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: the APA did not apply to the United States Probation Service. The court held that the exclusion for the Probation Service was “warranted not by the functions it performs ... but-by its status as an auxiliary of the courts, which, unlike agencies of the executive branch, are specifically excluded” from the APA. Pickus v. United States Bd. of Parole, 507 F.2d 1107, 1112 (D.C.Cir.1974). Accordingly, the court will dismiss the United. States Probation Office from this action. However, plaintiffs Complaint also specifically includes claims against not just the Probation Office but also the United States Fish & Wildlife Service. There is no question but that the Fish. & Wildlife Service is governed by the APA. See, e.g., Bennett v. Spear, 520 U.S. 154, 117 S.Ct. 1154, 137 L.Ed.2d 281 (1997) (<HOLDING>). The plaintiff will be granted a period to Options: A. holding school districts had standing to bring claims against the state asserting that school financing system had become unconstitutional B. holding that the debtor lacked standing to bring a claim against the internal revenue service for the improper assessment of a tax deficiency because the cause of action was the property of the estate and had not been abandoned to the debtor C. holding that plaintiff had standing to bring a rico conspiracy claim despite his inability to bring a substantive rico claim D. holding plaintiffs had standing to bring apa claims against the fish and wildlife service E. holding that plaintiffs lacked standing to bring securities claims relating to funds that plaintiffs did not own

assistant: The best answer is D. holding plaintiffs had standing to bring apa claims against the fish and wildlife service
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: of second-degree burglary. Given the highly deferential AEDPA standard, it is even possible that if Pennsylvania merely had a generic burglary statute that did not differentiate between burglarizing an occupied or unoccupied building, a reasonable application of the “fact of a prior conviction” exception might have permitted the judge to look at facts underlying the prior burglary conviction to determine whether Garrus was convicted of burglarizing an occupied building. See, e.g., United States v. Santiago, 268 F.3d 151, 153, 157 (2d Cir.2001) (finding that Apprendi allows a sentencing judge to find “not only the mere fact of previous convictions but [certain] other related issues as well”); cf. Taylor v. United States, 495 U.S. 575, 602, 110 S.Ct. 2143, 109 L.Ed.2d 607 (1990) (<HOLDING>). However, the sentencing judge in this case Options: A. holding that defendants have a federal constitutional right to make a collateral attack on a prior conviction only when that conviction was obtained without the assistance of counsel B. holding claim that prior conviction was not serious felony under californias sentencing law not cognizable in federal habeas proceeding C. holding that for sentencing purposes the government does not need to allege a defendants prior conviction or prove the fact of a prior conviction where that fact is not an element of the present crime D. holding that a sentencing court may determine the nature of a prior conviction without violating the sixth amendment E. holding that under a federal three strikes law the sentencing judge may only find facts that were necessary to the prior conviction

assistant: The best answer is E. holding that under a federal three strikes law the sentencing judge may only find facts that were necessary to the prior conviction
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: breached the NALC constitution impact on the relationship between the Union and the Postal Service under the collective bargaining agreement. This question is not so easily answered in this case, because Count One, on its face, does not indicate the basis for plaintiffs breach of constitution claim. Instead, it blanketly states that “Branch No. 57, Pimentel and NALC had a duty to uphold and perform the agreements set forth in the NALC constitution” and breached that duty. (Amended Complaint ¶ 41-42.) Count One does not specify what provisions or “agreements” of the NALC constitution were violated, and it is arguable whether it alleges all of the necessary elements for a breach of union constitution claim under Wooddell v. Electrical Workers, 502 U.S. at 97-101, 112 S.Ct. at 498-499 (<HOLDING>). Nevertheless, mindful of my obligation to Options: A. holding plaintiff must charge that the alleged breach violates a contract between two labor organizations B. holdingthat 301a confers jurisdiction on federal district courts over any agreement between employers and labor organizations significant to the maintenance of labor peace between them C. holding that a contract must entitle the plaintiff to money damages in the event of the governments breach of that contract D. holding that forced labor violates the law of nations E. holding that plaintiff stated a claim for breach of contract when it alleged the government failed to purchase insurance for plaintiff as agreed by contract

assistant: The best answer is A. holding plaintiff must charge that the alleged breach violates a contract between two labor organizations
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, each of the Notes and any other Related Writing shall be governed by and construed in accordance with the Laws of the State of New York and the respective rights and obligations of the Borrower, the Administrative Agent, and the Lenders shall be governed by the Laws of the State of New York.

