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: Each person signing this Agreement represents and warrants that he or she is duly authorized and has legal capacity to execute and deliver this Agreement. Each party represents and warrants to the other that the execution and delivery of the Agreement and the performance of such party’s obligations hereunder have been duly authorized and that the Agreement is a valid and legal agreement binding on such party and enforceable in accordance with its terms.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: invariably require that visitation be denied.” Harris v. Burns, 137 Or App 355, 359, 904 P2d 648 (1995), rev den, 322 Or 644 (1996). “Each case must be decided on its own merits and not on the basis of a policy not to allow children to visit their parents at the penitentiary.” State ex rel Juv. v. Clampitt/Hale, 18 Or App 12, 16, 523 P2d 594 (1974). Further, we note that the trial judge, in his concluding remarks, indicated that he was going to “take [himself] out of it” and let husband “make the decision for what’s going to be in his best interest.” It is the court’s task, not husband’s, to develop a parenting plan, including appropriate quality-parenting time, in the best interests of the children. See ORS 107.105(1)(b); see also Hickam and Hickam, 223 Or App 302, 196 P3d 63 (2008) (<HOLDING>). Reversed and remanded. 1 ORS 107.105(1)(b) Options: A. holding that any error was harmless and thus not plain error B. holding that where the appellant has failed to demonstrate error the court is not required to search the record for an error C. holding that omission was not plain error D. holding that it was plain error for the trial court to establish a schedule of parenting time without making findings as required by ors 1071051b and instead leaving the matter to a parenting coordinator and exercising discretion to correct the error E. holding that a trial court does not commit plain error unless the error is clear under current law

assistant: The best answer is D. holding that it was plain error for the trial court to establish a schedule of parenting time without making findings as required by ors 1071051b and instead leaving the matter to a parenting coordinator and exercising discretion to correct the error
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: During the Term hereof, Executive shall serve the Company as the Chief Financial Officer (“ CFO ”) of both NeoGenomics, Inc., the parent company, and NeoGenomics Laboratories, Inc., the primary operating subsidiary, or such other position or positions as the Company may in the future determine, at such location or locations as the Company may determine after consultation with the Executive. Executive will report to and be subject to the general supervision and direction of the Chief Executive Officer (“ CEO ”) of the Company. If requested, Executive will serve in similar capacities for each or any subsidiary of NeoGenomics without additional compensation.

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 legal provision and list the applicable contract clause categories. Provision: Except as set forth on Schedule 2.07, there are no actions, suits, proceedings or investigations pending or, to the knowledge of Axiom after reasonable investigation, threatened by or against Axiom or affecting Axiom or its properties, at law or in equity, before any court or other governmental agency or instrumentality, domestic or foreign, or before any arbitrator of any kind. Axiom has no knowledge of any default on its part with respect to any judgment, order, writ, injunction, decree, award, rule or regulation of any court, arbitrator, or governmental agency or instrumentality or any circumstance which after reasonable investigation would result in the discovery of such default.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: evidence that appellant was sometimes delusional, spat on the floor, was angry and irritable toward the hospital staff, had disorganized thought patterns, exhibited rap id mood swings, and that, on the day after she was admitted, appellant wore wet clothes and attempted to disrobe in a common area of the hospital. We have previously held that an expert diagnosis of mental illness, standing alone, is not sufficient to confine a patient for treatment. K.T., 68 S.W.3d at 892; Mezick v. State, 920 S.W.2d 427, 430 (Tex.App.-Houston [1st Dist.] 1996, no writ). Additionally, evidence that merely reflects a patient’s mental illness and need for hospitalization is not sufficient to meet the State’s burden under section 574.034 of the Mental Health Code. See, e.g., K.T., 68 S.W.3d at 892 (<HOLDING>); D.J. v. State, 59 S.W.3d 352, 357 Options: A. holding evidence of patients delusion that she was in military and that mail carrier was responsible for her welfare not sufficient to meet required statutory burden B. holding evidence of patients psychotic behavior delusions that she had undergone surgery by satellite and had electronics implanted in her not sufficient to meet required statutory burden C. holding evidence of patients schizophrenia auditory hallucinations paranoia irritability and refusal to take medication not sufficient to meet required statutory burden D. holding that the plaintiffs evidence of pretext which included but was not limited to her supervisors statement that she had enough of the plaintiff going to her supervisor about her was not sufficient to preclude summary judgment E. holding evidence of patients delusion that she was pregnant and had sutures in her vagina not sufficient to meet required statutory burden

