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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: to benefit his romantic interests at the expense of the City of Anniston. In Wiley, supra, the supreme court held that false statements that implied that a public official was misusing his office for his own personal gain were defamatory. 495 So.2d at 619. In Gray v. WALA-TV, 384 So.2d 1062 (Ala.1980), overruled on other grounds, Nelson v. Lapeyrouse Grain Corp., 534 So.2d 1085 (Ala.1988), the supreme court held that statements implying that a public contractor had “corruptly and illegally obtained, through political connections, a contract with the city and had not performed under the contract although having been paid to do so, and thereby dishonestly obtained public funds,” were libelous per se. 384 So.2d at 1065. See also Wofford v. Meeks, 129 Ala. 349, 357, 30 So. 625, 628 (1901) (<HOLDING>); Advertiser Co. v. Jones, 169 Ala. 196, Options: A. holding statements regarding plaintiffs unsatisfactory job performance not defamatory per se B. holding such agreements to be per se illegal C. holding that statements that plaintiff had had an extramarital affair were defamatory per se D. holding that in a slanderous or libelous per se context actual damages need not ever be proved E. holding that false statements impugning honesty of county commissioners in transacting public business were libelous per se

assistant: The best answer is E. holding that false statements impugning honesty of county commissioners in transacting public business were libelous per se
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: for compensation due to an allegedly com-pensable consequence of a work-related injury. The issue before the Board was not merely whether and to what extent Claimant was permanently disabled, but also whether the disability was a result of the work injury. Employer’s position was that the work injury could not have caused any brain injury or psychiatric disability and that Claimant’s ongoing condition was caused by the 1975 injury and other personal and/or psychological stresses. Thus, whether the cause of Claimant’s permanent disability was work-related was clearly at issue in the proceedings, and the HRS § 386-85 presumptions applied. See Korsak, 94 Hawai'i at 307, 12 P.3d at 1248; see also Acoustic, Insulation & Drywall, Inc. v. LIRAB, 51 Haw. 312, 317, 459 P.2d 541, 544 (1969) (<HOLDING>), reh’g denied, 51 Haw. 632, 466 P.2d 439 Options: A. holding the trial court erred in failing to instruct the jury that defendant claiming selfdefense had no duty to retreat B. holding that the district court erred in failing to properly charge the jury on defendants affirmative defenses C. holding that circuit court erred in failing to instruct the jury on the statutory presumptions where the issue was whether the physical exertions of the claimants job aggravated or contributed to his heart condition D. holding that the trial court erred in failing to instruct the jury that it could find constructive notice from evidence that the defendants knew of a recurring dangerous condition E. holding that the appellants claim that the circuit court erred in failing to make specific findings of fact as to all claims in the appellants rule 32 petition was not preserved for review because the appellant did not first present the claim to the circuit court

assistant: The best answer is C. holding that circuit court erred in failing to instruct the jury on the statutory presumptions where the issue was whether the physical exertions of the claimants job aggravated or contributed to his heart condition
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement shall inure to the benefit of and be binding upon personal or legal representatives, executors, administrators, successors, heirs, distributees, devisees and legatees. In the event of Executive’s death prior to receipt of all amounts payable to Executive (including any unpaid amounts due under Section 7), such amounts shall be paid to Executive’s beneficiary designated by him by Notice to the Company or, in the absence of such designation, to his estate.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: During the Employment Term (and thereafter to the extent expressly provided herein), the Executive shall be entitled to participate in all of the Company’s employee benefit plans applicable to the Company’s comparable senior executives to the extent the Executive is entitled to so participate according to the terms of those plans. In addition to the foregoing compensation, the Company agrees that it shall provide to the Executive a monthly automobile allowance pursuant to Company policy payable in equal periodic installments, not less frequently than monthly, less any sums which may be required to be deducted or withheld under applicable provisions of law.

