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: On the Closing Date, (a) each Purchaser shall pay to the Company its Unit Purchase Price in United States dollars and in immediately available funds, by wire transfer to the Company’s account as set forth in instructions previously delivered to each Purchaser, (b) the Company shall irrevocably instruct the Transfer Agent to deliver, on an expedited basis, to each Purchaser, either in book entry form in the Direct Registration System or in the form of a stock certificate, as set forth on the Stock Registration Questionnaire included as Exhibit C , the number of Unit Shares set forth opposite such Purchaser’s name on Exhibit A hereto, and (c) the Company shall issue to each Purchaser a warrant substantially in the form attached hereto as Exhibit B (each a “ Warrant ” and collectively, the “ Warrants ”) pursuant to which such Purchaser shall have the right to acquire the number of Warrant Shares set forth opposite such Purchaser’s name on Exhibit A hereto, and in the case of clauses (b) and (c), duly executed on behalf of the Company and registered in the name of such Purchaser as set forth on the Stock Registration Questionnaire included as Exhibit C . The Warrants issued and sold at the Closing shall have an initial exercise price equal to the Warrant Exercise Price.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: pull over on the side of the road.” Finally, Swanson described the damage to her car as “a crack in the cover of the light on the back” that was so minor “[she could] hardly tell [it was] there.” Deputy Christefano testified that he did not recall observing any debris in the roadway as a result of the impact between Swanson’s and appellant’s vehicles. Thus, the minimal nature of the damage to Swanson’s vehicle was insufficient to put appellant on notice that she had been injured. Although the evidence would support a finding that appellant’s front bumper and hood may have sustained some damage in the collision, no evidence establishes that appellant would have known about this damage before he fled the scene. Compare Cottee v. Commonwealth, 31 Va.App. 546, 558, 525 S.E.2d 25, 31 (2000) (<HOLDING>); Kil, 12 Va.App. at 812-13, 407 S.E.2d at 680 Options: A. holding that circumstantial evidence that defendant drove the car and fled the scene after his brother committed robbery was insufficient to sustain defendants conviction absent other evidence of defendants intent to aid in the robbery B. holding communication to two people not actionable C. holding evidence sufficient to prove knowledge where defendant revved engine and drove into the two victims after which several bystanders were shouting that people were trapped under the car D. holding that a jury could reasonably infer defendant and his brother engaged in victims murder with deliberation where victims hands and feet were bound expert testimony was that victims injuries were inflicted when he was alive defendants gloves were discarded in victims trailer and defendant and his brother burned the trailer in an attempt to conceal the evidence E. holding that evidence showing the defendant after shooting the victim ran from the scene got into a car nearby and drove away was sufficient evidence of flight

