered by such Purchaser, the such Purchaser’s agreement to purchase the Note, the use or intended use of the proceeds thereof or the exercise of any right or remedy hereunder or under the other Documents (the “ Indemnified Liabilities ”); provided that Company shall have no obligation to an Indemnitee hereunder with respect to Indemnified Liabilities directly resulting from the gross negligence or willful misconduct of that Indemnitee, as determined by a court of competent jurisdiction by a final and nonappealable judgment. In no event shall such Purchaser and/or any of its employees, agents, partners, affiliates, members, equity and/or debt holders, managers, officers, directors and/or other related or similar type of Person, have any liability to the Company and/or any of its officers, directors, employees, agent, attorneys, affiliates, consultants, equity and/or debt holders except for any actions or lack of actions of such persons that are found by a court of competent jurisdiction after the time for all appeals has passed to have resulted directly from such Purchaser’s intentional misconduct or gross negligence.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: EACH OF THE PARTIES TO THIS AGREEMENT HEREBY WAIVES, AND AGREES TO CAUSE ITS AFFILIATES TO WAIVE, TO THE FULLEST EXTENT PERMITTED BY LAW, ANY RIGHT TO TRIAL BY JURY OF ANY CLAIM, DEMAND, ACTION OR CAUSE OF ACTION (i) ARISING UNDER THIS AGREEMENT OR (ii) IN ANY WAY CONNECTED WITH OR RELATED OR INCIDENTAL TO THE DEALINGS OF THE PARTIES HERETO IN RESPECT OF THIS AGREEMENT OR ANY OF THE TRANSACTIONS RELATED HERETO, IN EACH CASE WHETHER NOW EXISTING OR HEREAFTER ARISING, AND WHETHER IN CONTRACT, TORT, EQUITY OR OTHERWISE. EACH OF THE PARTIES TO THIS AGREEMENT HEREBY AGREES AND CONSENTS THAT ANY SUCH CLAIM, DEMAND, ACTION OR CAUSE OF ACTION SHALL BE DECIDED BY COURT TRIAL WITHOUT A JURY AND THAT THE PARTIES TO THIS AGREEMENT MAY FILE AN ORIGINAL COUNTERPART OF A COPY OF THIS AGREEMENT WITH ANY COURT AS WRITTEN EVIDENCE OF THE CONSENT OF THE PARTIES HERETO TO THE WAIVER OF THEIR RIGHT TO TRIAL BY JURY.

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 case excerpt and choose the best holding from the options. Case excerpt: from the publisher. The United States Supreme Court has held that a New York City correctional facility rule prohibiting the receipt of hardcover books unless mailed directly from publishers, book clubs, or bookstores is constitutional. Bell v. Wolfish, 441 U.S. 520, 550, 99 S.Ct. 1861, 60 L.Ed.2d 447 (1979). The correctional facility argued the rule was designed to promote security and order at the facility. Id. at 544, 99 S.Ct. 1861. The Supreme Court agreed, stating this “limited restriction is a rational response by prison officials to an obvious security problem.” Id. at 550, 99 S.Ct. 1861. The Court agreed that hardcover books were especially convenient tools for smuggling contraband such as money, drugs, and weapons into a correctional facility and that these books are (<HOLDING>); Prison Legal News v. Lehman, 272 F.Supp.2d Options: A. holding that prison regulations impinging on prisoners constitutional rights are only valid where reasonably related to legitimate penological interests B. holding that prison administration may infringe upon prisoners first amendment rights as long as the infringement is reasonably related to legitimate penological interest C. holding that prison conditions are those aspects of prison life affecting the entire prison population D. holding a publisheronly rule was constitutional because prison administrators are accorded deference and rule was reasonably related to the penological interest of maintaining internal prison security E. holding that when a prison regulation impinges on inmates constitutional rights the regulation is valid if it is reasonably related to legitimate penological interests

assistant: The best answer is D. holding a publisheronly rule was constitutional because prison administrators are accorded deference and rule was reasonably related to the penological interest of maintaining internal prison security
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: Subject to the terms of the Loan Documents (including, without limitation, Section 9.03 of the Credit Agreement), the Borrower agrees to pay or reimburse the Administrative Agent for all of its out-of-pocket costs and reasonable expenses incurred in connection with this Incremental Facility Amendment, any other documents prepared in connection herewith and the transaction contemplated hereby, including, without limitation, the reasonable fees and disbursements of counsel to the Administrative Agent.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The business and operations of the Company have been conducted in accordance with all applicable laws, rules and regulations of all governmental authorities, except for such violations which would not, individually or in the aggregate, have a material adverse effect on the financial condition or business of the Company.

