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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: that the officer’s observation of Kaigler sitting in his car was an insufficient basis for establishing a well-founded suspicion of criminal activity — in other words, that the stop was-illegal. After the trial court ordered the cocaine suppressed, defense counsel argued that the other two counts should be-dismissed because the State could no longer prove a statutory element of each of these charges: that the officer was “in the lawful execution of any legal duty,” § 843.01 (resisting with violence), or “engaged in the lawful performance of his or her duties,” § 784.07(2) (battery of a law enforcement officer). The court’s denial of the motion to dismiss these remaining counts forms the basis of this appeal. Narrowly stated, the question p an v. State, 807 So.2d 106, 110 (Fla. 5th DCA) (<HOLDING>), review granted, 835 So.2d 271 (Fla.2002). But Options: A. holding that in deciding whether officers are entitled to qualified immunity it is not only the evidence of clearly established law that is for the court but also whether a reasonable officer could have believed that his or her conduct was lawful in light of the information the officer had B. holding that while the state must prove that the alleged victim was a law enforcement officer who was engaged in the lawful execution or performance of a legal duty the technical illegality of that action does not justify resisting with violence or battering the officer C. holding that the trial court committed fundamental error in not instructing the jury on the knowledge element of the offense of resisting an officer without violence when that element was in dispute at trial D. holding that an officer or employee of the tennessee valley authority was not an officer or employee acting under the authority of the united states or any department or any officer of the government thereof within the meaning of a criminal statute first enacted in 1884 E. holding police officer who was shot by occupier of premises could not recover from premises owner for injuries the officer should have reasonably expected to sustain while engaged in the line of duty

assistant: The best answer is B. holding that while the state must prove that the alleged victim was a law enforcement officer who was engaged in the lawful execution or performance of a legal duty the technical illegality of that action does not justify resisting with violence or battering the officer
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: no requirement that Plaintiff seek a determination of the good faith of the settlement under California Code of Civil Procedure section 877.6. Thus, the failure to do so does not support summary judgment in favor of Roto-Rooter. b. Allocation of settlement Roto-Rooter argues that Plaintiff is not entitled to indemnification because it failed to allocate the settlement not only as to the negligence claims, but also as to economic and noneconomic damages. Where the "settling parties have failed to allocate, the trial court must allocate in the manner which is most advantageous to the nonsettling party." Dillingham Construction v. Nadel Partnership, 64 Cal.App.4th 264, 287, 75 Cal.Rptr.2d 207 (1998); see also Knox v. County of Los Angeles, 109 Cal.App.3d 825, 835, 167 Cal.Rptr. 463 (1980) (<HOLDING>). The testimony of an attorney for the party Options: A. holding that the trial court must determine whether the defendant has carried his burden of proving purposeful discrimination B. holding that reversible error was committed when the court could not determine that the instruction given by the trial justice was sufficient to remove the taint of the statement and such doubt was to be resolved in favor of the defendant C. holding that the plaintiff has the burden of proving an agreed allocation in a settlement as between the claims in which joint tortfeasor status was alleged so the court could determine the appropriate setoff amount to be applied against a money judgment entered in the plaintiffs favor after trial against a nonsettling defendant and remanding for further proceedings to determine the setoff amount D. holding that a settlement agreement in which the plaintiff agreed to drop all claims against the defendants in exchange for a specific sum of money was enforceable despite the fact that the agreement did not specify whether the plaintiffs promise would take the legal form of a release or a covenant not to sue E. holding that joint tortfeasor defendant does not get setoff equal to amount of recovery injured plaintiff receives from carrier of his uninsured motorist coverage

assistant: The best answer is C. holding that the plaintiff has the burden of proving an agreed allocation in a settlement as between the claims in which joint tortfeasor status was alleged so the court could determine the appropriate setoff amount to be applied against a money judgment entered in the plaintiffs favor after trial against a nonsettling defendant and remanding for further proceedings to determine the setoff amount
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement may be executed in one or more counterparts, each of which shall for all purposes be deemed to be an original, but all of which together shall constitute one and the same Agreement. Delivery of an executed counterpart of a signature page of this Agreement by facsimile, portable document format (.pdf) or other electronic transmission shall be effective as delivery of a manually executed counterpart.