assistant: The best answer is C. holding evidence sufficient to prove knowledge where defendant revved engine and drove into the two victims after which several bystanders were shouting that people were trapped under the car
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 employ the Executive as its Senior Vice President of Homebuilding and Development/President - East Region, and the Executive hereby accepts such employment on the following terms and conditions. Subject to the terms and conditions set forth in this Agreement, the Company agrees to employ the Executive and the Executive agrees to be employed by the Company for a term starting on the Effective Date and initially ending on August 31, 2017 (the “ Initial Term ”); provided that sixty (60) days prior to the expiration of the Initial Term and sixty (60) days prior to the expiration of each renewal term thereafter, the Term shall be extended automatically for successive one (1) year periods; provided further that either party may elect not to renew this Agreement by giving written notice thereof to the other party at least sixty (60) days prior to the end of the then current Term. The employment term described in this Paragraph 1, including the Initial Term and any renewals thereafter, is referred to in this Agreement as the “ Term .” The Executive understands and agrees that he is an at-will employee, and the Executive and the Company can, and shall have the right to, terminate the employment relationship at any time for any or no reason, with or without notice, and with or without cause, subject to the payment provisions contained in Paragraph 7 of this Agreement. Nothing contained in this Agreement or any other agreement shall alter the at-will relationship. In the event that the Executive ceases to be employed by the Company for any reason, the Executive shall tender his resignation from all positions he holds with the Company, effective on the date his employment is terminated.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The costs of the actual signs comprising Tenant’s Signage and the installation, design, construction, and any and all other costs associated with Tenant’s Signage, including, without limitation, utility charges and hook-up fees, permits, and maintenance and repairs, shall be the sole responsibility of Tenant. Should Tenant’s Signage require repairs and/or maintenance, as determined in Landlord’s reasonable judgment, Landlord shall have the right to provide notice thereof to Tenant and Tenant shall cause such repairs and/or maintenance to be performed within thirty (30) days after receipt of such notice from Landlord, at Tenant’s sole cost and expense; provided, however, if such repairs and/or maintenance are reasonably expected to require longer than thirty (30) days to perform, Tenant shall commence such repairs and/or maintenance within such thirty (30) day period and shall diligently prosecute such repairs and maintenance to completion. Should Tenant fail to perform such repairs and/or maintenance within the periods described in the immediately preceding sentence, Landlord shall have the right to cause such work to be performed and to charge Tenant as Additional Rent for the actual cost of such work. Upon the expiration or earlier termination of this Lease, Tenant shall, at Tenant’s sole cost and expense, cause Tenant’s Signage to be removed and shall cause the areas in which such Tenant’s Signage was located to be restored to the condition existing immediately prior to the placement of such Tenant’s Signage (excepting normal wear and tear caused by the sun, rain and other elements to which such Tenant’s Signage is exposed). If Tenant fails to timely remove such Tenant’s Signage or to restore the areas in which such Tenant’s Signage was located, as provided in the immediately preceding sentence, then Landlord may perform such work, and all actual costs incurred by Landlord in so performing shall be reimbursed by Tenant to Landlord within thirty (30) days after Tenant’s receipt of an invoice therefor. The TCCs of this Section 23.4.4 shall survive the expiration or earlier termination of this Lease.

assistant: Costs
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: as described in our user privacy notice , ebay may collect other telephone numbers for you and may place manual non-marketing calls to any of those numbers and autodialed non-marketing calls to any landline .

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: This Award Agreement will be governed by the laws of the State of Delaware without giving effect to the conflict of law principles thereof. For purposes of litigating any dispute that arises under this Option or this Award Agreement, the parties hereby submit to and consent to the jurisdiction of the State of Arizona , and agree that such litigation will be conducted solely in the courts of Maricopa County, Arizona, or the federal courts for the United States for the District of Arizona.

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: There are no actions, suits or proceedings pending or threatened in writing against such Seller, at law or in equity, or before or by any federal, state, municipal or other governmental department, commission, board, bureau, agency or instrumentality, or other Authority. Such Seller is not subject to any outstanding judgment, Order or decree of any court or other Authority that could adversely affect the Equity Interest of such Seller or Seller’s ownership interest in such Equity Interest or that could reasonably be expected to prevent or interfere with or delay such Seller’s ability to perform such Seller’s obligations hereunder.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: GHB, Congress declared that “[i]f taken for human consumption, common industrial chemicals such as gamma butyrolactone [GBL] and 1,4-butane-diol [BD] are swiftly converted by the body into GHB. Illicit use of these and other GHB analogues and precursor chemicals is a si to put any drug merchant on notice that GBL qualifies as a controlled substance analogue. Thus having acknowledged that he knew he was selling substances containing GBL, Turcotte cannot then turn around and claim that he had no knowledge of GBL’s- status as an analogue of GHB. As with other known controlled substances (including GHB), knowledge of the substance’s specific identity implies knowledge of the substance’s legal status. Ignorance of the relevant legal provisions is no defense. See Ansaldi, 372 F.3d at 128 (<HOLDING>); United States v. Desurra, 865 F.2d 651, 653 Options: A. holding that neglect was not excusable where the defendants did not do all that they were required to do after they received the summons and complaint in that they did not contact a lawyer or make any other arrangements with respect to their defense B. holding that defendants failure to assert the defense in any pretrial motions did not waive defendants limitations defense because the assertion of a limitations defense in the answer preserved defendants right to raise the defense both during the first trial and before the second C. holding that a change in the law of sentencing does not constitute a new factor D. holding that probation does not constitute a sentence E. holding that defendants belief that they were breaking no law by selling gbl does not constitute a defense

