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: Court held that “[ojther than the fact of a prior conviction, any fact that increases the penalty for a crime beyond the prescribed statutory maximum must be submitted to a jury, and proved beyond a reasonable doubt.” Id. at 490, 120 S.Ct. 2348. Because the jury had made no drug quantity finding, the district court sentenced Johnson to 240 months of imprisonment — the statutory maximum penalty for this offense without considering drug quantity. See 21 U.S.C. § 841(b)(1)(C); U.S. Sentencing Guidelines Manual § 5Gl.l(a) (1998) (“Where the statutorily authorized maximum sentence is less than the minimum of the applicable guideline range, the statutorily authorized maximum sentence shall be the guideline sentence.”); see also United States v. Aguayo-Delgado, 220 F.3d 926, 933 (8th Cir.) (<HOLDING>), cert. denied, 531 U.S. 1026, 121 S.Ct. 600, Options: A. holding that where the indictment charged drug quantity but drug quantity was not submitted to the jury the district court erred in using drug quantity to increase the penalty beyond the twentyyear maximum of 841b1c B. holding that statutory maximum is twenty years when drug quantity is not charged as element of offense and found by jury beyond a reasonable doubt C. holding that when the indictment charges that a certain minimum quantity of drugs is involved in the offense proof of that quantity is a fourth element of the offense D. holding that a sentence is proper as long as it is within the statutory range prescribed for the offense without regard to drug quantity E. holding no merit to ineffective assistance of counsel claim with regard to sentence imposed where record demonstrated defendants sentence was within range prescribed by relevant sentencing guidelines

assistant: The best answer is D. holding that a sentence is proper as long as it is within the statutory range prescribed for the offense without regard to drug quantity
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: or the application by the Court of Appeals for Veterans Claims of law to factual situations. 38 U.S.C. §§ 7261(c), 7292(d)(2) (1994); Bustos v. West, 179 F.3d 1378, 1380 (Fed.Cir.1999). Title 38 imposes specific requirements for preservation of a veteran’s right of appeal to the Court of Appeals for Veterans Claims: (1) In order to obtain review by the Court of Appeals for Veterans Claims of a final decision of the Board of Veterans’ Appeals, a person adversely affected by such decision shall file a notice of appeal with the Court within 120 days after the date on which n nue, 691 S.W.2d 216 (Ky.Ct.App.1985) (finding that an incorrect zip code used in a notice of tax lien did not preclude the address from being proper); Kahl v. SAIF Corp., 86 Or.App. 203, 738 P.2d 999 (Or.Ct.App.1987) (<HOLDING>); Judkins v. Davenport, 59 S.W.3d 689 Options: A. holding that although an address in which the zip code is incorrect may be properly addressed an address in which both the zip code and the street address is incorrect is not properly addressed B. holding that service was not defeated by an address with an incorrect zip code C. holding that an inaccurate zip code does not render an address improper for purposes of texas rule of civil procedure 5 D. holding that an incorrect zip code does not render an otherwise proper address improper E. holding that whether an incorrect zip code on a notice of sale is properly addressed is a question of fact

assistant: The best answer is B. holding that service was not defeated by an address with an incorrect zip code
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 residential program. The remain der of the terms and conditions of the disposition order are affirmed. AFFIRMED in part; REVERSED in part; and REMANDED. GRIFFIN and ORFINGER, R. B, JJ., concur. 1 . We affirm the remaining issues advanced by I.B. on appeal without discussion. 2 . Fearing that this legislative change left juveniles without a procedure to correct unpre-served disposition errors that did not constitute fundamental error, the Florida Supreme Court adopted ) (concluding that juvenile could not be sentenced to commitment not to exceed 364 days followed by post-commitment community control not to exceed 364 days for battery, where maximum term that juvenile could have received for offense as an adult was one year); see also J.G. v. State, 783 So.2d 1233 (Fla. 5th DCA 2001) (<HOLDING>). 4 . Some Florida courts have held that Options: A. holding that state may not subject indigent defendants to period of imprisonment beyond statutory maximum B. holding pursuant to section 985231 ld florida statutes 1999 that duration of commitment which includes any period in an aftercare program may not exceed the statutory maximum for the offense C. holding apprendi is not implicated where sentence does not exceed statutory maximum sentence authorized for the offense in its simplest form D. holding that a defendant could not assert an error under apprendi v new jersey because his sentence does not exceed the statutory maximum E. holding that restitution in the full amount of each victims losses does not exceed the statutory maximum