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 legal provision and list the applicable contract clause categories. Provision: Each Obligor, each Obligor’s respective successors-in-title, legal representatives, and assignees and, to the extent the same is claimed by right of, through, or under any Obligor, their past, present, and future employees, agents, representatives, officers, directors, shareholders, and trustees, do hereby forever remise, release, and discharge each Lender Party, and each Lender Party’s respective successors-in-title, affiliates, subsidiaries, legal representatives, and assignees, past, present, and future officers, directors, shareholders, trustees, agents, employees, consultants, experts, advisors, attorneys, and other professionals (collectively, the “ Lender Group ”), from any and all manner of action and actions, cause and causes of action, defenses, counterclaims, setoffs, suits, debts, dues, sums of money, accounts, reckonings, bonds, bills, specialties, covenants, contracts, controversies, damages, judgments, expenses, executions, liens, claims of liens, claims of costs, penalties, attorneys’ fees, or any other compensation, recovery, or relief (including subordination of claims) (collectively, “ Claims ”) on account of any loss, liability, obligation, demand, or cause of action of whatever nature relating to, arising out of, or in connection with the Loan Agreement or any other Finance Document, including, but not limited to, acts, omissions to act, actions, negotiations, discussions, and events resulting in the finalization and execution of this Waiver and Amendment or the Forbearance Agreement, as, among, and between the Obligors and the Lender Parties, such Claims whether now accrued and whether now known or hereafter discovered, from the beginning of time through the date hereof, and specifically including, without any limitation, any claims of liability asserted or that could have been asserted with respect to, arising out of, or in any manner whatsoever connected directly or indirectly with any “lender liability-type” claim.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Any notice required or permitted hereunder shall be given in writing and shall be deemed effectively given upon personal delivery or upon deposit in the United States mail by certified mail (if the parties are within the United States) or upon deposit for delivery by an internationally recognized express mail courier service (for international delivery of notice), with postage and fees prepaid, addressed to the other party at its address as set forth in the Notice, or to such other address as such party may designate in writing from time to time to the other party. If an on-line or electronic system is established for participants in the Plan as described in Section 17 of this Agreement, effective notice may also be given and governed by the notice provisions of such on-line or electronic system.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: action under the Rooker-Feldman doctrine, see Rooker v. Fid. Trust Co., 263 U.S. 413, 44 S.Ct. 149, 68 L.Ed. 362 (1923); Dist. of Columbia Ct. of Appeals v. Feldman, 460 U.S. 462, 103 S.Ct. 1303, 75 L.Ed.2d 206 (1983). She also dismissed the summary-judgment motions as moot. This appeal followed. For the following reasons we affirm the district court’s dismissal, but on res judicata, rather than Rooker-Feldman, grounds. II. Analysis In Kremer v. Chemical Construction Corp., 456 U.S. 461, 481, 102 S.Ct. 1883, 72 L.Ed.2d 262 (1982), the Supreme Court held that full faith and credit, 28 U.S.C. § 1738, applies to state-court judgments entered in proceedings to review a state administrative agency. But cf. Univ. of Tenn. v. Elliott, 478 U.S. 788, 796, 106 S.Ct. 3220, 92 L.Ed.2d 635 (1986) (<HOLDING>). A judgment of a state court sitting in an Options: A. holding that illinois federal court erred in giving preclusive effect to minnesota state courts dismissal of action on statute of limitations grounds based on minnesotas treatment of statutes of limitations as procedural in nature and without preclusive effect B. holding that unreviewed state administrative proceedings do not have preclusive effect on title vii claim C. holding that full faith and credit is inapplicable to endow unreviewed administrative proceedings preclusive effect in title vii cases D. recognizing that nypd disciplinary hearings can have preclusive effect but ultimately holding that collateral estoppel did not apply due to issues specific to the administrative proceedings in that case E. holding that a title vii plaintiff could not hold coworkers liable in their individual capacities under title vii

