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: CURIAM. Brian Gomes seeks review of the sentences imposed on October 14, 2014 after he was resentenced pursuant to a successful Florida Rule of Criminal Procedure 3.800(a) motion. As a result of an apparent oversight by the trial court, the new sentencing order fails to award Gomes credit for time served on Count II in case number 2011-CF-632 and Count II in case number 2011-CF-633. On remand, the trial court is directed to remedy these omissions. Gomes also argues that his presence was required at resentencing. Under the facts of this case, any error was harmless. See Jordan v. State, 143 So.3d 335, 340 (Fla.2014) (<HOLDING>). AFFIRMED; • REMANDED for trial court to Options: A. recognizing that defendants absence from resentencing proceeding was harmless as defendant was serving longer sentences on counts not subject to resentencing and thus suffered no practical consequence as result of being resentenced in his absence B. holding that defendant may be subject to death penalty on resentencing C. holding that on direct appeal appellate court may remand for resentencing of all counts D. holding in a rule 24035 proceeding that remand for resentencing proper in absence of evidence and finding that movant was a persistent offender E. holding that resentencing is required

assistant: The best answer is A. recognizing that defendants absence from resentencing proceeding was harmless as defendant was serving longer sentences on counts not subject to resentencing and thus suffered no practical consequence as result of being resentenced in his absence
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The parties’ rights and obligations under this Agreement will bind and inure to the benefit of their respective successors, heirs, executors, administrators and permitted assigns. Company may freely assign this Agreement, and Consultant expressly agrees that any intellectual property rights licensed to Company are transferable to Company’s assignee without Consultant’s consent. Consultant shall not assign this Agreement or Consultant’s rights or obligations hereunder without the prior written consent of Company. Any such purported assignment not in accordance with this Section 6.2 shall be null and void.

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 case excerpt and choose the best holding from the options. Case excerpt: (U.S.A.) Inc. v. Neptune Orient Lines, Ltd., 612 F.Supp. 578 (S.D.N.Y.1985) (Government-published shipper's guide); Nehus v. Alaska Marine Towing, Inc., 519 F.Supp. 328 (W.D.Wash.1981) (United States Pilot publication); Asg Industries, Inc. v. U.S., 82 Cust.Ct. 1, 467 F.Supp. 1187 (Cust.Ct.1979) (U.S. Dept. of Commerce report). Finally, State Department Country Reports concerning the fairness of a foreign country's judicial system are not excludable as hearsay; they are admissible as “reports ... of public ... agencies setting forth ... matters observed pursuant to duty imposed by law as to which matters there was a duty to report ... unless ... circumstances indicate lack of trustworthiness.” Fed. R. Ev. 803(8). See also Bridgeway Corp. v. Citibank, 201 F.3d 134, 142 (2nd Cir.2000) (<HOLDING>). 25 . Garro Depo. (Apr. 7, 2002), 137. 26 . Options: A. holding state department country report on fairness of liberian judicial system admissible B. holding that a department of defense report was inadmissible C. recognizing that a report from the state department is usually the best available source of information on country conditions D. holding that the state department country report constituted substantial evidence to support the agencys finding of changed country conditions in guatemala E. holding that for purposes of claim 4 another country means a country other than the first and second country explicitly rejecting tpllcs proposed construction

assistant: The best answer is A. holding state department country report on fairness of liberian judicial system admissible
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: of the crime beyond a reasonable doubt.” Jackson v. Virginia, 443 U.S. 307, 319, 99 S.Ct. 2781, 61 L.Ed.2d 560 (1979); see United States v. Johnson, 120 F.3d 1107, 1108 (10th Cir.1997). It is the government’s burden to prove that Mr. Mundy knowingly pos- sessed the controlled substance with the intent to distribute. Generally the “intent to distribute” is established through circumstantial evidence, United States v. Powell, 982 F.2d 1422, 1430 (10th Cir.1992) , and we have repeatedly noted that the intent to distribute “may be inferred from the possession of a large quantity of the substance.” Id.; see United States v. McIntyre, 997 F.2d 687, 708 (10th Cir.1993) ; United States v. Ray, 973 F.2d 840, 842 (10th Cir.1992); United States v. Hooks, 780 F.2d 1526, 1532 (10th Cir.1986) (<HOLDING>); United States v. Gay, 774 F.2d 368, 372 (10th Options: A. holding that the quantity of drugs involved in an offense does not support a downward departure because the legislature intended the quantity of drugs to be a determining factor in varying penalties B. holding the large quantity of drugs sufficient evidence of intent to distribute C. holding that the evidence did not plausibly support a buyerseller instruction because overwhelming evidence showed that defendants agreed to import drugs with the intent to distribute them and engaged in repeated transactions of large quantities of narcotic drugs for resale D. holding that the quantity of drugs may not be used to support a departure E. holding similar evidence sufficient to sustain a jury verdict of possession with intent to distribute cocaine

assistant: The best answer is B. holding the large quantity of drugs sufficient evidence of intent to distribute
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Except as set forth on Schedule 5.2 , the Acquiree Company does not own directly or indirectly, any equity or other ownership interest in any corporation, partnership, joint venture or other entity or enterprise.