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: The Principal Holder shall execute and deliver, or cause to be executed and delivered, all further documents and instruments and use its reasonable best efforts to take, or cause to be taken, all actions and to do, or cause to be done, all things necessary, proper, or advisable under applicable Laws, to perform its obligations under this Agreement.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: ground or theory apparent on the record." Bailey v. Bayles, 2002 UT 58, ¶ 13, 52 P.3d 1158 (emphases, citation, and internal quotation marks omitted). ' 51 Whether an employee such as Carsey owed a fiduciary duty to his employer is unclear under Utah law. See Prince, Yeates & Geldzahler v. Young, 2004 UT 26, ¶ 22 n. 2, 94 P.3d 179 ("We need not, and do not, decide today whether all 'mere employees' owe fiduciary duties to their employers to not compete with the employer's legitimate business interests."). However, we need not grapple with this issue here, as we agree with Carsey that CDC's breach of fiduciary duty claim is preempted by the UTSA. [ 52 Examination of the factual allegations underlying CDC's breach of fiduciary duty claim shows that this claim is b 857-58 & n. 3 (2000) (<HOLDING>); Mortgage Specialists, Inc. v. Davey, 153 NH. Options: A. holding that utsa preempted a breach of fiduciary duty claim because it was completely dependent on the facts concerning misappropriation of trade secrets B. holding that utsa preempted a breach of fiduciary duty claim because it was solely dependent upon misappropriationoftradesecret facts C. holding that breach of fiduciary duty claim was preempted by fehba D. holding copyright act preempted photographers misappropriation claim when claim did not have extra element such as breach of fiduciary duty E. holding that utsa preempted a breach of fiduciary duty claim because the factual allegations supporting that claim involved only the misappropriation of information

assistant: The best answer is A. holding that utsa preempted a breach of fiduciary duty claim because it was completely dependent on the facts concerning misappropriation of trade secrets
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: proceeding. See 4 V.I. Code § 243(4) (“Every court shall have power . . . [t]o compel obedience to its judgments, orders, and process, and to the orders of a judge out of court, in all actions, or proceedings pending thereinf.]”); 4 V.I. Code § 281(2) (“Every judicial officer shall have power... [t]o compel obedience to his lawful ordersf.]”); Young v. United States, 481 U.S. 787, 793, 107 S. Ct. 2124, 95 L. Ed. 2d 740 (1987) (“[I]t is long settled that courts possess inherent authority to initiate contempt proceedings for disobedience to their orders----”). We have certiorari jurisdiction under 48 U.S.C. § 1613, which grants the Third Circuit certiorari jurisdiction to review final decisions of the Virgin Islands Supreme Court. See Kendall v. Daily News, 716 F.3d 82 (3d Cir. 2013) (<HOLDING>). 4 The ACLU, as amicus, argues that Kendall is Options: A. recognizing that where a state prisoner declines to pursue certiorari in the united states supreme court that petitioners conviction is not final until after the time for filing a petition for certiorari with the supreme court has passed B. holding that pursuant to the language of hr 6116 the third circuit court of appeals retains certiorari jurisdiction over proceedings that were filed in virgin islands courts before the enactment date of hr 6116 C. holding that congresss recent elimination of the third circuits certiorari jurisdiction over decisions of the virgin islands supreme court does not affect at a minimum certiorari petitions filed before the effective date of the jurisdictionstripping act D. holding that supreme court need not consider issue not raised in petition for certiorari E. holding that this court lacks jurisdiction over appeals from decisions of the supreme court of the commonwealth of the northern mariana islands which were not completed before may 1 2004

assistant: The best answer is C. holding that congresss recent elimination of the third circuits certiorari jurisdiction over decisions of the virgin islands supreme court does not affect at a minimum certiorari petitions filed before the effective date of the jurisdictionstripping act
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Each party acknowledges that it or he has been represented by counsel, or has been afforded the opportunity to be represented by counsel in connection with this Agreement and the transactions contemplated hereby. Accordingly, any rule or law or any legal decision that would require the interpretation of any claimed ambiguities in this Agreement against the party that drafted it has no application and is expressly waived by the parties. The provisions of this Agreement shall be interpreted in a reasonable manner to give effect to the intent of the parties hereto.

