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: that it was ready, willing, and able to perform because the contract characterized the deposits as liquidated damages, and a party seeking liquidated damages need not prove actual damages. We are not persuaded. “To bring an action for the breach of the contract, the plaintiff has the burden of proving the existence of the contract, its breach and the resulting damages.” Graham v. Asbury, 112 Ariz. 184, 185, 540 P.2d 656, 657 (1975). A liquidated damages clause relieves the plaintiff of the burden of proving the amount of actual damages caused by the breach. Mech. Air Eng’g Co. v. Totem Constr. Co., 166 Ariz. 191, 193, 801 P.2d 426, 428 (App.1989). But it does not establish whether a breach suffi cient to support damages has occurred. See Bowen v. Korell, 587 P.2d 653, 657 (Wyo. 1978) (<HOLDING>). Although the contract stipulated the amount Options: A. holding that a cause of action for breach of contract accrues at the time of the breach B. holding that no reporters record was required in suit to recover damages for breach of employment contract because the claim for damages was liquidated and proved by the employment contract attached to the petition C. holding party in breach could not maintain suit for breach of contract D. holding that when a contract contemplates liquidated damages only for a specified breach the provision will have no force and effect except upon proof of the breach provided for by the agreement E. recognizing that the elements of a claim for breach of contract are 1 existence of a valid contract and 2 breach of the terms of that contract

assistant: The best answer is D. holding that when a contract contemplates liquidated damages only for a specified breach the provision will have no force and effect except upon proof of the breach provided for by the agreement
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 Obligor shall keep accurate and complete records of its Equipment, including kind, quality, quantity, cost, acquisitions and dispositions thereof, and shall submit to Agent, on such periodic basis as Agent may request, a current schedule thereof, in form reasonably satisfactory to Agent. Promptly upon request, Obligors shall deliver to Agent evidence of their ownership or interests in any Equipment.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: the offense was finally consummated or committed.” Id. at 903 n. 4. Therefore, the court held that the application of the 1997 gain time statute was proper because the true continuing offense was “committed” in 1996 and that different versions of the sentencing guidelines and gain time statutes can apply to a defendant’s sentence. Id. at 902, 904. Similarly, the 1997-gain time statute applies to Cornett’s sentences on the first three counts because they were continuing offenses with the last acts committed in 1997. Therefore, they were “committed on or after October 1, 1995.” § 944.275(4)(b)(3), Fla. Stat. (1997); Young, 820 So.2d at 902-03. Even though counsel’s advice to Cornett was based on counsel’s honest misunderstanding of the gain time statutes, Cornett is entitled to wit 004) (<HOLDING>). Conclusion Accordingly, we reverse the trial Options: A. holding that a defendant who has successfully challenged his plea in one ease should be allowed to withdraw his plea in a second case when both cases were part of one negotiated settlement of his charges B. holding jeopardy did not attach where defendant pled to one charge but refused to voluntarily withdraw his plea to the second charge in accordance with the terms of the plea agreement C. holding that a defendant who is allowed to withdraw his plea must either withdraw his plea to all charges or to none when his plea to all charges was part of an agreement with the state D. holding that where a defendant is misled and induced to plead by his counsels mistaken advice then he may be allowed to withdraw his plea E. holding that defendant should have been allowed to withdraw guilty plea postsentence in part on basis that the same district judge ruled that similar facts in codefendants case did not constitute crime

assistant: The best answer is A. holding that a defendant who has successfully challenged his plea in one ease should be allowed to withdraw his plea in a second case when both cases were part of one negotiated settlement of his charges
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 is governed by and construed and enforced in accordance with the Laws of the State of Delaware, without giving effect to any conflicts of law principles that would result in the application of any Law other than the Law of the State of Delaware.

