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: No provisions of this Agreement may be modified, waived or discharged unless such waiver, modification or discharge is agreed to in writing signed by the Executive and the Company. No waiver by either party hereto at any time of any breach by the other party hereto of, or compliance with, any condition or provision of this Agreement to be performed by such other party shall be deemed a waiver of similar or dissimilar provisions or conditions at the same or at any prior or subsequent time. No agreements or representations, oral or otherwise, express or implied, with respect to the subject matter hereof have been made by either party which are not set forth expressly in this Agreement. This Agreement shall be governed by and construed in accordance with the laws of the State of Iowa.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Any notice or other communication required or permitted to be given by any provision of this Plan shall be in writing and, if to the Administrator, addressed to Investor Services Department, 1825 S. Grant Street, Suite 250, San Mateo, CA 94402, or such other address as may be specified by the Administrator by written notice to all Participants. Notices to a Participant may be given by letter addressed to the Participant at the Participant’s last address of record with the Administrator. Each Participant shall notify the Administrator promptly in writing of any change of address.

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 case excerpt and choose the best holding from the options. Case excerpt: In support of his argument, Mattingly relies solely upon a statement in Johnson that, generally, a taking involves "an actual interference with, or disturbance of property rights, which are not merely consequential, or incidental injuries to property or property rights...." Id. at 804 (quoting School Town of Andrews v. Heiney, 178 Ind. 1, 7, 98 N.E. 628, 630 (1912)). Johnson does not stand for the proposition that a taking occurs each time a party asserts its property rights. Johnson dealt with the creation of a regulated drain, and we held that the establishment of such worked no additional taking of property "save that incidentally required by the county to enter upon the land to repair and maintain the drain." Id.; see Bemis v. Guirl Drainage Co., 182 Ind. 36, 105 N.E. 496 (1914) (<HOLDING>). No unconstitutional taking occurred when the Options: A. recognizing that reasonable time limitations may be placed on the exercise of constitutional rights B. holding that a preexisting but nondisabling condition does not bar recovery of compensation if a jobrelated injury causes the condition to escalate to the level of disability C. holding that warrantless search as probation condition was a valid limitation to the defendants fourth amendment rights when defendant asserted the condition was not reasonably related to rehabilitation D. holding that practice which discourages exercise of fifth or sixth amendment rights by penalizing through enhanced sentencing the exercise of those rights is unconstitutional E. holding that compensation need not be made as condition to exercise of drainage law rights

assistant: The best answer is E. holding that compensation need not be made as condition to exercise of drainage law rights
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: Enter into any arrangement with any Person providing for the leasing by any Group Member of real or personal property that has been or is to be sold or transferred by such Group Member to such Person or to any other Person to whom funds have been or are to be advanced by such Person on the security of such property or rental obligations of such Group Member, unless (a) the Disposition of the property subject to such transaction is permitted by Section 7.5 and the Borrower or the applicable Restricted Subsidiary would be entitled to incur Liens with respect to such transaction pursuant to Section 7.3 and Indebtedness in an amount equal to the Attributable Indebtedness with respect to such transaction pursuant to Section 7.2 and (b) the Net Cash Proceeds received by the applicable Group Member in connection with such transaction are at least equal to the fair market value (as determined by the board of directors of the Borrower or a member of the senior management of the Borrower) of such property; provided that the aggregate amount of consideration paid to the Group Members (and the aggregate principal amount of any Attributable Indebtedness) in respect of transactions permitted under this Section 7.10 shall not exceed $25,000,000.

