flwrlabs/fed-legal huggingface dataset:
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: (a) Make or offer to make any optional or voluntary payment or prepayment of principal, repurchase or redemption of or otherwise optionally or voluntarily defease or segregate funds with respect to any unsecured Indebtedness or any Subordinated Indebtedness, other than (i) with the Declined Prepayment Amount to the extent that it has not otherwise been applied by the Borrower to make any payment of any other Indebtedness of the Group Members, (ii) intercompany Indebtedness among Loan Parties, (iii) intercompany Indebtedness among Subsidiaries that are not Loan Parties, (iv) payments by a Subsidiary that is not a Loan Party in respect of Indebtedness owed to a Loan Party, (v) any cash settlement elected to be delivered by the Borrower upon the conversion of Convertible Securities in accordance with its terms and (vi) in an amount equal to the Available Amount; provided that no payment of Subordinated Indebtedness (including any scheduled payments of principal or interest) shall be permitted if an Event of Default has occurred and is continuing or if such payment is otherwise in violation of the subordination provisions of such Subordinated Indebtedness; provided further that no payment of Subordinated Indebtedness (including any scheduled payments of principal or interest) shall be permitted pursuant to clause (vi) above unless immediately after giving effect to the making of such payment, the Consolidated First Lien Net Leverage Ratio shall be equal to or less than the ratio required pursuant to Section 7.1(a) for the most recently ended fiscal quarter, such compliance to be determined (x) on the basis of the financial information most recently delivered to the Administrative Agent and the Lenders pursuant to Section 6.1(a) or (b).

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 case excerpt and choose the best holding from the options. Case excerpt: 403. Beechum essentially incorporates Rule 403's balancing test as its second prong. See Crawley, 533 F.3d at 355. 6 . The fallacy of this "only identity is at issue” theory is shown by the following hypothetical. Suppose X is charged with murdering Y. Can X avoid the introduction of evidence to show he had a motive to murder Y by conceding that somebody with a motive murdered Y, just not him? 7 . Further, we may affirm the district court’s denial a motion to suppress evidence based on any basis in the record. See United States v. Pack, 612 F.3d 341, 347 (5th Cir.2010); United States v. Charles, 469 F.3d 402, 405 (5th Cir.2006). The district court held the evidence as admissible to prove motive, intent, or identity. The dissenting opinion appears to concede that th (6th Cir.1994) (<HOLDING>); United States v. Tai 994 F.2d 1204, 1210 (7th Options: A. holding trial court improperly instructed jury in trial for possession of cocaine base with intent to distribute that evidence of defendants similar acts of possession was admissible to show motive where motive was not element of crime charged and defendant did not contest motive B. holding that motive is circumstantial evidence of intent C. holding other crimes evidence admissible to show motive where motive was put in issue by defense at trial D. holding 404b evidence admissible under intent exception but not motive exception where motive not contested E. holding extrinsic evidence of defendants motive to possess gun inadmissible where defendant did not contest the issue of motive

assistant: The best answer is A. holding trial court improperly instructed jury in trial for possession of cocaine base with intent to distribute that evidence of defendants similar acts of possession was admissible to show motive where motive was not element of crime charged and defendant did not contest motive
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 and deemed effective when executed by the Borrower, each other Loan Party, Agent, and each Lender whose signature is provided for on the signature pages hereof and Agent shall have received counterparts of each such signature page.

assistant: Effectiveness
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: broad concept of determination prior to provision of a map would allow for the system to flexibly select a region or a user to select such a region. Necessarily a region must be determined before a map is provided. This would be true even if the term “predetermined” were ignored. This is not the broad meaning to be given the term “predetermined region” in this context. CI-VIX chose to limit the region to a “predetermined” region and I cannot read this limitation out of the claims. See Ethicon Endo-Surgery, Inc. v. United States Surgical Corp., 93 F.3d 1572, 1583 (Fed.Cir. 1996) (“[Plaintiff] need not have included this limitation in its claim. Having done so, it. must live with the language it chose.”); Exxon Chemical Patents, Inc. v. Lubrizol Corp., 64 F.3d 1553, 1557 (Fed. Cir.1995) (<HOLDING>). Further, it is proper for me to refer to the Options: A. recognizing that the court must give meaning to all the words in the claims B. holding that statutory words must be given their ordinary contemporary meaning C. recognizing we must give insurance policy language its ordinary and generally accepted meaning unless the policy shows that the words used are intended to impart a technical or different meaning D. holding that a contract should be read to give reasonable meaning to all provisions of that contract E. holding that we must give the words in statutes their plain and ordinary meaning