assistant: The best answer is B. holding pursuant to section 985231 ld florida statutes 1999 that duration of commitment which includes any period in an aftercare program may not exceed the statutory maximum for the offense
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: if a participant of a group video call is not on a version of internet communications software that supports group video calls , then the call will be an audio call only for that participant .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Committee may amend this Agreement at any time, provided that no such amendment shall materially impair the rights of the Grantee unless reflected in a writing executed by the parties hereto that specifically states that it is amending this Agreement.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Except as set forth in the Commission Documents or as disclosed in any of the Schedules attached hereto, none of the officers or directors of the Company and, to the knowledge of the Company, none of the employees of the Company is presently a party to any transaction with the Company (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: Contractor agrees to make and maintain adequate and current records of all Company Innovations, which records shall be and remain the property of Company. Contractor agrees to promptly disclose to Company every Company Innovation. Contractor hereby does and will assign to Company, or Company’s designee, Contractor’s entire worldwide right, title and interest in and to all Company Innovations and all associated records and intellectual property rights. Furthermore, Contractor shall continue to be governed by the Proprietary Information and Inventions Agreement dated November 29, 2016 by and between the Company and the Contractor (the “PIIA”), which Contractor signed in connection with his employment at Company, shall continue in full force and effect.

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 case excerpt and choose the best holding from the options. Case excerpt: not contest his discrimination claims on summary judgment contained in Counts I and III in his Complaint. The Court grants summary judgment accordingly. 7 . Defendants claim that Tawwaab’s Title VII retaliation claim must be dismissed for failure to exhaust administrative remedies because he did not check the "retaliation” box on his E.E.O.C. Charge, and did not allege a claim of retaliation in the body of the Charge. (See Doc. No. 52-2, Ex. A-1 at 1.) However, the E.E.O.C. explicitly included retaliation in its reasonable cause determination. (See Doc. No. 63, Ex. 11 at 1.) As such, to the extent Defendant argues that Tawwaab’s retaliation claim is beyond the scope of his E.E.O.C. Charge, the Court does not agree. See E.E.O.C. v. Gen. Elec. Co., 532 F.2d 359, 364-66 (4th Cir.1976) (<HOLDING>). 8 .The analysis is the same for retaliation Options: A. holding that in light of a worksharing agreement between the state agency and the eeoc a charge of discrimination filed with the state agency was properly filed with the eeoc on the same date B. holding that failure of eeoc to transmit charge to phrc within limitations period was subject to equitable tolling where plaintiff requested crossfiling in the cover letter attached to the eeoc charge on the first page of the charge itself and on an official form used by the eeoc for requests for dualfiling C. holding that plaintiff stated a discrimination claim despite not including a discrimination heading in eeoc complaint because the facts included in eeoc complaint were sufficient to trigger an investigation into whether plaintiff suffered an adverse action because of his religion D. holding that an original eeoc charge is sufficient to support a civil suit under the act for any discrimination developed in the course of a reasonable investigation of that charge provided such discrimination was included in the reasonable cause determination of the eeoc E. holding that the eeoc has authority to investigate a broader picture of discrimination that appears during the investigation of an individual charge