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 case excerpt and choose the best holding from the options. Case excerpt: the Board has incorrectly applied the law, failed to provide an adequate statement of reasons or bases for its determinations, or where the record is otherwise inadequate”); Smallwood v. Brown, 10 Vet.App. 93, 97 (1997) (noting that where the Board found that a medical examiner stated that the appellant’s foot odor “would seem to preclude employment in a confined space with other workers,” this disability “seems to suggest that he may qualify as an exceptional case under [§ ] 3.321” and remanding for Board to consider whether the claim for an increased rating of the appellant’s service-connected osteomyelitis should be referred to the appropriate VA official to determine whether an extraschedular rating under § 3.321(b) would be appropriate); Floyd v. Brown, 9 Vet.App. 88, 95-96 (1996) (<HOLDING>); Fanning v. Brown, 4 Vet.App. 225, 229 (1993) Options: A. holding that the findings of fact conclusions of law and decision signed by the school board president constituted the decision of the board B. holding that procedural requirements of 3321b1 do not derogate the obligation of the board to seek out all issues which are reasonably raised from a liberal reading of the documents or oral testimony submitted prior to the board decision C. holding that a reviewing court is not to substitute its decision for that of the board D. holding vagenerated documents to be in the possession of the secretary and the board at the time of the board decision and thus constructively part of the record of proceedings as mandated by 38 usc 7252b E. holding that the district court was authorized to remand the proceedings to the board where the board failed to make required findings

assistant: The best answer is B. holding that procedural requirements of 3321b1 do not derogate the obligation of the board to seek out all issues which are reasonably raised from a liberal reading of the documents or oral testimony submitted prior to the board decision
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: recently, in Coken v. State, 714 N.E.2d 1168, 1177 (Ind.Ct.App1999), trams. denied, another panel of this Court upheld the following "intent to kill" instruction: The intent to kill may be inferred from the use of a deadly weapon used in a manner reasonably calculated to cause death and from the nature, duration, or « brutality of the attack. An intention to kill may also be found from acts, declarations, and conduct of the defendants at or just immediately before the commission of the offense, and from noting the part of the body on which the wound was inflicted. Id. The Cohen court held that, because the jury instruction at issue was a correct statement of the law, the trial court did not err by giving such instruction. See id.; see also Mitchell v. State, 726 N.E.2d 1228 (Ind.2000) (<HOLDING>), reh'g denied, overruled on other grounds by Options: A. holding that intent may be inferred from the severity duration or brutality of the attack B. holding intent may be inferred from all facts and circumstances C. holding that employers intent may be inferred through circumstantial evidence D. holding specific intent to harm may be inferred from the circumstances and that finding is a matter for the jury E. holding intent may be inferred from large amount of marijuana

assistant: The best answer is A. holding that intent may be inferred from the severity duration or brutality of the attack
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 each Loan Document to which such Person is a party, and the consummation of the Transaction, are within such Loan Party’s corporate or other powers, have been duly authorized by all necessary corporate or other organizational action, and do not and will not (a) contravene the terms of any of such Person’s Organization Documents; (b) conflict with or result in any breach or contravention of, or the creation of any Lien under (other than as permitted by Section 7.01), or require any payment to be made under (i) (x) any indenture, mortgage, deed of trust or loan agreement evidencing Indebtedness in an aggregate principal amount in excess of the Threshold Amount or (y) any other Contractual Obligation to which such Person is a party or affecting such Person or the properties of such Person or any of its Restricted Subsidiaries or (ii) any material order, injunction, writ or decree of any Governmental Authority or any arbitral award to which such Person or its property is subject; or (c) violate any material Law; except with respect to any conflict, breach or contravention or payment (but not creation of Liens) referred to in clause (b)(i), to the extent that such conflict, breach, contravention or payment could not reasonably be expected to have a Material Adverse Effect.

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: The Plan shall take effect upon its adoption by the Board; provided, however, that the Plan shall be subject to the requisite approval of the shareholders of the Company in order to comply with Section 162(m) of the Code. In the absence of such approval, the Plan (and any Awards made pursuant to the Plan prior to the date of such approval) shall be null and void.

