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: Except as would not have a Material Adverse Effect, (a) all Tax Returns and reports required to be filed by the Contributor with respect to the Assigned Interest, if any, have been timely filed (after giving effect to any filing extension properly granted by a Governmental Authority having authority to do so) and all such returns and reports are accurate and complete in all material respects, and all Taxes required to be paid by Contributor, if any, with respect to the Assigned Interest have been paid, and (b) no deficiencies for any Taxes have been proposed, asserted or assessed against or on the Contributor with respect to the Assigned Interest, and no requests for waivers of the time to assess any such Taxes are pending.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: emphasized the relaxation of strict common law pleading requirements. For example, in Crittenden v. State, 978 S.W.2d 929, 931 (Tenn.1998) (Birch, J., writing for the Court) (internal citations omitted), this Court declared: [W]e emphasize the fact that the Court has moved away from the strict pleading requirements adhered to under the common law. As we noted in Hill, “the purpose of the traditionally strict pleading requirement was the existence of common law offenses whose elements were not easily ascertained by reference to a statute. Such common law offenses no longer exist.” Were we to hold otherwise, we would be embracing technicalities that are empty and without reason. Likewise, in Ruff v. State, 978 S.W.2d 95, 100 (Tenn.1998) (Birch, J., ) (Holder, J., writing for the Court) (<HOLDING>); Ruff, 978 S.W.2d at 100 (Tenn.1998) (Birch, Options: A. holding that reversal of conviction for felony murder was required where jury failed to find the defendant guilty of the underlying felony as essential element of the felony murder offense B. holding that the giving of a felony murder instruction is not a relevant mitigating circumstance when the defendant acted alone to kill the victim C. holding that reference to the appropriate statute was sufficient in felony murder indictments alleging that the defendant did unlawfully kill the victims during the perpetration of aggravated robbery in violation of tca 3913202 D. holding that the eighth amendment requires finding that a felony murder defendant killed or attempted to kill E. holding an indictment alleging that the defendant did unlawfully kill the victim during the perpetration of aggravated robbery in violation of tca 3913202 sufficient because it contained a specific reference to the statute which was sufficient to place the accused on notice of the charged offense

assistant: The best answer is C. holding that reference to the appropriate statute was sufficient in felony murder indictments alleging that the defendant did unlawfully kill the victims during the perpetration of aggravated robbery in violation of tca 3913202
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The execution, delivery and performance by each Loan Party of the Loan Documents and the other Related Transaction Documents to which it is a party (a) do not require any consent or approval of, registration or filing with, or any action by, any Governmental Authority, except those as have been obtained or made and are in full force and effect and except for filings necessary to perfect or maintain perfection of the Liens created under the Loan Documents, (b) will not violate any Requirement of Law applicable to any Borrower or any of their Subsidiaries or any judgment, order or ruling of any Governmental Authority, (c) will not violate or result in a default under any Contractual Obligation of any Borrower or any of their Subsidiaries or any of their assets or give rise to a right thereunder to require any payment to be made by any Borrower or any of their Subsidiaries and (d) will not result in the creation or imposition of any Lien on any asset of any Borrower or any of their Subsidiaries, except Liens (if any) created under the Loan Documents, except in the case of clauses (b) and (c) those the failure of which could not reasonably be expected to have a Material Adverse Effect.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: If (a) the interest on any Loan, any commitment or other fee, or any other Obligation not listed in subpart (b) hereof, shall not be paid in full when due and payable or within three Business Days thereafter, or (b) the principal of any Loan, any reimbursement obligation under any Letter of Credit that has been drawn, or any amount owing pursuant to Section 2.12 hereof shall not be paid in full when due and payable.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: agree that jurisdiction over their disputes does not rest in the STB. Indeed, there is no statutory or regulatory mechanism to resolve the present disputes and the STB has apparently consistently taken the position that it does not pass on purely contractual disputes. [¶ 28] The ICCTA is a comprehensive regulatory scheme designed to deregulate the railroad industry and remove all state efforts to regulate railroads. Dakota, Minnesota & Eastern Railroad Corp. v. South Dakota, 236 F.Supp.2d 989 (D.S.D.2002). The DM & E took that very position in its lawsuit before Chief Judge Piersol. Perhaps that explains in part why the DM & E is here an involuntary plaintiff. The ICCTA’s preemption provision is broad in scope in that it preempts all state efforts to regulate railroads. Id. at 1005 (<HOLDING>). The foregoing case held that, although the Options: A. holding asbestos claim against railroad preempted by the flia B. holding that regulatory requirements are not jurisdictional in nature C. holding that a state election law is preempted only to the extent that it conflicts with federal law D. holding to the effect that section 341 fifth as impliedly amended by title vii preempts state law to the extent but only to the extent that it conflicts E. holding that south dakotas eminent domain statutes are preempted but only to the extent of the regulatory nature of their effect on the railroad