assistant: The best answer is D. holding that an original eeoc charge is sufficient to support a civil suit under the act for any discrimination developed in the course of a reasonable investigation of that charge provided such discrimination was included in the reasonable cause determination of the eeoc
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: (Fed.Cir.1996). Claim interpretation defines the scope of the claim. York Prods., Inc. v. Central Tractor Farm & Family Ctr., 99 F.3d 1568, 1572 (Fed.Cir.1996). In determining the meaning of disputed claim terms, a court may consider the written description, the prosecution history, and extrinsic evidence. Vitronics Corp. v. Conceptronic, Inc., 90 F.3d 1576 (Fed.Cir.1996). These additional sources “may provide a context and clarification about the meaning of claim terms.” York Prods., 99 F.3d at 1572. Throughout the interpretation process, however, “the focus remains on the meaning of the claim language.” Thermalloy, Inc. v. Aavid Engineering, Inc., 121 F.3d 691, 693 (Fed.Cir.1997); Bell Communications Research, Inc. v. Vitalink Communications Corp., 55 F.3d 615, 619 (Fed.Cir.1995) (<HOLDING>). Therefore, the language of the claim frames Options: A. holding that an assignment or sale of rights in the invention and potential patent rights is not a sale of the invention within the meaning of section 102b B. holding first amendment claim requires actual protected conduct C. recognizing that through the structure of its government a state defines itself as a sovereign D. holding that first and most importantly the language of the claim defines the scope of the protected invention E. holding when a statute defines manner or means of committing an offense indictment need not allege matters beyond the language of the statute

assistant: The best answer is D. holding that first and most importantly the language of the claim defines the scope of the protected invention
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: remanded for further proceedings. REVERSED AND REMANDED 1 . In the original petition in the Sullivan Suit, Ms. Sullivan averred that she was represented by a power of attorney appointing Mr. Ban-daries as her attorney in fact and caregiver and granting him "full power and authority and in her name and behalf” to "conduct, man .2d 166, 171 (1971) (report stating that plaintiff had been indicted for adultery was libelous per se); see also Donati v. Queens Ledger Newspaper Group, 240 A.D.2d 696, 659 N.Y.S.2d 306 (1997) (reversing dismissal of defamation claim where plaintiff alleged that item in newspaper was capable of defamatory connotation that plaintiff had been engaged in a longstanding extramarital affair). But see Marleau v. Truck Ins. Exchange, 333 Or. 82, 37 P.3d 148, 156 (2001) Options: A. holding that under south carolina law slander is actionable per se where plaintiff is alleged to have committed adultery B. holding that statements that insinuated that plaintiff was an adulteress were actionable as slander per se under missouri law C. recognizing that slander per se is actionable without a showing of actual or special damages D. holding that statement made to plaintiffs neighbors that plaintiff committed adultery was not slander per se because adultery is no longer a crime under oregon law E. holding that statements imputing adultery are defamatory under louisiana law

assistant: The best answer is D. holding that statement made to plaintiffs neighbors that plaintiff committed adultery was not slander per se because adultery is no longer a crime under oregon law
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Any notice pursuant to this Agreement shall be given in writing by (a) reputable overnight delivery service with proof of delivery, or (b) United States Mail, postage prepaid, registered or certified mail, return receipt requested, or (c) legible facsimile transmission or electronic mail transmission sent to the intended addressee at the address set forth below, or to such other address or to the attention of such other person as the addressee shall have designated by written notice sent in accordance herewith, and shall be deemed to have been given either at the time of refusal of such delivery, or, in the case of expedited delivery service or mail, as of the date of first attempted delivery at the address and in the manner provided herein or the date of the refusal of such delivery, or, in the case of facsimile or email transmission, as of the date of the facsimile or email transmission provided that an original of such facsimile or email is also sent on or before the next business day to the intended addressee by means described in clauses (a) or (b) above. The counsel for each party set forth in this Section 10.17 is authorized to give and receive any notice on behalf of such party. Unless changed in accordance with the preceding sentence, the addresses for notices given pursuant to this Agreement shall be as follows.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: During the Term, Live Nation initially will pay the Employee an annual gross base salary (the “Base Salary”) of $950,000, less appropriate payroll deductions and all required withholdings. All payments of Base Salary are payable in regular installments in accordance with Live Nation’s normal payroll practices, as in effect from time to time (but no less often than monthly) and prorated monthly or weekly for any partial pay period of employment. The Employee will be eligible to receive annual increases in such base salary in the sole and absolute discretion of the Compensation Committee (the “Committee”) of the Board of Directors of Live Nation (the “Board”).