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

user: Notwithstanding anything to the contrary contained in this Agreement, in the event that a party or its Representatives receives a request or is required (by law, rule, regulation, deposition, interrogatory, request for documents, subpoena, civil demand or other process) to disclose any of the other party’s Evaluation Material or any of the other information referred to in section 2 hereof (irrespective of the reason for any such request or requirement), the party requested or required to make such disclosure shall, to the extent reasonable and practicable, provide the other party with prior written notice of any such request or requirement so that the other party may seek a protective order or other appropriate remedy and/or waive compliance with the provisions of this Agreement.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Upon termination of the Participant’s employment by notice on account of the Participant’s Disability, the Company shall continue to pay the Participant during the Separation Period the difference between the Participant’s current Base Salary and the amount of disability insurance payments received by the Participant under the Company’s Long-Term Disability Policy. In the event a Participant dies after the commencement of payments pursuant to this Section 5.02, the balance of said payments shall be payable in accordance with Article VII of the Plan.

assistant: Disability
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 Credit Party has all necessary corporate or other organizational power, authority and legal right to execute, deliver and perform its obligations under this Agreement and to consummate the transactions herein contemplated; the execution, delivery and performance by each Credit Party of this Agreement and the consummation of the transactions herein contemplated have been duly authorized by all necessary corporate, partnership or other organizational action on its part; and this Agreement has been duly and validly executed and delivered by each Credit Party and constitutes its legal, valid and binding obligation, enforceable against each Credit Party in accordance with its terms, except as such enforceability may be limited by (a) bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium or similar laws of general applicability from time to time in effect affecting the enforcement of creditors’ rights and remedies and (b) the application of general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

assistant: Enforceability
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: offers no alternate version of the events of June 12, 1998 aside from the meager factual allegations in the Amended Complaint. Notwithstanding the requirements of LCvR 7(h), plaintiff has not submitted a separate statement of genuine issues of material facts as to which he contends there exists a genuine issue for trial. The Court may and therefore does treat defendant’s facts as conceded. See, e.g., Smith v. Napolitano, 626 F.Supp.2d 81, 84 n. 2 (D.D.C.2009) (relying on defendant’s submission in employment discrimination case where the plaintiff neither “offer[s] a counter-presentation of the events leading up to his non-selection, nor does he contest the defendant’s presentation of these events”); DeMartino v. Fed. Bureau of Investigation, 511 F.Supp.2d 146, 151 (D.D.C.2007) (<HOLDING>); cf. Stephenson v. Cox, 223 F.Supp.2d 119, 122 Options: A. holding summary judgment was not warranted because material facts were in dispute B. holding that a district court may not grant summary judgment without giving plaintiff an opportunity to submit materials admissible in a summary judgment proceeding or allowing a hearing on defendants motion C. holding that docket sheet which stated that plaintiff did not submit any evidence to contest elements of defendants motion for summary judgment when in fact plaintiff had timely filed two affidavits to contest motion could not be used to impeach judgment entered by trial court that stated that court had reviewed competent summary judgment evidence on file D. holding that the facts as admitted through pleadings and documents placed before the court were sufficient to support a partys summary judgment motion E. holding that the plaintiff does not contest and therefore concedes defendants facts in support of summary judgment

assistant: The best answer is E. holding that the plaintiff does not contest and therefore concedes defendants facts in support of summary judgment
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) The Borrower agrees to jointly and severally pay to the Administrative Agent on behalf of the Lenders interest on the daily outstanding principal balance of the Loans at the Libor Rate; provided , however , that notwithstanding any other term or provision of this Agreement to the contrary, (x) immediately following the occurrence and during the continuance of an Event of Default relating to Sections 11.1(a) , (h) , (i) or (j) hereof, and (y) unless the Required Lenders otherwise direct in writing, upon Administrative Agent’s demand following the occurrence and during the continuance of any other Event of Default, in each case, Borrower agrees to and shall pay to Administrative Agent on behalf of Lenders interest on the outstanding principal balance of the Loan at the per annum rate of two percent (2.0%) plus the rate otherwise payable hereunder with respect to such Loan (the “ Default Rate ”).

assistant: Interests
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 later than twenty (20) days after the completion of each fiscal month following the date hereof and prior to the Closing Date, the Company shall (and the Sellers shall cause the Company to) deliver to Buyer an unaudited balance sheet of the Acquired Companies as of the last day of such month, together with the related unaudited statements of income, stockholder’s equity and cash flows (including the related notes, if any) in accordance with the format used by the Company for the Interim Financial Statements (the “ Monthly Financial Statements ”). As used herein, and for purposes of, the representation under Section 4.4 (including for purposes of the “bring down” of such representation) the term “Financial Statements” shall be deemed to include any Monthly Financial Statement delivered pursuant to this Section 5.6 .