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: by $18,976). As a result, the 1992 payment, despite satisfying part of the Greers’ 1982 tax liability, was not a "pay ment of the [full] tax,” and therefore did not end the penalty period for the 1982 underpayment. Because this complication is irrelevant to our resolution of the Greers' appeal, we ignore it. 4 . There is a tension between the Greers’ argument and their failure to challenge the IRS's assessment of the amount of the 1995 refund as a tax liability. A similar tension is evident in some of the erroneous nonrebate refund cases. See, e.g., Bilzerian, 86 F.3d at 1069 (stating that although "no erroneous refund— whether rebate or non-rebate — can revive [a paid tax liability],” nonrebate refunds may be recovered through a supplemental assessment); cf. Frontone, 383 F.3d at 662 Options: A. recognizing and resolving tension among ninth circuit cases applying conflicting versions of the harmless error standard in civil cases B. recognizing this method C. recognizing this tension D. recognizing this rule E. recognizing this presumption

assistant: The best answer is C. recognizing this tension
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 (i) (A) Maker breaches this Promissory Note or an Event of Default occurs and (B) this Promissory Note is placed in the hands of an attorney for collection or enforcement or is collected or enforced through any legal proceeding or Payee otherwise takes action to collect amounts due under this Promissory Note or to enforce the provisions of this Promissory Note or (ii) there occurs any bankruptcy, reorganization, receivership of Maker or other similar proceedings affecting rights of Maker's creditors and involving a claim under this Promissory Note, then Maker shall pay the reasonable costs incurred by Payee for such collection, enforcement or action or in connection with such bankruptcy, reorganization, receivership or other proceeding, including, but not limited to, reasonable attorneys' fees and disbursements.

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: When the Nonqualified Option becomes Vested, you may exercise the Nonqualified Option in whole or in part, but only with respect to whole Option Shares. To exercise your Nonqualified Option, you must follow the provisions of the Award Agreement and any instructions provided to you from time to time by the Company, which will include notice stating the number of Class A Common Shares you have elected to purchase and payment of the Exercise Price for that number of Class A Common Shares.

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: to EDCR 1.48, which permits qualified judges to serve as masters and claims that the local rule does not unconstitutionally expand the jurisdiction of the justices of the peace. I disagree. Through EDCR 1.48, the district court allows a justice of the peace, by virtue of his or her status as a justice of the peace, to perform the duties granted to masters under NRS 3.245. In doing so, the court rule grants justices of the peace jurisdiction in felony cases that the Legislature has expressly denied them. To this extent, EDCR 1.48 expands the justice of the peace’s jurisdiction, and it is unconstitutional. As this court recently held in Hernandez v. Bennett-Haron, only the Legislature can expand the jurisdiction of the justices of the peace. 128 Nev. 580, 596, 287 P.3d 305, 316 (2012) (<HOLDING>); see also Nev. Const. art. 6, § 8 (“The Options: A. holding that the county attorney had de facto authority and noting that the objection to the county attorneys authority was first made on appeal B. holding that by providing for the participation of justices of the peace in clark countys inquest proceedings the clark county board of county commissioners has unconstitutionally impinged on the legislatures constitutionally delegated authority C. holding that a forumselection clause was mandatory where it stated that for any action brought to enforce such terms and conditions venue shall lie exclusively in clark county washington D. holding before the apa definition of person was amended to include county that the board of county commission ers of dolores county could not sue the state agency that had ordered reappraisals of real property in dolores county in connection with valuation for ad valorem taxation because the board of county commissioners was not a person under the apa and did not otherwise have authority to sue under statute or constitution E. holding that notwithstanding language of statute authorizing appointment of a county architect by the board of commissioners of cook county such appointee is not an officer where he has no stated salary but is employed on a commission basis and where his work is generally casual and not continuous even though he is frequently referred to in the records of the county board as an officer

