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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: be one that arises from an actual environment of commingled functions.” Id. at 281-82, 648 A.2d at 307 (emphasis in original). The focus must be “the nature of the process actually provided.” Id. at 282, 648 A.2d at 307 (emphasis in original). “In the absence of any actual commingling, ... due process guarantees are being adequately protected.” Id. at 283, 648 A.2d at 308. Since our Supreme Court’s decisions in Lyness and Stone, however, this Court has distinguished cases involving independent administrative agencies, acting as regulators, from eases involving school boards acting as employers. See Harmon v. Mifflin Cnty. Sch. Dist., 651 A.2d 681 (Pa.Cmwlth.1994); see also Behm v. Wilmington Area Sch. Dist., 996 A.2d 60 (Pa.Cmwlth.2010), appeal denied, — Pa. —, 23 A.3d 1057 (2011) (<HOLDING>). In Harmon, we spoke of a “continuum” of due Options: A. holding that the ind trial rules do not apply to actions before the board B. holding that lyness does not apply to residency proceedings before school board C. holding that petitioners status as school board members does not permit them to step into the shoes of the school board and invoke its right to appeal D. holding injunction requiring elections board to apply proper residency standard in future was unnecessary and inappropriate where board was already obligated to follow the law and there was nothing in the record to suggest that it would not do so E. holding that the confrontation clause did not apply to proceedings before a draft board because such proceedings are not stages in a criminal prosecution

assistant: The best answer is B. holding that lyness does not apply to residency proceedings before school board
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 United States Supreme Court has also recognized that “the constitutionality of a vague statutory standard is closely related to whether that standard incorporates a requirement of mens rea.” Colautti v. Franklin, 439 U.S. 379, 395 n. 13, 99 S.Ct. 675, 685 n. 13, 58 L.Ed.2d 596 (1979). While “the requirement that the act must be willful or purposeful may not render certain, for all purposes, a statutory definition of the crime which is in some respects uncertain ... it does relieve the statute of the objection that it punishes without warning an offense of which the accused was unaware.” Id. (quoting Screws v. United States, 325 U.S. 91, 101-02, 65 S.Ct. 1031, 1035-36, 89 L.Ed. 1495 (1995), (plurality opinion)). See, e.g., Village of Hoffman Estates, at 499, 102 S.Ct. at 1193-94 (<HOLDING>); Robinson v. State, 600 A.2d 356, 365 (1991). Options: A. recognizing that statutes requiring intent are not likely to be invalidated because of vagueness B. holding residual clause of acca void for vagueness C. holding the statutory scheme of two federal laws was not void for vagueness and did not violate equal protection or due process even though the defendants conduct violated both laws D. recognizing that laws and regulations may bear upon the existence of a constitutional interest E. recognizing that a scienter requirement may mitigate a laws vagueness

assistant: The best answer is E. recognizing that a scienter requirement may mitigate a laws vagueness
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: skyscanner may suspend your use of the skyscanner services and/or skyscanner platforms without notice at any time , without incurring any liability to you whatsoever .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement may not be assigned by Employee or Employer, except that this Agreement shall be binding upon and shall inure to the benefit of the successor of Employer through merger or corporate reorganization. Any attempted assignment in violation of this paragraph 15 shall be null and void.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: United States v. Raddatz, 447 U.S. 667, 673-676, 100 S.Ct. 2406, 65 L.Ed.2d 424 (1980)). 7 . See also Morris v. Reynolds, 264 F.3d 38, 45-46 (2d Cir.2001) (discussing the AEDPA standard of review), cert. denied, 536 U.S. 915, 122 S.Ct. 2381, 153 L.Ed.2d 199 (2002). 8 . See also Sellan v. Kuhlman, 261 F.3d 303, 309-310 (2d Cir.2001). 9 . Moxley’s claim is based on clearly established federal law, i.e., Batson v. Kentucky, 476 U.S. 79, 106 S.Ct. 1712, 90 L.Ed.2d 69 (1986). 10 . See also Overton v. Newton, 295 F.3d 270, 275 (2d Cir.2002). 11 . The prosecutor's reason for striking Patterson was the "prospective juror’s lack of significant employment experiences." R & R at 18; Tr. at 306-309. Such a basis is not inappropriate. See United States v. Tucker, 836 F.2d 334, 340 (7th Cir.1988) (<HOLDING>). 12 . Moxley failed to offer any evidence that Options: A. holding that trial courts erroneous refusal to strike juror for cause impaired defendants statutory right to his allotted number of peremptory challenges B. holding that is not the fact that a jury is all white or all black that violates batson rather it is the racially discriminatory use of peremptory challenges to strike jurors C. holding that trial judges determination that the prosecutors use of peremptory challenges to strike all four africanamerican venirepersons for lack of education and business experience was not pretextual was not clearly erroneous D. holding that batson applies to a prosecutors use of peremptory challenges regardless of whether the stricken juror is of the same race as the defendant E. holding that pretext may be established by proving that prosecutors used their peremptory challenges to exclude africanamerican venirepersons for a given reason or reasons but then failed to apply the same reason or reasons to exclude similarly situated white venirepersons

