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: 28 U.S.C. § 1291. We affirm. Inadequate Framing of the Issues Before we consider the substantive claims, we state our concern with Ms. Eacret’s failure properly to frame the issues presented on appeal. The single “issue” presented for our review is, instead, a blend of several claimed errors. The ar gument suffers from a similar lack of organization and specificity, combining various claims of error and their respective standards of review. Consequently, we are left to comb through the briefs and the record to ascertain not only what Ms. Eacret is arguing, but whether the agency committed any error. This is a dangerous practice, because we are not required to speculate on what a party is arguing or to craft her arguments for her. Threet v. Barnhart, 353 F.3d 1185, 1190 (10th Cir. 2003) (<HOLDING>); Perry v. Woodward, 199 F.3d 1126, 1141 n. 13 Options: A. holding appellate argument insufficiently developed declining to speculate on what evidence appellant claimed was ignored B. holding that the appellant waived this argument C. holding that the appellant developed his argument sufficiently to raise the issue for appellate review D. holding aljs listing of factors he considered was inadequate when court was left to speculate what specific evidence led the alj to his conclusion E. holding that the appellant waived an argument listed only in his summary of the argument

assistant: The best answer is A. holding appellate argument insufficiently developed declining to speculate on what evidence appellant claimed was ignored
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: Buyer’s execution, delivery and compliance with, and performance of the terms and provisions of, this Agreement, and the purchase of the Asset, will not (i) conflict with or result in any violation of its organizational documents, (ii) conflict with or result in any violation of any provision of any bond, note or other instrument of indebtedness, contract, indenture, mortgage, deed of trust, loan agreement, lease or other agreement or instrument to which Buyer is a party in its individual capacity or (iii) violate any Applicable Law relating to Buyer or its assets or properties.

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 case excerpt and choose the best holding from the options. Case excerpt: and left the company on May 5, 2010, three months before the August interviews for the ICS position and played no part in the ICS hiring decision. The Court agrees with Defendant that Mr. Hoover’s “old man” comments do not rise to the level of actionable discrimination under the present circumstances. Even viewed in the light most favorable to Plaintiff, the evidence does not demonstrate that Mr. Hoover was a decisionmaker who made deliberate statements showing discriminatory animus. Stray remarks uttered in an ambivalent manner and not tied directly to the Plaintiffs non-selection for the ICS position are insufficient to show discrimination. See Godwin v. Hunt Wesson, Inc., 150 F.3d 1217, 1221 (9th Cir.1998); Merrick v. Farmers Ins. Group, 892 F.2d 1434, 1438-39 (9th Cir.1990) (<HOLDING>); see also Nesbit v. Pepsico, Inc., 994 F.2d Options: A. recognizing that stray remarks are insufficient to raise an inference of discrimination and concluding that a comment by the decisionmaker that he selected a candidate for a promotion because the candidate was a bright intelligent knowledgeable young man was a stray remark that did not raise an inference of age discrimination B. holding that stray remark by decisionmaker referring to youth of employee promoted instead of age discrimination plaintiff was insufficient to prove the employer relied on illegitimate agerelated criteria C. holding that alleged reference to national origin by nondecisionmaker six months prior to plaintiffs termination was the kind of isolated stray remark insufficient without more to raise an inference of discrimination and defeat summary judgment D. holding that a remark by a decisionmaker made two years before termination was too remote in time to support a finding of pretext for intentional discrimination E. holding managers discriminatory remark indicative of age bias where buttressed by other evidence of discrimination and thus remark was not an isolated comment

assistant: The best answer is B. holding that stray remark by decisionmaker referring to youth of employee promoted instead of age discrimination plaintiff was insufficient to prove the employer relied on illegitimate agerelated criteria
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 and each Loan Party is in compliance in all material respects with the applicable provisions of ERISA, and no “reportable event,” as such term is defined in Section 4043 of ERISA, has occurred with respect to any Plan of Borrower or any Loan Party.