assistant: The best answer is E. holding evidence of patients delusion that she was pregnant and had sutures in her vagina not sufficient to meet required statutory burden
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: “purposeful and deliberate attempt ... to suppress dissent within the union.” Schonfeld v. Penza, 477 F.2d 899, 904 (2d Cir.1973); Cotter, 753 F.2d at 229 (2d Cir.1985). This is because “the rights of union members to belong to an open democratic labor organization are infringed” when a “dominant group •strives to stifle dissent and efforts at reform” through removal of a political opponent from office. Adams-Lundy v. Association of Professional Flight Attendants, 731 F.2d 1154, 1158 (5th Cir.1984). To fall within this exception, a plaintiff must present “clear and convincing proof’ that her dismissal was “part of a series of oppressive acts by the union leadership that directly threaten the freedom of members to speak out.” Cotter, 753 F.2d at 229; see also Schonfeld, 477 F.2d at 904 (<HOLDING>). In the past, we have allowed such claims to Options: A. holding that before pretrial detention may be ordered in a life felony case state must show that proof is evident or the presumption great B. holding that ratification by a union of disciplinary acts of the local leadership against members would occur if the union affirmed the discipline with full knowledge that it was part of an overall scheme to suppress dissent in violation of the lmrda C. recognizing the cause of action D. holding that to state a cause of action the alleged scheme to suppress dissent must be evident either in the established history or articulated policy of the union E. recognizing cause of action

assistant: The best answer is D. holding that to state a cause of action the alleged scheme to suppress dissent must be evident either in the established history or articulated policy of the union
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, but mere disagreement does not demonstrate an abuse of discretion. See Nat’l Wildlife Fed’n v. Nat’l Marine Fisheries Serv., 422 F.3d 782, 793-95 (9th Cir.2005) (per curiam). First, in considering the seriousness of Defendant’s offenses, the district court found that his offenses were “serious” or “very serious” because, among other things, the jury convicted Defendant of several felonies that carried substantial penalties. Among those offenses were conspiracy, which involved the cooperation of several parties, and smuggling offenses that implicated international treaties and involved a large number of protected animals. We agree with the district court that Defendant’s offenses were serious: In the first trial, the jury convicted De 65, 1268 (5th Cir.1986) (citation omitted) (<HOLDING>); United States v. King, 664 F.2d 1171, 1173 Options: A. holding that defendants conviction for possession of marijuana with intent to distribute which was classified as a misdemeanor under south carolina law was properly deemed a felony for career offender purposes because offense was punishable by up to five years imprisonment B. holding that a potential prison sentence of up to five years was clearly serious C. holding that alien smuggling offenses punishable by up to five years imprisonment each were a serious offense for speedy trial act purposes D. holding that sentences of five years in prison followed by ten years probation were illegal sentences that exceeded the statutory maximum of five years for a thirddegree felony E. holding that a defendant who received a suspended sentence of 157 days in jail was convicted of an offense punishable by more than oneyear of incarceration because california law provided for a sentence of up to three years imprisonment