assistant: The best answer is C. holding that trial judges determination that the prosecutors use of peremptory challenges to strike all four africanamerican venirepersons for lack of education and business experience was not pretextual was not clearly erroneous
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Except as provided herein, each Party to this Contract shall with respect to the other Party’s “ Indemnitees ” (consisting of the other Party, its Affiliates and each of their respective directors, officers, employees, agents, representatives, and the successors and assigns of any of the foregoing), defend, indemnify, release, reimburse and hold harmless the Indemnitees for, from and against any claims, demands, expenses (including penalties, interest and reasonable attorneys’ fees), and causes of action asserted against them by any third Person (including without limitation employees of either Party or any Governmental Authority) for personal injury or death, or the loss or damage to property, to the extent arising out of or resulting from the indemnifying Party’s operations or performance hereunder (including any failure to perform or default by the indemnifying Party), the willful or negligent acts or omissions of the indemnifying Party, or from the indemnifying Party’s failure to comply with Laws relevant and applicable to the Delivery or receipt of Fuel. Where such personal injury, death or loss of or damage to property is the result of the negligence or misconduct of both the Parties hereto, the Parties expressly agree to indemnify in proportion to each Party’s share of such negligence or misconduct.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Corporation shall withhold all applicable taxes from any amounts payable under this Agreement, including, but not limited to, any federal, foreign, state and local taxes; and all such amounts described in this Agreement shall be paid net of such taxes.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement, including the appendices hereto, contains and comprises the entire understanding and agreement between Executive and SHO and fully supersedes any and all other prior agreements or understandings between Executive and SHO (including Executive’s Executive Severance Agreement dated August 2, 2012 between Executive and Sears Holdings Corporation, which had been assigned to, and assumed by, SHO), in each case with respect to the subject matter contained herein, and may be amended only by a writing signed by (a) one of the Vice President of Human Resources or the Vice President, General Counsel and Secretary (or equivalent) of SHO and (b) Executive.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: it concerns a change of work schedule and attendant reduction in pay. Although both Shebar and Woolley involve implied contracts that protect the employee against arbitrary termination, the principle of holding an em , 46 Cal.Rptr.2d 427, 904 P.2d 834, 839 (1995) (“[TJhere is no rational reason why an employer’s policy that its employees will not be demoted except for good cause, like a policy restricting termination or providing for severance pay, cannot become an implied term of an employment contract.”); Sledge v. New Haven Coliseum Auth., 1996 WL 548163 (Conn.Super.1996) (recognizing employee’s right to establish implied contract governing right to annual performance evaluations and wage and benefit reviews); Popovich v. Bekaert Corp., 222 Ga.App. 395, 474 S.E.2d 286, 288 (1996) (<HOLDING>). The Appellate Division held that the evidence Options: A. holding that an employers promise to pay a bonus to an employee was not enforceable where the employee was already obligated under a written contract to perform the services in question B. holding that employee may claim contract created based on employer promise of severance pay to employee C. holding county employee with unenforceable contract was atwill employee D. holding that severance pay policy was part of employment contract E. holding that under texas law a contract may be terminable at will and without cause but an employer cannot promise to pay employee a certain wage and then unilaterally decide to pay employee less for work she has already performed

