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 have participated jointly in the negotiation and drafting of this Agreement. Consequently, in the event an ambiguity or question of intent or interpretation arises, this Agreement shall be construed as if drafted jointly by the parties hereto, and no presumption or burden of proof shall arise favoring or disfavoring any party by virtue of the authorship of any provision of this Agreement. When a reference is made in this Agreement to an Article, Section, Annex or Exhibit, such reference shall be to an Article or Section of, or an Annex or Exhibit to, this Agreement, unless otherwise indicated. Whenever the words “include,” “includes” or “including” are used in this Agreement, they shall be deemed to be followed by the words “without limitation.” The words “hereof,” “herein” and “hereunder” and words of similar import when used in this Agreement shall refer to this Agreement as a whole and not to any particular provision of this Agreement. The definitions contained in this Agreement are applicable to the singular as well as the plural forms of such terms and to the masculine as well as to the feminine and neuter genders of such term. Any statute defined or referred to herein or any agreement or instrument that is referred to herein means such statute, agreement or instrument as from time to time amended, modified or supplemented, including (in the case of statutes) by succession of comparable successor statutes. References to a person are also to its permitted successors and assigns.

assistant: Interpretations
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: stated in Nelson that "the required showing of severity or seriousness varies inversely with the pervasiveness or frequency of the conduct. For example, a single severe act can be enough to establish a claim[.]” Nelson, 97 Hawai'i at 390, 38 P.3d at 109. 12 . HRS § 707-733, entitled "Sexual assault in the fourth degree,” provides in relevant part: (1) A person commits the offense of sexual assault in the fourth degree if: (a) The person knowingly subjects another person to sexual contact by compulsion or causes another person to have sexual contact with the actor by compulsion^] 13 . However, we recognize that there are situations in which name-calling or other verbal harassment constitutes "severe or pervasive” harassment. See, e.g., Rizzo v. Sheahan, 266 F.3d 705, 712 (7th Cir.2001) (<HOLDING>). 14 . We recognize that "[t]he courts ... must Options: A. holding teasing and offhand comments even if offensive are not actionable harassment B. holding that supervisors reactions to comments did not constitute direct evidence of age discrimination where comments were made six months prior to plaintiffs discharge and were unconnected to the discharge decision C. holding that a supervisors repeated comments to an employee that the supervisor wanted to have sex with the employees fifteenyearold daughter were extremely severe because the comments were significantly more offensive than the typical crass comments we have found to be insufficient to constitute harassment in other cases D. holding that the prosecutors repeated comments that the defendant could have denied knowledge of the drugs or rebutted the trafficking charge by testifying were so prejudicial as to constitute plain error E. holding that in order to raise prejudicial comments of trial court on appeal defendant must object to comments when made and move for a mistrial

assistant: The best answer is C. holding that a supervisors repeated comments to an employee that the supervisor wanted to have sex with the employees fifteenyearold daughter were extremely severe because the comments were significantly more offensive than the typical crass comments we have found to be insufficient to constitute harassment in other cases
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: if any controversy , allegation or claim arises out of or relates to the service , the website ( s ) , the content , your user content , your unsolicited ideas and materials , this agreement , your decision to enter into this agreement , any additional terms or any other aspect of your relationship with linden lab ( collectively , `` dispute '' ) , then you and we agree to send a written notice to the other providing a reasonable description of the dispute , along with a proposed resolution of it .

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: The Company shall indemnify the Engagement Personnel acting as officers (the “ Indemnified Professionals ”) to the same extent as the most favorable indemnification it extends to its officers or directors, whether under the Company’s bylaws, its certificate of incorporation, by contract or otherwise, and no reduction or termination in any of the benefits provided under any such indemnities shall affect the benefits provided to the Indemnified Professionals. The Indemnified Professionals shall be covered as officers under the Company’s existing director and officer liability insurance policy. As a condition of A&M accepting this engagement, a Certificate of Insurance evidencing such coverage shall be furnished to A&M prior to the effective date of this Agreement. The Company shall give thirty (30) days’ prior written notice to A&M of cancellation, non-renewal, or material change in coverage, scope, or amount of such director and officer liability policy. The Company shall also maintain such insurance coverage for the Indemnified Professionals for a period of not less than six years following the date of the termination of the Indemnified Professionals’ services hereunder. The provisions of this section are in the nature of contractual obligations and no change in applicable law or the Company’s charter, bylaws or other organizational documents or policies shall affect the Indemnified Professionals’ rights hereunder. The attached indemnity and limitation on liability provisions are incorporated herein and the termination of this agreement or the engagement shall not affect those provisions, which shall remain in full force and effect.