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

user: Read the following U.S. Supreme Court case excerpt and classify it into the correct legal issue area. Excerpt: 455 U.S. 329 102 S.Ct. 1496 71 L.Ed.2d 187 CONSOLIDATED FREIGHTWAYS CORPORATION OF DELAWAREv.Raymond KASSEL et al No. 79-1618 Supreme Court of the United States February 23, 1982 On writ of certiorari to the United States Court of Appeals for the Eighth Circuit. PER CURIAM. 1 The writ of certiorari is dismissed as improvidently granted. 2 Justice WHITE, dissenting. 3 We granted certiorari in this case to decide one very narrow question: "May a court, without articulating its rationale, summarily deny an application for attorneys' fees under 42 U.S.C. § 1988?" Petitioner concedes that "not . . . all cases require opinions," Brief for Petitioner 6, n. 6, but argues that with respect to an application for fees under § 1988 "[t]he combination of discretion and a standard for the exercise of that discretion necessitates a statement of reasons to determine whether the decision is proper." Id., at 12. In my view, such an application is not sufficiently distinguishable from numerous other motions and applications that a court may concededly decide without opinion. Whether this is a good or bad method of exercising discretion in a particular case, or even in general, is not at issue in this case. Because I do not believe that there is any per se rule that a court may never summarily deny an application for fees, I would affirm the decision below. 4 Justice O'CONNOR took no part in the consideration or decision of this case. 5 Accordingly, I dissent from the majority's disposition of this case.

assistant: 9
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Employee shall assign and does hereby assign to the Key Companies, the entire right, title and interest (including, but not limited to, rights to prepare derivative works, adaptations and modifications) for the entire world in and to all work performed, writings, formulas, designs, models, drawings, recordings, photographs, design inventions and other inventions whether or not patentable, patents, copyrights, trade secrets, any other intellectual property rights, products, technology, and other proprietary rights made, conceived or reduced to practice or authorized by the Key Companies, either solely or jointly with others pursuant to or in connection with services rendered under this Agreement or with use of information, materials or facilities of the Key Companies received or used by Employee during the term of this Agreement. Employee agrees to sign, execute and acknowledge or cause to be signed, executed and acknowledged without cost, but at the expense of the Company, any and all documents and to perform such acts as may be necessary, useful or convenient for the purpose of securing to the Company, or its nominees, patent, trademark or copyright protection throughout the world upon all such writings, formulas, designs, models, drawings, recordings, photographs, and inventions, whether or not patentable, patents, copyrights, trade secrets, any other intellectual property rights, products, technology, and other proprietary rights, title to which the Company may acquire in accordance with the provisions of this clause. Employee shall not contest the validity of any invention, any copyright, any trademark, or any mask work registration owned by or vesting in the Key Companies under this Agreement.

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 case excerpt and choose the best holding from the options. Case excerpt: such a search is the kind of work Medeiros was hired to perform are plausible, even if unlikely, based upon these allegations. See Ocasio-Hernandez v. Fortuno-Burset, 640 F.3d 1, 12 (1st Cir.2011) (explaining that factual allegations must be accepted as true, even if those allegations are “seemingly incredible”). This view of the allegations also plausibly suggests that Medeiros was motivated, at least in part, by a desire to serve his employer. Even if Medeiros’ view of the “secret” and “undercover” elements of his job, including searching for a wire, was overzealous or misguided, it is at least plausible that his conduct may have been motivated in part by a desire to protect the “secret” and “undercover” nature of his work. See, e.g., Meyer v. Runyon, 869 F.Supp. 70, 80 (D.Mass.1994) (<HOLDING>). “It does not matter that [Medeiros] may have Options: A. holding that the challenged item was within the scope of the search because it reasonably fell within the expressed object of the search even though it turned out to be the defendants personal property B. holding that it is well established that whether an employees actions were within the scope of employment is a question of fact and even if some of the actions were unauthorized the question of whether the actions were within the scope of employment is for the jury C. holding as a matter of law that an offduty government agent was not acting within the scope of his employment when he was driving home intoxicated after completing his tour of duty because on no basis would the court conclude that drinking and driving after work hours fell within the scope of the dea agents employment D. holding that state had waived argument because it could have been raised in an earlier appeal but was not and because it fell outside the scope of remand E. holding that conduct fell within the scope of employment even if it may have been overzealous or one sided

