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: for a new trial on the Unauthorized Insurance Claims. In accordance with this reality, the Insureds argued in their JNOV motion that the trial court should render judgment in their favor on the Unauthorized Insurance Claims in the amount of $10,875,000 plus attorney’s fees because the trial evidence conclusively proved that the Brokers were liable for these damages under the Unauthorized Insurance Claims, obviating the need for jury findings. However, on appeal, the Insureds have provided no argument, citations to the record or to authorities, and no analysis showing that the trial evidence conclusively proves as a matter of law that the Brokers a er, 161 Tex. 427, 340 S.W.2d 772 (1960); Texas Employers’ Ins. Ass’n v. Ray, 68 S.W.2d 290, 295 (Tex.Civ.App.-Fort Worth 1933, writ ref'd) (<HOLDING>); Underwriters at Lloyds v. Edmond, Deaton & Options: A. holding that party that failed to object to instruction that jury not answer a question based on its answer to the prior question waived that partys right to have the jury make findings as to the subsequent question B. holding failure to object to conditioning instructions waived error arising from the jurys failure to answer question C. holding party that failed to object to instruction conditioning submission of a jurys question on its answer to a question waived that partys right to have the jury make findings as to the subsequent question D. holding appellant could not complain of jurys failure to answer question because the charge instructed the jury not to do so based on its answer to a prior question and because appellant did not object to this instruction E. holding failure to object to conditioning instructions waived error arising from the jurys failure to answer question when answer could not be implied and that lack of objection waived right to new trial to have jury answer questions

assistant: The best answer is D. holding appellant could not complain of jurys failure to answer question because the charge instructed the jury not to do so based on its answer to a prior question and because appellant did not object to this instruction
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Each of the Partners agree to take such additional actions (and to cause their designees to the Advisory Committee, as applicable, to consent to the taking of such actions) as may be reasonably necessary or appropriate to consummate the transactions contemplated by this Agreement with respect to the Purchased Interests Sold at the Closing pursuant to the Purchase Agreements and the Transaction Documents.

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: marking lack-of-viability, the court chose June 25, 2013, the date the City provided plaintiffs with Sanderhoffs expert report. Suddenly, in the district court’s view, the Sanderoff report became a be-all, end-all curtain-closer against the plaintiffs’ claims. Nowhere did the district court mention or distinguish its earlier-stated views that the Sanderoff report had merely “poked holes” in the plaintiffs allegations by showing that Hispanics had fared well in earlier city elections. Appellant’s App. vol. II at 201. Nowhere did the district court consider the City’s failure ever to seek — let alone win — a dismissal under Fed.R.Civ.P. 12(b)(6) or Fed.R.Civ.P. 56, even when armed with the supposedly unchallengeable Sanderoff report. Cf. In re Ruben, 825 F.2d 977, 988 (6th Cir.1987) (<HOLDING>). I am wary of the district court’s and Options: A. holding that the trial court may not grant summary judgment on a ground not raised in the motion B. holding that monetary sanction was not supportable as a compensatory civil contempt sanction because there was no proof of the amount of loss C. holding that a postjudgment motion to incorporate a sanction as part of the final judgment is a motion to modify the judgment and extends the trial courts jurisdiction D. holding sanction included in final judgment appealable E. holding that the denial of the motions for summary judgment precludes a sanction on the ground that the claims against them were legally insufficient and that a sanction is generally improper where a successful motion could have avoided any additional legal expenses by defendants emphasis in original