assistant: Base Salary
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: “departs from the general rule that each party to a lawsuit pays his or her own legal fees,” Scarborough v. Principi, 541 U.S. 401, 404-05, 124 S.Ct. 1856, 158 L.Ed.2d 674 (2004), and requires that a trial court award attorney fees, where: “(i) the claimant is a prevailing party; (ii) the government’s position was not substantially justified; (iii) no special circumstances make an award unjust; and (iv) the fee application is timely submitted and supported by an itemized statement.” Libas, Ltd. v. United States, 314 F.3d 1362, 1365 (Fed.Cir.2003) (citations omitted). If a plaintiff establishes status as a “prevailing party,” the burden of proof then shifts to the Government to demonstrate that its position was “substantially justified.” See Scarborough, 541 U.S. at 414, 124 S.Ct. 1856 (<HOLDING>); see also RAMCOR Servs. Group v. United Options: A. holding that the contracts clause article i section 10 clause 1 to the united states constitution does not apply to the actions of the federal government B. holding that section 2412d1a of the eaja requires proof that the position of the united states was substantially justified be shouldered by the government C. holding that the plaintiff must demonstrate that defendants contacts with the united states as a whole support the exercise of jurisdiction consistent with the constitution and laws of the united states D. holding that the commandant of the united states disciplinary barracks and the united states are identical parties E. holding that the fourteenth amendment which makes persons bom in the united states and subject to its jurisdiction citizens of the united states and requires that representatives be apportioned among the states based on population excluding indians not taxed did not make an indian a citizen of the united states

assistant: The best answer is B. holding that section 2412d1a of the eaja requires proof that the position of the united states was substantially justified be shouldered by the government
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 testimony in chief, is to deny a substantial right and withdraw one of the safeguards essential to a fair trial. [Quoting Alford v. United States, 282 U.S. 687, 692, 51 S.Ct. 218, 219, 75 L.Ed. 624, 628 (1931)]. The court purported to hold that limitations on cross-examination could never be harmless error. I agree with the majority in this case that we should not follow the dicta in Lauderdale to that extent. Nevertheless, I think any harmless error test must be stringently applied. It is only because Wamser’s counsel in oral argument was unable to articulate any theory under which any possible answer to his questions might have been helpful to the defense that I join in the court’s opinion affirming Wam-ser’s conviction. See Padgett v. State, 590 P.2d 432, 435 (Alaska 1979) (<HOLDING>). 3 . Wamser’s analysis, based on Frye, is Options: A. holding that elements of rape do not include proof of the absence of a marital relationship between the accused and the victim B. holding that restriction of defenses crossexamination of expert was reversible error because only other witnesses testifying as to rape were complainant and defendant C. holding that statements are admissible in absence of showing that parents were not notified in accordance with statute D. holding that limitation on scope and breadth of crossexamination did not significantly curtail effectiveness of witness crossexamination because crossexamination was lengthy and extensive E. holding a restriction on crossexamination of prosecuting witness in rape case not error in absence of offer of proof in accordance with as 1245045

assistant: The best answer is E. holding a restriction on crossexamination of prosecuting witness in rape case not error in absence of offer of proof in accordance with as 1245045
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: Morris intriguingly argues that he could not have been guilty beyond a reasonable doubt because Mississippi does not permit an instruction defining the limits of reasonable doubt. Morris argues that by not requiring the court to define the limits of reasonable doubt, Mississippi is in effect trampling upon the requirement that the State prove its case beyond a reasonable doubt. Mississippi however has a longstanding policy of relying upon jurors to determine whether their doubt is reasonable, and prohibits any instruction that would presume to define the nature of reasonable doubt. Isaacks v. State, 337 So.2d 928, 930 (Miss.1976). ¶ 9. We find no error in the refusal of the requested instruction. III. IS THE VERDICT CONTRARY TO THE OVERWHELMING WEIGHT OF THE EVID 03, 806 (1957) (<HOLDING>). This Court cannot substitute its judgment Options: A. 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 B. holding that a district court was entitled to accept or reject testimony on the basis of the witnesses demeanor and candor or lack thereof and contradictions in the witnesses testimony C. holding that strength of testimony is not the result of a calculus of witnesses D. holding that material for witnesses need not be produced to defendant where the witnesses were not called as government witnesses at trial E. holding that selfinterested witnesses can be reliable when they provide detailed testimony that is corroborated by other witnesses or facts

