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 failure by either Party at any time to enforce any of the terms, provisions or conditions of this Agreement or to exercise any right hereunder shall not constitute or be construed to constitute a waiver of the same or affect that Party's rights thereafter to enforce or exercise the same.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: As consideration for the commitments and agreements of the Commitment Parties hereunder, you agree to cause to be paid the nonrefundable fees described in the Fee Letters on the terms and subject to the conditions set forth therein.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Company and the Subsidiaries have, or have rights to use, all patents, patent applications, trademarks, trademark applications, service marks, trade names, trade secrets, inventions, copyrights, licenses and other intellectual property rights and similar rights necessary or required for use in connection with their respective businesses as described in the SEC Reports and which the failure to so have could have a Material Adverse Effect (collectively, the “ Intellectual Property Rights ”). None of, and neither the Company nor any Subsidiary has received a notice (written or otherwise) that any of, the Intellectual Property Rights has expired, terminated or been abandoned, or is expected to expire or terminate or be abandoned, within two (2) years from the date of this Agreement. Neither the Company nor any Subsidiary has received, since the date of the latest audited financial statements included within the SEC Reports, a written notice of a claim or otherwise has any knowledge that the Intellectual Property Rights violate or infringe upon the rights of any Person, except as could not have or reasonably be expected to not have a Material Adverse Effect. To the knowledge of the Company, all such Intellectual Property Rights are enforceable and there is no existing infringement by another Person of any of the Intellectual Property Rights. The Company and its Subsidiaries have taken reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties, except where failure to do so could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The Company has no knowledge of any facts that would preclude it from having valid license rights or clear title to the Intellectual Property Rights. The Company has no knowledge that it lacks or will be unable to obtain any rights or licenses to use all Intellectual Property Rights that are necessary to conduct its business.

assistant: Intellectual Property
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 is intended by the Parties as a final expression of their agreement and intended to be a complete and exclusive statement of the agreement and understanding of the Parties hereto in respect of the subject matter contained herein. There are no restrictions, promises, warranties or undertakings other than those set forth or referred to herein with respect to the rights granted by NGL Entities or any of their Affiliates, the Purchaser Group Members or Highstar set forth herein. This Agreement supersedes all prior agreements and understandings between the Parties with respect to the subject matter hereof.

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: Notwithstanding any provision of this Plan, the Separation Benefits described herein are conditioned on Participant’s execution, delivery to the Company and non-revocation of a general release of claims against the Company and its subsidiaries and affiliates on a form substantially identical to the release attached hereto as Exhibit A in a manner consistent with the requirements of the Older Workers Benefit Protection Act and any applicable state law (the “Release”). Separation Benefits are also consideration for, and subject to, two-year non-competition and non-solicitation restrictions for Tier 1 Participants and one-year non-competition and non-solicitation restrictions for Tier 2 Participants as set forth in the Release. To be entitled to any Separation Benefits hereunder, a Participant must sign the Release and the Release must become effective on or before the 60 th day following the Participant’s Date of Termination.

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: v. Ferguson, 111 S.W.3d 589, 598 (Tex.App.-Fort Worth 2003, pet. denied). B. Whether Valentina’s petition has a basis in law and fact In her petition, Valentina conceded that she signed the settlement agreement and that the agreement granted McCulloch the ability to sell the homestead. Even a liberal construction of the petition demonstrates that Valentina’s request to enjoin the sale of her homestead has no basis in law or in fact because the petition acknowledges that she signed an agreement permitting the sale, and it does not ask the court to revoke that agreement. Therefore, a rule of law (waiver) bars Valentina’s cause of action to enjoin the sale, and the facts pleaded refute that cause of action. See, e.g., In re Essex Ins. Co., 450 S.W.3d 524, 527 (Tex.2014) (per curiam) (<HOLDING>); Dailey v. Thorpe, 445 S.W.3d 785, 789-90 Options: A. holding that district court had not abused its discretion in denying plaintiffs motion to amend complaint B. holding that trial court abused its discretion by denying a motion for rule 11 sanctions without adequate explanation C. holding trial court abused discretion in denying rule 91a motion where cause of action barred by legal rale D. holding that bia abused its discretion in denying motion to reopen E. holding that district court abused its discretion by denying plaintiffs motion to file fourth amended complaint

