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: the Secretary’s charging decisions are unreviewable. The Commission, however, hears sounds in the silence. In support of its conclusion that the Secretary’s charging decisions are reviewable, the Commission purported to discern the following standard: The Secretary’s decision to cite an owner-operator, the Commission said, must be “made for reasons consistent with the purpose and policies of the Mine Act.” Commission Decision, 27 F.M.S.H.R.C. at 266 (internal quotation marks omitted). That phrase is nowhere to be found in the Act itself, nor does it offer a particularly meaningful standard. Indeed, were we to regard it as one, we would have to hold all agency decisions under all statutes reviewable, as all legislation has “purpose[s] and policies.” Cf. Baltimore Gas, 252 F.3d at 461 (<HOLDING>); Steenholdt v. FAA, 314 F.3d 633, 639 Options: A. holding an ijs boilerplate demeanor findings failed to provide an adequate basis for this court to conduct its review B. holding that a consumer reporting agency which gives a consumer report to the attorney representing the agency is not subject to the fcra because the attorney is not a traditional third party C. holding that boilerplate language in a confirmation plan is binding if confirmed D. holding that the government may intervene in the marketplace to protect consumer welfare E. holding that a requirement that an agency should protect consumer interests is merely a boilerplate truism and not a discretionrestricting guideline

assistant: The best answer is E. holding that a requirement that an agency should protect consumer interests is merely a boilerplate truism and not a discretionrestricting guideline
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 door of a residence, speak with the occupant, and request permission to enter and search.”); see Murphy v. State, 898 So.2d 1031 (Fla. 5th DCA 2005). As such, a knock on the door and subsequent discussion is a purely consensual encounter, which officers may initiate without any objective level of suspicion. Thomas, 430 F.3d at 277; see Bennett v. City of Eastpointe, 410 F.3d 810, 821 (6th Cir.2005) (“A purely consensual encounter between a police officer and a citizen does not implicate the Fourth Amendment.”). The fact that a consensual encounter takes place at the entrance of an individual’s home does not call into question or in any way lessen the propriety of a consensual encounter. See United States v. Chambers, 395 F.3d 563, 568 n. 2 (6th Cir.2005); Cormier, 220 F.3d at 1109 (<HOLDING>). In this case, although not disposi-tive, the Options: A. holding that a defendants statement that he did not want to talk about what he did the night before but was willing to talk about lighter subjects was not an unequivocal invocation of his right to remain silent in part because the defendant previously exhibited willingness to talk with police B. holding i might want to talk to an attorney to be ambiguous C. holding that no suspicion needed to be shown in order to justify the knock and talk D. holding that officers failure to talk to asserted alibi witnesses did not constitute a violation of the defendants constitutional rights E. holding maybe i should talk to a lawyer to be ambiguous

