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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement may be terminated by any Purchaser, as to such Purchaser’s obligations hereunder only and without any effect whatsoever on the obligations between the Company and the other Purchasers, by written notice to the other parties, if the Closing has not been consummated on or before April 5, 2017; provided , however , that such termination will not affect the right of any party to sue for any breach by any other party (or parties).

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Any notice, request, demand or other communication required or permitted herein will be deemed to be properly given when personally served in writing, by email or when deposited in the United States mail, postage prepaid, addressed to Executive at the address (or email address) last appearing in EVINE Live’s personnel records and to the Company at its headquarters with attention (or an email) to the General Counsel of EVINE Live. Either party may change its address by written notice in accordance with this paragraph.

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: defendant prevails in the civil court where he or she sought collateral relief, that court then issues the writ directing the criminal court pursuant to the terms of the writ. At common law, a proceeding on a writ of error coram nobis was a civil matter proeedurally independent of the underlying judgment being contested. See United States v. Hayman, 342 U.S. 205, 221 n. 36, 72 S.Ct. 263, 273 n. 36, 96 L.Ed. 232 (1952) (explaining that the Reviser’s Note to the federal post conviction statute, 28 U.S.C. § 2255 (1995), which stated that section 2255 was “in the nature of’ a writ of error coram nobis, meant that “a Section 2255 proceeding, like coram nobis, is an independent action brought in the court that entered judgment.”); State v. King, 191 Kan. 318, 319, 380 P.2d 325, 326 (1963) (<HOLDING>); State v. Turner, 194 Neb. 252, 256, 231 Options: A. holding same for writ of error coram nobis B. recognizing the all writs act gives federal courts authority to issue writs of coram nobis to correct fundamental errors in criminal proceedings where the person is no longer in custody C. holding that federal court may not issue writ of coram nobis for state prisoner D. recognizing that under the common law applications for writs of error coram nobis were civil in character E. recognizing common law rule that the proceedings upon an application for a writ of error coram nobis were like proceedings in habeas corpus regarded as civil in character

assistant: The best answer is D. recognizing that under the common law applications for writs of error coram nobis were civil in character
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: Within ten (10) business days of the date of this Agreement, the Company will reimburse the Shareholder Parties for their documented out-of-pocket legal fees and expenses actually incurred in connection with this Agreement through the date of the execution of this Agreement, provided that such reimbursement shall not exceed $20,000 in the aggregate.

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

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: a download speed of at least 25.0 mbps per stream is recommended to receive ultra hd ( defined as a resolution of 1080p or higher ) and hdr content .

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: In addition to such other rights of indemnification as they may have as members of the Board or officers or Employees of the Participating Company Group, members of the Board and any officers or Employees of the Participating Company Group to whom authority to act for the Board or the Company is delegated shall be indemnified by the Company against all reasonable expenses, including attorneys’ fees, actually and necessarily incurred in connection with the defense of any action, suit or proceeding, or in connection with any appeal therein, to which they or any of them may be a party by reason of any action taken or failure to act under or in connection with the Plan, or any right granted hereunder, and against all amounts paid by them in settlement thereof (provided such settlement is approved by independent legal counsel selected by the Company) or paid by them in satisfaction of a judgment in any such action, suit or proceeding, except in relation to matters as to which it shall be adjudged in such action, suit or proceeding that such person is liable for gross negligence, bad faith or intentional misconduct in duties; provided, however, that within sixty (60) days after the institution of such action, suit or proceeding, such person shall offer to the Company, in writing, the opportunity at its own expense to handle and defend the same and to retain complete control over the litigation and/or settlement of such suit, action or proceeding.

