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: SEC under the Investment Advisers Act, and (2) the registration issue was being investig m fails because there was no report within the meaning of the whistle-blower act; thus we need not decide whether the claim involves the violation of a clear mandate of public policy. II. Fiduciary Duties. Rothmeier claims that the district court erred in dismissing his claim that respondents breached their fiduciary duty of good faith (1) by the manner they terminated him from IAI Venture I and IAI Venture II and (2) by converting and reallocating his partnership interests among the remaining partners. Under both Minnesota and Delaware law, all partners owe fiduciary obligations to all other partners. See Appletree Square I Ltd. Partnership v. Investmark, Inc., 494 N.W.2d 889, 892 (Minn.App.1998) (<HOLDING>), review denied (Minn. Mar. 16, 1993); Boxer v. Options: A. holding that general partners must notify limited partners of partnership opportunity to purchase adjacent property but not addressing whether 9404 requires affirmative consent of partners after such notice B. holding that the relationship of partners is of a fiduciary character and imposes upon them the obligation to exercise good faith and integrity in their dealings C. holding that partners may not agree to eliminate the fiduciary character of their relationship D. holding that partners have a fiduciary relationship and are held to high standards of integrity in their dealings with each other E. holding that when regulations are intended to have different purposes and are not dependent on each other they are not intertwined

assistant: The best answer is D. holding that partners have a fiduciary relationship and are held to high standards of integrity in their dealings with each other
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 capitalization of the Company is as set forth in the SEC Reports. The Company has not issued any capital stock since its most recently filed periodic report under the Exchange Act, other than pursuant to the exercise of stock options under the Company’s stock incentive plans, the issuance of shares of Common Stock pursuant to the Company’s stock incentive plans, the issuance of shares of Common Stock pursuant to the conversion and/or exercise of Common Stock Equivalents outstanding as of the date of the most recently filed periodic report under the Exchange Act. No Person has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement and the transactions contemplated pursuant to the Prospectus Supplement. Except as a result of the purchase and sale of the Securities or described in this Agreement or the SEC Reports, there are no outstanding options, warrants, scrip rights to subscribe to, calls or commitments of any character whatsoever relating to, or securities, rights or obligations convertible into or exercisable or exchangeable for, or giving any Person any right to subscribe for or acquire, any shares of Common Stock, or contracts, commitments, understandings or arrangements by which the Company or any Subsidiary is or may become bound to issue additional shares of Common Stock or Common Stock Equivalents. The issuance and sale of the Securities will not obligate the Company or any Subsidiary to issue shares of Common Stock or other securities to any Person (other than the Purchasers) and will not result in a right of any holder of Company securities to adjust the exercise, conversion, exchange or reset price under any of such securities. All of the outstanding shares of capital stock of the Company are duly authorized, validly issued, fully paid and nonassessable, have been issued in compliance with all federal and state securities laws, and none of such outstanding shares was issued in violation of any preemptive rights or similar rights to subscribe for or purchase securities. No further approval or authorization of any stockholder, the Board of Directors or others is required for the issuance and sale of the Securities. There are no stockholders agreements, voting agreements or other similar agreements with respect to the Company’s capital stock to which the Company is a party or, to the knowledge of the Company, between or among any of the Company’s stockholders.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: ND 161, ¶ 5, 652 N.W.2d 354, and states that “[a]ny party to any proceeding heard by an administrative agency, except when the order of the administrative agency is declared final by any other statute, may appeal from the order within 30 days after notice of the order has been given as required by section 28-32-39.” An “order” is defined in N.D.C.C. § 28-32-01(7) as “any agency action of particular applicability which determines the legal rights, duties, privileges, immunities, or other legal interests of one or more specific persons.” Section 28-32-42(3)(a), N.D.C.C., emphasizes that “[o]nly final orders are appealable. A procedural order made by an administrative agency while a proceeding is pending before it is not a final order.” [¶ 7] The requirement o N.W.2d 249, 251 (N.D.1992) (<HOLDING>); Ceartin v. Ochs, 479 N.W.2d 863, 865 Options: A. holding that a disqualification order in a criminal case is not appealable B. holding order granting a new trial is not a final appealable order because it does not terminate the action or any of the claims or parties in the action C. holding that this court lacked preliminary authority to review the district courts jurisdiction because there was no immediately appealable order before the court D. holding order partially vacating a judgment was not appealable because it does not provide the ultimate decision in the case and questions remained before the district court E. holding appealable a case dismissed in effect by the district courts order