assistant: The best answer is C. holding that no suspicion needed to be shown in order to justify the knock and talk
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: you acknowledge that by using the skyscanner services and/or the skyscanner platforms , you will not acquire any right , title or interest in or to skyscanner services and/or skyscanner platforms or in or to the intellectual property rights except for the limited licence to use the skyscanner services and skyscanner platforms granted to you pursuant to these terms .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Subject to Sections 3(b) and 3(c), one share of Common Stock shall be issuable for each Unit subject to the Award (the “Shares”) upon vesting. Immediately prior to the specified effective date of a Change in Control (each as defined in the Plan) and subject to Sections 3(b) and 3(c), vesting shall accelerate and one Share shall be issuable for each Unit subject to the Award. Immediately thereafter, or as soon as administratively feasible, the Company will transfer the appropriate number of Shares to the Grantee after satisfaction of any required tax or other withholding obligations. Any fractional Unit remaining after the Award is fully vested shall be discarded and shall not be converted into a fractional Share. Notwithstanding the foregoing, the relevant number of Shares shall be issued no later than March 15th of the year following the calendar year in which the Award vests.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: All questions concerning the construction, validity, enforcement and interpretation of this Agreement shall be governed by the internal laws of the State of Nevada without giving effect to any choice of law or conflict of law provision or rule (whether of the State of Nevada or any other jurisdictions) that would cause the application of the laws of any jurisdictions other than the State of Nevada.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Series A Warrant shall be governed by and construed and enforced in accordance with, and all questions concerning the construction, validity, interpretation and performance of this Series A Warrant shall be governed by, the internal laws of the State of New York, without giving effect to any choice of law or conflict of law provision or rule (whether of the State of New York or any other jurisdictions) that would cause the application of the laws of any jurisdictions other than the State of New York. The Company hereby irrevocably waives personal service of process and consents to process being served in any such suit, action or proceeding by mailing a copy thereof to the Company at the address set forth in Section 9(f) of the Securities Purchase Agreement and agrees that such service shall constitute good and sufficient service of process and notice thereof. The Company hereby irrevocably submits to the exclusive jurisdiction of the state and federal courts sitting in The City of New York, Borough of Manhattan, for the adjudication of any dispute hereunder or in connection herewith or with any transaction contemplated hereby or discussed herein, and hereby irrevocably waives, and agrees not to assert in any suit, action or proceeding, any claim that it is not personally subject to the jurisdiction of any such court, that such suit, action or proceeding is brought in an inconvenient forum or that the venue of such suit, action or proceeding is improper. Nothing contained herein shall be deemed to limit in any way any right to serve process in any manner permitted by law. Nothing contained herein shall be deemed or operate to preclude the Holder from bringing suit or taking other legal action against the Company in any other jurisdiction to collect on the Company’s obligations to the Holder, to realize on any collateral or any other security for such obligations, or to enforce a judgment or other court ruling in favor of the Holder. THE COMPANY HEREBY IRREVOCABLY WAIVES ANY RIGHT IT MAY HAVE TO, AND AGREES NOT TO REQUEST, A JURY TRIAL FOR THE ADJUDICATION OF ANY DISPUTE HEREUNDER OR IN CONNECTION WITH OR ARISING OUT OF THIS SERIES A WARRANT OR ANY TRANSACTION CONTEMPLATED HEREBY.

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: the Court of Special Appeals’ decision in Evans is that Respondents’ constitutional rights were violated only when the police decided not to “arrest” them, and let them go. In this regard, we agree with the intermediate appeals court of Massachusetts: Under that principle, it cannot be said that [the defendant’s] constitutional rights were violated when he was first searched; if he had been arrested immediately afterwards ..., no question could now arise as to the constitutional validity of the search. It is thus apparent that the defendant is contending for a nonsense proposition: that his constitutional rights were violated at the moment when the police decided not to arrest him and instead let him go. Commonwealth v. Skea, 18 Mass.App.Ct. 685, 470 N.E.2d 385, 393 (Mass.Ct.App.1984) (<HOLDING>). Accordingly, we hold that the failure of the Options: A. holding that the searehincidenttoalawfularrest rule does not apply to a warrantless search that provides the probable cause for the subsequent arrest because one cannot justify the arrest by the search and then simultaneously justify the search by the arrest B. holding that search of backpack constituted a search of defendants person and was not authorized by search warrant for premises C. holding that while search incident to arrest could not justify search in that case probable cause plus exigency justified search D. holding that consent searches do not require probable cause to justify the search of a home E. holding that reasoning which would justify the arrest by the search and at the same time justify the search by the arrest will not do

assistant: The best answer is C. holding that while search incident to arrest could not justify search in that case probable cause plus exigency justified 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: the court and argument would not aid the decisional process. AFFIRMED IN PART; VACATED AND REMANDED IN PART. 1 . Prior to sentencing, Brown filed a sentencing memorandum in which he requested the district court consider reducing his sentence to account for the disparities in sentencing between crack cocaine and powder cocaine offenses. 2 . After Brown was sentenced in October 2007, the Supreme Court decided that "it would not be an abuse of discretion for a district court to conclude when sentencing a particular defendant that the crack/powder disparity yields a sentence ‘greater than necessary’ to achieve § 3553(a)’s purposes, even in a mine-run case.” Kimbrough, 128 S.Ct. at 575. Kimbrough thus abrogated this Court’s decision in United States v. Eura, 440 F.3d 625, 634 (4th Cir.2006) (<HOLDING>), vacated, -U.S.-, 128 S.Ct. 853,-L.Ed.2d - Options: A. holding that a defendants probation cannot be revoked solely on the basis of hearsay B. recognizing that evidence may be legally insufficient where there is variance between indictment allegations and proof C. holding that substantial downward variance was substantively unreasonable D. holding that 1001 ratio cannot be the basis of a variance E. holding variance between enhancement allegation and proof renders evidence legally insufficient only if variance is material