assistant: The best answer is C. holding that full faith and credit is inapplicable to endow unreviewed administrative proceedings preclusive effect in title vii cases
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: against because she is transgendered, she makes no affirmative arguments — either directly or in response to River Oaks’ Motion for Final Summary Judgment — that she is entitled to prevail under the theory that discrimination based upon an individual’s gender identity is sex discrimination per se. Lopez does argue that River Oaks rescinded its job offer because "Lopez ‘passed’ as a female during her job interview,” but was later determined, "in its view, [that] she is a male,” and that that constitutes discrimination "because of sex.” Plaintiff's MPSJ [Doc. #21], at 11. However, the Court construes this as merely a vari ation of her primary claim that she was discriminated against for failing to conform with traditional gender stereotypes. Cf. Et-sitty, 502 F.3d at 1221-22 (<HOLDING>). Indeed, Lopez makes clear that "this action Options: A. recognizing that a claim of hostile environment sex discrimination is actionable under title vii B. holding that title vii did not provide exclusive remedy for sex discrimination in public employment claim could also be brought under equal protection clause C. holding that allegations of discrimination on the basis of sexual orientation necessarily state a claim of discrimination on the basis of sex D. holding discrimination based on pregnancy was not sex discrimination E. holding that transsexuals are not a protected class under title vii in response to the plaintiffs argument that because a persons identity as a transsexual is directly connected to the sex organs she possesses discrimination on this basis must constitute discrimination because of sex

assistant: The best answer is E. holding that transsexuals are not a protected class under title vii in response to the plaintiffs argument that because a persons identity as a transsexual is directly connected to the sex organs she possesses discrimination on this basis must constitute discrimination because of sex
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: no uniform jury instructions for successor tortfeasor cases, and there was very little case law on the subject, which was in flux, we remanded for a new trial. Id. ¶ 38. {34} Here, unlike in Payne, while no uniform jury instruction on negligent hiring existed at the time of trial, see UJI 13-1647 NMRA Use Note (adopted December 3, 2010), well-established case law laying out the elements of negligent hiring did exist. See Valdez v. Warner, 106 N.M. 305, 307-08, 742 P.2d 517, 519-20 (Ct. App. 1987) (describing the standard for negligent hiring); see also Spencer v. Health Force, Inc., 2005-NMSC-002, ¶¶ 10, 22-24, 137 N.M. 64, 107 P.3d 504 (discussing causation in the negligent hiring context); Pittard v. Four Seasons Motor Inn, Inc., 101 N.M. 723, 729, 688 P.2d 333, 339 (Ct. App. 1984) (<HOLDING>). Because Meteor invited jury instruction error Options: A. holding that negligent entrustment claim is unnecessary prejudicial and redundant when defendant employer admits that the employee was acting within the scope of employment B. recognizing torts of negligent hiring supervision and retention C. recognizing that a showing of scope of employment is unnecessary under a negligent hiring theory D. recognizing as viable actions in tort negligent hiring and negligent retention E. holding that for a plaintiff to recover on claim of negligent hiring the negligent hiring of the employee must have been the proximate cause of the injury at issue

assistant: The best answer is C. recognizing that a showing of scope of employment is unnecessary under a negligent hiring theory
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: are violated by allowing judicial finding of a prior conviction for purposes of increasing the statutory maximum sentence. These contentions are foreclosed. See United States v. Velasquez-Reyes, 427 F.3d 1227, 1229 (9th Cir.2005) (rejecting contention that the government is required to plead prior convictions in the indictment and prove them to a jury unless the defendant admits the prior convictions); United States v. Weiland, 420 F.3d 1062, 1079 n. 16 (9th Cir.2005) (noting that we continue to be bound by the Supreme Court’s holding in Almendarez-Torres that a district judge may enhance a sentence on the basis of prior convictions, even if the fact of those convictions was not found by a jury beyond a reasonable doubt); United States v. Beng-Salazar, 452 F.3d 1088 (9th Cir.2006) (<HOLDING>); United States v. Castillo-Rivera, 244 F.3d Options: A. holding that the defendants guilty plea was valid where the district court carefully questioned the defendant about whether he understood the consequences of his guilty plea B. recognizing the prior conviction exception of almendareztorres C. recognizing as foreclosed the contention that recent supreme court decisions limit almendareztorres holding to cases where a defendant has admitted the prior convictions during a guilty plea D. holding that almendareztorres v united states 523 us 224 118 sct 1219 140 led2d 350 1998 remains good law and rejecting the contention that prior convictions must be admitted by the defendant or found by the jury E. holding that the supreme court has final appellate review of agency decisions

