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: created reports to document the examinations given. She said, “Any interaction that we have with a patient in the course of our daily, daily part of seeing patients, we .have to make a record of that communication and contact and what we did with that patient.” Because of the nature of the examination, the reports.are stored in a separate file, but the reports are nonetheless part of Erlan-ger’s medical records. The report is not automatically disseminated to law enforcement or the district attorney’s office; those entities must request a release to obtain the reports. Dr. Garcia’s testimony clearly reflects that the statements made by the victims were intended for the purpose of medical diagnosis or treatment. This is consistent with Tennessee jurisprudence. Cannon, 254 S.W.3d at 303 (<HOLDING>); State v. Stinnett, 958 S.W.2d 329, 332-33 Options: A. holding that statements in medical records given for the primary purpose of medical diagnosis and treatment are nontestimonial B. holding a victims statements to emergency room doctor not testimonial where the purpose of the examination was for medical diagnosis and treatment C. holding that the term medical as used in the hearsay exception regarding statements made for the purpose of medical diagnosis or treatment includes emotional and mental health as well as physical health D. holding that there was insufficient evidence that alleged victim made statements to forensic nurseexaminer for purpose of medical diagnosis or treatment in part because there was no evidence regarding alleged victims past experience with medical facilities or medical providers E. holding that federal rule of evidence 8034 the hearsay exception for statements made for medical diagnosis or treatment does not apply to statements made by doctors

assistant: The best answer is A. holding that statements in medical records given for the primary purpose of medical diagnosis and treatment are nontestimonial
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 Option granted hereunder shall expire in all events at 5:00 p.m. (local Philadelphia, Pennsylvania time) on [DATE], unless sooner terminated as provided in Subparagraphs (a), (b), (c), (d) or (e) below.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Except for any matters disclosed in any preliminary reports or other written documentation, including, but not limited to, schedules prepared by the representing party and/or the organizational documents for the Contributed Entities, delivered to or obtained by the Presidential Parties, the Contributed Properties have been maintained, and the FC Parties have not received written notice that any such Contributed Property is not, in compliance in all material respects with all applicable laws, ordinances, rules, regulations, codes, orders and statutes (including, without limitation, those currently relating to fire safety, conservation, parking, Americans with Disabilities Act, zoning and building laws) whether federal, state or local, except where the failure to so comply would not have a Material Adverse Effect. Compliance with Environmental Laws is not addressed by this Section 3.11 , but rather solely by Section 3.14 .

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

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: the termination of this agreement for any reason will lead to the termination of any licences granted under the agreement and will prevent your use of the nintendo account service , including , but not limited to , nintendo shopping 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: Any and all notices or other communications or deliveries required or permitted to be provided hereunder shall be in writing and shall be deemed given and effective on the earliest of: (a) the time of transmission, if such notice or communication is delivered via facsimile at the facsimile number or email attachment at the email address as set forth on the signature pages attached hereto at or prior to 5:30 p.m. (New York City time) on a Trading Day, (b) the next Trading Day after the time of transmission, if such notice or communication is delivered via facsimile at the facsimile number or email attachment at the email address as set forth on the signature pages attached hereto on a day that is not a Trading Day or later than 5:30 p.m. (New York City time) on any Trading Day, (c) the second (2 nd )Trading Day following the date of mailing, if sent by U.S. nationally recognized overnight courier service or (d) upon actual receipt by the party to whom such notice is required to be given. The address for such notices and communications shall be as set forth on the signature pages attached hereto. To the extent that any notice provided pursuant to any Transaction Document constitutes, or contains, material, non-public information regarding the Company or any Subsidiaries, the Company shall simultaneously file such notice with the Commission pursuant to a Current Report on Form 8-K.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Executive shall have the right to indemnification by the Company to the fullest extent allowed by law, and on no less favorable terms and conditions than are provided to other directors and/or officers of the Company in the Company's charter, bylaws or individual indemnification agreements, if any, and shall be covered by any Directors and Officers Insurance maintained by the Company from time to time.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The effective date of the transfer of the Assets shall be the later of: (A) midnight on September 15, 2016; or (B) the fifth business day after the later of the following to occur: (i) the receipt of any and all Required Approvals contemplated by Sections 4.6 and 5.3 hereof; and (ii) satisfaction of all conditions set forth in Sections 8 and 9 hereof (collectively, the "Closing Date"). The closing of the transactions contemplated herein (the "Closing"), including the transfer and delivery of the Assets and the Purchase Price, shall be consummated at the offices of Purchaser at Michael J. Snyder & Associates, PA 4000 Hollywood Blvd., Suite 455S, Hollywood, Florida 33021 on the Closing Date or at such other place, time and date as may be mutually agreed upon by the parties hereto, provided all conditions to Closing have been met, have occurred or have been waived.