assistant: The best answer is C. holding trial court abused discretion in denying rule 91a motion where cause of action barred by legal rale
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 BORROWER AND THE COMPANY, ON BEHALF OF ITSELF AND EACH GUARANTOR, IRREVOCABLY AND UNCONDITIONALLY SUBMITS, FOR ITSELF AND ITS PROPERTY, TO THE NONEXCLUSIVE JURISDICTION OF THE COURTS OF THE STATE OF NEW YORK SITTING IN NEW YORK COUNTY AND OF THE UNITED STATES DISTRICT COURT OF THE SOUTHERN DISTRICT OF NEW YORK, IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT, OR FOR RECOGNITION OR ENFORCEMENT OF ANY JUDGMENT, AND EACH OF THE PARTIES HERETO IRREVOCABLY AND UNCONDITIONALLY AGREES THAT ALL CLAIMS IN RESPECT OF ANY SUCH ACTION OR PROCEEDING MAY BE HEARD AND DETERMINED IN SUCH NEW YORK STATE COURT OR, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN SUCH FEDERAL COURT. EACH OF THE PARTIES HERETO AGREES THAT A FINAL JUDGMENT IN ANY SUCH ACTION OR PROCEEDING SHALL BE CONCLUSIVE AND MAY BE ENFORCED IN OTHER JURISDICTIONS BY SUIT ON THE JUDGMENT OR IN ANY OTHER MANNER PROVIDED BY LAW. NOTHING IN THIS AGREEMENT OR IN ANY OTHER LOAN DOCUMENT SHALL AFFECT ANY RIGHT THAT THE AGENT, ANY LENDER OR THE L/C ISSUER MAY OTHERWISE HAVE TO BRING ANY ACTION OR PROCEEDING RELATING TO THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT AGAINST THE BORROWER OR ANY GUARANTOR OR ITS PROPERTIES IN THE COURTS OF ANY JURISDICTION.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: Pacleb, however, has not explained why, under the circumstances of this case, an admission of liability is nécessary to afford ■him complete relief on his- non-class claims. Pacleb’s. complaint sought only statutory damages and injunctive relief, not an admission of liability or a declaration that Allstate violated his rights. When a plaintiff has received “all the relief [he] could win on the merits,” an adjudication would have no “consequences on remaining related disputes between the parties” ■ and “nothing further would be ordered by the court, there is no point in proceeding to decide the merits.” 13B Charles Alan Wright & Arthur R. Miller, Federal Practice and Procedure § -3533.2 (3d ed.2015). See Already, LLC v. Nike, Inc., — U.S. —, 133 S.Ct. 721, 726-33, 184 L.Ed.2d 553 (2013) (<HOLDING>); McCauley v. Trans Union, LLC, 402 F.3d 340, Options: A. holding a covenant not to sue mooted a counterclaim of trademark invalidity notwithstanding the lack of an admission or finding of liability B. holding that the restraint of a covenant not to compete must be reasonable under the facts and circumstances of the particular case and that only a legitimate business interest may be protected by the covenant C. holding that the defendants reference to the plaintiffs trademark in the metatags of the defendants web page was a violation of trademark law D. holding that the continued use of licensed trademark after termination of franchise agreement constituted trademark infringement and breach of contract E. holding that proof of unauthorized use of an original trademark by one whose license to use the trademark had been terminated is sufficient to establish the likelihood of confusion prong

assistant: The best answer is A. holding a covenant not to sue mooted a counterclaim of trademark invalidity notwithstanding the lack of an admission or finding of liability
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: No Party shall be deemed to have waived the exercise of any right which it holds hereunder unless such waiver is made expressly and in writing (and no delay or omission by any Party hereto in exercising any such right shall be deemed a waiver of its future exercise). No such waiver made as to any instance involving the exercise of any such right shall be deemed a waiver as to any other such instance, or any other such right.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement (including the Schedules and Exhibits hereto) and the related Repurchase Documents constitute the entire agreement of the parties hereto and supersedes any and all prior or contemporaneous agreements, written or oral, as to the matters contained herein, and no modification or waiver of any provision hereof or of the Repurchase Documents, nor consent to the departure by Pledgor therefrom, shall be effective unless the same is in writing, and then such waiver or consent shall be effective only in the specific instance, and for the purpose, for which it is given.

