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: 224 N.C. 215, 29 S.E.2d 260 (1944), for the proposition that default on the deed of trust does not occur “relative to taxes until demand or notice is given and [Weinman] fails to comply.” This reliance is misplaced for two reasons. First, the foreclosure in Oliver was based on the failure to pay taxes, whereas in this case, foreclosure was based on failure to make the second principal and interest payment. The failure to pay taxes here relates only to the right to a release. Second, the deed of trust in Oliver did not specify a time when taxes were due. Hence, the Supreme Court held notice was therefore necessary before initiating foreclosure. In this case, however, the time when taxes were due was clearly specified in the deed of trust. See Lorraine Corp. at 565, 255 S.E.2d at 262 (<HOLDING>). Because Weinman has no right to have the Options: A. holding that imposition of social security taxes on persons who object to the receipt or payment of public insurance benefits on religious grounds does not violate the first amendment B. holding that the term reverse payment is not limited to a cash payment C. holding that the insurer is allowed to continue its investigation beyond the time that payment is due under the policy if reasonably necessary D. holding that oliver does not control when deed of trust designates specific time when payment of taxes is due E. holding authority to control limits duty to control

assistant: The best answer is D. holding that oliver does not control when deed of trust designates specific time when payment of taxes is due
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 doing so , you give up your right to go to court to assert or defend any claims between you and the company ( except for matters that may be taken to small-claims court ) .

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: Subject to the terms and conditions of this Agreement, each of the Parties shall, and shall cause the other members of its Group to, cooperate with each other and use commercially reasonable efforts, on and after the Effective Time, to take, or to cause to be taken, all actions, and to do, or to cause to be done, all things reasonably necessary on their respective parts under applicable Law or contractual obligations to consummate and make effective the transactions contemplated by this Agreement.

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: No failure to exercise and no delay in exercising, on the part of the Administrative Agent, the Issuing Lender, any Lender or any Loan Party, any right, remedy, power or privilege hereunder or under the other Loan Documents shall operate as a waiver thereof; nor shall any single or partial exercise of any right, remedy, power or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, power or privilege. The rights, remedies, powers and privileges herein provided are cumulative and not exclusive of any rights, remedies, powers and privileges provided by law.

assistant: No 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: EACH BORROWER IRREVOCABLY AND UNCONDITIONALLY AGREES THAT IT WILL NOT COMMENCE ANY ACTION, LITIGATION OR PROCEEDING OF ANY KIND OR DESCRIPTION, WHETHER IN LAW OR EQUITY, WHETHER IN CONTRACT OR IN TORT OR OTHERWISE, AGAINST THE ADMINISTRATIVE AGENT, ANY LENDER, THE SWING LINE LENDER, ANY L/C ISSUER, OR ANY RELATED PARTY OF THE FOREGOING IN ANY WAY RELATING TO THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT OR THE TRANSACTIONS RELATING HERETO OR THERETO, IN ANY FORUM OTHER THAN THE COURTS OF THE STATE OF NEW YORK SITTING IN NEW YORK COUNTY AND OF THE UNITED STATES DISTRICT COURT OF THE SOUTHERN DISTRICT OF NEW YORK, AND ANY APPELLATE COURT FROM ANY THEREOF, AND EACH OF THE PARTIES HERETO IRREVOCABLY AND UNCONDITIONALLY SUBMITS TO THE JURISDICTION OF SUCH COURTS AND AGREES THAT ALL CLAIMS IN RESPECT OF ANY SUCH ACTION, LITIGATION OR PROCEEDING MAY BE HEARD AND DETERMINED IN SUCH NEW YORK STATE COURT OR, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN SUCH FEDERAL COURT. EACH OF THE PARTIES HERETO AGREES THAT A FINAL JUDGMENT IN ANY SUCH ACTION, LITIGATION OR PROCEEDING SHALL BE CONCLUSIVE AND MAY BE ENFORCED IN OTHER JURISDICTIONS BY SUIT ON THE JUDGMENT OR IN ANY OTHER MANNER PROVIDED BY LAW. NOTHING IN THIS AGREEMENT OR IN ANY OTHER LOAN DOCUMENT SHALL AFFECT ANY RIGHT THAT THE ADMINISTRATIVE AGENT, ANY LENDER, THE SWING LINE LENDER OR ANY L/C ISSUER MAY OTHERWISE HAVE TO BRING ANY ACTION OR PROCEEDING RELATING TO THIS AGREEMENT OR ANY OTHER LOAN DOCUMENT AGAINST EITHER BORROWER OR ITS PROPERTIES IN THE COURTS OF ANY JURISDICTION.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Except as otherwise specified in this Agreement, all costs and expenses, including fees and disbursements of counsel, financial advisors and accountants, incurred in connection with this Agreement and the transactions contemplated by this Agreement shall be paid by the party incurring such costs and expenses, whether or not the Closing shall have occurred.

