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 legal provision and list the applicable contract clause categories. Provision: All covenants, agreements, representations and warranties made by the Borrower herein and in the certificates or other instruments delivered in connection with or pursuant to this Agreement shall be considered to have been relied upon by the other parties hereto and shall survive the execution and delivery of this Agreement and the making of any Loans, regardless of any investigation made by any such other party or on its behalf and notwithstanding that the Administrative Agent or any Lender may have had notice or knowledge of any Default or incorrect representation or warranty at the time any credit is extended hereunder, and shall continue in full force and effect as long as the principal of or any accrued interest on any Loan or any fee or any other amount payable under this Agreement is outstanding and unpaid and so long as the Commitments have not expired or terminated. The provisions of Sections 2.15 , 2.16 , 2.17 , and 9.3 and Article VIII shall survive and remain in full force and effect regardless of the consummation of the transactions contemplated hereby, the repayment of the Loans, the expiration or termination of the Commitments or the termination of this Agreement or any provision hereof. All representations and warranties made herein, in the certificates, reports, notices, and other documents delivered pursuant to this Agreement shall survive the execution and delivery of this Agreement and the other Credit Documents, and the making of the Loans.

assistant: Survival
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 the corporation’s income. Indeed, our research indicates that, consistent with Metz-Keener, courts in other jurisdictions will only consider a corporation’s retained earnings to be a party’s income if the party has substantial control over a corporation’s earnings or is the sole stockholder. See, e.g., Bleth v. Bleth, 607 N.W.2d 577, 579 (N.D.2000); Mitts v. Mitts, 39 S.W.3d 142, 148 (Tenn.Ct.App.2000). Here, the AAA was created when respondent and the other members of the Siegel-Robert board of directors voted to convert Siegel-Robert into a Subchapter S corporation. Appellant argues that the retained earnings are marital property because they are attributable to respondent’s entrepreneurial efforts during the marriage. See Nardini v. Nardini, 414 N.W.2d 184, 192 (Minn.1987) (<HOLDING>); White v. White, 521 N.W.2d 874, 878 Options: A. holding that circuit court erred in failing to consider that marital property in the form of marital earnings was used to pay debt against nonmarital property B. holding that whether a spouses employment termination benefit is separate or marital property is determined by whether the right to payment accrued during marriage C. holding that transferring joint property into one partys name for estate planning purposes does not convert marital property into nonmarital property D. holding that an increase in the value of nonmarital property attributable to the efforts of one or both spouses during marriage is marital property E. holding that money invested in voluntary investment plan during marriage was marital property because it was property acquired during marriage

assistant: The best answer is D. holding that an increase in the value of nonmarital property attributable to the efforts of one or both spouses during marriage is marital property
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: the health and welfare of workers and the employment of persons in private enterprise in this State are of concern to the State and that the health and welfare of persons required to earn their livings by their own endeavors require certain safeguards as to hours of service, working conditions and compensation therefor.” N.R.S. § 608.005 (emphasis added); This statutory statement of purp.ose is consistent with the general presumption against the extraterritoriality of a state’s statute. Judkins v. Saint Joseph’s Coll. of Maine, 483 F.Supp.2d 60, 65 (2007); see also Sullivan v. Oracle Corp., 51 Cal.4th 1191, 127 Cal.Rptr.3d 185, 254 P.3d 237, 248 (2011) (applying presumption to California law); E.E.O.C. v. Arabian Am. Oil Co., 499 U.S. 244, 248, 111 S.Ct. 1227, 113 L.Ed.2d 274 (1991) (<HOLDING>). Similarly, the minimum wage provision of the Options: A. recognizing the presumptions applicability to federal statutes B. recognizing the applicability of the mcdonough standard to federal criminal proceedings C. recognizing applicability of discovery rule D. recognizing the applicability of the smith analysis to nmsorna E. recognizing the applicability of rule 9b under such circumstances

assistant: The best answer is A. recognizing the presumptions applicability to federal statutes
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: THE PARTIES HERETO HEREBY IRREVOCABLY WAIVE ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATING TO THIS AMENDMENT.