assistant: Financial Statements
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: Purchaser covenants that until such time as the transactions contemplated by this Agreement are publicly disclosed by the Company pursuant to the 8K as described in Section 4.6, such Purchaser will maintain the confidentiality of the existence and terms of this transaction and the information included in the Disclosure Schedules. Notwithstanding the foregoing but subject to Section 4.22, the Company expressly acknowledges and agrees that (i) no Purchaser makes any representation, warranty or covenant hereby that it will not engage in effecting transactions in any securities of the Company after the time that the transactions contemplated by this Agreement are first publicly announced pursuant to the 8K as described in Section 4.6, (ii) no Purchaser shall be restricted or prohibited from effecting any transactions in any securities of the Company in accordance with applicable securities laws from and after the time that the transactions contemplated by this Agreement are first publicly announced pursuant to the initial press release as described in Section 4.6 and (iii) no Purchaser shall have any duty of confidentiality or duty not to trade in the securities of the Company to the Company or its Subsidiaries after the issuance of the 8K as described in Section 4.6. Notwithstanding the foregoing, in the case of a Purchaser that is a multi-managed investment vehicle whereby separate portfolio managers manage separate portions of such Purchaser’s assets and the portfolio managers have no direct knowledge of the investment decisions made by the portfolio managers managing other portions of such Purchaser’s assets, the covenant set forth above shall only apply with respect to the portion of assets managed by the portfolio manager that made the investment decision to purchase the Securities covered by this Agreement - Not withstanding anything to the contrary, The Purchaser shall not sell in the aggregate any more Shares or Commitment Shares than is allowed in Section 4.23 of this Agreement at any time.

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: Prior to the Closing, Seller shall transfer and assign all of the Assigned Assets and all of the Assumed Liabilities to Ashland or LiL Marc. The sale of the Business shall be accomplished through a sale by Seller of the Interests of Ashland and LiL Marc to Buyer.

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: America, 154 F.3d at 822. There, the Eighth Circuit opined that a claim relates to an ERISA plan when it “premises a cause of action on the existence of an ERISA plan....” Id. Applying the Eighth Circuit’s test to the case at bar, it is clear the Van Nattas’ state law claims are preempted in their entirety. Reducing the Van Nattas’ complaint to its core reveals the fact that all of their state law claims are premised upon alleged improper processing of a claim for benefits under an employee-benefit plan. As the Supreme Court and Eighth Circuit have previously reiterated, such claims undoubtedly meet the criteria for preemption under § 514(a), even if the state statutes at issue do not expressly make reference to ERISA plans. See Pilot Life Ins. Co., 48 293 F.3d 442, 446 (8th Cir.2002) (<HOLDING>); Thompson v. Gencare Health Sys., Inc., 202 Options: A. holding that claims were preempted where the factual basis of the complaint was the denial of reimbursement of plan benefits B. holding that erisa does not preempt the plaintiffs claim that the erisa plan administrator is liable for medical malpractice where the plaintiff premised the claim solely on state law and did not invoke the erisa plan C. holding that the plaintiffs causes of action were preempted because their claims were premised on the existence of an erisa plan D. holding the state law claims were not preempted E. holding that claims for misrepresentation under texas insurance code were preempted because the plaintiffs sought to recover benefits under an erisa plan