assistant: The best answer is D. holding that 1001 ratio cannot be the basis of a variance
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 Award (including any additional RSUs received by the Participant as a result of stock dividends, stock splits or any other similar transaction affecting the Company's securities without receipt of consideration) shall not be transferable by the Participant otherwise than (i) by will or by the laws of descent and distribution, or (ii) pursuant to a qualified domestic relations order as defined by the Internal Revenue Code or Title I of the Employee Retirement Income Security Act or the rules thereunder. Except as provided in the previous sentence, the shares of Common Stock to be issued pursuant to this Agreement shall be issued, during the Participant's lifetime, only to the Participant (or, in the event of legal incapacity or incompetence, to the Participant's guardian or representative). This Award shall not be assigned, pledged or hypothecated in any way (whether by operation of law or otherwise) and shall not be subject to execution, attachment or similar process. Any attempted transfer, assignment, pledge, hypothecation or other disposition of this Award or of any rights granted hereunder contrary to the provisions of this Section 3, or the levy of any attachment or similar process upon this Award shall be null and void.

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: Serv., 553 F.Supp. 1387, 1389 (W.D.Pa.1983)). In 2006, the PAEA expanded the reach of § 3662 to include claims arising under specific sections of the PAEA, including § 404a. 39 U.S.C. § 3662 (2006). There is nothing in the statutory text or legislative history to suggest that the PAEA eliminated the exclusive jurisdiction conferred to the Postal Rate Commission (renamed the Postal Regulatory Commission, or PRC, by the PAEA) over claims enume ict court next determined that it had no subject matter jurisdiction over Mr. Foster’s tort claims. Foster I at *5. Section 409(c) of the PAEA provides that any tort claim against USPS is subject to the provisions of the FTCA found in title 28 chapter 171. See Dolan v. U.S. Postal Serv., 546 U.S. 481, 484, 126 S.Ct. 1252, 163 L.Ed.2d 1079 (2006) (<HOLDING>). The FTCA explicitly prohibits claims of Options: A. holding that ethical violations may be relevant to tort claims brought against attorneys B. holding that tort actions brought against a state actor must be brought in the illinois court of claims and the district courts dismissal of such claims was proper C. holding that this language applies to tort claims brought under the federal tort claims act against a contractor who has a selfdetermination contract D. holding that 39 usc 409c requires tort claims brought against usps to comply with the ftca E. holding that claims under 42 usc 1983 are not personal injury tort claims

assistant: The best answer is D. holding that 39 usc 409c requires tort claims brought against usps to comply with the ftca
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: ( i ) calling landlines and mobiles : the charges payable for calling phones ( outside of a subscription ) consist of a connection fee ( charged once , per call ) and a per-minute rate as set out on www.skype.com/go/allrates .

