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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: mortgagor without adhering to the due on sale clause is not permitted to cure the mortgage defaults through the Chapter 13 plan over the objection of the mortgage holder.” In re Tewell, 355 B.R. at 682. Here, the Debtor seeks to do exactly that under the Plan. Wells Fargo has objected to the Plan and argues that it impermissi-bly modifies Wells Fargo’s rights in violation of § 1322(b)(2). This Court agrees. The Plan allows the Debtor to keep the Property and also keeps the automatic stay in place to prevent Wells Fargo from foreclosing on the Property; meanwhile, the Debtor is supposed to make payments to the Morgans pursuant to the terms of the Second Lien Note, and the Morgans would presumably then turn around and remit payment to Wells Fargo under the First Lien Note. Under th 1) (<HOLDING>); In re Mendoza, 2010 WL 1610120, 2010 Options: A. holding that a debtor may cure a default after acceleration but expressing no limit on the right B. holding debtor could include property because the bank accepted payments directly from the debtor and had previously allowed the debtor to cure default C. holding that the debtor had the right to cure the default because the foreclosure sale was not complete under state law until it was confirmed by a court D. holding debtor could cure after the debtor had previously made payments to the bank E. holding debtor could cure default partly because the bank held a recourse loan and therefore could recover against the original borrower personally

assistant: The best answer is E. holding debtor could cure default partly because the bank held a recourse loan and therefore could recover against the original borrower personally
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 Section 7.1 of the Equity Plan, each Initial Award shall vest and become exercisable in substantially equal installments on each of the first three anniversaries of the date of grant, subject to the Non-Employee Director continuing in service on the Board through each such vesting date. Subject to Section 7.1 of the Equity Plan, each Subsequent Award shall vest and/or become exercisable on the first anniversary of the date of grant, subject to the Non-Employee Director continuing in service on the Board through such vesting date. No portion of an Initial Award or Subsequent Award which is unvested and/or exercisable at the time of a Non-Employee Director’s termination of service on the Board shall become vested and/or exercisable thereafter. Subject to Section 7.1 of the Equity Plan, all of a Non-Employee Director’s Initial Awards and Subsequent Awards shall vest in full upon the occurrence of a Change in Control (as defined in the Equity Plan), the Non-Employee Director’s death or the Non-Employee Director’s termination of service due to his Disability (as defined in the Equity Plan), to the extent outstanding at such time.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: During and after the Term, the Company shall indemnify the Executive to the maximum extent permitted by any applicable agreement, arrangement or corporate governance document of the Company or, in the event no such agreement, arrangement or document exists, to the maximum extent permitted by applicable law, in either case against all liabilities, losses, damages and expenses actually and reasonably incurred by the Executive in connection with any claim or proceeding arising out of, or relating to, her services for the Company, other than (i) any claim or proceeding by the Company against the Executive and (ii) any claim or proceeding by the Executive against the Company (“Losses”). The Company shall advance to the Executive to the extent permitted by law all Losses incurred by her provided the Executive undertakes to repay the amount of such advances if it shall ultimately be determined that she is not entitled to be indemnified against such Losses.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The provisions of this Agreement shall be deemed severable and the invalidity or unenforceability of any provision shall not affect the validity or enforceability of the other provisions hereof. If any provision of this Agreement, or the application thereof to any Person or any circumstance, is found to be invalid or unenforceable in any jurisdiction, (a) a suitable and equitable provision shall be substituted therefor in order to carry out, so far as may be valid or enforceable, such provision and (b) the remainder of this Agreement and the application of such provision to other Persons or circumstances shall not be affected by such invalidity or unenforceability, nor shall such invalidity or unenforceability affect the validity or enforceability of such provision, or the application thereof, in any other jurisdiction. Notwithstanding the foregoing, the Parties intend that the remedies and limitations thereon contained in Section 8.3 be construed as an integral provision of this Agreement and that such remedies and limitations shall not be severable in any manner that increases a party’s liability hereunder or under any Buyer Parent Guarantee.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: “His body posture ... shaking his head ... mumbling under his breath. From the very start, he was out to disrupt the process.” Brock continued his disruptive behavior until Judge Lee directly admonished him. Judge Lee testified to the following: “It had been going on for hours, I had had plenty of his childish behavior. I told him, You’re getting on my last nerve. I don’t want to see you sitting there shaking your head anymore.’ ” Judge Lee told Brock to sit up so that they could finish the trial. In response to Judge Lee’s admonishments, Brock gave a “mean look” and said, “Oh, I’ve got something for. you, just wait.” Based on his glare, demeanor, and posture, several courtroom observers, including Judge, Lee, perceived Brock’s statement as a threat. See Lebleu, 192 S.W.3d at 209 (<HOLDING>). Shortly thereafter, Brock attempted to Options: A. holding that testimony by witnesses that the defendant threatened a witness is sufficient to support acharge of retaliation B. holding that uncorroborated testimony of one witness is sufficient by itself to sustain a conviction C. holding that expert testimony on effect of drug abuse on witness memory would intrude upon the jurys role in assessing witness credibility only because the defendant had not put forth any evidence to show that the witnesses actually used drugs and that thus there was no factual link between the experts testimony and the specific witnesses D. holding that the district court did not abuse its discretion in limiting testimony to only one witness where additional witnesses would have provided the same testimony E. holding that death of potential alibi witness did not cause actual prejudice because defendant failed to relate the substance of the testimony of the missing witness in sufficient detail and to show witness testimony not available from other sources