assistant: The best answer is C. holding that the plaintiffs causes of action were preempted because their claims were premised on the existence of an erisa plan
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: may bring a direct action against a corporation’s officers and directors if the shareholders suffered a direct harm that is distinct from any harm suffered by the corporation. Strougo v. Bassini 282 F.3d 162, 170 (2d Cir.2002) (applying Maryland law). See also Giddens v. CorePartners, Inc., 2011 WL 2934855, at *5, 2011 U.S. Dist. LEXIS 77408, at *13 (D.Md. July 18, 2011) (“[Plaintiff] is unable to claim a direct harm to her as a shareholder that would support a direct action against the majority shareholders and directors.”). Where the harm to shareholders flows from injuries to a corporation, including injuries that decrease the value of a corporation’s assets or impairs the corporation’s ability to generate profits, there is no dir 2005 Md. Cir. Ct. LEXIS 14, at *21 (Md.Cir.Ct.2005) (<HOLDING>). Such duties may be established by statute, Options: A. holding that unless a shareholder can show personal cause of action and personal injury claims for fraud and breach of fiduciary duty belong to the corporation and not the shareholder B. holding that a shareholder who disposes of his shares loses standing to bring a derivative action no longer a shareholder in the corporation the defendant cannot maintain a derivative action on its behalf C. recognizing the right of a creditor to sue a corporate director for breach of fiduciary duty D. holding that shareholder could not prevail on breachoffiduciaryduty claim against other shareholder because alleged mishandling of funds did not result in any injury to the corporation E. holding that a shareholder had standing to bring a direct action against a director of a corporation because the director owed the shareholder a duty separate and apart from that which the director owed to the company

assistant: The best answer is E. holding that a shareholder had standing to bring a direct action against a director of a corporation because the director owed the shareholder a duty separate and apart from that which the director owed to the company
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The execution, delivery and performance of this Agreement in accordance with its terms and the consummation of the transactions contemplated hereby do not and will not (i) violate any applicable law or regulation, (ii) conflict with, result in a breach of, or constitute a default under the articles or certificate of incorporation or by-laws of the Borrowing Company or under any indenture, agreement or other instrument to which the Borrowing Company is a party or by which it or any of its properties may be bound, or (iii) result in or require the creation or imposition of any lien upon or with respect to any property now owned or hereafter acquired by the Borrowing Company.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Each party hereto waives, to the fullest extent permitted by applicable law, any right it may have to a trial by jury in respect of any action, suit or proceeding arising out of or relating to this Agreement.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: under N.D. Tex. Civ. R. 56.5(b), can be up to 50 pages long), DISD has filed a • 24 page motion and -Bennett has filed a 30 page response. The court has explained in prior opinions and orders why .lengthy motions and responses are not permitted under the court's local summary judgment rules. Both sides must avoid such filings in the future and should seek clarification from the court if they do not understand how the rules operate; 6 . It is unclear whether the mixed-motive alternative to rebutting a defendant-employer’s proffered legitimate reasons is still viable in ADA discrimination claims. In 2008, the Fifth Circuit held that the mixed-motive alternative, or "motivating factor” test, applied in ADA discrimination claims. See Pinkerton v. Spellings, 529 F.3d 513, 519 (5th Cir.2008) (<HOLDING>). But subsequent to Pinkerton, the Supreme Options: A. holding that under ada discrimination need not be the sole reason for the adverse employment decision but must actually play a role in the employers decision making process and have a determinative influence on the outcome citation internal quotation marks and alterations omitted B. recognizing that party is not permitted to use the accident of a remand to raise an issue that it could just as well have raised in the first appeal internal quotation marks and alterations omitted C. holding that the party seeking a new trial must make an affirmative showing that some extraneous influence came to bear on the jurys deliberations internal quotation marks and citation omitted D. holding that the act of slamming is objectively sufficiently serious to state a claim for relief under the eighth amendment alterations and some internal quotation marks omitted E. recognizing that absent illegality we do not weigh the wisdom of any particular employment decision internal quotation marks and citation omitted

