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

user: Read the legal provision and list the applicable contract clause categories. Provision: If any clause or provision of this Lease is illegal, invalid or unenforceable under present or future laws, then and in that event, it is the intention of the parties hereto that the remainder of this Lease shall not be affected thereby. It is also the intention of the parties to this Lease that in lieu of each clause or provision of this Lease that is illegal, invalid or unenforceable, there be added, as a part of this Lease, a clause or provision as similar in effect to such illegal, invalid or unenforceable clause or provision as shall be legal, valid and enforceable. This Lease, including the exhibits attached hereto, constitutes the entire agreement between Landlord and Tenant pertaining to the subject matter hereof and supersedes all prior agreements, understandings, letters of intent, negotiations, and discussions, whether oral or written, of the parties, and there are no warranties, representations, or other agreements, express or implied, made to either party by the other party in connection with the subject matter hereof except as specifically set forth herein or in the documents delivered pursuant hereto.

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: None of the Servicer and its Subsidiaries will knowingly (directly or indirectly) use the proceeds of the Advances (i) in furtherance of an offer, payment, promise to pay, or authorization of the payment or giving of money, or anything else of value, to any Person in material violation of Anti-Corruption Laws or (ii) for the purpose of funding or financing any activities or business of or with any Person that at the time of such funding or financing is a Sanctioned Person or organized or resident in a Sanctioned Jurisdiction, except as otherwise permitted by applicable Law.

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

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: we both agree that all of these claims can only be litigated in the federal or state courts in santa clara county , california , usa , and we each agree to personal jurisdiction in those courts .

assistant: Jurisdiction
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: I agree that, during my employment and at all times thereafter, I will hold the Proprietary Information in strict confidence and I will not use, reproduce, disclose or deliver, directly or indirectly, any Proprietary Information except to the extent necessary to perform my duties as an employee of the Company or as permitted by a duly authorized representative of the Company. I will use my best efforts to prevent the unauthorized use, reproduction, disclosure or delivery of Proprietary Information by others.

assistant: Disclosures
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: stand for the proposition that the trial court may provide a disjunctive instruction, including multiple theories of establishing an element of a crime, when one theory has a basis in the evidence and the others do not. Consequently, Lawrence provides no support for the State’s argument. Additionally, by relying solely on its argument that Defendant’s confession to acts of fellatio was sufficiently corroborated to satisfy the corpus delicti rule, the State has failed to meet its burden of showing the trial court’s error was harmless. “Where an error implicates a defendant’s right to a unanimous jury verdict under our Constitution, the State bears the burden of demonstrating beyond a reasonable doubt that the error was harmless.” Boyd, _ N.C. App. at_,_S.E.2d at_, 2011 WL 3276612 at *6 (<HOLDING>). While there was substantive evidence of some Options: A. holding that the giving of an erroneous reasonable doubt instruction can never be harmless error B. holding that failure to charge jury that state had burden of proving beyond a reasonable doubt that defendant did not act in the heat of passion was harmless because the evidence did not support a charge on passionprovocation manslaughter C. holding that a challenged jury instruction did not impermissibly shift the burden of proof when the trial court elsewhere instructed the jury that the state must prove its case beyond a reasonable doubt D. holding that the trial courts erroneous instruction on the nonexistent included offense of attempted reckless manslaughter was harmless beyond a reasonable doubt where the jury reached a unanimous guilty verdict as to the charged offense of attempted murder in the second degree E. holding the state failed to meet its burden of showing the erroneous jury instruction was harmless beyond a reasonable doubt where it did not address the issue on appeal