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: VII). Like Primeaux II, in the present case, we need not decide outh Dakota. See Brown, 949 F.2d at 1012 n. 7 (“[u]nder the FTCA, the law of the place of the alleged tort governs the scope-of-employment question”). Under South Dakota law, the scope of employment inquiry is based upon a foreseeability test that evaluates whether a sufficient nexus exists “between the agent's employment and the activity which actually caused the injury.” Leafgreen v. American Family Mutual Insurance Co., 393 N.W.2d 275, 280 (S.D.1986) (Leafgreen). In addition, South Dakota has adopted the Restatement (Second) of Agency (1958), including § 229, which focuses on the relationship of the employee’s conduct to the employer’s business. See Deuchar v. Foland Ranch, Inc., 410 N.W.2d 177, 180 (S.D.1987) (Deuchar) (<HOLDING>). The Restatement also provides a list of Options: A. holding that south dakota is guided by the principles articulated in the restatement second of agency including 229 B. holding that duty existed as a matter of public policy independent of the restatement C. recognizing cases where courts have considered the restatement approach as persuasive but declined to clearly articulate a rule adopting the restatement approach regarding restatement third of property mortgages 76 1997 D. recognizing tentative draft of restatement second of torts 652e E. recognizing kansas courts adoption of restatement second of torts 909 1977

assistant: The best answer is A. holding that south dakota is guided by the principles articulated in the restatement second of agency including 229
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 use the proceeds from the sale of the Notes for working capital and other general corporate purposes and shall not, directly or indirectly, use such proceeds for any loan to or investment in any other corporation, partnership, enterprise or other person (except in connection with its currently existing direct or indirect Subsidiaries).

assistant: Use Of Proceeds
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: None of the terms and conditions of this Agreement shall survive the Closing, except Sections 6 , 7 , 8(g) , 8(h), 9, 10, 11, 12, 13, 14 and 15 .

assistant: Closings
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 reimburse Executive for reasonable business entertainment expenses and any other out-of-pocket business expenses incurred in connection with the performance of his duties hereunder, subject to (i) such policies as the Company may from time to time establish, and (ii) Executive furnishing the Company with evidence in the form of receipts satisfactory to the Company substantiating the claimed expenditures. Executive shall be reimbursed pursuant to the Company’s standard travel policies for other business travel, provided that Executive shall be reimbursed for first class air travel if Executive determines reasonably and in good faith that such travel is appropriate. For the avoidance of doubt, the Company shall not reimburse Executive for the personal expenses of Executive or Executive’s family.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: In the event of the Executive’s Involuntary Termination, if the Executive (i) reconfirms and agrees to abide by the covenants described in Section 14(a) and Section 14(c) above, (ii) executes the Release within fifty (50) days after the date of Involuntary Termination and does not revoke such Release in accordance with the terms thereof, and (iii) agrees to provide the consulting services described in Section 14(f) below, then in consideration for such covenants and consulting services, the Company shall pay the Executive, in one cash lump sum, an amount (the “ Consulting Payment ”) in cash equal to the greater of: (X) 160% of the Executive’s Annual Base Salary as in effect on the Date of Termination, and (Y) the Executive’s Annual Base Salary as in effect on the Date of Termination, plus the Executive’s Average Annual Bonus. Except as provided in this subsection, the Consulting Payment shall be paid on such date as is determined by the Company within the ten (10) day period commencing on the 60 th day after the date of the Executive’s Involuntary Termination; provided, however , that if the Executive is a Specified Employee on the date of the Executive’s Involuntary Termination, the Consulting Payment shall be paid as provided in Section 9 hereof to the extent required.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: App 1, 15; 770 NW2d 31 (2009) (“[a] temporal connection between protected activity and an adverse employment action does not, in and of itself, establish a casual connection”). 26 In its opinion, the United States Court of Appeals for the Sixth Circuit noted that “[o]ur review of the law shows that multiyear gaps between the protected conduct and the first retaliatory act have been insufficient to establish the requisite causal connection.” Fuhr, 710 F3d at 676. This observation is correct; interpretations of our sister states’ whistleblower laws and jurisprudence have made similar observations on how a long time span between the alleged whistleblowing and supposed retaliation weigh against finding causation. See Blake v United American Ins Co, 37 F Supp 2d 997, 1002 (SD Ohio, 1998) (<HOLDING>); Anderson v Meyer Broadcasting Co, 2001ND 125, Options: A. holding that alleged whistleblowing action that took place five years before the plaintiffs termination was not close enough in time to support a claim of retaliation B. holding that the plaintiffs failure to set forth a time frame in which his protected activity and the adverse action took place precluded an inference of a causal relationship between them and warranted dismissal of his first amendment retaliation claim C. holding that the close connection in time between the complaint and termination indicated that complaints could have been a motivating factor for employees termination D. holding that the evidence was sufficient to demonstrate retaliation for activities that occurred two years prior to the termination E. holding that discriminatory event which took place three years before was too remote