assistant: The best answer is B. holding that employee may claim contract created based on employer promise of severance pay to employee
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 Board may amend, alter, suspend, discontinue, or terminate the Plan or any portion thereof at any time; provided , that (i) no amendment to Section 13(b) (to the extent required by the proviso in such Section 13(b)) shall be made without stockholder approval and (ii) no such amendment, alteration, suspension, discontinuation or termination shall be made without stockholder approval if such approval is necessary to comply with any tax or regulatory requirement applicable to the Plan (including, without limitation, as necessary to comply with any rules or requirements of any securities exchange or inter-dealer quotation system on which the shares of Common Stock may be listed or quoted); provided , further , that any such amendment, alteration, suspension, discontinuance or termination that would materially and adversely affect the rights of any Participant or any holder or beneficiary of any Award theretofore granted shall not to that extent be effective without the consent of the affected Participant, holder or beneficiary.

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 case excerpt and choose the best holding from the options. Case excerpt: should not apply to a holder of a § 523 judgment because a general discharge under § 727 does not discharge a debt not dis-chargeable under § 523 and thus, it made no sense to require a creditor to wait until the general discharge is granted. 27 . In Watson, the court viewed a discharge-ability judgment as being analogous to a determination whether a claim should be allowed and, if allowed, the amount to be allowed. Neither aspect of the claims resolution process involves the grant of relief from the automatic stay. Arguments by analogy can have their limitations and I do not necessarily endorse Watson's characterization of nondischargeability judgments in its entirety. The analogy does illustrate, however, that a determination of nondis-chargeability bears no particular legal or 91) (<HOLDING>). 30 .Once the Debtor was unable to cure her Options: A. holding that plan proposing and payment of nondischargeable student loan in full outside plan according to its terms for 54 months and 79 payment to unsecured creditors over 36 months did not discriminate unfairly among unsecured class B. holding that the debtor must pay the government interest at the rate the debtor would pay a commercial lender for a loan of equivalent amount and duration considering the risk of default and any security C. holding that a 56month chapter 13 plan that proposed to pay 17 of the anticipated dividend to student loan creditors while making no distribution to other unsecured creditors unfairly discriminates and could not be confirmed D. holding that plan did not unfairly discriminate against unsecured noteholder class receiving 327 percent recovery while awarding general unsecured creditors a 100 percent recovery because differing treatment was justified E. holding that the fresh start was a legitimate interest to discriminate in a plan whereby the debtor proposed to pay the student loan in full while paying 15 of the other unsecured claims

assistant: The best answer is E. holding that the fresh start was a legitimate interest to discriminate in a plan whereby the debtor proposed to pay the student loan in full while paying 15 of the other unsecured claims
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 sixteen-level enhancement], and (A) the defendant has previously been convicted of only one felony offense; (B) such offense was not a crime of violence or firearms offense; and (C) the term of imprisonment imposed for such offense did not exceed one year, a downward departure may be warranted based on the seriousness of the aggravated felony. U.S. Sentencing Guidelines Manual § 2L1.2 commentary at n. 5 (1999) (emphasis added). Marquez was ineligible for a downward departure under Application Note 5 because he was sentenced to a term of three years’ imprisonment for his un derlying aggravated felony. Under the law of this circuit, the fact that Marquez’s three-year sentence was suspended is irrelevant. See United States v. Chavez-Valenzuela, 170 F.3d 1038, 1039-40 (10th Cir.1999) (<HOLDING>). We do not consider here the merits of Options: A. holding that a court may not change the term of sentence by subsequent amendment after the sentence becomes final B. holding that the court of criminal appeals has jurisdiction to review fines under the criminal sentencing reform act of 1982 because sentence is a broad term which encompasses a fine probation a term of imprisonment or any other form of punishment imposed by the court C. holding that if the record does not reflect that the sentence was pronounced in the defendants presence there is no sentence and the court is without jurisdiction to entertain an appeal D. holding that a sentence imposed for a violation of supervised release will be upheld where 1 the district court considered the applicable policy statements 2 the sentence is within the statutory maximum and 3 the sentence is reasonable E. holding that the term of imprisonment for purposes of application note 5 is the sentence imposed by the state court and that it shall not be decreased to reflect a suspension of any part of the sentence