assistant: The best answer is E. holding the state failed to meet its burden of showing the erroneous jury instruction was harmless beyond a reasonable doubt where it did not address the issue on appeal
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, approvals, consents, requests, and other communications hereunder shall be in writing and shall be delivered (i) by personal delivery, or (ii) by national overnight courier service, or (iii) by certified or registered mail, return receipt requested, or (iv) via facsimile transmission, with confirmed receipt, or (v) via email. Notice shall be effective upon receipt except for notice via fax (as discussed above) or email, which shall be effective only when the recipient, by return or reply email or notice delivered by other method provided for in this Section 4.3 , acknowledges having received that email (with an automatic “ read receipt ” or similar notice not constituting an acknowledgement of an email receipt for purposes of this Section 4.3 , but which acknowledgement of acceptance shall include cases where recipient ‘replies’ to such prior email, including the body of the prior email in such ‘reply’). Such notices shall be sent to the applicable party or parties at the address specified on the signature page hereof, subject to notice of changes thereof from any party with at least ten (10) business days’ notice to the other parties. Rejection or other refusal to accept or the inability to deliver because of changed address of which no notice was given shall be deemed to be receipt of the notice as of the date of such rejection, refusal or inability to deliver.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Except for disclosures made to the Purchasers or their advisors under the terms of a Non-Disclosure Agreement, neither the Company nor any Person acting on its behalf has provided the Purchasers or their agents or counsel with any information that constitutes or might constitute material, non-public information. The written materials delivered to the Purchaser in connection with the transactions contemplated by the Transaction Documents do not contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements contained therein, in light of the circumstances under which they were made, not misleading.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement shall be governed by and construed in accordance with the laws of the State of New York applicable to agreements made and to be fully performed therein. Any disputes that arise under this Agreement, even after the termination of this Agreement, will be heard only in the state or federal courts located in the City of New York, State of New York. The parties hereto expressly agree to submit themselves to the jurisdiction of the foregoing courts in the City of New York, State of New York. The parties hereto expressly waive any rights they may have to contest the jurisdiction, venue or authority of any court sitting in the City and State of New York. In the event Rodman or any Indemnified Person is successful in any action, or suit against the Company, arising out of or relating to this Agreement, the final judgment or award entered shall be entitled to have and recover from the Company the costs and expenses incurred in connection therewith, including its reasonable attorneys’ fees. Any rights to trial by jury with respect to any such action, proceeding or suit are hereby waived by Rodman and the Company.

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: Each of the parties hereto represents and warrants to the other as follows: (a) it has the legal power, right and authority to enter into this Seventh Amendment; (b) all requisite action (corporate, trust, partnership or otherwise) has been taken by it in connection with the entering into of this Seventh Amendment and no further consent of any partner, shareholder, creditor, investor, judicial or administrative body, governmental authority or other party is required, including without limitation, any lender, or if any such consent is required, such consent has been obtained; (c) the individuals executing this Seventh Amendment have the legal power, right, and actual authority to bind it to the terms of this Seventh Amendment; and (d) it understands that the other party is relying on the foregoing representations in entering into this Seventh Amendment, and that the other party would not enter into this Seventh Amendment without such representations.

assistant: 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: Executive shall render on a full-time basis all of his business time and attention to business of the Company and its subsidiaries (collectively, the “ Company Group ”). Executive will have such authority and responsibilities and will perform such duties assigned to the Executive Vice President and Chief Operating Officer by the CEO, commensurate with his position as the Executive Vice President and Chief Operating Officer of the Company. If requested by the CEO, Executive will also serve as an officer or director of another member of the Company Group for no additional consideration. The principal place of Executive’s employment shall be Eagan, Minnesota, except that Executive acknowledges and agrees that he will be required to travel for business purposes.

assistant: Duties
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 waiver by either Party of a breach of any provision of this Agreement shall not operate as or be construed to be a waiver of any other breach of such provision or of any breach of any other provision of this Agreement. The failure of a Party to insist upon strict adherence to any term of this Agreement on one or more occasions shall neither be considered a waiver nor deprive that Party of any right thereafter to insist upon strict adherence to that term or any other term of this Agreement. Any waiver must be in writing and signed by the Party to be charged therewith.