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: (a) The Oil and Gas Leases are valid, subsisting leases, superior and paramount to all other oil and gas leases respecting the properties to which they pertain; (b) the Mortgagor owns an interest in the oil and gas leases and properties described in Exhibit A or in the mortgages, amendments to mortgage and other instruments described in Exhibit A and, to the extent of the interest specified in the Certificates of Ownership Interests, has valid and defensible title to each property right or interest constituting the Mortgaged Property and has a good and legal right to make the grant and conveyance made in this Mortgage, it being understood that the Mortgagor’s interest in each Oil and Gas Lease or Operating Equipment shall exceed Mortgagor’s Net Revenue Interest in production from such Oil and Gas Lease to the extent of the Mortgagor’s proportionate share of all royalties, overriding royalties, and other such payments out of production burdening the Mortgagor’s interest in each such Oil and Gas Lease; (c) the Mortgagor’s present Net Revenue Interest in the Mortgaged Property is not less than that specified in the Certificates of Ownership Interests; (d) the Mortgaged Property is free from all encumbrances or liens whatsoever, except as may be specifically set forth in Exhibit A or in the mortgages, amendments to mortgage and other instruments described in Exhibit A or as permitted by the provisions of Section 4.5.6 ; and (e) the Mortgagor is not obligated, by virtue of any deficiency presently existing under any contract providing for the sale by the Mortgagor of Hydrocarbons which contains a “take or pay” clause or under any similar arrangement, to deliver Hydrocarbons at some future time without then or thereafter receiving full payment therefor. The Mortgagor will warrant and forever defend the Mortgaged Property unto the Mortgagee against every Person whomsoever lawfully claiming the same or any part thereof, and the Mortgagor will maintain and preserve the lien and security interest hereby created so long as any of the Secured Indebtedness remains unpaid.

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 case excerpt and choose the best holding from the options. Case excerpt: to join in the motion of defendants Crozer-Chester Medical Center and Joan K. Richards to dismiss the complaint (docket entry #13) is GRANTED AS UNOPPOSED; 6. The petition of defendant James E. Clark to join in the motion of defendant Richard Malamut to dismiss the complaint (docket entry # 14) is GRANTED AS UNOPPOSED; 7. The motion of defendants Sat P. Arora and Alan Barman to extend the time to join the motions of co-defendants (docket entry #16) is DENIED AS MOOT; and 8. The Clerk shall CLOSE this case statistically. 2 . The defendants in this matter are Crozer-Chester Medical Center, a Pennsylvania not-for-profit hospital in Upland, Pennsylvania, five doctors at Crozer-Chester (Sat P. Arora, M.D., James E. Clark, M.D., Phyllis A. Shapiro, M.D., Ala 2764, 73 L.Ed.2d 418 (1982) (<HOLDING>); Blum v. Yaretsky, 457 U.S. 991, 102 S.Ct. Options: A. holding that a state agency created under state law was a state actor B. holding that a privately owned nursing home that received ninety percent of its funding from the state and was subject to significant state regulation was nevertheless not a state actor C. holding that a state application for relief had not been properly filed because it was not accompanied by an oath as required by state law D. holding that a school was not a state actor even though it had to comply with many state regulations to be eligible for state funding and almost all of its students had been referred to it by the state E. holding that the state police is a state agency

assistant: The best answer is D. holding that a school was not a state actor even though it had to comply with many state regulations to be eligible for state funding and almost all of its students had been referred to it by the state
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: it is strictly prohibited to include information in your profile that suggests that you are a spotify employee or moderator or to otherwise pose as such an employee or moderator when using the spotify support community .

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: As soon as reasonably possible after the Closing, but in no event later than 90 days after such Closing, Buyer shall remove the names of Seller and its Affiliates, including “Stone” and all variations thereof, from the Assets. Promptly after Closing, Buyer shall make all requisite filings with, and provide the requisite notices to, the appropriate Governmental Authorities to accomplish all transactions contemplated by this Agreement.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: Media of Ill., L.L.C. v. City of Des Plaines, Ill., 391 F.Supp.2d 682, 687 (N.D.Ill.2005) (quoting United States v. Holm, 326 F.3d 872, 875 (7th Cir.2003)). Parties challenging a statute on First Amendment grounds may represent the interests of third parties “whose protected expression is prohibited or substantially burdened by the regulation.” Schultz v. City of Cumberland, 228 F.3d 831, 848 (7th Cir.2000). Additionally, businesses may represent their customers’ constitutional rights. See Craig v. Boren, 429 U.S. 190, 195, 97 S.Ct. 451, 50 L.Ed.2d 397 (1976) (beer vendors may challenge an alcohol regulation on equal protection grounds on behalf of their customers); Pierce v. Soc’y of the Sisters of the Holy Names of Jesus & Mary, 268 U.S. 510, 536, 45 S.Ct. 571, 69 L.Ed. 1070 (1925) (<HOLDING>); Ezell v. City of Chicago, 651 F.3d 684, 696 Options: A. holding that courts may rely solely on affidavits in granting preliminary injunctions B. holding that a litigant may not claim standing to assert the rights of a third party C. holding that school district policy requiring that students obtain the review and approval of school officials prior to distributing any written material violated free speech rights of students D. holding that school officials may not limit the first amendment rights of students and teachers to freedom of speech and expression E. holding that a school may assert the rights of its students parents and gathering cases granting injunctions to businesses on behalf of customers