assistant: The best answer is A. recognizing that the court must give meaning to all the words in the claims
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: Within five Business Days following the date of this Agreement, the Company shall reimburse the Kanen Group, in an amount not to exceed $100,000.00, for expenses incurred by the Kanen Group in connection with the execution and effectuation of this Agreement and the transactions contemplated hereby, including, but not limited to, legal and other advisory costs.

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 of the respective rights and obligations of the Parties hereunder will be deemed independent and may be enforced independently irrespective of any of the other rights and obligations set forth herein. If any provision of this Release should be held illegal or invalid, such illegality or invalidity will not affect in any way other provisions hereof, all of which will continue, nevertheless, 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: or in a state of flux, “this Court has not hesitated to render its independent judgment as a matter of distinct and enforceable Pennsylvania constitutional law.” Pap’s AM. v. City of Erie, 571 Pa. 375, 812 A.2d 591, 607 (2002) (addressing freedom of expression) (citing Commonwealth v. Smith, 532 Pa. 177, 615 A.2d 321, 325 (1992) (extending double jeopardy protection under Pennsylvania Constitution) and Ins. Adjustment Bureau v. Ins. Comm’r, 518 Pa. 210, 542 A.2d 1317, 1324 (1988) (addressing commercial speech)). Similarly, we have recognized that decisions based on Pennsylvania’s Declaration of Rights “ensure[s] future consistency in state constitutional interpretation, since federal law is always subject to change.” Commonwealth v. Lewis, 528 Pa. 440, 598 A.2d 975, 979 n. 8 (1991) (<HOLDING>). When considering the rights provided by the Options: A. holding that state prosecutor violated fifth amendment by telling jury that a defendants failure to testify supports an unfavorable inference against him B. holding that a single ballot question encompassing amendments to both article i section 9 and article v section 10c violated the separatevote requirement C. holding that defendants rights under article i section 9 were violated by the failure to provide a noadverse inference instruction D. recognizing that rights under article i section 11 are subject to reasonable limitations E. holding that a defendants fifth amendment rights were violated when an interpreter was withdrawn by the court

assistant: The best answer is C. holding that defendants rights under article i section 9 were violated by the failure to provide a noadverse inference instruction
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: Valley, which the circuit court granted prior to ruling on the motion. In our review of the record, it is clear that Mr. Valley’s deposition reinforced and further supported the existence of Union Pacific's facts, and there was no contrary evidence in the record. 7 . The version of 49 C.F.R. 232.103(n) in effect in 2007, at the time of Johnson’s accident, includes the language “on a grade.” However, this phrase was later removed by an amendment in 2015. 80 Fed. Reg. 47350-01 (published August 6, 2015). While Johnson attached to his brief a copy of the later regulation omitting this phrase, our analysis rests on the version of the regulation that was in force at the time of the accident, in 2007. See Damon v. Grand Trunk W. R.R., No. 2:05CV60, 2006 WL 2699736 (N.D. Ind. Sept. 19, 2006) Options: A. holding that the equitable tolling doctrine applies to the 90day period provided in 8 cfr 323bl2000 for filing motions to reopen based on new facts B. holding that fourteenth amendment only applies to state action C. holding that the fourteenth amendment only applies to state action D. holding that defendant is free to claim protections of 49 cfr 39123l and west virginia common law privilege for former employer reports to prospective employers E. holding that 49 cfr 232103n only applies to unattended equipment left on a grade

assistant: The best answer is E. holding that 49 cfr 232103n only applies to unattended equipment left on a grade
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 has filed or caused to be filed all Federal, state, local and foreign income tax returns required to have been filed by it and has paid or caused to be paid all income taxes shown to be due on such returns except income taxes that are being contested in good faith by appropriate proceedings and for which the Borrower shall have set aside on its books appropriate reserves with respect thereto in accordance with GAAP or that would not reasonably be expected to have a Material Adverse Effect.

