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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Parties shall with reasonable diligence do all things and provide all reasonable assurances as may be required to consummate the transactions contemplated by this Agreement, and each Party shall provide such further documents or instruments required by any other Party as may be reasonably necessary or desirable to effect the purpose of this Agreement and to carry out its provisions, whether before or after the Effective Date.

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 case excerpt and choose the best holding from the options. Case excerpt: OFAC raises interesting arguments about issues that we need not, and do not, decide. We address only the facts of this case: OFAC's seizure of assets as a result of its designation order of a United States entity located within the United States. We do not address the requirements under the Fourth Amendment for other situations including, for example, designations of foreign entities or designations by executive order. We also make clear that our holding concerns OFAC's original designation order only; we do not address whether a warrant is required for subsequent orders. Finally, we note that a designation order need not specify all details of every asset to meet the Fourth Amendment's particularity requirement. Cf. United States v. Petti, 973 F.2d 1441, 1444-45 (9th Cir.1992) (<HOLDING>). 19 . We also note that MCASO is no stranger Options: A. holding that the doorway of the home is a public place for purposes of the warrant requirement of the fourth amendment B. holding that a roving wiretap surveillance warrant meets the fourth amendments particularity requirement C. holding that the government cannot rely upon affidavits not attached to the warrant itself to satisfy the particularity requirement D. holding plaintiffs fraud claim failed rule 9b particularity requirement which in turn meant deceptive trade practices claim failed the particularity requirement E. holding that the decision whether an alien meets the hardship requirement in 8 usc 1229b is a discretionary judgment

assistant: The best answer is B. holding that a roving wiretap surveillance warrant meets the fourth amendments particularity requirement
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 blood expert or crime scene — I don’t really think he’s a blood spatter expert. MR. MEADOWS: We won’t have Chuck make opinions about recreating about this blood was struck here and that blood struck there, that’s not the purpose of what we are offering, but within his training and crime scene processing, part of the training they have is being able to determine direction in which blood was deposited by direction of the tail. MR. SMITH: That’s as far as you are going? MR. MEADOWS: And contact, that appears to be a contact, but that’s the extent, so I have not tendered him as an expert and— MR. SMITH: Well, if he’s just going to say this, you know, this is it, came from this direction.... (Side-bar conference concluded.) At the postconviction evidentiary hearing, Ric a. 1st DCA 1992) (<HOLDING>); Webb v. Priest, 413 So.2d 43, 46 (Fla. 3d DCA Options: A. holding that where defense counsel made a timely objection and it was overruled by the trial court a further request for a mistrial was unnecessary and futile since the reasons for the objection were apparent and the trial courts denial of the objection indicated its belief the jury could properly hear the matter which was the subject of the objection B. holding that counsel was ineffective for failing to assert an entrapment defense that was legally available and where there was no other viable defense to present C. holding that when defense counsel withdrew an objection to admission of evidence the defendant waived his right to a review of the courts ruling on appeal D. holding that defense of fraud was waived where no special issue was submitted and there was disputed evidence E. holding that where an objection was made and trial courts ruling was treated as conclusive by state and defense counsel there was no need for further objections when evidence was presented to jury

assistant: The best answer is E. holding that where an objection was made and trial courts ruling was treated as conclusive by state and defense counsel there was no need for further objections when evidence was presented to jury
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: this limitation of liability is part of the basis of the bargain between you and linkedin and shall apply to all claims of liability ( e.g. warranty , tort , negligence , contract , law ) and even if linkedin or its affiliates has been told of the possibility of any such damage , and even if these remedies fail their essential purpose .

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 HoldCo LTI Program, and any LTI Offer Letter entered into with any LTI Participant, may be amended or modified only in writing by the Administrator or the Board; provided that any amendment or modification of any kind which adversely affects an LTI Participant must be consented to by such LTI Participant in writing to be effective as against him or her.