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 case excerpt and choose the best holding from the options. Case excerpt: rescue doctrine, a public entity has a “special” duty “to exercise reasonable care after assuming a duty to warn or come to the aid of a particular p licit assurances. “Even where an offer to seek or render aid is implicit and unspoken, a duty to make good on the promise has been found by most courts if it is reasonably relied upon.” Brown v. MacPherson’s, Inc., 86 Wn.2d 293, 301, 545 P.2d 13 (1975). But the Osborns do not claim Mason County promised to warn them of Rosenow’s presence. ¶13 A public entity also has a duty under the rescue doctrine when an injured party reasonably relies on a third party that “refrains from acting” as a result of the public entity’s assurances. Chambers-Castanes v. King County, 100 Wn.2d 275, 286 n.3, 669 P.2d 451 (1983). See also Brown, 86 Wn.2d at 301 (<HOLDING>); Meneely v. S.R. Smith, Inc., 101 Wn. App. Options: A. holding that determination of whether an official was acting on behalf of the state or the local government is determined by state law B. holding a duty to act is created by reliance not by the person to whom the aid is to be rendered but by another who as a result of the promise refrains from acting on that persons behalf C. holding that a promise to make a loan is not covered by 1823e because a promise is not an asset D. holding that while a series of alleged misrepresentations may have been actionable by the persons who suffered a loss as a result of advancing funds in reliance on the statements it was not actionable when complained of by the company or its shareholders E. holding that ignorance by one prosecutor of promise made by another is irrelevant since the prosecutors office is an entity and a promise made by one attorney must be attributed for these purposes to the government

assistant: The best answer is B. holding a duty to act is created by reliance not by the person to whom the aid is to be rendered but by another who as a result of the promise refrains from acting on that persons behalf
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: re Evergreen, 705 F.Supp.2d 86, 94 (D.Mass.2010), citing In re Merrill Lynch, 272 F.Supp.2d at 253-254. According to defendants this is one of those cases where the grounds for dismissal are apparent. Defendants argue that at the time Plumbers’ Fund sold the 2006-AF1 trust (November 1, 2007), no corrective disclosure concerning that particular Certificate had been issued by Nomura. Only afterwards, on November 13, 2007, did the announcement of the Moody’s downgrade take place. See Consolidated Am. Compl. ¶ 173. Because the sale and alleged loss occurred before the corrective disclosure, it follows that the alleged misrepresentations could not have caused the loss. See In re Merrill Lynch, 272 F.Supp.2d at 254-255, citing Akerman v. Oryx Commc’ns, Inc., 810 F.2d 336, 342 (2d Cir.1987) (<HOLDING>). Plaintiffs respond that Akerman does not Options: A. holding that plaintiff was entitled to sue under rule 10b5 for the difference between the price and the value received from the sale of the security where as here the evil is not the price at which plaintiff bought but the fact of being induced to buy B. holding that the measure of damages for the breach of a contract of sale where no fraud is shown is the difference between the contract price and the market price of the goods on the date of the breach C. holding that the market price is understood to mean the current market price being paid for gas at the well where it is produced D. holding that where a price decline in stock occurred prior to the alleged public disclosure disclosing the misstatement the decline in price did not constitute a loss actionable under the 1933 act because it could not have been caused by misstatements which had not yet been revealed E. holding contract for sale of water which did not specify price was unenforceable because price of water was essence of contract

assistant: The best answer is D. holding that where a price decline in stock occurred prior to the alleged public disclosure disclosing the misstatement the decline in price did not constitute a loss actionable under the 1933 act because it could not have been caused by misstatements which had not yet been revealed
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 terms of this IPI document will be applicable to bonuses for services during Intuit’s 2017 fiscal year that begins August 1, 2016 and ends on July 31, 2017 (“Fiscal Year”).