assistant: The best answer is A. holding that testimony by witnesses that the defendant threatened a witness is sufficient to support acharge of retaliation
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: Osgood Mach, Inc., 81 N.Y.2d 66, 595 N.Y.S.2d 919, 612 N.E.2d 277, 284-85 (1993)) (citation omitted). In determining whether a foreign law is offensive to New York’s public policy, courts should look to “the State’s Constitution, statutes and judicial decisions.” Schultz v. Boy Scouts of Am.,. Inc., 65 N.Y.2d 189, 491 N.Y.S.2d 90,480' N.E.2d 679, 688 (1985). A number of cases have applied New York law—despite the parties’ choice of another forum’s law—because New York’s usury prohibition constitutes a fundamental public policy. See Am. Equities Grp., 2004 WL 870260, at *8 (“New York has a strong public policy against interest rates which exceed 25%, which policy must be enforced.”) (internal quotation marks omitted); In re McCorhill Publ’g, Inc., 86 B.R. 783, 793 (Bankr. S.D.N.Y. 1988) (<HOLDING>); Assih, 893 N.Y.S.2d at 446 (“New York has a Options: A. holding that new yorks public policy does not bar insurance coverage for disparate impact employment discrimination but noting that the state of new york insurance department has stated that it is against public policy to provide insurance coverage for intentional acts of discrimination B. recognizing israel had no interest in denying its citizens the substantive advantages of new jersey defamation law in new jersey residents claims for defamation published in new jersey C. recognizing that an insurance contract will generally be enforced as written unless to do so would violate the law or public policy D. holding that enforcing new jersey law would violate new yorks strong public policy against interest rates which exceed 25 which policy must be enforced E. recognizing that pennsylvania had no interest in denying its residents the greater damages available under new jersey consumer fraud statutes for claims against a new jersey seller

assistant: The best answer is D. holding that enforcing new jersey law would violate new yorks strong public policy against interest rates which exceed 25 which policy must be enforced
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: individuals under the age of 18 , or the applicable age of majority , may utilize the products only with the involvement and consent of a parent or legal guardian , under such person 's account and otherwise subject to these terms .