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

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: the permission to use catalog content is subject to modification or revocation at any time at ebay 's sole discretion .

assistant: Unilateral change, 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 case excerpt and choose the best holding from the options. Case excerpt: Nat’l Bank & Trust Co. of Marquette, 717 F.2d 1016, 1020 (6th Cir.1983); see also Jerry v. UAW-Local 735, 818 F.2d 866 (6th Cir.1987) (unpublished table decision) (“A ruling on a Rule 60(b), Federal Rules of Civil Procedure, motion to vacate is appealable.... ”). As other courts have noted in addressing the appealability of Rule 60(b) orders, “the finality of such orders derives from the finality of the underlying judgment upon which relief is sought.” Mason v. Integrity Ins. Co. (In re Mason), 709 F.2d 1313, 1315 (9th Cir.1983). In this case, the underlying order—the supplemental sale order- — is itself a final order. See Precision Indus., Inc. v. Qualitech Steel SBQ, LLC, 327 F.3d 537, 543 (7th Cir.2003); cf. Winget v. JP Morgan Chase Bank, N.A., 537 F.3d 565, 579 (6th Cir.2008) (<HOLDING>). In concluding that this court lacks appellate Options: A. holding that res judicata did not apply where a trial courts order was not a final judgment B. holding that a bankruptcy order is not final unless it 1 C. holding that an unappealed order is a final judgment on the merits for res judicata purposes D. holding that a bankruptcy courts sale order is a final order for res judicata purposes E. holding that an unappealed contempt order by a bankruptcy court is a final judgment on the merits for res judicata purposes

assistant: The best answer is D. holding that a bankruptcy courts sale order is a final order for res judicata purposes
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 summary denial of his motion for postconviction relief filed pursuant to Florida Rule of Criminal Procedure 3.850. We reverse the order of the t la.1992) (stating that the warnings required to comply with the self-incrimination clause of Article I, Section 9, Florida Constitution, do not have to be given in the exact form as long as an effective equivalent is given). Again based on the limited record before us, Wilford’s Sixth Amendment claim may not have merit. Even though Wilford’s Sixth Amendment right to counsel had attached to other charges, adversary judicial criminal proceedings may not have been initiated in regard to the charges of this case at the time he was interrogated by law enforcement. See Texas v. Cobb, 532 U.S. 162, 167-68, 121 S.Ct. 1335, 149 L.Ed.2d 321 (2001) (<HOLDING>). See also Smith v. State, 699 So.2d 629, 639 Options: A. holding that states use of informant to obtain incriminating evidence from defendant about pending charges violated defendants sixth amendment right to counsel notwithstanding that state was also investigating other charges as to which the sixth amendment right to counsel had not attached B. holding that a defendants statements regarding offenses for which he had not been charged were admissible notwithstanding the attachment of his sixth amendment right to counsel on other charged offenses C. holding an accuseds sixth amendment right to counsel does not attach to uncharged crimes factually related to the crime for which the defendant has been charged D. holding that defendants substantial rights were affected by unconstitutional admission of outofcourt testimonial statements that established elements of the charged offenses E. holding that when two underlying offenses are charged in an indictment for capital murder the state need only prove one of the two offenses to support the conviction

assistant: The best answer is B. holding that a defendants statements regarding offenses for which he had not been charged were admissible notwithstanding the attachment of his sixth amendment right to counsel on other charged offenses
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: contractual, measures of recovery. Id. 14 . In the Roberdeau case, the insurer paid for $575 of repairs to the insured's station wagon after it was damaged in a collision. See 231 S.W.2d at 949. The insurer then offered to pay $475 (the amount of repairs minus the $100 deductible). See id. The policy stated that the insurer’s limit of liability would not exceed the vehicle’s actual cash value nor the cost to repair or replace the vehicle with another of like kind and quality. As here, the policy also gave the insurer the option of paying for the loss in money or paying for repair or replacement. See id. at 950. The insured refused the offer and sued the insurer for the difference between the vehicle’s actual cash value before and afte d Cas. Co. v. Watson, 298 P.2d 762, 767 (Okla.1956) (<HOLDING>); Barton v. Fanners Ins. Exch., 255 S.W.2d 451, Options: A. holding that to find the measure of damages as the difference in market value immediately before and after the collision would be arbitrarily reading out of the policy the right of defendant to make repairs or replace the damaged part with materials of like kind and quality B. holding that if repairs to a firedamaged vehicle with parts of like kind and quality would not restore the vehicle to its former market value the proper measure of damages was the difference in market value before and after the loss C. holding that unless the collision resulted in a total loss the measure of recovery is the difference between the fair market value of the vehicle in the condition in which it was immediately prior to the collision and its value thereafter D. holding there cannot be a complete restoration of the property unless it can be said that there has been no diminution of value after repair of the car and adding that the appropriate and fair measure of damages could be achieved by awarding either the difference between the fair cash value of the car before and after the collision or similarly the cost of repairs plus any diminution in value E. holding the measure of damages is the difference between the value of the automobile prior to the upset and its value when prepared and presented to the plaintiff for acceptance