assistant: Closings
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 Loan Party has all requisite power and authority to execute and deliver the Loan Documents to which it is a party and to perform all its respective Obligations thereunder and the Loan Documents to which such Loan Party is a party constitute the legal, valid and binding obligation of such Loan Party, enforceable against such Loan Party in accordance with their terms, subject to applicable bankruptcy, insolvency, reorganization, moratorium or other laws affecting creditors’ rights generally and subject to general principles of equity, regardless of whether considered in a proceeding in equity or at law. The execution, delivery and performance by each Loan Party of the Loan Documents to which it is a party (a) are within such Loan Party’s corporate or company powers, as applicable, (b) have been duly authorized by all necessary corporate or company action, as applicable, (c) are not in contravention of the terms of such Loan Party’s Organizational Documents or to the conduct of such Loan Party’s business or of any Material Contract or undertaking to which such Loan Party is a party or by which such Loan Party is bound, (d) will not conflict with or violate any law or regulation in any material respect, or any judgment, order or decree of any Governmental Body, (e) will not require the Consent of any Governmental Body, any party to a Material Contract or any other Person, except (1) such as have been obtained or made and are in full force and effect, (2) filings necessary to perfect Liens created by the Loan Documents, and (3) other approvals, consents, authorizations or other actions by, or notices to, or filings the failure to obtain or perform which would not adversely affect the Liens created under the Security Documents and could not reasonably be expected to result in a Material Adverse Effect and (f) will not conflict with, nor result in the creation of any Lien except Permitted Encumbrances upon any asset of such Loan Party under the provisions of any agreement, instrument, or other document to which such Loan Party is a party or by which it or its property is a party or by which it may be bound.

assistant: Authority
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: bankruptcy courts therefore lack the power to impose them, but there is no legal basis for equating the two types of sanctions. See In re DeVille, 361 F.3d 539, 552-53 (9th Cir.2004) (distinguishing between the processes and purposes of Rule 9011 sanctions and criminal contempt). The appellants further argue that the imposition of Rule 9011 sanctions is not a “core” matter over which bankruptcy courts have jurisdiction to issue final orders under 28 U.S.C. § 157. But the imposition of sanctions on litigants in a bankruptcy case is clearly a matter “arising in” such a case, 28 U.S.C. § 157(b)(1), so bankruptcy courts have jurisdiction to issue such orders. See In re Memorial Estates, Inc., 950 F.2d 1364, 1370 (7th Cir.1991); cf. In re Southmark Corp., 163 F.3d 925, 930-31 (5th Cir.1999) (<HOLDING>). Finally, the appellants argue that the Options: A. holding that an inchoate claim of common law is not in and of itself enough to establish the bankruptcy courts subject matter jurisdiction and that in order for a bankruptcy court to have relatedto jurisdiction to enjoin a lawsuit that lawsuit must affect the bankruptcy without the intervention of yet another lawsuit B. holding that the district court had bankruptcy jurisdiction over a professional malpractice action filed by a title 11 debtor against the law firm that represented him in his bankruptcy case under section 1334b because the malpractice claim arose in the bankruptcy case C. holding that stem does not change bankruptcy courts authority to decide fundamental core procedures of bankruptcy court D. holding that a proceeding that by its nature could arise only in the context of a bankruptcy case is a core matter subject to the jurisdiction of the bankruptcy court E. holding that a lawsuit alleging malpractice by an accountant in a bankruptcy case was a core matter within a bankruptcy courts jurisdiction

assistant: The best answer is E. holding that a lawsuit alleging malpractice by an accountant in a bankruptcy case was a core matter within a bankruptcy courts 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: Headings are given to the Sections and subsections of the Agreement solely as a convenience to facilitate reference. Such headings shall not be deemed in any way material or relevant to the construction or interpretation of the Agreement or any provision thereof.

assistant: Headings
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: where that is the case , you will be clearly notified of that and will be required to confirm your acceptance of those terms and conditions , which will operate in place of or in conjunction with these terms as appropriate .