assistant: The best answer is B. holding that by providing for the participation of justices of the peace in clark countys inquest proceedings the clark county board of county commissioners has unconstitutionally impinged on the legislatures constitutionally delegated 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: injury by the debtor to another entity, that is owed by an institution-affiliated party of an insured depository institution to a federal regulatory agency; and (4) debt in connection with fraud in obtaining financial aid at an institution of higher education. Notably, there is no general exception provided for nondischargeable debts. The plain language of section 522(c) thus provides that exempt property cannot be used to satisfy "any" debt that aroge prior to the bankruptey-including a nondischargeable one-unless that nondis-chargeable debt falls within one of the four enumerated exceptions. Numerous courts have come to this conclusion regarding the intersection of exempt property and nondis-chargeable debt. See, e.g., Walters v. U.S. Nat'l Bank, 879 F.2d 95, 96-97 (3d Cir.1989) (<HOLDING>); In re Karrer, 183 B.R. 177, 180 Options: A. holding that section 12a2 did not apply to a private placement memorandum which was subject to a section 42 exemption B. holding that an exemption can be claimed even in the face of nondischargeable debt and noting that congress was well aware of the relationship between section 522c and section 528 and carefully excepted from the exemption section some but not all nondischargeable debts C. holding that section 4a12 is a broadly applicable section of the guidelines D. holding that a party waives an argument that it raises in the background section of its brief but not in the argument section E. holding that the limitations provisions of section 74251a and section 33004e conflict and that section 74251a prevails

assistant: The best answer is B. holding that an exemption can be claimed even in the face of nondischargeable debt and noting that congress was well aware of the relationship between section 522c and section 528 and carefully excepted from the exemption section some but not all nondischargeable debts
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: Failure of a Party to enforce one or more of the provisions of this Agreement or to require at any time performance of any of the obligations hereof shall not be construed to be a waiver of such provisions by such Party nor to in any way affect the validity of this Agreement or such Party’s right thereafter to enforce any provision of this Agreement, nor to preclude such Party from taking any other action at any time which it would legally be entitled to take.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: (a) No failure or delay by the Administrative Agent, any Issuing Bank or any Lender in exercising any right or power hereunder or under any other Loan Document shall operate as a waiver thereof, nor shall any single or partial exercise of any such right or power, or any abandonment or discontinuance of steps to enforce such a right or power, preclude any other or further exercise thereof or the exercise of any other right or power. The rights and remedies of the Administrative Agent, the Issuing Banks and the Lenders hereunder and under any other Loan Document are cumulative and are not exclusive of any rights or remedies that they would otherwise have. No waiver of any provision of any Loan Document or consent to any departure by any Borrower therefrom shall in any event be effective unless the same shall be permitted by paragraph (b) of this Section, and then such waiver or consent shall be effective only in the specific instance and for the purpose for which given. Without limiting the generality of the foregoing, the making of a Loan or issuance of a Letter of Credit shall not be construed as a waiver of any Event of Default, regardless of whether the Administrative Agent, any Lender or any Issuing Bank may have had notice or knowledge of such Event of Default at the time.

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 legal provision and list the applicable contract clause categories. Provision: As compensation for services rendered hereunder, the Executive shall initially receive a salary of $450,000 annually (the “ Base Salary ”), which shall be paid in accordance with the Company’s then prevailing payroll practices. The Executive may receive increases (but not decreases) in his Base Salary as the Board, or the compensation committee of the Board, may approve in its sole discretion from time to time; provided that the Executive’s Base Salary will be reviewed for potential upward adjustment not less often than annually.

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

user: All rights to confidential information are reserved by the disclosing party and no rights or obligations, other than those expressly recited herein, are granted or to be implied from this agreement. All confidential information of the disclosing party is acknowledged by the receiving party to be the property of the disclosing party and the disclosure of the confidential information shall not be deemed to confer any rights to that confidential information on the receiving party.