assistant: The best answer is E. holding that the term of imprisonment for purposes of application note 5 is the sentence imposed by the state court and that it shall not be decreased to reflect a suspension of any part of the sentence
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Except as provided in the following sentence, payments received by Bank from Borrower under this Agreement will be made free and clear of and without deduction for any and all Taxes. If at any time any Governmental Authority, applicable law, regulation or international agreement requires Borrower to make any withholding or deduction of Taxes from any such payment or other sum payable hereunder to Bank or any assignee thereof and such Taxes are Indemnified Taxes, Borrower hereby covenants and agrees that the amount due from Borrower with respect to such payment or other sum payable hereunder will be increased to the extent necessary to ensure that, after the making of such required withholding or deduction, Bank or its assignee receives a net sum equal to the sum which it would have received had no withholding or deduction been required, and Borrower shall pay the full amount withheld or deducted to the relevant Governmental Authority. Borrower will, upon request, furnish Bank with proof reasonably satisfactory to Bank indicating that Borrower has made such withholding payment; provided , however , that Borrower need not make any withholding payment if the amount or validity of such withholding payment is contested in good faith by appropriate and timely proceedings and as to which payment in full is bonded or reserved against by Borrower. For the avoidance of doubt, in no event shall Borrower be obligated to make any payment to Bank or any successor or assign under this Section 2.5(a), or to otherwise indemnify and hold Bank or any successor or assign harmless, on account of the loans hereunder failing to qualify for the portfolio interest exemption under the Internal Revenue Code (notwithstanding, without limitation, the provision of any certificate with respect to such exemption by Bank or any successor assign in accordance with Section 2.5(b)).

assistant: Withholdings
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 has full power, authority and legal right to enter into this Agreement and the other Note Documents and to perform all its respective Obligations hereunder and thereunder. This Agreement and the other Note Documents have been duly executed and delivered by each Note Party, and this Agreement and the other Note Documents constitute the legal, valid and binding obligation of such Note Party enforceable in accordance with their terms, except as such enforceability may be limited by any applicable bankruptcy, insolvency, moratorium or similar laws affecting creditors’ rights generally. The execution, delivery and performance of this Agreement and of the other Note Documents (a) are within such Note Party’s powers under its Organization Documents, have been duly authorized by all necessary corporate, limited partnership, company or other organizational action, as applicable, are not in contravention of law or the terms of such Note Party’s Organization Documents or to the conduct of such Note Party’s business or of any material agreement or undertaking to which such Note Party is a party or by which such Note Party or any of its property is bound, (b) will not conflict in any material respect with or violate any law or regulation, or any judgment, order or decree of any Governmental Body or any material mortgage, indenture, contract, agreement, judgment, decree or order binding on any Note Party or any of their Restricted Subsidiaries or affecting the Collateral, (c) will not require the Consent of any Governmental Body, any party to a Material Contract or any other Person, except those Consents set forth on Schedule 5.1 hereto, all of which will have been duly obtained, made or complied with prior to the Closing Date and which are in full force and effect or the failure of which to obtain would not reasonably be expected to result in a Material Adverse Effect, and (d) will not conflict with, nor result in any breach of any of the provisions of or constitute a default under or result in the creation of any Lien except Permitted Encumbrances upon any asset of such Note Party and its Restricted Subsidiaries under the provisions of any agreement, instrument, Organization Document or other instrument to which such Note Party and its Restricted Subsidiaries are party or by which they or their property is a party or by which they may be bound or any material mortgage, indenture, contract, agreement, judgment, decree or order binding on any Note Party or any of their Restricted Subsidiaries or affecting the Collateral.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: review, we assume, for the purpose of our analysis, that Plaintiffs have satisfied the first three prongs of the Walton test. 5 . Although we recognize that negligent construction will also suffice to waive the state's immunity under the fourth prong of the Walton test, Springer, 13 P.3d at 800, neither Ms. Hawkins nor the Medinas alleged negligent construction of Highway 6 as a basis for waiver of the state's immunity under the CGIA, and we therefore do not consider it further. 6 . For example, the state's duty of maintenance does not require it to eliminate the risk attributable to the changing use of a highway because this risk is not attributable to the road but to external sources such as an increase in traffic. Cf. Karr v. City & County of Denver, 677 P.2d 1384, 1386 (Colo.1984) (<HOLDING>). Accordingly, because the injury attributable Options: A. holding that the crucial distinction that rendered the public entity liable for a private actors inaccessibility was that the public entity had contracted with the private actor for it to provide aid benefits or services to beneficiaries of the public entitys redevelopment program B. holding that land dedicated for a public street may not be leased to a private entity for private use C. holding that if property is not property1 of the public entity then the public entity cannot be subject to suit under the dangerous condition waiver D. holding that the public entity was not required to modify or improve intersection based on changing use E. holding that the use of a corset spring device was public although the use was by its nature not visible to the general public