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: To the extent applicable, conduct its Businesses in compliance, in all material respects, with (a) the Patriot Act, (b) any Sanctions, (c) the FCPA and (d) other applicable anti-corruption and anti-money laundering laws and maintain policies and procedures reasonably designed to prevent violation of any Sanctions.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: not be sufficient, but cumulatively such actions may arise to adverse action for purposes of supporting a retaliation claim. For example, in Sanford v. Main Street Baptist Church Manor, Inc,, the Sixth Circuit recognized that although some of the incidents might not rise to the level of adverse action, “the incidents taken together might dissuade a reasonable worker from making or supporting a discrimination charge.” 327 Fed.Appx. 587, 599 (6th Cir. 2009); see also Vega v. Hempstead Union Free Sch. Dist., 801 F.3d 72, 90 (2d Cir. 2015) (finding combination of being assigned absent students, temporary paycheck reduction, and failure to notify of curriculum claim cumulatively amount to “material adverse action”); Alvarado v. Fed. Express Corp., 384 Fed.Appx. 585, 589 (9th Cir. 2010) (<HOLDING>); Shannon v. BellSouth Telecomm., Inc., 292 Options: A. holding that change of schedule video surveillance and disciplinary warnings were not material adverse actions sufficient to sustain retaliation claim B. holding that denial of transfer request from a morning to a night shift was not adverse employment action because difference in working hours alone is not sufficient under title vii C. holding delayed paychecks denial of personal time criticism of work performance and shift change were adverse actions D. holding that a negative criticism or performance evaluation unaccompanied by a materially adverse change in the terms or conditions of employment does not constitute adverse employment action E. holding that counseling sessions and written criticisms of employees work performance did not fall within the types of materially adverse employment actions

assistant: The best answer is C. holding delayed paychecks denial of personal time criticism of work performance and shift change were adverse actions
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The parties agree that each of them and/or their respective counsel have reviewed and had an opportunity to revise the Transaction Documents and, therefore, the normal rule of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of the Transaction Documents or any amendments thereto. In addition, each and every reference to share prices and Ordinary Shares in any Transaction Document shall be subject to adjustment for reverse and forward share splits, share dividends, share combinations and other similar transactions of the Ordinary Share that occur after the date of this Agreement.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The parties acknowledge that money damages are not an adequate remedy for violations of this Agreement and that any party may, in its sole discretion, apply to a court of competent jurisdiction for specific performance or injunctive or such other relief as such court may deem just and proper in order to enforce this Agreement or prevent any violation hereof and, to the extent permitted by applicable law, each party waives any objection to the imposition of such relief or any requirement for a bond.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: requirements of a summons set out in Ark. R. Civ. P. 4(b) must be construed strictly and compliance with those requirements must be exact. Thompson v. Potlatch Corp., 326 Ark. 244, 930 S.W.2d 355 (1996) (citing Carruth v. Design Interiors, Inc., supra, which held that the motion to dismiss for failure of service of process should have been granted where the summons was not signed by the clerk as required by Rule 4(b)). Pursuant to Rule 4(i) of the Arkansas Rules of Civil Procedure, it is also mandatory for the trial court to dismiss the action without prejudice if service is not made within 120 days of filing the complaint and no motion to extend is timely made. Ark. R. Civ. P. 4(i) (2003); Lyons v. Forrest City Machine Works, Inc., 301 Ark. 559, 785 S.W.2d 220 (1990) (Lyons I) (<HOLDING>); see also Raymond v. Raymond, supra.; Cole v. Options: A. holding that state trade secret law could not protect vending machine mechanism where machine was sold to third party B. holding that service of summons was insufficient to confer personal jurisdiction over defendant city where a copy of the summons and complaint was delivered to a person other than an official named in rule 4j5 C. holding that rule 4j predecessor rule to 4m s exemption for service in foreign countries does not apply where service under rule 4i predecessor to rule 4j was never attempted D. holding that a cosmeticians use of a hair removal machine was a professional service despite the cosmeticians testimony that she lacked any specialized training to operate the machine E. holding service of process not proper under rule 4d5 and dismissal mandatory under rule 4i where summons addressed to fc machine works and return showed that fc machine works was served as the person named therein as defendant