assistant: Interpretations
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: against him; to have compulsory process for obtaining witnesses in his favor, and to have the assistance of counsel for his defense.” 10 . Notably, we did not rely on Williams in holding that a defendant's rights under the Confrontation Clause are "severely restrict ed” in noncapital, Guideline sentencing proceedings. See United States v. Rodriguez, 897 F.2d 1324, 1328 (5th Cir.1990). 11 . “Life or death?” has a distinctly different tone and importance than, "death eligible, or not death eligible?” 12 . This does not imply that Confrontation Clause error is “structural error” in the technical sense of that phrase. “Confrontation Clause errors, like other trial errors, are subject to harmless-error analysis.” Hall, 152 F.3d at 406. 13 . See Robinson v. Polk, 438 F.3d 350, 359 (4th Cir.) (<HOLDING>), cert. denied, - U.S. -, 127 S.Ct. 514, 166 Options: A. holding confrontation clause inapplicable at sentencing B. holding the confrontation clause applies only to testimonial statements C. holding that the confrontation clause applies only to trials and not to sentencing hearings D. holding that the confrontation clause does not apply to the sentencing hearing E. holding that the confrontation clause applies equally to sentencing proceedings tried to a jury

assistant: The best answer is E. holding that the confrontation clause applies equally to sentencing proceedings tried to a jury
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 has been duly executed and delivered by such Seller and constitutes a legal, valid and binding obligation of such Seller, enforceable against such Seller in accordance with its terms, except as limited by applicable bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance and other similar laws of general application affecting enforcement of creditors’ rights generally and general principles of equity.

assistant: Authorizations
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: Miller, as excessive. We agree and reverse. Based on the testimony as presented at the wife’s temporary relief hearing, the court found that the husband has a net monthly income of $11,666. It ordered him to pay $2,580 per month in basic support to the wife and, on top of that amount, also required that he pay her monthly expenses totalling approximately $9,000. It further ordered that he pay her $30,000 as temporary attorney’s fees and $10,000 as temporary costs. The basic temporary support and expense awards together constitute nearly all of the husband’s net monthly income. As such, we find that the present award places an undue burden on the husband based on the record evidence and findings as to his ability to pay. See Benenfeld v. Benenfeld, 705 So.2d 1072 (Fla. 4th DCA 1998)(<HOLDING>); Chereskin v. Chereskin, 665 So.2d 1133 (Fla. Options: A. holding that in order to obtain a reduction in child support payments a parent must show that his lack of ability to pay is not due to his own voluntaiy act B. holding that court not required to find ability to pay before imposing criminal fine C. holding that a husband cannot be required to pay a support award that exceeds his financial ability D. holding that competent substantial evidence did not support the trial courts conclusory finding that husband had the present ability to pay and noting that the presumption of section 61145a florida statutes is rebuttable E. holding that both husband and wife are obligated to support each other based on relative ability to pay