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: (a) Except where required by a Governmental Authority, any and all payments by or on account of any obligation of the Borrower or any other Loan Party hereunder or under any other Loan Document shall be made free and clear of and without deduction for any Taxes. If the Administrative Agent or any Loan Party determines, in its reasonable discretion exercised in good faith, that it is so required to withhold Taxes, then the Administrative Agent or such Loan Party may so withhold and shall timely pay the full amount of withheld Taxes to the relevant Governmental Authority in accordance with applicable law. If such Taxes are Indemnified Taxes or Other Taxes, then (i) the sum payable shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section 2.20) the Administrative Agent, each Lender and each Issuing Bank (as the case may be) receives an amount equal to the sum it would have received had no such deductions been made, (ii) the Borrower or such other Loan Party shall make such deductions and (iii) the Borrower or such other Loan Party shall pay the full amount deducted to the relevant Governmental Authority in accordance with applicable law.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: years later, the Supreme Court again refused to revisit BandemeP s holding that partisan gerrymandering claims are justi-ciable. League of United Latin Am. Citizens v. Perry (LULAC), 548 U.S. 399, 414, 126 S.Ct. 2594, 165 L.Ed.2d 609 (2006). Accordingly, under controlling Supreme Court precedent, a challenge to an alleged partisan gerrymander presents a justiciable case or controversy. See Common Cause, 240 F.Supp.3d at 387. For good reason. As the Supreme Court recently held; “ ‘[partisan gerrymanders ... [are incompatible] with democratic principles.’ ” Ariz. State Leg., 135 S.Ct. at 2658 (quoting Vieth, 541 U.S. at 292, 124 S.Ct. 1769 (plurality op.)). That, statement accords with the unanimous conclusion of the Justices in. Vieth. See 541 U.S. at 292, 124 S.Ct. 1769 (plurality op.) (<HOLDING>); id. at 312, 316-17, 124 S.Ct. 1769 (Kennedy, Options: A. holding that federal comparative negligence principles prevailed over state comparative negligence principles on the basis that admiralty is not merely a basis of jurisdiction but instead it is a body of substantive principles as well B. holding petition nominating candidate under social democratic party violated party name protection act C. recognizing the incompatibility of severe partisan gerrymanders with democratic principles D. holding that an oklahoma law placing democratic party candidates in the highest ballot positions violated the equal protection clause E. recognizing the underlying principles of nominative fair use

assistant: The best answer is C. recognizing the incompatibility of severe partisan gerrymanders with democratic principles
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 shall execute, deliver, acknowledge and file such other documents and take such further actions as may be reasonably requested from time to time by the other party hereto to give effect to and carry out the transactions contemplated herein.

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 legal provision and list the applicable contract clause categories. Provision: At and after the Effective Time, the officers and directors of the Surviving Corporation shall be authorized to execute and deliver, in the name and behalf of the Company or Merger Sub, any deeds, bills of sale, assignments or assurances and to take and do, in the name and on behalf of the Company or Merger Sub, any other actions and things to vest, perfect or confirm of record or otherwise in the Surviving Corporation any and all right, title and interest in, to and under any of the rights, properties or assets of the Company acquired or to be acquired by the Surviving Corporation as a result of, or in connection with, the Merger.

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: to the First Circuit: In the end, the judicial function at the trial-court level is “one of involved oversight,” and in the course of that oversight, the persuasiveness of a particular administrative finding, or the lack thereof, is likely to tell the tale. Lenn, 998 F.2d at 1087 (citation omitted). (C) Definition of Terms: “Adversely Affects Educational Performance” Federal regulations do not define the phrase “adversely affects ... educational performance.” Instead, “each State [gives] substance to these terms.” J.D. ex rel. J.D. v. Pawlet Sch. Dist., 224 F.3d 60, 66 (2d Cir.2000); see also 20 U.S.C. § 1401(8) (free appropriate public education provided-to students with disabilities must “meet the standards of the State educational agency”); Town of Burlington, 736 F.2d at 789 (<HOLDING>); see generally Garda, supra, at 465-86. (1) Options: A. holding that the idea incorporates by reference state standards be they substantive or procedural that exceed the federal basic floor of meaningful beneficial educational opportunity B. holding that federal courts presiding over causes of action created by state law should apply state substantive law but federal procedural law C. holding that the reference to any court encompasses both state and federal courts D. holding that federal courts should apply state substantive law E. holding that in diversity cases federal courts are to apply state substantive law and federal procedural law