assistant: The best answer is A. holding that alleged whistleblowing action that took place five years before the plaintiffs termination was not close enough in time to support a claim of retaliation
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The Company and the Subsidiaries are insured by insurers of recognized financial responsibility against such losses and risks and in such amounts as are prudent and customary in the businesses in which the Company and the Subsidiaries are engaged, including, but not limited to, directors and officers insurance coverage at least equal to the aggregate Commitment Amount. Neither the Company nor any Subsidiary has any reason to believe that it will not be able to renew its existing insurance coverage as and when such coverage expires or to obtain similar coverage from similar insurers as may be necessary to continue its business without a significant increase in cost.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: No consent, approval, license, order, authorization, registration, declaration or filing with or of any Governmental Entity or other Person is required to be done or obtained by the Buyer in connection with (i) the execution and delivery by the Buyer of this Agreement, (ii) the performance by the Buyer of its obligations under this Agreement, other than the filing of financing statement(s) in accordance with Section 1.4, or (iii) the consummation by the Buyer of any of the transactions contemplated by this Agreement.

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: This Agreement shall commence on the Effective Date and terminate on the earliest to occur of (a) the date on which this Agreement is terminated pursuant to Section 3.3 , (b) the latest date on which any Service is to be provided as indicated on Schedule A or (c) the date on which the provision of all Services has been canceled pursuant to Section 3.2 (such period, the “ Term ”). The Company may extend the Term or the provision of any individual Service for an additional period requested by the Company on notice provided no less than sixty (60) days prior to the then-current scheduled end of the Term or expiration date for such Service, in each case, for a period of time not to exceed that set forth in Schedule A .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Except as disclosed in Schedule 7.01(d) , there are no proceedings pending or, to Seller’s Knowledge, threatened in writing against Seller involving the ownership of the Interests or questioning the validity of or seeking to prevent the consummation of this Agreement or any other action taken or to be taken in connection herewith or which would have a Material Adverse Effect on Seller or its ability to consummate the transactions contemplated hereby.

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: [she and her husband] made the right decision in buying the home.” While Mrs. Dykes’s testimony, when reviewed in a light most favorable to her, tends to show that she was anxious for her children’s safety and that she worried a great deal, her testimony does not constitute substantial evidence indicating that, as a result of the alleged negligent manufacture of the mobile home, she “fear[ed] for [her] own physical safety.” AALAR, 716 So.2d at 1148. At most, the evidence presented by the Dykeses in support of their negligent-manufacture claim shows injury to the mobile home itself, and Alabama law does not permit recovery of mental-anguish damages based on a claim of simple negligence where the negligent act or omission results in mere injury to property. See Bowers, 752 So.2d at 1204 (<HOLDING>). Accordingly, although the Dykeses presented Options: A. holding that plaintiffs were not in the zone of danger and could not recover for emotional distress because they were at not home when their house caught on fire B. holding that the trial court erred in allowing the jury to award mentalanguish damages to the plaintiff homeowners based on their negligence claim where fire destroyed the house but they suffered no physical injury and were not in the zone of danger C. holding person is at grave risk of death when directly in the line of fire or when in a zone of danger D. holding that damage to building and personal property as a result of fire negligently caused by defendant was to be measured by reasonable cash market value of the property at the time it was destroyed by the fire or if it was not totally destroyed by the diminution in its fair market value before and after the fire E. holding that plaintiffs who were in the car during car accident could recover for emotional damages because they were within zone of danger