assistant: The best answer is E. holding that conduct fell within the scope of employment even if it may have been overzealous or one sided
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: investor. {32} “The number of victims has been a particularly significant indicator in determining whether acts are distinct” and “a strong indicator of legislative intent to punish distinct conduct that can only be overcome by other factors.” Bernal, 2006-NMSC-050, ¶ 18, 140 N.M. 644, 146 P.3d 289. In the present case, each unlicensed transaction and each sale of an unregistered security were distinct and separate in time, resulting in distinct and separate harm to different victims. See DeGraff, 2006-NMSC-011, ¶ 33, 139 N.M. 211, 131 P.3d 61 (reading the holding in Morro to be based on each act occurring at a distinct time and place each time a gravestone was smashed or defaced and on the fact that there were different victims for each act of vandalism at a diff M. 78, 183 P.3d 963 (<HOLDING>), cert. denied, 2008-NMCERT-003, 143 N.M. 682, Options: A. holding that defendant was not in custody during search of his residence B. holding that the evidence supported two separate convictions and punishments for two attempted robberies of two different victims who suffered separate and distinct harms C. holding that there was sufficient probable cause to search a defendants residence after evidence of drug dealing was found in his car during a traffic stop that was conducted when the defendant was coming from his residence and noting that under such circumstances a practical commonsense conclusion could be made that the drugs and money had been at the defendants residence a short time before the stop D. holding that the evidence supported eight separate convictions and punishments for contributing to the delinquency of different minors during a party at the defendants residence E. holding that the evidence supported separate convictions and punishments for sales of securities namely renewal notes to different victiminvestors

assistant: The best answer is D. holding that the evidence supported eight separate convictions and punishments for contributing to the delinquency of different minors during a party at the defendants residence
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: candidate in the race. 89 . It should come as no surprise that the State's linkage interest has little, if any, probative value in resolving the question of whether racial bias in the voting community is diluting the plaintiff minority's voting power. Other courts, in determining whether the "results test” of § 2 has been met, have found the state policies underlying the challenged electoral processes to be relevant, but of marginal importance, in the totality of the circumstances analysis. See, e.g., United States v. Marengo County Comm'n, 731 F.2d 1546, 1571 (11th Cir.) (viewing state policy as a "relevant” but "less important” factor under the results test), cert. denied, 469 U.S. 976, 105 S.Ct. 375, 83 L.Ed.2d 311 (1984); Jones v. City of Lubbock, 727 F.2d 364, 383 (5th Cir.1984) (<HOLDING>). 90 . The district court, having found no vote Options: A. recognizing the diminished importance of the state policy factor B. recognizing the importance of the employers knowledge of the disability C. recognizing the importance of grand jury secrecy D. recognizing the importance of crossexamining a witness regarding bias E. recognizing importance of transcript to rehabilitation of debtor

assistant: The best answer is A. recognizing the diminished importance of the state policy factor
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: Amounts payable to Executive under Section 5(c)(ii)(C) or Sections 5(d)(i)(B) and 5(d)(i)(C) (collectively, the “ Conditioned Benefits ”) are subject to (i) Executive’s execution and non-revocation of a release of claims, substantially in the form attached hereto as Exhibit I (the “ Release ”), within 60 days of the date of termination and (ii) the expiration of any revocation period contained in such Release. Further, to the extent that any of the Conditioned Benefits constitutes “nonqualified deferred compensation” for purposes of Section 409A of the Internal Revenue Code of 1986, as amended (the “ Code ”), any payment of any amount or provision of any benefit otherwise scheduled to occur prior to the sixtieth (60 th ) day following the date of Executive’s termination of employment hereunder, but for the condition on executing the Release as set forth herein, shall not be made until the first regularly scheduled payroll date following such sixtieth (60 th ) day, after which any remaining Conditioned Benefits shall thereafter be provided to Executive according to the applicable schedule set forth herein.