assistant: The best answer is E. holding that south dakotas eminent domain statutes are preempted but only to the extent of the regulatory nature of their effect on the railroad
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 the terms and subject to the conditions set forth herein, the Issuer agrees to sell, and the Investor agrees to purchase the Note, in an aggregate principal amount of $3,725,000, a Warrant to purchase 714,285 shares of Issuer common stock with an aggregate exercise price of $500,000, and such number of Origination Shares as provided below. The Investor shall deliver to the Issuer, via wire transfer, immediately available funds at such times and in such amounts as set forth in the Funding Schedule attached as an exhibit to the Note (the “ Purchase Price ”) and the Issuer shall deliver to the Investor the Note, the Warrant, and the Origination Shares, and the Issuer and the Investor shall deliver any other documents or agreements related to this transaction.

assistant: Sales
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: Awards may be granted only to Eligible Participants. Incentive Stock Options may be granted only to Eligible Participants who are employees of the Company or a Parent or Subsidiary as defined in Section 424(e) and (f) of the Code. Eligible Participants who are service providers to an Affiliate may be granted Options under this Plan only if the Affiliate qualifies as an “eligible issuer of service recipient stock” within the meaning of Treas. Reg. Section 1.409A-1(b)(5)(iii)(E).

assistant: General
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 may only use our service and its contents for lawful purposes and in accordance with applicable law and you are prohibited from storing , distributing , or transmitting any unlawful material through this service , otherwise you may be exposed to criminal and/or civil liability .

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: All notices hereunder shall be in writing and (a) if to the Company, shall be delivered personally to the Secretary of the Company or mailed to its principal office address, 1801 Bayberry Court, P.O. Box 18100, Richmond, VA 23226-8100 USA, to the attention of the Secretary, and (b) if to the Employee, shall be delivered personally or mailed to the Employee at the address on file with the Company. Such addresses may be changed at any time by notice from one party to the other.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: For a period of twelve (12) months following Separation Date, Filby agrees to reasonably cooperate with Deluxe with respect to any claims or lawsuits brought or threatened to be brought against the Released Parties, which relate to or involve Filby’s involvement with Deluxe or any transactions, decisions, or actions of Deluxe in which Filby was involved while a Deluxe employee (the “Covered Subjects”). As part of Filby’s agreement to cooperate, Filby agrees to be available upon reasonable notice at mutually-agreeable times to discuss with Deluxe and its counsel issues related to litigation or potential litigation exposure with respect to the Covered Subjects. Filby also agrees to appear without subpoena for deposition or testimony at the request of Deluxe in connection with claims or lawsuits relating to Covered Subjects. Deluxe agrees to reimburse Filby for reasonable and pre-approved expenses incurred by reason of Filby’s cooperation pursuant to this Section.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: threshold permanency requirement. Therefore, she was entitled to bring suit. 4 .A similar statute is section 768.76(1), Florida Statutes (2003), which addresses collateral sources of indemnity and provides in pertinent part that in any negligence action the court shall reduce the amount of damages awarded "by the total of all amounts which have been paid for the benefit of the claimant ... from all collateral sources.” Because section 627.736(3) more specifically addresses PIP benefits, it controls the present case. 5 . We find it unnecessary to look to the legislative history of section 627.736 for resolution of this case; rather, we apply a plain meaning reading of these two statutes. 6 . See Caruso v. Baumle, No. SC03-127, 880 So.2d 540 at 544, 2004 WL 1403170 (Fla. June 24, 2004) (<HOLDING>). 7 . This method of calculation presumes that Options: A. holding that trier of fact whether judge or jury is to offset collateral source amount under section 6277363 B. holding that in a bench trial it is presumed that the judge as trier of fact is able to distinguish between competent and incompetent evidence and consider only that evidence which is admissible C. holding that whether a vessel is subject to jurisdiction under section 955a is a question of fact D. holding that there must be sufficient competent evidence from which the trier of fact could estimate the amount of damages with a reasonable degree of certainty E. holding that issues of discriminatory intent and actual motivation are questions of fact for the trier of fact