assistant: The best answer is E. holding that the denial of the motions for summary judgment precludes a sanction on the ground that the claims against them were legally insufficient and that a sanction is generally improper where a successful motion could have avoided any additional legal expenses by defendants emphasis in original
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: not a legislator and therefore not entitled to assert legislative immunity. (Pls.Mem. in Opp’n at 24.) Presumably plaintiffs are analogizing the dictum of Forrester that state executive officials are not entitled to absolute immunity for their official acts to the same extent as the President of the United States. See 484 U.S. at 226, 108 S.Ct. at 543-44. However, the Municipal defendants do not assert Zwim’s immunity as an executive, but only with respect to his participation in approving legislated Board resolutions. (Mun. Defs.Mem. of Law at 21.) Although defendant Zwirn is chief executive of the Town, he has legislative responsibilities in his dual capacity as a Town Board member. N.Y.Town Law §§ 60, 63 (McKinney 1987); see also Aitchison v. Raffiani, 708 F.2d 96, 99 (3d Cir.1983) (<HOLDING>); Orange, 830 F.Supp. at 706 (county executive Options: A. holding chief of police an executive officer because a member of the executive branch and an officer B. recognizing that the fellow officer rule functions to include officers outside the common investigation C. holding that although jury found officer not to have had probable cause for arrest officer was entitled to immunity because law was not clearly established as to circumstances in which officer found himself D. holding that in extraordinary circumstances where a police officer neither knew nor should have known of the relevant legal standard qualified immunity may still be available E. holding that a mayor although the executive officer may still have legislative functions

assistant: The best answer is E. holding that a mayor although the executive officer may still have legislative functions
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 for the Governmental Approvals described in Schedule 4.4 , all Governmental Approvals and consents and approvals of, or notices to, any other Person (including the holders of any Equity Interest issued by any Loan Party) required in connection with the execution and performance of the Loan Documents and the consummation of the other transactions contemplated hereby, shall have been obtained and be in full force and effect.

assistant: Approvals
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 city and place a significant burden on the doctor); Commonwealth v. Atkinson, 987 A.2d 743, 750-51, ¶¶ 16-17 (Pa.Super.Ct.2009) (applying Craig and concluding that the defendant’s right to confrontation had been violated because expediting disposition of the case was an insufficient reason for allowing the use of two-way video testimony); Bush v. State, 193 P.3d 203, 215-16, ¶¶ 52-53 (Wyo.2008) (applying Craig to allow a witness’s testimony via two-way video “to further the important public policy of preventing further harm to his already serious medical condition”). ¶ 19 Assuming that two-way video testimony is not the equivalent of face-to-face confrontation, we adopt the Craig standard for the use of two-way video testimony and apply the Crai 2 S.Ct. 587, 151 L.Ed.2d 497 (2001) (<HOLDING>). Moreover, consistent with Craig, protecting a Options: A. holding that franchisor not only has valid interest in protecting good will it has developed but it also has an interest in being able to place a new franchisee at or near the same location where its goodwill has been created B. recognizing minnesotas interest in protecting the interests of the child C. recognizing the government has a demonstrated interest in apprehending criminal law violators thereby protecting potential victims D. recognizing that california has a valid interest in protecting a california company from copyright infringement E. recognizing virginias interest in protecting defendants from claims and in holding down insurance costs

assistant: The best answer is C. recognizing the government has a demonstrated interest in apprehending criminal law violators thereby protecting potential victims
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: cross-licensing agreement that allowed both companies to “design and sell semiconductors without dispute from each other.” DENSO Japan did not manufacture any products to sell to Texas Instruments. Trips to University. One employee of DENSO Japan traveled to a university in Texas to take an entrance exam, and one employee traveled to a university in Texas to conduct research. No other evidence was presented regarding these trips. We conclude that these trips, although numerous, do not demonstrate that DENSO Japan can fairly be regarded as being at home in Texas because the trips do not establish that DENSO Japan had a general business presence in Texas. See Brown, 131 S.Ct. at 2856 (citing Perkins v. Benguet Consol. Mining Co., 342 U.S. 437, 447-48, 72 S.Ct. 413, 96 L.Ed. 485 (1952) (<HOLDING>), as “textbook case of general jurisdiction Options: A. holding that a maryland court could not exercise jurisdiction over an ohio lawyer when a maryland client initiated five of seven contacts with the lawyer the parties created the attorneyclient relationship in ohio and the attorneyclient relationship involved only events in and the law of ohio B. holding that the superior court had no jurisdiction over the division of marital property when the district court had properly invoked jurisdiction over the property C. holding over D. holding general jurisdiction existed over philippine company because its base of operations had been relocated to ohio during japanese occupation of the philippines E. holding that american subsidiary of a japanese parent had no treaty defense because the subsidiary was not a company of japan