assistant: Waiver Of Jury Trials
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 U.S. Supreme Court case excerpt and classify it into the correct legal issue area. Excerpt: 537 U.S. 1 FORD MOTOR CO. ET AL.v.McCAULEY ET AL. No. 01-896. Supreme Court of United States. Argued October 7, 2002. Decided October 15, 2002. Certiorari dismissed. Reported below: 264 F.3d 952. CERTIORARI TO THE UNITED STATES COURT OF APPEALS FOR THE NINTH CIRCUIT. Seth P. Waxman argued the cause for petitioners. With him on the briefs were Walter E. Dellinger, John H. Beisner, Brian P. Brooks, Jonathan D. Hacker, Christopher R. Lipsett, and Bruce M. Berman. Steve W. Berman argued the cause for respondents. With him on the brief were Roger W. Kirby, James G. Lewis, and Russell J. Drake.* PER CURIAM. 1 The writ of certiorari is dismissed as improvidently granted. 2 It is so ordered. Notes: * Briefs ofamici curiae urging reversal were filed for the United States by Solicitor General Olson, Assistant Attorney General McCallum, Deputy Solicitor General Clement, Barbara McDowell, Barbara C. Biddle, and Thomas M. Bondy; for the Chamber of Commerce of the United States of America by Evan M. Tager, David M. Gossett, and Robin S. Conrad; for the Business Roundtable by Bruce E. Clark; for the National Association of Manufacturers by Carter G. Phillips, Gene C. Schaerr, Paul J. Zidlicky, Michael S. Lee, Jan S. Amundson, and Quentin Riegel; for the Pharmaceutical Research and Manufacturers of America by David Klingsberg, Thomas A. Smart, and Mark S. Popofsky; for the Product Liability Advisory Council by Theodore J. Boutrous, Jr.; and for State Farm Mutual Automobile Insurance Co. by Sheila L. Birnbaum, Douglas W. Dunham, and Ellen P. Quackenbos. Briefs of amici curiae urging affirmance were filed for the Association of Trial Lawyers of America by Jeffrey Robert White and Laura C. Tharney; and for Trial Lawyers for Public Justice by Roger L. Mandel, Marc R. Stanley, Mark A. Chavez, Arthur Bryant, and Michael Quirk.

assistant: 9
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 maintaining or discontinuing criminal prosecutions is vested almost exclusively in the district and county attorneys, and not in the trial judges. Accordingly, a Texas trial court has no authority to dismiss a case, either on the defendant’s motion or on the court’s own motion, unless the prosecutor consents or the dismissal is otherwise authorized by constitution, statute, or common law.”) (footnotes omitted). “While a trial court is thus authorized to dismiss an accusation, it may not do so in a manner ‘impermissibly interfer[ing] with the State’s right to prosecute.... ’ State v. Aldridge, 259 Ga.App. 673, 674(1), 577 S.E.2d 863 (2003).” State v. Carr, 287 Ga.App. 691, 692, 652 S.E.2d 597, 598 (2007). In District of Columbia v. Cruz, 828 A.2d 181, 183 (D.C.2003), the tr (<HOLDING>). “Countervailing the principle of the Options: A. holding that against her will in the rape statute means without her consent and that the fact that the victim was under the age of consent was sufficient to establish that element B. holding consent not voluntary where police threatened to arrest defendants girlfriend if he refused to sign consent form C. holding that the trial court was not authorized to dismiss misdemeanor charges without the states consent on the basis that the state had refused to consent to fishers waiver of a jury trial D. holding that a search exceeded the scope of the initial oral consent and was not validated by a subsequent written consent an allegedly consensual seizure must stand or fall on the basis of the consent preexisting the seizure E. holding that the fact that defendant granted consent to police to search some items and then refused to give consent to additional searches cannot support a finding of reasonable suspicion

assistant: The best answer is C. holding that the trial court was not authorized to dismiss misdemeanor charges without the states consent on the basis that the state had refused to consent to fishers waiver of a jury trial
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: For purposes of this Agreement, “Disability” shall be deemed to exist if a medical doctor selected by the Company certifies that Executive is unable, despite reasonable accommodation, to perform the essential functions of his current position due to physical or mental illness, injury or other medical condition for a period of not less than six (6) full months in any twelve (12) month period; provided, however, that in the event the Company temporarily replaces Executive, or transfers Executive’s duties or responsibilities to another individual on account of Executive’s inability, despite reasonable accommodation, to perform such functions due to a physical or mental illness, injury or other medical condition that is, or is reasonably expected to become, a Disability, then Executive’s employment shall not be deemed terminated by the Company and Executive shall not be able to resign with Good Reason as a result thereof.