assistant: The best answer is D. holding that the public entity was not required to modify or improve intersection based on changing use
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: you may not use the services or any ua content or other information displayed on or made available by the services to stalk , harass , abuse , defame , threaten , or defraud others .

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: strikes than those provided under Federal Rule of Criminal Procedure 24(b), they had two strikes remaining after they used one to strike Juror 14, and they have offered no evidence that the jury that was ultimately seated was biased. Even if Juror 14 should have been excused for cause, the defendants suffered no Rule violation or Due Process violation. See United States v. Martinez-Salazar, 528 U.S. 304, 307, 120 S.Ct. 774, 145 L.Ed.2d 792 (2000) (“[I]f the defendant elects to cure [the district court’s error in refusing to dismiss a juror for cause] by exercising a peremptory challenge, and is subsequently convicted by a jury on which no biased juror sat, he has not been deprived of any rule-based or constitutional right.”); United States v. Powell, 226 F.3d 1181, 1186 (10th Cir.2000) (<HOLDING>), cert. denied, 531 U.S. 1166, 121 S.Ct. 1128, Options: A. holding that a complete failure to serve a defendant with process deprives the trial court of personal jurisdiction violates due process and results in a judgment that is void as to that defendant and subject to challenge at any time B. holding that a criminal defendant has a due process right to present evidence and that exclusion of evidence for a defense discovery violation should be imposed only if no other remedy suffices C. holding that the defendant suffered no rule or due process violation as to a particular prospective juror that should have been excused for cause where defendant used his last peremptory strike to remove that juror D. holding that in similar factual situation no due process violation occurred E. holding violation of due process to penalize a criminal defendant for pursuing statutory right of appeal

assistant: The best answer is C. holding that the defendant suffered no rule or due process violation as to a particular prospective juror that should have been excused for cause where defendant used his last peremptory strike to remove that juror
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 defendants, contend that, assuming their conduct was unlawful and negligent as charged in the complaint, it was nevertheless not the proximate cause of the injuries suffered. But a tortfeasor is generally held answerable for the injuries which result in the ordinary course of events from his negligence and it is generally sufficient if his negligent conduct was a substantial factor in bringing about the injuries. The fact that there were also intervening causes which were foreseeable or were normal incidents of the risk created would not relieve the tortfeasor of liability. Ordinarily these questions of proximate and intervening cause are left to the jury for its factual determination. [Ibid, (citations omitted).] See also, J.S. v. R.T.H., 155 N.J. 330, 352, 714 A.2d 924 (1998) (<HOLDING>); Cowan v. Doering, 111 N.J. 451, 465-66, 545 Options: A. holding that prolonged sexual abuse of neighboring adolescent girls by defendants husband with known proclivity for such behavior not a superseding cause of wifes negligent failure to warn victims or take other reasonable steps to prevent harm to them B. holding that defense may only be raised in context of negligent failure to warn claims C. holding the wifes testimony that husbands release would cause psychological harm to other family members was insufficient to support commitment courts finding that husband would cause serious bodily harm to another person D. holding that section 4149 did not apply to the plaintiffs state law claims of breach of duty to protect foster care children from harm and of negligent supervision negligent entrustment and negligent failure to warn E. holding defendants prior conviction for assault related to sexual abuse of a minor even though it did not require an act of sexual abuse because it required intent to commit sexual abuse and such a mens rea demonstrate the offense was one relating to sexual abuse