assistant: The best answer is D. holding general jurisdiction existed over philippine company because its base of operations had been relocated to ohio during japanese occupation of the philippines
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: There are no actions, suits, proceedings, claims or disputes pending or, to the actual knowledge of the Borrower after due and diligent investigation, threatened in writing, at law, in equity, in arbitration or before any Governmental Authority, by or against the Borrower or any of its Subsidiaries or against any of their properties or revenues that (a) purport to affect the validity or enforceability of this Agreement or any other Loan Document, or any of the transactions contemplated hereby, or (b) except any Disclosed Litigation, either individually or in the aggregate that could reasonably be expected to have a Material Adverse Effect.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: L.Ed.2d 554 (2000); Roberts v. U.S. Jaycees, 468 U.S. 609, 617-18, 104 S.Ct. 3244, 82 L.Ed.2d 462 (1984). The Associations claim that serving as an official proponent is protected by the Free Speech Clause, and thus that they have a right to associate for the purpose of serving as official proponents. Thus, if serving as an official proponent is not an aspect of free speech, the condition imposed by the elector requirement does not violate the associational rights of the First Amendment. See Dale, 530 U.S. at 648, 120 S.Ct. 2446 (“To determine whether a group is protected by the First Amendment’s expressive associational right, we must determine whether the group engages in ‘expressive association.’”); City of Dallas v. Stanglin, 490 U.S. 19, 25, 109 S.Ct. 1591, 104 L.Ed.2d 18 (1989) (<HOLDING>). Because the Associations’ claim regarding Options: A. holding that where the first amendment does not protect a certain activity there can be no first amendment right of association to engage in that activity B. holding that the first amendment does not protect true threats against the president C. recognizing first amendment retaliation right D. holding first amendment does not protect nonexpressive conduct E. holding that there is no first amendment right of access to presentence reports

assistant: The best answer is A. holding that where the first amendment does not protect a certain activity there can be no first amendment right of association to engage in that activity
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The Borrower will, and will cause each of its Restricted Subsidiaries to, do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence and the rights, licenses, permits, privileges and franchises material to the conduct of its business except in each case (i) where the failure to do so would not reasonably be expected to result in a Material Adverse Effect or (ii) as such action is not prohibited under Sections 6.03, 6.04 or 6.05.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: or other thought disturbances.” “Clinical necessity” was the basis for Green’s involuntary medication. Green interprets the Policy’s language to require a “clinical emergency” before a “clinical necessity” allows forced medication. He relies on the structure of the Policy, which outlines the two standards, places clinical emergency before clinical necessity, ency has abated, [if] the psychiatrist or physician believes that involuntary medication is still warranted, a clinical due process hearing should be arranged.” The Policy has an alternative avenue for involuntary medication: clinical necessity. The Due Process Clause does not require that an inmate’s mental state become an emergency before involuntary treatment may be imposed. See Riggins, 504 U.S. at 135, 112 S.Ct. 1810 (<HOLDING>). The “clinical necessity” applies to Options: A. holding that there may be an obligation to defend under an insurance policy even though there is no obligation to indemnify B. recognizing justification step C. holding that summary judgment may be reversed when it is based on an error of law D. holding that when original jurisdiction claims are dismissed before trial the district court must decline to exercise jurisdiction over pendent state claims unless there is an affirmative justification for doing so E. holding that inmates may be involuntarily medicated when there is an overriding justification