assistant: The best answer is E. holding service of process not proper under rule 4d5 and dismissal mandatory under rule 4i where summons addressed to fc machine works and return showed that fc machine works was served as the person named therein as defendant
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 costs and expenses of each Party (including legal fees and expenses of such Party) incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the Party that incurred such costs and expenses, unless otherwise agreed to by such Parties.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: application for the writ proffer the substance of the potential witness’ testimony. Id. Because the application did not contain a proffer, the district couif did not err in denying it. Finally, Santos and Rodriguez contend that collateral estoppel precluded the district court from finding that Santos was aware of Guerra’s illegal activities and thus not protected by the innocent owner defense. Because Santos was acquitted of the charges against her in the criminal case, Santos and Rodriguez assert that the fact she did not know of her daughter’s criminal activities has already been litigated and the result was binding on the district court. This argument is unsound. See One Lot Emerald Cut Stones & One Ring v. United States, 409 U.S. 232, 235, 93 S.Ct. 489, 493, 34 L.Ed.2d 438 (1972) (<HOLDING>). It is also irrelevant. The district court Options: A. holding to the same effect B. holding that a prior acquittal does not preclude the admission of evidence of a defendants other alleged crimes in a prosecution for the bank robbery on the basis of collateral estoppel principles because the prior acquittal did not determine an ultimate issue in the present case C. recognizing estoppel based on bank officers conduct D. holding that collateral estoppel is not available to a criminal defendant for a judgment of acquittal following a civil traffic hearing E. holding that a criminal acquittal does not have collateral estoppel effect on a later civil forfeiture proceeding based on the same conduct

assistant: The best answer is E. holding that a criminal acquittal does not have collateral estoppel effect on a later civil forfeiture proceeding based on the same conduct
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: If any provision of this Agreement or the application of any such provision to any party or circumstances shall be determined by any court of competent jurisdiction to be invalid and unenforceable to any extent, the remainder of this Agreement or the application of such provision to such person or circumstances, other than those to which it is so determined to be invalid and unenforceable, shall not be affected thereby, and each provision hereof shall be validated and shall be enforced to the fullest extent permitted by law.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Committee shall have exclusive authority to operate, manage and administer the Plan in accordance with its terms and conditions. Notwithstanding the foregoing, in its absolute discretion, the Board may at any time and from time to time exercise any and all rights, duties and responsibilities of the Committee under the Plan, including establishing procedures to be followed by the Committee, but excluding matters which under any applicable law, regulation or rule, including any exemptive rule under Section 16 of the Exchange Act (including Rule 16b-3) or Section 162(m) of the Code, are required to be determined in the sole discretion of the Committee. If and to the extent that the Committee does not exist or cannot function, the Board may take any action under the Plan that would otherwise be the responsibility of the Committee, subject to the limitations set forth in the immediately preceding sentence. Notwithstanding any other provision of the Plan to the contrary, any action or determination specifically affecting or relating to an Award granted to a Non-Employee Director shall be taken or approved, by the Board or the Committee.

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: Fadeyi v. Planned Parenthood Association of Lubbock, Inc., 160 F.3d 1048, 1052 (5th Cir.1998); LaRocca v. Precision Motorcars, Inc., 45 F.Supp.2d 762, 774-77 (D.Neb.1999); O’Neal v. Ferguson Construction Co., 35 F.Supp.2d 832, 837-38 (D.N.M.1999); Williams v. United Dairy Farmers, 20 F.Supp.2d 1193, 1201-02 (S.D.Ohio 1998); Lane v. Ogden Entertainment, Inc., 13 F.Supp.2d 1261, 1272 (M.D.Ala.1998). Those courts that have held that at-will employees cannot establish the necessary contractual relationship to invoke the provisions of Section 1981 have relied upon the governing state law to form their conclusions that no contract existed. Henry v. Trammell Crow SE, Inc., 34 F.Supp.2d 629, 634 (W.D.Tenn.1998); see, e.g., Wilmer v. Tennessee Eastman Co., 919 F.2d 1160 (6th Cir.1990) (<HOLDING>). The Sixth Circuit, however, has not concluded Options: A. holding that an atwill employee may not recover for discriminatory discharge under section 1981 because the atwill relationship was not sufficiently contractual under tennessee law B. holding that atwill employees have no contractual relationship with their employers to support a cause of action under section 1981 C. holding that an atwill employee may bring a cause of action under section 1981 D. holding that an atwill employee may sue under 1981 for racially discriminatory termination E. holding that an atwill employment relationship is contractual and may serve as a predicate contract for a 1981 claim