assistant: The best answer is C. holding that alien smuggling offenses punishable by up to five years imprisonment each were a serious offense for speedy trial act 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 legal provision and list the applicable contract clause categories. Provision: YOU AND WE EACH IRREVOCABLY WAIVE TRIAL BY JURY IN ANY ACTION, PROCEEDING OR COUNTERCLAIM, WHETHER AT LAW OR IN EQUITY, BROUGHT BY EITHER YOU OR US.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Subject to the terms and conditions of this Agreement, (i) Seller agrees to sell to Purchaser, and Purchaser agrees to purchase from Seller, the Phase I Property (defined in Section 1.3), and (ii) Seller grants to Purchaser the exclusive option to purchase the Phase II Property (defined in Section 1.3) (the “ Phase II Optio n”) and the Phase III Property (defined in Section 1.3) (the “ P hase III Option ”). At the Closing (defined in Section 5.1) for the Phase I Property, Seller and Purchaser shall execute a Memorandum of Option (the “ M emorandum ”). Purchaser shall deliver a proposed form of Memorandum to Seller for its reasonable review and approval within 45 days after the Agreement Date and the parties shall mutually and in good faith agree upon the form of the Memorandum prior to the end of the Due Diligence Period. Upon the Closing for the Phase I Property, the Escrow Agent shall record the Memorandum in the real property records of Dallas County, Texas.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Borrower will not enter into any transaction, including any purchase, sale, lease or exchange of property or the rendering of any service, with any of its Affiliates, except for (a) transactions on terms that are substantially as favorable to the Borrower as it would obtain at the time in a comparable arm’s-length transaction with a Person that is not an Affiliate, as determined by the board of directors or managers of the Borrower in good faith, (b) the Transaction Documents and the transactions they contemplate, (c) the Initial Subordinated Debt and the transactions thereunder, and (d) employment and severance arrangements and health, disability and similar insurance or benefit plans between the Borrower and its directors, officers or employees (including management and employee benefit plans or agreements or similar agreements pertaining to the repurchase of Equity Interests with current or former employees, officers or directors and equity option or incentive plans and other compensation arrangements) in the ordinary course of business or as otherwise approved by the board of directors of the Borrower.

assistant: Transactions With Affiliates
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: Shipper agrees to be liable for and to pay directly or reimburse Carrier for, promptly when due, all sales, use, excise and other taxes or charges (including any interest and penalties), now or hereafter imposed by any governmental body or agency upon Carrier or with respect to the services or payments hereunder (excluding (a) taxes on or measured by the net income of Carrier, (b) taxes related to Carrier’s employees or property and (c) ad valorem or any other tax based on the value of Carrier’s transport vehicles or other equipment used to provide the services, each of which Carrier shall be liable for and pay).

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Debtor shall not create, incur, assume or permit to exist any Lien (defined in Annex A ) on or with respect to any property of the estate (whether now owned or hereafter acquired) except for (a) Permitted Encumbrances; (b) Liens in existence on the date hereof and summarized on Schedule 3.5 securing the Indebtedness described on Schedule 3.5 , extensions and renewals thereof, including extensions or renewals of any such Liens; provided that the principal amount of the Indebtedness so secured is not increased and the Lien does not attach to any other property; and (c) Liens arising from loans that pay off all Indebtedness outstanding under this Loan Agreement.

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

user: Recipient may only disclose the Confidential Information to its employees, directors, officers, agents, students (in University’s case) and consultants who have a need-to-know the Confidential Information for the Permitted Purpose, provided that they are advised of the confidential nature of the Confidential Information and are under an obligation to maintain its confidentiality.

assistant: Yes
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: then a law applicable only to civil securities actions would be more specific. But § 22(a) of the 1933 Act is not a subset of the 2005 Act. Section 22(a) covers only securities actions, but it includes all securities actions — single-investor suits as well as class actions, small class actions as well as large multi-state ones. The 2005 Act, by contrast, covers only large, multi-state class actions. Is the 1933 Act more specific because it deals only with securities law, or is the 2005 Act more specific because it deals only with nationwide class actions? There is no answer to such a question, which means that the canon favoring the specific law over the general one won’t solve our problem. Cf. California Public Employees’ Retirement System v. World-Com, Inc., 368 F.3d 86 (2d Cir.2004) (<HOLDING>). The language of the 2005 Act, rather than a Options: A. holding for this reason among others that the specificity canon does not prevent the bankruptcyremoval provision 28 usc 1452 from superseding 22a of the 1933 act to the extent of any inconsistency B. holding that 28 usc 1331 does not constitute a waiver of sovereign immunity C. holding that the rule of unanimity does not apply to 28 usc 1442 D. holding that venue for litigation was proper based on 28 usc 1441 regardless of whether defendant was doing business in the district within the meaning of 28 usc 1391 E. holding that a district courts denial of a claim of qualified immunity is an appealable final decision within the meaning of 28 usc 1291 to the extent that it turns on an issue of law

assistant: The best answer is A. holding for this reason among others that the specificity canon does not prevent the bankruptcyremoval provision 28 usc 1452 from superseding 22a of the 1933 act to the extent of any inconsistency
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 Corporation hereby employs the Executive, and the Executive hereby accepts such employment and agrees to serve the Corporation, for the Term (defined below), in the capacities and subject to and upon the terms and conditions hereinafter set forth.