assistant: The best answer is A. holding that the idea incorporates by reference state standards be they substantive or procedural that exceed the federal basic floor of meaningful beneficial educational opportunity
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 Administrative Agent and the Borrower shall determine the effective date of any Incremental Increase (the “ Increase Effective Date ”), which shall be a date not less than 10 Business Days after the date on which such notice is delivered to the Administrative Agent. The Administrative Agent shall promptly notify the Borrower and the Lenders of the final allocation of such Incremental 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 case excerpt and choose the best holding from the options. Case excerpt: 990 So.2d 578, 581 (Fla. 2d DCA 2008) (citing Analyte Diagnostics, Inc. v. D’Angelo, 792 So.2d 1271, 1272 (Fla. 4th DCA 2001)). Stated differently, the scope of the law of the case is “limited to rulings on questions of law actually presented and considered on a former appeal.” U.S. Concrete Pipe Co. v. Bould, 487 So.2d 1061, 1068 (Fla. 1983); see also Gabor v. Gabor & Co., 599 So.2d 737, 738-39 (Fla. 3d DCA 1992); Gibson v. Maloney, 263 So.2d 632, 635 (Fla. 1st DCA 1972). The applicability of rule 3.212(d)’s conditions was neither raised nor addressed in Petition I. Thus, our disposition in McCray did not foreclose the State from raising the argument anew upon release of the opinion. See, e.g., Arch Se. Commc’ns, Inc. v. Abraham Commc’ns, Inc., 702 So.2d 556, 558 (Fla. 2d DCA 1997) (<HOLDING>); Harbour Club Condo. No. Three, Inc. v. Options: A. holding that in ruling on a motion to compel arbitration a court must consider 1 whether the parties have entered into a valid arbitration agreement 2 whether an arbitrable issue exists and 3 whether the right to arbitration has been waived B. holding that once the party seeking to compel arbitration establishes the existence of an arbitration agreement and that the claims raised fall within the scope of that agreement the trial court must compel arbitration C. holding trial court must decide whether to compel arbitration of personal injury claim of party who was not signatory to arbitration agreement D. holding that faa does not require appellate review of order interlocutory under state law denying motion to compel arbitration and overruling prior decision finding such a requirement E. holding that prior per curiam affirmance of the trial courts decision denying motion to compel arbitration was not law of the case concerning whether buyer and seller entered into valid oral agreement settling disposition of escrowed money

assistant: The best answer is E. holding that prior per curiam affirmance of the trial courts decision denying motion to compel arbitration was not law of the case concerning whether buyer and seller entered into valid oral agreement settling disposition of escrowed money
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: those jurors whose opposition to capital punishment would not allow them to view the proceedings impartially, and who therefore might frustrate the administration of a state’s death penalty scheme.” Id. {16} We hold that the trial court properly removed prospective jurors for cause, when those jurors opposed the death penalty, because the jurors were unable to view the proceedings impartially and perform their duties in accordance with the juror’s oath, not because of their religious opinion or affiliation. See State v. Willoughby, 181 Ariz. 530, 892 P.2d 1319, 1335 (1995) (en banc) (“Although religious beliefs may motivate one’s opinion about the death penalty, the beliefs themselves are not the basis for disqualification.”); Wolf v. Sundquist, 955 S.W.2d 626, 631 (Tenn.Ct.App.1997) (<HOLDING>). “[R]eligious freedom embodies two Options: A. holding that in light of the affirmative constitutional mandate to provide impartial juries in criminal cases the state has an important interest in obtaining juries that do not contain members who because of their religious beliefs are unable to follow the law or the trial courts instructions B. holding that the law presumes that the jury will follow the courts instructions C. holding that the trial judges misconduct at trial did not prejudice the defendant in light of the courts curative instructions D. recognizing that this court presumes that juries follow district courts instructions E. holding that a jury is presumed to follow the trial courts instructions