assistant: Disability
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 crime scene while he was a juror, [W.H.] answered yes. [W.H.] said he saw where the baby was .burned and that the trailer was ‘burned pretty bad.’ In cross-examination, however, [W.H.] indicated that he thought say the least, this Court cannot find that Dunaway has met his burden of proving this allegation of juror misconduct by a preponderance of the evidence as required by Rule 32.3, Ala. R.Crim. P. “Moreover, even assuming [W.H.] improperly visited the crime .2d 822, 826 (Ala.Crim.App.1998) (finding that juror misconduct did not warrant a new trial because ‘[t]he jurors in the present case all stated that they were basing their decision on the officers’ testimony rather than any statements of allegations coming from the investigating juror’); Ex parte Dawson, 710 So.2d at 476 (<HOLDING>). ■ “Even if this Court were to And Duna-way Options: A. holding bjecause dawson failed to show that the jurors viewing of the crime scene resulted in the introduction of facts that might have unlawfully influenced the jurys verdict a new trial is not warranted B. holding that the unobjected to statements made by the prosecutor did not indicate an intent on the part of the prosecuting attorney to inflame the minds of the jurors or to arouse passion or prejudice against the defendant nor were they so inflammatory that the jurors might be influenced to determine guilt on factors outside the evidence and thus there was no misconduct C. holding that bjecause the defendant in this case has failed to show that the experiment conducted by a juror resulted in the introduction of facts that might have unlawfully influenced the verdict rendered we find that the jurors action does not warrant a new trial D. holding that a new trial was warranted where there is reasonable probability that the false testimony introduced by the government influenced the outcome of the trial E. holding that where the meaning of the jurys verdict was not clear in light of the trial courts jury instructions the court of appeals erred in directing entry of judgment for respondent the case should have been remanded to the trial judge who was in the best position to pass upon the question of a new trial in light of the evidence his charge to the jury and the jurys verdict

assistant: The best answer is A. holding bjecause dawson failed to show that the jurors viewing of the crime scene resulted in the introduction of facts that might have unlawfully influenced the jurys verdict a new trial is not warranted
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 modified or provided for herein, the Holders of Series C Preferred Stock shall also be entitled to, and shall not be deemed to have waived, any other applicable rights granted to such holders under the Nevada Corporations Code.

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: so that you can use material protected with digital rights management ( drm ) , like some music , games , movies and more , drm software may automatically contact an online rights server and download and install drm updates .

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: should onavo become aware that you have violated section 4.2 above , onavo shall be entitled , at its own discretion , to remove the content in violation immediately , terminate your user account under section 9 below and/or notify the relevant authorities .

assistant: Content removal, Unilateral termination
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: • attempt to access or search the site , services or collective content or download collective content from the site or services through the use of any engine , software , tool , agent , device or mechanism ( including spiders , robots , crawlers , data mining tools or the like ) other than the software and/or search agents provided by academia.edu or other generally available third party web browsers ;