assistant: The best answer is A. holding that an atwill employee may not recover for discriminatory discharge under section 1981 because the atwill relationship was not sufficiently contractual under tennessee law
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: on the “pre-existing agreement” reached between the CIA and the SSCI to the effect that all CIA created documents related in any way to a congressional inquiry would be congressional records for FOIA purposes. This argument was discussed and rejected supra at pp. 694-695. 43 . We note that, in the absence of some assertion of congressional control, there would be no question but that these documents were agency records. They are, for the most part, internal agency notations and memoranda, created by the CIA and kept in its files to serve the security, information, and communications purposes of the agency. See Kissinger v. Reporters Committee for Freedom of the Press, supra note 27, 445 U.S. at 157, 100 S.Ct. at 972. 44 . But see Navasky v. CIA, 499 F.Supp. 269, 278 (S.D.N.Y.1980) (<HOLDING>). 45 . The District Court raised this issue sua Options: A. holding that municipal court records were admissible under official records or public documents exception B. holding that personnel records or conduct investigative records regarding police officers are exempt from disclosure under virginias freedom of information act which exempts personnel records from disclosure C. holding that the secretary at a minimum has constructive knowledge of documents generated by va D. holding that documents generated by the cia at the specific request of congress were exempt from disclosure as congressional records E. holding that the government must provide the party seeking disclosure with a detailed index describing the documents the government claims are exempt from disclosure under foia

assistant: The best answer is D. holding that documents generated by the cia at the specific request of congress were exempt from disclosure as congressional records
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: that, as of the condemnation date, the parcel contained fifteen acres of wetlands that could legally be drained. Specifically, the Department argues that even if the parcel is not subject to regulation under the CWA, it is subject to state regulation by the Office of Ocean and Coastal Resource Management (OCRM) as an isolated wetland. We find no reversible error here. In his order, the master held that the issue of “DHEC’s alleged jurisdiction” over the wetlands was no longer before the court because it had previously been decided by Judge Harwell in his October 2004 order. The Department has not challenged the master’s ruling. Therefore, it is the law of the case, regardless of its correctness. See Buckner v. Preferred Mut. Ins. Co., 255 S.C. 159, 160-61, 177 S.E.2d 544, 544 (1970) (<HOLDING>). Accordingly, because OCRM is a part of DHEC, Options: A. holding that an unappealed order is a final judgment on the merits for res judicata purposes B. holding that an exhaustion of appellate remedies is required to make a trial courts ruling the law of the case C. holding an unappealed ruling is the law of the case and cannot be later challenged D. holding a trial judges unappealed procedural rulings become the law of the case E. holding that an unappealed ruling right or wrong is the law of the case

assistant: The best answer is E. holding that an unappealed ruling right or wrong is the law of the case
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: GRANTED. 1 . Another of the plaintiffs in the age discrimination suit against Auburn University, Milton Alexander, filed an amended tax return to recover the tax that he paid on the liquidated damages awarded to him, claiming that he erroneously overpaid his income taxes because liquidated damages should not be included in taxable income. The Internal Revenue Service granted Mr. Alexander's refund. Shaw cites this fact in support of his motion for summary judgment. While relying on Mid-Continent Supply Co. v. Commissioner, 571 F.2d 1371, 1376 (5th Cir.1978), the court finds that the fact that another taxpayer was treated erroneously is irrelevant to the court’s consideration of plaintiff Shaw’s challenge of the IRS’s denial of his income tax refund. Mid-Continent, 571 F.2d at 1376 (<HOLDING>). 2 . 29 U.S.C. §§ 621-34 (codifying Age Options: A. holding that in a proceeding to recover taxes from a nonbankrupt taxpayer the taxpayer has the burden of proving that his taxes complied with the internal revenue code B. holding that irs may not levy against bank account of delinquent taxpayer held in tenancy by the entirety where taxpayer did not have unilateral right to withdraw funds C. holding that the taxpayer has the burden to prove the governments tax assessment is incorrect D. holding that even where taxpayer did not have the financial means to pay all of the taxes owed the taxpayer still willfully evaded tax obligation E. holding that it is well established that a taxpayer has no right to insist upon the same erroneous treatment afforded a similarly situated taxpayer in the past