assistant: The best answer is D. holding order partially vacating a judgment was not appealable because it does not provide the ultimate decision in the case and questions remained before the district court
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: Indemnitor shall make any indemnification payment required under this Agreement promptly following request therefor (or, in the event that Indemnitor elects to participate in or assume the defense of a Lender Claim in accordance with this Section 2 , promptly after any settlement or entry of any final judgment with respect to such Lender Claim), subject to Indemnitor’s right to rebut the presumption set forth in Section 2.5 . Indemnitee may set off against any amounts that it must pay to Indemnitor under any agreement or instrument any amounts that Indemnitor must pay to Indemnitee under this Agreement.

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: This Joinder Agreement shall be binding upon the Additional Initial Term Lender, and its successors and permitted assigns and shall inure to the benefit of the Borrower, the Administrative Agent, and the Lenders, and their respective successors and permitted assigns.

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: uber may from time to time provide certain users with promotional offers and discounts that may result in different amounts charged for the same or similar services or goods obtained through the use of the services , and you agree that such promotional offers and discounts , unless also made available to you , shall have no bearing on your use of the services or the charges applied to you .

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: by special exception. Any use other than those permitted and being carried on as of right or by special exception is prohibited.” Kowalski v. Lamar, 25 Md.App. 493, 499, 334 A.2d 536, 540 (1975) (citations omitted); see also Arden H. Rathkopf & Dajren A. Rathkopf, 1 The Law of Zoning & Planning § 1:7 (4th ed. 2005) (“Reported court decisions often involve simply whether an owner’s proposed use within a particular zoning district is a use allowed by right, an accessory use, a specially permitted use, or a use entirely prohibited within that district.”). It is well-settled that zoning regulations and subdivision controls regulate different aspects of the land use regulatory continuum. Coffey v. Marylandr-Nat’l Capital Park & Planning Comm’n, 293 Md. 24, 30, 441 A.2d 1041, 1044 (1982) (<HOLDING>) (quoting Popular Refreshments, Inc. v. Options: A. holding that zoning and subdivision planning represent separate municipal functions and neither is a mere rubberstamp for the other B. holding that the llupa does not provide for judicial review of requests to change zoning or comprehensive zoning plans C. holding a dedication of a rightofway in connection with a subdivision did not vest rights in the property owner for the purpose of estopping the county from changing the zoning classification absent a showing that the planning commission or county knew that the sewer permit would not be granted or that the countys subdivision regulations guaranteed the zoning of the property would not change D. holding that a zoning commission was capable of being sued directly under section 1983 because zjoning commissions function legislatively when adopting zoning regulations and holding public hearings for the adjudication of individual petitions for zoning redress E. holding that legislative functions such as powers of zoning and rezoning cannot be delegated

assistant: The best answer is A. holding that zoning and subdivision planning represent separate municipal functions and neither is a mere rubberstamp for the other
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: Consultant will not use the Confidential Information for any purpose other than performance of this Agreement, and will treat the Confidential Information with at least the degree of care that it treats its own confidential information. Consultant will hold the Confidential Information in strict confidence.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This section provides definitions for certain words and phrases listed below. Where the following words and phrases, underlined and set out at the beginning of each lettered subsection, appear in this Plan with initial capitals they shall have the meaning set forth below, unless a different meaning is plainly required by the context.