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: This Note shall be governed by and construed in accordance with the laws of the State of New York without regard to principles of conflicts of laws. Any action brought by either party against the other concerning the transactions contemplated by this Note shall be brought only in the state and/or federal courts of Johnson County, Kansas. The parties to this Note hereby irrevocably waive any objection to jurisdiction and venue of any action instituted hereunder and shall not assert any defense based on lack of jurisdiction or venue or based upon forum non conveniens . The Borrower and Holder waive trial by jury. The prevailing party shall be entitled to recover from the other party its reasonable attorney's fees and costs. In the event that any provision of this Note or any other agreement delivered in connection herewith is invalid or unenforceable under any applicable statute or rule of law, then such provision shall be deemed inoperative to the extent that it may conflict therewith and shall be deemed modified to conform with such statute or rule of law. Any such provision which may prove invalid or unenforceable under any law shall not affect the validity or enforceability of any other provision of any agreement. Each party hereby irrevocably waives personal service of process and consents to process being served in any suit, action or proceeding in connection with this Agreement or any other Transaction Document by mailing a copy thereof via registered or certified mail or overnight delivery (with evidence of delivery) to such party at the address in effect for notices to it under this Agreement and agrees that such service shall constitute good and sufficient service of process and notice thereof. Nothing contained herein shall be deemed to limit in any way any right to serve process in any other manner permitted by law.

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: ( i ) you are legally capable of entering into binding contracts ; ( ii ) all registration information you submit is truthful and accurate ; ( iii ) you will maintain the accuracy of such information ; and ( iv ) your use of the products does not violate any applicable law or regulation .

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: is challenged based on “the improper admission or rejection of evidence,” the judgment will be reversed only if “after an examination of the entire case” the reviewing court concludes “that the error complained of has resulted in a miscarriage of justice.” § 59.041, Fla. Stat. (2006). Accordingly, Saleeby is entitled to prevail on appeal only if a substantial right of Saleeby has been adversely affected and a miscarriage of justice has occurred. Saleeby’s case turned on whether Elson was immune from tort liability as an employer pursuant to section 440.11(1), Florida Statutes (1999). Saleeby contended that Elson had lost its immunity because it engaged in conduct which was substantially certain to result in injury to Saleeby. See Turner v. PCR, Inc., 754 So.2d 683, 691 (Fla.2000) (<HOLDING>). To obtain relief against Elson, Saleeby had Options: A. holding in an employees action to recover for injury sustained during work against the employer and other defendants did not state an intentional tort claim against contractor B. holding that glc 152 15 provides that the only party immune from suit under the statute is the direct employer a special employer is not immune because the special employer is not liable for the payment of workers compensation and there was no agreement between the direct employer and the special employer that the special employer would be liable for the payment of such compensation C. holding that an employee could not establish pretext when the employer in good faith believed that the employee engaged in misconduct regardless whether the employee in fact engaged in the misconduct D. holding that the intentional tort exception to employer immunity includes an objective standard to measure whether the employer engaged in conduct which was substantially certain to result in injury E. holding that an injury occurring in a parking lot which was leased but not controlled by an employer was compensable because the employer instructed its employees to park in that lot

assistant: The best answer is D. holding that the intentional tort exception to employer immunity includes an objective standard to measure whether the employer engaged in conduct which was substantially certain to result in injury
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 Parties agree that in the event of a breach of any provision of this Agreement, the prevailing party shall pay all costs and attorney’s fees incurred in conjunction with enforcement of this Agreement, to the extent permitted by law.

assistant: Costs
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: linden lab may , but will not have the obligation to , display , maintain , or otherwise make use of , any of your user content , and linden lab may , in its sole discretion , modify , delete , or otherwise make use of user content without notice or any liability to you or any third party .

assistant: Content removal
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: So long as the Formula Revolver Priority Termination Date has not occurred, the Formula Revolver Agent shall have the exclusive right, subject to the rights of the Obligors under the applicable Loan Documents, to settle and adjust claims in respect of the Formula Revolver Priority Collateral under policies of insurance and to approve any award granted in any condemnation or similar proceeding, or any deed in lieu of condemnation, in respect of the Formula Revolver Priority Collateral. After the occurrence of the Formula Revolver Priority Termination Date, the Floor Plan Agent shall have the exclusive right, subject to the rights of the Obligors under the applicable Loan Documents, to settle and adjust claims in respect of the Formula Revolver Priority Collateral under policies of insurance and to approve any award granted in condemnation or similar proceeding, or any deed in lieu of condemnation, in respect of the Formula Revolver Priority Collateral. So long as the Floor Plan Termination Date has not occurred, the Floor Plan Agent shall have the exclusive right, subject to the rights of the Obligors under the applicable Loan Documents, to settle and adjust claims in respect of the Floor Plan Priority Collateral under policies of insurance and to approve any award granted in any condemnation or similar proceeding, or any deed in lieu of condemnation, in respect of the Floor Plan Priority Collateral. After the occurrence of the Floor Plan Termination Date, the Formula Revolver Agent shall have the exclusive right, subject to the rights of the Obligors under the applicable Loan Documents, to settle and adjust claims in respect of the Floor Plan Priority Collateral under policies of insurance and to approve any award granted in condemnation or similar proceeding, or any deed in lieu of condemnation, in respect of the Floor Plan Priority Collateral.

