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 Units are unvested when granted, and will vest upon the first anniversary of the Date of Grant subject to Grantee’s provision of Continuous Service to the Company through such date. In addition, to the extent not previously forfeited, all unvested Units will vest immediately upon: (a) the consummation of a Corporate Transaction provided that Grantee provides Continuous Service to the Company through the date of such Corporate Transaction; (b) the termination of Grantee’s Continuous Service as a result of Grantee’s death; or (c) the termination of Grantee’s Continuous Service as a result of Grantee’s Disability.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: that an officer may have removed the ear piece cover from Mr. Pitt’s cell phone in order to link him to the scene of the robbery. Taking the evidence in the light most favorable to the plaintiff, we agree with the district court that a reasonable jury could have found the District’s actions sufficiently “outrageous” to support a verdict for Mr. Pitt on his IIED claim. The District argues that the verdict should be set aside as fatally inconsistent because the jury found the District liable.for IIED while finding the individual officers not liable. We reject the District’s arguments. In both the civil and criminal contexts, courts have held that inconsistency alone is not a sufficient basis for setting aside a jury verdict. See United States v. Dykes, 406 F.3d 717, 722-23 (D.C.Cir.2005) (<HOLDING>); United States v. Johnson, 440 F.3d 1286, 1295 Options: A. holding that a criminal defendant convicted by a jury on one count cannot attack that conviction because it was inconsistent with the jurys verdict of acquittal on another count citations omitted B. recognizing this court will uphold a general verdict if evidence on any one count issue or theory sustains the verdict citations omitted C. holding that under aspinwall when the trial court submits to the jury a good count one that is supported by the evidence and a bad count one that is not supported by the evidence and the jury returns a general verdict this court cannot presume that the verdict was returned on the good count in such a case a judgment entered upon the verdict must be reversed D. holding that a defendant cannot challenge his conviction merely because it is inconsistent with jurys verdict of acquittal on another count E. holding that in some circumstances a sentence on one count may be increased after the sentence on a similar or related count has been vacated on appeal

assistant: The best answer is A. holding that a criminal defendant convicted by a jury on one count cannot attack that conviction because it was inconsistent with the jurys verdict of acquittal on another count citations omitted
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: requests “by the defendant, the defendant’s attorney, or other person acting on behalf of the defendant”). ¶ 20 Our conclusion that the Victims are not entitled to attend the contemplated ex parte hearing is not affected by this Court’s decision in Apelt, 176 Ariz. at 365, 861 P.2d at 650. There we rejected a defendant’s argument that the trial court erred in refusing to hold an ex parte hearing on a request for expert assistance in a capital ease. Id. The Court noted that there was no Arizona legal authority for such a hearing, that neither due process nor equal protection generally requires ex parte proceedings for such requests, and that the defendant had failed to show any prejudice from the denial of an ex parte procedure. Id. But cf. Ex Parte Moody, 684 So.2d 114, 120 (Ala.1996) (<HOLDING>); Stevens v. Indiana, 770 N.E.2d 739, 759 (Ind. Options: A. holding that plaintiffs complaint alleging deprivation of constitutional rights guaranteed under the first and fourteenth amendments was sufficient to invoke the ex parte young exception B. holding that fifth sixth and fourteenth amendments entitle criminal defendant to ex parte hearing on request for expert assistance C. holding that the constitution does not entitle a criminal defendant to the effective assistance of an expert witness D. holding that the sixth amendments guarantee of the assistance of counsel is made obligatory upon the states by the fourteenth amendment E. holding that the sixth and fourteenth amendments imply the right to selfrepresentation