assistant: The best answer is C. holding that unless the collision resulted in a total loss the measure of recovery is the difference between the fair market value of the vehicle in the condition in which it was immediately prior to the collision and its value thereafter
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: youtube reserves the right to make changes the terms from time to time , for example to address changes to the law or regulatory changes or changes to functionality offered through the service .

assistant: Unilateral change
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 and Sellers represent and warrant to each other that neither they nor their affiliates have dealt with any broker, finder or the like in connection with the transaction contemplated by this Agreement other than Cushman & Wakefield of New Jersey, Inc. (the “ Broker ” ). At the Closing, Sellers shall pay a commission to the Broker pursuant to a separate agreement. Buyer and Sellers each agrees to indemnify, defend and hold the other harmless from and against all loss, expense (including reasonable attorneys’ fees and court costs), damage and liability resulting from the claims of any other broker or finder (including anyone claiming to be a broker or finder) on account of any services claimed to have been rendered to the indemnifying party in connection with the transaction contemplated by this Agreement. The provisions of this Section shall survive the Closing or the earlier termination of this Agreement.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The laws of the State of Nevada shall govern the validity, construction, and interpretation of this Agreement, without regard to conflict of law principles. Further, with respect to those claims which are not required to be arbitrated pursuant to the provisions of Section 36 hereof, jurisdiction and venue for any action, suit or proceeding arising out of or relating to this Agreement or any matters contemplated hereby shall lie exclusively in the federal or state courts located in Las Vegas, Nevada, except that Company may enforce the provisions of Section 12 of this Agreement in any jurisdiction necessary to obtain the relief sought.

assistant: Governing 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: It is intended that the provisions of this Agreement comply with Section 409A of the Internal Revenue Code of 1986, as amended (the “ Code ”) and the regulations and guidance promulgated thereunder (collectively “ Code Section 409A ”), and all provisions of this Agreement shall be construed in a manner consistent with the requirements for avoiding taxes or penalties under Code Section 409A. If any provision of this Agreement (or of any award of compensation, including equity compensation or benefits) would cause the Executive to incur any additional tax or interest under Code Section 409A, the Company shall, upon the specific request of the Executive, use its reasonable business efforts to in good faith reform such provision to comply with Code Section 409A; provided, that to the maximum extent practicable, the original intent and economic benefit to the Parties of the applicable provision shall be maintained. The Company shall timely use its reasonable business efforts to amend any plan or program in which the Executive participates to bring it in compliance with Code Section 409A.

assistant: General
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 fact that they are allocating the class members’ property, there should be little occasion to sail near those shoals. 21 . Of course, the district court has inherent equitable authority to resolve any issues that are not covered by the terms of the settlement agreement. See Manual for Complex Litigation, Fourth § 21.66, at 334 (Federal Judicial Center 2004). 22 .See, e.g., Gates v. Rohm & Haas Co., No. 06-1743, 2011 WL 1103683, at *1 (E.D.Pa. Mar. 24, 2011) (unpublished) (making a cy pres distribution where the settlement agreement provided that the district court was to pay over any “excess undistributed Medical Monitoring Settlement Class funds” to “a local Section 501(c)(3) charity for the benefit of” the village that encompassed the class area). 23 . See Wilson, 880 F.2d at 816 (<HOLDING>). 24 . The Agreement defines the term Options: A. holding that the district court abused its discretion by ordering a cy pres distribution where neither side contended that each class members recovery would be so small as to make an individual distribution economically impracticable B. holding that once district court entered order approving the settlement of class claims it could not alter the class in the absence of egregious error C. recognizing cause of action by class member against class counsel for negligence in providing notice D. holding that where named plaintiff was employee of class counsel district court did not abuse its discretion by denying class certification E. holding that it is an abuse of discretion for a district court to order a cy pres distribution when any party to or participant in a class action including the defendant and class counsel has a valid equitable interest in the unclaimed settlement funds