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: 7.6 you agree that you will not post or upload any content which contains material which it is unlawful for you to possess in the country in which you are resident , or which it would be unlawful for youtube to use or possess in connection with the provision of the service .

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: chose not to assert claims against Officers Gubitosi, Reynolds, and Thomas in the amended complaint. (Defs.’ Br. at 22.) “[W]hile t that plaintiff’s voluntarily dismissed claims were inflated or specious. 6 . In any event, even if the Court considered those discussions, it would not alter , the Court’s view regarding plaintiff’s degree of success in this lawsuit, 7 . As noted surpa, defendants do not dispute that $7,500 is an appropriate measure of attorneys' fees under the PLRA with respect to plaintiff's excessive force claim against Officer Cotter. The Court has independently reviewed plaintiff's calculations and determined that that sum, which by law is capped at 150 percent of plaintiff’s $5,000 jury award, is reasonable. See Shepherd v. Goord, 662 F.3d 603, 607 (2d Cir. 2011) (<HOLDING>), Pursuant to 42 U.S.C. § 1997e(d)(2), the Options: A. holding that attorneys fee award in a common fund case must be reasonable under the circumstances B. holding that under 42 usc 1988 which allows the award of attorneys fees in a civil rights action under 1983 a prevailing plaintiff should ordinarily recover an attorneys fee unless special circumstances would render such an award unjust quoting srep no 941011 p 4 1976 C. holding that under the plra no attorneys fee award greater than 150 percent of the monetary judgment may be entered against a defendant citing 42 usc 1997ed2 D. holding that a state is not a person under 42 usc 1983 E. holding that under 42 usc 1997ed2 a district court may apply less than 25 percent of the judgment as long as it applies some portion of the judgment to satisfy the attorneys fee award quoting parker v conway 581 f3d 198 205 3d cir 2009

assistant: The best answer is C. holding that under the plra no attorneys fee award greater than 150 percent of the monetary judgment may be entered against a defendant citing 42 usc 1997ed2
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 Note Party hereby authorizes the Purchasers to make appropriate announcements of the financial arrangement entered into among the Note Parties, Agent and the Purchasers, including announcements which are commonly known as tombstones, in such publications and to such selected parties as any Purchaser shall deem appropriate.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: pecuniary gain and in an "especially heinous, cruel or depraved" manner. See Ring, 536 U.S. at -, 122 S.Ct. at 2435. 27 . The court found that Ring had a minimal criminal record. See id. 28 . The court struck the "depraved” circumstance. See id. at 2436. 29 . See § 782.04, Fla. Stat. (2001). 30 . The current penalty statute reads as follows: 775.082 Penalties; applicability of sentencing structures; mandatory minimum sentences for certain reoffenders previously released from prison.— (1) A person, who has been convicted of a capital felony shall be punished by death if the proceeding held to determine sentence according to the procedure set forth in s. 921.141 results in findings by the court that such person shall be punished by death, otherwise suc S.Ct. 1620, 32 L.Ed.2d 152 (1972) (<HOLDING>). 42 . See Motion to Call Circuit Judge to Options: A. holding that an exercise by the state of its police power is presumed to be valid when it is challenged under the due process clause of the fourteenth amendment B. holding the double jeopardy clause applicable to the states through the due process clause of the fourteenth amendment C. recognizing that the integrity of the family unit has found protection in the due process clause of the fourteenth amendment D. holding that the due process clause of the fourteenth amendment was not violated by a ninetothree guilty verdict in a state noncapital case E. holding the due process clause of the fourteenth amendment extends the right to jury trial to defendants in serious criminal cases in state courts