assistant: The best answer is B. holding that the trial court erred in allowing the jury to award mentalanguish damages to the plaintiff homeowners based on their negligence claim where fire destroyed the house but they suffered no physical injury and were not in the zone of danger
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 contained herein will survive the Closing and the delivery of the Shares until all Preferred Shares issued to Investor have been converted or redeemed. Neither party will be under any obligation to update or supplement any of its representations or warranties following the Closing due to a change that occurred after the Closing.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: THIS AGREEMENT SHALL BE GOVERNED, CONSTRUED AND ENFORCED IN ACCORDANCE WITH THE LAWS OF THE STATE OF DELAWARE, WITHOUT GIVING EFFECT TO ANY CONFLICT OR CHOICE OF LAW PROVISION THAT WOULD RESULT IN THE IMPOSITION OF ANOTHER JURISDICTION’S LAW, AND THE APPLICABLE PROVISIONS OF THE BANKRUPTCY CODE. THE LAWS OF THE STATE OF DELAWARE, AND THE APPLICABLE PROVISIONS OF THE BANKRUPTCY CODE, SHALL GOVERN ANY DISPUTE, CONTROVERSY, REMEDY OR CLAIM BETWEEN THE PARTIES ARISING OUT OF, RELATING TO, OR IN ANY WAY CONNECTED WITH THIS AGREEMENT, INCLUDING THE EXISTENCE, VALIDITY, PERFORMANCE, OR BREACH THEREOF. WITH RESPECT TO ANY PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY, EACH PARTY HEREBY WAIVES TO THE FULLEST EXTENT PERMITTED BY LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY. So long as Southcross Holdings is subject to cases under Chapter 11 of the Bankruptcy Code, all actions and proceedings with respect to, arising directly or indirectly in connection with, out of, related to, or from this Agreement or the transactions contemplated hereby shall be exclusively litigated, heard and determined in the Bankruptcy Court governing such cases, and the Parties hereby unconditionally and irrevocably submit to the exclusive jurisdiction and authority of such Bankruptcy Court to hear and determine any such action or proceeding; provided , however , that if such bankruptcy cases are closed or the Bankruptcy Court is unwilling or unable to hear any such dispute, the parties hereby unconditionally and irrevocably submit to the jurisdiction of the courts of the state of Delaware.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: In the event of any merger, reorganization, consolidation, recapitalization, extraordinary cash dividend, stock dividend, stock split or other change in corporate structure affecting the Stock, the number of Restricted Stock Units subject to this Agreement shall be equitably and proportionately adjusted by the Committee in accordance with the Plan without duplication of Section 4 .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that no Loan Party may assign or otherwise transfer any of its rights or obligations hereunder, except through a transaction permitted hereunder, without the prior written consent of the Administrative Agent and each Lender and no Lender may assign or otherwise transfer any of its rights or obligations hereunder except (i) to an Eligible Assignee in accordance with the provisions of subsection (b) of this Section, (ii) by way of participation in accordance with the provisions of subsection (d) of this Section or (iii) by way of pledge or assignment of a security interest subject to the restrictions of subsection (f) of this Section. Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby, Participants to the extent provided in subsection (d) of this Section and, to the extent expressly contemplated hereby, the Related Parties of each of the Agents, the Arrangers and the Lenders) any legal or equitable right, remedy or claim under or by reason of this Agreement.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: District Attorney’s Office to discriminate in the jury selection process. On April 26, 2007, the PCRA court issued an order denying Appellant relief and the instant appeal followed. Appellant raises the following claim: The lower court erred by limiting Appellant’s hearing solely to proof of a policy or culture of discrimination by the Philadelphia District Attorney and further erred by denying Appellant the opportunity to develop and prove discrimination in his case. Before we proceed with a review of the merits of this issue, we must ascertain whether the PCRA court was correct in its conclusion that Appellant timely filed his fifth PCRA petition for, if he did not, we are without jurisdiction to address his claim. Commonwealth v. Abu-Jamal, 596 Pa. 219, 941 A.2d 1263 (2008) (<HOLDING>). Pursuant to 42 Pa.C.S. § 9545(b)(1), any PCRA Options: A. holding that railroad immunity act should be strictly construed B. holding that the time requirements of the statute are as much a part of the jurisdictional threshold as the mandate to file for a rehearing and that the time limits must be strictly construed and may not be waived by ferc or evaded by the courts C. holding pcra time limits are jurisdictional in nature and must be strictly construed D. holding that a governments consent to be sued must be construed strictly in favor of the sovereign E. holding 2513 to be jurisdictional and therefore must be strictly construed