assistant: Benefits
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: (finding that plaintiffs waived the right to arbitrate where plaintiffs filed suit, then failed to prosecute, and then argued that the court lacked jurisdiction because the underlying agreement called for arbitration); Hilti v. Oldach, 392 F.2d 368, 372 n. 9 (1st Cir.1968) (distinguishing, in dicta in a footnote, cases in which a defendant initially fails to raise arbitration as a defense from cases in which a plaintiff seeks to stay his own action); Gutor Int’l AG v. Raymond Packer Co., Inc., 493 F.2d 938, 945 (1st Cir.1974) (finding waiver where a party unconditionally submitted part of an arbitrable matter to the courts, but later attempted to take advantage of the arbitration clause when the opposing party counterclaimed); Ferber Co. v. Ondrick, 310 F.2d 462, 464-65 (1st Cir.1962) (<HOLDING>). Reliance on these cases is unavailing for Options: A. holding that subcontract requirement that work be performed in accordance with specifications in prime contract meant that prime contract governed the manner of the performance of the work not the basis for computing the amount to be paid the subcontractor B. holding that subcontractor could recover damages from general contractor for delay in performance under state law C. holding that prime contractor must prove that it is liable to the subcontractor before it can assert a passthrough claim D. holding that prime contractor plaintiffs in an interpleader action could not press arbitration for a counterclaim by a subcontractor E. holding that where contract between contractor and subcontractor allowed subcontractor to recover if contractor recovered contractor was not barred from bringing suit on behalf of subcontractor

assistant: The best answer is D. holding that prime contractor plaintiffs in an interpleader action could not press arbitration for a counterclaim by a subcontractor
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: § 1252(a)(2)(B)(ii) (emphases added). Section (B)(ii) does not lend itself to the interpretation advocated by the Government. Nowhere is it “specified” that the bond determination is a “discretionary” decision of the Attorney General. Compare 8 C.F.R. § 241.5(b) (2004) (providing that the Attorney General “may require the positing of bond in an amount determined by the [Attorney General] to be sufficient to ensure compliance with the conditions of the order, including surrender for removal,” but failing to “specify” that that determination is “discretionary”), with 8 C.F.R. § 241.5(c) (noting that the Attorney General “may, in his or her discretion, grant employment authorization ....”) (emphasis added). Accord Spencer Enters., Inc. v. United States, 345 F.3d 683, 689-90 (9th Cir.2003) (<HOLDING>). Simply, it is not “specified” that the bond Options: A. holding that the jurisdictional bar in section bii applies only to acts over which a statute gives the attorney general pure discretion unguided by legal standards or statutory guidelines B. holding that similar jurisdictional bar precluded review only of administration of statute not of challenge to statute itself C. recognizing the principle that gives precedence to the terms of the more specific statute where a general statute and a specific statute speak to the same concern D. holding that the oneyear bar contained in 2255 acts as an affirmative defense and not a jurisdictional bar E. holding that the jurisdictional bar applies to the denial of deferral of removal under the cat

assistant: The best answer is A. holding that the jurisdictional bar in section bii applies only to acts over which a statute gives the attorney general pure discretion unguided by legal standards or statutory guidelines
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 application thereof is held invalid, the invalidity shall not affect other provisions or applications of the Agreement that can be given effect without the invalid provision or application. To this end, the provisions of this Agreement are severable.

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: By accepting the PRSUs, you agree that, immediately upon vesting of the PRSUs, you will notify your employer of the amount of any gain realized. If you fail to advise your employer of the gain realized upon vesting, you may be liable for a fine. You will be solely responsible for paying any difference between the actual tax liability and the amount withheld by your employer.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Each of the Parties will have and retain all rights to specific performance and injunctive or other equitable relief, arising out of or relating to a breach or threatened breach of this Agreement. Without limiting the generality of the foregoing, each of the Parties acknowledges that money damages would not be a sufficient remedy for any breach or threatened breach of this Agreement and that irreparable harm would result if this Agreement were not specifically enforced. Therefore, the rights and obligations of the Parties will be enforceable by a decree of specific performance issued by any court of competent jurisdiction, and appropriate injunctive relief will be granted in connection therewith, without the necessity of posting a bond or other security or proving irrevocable harm and without regard to the adequacy of any remedy at law. Each of the Parties agrees that it will not oppose the granting of an injunction, specific performance and other equitable relief when available pursuant to the terms of this Agreement on the basis that the other Parties have an adequate remedy at law or an award of specific performance is not an appropriate remedy for any reason at law or equity.