assistant: The best answer is D. holding that the due process clause of the fourteenth amendment was not violated by a ninetothree guilty verdict in a state noncapital case
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: In addition to amounts payable as provided in Section 16.5, each Borrower hereby agrees to protect, indemnify, pay and save harmless Agent, any of Agent’s Affiliates and Issuer that have issued a Letter of Credit from and against any and all claims, demands, liabilities, damages, taxes, penalties, interest, judgments, losses, costs, charges and expenses (including reasonable fees, expenses and disbursements of counsel and allocated costs of internal counsel) which the Agent, any of Agent’s Affiliates or Issuer may incur or be subject to as a consequence, direct or indirect, of the issuance of any Letter of Credit, other than as a result of (a) the gross negligence or willful misconduct of the Agent or Issuer as determined by a final and non-appealable judgment of a court of competent jurisdiction or (b) the wrongful dishonor by the Agent. any of Agent’s Affiliates or Issuer of a proper demand for payment made under any Letter of Credit, except if such dishonor resulted from any act or omission, whether rightful or wrongful, of any present or future de jure or de facto Governmental Body (all such acts or omissions herein called “ Governmental Acts ”).

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: was lengthy discourse between the parties prior to the filing of the lawsuit. Plaintiff suggests that all documents prepared prior to this date were created in the ordinary course of business, not in anticipation of litigation, and the burden rests on Defendant to show otherwise. Based on this record, Defendant has not provided this Court with sufficient information to determine which documents dated prior to May 28, 2002 that were identified in its Privilege Log are protected by the work product doctrine. Defendant failed to provide this Court with evidentiary proof of objective facts, via affidavits or deposition testimony, that documents before May 28, 2002, the date coverage was expressly denied, were prepared in anticipation of litigation. See, e.g., Totaltape, 135 F.R.D. at 201 (<HOLDING>). The Court will, therefore, find that no Options: A. holding declaration or affidavit must support work product claim for documents listed solely as work product on privilege log B. holding that not all of claims file was prepared in anticipation of litigation and noting that the majority of cases that have dealt with the issue of whether investigative materials prepared by insurance claims adjusters is workproduct prepared in anticipation of litigation have held that since insurance companies have a routine duty to investigate accidents such materials are not prepared in anticipation of litigation C. holding that the work product doctrine applied to a document prepared in anticipation of litigation and was therefore protected from disclosure under foia exemption 5 D. holding that a party failed in meeting its burden that documents were work product because the party resisting discovery failed to present affidavits or other evidentiary support for its contention that the documents were prepared in anticipation of litigation E. holding that the moving party need not support its motion with affidavits or other evidence if the nonmovant will bear the burden of proof at trial

assistant: The best answer is D. holding that a party failed in meeting its burden that documents were work product because the party resisting discovery failed to present affidavits or other evidentiary support for its contention that the documents were prepared in anticipation of litigation
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’s obligations under this Section 6.3 shall survive the resignation or replacement of the Administrative Agent or any assignment of rights by, or the replacement of, a Lender, the termination of the commitments of the Lenders hereunder and the repayment, satisfaction or discharge of all obligations under this Loan Agreement.

assistant: Survival
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: nothing in these terms limits or excludes our responsibility for ( 1 ) fraudulent representations made by us , ( 2 ) death or personal injury caused by our negligence or willful misconduct , or ( 3 ) non-execution of any material contractual obligation .