assistant: The best answer is B. holding that fifth sixth and fourteenth amendments entitle criminal defendant to ex parte hearing on request for expert assistance
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: From the date hereof through the Closing, each party hereto shall promptly notify the representative of the other parties of any lawsuits, claims, proceedings or investigations which after the date hereof are threatened or commenced against such party or any of its affiliates or any officer, director, employee, consultant, agent or shareholder thereof, in their capacities as such, which, if decided adversely, could reasonably be expected to have a Material Adverse Effect on the other.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: officers went to Mrs. Gillespie’s house and searched the woods behind it. A short distance away they found a blanket and other small items taken from the house. They also found the rifle that had been stolen. On 17 September 1985 defendant and Bray were arrested. Before they were captured, defendant dropped Coggins’ .357 magnum revolver and kicked it away. When searched, Bray had the .25 caliber automatic pistol used in the shooting of Trooper Cog-gins. Under his first assignment of error defendant, while admitting that he broke and entered the Gillespie home, contends the trial court erred in finding as an aggravating factor that he was armed with a deadly weapon at the time of the breaking. Defendant makes two arguments to support this contention. First, defendant argues the (1983) (<HOLDING>). Second, defendant argues that even if the Options: A. holding evidence sufficient to support trial courts finding in aggravation that the offense was planned B. recognizing principle but finding evidence at first trial sufficient C. holding evidence insufficient to support finding of implied contract D. holding that because a finding of aggravation for conduct involving bad faith dishonesty and concealment reflected the same conduct that is properly the basis for the finding of the violation the finding in aggravation was duplicative E. holding that witnesss testimony was sufficient to support the trial courts finding that defendant committed battery that resulted in bodily injury

assistant: The best answer is A. holding evidence sufficient to support trial courts finding in aggravation that the offense was planned
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: the use of the service may be subject to separate third party terms of service and fees , including , without limitation , your mobile network operator 's ( the `` carrier '' ) terms of service and fees , including fees charged for data usage and overage , which are your sole responsibility ;

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: employing it will ordinarily not be construed to do so.”) 13 . 229 F.3d 272, 276-77 (D.C.Cir.2000). Section 1782 provides that the "district court of the district in which a person resides or is found may order him to give his testimony.” 14 . 251 F.3d 178, 180-81 (D.C.Cir.2001). 15 . See Yousuf v. Samantar, No. MISC. 05-110 (RBW), 2005 WL 1523385 (D.D.C. May 3, 2005); United States ex rel. Taylor v. Gabelli, No. MISC. 04-534 (RJL), 2005 WL 2375173 (D.D.C. May 3, 2005); Lerner v. District of Columbia, 362 F.Supp.2d 149 (D.D.C.2005). 16 . See, e.g., Gabelli, 2005 WL 2375173, at *2. 17 . At least one case has squarely held that the word "person" in Rule 45 does include the federal government. See Connaught Labs., Inc. v. Smithkline Beecham P.L.C., 7 F.Supp.2d 477, 480 (D.Del.1998) (<HOLDING>). The Connaught Labs court based its holding on Options: A. holding the eleventh amendment bars suits in federal court against the state of kansas or one of its agencies B. holding that outside of rule 35 there exists no inherent authority for a district court to modify a sentence C. holding that trial court is without authority to modify a settlement agreement but may enforce and interpret it D. holding arbitration panel had authority to order the prehearing production of documents from a nonparty E. holding that the court had authority under rule 45 to modify and enforce subpoenas against nonparty federal agencies

assistant: The best answer is E. holding that the court had authority under rule 45 to modify and enforce subpoenas against nonparty federal agencies
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Cardinal will notify PGT if Cardinal intends to implement a modification of any of the Specifications of the Products or the manufacturing processes for the Products, which reasonably could be expected to change the such Specifications (collectively, “Modifications”). With respect to Products covered by accepted Purchaser Orders, Cardinal shall not implement any Modifications without PGT’s prior written consent, which consent shall not be unreasonably withheld. If PGT does not respond to Cardinal’s notification of a proposed Modification within ninety (90) days after receiving the same, Cardinal may reject future orders for the Products that would be affected by such Modification. If such Modification is not accepted/consented to by PGT, Cardinal shall not implement such Modification, but PGT shall not unreasonably withhold its consent to any requested Modification, so long as the Modification is not likely to degrade, harm or lower the quality, aesthetics, durability, or other characteristics of the Products that would be affected by the Modification.