assistant: The best answer is E. holding that it is an abuse of discretion for a district court to order a cy pres distribution when any party to or participant in a class action including the defendant and class counsel has a valid equitable interest in the unclaimed settlement funds
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: To the knowledge of the Company, (i) each material employee benefit plan, within the meaning of Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended (“ ERISA ”), that is maintained, administered or contributed to by the Company (other than a Multiemployer Plan, within the meaning of Section 3(37) of ERISA)or any of its affiliates for employees or former employees of the Company has been maintained in material compliance with its terms and the requirements of any applicable statutes, orders, rules and regulations, including but not limited to ERISA and the Internal Revenue Code of 1986, as amended (the “ Code ”) (except to the extent where any non-compliance would not result in material liability to the Company); during the last six (6) plan years, (ii) no prohibited transaction, within the meaning of Section 406 of ERISA or Section 4975 of the Code, has occurred which would result in a material liability to the Company with respect to any such plan excluding transactions effected pursuant to a statutory or administrative exemption; and (iii) for each such plan that is subject to the funding rules of Section 412 of the Code or Section 302 of ERISA, no “accumulated funding deficiency” as defined in Section 412 of the Code has been incurred, whether or not waived, and the fair market value of the assets of each such plan (excluding for these purposes accrued but unpaid contributions) equals or exceeds the present value of all benefits accrued under such plan determined using reasonable actuarial assumptions.

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: Notwithstanding anything herein contained to the contrary, the Board of Directors reserves the exclusive right to freeze or to amend the Plan at any time, provided that no amendment to the Plan shall be effective to decrease or to restrict the amount accrued to the date of such amendment.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: All notices and other communications provided for hereunder shall be given in accordance with Section 9.02 of the Credit Agreement. Delivery by telecopier or email (in .pdf or similar electronic format) of an executed counterpart of any amendment or waiver of any provision of this Agreement or of any Security Agreement Supplement or the Schedules hereto shall be effective as delivery of an original executed counterpart thereof.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Within one hundred twenty (120) days after receipt by Tenant of a Statement, if Tenant disputes the amount of Additional Rent set forth in the Statement, a member of Tenant's finance department, or an independent certified public accountant (which accountant is a member of a nationally recognized accounting firm and is not working on a contingency fee basis) (" Tenant's Accountant "), designated and paid for by Tenant, may, after reasonable notice to Landlord and at reasonable times, inspect Landlord's records with respect to the Statement at Landlord's offices, provided that there is no existing Event of Default and Tenant has paid all amounts required to be paid under the applicable Estimate Statement and Statement, as the case may be. In connection with such inspection, Tenant and Tenant's agents must agree in advance to follow Landlord's reasonable rules and procedures regarding inspections of Landlord's records, and shall execute a commercially reasonable confidentiality agreement regarding such inspection. Tenant's failure to dispute the amount of Additional Rent set forth in any Statement within one hundred twenty (120) days of Tenant's receipt of such Statement shall be deemed to be Tenant's approval of such Statement and Tenant, thereafter, waives the right or ability to dispute the amounts set forth in such Statement. If after such inspection, Tenant still disputes such Additional Rent, a determination as to the proper amount shall be made, at Tenant's expense, by an independent certified public accountant (the " Accountant ") selected by Landlord and subject to Tenant's reasonable approval; provided that if such Accountant determines that Direct Expenses were overstated by more than five percent (5%), then the cost of the Accountant and the cost of such determination shall be paid for by Landlord, and Landlord shall reimburse Tenant for the cost of the Tenant's Accountant (provided that such cost shall be a reasonable market cost for such services). Tenant hereby acknowledges that Tenant's sole right to inspect Landlord's books and records and to contest the amount of Direct Expenses payable by Tenant shall be as set forth in this Section 4.6 , and Tenant hereby waives any and all other rights pursuant to applicable law to inspect such books and records and/or to contest the amount of Direct Expenses payable by Tenant.