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: the guerillas knocked on the door of the house that Mendez was staying in. He escaped out a back window and ran away. As he ran, they shot him. Fortunately, his wound was a nonfatal one to his left arm. Mendez fled El Salvador for the United States to avoid being killed. 2. Despite concluding that Mendez was credible and had “articulated a social group which is visible within Salvadoran society as affiliation with the army during the civil war period,” the Board concluded that Mendez’s description of these events were “too vague” to establish that he was “individually targeted.” This conclusion is not backed by “substantial evidence,” because no reasonable fact-finder could conclude that Mendez was not individually targeted. Ruano v. Ashcroft, 301 F.3d 1155, 1159-61 (9th Cir. 2002) (<HOLDING>). A reasonable fact-finder would have to Options: A. holding that a plaintiff who did not show that he was paid at a lower rate than similarly situated employees could not survive summary judgment B. holding that potential class members are similarly situated to the named plaintiffs if they are similarly situated with respect to their job requirements and pay provisions C. holding that fourth element of a prima facie case is satisfied when the employees who were more favorably treated were situated similarly to the plaintiff D. holding that a similarly situated petitioner was perse cuted when he was repeatedly threatened with death and hunted down albeit unsuccessfully by men with pistols who were out to harm him E. holding that employee who violated a different policy of the store than plaintiff was not similarly situated

assistant: The best answer is D. holding that a similarly situated petitioner was perse cuted when he was repeatedly threatened with death and hunted down albeit unsuccessfully by men with pistols who were out to harm him
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 agree to pay to the Bank on demand all reasonable and documented costs, fees and expenses (including without limitation reasonable attorneys’ fees and legal expenses) incurred or accrued by the Bank in connection with the negotiation, preparation, execution, delivery, filing, recording and administration of this Agreement, the Security Instruments and the other Loan Documents, or any waiver, consent or modification thereto or thereof, or any enforcement thereof. Borrowers further agree that all such fees and expenses shall be paid regardless of whether or not the transactions provided for in this Agreement are eventually closed and regardless of whether or not any or all sums evidenced by the Revolver Note are advanced to Borrowers by the Bank. Upon Borrowers’ failure to pay all such costs and expenses within ten (10) days of the Bank’s submission of invoices therefore, the Bank shall pay such costs and expenses by debit to the general account of Borrowers without further notice to Borrowers.

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 case excerpt and choose the best holding from the options. Case excerpt: be compensated for what he is obligated by the State to do. See State v. Johnson, 282 N.C. 1, 27, 191 S.E.2d 641, 659 (1972) (citing State v. Means, 175 N.C. 820, 822, 95 S.E. 912, 913 (1918)); N.C. Gen. Stat. § 7A-314. If a witness appears voluntarily, then he is entitled to no compensation. Johnson, 282 N.C. at 27, 191 S.E.2d at 659. Subject to the protections of Rule 45(c), the obligation to appear as a witness is perfected when the subpoena is served on the witness. N.C. Gen. Stat. § 1A-1, Rule 45(e)(1). Therefore the right to compensation depends on the subpoena being served on the witness, and is not dependent on service of a copy of the subpoena on the opposing party. It follows therefore, in determining whether the trial court is barred by the lack of a subpoena from award 19 (<HOLDING>). As we noted in Vaden, 187 N.C. App. at Options: A. holding that expenses includes costs B. holding if a deposition is taken for discovery only not for use at trial the deposition is not a stage of trial for which the defendant must be present C. holding that a deposition that was not presented to the trial court could not be considered on appeal D. holding that deposition testimony may constitute other paper E. holding that deposition expenses are an allowable cost

assistant: The best answer is E. holding that deposition expenses are an allowable cost
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Subject to compliance with Applicable Laws, Administrative Agent reserves the right to publicize the making of the Loan in any manner it deems appropriate. So long as the Loans are outstanding, Borrower will identify the Lenders as Borrower’s lenders on any sign for the Project erected by Borrower.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: use” date of first use is the date that the trademark application was filed. See 2 McCarthy, supra, § 16:16; see also CreAgri, Inc. v. USANA Health Sciences, Inc., 474 F.3d 626, 629 (9th Cir.2007) ("Under 15 U.S.C. §§ 1051(b), 1051(d), and 1057(c), as long as an applicant’s mark is eventually granted registration on the principal register, and as long as the applicant does, in fact, use the mark in commerce within a set period of time thereafter, the filing of an intent to use application constitutes 'constructive use of the mark, conferring a right of priority, nationwide in effect’ "). 37 . Memorandum in Opposition to Plaintiff's Application for a Preliminary Injunction at 5-6. 38 . But see Lucent Info. Management, Inc. v. Lucent Techs., Inc., 186 F.3d 311 (3d Cir. 1999) (<HOLDING>). McCarthy explains that the Lucent decision Options: A. holding that plaintiffs sales presentations and single sale prior to defendants intenttouse trademark filing were insufficient to establish priority B. holding that the filing of notice without motion is insufficient C. holding that the fact that defendants sales in forum were less than 5 percent of its total sales volume was irrelevant so long as its sales were part of a regular course of dealing and were not isolated or exceptional events D. holding that exercising general jurisdiction over defendant was improper where its actual sales in florida were a small percentage of the total sales and therefore these sales were de minimis E. holding that the defendants reference to the plaintiffs trademark in the metatags of the defendants web page was a violation of trademark law