assistant: Modifications
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: passenger gua passenger simply would not normally have a legitimate expectation of privacy" in the car or its contents. Id.; see also State v. Scott, 860 P.2d 1005, 1007-08 (Utah Ct.App.1993) (finding defendant passenger did not have an expectation of privacy in the car itself where he left some personal items in the glove box). T9 Bissegger argues, however, that she has standing to challenge the search of her personal belongings left in a closed container in the car. Although Utah appellate courts have not addressed this precise issue, other jurisdictions have overwhelmingly held that a separate search of a car passenger's personal belongings left in the car gives the passenger standing to challenge the search. See, e.g., United States v. Salazar, 805 F.2d 1394, 1396 (9th Cir.1986) (<HOLDING>); People v. Manke, 181 Ill.App.3d 374, 130 Options: A. holding that a car passenger had a legitimate expectation of privacy in his closed plastic shopping bag found on the floor of the car B. holding that a car passenger had a reasonable expectation of privacy in his closed brown paper bag found on the floorboard of his companions car C. holding evidence did not connect defendant to narcotics found in individual bags inside a larger bag in a car following the defendants car when the only connection was his fingerprints on outer bag and when the driver and passenger of the car in which the drugs were found exhibited nervousness and other factors indicating consciousness of guilt D. holding that car passenger had legitimate expectation of privacy in his jacket found crumpled on the back seat of car E. holding that the owner of a shoulder bag located on the front seat of his girlfriends car had a legitimate expectation of privacy in the bag and its contents

assistant: The best answer is B. holding that a car passenger had a reasonable expectation of privacy in his closed brown paper bag found on the floorboard of his companions car
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: and property of its citizens against invasion by private actors.” Id. at 195, 109 S.Ct. at 1003. Despite the foregoing, however, DeShaney also included language indicating that its holding did not necessarily apply to all circumstances. The Court acknowledged that if the state takes a person into custody and holds that person involuntarily, the Constitution imposes a duty to assume responsibility for the person’s care and well-being. Id. at 199-200, 109 S.Ct. at 1005-1006 (citing Youngberg v. Romeo, 457 U.S. 307, 317, 102 S.Ct. 2452, 2458-2459, 73 L.Ed.2d 28 (1982) (“When a person is institutionalized — and wholly dependent on the State[,] ... a duty to provide certain services and care does exist.”)); see also Estelle v. Gamble, 429 U.S. 97, 97 S.Ct. 285, 50 L.Ed.2d 251 (1976) (<HOLDING>). Second, the Supreme Court implied that a Options: A. holding government could be liable for breach of a contractual obligation to purchase insurance for plaintiff B. holding that a state is required to provide medical care to incarcerated individuals C. holding that the state has no obligation to provide adequate housing D. holding that government has obligation to provide for health needs of incarcerated prisoners E. holding that insurance obligation was primary to indemnity obligation

assistant: The best answer is D. holding that government has obligation to provide for health needs of incarcerated prisoners
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: any arbitration between you and us , to the extent necessary , will be conducted in baltimore , maryland , and you waive any right to claim that such location is an inconvenient forum .

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: in which ease imputing the subsidiaries’ jurisdictional contacts to the parent would be improper. Id. at 1085 (citing Bellomo, 488 F.Supp. at 746). Similarly, the New York district court in Bellomo held that: [wjhere a holding company is nothing more than an investment mechanism[, i.e.,] a device for diversifying risk through corporate acquisitions^] the subsidiaries conduct business not as its agents but as its investments. The business of the parent is the business of investment, and that business is carried out entirely at the parent level. Where, on the other hand, the subsidiaries are created by the parent, for tax or corporate finance purposes, there is no basis for distinguishing between the business of the parent and the business of the subsidiaries. 488 F.Supp. at 746 (<HOLDING>); but see Arch v. American Tobacco Co., Inc., Options: A. holding foreign insurance company was supercorporation engaged in underwriting and selling insurance policies through its subsidiaries B. holding that subcontractors primary and excess insurance policies must pay first and before contractors own insurance C. holding that notice and a hearing were required before the commissioner of insurance could require an insurance company to change its definition of at fault in order to secure approval of an increase in insurance rates D. holding claims for negligent procurement of insurance accrued on date the insured purchased the insurance policies E. holding negligent failure to notify regulatory body of lapse of insurance policy did not arise out of underwriting of insurance