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 case excerpt and choose the best holding from the options. Case excerpt: we have explained that “[t]he proper procedure for analyzing taking questions is to determine the value of the property at the time of the governmental restriction and compare that with its value afterwards, to determine whether the diminution, if any, is so substantial as to strip the property of all practical value.” Seven Islands Land Co. v. Maine Land Use Regulation Comm’n, 450 A.2d 475, 482 (Me.1982). A property owner fails to prove a categorical federal or state takings claim if he or she fails to show that the governmental action has “rendered the property substantially useless and stripped it of all practical value.” Wyer v. Bd. of Envtl. Prot., 2000 ME 45, ¶1, 747 A.2d 192; Lucas v. South Carolina Coastal Council, 505 U.S. 1003, 1015, 112 S.Ct. 2886, 120 L.Ed.2d 798 (1992) (<HOLDING>). The Town maintains that the ordinance did not Options: A. holding that a regulation prohibiting a landowner from building houses on his beachfront property denied him all economically viable use of his land and therefore was a taking requiring compensation B. holding that permit denial constituted a categorical taking C. recognizing categorical taking when regulation denies all economically beneficial or productive use of land D. holding that a zoning regulation which deprives property of all economically beneficial or productive use is a categorical regulatory taking E. holding that zoning ordinance can effect a regulatory taking if the ordinance does not substantially advance legitimate state interests or denies an owner all economically viable use of his land

assistant: The best answer is C. recognizing categorical taking when regulation denies all economically beneficial or productive use of land
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 hereby agree to terminate the respective obligations of the Parties under the Agreement relating to those 7.00% Notes that are properly tendered in the Tender Offer and to the extent that less than all of the outstanding 7.00% Notes are tendered in the Tender Offer the respective obligations of the Parties under the Agreement relating to those 7.00% Notes that Finance Company and Finance Corp properly redeem pursuant to the Call. Furthermore, the Parties agree that the Agreement will terminate at such time as $450 million of the outstanding 7.00% Notes are properly tendered pursuant to the Tender Offer and/or redeemed pursuant to the Call. For the avoidance of doubt, this Third Amendment, together with First Amendment and Second Amendment, shall terminate the Agreement, including all rights and obligations of the Parties thereunder, and the Parties agree that no payment is due to ETP under Section 6 of the Agreement in connection with this Third Amendment or the Tender Offer or Call of the 7.00% Notes.

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: Nevertheless, the next day Hilliard informed the commission about Wilkinson's refusal to clean the safe. 6 . See note 9, infra. 7 . See note 1, supra. 8 . It should be noted that defendants’ legal position is that "[a]s a limited term appointee [Wilkinson] has no due process or other right to re-appointment * * *" and that "[n]o cause is required to disapprove an appointment." Thus, defendants have argued on appeal that Wilkinson’s appropriate remedy was an appeal to the Personnel Appeal Board (PAB). But if the 1994 amendments truly had converted Wilkinson to a limited-term, non-classified employee, as defendants contend, then the PAB would have lacked jurisdiction to hear his appeal. See Rhode Island Board of Governors for Higher Education v. Newman, 688 A.2d 1300, 1303 (R.I.1997) (<HOLDING>). 9 . The 1978 version of G.L.1956 § 12-1.2-6 Options: A. holding that the pab has no jurisdiction over nonclassified employees who are subject to the exclusive control of the commissioner of higher education B. holding the circuit court has exclusive jurisdiction over condemnation proceedings C. holding that the state law of preclusion must be followed even when federal jurisdiction over the subject matter of a claim is exclusive D. holding that the information must establish that the court has jurisdiction over both the subject matter and the parties E. recognizing that only void judgments are subject to collateral attack and that a judgment is void only when court had no jurisdiction of the parties or property no jurisdiction of the subject matter no jurisdiction to enter the particular judgment or no capacity to act

assistant: The best answer is A. holding that the pab has no jurisdiction over nonclassified employees who are subject to the exclusive control of the commissioner of higher education
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 (including Exhibit 1 hereto), the Plan, the TBA and, to the extent applicable, any written employment agreement between the Participant and the Company, constitute the entire agreement between the parties hereto with regard to the subject matter hereof. They supersede all other agreements, representations or understandings (whether oral or written and whether express or implied) that relate to the subject matter hereof.