assistant: Definitions
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 limit the jurisdiction of this court or the Commission to inquire into wrongful judicial conduct. In re Fadeley, supra, 310 Or at 558. 8 In context, the term “should” is used in the canon in order to allow for the fact that Canon 3D provides for certain cases in which disqualification will not be required under Canon 3C(1)(c) (financial interest) or Canon 3C(1)(d) (relational interest), based on adequate disclosure by a judge and the written consent of the parties. 9 The range of constitutional challenges based on “vagueness” is discussed in Megdal v. Board of Dental Examiners, 288 Or 293, 296-303, 605 P2d 273 (1980). We will assume, arguendo, that the challenge in this case may be cognizable generally as a federal due process claim under the Fourteenth Amendment. Id. at 300-03 (<HOLDING>). 10 The Judge argues that the blanket Options: A. recognizing that tribes have an interest in a uniform body of federal law in the area of tribal immunity B. recognizing the uncertain state of federal law in this area C. holding that the plaintiffs state law claims are preempted by federal law D. holding that a state court settlement may be given full faith and credit in federal courts even if it concerns an exclusively federal area of law E. recognizing this rule

assistant: The best answer is B. recognizing the uncertain state of federal law in this area
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 and each Proxy, and all rights and obligations of the parties hereunder and thereunder, shall terminate and shall have no further force or effect upon the earlier of (i) the date on which both the Settlement Agreement and the Securities Purchase Agreement are terminated, (ii) the day after the Expiration Date and (iii) the date on which the Company ceases to be a publicly-traded company or a reporting company subject to Section 13 or Section 15(d) of the Exchange Act. Notwithstanding the foregoing, nothing set forth in this Section 7 or elsewhere in this Agreement shall relieve any party hereto from liability, or otherwise limit the liability of any party hereto, for any material breach of this Agreement prior to such termination. This Section 7 and Sections 1, 5, 6 and 8 (as applicable) shall survive any termination of this Agreement.

assistant: Terminations
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 district court erred in failing to provide at least a generalized statement of its reasons for imposing the District of New Mexico’s special sex offender conditions for supervised release. But because Barela failed to make this argument below, the government points out that we must review this assertion for plain error and argues that Barela fails to show the error justifies vacating the conditions. Under plain error review, we may vacate special conditions of supervised release only if the record reveals no basis for the conditions. If the record reveals a basis, there is no reasonable probability that but for the error the defendant’s sentence would be different and thus the proceeding’s fairness was not impacted. See United States v. Kieffer, 681 F.3d 1143, 1172 (10th Cir.2012) (<HOLDING>); see also Bums, 775 F.3d at 1224-25 Options: A. holding that we review for plain error whether the government breached its plea obligations when the defendant fails to object at sentencing B. holding that where a defendant fails to challenge his plea in district court he must establish plain error C. holding that plain error review applies where the defendant fails to object to the lack of an opportunity to allocute D. holding that when a district court fails to provide reasons for imposing special conditions and the defendant fails to object we review for plain error E. holding that plain error review applies when a party fails to raise a claim before the district court

assistant: The best answer is D. holding that when a district court fails to provide reasons for imposing special conditions and the defendant fails to object we review for plain error
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: by granting academia.edu access to any third party accounts , you understand that academia.edu will access , make available and store ( if applicable ) any content that you have provided to and stored in your third party account ( `` third party account content '' ) so that it is available on and through the site and services via your account .

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: are relatively few and far between.” Id. at 1456. “[T]he rationale for the broad net of § 6672 responsibility serves a valuable prophylactic purpose: it encourages officers, directors, and other high-level employees to stay abreast of the company’s withholding and payment of employee’s taxes.” Id. at 1456-57. This “broad net” of liability can extend beyond the most responsible person; in reality, multiple persons can be deemed responsible for purposes of § 6672 liability. Id. at 1455. For instance, though an employee may not have the final say as to financial disbursements made by the employer, where the employee nonetheless has “significant control over disbursements[, it] is sufficient for section 6672 liability to attach.” Neckles v. United States, 579 F.2d 938, 940 (5th Cir.1978) (<HOLDING>). Based on the facts of this Case, the Court Options: A. holding that individuals assumption of the role of president of the corporation and her authority to sign documents on behalf of the corporation demonstrate that she had the requisite control over the corporation for purposes of finding individual liability under section 5a B. recognizing that when a corporation is insolvent the trust fund doctrine fundamentally alters the relationship between a corporation its shareholders and its creditors and that corporate or shareholder ratification does not apply to creditors who would be prejudiced thereby C. holding that nonofficer nonemployee who was in reality a de facto officer or employee of corporation and who had significant control over disbursements made by the corporation was responsible person for purposes of 6672 liability where he had failed to insure payment of trust fund taxes of corporation while continuing payment of other corporate creditors D. holding that the trust fund and denuding theories of recovery were considered to belong to the debtor corporation because each action was created for the benefit of the corporation ie to vindicate injury to the corporation caused by improper actions by control persons E. holding that claims of corporation vest in corporation