assistant: The best answer is A. holding foreign insurance company was supercorporation engaged in underwriting and selling insurance policies through its 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 legal provision and list the applicable contract clause categories. Provision: The execution and delivery of this Agreement and the other Transaction Documents, the performance of KaloBios’ obligations hereunder and thereunder and the assignments and licenses to be granted pursuant to the Transaction Documents do not and will not (a) conflict with or violate any requirement of applicable Law; (b) conflict with or violate the certificate of incorporation, bylaws or other organizational documents of KaloBios; (c) conflict with, violate, breach or constitute a default under any material contractual obligations of KaloBios or any of its Affiliates; or (d) conflict with or violate any Government authorization, permit or consent. No Person has any right to cause KaloBios to effect the registration under the Securities Act of any securities of KaloBios or any of its Affiliates, and neither KaloBios nor any of its Affiliates is a party to or otherwise bound by any oral or written contract or agreement that would prevent or restrict the ability of KaloBios to register for resale the Warrant Shares under the Securities Act or otherwise limit the amount of Warrant Shares that KaloBios could register for resale under the Securities Act.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Borrower hereby instructs the Collateral Agent and the Depositary to make all payments to be made in respect of the Secured Obligations hereunder, or with respect to any other payment, directly to the Administrative Agent, for the benefit of the Lenders and other Secured Beneficiaries, as applicable, in each case, in accordance with the instructions set forth in Schedule I , and the Collateral Agent and the Depositary hereby acknowledge receipt of such instruction.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Employee warrants that Employee is not bound by the terms of a confidentiality agreement or non-competition agreement or any other agreement with a former employer or other third party that would preclude Employee from accepting employment with the Company or that would preclude Employee from effectively performing Employee’s duties for the Company. Employee further warrants that Employee has the right to make all disclosures that Employee will make to the Company during the course of Employee’s employment with the Company. Employee agrees that Employee shall not disclose to the Company, or seek to induce the Company to use, any confidential information in the nature of trade secrets or other proprietary information belonging to others and that in the event that the Company directs Employee to perform tasks that would result in the disclosure or use of any such confidential information, that Employee shall notify the Company in advance of any such disclosure. Employee agrees to defend, indemnify, and hold harmless the Company for any losses that it incurs as a result of the Employee’s violation of any non-competition, non-solicitation, non-disclosure, or trade secret obligations that Employee may have to any other party during employment with the Company. Employee also agrees that any violation by Employee of any non-competition, non-solicitation, non-disclosure, or trade secret obligations that Employee may have to any other party during employment with the Company shall be grounds for immediate discharge.

assistant: Warranties
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: Unless otherwise indicated herein, capitalized terms used and not otherwise defined in this Amendment or the Purchase and Sale Agreement are defined in Article I of the Receivables Financing Agreement, dated as of June 15, 2015 (as the same may be amended, restated, supplemented or otherwise modified from time to time, the “ Receivables Financing Agreement ”), among the Buyer, as borrower, NuStar Energy, as initial Servicer (in such capacity, the “ Servicer ”), the Persons from time to time party thereto as Lenders and as Group Agents, and PNC Bank, National Association, as Administrative Agent.

assistant: Definitions
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: at a specific place) or general (issued to an entire class of dischargers in a geographic location), see 40 C.F.R. §§ 122.21, 122.28(a)(2), 124.1-.21, 124.51-66. The permit here is a general permit. Permits can impose two different types of standards on discharges: (1) technology-based standards and (2) water quality-based standards. See 33 U.S.C. §§ 1311(b)(1)(C) and (b)(2)(A), 1313, 1342(a). The 2013 YGP imposes both. a. Technology-Based Effluent Limits Technology-based effluent limits (“TBELs”) set effluent limitations on a point source based on how effectively technology can reduce the pollutant being discharged. See 33 U.S.C. §§ 1311(b), (e), 1314(b); see also PUD No. 1 of Jefferson Cty. v. Wash. Dep’t of Ecology, 511 U.S. 700, 704, 114 S.Ct. 1900, 128 L.Ed.2d 716 (1994) (<HOLDING>). Congress designed this standard to be Options: A. holding that to achieve goals of cwa epa is required to establish and enforce technologybased limitations on individual discharges into the countrys navigable waters from point sources B. holding that wetlands adjacent to navigable waters are included in the term territorial waters C. holding that as used in the cwa the term waters of the united states is not limited to the traditional tests of navigability D. holding that federal maritime law and not state law applies to all actions for wrongful death in navigable state waters E. holding that a worker injured on actual navigable waters in the course of employment is covered under the lhwca