assistant: Records
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: 21-31-23. While Plaintiffs may be able to seek an investigation under another statutory provision, i.e., Miss.Code Ann. Section 25-4-21, they clearly could not obtain relief under Section 21-31-23 as the trial court found. II. Applicability of Miss.Code. Ann. Section 11-51-75. ¶ 10. Plaintiffs also argue the trial court erred when it failed to address the sole issue the Board had raised in its motions to dismiss. The Board, in its motions, had alleged the circuit court was without subject matter jurisdiction to hear the Plaintiffs’ case because Plaintiffs were subject to the requirements of Miss.Code Ann. Section 11-51-75 and had failed to object to the rehiring of Jones within ten days of the Board’s October 12, 2004 decision. See Newell v. Jones County, 731 So.2d 580 (Miss.1999) (<HOLDING>). ¶ 11. Plaintiffs acknowledge they had no Options: A. holding that time limit for filing petition for review is mandatory and jurisdictional B. holding that this time requirement is mandatory and jurisdictional C. holding that tenday time limit to appeal is both mandatory and jurisdictional and an appellate court has no jurisdiction over an untimely filed appeal D. holding that the court did not have jurisdiction to hear an appeal after an untimely filing of a notice of appeal E. holding that an untimely postjudgment motion does not toll the time for filing a notice of appeal and that this court has no jurisdiction over an untimely filed appeal

assistant: The best answer is C. holding that tenday time limit to appeal is both mandatory and jurisdictional and an appellate court has no jurisdiction over an untimely filed appeal
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) Commitment Fee . The Company agrees to pay to the Administrative Agent for the account of each Lender a commitment fee on the aggregate amount of such Lender’s Unused Commitment from the date hereof in the case of each Initial Lender and from the effective date specified in the Assignment and Assumption pursuant to which it became a Lender in the case of each other Lender until the Termination Date at a rate per annum equal to the Applicable Percentage in effect from time to time, payable in arrears quarterly on the last day of each March, June, September and December, commencing June 30, 2019, and on the Termination Date, provided that no Defaulting Lender shall be entitled to receive any commitment fee for any period during which that Lender is a Defaulting Lender (and the Company shall not be required to pay such fee that otherwise would have been required to have been paid to that Defaulting Lender).

assistant: Fees
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: factors); Manual for Complex Litigation, Fourth § 11.493 (2007) (discussing similar factors in assessing the value of survey evidence). The Coulter-Renken Study is based on a sample of 3,116 internet survey respondents. However, the study itself does not provide any indication of how this sample was selected. (Rao Deck ¶ 17.) There is no indication of whether the universe from which these respondents were chosen was a properly defined universe, or whether the 3,116 respondents constituted a representative sample of that universe. Without any information as to the composition and selection methodology of the survey sample, the Coulter-Renken Study is simply not probative of irreparable injury. See Vista Food Exch., Inc., 2005 WL 2371958, at *6, 2005 U.S. Dist. LEXIS 42541, at *18-19 (<HOLDING>). For all of these reasons, the Court finds Options: A. holding that survey with improperly idefined sample was not probative B. holding that plain error review was not available for alleged improperly admitted testimony C. holding that survey evidence offered to show actual confusion was properly excludable under rule 403 when it was so flawed that its probative value was outweighed by the risk of prejudice or confusion D. holding that a district court did not abuse its discretion in excluding the testimony of a witness that was not highly probative E. holding that drug use is not probative of character for truthfulness