assistant: The best answer is A. holding that plaintiffs sales presentations and single sale prior to defendants intenttouse trademark filing were insufficient to establish priority
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 covenants, agreements, representations and warranties made by the Loan Parties in the Loan Documents and in the certificates or other instruments delivered in connection with or pursuant to this Agreement or any other Loan Document shall be considered to have been relied upon by the other parties hereto and shall survive the execution and delivery of the Loan Documents and the making of any Loan and issuance of any Letter of Credit regardless of any investigation made by any such other party or on its behalf and notwithstanding that the Administrative Agent may have had notice or knowledge of any Default or Event of Default or incorrect representation or warranty at the time any credit is extended hereunder, and shall continue in full force and effect until the Termination Date. The provisions of Sections 2.15 , 2.16 , 2.17 , 10.03 and 10.13 (with respect to Section 10.13, only for a period of one year following such Termination Date) and Article 9 shall survive and remain in full force and effect regardless of the consummation of the transactions contemplated hereby, the repayment of the Loans, the expiration or termination of the Letters of Credit or any Commitment, the occurrence of the Termination Date or the termination of this Agreement or any provision hereof but in each case, subject to the limitations set forth in this Agreement.

assistant: Survival
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: Regulation B to provide: Applicant means any person who requests or who has received an extension of credit from a creditor, and includes any person who is or may become contractually liable regarding an extension of credit. For purposes of § 202.7(d), the term includes guarantors, sureties, endorsers, and similar parties. 12 C.F.R. § 202.2(e) (emphasis added). Originally, Regul rantor expressly falls within the meaning of “applicant” and therefore can assert an ECOA violation. 12 C.F.R. § 202.2(e); see also F.D.I.C. v. Medmark, Inc., 897 F.Supp. 511, 514 (D.Kan.1995) (stating “[t]he term ‘applicant’ encompasses any person who is or may become contractually liable regarding an extension of credit, including guarantors”); Pfeiff, 809 P.2d at 1102-03 (same); Lincoln, 433 N.W.2d at 712-13 (<HOLDING>). In this case, Christine’s and Phyllis’s Options: A. holding because legislature knew how to include terms within statutory definition and did not do so statutory definition did not include terms in light of the terms contemporaneous inclusion of the same terms in a separate provision B. recognizing regulation bs definition of applicant was amended so as to include guarantors C. recognizing that the copyright act was amended in 1976 to include computer programs in the definition of protectable literary works D. recognizing that whitehead was decided before section 775084 was amended so that once the defendant meets the definition of a habitual felony offender the trial court is no longer required to provide written reasons for imposing a sentence in excess of the guidelines E. holding that the challenge to a university regulation was moot because the regulation had been substantially amended