assistant: The best answer is C. holding that a husband cannot be required to pay a support award that exceeds his financial ability
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: All notices hereunder will be in writing and addressed to a Party at the address set forth under such Party’s name on the signature page hereto (or as otherwise specified by a Party in a notice given in accordance with this Section 16.2 ). Notices sent in accordance with this Section 16.2 will be deemed effectively given: (a) when received, if delivered by hand (with written confirmation of receipt); (b) when received, if sent by a nationally recognized overnight courier (receipt requested); or (c) on the third (3 rd ) day after the date mailed, by certified or registered mail, return receipt requested, postage prepaid.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: Does Not Impose a “Direct Pay” Requirement Section 523(a)(15), by its terms, encompasses “any debt” that is not in the nature of alimony or child support which is incurred in the course of a divorce or separation. See In re Gamble, 143 F.3d 223, 225 (5th Cir.1998) (construing § 523(a)(15) to include third party debts and stating that the statute should be given “the full reach implicated by its plain language”); Henson, 197 B.R. at 302-03 (stating there is no “direct pay” requirement imposed by § 523(a)(15)). For a debt to qualify for treatment under § 523(a)(15), the critical issues are the nature of the debt, not the payee, and whether under state law the debt was incurred in the course of a divorce or separation. Gibson, 219 B.R. at 203. See, e.g., Crosswhite, 148 F.3d at 882 (<HOLDING>); McCafferty v. McCafferty (In re McCafferty), Options: A. holding nondischargeable a debtors obligation to his former spouse under a divorce decree to assume liability for two joint debts to a third party and stating that 523a15 is intended to cover divorcerelated debts such as those in property settlement agreements B. holding nondischargeable a husbands debt to his wife where the husband had agreed to assume the debt under the terms of the couples divorce agreement and stating that 523a15 is intended to cover divorcerelated debts such as those in property settlement agreements C. holding that the code excepts from discharge debts resulting from agreements by the debtor to hold the debtors spouse harmless on joint debts to the extent those debts are in the nature of alimony maintenance or support D. recognizing the right of a former spouse to seek contribution for payment of community debts not allocated by the divorce decree E. holding that debtors liability for payment of the balance owing on three joint credit card accounts assumed by the debtor under a marital dissolution agreement with his former spouse were nondischargeable under 523a15

assistant: The best answer is A. holding nondischargeable a debtors obligation to his former spouse under a divorce decree to assume liability for two joint debts to a third party and stating that 523a15 is intended to cover divorcerelated debts such as those in property settlement 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: No party’s failure to exercise, or delay in exercising, any right or remedy under this Agreement will be a waiver of such right or remedy, nor will any single or partial exercise of any right or remedy preclude any other or further exercise of such right or remedy. Nothing in this Agreement prohibits Executive from making disclosures that are protected under law or reporting violations of state or federal law or regulation to governmental agencies or entities.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The specific terms defined in this Article include the plural as well as the singular. The words “herein,” “hereof” and “hereunder” and other words of similar import refer to this Agreement as a whole and not to any particular Article, Section or other subdivision, and Article, Section, Schedule and Exhibit references, unless otherwise specified, refer to Articles and Sections of and Schedules and Exhibits to this Agreement. Capitalized terms used herein without definition shall have the respective meanings assigned to such terms in the Sale and Servicing Agreement dated as of October 4, 2016, by and among AFS SenSub Corp., as Seller, AmeriCredit Financial Services, Inc., in its individual capacity and as Servicer, AmeriCredit Automobile Receivables Trust 2016-4, as Issuer, and The Bank of New York Mellon, as Trust Collateral Agent.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Company considers the protection of its confidential information, proprietary materials and goodwill to be extremely important. Given the confidential nature of various aspects of our business, Employee may not discuss the fact or terms of this Agreement or any employment discussions with anyone other than a member of the Company's management team and members of Employee's immediate family (and, if relevant, your recruiting firm, financial advisor or lawyer). In addition, as is true of all Company employees, Employee will be required to sign and return an agreement relating to confidentiality, non-competition and work product (the " PIIA ") by no later than the Effective Date as a condition of employment. A copy of the PIIA is provided with this Agreement. Employee will also be required to review and acknowledge receipt of magicJack's Employment Handbook (the " Handbook "), and Employee's agreement to comply with the terms of the Handbook and the policies contained therein, by returning a signed copy of the Acknowledge Form included in the Handbook no later than the Effective Date. A copy of the Handbook is included with this Agreement.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: If the Aggregate Commitments are increased in accordance with this Section, the Lead Administrative Agent and the Borrower shall determine the effective date (the “ Increase Effective Date ”) and the final allocation of such increase. The Lead Administrative Agent shall promptly notify the Borrower and the Lenders of the final allocation of such increase and the Increase Effective Date.

assistant: Effective Dates
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: in addition , the instagram parties hereby disclaim all warranties , express or implied , including , but not limited to , the warranties of merchantability , fitness for a particular purpose , non-infringement , title , custom , trade , quiet enjoyment , system integration and freedom from computer virus .