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: Other than as set forth on Schedule 2.22 , none of the officers or directors of the Company or any Subsidiary and, to the knowledge of the Company, none of the employees of the Company or any Subsidiary is presently a party to any transaction with the Company or any Subsidiary (other than for services as employees, officers and directors), including any contract, agreement or other arrangement providing for the furnishing of services to or by, providing for rental of real or personal property to or from providing for the borrowing of money from or lending of money to, or otherwise requiring payments to or from any officer, director or such employee or, to the knowledge of the Company, any entity in which any officer, director, or any such employee has a substantial interest or is an officer, director, trustee, stockholder, member or partner, in each case in excess of $120,000 other than for: (i) payment of salary or consulting fees for services rendered, (ii) reimbursement for expenses incurred on behalf of the Company and (iii) other employee benefits, including stock option agreements under any stock option plan of the Company.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: decision reinstated. This does not mean, however, that Sharon is necessarily without a remedy. A divorce court has continuing jurisdiction to clarify ambiguities and discrepancies in its judgments and orders concerning the distribution of retirement benefits. See Jed-Harbage, 2003 ME 74, ¶ 10, 825 A.2d at 352; Greenwood, 2000 ME 37, ¶ 9, 746 A.2d at 360. A substantial discrepancy concerning the distribution of retirement benefits between a judgment and the QDRO implementing the judgment constitutes an ambiguity that may justify the exercise of the court’s post-judgment clarification authority. That authority includes, where appropriate, the modification of the QDRO to conform to the intent of the court’s judgments. See Eller v. Bolton, 168 Md.App. 96, 895 A.2d 382, 392, 395 (2006) (<HOLDING>); Ozment v. Ozment, 11 P.3d 635, 639-40 Options: A. holding that where the issue of sanctions was not before the court of appeals when the appeal was filed the district court retained jurisdiction B. recognizing the authority of the trial court to amend a qdro where the court had expressly retained jurisdiction over the qdro and the enforcement of the qdro would frustrate the parties intent as expressed in the consent judgment C. holding that the appellate court had jurisdiction to hear the interlocutory appeal on a restraining order and the district court retained jurisdiction to proceed with the trial D. holding that the information must establish that the court has jurisdiction over both the subject matter and the parties E. holding the court cannot find intent where the consent judgment fails to mention the cause of action

assistant: The best answer is B. recognizing the authority of the trial court to amend a qdro where the court had expressly retained jurisdiction over the qdro and the enforcement of the qdro would frustrate the parties intent as expressed in the consent judgment
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: you agree to defend , indemnify and hold harmless duolingo and its directors , officers , employees , contractors , agents , suppliers , licensors , successors and assigns , from and against any and all losses , claims , causes of action , obligations , liabilities and damages whatsoever , including attorneys ' fees , arising out of or relating to your access or use of the service , any false representation made to us ( as part of these terms and conditions or otherwise ) , your breach of any of these terms and conditions , or any claim that any translation we provide to you is inaccurate , inappropriate or defective in any way whatsoever .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: If any provision or provisions of this Agreement shall be held to be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: sanction when a plaintiff tries to deceive the district court by falsifying an IFP application. Thomas, 288 F.3d at 306-07; Mathis v. New York Life Ins. Co., 133 F.3d 546, 547 (7th Cir.1998). Proceeding in forma pauperis is a privilege, and courts depend on the plaintiffs honesty in assessing her ability to pay. Abusing this privilege warrants dismissal with prejudice as a sanction for lying, and we therefore conclude that the district court did not abuse its discretion. See Greviskes v. Univs. Research Ass’n, Inc., 417 F.3d 752, 754-59 (7th Cir.2005) (upholding dismissal with prejudice where plaintiff had assumed identity of former coworker and faxed to former employer a fraudulent request for coworker’s payroll records); Dotson v. Bravo, 321 F.3d 663, 668-69 (7th Cir.2003) (<HOLDING>); Thomas, 288 F.3d at 306-07 (upholding Options: A. holding that the district court possessed the inherent judicial authority to empanel a resentencing jury on remand from reversal of the respondents enhanced sentence and because the district court erred by failing to recognize that it possessed this inherent judicial authority boehl reversed and remanded for the district courts discretionary determination of whether to exercise that authority B. recognizing a trial courts inherent authority to dismiss a cause of action with prejudice for violations of court orders C. recognizing inherent power of federal district court to sanction conduct abusive of judicial process D. holding that district courts possess the inherent authority to dismiss an action sua sponte for failure to prosecute with or sans notice to the parties E. recognizing district courts inherent authority to dismiss with prejudice for abuse of judicial process

assistant: The best answer is E. recognizing district courts inherent authority to dismiss with prejudice for abuse of judicial process
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: notwithstanding the foregoing , you may update world of warcraft with authorized patches and updates distributed by blizzard , and use authorized third party user interfaces as set forth in section xvi 7 below ; or