assistant: The best answer is E. holding that defendants belief that they were breaking no law by selling gbl does not constitute a defense
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 payment of cash or other property to you, or to your legal representative, heir, legatee or distributee, in accordance with the provisions hereof, shall, to the extent thereof, be in full satisfaction of all claims of such Persons hereunder. The Company may require you or your legal representative, heir, legatee or distributee, as a condition precedent to such payment, to execute a release of claims and receipt therefor in such form as it shall determine.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Lease, and the attachments, riders and exhibits thereto constitute the entire agreement between the parties hereto with respect to the subject matter of this Lease. Tenant expressly acknowledges and agrees that Landlord has not made and is not making, and Tenant, in executing and delivering this Lease, is not relying upon, any warranties, representations, promises or statements, except to the extent that the same are expressly set forth in this Lease or in any other written agreement which may be made between the parties concurrently with the execution and delivery of this Lease and shall expressly refer to this Lease. All understanding and agreements heretofore had between the parties are merged in this Lease and any other written agreement(s) made concurrently herewith, which alone fully and completely express the agreement of the parties and which are entered into after full investigation. Neither party is relying upon any statement or representation not embodied in this Lease or in other written agreement(s) made concurrently herewith.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement contains the entire agreement of the parties and may not be changed orally, but only by an agreement in writing signed by the party against whom enforcement of any waiver, change, modification, extension, or discharge is sought.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: aff'd, 766 F.2d 1227 (8th Cir.1985) ("even where a court’s rejection of a novel legal argument suggests that the Government’s position was not 'substantially justified’ the advancement of a novel legal argument might justify invocation of the ‘special circumstances’ exception to fees liability”). But see Traveler Trading Co. v. United States, 713 F.Supp. 409, 413 (Ct. Int. Trade 1989) (treating determination that the government's position was not substantially justified as answering whether there was a novel but credible position). 3 . This is not a case of a party other than the debtor having been willing to undertake the litigation on behalf of the debtor without charge to the debtor. See In United States v. 27.09 Acres of Land in Town of Harrison, 43 F.3d 769, 775 (2d Cir.1994) (<HOLDING>) (internal quotation marks and citation Options: A. holding that ajlthough the action is nominally one against individual defendants the acts complained of consist of actions taken by defendants in their official capacity as agents of the united states and that under such circumstances the action is in fact one against the united states B. holding under special circumstances exception that where one or more ineligible parties are willing and able to pursue the litigation against the united states the parties eligible for eaja fees should not be able to take a free ride through the judicial process at the governments expense C. holding that the commandant of the united states disciplinary barracks and the united states are identical parties D. holding that the governments litigation position which allegedly prolonged the litigation cannot be a special factor warranting an increase above the statutorily allowed 75 per hour under the eaja E. holding that under the sixth amendment to the united states constitution before imposing an obligation to reimburse the state the court must make a finding that the defendant is or will be able to pay the reimbursement amount ordered