assistant: The best answer is A. holding that to achieve goals of cwa epa is required to establish and enforce technologybased limitations on individual discharges into the countrys navigable waters from point sources
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: mandated.”); United States v. Hooker, 418 F.Supp. 476, 479 (M.D.Pa.1976), aff'd mem., 547 F.2d 1165 (3d Cir.1976), cert. denied, 430 U.S. 950, 97 S.Ct. 1591, 51 L.Ed.2d 799 (1977) (District Court stating that “[a] bail reduction hearing is not a ‘critical stage’ of the proceedings where the defense on the merits would be impaired without the assistance of counsel.”); Padgett v. State, 590 P.2d 432, 436 (Alaska 1979) (“The setting of bail is ... not an adversary confrontation wherein ‘potential substantial prejudice’ to ‘the defendant’s basic right to a fair trial’ inheres, but rather is limited to the issue of interim confinement.”) (quoting United States v. Wade, 388 U.S. 218, 227, 87 S.Ct. 1926, 1932, 18 L.Ed.2d 1149, 1157 (1967)); Ex parte Stewart, 853 So.2d 901, 904 (Ala.2002) (<HOLDING>) In Coleman v. Alabama, supra, the United Options: A. holding in the context of an initial appearance at which bail was set that the fact that the court may determine or evaluate the conditions for release does not create an adversarial proceeding or a critical stage B. holding that sentencing is a critical stage of criminal proceedings and the offer of counsel must be renewed at each critical stage where the defendant appears without counsel C. recognizing structural error where counsel was prevented from assisting the accused during a critical stage of the proceeding D. holding that the filing of a motion for a new trial is a critical stage of the prosecution and that an indigent defendant is constitutionally entitled to the assistance of counsel at that stage E. holding that a valid waiver of counsel at an early stage of the proceeding does not continue in effect through a subsequent stage

assistant: The best answer is A. holding in the context of an initial appearance at which bail was set that the fact that the court may determine or evaluate the conditions for release does not create an adversarial proceeding or a critical stage
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 any limits on applicability contained therein, the provisions of Sections 11-17 and 20-27 hereof shall survive and continue in full force in accordance with their terms notwithstanding any termination of this Agreement. Likewise, in the event that the Corporation or a Successor (see Section 26(a)) is obligated to make payments to Executive under this Agreement, and Executive dies before all such payments are made, then the balance of those payments shall be made to Executive's estate.

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 legal provision and list the applicable contract clause categories. Provision: The execution and delivery by the Company of this Agreement, and the consummation by the Company of the transactions contemplated hereby, do not and will not, directly or indirectly (with or without notice or lapse of time or both), and the compliance by the Company with its obligations hereunder will not, directly or indirectly (with or without notice or lapse of time or both), (i) result in a violation or breach of, or conflict with, the Company’s articles of incorporation or bylaws, (ii) conflict with or violate any law applicable to the Company or any of its subsidiaries or by which any property or asset of the Company or any of its subsidiaries is bound, (iii) result in any violation or breach of, or conflict with, any provisions of, or constitute (with or without notice or lapse of time, or both) a default (or give rise to any right of purchase, termination, amendment, acceleration, or cancellation) under, or result in the loss of any benefit under, or result in the triggering of any payments pursuant to, any of the terms, conditions, or provisions of, any material contract to which the Company or any of its subsidiaries is a party or by which it or any of its properties or assets may be bound, or (iv) result in the creation of any material Lien on any property or asset of the Company or any of its subsidiaries, except, with respect to clauses (ii) and (iii), for any such conflict, violation, breach, default, right of purchase, termination, amendment, acceleration or cancellation, loss of any benefit, or payment that would not reasonably be expected to have, individually or in the aggregate, a material adverse effect on the Company and its subsidiaries, taken as a whole.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Enter into any arrangement, directly or indirectly, with any person whereby it shall sell or transfer any property, real or personal, used or useful in its business, whether now owned or hereafter acquired, and thereafter, as part of such transaction, rent or lease such property or other property that it intends to use for substantially the same purpose or purposes as the property being sold or transferred (a “ Sale and Lease-Back Transaction ”); provided , that a Sale and Lease-Back Transaction shall be permitted (a) with respect to (i) Excluded Property, (ii) property owned by the Borrower or any Subsidiary Loan Party that is acquired after the Closing Date so long as such Sale and Lease-Back Transaction is consummated within 365 days of the acquisition of such property or (iii) property owned by any Subsidiary that is not a Loan Party regardless of when such property was acquired, and (b) with respect to any other property owned by the Borrower or any Subsidiary Loan Party, (x) if such Sale and Lease-Back Transaction is of property owned by the Borrower or any Subsidiary Loan Party as of the Closing Date, the Net Proceeds therefrom are used to prepay the Term Loans to the extent required by Section 2.11(b) and (y) with respect to any Sale and Lease-Back Transaction pursuant to this clause (b) with Net Proceeds in excess of $2,000,000 individually or $10,000,000 in the aggregate in any fiscal year, the requirements of the last paragraph of Section 6.05 shall apply to such Sale and Lease-Back Transaction to the extent provided therein.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: (i) Engage, or permit any ERISA Affiliate to engage, in any transaction described in Section 4069 of ERISA; (ii) engage, or permit any ERISA Affiliate to engage, in any prohibited transaction described in Section 406 of ERISA or 4975 of the Internal Revenue Code for which a statutory or class exemption is not available or a private exemption has not previously been obtained from the U.S. Department of Labor; (iii) adopt or permit any ERISA Affiliate to adopt any employee welfare benefit plan within the meaning of Section 3(1) of ERISA which provides benefits to employees after termination of employment other than as required by Section 601 of ERISA or applicable law; (iv) fail to make any contribution or payment to any Multiemployer Plan which it or any ERISA Affiliate may be required to make under any agreement relating to such Multiemployer Plan, or any law pertaining thereto; or (v) fail, or permit any ERISA Affiliate to fail, to pay any required installment or any other payment required under Section 412 of the Internal Revenue Code on or before the due date for such installment or other payment.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: There has not been committed by any Borrower nor to Borrower’s Knowledge has any Tenant, any other person in occupancy of or involved with the operation or use of the Projects any act or omission affording the federal government or any state or local government the right of forfeiture as against the Projects or any part thereof or any monies paid in performance of Borrowers’ obligations under any of the Loan Documents or the Environmental Indemnity Agreement. Borrowers hereby covenant and agree not to commit or permit to exist, to the extent within Borrowers’ control, any act or omission affording such right of forfeiture.