assistant: The best answer is C. recognizing as foreclosed the contention that recent supreme court decisions limit almendareztorres holding to cases where a defendant has admitted the prior convictions during a guilty plea
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: a “finding” within the meaning of the statute, so that, a fortiori interest must be assessed and added by the arbitrator, and in any event, by the Court. The Court disagrees. If the arbitrator’s award is silent with respect to pre-award interest, and such silence is the product of a failure of the prevailing party to have requested consideration of the issue, it should be presumed, in the absence of countervailing evidence, that interest was waived. See Reilly v. Metropolitan Property & Liability Ins. Co., 412 Mass. 1006 (1992). The Court will assume, “in the absence of an explicit agreement to the contraiy, pre-award damage claims, including interest, to have been submitted to arbitration.” Id.; see also Sansone v. Metropolitan Property & Liability Ins. Co., 30 Mass.App.Ct. 660 (1991) (<HOLDING>). Ryan’s award having been silent as to Options: A. holding that plaintiffs personal injury action against other driver in auto accident was not precluded by arbitration award between insurance carriers regarding damage to plaintiffs car because plaintiff did not participate in or control arbitration was not a party to arbitration agreement did not adopt agreement or attempt to benefit from agreement B. holding that when plaintiff sought arbitration and neither the award nor the arbitration agreement mentioned interest the plaintiff was not entitled to preaward interest C. holding that proposed invalidation of the entire arbitration agreement even if the court were convinced that the plaintiff could not afford to pay for the arbitration proceedings was unnecessarily radical because the court could instead simply nullify the fee provisions of the arbitration agreement and force the defendant employer to bear the expense of arbitration D. holding that where the arbitration agreement was silent on feesplitting and the costs imposed upon the plaintiff by the aaa were not prohibitive the plaintiff had presented little evidence to indicate that arbitration would be prohibitively expensive and the fees and costs of arbitration did not render the arbitration scheme unconscionable E. holding that the federal arbitration act requires piecemeal resolution when necessary to give effect to an arbitration agreement and mandates enforcement of an arbitration agreement notwithstanding the presence of other persons who are parties to the underlying dispute but not to the arbitration agreement emphasis added

assistant: The best answer is B. holding that when plaintiff sought arbitration and neither the award nor the arbitration agreement mentioned interest the plaintiff was not entitled to preaward interest
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: more responsible for the homicides, because they had instigated events and Beardslee had only acted out of fear of Rutherford. The trial court declared co-defendant sentences irrelevant to the disposition of Beardslee’s case and denied the motion. The California Supreme Court affirmed that co-defendant sentences were irrelevant to Beardslee’s proper punishment. Beardslee, 53 Cal.3d. at 111, 279 Cal.Rptr. at 300, 806 P.2d at 1335. The district court granted summary judgment to the State on similar grounds. Beardslee offers three arguments in support of admitting this evidence, but none of them is persuasive. First, he claims that co-defendants’ sentences may be “circumstances of the offense” within the meaning of Lockett v. Ohio, 438 U.S. 586, 604, 98 S.Ct. 2954, 57 L.Ed.2d 973 (1978) (<HOLDING>). The State responds that this rule refers only Options: A. holding that juries may not be precluded from considering as a mitigating factor any aspect of a defendants character or record and any of the circumstances of the offense that the defendant proffers as a basis for a sentence less than death B. holding that a trial court must not preclude the jury from considering any aspect of the defendants character or circumstances as a mitigating factor C. holding that a sentencer must not be precluded from considering any of the circumstances of the offense that the defendant proffers D. holding that juries may not be precluded from considering as a mitigating factor any aspect of a defendants character or record and any of the circumstances of the offense that the defendant proffers emphasis in original E. holding that sentencing scheme that permitted a limited range of mitigating evidence was unconstitutional because the eighth and fourteenth amendments require that the sentencer not be precluded from considering as a mitigating factor any aspect of a defendants character or record and any of the circumstances of the offense that the defendant proffers as a basis for a sentence less than death

assistant: The best answer is C. holding that a sentencer must not be precluded from considering any of the circumstances of the offense that the defendant proffers
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: if you reside in a country ( for example , european union member states ) with laws that give consumers the right to bring disputes in their local courts , this paragraph does n't affect those requirements .