assistant: The best answer is E. holding that a school may assert the rights of its students parents and gathering cases granting injunctions to businesses on behalf of customers
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 Unitholders hereby authorize TMLP and WMLP to publish and disclose in any announcement or disclosure required by the SEC and in the Proxy/Prospectus the Unitholder’s identity and ownership of the Covered Units and the nature of the Unitholders’ obligations under this Agreement.

assistant: Disclosures
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 hereby employs the Executive, and the Executive hereby accepts such employment, on an interim basis, as the Chief Financial Officer, Treasurer and Controller of the Company, effective as of the Effective Date, on the terms and subject to the conditions of this Agreement. The Executive agrees to perform such duties and responsibilities as are customarily performed by persons acting in such capacity or as are assigned to Executive from time to time by the Board of Directors of the Company or its designees. Additionally, the Executive agrees to assist with the recruiting and engagement of his successor as the Chief Financial Officer, Treasurer and Controller of the Company, and, upon employment of his successor during the Term, the Executive will no longer serve as the Chief Financial Officer, Treasurer and Controller of the Company. The Executive will report directly to the Chief Executive Officer of the Company.

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

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: if you choose to make a purchase through tinder online , you agree to pay tinder all charges at the prices displayed to you for the services you 've selected as well as any sales or similar taxes that may be imposed on your payments , and you authorize tinder to charge your chosen payment provider ( your `` payment method '' ) .

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: excepted from discharge any debts "created by ... fraud, embezzlement, misappropriation, or defalcation while acting as an officer, or in any fiduciary capacity.” Ch. 541, § 17, 30 Stat. 544, 550-51 (repealed 1978). 3 . See also In re Barton, 465 F.Supp. 918, 923 (S.D.N.Y.1979) ("The cases under section 17(a)(4) [of the Bankruptcy Act of 1898] regarding attorneys as fiduciaries are united in their prohibition of attorney conduct that affects funds or other property [entrusted to the attorney, under a retained claim of equitable title by the client.”); In re Schulman, 196 B.R. 688, 698 (Bankr.S.D.N.Y.1996) (noting that debtor-attorney’s conversion of client’s money is fiduciary fraud (citing In re Kane, 48 F.2d 96 (2d Cir.1931))); In re McDowell, 162 B.R. 136, 139 (Bankr.N.D.Ohio 1993) (<HOLDING>); Kwiat v. Doucette, 81 B.R. 184, 188-89 Options: A. holding a duty of care without more insufficient to satisfy the fiduciary relationship element of 523a4 the federal courts adopting this narrow interpretation of fiduciary for purposes of the bankruptcy code gen erally hold that an express or technical trust is necessary to trigger the defalcation provision of 523a4 B. holding that a statutorilyimposed fiduciary obligation created an express trust fiduciary relationship for purposes of 523a4 C. holding that an attorney is a fiduciary under section 523a4 D. holding general fiduciary duties of confidence trust loyalty and good faith insufficient to establish the necessary fiduciary relationship for purposes of 523a4 E. holding that jury verdict in prior state court fraud action including finding that debtor willfully breached fiduciary duty had preclusive effect on courts determination of nondischargeability based on defalcation while acting in a fiduciary capacity under 523a4