assistant: Yes
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 any increased repression of Falun Gong practitioners continued after the 2008 Olympics and into 2009. See Siewe v. Gonzales, 480 F.3d 160, 167 (2d Cir.2007) (“Where there are two permissible views of the evidence, the factfinder’s choice between them cannot be clearly erroneous.”)(internal quotation marks omitted); see also Jian Hui Shao v. Mukasey, 546 F.3d 138, 169 (2d Cir.2008) (reviewing the BIA’s factual findings regarding changed country conditions under the substantial evidence standard). Finally, given the BIA’s explicit references to the documentation submitted with the motion to reopen, a reasonable fact-finder would not be compelled to conclude that the BIA ignored any of Huang’s evidence. See Xiao Ji Chen v. U.S. Dep’t of Justice, 471 F.3d 315, 336 n. 17 (2d Cir.2006)(<HOLDING>)(internal quotation marks omitted). Options: A. holding that the court should make factual findings from the record evidence as if it were conducting a trial on the record B. holding that this court does not require the ij to engage in robotic incantations to show that the ij examined each piece of evidence in the record as long as the ij takes into account significant factual assertions offered by a petitioner C. holding that any inherent power to remand to the bia for the consideration of additional evidence should not be exercised where i the basis for the remand is an instruction to consider documentary evidence that was not in the record before the bia and ii the agency regulations set forth procedures to reopen a case before the bia for the taking of additional evidence D. holding that the bia is not required to expressly parse or refute on the record each individual argument or piece of evidence offered by the petitioner as long as it has given reasoned consideration to the petition and made adequate findings E. holding that an administrator need not address each piece of evidence

assistant: The best answer is D. holding that the bia is not required to expressly parse or refute on the record each individual argument or piece of evidence offered by the petitioner as long as it has given reasoned consideration to the petition and made adequate findings
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: each athlete retains ownership , responsibility for , and/or other applicable rights in the user-generated content that they create , and under armour and/or its partners or third parties retain ownership , responsibility for and/or other applicable rights in all ua content .

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

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: we may revise these terms from time to time to better reflect : ( a ) changes to the law , ( b ) new regulatory requirements , or ( c ) improvements or enhancements made to our services .

assistant: Unilateral change
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: Directly or indirectly, use the Loan or the proceeds of the Loan for any purpose which would breach the United States Foreign Corrupt Practices Act of 1977, the UK Bribery Act 2010 and other similar anti-corruption legislation in other jurisdictions with jurisdiction over the Borrower or its Subsidiaries.

assistant: Anti-Corruption 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: employees to determine who has authority to accept service, service is proper when, objectively viewed, it is calculated to give notice to the corporation. See id. at 273, 428 N.Y.S.2d 890, 406 N.E.2d 747 (“[W]hen the corporation is regularly doing business in the State, it generally cannot be heard to complain that the summons was delivered to the wrong person when the process server has gone to its offices, made proper inquiry of the defendant’s own employees, and delivered the summons according to their directions.”). Thus, service may be sustained where the employee accepting service has apparent authority to do so. Courts within the Second Circuit have adopted this broadening approach. See, e.g., Melkaz Int’l Inc. v. Flavor Innovation Inc., 167 F.R.D. 634, 642-43 (E.D.N.Y.1996) (<HOLDING>); Leo v. Gen. Elec. Co., 111 F.R.D. 407, 414 Options: A. holding injured employee who asked his employer for medical assistance and employer refused and employee then went to physician of his own choice employee could recover medical benefits B. holding service on corporation proper where process server went to corporate defendants headquarters identified himself to an employee of corporate defendant and stated that he was there to serve legal papers and the employee then directed him to another employee who accepted service even though neither employee was authorized to accept service and neither represented that she was in fact so authorized because both were obviously corporate defendant employees and the employee redelivered the summons and complaint to an employee authorized to accept service on the same date C. holding that service is not avoided by service on a partys attorney as service on an attorney is ineffective unless he has been authorized to accept such service D. holding that res judicata properly barred claims based on an employers decision to terminate an employee because the termination was not a fresh act of discrimination rather it was the same decision not to allow the employee to return to work that the employee had challenged previously E. holding that a clerical employee was not an agent authorized to accept service of process for the corporation