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: Borrowers shall not create, incur or permit to exist in favor of any person or entity other than the Bank any mortgage, deed of trust, assignment, security interest or other lien on any of their property now owned or hereafter acquired, other than 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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: ( 9 ) participate in any action that , in the sole and absolute opinion of blizzard entertainment , results or may result in an authorized user of world of warcraft being `` scammed '' or defrauded out of gold , weapons , armor , or any other items that user has earned through authorized game play in world of warcraft .

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 among them. The revenue rule is another. This age-old common law doctrine provides that courts of one sovereign will not enforce unadjudicated tax claims of other sovereigns. See Attorney General of Canada v. R.J. Reynolds Tobacco Holdings, Inc., 268 F.3d 103, 109 (2d Cir.2001); The European Cmty. v. Japan Tobacco, Inc., 186 F.Supp.2d 231, 235 (E.D.N.Y. 2002)("European Cmty. II”). The issue, here, is whether this rule precludes this Court from adjudicating Ecuador’s civil RICO and common law claims. It does. Though the complaint is pled under federal and state law causes of action, the substance of the claim is to enforce Ecuadorian tax laws. This is precisely the type of meddling in foreign affairs the revenue rule prohibits. See Attorney General of Canada, 268 F.3d at 108 (<HOLDING>); European Cmty. II, 186 F.Supp.2d at 235, 242 Options: A. holding that health care trust funds that paid medical claims could not sue tobacco companies under rico because their injury was derivative of smokers injury and stating a direct relationship between the injury and the alleged wrongdoing although not the sole requirement of rico proximate causation has been one of its central elements citations omitted B. holding that policy holders lacked standing under rico to sue tobacco companies for increased costs of insurance passed on to them as a result of the increased costs of treating smokingrelated illnesses C. holding that a union health trust had standing to sue tobacco companies to recover medical expenses paid by the trust and allegedly caused by beneficiaries smoking D. holding that revenue rule precluded a civil rico claim brought by canada to enforce its taxing scheme on several american tobacco companies E. holding that because civil rico is penal in nature illinois twoyear statute of limitations for actions based on a statutory penalty applies to civil rico claims

assistant: The best answer is D. holding that revenue rule precluded a civil rico claim brought by canada to enforce its taxing scheme on several american tobacco companies
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: Nevada state prisoner Christopher Jones appeals pro se the district court’s judgment, dismissing under 28 U.S.C. § 1915(e), his 42 U.S.C. § 1983 action alleging that he was entitled to entry of default pursuant to Federal Rule of Civil Procedure 55(a) against a defendant in another civil rights action. We have jurisdiction under to 28 U.S.C. § 1291. We review de novo, Barren v. Harrington, 152 F.3d 1193, 1194 (9th Cir.1998) (order), and we affirm. The district court properly dismissed Jones’ action against the United States District Court and court officials because these defendants are immune from liability. See Moore v. Brewster, 96 F.3d 1240, 1243-44 (9th Cir.1996) (<HOLDING>). The district court properly dismissed Jones’ Options: A. holding that a prisoners transfer mooted claims for declaratory and injunctive relief B. holding that judicial immunity was not a bar to awards of attorneys fees and costs or to demands for injunctive relief C. holding that there is an exception to eleventh amendment immunity for actions seeking declaratory and injunctive relief against state officials for alleged violations of federal law D. holding that neither injunctive nor declaratory relief is available to private litigants under the fdcpa E. holding that the judicial immunity available to federal officers extends to section 1983 actions for declaratory and injunctive relief

assistant: The best answer is E. holding that the judicial immunity available to federal officers extends to section 1983 actions for declaratory and injunctive relief
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 the parties and their respective Successors. Without limiting the foregoing, Assignee shall have the right to assign this Agreement to its Successors, and all covenants and agreements hereunder shall inure to the benefit of and be enforceable by said Successors.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement, together with the Schedules and Terminal Service Orders and the other agreements executed on the date hereof in connection with the transactions contemplated by the Contribution Agreement, constitutes the entire agreement among the Parties pertaining to the subject matter hereof and supersedes all prior agreements and understandings of the Parties in connection therewith. In the event of a conflict of provisions of this Agreement and the Omnibus Agreement, the provisions of the Omnibus Agreement shall prevail with respect to issues related to the contribution of the assets described therein, but not with respect to the ordinary operations of such assets as set forth in this Agreement.