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 case excerpt and choose the best holding from the options. Case excerpt: not be subjected to another trial where he attacked only excessiveness of sentence, not the conviction). Unlike the defendant in Goodley, Appellant collaterally attacked his conviction on the correct assertion that the non-waivable structural defect of an 11-person jury verdict rendered the entire proceeding invalid. Courts have addressed whether a trial is rendered a nullity due to “structural defect” or “structural error.” Generally, when an error is subject to a harmless error analysis, the reviewing court will not consider the entire trial invalid. By contrast, a structural error ‘affec[ts] the framework within which the trial proceeds’ and [is] not ‘simply an error in trial pro , United States v. Scott, 437 U.S. 82, 98 S.Ct. 2187, 57 L.Ed.2d 65 (1978), in which i th Cir.1997) (<HOLDING>), with North Carolina v. Pearce, 395 U.S. 711, Options: A. holding that when the jury acquitted the defendant on the greater offense but deadlocked on the lesserincluded offenses double jeopardy did not bar retrial of the lessers B. holding double jeopardy prohibition not applicable where jury unable to agree on greater charge but convicts on lesserincluded offense because no implied acquittal occurred on greater offense C. holding that where jury was instructed on both a greater offense and lesserincluded offense and the jury convicted on the lesserincluded offense the double jeopardy provision prohibited retrial on the greater offense D. holding that court of appealss remedy on remand from reversal for harmful charge error based on failure to meet second step of rousseau lesserincludedoffense test was to remand for a retrial for the lesser offense because the jurys verdict that the appellant was guilty of the lesserincluded offense operates as an acquittal of the greater offense to which jeopardy had attached this prevents a retrial for the greater offense but not for the lesser offense E. holding that when jury acquitted defendant on greater offense but deadlocked on lesserincluded offenses double jeopardy did not bar retrial of the lesers

assistant: The best answer is B. holding double jeopardy prohibition not applicable where jury unable to agree on greater charge but convicts on lesserincluded offense because no implied acquittal occurred on greater offense
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 disputes, claims, or controversies arising out of or relating to the Transaction Documents, or the transactions, contemplated thereby, or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be referred to and resolved solely and exclusively by binding arbitration to be conducted before the Judicial Arbitration and Mediation Service (“ JAMS ” ), or its successor pursuant the expedited procedures set forth in the JAMS Comprehensive Arbitration Rules and Procedures (the “ Rules ” ), including Rules 16.1 and 16.2 of those Rules. The arbitration shall be held in New York, New York, before a tribunal consisting of three (3) arbitrators each of whom will be selected in accordance “strike and rank” methodology set forth in Rule 15. Either party to this Agreement may, without waiving any remedy under this Agreement, seek from any court having jurisdiction any interim or provisional relief that is necessary to protect the rights or property of that party, pending the establishment of the arbitral tribunal. The costs and expenses of such arbitration shall be allocated as determined by the arbitrators, and the arbitrators are authorized to award attorneys’ fees to the prevailing party, including pre and post award interest. The arbitrators’ decision must set forth a reasoned basis for any award of damages or finding of liability. The arbitrators’ decision and award will be made and delivered as soon as reasonably possibly and in any case within sixty (60) days’ following the conclusion of the arbitration hearing and shall be final and binding on the parties and may be entered by any court having jurisdiction thereof.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Company agrees to indemnify the Executive to the maximum extent permitted by the Company’s Articles of Incorporation or Bylaws, including, providing to the Executive, if applicable, any Directors or Officers Insurance Policy, in effect as of the Effective Date, or which becomes effective during the Initial Term of this Agreement and/or any renewal or extension period thereafter, with such indemnification of the Executive to be on terms determined by the Board, or any of its authorized Committees, but on terms no less favorable than provided to any other Company executive, officer or director, and subject further to the terms of any separate written Indemnification Agreement.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: at *13 (quoting Hudson, 468 U.S. at 533, 104 S.Ct. 3194). In applying this doctrine, “the Second Circuit has determined that ’New York in fact affords an adequate post-deprivation remedy in the form of, inter alia, a Court of Claims- action.’” Id. (italics omitted) (quoting Jackson v. Burke, 256 F.3d 93, 96 (2d Cir.2001)); see also Malik v. City of N.Y., No. 11-CV-6062, 2012 WL 3345317, at *11 (S.D.N.Y. Aug. 15, 2012) (“New York provides such an adequate post-deprivation remedy in the form of state law causes of action for negligence, replevin, and conversion.”), adopted by 2012 WL 4475156 (S.D.N.Y. Sept. 28, 2012). District courts thus routinely dismiss claims by inmates who assert that they were deprived of property by corrections officers. See, e.g., West, 2014 WL 4290813, at *6 (<HOLDING>); JCG v. Ercole, No. 11-CV-6844, 2014 WL Options: A. holding postdeprivation remedy is adequate even when deprivation was intentional B. holding that deprivation of property does not violate due process if a meaningful postdeprivation remedy is available and explaining that state tort actions are meaningful postdeprivation remedies C. holding the deprivation of the inmates property interest in his mail is not a cognizable constitutional injury given the availability of adequate state postdeprivation remedies under new york law internal quotation marks omitted D. recognizing probable cause as complete defense to a claim of malicious prosecution in new york internal quotation marks and brackets omitted E. holding that deprivation of personal property does not violate the constitution if there are adequate state remedies available