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: in the analysis required by OCGA § 5-6-48 (c) and remanding the case with direction that findings of fact be issued); Rogers v. Norris, 262 Ga. App. 857, 857-58 (1) (586 SE2d 747) (2003) (“Failure to make [findings of fact] mandates that we vacate the order dismissing the appeal and remand the case with the direction that findings of fact be entered on these issues.”); Crenshaw v. Ga. Underwriting Ass’n, 202 Ga. App. 610, 611 (1) (414 SE2d 915) (1992) (reversing and remanding the denial of a motion to dismiss an appeal when the trial court failed to make findings of fact, and instead, ruled on the motion “without elaboration”). 12 See Postell v. Alfa Ins. Corp., 327 Ga. App. 194, 196 (757 SE2d 661) (2014) (vacating a trial court’s order that “summarily dismissed the no E2d 447) (1998) (<HOLDING>); A. Roberts Corp. v. Roberts, 207 Ga. App. Options: A. holding that when determining whether a delay in prosecution violates a defendants right to a speedy trial courts must consider the length of the delay the reason for the delay whether the defendant asserted his rights and the resulting prejudice to the defendant B. holding that the trial court made sufficient findings of fact to support its dismissal of an appeal when the order set forth the circumstances surrounding the appealing partys 16month delay in paying court costs and the appellee had moved to dismiss the appeal based on an inexcusable delay caused by the appellants failure to pay costs C. holding that a party failed to present any evidence to rebut inference that delay was unreasonable and inexcusable D. holding that order could be appealed because ajlthough the district court did not make an express finding there is no doubt that the district court intended its orders to be final judgments for purposes of appeal E. holding that ajlthough ocga 5648 c sets forth the conditions upon which the trial court may dismiss an appeal for delay it does not by its terms require the court to make a formal recitation of those conditions in its order and affirming a trial courts dismissal order which found that the delay was unreasonable but had no express finding that the delay was inexcusable punctuation omitted

assistant: The best answer is E. holding that ajlthough ocga 5648 c sets forth the conditions upon which the trial court may dismiss an appeal for delay it does not by its terms require the court to make a formal recitation of those conditions in its order and affirming a trial courts dismissal order which found that the delay was unreasonable but had no express finding that the delay was inexcusable punctuation omitted
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 compelled to do so by Applicable Law, Tenant agrees that Tenant shall not dis­close, discuss, disseminate or copy any information, data, findings, communications, conclusions and reports regarding the environmental condition of the Premises to any Person (other than Tenant’s consultants, attorneys, property managers and employees that have a need to know such information), including any governmental authority, without the prior written consent of Landlord , not to be unreasonably withheld, conditioned, or delayed. In the event Tenant reasonably believes that disclosure is compelled by Applicable Law, it shall provide Landlord ten (10) days’ advance notice of disclosure of confidential information so that Landlord may attempt to obtain a protective order. Tenant may additionally release such information to bona fide prospective purchasers or lenders, subject to any such parties’ written agreement to be bound by the terms of this Section 5.4 .