assistant: The best answer is C. holding that an attorney is a fiduciary under section 523a4
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: THIS AGREEMENT AND THE OTHER LOAN DOCUMENTS AND ANY CLAIM, CONTROVERSY, DISPUTE OR CAUSE OF ACTION (WHETHER IN CONTRACT OR TORT OR OTHERWISE) BASED UPON, ARISING OUT OF OR RELATING TO THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT (EXCEPT, AS TO ANY OTHER LOAN DOCUMENT, AS EXPRESSLY SET FORTH THEREIN) AND THE TRANSACTIONS CONTEMPLATED HEREBY AND THEREBY (OTHER THAN LETTERS OF CREDIT AND AS EXPRESSLY SET FORTH IN THE OTHER LOAN DOCUMENTS) SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH THE LAW OF THE STATE OF NEW YORK. EACH LETTER OF CREDIT SHALL BE GOVERNED BY, AND SHALL BE CONSTRUED IN ACCORDANCE WITH, THE LAWS OR RULES DESIGNATED IN SUCH LETTER OF CREDIT, OR IF NO SUCH LAWS OR RULES ARE DESIGNATED, THE RULES OF THE “INTERNATIONAL STANDBY PRACTICES 1998” PUBLISHED BY THE INSTITUTE OF INTERNATIONAL BANKING LAW & PRACTICE (OR SUCH LATER VERSION THEREOF AS MAY BE IN EFFECT AT THE TIME OF ISSUANCE) SHALL APPLY TO SUCH LETTER OF CREDIT.

assistant: Applicable 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: Each party hereto acknowledges and agrees that in the event of any breach of this Agreement by any of them, the other parties hereto would be irreparably harmed and could not be made whole by monetary damages. Each party accordingly agrees to waive the defense in any action for specific performance that a remedy at law would be adequate and that the parties, in addition to any other remedy to which they may be entitled at law or in equity, shall be entitled to specific performance of this Agreement without the posting of bond.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: There are no other agreements of any nature between the Employer and Executive with respect to the matters discussed in this Agreement, except as expressly stated herein, and in signing this Agreement, Executive is not relying on any agreements or representations, except those expressly contained 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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: without limiting the foregoing , we explicitly disclaim all express or implied warranties arising out of or related to these terms or the fitbit service , including any warranties of merchantability , fitness for a particular purpose , quiet enjoyment or non-infringement , and any warranties arising out of course of dealing or usage of trade .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The business of the Company has been and is presently being conducted in accordance with all applicable federal, state and local governmental laws, rules, regulations and ordinances, except as (a) to the fact that the Company was delinquent in its filings with the Securities and Exchange Commission, (b) as set forth in the Commission Documents or (c) as such that, individually or in the aggregate, the noncompliance therewith would not have a Material Adverse Effect. The Company has all franchises, permits, licenses, consents and other governmental or regulatory authorizations and approvals necessary for the conduct of its business as now being conducted by it unless the failure to possess such franchises, permits, licenses, consents and other governmental or regulatory authorizations and approvals, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect.

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: The Company shall indemnify Executive to the fullest extent permitted by Section 145 of the General Corporation Law of the State of Delaware, as the same may be amended or supplemented, or by any successor thereto, against all of the expenses, liabilities and other matters referred to in or covered by said Section. Expenses (including attorneys’ fees) incurred by Executive in defending any civil, criminal, administrative, or investigative action, suit, or proceeding shall be paid by the Company in advance of the final disposition of such action, suit, or proceeding; provided, that Executive hereby undertakes and agrees to repay all such amounts if it shall ultimately be determined that Executive is not entitled to be indemnified by the Company as required hereby. The covenant contained in this Section 31 shall survive the termination or expiration of the Employment Period and any termination of this Agreement.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: (a) The authorized capital stock of the Company consists of 49,000,000 shares of Company Stock, par value $0.01 per share, and 1,000,000 shares of preferred stock, par value $1.00 per share, of the Company. As of May 20, 2016 (the “ Capitalization Date ”), there were outstanding 20,830,289 shares of Company Stock (including 1,684,761 shares subject to Company Restricted Stock Awards (assuming any performance-based vesting conditions are fully satisfied)). As of the Capitalization Date, (i) there were (A) outstanding Company Stock Options to purchase an aggregate of 134,000 shares of Company Stock, (B) 318,770 shares of Company Stock subject to outstanding Company Deferred Stock Units, (C) no shares of preferred stock of the Company outstanding, and (D) no shares of other series of common stock of the Company outstanding, and (ii) 470,352 shares of Company Stock were available for issuance of future awards under the Company Stock Plans and 112,475 shares of Company Stock were available for issuance of future awards under the Company Non-Employee Director Stock Plans.