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: that the source of the Municipality’s authority to secure the construction site stemmed from its proprietary capacity under the contract, and not its sovereign capacity. Because the Municipality is not alleged to have engaged in a sovereign act, there is no substantial constitutional claim that would support a cause of action pursuant to § 1983. Thus, here, the Municipality’s acts of terminating the construction contract and temporarily detaining OSSAM’s property do not give rise to constitutional claims cognizable under § 1983. Finally, to the extent that OSSAM complains about its exclusion from the construction site, OSSAM had no constitutional right to access the Municipality’s construction site that would give rise to a § 1983 cl Fin. Corp., 282 F.2d 439, 447 (9th Cir, 1960) (<HOLDING>); Brasier v. United States, 223 F.2d 762, 766 Options: A. holding that tjermination of the government contract frustrated appellant in obtaining anticipated profits and advantages therefrom but qrustration and appropriation are essentially different things there was here no taking of appellants property which entitled the company to just compensation under the fifth amendment citation omitted B. recognizing that just compensation was required by the fifth amendment in a ease where the federal government deprived a tenant which held a longterm lease of occupancy of portions of a leased building C. holding that the fifth amendment did not apply to tribal government D. holding that californias mandatory iota program does not involve a taking of property without just compensation as prohibited by the fifth amendment to the united states constitution E. holding that a termination of a government contract does not constitute a taking of the plaintiffs property without just compensation or without due process of law

assistant: The best answer is A. holding that tjermination of the government contract frustrated appellant in obtaining anticipated profits and advantages therefrom but qrustration and appropriation are essentially different things there was here no taking of appellants property which entitled the company to just compensation under the fifth amendment citation 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: This Agreement, taken together with the Company Disclosure Schedule, (a) constitutes the entire agreement, and supersede all prior agreements and understandings, both written and oral, among the Parties with respect to the Transactions and (b) are not intended to confer upon any person other than the Parties any rights or remedies.

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: over based on his Hispanic appearance. Cf. Almeida-Amaral, 461 F.3d at 237. Because Santos set out a prima facie case that suppression was warranted because he was pulled over due to his race, the IJ erred in denying his motion without a hearing on suppression. See Matter of Barcenas, 19 I. & N. Dec. at 611. Contrary to the Government’s contention that Santos failed to administratively exhaust his argument that the IJ did not take the allegations in his affidavit as true, we understand his brief before the BIA, in which he argued that “[a]t the very least, the declaration and other evidence were suffi- dent to require that he be permitted to testify in support of his prima facie showing,” to have adequately preserved this argument. See Gill v. INS, 420 F.3d 82, 85-86 (2d Cir.2005) (<HOLDING>). Accordingly, we remand to allow for a hearing Options: A. holding that there is nothing for a court to review when an agency has never issued a final and binding judgment that has the force of law B. holding that once the defendant has submitted to the control of the officer and the process of taking him or her to the police station has commenced his or her arrest is complete and he or she is in custody for the purposes of the escape statute C. recognizing that the court has never held that a petitioner is limited to the exact contours of his or her argument to the agency D. holding that the agency is obligated to offer more explanation when the record suggests strong arguments for the petitioner that the agency has not considered E. recognizing that the court has rejected the notion that the agency must expressly parse or refute on the record each individual argument or piece of evidence offered by the petitioner internal quotation marks omitted