assistant: Forfeitures
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 Participant recognizes and acknowledges that the opportunity to earn compensation or receive Shares under this Agreement is adequate consideration for the covenants set forth in this Section 11. The Participant further acknowledges that the Company has no adequate remedy at law should the Participant violate or threaten to or attempt to violate any one or more of the covenants in this Section 11, and the Participant agrees that the Company is entitled to an injunction or other equitable relief restraining the Participant from violating or threatening to or attempting to violate any one or more of the covenants set forth in this Section 11 and, prior to a Change in Control, any PSUs that have not yet vested or Shares that have not yet been delivered to the Participant shall be forfeited as a result of any such action.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: (a) On or after the Acquisition Effective Date, the Borrower may from time to time request that an Issuing Lender issue a Letter of Credit. To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit by electronic communication, if arrangements for doing so have been approved by the relevant Issuing Lender) to such Issuing Lender an Application requesting the issuance of the Letter of Credit and specifying the requested date of issuance of such Letter of Credit (which shall be a Business Day) and, as applicable, specifying the date of amendment, renewal or extension (which shall be a Business Day), the Agreed Currency applicable thereto, the date on which such Letter of Credit is to expire (which shall comply with Section 3.5(a)(iii)), the amount of such Letter of Credit, the name and address of the beneficiary thereof and such other information and documents, including any Issuer Documents, as shall be necessary to prepare, amend, renew or extend such Letter of Credit. Such Application shall be accompanied by documentary and other evidence of the proposed beneficiary’s identity as may reasonably be requested by such Issuing Lender to enable such Issuing Lender to verify the beneficiary’s identity or to comply with any applicable laws or regulations, including, without limitation, Section 326 of the Patriot Act. Provided such Issuing Lender has determined that the issuance, amendment, renewal or extension of the requested Letter of Credit in favor of the identified beneficiary is in compliance with U.S. Treasury and U.S. Department of Commerce regulations and other applicable governmental laws, rules and regulations (including, without limitation, the U.S. Office of Foreign Asset Control regulations), upon receipt of all required approvals, such Issuing Lender will issue, amend, renew or extend the requested Letter of Credit for the account of the Borrower in such form as may be approved by such Issuing Lender, which shall have been approved by the Borrower, within (i) in the case of an issuance, five (5) Business Days of the date of the receipt of the Application and all related information and (ii) in the case of an amendment, renewal or extension, three (3) Business Days of the date of the receipt of the Application and all related information. Each Issuing Lender shall furnish a copy of such Letter of Credit to the Borrower (with a copy to the Administrative Agent) promptly following the issuance thereof. An Issuing Lender shall promptly furnish to the Administrative Agent, which shall in turn promptly furnish to the Lenders, notice of the issuance (or, amendment, extension or renewal, as applicable) of each Letter of Credit (including the amount thereof and the Agreed Currency applicable thereto) issued by such Issuing Lender.