assistant: Employment
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 court, however, need not reach this issue because even if Defendants were properly served, this action is barred by the statute of limitations. 4 . All parties agree that the applicable statute of limitations is three years. Because a federal court in a diversity action based on state negligence law must apply state law to determine when an action is commenced for purposes of the statute of limitations, Wolfberg v. Greenwood Development Corp., 868 F.Supp. 132 (D.S.C. 1994), the present action was commenced, if at all, more than three years after Plaintiff's accident. See S.C.R.C.P. 4(d)(8) ("Service [by certified mail] is effective upon the date of delivery as shown on the return receipt.”); Dandy v. American Laundry Machinery Inc., 301 S.C. 24, 27, 389 S.E.2d 866, 868 (1990) (<HOLDING>). 5 . The court notes that the Supreme Court of Options: A. holding that service of a statecourt summons and complaint after removal to federal court is valid service B. recognizing that it is well settled law that an action is commenced by the service of a summons and without valid service of process the trial court has no jurisdiction to act C. holding that if service done by certified mail action commenced upon receipt of summons and complaint D. holding the rule 4 requirement of delivery to the appropriate united states attorney required personal service not service by certified mail E. holding that service of a subpoena via certified mail is sufficient under rule 45 particularly when defendant does not deny actual receipt

assistant: The best answer is C. holding that if service done by certified mail action commenced upon receipt of summons and complaint
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: No Company will, and no Company will permit any of its Subsidiaries to, disclose, and will not include in any public announcement, the name of any Creditor Party, unless expressly agreed to by such Creditor Party or unless and until such disclosure is required by law or applicable regulation, and then only to the extent of such requirement. Notwithstanding the foregoing, (i) each Company may disclose any Creditor Party’s identity to its current and prospective debt and equity financing sources, and (ii) each Company may file copies of this Agreement and the Related Agreements as exhibits as part of the Form 8-K Filing.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The properties of Borrower and its Subsidiaries are insured with financially sound and reputable insurance companies not Affiliates of Borrower, in such amounts, with such deductibles and covering such risks as are customarily carried by companies engaged in similar businesses and owning similar properties in localities where Borrower or the applicable Subsidiary operates.

assistant: Insurances
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 the particular case.” Wiener v. Lazard Freres & Co., 241 A.D.2d 114, 672 N.Y.S.2d 8, 14 (1st Dep’t 1998); accord Eurycleia Partners v. Seward & Kissel, LLP, 12 N.Y.3d 553, 561, 883 N.Y.S.2d 147, 910 N.E.2d 976 (2009); Abercrombie, 438 F.Supp.2d at 274. Therefore, “a claim alleging the existence of a fiduciary duty usually is not subject to dismissal under Rule 12(b)(6).” Abercrombie, 438 F.Supp.2d at 274. On a motion to dismiss, it is often “ ‘impossible to say that plaintiff will be unable to prove the existence of a fiduciary relationship.’ ” Am. Tissue, Inc. v. Donaldson, Lufkin & Jenrette Sec. Corp., 351 F.Supp.2d 79, 102 (S.D.N.Y.2004) (quoting Penato v. George, 52 A.D.2d 939, 383 N.Y.S.2d 900, 905 (2d Dep’t 1976)); see also Apple Records, Inc., 529 N.Y.S.2d at 283 (<HOLDING>). The Second Circuit has held that “the Options: A. recognizing the existence of the special relationship B. holding that the nonmovant must make a showing sufficient to establish the existence of an element essential to that partys case C. holding that the plaintiff presented sufficient evidence to establish an agency relationship for service to be effective D. holding that the failure to raise an issue in the opening brief waives the issue E. holding that while the contract did not establish a formal fiduciary relationship the pleadings were sufficient to raise an issue as to the existence of an informal one