assistant: The best answer is C. recognizing that the court has never held that a petitioner is limited to the exact contours of his or her argument to the agency
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: in the event that you are a developer who submits user content to oculus , you acknowledge and agree that our agreements with you as a developer may supersede this section of the 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: No amendment, modification, waiver, termination or discharge of any provision of this Agreement, or any consent to any departure by the parties from any provision hereof, shall in any event be effective unless the same shall be in writing and signed by each of the Buyer and the Parent (or by the party providing the waiver, in the case of a waiver), and each such amendment, modification, waiver, termination or discharge shall be effective only in the specific instance and for the specific purpose for which given. No delay on the part of any party in exercising any right, power or privilege hereunder shall operate as a waiver thereof, nor shall any waiver on the part of any party of any right, power or privilege hereunder operate as a waiver of any other right, power or privilege hereunder, nor shall any single or partial exercise of any right, power or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, power or privilege hereunder. The rights and remedies provided for in this Agreement are cumulative and are not exclusive of any rights or remedies which the parties may otherwise have at law or in equity.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: which authorizes use of force to "defend the national security of the United States ... and ... enforce all relevant United Nations Security Council resolutions,” 116 Stat. at 1501, excludes any action that is not called for by a Security Council resolution. They support their reading by reference to the October Resolution’s preamble and to legislative history. 6 .While the Supreme Court has not considered a modern war powers case, lower courts have, and they have reached differing conclusions about the applicability of the political question doctrine. Compare, e.g., Campbell v. Clinton, 203 F.3d 19, 37-41 (D.C.Cir.2000) (Tatel, J., concurring) (arguing that challenge to air campaign in Yugoslavia would not pose a political question); Berk v. Laird, 429 F.2d 302, 306 (2d Cir.1970) (<HOLDING>); Dellums, 752 F.Supp. at 1150 (rejecting Options: A. holding that party waived public policy challenge by failing to raise it during arbitration B. holding the government waived its argument on appeal that the defendant did not have standing to challenge a search when it failed to raise the argument to the district court C. holding that challenge to vietnam war did not necessarily raise political question and remanding D. holding that similar argument did not raise a colorable question of law for purposes of jurisdiction E. holding that the plaintiffs claims against volkswagen and others did not necessarily raise a federal question since they were also based on the assertion that the plaintiffs vehicle did not comply with state law

assistant: The best answer is C. holding that challenge to vietnam war did not necessarily raise political question and remanding
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 Tenant signs as a corporation, limited liability company or partnership, the person executing this Lease on behalf of Tenant hereby represents and warrants that Tenant is duly formed, validly existing, in good standing (with respect to a corporation or limited liability company), and qualified to do business in Texas, that the Tenant has full power and authority to enter into this Lease and that he or she is authorized to execute this Lease on behalf of the Tenant. Upon execution of this Lease, Tenant shall provide Landlord with (a) a secretary’s certificate from the secretary of said limited liability company certifying as to the above in the form of the attached Exhibit D . At the request of Landlord, Tenant shall provide to Landlord copies of Tenant’s organizational documents and such incumbency certificate and minutes certified by an authorized representative of Tenant as being true, correct, and complete, as may be reasonably required to demonstrate that this Lease is binding upon and enforceable against Tenant.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: At the expense of the Borrower, promptly execute and deliver, or cause to be promptly executed and delivered, all further instruments and documents, and take and cause to be taken all further actions, that may be reasonably necessary or that the Required Lenders through the Administrative Agent may reasonably request, to enable the Lenders and the Administrative Agent to lawfully enforce the terms and provisions of this Agreement and the other Loan Documents and to exercise their rights and remedies hereunder and thereunder. In addition, the Borrower will use all reasonable efforts to duly obtain Governmental Actions required from time to time on or prior to such date as the same may become legally required, and thereafter to maintain all such Governmental Actions in full force and effect, except where such failure would not result in a Material Adverse Effect.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: All notices and other communications given pursuant to the Lease shall be in writing and shall be (a) mailed by first class, United States mail, postage prepaid, certified, with return receipt requested, and addressed to the parties hereto at the address listed below, (b) hand delivered to the intended addressee, or (c) sent by nationally recognized overnight courier. Notice sent by certified mail, postage prepaid, shall be effective three business days after being deposited in the United States mail; all other notices shall be effective upon delivery to the address of the addressee (even if such addressee refuses delivery thereof). The parties hereto may change their addresses by giving notice thereof to the other in conformity with this provision. Landlord and Tenant hereby agree not to conduct the transactions or communications contemplated by the Lease, as amended hereby, by electronic means; nor shall the use of the phrase “in writing” or the word “written” be construed to include electronic communications. The addresses for notice set forth below shall supersede and replace any addresses for notice set forth in the Lease.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: expected to work up to 48 hours in a given week due to their four-days-on, four- days-off cycle of 12-hour shifts, see App'x 52, Entergy appears to have deliberately eschewed the argument that employees can agree to a fixed salary covering a workweek that fluctuates within a certain range — e.g., up to 48 hours — without agreeing to unlimited hours at a fixed salary, see, e.g., Appellant’s Br. 19-20 ("[T]he only question for the jury was whether there was a mutual understanding that Plaintiffs' fixed weekly salary payments were compensation for all hours worked, or payment for 40 hours per week only.”). Accordingly, we need not here determine whether there can be a hybrid or partial application of the FWW method. See United States v. Quinones, 511 F.3d 289, 311 n. 14 (2d Cir.2007) (<HOLDING>). Nor need we determine upon whom the burden of Options: A. recognizing that arguments not briefed on appeal are waived B. holding arguments not raised on appeal waived C. holding that an issue not raised on appeal is waived D. holding that arguments not raised before the trial court are waived E. holding that arguments not raised in district court are waived