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: argument is “ ‘that a claim was “unacceptable to that particular court at that particular time.” ’ ” Bousley v. United States, 523 U.S. 614, 623, 118 S.Ct. 1604, 140 L.Ed.2d 828 (1998) (quoting Engle v. Isaac, 456 U.S. 107, 130 n. 35, 102 S.Ct. 1558, 71 L.Ed.2d 783 (1982)). As Mr. Cook acknowledges in his petition, support for his claim could be found in In re Winship, 397 U.S. 358, 364, 90 S.Ct. 1068, 25 L.Ed.2d 368 (1970), which had been decided at the time of his trial. Thus, Mr. Cook has not established cause sufficient to excuse his procedural default. Similarly, Mr. Cook’s petition does not assert a “fundamental miscarriage” of justice will occur unless we address his claim. Mr. Cook never argues he is actually innocent. See United States v. Cox, 83 F.3d 336, 341 (10th Cir.1996) (<HOLDING>). Consequently, his Apprendi argument is barred Options: A. holding in the administrative forfeiture context that jeopardy does not and cannot attach until one is made a party to a proceeding before a trier of fact having jurisdiction to try the question of guilt or innocence B. holding because petitioner has not made a colorable showing of factual innocence he cannot establish a fundamental miscarriage of justice C. holding that a petitioner did not make a prima facie showing of illegal discrimination because the petitioner needed to point to more facts than the number of africanamericans struck in order to establish a pattern of strikes supporting an inference of discrimination D. holding that a plaintiff can establish pretext only by showing that her employers explanation is a he E. holding that claimant did not establish good cause by showing he was unable to comprehend the determination

assistant: The best answer is B. holding because petitioner has not made a colorable showing of factual innocence he cannot establish a fundamental miscarriage of justice
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: Gibson, 355 U.S. 41, 45-46, 78 S.Ct. 99, 2 L.Ed.2d 80 (1957)). Additionally, when considering a motion to dismiss a pro se complaint, “courts must construe [the complaint] broadly, and interpret [it] to raise the strongest arguments that [it] suggests.” Id. at 146 (alterations in original) (quoting Cruz v. Gomez, 202 F.3d 593, 597 (2d Cir.2000)). In light of the above standard, the court broadly and liberally construes Griffin’s June 25, 2012 letter, as well as her reply letters of July 20, 2012, (ECF No. 575.), August 15, 2012, (ECF No. 588.), and August 17, 2012, (ECF No. 590.), as timely effor eneral creditor lacks the property interest required by Section 853(n)(2) in order to confer standing to pursue a claim in an ancillary proceeding. See, e.g., DSI Assocs. LLC, 496 F.3d at 184 (<HOLDING>); Ribadeneira, 105 F.3d at 836-37 (holding that Options: A. holding that a plaintiff lacks standing to challenge legislation created outside of plaintiffs district absent specific evidence of personal harm B. holding that 1823e applies only when the fdics interest in a specific asset would be impaired by the alleged secret agreement C. holding that a general creditor does not have a property interest superior to defendants in any particular asset or funds until he has obtained some judgment and secures that asset or those funds D. holding that a claimant without an interest in a particular specific asset lacks standing to initiate ancillary proceeding E. holding that a cause of action for wrongful death is an asset of an estate