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: courts have been called upon to determine the nature of vested stock options in the realm of dissolution proceedings. In Seither v. Seither, 779 So.2d 331, 333 (Fla. 2d DCA 1999), the Second District, in upholding the trial court’s determination that vested stock options could be considered as income for alimony purposes instead of being treated as assets, noted that section 61.075(5)(a)4., Florida Statutes, broadly defines “marital assets.” See also Brown v. Brown, 591 So.2d 1043, 1044 (Fla. 1st DCA 1991) (finding no abuse of discretion in trial court’s order that distributed husband’s vested stock options); Langevin v. Langevin, 698 So.2d 601, 602 (Fla. 4th DCA 1997); Griffing v. Griffing, 722 So.2d 979, 980 (Fla. 5th DCA 1999). Thus, because section 61.075(5) .2d 561, 563-64 (1976) (<HOLDING>). But see In re Marriage of Moody, 119 Options: A. holding that the trial court properly determined that unvested stock options have marital aspect B. holding that unvested stock options are a form of compensation and constituted marital property that could be distributed through use of a constructive trust C. holding that unexercised stock options were not marital property D. holding that unvested stock options subject to the contingency of debtors future employment are property of the bankruptcy estate E. holding that the trial court did not abuse its discretion in allocating the husbands unvested stock options as marital property

assistant: The best answer is B. holding that unvested stock options are a form of compensation and constituted marital property that could be distributed through use of a constructive trust
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 Restricted Person will (a) timely file all required tax returns; (b) timely pay all taxes, assessments, and other governmental charges or levies imposed upon it or upon its income, profits or property; (c) timely pay in the ordinary course of its business consistent with past practices all Liabilities owed by it on ordinary trade terms to vendors, suppliers and other Persons providing goods and services used by it in the ordinary course of its business; (d) pay and discharge when due all other Liabilities now or hereafter owed by it; and (e) maintain appropriate accruals and reserves for all of the foregoing in accordance with GAAP. Each Restricted Person may, however, delay paying or discharging any of the foregoing so long as it is in good faith contesting the validity thereof by appropriate proceedings (promptly instituted and diligently concluded) and has set aside on its books adequate reserves therefor, or to the extent any such failure to pay or discharge any of the foregoing would not result in a Material Adverse Change.

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: Executive’s execution of this Agreement is effective as of the date set forth below and is not subject to revocation; provided that this Agreement shall be terminated and void ab initio and Executive’s automatic resignation in Paragraph 1 shall not be given effect if this Agreement is not validly approved by the Employer on or before December 19, 2018.

assistant: Effectiveness
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 constitutes the entire agreement of the parties and supersedes all prior written or oral agreements, contemporaneous oral agreements, understandings and negotiations between the parties with respect to the subject matter hereof. Each Holder that is a party to the Old Management Incentive Agreement, the Investor Rights Agreement and/or any Retention Agreement hereby acknowledges and agrees that the foregoing agreements, to the extent applicable to such Holder, are terminated and replaced in their entirety by this Agreement.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Plan was initially adopted by the Board on March 22, 2016 (the “ Effective Date ”) and, unless earlier terminated by the Board, will remain in effect until the tenth anniversary of the Effective Date, but Awards previously granted may extend beyond that date in accordance with the Plan. The Restatement shall become effective on the later of the date that it is approved by the Board or the date that it is approved by the Company’s stockholders (the “ Restatement Effective Date ). From and after the Restatement Effective Date, the Plan, as restated by the Restatement, shall govern all Awards hereunder, including Awards granted prior to the Restatement Effective Date, provided, however, that to the extent that any provision of the Plan as in effect after the Restatement conflicts with a term of the Plan as in effect prior to the Restatement and the Restatement would adversely affect a Participant’s rights with respect to an Award granted prior to the Restatement Effective Date, the terms of the Plan as in effect prior to the Restatement shall control (but only to such extent).