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: is unlawful for any person to use, or to possess with intent to use, drug paraphernalia to plant, propagate, cultivate, grow, harvest, manufacture, compound, convert, produce, process, prepare, test, analyze, pack, repack, store, contain, conceal, inject, ingest, inhale, or otherwise introduce into the human body a controlled substance in violation of this chapter. (ii) A violation of this subdivision (c)(l)(A)(i) is a Class A misdemeanor. (B) Any person who violates this section in the course of and in furtherance of a felony violation of this chapter is guilty of a Class C felony. (5) It is unlawful for any person to use, or to possess with intent to use, drug paraphernalia to manufacture methamphetamine in violation of this chapter. Any person who pleads guilty nolo cont 884 (1992) (<HOLDING>). We disagree that appellant lacks standing to Options: A. holding that where a statute uses the disjunctive term or the provisions of the statute plainly encompass two distinct situations B. holding that even though a bond contained provisions not required by statute it must be considered statutory and not common law because the bond did not expand the payment provisions beyond those stated in statute C. holding that an insured has substantially complied with the change of beneficiary provisions of a life insurance policy when he has done all that he could to comply with the provisions D. holding that the hearing provisions of the ina supersede the provisions of the apa E. holding the defendant lacked standing to challenge as unconstitutionally vague two provisions of the dui statute creating presumptions based on bloodalcohol content where the defendant asserted that those provisions conflicted with the subsection in the same statute setting the minimum bloodalcohol content but where he was not convicted under the provisions concerning the presumptions

assistant: The best answer is E. holding the defendant lacked standing to challenge as unconstitutionally vague two provisions of the dui statute creating presumptions based on bloodalcohol content where the defendant asserted that those provisions conflicted with the subsection in the same statute setting the minimum bloodalcohol content but where he was not convicted under the provisions concerning the presumptions
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 Def. Mot. to Dismiss (“MTD Mem”) (Dkt. 24), No. 16-CV-4453.) Fa-cebook separately moves to dismiss the Force Complaint for lack of personal jurisdiction and failure to state a claim upon which relief may be granted pursuant to Rules 12(b)(2) and (6). (Force MTD; see also MTD Mem.) A court facing challenges as to both its jurisdiction over a party and the sufficiency of any claims raised must first address the jurisdictional question. See Arrowsmith v. United Press Int’l, 320 F.2d 219, 221 (2d Cir. 1963). However, there is no such required ordering as between questions of personal and subject matter jurisdiction. Ruhrgas AG v. Marathon Oil Co., 526 U.S. 574, 586-87, 119 S.Ct. 1563, 143 L.Ed.2d 760 (1999); Carver v. Nassau Cty. Interim Fin. Auth., 730 F.3d 150, 156 (2d Cir. 2013) (<HOLDING>). The court concludes that the Cohen Plaintiffs Options: A. holding that a written statement could not be regarded as an affidavit sufficient in law for any purpose because it was not sworn to by any one or before any officer B. holding that a gateway dispute about whether the parties are bound by a given arbitration clause raises a question of arbitrability for a court to decide C. holding that a court should decide whether the arbitration contract bound parties who did not sign the agreement D. holding that courts are not bound to decide any particular jurisdictional question before any other E. holding court will not process or decide the merits of any case on appeal that does not comply with the statute

assistant: The best answer is D. holding that courts are not bound to decide any particular jurisdictional question before any other
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 authorized capital stock of the Company consists of 100,000,000 shares of Common Stock and 1,000,000 shares of preferred stock, par value $0.01 per share (“ Company Preferred Stock ”), of which any shares of Series A Preferred Stock, par value $0.01 per share, and any shares of Series B Preferred Stock, par value $0.01 per share, to be issued to the Investor pursuant to this Agreement will be authorized as of the Closing Date. At the close of business on March 31, 2017, 2017 (the “ Capitalization Date ”), (i) 24,898,375 shares of Common Stock were issued and outstanding, (ii) 1,449,048 shares of Common Stock were held by the Company in its treasury, (iii) 2,084,800 shares of Common Stock were reserved and available for issuance pursuant to the Company Stock Plan, (iv) 231,625 shares of Common Stock were subject to outstanding Options, and (iv) no shares of Company Preferred Stock were issued or outstanding. Since the Capitalization Date through the date hereof, neither the Company nor any of its Subsidiaries has (A) issued any Company Securities or incurred any obligation to make any payments based on the price or value of any Company Securities or dividends paid thereon, other than in connection with the vesting, settlement or exercise of the Options referred to above that were outstanding as of the Capitalization Date or as expressly contemplated by this Agreement, or (B) established a record date for, declared, set aside for payment or paid any dividend on, or made any other distribution in respect of, any shares of the Company’s capital stock.