assistant: The best answer is A. holding that in light of the affirmative constitutional mandate to provide impartial juries in criminal cases the state has an important interest in obtaining juries that do not contain members who because of their religious beliefs are unable to follow the law or the trial courts instructions
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: he is removed; his appointment is voidable, not void.”). CONCLUSION ¶ 21 For these reasons, we vacate the superior court’s order granting Progressive’s motion and dismissing the complaint. This matter is remanded for further proceedings. CONCURRING: PATRICIA K. NORRIS, Presiding Judge and PATRICIA A. OROZCO, Judge. 1 . The complaint names George Pop as the defendant. Duncan has not amended the complaint to substitute the Estate of George Pop for George Pop. Progressive, however, has not contested the propriety of the complaint and it has proceeded as though the Estate of Pop is a named defendant. Accordingly, for purposes of this decision, we assume that the complaint is sufficient as against Pop's estate. See Pargman v. Vickers, 208 Ariz. 573, 575, ¶4, 96 P.3d 571, 573 (App.2004) (<HOLDING>); Ariz. R. Civ. P. 25(a) (allowing substitution Options: A. holding that as a matter of law claim stated in amended complaint did not relate back to original complaint B. holding that when a plaintiff mistakenly sues a decedent and not the decedents estate and seeks to recover only against insurance proceeds if the decedents insurer had notice of the action and knowledge of the plaintiffs mistake within the period specified by rule 15c an amended complaint will relate back to the date of the original complaint absent any prejudice to the insurer and the estate and assuming the other requirements of rule 15c are met C. holding that the amended complaint could not relate back to the original complaint in which all claims were barred by the statute of limitations D. holding that the decedents estate had standing because the traditional requirement that the plaintiff show an injury in fact that is fairly traceable to the conduct of the defendant is met by the allegation in the complaint that the defendants actions resulted in the diminishment of the assets of the estate E. holding that plaintiffs amended complaint could not relate back because there was no evidence in the record that the defendant had notice of the suit within the 120 day period required by rule 4m

assistant: The best answer is B. holding that when a plaintiff mistakenly sues a decedent and not the decedents estate and seeks to recover only against insurance proceeds if the decedents insurer had notice of the action and knowledge of the plaintiffs mistake within the period specified by rule 15c an amended complaint will relate back to the date of the original complaint absent any prejudice to the insurer and the estate and assuming the other requirements of rule 15c are met
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: (a) The Underwriters shall be under no obligation to pay, and the Borrower, pursuant to this Purchase Contract, shall pay all expenses and costs incident to the performance by the Authority of its obligations in connection with the authorization, issuance and delivery of the Bonds to the Underwriters. The Borrower shall pay all costs of issuance associated with the Bonds including the costs of preparing the Preliminary Official Statement and the Official Statement (and any amendment or supplement prepared pursuant to this Purchase Contract); and the fees and expenses of Underwriters’ Counsel and Counsel to the Authority any or all of which may be paid out of Bond proceeds; provided however that the Borrower’s obligations hereunder will not be limited by the availability of Bond proceeds.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Borrower (as defined in the Credit Agreement) hereby reconfirms its obligations pursuant to Section 9.03 of the Credit Agreement to pay all reasonable and documented out-of-pocket expenses incurred by the Administrative Agent in connection with this Agreement.

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 case excerpt and choose the best holding from the options. Case excerpt: disrupts the goal of the NVRA — to streamline the registration process. See Majority Opinion, pp. 400-01. Although the NVRA seeks to simplify and harmonize registration procedures, the statute also identifies “protecting] the integrity of the electoral process” and “enhancing] the participation of eligible citizens as voters in elections for Federal office” as guiding purposes of the statute. 42 U.S.C. § 1973gg(b) (emphasis added). Even under the majority’s complementary analysis conducted pursuant to Siebold and Foster v. Love, 522 U.S. 67, 118 S.Ct. 464, 139 L.Ed:2d 369 (1997), see Majority Opinion, p. 394, Arizona’s proof-of-citizenship procedure complements— rather than conflicts with — these important purposes. See Siebold, 100 U.S. at 384; Foster, 522 U.S. at 74, 118 S.Ct. 464 (<HOLDING>). The stated harmonious purposes are not served Options: A. holding to the effect that section 341 fifth as impliedly amended by title vii preempts state law to the extent but only to the extent that it conflicts B. holding that a state election law is preempted only to the extent that it conflicts with federal law C. holding the state law claims were not preempted D. holding outside of the context of title vii or the adea that section 24 fifth preempts state law to the extent but only to the extent that it conflicts E. holding that the plaintiffs state law claims are preempted by federal law

assistant: The best answer is B. holding that a state election law is preempted only to the extent that it conflicts with federal 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: For the purposes of this Agreement, the term "Confidential Information" shall mean all trade secrets and confidential or proprietary information (and any tangible representation thereof) owned, possessed or used in connection with The Company Business or by the Buyer Parties and its Affiliates; provided, however, that "Confidential Information" does not include information which is or becomes generally available to the public other than as a result of a disclosure by a Seller Party..