assistant: The best answer is B. holding arguments not raised on appeal waived
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: 593-94, the mandatory nature of our current rule was clarified in January 2005 when preexisting versions in the Kentucky civil and criminal rules, versions leaving the sequestration of witnesses largely to the trial court’s discretion, were rescinded, and KRE 615 was established as the controlling rule in our courts. Because, under the current rule, a court may decline a party’s request to sequester a particular witness only if one of the rule’s three express exemptions applies, the rule creates a strong presumption in favor of sequestration. Cf. United States v. Jackson, 60 F.3d 128, 135 (2nd Cir. 1995) (discussing the nearly identical federal rule). Moreover, the party opposing the presumption bears the burden of showing that one of the exemptions applies. Hatfield, 250 S.W.3d at 595 (<HOLDING>); Opus 3 Ltd., 91 F.3d at 628 (noting that “the Options: A. holding that a trial court errs by exempting a witness from sequestration absent the requisite showing B. holding that evidence of a threat to a witness by the defendant is relevant as showing an attempt to prevent a witness from testifying and avoid punishment for the crime C. recognizing that an ordinary witness may decline to answer only after making the requisite showing of the danger of selfincrimination D. holding that the jury could have reasonably inferred the requisite intent to induce the witness to lie or testify falsely from the defendants statements to the witness E. holding that a trial court did not abuse its discretion by denying a motion to exclude testimony of a witness for an alleged sequestration violation where no impermissible harmonization of testimony could be inferred from the witnesss reading of the newspaper in the absence of any evidence that this testimony was based on what he read

assistant: The best answer is A. holding that a trial court errs by exempting a witness from sequestration absent the requisite showing
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: responded to Slue’s e-mail, and went to the same recipients, a common interest privilege might exist. Defendants do not make this argument, however, and the factual premise is not clearly established on the present record. Accordingly, the Court does not pass on any such claim of privilege. 16 . Intentional infliction of emotional distress is a residual tort, and plaintiff must allege extreme conduct that is not already an independent tort. Thus, any injury or emotional distress stemming from defendants' alleged defamation is already included in plaintiff’s libel and slander claims. See Restatement (Second) of Torts § 5 ch.24 (1977) (categorizing libel and slander as torts). 17 .See, e.g., Singh v. U.S. Security Assoc., No. 03 Civ.2059(FM), 2005 WL 236511, at *14 (S.D.N.Y. Feb.1, 2005) (<HOLDING>); Lawford v. N.Y. Life Ins. Co., 739 F.Supp. Options: A. holding that in being discharged employee did not sustain the direct physical impact required to maintain an action for negligent infliction of emotional distress B. holding emotional distress suffered must be severe and not trivial C. holding that a plaintiffs gardenvariety dispute with his former employer may have had a crushing impact on him and his family but was insufficient to sustain a severe emotional distress claim D. holding that plaintiffs outsized emotional reaction to car accident was not allowed as basis for emotional distress damages where reasonable person would have experienced some anger or been upset but would not have suffered severe distress E. recognizing that in some circumstances injuries based on embarrassment humiliation and emotional distress may be sufficient to sustain a 1983 claim