assistant: The best answer is B. recognizing regulation bs definition of applicant was amended so as to include guarantors
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 Partnership shall be dissolved upon (i) an Event of Bankruptcy as to the General Partner or the dissolution or withdrawal of the General Partner (unless within ninety (90) days thereafter Limited Partners holding more than fifty percent (50%) of the Limited Partnership Interests in the Partnership elect to continue the Partnership and to elect one or more persons to serve as the General Partner or General Partners of the Partnership), (ii) ninety (90) days following the sale of all or substantially all of the Partnership’s assets ( provided that if the Partnership receives an installment obligation as consideration for such sale or other disposition, the Partnership shall continue, unless sooner dissolved under the provisions of this Agreement, until such time as such obligation is paid in full), (iii) the expiration of the term specified in Section 3.2 , (iv) the redemption of all Limited Partnership Interests (other than any of such interests held by the General Partner or Ashford Prime OP Limited Partner LLC), or (v) the election by the General Partner (but only in accordance with and as permitted by applicable law) that the Partnership should be dissolved. Upon dissolution of the Partnership (unless the business of the Partnership is continued as set forth above), the General Partner (or its trustee, receiver, successor or legal representative) shall proceed with the winding up of the Partnership, and its assets shall be applied and distributed as herein provided.

assistant: Terminations
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: both factors. Gulf Coast presented several experts who testified that the property has no present cash value. They testified that, in their opinion, no one would buy the property because the costs associated with the cleanup of the property exceed the value of the property. See Roden, 508 So.2d at 731 (“[T]he condition of the property may be such that the owner or a potential buyer would have to expend monies to make the property usable, thus lowering the value of the property.”). Gulf Coast also presented testimony regarding the condition of the property, including the extent of the contamination, the cleanup required by the United States Environmental Protection Agency, and the costs associated with that cleanup. Compare Finkelstein v. Department of Transp., 656 So.2d 921 (Fla.1995) (<HOLDING>). Accordingly, we reverse the final judgment Options: A. recognizing different factual situations may dictate application of a different valuation ie other than fair market value of the damage to the property B. holding that proof of relevant market is essential under 2 C. holding that evidence of contamination is relevant and admissible on the issue of market value in an eminent domain valuation trial D. holding that there was no evidence of market value where owners testimony affirmatively showed that it was based on personal value E. holding that the absence of a market price is no barrier to valuation for purposes of assessing tax liability

assistant: The best answer is C. holding that evidence of contamination is relevant and admissible on the issue of market value in an eminent domain valuation trial
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, upon the terms and subject to the conditions set forth herein, the Company agrees to sell, and the Purchasers, severally and not jointly, agree to purchase, up to an aggregate of $4,250,000 of Shares and Warrants. Each Purchaser’s Subscription Amount as set forth on the signature page hereto executed by such Purchaser shall be made available for “Delivery Versus Payment” settlement with the Company or its designees. The Company shall deliver to each Purchaser its respective Shares and Warrants as determined pursuant to Section 2.2(a), and the Company and each Purchaser shall deliver the other items set forth in Section 2.2 deliverable at the Closing. Upon satisfaction of the covenants and conditions set forth in Sections 2.2 and 2.3, the Closing shall occur at the offices of the Placement Agent or such other location as the parties shall mutually agree. Unless otherwise directed by the Placement Agent, settlement of the Shares shall occur via “Delivery Versus Payment” (“DVP”) (i.e., on the Closing Date, the Company shall issue the Shares registered in the Purchasers’ names and addresses and released by the Transfer Agent directly to the account(s) at the Placement Agent identified by each Purchaser; upon receipt of such Shares, the Placement Agent shall promptly electronically deliver such Shares to the applicable Purchaser, and payment therefor shall be made by the Placement Agent (or its clearing firm) by wire transfer to the Company).

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The parties agree that any legal proceeding brought to enforce the provisions of this Release may be brought only in the courts of the State of California or the federal courts located in California and each party hereby consents to the jurisdiction of such courts.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Each of the Company, the Guarantors and their respective subsidiaries has been duly organized and is validly existing as a corporation or limited liability company, as applicable, in good standing under the laws of the state of its jurisdiction of organization and has power and authority to own, lease and operate its properties and to conduct its business as described in the Preliminary Offering Memorandum, the General Disclosure Package and the Offering Memorandum and to enter into and perform its obligations under the Transaction Documents. Each of the Company, the Guarantors and their respective subsidiaries is duly qualified as a foreign corporation or limited liability company, as applicable, to transact business and is in good standing in the state of its principal place of business and in each other jurisdiction in which such qualification is required, whether by reason of the ownership or leasing of property or the conduct of business, except (solely in the case of jurisdictions other than its principal place of business) where the failure so to qualify or to be in good standing would not reasonably be expected to, individually or in the aggregate, result in a Material Adverse Effect.

assistant: Subsidiaries
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: if you elect to purchase an annual subscription , we ( or our third party payment processor ) will automatically charge you on the anniversary of the commencement of your subscription using the payment information you have provided .