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: and [his] work activity.” Johme, 366 S.W.3d at 510. Borrowing from Miller, Gleason’s “injuries were worsened ... due to being in an unsafe location due to his employment. He was [working on the top of a railcar when he happened to fall 20-25 feet].” 287 S.W.3d at 674. In contrast to the outcome in Miller, Gleason fell 20 to 25 feet to the ground because of his required work activity. Id. It was thus not necessary for Gleason to establish why he fell because he had already established that he “was exposed to an unusual risk of injury that was not shared by the general public.” Porter, 402 S.W.3d at 174 (emphasis added). The Second Injury Fund argues that unless we require claimants to prove wh jury No.: 06-104584, 2009 WL 1719443, at *8 (Labor & Indus. Relations Comm’n June 16, 2009) (<HOLDING>). Here, the Second Injury Fund neither alleged, Options: A. holding that the exclusion from category of compensable injuries of an injury resulting directly or indirectly from idiopathic causes is in the nature of an affirmative defense to employer and that it was not the claimants burden to prove an injury was not idiopathic but instead the employers burden to prove that it was B. holding that it is the claimants burden to show that the injury was the result of an accident that not only arose in the course of the employment but that it also grew out of or resulted from the employment C. holding that the burden rests upon the party seeking benefits to prove the injury sustained was the result of an accident arising out of and in the course of employment and the rule of liberal construction is not a substitute for the claimants burden of establishing his claim by a preponderance of the evidence D. holding burden of proof is on one asserting an affirmative defense E. holding that the issue of whether the plaintiffs claim was barred by an intervening cause was not an affirmative defense but merely an assertion that the plaintiff cannot prove a necessary element of its claim

assistant: The best answer is A. holding that the exclusion from category of compensable injuries of an injury resulting directly or indirectly from idiopathic causes is in the nature of an affirmative defense to employer and that it was not the claimants burden to prove an injury was not idiopathic but instead the employers burden to prove that it was
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: host services may include the offering of vacation or other properties for use ( `` accommodations '' ) , single or multi-day activities in various categories ( `` experiences '' ) , access to unique events and locations ( `` events '' ) , and a variety of other travel and non-travel related services .

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: No litigation, investigation or proceeding of or before any arbitrator or Governmental Authority is pending or, to the knowledge of the Company, threatened by or against any Group Member or against any of its respective properties or revenues (a) with respect to any of the Loan Documents or any of the transactions contemplated hereby or thereby, or (b) 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 legal provision and list the applicable contract clause categories. Provision: Neither the execution by the Administrative Agent or the Lenders of this Second Amendment, nor any other act or omission by the Administrative Agent or the Lenders or their officers in connection herewith, shall be deemed a waiver by the Administrative Agent or the Lenders of any Defaults or Events of Default which may exist, which may have occurred prior to the date of the effectiveness of the Second Amendment or which may occur in the future under the Credit Agreement and/or the other Loan Documents. Similarly, nothing contained in this Second Amendment shall directly or indirectly in any way whatsoever either: (a) impair, prejudice or otherwise adversely affect the Administrative Agent’s or the Lenders’ right at any time to exercise any right, privilege or remedy in connection with the Loan Documents with respect to any Default or Event of Default, (b) except as expressly provided herein, amend or alter any provision of the Credit Agreement, the other Loan Documents, or any other contract or instrument, or (c) constitute any course of dealing or other basis for altering any obligation of the Borrower or any right, privilege or remedy of the Administrative Agent or the Lenders under the Credit Agreement, the other Loan Documents, or any other contract or instrument.

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: After giving effect to the consummation of the transactions contemplated by this Agreement, Borrower has capital sufficient to carry on its business and transactions and all businesses and transactions in which it is about to engage and is solvent and able to pay its debts as they mature. No transfer of property is being made and no Indebtedness is being incurred in connection with the transactions contemplated by this Agreement with the intent to hinder, delay or defraud either present or future creditors of Borrower or any Subsidiary.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Executive shall be employed as the [*] of Zest reporting to [*] (“ Duties ”). Employee’s place of employment shall be the principal executive office of 440labs, Inc. Executive shall not be required to move from his current place of employment as a condition of employment.