assistant: The best answer is C. holding the deprivation of the inmates property interest in his mail is not a cognizable constitutional injury given the availability of adequate state postdeprivation remedies under new york law internal quotation marks omitted
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: This Amendment may be executed in any number of counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument. For purposes of determining whether a party has signed this Amendment or any document contemplated hereby or any amendment or waiver hereof, only a handwritten original signature on a paper document or a facsimile or portable document format (pdf) copy of such a handwritten original signature shall constitute a signature, notwithstanding any law relating to or enabling the creation, execution or delivery of any contract or signature by electronic means.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: in the context of alleged violations of § 2517(5) relating to the state interceptions, see Section XII. 6. at 66-67, infra. 7 . In the state criminal proceeding, State of Florida v. Robert Gainer Jernigan, Jay Travis Jernigan, John Dennis Cason, Rudolph Lutz, Case No. 80-5687-CF, Circuit Court of the Fifteenth Judicial Circuit, Palm Beach County, Florida, the Defendants’ Motion to Suppress the communications intercepted by the state wiretap were denied. See Order of October 30, 1981, Exhibit “F” to Government’s Response to Defendants’ Motion to Suppress Wiretap Evidence (docket entry No. 700). 8 . The foregoing conclusion disposes of the contention that the contents of page 21C vitiate the showing of necessity under § 2518(3)(c). Although unrelated to the issues created by mi 701-03 (<HOLDING>). This Court adopts the view espoused in Marion Options: A. holding noneconomic harm satisfies article iii standing requirements B. holding that alien need not receive actual notice for due process requirements to be satisfied C. holding that the requirements of title iii apply and must be satisfied D. holding that rule 23a requirements must be satisfied as if class were to litigate its claims E. holding that the requirements of article iii are consistent with the establishment by congress of nonarticle iii courts to enforce federal criminal laws in clause 17 federal enclaves

assistant: The best answer is C. holding that the requirements of title iii apply and must be satisfied
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: SVP criteria are no longer met. These procedural safeguards ensure that the committed person is not in indefinite confinement, but that the person remain confined only so long as the SVP criteria are met. At the time of his civil confinement, Russ was mentally ill and had been determined to be dangerous, with a high likelihood of committing further sexual offenses. Thus, there was no due process violation in committing him civilly. See Foucha v. Louisiana, 504 U.S. 71, 85-86, 112 S.Ct. 1780, 118 L.Ed.2d 437 (1992). The United States Supreme Court has not definitively addressed the constitutionality of release procedures that place the burden of proof upon the person challenging the continued commitment. Cf. Addington v. Texas, 441 U.S. 418, 425-27, 99 S.Ct. 1804, 60 L.Ed.2d 323 (1979) (<HOLDING>). We decline to extend the reach of Addington Options: A. recognizing that the burden of proof is an essential element of the claim itself and that one who asserts a claim has the burden of proof that normally comes with it B. holding that the possibility that a sex offender could face civil commitment under a state statute was a collateral consequence because civil commitment does not flow automatically from the plea C. holding petitioner has the burden of proof under the strickland test D. holding that for an initial civil commitment the state has the burden of proof E. holding that the burden of proof is on the claimant