assistant: The best answer is B. holding service on corporation proper where process server went to corporate defendants headquarters identified himself to an employee of corporate defendant and stated that he was there to serve legal papers and the employee then directed him to another employee who accepted service even though neither employee was authorized to accept service and neither represented that she was in fact so authorized because both were obviously corporate defendant employees and the employee redelivered the summons and complaint to an employee authorized to accept service on the same date
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: same building is the same as searching two or more separate houses and, therefore, probable cause must be established for each residence. See United States v. Hinton, 219 F.2d 324, 325-26 (7th Cir. 1955). An exception to this requirement is recognized where the separate dwellings are under the dominion or control of the target of the investigation. Figert v. State, 686 N.E.2d 827, 830 (Ind. 1997). However, in the absence of allegations about the target of the investigation, when there are two dwellings described under a single address, in order for the supporting affidavit to the warrant application to be sufficient, it must allege facts sufficient to establish probable cause to search either or both dwellings. See, e.g., State v. Marshall, 939 A.2d 813 (N.J. Super. Ct. App. Div. 2008) (<HOLDING>). In the present case, there was no evidence in Options: A. holding that when a warrant did not describe the items to be seized at all it was so obviously deficient that we must regard the search as warrantless B. holding that it is insufficient for a warrant to describe the premises only by street number or any other form of identification common to all of the dwellings when only one of the dwellings is subject to search C. holding that officers executing a search warrant for contraband have the authority to detain the occupants of the premises while a proper search is conducted D. holding that search of backpack constituted a search of defendants person and was not authorized by search warrant for premises E. holding that while a lawfully issued warrant to search premises authorizes the officers executing it to search in a reasonable manner whatever spots within the described premises their professional experience indicates may be used as a cache for the items named in the warranty such a warrant does not by its own force permit a search of the persons residents or visitorswho chance to be at the premises at the time the warrant is executed or belongings of a nonresident visitor present on the premises

assistant: The best answer is B. holding that it is insufficient for a warrant to describe the premises only by street number or any other form of identification common to all of the dwellings when only one of the dwellings is subject to search
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: We distinguished Peck from Al-Hellou, noting that in Peck, the school hired the teacher specifically to work with young people, the teacher’s contact with the victim occurred on work premises, and the contact occurred precisely because “both the employee and the victim were required to be on the work premises.” Id. at 149-50 (citing Peck, 65 Wn. App. at 287). ¶49 We determined that, unlike the employer in Peck, Al-Hellou’s employer was not liable for the employee’s misconduct because (1) the employer did not hire Al-Hellou to work with people; (2) the rape did not occur on the work premises; and (3) “the job duties did not facilitate or enable Al-Hellou to commit the rape” when the victim, who did not live at the apartment building, happened to meet Al-Hellou there. Id. at 149-50 (<HOLDING>). In reaching this conclusion, we noted that Options: A. holding that an employer owes a duty to foreseeable victims to prevent the tasks premises or instrumentalities entrusted to an employee from endangering others B. holding that criminal conduct on premises was not foreseeable C. holding a business owes a duty to protect invitees from reasonably foreseeable harm by third persons D. holding that an agent owes a fiduciary duty to his principal E. holding that the employer remains liable with respect to the duty regardless of the acts or omissions of the person entrusted to perform it

assistant: The best answer is A. holding that an employer owes a duty to foreseeable victims to prevent the tasks premises or instrumentalities entrusted to an employee from endangering others
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 closing of the transactions contemplated in this Agreement (the “ Closing ”) shall take place remotely via the exchange of signatures on the Targeted Closing Date or such other date mutually agreed upon by the Parties, following the satisfaction or waiver by the applicable Party of each of the conditions set forth in Section 5 . The date on which the Closing shall take place is herein referred to as the “ Closing Date .” All Closing transactions shall be deemed to have occurred simultaneously. The representations and warranties in this Agreement shall survive the Closing as set forth in Section 6.1. The covenants or other agreements in this Agreement which by their terms contemplate performance after the Closing Date shall survive the Closing Date for the period contemplated by their terms.