assistant: Positions
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 victims. See § 18-1.3-601. Similarly, the court was required to disburse the money collected from costs and fees into public funds. See, eg., §§ 24-4.1-117(2), 24-4.1-119(1)(a); see also § 16-18.5-109(3) (directing that restitution money be placed in the VAST and erime victim compensation funds when a victim declines to accept restitution or no victim can be reason ably found). The court correctly disbursed the costs, fees, and restitution that Nelson paid to either the victims or public funds, according to the governing statutes. 140 Just as the court must follow statutory commands in imposing and disbursing fees, the court may authorize refunds from public funds only pursuant to statutory authority. See People v. $11,200.00 U.S, Currency, 2018 CO 64, €4, 318 P.3d 554, 555-56 (<HOLDING>). The court may not intrude on the Options: A. holding that because the amount of the debtors obligation to the government exceeded the amount of their income tax refund the refund did not become property of the estate and could not be exempted B. holding under section 7422a that the district court lacked jurisdiction over a taxpayers refund claim because the taxpayer failed to file a refund claim before the statute of limitations had run C. holding that a taxpayer only has a refund right after the irs has credited the refund to other underpaid taxes therefore the refund was not part of the bankruptcy estate D. holding that the trial court could not award a refund of restitution where the defendants payments had gone to the states industrial commission over which the court lacked personal jurisdiction E. holding that the trial court lacked authority to order a refund where the defendants case did not meet the specific statutory requirements authorizing a refund

assistant: The best answer is E. holding that the trial court lacked authority to order a refund where the defendants case did not meet the specific statutory requirements authorizing a refund
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: entirely clear whether Mr. Chien is attempting to represent Mr. Li or whether he contends that Mr. Li has assigned his legal rights to Mr. Chien. However, assigning Mr. Li’s legal rights to USChina Channel LLC is not equivalent to assigning his legal rights to Mr. Chien himself. Mr. Chien is separate from any corporation he may own and as a pro se litigant, he may not represent USChina Channel LLC anymore than he can represent Mr. Li. See Lattanzio v. COMTA, 481 F.3d 137, 139 (2d Cir.Conn.2007) (“[A] sole member limited liability company must be represented by counsel to appear in federal court.”). Moreover, he cannot circumvent this rule by having USChina Channel LLC assign its legal rights to Mr. Chien. See Jones v. Niagara Frontier Transp. Authority, 722 F.2d 20, 23 (2d Cir.1983) (<HOLDING>). Finally, Mr. Chien’s breach of fiduciary duty Options: A. holding that a corporate entity must be represented by licensed counsel B. holding that claims of corporation vest in corporation C. holding that a pro se litigant who is an attorney is not entitled to fees under 1988 D. holding that corporation could not assign rights to pro se litigant to circumvent rule that corporation must be represented by licensed attorney E. holding that a defendant proceeding pro se is bound by same rules as party represented by counsel and a court cannot allow pro se litigant lower standard of performance

assistant: The best answer is D. holding that corporation could not assign rights to pro se litigant to circumvent rule that corporation must be represented by licensed attorney
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) Governing Law and Dispute Resolution . This Agreement shall be governed by and construed in accordance with the laws of the State of Michigan, without reference to principles of conflict of laws. The parties irrevocably submit to the jurisdiction of any state or federal court sitting in or for Allegan or Kent Counties, Michigan with respect to any dispute arising out of or relating to this Agreement or the Release, and each party irrevocably agrees that all claims in respect of such dispute or proceeding shall be heard and determined in such courts. The parties hereby irrevocably waive, to the fullest extent permitted by law, any objection that they may now or hereafter have to the venue of any dispute arising out of or relating to this Agreement or the transactions contemplated hereby brought in such court or any defense of inconvenient forum for the maintenance of such dispute or proceeding. Each party agrees that a judgment in any such dispute may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law. THE PARTIES HEREBY WAIVE A TRIAL BY JURY IN ANY ACTION, PROCEEDING, CLAIM OR COUNTER CLAIM BROUGHT OR ASSERTED BY EITHER OF THE PARTIES HERETO AGAINST THE OTHER ON ANY MATTERS WHATSOEVER ARISING OUT OF OR IN ANY WAY RELATED TO THIS AGREEMENT. Following a Change in Control, the Company (including any successor to the Company following a Change in Control) shall reimburse Executive for all reasonable legal fees and expenses incurred by Executive in seeking to obtain or enforce any right or benefit provided under this Agreement, provided that Executive substantially prevails on at least one material issue.