assistant: The best answer is A. holding that under ada discrimination need not be the sole reason for the adverse employment decision but must actually play a role in the employers decision making process and have a determinative influence on the outcome citation internal quotation marks and alterations omitted
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 after receipt of any payment of all or part of the Obligations, Bank is for any reason compelled to surrender such payment to any person or entity, because such payment is determined to be void or voidable as a preference, impermissible setoff, or diversion of trust funds, or for any other reason, this Agreement will continue in full force and effect and Borrower will be liable to, and will indemnify, save and hold Bank, its officers, directors, attorneys, and employees harmless of and from the amount of such payment surrendered. The provisions of this Section will be and remain effective notwithstanding any contrary action which may have been taken by Bank in reliance on such payment, and any such contrary action so taken will be without prejudice to Bank's rights under this Agreement and will be deemed to have been conditioned upon such payment becoming final, indefeasible and irrevocable. In addition, Borrower will indemnify, defend, save and hold Bank, its officers, directors, attorneys and employees harmless of, from and against all claims, demands, liabilities, judgments, losses, damages, costs and expenses, joint or several (including all accounting fees and attorneys' fees reasonably incurred), that Bank or any such indemnified party may incur arising out of this Agreement, any of the Loan Documents or any act taken by Bank hereunder provided such action is either permitted or authorized under the Loan Documents and/or applicable law except for the illegal activities, willful misconduct or gross negligence of such indemnified party. The provisions of this Section will survive the termination of this Agreement.

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 case excerpt and choose the best holding from the options. Case excerpt: to him — as he did in his challenge to the legal sufficiency of the evidence, the relevant testimony of Officers Schlosser and Alderete and Williams need not be restated here. Taking that evidence as a whole and viewing it in a neutral light, we cannot say the jury’s verdict was clearly wrong or manifestly unjust. We overrule appellant’s second point of error. We affirm the trial court’s judgment. 1 . The State contends that appellant forfeited his right to raise this error on appeal because he failed to contend that the evidence was factually insufficient at any time before the trial court. The State argues that a recent amendment to rule 33.1, adding subsection (d), now requires that criminal defendants preserve factual sufficiency challenges in jury tr El Paso 1996, pet. ref'd) (<HOLDING>). Moreover, the commentary to the 2002 Options: A. holding civil factual sufficiency preservation requirements do not apply in criminal context B. holding that the federal register notice requirements do not apply to federal criminal statutes C. holding that the general rules of preservation apply in probation revocation proceedings D. holding that there is no distinction having any first amendment significance between criminal libel and civil libel or criminal fraud and civil fraud for libelous or fraudulent speech both have no first amendment protection in either the civil or criminal context E. holding that more stringent requirements of 1823e do not apply retroactively

assistant: The best answer is A. holding civil factual sufficiency preservation requirements do not apply in criminal context
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: The term “Representatives” means, as to any person, such person’s affiliates (only to the extent that they receive Evaluation Material) and its and their respective directors, officers, employees, managing members, general partners, advisors, agents or representatives (including legal advisors) and, subject to paragraph 5 below, financing sources, but only to the extent that such advisors, agents, representatives or financing sources receive Evaluation Material. 1. You and your Representatives will (ii) keep the Evaluation Material strictly confidential and (except as required by applicable law, regulation or legal process, and only after compliance with paragraph 6 below under the heading “Compelled Disclosure”) will not, without the Company’s prior written consent, disclose any Evaluation Material to any person, except that the Evaluation Material (or portions thereof) may be disclosed to those of your Representatives who need to know such information solely for the purpose of evaluating a possible Transaction (it being understood that prior to such disclosure your Representatives will be informed of the confidential nature of the Evaluation Material and directed that such information is to be kept confidential and not used for any purpose other than the evaluation of the possible Transaction).

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: in use at a post office, but neither Judin nor his attorney attempted to obtain a device from the Postal Service or the manufacturer so that they could more closely observe the device, nor was any attempt made to dissect or “reverse-engineer” a sample device. Attorney Van Der Wall reviewed one of the asserted patent claims and stated that he “saw no problem with it.” “Determining infringement, however, requires that the patent claims be interpreted and that the claims be found to read on the accused devices.” S. Bravo Systems, Inc. v. Containment Technologies Corp., 96 F.3d 1372, 1375, 40 USPQ2d 1140, 1143 (Fed.Cir.1996). As in S. Bravo Systems, there is no evidence that Judin or his attorneys “compared the accused devices with the patent claims” prior to filing the complaint. See id. (<HOLDING>). By viewing the accused devices at a distance Options: A. holding that bia abused its discretion in denying motion to reopen B. holding that a motion for rule 11 sanctions is dispositive C. holding that trial court abused its discretion by denying a motion for rule 11 sanctions without adequate explanation D. holding that district court abused its discretion in denying rule 60b1 motion without conducting equitable analysis E. holding trial court abused discretion by assessing sanctions without supporting evidence