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: The Borrower agrees to pay or reimburse the Administrative Agent for all of its out-of-pocket costs and expenses incurred in connection with the preparation, negotiation and execution of this Amendment, including, without limitation, the reasonable fees and disbursements of counsel to the Administrative Agent.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Lenders agree to indemnify the Administrative Agent and its officers, directors, employees, affiliates, agents, advisors and controlling persons (each, an “ Agent Indemnitee ”) (to the extent not reimbursed by Holdings or the Borrowers and without limiting the obligation of Holdings or the Borrowers to do so), ratably according to their respective Aggregate Exposure Percentages in effect on the date on which indemnification is sought under this Section (or, if indemnification is sought after the date upon which the Commitments shall have terminated and the Loans shall have been paid in full, ratably in accordance with such Aggregate Exposure Percentages immediately prior to such date), from and against any and all liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements of any kind whatsoever that may at any time (whether before or after the payment of the Loans) be imposed on, incurred by or asserted against such Agent Indemnitee in any way relating to or arising out of, the Commitments, this Agreement, any of the other Loan Documents or any documents contemplated by or referred to herein or therein or the transactions contemplated hereby or thereby or any action taken or omitted by such Agent Indemnitee under or in connection with any of the foregoing; provided that no Lender shall be liable for the payment of any portion of such liabilities, obligations, losses, damages, penalties, actions, judgments, suits, costs, expenses or disbursements that are found by a final and nonappealable decision of a court of competent jurisdiction to have resulted from such Agent Indemnitee’s gross negligence or willful misconduct (it being understood that pending the outcome of any such decision, the Lenders remain obligated to pay amounts on a current basis). The agreements in this Section shall survive the termination of this Agreement and the payment of the Loans and all other amounts payable hereunder.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: the probationer. The cases, therefore, did not clearly establish such a right in 1993. We also emphasize that the district court and the magistrate judge each considered the same Tenth Circuit authority cited by the plaintiff in her opposition to the motion to dismiss. The magistrate judge, after analyzing Mangels, Eastwood, and Lankford, concluded that a reasonable probation officer “would not hav etardation, 867 F.2d 461, 463-64 (8th Cir.1989); Woods v. White, 689 F.Supp. 874, 877 (W.D.Wis.1988) (“Casual unjustified dissemination of confidential medical information [regarding a prison inmate] to non-medical staff and other prisoners can scarcely be said to belong to the sphere of defendants’ discretionary function.”); Doe v. Borough of Barrington, 729 F.Supp. 376, 382-85 (D.N.J.1990) (<HOLDING>); Doe v. City of Cleveland, 788 F.Supp. 979, Options: A. holding the fourteenth amendment does not apply to the actions of the federal government B. holding that fourth amendment seizure continues throughout the time the person remains in the custody of the arresting officers C. holding that the constitutional rights in a termination proceeding are derived from the due process clause of the fourteenth amendment of the united states constitution and not the sixth amendment D. holding that the disclosure by arresting officers to a neighbor that the husband and father of the plaintiffs had aids violated the fourteenth amendment rights of his wife and children E. holding that the fourteenth amendment does not secure to persons the right to prevent disclosure of their arrest