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: Executive acknowledges that the provisions, restrictions and time limitations contained in Section 5 are reasonable and properly required for the adequate protection of the business of the Company and that in the event such restriction or limitation is deemed to be unreasonable by any court of competent jurisdiction, then Executive agrees to submit to the reduction of said restriction and limitation to such as any such court may deem reasonable. If any particular provision of Section 5 shall be adjudicated to be invalid or unenforceable, such provision shall be considered to be divisible with respect to scope, time and geographic area, and such lesser scope, time or geographic area, as a court of competent jurisdiction may determine to be reasonable, not arbitrary and not against public policy, shall be effective, binding and enforceable against Executive. In the event that any provision hereof becomes or is declared by a court of competent jurisdiction to be illegal, unenforceable or void, this Agreement will continue in full force and effect without said provision.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: with federal law,” for example, “when it is impossible for a private party to comply with both state and federal requirements, or when state law ‘stands as an obstacle to the accomplishment and execution of the full purposes and objectives of Congress.’ ” Id at 1332 (quoting Hines v. Davidowitz, 312 U.S. 52, 67, 61 S.Ct. 399, 85 L.Ed. 581 (1941)). Here, the EPPs’ claims sound in unfair competition in violation of state consumer protection statutes and state antitrust laws, as well as unjust enrichment. In line with the Federal Circuit, and because the Warner Chilcott Defendants do not suggest Congress intended to preempt these areas of state law, the Court concludes that there is no field preemption of state consumer protection, unjust enrichment, or antitrust laws. See id. at 1333 (<HOLDING>); ARC Am. Corp., 490 U.S. at 101, 109 S.Ct. Options: A. holding that in the field preemption context the hardship is the process itself B. holding that in light of the presumption against preemption there is no field preemption of state unfair competition claims that rely on a substantial question of federal patent law because congress has not expressed its clear and manifest intention to preempt that area of law C. holding that 502a operated to preempt state law claims despite the fact that the law in question may have been exempt from 514a preemption as a law regulating insurance D. holding that where a conflict between state and federal law is alleged it must be reasonable to conclude that congress would have intended to preclude the state law in question since it would make little sense to preempt state law in order to serve the purposes underlying federal legislation if congress itself would not require or admit of preemption of state authority E. recognizing presumption against preemption presumption is properly applied to state law design defect claims against manufacturer of pacemaker fda premarket approval of device did not require preemption

assistant: The best answer is B. holding that in light of the presumption against preemption there is no field preemption of state unfair competition claims that rely on a substantial question of federal patent law because congress has not expressed its clear and manifest intention to preempt that area of law
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 “[t]he test of reasonableness under the Fourth Amendment is not capable of precise definition or mechanical application.” Bell v. Wolfish, 441 U.S. 520, 559, 99 S.Ct. 1861, 60 L.Ed.2d 447 (1979). According to Soldal, in determining whether a government seizure violates the Fourth Amendment, the seizure must be examined for its overall reasonableness. See Soldal, 113 S.Ct. at 549 (“ ‘reasonableness is still the ultimate standard’ under the Fourth Amendment”) (citations omitted). The analysis must be based upon a careful balancing of governmental and private interests. See id. C. Individual Officers ’ Liability 1. Clemens and Freas As noted above, the actions of officers Clemens and Freas on August 26, 1995 were not reasonable, and no reasonable jury could find otherwise. See supra (<HOLDING>). While we recognize that there is a legitimate Options: A. holding that an officer applying for a warrant without probable cause may be entitled to qualified immunity but is not entitled to absolute immunity B. holding that where defendant claiming qualified immunity relies on facts that are in dispute qualified immunity cannot be granted C. holding that defendants are not entitled to qualified immunity D. holding officials are entitled to qualified immunity for reasonable mistakes of law E. holding that prison disciplinary hearing committee members are entitled to qualified immunity

assistant: The best answer is C. holding that defendants are not entitled to qualified immunity
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: during your registration for the battle.net service you grant your consent to the following : when running , the world of warcraft client may monitor your computer 's random access memory ( ram ) and/or cpu processes for unauthorized third party programs running concurrently with world of warcraft .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Waiver and Second Amendment, and all claims, disputes and matters arising hereunder or thereunder or related hereto or thereto, will be governed by, and construed in accordance with, the laws of the State of New York applicable to contracts executed in and to be performed entirely within that state.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The confidentiality, non-disclosure and non-use obligations set forth in Article 8 of the Master Collaboration Agreement, including each Party’s rights and obligations with respect to publicity and publications set forth in Sections 8.6 and 8.7.2 of the Master Collaboration Agreement, shall apply to the Parties’ performance of all activities under this License Agreement.