assistant: The best answer is C. holding that a plaintiffs gardenvariety dispute with his former employer may have had a crushing impact on him and his family but was insufficient to sustain a severe emotional distress claim
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 binding upon and inure to the benefit of, and shall be enforceable by the Executive, the Company, and their respective heirs, executors, administrators, legal representatives, successors, and assigns. In the event of a Change in Control, the provisions of this Agreement shall be binding upon and inure to the benefit of the Company or entity resulting from such Change in Control or to which the assets shall be sold or transferred, which entity from and after the date of such Change in Control shall be deemed to be the Company for purposes of this Agreement. In the event of any other assignment of this Agreement by the Company, the Company shall remain primarily liable for its obligations hereunder; provided , however , that if the Company is financially unable to meet its obligations hereunder, the Subsidiary shall assume responsibility for the Company’s obligations hereunder pursuant to the guaranty provision following the signature page hereof. The Executive expressly acknowledges that the Subsidiary and other members of the Company Group (and their successors and assigns) are third party beneficiaries of this Agreement and may enforce this Agreement on behalf of themselves or the Company. Both parties agree that there are no third party beneficiaries to this Agreement other than as expressly set forth in this Section 7.9.

assistant: Successors
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 Settlement Agreement shall be construed and enforced in accordance with, and governed by, the laws of the Commonwealth of Virginia, without regard to principles of conflict of laws. In addition, the Parties hereby submit to the jurisdiction of the courts of Virginia for all disputes relating to or arising from this Settlement Agreement.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Company shall pay all costs and expenses, including reasonable attorneys’ fees and expenses, incurred by Getzler Henrich to enforce this Agreement, including, but not limited to any indemnity provision of this Agreement. This obligation to pay Getzler Henrich’s reasonable attorneys’ fees and expenses shall apply whether such fees and expenses are incurred during trial or appeal, or in arbitration, a bankruptcy case, or otherwise. If so required, Getzler Henrich shall additionally be entitled to reimbursement of reasonable legal expenses associated with any required court approval of this Agreement or enforcement of provisions of this Agreement, including, but not limited to, fee applications and the defense of any objections thereto. Company shall reimburse Getzler Henrich for all such expenses upon presentation of the invoice for the same supported by appropriate documentation.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Each Lender shall, pro rata, in proportion to the amount of the Note held by him, indemnify Agent against any cost, expense, claim, demand, action, loss, or liability, including reasonable attorney’s fees incurred in contesting the same, that Agent may suffer or incur in connection with the Loan in his capacity as Agent, or any action taken or omitted by Agent in good faith under this Agreement, except to the extent the same arises from Agent’s gross negligence or willful misconduct, or from actions taken by Agent that are outside the scope of his authority under this Agreement.

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

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: ( c ) you may also litigate any dispute in a small claims court in your county of residence , if the dispute meets all requirements to be heard in the small claims court .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: BORROWER AND LENDER (BY ACCEPTANCE OF THIS NOTE) WAIVE TRIAL BY JURY IN RESPECT TO ANY DISPUTE AND ANY ACTION ON SUCH DISPUTE. THIS WAIVER IS KNOWINGLY, WILLINGLY AND VOLUNTARILY MADE BY BORROWER AND LENDER, AND BORROWER AND LENDER HEREBY REPRESENT THAT NO REPRESENTATIONS OF FACT OR OPINION HAVE BEEN MADE BY ANY PERSON OR ENTITY TO INDUCE THIS WAIVER OF TRIAL BY JURY OR TO IN ANY WAY MODIFY OR NULLIFY ITS EFFECT. THIS PROVISION IS A MATERIAL INDUCEMENT FOR THE PARTIES ENTERING INTO THE LOAN DOCUMENTS. BORROWER AND LENDER ARE EACH HEREBY AUTHORIZED TO FILE A COPY OF THIS SECTION IN ANY PROCEEDING AS CONCLUSIVE EVIDENCE OF THIS WAIVER OF JURY TRIAL. BORROWER FURTHER REPRESENTS AND WARRANTS THAT IT HAS BEEN REPRESENTED IN THE SIGNING OF THIS NOTE AND IN THE MAKING OF THIS WAIVER BY INDEPENDENT LEGAL COUNSEL, OR HAS HAD THE OPPORTUNITY TO BE REPRESENTED BY INDEPENDENT LEGAL COUNSEL SELECTED OF ITS OWN FREE WILL, AND THAT IT HAS HAD THE OPPORTUNITY TO DISCUSS THIS WAIVER WITH COUNSEL.