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Company shall upon demand pay to the Agent and/or the Pledgees the amount of any and all reasonable expenses, including reasonable attorneys’ fees and expenses and the reasonable fees and expenses of any experts and agents, which the Agent and/or Pledgee may incur in connection with (a) the administration of this Agreement, (b) the custody or preservation of, or the sale of, collection from, or other realization upon, any of the Pledged Collateral, (c) the exercise or enforcement of any of the rights of the Agent and/or Pledgee hereunder or (d) the failure by any Pledgor to perform or observe any of the provisions hereof.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement may be amended only in a manner approved by Company evidencing both parties’ agreement to the amendment. This Agreement may also be amended, without prior notice to Employee and without Employee's consent, (i) prior to any Change in Control by the Committee if the Committee in good faith determines that the amendment does not materially adversely affect any of Employee's rights under this Agreement or (ii) at any time if the Committee deems it necessary or appropriate to ensure that the PSUs either remain exempt from, or compliant with, Internal Revenue Code Section 409A.

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 could not reasonably be expected to have a Material Adverse Effect: (i) each Employee Plan is in compliance with ERISA and the IRC, (ii) no Termination Event has occurred or is reasonably expected to occur with respect to any Employee Plan, (iii) no Employee Plan had an accumulated or waived funding deficiency or permitted decrease which would create a deficiency in its funding standard account or has applied for an extension of any amortization period within the meaning of Section 412 of the IRC at any time during the previous 60 months, and (iv) no Lien imposed under the IRC or ERISA exists or is likely to arise on account of any Employee Plan within the meaning of Section 412 of the IRC. No Loan Party or any of its ERISA Affiliates has incurred any withdrawal liability under ERISA with respect to any Multiemployer Plan, or is aware of any facts indicating that it or any of its ERISA Affiliates will in the future incur any such withdrawal liability, except as could not reasonably be expected to result in a Material Adverse Effect. Except as could not reasonably be expected to result in a Material Adverse Effect: no Loan Party or any of its ERISA Affiliates has (A) failed to pay any required installment or other payment required under Section 412 of the IRC on or before the due date for such required installment or payment, (B) engaged in a transaction within the meaning of Section 4069 of ERISA or (C) incurred any liability to the PBGC which remains outstanding other than the payment of premiums, and there are no premium payments which have become due which are unpaid. Except as could not reasonably be expected to result in a Material Adverse Effect, there are no pending or, to the knowledge of any Loan Party, threatened claims, actions, proceedings or lawsuits (other than claims for benefits in the normal course) asserted or instituted against (1) any Employee Plan or its assets, (2) any fiduciary with respect to any Employee Plan, or (3) any Loan Party or any of its ERISA Affiliates with respect to any Employee Plan.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The RSUs shall become vested (but shall remain subject to Section 3 of this Agreement) pursuant to Sections 3.1 and 3.2 of the Guidelines, subject to the accelerated vesting provisions under Sections 3.3 and 3.4 of the Guidelines, on January 22, 2022, provided that the Participant has not had a Termination from the Grant Date until the vesting date, and provided further that notwithstanding anything herein, in the Plan, or in the Guidelines to the contrary, in the event that the Participant experiences a Termination due (i) death, (ii) Disability, (iii) termination by the Company without Cause, or (iv) resignation by the Participant for Good Reason (as defined in the employment agreement by and between the Participant and the Company), 100% of the RSUs that are unvested at the time of such Termination, shall become immediately vested.