assistant: Confidentiality
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 Right of First Refusal shall, at Landlord’s option, terminate and be of no further force or effect even after Tenant’s due and timely exercise of the Right of First Refusal, if, after such exercise, but prior to the commencement date of the lease of such Right of First Refusal, (i) Tenant fails to timely cure any default by Tenant under the Lease; or (ii) Tenant has Defaulted 3 or more times during the period from the date of the exercise of the Right of First Refusal to the date of the commencement of the lease of the Identified Space, whether or not such Defaults are cured.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: waived his opportunity to challenge the district court’s ERISA ruling when he failed to contest it in his initial appeal. See Kesselring v. F/T Arctic Hero, 95 F.3d 23, 24 (9th Cir. 1996) (per curiam) (“Since appellant failed to raise this issue in its first appeal, it is waived.”). We previously vacated and remanded for the district court to reconsider the unrelated issue of whether Schoenfeld’s debt was dischargeable under the Bankruptcy Code, and did not disturb the district court’s order as it pertained to Schoen-feld’s violations of ERISA. In addition, contrary to Schoenfeld’s contention, the satisfaction of his debt did not moot the injunctive relief designed to protect against future violations of ERISA. See F.T.C. v. Affordable Media, 179 F.3d 1228, 1238 (9th Cir. 1999) (<HOLDING>); S.E.C. v. Koracorp Indus., Inc., 575 F.2d Options: A. recognizing mootness if it is absolutely clear the allegedly wrongful behavior could not reasonably be expected to recur citation omitted B. holding that injunctive relief is not moot based on voluntary cessation unless the defendant shows that it is absolutely clear his wrongful activities cannot reasonably be expected to recur C. holding that dismissal is inappropriate unless it is clear that no relief could be granted under any set of facts that could be proved consistent with the allegations D. holding that it is not E. holding that an error cannot be plain unless it is clear under current law quotation omitted

assistant: The best answer is B. holding that injunctive relief is not moot based on voluntary cessation unless the defendant shows that it is absolutely clear his wrongful activities cannot reasonably be expected to recur
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: 1065-66 (9th Cir.2004) (internal citation omitted); Moore v. Kayport Package Exp., Inc., 885 F.2d 531, 541 (9th Cir.1989). Defendants challenge Plaintiffs’ RICO claim for failure to sufficiently allege: (i) conduct (ii) of an enterprise, and (iii) racketeering activity. The Court will first address conduct of an enterprise. Section 1962(c) targets conduct by “any person employed by or associated with any enterprise .... ” The Supreme Court has recognized the basic principle that Section 1962(c) imposes a distinctiveness requirement — that is, one must allege two distinct entities: a “person” and an “enterprise” that is not simply the same “person” referred to by a different name. Cedric Kushner Promotions, Ltd. v. King, 533 U.S. 158, 161 & 166, 121 S.Ct. 2087, 150 L.Ed.2d 198 (2001) (<HOLDING>). The Court noted that the distinctiveness Options: A. holding that a corporation is held responsible for acts not within the agents corporate powers strictly construed but which the agent has assumed to perform for the corporation when employing the corporate powers actually authorized and in such eases there need be no written authority under seal or vote of the corporation in order to constitute the agency or to authorize the act B. holding that illegal sexual harassment is an illegitimate corporate activity beyond the scope of the supervisors employment C. 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 D. holding that the activities of two loan officers acting within the scope of their authority could not subject them to rico liability for conducting the affairs of the alleged enterprisebank E. holding that under section 1962c distinctiveness is satisfied and rico applies when a corporate employee unlawfully conducts the affairs of the corporation of which he is the sole owner whether he conducts those affairs within the scope or beyond the scope of corporate authority

assistant: The best answer is E. holding that under section 1962c distinctiveness is satisfied and rico applies when a corporate employee unlawfully conducts the affairs of the corporation of which he is the sole owner whether he conducts those affairs within the scope or beyond the scope of corporate authority
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement constitutes the entire agreement and understanding of the parties with respect to the transactions contemplated hereby and thereby. The registration rights granted under this Agreement supersede any registration, qualification or similar rights with respect to any of the shares granted to one or more Shareholders under any other agreement, and any of such preexisting registration rights are hereby terminated.