assistant: The best answer is E. holding that it is well established that a taxpayer has no right to insist upon the same erroneous treatment afforded a similarly situated taxpayer in the past
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: was multiplieitous, any prejudice Petitioner may have suffered was cured when the Arizona Court of Appeals vacated Petitioner’s conviction and sentence on conspiracy to commit escape. See, United States v. Davenport, 519 F.3d 940 (9th Cir.2008) (finding that offense of possessing child pornography was lesser included offense of receipt of child pornography, and thus entering judgment against defendant on separate counts for receiving child pornography and possessing child pornography was multiplieitous, in violation of Fifth Amendment’s prohibition of double jeopardy and remanding to the district court to vacate defendant’s conviction on one of the two counts and allowing that it be reinstated without prejudice if his other conviction should be overturned on h Cir.1978) (per curiam) (<HOLDING>). • In this case, the Court of Appeals found Options: A. holding that severance was not required when a defendant was charged with five counts of forcible rape two counts of felonious restraint three counts of kidnapping two counts of armed criminal action two counts of forcible sodomy one count of second degree assault one count of first degree robbery and one count of stealing B. holding that convictions for the crimes of conspiracy and continuing criminal enterprise violate double jeopardy C. holding that consecutive sentences imposed on multiplieitous counts two counts of conspiracy for one drug smuggling enterprise violated double jeopardy clause D. holding that issues underlying all counts were sufficiently intertwined that the separate appeal of the summary judgment counts would complicate the trial of the remaining counts E. holding that convictions for two counts of possession of one quantity of cocaine constituted double jeopardy and fundamental error reversing one possession conviction and remanding for resentencing

assistant: The best answer is C. holding that consecutive sentences imposed on multiplieitous counts two counts of conspiracy for one drug smuggling enterprise violated double jeopardy clause
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: 3. In consideration of each and every disclosure of CONFIDENTIAL INFORMATION, the Parties agree to: (e) maintain in confidence any information regarding the nature or scope of any transaction between the Parties, except to the extent such information must be disclosed pursuant to law, and then only after notifying the other Party of such requirement.

assistant: No
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 parole. While much of the testimony on the defendant’s probable future conduct came from close family members, the record reflects that other witnesses testified to Troy’s future prison behavior. We also note that the trial court addressed parole ineligibility during the penalty phase, instructing the jury that gain time does not apply when a defendant is sentenced to life in prison without the possibility of parole. Second, we have held that a defendant’s claim that he was denied effective assistance of counsel because of counsel’s failure to present witnesses in mitigation will not be sustained where the sentencing judge was aware of many of the mitigating factors that the defendant claims on appeal should have been presented. See Lightbourne v. State, 471 So.2d 27, 28 (Fla.1985) (<HOLDING>). In this case, the record reflects that the Options: A. holding that counsel cannot be found ineffective for failing to pursue a particular mitigating factor where despite a reasonable investigation by counsel counsel was not put on notice of any such mitigating evidence B. holding that because appellant had waived review of constitutional challenge to sentencing statute by failing to raise it at the first opportunity the trial court correctly proceeded to examine whether the appellants trial counsel was ineffective for failing to raise constitutional challenges to the sentencing statutes C. holding counsel ineffective for failing to investigate and present mitigating evidence D. holding that where trial counsel was not ineffective appellate counsel was not ineffective for failing to raise claim of ineffectiveness of trial counsel E. holding that counsel was not ineffective for failing to present mitigating evidence at sentencing because the trial record clearly indicated that the sentencing judge was aware of many of the mitigators that counsel was presenting to this court on appeal

assistant: The best answer is E. holding that counsel was not ineffective for failing to present mitigating evidence at sentencing because the trial record clearly indicated that the sentencing judge was aware of many of the mitigators that counsel was presenting to this court 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: THIS ASSUMPTION AGREEMENT AND ANY CLAIM OR CONTROVERSY ARISING HEREUNDER OR RELATED HERETO SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK .