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: require the Charles County Court to grant Plaintiff a hearing on his motions as Plaintiff claims, see Compl. ¶41, as the Rule states that a hearing is required only if the trial court grants a motion for a new trial or to amend judgment. Md. Rule 3-311(d). Furthermore, the Circuit Court for Charles County already upheld the District Court’s decision not to grant Plaintiff a post-judgment hearing-that decision may not be collaterally attacked in this Court. See supra § 111(A). Finally, 18 U.S.C. § 241 is a criminal statute that provides no basis for an individual to bring a private, civil action. See Risley v. Hawk, 918 F.Supp. 18, 21 (D.D.C.1996) (explicitly holding that 18 U.S.C. § 241 does not create a private cause of action); Wiggins v. Hitchens, 853 F.Supp. 505, 511 (D.D.C.1994) (<HOLDING>); 18 U.S.C. § 241, Notes of Decisions fn. 33. Options: A. recognizing cause of action B. holding that a criminal statute does not provide a corresponding civil cause of action C. holding that denial of divorce and corresponding equitable distribution does not preclude a partition action by res judicata D. recognizing the cause of action E. holding civil action cannot be joined to a criminal appeal

assistant: The best answer is B. holding that a criminal statute does not provide a corresponding civil cause of action
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: 18 U.S.C. § 1542 contains a materiality element, although other circuits have addressed the question. Most recently, the Second Circuit determined that by its plain terms, 18 U.S.C. § 1542 does not require that the false statement be material. United States v. Hasan, 586 F.3d 161, 2009 WL 3737521 (2d Cir. Nov. 10, 2009). The handful of other circuits to consider the question have also found that materiality is not an element of a § 1542 violation. See, e.g., United States v. Salinas, 373 F.3d 161, 167 (1st Cir.2004) (noting that § 1542 does not contain a materiality requirement such as that found in 18 U.S.C. § 1001); United States v. Hart, 291 F.3d 1084, 1085 (9th Cir.2002) (finding no materiality requirement in § 1542); United States v. Ramos, 725 F.2d 1322, 1323 (11th Cir.1984) (<HOLDING>). To the extent that Jimenez is arguing that Options: A. holding that materiality necessary element of section 1001 B. holding that materiality is an element of false statement prosecutions which must be submitted to the jury C. holding that unlike 1001 1542 does not have a materiality requirement D. holding that materiality is not an element of 1542 because any false statement is sufficient E. holding that materiality does not require a showing that the creditors were prejudiced by the false statement

assistant: The best answer is D. holding that materiality is not an element of 1542 because any false statement is sufficient
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: Cash Collateral (or the appropriate portion thereof) provided to reduce Fronting Exposure or to secure other obligations shall be released promptly following (i) the elimination of the applicable Fronting Exposure or other obligations giving rise thereto (including by the termination of Defaulting Bank status of the applicable Bank (or, as appropriate, its assignee following compliance with Section 9.6(b)(vi) )) or (ii) the Agent’s good faith determination that there exists excess Cash Collateral; provided , however , (x) that Cash Collateral furnished by or on behalf of a Credit Party shall not be released during the continuance of a Default or Event of Default (and following application as provided in this Section 2.15 may be otherwise applied in accordance with Section 7.7 ), and (y) the Person providing Cash Collateral and the Issuing Bank, may agree that Cash Collateral shall not be released but instead held to support future anticipated Fronting Exposure or other obligations.

assistant: Releases
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 is not required to obtain any consent from, authorization or order of, or make any filing or registration with (other than the filing with the SEC of one or more Registration Statements in accordance with the requirements of the Registration Rights Agreement, a Form D with the SEC, obtaining the Company Stockholder Approval, the consents required pursuant to Section Error! Reference source not found. of the Disclosure Schedule (all of which shall be obtained by the Company at or prior to Closing), the filings required pursuant to Section 4.8 , and any other filings, notices or applications as may be required by any state securities agencies), any court, governmental agency or any regulatory or self-regulatory agency or any other Person in order for it to execute, deliver or perform any of its respective obligations under, or contemplated by, the Transaction Documents, in each case, in accordance with the terms hereof or thereof. Assuming the Company Stockholder Approval is obtained, there is no requirement for the Company to obtain approval of the Principal Market for listing or trading of the " Registrable Securities " (as defined in the Registration Rights Agreement) which constitute Common Stock.