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: During the Term, the Executive shall be entitled to four (4) weeks of paid time off (“ PTO ”) each full calendar year. The PTO shall be used for vacation and sick days. Any vacation shall be taken at the reasonable and mutual convenience of the Company and the Executive. Any PTO that the Executive is entitled to in any calendar year that is not used by the end of such calendar year shall be forfeited, except for up to five days of PTO each year that may be carried forward to the following year. Holidays shall be provided in accordance with Company policy, as in effect from time to time.

assistant: Vacations
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 Borrowers shall not, and shall not permit any of their respective Subsidiaries to, directly or indirectly, become or remain liable as lessee or as a guarantor or other surety with respect to any lease of any property (whether real, personal or mixed), whether now owned or hereafter acquired, which such Person (a) has sold or transferred or is to sell or to transfer to any other Person (other than the Parent or any of its Subsidiaries), or (b) intends to use for substantially the same purpose as any other property which has been or is to be sold or transferred by such Person to any Person (other than the Parent or any of its Subsidiaries) in connection with such lease (such transaction, a “ Sale and Leaseback Transaction ”); provided that the foregoing shall not prohibit any such Sale and Leaseback Transaction in which such lease, to the extent constituting Debt, is permitted to be incurred under Section 10.1 and in which the leased property is permitted to be Disposed of by Section 10.4 .

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 legal provision and list the applicable contract clause categories. Provision: If the use or provision of all or a portion of the Services pursuant to this Agreement requires the approval, consent, permission, waiver or agreement (each a “ Consent ”) of a third party, Provider shall promptly inform Recipient of the need for such Consent(s); provided , that Provider shall not be required to provide the applicable Services until all applicable required Consents have been obtained. Provider shall (i) use commercially reasonable efforts to obtain Consents from third parties with whom Provider has existing contracts as necessary to enable Provider to perform the Services or (ii) if any such Consent cannot be obtained as a result of such efforts, upon Recipient’s request Provider shall use commercially reasonable efforts to enter into a new contract or agreement with such third party or an alternate provider in order to provide such Services in a manner as closely as possible to the standards described in this Agreement. Provider shall pay the costs of any Consents required in connection with this Agreement.

assistant: Consents
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 Participant acknowledges that the waiver by the Company of breach of any provision of this Agreement shall not operate or be construed as a waiver of any other provision of this Agreement, or of any subsequent breach by the Participant or any other Participant.

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: Mortgagor shall, within ten (10) days of Mortgagee's request, execute any documents, provide any lien or other searches, and do anything that Mortgagee determines to be reasonably necessary to establish, perfect, assure or maintain the existence and priorities of, Mortgagee's liens against the Mortgaged Property, the reasonable costs of so doing be paid by Mortgagor. In case of the occurrence of any errors in the execution of the Loan Documents, Mortgagor authorizes Mortgagee to make all necessary corrections in order to cause the Loan Documents to conform to the terms and conditions agreed to by Mortgagor and Mortgagee.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: Her affidavit explains her asset purchases, bank deposits, and credit card activity during the relevant time period. Her affidavit stated her tax records provide an accurate reflection of her income during the relevant times. Her affidavit thus sets forth specific facts disputing her exclusive control of the student activity account and controverting the claim that her personal finances show a $57,759.21 misappropriation. We must view the evidence in the light most favorable to the nonmoving party. C & J Vantage Leasing Co., 784 N.W.2d at 756. We find Van Haaften’s affidavit testimony creates a genuine issue of material fact as to the amount of the theft in excess of the $10,000 conclusively established by her Alford plea. See Wemimont v. Wernimont, 686 N.W.2d 186, 191 (Iowa 2004) (<HOLDING>). Accordingly, the district court erred in Options: A. holding that a speculative affidavit which contained mere conjecture was insufficient to create a genuine issue of material fact for trial B. holding that nonmoving party need not produce evidence unless moving party first brings forth evidence either tending to prove lack of genuine issue of material fact or challenging existence of element of cause of action C. holding that dispute regarding material fact is genuine if the evidence is such that a reasonable jury could return a verdict for the nonmoving party D. holding that there was a genuine issue of material fact precluding summary judgment E. holding nonmoving partys affidavit created genuine issue of material fact as to the existence of an employment relationship