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: The Parties will, and will cause their Affiliates and Third Party subcontractors to, maintain complete and accurate records of all work conducted in performing Development activities with respect to the Compounds and Products, and all results, data, Inventions and Know-How made during the performance of such Development. Subject to a Party’s agreements with Third Parties ( provided that such agreements are entered into in accordance with this Agreement and such Party has notified the other Party of the existence of such agreements), each Party shall have unrestricted access to all results, data, Inventions and Know-How Controlled by such Party or its Affiliates related to any Compound or Product (not including Combination Products in the TESARO Field) to ensure data integrity, traceability, acceptability, quality and operational compliance with all Applicable Law; provided , however , that neither Party shall have access to the other Party’s Redactable Information. Such records shall contain sufficient detail and be in good scientific and, as appropriate , GLP, GCP, and GMP manner suitable for patent preparation and filing and regulatory purposes. The Parties will maintain or cause to be maintained such records with respect to the Compounds and each such Product for a period at least five (5) years after receipt of Marketing Approval of any Product in an ICH region and until there are no pending or contemplated Drug Approval Applications or Regulatory Approvals in an ICH region or at least five years have elapsed since the formal discontinuation of clinical Development of such Product; provided , however , that such records shall be retained for a longer period if required by the applicable Regulatory Authority. If either Party plans to destroy or discard any of such records after the retention period has expired, such Party will notify the other Party in writing. The Parties will then discuss and decide whether to send the records to an offsite storage facility, to the other Party, or another alternative as agreed to by the Parties.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: If a court of competent jurisdiction determines that any provision of the Plan or related Participation Agreement, or any portion of such a provision, is void or unenforceable, only such provision or portion will be rendered void or unenforceable. The remainder of this Plan and/or related Participation Agreement will remain in full force and effect. If any court of proper jurisdiction determines that any covenant of the Employee or Director, in any related Participation Agreement is overbroad as to duration, coverage, or geographic scope, it is the intent of the parties that such covenant will be limited in such jurisdiction to the extent necessary to allow its enforcement.

assistant: Interpretations
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: Commencing on November 4, 2016 the Executive shall receive a base salary at the annual rate of not less than $110,000 for during the period of her employment payable in installments consistent with the Company's normal payroll schedule, subject to applicable withholding and other taxes.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: All notices to the Second Lien Claimholders and the First Lien Claimholders permitted or required under this Agreement shall be sent to the Second Lien Collateral Trustee and the First Lien Administrative Agent, respectively. Unless otherwise specifically provided herein, any notice hereunder shall be in writing and may be personally served or sent by telefacsimile, electronic mail or United States mail or courier service and shall be deemed to have been given when delivered in person or by courier service and signed for against receipt thereof, upon receipt of telefacsimile or electronic mail, or three Business Days after depositing it in the United States mail with postage prepaid and properly addressed. For the purposes hereof, the addresses of the parties hereto shall be as set forth below each party’s name on the signature pages hereto or in the Joinder Agreement pursuant to which it becomes a party hereto, or, as to each party, at such other address as may be designated by such party in a written notice to all of the other parties.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: the district court felt that the maximum sentence was the appropriate punishment. Judging from the record, we cannot say the district court abused its discretion by giving the maximum sentence. So long as the district court acts within the guidelines, a harsh sentence, in and of itself, does not constitute error. See United States v. Ponce, 917 F.2d 841, 842 (5th Cir.1990) ("[W]e will uphold the district court’s sentence so long as it results from a correct application of the guidelines to factual findin Cir.1995) (“The 100 to one ratio is extreme, but it is not the province of this Court to second-guess Congress’s chosen penalty. That is a discretionary legislative judgment for Congress and the Sentencing Commission to make.”); United States v. Watson, 953 F.2d 895, 897-98 (5th Cir.) (<HOLDING>), cert. denied, 504 U.S. 928, 112 S.Ct. 1989, Options: A. holding that no unconstitutional infirmity exists in the sentencing guidelines treatment of crack visavis powder cocaine B. holding that district court did not err in determining that cocaine base was crack cocaine based on chemical analysis identifying cocaine base together with competent lay testimony bridging the evidentiary gap between cocaine base and crack cocaine and refusing to require showing of smokeability ie water solubility or melting point for purposes of establishing crack cocaine under the guidelines since smokeability distinguishes cocaine base from powder cocaine not from crack C. holding that a judge may consider the disparity between the guidelines treat ment of crack and powder cocaine offenses in deciding upon a sentence D. holding that sentencing disparity between crack and powder cocaine is constitutional E. holding that the sentencing guidelines disparate treatment of crack cocaine is not racially discriminatory under the fifth amendments equal protection guarantees