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: An Assignment and Assumption Agreement between Heska Imaging US, LLC (“ Imaging US ”), Heska Imaging Global, LLC (“ Imaging Global ”), Cuattro, LLC (“ Cuattro ”) and Heska Imaging International, Inc. (formerly known as Cuattro Veterinary, LLC) (“ Imaging International ”), in the form attached hereto as Exhibit B (the “ Assignment and Assumption Agreement (License Agreement) ”), duly executed by Imaging US, Imaging Global, Cuattro and Imaging International.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: Plaintiffs argument presents “a tortured reading of the complaint.” 132 F.3d at 1368. Assuming that Plaintiff intended to rely on the First Amendment’s free speech clause as the basis for his theory that he was retaliated against for “opposing] the[ ] unlawful discriminatory practices by Defendants,” (Am.Compl.¶ 39), a theory which Plaintiff essentially renounces in his brief, his First Amendment retaliation claim is not in any better shape than it was in his original complaint. In the first instance, the First Amendment retaliation claim does not allege, even in conclusory terms, which provision of the First Amendment Plaintiff is invoking. Only the “First Amendment” is cited. This count arguably could be dismissed on this ground alone. See GJR Investments, Inc., 132 F.3d at 1367 (<HOLDING>) (emphasis in original). There, however, are Options: A. holding that lprs are entitled to the protection of the equal protection clause B. holding that the state law violated equal protection principles C. holding that doctrine does not violate equal protection D. holding complaint that sentence violated equal protection was waived because of failure to object at trial E. holding that complaint failed to state an equal protection claim even without the additional hurdle of the heightened pleading standard the words equal protection do not appear anywhere in the complaint

assistant: The best answer is E. holding that complaint failed to state an equal protection claim even without the additional hurdle of the heightened pleading standard the words equal protection do not appear anywhere in the complaint
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 to pay all charges incurred by the account , including applicable taxes , in accordance with billing terms for access to the service that are in effect at the time that the fee or charge becomes payable .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: All notices, requests, demands or other communications to or upon the respective parties hereto shall be in writing and shall be deemed to have been given or made, and all financial statements, information and the like required to be delivered hereunder shall be deemed to have been delivered, five (5) days after deposited in the mails, registered or certified with postage prepaid, addressed to the Company at 6240 McLeod Drive, Suite 120, Las Vegas, Nevada 89120, Attn: Accounting Department, and to Purchaser at 535 Burleigh Private, Ottawa Ontario K1J 1J9, Canada, or to such other address as any of them shall specify in writing to the other. No or method of giving notice is hereby precluded. Upon the reasonable request of Purchaser, the Company will deliver to Purchaser, at the Company's expense, additional copies of all financial statements, information and the like required hereunder.

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: Assignor hereby sells, transfers, assigns, delivers and conveys to Assignee, its successors and assigns, subject to the permitted title exceptions set forth in Exhibit F attached hereto and made a part hereof, all right, title and interest of Assignor in, to and under the Leases, the Guaranties, the Security Deposits and the Lease Commission Agreements.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: All notices, requests, waivers and other communications made pursuant to this Agreement shall be in writing and shall be deemed to have been effectively given, sent, provided, delivered or received (a) when personally delivered to the Party to be notified, or (b) when sent by confirmed facsimile or by electronic transmission (“ e mail ”) to the Party to be notified, in either case to such Party at its address, facsimile number or e-mail address set forth on Schedule A . A Party may change its address, facsimile number or e-mail address for purposes of notice hereunder by giving notice of such change to each other Party in the manner provided in this Section 4.9.