assistant: The best answer is C. holding pcra time limits are jurisdictional in nature and must be strictly construed
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: their motion for summary judgment. We review a district court’s decision to deny a motion for summary judgment for an abuse of discretion. Romstadt v. Allstate Ins. Co., 59 F.3d 608, 615 (6th Cir.1995). Ortiz v. Jordan, — U.S. —, 131 S.Ct. 884, 889, 178 L.Ed.2d 703 (2011), precludes our consideration of most of the issues defendants raise with respect to their motions for summary judgment and to dismiss. But because Ortiz leaves open the possibility that cases “involving] ... [only] disputes about the substance and clarity of pre-existing law” may still be considered, Id. at 892, we briefly consider two legal arguments for summary judgment on the state law claims. See also Owatonna Clinic-Mayo Health Sys. v. Med. Protective Co. of Fort Wayne, Ind., 639 F.3d 806, 809-10 (8th Cir.2011) (<HOLDING>); Fireman’s Fund Ins. Co. v. North Pacific Ins. Options: A. holding that we will not review the pretrial denial of a motion for summary judgment after a full trial and judgment on the merits B. recognizing that ortiz did not address the issue of whether a denial of a summary judgment motion was appealable after a final judgment if the denial was based on a legal question rather than on the existence of material facts in issue C. holding the denial of a motion for summary judgment on an issue which is later submitted to the jury is not reviewable D. holding that we will not review under any standard the pretrial denial of a motion for summary judgment after a full trial and final judgment on the merits E. holding that the existence of genuine issues of material facts render not appealable a pretrial denial of summary judgment on the issue of qualified immunity

assistant: The best answer is B. recognizing that ortiz did not address the issue of whether a denial of a summary judgment motion was appealable after a final judgment if the denial was based on a legal question rather than on the existence of material facts in issue
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: absent the regulation.” Id., citing United States v. Albertini, 472 U.S. 675, 689, 105 S.Ct. 2897, 86 L.Ed.2d 536 (1985). The validity of time, place, or manner regulations does not turn on a judge’s agreement with the responsible decisionmaker concerning the most appropriate method for promoting “significant government interests” or the degree to which those interests should be promoted. Id. “So long as the means chosen are not substantially broader than necessary to achieve the gov ernment’s interest, however, the regulation will not be invalid simply because a court concludes that the government’s interest could be adequately served by some less ... restrictive alternative.” Ward, 491 U.S. at 800, 109 S.Ct. 2746; see also United States v. Hastings, 695 F.2d 1278 (11th Cir.) (<HOLDING>), cert. denied, 461 U.S. 931, 103 S.Ct. 2094, Options: A. holding that it is not B. holding that a constitutional challenge to a statute is not properly preserved for appellate review if as here it is not presented to the trial court and is raised for the first time on appeal C. holding a 12b5 defense is waived if it is not made in a rule 12 motion or if it is not included in a responsive pleading D. holding that a time place and manner restriction of right of access of the press to observe criminal trials is constitutional if it is reasonable if it promotes significant governmental interests and if it does not unwarrantedly abridge opportunities for communication of thought E. holding that an award may be in excess of the arbitrators powers if it requires the public employer to perform an act that is prohibited by law or if it does not involve legitimate terms and conditions of employment