assistant: The best answer is E. holding that while the contract did not establish a formal fiduciary relationship the pleadings were sufficient to raise an issue as to the existence of an informal one
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: had continuing, exclusive jurisdiction. The trial court did not request to see financial documents of the parties nor were there discussions of applying the child support guidelines. If the trial court did enter an order, why would Tristina, the custodial parent who was paying child support to the non-custodial parent and who was residing with her parents, wait nine months before asking for a modification? The answer is simple - she waited because the trial court did not enter an order that she could modify. Assuming, for the sake of the dissent's argument, the trial court did enter a second child support order, it would have violated UIFSA. Therefore, pursuant to South Dakota law, it would have been declared void. See Freeman v. Sadlier, 1998 SD 114, ¶¶ 9-10, 586 N.W.2d 171, 173-74 (<HOLDING>). Either way, California has continuing, Options: A. holding that requirements of apprendi were not met where facts on which sentence enhancement was based were not charged and submitted to the jury B. holding that it was error for the trial court to determine the issue of child support without a child support guidelines worksheet C. holding that the requirements under uifsa were not met therefore a south dakota judgment modifying a utah child support order was declared void D. holding that parents may not voluntarily terminate their rights in a child to avoid child support payments or contract away a child support obligation E. holding void judgment must be vacated

assistant: The best answer is C. holding that the requirements under uifsa were not met therefore a south dakota judgment modifying a utah child support order was declared void
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: See Rowan v. Lockheed Martin Energy Sys., Inc., 360 F.3d 544, 550 (6th Cir.2004). With regard to Chittaro and Caporella, there is no evidence that the inquiries were anything other than just that—inquiries. There is no indication that the questions suggested Plaintiff ought to retire, or that they were meant to pressure Plaintiff into retiring. Moreover, none of the inquiries incorporated any actual reference to Plaintiffs age. Mere inquiries, without more, are insufficient to establish an inference of discrimination. Woythal v. Tex-Tenn Corp., 112 F.3d 243, 246-247 (6th Cir.1997) (distinguishing between friendly or mere inquiries versus questions that amounted to pressure or suggestions to retire); Sander v. Gray Television Grp., Inc., 478 Fed.Appx. 256, 265 (6th Cir.2012) (<HOLDING>); Anderson v. U.S. Bank Nat’l Ass’n, No. Options: A. holding that employers report to state employment agency providing a reason for termination that was different than employers proffered reason did not create a genuine and material issue of fact as to pretext particularly when evidence showed the inaccurate reporting benefitted employee B. holding that drugrelated misconduct is a legitimate nondiscriminatory reason for termination C. holding that plaintiff failed to show genuine issue of material fact on equitable estoppel claim D. holding after considering the plaintiffs evidence of pretext that the determination whether the plaintiffs speech was the motivating factor in his discharge turns on a genuine issue of material fact E. holding that questions about employees impending retirement failed to rebut the employers nondiscriminatory reason for termination particularly considering employee admitted that he did not know whether questions were for a legitimate purpose in concluding overall that the plaintiff had not established a genuine issue of material fact regarding pretext

assistant: The best answer is E. holding that questions about employees impending retirement failed to rebut the employers nondiscriminatory reason for termination particularly considering employee admitted that he did not know whether questions were for a legitimate purpose in concluding overall that the plaintiff had not established a genuine issue of material fact regarding pretext
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 executed in counterparts (and by different parties hereto in different counterparts), each of which shall constitute an original, but all of which when taken together shall constitute a single contract. Delivery of an executed counterpart of a signature page of this Agreement by fax transmission or e-mail transmission (e.g. “pdf” or “tif”) shall be effective as delivery of a manually executed counterpart of this Agreement.