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: claimed that he accidentally pulled the victim’s hair, and that he struck her in self-defense after she began hitting him. The State introduced evidence of the 1992 attack in which the defendant beat the victim until she lost consciousness and raped her to show the controlling nature of defendant’s relationship with the victim, which included beating her until she lost consciousness, and his intent. We conclude that the collateral evidence was relevant to prove the defendant’s intent, the absence of mistake, and the controlling nature of his relationship with the victim, to dispute his claim that he had accidentally pulled the victim’s hair, and that he did not intend to harm her and had only struck her in self-defense. See Wilchcombe v. State, 842 So.2d 198, 199 (Fla. 3d DCA 2003) (<HOLDING>); Simmons v. State, 790 So.2d 1177, 1179-80 Options: A. holding that a district court did not abuse its discretion when considering the reactive nature of the federal claim B. holding that trial court did not abuse its discretion by allowing the state to introduce direct evidence of the controlling nature of defendants relationship with the victim C. holding that evidence that the defendant had stalked threatened and assaulted the victim his exgirlfriend was evidence as to the nature of the defendants relationship with the victim and that it was relevant to establish motive D. holding the trial court did not abuse its discretion by admitting gangrelated evidence E. holding that trial court erred by not allowing the plaintiff to introduce evidence of prior dealings with the defendant

assistant: The best answer is B. holding that trial court did not abuse its discretion by allowing the state to introduce direct evidence of the controlling nature of defendants relationship with the victim
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 issuance and transfer of shares of Common Stock shall be subject to compliance by the Company and the Grantee with all applicable requirements of federal and state securities laws and with all applicable requirements of any stock exchange on which the Company's shares of Common Stock may be listed. No shares of Common Stock shall be issued or transferred unless and until any then applicable requirements of state and federal laws and regulatory agencies have been fully complied with to the satisfaction of the Company and its counsel.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: In United States Fidelity & Guaranty Co., a payment-bond surety and twenty-three subcontractors with unpaid claims sued the United States for a progress payment which they alleged the government had improperly paid after receiving notification of the subcontractors’ claims. The Court of Claims dismissed the subcontractors for lack of standing, but did not dismiss the surety. The court stated that “[t]he surety is ... subrogated to the rights of the laborers and materialmen who might have superior equitable rights to the retainage but no right to sue the defendant.” Id. at 10, 475 F.2d at 1382. Hence, the case cited by USPS in fact supports the proposition that a surety does have standing in this situation. See also Balboa Ins. Co. v. United States, 775 F.2d 1158, 1160-61 (Fed.Cir.1985) (<HOLDING>); United Elec. Corp. v. United States, 227 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 a surety has standing to sue for a progress payment released by the government after notification by the surety of unpaid subcontractors C. holding that the surety was not released to the extent of improper ly paid funds because the contractor had applied the released funds to progress on the contract D. recognizing that the gjovernment as obligee owes no equitable duty to a surety unless the surety notifies the government that the principal has defaulted under the bond notice by the surety is essential before any governmental duty exists E. holding that a performance bond surety was allowed to sue the government based on the doctrine of equitable subrogation

assistant: The best answer is B. holding that a surety has standing to sue for a progress payment released by the government after notification by the surety of unpaid subcontractors
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: We believe defendant’s focus on the statute’s “on or about” language, rather than on the permissive and non-exclusive nature of the statute, is misguided. Under traditional rules of statutory construction, “ ‘a statutory term should be interpreted and applied according to its usually accepted meaning, where the ordinary meaning of the term results in an application that is neither unreasonably confused, inoperable, nor in blatant contradiction of the express purpose of the statute. lding statute providing “obligee may enforce his right of support against the obligor [is] permissive and not mandatory and does not foreclose the right of a person to enforce the duty of support set forth in the act by any other means provided by law”); State v. Suarez, 793 P.2d 934, 937 (Utah Ct.App.1990) (<HOLDING>). We conclude that section 77-7-9 merely sets Options: A. holding statute allowing court to excuse jurors from jury duty and defining court as a judge was violated when clerk excused jurors without obtaining court approval of the excuses granted B. holding statute stating that judge could excuse jurors was violated when jury commissioners excused jurors C. holding that it was constitutional error requiring reversal when among other things the law clerk convened court by directing court reporter to read back testimony to jury in absence of judge D. holding statute providing court may require the clerk of the court to summon a sufficient number of trial jurors selected at random by the court from the qualified jury wheel is couched in permissive terms and although court may direct the clerk to summon jurors at random from the jury wheel the statute does not require it to do so E. holding in the context of a case involving the availability for public inspection of criminal docket books that files in the possession of the clerk of the criminal court of the city of new york are public records which may be fully examined by any person unless the papers have been sealed from public scrutiny by the court or by the terms of a statute