assistant: The best answer is A. holding that no unconstitutional infirmity exists in the sentencing guidelines treatment of crack visavis powder cocaine
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: Counterparty has all corporate power to enter into this Master Confirmation and each Supplemental Confirmation and to consummate the transactions contemplated hereby and thereby and to purchase the Shares and deliver any Settlement Shares in accordance with the terms hereof and thereof. Each Transaction contemplated by this Master Confirmation and any repurchase of Shares by Counterparty in connection with such Transaction are pursuant to a publicly announced share repurchase program that has been approved by its board of directors (or any committee thereof duly authorized to act on behalf of the board of directors) and, at the time of making this representation, such Transaction is not subject to any internal policy or procedure of Counterparty, whether written or oral, which would prohibit Counterparty from effecting any aspect of such Transaction, including, without limitation, the purchases of the Shares made pursuant to such Transaction at such time.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement (together with the Exhibits, Schedules and the documents referenced herein) sets forth the entire agreement and understanding of the parties relating to the subject matter hereof, and supersedes all prior agreements (including her prior employment agreement dated March 14, 2018), arrangements and understandings, written or oral, relating to the subject matter hereof including any offer letter or term sheets. No representation, promise or inducement has been made by either party that is not embodied in this Agreement, and neither party shall be bound by or liable for any alleged representation, promise or inducement not so set forth.

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: loss of twenty decibels or more as established by an audi-ogram. As Tate & Lyle emphasizes, all of the one hundred and five plaintiffs at issue satisfied both these criteria; they all had both ten years of employment and an audi-ogram showing at least twenty decibels of hearing loss before their last date of employment at the Arabi refinery. In rejecting Continental’s argument that the settlement agreement required more in terms of the particular type of au-diogram, the trial court reasoned that Continental was seeking to impose its interpretation of the agreement and that “Continental’s understanding of the settlement agreement is contrary to the principle of contractual interpretation in discerning the intent of the parties.” See Duet v. Lucky, 621 So.2d 168 (La.App.33 4th Cir.1993)(<HOLDING>); see also Sumrall v. Bickham, 03-1252 (La.App. Options: A. holding that an insurer lacked standing to raise the issue of the intent of the parties to the settlement agreement to which it was not a party B. holding that the prison physician lacked standing to raise the prisoners rights of access to the courts C. holding that the plaintiffs lawsuit which was filed despite a general release in the parties settlement agreement constituted a material breach of the settlement agreement D. holding that an intervenor lacked standing to challenge a settlement agreement between the plaintiff and the united states on the grounds that one of the plaintiffs claims was fraudulent because the intervenors were not parties to the settlement and suffered no personal harm from it notwithstanding the potential that its tax dollars went to pay the allegedly fraudulent claim E. holding that a settlement agreement is not a court order and therefore a violation of the settlement agreement would not subject a party to contempt

assistant: The best answer is A. holding that an insurer lacked standing to raise the issue of the intent of the parties to the settlement agreement to which it was not a party
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: claims that could have been brought either in the district court’s supplemental jurisdiction or in admiralty. Panek’s contract with Con-cordia was sufficiently maritime in nature to fall within the district court’s admiralty jurisdiction. See Kossick v. United Fruit Co., 365 U.S. 731, 735, 81 S.Ct. 886, 889, 6 L.Ed.2d 56 (1961) (marine insurance contracts); Carroll v. Protection rcised jurisdiction over the counterclaims either under its “supplemental jurisdiction” pursuant to 28 U.S.C. § 1367, or admiralty, 28 U.S.C. § 1333, at least with respect to the breach of contract and negligence claims. Having concluded that Rule 9(h) could be invok laimant has elected to proceed in admiralty is whether he demanded a jury trial. Lewis v. United States, 812 F.Supp. 620, 627 (E.D.Va.1993) (<HOLDING>); cf. Royal Ins. Co. of Am. v. Hansen, 125 Options: A. holding that courts apply substantive admiralty law to claims that sound in admiralty regardless of whether the complaint invokes diversity or admiralty jurisdiction B. holding that a demand for a trial by jury is inconsistent with an intent to proceed in admiralty C. recognizing that parties had right to trial by jury in trespass action but holding that parties waived that right under cr 3804 by not filing a demand for a jury trial D. holding in action involving single claim that if claim sounded only in admiralty there would be no right to a jury trial but if federal question was present as a separate and independent basis for federal jurisdiction then the jury demand must be honored E. holding that a complaint that asserts both admiralty jurisdiction and diversity jurisdiction is not an adequate 9h designation to trigger admiralty procedures