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

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: the use of the word `` arbitrator '' in this provision shall not be construed to prohibit more than one arbitrator from presiding over an arbitration ; rather , the aaa 's rules will govern the number of arbitrators that may preside over an arbitration conducted under this agreement to arbitrate .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: EACH PARTY HERETO HEREBY WAIVES ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION OR PROCEEDING TO ENFORCE OR DEFEND ANY RIGHTS UNDER THIS AGREEMENT AND ANY AMENDMENT, INSTRUMENT, DOCUMENT OR AGREEMENT DELIVERED OR WHICH MAY IN THE FUTURE BE DELIVERED IN CONNECTION HEREWITH OR THEREWITH, AND AGREES THAT ANY SUCH ACTION OR PROCEEDING SHALL BE TRIED BEFORE A COURT AND NOT BEFORE A JURY.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Each of Maiden and Maiden Insurance have the requisite corporate (or other organizational) power and authority to enter into the Transaction Agreements to which it is a party and to consummate the respective transactions contemplated thereby. The execution and delivery by Maiden and Maiden Insurance of the respective Transaction Agreements to which they are a party and the consummation by Maiden and Maiden Insurance of the respective transactions contemplated thereby have been and, with respect to the Transaction Agreements to which it is a party to be executed and delivered at Closing, will be duly authorized by all necessary corporate or other organizational action on the part of Maiden and Maiden Insurance. The shareholders of Maiden are not required to approve any of the transactions contemplated by the Transaction Agreements under Applicable Law or the rules of any stock exchange on which common shares of Maiden are listed for trading. Each of the Transaction Agreements have been or, with respect to the Transaction Agreements to be executed and delivered at the Closing, will be duly executed and delivered by Maiden and Maiden Insurance as applicable and, assuming the Transaction Agreements constitute valid and binding agreements of the other parties thereto (other than Maiden and Maiden Insurance), constitute valid and binding obligations of Maiden and Maiden Insurance, enforceable against Maiden and Maiden Insurance in accordance with their terms, except that (a) such enforcement may be subject to applicable bankruptcy, insolvency, reorganization, moratorium, or other similar laws, now or hereafter in effect, affecting creditors’ rights generally and (b) the remedy of specific performance and injunctive and other forms of equitable relief may be subject to equitable defenses and to the discretion of the court before which any proceeding therefor may be brought (clauses (a) and (b) shall be referred to as, the “ Enforceability Exceptions ”).

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

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: therefore , for disputes that are not required to be resolved through arbitration as described in section 17 , zynga may seek injunctive or other equitable relief ( e.g. , get a court order to make you stop doing whatever you 're doing that is causing harm ) if you breach or intend to breach these terms , feature terms , community rules or our privacy policy and zynga does not have to post any bond or surety or submit proof of damages .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: All questions concerning the construction, validity, enforcement and interpretation of this Agreement shall be governed by and construed and enforced in accordance with the internal laws of the State of Delaware, without regard to the principles of conflicts of law thereof. Each party agrees that all Proceedings concerning the interpretation, enforcement and defense of the transactions contemplated by this Agreement and any other Transaction Documents (whether brought against a party hereto or its respective Affiliates, employees or agents) shall be commenced exclusively in the Delaware Courts. Each party hereto hereby irrevocably submits to the exclusive jurisdiction of the Delaware Courts for the adjudication of any dispute hereunder or in connection herewith or with any transaction contemplated hereby or discussed herein (including with respect to the enforcement of any of the Transaction Documents), and hereby irrevocably waives, and agrees not to assert in any Proceeding, any claim that it is not personally subject to the jurisdiction of any such Delaware Court, or that such Proceeding has been commenced in an improper or inconvenient forum. Each party hereto hereby irrevocably waives personal service of process and consents to process being served in any such Proceeding by mailing a copy thereof via registered or certified mail or overnight delivery (with evidence of delivery) to such party at the address in effect for notices to it under this Agreement and agrees that such service shall constitute good and sufficient service of process and notice thereof. Nothing contained herein shall be deemed to limit in any way any right to serve process in any manner permitted by law. EACH PARTY HERETO HEREBY IRREVOCABLY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE TRANSACTIONS CONTEMPLATED HEREBY .