assistant: Consents
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: 374, 380, 125 S.Ct. 2456, 162 L.Ed.2d 360 (2005). “To be unreasonable, the decision must not only be incorrect, but so incorrect that it lies outside of the range of reasonable conclusions.” Jones v. Wallace, 525 F.3d 500, 503 (7th Cir.2008). In analyzing the reasonableness of the state court’s decision on a factual matter, we assume that the state court’s factual determinations are correct unless the defendant rebuts them with clear and convincing evidence. Mack v. McCann, 530 F.3d 523, 533 (7th Cir.2008); 28 U.S.C. § 2254(e)(1). Crockett’s appeal implicates both the legal and factual components of AEDPA. He argues that: (1) the Illinois Appellate Court erred in concluding that the trial judge did not commit constitutional error when it failed to S.Ct. 1926, 18 L.Ed.2d 1149 (1967) (<HOLDING>); United States v. Gagnon, 470 U.S. 522, 529, Options: A. holding that a defendant was entitled to counsel at a postindictment lineup B. holding that lineup was admissible even where the defendant stood out because of a facial scar and a filed down tooth C. holding that the same waiver standard applies when assessing whether a defendant has waived his sixth amendment right to counsel during a postindictment interrogation as when assessing whether a defendant has waived his fifth amendment right to counsel preindictment D. holding that a criminal defendant has a sixth amendment right to counsel at trial E. holding that at resentencing the district court was entitled to assume that the waiver was still in effect and was not required to again advise defendant of his right to counsel where defendant had waived counsel at the plea stage

assistant: The best answer is A. holding that a defendant was entitled to counsel at a postindictment lineup
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: Producer shall pay or cause to be paid and agrees to hold Processor harmless as to the payment of all excise, gross production, severance, sales, occupation and all other Taxes, charges or impositions of every kind and character required by statute or by order of Governmental Authorities and levied against or with respect to Producer Gas, Producer Residue Gas, Producer Plant Products or the Services provided under this Agreement. Processor shall not become liable for such Taxes, unless designated to remit those Taxes on behalf of Producer by any duly constituted jurisdictional agency having authority to impose such obligations on Processor, in which event the amount of such Taxes remitted on Producer’s behalf shall be (i) reimbursed by Producer upon receipt of invoice, with corresponding documentation from Processor setting forth such payments, or (ii) deducted from amounts otherwise due Processor under this Agreement. Processor shall pay or cause to be paid all Taxes, charges and assessments of every kind and character required by statute or by order of Governmental Authorities with respect to the Processing Plant. Neither Party shall be responsible nor liable for any Taxes or other statutory charges levied or assessed against the facilities of the other Party, including ad valorem tax (however assessed), used for the purpose of carrying out the provisions of this Agreement or against the net worth or capital stock of such Party.

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: All notices, demands, requests, consents, approvals, and other communications required or permitted hereunder shall be in writing and, unless otherwise specified herein, shall be (i) personally served, (ii) deposited in the mail, registered or certified, return receipt requested, postage prepaid, (iii) delivered by reputable air courier service with charges prepaid, or (iv) transmitted by hand delivery, telegram, or facsimile, addressed as set forth below or to such other address as such party shall have specified most recently by written notice. Any notice or other communication required or permitted to be given hereunder shall be deemed effective (a) upon hand delivery or delivery by facsimile, with accurate confirmation generated by the transmitting facsimile machine, at the address or number designated below (if delivered on a Business Day during normal business hours where such notice is to be received), or the first Business Day following such delivery (if delivered other than on a Business Day during normal business hours where such notice is to be received) or (b) on the second Business Day following the date of mailing by express courier service, fully prepaid, addressed to such address, or upon actual receipt of such mailing, whichever shall first occur. The addresses for such communications shall be: (i) if to the Company, to: Creative Medical Technology Holdings, Inc., 3008 West Lupine Avenue, Phoenix, Arizona 85029, Attn: Timothy Warbington, Chief Executive Officer, email: timwarbington@yahoo.com, with a copy by email or fax only to (which shall not constitute notice): Zev Bomrind, Esq., email: zbomrind@foxrothschild.com, Fax: (212) 692–0940 and (ii) if to the Investor, to: the addresses and fax numbers indicated on the signature page hereto, with an additional copy by fax only to (which shall not constitute notice): Grushko & Mittman, P.C., 515 Rockaway Avenue, Valley Stream, New York 11581, Attn: Eliezer Drew, Esq., facsimile: (212) 697-3575.