assistant: The best answer is B. holding that a demand for a trial by jury is inconsistent with an intent to proceed in admiralty
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: proceeds constitute a preferential transfer under § 547(b); however, Electric City contends that the proceeds fall under an exception to the preference rule which makes them unavoidable. Section 547(c)(8) of Title 11 makes a transfer unavoidable “if, in a case filed by an individual debtor whose debts are primarily consumer debts, the aggregate value of all property that constitutes or is affected by such transfer is less than $600.” 11 U.S.C. § 547(c)(8). Electric City argues that in determining whether a creditor has received $600 in value, a court must focus on each individual transfer. Because each of the individual transfers of Hailes’ garnished wages were less than $600, Electr ; In re Bunner, 145 B.R. 266, 267 (C.D.Ill.1992) (same) with In re Clark, 171 B.R. 563 (W.D.Ky.1994) (<HOLDING>); In re Howes, 165 B.R. 270 (E.D.Mo.1994) Options: A. holding that a fraudulent transfer of property by a coconspirator constituted a willful and malicious injury under section 523a6 because the debtor transferred property without just cause in an attempt to place it beyond the reach of a creditor B. holding that as a general rule affirmative action by the creditor must be taken to make it known to the debtor that the creditor has exercised his option to accelerate C. holding that creditor did not have actual knowledge of the bankruptcy filing where the debtor informed creditor of the possibility that a bankruptcy case would be filed D. holding that debtor cannot aggregate multiple transfers to a single creditor in ninetyday prefiling period to reach 547c8s 600 requirement E. recognizing need to balance interests of debt or and creditor in determining nature of protection to be afforded creditor

assistant: The best answer is D. holding that debtor cannot aggregate multiple transfers to a single creditor in ninetyday prefiling period to reach 547c8s 600 requirement
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 Agreement shall be governed by, interpreted under, and construed and enforced in accordance with the internal laws, and not the laws pertaining to conflicts or choices of laws, of the State of Maryland applicable to agreements made and to be performed wholly within the State of Maryland.

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: In his decision, the ALJ detailed a number of medical reports, and then stated: Every exhibit was reviewed carefully for preparation of this decision, however, exhibits not cited were omitted for various reasons, including, but not limited to the following: relate to a time not covered by the claim, illegibility, duplicity, different physicians reporting the same diagnoses, physician duplication of hospitalization records, failure to state a diagnosis, statement of the claimant’s complaints without a diagnosis, prescription of medication only, etc. R. I at 18. This type of boilerplate language is improper. The ALJ is charged with carefully considering all the relevant evidence and linking his findings to specific evidence. See Clifton v. Chater, 79 F.3d at 1007, 1009-10 (10th Cir.1996) (<HOLDING>). When an ALJ decides to disregard a medical Options: A. holding the alj does not have to specifically refer to every piece of evidence so long as the decision is not a broad rejection that is insufficient to permit a court to conclude that the alj considered the claimants medical condition as a whole B. holding the alj is not required to address every piece of evidence but he must articulate some legitimate reason for his decision C. holding the record must demonstrate that the alj considered all of the evidence and the alj must discuss the evidence supporting his decision the uncontroverted evidence he chooses not to rely upon and significantly probative evidence he rejects D. holding that to justify a new trial based upon newly discovered evidence 1 the evidence must have been discovered after trial 2 the failure to discover this evidence must not be attributable to a lack of due diligence on the part of the movant 3 the evidence must not be merely cumulative or impeaching 4 the evidence must be material and 5 the evidence must be likely to produce an acquittal if a new trial is granted E. holding that new evidence is evidence not previously of record and not merely cumulative of other evidence