assistant: The best answer is A. holding that trier of fact whether judge or jury is to offset collateral source amount under section 6277363
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The execution, delivery and performance by the Buyer of this Agreement and the Other Transaction Documents to which the Buyer is a party have been duly and validly authorized by all necessary action, including approval of the entire transaction by the requisite vote of the Board of Directors of the Buyer. This Agreement and the Other Transaction Documents to which the Buyer is a party have been duly executed and delivered by the Buyer, as the case may be, and constitute valid and binding agreements of the Buyer, enforceable in accordance with their respective terms, except as their enforceability may be limited by bankruptcy, insolvency, moratorium or other laws relating to or affecting creditors’ rights generally and the exercise of judicial discretion in accordance with general equitable principles, and except to the extent that rights to indemnification or contribution may be prohibited by public policy or Federal securities laws.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Each person who is or shall have been a member of the Committee, or of the Board, or an officer of the Company to whom authority was delegated in accordance with this Article 4 shall be indemnified and held harmless by the Company against and from any loss, cost, liability, or expense that may be imposed upon or reasonably incurred by him or her in connection with or resulting from any claim, action, suit, or proceeding to which he or she may be a party or in which he or she may be involved by reason of any action taken or failure to act under the Plan and against and from any and all amounts paid by him or her in settlement thereof, with the Company’s approval, or paid by him or her in satisfaction of any judgment in any such action, suit, or proceeding against him or her, provided he or she shall give the Company an opportunity, at its own expense, to handle and defend the same before he or she undertakes to handle and defend it on his or her own behalf, unless such loss, cost, liability, or expense is a result of his or her own willful misconduct or except as expressly provided by statute. The foregoing right of indemnification shall not be exclusive of any other rights of indemnification to which such persons may be entitled under the Company’s charter or bylaws, as a matter of law, or otherwise, or any power that the Company may have to indemnify them or hold them harmless.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement and the other Loan Documents represent the entire agreement of each of the Loan Parties party hereto, the Agents, the Issuing Lender and the Lenders with respect to the subject matter hereof, and there are no promises, undertakings, representations or warranties by any of the Loan Parties party hereto, the Agents, the Issuing Lender or any Lender relative to the subject matter hereof not expressly set forth or referred to herein or in the other Loan Documents.

assistant: Integration
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: ... against government defendants”. Al-Haramain, 633 F.Supp.2d at 960. Notably, Hepting has a separate proceeding pending against the government. See Jewel v. NSA, No. 08-4373 (N.D. Cal. filed Sept. 18, 2008). 4 . The parties disagree as to when a cause of action becomes a property right protected by the due process clause. Compare Lujan v. G & G Fire Sprinklers, 532 U.S. 189, 195, 121 S.Ct. 1446, 149 L.Ed.2d 391 (2001) ("assuming], without deciding,” that a "claim for payment under [specified] contracts” was a property interest), and Logan v. Zimmerman Brush Co., 455 U.S. 422, 428, 102 S.Ct. 1148, 71 L.Ed.2d 265 (1982) ("[A] cause of action is a species of property protected by the Fourteenth Amendment’s Due Process Clause”), with Lyon v. Agusta, 252 F.3d 1078, 1086 (9th Cir.2001) (<HOLDING>) (citing Grimesy v. Huff, 876 F.2d 738, 743-44 Options: A. recognizing that when a cause of action is reduced to a judgment the cause of action is merged into the judgment and thereafter only an action on the judgment exists B. recognizing the cause of action C. recognizing cause of action D. holding that a district court judgment is not a final judgment appealable by the defendant unless it includes the final adjudication and the final sentence E. holding that a partys property right in any cause of action does not vest until a final unreviewable judgment is obtained