assistant: The best answer is C. holding that nonofficer nonemployee who was in reality a de facto officer or employee of corporation and who had significant control over disbursements made by the corporation was responsible person for purposes of 6672 liability where he had failed to insure payment of trust fund taxes of corporation while continuing payment of other corporate creditors
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 together with the other Secured Credit Documents and the First Lien Security Documents represents the agreement of each of the Grantors and the First Lien Secured Parties with respect to the subject matter hereof and there are no promises, undertakings, representations or warranties by any Grantor, the First Lien Credit Agreement Collateral Agent, or any other First Lien Secured Party relative to the subject matter hereof not expressly set forth or referred to herein or in the other Secured Credit Documents.

assistant: Integration
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 Accommodate “It is settled that an employee cannot hold an employer liable for failing to provide an accommodation that the employee has not requested in the first place.” Falchenberg v. New York City Dep’t of Educ., 375 F.Supp.2d 344, 348 (S.D.N.Y.2005) (citation omitted). Here, Brown never accomplished this essential element, because he failed to put Boards on notice that he desired an accommodation prior to his termination. To the extent that Dr. Braun’s letter of January 29, 2004 to Boards noting that Brown would be unable to work until February 9 constituted an accommodation request, Boards granted the request. Any notice on or after Brown’s termination on February 10, 2004 is ineffective. See Scott v. Mem’l Sloan-Kettering Cancer Ctr., 190 F.Supp.2d 590, 596 (S.D.N.Y.2002) (<HOLDING>). Moreover, at the time of his discharge and Options: A. holding there were no grounds for challenging in a termination proceeding the alleged failure to comply with the ada in the provision of services because services are not required by the termination statute B. holding that the ada only applies to employees and that requests for accommodations must be made prior to termination C. holding that a clause limiting arbitration to employment termination extends to a defamatory comment made after such termination about employees service D. holding title vii analysis applies in ada case E. holding that denials of hearingimpaired employees multiple requests for accommodations under the rehabilitation act were each discrete acts of discrimination under morgan

assistant: The best answer is B. holding that the ada only applies to employees and that requests for accommodations must be made prior to 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 legal provision and list the applicable contract clause categories. Provision: Any controversy, claim or dispute arising out of or relating to this Agreement, shall be settled solely and exclusively by binding arbitration in Orange County, California, to be conducted in accordance with the then prevailing commercial arbitration rules of JAMS/Endispute ("JAMS"), with the following exceptions if in conflict: (a) an arbitrator shall be chosen by JAMS; (b) each party to the arbitration will pay its pro rata share of the expenses and fees of the arbitrator, together with other expenses of the arbitration incurred or approved by the arbitrator; and (c) arbitration may proceed in the absence of any party if written notice (pursuant to the JAMS' rules and regulations) of the proceedings has been given to such party. Each party shall bear its own attorneys fees and expenses. The parties agree to abide by all decisions and awards rendered in such proceedings. Such decisions and awards rendered by the arbitrator shall be final and conclusive. All such controversies, claims or disputes shall be settled in this manner in lieu of any action at law or equity; provided however, that nothing in this subsection shall be construed as precluding the bringing an action for injunctive relief or other equitable relief. The arbitrator shall not have the right to award punitive damages or speculative damages to either party and shall not have the power to amend this Agreement. The arbitrator shall be required to follow applicable law. IF FOR ANY REASON THIS ARBITRATION CLAUSE BECOMES NOT APPLICABLE, THEN EACH PARTY, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, HEREBY IRREVOCABLY WAIVES ALL RIGHT TO TRIAL BY JURY AS TO ANY ISSUE RELATING HERETO IN ANY ACTION, PROCEEDING, OR COUNTERCLAIM ARISING OUT OF OR RELATING TO THIS AGREEMENT OR ANY OTHER MATTER INVOLVING THE PARTIES HERETO.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Each party hereto hereby irrevocably and unconditionally waives, to the fullest extent it may legally and effectively do so, any objection that it may now or hereafter have to the laying of venue of any suit, action or proceeding arising out of or relating to this Agreement or any other Loan Document in any court referred to in clause (b) of this Section. Each of the parties hereto hereby irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of such action or proceeding in any such court.