assistant: The best answer is C. holding the record must demonstrate that the alj considered all of the evidence and the alj must discuss the evidence supporting his decision the uncontroverted evidence he chooses not to rely upon and significantly probative evidence he rejects
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: 981 F.2d at 259; Parker v. Carpenter, 978 F.2d at 191 n. 1; and Mayfield v. Collins, 918 F.2d 560, 561 (5th Cir.1990). 101 . Boyd v. Biggers, 31 F.3d at 281-82, quoting Neitzke v. Williams, 490 U.S. at 327, 109 S.Ct. at 1833. 102 . See Anear v. Sara Plasma, Inc., 964 F.2d at 468, (suggesting tha 1304-05 (5th Cir.1995), cert. denied sub nom. Conley v. Eugene, 517 U.S. 1191, 116 S.Ct. 1680, 134 L.Ed.2d 782 (1996); Colle v. Brazos County, Texas, 981 F.2d at 244-45; Nobby Lobby, Inc. v. City of Dallas, 970 F.2d 82, 92 (5th Cir.1992); Johnson v. Moore, 958 F.2d 92, 94 (5th Cir.1992); Matthias v. Bingley, 906 F.2d 1047, 1054 (5th Cir.19 on the face of the pleadings may turn out to he so when the pleadings are pierced at summary judgment. See Johnson immons, 77 F.3d 878, 879 (5th Cir.1996), (<HOLDING>); McNeal v. Papasan, 842 F.2d 787, 789 (5th Options: A. holding that a court may sua sponte dismiss pursuant to rule 41b for failure to comply with a court order B. recognizing that a district court may sua sponte dismiss a complaint for failure to serve after notice to the plaintiff C. holding that a district court may dismiss a frivolous complaint sua sponte notwithstanding the fact that the plaintiff paid the statutory filing fee D. holding that a court may sua sponte take judicial notice of its docket E. recognizing a district judge may dismiss a case sua sponte under either rule 41b or its inherent authority to manage its docket

assistant: The best answer is A. holding that a court may sua sponte dismiss pursuant to rule 41b for failure to comply with a court order
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: resulted from a good-faith, but erroneous, interpretation of section 6103. Therefore, the United States can have no liability to Plaintiffs. 26 U.S.C. § 7431(b). As to the second issue, I find and conclude that the United States has returned to Plaintiffs all the property seized. Accordingly, pursuant to Federal Rule of Civil Procedure 52(a), I now issue the findings of fact and conclusions of law that have informed my decision. I. A. Procedural History This case has a complex procedural history. A brief description of that history will provide a meaningful context for the discussion to come. When this case was assigned to United States District Judge Warren K. Urbom, he granted a motion to dismiss by private individuals named as defendants and dismissed Counts IV and VI. See Filing 22 (<HOLDING>). Among other things, the result of Judge Options: A. holding that wrongfuldisclosure allegations of count iv did not state a claim against private individuals and further holding that conspiracy allegations of count vi did not state a claim B. holding that similar allegations were insufficient to state a due process claim C. holding that because the allegations purportedly suppressed by the government were not material an evidentiary hearing further exploring the allegations themselves and the governments knowledge of the allegations is unnecessary D. holding district court dismissal of plaintiffs present action did not constitute prior action and thus did not count as third strike E. holding that allegations against nondiverse defendants must be factual not conclusory because conclusory allegations do not state a claim

assistant: The best answer is A. holding that wrongfuldisclosure allegations of count iv did not state a claim against private individuals and further holding that conspiracy allegations of count vi did not state a claim
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: If, prior to the appointment of a permanent Chief Executive Officer of CBS other than yourself, a Corporate Event should be consummated during the period beginning October 1, 2019 and ending December 31, 2019 (a “Qualifying Corporate Event”), the Expiration Date shall, if requested by the Board, be extended for a period of up to ninety (90) days following consummation of the Qualifying Corporate Event, but in no event beyond March 31, 2020. The Board shall provide you with written notice of its request (including the length of the requested extension) at least ten (10) business days prior to the consummation of the Qualifying Corporate Event.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement shall be governed by, construed under, and interpreted in accordance with the laws of the State of Nevada applicable to agreements made and to be wholly performed within that State, without regard to its conflict of laws provisions or any conflict of laws provisions of any other jurisdiction which would cause the application of any law other than that of the State of Nevada. Any action to enforce this agreement must be brought in a court situated in, and the parties hereby consent to the jurisdiction of, courts situated in Clark County, Nevada. Each party hereby waives the rights to claim that any such court is an inconvenient forum for the resolution of any such action.

assistant: Governing Laws