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: forty or more members. See id. at 936. A plaintiff need not provide “a precise quantification of their class,” and courts may “make common sense assumptions” to support a finding of numerosity. Pecere v. Empire Blue Cross and Blue Shield, 194 F.R.D. 66, 69 (E.D.N.Y.2000). Nevertheless, a plaintiff seeking class certification “ ‘must show some evidence of or reasonably estimate the number of class members.’ ” Pecere, 194 F.R.D. at 69 (quoting LeGrand v. New York City Trans. Auth., 1999 WL 342286 *3 (May 26, 1999)). Where the plaintiffs assertion of numerosity is pure speculation or bare allegations, the motion for class certification fails. See Demarco v. Edens, 390 F.2d 836, 845 (2d Cir.1968); Reese v. Arrow Financial Servcs. LLC, 202 F.R.D. 83, 2001 WL 901280 (D.Conn. June 14, 2001) (<HOLDING>); Wilner, 198 F.R.D. at 396 (finding that the Options: A. recognizing that in determining numerosity the proper focus is not on numbers alone but on whether joinder of all members is practicable in view of the numerosity of the class and all other relevant factors B. holding that a complaints bare assertions alone were insufficient for certification C. holding that bare assertions of numerosity are insufficient and the plaintiff must reasonable estimate or provide some evidence of the number of class members D. holding that a potential class of 256 members did not satisfy numerosity E. recognizing that in determining numerosity courts must consider the geographical dispersion of the class the ease with which class members may be identified the nature of the action and the size of each plaintiffs claim

assistant: The best answer is C. holding that bare assertions of numerosity are insufficient and the plaintiff must reasonable estimate or provide some evidence of the number of class members
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: After the Closing, each Party shall use its commercially reasonable efforts to take such further actions, including obtaining or transferring to the other Party all necessary Permits, Consents, orders and Contracts and executing and causing its Affiliates to execute such further documents, as may be necessary or reasonably requested by another Party in order to effectuate the intent of this Agreement and to provide such other Party with the intended benefits of this Agreement.

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 Amendment is a Loan Document. This Amendment, together with the other Loan Documents (collectively, the “ Relevant Documents ”), sets forth the entire understanding and agreement of the parties hereto in relation to the subject matter hereof and supersedes any prior negotiations and agreements among the parties relating to such subject matter. None of the terms or conditions of this Amendment may be changed, modified, waived or canceled orally or otherwise, except in writing and in accordance with Section 11.01 of the Credit Agreement.

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: effect that he had left the apartment and then she hears the arrest outside. So even though she leaves a gap of time, still he’s in the apartment and then there’s the arrest of or the stopping of other people outside. THE COURT: I’m not going to give an alibi instruction. 6 . The case is therefore distinguishable from Greenhow, where "neither appellant nor any of his witnesses testified that he was not at the scene of the crime at the time government witnesses placed him there.” 490 A.2d at 1135. 7 . This is not to say, however, that an alibi instruction is necessarily warranted where the defendant merely denies being present at the scene at the time of the crime without offering any further details as to his or her whereabouts. See State v. Diamond, 280 S.C. 296, 312 S.E.2d 550 (1984) (<HOLDING>). 8 .Finding reversible error in the trial Options: A. holding that the district court did not abuse its discretion by denying the defendant an opportunity to recall a witness who had already testified and been subject to crossexamination B. holding that the defendant could not appeal a jury instruction where he did not object to the challenged instruction but in fact requested it and stated he was satisfied with it C. holding that alibi instruction was not warranted where defendant merely claimed that he could not recall his whereabouts at the time of the crime and testified only that he had never seen the undercover officer who allegedly purchased heroin from him D. holding that the defendant could not prove prejudice from alleged ineffective assistance because he has never claimed that but for counsels errors he would have pleaded not guilty and insisted upon going to trial E. holding that defendant was not resident of his mothers household even though his drivers license listed his mothers address and he received mail there because he expressed a belief that his residence was in a different location than his mothers home he rented and occupied his own residence and he testified that he was only living with his mother after expiration of his lease until he could find another place to live