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: All material authorizations, consents, waivers and approvals required to be obtained from any governmental or regulatory authority and/or from contractual counter-parties of the Corporation in connection with the performance of this Agreement shall have been obtained.

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 case excerpt and choose the best holding from the options. Case excerpt: A state court’s decision whether to recognize and enforce an employer’s cause of action for reimbursement, which is ere- ated by statute in another state, is an issue of conflict of laws rather than subject matter jurisdiction. See Hoffman v. Henderson, 355 N.W.2d 322, 324 (Minn.Ct.App.), pet. for review denied, (Minn. Dec. 20, 1984), cert. denied, — U.S. -, 105 S.Ct. 2326, 85 L.Ed.2d 844 (1985) (applying Alaska law to govern attorney-client fee agreement pertaining to an Alaska worker’s compensation action); Shelby Mutual Insurance Co. v. Girard Steel Supply Co., 224 F.Supp. 690, 695 (D.Minn.1963) (declining to enforce in Minnesota a Wisconsin employer’s right to reimbursement under Wisconsin law); cf. Barry v. Baker Electric Cooperative, Inc., 354 N.W.2d 666, 668-73 (N.D.1984) (<HOLDING>). See also Hile v. Liberty Mutual Insurance Options: A. recognizing a right to contribution B. holding that contribution will lie where no statute precludes recovery from the joint tortfeasor against whom contribution is sought C. holding north dakota law which precludes a negligent employer from being liable for contribution applicable as against minnesota law which permits limited contribution liability even thought the injure employee received benefits under the minnesota workers compensation act D. holding that injured employee has right to settle with thirdparty tortfeasor claims not covered by minnesota workers compensation act E. holding that thirdparty tortfeasor has right to contribution from employer up to amount of employers workers compensation liability

assistant: The best answer is C. holding north dakota law which precludes a negligent employer from being liable for contribution applicable as against minnesota law which permits limited contribution liability even thought the injure employee received benefits under the minnesota workers compensation act
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Borrower and each Subsidiary have met the minimum funding requirements of ERISA with respect to any employee benefit plans subject to ERISA. No event has occurred resulting from Borrower's failure to comply with ERISA that is reasonably likely to result in Borrower's incurring any liability that could reasonably be expected to have a Material Adverse Effect, Borrower is not an "investment company" or a company "controlled" by an "investment company" within the meaning of the Investment Company Act of 1940. Borrower is not engaged principally, or as one of the important activities, in the business of extending credit for the purpose of purchasing or carrying margin stock (within the meaning of Regulations T and U of the Board of Governors of the Federal Reserve System). Borrower has complied in all material respects with all the provisions of the Federal Fair Labor Standards Act, Borrower is in compliance with all environmental laws, regulations and ordinances except where the failure to comply is not reasonably likely to have a Material Adverse Effect. Borrower has not violated any statutes, laws, ordinances or rules applicable to it, the violation of which could reasonably be expected to have a Material Adverse Effect. Borrower and each Subsidiary have filed or caused to be filed all tax returns required to be filed, and have paid, or have made adequate provision for the payment of, all taxes reflected therein except those being contested in good faith with adequate reserves under GAAP or where the failure to file such returns or pay such taxes could not reasonably be expected to have a Material Adverse Effect.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The term during which each option may be exercised shall be determined by the Committee, but if required by the Code and except as otherwise provided herein, no option shall be exercisable in whole or in part more than seven years from the date it is granted, and no Incentive Stock Option granted to an employee who at the time of the Grant owns more than 10% of the total combined voting power of all classes of stock of the Company or any of its Subsidiaries shall be exercisable more than five years from the date it is granted. All rights to purchase Shares pursuant to an option shall, unless sooner terminated, expire at the date designated by the Committee. The Committee shall determine the date on which each option shall become exercisable and may provide that an option shall become exercisable in installments. The Shares constituting each installment may be purchased in whole or in part at any time after such installment becomes exercisable, subject to such minimum exercise requirements as may be designated by the Committee. Prior to the exercise of an option and delivery of the Shares represented thereby, the optionee shall have no rights as a stockholder with respect to any Shares covered by such outstanding option (including any dividend or voting rights).