assistant: The best answer is D. holding that for an initial civil commitment the state has the burden of proof
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 execution, delivery and performance of the Transaction Documents by the Company and the consummation by the Company of the other transactions contemplated hereby and thereby (including, without limitation, the issuance of the Shares) do not and will not: (i) conflict with or violate any provision of the Company’s or any Subsidiary’s certificate or articles of incorporation, bylaws or other organizational or charter documents, or (ii) conflict with, or constitute a default (or an event that with notice or lapse of time or both would become a default) under, result in the creation of any Lien upon any of the properties or assets of the Company or any Subsidiary, or give to others any rights of termination, amendment, acceleration or cancellation (with or without notice, lapse of time or both) of, any agreement, credit facility, debt or other instrument (evidencing a Company or Subsidiary debt or otherwise) or other understanding to which the Company or any Subsidiary is a party or by which any property or asset of the Company or any Subsidiary is bound or affected, or (iii) subject to the Required Approvals, conflict with or result in a violation of any law, rule, regulation, order, judgment, injunction, decree or other restriction of any court or governmental authority to which the Company or a Subsidiary is subject (including federal and state securities laws and regulations and the rules and regulations of any Trading Market on which the Common Stock is traded or quoted), or by which any property or asset of the Company or a Subsidiary is bound or affected, except in the cases of conflicts described in clauses (ii) or (iii) that would not have a Material Adverse Effect.

assistant: No Conflicts
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: whether actual malice was present. II. Next, Paulson contends that the district court erred as a matter of law in holding that he was not entitled to indemnification from Ford under Delaware law. The district court ruled Ford need not indemnify Paulson under Delaware law because Rudebeck’s claim against him was not “by reason of the fact” that he was an employee, but based on his actions as an individual. Before reaching the merits, we must dispose of several preliminary issues. Ford challenges this court’s jurisdiction to address the indemnification issue because Delaware law now provides that its court of chancery has exclusive jurisdiction over indemnification claims. Del.Code Ann. tit. 8, § 145(k) (Supp.1998); see Jinadu v. CenTrust Mortgage Corp., 517 N.W.2d 84, 86 (Minn.App.1994) (<HOLDING>), review denied (Minn. July 27, 1994). But a Options: A. holding that failure to raise issue at district court forecloses party from raising same issue on appeal B. holding that a valid waiver of counsel at an early stage of the proceeding does not continue in effect through a subsequent stage C. holding that a party may not raise an issue for the first time on appeal D. holding that jurisdiction of the subject matter in either a civil or criminal action may be raised at any stage of the proceedings even after a plea of guilty and for the first time in the appellate court E. holding party may raise jurisdictional issue at any stage of proceedings

assistant: The best answer is E. holding party may raise jurisdictional issue at any stage of proceedings
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: of the Tenth Amendment” and statutes were valid exercise of Congress’s Commerce Clause power); see also United States v. Brown, 72 F.3d 96, 97 (8th Cir.1995) (per curiam) (noting interstate drug trade affects interstate commerce and § 841(a)(1) is a valid exercise of congressional power), cert. denied, 518 U.S. 1033, 116 S.Ct. 2581, 135 L.Ed.2d 1095 (1996). Finally, in a supplemental brief, Deering argues that the government violated 18 U.S.C. § 201(c)(2) when it promised defense witness Cynthia Henderson a sentence reduction in exchange for her testimony at trial against him. Deering did not raise this issue in the district court, and the court did not commit plain error by failing to suppress Henderson’s testimony. See United States v. Johnson, 169 F.3d 1092, 1098 (8th Cir.1999) (<HOLDING>); United States v. Herron, 97 F.3d 234, 238 Options: A. holding prosecutions failure to disclose promise of leniency to witness provided in exchange for that witnesss testimony violated due process B. holding that the fact that a prosecutor afforded favorable treatment to a government witness standing alone does not establish the existence of an underlying promise of leniency in exchange for testimony C. holding that 201c which penalizes an individual for giving anything of value in exchange for testimony does not apply to the united states government D. holding that 201 does not sweep so broadly as to prevent prosecutors from offering leniency to an individual in exchange for truthful testimony E. holding that agreements which afford cooperating accomplices leniency in exchange for testimony do not violate 201c2

assistant: The best answer is D. holding that 201 does not sweep so broadly as to prevent prosecutors from offering leniency to an individual in exchange for truthful testimony
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: instead “pleaded generally that [the employer] was violating federal safety regulations” without “specifying] the regulations,” the plaintiffs petition was correctly dismissed as “[t]here [was] no way, in view of the lack of specificity of the petition, to determine whether the violations amounted to serious misconduct endangering the safety of passengers or employees of the flight department or otherwise involved a clear mandate of public policy.” Adolphsen, 907 S.W.2d at 338. “When the defendant’s actions are within a category not generally considered actionable (such as discharge of an at-will employee), the specific facts on which liability is based must be pleaded with particularity.” Id,.; see also Sivigliano v. Harrah’s N. Kansas City Corp., 188 S.W.3d 46, 49 (Mo.Ct.App.2006) (<HOLDING>). Here, Frevert acknowledges that the Options: A. holding that untimely petition for postconviction petition divests trial court of jurisdiction B. holding that the trial court correctly dismissed the plaintiffs petition because no legal provision let alone a clear mandate of public policy affirmatively appeals from the face of the plaintiffs petition C. holding a petition unexhausted because the petition provides no citation of any case that might have alerted the court to the alleged federal nature of the claim and the petition does not contain a factual description supporting the claim citations omitted D. holding that federal law can provide source of state public policy for determining whether discharge of employee violated clear mandate of public policy E. holding that this court will consider a petition for a writ of certiorari only after the court of appeals has overruled the application for rehearing on the point challenged in the petition implying that the decision by the court of criminal appeals must be final before certiorari review would be available