assistant: The best answer is C. holding that alibi instruction was not warranted where defendant merely claimed that he could not recall his whereabouts at the time of the crime and testified only that he had never seen the undercover officer who allegedly purchased heroin from him
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: and on June 25, 2002, recommended to the Commission that disciplinary charges be filed. The Commission filed its disciplinary petition on October 23,2002, more than three years after the complaint against respondent was filed. On December 20, 2002, respondent filed a Motion to Dismiss, a Response to Petition for Disciplinary or Remedial Action, and a Request for a Hearing in the Circuit Court for Washington County. On March 31, 2003, Judge Boone heard arguments regarding the Motion to Dismiss. Finding that the Circuit Court lacked the authority to rule on the motion, Judge Boone denied the motion. We note that Judge Boone was correct in denying respondent’s Motion to Dismiss. See Attorney Grievance Commission of Maryland v. Harris, 310 Md. 197, 200 n. 2, 528 A.2d 895, 896 n. 2 (1987) (<HOLDING>). Respondent’s Motion to Dismiss is denied. His Options: A. holding that when an appellate court determines that it lacks jurisdiction the only thing it can do is dismiss the appeal B. holding that the hearing judge in attorney discipline matters lacks authority to dismiss the petition C. holding that a review committee of the kansas board for discipline of attorneys had the authority to dismiss a complaint against an attorney with or without prejudice and when dismissal was ordered without specifying the nature of the dismissal the dismissal was without prejudice to the filing of later proceedings on the same matter D. recognizing that a federal court is obliged to dismiss a case whenever it appears the court lacks subject matter jurisdiction E. holding that the discretionary function does not apply where the decisionmaker lacks authority

assistant: The best answer is B. holding that the hearing judge in attorney discipline matters lacks authority to dismiss the petition
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 of the letter agreement is a release of legal claims. In this section, you are agreeing to release all legal claims against the Company and the other releasees defined below that arise up to the date you sign the letter agreement. Please carefully review this section with your attorney, or other trusted advisor, and do not sign this document unless you understand what this section says.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Effective as of the Restatement Date, this Restated Agreement constitutes the entire agreement between the parties regarding the subject matter hereof, and supersedes all prior or contemporaneous understandings oi agreements regarding the subject matter hereof, whether oral or written, including the 2017 Agreement; provided, however, that if this Restated Agreement is terminated in accordance with Section 7.1, then the 2017 Agreement shall be deemed to have been continuously in effect after the Restatement Date and shall remain in full force and effect in accordance with its terms. This Restated Agreement shall be modified or amended only by a writing specifically referring to this Restated Agreement signed by both Eton and Eyemax.

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: blizzard entertainment has the right to obtain `` non-personal '' data from your connection to world of warcraft in order to make certain demographic assumptions regarding the users of world of warcraft without any further notice 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 legal provision and list the applicable contract clause categories. Provision: (a) All notices and other communications provided for hereunder shall, unless otherwise stated herein, be in writing (including facsimile communication) and shall be personally delivered or sent by certified mail, postage prepaid, via nationally recognized courier or by facsimile, to the intended party at the mailing address or facsimile number of such party set forth under its name on the signature pages hereof or at such other address or facsimile number as shall be designated by such party in a written notice to the other parties hereto. All such notices and communications shall be effective (i) if personally delivered, when received, (ii) if sent by certified mail three (3) Business Days after having been deposited in the mail, postage prepaid, (iii) if via nationally recognized courier for delivery the next Business Day, and (iv) if transmitted by facsimile, when sent, receipt confirmed by telephone or electronic means (and shall be followed by a hard copy sent by first class mail).