assistant: The best answer is D. holding that a claimant without an interest in a particular specific asset lacks standing to initiate ancillary proceeding
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: believe that an interlocutory appeal may be taken from a pretrial ruling in a criminal case that denies any relief sought on the basis of the Double Jeopardy Clause. We disagree. [A defendant] is not entitled to an interlocutory appeal to avoid whatever slight increment of strain, embarrassment, or expense might arise from having to defend against allegations made or evidence presented in connection with a court on which trial will in any event occur.”); United States v. Gulledge, 739 F.2d 582, 586 (11th Cir. 1984) (“Unlike the defendant in Abney, Gulledge will undergo a second trial regardless of our ruling .... Consequently, full protection of his fifth amendment right does not depend on appellate review at this time.”); United States v. Head, 697 F.2d 1200, 1205 (4th Cir. 1982) (<HOLDING>). Significantly, in this case, Pickering did Options: A. holding no jurisdiction under abney when appeal even if successful could only lessen and not wholly remove the possibility of conviction upon being again tried B. holding that harmless error test is satisfied when there is no reasonable possibility that the error contributed to the conviction C. holding that extraneous information which is unrelated to the case being tried is not prejudicial D. holding that an error is harmless if there is no reasonable possibility that it contributed to the conviction E. holding that there is no constitutional right to appeal a criminal conviction

assistant: The best answer is A. holding no jurisdiction under abney when appeal even if successful could only lessen and not wholly remove the possibility of conviction upon being again tried
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 Warrant Agreement, as it relates to the 2019 Warrants and the 2020 Warrants shall terminate at the 2019 Expiration Date and the 2020 Expiration Date, respectively (or Close of Business on the Settlement Date with respect to any Exercise Notice delivered prior to the applicable Expiration Date). Notwithstanding the foregoing, this Warrant Agreement, as it relates to the 2019 Warrants and the 2020 Warrants will terminate on such earlier date on which all outstanding 2019 Warrants or the 2020 Warrants have been exercised, respectively. All provisions regarding indemnification, warranty, liability and limits thereon shall survive the termination or expiration of this Warrant Agreement.

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 case excerpt and choose the best holding from the options. Case excerpt: Baseball & Athletic Ass’n, 185 Minn. 507, 240 N.W. 903 (1932)); Missouri (Anderson v. Kansas City Baseball Club, 231 S.W.2d 170 (Mo.1950)); New York (Akins v. Glens Falls City Sch. Dist., 53 N.Y.2d 325, 441 N.Y.S.2d 644, 424 NE.2d 531 (1981)); North Carolina (Cates v. Cincinnati Exhibition Co., 215 N.C. 64, 1 S.E.2d 131 (1939)); Ohio (Cincinnati Baseball Club Co. v. Eno, 112 Ohio St. 175, 147 N.E. 86 (1925)); Texas (Friedman v. Houston Sports Ass'n, 731 S.W.2d 572 (Tex.App.1987)); Utah (Lawson v. Salt Lake Trappers, Inc., 901 P.2d 1013 (Utah 1995)). 3 See Colorado Baseball Spectator Safety Act of 1993, Colo.Rev.Stat. § 13-21-120 (1993); Baseball Facility Liability Act, III. Comp. Stat. 38/1-49 (1992). 4 See, e.g., City of Milton v. Broxson, 514 So.2d 1116, 1118 (Fla.Dist.Ct.App.1987) (<HOLDING>); Bellezzo v. Arizona, 174 Ariz. 548, 851 P.2d Options: A. holding that a store owner has a duty to protect invitees from foreseeable criminal acts B. holding a business owner must protect invitees against injury caused by third persons C. holding state of the law must be determined at time of challenged action D. holding that liability must be determined by the common law standards governing the duty of landowners to invitees E. holding that the constitutional level of punitive damages is not a finding of fact that must be determined by the jury it may be determined de novo by the court