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: proposition that the imposition of principles of comparative negligence is an appropriate method for apportioning liability when the misrepresentation is only negligent. See Aztlan Lodge No. 1 v. Ruffner, 155 Ariz. 163, 745 P.2d 611 (1987) (court held jury should have been instructed on contributory-negligence theory in negligent-misrepresentation action by sellers against real estate broker and its agent); Darner Motor Sales Inc. v. Universal Underwriters Insurance Co., 140 Ariz. 383, 682 P.2d 388 (1984) (court held that question of contributory negligence is for the trier of fact and turns on the reasonableness of an insured’s failure to read the policy and his reliance on statements made by the agent); Robinson v. Poudre Valley Federal Credit Union, 654 P.2d 861 (Colo.Ct.App.1982) (<HOLDING>); McElroy v. Boise Cascade Corp., 632 S.W.2d Options: A. holding negligent misrepresentation sufficient B. holding that pecuniary damages are essential to a fraudulent misrepresentation cause of action C. holding that contributorynegligence principles apply to recipient of a negligent misrepresentation and to negligence that results in pecuniary loss D. holding that the plaintiffs negligent misrepresentation and negligent infliction of emotional distress claims are governed by opla E. holding economic loss rule did not bar negligent misrepresentation claim where parties had no contract

assistant: The best answer is C. holding that contributorynegligence principles apply to recipient of a negligent misrepresentation and to negligence that results in pecuniary loss
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: (7th Cir.2001). There can be no set legal rule for determining whether an adverse employment action falls “close on the heels” of protected activity because such a determination “depends on context.” Loudermilk, 636 F.3d at 315. Of course, “[t]he closer two events are, the more likely that the first caused the second.” Id. But it is clear from our case law that the time period between the protected activity and the adverse action must be “very close.” Id. (citing Clark Cnty. Sch. Dist. v. Breeden, 532 U.S. 268, 273, 121 S.Ct. 1508, 149 L.Ed.2d 509 (2001)). For an inference of causation to be drawn solely on the basis of a suspicious — -timing argument, we typically allow no more than a few days to elapse between the protected activity and the adverse action. See, e.g., id. at 314-15 (<HOLDING>); Casna v. City of Loves Park, 574 F.3d 420, Options: A. holding that a 17 month time period between the employees protected speech and his termination could not support an inference of causation B. holding that a worker who handed his supervisor a note that complained of workplace discrimination and was immediately fired had established an inference of causation by way of suspicious timing C. recognizing that a vital fact may not be established by piling inference upon inference D. holding that proof that an employer fired an employee three months after the employee filed a charge of discrimination sufficed to state a prima facie case of causation E. holding that where the individual who fired the plaintiff is the same individual who hired him less than six months earlier with full knowledge of his age a strong inference exists that discrimination was not a determining factor for the adverse action taken by the employer

assistant: The best answer is B. holding that a worker who handed his supervisor a note that complained of workplace discrimination and was immediately fired had established an inference of causation by way of suspicious timing
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: optical fibers or particularly describe their characteristics. It is not enough, Cardiogenesis asserts, to point to a specific product instead of describing its characteristics because the product may cease to be commercially available. Cardiogenesis fails to grasp, however, that the patents-in-suit describe a more effective way to transmit laser energy to a surgical site using existing fiber optic technology. They do not purport to invent a new kind of fiber and thus need not describe the process for making it. CardioFocus must show only that an ordinary person skilled in the art would be able to identify a fiber with low hydroxyl content, not that the person would be able to reproduce that fiber. See Tech. Licensing Corp. v. Videotek, Inc., 545 F.3d 1316, 1338-39 (Fed.Cir.2008) (<HOLDING>); Intel Corp. v. VIA Techs., Inc., 319 F.3d Options: A. holding that a completed term of confinement did not render a challenge to the reasonableness of a sentence moot where defendant could receive a reduced term of supervised release B. holding that use of term black box did not render the claim indefinite because that term was known in the field to represent video standard detector circuitry C. holding that an additional term did not materially alter the contract because the plaintiff cannot profess to be surprised by an additional term in an invoice when the price quotation contained the identical term D. holding that a claim was not indefinite for using the term selector because it was a standard component and its structure was well known in the art E. holding that detector is a sufficiently definite structural term to preclude the application of 112 6 even though the detector was defined in terms of its function because the term detector refers to a wellknown structure for those knowledgeable in the art