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: The Company will from time to time promptly pay all taxes and charges that may be imposed upon the Company in connection with the issuance or delivery of shares of Common Stock upon the exercise of this Warrant, but the Company shall not be obligated to pay any transfer taxes with respect to this Warrant or such shares.

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: mark for comparative purposes. ConAgra was aware of the HEALTHY RECIPES registration. It had concluded that despite the fact that the package on the HEALTHY RECIPES product used a good bit of green, like ConAgra, and the word “Healthy” was used in the mark, the HEALTHY RECIPES mark was not confusingly similar. This was true according to a ConAgra executive because ConAgra did not have the right to exclusive use of the word “Healthy” and the word “Recipes” was not synonymous with the word “Choice” (filing 85, Hughes deposition, TR 89:2-25; 90:1-24). I agree with ConAgra that “dissection” of a mark based upon minute similarities or dissimilarities is inappropriate as suggested in the case cited by ConAgra, Grandpa Pidgeon’s of Missouri v. Borgsmiller, 477 F.2d 586, 587 (C.C.P.A.1973) (<HOLDING>). However, I do not believe Hormel suggests the Options: A. holding that in light of the evidence it strains credulity to believe that the two corporations have no corporate connection as defendants assert and thus service on one did not effect service on the other B. holding that trial court apparently merged two robbery offenses before sentencing as it imposed only one 20year sentence C. holding that it was inappropriate to dissect two figures of a grandpa on the basis that one was slightly stooped and the other apparently spry D. holding that government avoided committing prejudicial error despite having included two statutory offenses in one count of indictment because government did not offer evidence as to the violation of one of the statutes and the trial court did not convict on that basis E. holding that the defendants sentence for robbery was not inappropriate

assistant: The best answer is C. holding that it was inappropriate to dissect two figures of a grandpa on the basis that one was slightly stooped and the other apparently spry
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: See id. at 281, 117 S:Ct, 2028 ("We do not think Treasure Salvors ... is helpful to the Tribe because the state officials there were acting beyond the authority conferred upon them by the State, a theory the Tribe does not even attempt to pursue in the case before us.” (internal citation omitted)). 11 . Because the Court in Inyo County determined the tribe sought to assert sovereign rights, the Court did not definitively resolve whether a sovereign could sue under § 1983 to vindicate personal, non-sovereign rights. Inyo County, 538 U.S. at 710-12, 123 S.Ct. 1887. Subsequently, certain of our sister circuits appear to have provided different answers to that question, albeit in differing contexts. Compare Va. Office for Prot. & Advocacy v. Reinhard, 405 F.3d 185, 190 (4th Cir.2005) (<HOLDING>), with Keweenaw Bay Indian Cmty. v. Rising, 569 Options: A. holding that the state police is a state agency B. holding that an action naming a state entity as a defendant did not constitute an action against the state because the state entity was sued in its capacity as receiver C. holding that the university of colorado is an arm of the state for purposes of sovereign immunity D. holding state university is not a person under 1983 E. holding a state agency as an arm of the state cannot constitute a person under 1983 because it is a sovereign entity

assistant: The best answer is E. holding a state agency as an arm of the state cannot constitute a person under 1983 because it is a sovereign entity
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: tort liability. On the other hand, there are a number of principles that would lead to the opposite conclusion. First, our courts have held that a statute is to be interpreted as the legislature understood it at the time of enactment. State v. Morrison, 1999 NMCA th. 207, 477 A.2d 36, 39 (1984) (applying state statute to public lands), overruled by Pennsylvania Dep’t of Envtl. Res. v. Auresto, 511 Pa. 73, 511 A.2d 815, 816-17 (1986). Our courts cited this proposition the very year the legislature passed the RUS, providing some evidence that the legislature would not have understood the word “owner” to include government entities, even if they were subject to tort liability at the time. See State ex rel. State Highway Comm’n v. City of Aztec, 77 N.M. 524, 526, 424 P.2d 801, 803 (1967) (<HOLDING>); see also S. Union Gas Co. v. N.M. Pub. Serv. Options: A. holding that constitutional provision requiring municipalities to pass an ordinance in order to incur debt applied to debt to the state as well as private entities but acknowledging the canon of construction that a sovereign is presumptively not intended to be bound by its own statute unless included by the clearest implication B. holding same as to an easement by implication C. holding that effect of discharge of debt under bankruptcy code is the same as it was under the 1898 bankruptcy act it is not an extinguishment of the debt but only a bar to enforcement of the debt as a personal obligation of the debt or D. holding that effect of bankruptcy discharge under arizona law is not an extinguishment of the debt but only a bar to enforcement of the debt as a personal obligation of the debtor E. holding that a debt collectors filing of a lawsuit on a debt that appears to be timebarred is an unfair and unconscionable means of collecting the debt