assistant: The best answer is D. holding that liability must be determined by the common law standards governing the duty of landowners to invitees
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 counse- lee and is unable to provide the appropriate counseling. Doctor Frederick M. Miller, a psychiatrist, testified in the jury trial that the beneficial counseling Bohrer needed at age twelve had been postponed for six years as a direct result of DeHart’s failure to afford her proper counseling. His opinion was that DeHart’s counseling activities aggravated her already poor relationship with her parents, made her susceptible to the sexual conduct DeHart pursued, impaired her ability to trust others, and contributed to her emotional and physical distress. DeHart should have recognized the boundaries of the counseling relationship, advised her to seek another counselor, and ceased counseling her. See St. Paul Fire & Marine Ins. Co. v. Love, 459 N.W.2d 698, 700, 702 (Minn.l990)(<HOLDING>). Instead, DeHart breached the boundaries of Options: A. holding that the plaintiffs asserted legal basis for coverage is irrelevant to the determination of whether the insurance policy provides coverage and instead looking to the facts underlying the claim for coverage B. holding that insurance agents owe no duty to procure coverage for persons with no written or oral agreement with the agent to procure coverage or who have never contacted the agent about insurance coverage C. holding that new yorks public policy does not bar insurance coverage for disparate impact employment discrimination but noting that the state of new york insurance department has stated that it is against public policy to provide insurance coverage for intentional acts of discrimination D. holding that insurers failure to deny existence of insurance coverage under policy at issue was to admit that coverage existed E. recognizing insurance coverage for counselors inappropriate response to his counselees best interest

assistant: The best answer is E. recognizing insurance coverage for counselors inappropriate response to his counselees best interest
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Each of the Company and its Subsidiaries will benefit from the financing arrangement established by this Agreement. The Administrative Agent and the Lenders have stated and acknowledge that, but for the agreement by each of the Subsidiary Guarantors to execute and deliver the Subsidiary Guaranty, the Subsidiary Borrower to assume joint and several liability for the Obligations to the extent provided in Section 1.4 or any other Subsidiary to execute and deliver any Loan Document to which it is a party, the Administrative Agent and the Lenders would not have made available the credit facilities established hereby on the terms set forth herein.

assistant: Benefits
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 request for sanctions as contained in the September 1, 2004, motion was never revisited, nor was that motion the basis for the sanction that was ultimately imposed. When Plaintiff and her lawyer appeared in court for the sanction hearing held on October 26, 2004, they — and the trial court— took up the sanction motion filed October 15, 2004. This is the motion that Defendant’s lawyer swore he never received; an averment that the trial judge found to be true. By proceeding in this fashion, Plaintiff waived or abandoned any claim of entitlement to sanctions under its September 1 motion — the one that Defendant admittedly knew about — and ultimately obtained a judgment via a proceeding held without notice to Defendant. See Harrington v. Harrington, 153 S.W.3d 315, 319 (Mo.App.2005) (<HOLDING>). A judgment entered without notice to an Options: A. holding that guardian ad litems extensive advice to plaintiffs attorney and daily involvement in case exceeded formal role of guardian ad litem B. holding that guardian ad litem and psychologist fees incurred in child custody proceedings and ordered to be paid directly to the guardian ad litem and psychologist were nondischargeable under 523a5 C. holding wife abandoned her attempts to seek sanctions against husband and husband was not placed on notice that those issues would be raised again by guardian ad litem D. holding the district court properly allowed guardian ad litem fees to be taxed as costs E. holding a wife liable for necessary medical expenses incurred by her husband under the doctrine even though the wife did not sign as a guarantor and did not request that her husband be admitted nor anticipate that her husband would be admitted

assistant: The best answer is C. holding wife abandoned her attempts to seek sanctions against husband and husband was not placed on notice that those issues would be raised again by guardian ad litem
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) Schedule 8 lists all Intellectual Property registered with, or applied for, the U.S. Patent and Trademark Office or the U.S. Copyright Office (or any foreign national registry) and owned by such Grantor in its own name on the date hereof.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement and each other Loan Document has been duly executed and delivered by each Loan Party and each Guarantor that is party thereto. This Agreement and each other Loan Document constitutes a legal, valid and binding obligation of such Loan Party or Guarantor, as the case may be, enforceable against each Loan Party and each Guarantor that is party thereto in accordance with its terms, except as such enforceability may be limited by Debtor Relief Laws and by general principles of equity.

assistant: Binding Effects
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 Amendment and the other Loan Documents constitute the entire agreement and understanding between the parties hereto with respect to the transactions contemplated hereby and thereby and supersede all prior negotiations, understandings and agreements between such parties with respect to such transactions .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: All taxes (other than property taxes, ad valorem taxes, income taxes, gross receipt taxes, payroll taxes and other similar taxes) that Operator incurs on TRMC’s behalf for services provided pursuant to this Agreement with respect to the Avon Terminal, shall be reimbursed by TRMC unless prohibited by Applicable Law.