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: Except with respect to any claim or contest regarding the validity or enforceability of, or liability under, Section 3, the Company agrees to pay as incurred, to the full extent permitted by law, all legal, accounting and other fees and expenses which the Executive may reasonably incur as a result of any claim or contest (regardless of the outcome thereof) by the Company, the Executive or others regarding the validity or enforceability of, or liability under, any provision of this Agreement or any guarantee of performance thereof (including as a result of any contest by the Executive regarding the amount of any payment or benefits pursuant to this Agreement), plus in each case interest on any delayed payment at the applicable Federal rate provided for in Section 7872(f)(2)(A) of the Code.

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: reference a number of prior incidents because she failed to lay the foundational requirements establishing substantial similarity. Ray, 514 S.E.2d at 231. The trial judge had not been provided with any documentation or verification of the referenced incidents and, therefore, could not properly determine if they were substantially similar to Ray’s accident. Id. On appeal, the court affirmed the trial court’s decision to exclude the similar accident evidence. Id. Here, throughout the trial, numerous references were made to other cases without laying a foundation for substantial similarity. Moreover, this evidence improperly became a “feature of the trial.” See Peterson v. Morton F. Plant Hosp. Assoc., 656 So.2d 501, 502-03 (Fla. 2d DCA 1995) (remanding for a new trial becau 3 (Fla.1969) (<HOLDING>). The other accidents do not have to occur at Options: A. holding that trial court erred in excluding from evidence the application for social security benefits that the plaintiff made eight months prior to the accident at issue in which he described in detail his inability to work which was probative in establishing the plaintiffs condition prior to the accident and stating that since the plaintiff was denied social security benefits there was no collateral source B. holding that plaintiff failed to establish substantial similarity between the conveyor involved in the prior accident and the conveyor at issue in his accident C. holding that probable cause was clearly present justifying the taking of a blood sample without the defendants consent when it was established that the defendant was involved in an automobile accident and the police noticed liquor on his breath at the scene of the accident and at the hospital D. holding that an insureds personal belief that he was not liable for an accident provided no basis for submitting the question of the reasonableness of his delay in notification to a jury when the insured knew the day after the accident that it had been claimed that the cable he had installed had caused the accident E. holding section 3877160 clearly limits the amount of coverage which may be stacked from policies on vehicles not involved in the accident to an amount no greater than the coverage of the vehicle involved in that accident

assistant: The best answer is B. holding that plaintiff failed to establish substantial similarity between the conveyor involved in the prior accident and the conveyor at issue in his accident
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The Company shall, by 5:30 p.m. (New York City time) on the second Trading Day following the date of execution hereof, file a Current Report on Form 8-K with the SEC disclosing the material terms of this Agreement. From and after the filing of the Form 8-K as provided in the preceding sentence, the Company represents to the Purchasers that it shall have publicly disclosed all material, non-public information delivered to any of the Purchasers by the Company or any of its Subsidiaries, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by the Transaction Documents. The Company and each Purchaser shall consult with each other in issuing any press releases with respect to the transactions contemplated hereby, and neither the Company nor any Purchaser shall issue any such press release nor otherwise make any such public statement without the prior consent of the Company, with respect to any press release of any Purchaser, or without the prior consent of each Purchaser, with respect to any press release of the Company, which consent shall not unreasonably be withheld or delayed, except if such disclosure is required by law, in which case the disclosing party shall promptly provide the other party with prior notice of such public statement or communication. Notwithstanding the foregoing, the Company shall not publicly disclose the name of any Purchaser, or include the name of any Purchaser in any filing with the SEC or any regulatory agency or Principal Market, without the prior written consent of such Purchaser, except (a) as required by federal securities law in connection with the filing of final Transaction Documents with the SEC and (b) to the extent such disclosure is required by law or Principal Market regulations. or (c) is required in a resale registration statement.