assistant: The best answer is E. holding nonmoving partys affidavit created genuine issue of material fact as to the existence of an employment relationship
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 would not reasonably be expected to have a Material Adverse Effect or as set forth in Schedule 3.21 , (a) the Borrower and each of its Subsidiaries owns, or possesses the right to use, all Intellectual Property reasonably necessary in the operation of their respective businesses, (b) to the knowledge of the Borrower, the Borrower and its Subsidiaries are not interfering with, infringing upon, misappropriating or otherwise violating Intellectual Property of any person, and (c) (i) no claim or litigation regarding any of the Intellectual Property owned by the Borrower and its Subsidiaries is pending or, to the knowledge of the Borrower, threatened and (ii) to the knowledge of the Borrower, no claim or litigation regarding any other Intellectual Property described in the foregoing clauses (a) and (b) is pending or threatened.

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: Except as specifically provided pursuant to Section 3(a) above or the Committee determines otherwise in its sole discretion, Participant will completely forfeit his or her right in respect of this Agreement, any Restricted Shares or Shares that may be granted hereunder and any and all voting and dividend rights in respect of Restricted Shares or Shares hereunder (and shall receive no consideration from the Company on account of such forfeiture or any damages or compensation for the loss or forfeiture of any rights pursuant to this Agreement or any Restricted Shares or Shares that may be granted hereunder and any and all voting and dividend rights in respect of Restricted Shares or Shares hereunder) if his or her employment with the Company and all Subsidiaries terminates for any reason whatsoever (whether lawfully or in breach) before April 16, 2018.

assistant: Forfeitures
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: standard of review on affirmative defense of statute of limitations in KPMG Peat Marwick v. HCH, 988 S.W.2d 746, 748 (Tex.1999)). 8 . Tex. Educ.Code Ann. § 22.051 (Vernon 1996). 9 . Tex. Educ.Code Ann. § 8.006 (Vernon Supp. 2000). 10 . See City of Lancaster v. Chambers, 883 S.W.2d 650, 653 (Tex.1994). 11 . See Tex. Educ.Code Ann. § 22.051(a) (Vernon 1996) (Emphasis added). 12 . Downing v. Brown, 935 S.W.2d 112, 114 (Tex.1996). 13 . Id. 14 . Id. 15 . City of Wichita Falls v. Norman, 963 S.W.2d 211, 215 (Tex.App.—Fort Worth 1998, pet. dism’d w.o.j.). 16 . Kassen v. Hatley, 887 S.W.2d 4, 11 (Tex.1994). 17 . 935 S.W.2d 112 (Tex.1996). 18 . Id. at 114. 19 . Id. 20 . Id. 21 . Id. 22 . Id. 23 . See Nuchia v. Woodruff, 956 S.W.2d 612, 619-20 (Tex.App.—Houston [14th Dist.] 1997, pet. denied) (<HOLDING>); Cortez v. Weatherford Indep. Sch. Dist., 925 Options: A. holding that appeal from a decision of the attorney general denying legal representation was before the appellate division as of right to review the final decision of a state officer B. holding chief of police an executive officer because a member of the executive branch and an officer C. holding that statements made only to supervisor and chief by police officer were matters of public concern D. holding the chief of police was an atwill employee because the parties agreed that the chief of police was an appointed officer and the citys charter stated that officers shall be appointed and may be removed by the mayor with consent of the council E. holding that chief of police was entitled to immunity for demoting police officer pending appeal of hearing officers decision to contrary because although statute made hearing officers decision final and binding statute nowhere addressed enforceability of decision pending appeal thus chief of polices action was discretionary