assistant: The best answer is D. holding that the disclosure by arresting officers to a neighbor that the husband and father of the plaintiffs had aids violated the fourteenth amendment rights of his wife and children
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: Sellers have delivered to Purchaser true and complete copies of (a) the internal balance sheets of Sellers at December 31, 2016, 2017 and 2018, and the related internal statements of income for the fiscal years then ended (the “Statements”); (b) the internal balance sheet of Sellers as of February 28, 2019, and related internal statement of income for the period then ended (the “Interim Statements”) (together with the Statements, the “Financial Statements”). True and complete copies of the Financial Statements are attached hereto as Schedule 3.1.5 . The Financial Statements have been prepared in accordance with generally accepted accounting principles consistently applied throughout the periods involved. The Financial Statements, including the related notes, fairly present the financial position of Sellers at the dates indicated, and such statements of income, fairly present the results of operations of Sellers for the periods indicated; except that in each case the Interim Statements do not contain any year-end adjustments necessary to present fairly the financial position and results of operations for the periods then ended.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: States v. Cherry, 50 F.3d 338, 342 (5th Cir.1995). However, even if the alleged error was exhausted and preserved, Wade's argument is without merit. The State moved to exclude Breakenridge for cause. During voir dire, Breakenridge indicated that the evidence would have to be “outstanding” for her to consider the "extreme” penalty of death. Although the trial judge denied the State’s challenge for cause, he found that the question of whether Break-enridge should be struck for cause was "a close, close call" and that he “certainly [thought] a peremptory challenge should be issued, if there is any doubt by the State....” Given the judge's findings, we cannot hold the state court’s denial of Batson relief was based on an unreasonable determination of the facts. See Forbes, 816 F.2d at 1010 (<HOLDING>). 5 . Wade asks the court to consider the juror Options: A. holding that batson v kentucky 476 us 79 106 sct 1712 90 led2d 69 1986 does not apply retroactively to cases on collateral review B. holding that the district courts observation that a challenge for cause might have been justified as to this juror was more than sufficient under batson which emphasized that the prosecutors explanation need not rise to the level justifying exercise of a challenge for cause quoting batson 476 us at 97 106 sct 1712 C. holding jury trial waiver valid although district court did not inform defendant of his attorneys ability to make challenges under batson v kentucky 476 us 79 8889 106 s ct 1712 90 l ed 2d 69 1986 D. holding that a postconviction petitioner has 60 days from the date of publication of 1997 philadelphia magazine article to raise claims based thereon under batson v kentucky 476 us 79 106 sct 1712 90 led2d 69 1986 E. holding belief of prosecutor that potential juror might know crucial witnesses was sufficient explanation to defeat batson challenge

assistant: The best answer is B. holding that the district courts observation that a challenge for cause might have been justified as to this juror was more than sufficient under batson which emphasized that the prosecutors explanation need not rise to the level justifying exercise of a challenge for cause quoting batson 476 us at 97 106 sct 1712
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 go forward, if there is even a fair possibility that the stay for which he prays will work damage to some one else.” Landis, 299 U.S. at 255. How and when a stay is imposed is left to the court’s discretion; in exercising that discretion, a court must “‘weigh the competing interests and maintain an even balance,”’ giving due consideration to the interests of the litigants, the court, and the public. Tak Fat Trading Co. v. United States, 24 CIT 1376, 1377, 2000 WL 1825396 at **1 (CIT 2000) (quoting Landis, supra). A stay that fails to properly balance the relevant interests, e.g., a stay “of indefinite duration in the absence of a pressing need,” is likely to be deemed an abuse of discretion. Id. See Cherokee Nation of Oklahoma v. United States, 124 F.3d 1413, 1416 (Fed. Cir. 1997) (<HOLDING>). In this matter, the need for the stay (or, Options: A. holding that it was an abuse of discretion to deny stay while matter was pending in neighboring state B. recognizing that a state courts determination is not an unreasonable application of law merely because it is erroneous C. holding that trial courts stay was an abuse of discretion because pending actions may take years to complete and because proceedings on liability could not be justifiably stayed merely because a precise determination of damages is not possible at this moment D. holding that it is an abuse of discretion to dismiss a complaint merely because of the presence of superfluous matter E. holding that it was an abuse of discretion for a district court not to stay an exhausted petition pending exhaustion of a newly discovered claim

assistant: The best answer is C. holding that trial courts stay was an abuse of discretion because pending actions may take years to complete and because proceedings on liability could not be justifiably stayed merely because a precise determination of damages is not possible at this moment