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: the free trial period of your membership lasts for one month , or as otherwise specified during sign-up and is intended to allow new members and certain former members to try the service .

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: "customers” of the bank. 15 . Va.Code § 8.3A-420(a) provides, in relevant part, as follows: The law applicable to conversion of personal property applies to instruments. An instrument is also converted if it is taken by transfer, other than a negotiation, from a person not entitled to enforce the instrument or a bank makes or obtains payment with respect to the instrument for a person not entitled to enforce the instrument or receive payment. An action for conversion of an instrument may not be brought by (i) the issuer or acceptor of the instrument or (ii) a payee or endorsee who did not receive delivery of the instrument either directly or through delivery to an agent or a co-payee. 16 .Cf. Stefano v. First Union Nat’l Bank of Virginia, 981 F.Supp. 417, 420-21 (E.D.Va.1997) Options: A. holding that where bank account titled in the names of two married persons a presumption arises that both hold the funds in the account as a tenancy by the entirety B. holding that plaintiffs common law conversion claim was displaced by 83a420a where bank deposited checks payable to plaintiff in another persons account without plaintiffs endorsement C. holding the original notice and verified account did not substantiate plaintiffs claim and was insufficient for the court to enter a default judgment against the plaintiffs D. holding that plaintiffs were entitled to a jury trial on claim of breach of fiduciary duty where underlying claim was a common law negligence action E. holding a bank liable where a bank officer held checks that were intended to pay the irs for withheld taxes

assistant: The best answer is B. holding that plaintiffs common law conversion claim was displaced by 83a420a where bank deposited checks payable to plaintiff in another persons account without plaintiffs endorsement
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: release. See Ark. R. Crim. P. 9.6. Our supreme court has stated that a hearing held pursuant to Rule 9.6 is not a hearing of an adversarial nature that requires representation by counsel. See Reeves v. State, 261 Ark. 384, 548 S.W.2d 822 (1977). Thus, the liberty interest at stake at a bond-revocation hearing is not equivalent to the liberty interest at stake in a criminal trial, as is reflected in the lower standard of proof required to revoke a defendant’s bond. It follows then, that a defendant may not have the same motive and opportunity in developing or attacking testimony in a bond-revocation hearing as he would in a trial or even a preliminary hearing, proceedings which are undisputably adversarial in nature. Compare Hamblin v. State, 44 Ark. App. 54, 866 S.W.2d 119 (1993) (<HOLDING>). The State asserts that appellant’s motivation Options: A. holding that the improper admission of hearsay testimony concerning a childs report of sexual abuse warranted reversal where the childs otherwise uncorroborated testimony was the sole basis for conviction and the hearsay augmented the childs testimony with additional detail in certain areas B. holding 404b evidence admissible under intent exception but not motive exception where motive not contested C. holding admission of preliminary hearing testimony did not violate the sixth amendment where defendants motive during crossexamination was the same as at trial D. holding that testimony of childs mother during temporarycustody probablecause hearing respecting defendant fathers shaking of child where defendant proceeded without counsel was admissible under hearsay exception for former testimony because the defendants motive to develop the testimony in the chancery case was very similar to his motive in the criminal case ie to avoid any implications of child abuse E. holding trial court improperly instructed jury in trial for possession of cocaine base with intent to distribute that evidence of defendants similar acts of possession was admissible to show motive where motive was not element of crime charged and defendant did not contest motive