assistant: Counterparts
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: support first-degree murder. Commonwealth v. Davido, 582 Pa. 52, 868 A.2d 431, 435 (2005). This case presents a slightly different procedural posture. Although the jury imposed a death sentence in this case, the trial court vacated that penalty and the Commonwealth has appealed the court’s decision. Thus, we have before us a case in which the death penalty was imposed and then vacated, with the Commonwealth requesting that we re-impose the death sentence. In prior cases that involved collateral review, we have characterized matters in which a lower court vacated the death sentence as ones “in which the death penalty has been imposed,” thus triggering our review of all issues properly preserved on appeal. Commonwealth v. Bryant, 566 Pa. 307, 780 A.2d 646, 648 (2001) (citation omitted) (<HOLDING>). See also Commonwealth v. Collins, 585 Pa. 45, Options: A. holding that the court does not have jurisdiction to review per curiam decisions of the district courts of appeal that merely affirm with citations to cases not pending review in this court B. holding that the point on appeal and the objection in the trial court must be the same in order for it to be preserved for appeal C. holding that filing of appeal to federal circuit divests this court of jurisdiction to consider motion to stay court order pending appeal D. holding that issues not briefed to this court generally will not be considered on appeal E. holding death sentence need not be pending in order for this court to engage in review of issues on appeal

assistant: The best answer is E. holding death sentence need not be pending in order for this court to engage in review of issues on 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: Each party’s obligations under this Section shall survive the resignation or replacement of the Administrative Agent or any assignment of rights by, or the replacement of, a Lender, the termination of the Commitments and the repayment, satisfaction or discharge of all obligations under any Loan Document. Solely for purposes of clause (D) of paragraph (f)(ii) of this Section, “FATCA” shall include any amendments made to FATCA after the date of this Agreement.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: To the extent invoiced reasonably in advance of the Second Amendment Closing Date, the Borrower shall pay to the Administrative Agent all reasonable out of pocket expenses incurred in connection with the execution of this Second Amendment and any amounts outstanding pursuant to Section 9.03 of the Revolving Credit Agreement, including the reasonable fees, charges and disbursements of Cahill Gordon & Reindel LLP, counsel for the Administrative Agent.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Transactions (a) do not require any consent or approval of, registration or filing with, or any other action by, any Governmental Authority, except such as have been obtained or made and are in full force and effect, (b) will not violate (i) the Organizational Documents of Holdings, the Company or any other Loan Party, or (ii) any Requirements of Law applicable to Holdings, the Company or any Restricted Subsidiary, (c) will not violate or result in a default under any indenture or other agreement or instrument binding upon Holdings, the Company or any other Restricted Subsidiary or their respective assets, or give rise to a right thereunder to require any payment, repurchase or redemption to be made by Holdings, the Company, any Borrower or any Restricted Subsidiary, or give rise to a right of, or result in, termination, cancellation or acceleration of any obligation thereunder, and (d) will not result in the creation or imposition of any Lien on any asset of Holdings, the Company, any Borrower or any Restricted Subsidiary, except (in the case of each of clauses (a), (b)(ii) and (c)) to the extent that the failure to obtain or make such consent, approval, registration, filing or action, or such violation, default or right as the case may be, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Company (a) is a corporation duly incorporated and validly existing under the laws of the State of Indiana, (b) has all corporate power and authority and all material governmental licenses, authorizations, consents and approvals required to own or lease its assets and carry on its business as now conducted and (c) is duly qualified and is licensed and, as applicable, in good standing under the laws of each jurisdiction where its ownership, lease or operation of properties or the conduct of its business requires such qualification or license, except in each case referred to in the foregoing clauses (b) and (c) to the extent that such failure to do so would not reasonably be expected to have a Material Adverse Effect.