assistant: The best answer is D. holding statute providing court may require the clerk of the court to summon a sufficient number of trial jurors selected at random by the court from the qualified jury wheel is couched in permissive terms and although court may direct the clerk to summon jurors at random from the jury wheel the statute does not require it to do so
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: many years. See, Leske Dep., at 7-8. In addition, she had maintained a garden at the Defendants’ farm, and had stayed over night there on occasion, during the Summer of 1996. Id. at 17-19. Leske testified that the Wilkin County Sheriff’s Deputies had been to the Defendants’ farm a number of times, during the Summer, looking for the Defendants, and that she had recorded those visits. Id. at 17-18, 24-25, 31-34. Leske also testified that, on August 28, 1996, she was staying overnight at the Defendants’ residence. Id. at 46. Both Mr. and Mrs. House have testified that they were aware of Leske’s presence at their home that night, and t daughter, who was placed in charge of father’s home in his absence, was residing therein); Wichert v. Cardwell, 117 Wash.2d 148, 812 P.2d 858, 860 (1991) (<HOLDING>); see also, Pineview Overlook, Inc. v. Cooper, Options: A. holding that an overnight guest has a legitimate expectation of privacy in his hosts home B. holding that defendant could challenge search of luggage belonging to overnight guests staying in his house C. holding that squatter in home did not have standing to challenge search of house where he was staying D. holding daughter who was watching parents home and staying overnight met the residing requirement E. holding that defendant had reasonable expectation of privacy in gambling records stored under his parents bed although he did not reside regularly at his parents home he kept clothing there and had occasionally remained overnight

assistant: The best answer is D. holding daughter who was watching parents home and staying overnight met the residing requirement
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 is held by a court of law to be illegal, invalid or unenforceable, (i) that provision shall be deemed amended to achieve as nearly as possible the same effect as the original provision, and (ii) the legality, validity and enforceability of the remaining provisions of this Agreement shall not be affected or impaired thereby.

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 case excerpt and choose the best holding from the options. Case excerpt: an attorney knowingly misappropriated his or her client’s funds. In re Barlow, 140 N.J. 191, 196, 657 A.2d 1197 (1995). Respondent is correct that we have held that shoddy recordkeeping alone does not suffice for a finding of knowing misappropriation. In re Konopka, 126 N.J. 225, 228, 596 A.2d 733 (1991); In re Librizzi, 117 N.J. 481, 491-92, 569 A.2d 257 (1990); and In re Gallo, 117 N.J. 365, 373, 568 A.2d 522 (1989). In In re Fleischer, 102 N.J. 440, 447, 508 A.2d 1115 (1986), however, we held that although poor accounting does not establish a knowing misappropriation, poor accounting is not a Wilson defense if evidence indicates knowing misappropriation. See also In re Skevin, 104 N.J. 476, 486, 517 A.2d 852 (1986), cert. denied, 481 U.S. 1028, 107 S.Ct. 1954, 95 L.Ed.2d 526 (1987) (<HOLDING>) (citations omitted); In re Irizarry, 141 N.J. Options: A. holding that knowledge of the patent is required for willful infringement B. recognizing that willful blindness is equivalent to actual knowledge under the lanham act C. holding that a knowing misappropriation may be established by evidence that clearly and convincingly demonstrates that respondent knew the invasion was a likely result of his conduct and that willful blindness satisfies the requirement of knowledge D. holding that constructive knowledge satisfies the reason to know standard E. holding that the knowledge requisite to knowing violation of a statute is factual knowledge as distinguished from knowledge of the law

assistant: The best answer is C. holding that a knowing misappropriation may be established by evidence that clearly and convincingly demonstrates that respondent knew the invasion was a likely result of his conduct and that willful blindness satisfies the requirement of knowledge
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement and the License Agreement (including any Schedules or other attachments hereto or thereto, as applicable) constitutes the entire agreement between the Parties with respect to the subject matter hereof, and no oral or written statement may be used to interpret or vary the meaning of the terms and conditions hereof.