assistant: The best answer is B. holding that use of term black box did not render the claim indefinite because that term was known in the field to represent video standard detector circuitry
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: its delivery and acceptance are in compliance with the applicable laws and rules governing filings.” Artuz v. Bennett, 531 U.S. 4, 8, 121 S.Ct. 361, 148 L.Ed.2d 213 (2000). A properly filed application is “one submitted ac cording to the state’s procedural requirements, such as the rules governing the time and place of filing.” Lovasz v. Vaughn, 134 F.3d 146, 148 (3d Cir.1998). As described above, Petitioner initiated several state postconviction proceedings which, if properly filed, could toll the one-year period of limitation. The first of these was a motion for reduction of sentence filed and denied on October 8, 1996. This motion was pending until November 7, 1996, when the thirty-day period for filing a timely appeal expired. See Swartz v. Meyers, 204 F.3d 417, 422 (3d Cir.2000)(<HOLDING>). The Court finds that the one-year period of Options: A. holding that for purposes of 2255 motions a federal criminal judgment becomes final when the time for filing a direct appeal expires B. holding that a postconviction proceeding is pending under 2244d2 until the time to appeal expires C. holding that time limit for initiating a tax appeal under kansas jurisdictional statute was a limitation upon the right itself so that when time expires the right to bring such an action is extinguished D. holding that postconviction proceeding is a civil suit E. holding that the other collateral review provision of 2244d2 encompasses federal review

assistant: The best answer is B. holding that a postconviction proceeding is pending under 2244d2 until the time to appeal expires
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: court failed to question any of the prospective jurors regarding their understanding and acceptance of the first Zehr principle, defendant is presumed innocent of the charges against him. With regard to the second Zehr principle, the State’s burden of proof, the circuit court questioned the prospective jurors as to whether they would sign the appropriate verdict form if the State had or had not met its burden of proof. This was a “general question concerning the juror’s willingness to follow the law” (177 Ill. 2d R. 431, Committee Comments, at lxxix) which did not comply with the 2007 amended rule’s requirement that the court question the prospective jurors regarding their understanding and acceptance of the State’s burden. See also People v. Anderson, 389 Ill. App. 3d 1, 8 (2009) (<HOLDING>). The circuit court questioned the prospective Options: A. holding that plan did not comply B. holding that such a general question regarding the prospective jurors willingness to follow the law did not comply with the 2007 amended version of rule 431b C. recognizing general rule D. holding that the february 28 2007 interim rule was invalid because it failed to comply with the administrative procedure act E. recognizing that jurors are presumed to follow instructions

assistant: The best answer is B. holding that such a general question regarding the prospective jurors willingness to follow the law did not comply with the 2007 amended version of rule 431b
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: of the Restatement of Torts, 2d.”). In Schmitz v. Smentowski, 109 N.M. 386, 785 P.2d 726 (1990), the Supreme Court of New Mexico stated: “We have also been very willing to adopt the view of the Restatement of Torts to assist our development of new tort areas.” 109 N.M. at 393, 785 P.2d at 736. The Supreme Court of New Mexico explained: Accordingly, New Mexico has recognized as tortious inducing a breach of contract, adopting the view promulgated in Restatement of Torts § 766 (1939). Wolf v. Perry, 65 N.M. 457, 461, 339 P.2d 679, 681 (1959)(requiring that “one who, without justification or privilege to do so, induces a third person not to perform a contract with another, is liable to the other for the harm caused thereby”); see also Williams v. Ashcraft, 72 N.M. 120, 381 P.2d 55 (1963)(<HOLDING>). We have adopted the cause of action of Options: A. holding that sovereign immunity applies to claims alleging tortious interference with business relations because the tort requires proof of malice B. recognizing the tort of interference with prospective contractual relations as a subspecies of the broader tort of interference with prospective economic advantage C. recognizing tort of wrongful discharge D. recognizing the tort of wrongful interference with anothers business relations E. holding that the difference between interference with contract and prospective relations is that second tort requires showing of malice