assistant: The best answer is C. holding that strength of testimony is not the result of a calculus of witnesses
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: F.3d 932, 936 (8th Cir.2001)). As explained above, SLUSA preempts the state law claims and must be dismissed. Although Plaintiffs claim that the case is not about omissions and misrepresentations, the proposed Second Amended Complaint repeatedly alleges failures to disclose. (Proposed Sec. Am. Compl. 11119,19, 26, 39-41, 44, 48-50.) Plaintiffs attempt to mask the misrepresentation and omission allegations by removing words such as “false,” “misleading,” and “deceptive,” and rephrasing the allegations as failures to disclose. However, changing the wording does not change the fact that the allegations are grounded on alleged misrepresentations and omissions and are central—not ancillary—to the claims. See Felton v. Morgan Stanley Dean Witter & Co., 429 F.Supp.2d 684, 693 (S.D.N.Y.2006) (<HOLDING>). Whether Plaintiffs characterize their Options: A. holding that dismissal on slusa grounds appropriate where plaintiffs claim is a securities fraud wolf dressed up in a breach of contract sheeps clothing B. recognizing that the elements of a claim for breach of contract are 1 existence of a valid contract and 2 breach of the terms of that contract C. holding that slusa did not preempt statelaw claims for conversion breach of contract breach of fiduciary duty and negligent supervision against securities brokerage firm D. holding that dismissal of a breach of contract claim was proper in light of the plaintiffs failure to recite or attach a copy of the contract E. holding that variable insurance policies are covered securities under slusa

assistant: The best answer is A. holding that dismissal on slusa grounds appropriate where plaintiffs claim is a securities fraud wolf dressed up in a breach of contract sheeps clothing
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: I agree (whether or not I am then an Employee) not to make negative comments or otherwise disparage the Company, its Affiliates, or any of their officers, directors, employees, shareholders, members, agents or products other than in the good faith performance of my duties to the Company and its Affiliates while I am employed by the Company and its Affiliates and thereafter. The foregoing shall not be violated by truthful statements in response to legal process, required governmental testimony or filings, or administrative or arbitral proceedings (including, without limitation, depositions in connection with such proceedings).

assistant: Non-Disparagement
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: Signal Corp., 68 F.3d 1488, 1492 (2d Cir.1995) (same); Flanigan v. Int’l Bhd. of Teamsters, Chauffers, Warehousemen & Helpers of America, 942 F.2d 824, 827 (2d Cir.1991) (same); Ghartey v. St. John’s Queens Hosp., 869 F.2d 160, 165 (2d Cir.1989) (same). Applying this standard to this case, we coneludé that the cause of action did not accrue prior to January 28, 1999, and therefore this action was timely filed. IAM initially suggests that the cause of action accrued in 1993 when it announced its position that plaintiffs would not be credited with their Eastern seniority. This argument borders on the absurd because, although we have held that the harm that results from the union’s breach need not be beyond all doubt for a cause of action to accrue, see, e.g., Buttry, 68 F.3d at 1492-93 (<HOLDING>), we cannot accept IAM’s contention that the Options: A. recognizing that union members interests are adequately represented by the union B. holding that the breach occurs when the union acts against the interest of its members C. holding that cause of action accrued when union manifestly abandoned the interests of its members D. recognizing union members vital concern in preserving jobs for union members E. holding that the cause of action accrued on the date of sale

assistant: The best answer is C. holding that cause of action accrued when union manifestly abandoned the interests of its members
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 validity, interpretation, construction and performance of this Agreement shall be governed by and construed in accordance with the substantive laws of the State of Delaware, without giving effect to the principles of conflict of laws of such State. The Company and Indemnitee each hereby irrevocably consent to the jurisdiction of the Chancery Court of the State of Delaware for all purposes in connection with any action or proceeding which arises out of or relates to this Agreement, waive all procedural objections to suit in that jurisdiction, including without limitation objections as to venue or inconvenience, agree that service in any such action may be made by notice given in accordance with Section 16 and also agree that any action instituted under this Agreement shall be brought only in the Chancery Court of the State of Delaware.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: During the Employment Term, Executive shall be eligible to participate in all health, retirement, Company-paid insurance, sick leave, disability, expense reimbursement and other benefit programs which the Company or its subsidiaries makes available to any of its senior executives. Executive shall be entitled to receive five (5) weeks of paid vacation per calendar year and shall be entitled to rollover all unused vacation.