assistant: The best answer is D. holding that testimony of childs mother during temporarycustody probablecause hearing respecting defendant fathers shaking of child where defendant proceeded without counsel was admissible under hearsay exception for former testimony because the defendants motive to develop the testimony in the chancery case was very similar to his motive in the criminal case ie to avoid any implications of child abuse
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: findings. Heins v. Heins, 344 S.C. 146, 543 S.E.2d 224 (Ct.App.2001); Badeaux v. Davis, 337 S.C. 195, 522 S.E.2d 835 (Ct.App.1999). Likewise, we are not obligated to ignore the fact the Family Court judge, who saw and heard the witnesses, was in a better position to evaluate their testimony. Bowers v. Bowers, 349 S.C. 85, 561 S.E.2d 610 (Ct.App.2002); Smith v. Smith, 327 S.C. 448, 486 S.E.2d 516 (Ct.App.1997); see also Dorchester County Dep’t of Soc. Servs. v. Miller, 324 S.C. 445, 477 S.E.2d 476 (Ct.App.1996) (ruling that because appellate court lacks the opportunity for direct observation of witnesses, it should accord great deference to the Family Court’s findings where matters of credibility are involved); Terwilliger v. Terwilliger, 298 S.C. 144, 378 S.E.2d 609 (Ct.App.1989) (<HOLDING>). Because the appellate court lacks the Options: A. holding that defendants truthfulness and the credibility of and weight to be given expert medical testimony are issues of fact for jury B. holding that the postconviction court is the sole judge of the weight of the evidence and the credibility of witnesses C. holding that the applicable rule of procedure vests a successor judge with judicial discretion to review the jury verdict on a motion for new trial on the ground that such verdict was contrary to the weight of the evidence where the record clearly discloses that no question of the credibility of the witnesses or the weight to be given to their testimony will require resolution by him D. holding the resolution of questions regarding credibility and the weight given to testimony is a function of the family court judge who heard the testimony E. holding that the jury is the judge of the weight and credibility given to witness testimony

assistant: The best answer is D. holding the resolution of questions regarding credibility and the weight given to testimony is a function of the family court judge who heard the testimony
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 terms of the agreement as to the status of the donor in writing. After the mother and her partner ended their relationship, the sperm donor filed suit to adjudicate his parental rights. The court looked to the plain language of the Texas statute and determined that the sperm donor lacked standing to pursue the paternity action. See Tex. Fam.Code Ann. § 160.702 (Vernon Supp.2006) (“A donor is not a parent of a child conceived by means of assisted reproduction.”). The “do-it-yóurself” manner in which the artificial insemination was conducted does not alter the fact that B.O.C. was a sperm donor under section 742.14. The statute does not require that the artificial insemination be performed in a clinical setting to apply. Compare McIntyre v. Crouch, 98 Or.App. 462, 780 P.2d 239 (1989) (<HOLDING>), with C.O. v. W.S., 64 Ohio Misc.2d 9, 639 Options: A. holding that where the donor nonpaternity statute did not explicitly reference physician involvement the statute applied even though the sperm was not provided to a physician B. holding that writ was explicitly abolished by statute C. holding that the title of the statute did not limit the reach of the statute D. holding that where first amendment freedoms are not infringed by the statute a vagueness claim must be evaluated as the statute is applied to the facts of the case E. holding that the statute as applied violates the commerce clause

assistant: The best answer is A. holding that where the donor nonpaternity statute did not explicitly reference physician involvement the statute applied even though the sperm was not provided to a physician
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: drug traffickers” enabling their crimes; we described that as “a fully developed argument”); Weatherspoon, 410 F.3d at 1149 (prosecutor repeatedly argued that a conviction “is gonna make you comfortable knowing there’s not convicted felons on the street with loaded handguns”; we described that as an “entire line of argument, made even more indefensible by its repetition”); Mendiola, 976 F.2d at 486-87 (prosecutor argued “[t]hat gun is still out there. If you say not guilty, he walks out right out the door, right behind you”; we described that as “a far cry from a few unwise comments”). Here, the prosecutor’s “no more” mantra impliedly invited the jury to consider community safety, but did not expressly urge them to do so. Cf. United States v. de Cruz, 82 F.3d 856, 862 (9th Cir. 1996) (<HOLDING>). In addition, the vast majority of the Options: A. holding that a sentencing court may consider acquitted conduct or uncharged criminal conduct B. holding that a district court may depart upward based upon based criminal conduct when such conduct is not included in the computation of criminal history category C. holding that prosecutors statement that crime shouldnt go on was simply a way of saying that defendant had engaged in criminal conduct and should not be permitted to continue that criminal conduct D. holding that the victims negligence is not a defense to criminal conduct E. holding that criminal conduct on premises was not foreseeable