assistant: Venues
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 be governed by and construed in accordance with the laws of the State of California, applicable to the performance and enforcement of contracts made within such state, without giving effect to the law of conflicts of laws applied thereby. In the event that any dispute shall occur between the parties arising out of or resulting from the construction, interpretation, enforcement or any other aspect of this Agreement, the parties hereby agree to accept the exclusive jurisdiction of the Courts of the State of California sitting in and for the County of Orange. In the event either party shall be forced to bring any legal action to protect or defend its rights hereunder, then the prevailing party in such proceeding shall be entitled to reimbursement from the non-prevailing party of all fees, costs and other expenses (including, without limitation, the actual expenses of its attorneys) in bringing or defending against such action.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Each of the Loan Parties shall not and shall not permit any of their Subsidiaries to at any time create, incur, assume or suffer to exist any Lien on any of its property or assets, tangible or intangible, now owned or hereafter acquired, or agree or become liable to do so, except Permitted Liens.

assistant: Liens
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 invalidity or unenforceability of any one or more provisions of this Agreement, including, without limitation, Section 7 , shall not affect the validity or enforceability of the other provisions of this Agreement, which shall remain in full force and effect.

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: Sr.’s own statements to Jones, as testified to by Jones, would be nonhearsay because they are Frazier, Sr.’s own admissions and were admissible under Rule 801(d)(2)(A). Frazier, Sr. also argues that Officer Leyshock’s testimony concerning the information Jones supplied to him was inadmissible under Rule 801(d)(2)(E) because Jones’s statements to Officer Leyshock were not in furtherance of the conspiracy. We agree that Jones’s out-of-court statements as related by Officer Leyshock do not fall within the coconspirator rule, although any error in admitting them was harmless because Jones himself testified in detail about the information he provided to Officer Leyshock and was subject to cross examination about it. See United States v. Melecio-Rodriguez, 231 F.3d 1091, 1094 (8th Cir.2000) (<HOLDING>), cert. denied, 532 U.S. 1024, 121 S.Ct. 1968, Options: A. holding that error in admission of videotape was harmless because it was cumulative of childs properly admitted live testimony B. holding that statements by a cooperating coconspirator to known authorities made after the commencement of cooperation are not admissible under rule 801d2e because such statements are not made in furtherance of the conspiracy C. holding that post arrest statements made by coconspirator to law enforcement officer were not admissible under rule 801d2e but admission of testimony was harmless because officers testimony was cumulative D. holding that testimony at trial in violation of defendants constitutional confrontation right was harmless beyond a reasonable doubt because the testimony was cumulative E. holding that admission of hearsay testimony was harmless where the jury heard admissible testimony from three other sources to the same effect

assistant: The best answer is C. holding that post arrest statements made by coconspirator to law enforcement officer were not admissible under rule 801d2e but admission of testimony was harmless because officers testimony was cumulative
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 Seller shall continue to maintain, for Seller and its Subsidiaries, Fidelity Insurance in an aggregate amount at least equal to the amount required by GNMA to be maintained. The Seller shall maintain, for Seller and its Subsidiaries, Fidelity Insurance in respect of its officers, employees and agents, with respect to any claims made in connection with all or any portion of the Repurchase Assets. The Seller shall notify the Administrative Agent of any material change in the terms of any such Fidelity Insurance.