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: With the exception of any written confidentiality agreement by and between the Company and Purchaser, the Transaction Documents, together with the exhibits and schedules thereto, contain the entire understanding of the parties with respect to the subject matter hereof and supersede all prior agreements, understandings, discussions and representations, oral or written, with respect to such matters, which the parties acknowledge have been merged into such documents, exhibits and schedules. At or after each Closing, and without further consideration, the Company and the Purchasers will execute and deliver to the other such further documents as may be reasonably requested in order to give practical effect to the intention of the parties under the Transaction Documents.

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: Neither this Agreement nor any of the rights or obligations hereunder shall be assigned by any of the parties hereto without the prior written consent of the other parties; provided, however, that the Principal Stockholders may each assign any of its respective rights hereunder to any of its Affiliates. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns.

assistant: Assignments
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 subsidiaries of Seller, direct and indirect, are set forth on SCHEDULE 3.2 . Except for Transgenomic Limited, none of the subsidiaries listed on SCHEDULE 3.2 are operating subsidiaries or have any contracts, rights or other assets of any kind relating to the GAP Business.

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 case excerpt and choose the best holding from the options. Case excerpt: a cause of action in negligence, a plaintiff must prove the following three elements: (1) a duty of care owed by defendant to plaintiff; (2) breach of that duty by a negligent act or omission; and (3) damage proximately resulting from the breach of duty. E.g., Bloom v. Ravoira, 339 S.C. 417, 529 S.E.2d 710 (2000). Evidence is relevant and admissible if it has any tendency to make the existence of any fact that is of consequence to the determination of the action more probable or less probable than it would be without the evidence. Rules 401, 402, SCRE. It is well settled that the admission and rejection of testimony is largely within the trial court’s sound discretion, the exercise of which will not be disturbed on appeal absent an abuse of that discretion. A.2d 1033, 1034-35 (1982) (<HOLDING>); Stone v. United Eng’g, 197 W.Va. 347, 475 Options: A. holding that construction safety manuals and codes were properly admitted as objective standards of safe construction B. holding that occupational health and safety administration osha standards were admissible C. holding that flexibility in park services standards for establishing speed limits did not mean that the standards basic scientific safety specifications may be disregarded D. holding that safety standards regarding the safe design and use of trampolines including astm standards were admissible on the issue of the defendants negligence even though the defendants were unaware of the standards E. holding that when state educational benefits exceed minimum federal standards the state standards are enforceable through the idea

assistant: The best answer is D. holding that safety standards regarding the safe design and use of trampolines including astm standards were admissible on the issue of the defendants negligence even though the defendants were unaware of the standards
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: *3 (E.D.Pa. Feb. 16, 2005) (same). This court finds that transfers of Title VII actions are thus governed by the well-settled public and private factors relevant to section 1404(a) analysis. See Decker Coal Co., 805 F.2d at 843. However, plaintiffs are correct that the special venue provision must influence the contours of section 1404(a) analysis. The factors expressly identified as a basis for venue under Title VII — the location of the discriminatory act or decision, the location of relevant employment records, and the location where a plaintiff would have worked but for the unlawful employment practice — should therefore be key factors in analyzing the “interests of justice” prong of section 1404(a) analysis. See In re Horseshoe Entertainment, 337 F.3d 429, 434 (5th Cir.2003) (<HOLDING>). In addition, a plaintiffs choice of forum is Options: A. holding that the conduct complained of must be an unlawful employment practice under title vii B. holding that a claim for discrimination in private employment is not preempted by title vii C. holding that location of relevant employment records should be given significance because it was expressly stated in the title vii venue provision D. holding that plaintiffs claims under 42 usc 1981 are also governed by the special venue provision of title vii E. recognizing title vii does not provide the exclusive remedy for all employment discrimination claims even if the title vii and section 1983 claim factually overlap

assistant: The best answer is C. holding that location of relevant employment records should be given significance because it was expressly stated in the title vii venue provision