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 legal provision and list the applicable contract clause categories. Provision: The obligation of the Guarantor in respect of any sum due from it to the Administrative Agent, any L/C Issuer or any Lender hereunder shall, notwithstanding any judgment in a currency other than Dollars, be discharged only to the extent that on the Business Day next succeeding receipt by the Administrative Agent, such L/C Issuer or such Lender of any sum adjudged to be so due in such other currency, the Administrative Agent, such L/C Issuer or such Lender, as the case may be, may, in accordance with normal banking procedures, purchase Dollars with such other currency. If the Dollars so purchased are less than the sum originally due to the Administrative Agent, such L/C Issuer or such Lender in Dollars, the Guarantor agrees, as a separate obligation and notwithstanding any such judgment, to indemnify the Administrative Agent, such L/C Issuer or such Lender against such loss, and if the Dollars so purchased exceed the sum originally due to any of the Administrative Agent, any L/C Issuer or any Lender in Dollars, the Administrative Agent, such L/C Issuer or such Lender agrees to remit to the Guarantor such excess.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Set forth on Schedule 6.13 is a complete and accurate list as of the Closing Date of each Subsidiary of any Loan Party, together with (i) jurisdiction of formation, (ii) number of shares of each class of Equity Interests outstanding, (iii) number and percentage of outstanding shares of each class owned (directly or indirectly) by any Loan Party or any Subsidiary and (iv) number and effect, if exercised, of all outstanding options, warrants, rights of conversion or purchase and all other similar rights with respect thereto. The outstanding Equity Interests of each Subsidiary of any Loan Party are validly issued, fully paid and non-assessable (to the extent applicable).

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

user: Read the legal provision and list the applicable contract clause categories. Provision: As of the date hereof, the authorized capital stock of the Company consists of 200,000,000 shares of Common Stock, par value of $0.0001 per share, of which approximately 10,664,610 shares of Common Stock are issued and outstanding, and 5,000,000 shares of preferred stock, par value $0.00001 per share, of which none are issued and outstanding. Except as set forth on Schedule 4.3 , the Company has not issued any capital stock since its most recently filed periodic report under the Exchange Act, other than pursuant to the exercise of employee stock options under the Company’s stock option plans, the issuance of shares of Common Stock to employees pursuant to the Company’s employee stock purchase plans and pursuant to the conversion and/or exercise of Common Stock Equivalents outstanding as of the date of the most recently filed periodic report under the Exchange Act. No Person has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by the Transaction Documents. Except as set forth on Schedule 4.3 and except as a result of the purchase and sale of the Securities, there are no outstanding options, warrants, scrip rights to subscribe to, calls or commitments of any character whatsoever relating to, or securities, rights or obligations convertible into or exercisable or exchangeable for, or giving any Person any right to subscribe for or acquire any shares of Common Stock, or contracts, commitments, understandings or arrangements by which the Company or any Subsidiary is or may become bound to issue additional shares of Common Stock or Common Stock Equivalents. The issuance and sale of the Securities will not obligate the Company to issue shares of Common Stock or other securities to any Person (other than the Investor) and will not result in a right of any holder of Company securities to adjust the exercise, conversion, exchange or reset price under any of such securities. There are no stockholders agreements, voting agreements or other similar agreements with respect to the Company’s capital stock to which the Company is a party or, to the knowledge of the Company, between or among any of the Company’s stockholders.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: v. Louisiana, 444 U.S. 469, 100 S.Ct. 652, 62 L.Ed.2d 622 (1980). To be valid, such a waiver must also have been voluntary. Colorado v. Connelly, 479 U.S. 157, 167, 107 S.Ct. 515, 522, 93 L.Ed.2d 473 (1986); Moran v. Burbine, 475 U.S. 412, 421, 106 S.Ct. 1135, 1141, 89 L.Ed.2d 410 (1986). Our waiver analysis does not address this issue because Valdez does not claim that his waiver was involuntary. 16 . Moran v. Burbine, 475 U.S. at 421, 106 S.Ct. at 1141. 17 . The United States Court of Appeals for the Ninth Circuit has recognized that "language dif-Acuities may impair the ability of a person in custody to waive [their Miranda rights] in a free and aware manner.” U.S. v. Heredia-Fernandez, 756 F.2d 1412, 1415 (9th Cir.1985). See also U.S. v. Short, 790 F.2d 464, 469 (6th Cir.1986) (<HOLDING>). But see U.S. v. Bautista-Avila, 6 F.3d 1360, Options: A. holding that police failure to inform the accused of his attorneys attempts to contact him and misstatements to the attorney as to whether the accused was at the police station did not violate the accuseds due process rights B. holding that accuseds waiver of miranda rights was unknowing and unintelligent where accused spoke broken english had a deficient understanding of the english language and knew nothing about the american criminal justice system C. holding that jury trial in civil cases is not so fundamental to the american system of justice as to be required of state courts by due process D. holding that where a suspect was given miranda warnings and then immediately spoke without police prompting that statement was voluntary and therefore admissible E. recognizing that the accuseds right to be represented by counsel is a fundamental component of our criminal justice system