assistant: The best answer is E. holding that chief of police was entitled to immunity for demoting police officer pending appeal of hearing officers decision to contrary because although statute made hearing officers decision final and binding statute nowhere addressed enforceability of decision pending appeal thus chief of polices action was discretionary
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: 6. If you or your Representatives are requested or required to disclose any Evaluation Material or any of the information referred to in paragraph 4 above under the heading “Non-Disclosure of Transaction Discussions” (or if the Company or its Representatives is requested or required to disclose that you are in discussions or negotiations with the Company concerning a possible Transaction) pursuant to any law or regulation or stock exchange rule or regulation or the terms of a valid and effective subpoena or order issued by a court of competent jurisdiction or a federal, state or local governmental or regulatory body or pursuant to a civil investigative demand or similar judicial process or otherwise, the applicable party will, to the extent not prohibited by applicable law or regulation, (i) promptly notify the other party of the existence, terms and circumstances surrounding such request or requirement,

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: 5.2. The obligations in Clause 5.1 shall not apply for Confidential Information that: 5.2.4. is required to be disclosed by law, regulation or any competent governmental, judicial or regulatory authority, or by a recognized stock exchange, or in response to a request from a regulatory body with a supervisory role over Recipient or any of its Affiliates, in which case Recipient will (or, if Recipient's Representative is subject to the disclosure obligation, Recipient will procure that such Representative will), in each case to the extent permitted by law, regulation or the relevant authority: a) inform Discloser of the circumstances of the disclosure and the information that will be disclosed as soon as reasonably practicable;

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 legal provision and list the applicable contract clause categories. Provision: From and after the date of this Agreement, upon the request of the Holder or MSPC, MSPC and the Holder shall execute and deliver such instruments, documents and other writings as may be reasonably necessary or desirable to confirm and carry out and to effectuate fully the intent and purposes of this Agreement.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Guaranty shall bind Guarantor and its successors and assigns, and the benefits hereof shall inure to the benefit of the Beneficiary and their successors and assigns. All reference herein to a “Guarantor” and the “Beneficiary” shall be deemed to apply to the Guarantor and the Beneficiary, respectively, and to their respective successors and assigns.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: In the event that any provision of this Agreement is found by a court, arbitrator, or other tribunal to be illegal, invalid, or unenforceable, then such maximum extent permissible under applicable law, and the remainder of this Agreement shall remain in full force and effect.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: As of the Effective Date, this letter constitutes the final, complete and exclusive agreement between you and the Company with respect to the subject matter hereof and replaces and supersedes any and all other agreements, offers or promises, whether oral or written, made to you by the Company or any of its subsidiaries, affiliates, successors, or assigns (including, without limitation, the Original Employment Letter).

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: Clauses of both the Iowa and Federal Constitutions because paragraph P of the parole agreement constituted involuntary consent. The State argued the search was reasonable because Baldón consented to the searches by signing the parole agreement. It asserted Baldón was still serv 0) (avoiding consent issue by relying on the special needs doctrine to justify a parolee search); People v. Wilson, 228 Ill.2d 35, 319 Ill.Dec. 353, 885 N.E.2d 1033, 1042 (2008) (adopting Samson instead of analyzing the parole agreement’s search condition under a consent framework); State v. Heaton, 812 N.W.2d 904, 908 (Minn.Ct.App.2012) (“By agreeing to [the search] condition of parole, appellant diminished his reasonable expectation of privacy.”); Himmage v. State, 88 Nev. 296, 496 P.2d 763, 765-66 (1972) (<HOLDING>); People v. Huntley, 43 N.Y.2d 175, 401 Options: A. recognizing repayment of damages to society as remedial B. holding that imposing supervised release condition that defendant report to his probation officer upon reentry into the united states is not plain error C. holding parolee voluntarily agreed to consentsearch provision as a condition of release into society D. holding defendant agreed to submit to searches as a condition of probation E. recognizing loss of society damages as remedy available under general maritime law

assistant: The best answer is C. holding parolee voluntarily agreed to consentsearch provision as a condition of release into society