assistant: The best answer is D. recognizing the tort of wrongful interference with anothers business relations
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the case excerpt and choose the best holding from the options. Case excerpt: of the mobile home. Grand Manor contracted with Better Cents to manufacture a mobile home for the Dykeses according to their specifications. Therefore, because it was foreseeable that the Dykes-es would be injured if Grand Manor negligently performed its contractual obligations, Grand Manor owed a duty to the Dykeses to manufacture the home with reasonable care. Grand Manor also argues that the Dykeses cannot recover against Grand Manor for negligent manufacture because, it says, the only “injury” was to the mobile home itself. Grand Manor is correct in stating the rule of Alabama law that one cannot recover in tort for negligent manufacture of a product where the only injury is to the product itself. See Dairyland Ins. Co. v. General Motors Corp., 549 So.2d 44, 46 (Ala.1989) (<HOLDING>). Grañd Manor asserts that the Dykeses made no Options: A. holding that the trial court correctly entered summary judgment in favor of defendant and denied plaintiffs motion for summary judgment where plaintiff failed to establish by clear and convincing evidence that defendant breached its duty to act in good faith B. holding that a grant of summary judgment in favor of one party creates a final judgment allowing appellate review of denial of opposing partys summary judgment motion C. holding that a summary judgment in favor of the manu facturer and the dealer was proper as to a van buyers negligentmanufacture claims because under alabama law one cannot recover in tort for damage to the product itself D. holding that summary judgment in favor of the defendant was appropriate because the plaintiff failed to designate evidence that demonstrates that the defendant abused the qualified privilege E. holding that the time of discovery of fraud is not a proper matter for summary judgment

assistant: The best answer is C. holding that a summary judgment in favor of the manu facturer and the dealer was proper as to a van buyers negligentmanufacture claims because under alabama law one cannot recover in tort for damage to the product itself
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: its creditors or stockholders, and any damages recovered are assets of the corporation.” Waller v. Waller, 187 Md. 185, 49 A.2d 449, 452 (1946). As the LFG Trustee has asserted claims directly on behalf of LES against the LES Defendants for breach of the fiduciary duties that the officers and directors owed to the corporation, no derivative action may be main tained by the shareholder of LES to enforce those same rights. Shareholders, in certain instances, may assert a direct suit against officers and directors of a corporation. Shenker, 983 A.2d at 423. Non-derivative suits permit shareholders to enforce personal causes of action against a corporation’s officers and directors. Courts applying Maryland law have held that shareholde on law, or contract. See, e.g. Waller, 49 A.2d at 453 (<HOLDING>); Shenker, 983 A.2d at 420 (holding that a Options: A. holding that an overcharge is not necessary for a plaintiff to bring suit on a respa violation B. holding that a shareholder may bring a direct suit for violation of a duty arising from contract or otherwise C. holding that shareholders had standing to bring derivative suit against the government but not direct suit due to lack of privity D. holding that immunity from suit precluded claim for breach of contract for sale of county property and request for specific performance of contract E. holding only payee has standing to bring suit for banks violation of midnight rule

assistant: The best answer is B. holding that a shareholder may bring a direct suit for violation of a duty arising from contract or otherwise
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: There are no insurance policies by which the Company or MGI, or any of their Assets, employees, officers or directors or the Business have been insured since January 1, 2014 . No insurer (a) has questioned, denied or disputed coverage of any claim pending under any insurance policy of the Company or (b) has threatened to cancel any such policy.

assistant: Insurances
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: see also Smith Barney Shearson Inc. v. Sacharow, 91 N.Y.2d 39, 666 N.Y.S.2d 990, 689 N.E.2d 884, 889-90 (1997). . In their merger agreement, Vocada and Nuanee agreed to arbitrate “any ... dispute relating to the -Earnout Consideration.” This clause is narrow. It does not require arbitration of all disputes arising out of the merger agreement; instead,- it requires arbitration only of disputes related to the earnout consideration. See State v. Philip Morris Inc., 8 N.Y.3d 574, 838 N.Y.S.2d 460, 869 N.E.2d 636, 639-40 (200.7) (observing that an arbitration clause that covers “any dispute ... relating to” an auditor’s calculations and determinations is “misleadingly called broad” (alterations and emphasis omitted»; Gerling Global Reinsurance Corp., 302 A.D.2d at 119, 126, 752 N.Y.S.2d 611 (<HOLDING>); We’re Assocs., Inc. v. Int’l Bus. Machines Options: A. holding an entire arbitration clause is void and arbitration cannot be compelled where contract contained unconscionable clause and has a nonseverability clause B. holding that an arbitration clause that covered any irreconcilable difference of opinion as to the interpretation of this contract was a narrowclause C. holding erisa plan interpretation is simply one of contract interpretation D. holding that the interpretation of an unambiguous contract is a question of law E. holding that consideration for a contract as a whole covers the arbitration clause