assistant: The best answer is D. holding that a time place and manner restriction of right of access of the press to observe criminal trials is constitutional if it is reasonable if it promotes significant governmental interests and if it does not unwarrantedly abridge opportunities for communication of thought
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: of husband’s retirement benefits that were community property valued at date of divorce plus future increases other than those attributable to post-divorce elevation in rank or services rendered); Reiss v. Reiss, 40 S.W.3d 605, 611 n. 5 (Tex.App.-Houston [1st Dist.] 2001, pet. denied) (noting that post-divorce cost-of-living increases and interest accruing on nonemployee spouse’s community portion of retirement benefits are subject to community property division); Bloomer v. Bloomer, 927 S.W.2d 118, 121 (Tex.App.Houston [1st Dist.] 1996, writ denied) (op. on reh’g) (awarding nonemployee spouse 50% interest in cost-of-living increases associated with retirement benefits that were community property); Sutherland v. Cobern, 843 S.W.2d 127, 131 (Tex.App.-Texarkana 1992, writ denied) (<HOLDING>); Phillips, 814 S.W.2d at 504 (awarding Options: A. holding that retirement benefit increases due to postdivorce promotion were separate property B. holding that berry prohibits nonemployee spouse from sharing in any postdivorce increases in value of employees retirement benefits C. holding that postdivorce increases in an individuals retirement benefits are subject to community property division if they are not attributable to postdivorce employment or contributions D. holding that costofliving increases are not the result of any postdivorce labor but rather are a means of offsetting the otherwise declining value of retirement benefits after they become fixed E. holding that post dissolution costofliving increases are marital property as they stemmed from employment during the marriage

assistant: The best answer is D. holding that costofliving increases are not the result of any postdivorce labor but rather are a means of offsetting the otherwise declining value of retirement benefits after they become fixed
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: 934 n.11, 74 L.Ed.2d 765 (1983) (“[T]he usual rule [is] that a stay is not ordinarily a final decision for purposes of § 1291, since most stays do not put the plaintiff ‘effectively out of court.’ ”); Miccosukee Tribe of Indians of Florida v. S. Fla. Water Mgmt. Dist., 559 F.3d 1191, 1194 (11th Cir.2009) (involving the grant of a stay and pointing out that “[ojrdinarily a stay order is not a final decision for purposes of § 1291”). By the same token, an order lifting a stay is also generally not a final decision that is appealable under § 1291. Appreciating this reality, the defendants argue that this Court has appellate jurisdiction pursuant to the collateral order doctrine. See Cohen v. Beneficial Indus. Loan Corp., 337 U.S. 541, 546-47, 69 S.Ct. 1221, 1225-26, 93 L.Ed. 1528 (1949) (<HOLDING>). Thus, we set forth the collateral order Options: A. recognizing the doctrine of collateral estoppel in agency proceedings B. recognizing doctrine C. recognizing collateral attack on void order D. holding that a bankruptcy court order denying a trustees claim to immunity was final and appealable under the collateral order doctrine E. recognizing the collateral order doctrine for the first time

assistant: The best answer is E. recognizing the collateral order doctrine for the first time
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 may be executed in one (1) or more counterparts, all of which shall be considered one (1) and the same agreement, and shall become effective when one (1) or more counterparts have been signed by each of the Parties and delivered to the other Party. The provisions of Section 10.1(d) of the Separation and Distribution Agreement shall, for the avoidance of doubt, apply to the execution of this Agreement.

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: revenues, income, earnings per share, and other financial items; statements of plans and objectives of management for future operations; and statements of future economic performance. Id. § 78u-5(i)(l)(A)-(C). Additionally, “any statement of the assumptions underlying or relating to any [such] statement” is classified as forward-looking. Id. § 78u-5(i)(l)(D). Once it is determined that the statement is indeed forward-looking, the safe harbor provides two alternative paths to immunity where: (1) the statement was accompanied by meaningful cautionary language, id. § 78u-5(e)(1)(A); or (2) plaintiff fails to provide the projections were made with actual knowledge that they were false or misleading, id. § 78u-5(c)(1)(B). See In re Cutera Sec. Litig., 610 F.3d 1103, 1112-13 (9th Cir. 2010) (<HOLDING>). A. Forward-Looking Statements The majority of Options: A. holding that a prior judgment resting on two or more independent alternative grounds is not conclusive as to issues which were necessarily found in order to establish only one of those grounds B. holding that the jones act provides an independent basis for subject matter jurisdiction C. holding that the statement of specific grounds in a motion for a new trial waives all other grounds not specified D. holding that this court must determine by independent review the actual grounds upon which the remand was based E. holding that the safe harbor provides two independent grounds for protection