assistant: The best answer is C. holding that trial court abused its discretion by denying a motion for rule 11 sanctions without adequate explanation
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 consumers power district unless he or she shall be a voter of such district or, if such district be subdivided for election purposes as provided in this chapter, of the subdivision of which he or she shall be a voter. No person shall be qualified to be a member of more than one such district board. (Emphasis added.) SDCL 49-36-1 further provides who is a “voter of such district” for purposes of a consumers power district election: After the selection of the original board of directors of a consumers power district as provided for in chapter 49-35, their successors shall be nominated and elected and shall take office as provided in this chapter. Qualifie nal and statutory provisions before disenfranchising a voter. See Bienert v. Yankton Sch. Dist., 63-3, 507 N.W.2d 88, 91 (S.D.1993) (<HOLDING>). Cf. Becker v. Pfeifer, 1999 SD 17, ¶ 22, 588 Options: A. holding that although the 1972 election had long since passed the case was not moot because the statute under review would apply to other candidates in the future B. holding that representation by state officials that they have no present plan to enforce a statute does not divest plaintiffs of standing to challenge the statute because the states position could well change C. holding strict compliance with statutory scheme was properly followed and this court would not disenfranchise voters because election officials chose a specifically prescribed applicable statute over another statute to which they were not directed as urged by the plaintiff in that case D. holding that election case was not moot after election because there is a reasonable expectation that the same complaining parties would be subject to that same action in the future E. holding that election officials acted under color of state law when they in the course of their official duties willfully altered and falsely counted the ballots of voters in a primary election

assistant: The best answer is C. holding strict compliance with statutory scheme was properly followed and this court would not disenfranchise voters because election officials chose a specifically prescribed applicable statute over another statute to which they were not directed as urged by the plaintiff in that 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: Hines, 995 F.2d 295, 299 (D.C.Cir.1993) (noting that Fed.R.Civ.P. 15(a) gives court power to grant leave to amend complaint even after case is dismissed); 6 Charles Alan Wright Arthur R. Miller & Mary Kay Kane, Federal Practice & Procedure: CM 2d § 1488, at 652, 659, 662-69 (1990 & Supp.1997) (“Rule 15(a) does not prescribe any time limit within which a party may apply to the court for leave to amend____ In most cases delay alone is not a sufficient reason for denying leave---- If no prejudice [to the non-moving party] is found, the amendment will be allowed”). C&W makes much of the district court’s statement that it was denying CBS leave to amend in view of the “entire lengthy record herein,” but C&W’s argument is not entirely clear. C&W could be a Inc., 644 F.2d 690 (8th Cir.1981) (<HOLDING>). The length of a litigation is relevant only Options: A. holding that the district court abused its discretion in denying leave to amend after a delay of eight months B. holding that district court erred in denying leave to amend complaint to add new legal theories even though trial was approaching C. holding that district court had not abused its discretion in denying plaintiffs motion to amend complaint D. holding district court abused discretion in denying leave to amend complaint to add count when no prejudice resulted from two and onehalf year delay and facts underlying new and old counts were similar E. holding district court abused discretion in denying leave to amend complaint to add claim when party opposing motion made no showing of prejudice from delay

assistant: The best answer is D. holding district court abused discretion in denying leave to amend complaint to add count when no prejudice resulted from two and onehalf year delay and facts underlying new and old counts were similar
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: In the event that any provision of this Agreement or any other agreement delivered in connection herewith is invalid or unenforceable under any applicable statute or rule of law, then such provision shall be deemed inoperative to the extent that it may conflict therewith and shall be deemed modified to conform with such statute or rule of law. Any such provision which may prove invalid or unenforceable under any law shall not affect the validity or enforceability of any other provision of any agreement.