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement constitutes an amendment and restatement of the Existing Revolving Credit Agreement effective from and after the Restatement Effective Date. The execution and delivery of this Agreement shall not constitute a novation of any indebtedness or other obligations owing to Agent, any Lender, Swingline Lender, or Issuing Bank under the Existing Revolving Credit Agreement based on any facts or events occurring or existing prior to the execution and delivery of this Agreement. On the Restatement Effective Date, the credit facilities described in the Existing Revolving Credit Agreement shall be amended and supplemented by the facilities described herein, and all loans, Letters of Credit, and other obligations of any Borrower outstanding as of such date under the Existing Revolving Credit Agreement shall be deemed to be loans, Letters of Credit, and obligations outstanding under the corresponding facilities described herein, without further action by any Person. Unless otherwise provided in any other Loan Document, any fees and interest accrued under the Existing Revolving Credit Agreement shall accrue up to (but not including) the Restatement Effective Date at the rates and in the manner provided in the Existing Revolving Credit Agreement but shall be due and payable at the times and in the manner provided under this Agreement. All costs and expenses which were due and owing under the Existing Revolving Credit Agreement shall continue to be due and owing under, and shall be due and payable in accordance with, this Agreement. On and after the Restatement Effective Date, each and every reference in the Loan Documents to this Agreement, and to the capitalized terms as defined in this Agreement (including, without limitation, the terms “Loans.” “Letter of Credit,” and “Obligations”) shall be deemed to refer to and mean this Agreement, and such capitalized terms as defined and used in this Agreement. Each Borrower further confirms and agrees that all such Loan Documents are and shall remain in full force and effect on and after the Restatement Effective Date, except as otherwise expressly provided herein or therein or except to the extent the same are amended, restated, supplemented or otherwise modified on the Restatement Effective Date. The amount of each Lender’s Revolving Commitment, as of the Restatement Effective Date, shall be as set forth on Schedule I , and Agent and each Lender shall cooperate in good faith to make all payments and fundings which Agent and the Lenders must make to reallocate the Revolving Commitments and the Obligations in respect thereof among the Lenders in accordance with their respective Revolving Commitments as set forth on Schedule I .

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: his bank account. The IJ was not obligated to credit these explanations, particularly given that the Government attorney had asked whether Li had sought—not received— permission to return to China. Majidi v. Gonzales, 430 F.3d 77, 80 (2d Cir. 2005) (explaining that the agency is not required to credit an explanation that is merely plausible or possible). Nor was the IJ obligated to credit Li’s alternative explanation that his filial duty to his father overcame his fear of returning to China. As the IJ observed, Li’s attempt to return to China undercut his professed subjective fear of persecution. In that respect, Li’s inconsistent testimony went to the heart of his claim. 8 U.S.C. § 1158(b)(1)(B)(iii); see also Xian Tuan Ye v. Dep’t of Homeland Sec., 446 F.3d 289, 295 (2d Cir. 2006) (<HOLDING>). Li’s false statement supports the agency’s Options: A. holding that material alterations in the applicants account of persecution are sufficient to support an adverse credibility finding B. holding that an adverse credibility determination must be supported by a true inconsistency C. holding that history of dishonesty can support an adverse credibility finding D. holding that a single inconsistency concerning the nature of the applicants mistreatment afforded substantial evidence to support the adverse credibility finding E. holding that a material inconsistency in an aspect of the applicants story that served as an example of the very persecution from which he sought asylum affords substantial evidence to support the adverse credibility finding internal quotations omitted

assistant: The best answer is D. holding that a single inconsistency concerning the nature of the applicants mistreatment afforded substantial evidence to support the adverse credibility finding
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: a small purchase, rather than smaller genuine bills in defendant’s possession as a circumstance from which guilty knowledge could be inferred). These cases, however, reflect a concern with convicting an innocent bystander “passed” counterfeit bills without knowledge of their lack of authenticity. A rational jury could, on this evidence, have found beyond a reasonable doubt that he had the intent to defraud. The requisite fraudulent intent required by the statute, 18 U.S.C. § 472, may be inferred from surrounding circumstances or circumstantial evidence and thus need not be proven directly. See United States v. Tucker, 820 F.2d 234 (7th Cir.1987) (“The requisite fraudulent intent may be inferred from the surrounding circumstances.”); United States v. Sink, 586 F.2d 1041 (5th Cir.1978) (<HOLDING>); United States v. Carlson, 359 F.2d 592 (3d Options: A. holding that surrounding circumstances often supply inferences of knowledge which adequately prove intent B. holding that trial court may consider circumstances surrounding making of agreement in determining whether agreement is ambiguous and noting that ambiguity exists when language of agreement in and of itself supports reasonable interpretation distinct from reasonable interpretation reached when language is read in light of surrounding circumstances C. holding that to determine whether a statement was voluntary the court must consider the totality of all the surrounding circumstances both the characteristics of the accused and the details of the interrogation and decide whether a defendants will was overborne by the circumstances surrounding the giving of a confession D. recognizing that the intent element is to be gleaned from all the surrounding facts and testimony and not solely from the subjective intent of the original shipper E. holding that parties intent to create or extend agency relationship may be inferred from their conduct viewed in light of all circumstances surrounding transaction