assistant: The best answer is E. holding that inmates may be involuntarily medicated when there is an overriding justification
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: Taxes, Governing Magazine (Sept. 11, 2013), http://www.goveming.com/ blogs/fed-watch/gov-obamacare-cadillac-tax-reinsurance-fee.html (explaining that the Affordable Care Act’s “transitional reinsurance fee will require state and local government employers to pay'$63 per covered individual each year” and noting the steps that McHenry County, Illinois, was taking to pay its $160,000 “transitional reinsurance fee”). And, as a' legal matter, the Court finds that HHS has rendered a “final agency action” through its notice-and-comment rulemaking. See Appalachian Power, 208 F.3d at 1020-21 & n. 12 (noting that notice-and-comment rulemaking published in the Federal Register constitutes final agency action for APA review); Navistar Int’l Transp. Corp. v. EPA, 941 F.2d 1339, 1361 (6th Cir.1991) (<HOLDING>). In HHS’s (first) final rule governing the Options: A. holding it well settled that a final eis or the record of decision issued thereon constitute final agency action B. holding that the final renewable agency action was taken when appropriate administrator signed the final rulemaking document designated in the federal register C. holding that a district court judgment is not a final judgment appealable by the defendant unless it includes the final adjudication and the final sentence D. holding a rod to be final agency action E. holding fda seizure action did not constitute final agency action

assistant: The best answer is B. holding that the final renewable agency action was taken when appropriate administrator signed the final rulemaking document designated in the federal register
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 shall become effective when it shall have been executed by the Borrowers and Holdings and the Administrative Agent shall have been notified by each Lender, Swingline Lender and Issuing Bank that each such Lender, Swingline Lender and Issuing Bank has executed it and thereafter shall be binding upon and inure to the benefit of the Borrowers, each Agent and each Lender and their respective successors and assigns, except that the Borrowers shall not have the right to assign its rights hereunder or any interest herein without the prior written consent of the Lenders except as permitted by Section 7.04 .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Except as otherwise expressly provided in this Agreement, all costs and expenses incurred after the date hereof in connection with the transactions contemplated hereby and compliance with the provisions hereof shall be paid by the party incurring such costs and expenses.

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 Amendment may be executed in two (2) counterparts, each of which shall be deemed an original, but all of which together shall constitute one (1) and the same instrument. This Amendment may be executed by facsimile or pdf signatures and such signatures shall be deemed to bind each Party as if they were original signatures.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement will be construed and enforced in accordance with the laws of California, without regard to conflict of law principles. The Parties hereby submit to the personal jurisdiction of the U.S. Federal Courts in California. The UN Convention on Contracts for the International Sale of Goods will not apply to this Agreement or the QA Agreement.

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 case excerpt and choose the best holding from the options. Case excerpt: because "our constitutional system is primarily designed to protect the innocent, not punish the guilty," the supreme court determined that a new trial was warranted despite the potential consequences to the State and the victim. Id. ¶ 29. 117 The unusual cireumstances faced by the supreme court in McClellan are simply not comparable to those we face today. First, unlike the McClellan defendant, who was not responsible for the delays in that case, Finlayson is primarily responsible for failing to move his petition forward. See-ond, a post-conviction proceeding is ultimately civil in nature, see Utah Code Ann. § 78B-9-102(1) (LexisNexis 2012), and does not implicate the same constitutional protections as do criminal prosecutions, cf. Hutchings v. State, 2003 UT 52, ¶ 20, 84 P.3d 1150 (<HOLDING>). Finally, the question before us is not Options: A. holding that pro se pleadings from defendants who are represented by counsel in the pending criminal proceedings are unauthorized B. recognizing a right of access to civil proceedings C. recognizing limited statutory right to counsel in postconviction proceedings where allegations are factually sufficient to warrant a hearing D. holding that a defendant does not have the right to be represented by counsel in postconviction proceedings which are civil proceedings E. holding that defendants have a right to counsel in criminal proceedings

assistant: The best answer is D. holding that a defendant does not have the right to be represented by counsel in postconviction proceedings which are civil proceedings
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: Unless otherwise provided, all notices and other communications required or permitted under this Warrant shall be in writing and shall be mailed by United States first-class mail, postage prepaid, sent by facsimile or delivered personally by hand or by a nationally recognized courier addressed to the party to be notified at the address or facsimile number indicated for such person in the Purchase Agreement, or at such other address or facsimile number as such party may designate by ten (10) days' advance written notice to the other parties hereto. All such notices and other written communications shall be effective on the date of mailing, confirmed facsimile transfer or delivery.