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: Except as set forth on Schedule 4.5 , the Company has filed all reports, schedules, forms, statements and other documents required to be filed by the Company under the Securities Act and the Exchange Act, including pursuant to Section 13(a) or 15(d) thereof, for the one (1) year preceding the date hereof (or such shorter period as the Company was required by law or regulation to file such material) (the foregoing materials, including the exhibits thereto and documents incorporated by reference therein, being collectively referred to herein as the “ SEC Documents ”) on a timely basis or has received a valid extension of such time of filing and has filed any such SEC Documents prior to the expiration of any such extension. As of their respective dates, the SEC Documents complied in all material respects with the requirements of the Securities Act and the Exchange Act, as applicable, and other federal laws, rules and regulations applicable to such SEC Documents, and none of the SEC Documents when filed contained any untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading. The financial statements of the Company included in the SEC Documents comply as to form and substance in all material respects with applicable accounting requirements and the published rules and regulations of the SEC or other applicable rules and regulations with respect thereto. Such financial statements have been prepared in accordance with generally accepted accounting principles applied on a consistent basis during the periods involved (except (a) as may be otherwise indicated in such financial statements or the notes thereto or (b) in the case of unaudited interim statements, to the extent they may not include footnotes or may be condensed or summary statements) and fairly present in all material respects the financial position of the Company as of the dates thereof and the results of operations and cash flows for the periods then ended (subject, in the case of unaudited statements, to normal, immaterial, year-end audit adjustments). Except with respect to the material terms and conditions of the transactions contemplated by the Transaction Documents, the Company confirms that neither it nor any other Person acting on its behalf has provided the Investor or its agents or counsel with any information that it believes constitutes or might constitute material, non- public information. The Company understands and confirms that the Investor will rely on the foregoing representation in effecting transactions in securities of the Company.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Executive shall be provided indemnification by the Company to the maximum extent permitted by applicable law and its charter documents against expenses incurred and damages paid or payable by the Executive with respect to claims based on actions or failures to act by the Executive in his capacity as an officer, director or employee of the Company or its Affiliates on in any other capacity, including any fiduciary capacity, in which the Executive served at the request of the Company or an Affiliate. In addition, he shall be covered by a directors & officers liability policy with coverage for all directors and officers of the Company. The indemnification in this Section is in addition to, and not in lieu of, any indemnification or insurance rights that exist at law or under the Indemnification Agreement by and between Executive and the Company dated July 25, 2016, or pursuant to the Company’s charter documents or employee benefit.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Except as set forth in the SEC Reports, none of the officers or directors of the Company or any Subsidiary and, to the knowledge of the Company, none of the employees of the Company or any Subsidiary is presently a party to any transaction with the Company or any Subsidiary (other than for services as employees, officers and directors), including any contract, agreement or other arrangement providing for the furnishing of services to or by, providing for rental of real or personal property to or from, providing for the borrowing of money from or lending of money to, or otherwise requiring payments to or from any officer, director or such employee or, to the knowledge of the Company, any entity in which any officer, director, or any such employee has a substantial interest or is an officer, director, trustee, stockholder, member or partner, in each case in excess of $120,000 other than for: (i) payment of salary or consulting fees for services rendered, (ii) reimbursement for expenses incurred on behalf of the Company and (iii) other employee benefits, including stock option agreements under any stock option plan of the Company.