assistant: The best answer is E. holding that a partys property right in any cause of action does not vest until a final unreviewable judgment is obtained
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: As additional consideration for Lessor’s agreement to enter into this Amendment, within ten (10) business days following Lessee’s execution and delivery of this Amendment, and as a condition to Lessor’s obligations under this Amendment, Lessee covenants and agrees to deliver to Lessor an irrevocable letter of credit (the “ L/C ”) in the form of, and upon all of the terms and conditions contained in, this Exhibit “C-5A” and Appendix “C-5A” , attached hereto. The L/C shall be issued by an institutional lender of good financial standing (which lender shall, in any event, have assets equal to or exceeding $500,000,000.00 as of the date of issuance of the L/C), having a place of business where the L/C can be presented for payment in Chandler, Arizona or San Francisco, California. The lender thereunder shall be subject to Lessor’s prior written approval, which approval shall not be unreasonably withheld, conditioned or delayed. The L/C shall provide for one (1) or more draws by Lessor or its transferee up to the aggregate amount of US $[ *** ] (the “ L/C Amount ”) on the terms and conditions of this Exhibit “C-5A” . Lessor and Lessee acknowledge and agree that in no event or circumstance shall the L/C or any renewal thereof or substitute therefor or any proceeds thereof be deemed to be or treated as a “security deposit” under any applicable security deposit laws.

assistant: General
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: abuse of process claim fails. Although plaintiffs have not requested leave to replead in their opposition papers, the Court has considered the issue. Under Rule 15(a) of the Federal Rules of Civil Procedure, the “court should freely give leave [to amend] when justice so requires.” Fed.R.Civ.P. 15(a). However, it is well settled that leave to replead can be denied where it is clear that no amendments can cure the pleading deficiencies and any attempt to replead would be futile. See Cuoco v. Moritsugu, 222 F.3d 99, 112 (2d Cir.2000) (“The problem with [plaintiffs] eause[ ] of action is substantive; better pleading will not cure it. Repleading would thus be futile. Such a futile request to replead should be denied.”); see also Hayden v. Cnty. of Nassau, 180 F.3d 42, 53 (2d Cir.1999) (<HOLDING>); accord Dluhos v. Floating and Abandoned Options: A. holding that dismissal of a pro se complaint for failure to state a claim should generally be without prejudice but if the plaintiff has been given an opportunity amend his complaint and fails to do so the dismissal may be with prejudice B. holding that if a plaintiff cannot demonstrate he is able to amend his complaint in a manner which would survive dismissal opportunity to replead is rightfully denied C. holding that dismissal with leave to amend should be granted even if no request to amend was made D. holding that dismissal with leave to amend is not a final order E. recognizing that dismissal is required if a plaintiff has had fair opportunity to make his case but has failed

assistant: The best answer is B. holding that if a plaintiff cannot demonstrate he is able to amend his complaint in a manner which would survive dismissal opportunity to replead is rightfully denied
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 represents and warrants that (i) the representations and warranties contained in Section 4.01 of the Credit Agreement are correct on and as of the date hereof, as though made on and as of the date hereof (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date) and (ii) no Default has occurred and is continuing.

assistant: Representations
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 agrees that during the course of performance of this Agreement, such Party may receive or learn information relating to the other Party, including without limitation the customers, suppliers, capacities, processes, patents, products, procedures, know-how, costs, business plans, assets or business of the other Party, and that much of such information comprises trade secrets. Each Party agrees to treat all such information as confidential, and (i) to use at least the same measures and procedures to protect such information from non-permitted use or disclosure as it uses to protect its own confidential information, but no less than reasonable care, and (ii) not to disclose such information to anyone other than those employees involved in the administration of this Agreement that have a need to know such information. Each Party further agrees not to use any such information (or permit the use thereof by any of its employees) except as expressly permitted by this Agreement, whether for its own benefit or to the detriment of the other, and not to disclose or to permit the disclosure of any such information by any person or entity under its control or influence, except to the extent that any such disclosure is required by law or by legal process, and then only after giving the other party reasonable advance notice of and an opportunity to contest the proposed disclosure. Notwithstanding the foregoing, the information comprising confidential information pursuant to this Section 9 shall not include information of the other party that (A) is readily ascertainable or obtainable from public information, (B) is received from a third party not known to the recipient to be under and obligation to keep such information confidential, (C) is or becomes to known to the public other than through disclosure by the receiving Party, (D) the recipient can demonstrate was in such Party’s possession (and not subject to an obligation to keep such information confidential) prior to disclosure thereof in connection with the transactions contemplated by this Agreement, or (E) was independently developed by the receiving Party. Notwithstanding the foregoing, Youji acknowledges and agrees that the Extruders are proprietary to RBT and the method of stabilizing rice bran accomplished by the Extruders is confidential information owned by RBT. The Parties agree that any breach of the provisions of this Section 10 may result in damage to the aggrieved Party that is irreparable, speculative or otherwise difficult to prove, and that each Party accordingly shall be entitled to injunctive relief in the event of any breach or threatened breach hereof by the other.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: No Default or Event of Default exists under or with respect to any Loan Document. The Borrower is not in default in any material respect beyond any applicable grace period under or with respect to any other material agreement, instrument or undertaking to which it is a party or by which it or any of its property is bound in any respect, the existence of which default is likely (to the extent that the Borrower can now reasonably foresee) to result in a Material Adverse Effect.