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 case excerpt and choose the best holding from the options. Case excerpt: 4331. The Rule 12(b)(6) defendants respond that: (1) the ATA does not provide for secondary liability as the statute is silent on that issue, see Al Rajhi Bank Br. 41 (citing Cent. Bank of Denver, N.A. v. First Interstate Bank of Denver, N.A., 511 U.S. 164, 182, 184, 114 S.Ct. 1439, 128 L.Ed.2d 119 (1994) (noting that “there is no general presumption that [a] plaintiff may ... sue aiders and abettors” and that statutory silence regarding aiding and abetting liability “indicates a deliberate congressional choice with which the courts should not interfere”)); and (2) plaintiffs do not allege the actions of the Rule 12(b)(6) defendants proximately caused their injuries, see id. at 29 (citing Holmes v. Sec. Investor Prot. Corp., 503 U.S. 258, 267, 112 S.Ct. 1311, 117 L.E , 114 S.Ct. 1439 (<HOLDING>). Second, we held in Rothstein that Congress Options: A. holding that the lower courts erred in finding that the question of the extraterritorial reach of 10b of the securities and exchange act of 1934 was jurisdictional even though nothing in the analysis of the courts below turned on this mistake B. holding that a private plaintiff is not entitled to maintain an aiding and abetting action under 10b or rule 10b 5 C. holding of wilko equally applicable to cases arising under the securities exchange act of 1934 D. holding that claims under 10b of the securities exchange act of 1934 were arbitrable under a predispute arbitration agreement E. holding that an implicit congressional intent to impose aiding and abetting liability could not plausibly be inferred from the statutory silence in 10b of the securities exchange act of 1934

assistant: The best answer is E. holding that an implicit congressional intent to impose aiding and abetting liability could not plausibly be inferred from the statutory silence in 10b of the securities exchange act of 1934
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: when you place an order through our service , an email thanking you for your order and confirming your order has been received and accepted by the partner restaurant ( the `` confirmation email '' ) will be sent to you by us on behalf of the partner restaurant .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Lease contains the entire agreement between the Parties respecting the Premises and all other matters covered or mentioned in this Lease. This Lease may not be altered, changed or amended except by an instrument in writing specifically designated as an amendment to this Lease and signed by both Parties hereto. Lessee acknowledges and agrees that no prior information provided or statements made by Lessor or Lessor's agents ("Prior Information") have in any way induced Lessee to enter into this Lease, and that Lessee has satisfied itself of all its concerns prior to entering into this Lease by conducting an independent investigation of the validity of such Prior Information.

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 legal provision and list the applicable contract clause categories. Provision: For the avoidance of doubt, (a) Purchaser hereby acknowledges that it bears the risk of non-payment by the obligors of the Purchased Loans and associated credit-related losses in respect thereof, and indemnification shall not be available for any such non-payment or associated losses under this Agreement, (b) to the extent that that any rights of Purchaser hereunder, or under any executed Addendum, the Servicing Agreement or any Multi-Party Agreement are assigned or otherwise transferred to a third party in accordance with the terms of this Agreement or such other agreements, as applicable, any such assignee or beneficiary shall not, unless consented to in writing by Seller, be permitted to claim indemnification hereunder and, in the case any such consent shall have been provided by Seller, shall be bound by the limits on indemnification contained in this Section 5.1 as if such assignee or beneficiary were Purchaser, and such assignee or beneficiary may only claim indemnity in conjunction with, or in place of, Purchaser and (c) multiple recoveries for any single breach shall not be permitted.

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: Any notice required or permitted under the terms of this Agreement or required by law must be in writing and must be: delivered in person, sent by first class registered mail, or air mail, as appropriate, or sent by overnight air courier, in each case properly posted and fully prepaid to the appropriate address as set forth below. Either party may change its address for notices by notice to the other party given in accordance with this Section. Notices will be deemed given at the time of actual delivery in person, three business days after deposit in the mail as set forth above, or one day after delivery to an overnight air courier service.