assistant: The best answer is B. holding under special circumstances exception that where one or more ineligible parties are willing and able to pursue the litigation against the united states the parties eligible for eaja fees should not be able to take a free ride through the judicial process at the governments expense
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 remain obligated hereunder notwithstanding that, without any reservation of rights against the Company, and without notice to or further assent by the Company, any demand for payment of any of the Obligations made by the Administrative Agent, the Required Lenders or as applicable another Secured Party may be rescinded by the Administrative Agent or the Required Lenders or as applicable another Secured Party, and any of the Obligations continued, and the Obligations, or the liability of any other party upon or for any part thereof, or any guarantee therefor or right of offset with respect thereto, may, from time to time, in whole or in part be renewed, extended, amended, modified, accelerated, compromised, waived, surrendered or released by the Administrative Agent, the Required Lenders or as applicable another Secured Party, and any Loan Documents and any other documents executed and delivered in connection with the Obligations may be amended, modified, supplemented or terminated, in whole or in part, in accordance with the provisions thereof as the Administrative Agent (or the Required Lenders, as the case may be) may deem advisable from time to time, and any guarantee or right of offset at any time held by the Administrative Agent, any Lender or as applicable another Secured Party for the payment of the Obligations may be sold, exchanged, waived, surrendered or released. None of the Administrative Agent, any Lender or as applicable another Secured Party shall have any obligation to protect, secure, perfect or insure any Lien at any time held by it as security for the Obligations or for this Agreement or any property subject thereto. When making any demand hereunder against the Company, the Administrative Agent, any Lender or as applicable another Secured Party may, but shall be under no obligation to, make a similar demand on any other guarantor, and any failure by the Administrative Agent, any Lender or as applicable another Secured Party to make any such demand or to collect any payments from any other guarantor or any release of the Borrowers or such other guarantor shall not relieve the Company of its obligations or liabilities hereunder, and shall not impair or affect the rights and remedies, express or implied, or as a matter of law, of the Administrative Agent, any Lender or as applicable another Secured Party against the Company. For the purposes hereof “demand” shall include the commencement and continuance of any legal proceedings.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: In addition to such other rights of indemnification as they may have as Directors or officers, Directors and officers to whom authority to act for the Board or the Company is delegated shall be indemnified by the Company against all reasonable expenses, including attorneys' fees, actually and necessarily incurred in connection with the defense of any action, suit or proceeding, or in connection with any appeal therein, to which they or any of them may be a party by reason of any action taken or failure to act under or in connection with the Plan, or any right granted hereunder, and against all amounts paid by them in settlement thereof (provided such settlement is approved by independent legal counsel selected by the Company) or paid by them in satisfaction of a judgment in any such action, suit or proceeding, except in relation to matters as to which it shall be adjudged in such action, suit or proceeding that such person is liable for gross negligence, bad faith or intentional misconduct in duties; provided, however, that within sixty (60) days after the institution of such action, suit or proceeding, such person shall offer to the Company, in writing, the opportunity at its own expense to handle and defend the same.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Any notice required or permitted to be given under this Security Agreement shall be sent (and deemed received) in the manner and to the addresses set forth in Section 13.2 of the Indenture. Any party may change its address for service of notice upon it by a notice in writing to the other parties as described in Section 13.2 of the Indenture.

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: warrant issued and the bond estreated. Several days later, the Clerk timely issued a certificate of bond forfeiture. § 903.26(2)(a), Fla. Stat. On the day that the Clerk issued the notice of forfeiture to Palmetto, the defendant’s dead body was found in Marion County. Palmetto moved to set aside the forfeiture pursuant to section 903.28(2), contending that it had maintained routine and repeated supervisory contacts with the defendant and his family members to ensure the defendant’s court appearance. Palmetto also asserted that it diligently sought the defendant’s location and, on the same date as the notice of forfeiture issued, learned the defendant was dead. The Clerk opposed Palmetto’s motion, relying on State v. Sunshine State Bail Bonds, Inc., 967 So.2d 1084 (Fla. 2d DCA 2007) (<HOLDING>), and State ex rel. Gardner v. Allstar Bail Options: A. holding that there is no privity of contract between the government and a surety since the government is not a party to the agreement between the surety and the contractor the government never undertakes an obligation to the surety B. holding that substantial attempts by surety may entitle it to remission of bond forfeiture C. holding that a performance bond surety was allowed to sue the government based on the doctrine of equitable subrogation D. holding that doctrine of impossibility of performance did not apply so as to entitle surety to partial remission of forfeited bond E. holding that surety was not entitled to remission or excused of its obligation to take precautionary action to prevent defendant from leaving jurisdiction doctrine of impossibility of performance did not apply to the circumstances presented