assistant: The best answer is A. holding that constitutional provision requiring municipalities to pass an ordinance in order to incur debt applied to debt to the state as well as private entities but acknowledging the canon of construction that a sovereign is presumptively not intended to be bound by its own statute unless included by the clearest implication
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 the accounts and records referred to in subsection (a), each Revolving Credit Lender and the Administrative Agent shall maintain in accordance with its usual practice accounts or records (including the Participant Register maintained pursuant to Section 13.9(d) ) evidencing the purchases and sales by such Revolving Credit Lender of participations in L/C Obligations and Swingline Loans. In the event of any conflict between the accounts and records maintained by the Administrative Agent and the accounts and records of any Revolving Credit Lender in respect of such matters, the accounts and records of the Administrative Agent (including the Participant Register maintained pursuant to Section 13.9(d) ) shall control in the absence of manifest error.

assistant: Participations
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 liable for Electric Mobility’s out-of-pocket expenses incurred prior to January 20, 1989. In support of their motion, the Defendants argue that the allegation in the First Amended Complaint rises to the level of a judicial admission. See Defs.’ Out-of-Pocket Expense Reply at 2-3. Electric Mobility, on the other hand, contends that the existence of conflicting deposition testimony regarding the time frame of the dispute precludes summary judgment on its out-of-pocket expense claim. See Pl.’s Out-of-Pocket Expense Mem. at 8-9. In addition, Electric Mobility als a Motor Co., 976 F.2d 58, 61 (1st Cir.l992)(affirming the District Court’s finding of a judicial admission from a “clear[] and unambiguous[ ]” allegation in the complaint); In re Corland Corp., 967 F.2d 1069, 1074 (5th Cir.l992)(<HOLDING>). When a statement meets such a threshold, Options: A. holding that statements in proof of loss are not conclusive claimant could explain statements B. holding that only deliberate clear and unambiguous statements are judicial admissions C. holding that only deliberate clear and unequivocal statements can constitute conclusive judicial admissions D. recognizing that statements in appellees brief can constitute judicial admissions E. holding that the waiver of sovereign immunity must be clear and unequivocal

assistant: The best answer is C. holding that only deliberate clear and unequivocal statements can constitute conclusive judicial admissions
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 courts. Although, before now, we have not addressed directly this precise question, we have indicated in dicta that “the provision of counsel can be a means of accessing the courts” that satisfies a state’s constitutional obligation to provide pretrial detainees with access to the courts. Benjamin v. Fraser, 264 F.3d 175, 186 (2d Cir.2001) (considering whether prison restrictions on detainees’ contact with their attorneys violated the detainees’ constitutional rights to counsel and of access to the courts). Moreover, several of our sister circuits already have interpreted appointment of counsel as a valid means of providing pretrial detainees and other prisoners with constitutionally mandated access to the courts. See, e.g., United States v. Smith, 907 F.2d 42, 45 (6th Cir. 1990) (<HOLDING>); Peterkin v. Jeffes, 855 F.2d 1021, 1042 (3d Options: A. recognizing that a criminal defendants right to counsel is the right to the effective assistance of counsel B. holding that the state does not have to provide access to a law library to defendants in criminal trials who wish to represent themselves and waive their right to counsel C. holding that the total denial of all access to the law library for seven months violated the plaintiffs constitutional right of access to the courts D. holding that prisoner did not have right to access law library because he had courtappointed counsel E. holding that defendants have a right to counsel in criminal proceedings

assistant: The best answer is B. holding that the state does not have to provide access to a law library to defendants in criminal trials who wish to represent themselves and waive their right to counsel