assistant: Vesting
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 and conditions set forth herein and in the Credit Agreement, the Assignor hereby sells and assigns to the Assignee, and the Assignee hereby purchases and assumes from the Assignor, without recourse to the Assignor, on the date set forth above (the " Assignment Date ") (a) all right, title and interest of the Assignor to the Assigned Loans and (b) all obligations of the Assignor under the Credit Agreement with respect to the Assigned Commitment and as a "Lender" thereunder, including, without limitation, the Assigned LC Exposure and the Assigned Swingline Exposure. As full consideration for the sale of the Assigned Loans and the Assigned Commitments, the Assignee shall pay to the Assignor on the Assignment Date the principal amount of the Assigned Loans (the " Purchase Price ").

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: these questions. ¶ 71 During closing argument, the prosecutor addressed the credibility of Gina’s identification of Forde as follows: What mother would not want to sit up on the stand after you have heard the police had arrested a woman accused of murdering your daughter and say, absolutely that is the woman. But she didn’t do that. What she told you was, and I submit to you honestly, was, no, I just can’t tell you, I don’t know her. I think those were Gina’s words. I don’t know her. I can’t tell you that’s the same person, but she looks just like that person. Forde argues that by using the phrase, “I submit to you honestly,” the prosecutor improperly vouched for Gina by placing the prestige of the State behind her. See State v. Vincent, 159 Ariz. 418, 423, 768 P.2d 150, 155 (1989) (<HOLDING>). ¶ 72 We agree with Forde that the prosecutor Options: A. holding that a prosecutor commits improper vouching by placing the prestige of the government behind a witness B. holding that it is not vouching for prosecutor to say that jury should come to believe on the evidence that the events occurred the way the governments witnesses said they did C. holding that the district court abused its discretion in denying the defendants timely motion for the substitution of the participating prosecutor in order to permit the defense to call the prosecutor as a witness D. holding that the government is no longer bound by its obligations under a plea agreement when a defendant commits a material breach E. holding that it is improper to ask a witness to comment on the credibility of another witness

assistant: The best answer is A. holding that a prosecutor commits improper vouching by placing the prestige of the government behind a witness
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: this testimony, unrebut-ted by the record, is that the firearm was kept at the stash house to safeguard the drug inventory. 4 . In a single sentence in his brief, the appellant suggests that his putative withdrawal from the conspiracy may have affected the district court’s drug-quantity calculation. Any such suggestion is doubly defaulted. For one thing, the district court used the very drug-quantity calculation proposed at sentencing by the appellant, and the appellant is bound by that calculation. See United States v. Teeter, 257 F.3d 14, 28 (1st Cir. 2001). For another thing, the appellant's brief is bereft of developed argumentation concerning any drug-quantity issue and, thus, any such claim of error has been abandoned. See United States v. Zannino, 895 F.2d 1, 17 (1st Cir. 1990) Options: A. holding an attorney does not have a duty to insure or guarantee that the most favorable outcome possible and because no amount of work can guarantee a favorable result attorneys would never know when the work they do is sufficiently more than adequate to be enough to protect not only their clients from error but themselves from liability B. holding that a party cannot preserve an argument if it presents only a skeletal or undeveloped argument to the trial court C. recognizing that it is not enough merely to mention a possible argument in the most skeletal way leaving the court to do counsels work D. holding that it is most improbable that a significant change to bankruptcy procedure would have been made without even any mention in the legislative history E. holding the government waived its argument on appeal that the defendant did not have standing to challenge a search when it failed to raise the argument to the district court

assistant: The best answer is C. recognizing that it is not enough merely to mention a possible argument in the most skeletal way leaving the court to do counsels work
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 e ffectiveness of this Amendment shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or the Administrative Agent under any of the Loan Documents, nor constitute a waiver of any provision of any of the Loan Documents. On and after the Amendment Effective Date, this Amendment shall for all purposes constitute a Loan Document.

assistant: No Waivers