assistant: The best answer is C. holding that prosecutors statement that crime shouldnt go on was simply a way of saying that defendant had engaged in criminal conduct and should not be permitted to continue that criminal conduct
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 will at its expense, at any time and from time to time, promptly execute and deliver all further instruments and documents and take all further action that the Collateral Agent may reasonably request in order to: (i) perfect and protect the security interest purported to be created hereby; (ii) enable the Collateral Agent to exercise and enforce its rights and remedies hereunder in respect of the Collateral; or (iii) otherwise effect the purposes of this Agreement, including, without limitation: delivering and pledging to the Collateral Agent hereunder each of the Pledged Shares, now or hereafter owned by such Grantor, duly endorsed and accompanied by executed instruments of transfer or assignment, all in form and substance satisfactory to the Collateral Agent, (C) executing and filing (to the extent, if any, that such Grantor’s signature is required thereon) or authenticating the filing of, such financing or continuation statements, or amendments thereto, as may be necessary or desirable or that the Collateral Agent may request in order to perfect and preserve the security interest purported to be created hereby, (D) furnishing to the Collateral Agent from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the Collateral in each case as the Collateral Agent may reasonably request, all in reasonable detail, (E) if any Collateral shall be in the possession of a third party, notifying such Person of the Collateral Agent’s security interest created hereby and obtaining a written acknowledgment from such Person that such Person holds possession of the Collateral for the benefit of the Collateral Agent, which such written acknowledgement shall be in form and substance satisfactory to the Collateral Agent, within 10 Business Days of the receipt by a Grantor of any additional Pledged Shares, delivery to the Collateral Agent of a Pledge Amendment, duly executed by such Grantor, in substantially the form of Exhibit A hereto; and (I) taking all actions required by any earlier versions of the Uniform Commercial Code or by other law, as applicable, in any relevant Uniform Commercial Code jurisdiction, or by other law as applicable in any foreign jurisdiction.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Administrative Agent shall have received, in form and substance reasonably satisfactory to it, financial statements of the Seller for the fiscal period ending on or about March 31, 2015, prepared by management of the Seller.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Murphy USA, the Company and each other Subsidiary will do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence and the rights, licenses, permits, privileges, franchises, patents, copyrights, trademarks and trade names material to the conduct of its business; provided that the foregoing shall not prohibit any transaction permitted under Section 6.03 or 6.05.

assistant: Existence
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: Use the proceeds of the Loans to finance in part the Arizona Acquisition and to pay all fees and expense in connection therewith, repay all obligations owing under the Existing Credit Agreement and to pay all fees and expense in connection therewith, and for general corporate and working capital purposes not in contravention of any Law or of any Loan Document.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Each of the representations and warranties made by or on behalf of the Credit Parties contained in this Agreement and the other Loan Documents or any Eligible Real Estate Qualification Document shall be true in all material respects as of the date made and as of the time of the making of such Loan or the issuance of any Letter of Credit, with the same effect as if made at and as of that time, except to the extent of changes resulting from transactions specifically permitted by the Loan Documents (it being understood and agreed that any representation or warranty which by its terms is made as of a specified date shall be required to be true and correct in all material respects only as of such specified date). No Default or Event of Default or Material Adverse Effect shall have occurred and be continuing.

assistant: No Defaults
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: negotiating and drafting a settlement agreement from July 12, 1990 to the drafting of the default judgment on August 16, 1990 will be disallowed. The time spent during that same period relating to the then pending enforcement action, including matters related to the pre-trial conference, will be allowed. b) Time Spent in the Collection of the Note As the records submitted in support of fees for time spent in the litigation relating to the collection of the Note meet the reasonableness standards as set forth above, the fees sought for the period May 29, 1990-July 11, 1990 will be allowed. c) Time Spent Defending the Fee Application A general contract provision for the shifting of attorney’s fees does not authorize an award for time spent justifying those fees. Krear, 810 F.2d at 1266-67 (<HOLDING>), citing Doyle v. Allstate Ins. Co., 1 N.Y.2d Options: A. holding that awarded fees were reasonable and that proof that attorneys fees are necessary apart from testimony as to the reasonableness of the fee is not required B. holding district court erred when pursuant to a general contract for attorneys fees it awarded reimbursement for time spent justifying fee application in reasonableness hearing C. holding that plaintiffs are entitled to attorneys fees for time spent litigating the fees issue on appeal under title viis attorneys fee provision D. holding that section 721312 florida statutes provides for an award of appellate attorneys fees where the issue was the reasonableness of the fee awarded by the trial court E. holding that applications for attorneys fees must state in detail time spent and the nature of each discrete task before the court can assess the reasonableness of the fees

assistant: The best answer is B. holding district court erred when pursuant to a general contract for attorneys fees it awarded reimbursement for time spent justifying fee application in reasonableness hearing
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 your child is using the vimeo service and is either under 13 or does not have your permission , please contact us immediately so that we can disable his or her access .