assistant: The best answer is E. holding that surety was not entitled to remission or excused of its obligation to take precautionary action to prevent defendant from leaving jurisdiction doctrine of impossibility of performance did not apply to the circumstances presented
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: relief agencies have not been unanimous.” In re Irons, 379 B.R. 680, 685 (Bankr.S.D.Tex.2007) (citing cases). Nevertheless, the majority of courts have held that compensated bankruptcy attorneys are debt relief agencies as that term is defined in the Code. Id. (finding debtor’s counsel was a debt relief agency); Olsen v. Gonzales, 350 B.R. 906 (D.Or.2006) (same); In re Robinson, 368 B.R. 492 (Bankr.E.D.Va.2007) (finding debtor’s counsel was debt relief agency); Hersh v. United States, 347 B.R. 19 (N.D.Tex.2006) (finding that bankruptcy attorneys are debt relief agencies); In re Norman, No. 06-70859, 2006 WL 3053309 (Bankr.E.D.Va.2006) (finding debtor’s counsel qualified as a debt relief agency); but see In re Attorneys at Law and Debt Relief Agencies, 332 B.R. 66 (Bankr.S.D.Ga.2005) (<HOLDING>); In re Reyes, 361 B.R. 276 Options: A. recognizing that administrative agencies are not bound by rules of evidence B. holding that an attorneys arguments are not evidence C. recognizing that state agencies which are independent of the state are citizens of the state D. holding that attorneys are not debt relief agencies E. holding that state agencies are treated as states under the eleventh amendment

assistant: The best answer is D. holding that attorneys are not debt relief agencies
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 RM Kids’s claim was excluded because it suffered “no loss or damage.” Furthermore, as discussed at length in Division 1, supra, Old Republic contends that even if RM Kids has a valid title defect claim, a bona fide dispute exists as to whether the date of any loss, for the purpose of measuring damages, was the date that Peachtree Bank closed on the subject loan rather than the date RM Kids foreclosed on the subject property. And indeed, as we held in Division 1, supra, Old Republic’s contention in this regard was perfectly reasonable. In fact, it proved to be correct. Given these particular circumstances, Old Republic had a reasonable basis to refuse RM Kids’s demand. And as a result, the trial court did not err in granting Old Republic’s motion for summary judgment on this (4) Options: A. holding that payment under settlement agreement between insurer and insureds concerning disputed premium claims was a compromise that did not violate antirebate statute B. holding that an agreement between insurer and insureds whereby insurer reimbursed insureds for costs of providing insurers administrative services did not violate antirebate statutes where agreements were not offered as an inducement to purchase insurance and reimbursements were reasonable in comparison to services rendered C. holding that in a dispute between insurer and insured in which the insurer admitted liability hut disputed the amount of damages it was only after entry of a judgment upon that verdict that the claim became liquidated D. holding that insured may recover attorneys fees from insurer where insurer acts in bad faith E. holding that insureds demand to insurer was liquidated when insurer did not point to any evidence at trial in support of its contention that damages were disputed