assistant: The best answer is A. holding that survey with improperly idefined sample was not probative
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: not exclusively. The evidence before the district court supports its conclusion that geographic scoping is an original act of selection. Besides BAP-CO’s evidence, Donnelley presented evidence on the uniqueness of its different scoping choice to cover the greater Miami area in two North and South Miami regions. In addition, Donnelley elicited testimony from Louis Sudholz on Donnelley’s decision to cover the geographic region between Dallas and Fort Worth in a “Mid-City” directory. Based on such evidence' of how classified publishers could easily select geographic regions that do not strictly follow the boundaries of cities, it is clear that the selection-of a geographic region is not “practically inevitable.” See Feist, 499 U.S. at -, 111 S.Ct. at 1297, 113 L.Ed.2d at 380 (<HOLDING>). The evidence before the district court also Options: A. recognizing that the determination is an equitable one B. holding that it is not C. recognizing that it is inevitable that law enforcement officials will in some cases reasonably but mistakenly conclude that probable cause is present and that in such cases those officials should not be held personally liable D. holding that an envelope found in a bedroom containing blank birth certificates blank identification cards checks for accounts held in different names and bank statements for accounts held in different names supported probable cause justifying a plain view seizure of the documents E. recognizing that the alphabetizing of names in a white pages is an ageold practice that is unoriginal and practically inevitable

assistant: The best answer is E. recognizing that the alphabetizing of names in a white pages is an ageold practice that is unoriginal and practically inevitable
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 failure of either Party to insist upon strict performance of any provision of this Agreement is not a waiver of any subsequent breach of the same or similar nature. Any waiver of any provision of this Agreement must be in writing and signed by the Party against whom the waiver is sought to be enforced.

assistant: Waivers
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 the deceased’s criminal record to be introduced or argued during trial. We are mindful of the potential dangers such evidence presents. In this case, however, the court itself recognized in its jury instructions that there existed a genuine factual dispute as to whether the [defendant] or the deceased was the aggressor. Under such circumstances, we conclude the court abused its discretion when it flatly prohibited [the defendant] from arguing to the jury, or otherwise eliciting evidence of, the criminal history of the deceased. We cannot say beyond a reasonable doubt that such an abuse did not contribute to the jury’s verdict. Id. at 513-15, 666 P.2d at 602-03 (citations, footnote, and some brackets omitted). See also State v. Estrada, 69 Haw. 204, 215, 738 P.2d 812, 821 (1987) (<HOLDING>); State v. Adam, 97 Hawai'i 413, 418, 38 P.3d Options: A. holding that there was ample room for the jury to find a snug fit between the defendants acts and the enterprise a city police department since the defendants illegal activities were clearly helped along by the authority vested in him as a police officer and by the reactions which a police officer uniquely has the ability to engender in others by virtue of his position B. recognizing affirmative duty of a police officer to prevent the violation of constitutional rights by another officer C. holding that defendants status as police officer did not obviate the requirement of miranda D. holding police officer is a public official E. holding that prior bad acts of a police officer which indicate a propensity for violence aggression or abuse of police powers were highly relevant to the defendants selfdefense claims

assistant: The best answer is E. holding that prior bad acts of a police officer which indicate a propensity for violence aggression or abuse of police powers were highly relevant to the defendants selfdefense 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 legal provision and list the applicable contract clause categories. Provision: Guarantor is solvent and is not rendered insolvent by the obligations undertaken in this Guaranty. Guarantor is not contemplating either the filing of a petition or proceeding under any state or federal bankruptcy or insolvency or reorganization laws or the liquidating of all or a major portion of Guarantor’s property.

assistant: Solvency
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: arbitration notice : except if you opt-out and except for certain types of disputes described in the arbitration section below , you agree that disputes between you and instagram will be resolved by binding , individual arbitration and you waive your right to participate in a class action lawsuit or class-wide arbitration .