assistant: The best answer is A. holding that prolonged sexual abuse of neighboring adolescent girls by defendants husband with known proclivity for such behavior not a superseding cause of wifes negligent failure to warn victims or take other reasonable steps to prevent harm to them
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 GRANTOR AND (BY ITS ACCEPTANCE OF THE BENEFITS OF THIS AGREEMENT) THE COMPANY WAIVES ANY RIGHT IT MAY HAVE TO TRIAL BY JURY IN RESPECT OF ANY LITIGATION BASED ON, ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT OR ANY OF THE OTHER TRANSACTION DOCUMENTS, OR ANY COURSE OF CONDUCT, COURSE OF DEALING, VERBAL OR WRITTEN STATEMENT OR OTHER ACTION OF THE PARTIES HERETO.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: ActiveSite represents, warrants and covenants as of the Effective Date that all Licensed Intellectual Property which has not been patented has been kept confidential, except for public disclosures customarily made in the industry, and except for disclosures to employees, consultants, agents and contractors of ActiveSite and its Affiliates, and to other Third Parties to whom ActiveSite has disclosed such Licensed Intellectual Property, in each case who have executed, and are subject to, confidential and proprietary information agreements that protect and limit the use and disclosure of the Licensed Intellectual Property in a manner comparable to the confidentiality and non-use provisions contained in Section 7.

assistant: Confidentiality
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 Borrower and Subsidiary has duly complied, and its Properties and business operations are in compliance, in all material respects with all Applicable Law, except where noncompliance could not reasonably be expected to have a Material Adverse Effect. There have been no citations, notices or orders of noncompliance issued to any Borrower or Subsidiary under any Applicable Law, except where such noncompliance could not reasonably be expected to have a Material Adverse Effect. No Inventory has been produced in violation of the FLSA.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement contains the entire agreement between the Parties regarding the obligations hereof and supersedes any prior understandings, agreements or representations by or between the Parties, written or oral, which may have related to the subject matter hereof in any way.

assistant: Integration
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: As of September 30, 2016, the authorized capital stock of Parent consisted solely of (a) 300,000,000 shares of Parent Common Stock, of which 101,644,294 shares were issued and outstanding, and (b) no shares of preferred stock, par value $0.01 per share, no shares of which were issued and outstanding. No other class of capital stock of Parent is authorized, issued, reserved for issuance or outstanding. All outstanding shares of capital stock of Parent are duly authorized, validly issued, fully paid and non-assessable. Except as disclosed in the Parent SEC Reports, there are no (i) securities convertible into or exchangeable or exercisable for shares of Parent capital stock, (ii) subscriptions, options, warrants, calls, rights, convertible securities or other contracts, agreements or commitments of any kind or character obligating Parent to issue, transfer or sell any of its capital stock, (iii) any equity equivalents or any agreements, arrangements or understandings granting any person any rights in Parent similar to capital stock. There are no outstanding obligations of Parent to repurchase, redeem or otherwise acquire any Parent capital stock. All securities of Parent have been issued in compliance with all applicable state and federal securities laws. Parent has, and at Closing will have, sufficient authorized shares of Parent Common Stock to enable it to issue the Adjusted Parent Shares and Indemnity Escrowed Shares at Closing.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Recipient agrees to notify Discloser in writing of any misappropriation or misuse of Confidential Information which may come to Recipient’s attention and agrees to cooperate with Discloser to regain possession of such information and prevent its further unauthorized use. Recipient acknowledges that monetary damages may not be a sufficient remedy for unauthorized disclosure of Confidential Information and that Discloser may be entitled, without waiving any other rights or remedies, to such injunctive or equitable relief as may be deemed proper by a court of competent jurisdiction without the necessity of posting any bond.