assistant: No Defaults
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 Award is subject to all of the provisions of the Plan, which is hereby incorporated by reference, and is further subject to all the interpretations, amendments, rules, and regulations that may from time to time be promulgated and adopted by the Committee pursuant to the Plan. Except as set forth in the last sentence of this Section 13, in the event of any conflict among the provisions of the Plan and this Award Notice, the provisions of the Plan will be controlling and determinative. The capitalized terms used in this Award Notice and not otherwise defined herein are defined in the Plan.

assistant: Definitions
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 authorizations, approvals or consents of, and no filings or registrations with, any Governmental Authority, or any other Person, are necessary for the execution, delivery or performance by each Seller of the Program Documents to which it is a party or for the legality, validity or enforceability thereof, except for filings and recordings in respect of the Liens created pursuant to this Agreement.

assistant: Approvals
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: reverse engineer , decompile , disassemble , decipher or otherwise attempt to derive the source code for any underlying software or other intellectual property used to provide the service or any supercell game , or to obtain any information from the service or any supercell game using any method not expressly permitted by supercell .

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: this contract ( including additional terms that may be provided by us when you engage with a feature of the services ) is the only agreement between us regarding the services and supersedes all prior agreements for the services .

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: is encapsulated in the general negligence principles that apply to any other design professional. 17 . There was a jury finding that the property owner was negligent in hiring and supervising the contractor. McDaniel, 887 S.W.2d at 170. Such a claim is not covered by Strakos v. Gehring, 360 S.W.2d 787, 795-96 (Tex.1962), which we discuss below. 18 . This Court has recently explained in another context that, when a party takes on multiple roles with respect to an event or transaction, the fact that one of those roles is one for which there is no liability (former premises owner) does not shield the party from liability arising out of the other roles (designer of a faulty acid addition system). See Strebel v. Wimberly, 371 S.W.3d 267, 279-81 (Tex.App.Houston [1st Dist.] 2012, pet. filed) (<HOLDING>). 19 . According to Occidental, this portion of Options: A. holding that role as limited partner with no duty did not insulate party from liability for other nonpassive role in partnership which did give rise to duty B. holding the voluntary assumption of a duty will give rise to liability if the performance is not done with reasonable care C. holding only a party to the partnership agreement can breach it and be liable for a breach of fiduciary duty relating to partnership obligations D. holding that under texas law limited partner could not bring breach of fiduciary duty claims without the partnership because the partners claims would be indirect and duplicative of the partnerships claims E. holding partner owes fiduciary duty in dealings effecting the winding up of the partnership and the proper preservation of partnership assets during that time

assistant: The best answer is A. holding that role as limited partner with no duty did not insulate party from liability for other nonpassive role in partnership which did give rise to duty
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: Borrower acknowledges and confirms that each of the recitals set forth above is true and correct. Capitalized terms used in this Amendment without being defined shall have the meaning given to those terms in the Credit Agreement (including any new or modified terms arising out of this Amendment).

assistant: Defined 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 case excerpt and choose the best holding from the options. Case excerpt: (2) with a controlled substance listed in schedule I or II of IC 35-48-2 or its metabolite in the person’s body; or (3) while intoxicated; commits a Class C felony. The State presented evidence that Radick was operating the vehicle at a high rate of speed when the accident occurred. Hedger died as a result of the accident. When officers arrived on the scene, Radick smelled of alcohol, had watery eyes and slurred speech, and admitted to the officers, paramedics, and emergency room physician that he had consumed alcohol. We conclude that the State presented sufficient evidence for the jury to find Radick guilty beyond a reasonable doubt of operating a vehicle while intoxicated resulting in death as a class C felony. See, e.g., Ballinger v. State, 717 N.E.2d 939, 943 (Ind.Ct.App.1999) (<HOLDING>). Similarly, the evidence is sufficient to Options: A. holding a felony conviction for driving while intoxicated dwi may be a crime of violence B. holding that the evidence was sufficient to sustain the defendants conviction for operating a vehicle while intoxicated causing death as a class c felony C. holding that indianas operating while intoxicated statute which states that a person who operates a vehicle while intoxicated commits a class a misdemeanor is not limited to operation of motor vehicles on public highways D. holding that defendants auto theft conviction could serve to support his conviction for auto theft as a class c felony and as a prior unrelated felony conviction under the habitual offender statute E. recognizing that if there is evidence upon which one may reasonably infer an element of the crime the evidence is sufficient to sustain that element and where reasonable minds could differ the evidence is sufficient to sustain a conviction