assistant: Miscellaneous
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 and immediately after giving effect to each Transaction, the fair value of the assets of Seller is greater than the fair value of the liabilities (including, without limitation, contingent liabilities if and to the extent required to be recorded as a liability on the financial statements of Seller in accordance with GAAP) of Seller and Seller is solvent and, after giving effect to the transactions contemplated by this Repurchase Agreement and the other Facility Documents, will not be rendered insolvent or left with an unreasonably small amount of capital with which to conduct its business and perform its obligations. Seller does not intend to incur, nor does it believe that it has incurred, debts beyond its ability to pay such debts as they mature. Seller is not contemplating the commencement of an insolvency, bankruptcy, liquidation, or consolidation proceeding or the appointment of a receiver, liquidator, conservator, trustee, or similar official in respect of itself or any of its property.

assistant: Solvency
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: inadequate safety procedures in place.” National Tank’s Third-Party Complaint at ¶¶ 5-8. National Tank also alleges that “[t]he negligence of Eagle Grove was the proximate cause of the injuries and damages claimed by the Plaintiff in this action,” and that National Tank is, therefore, entitled to indemnity from Eagle Grove, should Cochran prevail in this action. Id. at ¶¶ 9-10. Thus, the pleaded duty, safe set up and operation of the crane, is only “the general duty that every member of society owes to every other member — the duty not to harm him through tortious acts,” not some “independent duty” to National Tank of a “specific, defined nature.” Hysell, 534 F.2d at 782-83; accord Johnson, 481 N.W.2d at 320 (quoting this standard from Hysell); Abild Constr. Co, 144 N.W.2d at 310-11 (<HOLDING>); see also Woodruff Constr. Co., 406 N.W.2d at Options: A. holding that an indemnity provision need not be valid and enforceable to trigger obligations under the contract so long as the parties agreed to indemnity B. holding that a party that settled but failed to immediately notify a third party of indemnity claims did not waive indemnity claims C. holding that a third party has authority to consent to a search if the third party is a coinhabitant D. holding that a duty not to cause injury to another by ones negligent act is too broad to serve as a basis for permitting indemnity of an employer to a third party E. holding that an indemnitee must be proven to be free of negligence in order to receive indemnity either under a general indemnity agreement or under implied indemnity

assistant: The best answer is D. holding that a duty not to cause injury to another by ones negligent act is too broad to serve as a basis for permitting indemnity of an employer to a third party
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: An Eligible Individual who exercises his or her SAR will receive a payment in cash or in Stock, or in a combination of cash and Stock, equal in amount to the product of (i) the number of shares of Stock with respect to which the SAR is exercised multiplied by (ii) the excess of the Fair Market Value of a share of Stock on the exercise date over the applicable SAR Share Value. The Committee acting in its absolute discretion shall determine the form of such payment. Any cash payment shall be made from the Company’s general assets, and an Eligible Individual shall be no more than a general and unsecured creditor of the Company with respect to such payment.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Any notice hereunder will be in writing to the address set forth above (and in the case of Facebook, to the attention of Legal-Notices@fb.com) and will be deemed given: (i) upon receipt if by personal delivery; (ii) upon receipt if sent by certified or registered U.S. Mail (return receipt requested); or (iii) one (1) day after it is sent if by next day delivery by a major commercial delivery service and electronic mail.

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: 7. Raphael my at any time request the List be completely destroyed, scratched, and purged from all media, including electronic storage, disk, tape, and printed documents. In the event ListFusion discontinues services, the List will be returned to Raphael and then completely destroyed, scratched, and purged from all media, including electronic storage, disk, tape, and printed documents in possession of ListFusion.

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 legal provision and list the applicable contract clause categories. Provision: No provision of this Agreement will be waived by any act, omission or knowledge of a Party or its agents or employees except by an instrument in writing expressly waiving such provision and signed by a duly authorized officer of the waiving Party. The waiver by either Party of any breach of any provision hereof by the other Party will not be construed to be a waiver of any succeeding breach of such provision or a waiver of the provision itself.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: 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: Immune Pharmaceuticals, Inc, 430 East 29 th Street, Suite 940, New York, NY 10016, Attn: Daniel Teper, CEO, fax: 917-398-1922, and (ii) if to the Purchaser, to: the address and fax number 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, fax: (212) 697-3575.

assistant: Notices