assistant: Insurances
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: Corp., 97 B.R. at 180. 31. The retention of jurisdiction by the bankruptcy court after confirmation is particularly appropriate where, as here, the bankruptcy court expressly retains jurisdiction under the plan. Hospital and Univ. Property Damage Claimants v. Johns-Manville Corp. (In re Johns-Manville Corp.), 7 F.3d 32, 34 (2d Cir.1993) (“The bankruptcy court’s post-confirmation jurisdiction ... defined by reference to the Plan”); Mueller Indus., Inc. v. Sharon Steel Corp., 1992 WL 116314, *2 (S.D.N.Y.1992) (“[T]he bankruptcy court as a branch of .the district court is empowered to oversee the reorganization and issue orders necessary to ensure that it proceeds in' compliance with the terms of the approved plan”); In re Hardwicke Cos., Inc., 64 B.R. 113, 117-18 (S.D.N.Y.1986) (<HOLDING>). 32. Thus, this Court expressly retained Options: A. holding that a plan provision purporting to provide jurisdiction over any and all actions involving the debtor postconfirmation was invalid as beyond the scope of the bankruptcy code B. holding that a bankruptcy court lacked jurisdiction postconfirmation to adjudicate adversary proceeding concerning asset purchases at bankruptcy sale notwithstanding inclusion of language in the plan purporting to retain such jurisdiction in the bankruptcy court C. holding that postconfirmation jurisdiction was proper in light of plan provision retaining such jurisdiction D. recognizing that the iirira strips the court of jurisdiction over the attorney generals discretionary extreme hardship determination but retaining jurisdiction over constitutional due process claims E. holding that the clause at issue granted jurisdiction but not exclusive jurisdiction

assistant: The best answer is C. holding that postconfirmation jurisdiction was proper in light of plan provision retaining such jurisdiction
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Other than with respect to any Excluded Perfection Assets, and subject to any Customary Intercreditor Agreement, if applicable, the Borrower will, and will cause the other Loan Parties to, make, execute and deliver all such additional and further acts, deeds, instruments and documents as the Collateral Agent or the Required Lenders (through the Administrative Agent) may reasonably require for the purposes of implementing or effectuating the provisions of this Agreement and the other Credit Documents, or of renewing the rights of the Secured Parties with respect to the Collateral as to which the Collateral Agent, for the ratable benefit of the Secured Parties, has or is intended to have a perfected first-priority Lien (subject to Permitted Liens) pursuant hereto or thereto, including filing any financing or continuation statements under the UCC (or other similar laws) in effect in any jurisdiction with respect to the security interests created hereby or by the other Credit 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: physical or mental inability to perform the required duties or for any other good and just cause, provided, that any such cancellation may be effected only in accordance with the New Mexico Statutes and any applicable rules and regulations of the State and Local Boards of Education. The terms of Harrell’s contract thus implicitly provided that it could be canceled in accordance with the applicable New Mexico statute, Section 22-10-17.1, which requires that any appeal from the local board’s decision be submitted to final and binding arbitration. When Harrell agreed to the terms of the contract, he arguably agreed to the arbitration procedure contained in the statute. See, e.g., Paine, Webber, Jackson & Curtis, Inc. v. Chase Manhattan Bank, N.A., 728 F.2d 577, 580 (2d Cir.1984) (<HOLDING>). We hold, however, that Harrell’s putative Options: A. recognizing that in reviewing ruling on motion to compel arbitration we first determine whether party seeking arbitration established existence of arbitration agreement B. holding that the plaintiff was required to arbitrate his claim which accrued before he became bound by the arbitration rules of the new york stock exchange because he was fully aware of the existing claim at the time he became a member of the exchange and became bound by its arbitration rules C. holding membership in new york stock exchange with concomitant obligation to be bound by arbitration provisions of its constitution and rules sufficient to constitute consent to arbitration of covered disputes whether or not arbitration provisions are specifically incorporated in contract D. holding that that plaintiffs claims which accrued before he became bound by the arbitration rules of the pacific stock exchange were not arbitrable because the record contained little if any evidence to show that the plaintiff knew of the existing controversy when he became bound by the arbitration rules E. holding that an arbitration in accordance with aaa rules is a binding arbitration