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: if skype provides you with a skype number or skype to go number , you agree that you do not own the number or have a right to retain that number forever .

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: by registering as a member or by using the vimeo service in any way , you accept these terms of service ( `` agreement '' ) , which forms a binding agreement between you and vimeo .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement supersedes any and all prior discussions and understandings between the parties and constitutes the entire Agreement between the Reinsurer and the Ceding Company with respect to the Policies. There are no understandings between the parties other than as expressed in this Agreement.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Each Borrower hereby represents and warrants to the Agent that (a) the execution, delivery and performance of this Amendment and any and all Other Documents executed and/or delivered in connection herewith have been authorized by all requisite corporate action on the part of each Borrower and will not violate the Articles or Certificate of Incorporation or By-Laws of any Borrower; and (b) each Borrower is in full compliance with all covenants and agreements contained in the Credit Agreement and the Other Documents, as amended hereby.

assistant: Representations
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: other than as stated in this section or as explicitly agreed upon in writing between you and spotify , the agreements constitute all the terms and conditions agreed upon between you and spotify and supersede any prior agreements in relation to the subject matter of these agreements , whether written or oral .

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: 14.1 you are solely responsible for compliance with any and all laws , rules , regulations , and tax obligations that may apply to your use of the airbnb platform .

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: Licensee on behalf of itself and its sublicensees and subcontractors shall indemnify, hold harmless, and defend Children’s, its Affiliates and its respective officers, directors, employees, representatives, students, agents, and independent contractors (“Children’s Indemnitees”) from and against any and all liability, losses, damages, costs, fees, and expenses, of any kind whatsoever in law or in equity, including reasonable attorneys’ fees, expert witness fees, and court costs, (collectively, “Losses”), that such Indemnitees may suffer resulting from any third party claims, demands, or judgments against such Indemnitees arising out of Licensee’s, its Affiliates or its sublicensees’ and/or any other party to whom access to the Licensed Rights are provided by Licensee or its Affiliates: (a) breach of this Agreement or any other agreement of Licensee with a third party relating to the Licensed Technology and/or Licensed Products; (b) exercise or practice of the rights granted hereunder by Licensee, its Affiliates and/or its sublicensees, including the manufacture, sale, offer for sale, importation, keeping, marking or use of Licensed Technology, Licensed Products and product liability relating to the same; (c) negligence, gross negligence or willful misconduct by its or its Affiliates and/or sublicensee, except, in each case of (a), (b), and (c), to the extent that any such claim, demand, or judgment is attributable to: (x) any breach of this Agreement by any Children’s Indemnitees; (y) negligence, recklessness or willful misconduct on the part of any Children’s Indemnitees; or (z) any breach by any Children’s Indemnitees of any applicable law, rule or regulation.

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: Jueng v. N.M. Dep’t of Labor, 121 N.M. 237, 240, 910 P.2d 313, 316 (1996) (internal ’ quotation marks and citations omitted). {9} The proper manner of service in this case is provided in NMSA 1978, § 38-1-17(A) & (H) (1970) and Rule 1-004(F)(3)(b) NMRA, which state that service on the State of New Mexico in any action in which a department is named a party is by “handing,” § 38-17-17(H), or “delivering,” Rule 1-004(F)(3)(b), the summons and complaint, or in this case the alternative writ and petition, to the head of the department and the attorney general. It is undisputed that there was no such service in this case, as Petitioner certified that she mailed the petition to the department head. See Wirtz v. State Educ. Ret. Bd., 1996-NMCA-085, ¶¶ 13-14, 122 N.M. 292, 923 P.2d 1177 (<HOLDING>). At the hearing, Trujillo informed the Options: A. holding that the statute is mandatory B. holding that when a statute and a guideline conflict the statute controls C. holding that under delawares longarm statute the act of mailing for purposes of subsection c3 is complete when the material is mailed even if the mailed material causes tortious injury within delaware D. holding that the language of the statute and the courts duty to apply the statute as written requires the court to interpret the statute to apply when the prisoner is sentenced without regard to the institution where the prisoner is incarcerated after the sentencing E. holding that mailing is insufficient when the statute requires delivery