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: to establish prima facie case of control); id. at 340 (“Although there is ample evidence of the [family] corporations having many dealings with each another, there is no evidence in the record of [the parent] exercising any control over [the subsidiary].”). Indeed, it would be surprising if a wholly-owned subsidiary did not act for its parent’s benefit. In order to establish jurisdiction over Ipsen or Ipsen Pharma as a result of Biomeasure’s contacts with Louisiana, which is what plaintiffs are attempting to do, plaintiffs must demonstrate “something beyond the subsidiary’s mere presence within the bosom of the corporate family.” Dickson, 179 F.3d at 338. Specifically, plaintiffs must prevail under the factors set forth in Dickson. See 179 F.3d at 339; see also Bauman, 579 F.3d at 1095 (<HOLDING>). Plaintiffs have failed to do so, and Options: A. recognizing separate corporate identity of parent despite evidence that parent consolidated its profits and losses with that of its whollyowned subsidiary in presenting parents financial reports to shareholders that subsidiary was considered a division of parent and that subsidiary accounted for 60 of parents and subsidiarys combined operations B. holding that a parent must exercise some control over the subsidiarys activities which does not require that the subsidiary be controlled to an ultimate degree by its parent although something more than mere passive investment by the parent is required the parent must have and exercise control and direction over the affairs of its subsidiary in order for venue to be proper C. holding that parent is liable for acts of subsidiary under agency theory only if parent dominates subsidiary parent of whollyowned subsidiary that had seats on board took part in financing and approved major policy decisions was not liable because parent did not have daytoday control D. holding that to establish that subsidiary is agent of parent for jurisdictional purposes the parent must exert control that is so pervasive and continual that the subsidiary may be considered an agent or instrumentality of the parent notwithstanding the maintenance of corporate formalities E. recognizing separate corporate identity of parent despite evidence that parent was alterego of its subsidiary and was being sued for acts of its subsidiary

assistant: The best answer is D. holding that to establish that subsidiary is agent of parent for jurisdictional purposes the parent must exert control that is so pervasive and continual that the subsidiary may be considered an agent or instrumentality of the parent notwithstanding the maintenance of corporate formalities
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: However, once Plaintiff filed a written request for the recordings that were kept on the SCC computer, they were public records subject inspection. See § 14~2-6(F) (stating that records relating to public business are public records regardless of whether required by law to be kept); see also Office of the New Mexico Attorney General, Inspection of Public Records Act Compliance Guide28 (6th ed. 2009), available at http://www.nmag.gov/ consumer/publications/inspectionofpublicrec ordsactcomplianceguide2009. Because Plaintiff succeeded in her appeal and was improperly denied the right to inspect the one recording that remained at the time of her request, we remand to the district court for a determination of the appropriate award under Section 14-2-12(D); Rio Grande Sun, 2012-NMCA-091, ¶ 8 (<HOLDING>). CONCLUSION {29} For the reasons set forth Options: A. holding that each plaintiff is liable for fees if he would have been entitled to his fees if he had prevailed B. holding that a plaintiff who prevailed on a 42 usc 1983 claim was entitled to an award of attorneys fees incurred on appeal C. holding that the plaintiff who prevailed in an ipra enforcement action was entitled to an award of damages fees and costs D. recognizing that an award of temporary attorneys fees and costs is based on an assessment of need and ability to pay as well as the reasonableness of the fees and costs E. holding defendant landowner entitled to appellate attorneys fees and costs where condemning authority appealed fee award and defendant prevailed

assistant: The best answer is C. holding that the plaintiff who prevailed in an ipra enforcement action was entitled to an award of damages fees and costs
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: You shall continue in your role as President, Americas, and shall continue to be responsible for overseeing the Company’s operations in the United States, Canada, Mexico and Brazil. You shall continue to report to the Company’s Chief Executive Officer. It is understood and agreed, however, that since the Company’s Chief Executive Officer position is currently open, you shall continue reporting to the Company’s designated Office of the CEO until a new Chief Executive Officer is hired. You shall remain on the payroll of, and shall continue to be an employee of, Weight Watchers Canada, Ltd. (“WWCL”). This shall continue to be an exempt position and, as such, you will not be eligible to receive overtime.