assistant: The best answer is A. holding that surrounding circumstances often supply inferences of knowledge which adequately prove intent
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 Arizona, excluding that body of law relating to conflict of laws. In any action between any of the parties arising out of or relating to this Agreement, each of the parties irrevocably and unconditionally consents and submits to the exclusive jurisdiction and venue of the state and federal courts located in California.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: error Austin v. State, 603 N.E.2d 169, 171 (Ind.Ct.App.1992) trans. denied. Thus, Miles has waived consideration of any error resulting from admission of the in-court identification evidence by his failure to object at trial. Id. Waiver notwithstanding, Detective Gieselman's pre-trial identification was not impermissibly suggestive so that it tainted his in-court identification. A conviction based on eyewitness identification at trial following a pre-trial identification by photograph will be set aside on that ground only if the photographic identification procedure was so impermissibly suggestive as to give rise to a very substantial likelihood of misidentification. O'Connell v. State, 742 N.E.2d 943, 948 (Ind.2001); see also Swigeart v. State, 749 N.E.2d 540, 544 (Ind.2001) (<HOLDING>). Our supreme court has long held that the Options: A. holding that to protect defendants sixth amendment rights a court must determine whether witness identification testimony was tainted by impermissibly suggestive procedures B. holding that a showup identification was not impermissibly suggestive where it took place immediately after the unlawful conduct and was necessary to avoid arresting the wrong person C. holding due process requires suppression of testimony regarding pretrial identification when procedure employed is impermissibly suggestive D. holding when the defendant timely objected to an incourt identification by an eyewitness the trial judge should have directed the government to provide an outofcourt lineup or other protective procedure to avoid an impermissibly suggestive incourt identification E. holding that a spontaneous accidental identification by two law enforcement officials of a suspect in handcuffs upon their return to the police station was not impermissibly suggestive

assistant: The best answer is C. holding due process requires suppression of testimony regarding pretrial identification when procedure employed is impermissibly suggestive
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: United States v. Jackson, 196 F.3d 383, 386 (2d Cir.1999)). The Fourth Circuit has in turn expressly rejected the Second Circuit’s approach in favor of yet another. In the Fourth Circuit, “if the defendant contested the omitted element, Neder mandates a second inquiry. In that event, we must determine whether the ‘record contains evidence that could rationally lead to a contrary finding with respect to that omitted element.’ ” United States v. Brown, 202 F.3d 691, 701 (4th Cir.2000) (quoting Neder, 527 U.S. at 19, 119 S.Ct. 1827). 3. Criticism in the State Courts Several state supreme courts have held that their state constitutions provide a broader jury trial guarantee than Neder recognized in the federal Constitution. See, e.g., Harrell v. State, 134 So.3d 266, 270-75 (Miss.2014) (<HOLDING>); State v. Kousounadis, 159 N.H. 413, 986 A.2d Options: A. holdingthat an error in instructing the jury that an offense could be committed by a statutory method not charged in the indictment is cured where the court provides the jury with the indictment and instructs jurors that the burden of proof rests upon the state to prove every material allegation of the indictment and every essential element of the crime charged beyond a reasonable doubt citation omitted B. holding that when mississippi adopted a statute modeled after a georgia enactment decisions of the georgia courts did not bind mississippi courts in interpretation of the statute C. holding under the mississippi constitution that it is always and in every case reversible error for the courts of mississippi to deny an accused the right to have a jury decide guilt as to each and every element D. holding that a jury instruction directing the verdict on one element deprived defendant of the right to a jury determination on every element of the charged offense and thus constituted structural error E. holding that even when a jury instruction is defective such a defect is cured when the court provides the jury with the indictment and instructs jurors that the burden of proof rests upon the state to prove every material allegation of the indictment and every essential element of the crime charged beyond a reasonable doubt