assistant: The best answer is B. holding that the trial court correctly dismissed the plaintiffs petition because no legal provision let alone a clear mandate of public policy affirmatively appeals from the face of the plaintiffs 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 case excerpt and choose the best holding from the options. Case excerpt: There is no suggestion that any of the plaintiffs’ photographs in these cases appeared in the Moving Cover Sequence. 36 . Greenberg v. Nat’l Geographic Soc'y, 97-3924-CIV (Lenard), 1998 U.S. Dist. LEXIS 18060, at *6 (S.D.Fla. May 14, 1998). 37 . Id. at *10. 38 . Greenberg, 244 F.3d at 1272. 39 . Id. at 1273. 40 . Id. at 1274 (emphasis in original). 41 . 533 U.S. 483, 121 S.Ct. 2381, 150 L.Ed.2d 500 (2001). 42 . E.g., Kremer v. Chem. Constr. Corp., 456 U.S. 461, 480-81, 102 S.Ct. 1883, 72 L.Ed.2d 262 (1982) ("[T]he judicially created doctrine of collateral estoppel does not apply when the party against whom the earlier decision is asserted did not have a 'full and fair opportunity' to litigate the claim or issue."); Allen v. McCurry, 449 U.S. 90, 95, 101 S.Ct. 411, 66 L.Ed.2d 308 (1980) (<HOLDING>); Montana v. United States, 440 U.S. 147, 164 Options: A. holding that this court may not review family court determinations that were decided after providing plaintiff a full and fair opportunity to litigate those issues B. holding that party to a default judgment had full and fair opportunity to be heard on the adjudicated issue even though the party did not put forth a defense because it did not timely serve an answer to the complaint C. holding that the party against whom collateral estoppel is asserted must have been a party to the prior action D. holding that the concept of collateral estoppel cannot apply when the party against whom the earlier decision is asserted did not have a full and fair opportunity to litigate that issue in the earlier case E. holding that it was fair to apply claim preclusion because the plaintiff did not show good cause for failing to bring its claims in the earlier lawsuit

assistant: The best answer is D. holding that the concept of collateral estoppel cannot apply when the party against whom the earlier decision is asserted did not have a full and fair opportunity to litigate that issue in the earlier case
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 most basic rights guaranteed by the Sixth Amendment is the right of the accused to be present at every stage of his trial. Illinois v. Allen, 397 U.S. 337, 338, 90 S.Ct. 1057, 25 L.Ed.2d 353 (1970). In addition, the concept of a jury trial, fundamental to this country’s constitutional system of criminal justice, includes the idea that the jury conducts its deliberations under the supervision of a judge who instructs them on the relevant law. Capital Traction Co. v. Hof, 174 U.S. 1, 13-14, 19 S.Ct. 580, 43 L.Ed. 873 (1899). One of the basic tenets of the right to a trial by jury, in turn, is that the defendant is entitled to be present when the jury receives instructions regarding the law. See United States v. U.S. Gypsum Co., 438 U.S. 422, 462, 98 S.Ct. 2864, 57 L.Ed.2d 854 (1978) (<HOLDING>). Any outside source that influences the jury’s Options: A. holding that it was reversible error for the trial judge to engage in ex parte communications with the jury foreman which amounted to supplemental instructions to the jury without opportunity for counsel for the defense to clear up any confusion those supplemental instructions may have caused B. holding that counsel may not be deemed ineffective under strickland for failing to object to jury instructions where this court previously upheld validity of those instructions C. holding that a jury is presumed to follow the trial courts instructions D. holding that if jury instructions viewed as a whole fairly state the applicable law to the jury the failure to give particular instructions will not be error E. holding that a supplemental instruction did not amount to reversible error when it merely clarified a point of law on which the jury had already been instructed