assistant: Publicity
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 offer, notice, instruction, authorization, request or demand required hereunder shall be in writing, and shall be delivered either by personal delivery, by facsimile, by certified or registered mail, return receipt requested, or by courier or delivery service, addressed to the Company at the then current address of the Company’s Principal Corporate Office, and to the Executive at the Executive’s residential address indicated beneath the Executive’s signature on the execution page of this Agreement, or at such other address and number as a party shall have previously designated by written notice given to the other party in the manner hereinabove set forth. Notices shall be deemed given when received, if sent by facsimile (confirmation of such receipt by confirmed facsimile transmission being deemed receipt of communications sent by facsimile); and when delivered (or upon the date of attempted delivery where delivery is refused), if hand-delivered, sent by express courier or delivery service, or sent by certified or registered mail, return receipt requested.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Whether or not the Share Issuance is consummated, all costs and expenses incurred in connection with the preparation, negotiation, execution and performance of this Agreement and the Transactions shall be paid by the Party incurring such expense. Notwithstanding the foregoing, Transfer Taxes shall be paid in accordance with Section 5.5 .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Each Agent shall have received evidence that the costs and expenses (including reasonable attorneys’ fees) referred to in Section 12.2 , to the extent invoiced in reasonable detail at least one (1) Business Day prior to the Closing Date, shall have been paid in full by Borrower.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: 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 such arrangement is permitted under Section 7.2(e) and is a Permitted Sale Leaseback.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement may be executed in any number of separate counterparts, each of which shall collectively and separately constitute one agreement. Any counterpart delivered via facsimile or other electronic transmission shall be deemed to be an original signature hereto.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: veteran exemption to an owner/occupant who is at least 60 years old and is "the widow or widower of a person who qualified for" the senior citizen or disabled veteran exemption. (Emphasis added.) It is probable the legislature intended "qualified" to mean the same thing as "eligible." 98 . State, Dep't of Natural Res. v. Greenpeace, Inc., 96 P.3d 1056, 1061 n. 10 (Alaska 2004) (citing Payton v. State, 938 P.2d 1036, 1041 (Alaska 1997)). 99 . Progressive Ins. Co. v. Simmons, 953 P.2d 510, 517 (Alaska 1998) (''The goal of reconciling conflict must thus give way when harmony between potentially conflicting provisions can be achieved only at the price of an interpretation at odds with statutory purpose."). 100 . See Underwater Constr., Inc. v. Shirley, 884 P.2d 150, 155 (Alaska 1994) (<HOLDING>). 101 . See Flisock v. State, Div. of Ret. & Options: A. holding that limitations from the specification should not be read into the claims B. holding that a contract should be read to give reasonable meaning to all provisions of that contract C. recognizing that a statute should be read as comprehensive whole D. holding that related provisions should be read together E. holding that two clauses of orrevstat ann 811370 should be read together

assistant: The best answer is D. holding that related provisions should be read together
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: primary jurisdiction: Pursuant to Davis-Bacon Act regulations, the Administrator of the Wage and Hour Division of the Department of Labor is responsible for resolving “disputes of fact or law concerning payment of prevailing wage rates, overtime pay, or proper classifications.” 29 C.F.R. § 5.11(a). Second, Smith alleges that he was paid a wage that did not correlate with any Davis-Bacon Act wage schedule on the City Market and National Zoo projects. These allegations do riot seem to implicate primary jurisdiction. To assess the merit of these claims, the district court need only compare Smith’s pay stub with the applicable Davis-Bacon wage schedules to determine whether the pay matches up. See, e.g., U.S. ex rel. Wall v. Circle C Const., L.L.C., 697 F.3d 345, 354 (6th Cir.2012) (<HOLDING>). Although it may be proper for a district Options: A. holding negligent misrepresentation sufficient B. holding misrepresentation claim to be preempted C. holding that misrepresentation was essential to plaintiffs claim D. holding that primary jurisdiction referral was unnecessary because the core dispute here involved misrepresentation not misclassification E. holding that it is clear that ebys misrepresentation claim as it is presented here is a contractual one