assistant: The best answer is E. holding that the safe harbor provides two independent grounds for protection
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: ( a ) u.s. residents : to the fullest extent permissible by law , with the exception of disputes pertaining to viber 's intellectual property rights and certain statutory claims that , pursuant to law , are not arbitrable , any dispute of any kind between you and viber arising under these terms shall be resolved through binding arbitration pursuant to the jams streamlined arbitration rules and procedures on an individual basis with no class relief .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement contains the entire understanding of the Parties relating to the subject matter of this Agreement and merges, supersedes and replaces all other such prior written or oral agreements, understandings or arrangements relating to such subject matter. Employee acknowledges that in entering into this Agreement, Employee does not rely and has not relied on any statements or representations not contained in this 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: No right, power or remedy given Payee by the terms of this Note, or in the Loan Documents is intended to be exclusive of any right, power or remedy, and each and every such right, power or remedy shall be cumulative and in addition to every other right, power or remedy given to Payee by the terms of any of the Loan Documents or by any statute against Maker or any other person. Every right, power and remedy of Payee shall continue in full force and effect until such right, power or remedy is specifically waived by an instrument in writing, executed by Payee.

assistant: Remedies
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: Officer Kaiser had no involvement in the safe cell, but that there were genuine issues of material fact as to whether he was an integral participant in the linescan room events. The district court also properly determined that Officer Vazquez may have been an integral participant in the linescan room. Neither the video evidence nor Officer Vazquez’s own affidavit resolved whether he entered the linescan room with enough time to participate in the tasering or the strikes. We cannot say that the district court erred in applying the integral participation doctrine to Officer Hanlon for his wrist lock of Atencio, because his wrist lock was instrumental in controlling Aten-cio, which allowed the other officers to commit the excessive force against him. See Blankenhorn, 485 F.3d at 481 n.12 (<HOLDING>). However, the district court erred in denying Options: A. recognizing excessively tight handcuffing constitutes excessive force B. holding that officer was liable as an integral participant for his help in handcuffing plaintiff because it was instrumental in the officers gaining control of him which culminated in excessive force C. holding officers punch of an inmate was not excessive force D. holding that a police officer was not liable for use of excessive force since 951 requirements were satisfied E. holding in an excessive force suit there can be no doubt that the police officer defendant was acting in his discretionary capacity when he arrested plaintiff

assistant: The best answer is B. holding that officer was liable as an integral participant for his help in handcuffing plaintiff because it was instrumental in the officers gaining control of him which culminated in excessive force
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: added)). 3 . The district court "preliminarily” found statutory jurisdiction to be proper. Because it believed statutory jurisdiction to be an element of an offense under United States v. Smith, 282 F.3d 758 (9th Cir.2002), the court then submitted the question of consent to the jury. The district court need not have taken this second step since consent was uncontested. 4 . We do not require nexus for stateless vessels. See Perlaza, 439 F.3d at 1161; United States v. Moreno-Morillo, 334 F.3d 819, 829 (9th Cir.2003). 5 . The First and Fifth Circuits have rejected the position that nexus is required for foreign vessels when the flag nation has consented to the application of United States law to the defendants. See United States v. Bustos-Useche, 273 F.3d 622, 627-28 (5th Cir.2001) (<HOLDING>); United States v. Cardales, 168 F.3d 548, Options: A. holding that by the introduction and admission of the delawares as part of the cherokee nation they became a part of the people of such nation and bound in common with the cherokees by the political power of the nation B. holding that regulatory requirements are not jurisdictional in nature C. holding gwaltney limited to jurisdictional question and does not prohibit recovery of past penalties in citizen suit if jurisdictional requirements met D. holding that as a matter of law the embassy of a sovereign nation is a foreign state E. holding that jurisdictional requirements were met because the flag nation consented to the enforcement of the mdlea over the foreign vessel

assistant: The best answer is E. holding that jurisdictional requirements were met because the flag nation consented to the enforcement of the mdlea over the foreign vessel