assistant: The best answer is B. holding that accuseds waiver of miranda rights was unknowing and unintelligent where accused spoke broken english had a deficient understanding of the english language and knew nothing about the american criminal justice system
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: indicating a desire to appeal. It was then that counsel was appointed, but failed to file anything with the Superior Court. Accordingly, we hold that Appellant has made sufficient allegations that counsel abandoned him for purposes of his first PCRA appeal by failing to file an appellate brief and that Appellant’s relief under subsection (b)(l)(ii) is not controlled by the Gamboa-Taylor line of case law. Thus, as discussed previously, Appellant has made sufficient allegations to invoke subsection (b)(l)(ii). Appellant alleges that he did not receive the review to which he was entitled through no fault of his own. On appeal, Appellant was assigned counsel who could not raise the ineffectiveness claims he wanted to pursue. See Commonwealth v. Appel, 689 A.2d 891 (Pa.1997) (<HOLDING>). Such an infirmity was compounded when counsel Options: A. holding that ineffectiveness of postconviction counsel could establish cause to reopen judgment but ineffectiveness of postconviction appellate counsel could not B. holding ineffectiveness cannot be raised for first time on appeal C. holding that where trial counsel was not ineffective appellate counsel was not ineffective for failing to raise claim of ineffectiveness of trial counsel D. holding that it would be improper for original trial counsel to raise the issue of his own alleged ineffectiveness in a posttrial habeas corpus case E. holding that counsel cannot raise his or her own ineffectiveness

assistant: The best answer is E. holding that counsel cannot raise his or her own ineffectiveness
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 terminates and supersedes all prior understandings or agreements on the subject matter herein, it being understood that this Agreement supersedes the 2015 Agreement solely with respect to the agreement between ARP and the Executive. This Agreement may not be modified unless the change or modification or waiver is in writing and signed by the Executive and an officer of the Company who is not the Executive.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: Lexapro his pain increased, which caused his blood pressure to rise, and when he resumed taking Lexapro those physical symptoms subsided. Because the Division did not present evidence disputing his testimony, he contends, substantial evidence supported the OAH ruling. [¶ 12] The Division asserts the district court properly held substantial evidence did not support the OAH ruling that Lexapro was prescribed to reduce Mr. Herrera’s pain, numbness and high blood pressure. The Division contends the evidence showed Lexapro was prescribed to treat Mr. Herrera’s agitation, stress, anxiety and depression, that is, mental injuries. Citing § 27-14-102(a)(xi)(J), the Division asserts mental injuries are compensable only when the ty and Comp. Div., 2001 WY 45, ¶ 12, 23 P.3d 1138,1141 (Wyo.2001) (<HOLDING>); State ex rel. Wyoming Workers’ Safety and Options: A. holding that fraud on the court must be supported by clear unequivocal and convincing evidence B. holding clear and convincing evidence established that the claimants attempted suicide was the result of a mental injury suffered subsequent to a compensable injury C. holding that in reviewing a defendants motion for judgment of acquittal based on insanity which the defendant must prove by clear and convincing evidence the court must determine whether no reasonable jury could have failed to find that the defendants criminal insanity at the time of the offense was established by clear and convincing evidence D. holding the claimant established by clear and convincing evidence that her depression was caused by her compensable physical injury E. holding that because a claimant testified that she had no insurance and could not afford treatment her failure to take medication for her symptoms is not a clear and convincing reason for discrediting her symptom testimony