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

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: notwithstanding any other provision of this eula , you represent and warrant that you will comply with all laws and regulations regarding endorsements or testimonials made by you in any user content , including that you will ( i ) make only accurate statements that represent your genuine experience with any product , good or service and ( ii ) make all required disclosures pursuant to the federal trade commission 's ( `` ftc '' ) guides concerning the use of endorsements and testimonials in advertising , as such guides may be amended from time-to-time by the federal trade commission .

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 Agreement, together with the Merger Agreement, constitute the entire agreement among the Parties with respect to the subject matter hereof and thereof and supersede all other prior agreements and understandings, both written and oral, among the Parties or any of them with respect to the subject matter hereof and thereof.

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: 497 (2012) (citation omitted). 14 . Plaintiffs argue that, because Petta failed to move for judgment as a matter of law pursuant to Rule 50 on the grounds that Plaintiffs did not present any evidence of causation and damages prior to the case being submitted to the juty, Petta has waived any entitlement to judgment as a matter of law on those bases. See Cnty. of La Paz v. Yakima Compost Co., 224 Ariz. 590, 607, ¶ 51, 233 P.3d 1169, 1186 (App.2010). Nevertheless, “the rule that issues not objected to at trial are waived is procedural, not jurisdictional, and we may suspend it at our discretion.” Standard Chartered PLC v. Price Waterhouse, 190 Ariz. 6, 39, 945 P.2d 317, 350 (App. 1996) (citations omitted); see also Stokes v. Stokes, 143 Ariz. 590, 592, 694 P.2d 1204, 1206 (App. 1984) (<HOLDING>) (citations omitted). 15 . The United States Options: A. holding that erroneous findings of fact not necessary to support the judgment of the court are not grounds for reversal B. holding that erroneous findings of fact not necessary to support the judgment are not grounds for reversal C. recognizing that the rule an appealing party may not urge as grounds for reversal a theory which he failed to present below is procedural and not jurisdictional D. holding that to establish grounds for reversal an appellant must challenge all grounds on which the trial court ruled against it E. recognizing that the waiver rule is procedural not jurisdictional and we may suspend it in our discretion citations omitted

assistant: The best answer is C. recognizing that the rule an appealing party may not urge as grounds for reversal a theory which he failed to present below is procedural and not jurisdictional
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 Borrower shall indemnify and hold the Lender harmless from and against any and all claims, damages, losses, liabilities, reasonable costs and expenses whatsoever (including reasonable attorneys’ fees and all reasonable expenses resulting from the compromise or defense of any claims) Lender may incur (or which may be claimed against Lender by any person or entity whatsoever) (collectively “Claims”) by reason of or in connection with (a) the performance of the Lender’s obligations under this Agreement in accordance with this Agreement and applicable law, including, without limitation, the application of the Loan proceeds; provided, however, that the Borrower shall not have any obligation to the Lender under this Section 11.10 for any Claims caused by the gross negligence or willful misconduct of the Lender, (b) any breach by the Borrower of any warranty, covenant, term or condition in, or the occurrence of any default under, this Agreement or any of the Loan Documents, or (c) the defense against any legal action commenced to challenge the validity of this Agreement or any of the Loan Documents. The obligations of the Borrower under this paragraph shall survive the payment of the Loan and the termination of this Agreement.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: To Seller’s Knowledge, Schedule 5.16 contains a true and complete list of all policies of insurance that are maintained by Seller and B&D and that cover or relate to any of the Assets as of the date of this Agreement. All premiums due and payable under such policies have been paid. There is no claim pending under any of such policies which relates specifically to the Assets as to which coverage with respect to the policyholder or insured party has been denied or disputed by the underwriters or issuers of such policy. No such policyholder has received any written notice of cancellation of, indication of intention not to renew, any of such policies. All of such policies are in full force and effect and will remain in full force and effect with respect to the Assets upon consummation of the transactions contemplated by this Agreement.