assistant: The best answer is B. holding that an arbitration clause that covered any irreconcilable difference of opinion as to the interpretation of this contract was a narrowclause
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 prepare and administer standardized admissions tests such as the ACT, SAT, LSAT, and MCAT. 9 Section 99.33 provides in relevant part: (a)(1) An educational agency or institution may disclose personally identifiable information from an education record only on the condition that the party to whom the information is disclosed will not disclose the information to any other party without the prior consent of the parent or eligible student. There are certain exceptions to this rule, but none that bear on the questions we must decide in this appeal. See, e.g., 34 C.F.R. § 99.31. 10 Many of the cases cited to us, or which our research uncovered, were based on the obsolete definition of "student" cited above or upon incomplete research. See Tarka v. Franklin, 891 F.2d 102 (5th Cir. 1989) (<HOLDING>); Norwood v. Slammons, 788 F. Supp. 1020 (W.D. Options: A. holding that the statute was ambiguous because it provides no definition of the term violation and provides no specific direction as to the proper unit of prosecution B. holding 20 usc 1232g provides no private right of action and employs an outdated definition of student C. holding that no private right of action exists D. holding that a private right of action exists E. recognizing private right of action

assistant: The best answer is B. holding 20 usc 1232g provides no private right of action and employs an outdated definition of student
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: There shall not exist any material order, decree, judgment, ruling or injunction or any material pending or threatened action, suit, investigation or proceeding against the Borrower or any of its Subsidiaries except as disclosed in the Borrower’s Annual Report on Form 10-K for the Fiscal Year ended December 31, 2015, and in its Quarterly Report on Form 10-Q for the Fiscal Quarter ended March 31, 2016.

assistant: Litigations
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 party hereto agrees to comply with, and be bound by, the confidentiality provisions of Section 13.8 of the Receivables Purchase Agreement as if they were set forth herein mutatis mutandis.

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 case excerpt and choose the best holding from the options. Case excerpt: and issuance of a money judgment incident to its dischargeability determination exceeded its subject matter jurisdiction. [¶ 23] The majority of federal courts to consider the issue have concluded that bankruptcy courts have jurisdiction to quantify a debtor’s liability and enter a money judgment against the debtor as a function of their authority to determine the dischargeability of a debt. See, e.g., Cowen v. Kennedy (In re Kennedy), 108 F.3d 1015, 1018 (9th Cir.1997) (“We conclude, in conformity with all of the circuits which have considered the matter, that the bankruptcy court acted within its jurisdiction in entering a monetary judgment ... in conjunction with a finding that the debt was non-dischargeable.”); Porges v. Gruntal & Co. (In re Porges), 44 F.3d 159, 164 (2d Cir.1995) (<HOLDING>). This has been referred to as the “expansive Options: A. holding sanctions order pursuant to district courts inherent powers not immediately appealable B. holding that it was within the bankruptcy courts equitable powers to award damages in an action for fraud on the court C. holding that pursuant to federal statute and the courts inherent equitable powers a bankruptcy court had jurisdiction to issue a separate money judgment after determining the amount and dischargeability of a claim D. recognizing the inherent power of the courts to issue warrants E. holding that the bankruptcy courts as compared to state courts have exclusive jurisdiction to determine issues of dischargeability under the bankruptcy code