assistant: The best answer is E. holding that insureds demand to insurer was liquidated when insurer did not point to any evidence at trial in support of its contention that damages were disputed
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 (together with the Offering Memorandum, the Consent Solicitation Statement, the Commitment Letter, any Definitive Documents, that certain Termination Payment Letter, dated as of the date hereof, among GSO and the Companies (the “ Termination Payment Letter ”) describing the Termination Payment (as defined therein), and any existing confidentiality agreements among the Parties relating to the Transactions) constitutes the entire understanding and agreement among the Parties with regard to the subject matter hereof and supersedes all prior agreements with respect thereto.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: If any one or more of the terms or provisions of this Agreement is held by a court of competent jurisdiction or arbitrator to be void, invalid or unenforceable in any situation in any jurisdiction, such holding will not affect the validity or enforceability of the remaining terms and provisions hereof or the validity or enforceability of the invalid, void or unenforceable term or provision in any other situation or in any other jurisdiction and the term or provision will be considered severed from this Agreement, unless the invalid, void or unenforceable term or provision is of such essential importance to this Agreement that it is to be reasonably assumed that the Parties would not have entered into this Agreement without the invalid, void or unenforceable term or provision. If the final judgment of such court or arbitrator declares that any term or provision hereof is invalid, void or unenforceable, the Parties agree to (a) reduce the scope, duration, area or applicability of the term or provision or to delete specific words or phrases to the minimum extent necessary to cause such term or provision as so reduced or amended to be enforceable, and (b) make a good faith effort to replace any invalid, void or unenforceable term or provision with a valid and enforceable one such that the objectives contemplated by the Parties when entering this Agreement may be realized.

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: you hereby agree not to participate in claims brought in a private attorney general or representative capacity , or consolidated claims involving another person 's account in the service , if the company is a party to the proceeding .

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: a continuing claim form to be filed such that Enterprise was unable to assess whether she had a continuing disability. In her response to Enterprise’s motion, Hudspeth argued that the policy was misleading in not disclosing that the policy could be cancelled for not submitting continuation forms and in representing that the policy provided a “one year cure period for failing to submit the monthly continuation forms.” 1. Applicable Law Texas law recognizes a duty of good faith and fair dealing in the insurance context. Arnold v. Nat’l Cnty. Mut. Fire Ins. Co., 725 S.W.2d 165, 167 (Tex.1987). The duty arises from the special relationship that is created by the contract between the insurer and the insured. Id.; see also Viles v. Security Nat’l Ins. Co., 788 S.W.2d 566, 567 (Tex.1990) (<HOLDING>). A claim for breach of the duty of good faith Options: A. holding that an obligation imposed by statute cannot form the basis for a statutory employer relationship B. recognizing the existence of the special relationship C. recognizing that the duty arises not from the terms of the insurance contract but from an obligation imposed in law as a result of the special relationship D. holding that afteracquired evidence may completely bar a claim for breach of the employment contract because the employers duty arises from the contract itself and falls with that contract E. holding that an insurers duty to defend arises from the allegations in the complaint against the insured

assistant: The best answer is C. recognizing that the duty arises not from the terms of the insurance contract but from an obligation imposed in law as a result of the special relationship
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 U.S. Supreme Court case excerpt and classify it into the correct legal issue area. Excerpt: 401 U.S. 531 91 S.Ct. 1217 28 L.Ed.2d 287 Stephen RADICH, appellant,v.NEW YORK. No. 169. Supreme Court of the United States October Term, 1970. March 24, 1971 Rehearing Denied May 17, 1971. See 402 U.S. 989, 91 S.Ct. 1646. Richard G. Green, New York City, for appellant. Michael R. Juviler, New York City, for appellee. PER CURIAM. 1 The judgment is affirmed by an equally divided Court. 2 Mr. Justice DOUGLAS took no part in the consideration or decision of this case.