assistant: Titles
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 the Closing, the Company shall reimburse Buyer for expenses incurred by them in connection with the negotiation, preparation, execution, delivery and performance of this Agreement and the other agreements to be executed in connection herewith ("Documents"), including, without limitation, reasonable attorneys' and consultants' fees and expenses, transfer agent fees, fees for stock quotation services, fees relating to any amendments or modifications of the Documents or any consents or waivers of provisions in the Documents, fees for the preparation of opinions of counsel, escrow fees, and costs of restructuring the transactions contemplated by the Documents. When possible, the Company must pay these fees directly, otherwise the Company must make immediate payment for reimbursement to the Buyer for all fees and expenses immediately upon written notice by the Buyer or the submission of an invoice by the Buyer.

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: the result of the proceeding would have been different.” Id. (quoting Strickland, 466 U.S. at 694, 104 S.Ct. 2052) (internal quotation marks omitted). More specifically, when a defendant’s claim is that counsel’s deficient performance caused him to reject a plea offer and proceed to trial, he must show that there is a reasonable probability that the plea offer would have been presented to the court (i.e., that the defendant would have accepted the plea and the prosecution would not have withdrawn it in light of intervening circumstances), that the court would have accepted its terms, and that the conviction or sentence, or both, under the offer’s terms would have been less severe than under the judgment and sentence that in fact were imposed. Id. at 1385; see Frye, 132 S.Ct. at 1410 (<HOLDING>). “In evaluating an ineffective assistance of Options: A. holding that to demonstrate prejudice resulting from counsels deficient performance that caused a defendant to forgo a favorable plea offer a defendant must show that he would have accepted the offer to plead and that there is a reasonable probability neither the prosecution nor the trial court would have prevented the offer from being accepted or implemented B. holding claim that counsel failed to convey a plea offer that was more favorable than the sentence imposed after trial together with an assertion that defendant would have pleaded had he or she known of the offer is facially sufficient C. holding that this court does not decide whether a petitioner must demonstrate that a trial court would have accepted the plea offer to prove prejudice because assuming such a requirement exists petitioner met the requirement D. holding that a defendant must show reasonable probability that but for the error he would not have entered the plea E. holding that to prove ineffectiveness where defendant rejected plea offer upon advice of counsel defendant must show he would have accepted the offer had counsel advised correctly the state would not have withdrawn its offer the court would have accepted the offer and the resulting sentence would have been less severe

assistant: The best answer is A. holding that to demonstrate prejudice resulting from counsels deficient performance that caused a defendant to forgo a favorable plea offer a defendant must show that he would have accepted the offer to plead and that there is a reasonable probability neither the prosecution nor the trial court would have prevented the offer from being accepted or implemented
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 proposed amended judgment offered by Valley Oak, the'trial court stated, “Baratta is correct that this order still doesn’t comply with what I think the second district is looking for or any appellate court, and that is some findings of fact.” Nevertheless, the trial court signed the proposed amended judgment as presented and attached certain portions of the transcript of the prior evidentiary hearing. Baratta now seeks review of this amended judgment for attorney’s fees and costs. In Rowe, the supreme court adopted the federal lodestar .approach for determining a reasonable attorney’s fee under a prevailing party attorney’s fee statute or contractual provision. Rowe, 472 So.2d at 1146; Freedom Sav. & Loan Ass’n v. Biltmore Constr. Co., 510 So.2d 1141, 1142 (Fla. 2d DCA 1987) (<HOLDING>). In doing so, the court recognized that while Options: A. holding that the party prevailing on the significant issues in the litigation is the party that should be considered the prevailing party for attorneys fees B. holding that the prevailing market rate can be established with reference to information concerning recent fee awards by courts in comparable cases C. holding that a defendant is the prevailing party within the meaning of statutory provisions awarding attorneys fees to the prevailing party even when the plaintiff voluntarily dismisses the action D. holding that prevailing party has no standing to appeal E. holding that rowe applied to both statutory and contractual prevailing party fee awards