assistant: Insurances
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 notices, requests, demands and other communications provided for by this Agreement shall be sufficient if in writing and delivered (i) in person or sent by a nationally recognized overnight courier service or by registered or certified mail, postage prepaid, return receipt requested, and (ii) by email; if to the Executive at the last address the Executive has filed in writing with the Company with a mandatory copy to Leader Berkon Colao & Silverstein LLP, 630 Third Avenue, New York, NY 10017 Attn: Glen Silverstein, Esq. or, in the case of the Company, at its main offices, attention of the Board.

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: herself, you may consider such false statement as circumstantial evidence from which consciousness of guilt may be inferred” — was proper, see, e.g., United States v. Glenn, 312 F.3d 58, 69 (2d Cir. 2002), and was not, as Guevara contends, “an extensive negative instruction.” Guevara’s third argument is that the district court improperly attributed to her 300, as opposed to 100, grams of heroin with respect to the September 2, 1999 transaction, which she brokered. There is no dispute that the deal for the sale and purchase of 300 grams of heroin brokered by Guevara was not consummated for this amount solely as a result of the government’s unilateral decision to purchase a reduced quantity, that is 100 grams, of heroin. Because Guevara intended to and was capable of brokering a ir.1994) (<HOLDING>); United States v. Alaga, 995 F.2d 380, 383 (2d Options: A. holding that the quantity of drugs involved in an offense does not support a downward departure because the legislature intended the quantity of drugs to be a determining factor in varying penalties B. holding that the quantity of drugs negotiated was properly attributed to the broker even though the seller ultimately could not supply the requested amount C. holding that a person who obtains drugs from a seller is not an accomplice of the seller D. holding that it was up to the jury to decide whether the broker and seller understood the property to be sold where the listing agreement erroneously indicated a property description was attached but the seller testified the broker knew what property was to be sold E. holding that the quantity of drugs may not be used to support a departure

assistant: The best answer is B. holding that the quantity of drugs negotiated was properly attributed to the broker even though the seller ultimately could not supply the requested amount
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 Borrower and its Subsidiaries have filed all Federal and all material state and other tax returns and reports required to be filed, and have paid all material Federal, state and other taxes, assessments, fees and other governmental charges levied or imposed upon them or their properties, income or assets otherwise due and payable, except those which are not yet due or are being contested in good faith by appropriate proceedings diligently conducted and for which adequate reserves have been provided in accordance with GAAP. There is no proposed tax assessment against the Borrower or any Subsidiary that would, if made, have a Material Adverse Effect.

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: to the revised section 1441 unequivocally states: Congress kept the diversity jurisdiction and kept § 1441(c) as well, but made it inapplicable in diversity cases. Under the amendment, a removal under § 1441(e) is henceforth permitted only. in a federal question case, i.e., a case in which jurisdiction of the claim that furnishes the removal basis is one that arises under federal law. ‡ ¡K ‡ ‡ Whatever the reason for the 1990 amendment, the diversity case may no longer invoke removal under subdivision (c); only the federal question claim — a claim arising under federal law — will henceforth support a subdivision (c) removal. 28 U.S.C.A. § 1441, Commentary on 1990 Revision (West Supp.1993). See 14A Charles A. Wright, et al, Federal Practice and Procedure § 3724 (Supp.1993) at 99-100 (<HOLDING>). Further, there is an alternative basis to Options: A. recognizing that 1441c limits removal to situations in which a federal question is joined with a separate and independent claim of a nonfederal nature B. holding that a party fraudulently joined to defeat removal need not join in removal petition C. holding that removal under section 1441c may only be done by the original defendant D. holding that 1441c does not allow the remand of claims that are not separate and independent E. holding that joinder of a nonremovable jones act claim with a removable claim under general maritime law that is not separate and independent is not grounds for removal