assistant: 3
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 (a) irrevocably submits to the exclusive jurisdiction of any United States District Court and state court sitting in the State of Delaware (collectively, the “ Courts ”), for purposes of any action, suit or other proceeding arising out of this Agreement, and (b) agrees not to raise any objection at any time to the laying or maintaining of the venue of any such action, suit or proceeding in any of the Courts, irrevocably waives any claim that such action, suit or other proceeding has been brought in an inconvenient forum and further irrevocably waives the right to object, with respect to such action, suit or other proceeding, that such Court does not have any jurisdiction over such Party.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: and relatives. If Cochran had no authority over Smith, she could have acted on her own free will without having to be sexually molested in order to violate the regulations promulgated by the Department of Corrections. Although the precise amount of actual authority, as exercised by Cochran over Smith, is neither admitted nor present in the record, it is of no crucial relevance. The power possessed by state authority can either be actual or apparent authority. The Tenth Circuit has held that the color of law test is one where the defendant’s actual or apparent authority is combined with a “real nexus” between the conduct and his ‘‘badge of state authority.” David v. City and County of Denver, 101 F.3d 1344, 1353 (10th Cir.1996), see Jojola v. Chavez, 55 F.3d 488, 492-93 (10th Cir.1995) (<HOLDING>), see also Lugar, 457 U.S. at 937, 102 S.Ct. Options: A. holding apparent authority can never be derived from the acts of the agent alone but is to be determined by indicia of authority given by the principal B. holding that 1983 claims may be joined with an administrative review C. holding that authority with which the 1983 defendant is clothed may be actual or apparent D. holding that a broker may be a statutory agent for an insurance company pursuant to section 626842 florida statutes 1989 or be clothed with actual or apparent authority so that the brokers acts may be binding on the insurance company E. holding state is not a proper defendant under 1983

assistant: The best answer is C. holding that authority with which the 1983 defendant is clothed may be actual or apparent
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: extract , scrape , index , copy , or mirror the services or content or portions thereof ( including but not limited to the pokéstop database and other information about users or gameplay ) ;

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: Any and all notices or other communications or deliveries to be provided by the Holder hereunder, including, without limitation, any Notice of Conversion, shall be in writing and delivered personally, by facsimile, or sent by a nationally recognized overnight courier service, addressed to the Company, at the address set forth above, or such other facsimile number or address as the Company may specify for such purposes by notice to the Holder delivered in accordance with this Section 7(a). Any and all notices or other communications or deliveries to be provided by the Company hereunder shall be in writing and delivered personally, by facsimile, or sent by a nationally recognized overnight courier service addressed to each Holder at the facsimile number or address of the Holder appearing on the books of the Company, or if no such facsimile number or address appears on the books of the Company, at the principal place of business of such Holder, as set forth in the Purchase Agreement. Any notice or other communication or deliveries hereunder shall be deemed given and effective on the earliest of (i) the date of transmission, if such notice or communication is delivered via facsimile at the facsimile number set forth on the signature pages attached hereto prior to 12:00 p.m. (EST time) on any date, (ii) the next Trading Day after the date of transmission, if such notice or communication is delivered via facsimile at the facsimile number set forth on the signature pages attached hereto on a day that is not a Trading Day or later than 12:00 p.m. (EST time) on any Trading Day, (iii) the second Trading Day following the date of mailing, if sent by U.S. nationally recognized overnight courier service or (iv) upon actual receipt by the party to whom such notice is required to be given.

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: Borrowers shall pay (i) all out-of-pocket expenses incurred by Agent and its Affiliates (including the reasonable fees, charges and disbursements of counsel for Agent), and shall pay all fees and time charges and disbursements for attorneys who may be employees of Agent, in connection with the syndication of the credit facilities provided for herein, the preparation, negotiation, execution, delivery and administration of this Agreement and the Other Documents or any amendments, modifications or waivers of the provisions hereof or thereof (whether or not the transactions contemplated hereby or thereby shall be consummated), (ii) all out-of-pocket expenses incurred by Issuer in connection with the issuance, amendment, renewal or extension of any Letter of Credit or any demand for payment thereunder, (iii) all out-of-pocket expenses incurred by Agent, any Lender or Issuer (including the fees, charges and disbursements of any counsel for Agent, any Lender or Issuer), and shall pay all fees and time charges for attorneys who may be employees of Agent, any Lender or Issuer, in connection with the enforcement or protection of its rights (A) in connection with this Agreement and the Other Documents, including its rights under this Section, or (B) in connection with the Advances made or Letters of Credit issued hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans or Letters of Credit, and (iv) all reasonable out-of-pocket expenses of Agent’s regular employees and agents engaged periodically to perform audits of any Borrower’s or any Borrower’s Affiliate’s or Subsidiary’s books, records and business properties.