assistant: The best answer is D. holding that primary jurisdiction referral was unnecessary because the core dispute here involved misrepresentation not misclassification
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 will, and will cause each other Loan Party to, execute any and all further documents, financing statements, agreements and instruments, and take all such further actions (including (i) the filing and recording of financing statements, fixture filings and other similar documents, (ii) conducting lien searches and (iii) providing legal opinions reasonably satisfactory to the Administrative Agent but in no event shall any Loan Party be required to execute any mortgages, deeds of trust, deeds to secured debt or other instrument conveying a Lien in any real property), which may be required, or which the Administrative Agent or the Required Lenders may reasonably request, (x) to cause the Collateral and Guarantee Requirement (A) to be satisfied on each Quarterly Compliance Date with respect to the Restricted Subsidiaries and property of the Borrower and its Restricted Subsidiaries subject to the Collateral and Guarantee Requirement on such Quarterly Compliance Date and (B) with respect to the Restricted Subsidiaries and property of the Borrower and its Restricted Subsidiaries subject to the Collateral and Guarantee Requirement on a given Quarterly Compliance Date, to remain satisfied following such Quarterly Compliance Date and (y) to evidence such satisfaction and the priorities of the Liens created under the Collateral and Guarantee Agreement. The satisfaction of the Collateral and Guarantee Requirement on each Quarterly Compliance Date shall be deemed to satisfy the requirements of prompt delivery and prompt notice to the Collateral Agent as set forth in Section 4.03, 4.04 and 4.05 of the Collateral and Guarantee Agreement. Without limiting the generality of the foregoing, (x) if it is known to a Financial Officer that, as a result of an acquisition, disposition or otherwise, a Subsidiary that is designated as an Excluded Subsidiary in Schedule 3.04 (as most recently revised in accordance with Section 5.01(a)(iii)) ceases to qualify as an Excluded Subsidiary or (y) a Designated Syndicated Person ceases to qualify as a Designated Syndicated Person, then the Borrower shall take all actions to cause such Subsidiary to become a Subsidiary Loan Party and to otherwise cause the Collateral and Guarantee Requirement to be satisfied with respect to such Restricted Subsidiary on the Quarterly Compliance Date following the occurrence of either of the events described in the immediately preceding clauses (x) and (y).

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

user: Read the legal provision and list the applicable contract clause categories. Provision: All federal, state and other tax returns of each of the Parent, the Borrower, each other Loan Party and each other Subsidiary of the Borrower required by Applicable Law to be filed have been duly filed, and all federal, state and other taxes, assessments and other governmental charges or levies upon, each of the Parent, the Borrower, each Loan Party, each other Subsidiary of the Parent and their respective properties, income, profits and assets which are due and payable have been paid, except any such nonpayment or non-filing which is at the time permitted under Section 8.6. As of the Agreement Date, none of the United States income tax returns of the Parent, the Borrower, any other Loan Party or any other Subsidiary of the Parent is under audit. All charges, accruals and reserves on the books of the Parent, the Borrower, the other Loan Parties and the other Subsidiaries of the Parent in respect of any taxes or other governmental charges are in accordance with GAAP.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: that the enactment of the subject statute does not change the analysis of when the right to counsel under Miranda is applicable. The fact that a second or subsequent refusal can now be a first- degree misdemeanor under certain circumstances, as opposed to merely subjecting the defendant to license suspension, is not the relevant inquiry. Rather, the relevant inquiry is whether there is a right to counsel at all prior to deciding to refuse to take the test. Initially, we note that Busciglio admirably bases his right-to-counsel argument as arising only from article I, section 9, of the Florida Constitution. He contends the Florida Constitution creates a greater right to counsel than that provided by the United States Constitution. See State v. Hoch, 500 So.2d 597, 599 (Fla. 3d DCA 1986) (<HOLDING>). Article I, section 9, provides that “[n]o Options: A. holding that the fourteenth amendment incorporated the sixth amendment right to counsel B. holding that the sixth amendment right to counsel embodies the right to effective assistance of counsel C. holding that a criminal defendant has a sixth amendment right to counsel at trial D. recognizing that the sixth amendment guarantees a defendant the right to counsel and the right to waive counsel E. holding 1 that administering a breath test is not a critical stage of the proceedings to which a sixth amendment right to counsel attaches and 2 that the results of a breath test are physical evidence not testimonial and thus no fifth amendment right to counsel attaches