assistant: Powers
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: ten years, until October 1993, to file his claim in state court, well beyond both the three-year and six-year limitations periods cited above. Moreover, even if Pani’s claim were not barred by the statute of limitations, it is extremely doubtful that there would be subject matter jurisdiction to consider such a complaint in light of the express limitations Congress placed on judicial review of agency determinations of Medicare “Part B” claims filed before 1987. See 42 U.S.C. §§ 405(h), 405(g), 1395ff(b), and 1395ii; Heckler v. Ringer, 466 U.S. 602, 614-15, 104 S.Ct. 2013, 80 L.Ed.2d 622 (1984) (interpreting § 405(h) to bar judicial review of any claim that is “inextricably intertwined” with benefits determinations under the Medicare Act); Erika, 456 U.S. at 206-08, 102 S.Ct. 1650 (<HOLDING>); Kuritzky v. Blue Shield, 850 F.2d 126, 127 n. Options: A. holding on the basis of the highly discretionary nature of the decisions hud must make in the course of administering loans it has insured or taken by assignment that judicial review of huds decision to foreclose should be deferential B. holding that precisely drawn provisions of 1395ff evinced congresss deliberate intention to foreclose judicial review of medicare part b claims C. holding that additional records submitted to the appeals council are part of the administrative record for judicial review D. holding rookerfeldman doctrine inapplicable to claims that do not require review of a judicial decision in a particular case E. holding that because here the statutes in issue provide for judicial review via citizen suit provisions yet do not set forth a standard for that review judicial review is limited to apa review on the administrative record

assistant: The best answer is B. holding that precisely drawn provisions of 1395ff evinced congresss deliberate intention to foreclose judicial review of medicare part b claims
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: possession” instruction. Moreover, the trial court’s instructions defining “knowingly” and “possession” adequately and accurately explained the level of conscious control over the firearm and the ammunition required under the law. For these reasons, the district court did not abuse its discretion in refusing to instruct the jury regarding a “temporary innocent possession” defense to the possession of a firearm. B. Conduct of Trial Judge We review a district judge’s conduct during trial for an abuse of discretion as well. See United States v. Verbitskaya, 406 F.3d 1324, 1337 (11th Cir.2005) (citing United States v. Cox, uld not apply to the cases that have been presented to them, based on the facts as developed at trial. See United States v. Williams, 389 F.3d 402, 405 (2d Cir.2004) (<HOLDING>); United States v. Paul, 110 F.3d 869, 872 (2d Options: A. holding that the defendants possession of the firearm was not so fleeting as to warrant an instruction on temporary innocent possession B. holding that possession was not so fleeting as to extend the statute beyond its arguable limits C. holding that trial court acted properly in refusing to give jury instruction on fleeting possession theory D. recognizing innocent possession defense to a charge of criminal weapons possession E. holding that to apply the firearm enhancement the firearm need only reflect the context of the defendants possession and the defendants ability to use the firearm to promote the controlled substance offense

assistant: The best answer is A. holding that the defendants possession of the firearm was not so fleeting as to warrant an instruction on temporary innocent possession
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 executed in one or more counterparts, each of which, when so executed and delivered or transmitted by facsimile, e-mail or other electronic means, shall be deemed to be an original, and all of which taken together shall constitute but one and the same instrument. A facsimile or electronic signature is deemed an original signature for all purposes under this Agreement.

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

user: Each undersigned party (the “Receiving Party”) and their respective directors, officers, employees, agents, or advisors (including, without limitation, legal advisors, accountants, consultants, bankers, and financial advisors) and potential sources of financing (collectively, “Representatives”) understands that during these discussions the other party (the “Disclosing Party’’) may disclose Proprietary Information (as defined herein) relating to the Disclosing Party’s business. 2. The Receiving Party agrees (b) not to divulge any such Proprietary Information or any information derived therefrom to any third person without prior written permission of the Disclosing Party, excluding disclosure to Representatives,

assistant: No
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: federal laws protecting veterans’ employment and reemployment rights “remained in full force and effect.” 20 C.F.R. § 1002.2. The purpose of USERRA is to (1) encourage non-career military service by “eliminating or minimizing the disadvantages to civilian careers,” (2) minimize the disruption of servicemembers and their employers “by providing for the prompt reemployment” of servicemembers, and (3) prohibit discrimination against servicemembers. 38 U.S.C. § 4301(a). We have previously noted that USERRA’s provisions “should be broadly construed in favor of military service members as its purpose is to protect such members.” Vego-Colón v. Wyeth Pharm., 625 F.3d 22, 26 (1st Cir.2010); see Fishgold v. Sullivan Drydock & Repair Corp., 328 U.S. 275, 285, 66 S.Ct. 1105, 90 L.Ed. 1230 (1946) (<HOLDING>). In the case of a servicemember whose period Options: A. holding that under edenfield the act should be liberally construed B. holding that the social security act is remedial and needs to be construed liberally C. holding that the workers compensation act is to be liberally construed and reasonable doubts as to construction are to be resolved in favor of coverage D. holding that pleadings under the rico act are to be liberally construed E. holding that the selective training and service act of 1940 is to be liberally construed for the benefit of those who left private life to serve their country in its hour of great need