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: Enter into any arrangement, directly or indirectly, with any person whereby it shall sell or transfer any property used or useful in its business, whether now owned or hereafter acquired, and thereafter rent or lease such property or other property which it intends to use for substantially the same purpose or purposes as the property being sold or transferred (a “ Sale and Leaseback Transaction ”), unless (i) the sale of such property is entered into in the ordinary course of business and is made for cash consideration in an amount not less than the Fair Market Value of such property, (ii) the Sale and Leaseback Transaction is permitted by Sections 6.06 and 6.17 and is consummated within 10 Business Days after the date on which such property is sold or transferred, (iii) any Liens arising in connection with its use of the property are permitted by Section 6.02(k) , (iv) the Sale and Leaseback Transaction would be permitted under Section 6.01 , assuming the Attributable Indebtedness with respect to the Sale and Leaseback Transaction constituted Indebtedness under Section 6.01 , and (v) the aggregate Attributable Indebtedness incurred with respect to all such Sale and Leaseback Transactions shall not exceed $35,000,000 at any time outstanding; provided , however , in no event shall any Restricted Party enter into a Sale and Leaseback Transaction with respect to a Collateral Vessel unless the Net Cash Proceeds therefrom either (A) have been used to prepay outstanding Loans in accordance with Section 2.10(b) (vi) (without regard to reinvestment rights thereunder) or (B) have been (x) reinvested or contracted to be reinvested to purchase new Collateral Vessels within 12 months following the date of such Sale and Leaseback Transaction or (y) in the case of the proceeds being contracted to be reinvested, such investment has occurred within 18 month following the date of such Sale and Leaseback Transaction.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: In fact, the trial court found that Hunter was not free to leave because Officer Keller’s car was blocking him in, preventing his exit onto Road 2499. The record contains no evidence of repetitive questioning, lengthy questioning, or the use of physical punishment to force consent. Deferring, as we must, to the trial court’s credibility determinations and to the historical facts impliedly found by the trial court when it granted Hunter’s motion to suppress, we cannot hold that the trial court abused its discretion by concluding either that Hunter’s consent was not voluntary or, as is more probable, by concluding that the State simply failed to meet its burden of establishing the volun-tariness of Hunter’s consent by clear and convincing evidence. Accord Carmouche, 10 S.W.3d at 333 (<HOLDING>); Reyes-Perez v. State, 45 S.W.3d 312, 315-19 Options: A. holding that consent was freely and voluntarily given despite officers advisement that the police could get a search warrant if consent was not given B. holding consent was given involuntarily when a reasonable person would not have felt they had the choice to withhold consent to search C. holding search not to violate fourth amendment where officers belief that apparent landlord had the power to consent and that he had not revoked that consent was reasonable emphasis added D. holding there is no consent as a matter of law where the consent was given under coercion E. holding consent invalid when given under coercive circumstances in which police misrepresented that they had a warrant to search the home

assistant: The best answer is B. holding consent was given involuntarily when a reasonable person would not have felt they had the choice to withhold consent to search
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: n.w.h.) ("Bouillion does state that aggrieved persons can assert direct claims for equitable relief against governmental entities for violations of the provisions of the Texas Bill of Rights.”) (Emphasis added); Harris County v. Going, 896 S.W.2d 305, 308-09 (Tex.App.—Houston [1st Dist. (5th Cir.1998); and Eugene, 65 F.3d at 1304-05. 149 . City of Canton v. Harris, 489 U.S. 378, 389, 109 S.Ct. 1197, 103 L.Ed.2d 412 (1989); Pembaur v. City of Cincinnati, 475 U.S. 469, 483, 106 S.Ct. 1292, 89 L.Ed.2d 452 (1986) (plurality); Gonzalez v. Ysleta ISD, 996 F.2d 745, 752-60 (5th Cir.1993); Colle v. Brazos County, 981 F.2d at 245; and Rhyne v. Henderson County, 973 F.2d 386, 392 (5th Cir.1992). 150 . See Holmes, 162 F.3d at 377; and Sharp v. City of Houston, 164 F.3d 923, 930 (5th Cir.1999) (<HOLDING>). 151 . 436 U.S. 658, 98 S.Ct. 2018, 56 L.Ed.2d Options: A. holding that a class of all high school female athletes could not be certified even if the alleged conduct of the defendant school system was discriminatory when some female athletes did not share the same goals or interests as the named female plaintiffs because those unnamed female athletes were satisfied with andor benefitted from the alleged discriminatory treatment B. holding that a sexual assault on a female employee was of a personal nature and not directed against the employee as part of the employment relationship C. holding that the pittsburgh police department did not illegally terminate an officers hla benefits and that the police department was entitled to a subrogation interest against the officers thirdparty settlement D. holding that evidence established a municipal custom within the police department of a code of silence regarding sexual harassment of female officers and of retaliation against female officers who complained about same E. holding that county and district attorneys are officers within the judicial department