assistant: The best answer is E. holding 1 that administering a breath test is not a critical stage of the proceedings to which a sixth amendment right to counsel attaches and 2 that the results of a breath test are physical evidence not testimonial and thus no fifth amendment right to counsel attaches
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: issue, see FCC’s Letter Brief, 2014 WL 3612689 at *10-*11, courts interpreting the excerpt agree with our reading. A debtor consents to calls about “an existing debt” when he gives his number “in connection with” that debt, 23 F.C.C. Red. at 564 — including after his initial signing of the loan. See Moore v. Firstsource Advantage, LLC, No. 07-CV-770, 2011 WL 4345703, at *10 (W.D.N.Y. Sept. 15, 2011). While debtors may “[t]ypically” give their cellphone number “as part of a credit application” at the beginning of the debtor — creditor relationship, see 23 F.C.C. Red. at 565 n. 36, it doesn’t have to be that way. Mais v. Gulf Coast Collection Bureau, Inc., 768 F.3d 1110, 1122 (11th Cir.2014); see, e.g., Sartori v. Susan C. Little & Associates, P.A., 571 Fed.Appx. 677, 683 (10th Cir.2014) (<HOLDING>). Unsurprisingly, then, a person gives his Options: A. holding that the debtor gave his prior express consent even though he didnt give his number until one year after debt was incurred B. holding that cost of plastic surgery to repair scarring was an expense incurred within one year of the accident even though the physician waited more than a year after the accident to perform the operation C. holding that debt orhusband could exempt his interest in home even though he lived elsewhere and even though the home was a residence only for his children and codebtor wife from whom he was separated D. holding that a third party did not give his prior express consent to be called about a debt when he gave his number outside of the context of the debt E. holding that defendant was not resident of his mothers household even though his drivers license listed his mothers address and he received mail there because he expressed a belief that his residence was in a different location than his mothers home he rented and occupied his own residence and he testified that he was only living with his mother after expiration of his lease until he could find another place to live

assistant: The best answer is A. holding that the debtor gave his prior express consent even though he didnt give his number until one year after debt was incurred
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 Pennsylvania Supreme Court would adopt and apply the “stranger” rule to a tortious interference claim. In each court decision relied upon by Defendant Clearwire in support of the Motion to Dis miss, the “stranger” rule has been adopted only in that jurisdiction. As noted, the Supreme Court of Pennsylvania has adopted § 766 the Restatement as the law in Pennsylvania. Section 766 and the commentary accompanying it do not contain a statement of the “stranger” rule as it has been defined in other jurisdictions. Under Pennsylvania law, a claim for tortious interference will survive only if a defendant is not a party to the contract alleged to have been tortiously interfered with. See, e.g., Daniel Adams Assocs., Inc. v. Rimbach Publ’g, 360 Pa.Super. 72, 519 A.2d 997, 1000-02 (1987) (<HOLDING>); Levin, 2001 WL 1807922, at *9 (“[T]he Options: A. holding that a tortious interference claim could not be maintained against a corporate officer of a publisher where the underlying agreement was between the publisher and a sales representative because the corporation and its agent are considered one so that there is no party against whom a claim for contractual interference will lie B. holding that the plaintiff stated a claim for tortious interference C. recognizing that wrongful or malicious interference with atwill employment contract may give rise to a tortious interference claim the fact that the employment is at the will of the employer and the employee does not make it one at the will of third parties D. holding that the lmra preempted plaintiffemployees claim under michigan law for tortious interference with contractual relations breach of contract is an essential element of a tortious interference claim and resolution of such claim would require the court to interpret collective bargaining agreement to determine if that agreement had been breached E. holding that where both defamation and tortious interference claims are pled and are based on same facts minnesota law requires the application of the actual malice standard to tortious interference claims

assistant: The best answer is A. holding that a tortious interference claim could not be maintained against a corporate officer of a publisher where the underlying agreement was between the publisher and a sales representative because the corporation and its agent are considered one so that there is no party against whom a claim for contractual interference will lie