assistant: The best answer is E. holding that mailing is insufficient when the statute requires delivery
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 LASH barges to a fleeting area in the Calcutta docks, moving them for loading and unloading purposes, and towing them back to Calcutta to be reloaded on the mother ship, according to schedule. The Memorandum Agreement specifies plainly that it is Eastern’s responsibility to ensure safe towing and handling of the barges in tow. Construction of a maritime contract is governed by maritime law. Theriot v. Bay Drilling Corp., 783 F.2d 527, 538 (5th Cir.1986). The court in Moore v. Phillips Petroleum Co., 912 F.2d 789 (5th Cir.1990) reviewed the unique characteristics of a time charter agreement: Under the traditional time-charter agreement, the time charterer directs the vessel’s commercial activities. It may designate the cargo to ine Office, Inc., 462 F.Supp. 485, 490 (E.D.La.1978) (<HOLDING>). The time charterer’s duties are different Options: A. holding an officer may order a passenger to get out of a car during a traffic stop and may frisk a passenger for weapons if the officer reasonably suspects the passenger is armed and dangerous B. holding that the time to disposition is more important than time to trial C. holding time charterer liable for injury to passenger during navigation in rough seas when time charterer decided to encounter the weather D. holding that the relevant time is the time of the employment decision E. holding that an encounter was consensual where the defendant was comfortable during the encounter chose not to leave and acquiesced to the officers request to answer questions

assistant: The best answer is C. holding time charterer liable for injury to passenger during navigation in rough seas when time charterer decided to encounter the weather
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Any term or provision of this Agreement that is invalid or unenforceable in any situation in any jurisdiction shall not affect the validity or enforceability of the remaining terms and provisions hereof or the validity or enforceability of the offending term or provision in any other situation or in any other jurisdiction. If the final judgment of a court of competent jurisdiction declares that any term or provision hereof is invalid or unenforceable, the Parties agree that the court making the determination of invalidity or unenforceability shall have the power to reduce the scope, duration or area of the term or provision, to delete specific words or phrases, or to replace any invalid or unenforceable term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Agreement shall be enforceable as so modified after the expiration of the time within which the judgment may be appealed.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: of his sister’s experience during the May 2001 detention. Specifically, Suntharalinkam’s asylum application stated that a bribe paid by his mother secured “our” release, whereas he testified at the hearing that his sister was released the day after they were first detained. The IJ asked Suntharalinkam to explain why he used the word “our” in his declaration, but Suntharalinkam’s response was “indiscernible” according to the hearing transcript. Because this detail does not affect or enhance the merits of Suntharalinkam’s claim, and because it was probably the result of a translation difficulty, we hold that an adverse credibility finding cannot be based on this purported inconsistency, which, again, may not have been one at all. See Zahedi v. INS, 222 F.3d 1157, 1167-68 (9th Cir.2000) (<HOLDING>). Eighth, the IJ noted that during Options: A. holding when one identified ground for an adverse credibility determination is supported by substantial evidence and goes to the heart of petitioners claim of persecution the court is bound to accept the ijs adverse credibility determination B. holding that substantial evidence supported an adverse credibility finding where the petitioners two asylum applications differed significantly regarding past persecution C. holding that ijs adverse credibility was not supported by substantial evidence where there were significant communication and translation problems during the asylum hearing and the discrepancies at issue were not crucial to petitioners claim D. holding that in light of an applicants omission of various relevant facts from his asylum application substantial evidence supported the ijs adverse credibility determination E. holding that minor discrepancies that do not involve the heart of the asylum claim are not an adequate basis for an adverse credibility finding

assistant: The best answer is C. holding that ijs adverse credibility was not supported by substantial evidence where there were significant communication and translation problems during the asylum hearing and the discrepancies at issue were not crucial to petitioners claim