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: Except for the security interests granted to the Common Collateral Agent for the benefit of the Secured Parties pursuant to this Agreement and the other Liens permitted to exist on such Grantor’s Collateral by each Credit Agreement (including Section 8.2 thereof), such Grantor owns each item of such Grantor’s Collateral free and clear of any and all Liens. Except as set forth on Schedule 3 , to the knowledge of such Grantor, no currently effective financing statement or other similar public notice with respect to any Lien on all or any part of such Grantor’s Collateral is on file or of record in any public office in the United States of America, any state, territory or dependency thereof or the District of Columbia, except such as have been filed in favor of the Common Collateral Agent for the benefit of the Secured Parties pursuant to this Agreement or the Existing Guarantee and Collateral Agreement or as relate to Liens permitted by each Credit Agreement (including Section 8.2 thereof) or any other Finance Document or for which termination statements will be delivered on the Closing Date.

assistant: Titles
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: or otherwise not in accordance with law; (B) contrary to constitutional right, power, privilege, or immunity; (C) in excess of statutory jurisdiction, authority, or limitations, or in violation of a statutory right; or (D) without observance of procedure required by law.” 38 U.S.C. § 7292(d)(1). B. ANALYSIS Equitable tolling is generally available in two types of situations: (1) “where the claimant has actively pursued his judicial remedies by filing a defective pleading during the statutory period,” or (2) “where the complainant has been induced or tricked by his adversary’s misconduct into allowing the filing deadline to pass.” Jaquay v. Principi, 304 F.3d 1276, 1282-83 (Fed.Cir.2002) (en banc) (quoting Irwin v. Dep’t of Veterans Affairs, 498 U.S. 89, 96, 111 S.Ct. 45 98) (en bane) (<HOLDING>). In Jaquay, a veteran executed a motion for Options: A. holding that the 120day filing period is subject to equitable tolling and addressing circumstances warranting equitable tolling B. holding that equitable estoppel and equitable tolling cannot apply to extend the 120day noa filing period set forth in 38 usc 7266a C. holding that in light of irwin previous statements that equitable tolling is unavailable against 38 usc 7266 are overruled D. holding that issue of whether the 120day judicialappeal period prescribed by 38 usc 7266a for seeking judicial review of a board decision is subject to equitable tolling is a legal question E. holding that irwin overruled all prior ninth circuit cases that denied equitable tolling under statutes and regulations relating to federal employee discrimination suits including one which had denied tolling under 7703b2

assistant: The best answer is C. holding that in light of irwin previous statements that equitable tolling is unavailable against 38 usc 7266 are overruled
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 the word to hold that an Indian tribe was a “person” for purposes of § 7701(a)(1) and therefore was subject to federal wagering and occupational excise taxes). Interpreting “person” to cover Indian tribes has another virtue: it is consistent with courts’ treatment of other sovereign entities as “persons” for various provisions of the Internal Revenue Code. For example, the Tenth Circuit has construed “person” in '§ 7701(a)(1) to cover the United States and individual states. See Estate of Wycoff v. Comm’r, 506 F.2d 1144, 1151 (10th Cir. 1974). More broadly, the Supreme Court has held that states and other sovereign entities are “persons” for other Code provisions with similar definitions of “person.” See Sims v. United States, 359 U.S. 108, 112, 79 S.Ct. 641, 3 L.Ed.2d 667 (1959) (<HOLDING>); Ohio v. Helvering, 292 U.S. 360, 370, 54 Options: A. holding that the term person included a state or other sovereign where the special definition of person in 26 usc 6632 spoke only of corporations and partnerships and the employees or officers thereof B. holding that the secretary may only delegate the powers and duties of the office to a natural person not to an administration or entity other than a natural person C. holding that a corporations principal place of business for determining diversity jurisdiction under 28 usc 1332c1 is the nerve center meaning the corporations headquarters or the place where a corporations officers direct control and coordinate the corporations activities D. holding that person as defined in njsa 112 does not include the state based on the fact that 1 the definition of person indicates that such term includes the state when it is used to designate the owner of property which may be the subject of an offense and 2 state and municipality are separately defined in njsa 112 E. holding that a state is not a person under 42 usc 1983

assistant: The best answer is A. holding that the term person included a state or other sovereign where the special definition of person in 26 usc 6632 spoke only of corporations and partnerships and the employees or officers thereof