assistant: The best answer is E. holding that rowe applied to both statutory and contractual prevailing party fee awards
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: If reasonable cause exists, the court should make such a finding on the record and appoint a substitute attorney, who should be allowed adequate time to prepare a defense. Weaver v. State, 894 So.2d 178 (Fla.2004). Orta’s counsel stated repeatedly that she was unprepared to proceed to trial. While counsel’s admissions of incompetence are not binding on the trial court, the record is clear that trial counsel had failed to take any of the steps reasonably necessary to prepare for this hearing. On these facts, Orta had a legitimate complaint about his attorney and reasonable cause existed that his attorney was not competent to try the case. Accordingly, the trial court abused its discretion by failing to appoint new counsel for Orta. See Guardado v. State, 965 So.2d 108 (Fla.2007)(<HOLDING>). REVERSED and REMANDED. PLEUS and LAWSON, JJ., Options: A. holding that decision to sentence juvenile as an adult subject to abuse of discretion review B. holding a trial courts decision involving withdrawal or discharge of counsel is subject to review for abuse of discretion C. holding that the district courts decision whether to remand for further proceedings or payment of benefits is discretionary and is subject to review for abuse of discretion D. holding that the distinct courts decision whether to remand for further proceedings or payment of benefits is discretionary and is subject to review for abuse of discretion E. holding that court reviews trial courts decision to release a defendant for abuse of discretion

assistant: The best answer is B. holding a trial courts decision involving withdrawal or discharge of counsel is subject to review for abuse of discretion
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: As of the date hereof, there is no Legal Proceeding pending, or to the knowledge of Buyer, threatened against Buyer or its respective subsidiaries that in any manner challenges or would otherwise reasonably be expected to prevent, enjoin, alter or materially delay the Transactions.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: of permitting Mr. Saunders to essentially rely on the continuing violations doctrine twice, to the extent that the continuing violations doctrine operates to bring the allegedly discriminatory termination within the statutory period, it also brings an act integral to Mr. Saunders’ hostile environment and pattern and practice claims within the statutory period. Accordingly, at this stage in the proceedings, the Court will permit Mr. Saunders to proceed to discovery on all of his claims. The Court further notes that, to the extent that Mr. Saunders alleges that he was unaware of the discriminatory nature of his termination until May 1997, when his grievance was processed, his claim of dis criminatory termination may also be equitably tolled. See Morgan, — U.S. at -, 122 S.Ct. at 2068 (<HOLDING>). As discussed in the following section, the Options: A. holding that the filing of a motion for reconsideration does not toll the period for seeking judicial review of the underlying order B. holding for the same reason that motion for appointment of counsel does not toll the period for filing a federal habeas petition C. recognizing that equitable doctrines such as subordination are available for use in some bankruptcy cases D. recognizing that equitable tolling doctrines may toll the time period for filing E. holding that the 120day filing period is subject to equitable tolling and addressing circumstances warranting equitable tolling