assistant: The best answer is E. holding that the selective training and service act of 1940 is to be liberally construed for the benefit of those who left private life to serve their country in its hour of great need
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: No Loan Party is in default in the payment or performance of any of its contractual obligations and no Default has occurred (provided that, for the avoidance of doubt, the failure to make any payment under the Subordinated Promissory Note expressly prohibited by the Subordination Agreement shall not constitute a “default in the payment or performance” of such contractual obligations for purposes of this sentence).

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: 10 . In Bonner v. City of Prichard, 661 F.2d 1206, 1209 (11th Cir.1981) (en banc), this Court adopted as binding precedent' all decisions of the former Fifth Circuit handed down prior to the close of business on September 30, 1981. 11 . Courts have construed this phrase and similar phrases to include both state and federal courts. See Telespectrum, Inc. v. Pub. Serv. Comm’n, 227 F.3d 414, 421 (6th Cir.2000) (concluding actions under the TCA may be filed in state or federal court); Petersburg Cellular P’ship v. Bd. of Supervisors, 205 F.3d 688, 694 (4th Cir.2000) (indicating same); see also Adams v. Maryland, 347 U.S. 179, 181—82, 74 S.Ct. 442, 445, 98 L.Ed. 608 (1954) (reasoning "any court” included state courts); Freeman Brown Co. v. Harris, 139 F. 105, 108 (4th Cir.1905) (<HOLDING>). 12 . See Brehmer v. Planning Bd., 238 F.3d Options: A. holding court of competent jurisdiction includes federal courts B. holding that a trial courts finding of a fraudulent lien must be supported by competent evidence C. holding that when competent substantial evidence supports a trial courts ruling the appellate court will not secondguess the trial court D. recognizing that pleadings filed in federal court while the federal court has jurisdiction become part of the state court record on remand E. holding that federal district courts lack jurisdiction to review a final state court decision in a particular case

assistant: The best answer is A. holding court of competent jurisdiction includes federal courts
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: at sea. See generally Mitchell v. Trawler Racer Inc., 362 U.S. 539, 550, 80 S.Ct. 926, 4 L.Ed.2d 941 (1960). A claim for maintenance & cure concerns the vessel owner’s obligation to provide food, lodging, and medical services to a seaman injured while serving on the ship. See generally Calmar S.S. Corp. v. Taylor, 303 U.S. 525, 527-28, 58 S.Ct. 651, 82 L.Ed. 993 (1938). 2 . In relevant part, 46 U.S.C.App. § 688(a) provides that "[a]ny seaman who s nes Act is removable from state to federal court. See Burchett v. Cargill, Inc., 48 F.3d 173 (5th Cir.1995). However, no allegations of fraud exist in this case. 4 . A number of district courts have addressed the issue as well and concur with the Second and Fifth Circuit's holdings. See In re Waterman Steamship Corp., 1992 WL 124819 (E.D.La.)(<HOLDING>); See also Lonthier v. Northwest Ins. Co., 599 Options: A. holding that joinder of a nonremovable jones act claim with a removable claim under general maritime law that is not separate and independent is not grounds for removal B. holding that although claims asserted under the general maritime law of unseaworthiness are removable when diversity exists they cannot be removed when combined with a claim under the jones act C. holding that general maritime law preempts state law D. holding that wrongful death actions asserted under admiralty jurisdiction lie under general maritime law for death caused by violation of maritime duties and are not limited to standards of liability created by state law E. holding that general maritime and unseaworthiness claims brought in state court are removable to federal court only if they constitute separate and independent claims or causes of action in relation to the nonremovable jones act claim

assistant: The best answer is B. holding that although claims asserted under the general maritime law of unseaworthiness are removable when diversity exists they cannot be removed when combined with a claim under the jones act