assistant: The best answer is C. holding membership in new york stock exchange with concomitant obligation to be bound by arbitration provisions of its constitution and rules sufficient to constitute consent to arbitration of covered disputes whether or not arbitration provisions are specifically incorporated in contract
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: subsequently be adopted. In the case at bar, the suspension began in 1988 and extended two years or more. When the property was rezoned to a classification permitting the commercial use in 1969-70, that rezoning, not the subsequent -wishes of planners, represented the will of the residents of the county as expressed through the actions of their elected representatives in passing the rezoning. The prior rezoning permitting commercial use is the “law of the land” until it is changed by the elected representatives. We note that if the people, as expressed through the actions of their representatives, want a particular zoning or no zoning at all, that is their choice. From the facts contained in the record, a strong inference can be made from the C 66 S.Ct. 1062, 1066, 90 L.Ed. 1206 (1946) (<HOLDING>). See Robert M. Washburn, Land Use Control, the Options: A. holding that argument offered in defense of decision below had been waived when not raised below B. holding that 1252d1 bars the consideration of bases for relief that were not raised below and of general issues that were not raised below but not of specific subsidiary legal arguments or arguments by extension that were not made below C. holding that the sentence was reasonable in part because it was well below the statutory maximum D. holding that a defendants sentence was reasonable in part because it was well below the statutory maximum E. holding that the invasion of airspace below the governments navigational servitude was a taking

assistant: The best answer is E. holding that the invasion of airspace below the governments navigational servitude was a taking
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: 420 U.S. 514 95 S.Ct. 1345 43 L.Ed.2d 362 Michael J. CASSIUS, petitioner,v.State of ARIZONA. No. 74-5140. Supreme Court of the United States March 3, 1975 Frederick S. Klein, Phoenix, Ariz., for petitioner, pro hac vice, by special leave of Court. William J. Schafer, III, Phoenix, Ariz., for respondent. On writ of certiorari to the Supreme Court of Arizona. PER CURIAM. 1 The writ of certiorari is dismissed as improvidently granted. 2 Mr. Justice BLACKMUN and Mr. Justice POWELL dissent. 3 Mr. Justice DOUGLAS took no part in the consideration or decision of this case.

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: there was no time limit imposed on deliberations, and prior to deliberation, jurors were instructed not to surrender their honest convictions. UJI 14-6008 NMRA 2003 and Use Note. Resolution of this issue thus turns on the question of whether the district court’s actions were the equivalent of a “shotgun” instruction. {52} The use of a shotgun instruction is prohibited by our Supreme Court. UJI 14-6030 NMRA 2003 and Use Note; McCarter, 93 N.M. at 711, 604 P.2d at 1245. The primary concern with a shotgun instruction is the potentially coercive effect it has on holdout jurors to abandon their convictions to arrive at a verdict with the majority. See id. (noting the Supreme Court has recognized the instruction as coercive); State v. Travis, 79 N.M. 307, 309, 442 P.2d 797, 799 (Ct.App.1968) (<HOLDING>). Nevertheless, when a jury communicates with Options: A. holding that identical instruction was sufficient to ensure that the jury would not draw improper conclusions from the preservation of their anonymity B. holding that failure to consider an improper jury instruction would constitute a miscarriage of justice C. holding that in a criminal trial the trial court must correct or amend an improper instruction if the proper instruction is necessary for the jury to understand the case D. recognizing that language approved by the court may raise questions if incorporated in a jury instruction in a case with different facts E. recognizing that use of the then approved shotgun instruction would be improper if it coerced jury into agreement or unduly hastened their consideration

assistant: The best answer is E. recognizing that use of the then approved shotgun instruction would be improper if it coerced jury into agreement or unduly hastened their consideration
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 stated on Schedule 6.7 , there are no actions, suits, proceedings or investigations of any kind pending or to the knowledge of the Borrower threatened against the Borrower, any Guarantor or any of their respective Subsidiaries before any court, tribunal, arbitrator, mediator or administrative agency or board which question the validity of this Agreement or any of the other Loan Documents, any action taken or to be taken pursuant hereto or thereto, the Collateral or any lien, security title or security interest created or intended to be created pursuant hereto or thereto, or which if adversely determined could reasonably be expected to have a Material Adverse Effect. Except as set forth on Schedule 6.7 , as of the Closing Date there are no judgments, final orders or awards outstanding against or affecting the Borrower, any Guarantor, any of their respective Subsidiaries or any Collateral. No injunction, writ, temporary restraining order or any order of any nature has been issued by any court or other Governmental Authority purporting to enjoin or restrain the execution, delivery or performance of this Agreement or any other Loan Document, or directing that the transactions provided for herein or therein not be consummated as herein or therein provided.