assistant: The best answer is C. holding under the mississippi constitution that it is always and in every case reversible error for the courts of mississippi to deny an accused the right to have a jury decide guilt as to each and every element
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: In the event of the invalidity of any provisions of this Agreement or if this Agreement contains any gaps, the Parties agree that such invalidity or gap shall not affect the validity of the remaining provisions of this Agreement. The Parties will replace an invalid provision or fill any gap with valid provisions which most closely approximate the purpose and economic effect of the invalid provision or, in case of a gap, the Parties’ presumed intentions. In the event that the terms and conditions of this Agreement are materially altered as a result of the preceding sentences, the Parties shall renegotiate the terms and conditions of this Agreement in order to resolve any inequities. Nothing in this Agreement shall be interpreted so as to require either Party to violate any applicable Laws.

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: 25 N.Y.2d 112, 119, 302 N.Y.S.2d 799, 803, 250 N.E.2d 214 (1969)). The parties' briefs assume that New York law applies to plaintiffs’ state law claims. Such "implied consent ... is sufficient to establish choice of law.” Motorola Credit Corp. v. Uzan, 388 F.3d 39, 61 (2d Cir.2004) (citing Krumme v. WestPoint Stevens, Inc., 238 F.3d 133, 138 (2d Cir.2000)). 131 . E.g., Remington Rand Corp. v. Amsterdam-Rotterdam Bank, N.V., 68 F.3d 1478, 1483 (2d Cir.1995). 132 . E.g., Manela v. Garantia Banking, 5 F.Supp.2d 165, 178-79 (S.D.N.Y.1998). As with Rule 10b-5, knowledge or recklessness is sufficient to satisfy the scienter element for common law fraud. See, e.g., Suez Equity Investors, 250 F.3d at 104-05. 133 . E.g., Cont'l Ins. Co. v. Mercadante, 222 A.D. 181, 225 N.Y.S. 488 (1927) (<HOLDING>); In re WorldCom, Inc. Sec. Litig., No. 02 Civ. Options: A. recognizing cause of action where plaintiffs allege fraud in inducing not the purchase of the bonds but their retention after purchase B. holding that a claim arises from the purchase or sale of a security only if there is an allegation of fraud in the purchase sale or issuance of the instrument C. holding that where purchaser had taken possession and paid part of the purchase price the statute of frauds did not bar enforcement of a purchase agreement D. recognizing cause of action E. recognizing the cause of action

assistant: The best answer is A. recognizing cause of action where plaintiffs allege fraud in inducing not the purchase of the bonds but their retention after purchase
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: You agree that in the event any arbitrator or court of competent jurisdiction shall finally hold that any provision of Section 6 above is void or constitutes an unreasonable restriction against you, such provision shall not be rendered void but shall be enforced to such extent as such arbitrator or court, as the case may be, may determine constitutes a reasonable restriction under the circumstances. If any part of this Agreement other than Section 6 above is held by an arbitrator or court of competent jurisdiction to be invalid, illegal or incapable of being enforced in whole or in part by reason of any rule of law or public policy, such part shall be deemed to be severed from the remainder of this Agreement for the purpose only of the particular legal proceedings in question, and all other covenants and provisions of this Agreement shall in every other respect continue in full force and effect and no covenant or provision shall be deemed dependent upon any other covenant or provision.

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 legal provision and list the applicable contract clause categories. Provision: This Agreement and the other Loan Documents represent the final agreement (OTHER THAN ANY NONDISCLOSURE OR CONFIDENTIALITY PROVISIONS CONTAINED IN ANY NONDISCLOSURE AGREEMENT TO THE EXTENT APPLICABLE TO THE INFORMATION (AS DEFINED HEREIN)) among the parties hereto and may not be contradicted by evidence of prior, contemporaneous, or subsequent oral agreements of the parties hereto. There are no unwritten oral agreements among the parties hereto with respect to the subject matter hereof.

assistant: Entire Agreements