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 legal provision and list the applicable contract clause categories. Provision: The Executive shall be entitled to be reimbursed in accordance with Company policy in effect for reasonable and necessary out of pocket expenses incurred by the Executive in connection with the performance of the Executive’s duties of employment hereunder; provided, however, the Executive shall, as a condition of such reimbursement, submit verification of the nature and amount of such expenses in accordance with the reasonable reimbursement policies from time to time adopted by the Company.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: fees are in the nature of maintenance or support of the former spouse or of the child of the debtor.” Id. In In re Miller, 55 F.3d 1487, 1488 (10th Cir.1995), the Tenth Circuit asked whether guardian ad litem and psychologist fees, incurred in divorce and child custody proceedings and ordered to be paid directly to the guardian ad litem and psychologist, were dis-chargeable. The court held that the appropriate emphasis was on whether the debt was in the nature of support and not on the identity of the payee. Id. at 1490. In so holding, the Tenth Circuit rejected a lower court’s plain-language interpretation that, similar to the one here, would have required the debt to be payable to the child or former spouse. Id. at 1488, 1490; see also In re Jones, 9 F.3d 878, 881-82 (10th Cir.1993) (<HOLDING>). In In re Dvorak, 986 F.2d 940, 941 (5th Options: A. holding that counsel fees awarded to debtors wife in a divorce action were nondisehargeable under 523a5 B. holding that fees incurred by debtor were not in the nature of support C. holding that legal fees for a childs guardian ad litem in a custody proceeding were clearly for the ehilds benefit and support and as such were nondischargeable under 523a5 D. holding that guardian ad litem and psychologist fees incurred in child custody proceedings and ordered to be paid directly to the guardian ad litem and psychologist were nondischargeable under 523a5 E. holding that attorneys fees incurred in a custody action were nondischargeable under 523a5

assistant: The best answer is E. holding that attorneys fees incurred in a custody action were nondischargeable under 523a5
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: graduating class. 3 . The exhaustion requirement of IDEA is not required in certain circumstances. Where the plaintiff is not seeking relief “also available” under the IDEA, exhaustion is not a prerequisite to the filing of a civil action. Blanchard v. Morton Sch. Dist., 420 F.3d 918, 922 (9th Cir.2005) (emotional distress injuries and lost income for parent); but see Robb v. Bethel Sch. Dist., 308 F.3d 1047, 1049-50 (9th Cir.2002) (plaintiff cannot avoid exhaustion requirement merely by limiting relief to money damages, which is not available under IDEA). Exhaustion is not required where educational issues are not at dispute. See Witte, 197 F.3d at 1275 (where claim for monetary damages could proceed because all educational issues had already been resolved); Blanchard, 420 F.3d at 921 (<HOLDING>). Similarly, when the validity of a blanket Options: A. holding that a claimants claim is barred when administrative remedies that are clearly required under an erisa plan are not exhausted B. holding that the remedies are exclusive C. holding that administrative remedies must be exhausted prior to filing a claim in court D. holding that if adequate administrative remedies are available it is improper to seek relief in court before those remedies are exhausted E. recognizing that ideas administrative remedies cannot compensate injuries that are completely noneducational