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: Except as otherwise determined by the Committee, upon termination of employment of a Participating Key Employee or service as a director of a Non-Employee Director (as determined under criteria established by the Committee) for any reason during the applicable restriction period, all Shares of Restricted Stock still subject to restriction shall be forfeited by the Participating Key Employee or Non-Employee Director; provided, however, that the Committee may, when it finds that a waiver would be in the best interests of the Company, waive in whole or in part any or all remaining restrictions with respect to Shares of Restricted Stock held by a Participating Key Employee or Non Employee Director.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: additionally cite to John Hancock Mutual Life Ins. Co. v. Harris Trust & Savings Bank, 510 U.S. 86, 95-96, 114 S.Ct. 517, 126 L.Ed.2d 524 (1993); Srein v. Frankford Trust Co., 323 F.3d 214, 220-22 (3d Cir.2003); LoPresti, supra at 37, n. 4; Bd. of Trustees of Bricklayers Local 6 of New Jersey Welfare Fund v. Wettlin Associates, Inc., 237 F.3d 270, 273 (3d Cir.2001); Ream v. Frey, 107 F.3d 147 (3d Cir.1997); and Briscoe v. Fine, 444 F.3d 478, 491 (6th Cir.2006). See (Doc. 12 at 7-8). 6 . The Day court found its construction of "fiduciary’' consistent with the decisions of the other circuits that have considered the issue. See Day, 436 F.3d at 237 (citing David P. Coldesina, D.D.S., P.C., Employee Profit Sharing Plan & Trust v. Estate of Simper, 407 F.3d 1126, 1132-35 (10th Cir.2005) (<HOLDING>); Srein, 323 F.3d at 220-22 (holding a bank is Options: A. holding that a termination of an erisa plans benefits must be based upon the plans terms and language B. holding that funds for an accountant were appropriately denied where defendant did not show that lack of an accountant prejudiced his case C. holding an accountant is a fiduciary under the disposition clause where he wrongfully disbursed the plans funds D. holding that the plaintiff stated a claim for breach of fiduciary duty where he alleged that the plan offered funds that charged higher fees than available alternatives that underperformed during the relevant time period and that were included in the plan because of improper influence by the plans trustee E. recognizing that benefit plans must designate a fiduciary to serve as the plan administrator

assistant: The best answer is C. holding an accountant is a fiduciary under the disposition clause where he wrongfully disbursed the plans 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 case excerpt and choose the best holding from the options. Case excerpt: R.A. even though she knew the location of Akin and R.A. Additionally, unlike in Holick, there was no understanding between Akin and Jordan that Jordan would not be sending support because Akin could provide adequate support on his own. As Akin said in his own letters, Jordan “stuck” R.A. with him, she “never once helped [him] when [he] had [R.A.],” he “tried for almost 6 month[s]” to locate Jordan but she “vanished off the face of the earth,” and he needed her “more than ever at that time and so did [R.A.] [b]ut [p]oof [she] vanished.” The evidence clearly shows that Jordan did not make arrangements for the adequate support of R.A. Cf. In re R.N.G., No. 11-02-00084-CV, 2002 WL 32344622, at *2 (Tex.App.-Eastland Dec. 12, 2002, no pet.) (mem. op., not designated for publication) (<HOLDING>). Jordan also relies upon In re T.B.D. to argue Options: A. holding evidence insufficient to terminate mothers parental rights under section c because mother made arrangements for adequate support of children evidence showed mother left children with father who maintained steady employment and adequately supported children mother knew that father would provide adequate support and mother left children pursuant to agreed divorce decree B. holding evidence legally and factually sufficient under sections d and e to terminate mothers parental rights based in part on evidence that mother placed children with father who lived transient lifestyle with children C. holding evidence legally and factually sufficient under sections d and e to terminate mothers parental rights based in part on evidence that mother placed children with physically abusive father D. holding evidence supported terminating mothers parental rights under section d based in part on evidence that mother could not adequately protect or provide financially for children E. holding evidence supported termination of mothers parental rights where among other factors mother knowingly allowed abusive and sexually deviant father to have access to children

assistant: The best answer is A. holding evidence insufficient to terminate mothers parental rights under section c because mother made arrangements for adequate support of children evidence showed mother left children with father who maintained steady employment and adequately supported children mother knew that father would provide adequate support and mother left children pursuant to agreed divorce decree
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 any number of counterparts each of which when so executed shall be deemed to be an original and all of which when taken together shall constitute one and the same Agreement. A facsimile copy or scanned copy (in .tif, .jpg, or .pdf format) of any party’s signature shall be deemed as legally binding as the original signatures.

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 legal provision and list the applicable contract clause categories. Provision: This Amendment may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. This Amendment may be executed by facsimile signature (including signatures in Adobe PDF or similar format).

assistant: Counterparts