assistant: The best answer is A. recognizing that 1441c limits removal to situations in which a federal question is joined with a separate and independent claim of a nonfederal nature
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 indemnification claims that were brought after the resolution of the underlying litigation. See e.g. Lucker Mfg. v. Home Ins. Co., 23 F.3d 808 (3d Cir.1994) (action against insured for bad faith failure to indemnify or defend); First Fid. Bancorporation v. National Union Fire Ins. Co., 1990 WL 165937 (E.D.Pa. Oct. 25, 1990) (addressing insured’s failure to consent to settlement and indemnification liability after final settlement of underlying litigation was approved and funds were deposited in escrow). Other cases involve claims in which it is clear as a matter of law, that the claims asserted in the complaint fall within an exclusion under the policy and there are no factual disputes. See e.g. First Oak Brook Corp. Syndicate v. Comly Holding Corp., 93 F.3d 92 (3d Cir.1996) (<HOLDING>); Mutual Benefit Ins. Co. v. Haver, 555 Pa. Options: A. holding that coverage arguably existed under an insurance policy for claims against an employer and employees for an alleged assault and battery of bar patrons and that the insurer had a duty to defend B. holding the duty to indemnify is narrower than the duty to defend C. holding that insurer had a continuing duty to defend D. holding where there is no duty to defend there is no duty to indemnify E. holding that claims were clearly excluded from coverage under assault and battery exclusion and therefore insurer had no duty to defend or indemnify

assistant: The best answer is E. holding that claims were clearly excluded from coverage under assault and battery exclusion and therefore insurer had no duty to defend or indemnify
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 undersigned hereby agree, at the reasonable request of the ARC Individual Guarantors, to duly execute, acknowledge, procure and deliver any further documents and to do such other acts as may be reasonably necessary to effect the release of the ARC Individual Guarantors as contemplated hereby at the sole cost and expense of the ARC Individual Guarantors.

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 case excerpt and choose the best holding from the options. Case excerpt: and the State offered no other evidence that linked his house to a cocaine transaction. Id. No other witnesses testi fied that Farr entered Young’s house or that a cocaine transaction took place there. Id. at 452. As for the tape recording, the court concluded that without Farr’s testimony to identify Young’s voice, there was nothing to connect him to the voices on the tape, and the tape showed nothing more than the “commission of an offense.” Id. (citing Tex.Code Crim. Proo. Ann. art. 38.141). Noting that no other evidence in the record tended to connect Young to the offense, the court held the evidence to be legally insufficient to support the conviction and rendered a judgment of acquittal. Id.; see also Williams v. State, 864 S.W.2d 81, 83 (Tex.App.-Tyler 1993, pet. ref'd) (<HOLDING>). When we eliminate Baccus’s testimony, we are Options: A. holding that no seizure occurred where the defendant initially stopped in compliance with a police officers order but then drove off quickly before the police officer could reach the suspects car B. holding that testimony by police officer to effect that informant told him that defendant and his accomplice had come to informants home and discussed purchase of five kilograms of cocaine was not hearsay because statement was made by informant who was authorized by defendant to communicate such information to police officer under rule 801e2c C. holding corroborating evidence sufficient that officer drove informant to defendants house saw defendant admit informant and saw informant come out with drugs and defendants voice was identified on audio tape of transaction D. holding enhancement applicable where the record supported conclusion that drugs were stored and cut in the same location as the guns even though a search of the location yielded no drugs E. holding evidence that police officer drove informant to location and waited outside while transaction occurred insufficient to corroborate informants identification of defendant as person from whom he purchased drugs