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 case excerpt and choose the best holding from the options. Case excerpt: Fed.R.Crim.P. 32(i)(l)(A). A trial judge need not expressly ask the defendant if he and his counsel have read and discussed the report. United States v. Osborne, 291 F.3d 908, 910 (6th Cir.2002). “[T]he court need only somehow determine that defendant and counsel have had an opportunity to read and discuss the [pre-sentence report].” Id. (quoting United States v. Stevens, 851 F.2d 140, 143 (6th Cir.1988) (second alteration in original) (emphasis omitted)). The district court did not commit plain error by failing to ask Collier if he read and discussed the PSR with his counsel. The record supports the inference that Collier read and discussed the PSR with his attorney and that his substantial rights were not affected. See United States v. Tarpley, 295 Fed.Appx. 11, 17 (6th Cir.2008) (<HOLDING>). Collier had several objections to the initial Options: A. holding that even if a defendant is able to show that there was a plain error that affected his substantial rights a court of appeals is not required to reverse a conviction unless it finds that the error seriously affected the fairness integrity or public reputation of judicial proceedings B. holding that defendant was not resident of his mothers household even though his drivers license listed his mothers address and he received mail there because he expressed a belief that his residence was in a different location than his mothers home he rented and occupied his own residence and he testified that he was only living with his mother after expiration of his lease until he could find another place to live C. holding that defendants prior arrests were insufficient to establish that defendant was aware of his right to appointed counsel even though he told dea officers that he understood his rights D. holding that plaintiff could not show that he was disabled because he conceded that he could do his job despite his impairment E. holding that even though defendant stated he did not read and discuss psr with his counsel he could not show any error that affected his substantial rights

assistant: The best answer is E. holding that even though defendant stated he did not read and discuss psr with his counsel he could not show any error that affected his substantial rights
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: if you do n't agree to the new terms , you must stop using the services , close your microsoft account and/or skype account and , if you are a parent or guardian , help your minor child close his or her microsoft account or skype account .

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: If any portion of this Agreement is found to be invalid, illegal, or unenforceable for any reason, the remainder of the Agreement shall continue in force and, if needed, the Parties or a court of competent jurisdiction shall substitute suitable provisions having like economic effect and intent.

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: (iii) the term "Representatives" means the directors, officers, employees, agents or advisors (including, without limitation, attorneys, accountants, investment bankers, financial advisors and other consultants and advisors engaged in connection with the review and evaluation of the Transaction) of the specified Party; and All Evaluation Material (iii) shall be provided by the Receiving Party solely to those of its Representatives to whom disclosure is reasonably required to facilitate the Receiving Party's evaluation or consideration of the Transaction, it being the intention of the Parties to restrict the dissemination of Evaluation Material to as small a working group as practicable.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: real party in interest in [the Contract Action] wherein the Debtor is r § 8127(a) is relevant. See Clark v. Rameker, — U.S.—, 134 S.Ct. 2242, 2244 n. 1, 189 L.Ed.2d 157 (2014) ("Under [11 U.S.C.] § 522, debtors may elect to claim exemptions either under federal law, see § 522(b)(2), or state law, see § 522(b)(3).”); cf. Bosack, 454 B.R. at 630, 633-35 (considering whether commissions earned pre-petition were exempt under § 8127(a) where the debt- or "elected to take the exemptions available to him under 11 U.S.C. § 522(b)(3), that is essentially Pennsylvania state exemptions and the property that he owns with his nondebtor wife as a tenant by the entirety”). The Court also notes it is not at all clear Segal's interpretation of Pennsylvania law is correct. See Bosack, 454 B.R. at 633 (<HOLDING>). 19 . Segal also argues the Bankruptcy Court Options: A. holding 8127a has no application when an individual works for another as an independent contractor because in such event the person or entity for whom such individual works is not indeed cannot be such individuals employer B. recognizing such an exception C. holding that a government agency seeking to enforce a prior order regarding prepetition acts of a debt or is not bound by a confirmed plan a if such agency fails to participate in the confirmation of such plan b if the obligations that such agency seeks to impose upon such debtor do not constitute claims c notwithstanding that such plan purports to treat such debtors obligations to such agency and d since it thus is not a named entity within 1141a D. holding that the determination of whether an individual is an independent contractor lies in the common law and not under an express provision of the act E. holding that fca retaliation claim must fail as against defendants sued in their individual capacities because such individuals were not employers

assistant: The best answer is A. holding 8127a has no application when an individual works for another as an independent contractor because in such event the person or entity for whom such individual works is not indeed cannot be such individuals employer
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The Company shall have complied with all applicable federal, state and local governmental laws, rules, regulations and ordinances in connection with the execution, delivery and performance of this Agreement and the other Transaction Documents to which it is a party and the consummation of the transactions contemplated hereby and thereby, including, without limitation, the Company shall have obtained all permits and qualifications required by any applicable state securities or “Blue Sky” laws for the offer and sale of the Securities by the Company to the Investor and the subsequent resale of the Registrable Securities by the Investor (or shall have the availability of exemptions therefrom).