assistant: The best answer is B. holding that the evidence was sufficient to sustain the defendants conviction for operating a vehicle while intoxicated causing death as a class c felony
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: claim is fact-intensive and better suited for the summary-judgment or trial stage. See, e.g., Alvarado, 492 F.3d at 613; Williams, 149 Fed.Appx. at 269-70. IV. Because Thompson plausibly alleges an adverse employment action, we REVERSE the district court’s judgment and REMAND for further proceedings. 1 . As our court clarified in Alvarado, "[a]I-though Click, Forsyth, [and] Sharp ... all involved claims of First Amendment retaliation under 42 U.S.C. § 1983, rather than claims of discrimination under Title VII, they are nevertheless relevant because the definition of 'adverse employment action' under § 1983, like Title VII’s definition of 'adverse employment action,' includes demotions.” Alvarado, 492 F.3d at 613 n. 6. 2 . Compare Baloch v. Kempthorne, 550 F.3d 1191, 1197 (D.C.Cir.2008) (<HOLDING>), and Morales-Vallellanes v. Potter, 605 F.3d Options: A. holding that a change in job duties was not an adverse employment action where the new job duties did not constitute qualitatively inferior work requiring any less skill or knowledge B. holding that removal of job responsibility did not constitute an adverse employment action because there was no change in the plaintiffs job position grade pay or benefits C. holding that garcetti barred claims involving speech not necessarily required by the plaintiffs job duties but nevertheless related to his job duties D. holding that change in work schedule and assigning less desirable job duties did not constitute a tangible employment action E. holding that a transfer of job duties can constitute an adverse employment action

assistant: The best answer is A. holding that a change in job duties was not an adverse employment action where the new job duties did not constitute qualitatively inferior work requiring any less skill or knowledge
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: and relies upon the decision in Commonwealth v. Gibson, 597 Pa. 402, 951 A.2d 1110, 1122-23, for doing so. See op. at 482-85, 967 A.2d at 391-92. However, Gibson involved a first post-conviction request for collateral relief in which the petitioner was not required to establish that a miscarriage of justice had occurred. I believe the Majority accords insufficient weight to the fact that Appellant has already had the benefit of collateral review of his death sentence. The consequences of this are of great significance: in the context of a serial PCRA petition, unless Appellant can make a strong prima facie showing that a miscarriage of justice has resulted, he is not entitled to any relief from his judgment of sentence. Commonwealth v. Lawson, 519 Pa. 504, 549 A.2d 107, 112 (1988) (<HOLDING>)- A petitioner makes a prima facie showing if Options: A. holding that in the case of state procedural default a federal habeas review of the claims is barred unless the prisoner can demonstrate among other things that failure to consider the claims will result in a fundamental miscarriage of justice B. holding that request for resentencing based on pepper was not cognizable in a 2255 proceeding absent a showing of a complete miscarriage of justice C. holding that prima facie eligibility is demonstrated by a showing that there is a reasonable likelihood that the statutory requirements for relief have been satisfied D. holding that courts may only review claims for fundamental miscarriage of justice E. holding that a second request for collateral relief will not be entertained unless a strong prima facie showing is offered to demonstrate that a miscarriage of justice may have occurred

assistant: The best answer is E. holding that a second request for collateral relief will not be entertained unless a strong prima facie showing is offered to demonstrate that a miscarriage of justice may have occurred
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 Subordinated Lender and each Credit Party, at their own sole cost and expense and at any time from time to time, upon the written request of Administrative Agent, will promptly and duly execute and deliver such further instruments and documents and take such further actions as Administrative Agent reasonably may request for the purposes of obtaining or preserving the full benefits of this Agreement and of the rights and powers herein granted. Without limiting the generality of the foregoing, in the event of an assignment pursuant to any Senior Loan Document or in the event of a refinancing of the Senior Obligations, the Subordinated Lender and each Credit Party shall, upon the request of Administrative Agent, execute a new intercreditor and subordination agreement upon the same terms as this Agreement to further evidence and confirm that the Subordinated Obligations are and shall remain junior and subordinate in right of payment to the Senior Obligations.