assistant: The best answer is E. holding evidence that police officer drove informant to location and waited outside while transaction occurred insufficient to corroborate informants identification of defendant as person from whom he purchased drugs
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: Landlord and Tenant hereby warrant to each other that they have had no dealings with any real estate broker or agent in connection with the negotiation of this Lease, excepting only the real estate brokers or agents specified in Section 12 of the Summary (the “ Brokers ”), and that they know of no other real estate broker or agent who is entitled to a commission in connection with this Lease. Each party agrees to indemnify and defend the other party against and hold the other party harmless from any and all claims, demands, losses, liabilities, lawsuits, judgments, costs and expenses (including without limitation reasonable attorneys’ fees) with respect to any leasing commission or equivalent compensation alleged to be owing on account of any dealings with any real estate broker or agent, other than the Brokers, occurring by, through, or under the indemnifying party.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Plan and Award Agreement are incorporated herein by reference. This Exercise Notice, the Plan, and the Award Agreement constitute the entire agreement of the parties with respect to the subject matter hereof and supersede in their entirety all prior undertakings and agreements of the Company and Participant with respect to the subject matter hereof, and may not be modified adversely to the Participant’s interest except by means of a writing signed by the Company and Participant.

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: review. See 46 U.S.C. §§ 6101— 6104, 6301-6307. As a result, while the sailors may seek review of the Coast Guard’s actions under other grants of federal jurisdiction, they must do so within the framework of the Administrative Procedure Act (“APA”). See 5 U.S.C. § 702; accord Califano v. Sanders, 430 U.S. 99, 103-07, 97 S.Ct. 980, 983-85, 51 L.Ed.2d 192 (1977). The APA permits “non-statutory” judicial review only of “final agency action.” 5 U.S.C. § 704 (“Agency action made reviewable by statute and final agency action for which there is no adequate remedy in a court are subject to judicial review.”); see also Bell v. New Jersey, 461 U.S. 773, 778, 103 S.Ct. 2187, 2191, 76 L.Ed.2d 312 (1983) (recognizing “strong presumption” that judicial review will be available onl Cir.1987) (<HOLDING>). Normally, the plaintiff must await resolution Options: A. recognizing doctrine B. holding that defendant in second suit was in privity for res judicata purposes because his interests were aligned with those of defendant in first suit which concerned same facts C. holding allegation made in enforcement suit does not impose the kind of legal obligation with which the finality doctrine is concerned D. holding that attorneys fees and costs may not be awarded as child support when they are incurred in a suit to modify the parentchild relationship that does not involve the enforcement of a child support obligation E. holding that the obligation does not terminate upon death

assistant: The best answer is C. holding allegation made in enforcement suit does not impose the kind of legal obligation with which the finality doctrine is concerned
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: we may use such measures and the data collected through them , in order to enforce this agreement and handle the results of any wrongdoings or misconduct with respect to the services .

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: a prima facie case for failure to promote under Title VII, she must produce evidence showing that: (1) she was a member of a protected class; (2) she was qualified for the position sought; (3) she was rejected for the position; and (4) the employer promoted someone outside of the protected group who was not better qualified for the position that she sought. Garofalo v. Vill. of Hazel Crest, 754 F.3d 428, 439 (7th Cir.2014). In this case, Appellant has not demonstrated multiple elements of a prima facie case for Title VII failure to promote. Primarily, she has not shown that the FAA rejected her from the position of Program Analyst because she never applied for the position. See Johnson v. Gen. Bd. of Pension & Health Benefits of United Methodist Church, 733 F.3d 722, 728 (7th Cir.2013) (<HOLDING>). She instead provides her emails and letters Options: A. holding that the governments position must have a reasonable basis in both law and fact citations omitted B. holding that because plaintiff did not apply for a job he could not be rejected in a title vii case C. holding that ambiguity regarding why plaintiff was reassigned to new position from which she was eventually terminated did not standing alone preclude summary judgment on plaintiffs title vii claim D. holding that failure to promote claim requires that plaintiff apply for the position sought and granting summary judgment on title vii failure to promote claim where plaintiff did not apply for higher position quotation marks and citations omitted E. holding the plaintiff failed to make a prima facie case that the defendants failure to promote him was discriminatory where the plaintiff failed to that show he was qualified for the relevant position

assistant: The best answer is D. holding that failure to promote claim requires that plaintiff apply for the position sought and granting summary judgment on title vii failure to promote claim where plaintiff did not apply for higher position quotation marks and citations omitted