assistant: Arbitration
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: cause tardive dyskinesia if consumed for a lengthy period of time and the companies’ failure to provide adequate warnings and labeling relating to this risk. Thus, from a factual perspective, Plaintiffs claims arise from “personal injury ... caused by or resulting from the manufacture ... formula, ... testing ... warning, instruction, ... or labeling” of metoclopramide. Ark.Code Ann. § 16-116-102(5). Accordingly, irrespective of the theory of liability, this can only be termed a “product liability action.” A basic requirement of products-liability actions under Arkansas law is product identification, i.e. that the actual product manufactured or distributed by the defendant caused injury to the plaintiff. See Chavers v. General Motors Corp., 349 Ark. 550, 563, 79 S.W.3d 361, 370 (2002) (<HOLDING>). Based on the broad definition of a “product Options: A. holding plaintiff could not prevail on productsliability action where there was no proof he used defendants product B. holding that to prevail on strict liability claim for a defective product plaintiff must show the product was defective when it left the defendants possession and control C. holding that trial court may not consider whether plaintiff will ultimately prevail D. holding that there could be no risk of spillover evidence where there was significant proof that both defendants participated in all the transactions E. holding that plaintiff could not prevail as a thirdparty beneficiary where contract was not valid

assistant: The best answer is A. holding plaintiff could not prevail on productsliability action where there was no proof he used defendants product
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: distance from the checkpoint at the time an order could have been made, and that any order would likely have to have been made after Johnson turned the approaching car away from officers), this factual dispute is precisely the kind of issue that must be assumed in Johnson’s favor at this point. McGowin, no doubt realizing this, has not attempted to base any arguments on such an order before this court. Cf 1975 Ala.Code § 32-5A-4 (directing that no person “willfully” refuse to comply with a “lawful” order of someone with the authority to regulate traffic). As a result, any reasonable officer in McGowin’s position would have known that he could not have placed Johnson under arrest. Not even “arguable” probable cause existed. See Davis v. Williams, 451 F.3d 759, 762-763 (11th Cir.2006) (<HOLDING>). Both Johnson’s alleged forceful seizure and Options: A. holding that an officer applying for a warrant without probable cause may be entitled to qualified immunity but is not entitled to absolute immunity B. holding that arguable probable cause provides an objectively reasonable justification for issuing process and thus gives rise to qualified immunity against an abuse of process claim no less than against a false arrest claim C. holding that qualified immunity applies only if an officer had arguable probable cause to arrest D. holding that arrest was unsupported by probable cause but granting qualified immunity to defendants who made the arrest in reliance on communications with other officers E. holding that the existence of probable cause for an arrest is a complete defense to a first amendment retaliation claim under the doctrine of qualified immunity

assistant: The best answer is C. holding that qualified immunity applies only if an officer had arguable probable cause to arrest
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: After giving effect to the consummation of the transactions contemplated by this Agreement and the Additional Note Purchase Agreements, Company has capital sufficient to carry on its business and transactions and is solvent and able to pay its debts as they mature. No transfer of property is being made and no indebtedness is being incurred in connection with the transactions contemplated by this Agreement or the Additional Note Purchase Agreements with the intent to hinder, delay or defraud either present or future creditors of Company or any Subsidiary of Company.

assistant: Solvency
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: March 28, 2017). In this case, the State’s explanation for the strike cited a race-neutral observable fact and did not express a belief or assumption about members of the juror’s race or even a subgroup of that race. See generally State v. Weaver, 912 SW2d 499, 509 (I) (Mo. 1995) (no Batson violation where prosecutor’s decision to strike was not based upon assumptions about members of the juror’s minority group). Compare State v. Jensen, 76 P3d 188, 193 (II) (Utah App. 2003) (explanation for strike not gender-neutral where prosecutor assumed that men involved in a protective order “would be on the defendant’s side, since more likely than not men are the respondents to protective orders, rather than women”) (punctuation omitted); State v. Lucas, 18 P3d 160, 162-163 (Ariz.App. 2001) (<HOLDING>) (citation and punctuation omitted). I Options: A. recognizing that a court may take judicial notice of court filings and other matters of public record B. holding that while the plaintiffs job responsibilities included assisting patients who received epidurals her regular work routine did not require lifting the legs of women weighing 263 pounds who had received epidurals C. holding explanation that southern men take a negative view of pregnant women who work wrongfully excludes a subgroup of one gender from participation in the judicial process and reinforces prejudicial views of the relative abilities of men and women D. holding that the existence of prior convictions are typically matters of public record of which the trial court can take judicial notice without violating the defendants right to due process E. recognizing that the court may take judicial notice of its own docket