assistant: The best answer is D. recognizing that equitable tolling doctrines may toll the time period for filing
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 Lenders, the Swing Line Lender and the L/C Issuers jointly and severally agree to indemnify and hold harmless the Administrative Agent and its Affiliates, directors, officers, employees, counsel, agents and attorneys-in-fact (collectively the “ Indemnitees ”) from and against any and all liabilities, obligations, losses, damages, penalties, claims, demands, actions, judgments, suits, costs, expenses and disbursements (including Attorney Costs) of any kind or nature whatsoever which may at any time be imposed on, incurred by or asserted against any such Indemnitee in any way relating to or arising out of or in connection with this Agreement or the transactions contemplated hereby or any action taken or omitted to be taken by it hereunder (the “ Indemnified Liabilities ”), in all cases, whether or not caused by or arising, in whole or in part, out of the negligence of the Indemnitee; provided that such indemnity shall not, as to any Indemnitee, be available to the extent that such liabilities, obligations, losses, damages, penalties, claims, demands, actions, judgments, suits, costs, expenses or disbursements are determined by a court of competent jurisdiction by final and nonappealable judgment to have resulted from the gross negligence or willful misconduct of such Indemnitee. The agreements in this subsection (b) shall survive the repayment, satisfaction or discharge of all the Designated Obligations.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Company has provided Ricketts with access to, and has confided in him, information, business methods and systems, techniques and methods of operation developed at great expense by the Company and which are assets of the Company. Ricketts recognizes and acknowledges that: (i) all Confidential Information (defined below) is the property of the Company and is unique, extremely valuable and developed and acquired by great expenditures of time, effort and cost; (ii) the misuse, misappropriation or unauthorized disclosure by Ricketts of the Confidential Information would constitute a breach of trust and would cause serious irreparable injury to the Company; and (iii) it is essential to the protection of the Company’s goodwill and to the maintenance of the Company’s competitive position that the Confidential Information be kept secret and that Ricketts not disclose the Confidential Information to others or use same to his own advantage or to the advantage of others. Accordingly, Ricketts shall not, directly or indirectly, in any manner, utilize or disclose to any person, firm, corporation, association or other entity, or use on his own behalf, any confidential and proprietary information of the Company, including, but not limited to, information relating to its business methods, strategies, policies, procedures, techniques, research, historical or projected financial information, budgets, trade secrets, sales, costs, client lists, client preferences, client identities, marketing materials, investment strategies, systems, computer programs, or the business affairs and financial condition of the Company, or any of its clients, (collectively “Confidential Information”), except for (i) such disclosures where required by law, but only after written notice to the Company detailing the circumstances and legal requirement for the disclosure; or (ii) such disclosures where such information was at the time of disclosure to Ricketts or thereafter became public acknowledge through no fault or omission of Ricketts.

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 case excerpt and choose the best holding from the options. Case excerpt: her new family,” the guardianship is no longer necessary. We first address Susan’s parenting petition claim because it is dispositive of her other claims at this stage of the proceedings. Susan characterizes the trial court’s sua sponte dismissal of her verified parenting petition as a dismissal for failure to state a claim upon which relief can be granted. See Kennedy v. Titcomb, 131 N.H. 399, 402 (1989) (noting that “[a] trial court has the discretion to dismiss an action sua sponte where the allegations contained in a writ do not state a claim upon which relief can be granted”). In essence, the trial court ruled that Susan’s petition failed to state a claim on any of her asserted bases for claiming to be a parent of Madelyn. Cf. In the Matter of J.B. & J.G., 157 N.H. 577, 580 (2008) (<HOLDING>). “[I]n reviewing the trial court’s order of Options: A. recognizing the fundamental liberty interest a parent has in his or her child and concluding that the state must provide a parent with fundamentally fair procedures including a clear and convincing evidentiary standard when seeking to terminate parental rights B. holding that petitioner could maintain his action seeking parental rights and responsibilities under rsa chapter 461a notwithstanding his lack of biological relationship to the child so long as he alleges sufficient facts to establish his status as a parent by other means C. holding that if an unwed father promptly comes forward and demonstrates a full commitment to his parental responsibilities emotional financial and otherwise his federal constitutional right to due process prohibits the termination of his parental relationship absent a showing of his unfitness as a parent D. holding that although samesex partner may have been able to prove her status as a de facto parent such status was not sufficient to establish parental rights to custody and visitation over the objection of the biological mother E. recognizing that fathers parental rights were terminated based upon his incarceration and his behavior while in prison his history of substance abuse and the fact that his child support payments are in arrears

assistant: The best answer is B. holding that petitioner could maintain his action seeking parental rights and responsibilities under rsa chapter 461a notwithstanding his lack of biological relationship to the child so long as he alleges sufficient facts to establish his status as a parent by other means