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 acknowledge and assume the risk of the possibility of termination of your account as provided in this agreement , and you represent that you will make your decisions to participate in the service , contribute content , spend your money and dispose of transferable licenses at all times knowingly based upon these risks .

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 Board or the Compensation Committee of the Board or, to the extent permitted by Board resolution, any delegate of the Board or Compensation Committee, may amend, modify, suspend or discontinue this Plan at any time; provided, however, that no such amendment, modification, suspension or discontinuance shall have the effect of reducing a Participant’s Deferral Account balance or postponing the time when a Participant is entitled to receive a distribution of his or her Deferral Account balance.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: to be in the jury room to insure that there would be a sufficient number of jurors to enable the jury to reach a verdict in the event any of the original jurors could not continue their service. The judge clearly was not engaging in a “feel good” or reward gesture for alternate jurors’ having sat through the entire trial. Everyone in the courtroom understood the goal of permitting the alternates in the jury room. The majority opinion sees two separate issues here—one, the presence of alternates during the jury deliberations, and two, the substitution of those alternates for regular jurors after deliberations have begun. It may well be that there can be separate issues, under certain circumstances, such as when an appellate court is considering whether reversal is required th Cir.1987) (<HOLDING>). Affirming the trial court in this case does Options: A. holding that a defendant waives his right to object to a postsubmission substitution of an alternate juror when he voluntarily agreed to the procedure B. holding rules of appellate procedure are obviously procedural in nature C. holding that wjhere the defendant knowingly consents to the addition of an alternate juror as was obviously the case here he waives any challenge to that procedure on appeal D. holding that the failure to file a proper motion to dismiss raising a constitutional challenge to a criminal statute waives the issue on appeal E. holding that the late substitution of an alternate juror was not prejudicial to defendant because the district court had carefully instructed the alternate not to discuss the case before dismissing her and upon recall the alternate twice affirmed that she had complied with the courts instruction

assistant: The best answer is C. holding that wjhere the defendant knowingly consents to the addition of an alternate juror as was obviously the case here he waives any challenge to that procedure on appeal
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: For the purpose of facilitating the execution of this Agreement and for other purposes, this Agreement may be executed simultaneously in any number of counterparts, each of which counterparts shall be deemed to be an original, and all of which counterparts shall constitute but one and the same instrument. Delivery of an executed counterpart of a signature page to this Agreement by facsimile shall be effective as delivery of a manually executed counterpart 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 legal provision and list the applicable contract clause categories. Provision: This Agreement contains all of the agreements and understandings between the parties hereto with respect to the terms and conditions upon which Executive may be entitled to supplemental non-compete compensation and the non-compete covenants which may apply to Executive under the circumstances set forth herein, and supplements Section 8.5 of the Employment Agreement in the event of a Separation, which shall remain in effect and shall be applicable to Executive and given full effect without limiting in any way Executive’s obligations and the Bank’s rights under this Agreement. No oral agreements or written correspondence shall be held to affect the provisions hereof. No representation, promise, inducement or statement of intention has been made by either party that is not set forth in this Agreement, and neither party shall be bound by or liable for any alleged representation, promise, inducement or statement of intention not so set forth.

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 Company shall not sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities pursuant to the Transaction Documents.

assistant: Integration
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) There are no actions, suits or proceedings by or before any arbitrator or Governmental Authority pending against or, to the knowledge of the Parent, threatened in writing against the Parent or any of its Subsidiaries (i) as to which there is a reasonable possibility of an adverse determination and that, if adversely determined, could reasonably be expected, individually or in the aggregate, to result in a Material Adverse Effect (other than the Disclosed Matters) or (ii) that involve this Agreement or the Transactions.

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: if we reasonably suspect that your microsoft account or skype account is being used by a third party fraudulently ( for example , as a result of an account compromise ) , microsoft may suspend your account until you can reclaim ownership .

assistant: Unilateral termination