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: This Court has previously held that an affidavit for a search warrant may be based on hearsay information. State v. Wolff, 310 So.2d 729 (Fla.1975) (citing Jones v. United States, 362 U.S. 257, 80 S.Ct. 725, 4 L.Ed.2d 697 (1960), overruled on other grounds, United States v. Salvucci, 448 U.S. 83, 100 S.Ct. 2547, 65 L.Ed.2d 619 (1980)). See also Blair v. State, 406 So.2d 1103 (Fla.1981). In addition, we note that the United States Supreme Court in Jones found that “an officer may act upon probable cause without a warrant when the only incriminating evidence in his possession is hearsay....” 362 U.S. at 270 [80'S.Ct. 725]. We find no error in the admission of the hearsay evidence in this cause. Lara, 464 So.2d at 1177; see also State v. Cortez, 705 So.2d 676 (Fla. 3d DCA 1998) (<HOLDING>). The hearsay at issue in the instant case is Options: A. holding that it is clear that hearsay evidence is admissible in a hearing on a motion to suppress B. holding that even though a hearing to suppress allegedly illegally seized evidence occurred under a superseded indictment the defendant may not relitigate the motion to suppress after reindictment C. holding hearsay admissible in revocation hearings D. holding that hearsay is admissible in an evidentiary hearing on a motion to suppress evidence citing lara E. holding that when material facts that affect the resolution of a motion to suppress evidence seized during a warrantless search are in conflict the appropriate way to resolve the conflict is by holding an evidentiary hearing after which the district court will be in a position to make findings

assistant: The best answer is D. holding that hearsay is admissible in an evidentiary hearing on a motion to suppress evidence citing lara
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 represents the entire agreement between the parties concerning the subject matter of your employment by the Company. It may be amended, or any of its provisions waived, only by a written document executed by both parties in the case of an amendment, or by the party against whom the waiver is asserted.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement and the Change in Control Severance Agreement together contain the entire understanding of the Company and the Executive with respect to the subject matter hereof and supersede all prior agreements, understandings . , negotiations, representations and statements, whether oral, written, implied or expressed, relating to such subject matter.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: (a) Such Grantor (either itself or through licensees) will, except as shall be consistent with Grantor’s commercially reasonable business judgment, (i) continue to use each material Trademark owned by such Grantor in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past substantially the quality of products and services offered under each such Trademark, (iii) use each such Trademark with the appropriate notice of registration and all other notices and legends, in each case as required by applicable Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of any such Trademark unless the Collateral Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby any such material Trademark may become invalidated or impaired in any material way.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Executive acknowledges that the duration of the Restrictive Period and the geographical area of the imposed restrictions are fair and reasonable and are reasonably required for the protection of the Company’s business interests, including its goodwill. The Executive (a) acknowledges that his failure to comply with any requirement of this Section 7 this Agreement will cause the Company irreparable harm and that a remedy at law for such a failure would be an inadequate remedy; and (b) consents to the Company’s obtaining from a court having jurisdiction specific performance, an injunction, a restraining order or any other equitable relief in order to enforce any such provision. The right to obtain such equitable relief shall be in addition to, and not in lieu of, any other remedy to which the Company is entitled under applicable law (including, but not limited to, monetary damages). If any court of competent jurisdiction shall at any time deem the term of this Agreement or any particular provision set forth in this Section 7 too lengthy or the territory too extensive, the other provisions of this Agreement shall nevertheless stand, the Restrictive Period herein shall be deemed to be the longest period permissible by law under the circumstances and the territory herein shall be deemed to comprise the largest territory permissible by law under the circumstances. The court in each case shall reduce the time period and/or territory to the permissible duration or size, and the Executive shall be bound by such reformed terms.

assistant: Remedies