assistant: The best answer is E. recognizing that ideas administrative remedies cannot compensate injuries that are completely noneducational
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The Borrower will execute any and all further documents, agreements and instruments, and take all such further actions which may be required under any applicable law, or which the Administrative Agent or the Required Lenders may reasonably request, to effectuate the Transactions, all at the expense of the Borrower.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement may be terminated in the absolute discretion of the Representatives, by notice to the Company, if after the execution and delivery of this Agreement and prior to the Closing Date or, in the case of the Option Securities, prior to the Additional Closing Date (i) trading generally shall have been suspended or materially limited on or by any of The New York Stock Exchange or The Nasdaq Global Market; (ii) trading of any securities issued or guaranteed by the Company shall have been suspended on any exchange or in any over-the-counter market; (iii) a general moratorium on commercial banking activities shall have been declared by federal or New York State authorities; or (iv) there shall have occurred any outbreak or escalation of hostilities or any change in financial markets or any calamity or crisis, either within or outside the United States, that, in the judgment of the Representatives, is material and adverse and makes it impracticable or inadvisable to proceed with the offering, sale or delivery of the Securities on the Closing Date or the Additional Closing Date, as the case may be, on the terms and in the manner contemplated by this Agreement, the Time of Sale Information and the Offering Memorandum.

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 following U.S. Supreme Court case excerpt and classify it into the correct legal issue area. Excerpt: 456 U.S. 865 102 S.Ct. 2290 72 L.Ed.2d 623 UNITED STATESv.LOUISIANA No. 9 Supreme Court of the United States June 1, 1982 1 On bill of complaint (Louisiana Boundary Case). ORDER 2 June 1, 1982. Pursuant to this Court's Final Decree herein entered on June 22, 1981, 452 U.S. 726 [101 S.Ct. 2605, 69 L.Ed.2d 368], the United States and the State of Louisiana filed their Final Accountings, and, subsequently, each party filed Objections to the Accounting of the other. By an Order entered on January 11, 1982, 454 U.S. 1135 [102 S.Ct. 990, 71 L.Ed.2d 287], the Court referred the said Objections to its Special Master. The parties have now agreed upon these matters, have submitted to the Special Master a proposed Order, and the Special Master, with the concurrence of both parties, has recommended its entry by the Court. 3 Accordingly, IT IS ORDERED, ADJUDGED, AND DECREED: 4 1. The Final Report of the Special Master is received and ordered filed. 5 2. The objections to accountings previously filed are sustained to the extent recommended in the Report of the Special Master. 6 3. All accountings required by the Court's Decree of June 22, 1981, have been made and, as supplemented by the ruling on the objections thereto, are now approved. 7 4. The United States is directed forthwith to pay over to the State of Louisiana the outstanding sum of $3,251,609.76. 8 5. After the payment directed by paragraph 4 above, neither party shall be accountable to the other for any further payment in respect of the matters in controversy in these proceedings between the United States and the State of Louisiana. 9 6. Upon receipt by the State of Louisiana of the payment directed by paragraph 4, above, the Interim Agreement of October 12, 1956, shall be deemed terminated for all purposes and all sums remaining in the impounded fund account established pursuant to that Agreement are unconditionally released to the United States. 10 7. The account submitted by the Special Master is approved and the balance owing to him shall be paid in equal shares by the United States and the State of Louisiana. 11 8. The Special Master is discharged in this case insofar as the proceedings involve the controversy between the United States and the State of Louisiana. 12 Justice MARSHALL took no part in the consideration or decision of this order.

assistant: 10
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The Administrative Agent may at any time give notice of its resignation to the Lenders, the L/C Issuer and the Borrowers. Upon receipt of any such notice of resignation, the Required Lenders shall have the right, in consultation with the Borrowers, to appoint a successor, which shall be a bank with an office in the United States, or an Affiliate of any such bank with an office in the United States. If no such successor shall have been so appointed by the Required Lenders and shall have accepted such appointment prior to the effective date of the resignation of the Administrative Agent (the “ Resignation Effective Date ”), then the retiring Administrative Agent may (but shall not be obligated to) on behalf of the Lenders and the L/C Issuer, appoint a successor Administrative Agent meeting the qualifications set forth above; provided that if the Administrative Agent shall notify the Borrowers and the Lenders that no qualifying Person has accepted such appointment, then such resignation shall nonetheless become effective.

assistant: Notices