assistant: The best answer is D. holding that evidence established a municipal custom within the police department of a code of silence regarding sexual harassment of female officers and of retaliation against female officers who complained about same
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 addition to being entitled to exercise all rights provided herein or granted by law, including recovery of damages, each of the Purchasers and the Company may be entitled to specific performance under the Transaction Documents. The parties agree that monetary damages may not be adequate compensation for any loss incurred by reason of any breach of obligations contained in the Transaction Documents and hereby agree to waive and not to assert in any action for specific performance of any such obligation the defense that a remedy at law would be adequate.

assistant: Remedies
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: Tenant agrees to pay all Real Estate Taxes (as such term is hereinafter defined) at the times and in the manner hereinafter specified. For the final year of the lease term, Tenant shall be obligated to pay only the pro rata share of the Real Estate Taxes attributable to such year. Tax bills (except as hereinafter provided) shall be conclusive evidence of the amount of such taxes to be paid by Tenant.

assistant: Taxes
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, the Supplemental Agreements and the Certificate embody the entire agreement and understanding of the parties hereto in respect of the subject matter contained herein and supersede all prior agreements and understandings between the parties with respect to such subject matter. There are no restrictions, promises, representations, warranties, covenants or undertakings, other than those expressly set forth or referred to herein or therein. Each party hereto acknowledges, represents, and warrants that (a) each such party hereto and such party’s independent counsel have reviewed this Agreement; and (b) any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not apply in the interpretation of this 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 legal provision and list the applicable contract clause categories. Provision: Each of the Borrower and each of its Restricted Subsidiaries owns or has the right to use all patents, trademarks, permits, domain names, service marks, trade names, copyrights, inventions, trade secrets, proprietary information and know-how of any type, whether or not written (including, but not limited to, rights in computer programs and databases) and formulas, necessary for the present conduct of its or their business, without, to the knowledge of the Borrower, any infringement of the intellectual property rights of others which, or the failure to own or have such right to use which, as the case may be, would reasonably be expected to, individually or in the aggregate, have a Material Adverse Effect.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The term of this Note shall be for a period beginning on the date hereof and ending on a date six (6) months from the date hereof (the "Maturity Date"). All unpaid principal, together with any and all accrued and unpaid interest, shall be due on the Maturity Date.

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 case excerpt and choose the best holding from the options. Case excerpt: 2006, the 2005 arrest warrant issued for his younger brother which allegedly forced that brother to flee Haiti, and the political persecution of other individuals in Haiti. To the extent that the BIA ruled that Lindor’s published novel and the “alleged new threats due to his novel” did not create an exception to the time and numerical limitations for filing a motion to reopen, its decision was not an abuse of discretion. The threats Lindor allegedly received in October 2006 resulted from his publication of his book and his subsequent interviews with Haitian radio stations to which he called in while he was in the United States, rather than being “changed country conditions arising in the country of nationality....” 8 U.S.C. § 1229a(c)(7)(C)(ii); of., e.g., Haddad, 437 F.3d at 517 (<HOLDING>); cf. also Niyibizi v. Mukasey, 300 Fed.Appx. Options: A. holding that a change in personal circumstances is not sufficient to establish changed circumstances for the purpose of 8 cfr 10032c3h B. holding that petitioners divorce was a purely personal change in circumstances that does not constitute changed conditions or circumstances in jordan C. holding that an alien failed to qualify for the changed circumstances exception by asserting only that his personal circumstances had changed by the birth of a child D. holding that a change in personal circumstances namely the birth of a child in the united states does not fit under the changed circumstances exception provided by 8 cfr 10032c3ii E. holding that a change in personal circumstances in the united states does not constitute a change in country conditions and therefore does not establish an exception to the filing deadline for motions to reopen

assistant: The best answer is B. holding that petitioners divorce was a purely personal change in circumstances that does not constitute changed conditions or circumstances in jordan