assistant: The best answer is A. holding that it was reversible error for the trial judge to engage in ex parte communications with the jury foreman which amounted to supplemental instructions to the jury without opportunity for counsel for the defense to clear up any confusion those supplemental instructions may have caused
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: defer to the agency’s conclusion. See id. In light of the agency’s permissible adverse credibility finding, it did not err in denying Yangzom’s applications for relief. See Paul v. Gonzales, 444 F.3d 148, 156 (2d Cir.2006); Xue Hong Yang v. U.S. Dep’t of Justice, 426 F.3d 520, 523 (2d Cir.2006). Finally, we note that the BIA’s alternative finding that Yangzom failed to establish that her asylum application was timely filed constituted impermissible appellate factfinding. See 8 C.F.R § 1003.1(d)(3)(iv); Padmore v. Holder, 609 F.3d 62, 67 (2d Cir.2010). However, remand would be futile as the agency’s adverse credibility determination is supported by substantial evidence and is dis-positive of Yangzom’s claims. See Cao He Lin v. U.S. Dep’t of Justice, 428 F.3d 391, 401-02 (2d Cir.2005) (<HOLDING>). For the foregoing reasons, the petition for Options: A. holding that remand is unnecessary when it is clear that the same decision would have been reached in the absence of the errors B. holding there was not plain error because a different result probably would not have been reached absent the trial courts alleged error C. holding that conviction will not be reversed unless there is a reasonable likelihood that but for attorneys errors the result of the proceeding would have been different D. holding that where issues were not considered by the bia remand is appropriate E. holding remand not required where there is no realistic possibility that absent the errors the ij or bia would have reached a different conclusion

assistant: The best answer is E. holding remand not required where there is no realistic possibility that absent the errors the ij or bia would have reached a different conclusion
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: Simply put, the Court does not believe that Plaintiffs, after only one month as Sellstate Area Representatives, should have jumped to the conclusion that Cress-well’s income projections were false. New businesses often take time to become profitable, and hence it was reasonable for Plaintiffs to expect some time to pass before their new venture would return the types of gains Cresswell (supposedly) had previously suggested. See, e.g., Envtl. Biotech, Inc. v. Sibbitt Enters., Inc., No. 2:03-cv-124, 2008 WL 5070251, at *6 (M.D.Fla. Nov. 24, 2008) (noting that a “five-month period of income” is too “small [a] window of time” to provide a “reliable indicator of ... future cash flow”); K.B.R., Inc. v. L.A. Smoothie Corp., Civ. A. No. 95-116, 1996 WL 156874, at *9 (E.D.La. Apr. 3, 1996) (<HOLDING>). Indeed, had Plaintiffs commenced their action Options: A. holding that it may not B. recognizing that harassment often lacks the permanence that discriminatory actions have C. recognizing that missouri courts have often held that regulations may establish the appropriate standard of care in a negligence case D. recognizing that it often takes a new franchise several years before it begins making money E. holding that it is not

assistant: The best answer is D. recognizing that it often takes a new franchise several years before it begins making money
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 purpose of the [FDCPA].” Id. (citing Lewis v. ACB Bus. Servs., Inc., 135 F.3d 389, 399 (6th Cir.1998)). Moreover, “[permitting the use of settlement letters may allow resolution of a claim without the ‘needless cost and delay of litigation ... [and] is certainly less coercive and more protective of the interests of the debtor.’” Campuzano-Burgos, 550 F.3d at 299 (quoting Lewis, 135 F.3d at 399). Here, Plaintiff claims that Defendant’s use of the term “settlement offer” misrepresented the legal status of the debt or implied that litigation is imminent. This argument is unconvincing. See Campuzano-Burgos, 550 F.3d at 299 (“There is nothing improper about making a settlement offer.”); Kryluk v. Northland Grp., Inc., No. 14-cv-3198, 2014 WL 6676728, at *5 (E.D.Pa. Nov. 25, 2014) (<HOLDING>). Thus, Plaintiff has failed to plausibly Options: A. holding that the mere use of the term settlement offer is permissible and indeed desirable in the course of resolving debts B. holding that purported acceptance letter was a counteroffer when it conditioned settlement upon additional act of resolving medical liens that were not mentioned in offer C. holding an unaccepted settlement offer or offer of judgment does not moot a plaintiffs case emphasis added D. holding that a trial courts use of the term alimony was not conclusive against a claim that the award was actually a property settlement E. recognizing the permissible use of hearsay without corroboration

assistant: The best answer is A. holding that the mere use of the term settlement offer is permissible and indeed desirable in the course of resolving debts