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: case here, where part of the merchandise is fragile glass. 14 . Both GRI 2(a) and GRI 3(b) employ the term "essential character,” but in rather different contexts. As explained above, GRI 2(a) provides that "[a]ny reference in a heading to an article shall be taken to include a reference to that article incomplete ..., provided that, as entered, the incomplete ... article has the essential character of the complete ... article." GRI 2(a) (emphasis added). In contrast, GRI 3(b) provides, in relevant part, that mixtures, composite goods, and sets "which cannot be classified by reference to 3(a), shall be classified as if they consisted of the material or component which gives them their essential 20 CIT 793, 800-01, 932 F.Supp. 1499, 1504-05 (1996), aff'd, 122 F.3d 1446 (Fed.Cir.1997) (<HOLDING>). Similarly, if the test for "essential Options: A. holding that where the gri 3a rule of relative specificity adequately resolved proper classification of merchandise customs erred in reaching gri 3b essential character analysis B. holding that where the parties fail to reach an agreement as to the character nature or type of release to be used an essential element of the agreement is not established C. holding that even though an agreement was approved by the family court it retained its character as an agreement for purposes of legal analysis D. holding that for purposes of gri 2a essential character analysis it is the ability to process data that gives the essential character to articles under a tariff provision covering automatic data processing machines and units thereof E. holding that for purposes of gri 2a essential character analysis incomplete merchandise as imported does not have the essential character of the complete or finished article the ability to strain salt from water and thus cannot be classified as straining cloth

assistant: The best answer is D. holding that for purposes of gri 2a essential character analysis it is the ability to process data that gives the essential character to articles under a tariff provision covering automatic data processing machines and units 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: v. Virginia, 475 U.S. 1099, 1100, 106 S.Ct. 1503, 89 L.Ed.2d 903 (1986) (Marshall, J., dissenting from the denial of certiorari); Jackson, 475 U.S. at 626, 106 S.Ct. 1404, overruled by Montejo, 556 U.S. at 795, 129 S.Ct. 2079; Shea v. Louisiana, 470 U.S. 51, 55, 105 S.Ct. 1065, 84 L.Ed.2d 38 (1985); Bradshaw, 462 U.S. at 1043, 103 S.Ct. 2830; Wyrick v. Fields, 459 U.S. 42, 46, 103 S.Ct. 394, 74 L.Ed.2d 214 (1982); Johnson v. Virginia, 454 U.S. 920, 920, 102 S.Ct. 422, 70 L.Ed.2d 231 (1981) (Marshall, J., dissenting from denial of certiorari). 20 . Federal circuits that have considered scenarios in which there is a temporal break between invocation and subsequent initiation have uniformly held that there was no Edwards violation. See McKinney v. Ludwick, 649 F.3d 484, 491 (6th Cir.2011) (<HOLDING>), cert. denied, - U.S. -, 132 S.Ct. 1559, 182 Options: A. holding that the sixth amendment generally permits interrogation of a represented person only 1 if it was the defendant and not the government who initiated the interrogation and 2 if the defendant voluntarily waived his right to counsel B. holding that the automobile exception applied to a car that had broken down and was to be repaired during the night and operable the next morning because the car had not lost its inherent mobility C. holding that the decision to seek the death penalty is made by a separate branch of the government and is therefore not a cognizable federal issue D. holding that in the absence of an edwards violation the amount of time between interrogation and a defendants statement is only one measure of voluntariness E. holding that even if a detectives statement that the case might be prosecuted by the federal government and that mr mckinney could face the death penalty made to mr mckinney postinvocation amounted to interrogation mckinneys decision the next morning to flag down the detective from his cell constituted initiation for purposes of edwards

assistant: The best answer is E. holding that even if a detectives statement that the case might be prosecuted by the federal government and that mr mckinney could face the death penalty made to mr mckinney postinvocation amounted to interrogation mckinneys decision the next morning to flag down the detective from his cell constituted initiation for purposes of edwards