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: a rational juror could find that McGee and Maguire had a relationship of trust or confidence based on their history, pattern or practice of sharing confidences related to sobriety to support a conviction for securities fraud. In addition, there was sufficient evidence to support a perjury conviction, and the District Court did not exceed permissible discretion in denying McGee’s motion for a new trial based on newly discovered evidence. The judgment' of the District Court will be affirmed. 1 . The District Court for the Eastern District of Pennsylvania had jurisdiction pursuant to 18 U.S.C. § 3231. We have jurisdiction under 28 U.S.C. § 1291. We review the facts in the "light most favorable to the prosecution." Jackson v. Virginia, 443 U.S. 307, 319, 99 S.Ct. 2781, 61 L.Ed 2003) (<HOLDING>). 5 . In McGee's motion to dismiss the Options: A. holding such duties existed between members of a group of software executives because the need for confidentiality was understood B. recognizing standing for an environmental group based on the adverse effect of an international commerce commission decision on its members C. holding that the defendants statement was involuntary because federal officer made a direct promise of confidentiality D. holding that there was no duty of confidentiality between members of a social group of ceos although club rules emphasized a need for confidential ity E. holding that licensing agreement controlled the scope of the users rights in the software

assistant: The best answer is A. holding such duties existed between members of a group of software executives because the need for confidentiality was understood
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: is well settled that representations are construed to be fraudulent when made by one who either knows the assurances to be false or else not knowing the verity asserts them to be true.... Neither actual dishonesty of purpose nor intent to deceive is an element of constructive fraud. Lane v. Rachel, 239 Ark. 400, 389 S.W.2d 621, 624 (1965) (emphasis in original); see also South County, Inc. v. First West. Loan Co., 315 Ark. 722, 871 S.W.2d 325, 327 (1994) (describing constructive fraud as the “making of misrepresentations by one who, not knowing whether they are true or not, asserts them to be true without knowledge of their falsity and without moral guilt or evil intent”); Cardiac Thoracic & Vascular Surgery, P.A. Profit Sharing Trust v. Bond, 310 Ark. 798, 840 S.W.2d 188, 191 (1992) (<HOLDING>). To establish constructive fraud under Options: A. holding that a cause of action for constructive fraud will lie even when the misrepresentations were made innocently and their false nature is not discovered until well after the representations are made B. holding that rule does not apply where defendant made false representations C. holding that defendants false representations that concealed cause of action preclude statute of limitations defense D. recognizing that where the looting is complete before the mailing is made a claim for mail fraud will not lie E. holding that the bespeaks caution doctrine does not apply to representations of present facts that were false when made

assistant: The best answer is A. holding that a cause of action for constructive fraud will lie even when the misrepresentations were made innocently and their false nature is not discovered until well after the representations are made
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Each party hereto agrees for the benefit of the other party that it will hold any confidential information received from the other party pursuant to this Agreement or any other Facility Document in strict confidence, as long as such information remains confidential except for disclosure to (i) its Affiliates, (ii) its legal counsel, accountants, and other professional advisors or to a permitted assignee or participant, (iii) regulatory officials, (iv) any Person as requested pursuant to or as required by law, regulation, legal process, or the rules and regulations of any Governmental Authority or stock exchange, (v) any Person in connection with any legal proceeding to which it is a party, (vi) rating agencies if requested or required by such agencies in connection with a rating, and (vii) any Agency. The parties agree that this Agreement is confidential information of the Lender. The Lender also agrees that it will comply with all applicable securities laws with respect to any non-public information of the type referenced in the preceding sentence in its possession. This Section 11.10 shall survive termination of this Agreement.

assistant: Confidentiality