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: any proceeding for which indemnification could be required under Section 145(c). The advancement right picks up this possibility through Section 6.01, which incorporates Section 145(c) by providing for indemnification “to the fullest extent authorized by the Delaware General Corporation Law.” See Zaman v. Amedeo Holdings, Inc., 2008 WL 2168397, at *16 (Del.Ch. May 28, 2008) (interpreting “fullest extent” bylaw provision to encompass mandatory indemnification under Section 145(c)); Cochran v. Stifel Fin. Corp., 2000 WL 1847676, at *8 (Del.Ch. Dec. 13, 2000) (interpreting “fullest extent” contract provision to encompass mandatory indemnification under Section 145(c)), aff'd in pertinent part, 809 A.2d 555 (Del.2002); Dunlap v. Sunbeam Corp., 1999 WL 1261339, at *5 (Del.Ch. July 9, 1999) (<HOLDING>). Under this plain and unambiguous provision, Options: A. holding that application note 6 is not mandatory B. holding that exhaustion is mandatory and jurisdictional C. holding that advancements were required under mandatory provision so long as mandatory indemnification under section 145c remained a possibility D. holding that the statute is mandatory E. holding that relief under 3730h is mandatory

assistant: The best answer is C. holding that advancements were required under mandatory provision so long as mandatory indemnification under section 145c remained a possibility
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: if you are using the service as part of an evernote business account , your use of the service is governed by these terms , except to the extent the separate agreement governing the evernote business account provides conflicting terms .

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: This Agreement represents the entire agreement and understanding between the Company and Employee concerning the subject matter of this Agreement and Employee’s employment with and separation from the Company and the events leading thereto and associated therewith, and supersedes and replaces any and all prior agreements and understandings concerning the subject matter of this Agreement and Employee’s relationship with the Company, with the exception of the Confidentiality Agreement, if applicable, the Plan and the Stock Agreements, except as otherwise modified or superseded herein.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: Jackson Court Condominiums v. City of New Orleans, 874 F.2d 1070, 1081 (5th Cir.1989). "[A] genuine disp 953 F.2d at 997; Lechuga v. Southern Pacific Transportation Company, 949 F.2d at 794; Reese v. Anderson, 926 F.2d at 498-99; and Fontenot v. Upjohn Co., 780 F.2d at 1195. 49 . See Stults v. Conoco, Inc., 76 F.3d at 656; Forsyth v. Barr, 19 F.3d at 1537; and Topaliari v. Ehrman, 954 F.2d 1125, 1131 (5th Cir.1992), cert. denied, 506 U.S. 825, 113 S.Ct. 82, 121 L.Ed.2d 46 (1992). 50 . See Forsyth v. Barr, 19 F.3d at 1537; and Skotak v. Tenneco Resins, Inc., 953 F.2d at 915 n. 7. 51 . See Leatherman v. Tarrant County Narcotics Intelligence and Coordination Unit, 28 F.3d 1388, 1396-97 (5th Cir.1994); Cormier v. Pennzoil, 969 F.2d at 1561; Reese v. Anderson, 926 F.2d at 499 & n. 5, (<HOLDING>); Fontenot v. Upjohn Co., 780 F.2d at 1195; and Options: A. holding that general allegations of a need for additional discovery will not suffice the person presenting such a claim must show what discovery has been obtained why it is inadequate and the what additional information he expects to obtain from additional discovery B. holding that under rule 56f nonmoving party seeking additional discovery must demonstrate precisely how additional discovery will lead to a genuine issue of material fact C. holding that entry of summary judgment while a motion for additional discovery was pending should be construed as an implicit denial of the motion for additional discovery D. holding that it was within the trial courts discretion to refuse any additional discovery and that the courts refusal to allow additional discovery was not an abuse of discretion E. holding that a discovery exception to a statute of limitation applies only to the discovery of facts not discovery of the law

assistant: The best answer is A. holding that general allegations of a need for additional discovery will not suffice the person presenting such a claim must show what discovery has been obtained why it is inadequate and the what additional information he expects to obtain from additional discovery