assistant: The best answer is C. holding explanation that southern men take a negative view of pregnant women who work wrongfully excludes a subgroup of one gender from participation in the judicial process and reinforces prejudicial views of the relative abilities of men and women
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: doctrine of ejectment, entry is not a prerequisite to the action, and if the lessee has such interest in the property as gives a present right of possession, it is immaterial whether he has entered into possession before bringing the action. The right of entry, not the entry itself — the right of possession, not actual possession — are the essentials of an action in ejectment.” Ewert v. Robinson, 289 F. 740, 750-51 (8th Cir. 1923). The notion that prior possession by a lessee is necessary to trigger the right of possession is a legal fiction unrelated to our more modern view of a lessee’s contractual rights. See Pugh v. Holmes, 486 Pa. 272, 405 A.2d 897 (1979) (opinion by Larsen, J.); id., 486 Pa. at 298-299, 405 A.2d at 910 (Roberts, J., joined by Nix and Manderino, JJ., concurring) (<HOLDING>); see also Albert M. Greenfield & Co., Inc. v. Options: A. holding tenants leasing house by oral agreement were coinsureds both landlord and tenants had liability insurance B. holding that a landlord may have a duty to exercise reasonable care for the safety of its tenants in common areas C. holding that a landlord cannot validly consent to a search of a tenants apartment despite ownership and legal authority to enter the premises D. holding landlord and tenants obligations mutually dependent E. holding landlord jointly liable when he knew of or acquiesced in the tenants trespass

assistant: The best answer is D. holding landlord and tenants obligations mutually dependent
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The Plan is established under, and will be construed according to, the laws of the State of New York, to the extent such laws are not preempted by the ERISA or Code and regulations published thereunder.

assistant: Governing 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: In connection with the Termination and in consideration of the agreements made by the Company and the Shareholders, including the agreement to terminate Section 12.3 of the Stock Purchase Agreement, Parent will pay to the Company, no later than 3:00 p.m. EST on the Effective Date, $20,000,000 (the “ Payment ”) by wire transfer to the account specified in attached Exhibit A . The Payment includes reimbursement of expenses of the Company and the Shareholders incurred in connection with the negotiation, execution and performance of the Stock Purchase Agreement, and the matters set forth in Section 12.3(c) of the Stock Purchase Agreement.

assistant: Fees
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 was given voluntarily. If these questions are resolved in favor of the State, then, without being advised of the court’s decision, the jury shall be instructed that they should decide whether in view of all the same circumstances the defendant’s confession is true. If they find that it is not true, then they must treat it as inadmissible and disregard it for purposes of discharging them function as fact finders on the ultimate issue of guilt or innocence. [Id. at 272, 294 A.2d 23.] See also State v. Thomas, 76 N.J. 344, 366, 387 A.2d 1187 (1978) (reaffirming Hampton principle that trial court is sole arbiter of voluntariness of defendant’s statements and rejecting defendant’s invitation to overrule decision); State v. Bowman, 165 N.J.Super. 531, 537-39, 398 A.2d 908 (App.Div.1979) (<HOLDING>). The New Jersey Rules of Evidence codified the Options: A. holding prosecutors statement to jury on summation that trial court had previously found defendants two confessions voluntary constituted reversible error even though trial court gave hampton charge because it failed to instruct jury to disregard prosecutors statement B. holding that trial courts jury charge did not amount to reversible error given that plaintiff failed to show she was prejudiced by inapplicable portion of trial courts charge C. holding that improper statement was rendered harmless because the district court sustained the defendants objection and admonished the jury to disregard the statement D. holding no injury to ashley shown by statement to widow of murder victim that was not in evidence because trial court gave sua sponte instruction to jury to disregard statement and statement did not contradict ashleys testimony E. holding that trial judges admonition of the jury to disregard prosecutors comments on the defendants failure to testify did not cure the error

assistant: The best answer is A. holding prosecutors statement to jury on summation that trial court had previously found defendants two confessions voluntary constituted reversible error even though trial court gave hampton charge because it failed to instruct jury to disregard prosecutors statement