assistant: The best answer is C. holding that pursuant to federal statute and the courts inherent equitable powers a bankruptcy court had jurisdiction to issue a separate money judgment after determining the amount and dischargeability of 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: The Company has all requisite power and authority to execute, deliver and perform its obligations under the Loan Documents. The execution and delivery of the Loan Documents, and the consummation by the Company of the transactions contemplated hereby, have been duly authorized by all necessary corporate action and no further action on the part of the Company or its Board of Directors is required, except that the Company may be required to obtain stockholder approval pursuant to Nasdaq Marketplace Rules prior to conversion of the Note or exercise of the Warrant by Purchaser. The Loan Documents have been validly executed and delivered by the Company and constitute legal, valid and binding agreements of the Company enforceable against the Company in accordance with their terms, except to the extent (i) rights to indemnity and contribution may be limited by state or federal securities laws or the public policy underlying such laws, (ii) such enforceability may be limited by applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting creditors’ and contracting parties’ rights generally and (iii) such enforceability may be subject to general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law).

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: we make no representations or warranties as to the accuracy , reliability , completeness or timeliness of any content available through the services , and we make no commitment to update such content .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement may not be amended or modified by the parties in any manner, except by an instrument in writing signed on behalf of each of the Parties to which such amendment or modification applies by a duly authorized officer or Consultant.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: If any provision of this Agreement is held by an arbitrator or a court of competent jurisdiction to be unenforceable under applicable law, then such provision shall be excluded from this Agreement and the remainder of this Agreement shall be interpreted as if such provision were so excluded and shall be enforceable in accordance with its terms; provided, however, that in such event this Agreement shall be interpreted so as to give effect, to the greatest extent consistent with and permitted by applicable law, to the meaning and intention of the excluded provision as determined by such an arbitrator or court of competent jurisdiction.

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: No. 101-18, 110-8. This drove down voter registration, voter turnout, and cross-party political discussion and compromise. Furthermore, the disfavored political party suffered from statewide decreases in fundraising and candidate recruitment, while at the same time incurring increased statewide costs for voter education and recruitment. E.g., 30(B)(6) Dep. of N.C. Dem. Party by George Wayne Goodwin ("Goodwin Dep.”) 97:18-98:9, April 17, 2017, ECF Nos. 101-30, 110-7; 30(B)(6) Dep. of the League of Women Voters of N.C. by Mary Trotter Klenz ("Klenz Dep.”) 59:7-60:25, 80:1-81:7, April 4, 2017, ECF No. 101-28. Moreover, Plaintiffs have asserted claims for relief that the Supreme Court has not previously, addressed. Compare Vieth v. Pennsylvania, 241 F.Supp.2d 478, 482-83 (M.D. Pa. 2003) (<HOLDING>), aff'd sub nom. Vieth v. Jubelirer, 541 U.S. Options: A. holding only that districting did not violate the principle of one personone vote under article i 2 nor did it constitute partisan gerrymandering violating the equal protection clause B. holding that the admission of his juvenile conviction did not violate equal protection C. holding transfer rule did not violate federal equal protection D. holding that doctrine does not violate equal protection E. holding redistricting plan would violate equal protection clause if it reflected a naked desire to increase partisan strength

assistant: The best answer is A. holding only that districting did not violate the principle of one personone vote under article i 2 nor did it constitute partisan gerrymandering violating the equal protection clause
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: as a seller , it is your responsibility to review the content of your listings for accuracy and that you will not attempt to hold our catalog providers or us responsible for inaccuracies .

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: Each party hereto hereby waives, to the fullest extent permitted by law, any right to trial by jury of any claim, demand, action, or cause of action (a) arising under this Escrow Agreement or (b) in any way connected with or related or incidental to the dealings of the Parties in respect of this Escrow Agreement or any of the transactions related hereto, in each case, whether now existing or hereafter arising, and whether in contract, tort, equity, or otherwise. Each party hereto hereby further agrees and consents that any such claim, demand, action, or cause of action shall be decided by court trial without a jury and that the Parties hereto may file a copy of this Escrow Agreement with any court as written evidence of the consent of the Parties to the waiver of their right to trial by jury. To the extent that in any jurisdiction either party may now or hereafter be entitled to claim for itself or its assets, immunity from suit, execution attachment (before or after judgment), or other legal process, such party shall not claim, and it hereby irrevocably waives, such immunity.

assistant: Waiver Of Jury Trials