assistant: The best answer is D. holding the claimant established by clear and convincing evidence that her depression was caused by her compensable physical 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 case excerpt and choose the best holding from the options. Case excerpt: participate in the sex-offender treatment program violated his Fifth Amendment privilege against self-inerimi-nation. Id. at 792. .The supreme court disagreed and held that delaying Morrow’s supervised release date was not a sufficient “compulsion” to implicate the Fifth Amendment. Id. Fo-cussing on the “nature of the compulsion,” the supreme court concluded: Morrow had a choice between treatment and confinement for a larger portion of his sentence, and that choice does not rise to the level of compulsion necessary in order to constitute a Fifth Amendment violation. Id. (quotation omitted). The court went on to explain an “important distinction” exists between being released from prison earlier than the time ordered in one’s sentence and losing one’s freedom when one is (1996) (<HOLDING>). Thus, we conclude the trial court violated Options: A. holding that qualified immunity is not merely immunity from damages but also immunity from suit B. recognizing that ejquity will not enjoin a criminal prosecution solely to prevent such a prosecution C. recognizing that under texas law governmental immunity embraces two principles immunity from liability and immunity from suit D. holding civil action cannot be joined to a criminal appeal E. holding a probationer cannot be forced to incriminate himself without first receiving immunity from criminal prosecution as a result thereof

assistant: The best answer is E. holding a probationer cannot be forced to incriminate himself without first receiving immunity from criminal prosecution as a result thereof
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: Bell Atl. Corp. v. Twombly, 550 U.S. 544, 555, 127 S.Ct. 1955, 1965, 167 L.Ed.2d 929 (2007). Although the complaint does not need detailed factual allegations, there “must be enough to raise a right to relief above the speculative level.” Id. at 555, 127 S.Ct. at 1965. A. Choice of Law Under Georgia’s choice of law doctrine of lex loci delictis, the law of the state where the injury occurred governs the fraud action. See Int’l Bus. Machines Corp. v. Kemp, 244 Ga.App. 638, 536 S.E.2d 303, 306 (2000). An exception to this rule is where the foreign state’s law contravenes Georgia’s established public policy. See Alexander v. Gen. Motors Corp., 219 Ga.App. 660, 466 S.E.2d 607, 609 (1995), rev’d on other grounds, Alexander v. Gen. Motors Corp., 267 Ga. 339, 478 S.E.2d 123, 123-24 (1996) (<HOLDING>). “The burden is on the party seeking to Options: A. recognizing the public interest exception B. holding that the court of appeals correctly stated the public policy exception but erroneously concluded that the exception did not apply C. recognizing the rule and the exception but holding facts did not support claim to exception D. recognizing exception E. recognizing that under puerto rico law res judicata may not apply if public policy demands an exception but noting that this exception was successfully argued in only two cases and concluding that public policy does not demand an exception in this case

assistant: The best answer is B. holding that the court of appeals correctly stated the public policy exception but erroneously concluded that the exception did not apply
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: Nothing in this Agreement shall be deemed to preclude you from receiving any of the benefits or protections, including without limitation representation, available to you following any Separation under (a) any officers and directors insurance policy maintained by the Company which provides coverage during your employment by the Company as an officer or director of the Company or (b) the Company’s bylaws, Certificate of Incorporation or under applicable law. Any such benefits and protections shall or shall not be provided solely in accordance with the terms and conditions of any such policies, documents and applicable law. The Company covenants to maintain, even after your Separation, its officers and directors insurance policy as in effect as of your Separation from the Company or another officers and directors policy that provides equivalent or greater benefits and protections to you.

assistant: Insurances