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: The Company may withhold from any payments made under this Agreement (including severance payments) all applicable taxes, including but not limited to income, employment and social insurance taxes, as shall be required by law. Executive acknowledges and represents that the Company has not provided any tax advice to him in connection with this Agreement and that he has been advised by the Company to seek tax advice from his own tax advisors regarding this Agreement and payments that may be made to him pursuant to this Agreement, including specifically, the application of the provisions of Section 409A of the Code to such payments.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: The Plan, the Grant Notice and this Agreement (together with the Performance Criteria Materials) constitute the entire agreement of the parties and supersede in their entirety all prior undertakings and agreements of the Company and Participant with respect 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: marks and citation omitted). Here, the jury could have easily found that the District’s lack of criteria for site safety, provider experience, and program monitoring led foreseeably to unsafe providers, which in turn led foreseeably to youths becoming victims of crime. Indeed, an expert testified that in light of the Queenstown crime rate alone, the murders of Tron and Tyrone were “very predictable, very foreseeable.” Tr. 3/18/2003 at 98. The causal connection resembles that in Morgan, 824 F.2d at 1063, where we held that the jury had a reasonable basis for concluding that the District’s deliberate indifference to overcrowded prison conditions led foreseeably to increased fighting among inmates which in turn led foresee-ably to increased injuries. See also Parker, 850 F.2d at 714 (<HOLDING>). Indeed, the earlier crimes against ESA youths Options: A. holding that a fleeing suspect in a car was seized only when an officer actually shot him not when several officers previously shot his vehicles tires in an effort to stop him B. holding that suspect was not in custody when officer handcuffed him for officer safety while transporting him to police station C. holding that there is not an obvious need to train officers not to sexually assault women D. holding that use of deadly force was justified against a suspect when officer forced to make a splitsecond decision relied on his reasonable belief that another officer had seen a gun in the suspects hands even though the suspects hands were handcuffed in front of him and the defendant officer never saw a weapon E. holding that failure to train officers to disarm suspects rendered foreseeable the injuries to a suspect shot by an officer who did not attempt to disarm him

assistant: The best answer is E. holding that failure to train officers to disarm suspects rendered foreseeable the injuries to a suspect shot by an officer who did not attempt to disarm him
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: Either party, at its expense, may arrange for and pay the cost of a court reporter to provide a stenographic record of the proceedings. If the Arbitrator orders a stenographic record, the parties shall split the cost. Except as otherwise provided in Paragraph 1(b)(iii)(6) of this Appendix B, you and the Company shall equally share the fees and costs of the arbitration and the Arbitrator, and the reference to “the fees and costs of the arbitration and the Arbitrator” in the preceding sentence is not intended to include the fees and expense of either party’s legal counsel or other advisors, but only the fees and costs imposed on the parties by the AAA in connection with an arbitration conducted under the auspices of the AAA.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: This Agreement is binding upon and shall inure to the benefit of the permitted successors or assigns of the respective parties hereto, except that neither party may assign its rights or obligations under this Agreement without the express written consent of the other (which consent shall not be unreasonably withheld).

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Since January 1, 2017, the Company has timely filed all reports, schedules, forms, statements and other documents required to be filed by the Company under Section 13(a) or 15(d) of the Exchange Act (the foregoing materials, including the exhibits thereto and documents incorporated by reference therein, being collectively referred to herein as the “SEC Reports”).

assistant: Financial Statements
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 Executive acknowledges and agrees that the compensation and benefits provided in this Agreement constitute adequate and sufficient consideration for the covenants made by the Executive in this Section 10. As further consideration for the covenants made by the Executive in this Section 10, the Company has provided and will provide the Executive certain proprietary and other confidential information about the Company, including, but not limited to, business plans and strategies, budgets and budgetary projections, income and earnings projections and statements, cost analyses and assessments, and/or business assessments of legal and regulatory issues.

assistant: Survival
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: any additional damages under state law that were not recoverable under CERCLA), because we have found that Durham’s state-law claims are barred by the statute of limitations, Durham may not recover attorneys’ fees under state law. 97. Accordingly, Durham’s request for attorneys’ fees is denied. VII. Conclusion 98. On Plaintiffs claims under § 113(f)(1) of CERCLA, the Court awards Plaintiff, The Durham Manufacturing Company, $116,075.65 against Defendant Merriam Manufacturing Company, and $19,345.94 against Defendant Allan E. Adams, plus post-judgment interest. 99. The Court further awards Plaintiff pre-judgment interest, accruing from the latter of the date on which Plaintiff made demand for payment on the Defendants or the date of the expenditure. See Goodrich Corp., 311 F.3d at 177 (<HOLDING>). The Plaintiff is directed to submit a Options: A. holding that prejudgment interest may include compound interest B. holding that award and rate of prejudgment interest are within trial courts discretion C. holding that an award of prejudgment interest under 113f of cercla is mandatory D. holding that the state circuit court did not have the authority to award prejudgment interest for matters occurring prior to arbitration award E. holding summary rejection of request for interest was not an abuse of discretion under indcode 345147 which states the court may award prejudgment interest as part of a judgment

assistant: The best answer is C. holding that an award of prejudgment interest under 113f of cercla is mandatory
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 Note will be governed by, construed and enforced in accordance with the substantive laws of the State of Nevada, without regard to the conflict of laws principles thereof. The parties hereby warrant and represent that the selection of Nevada law as governing under this Note (i) has a reasonable nexus to each of the Parties and to the transactions contemplated by the Note; and (ii) does not offend any public policy of Nevada, Florida, or of any other state, federal, or other jurisdiction.

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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: skype 's trademarks and trade dress may not be used in connection with any product or service that is not skype 's , in any manner that is likely to cause confusion among customers , or in any manner that disparages or discredits skype .

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

user: Read the following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: except as set forth in any additional terms ( such as any refund policies that may apply to a subscription service ) or above with respect to usage subscriptions , if linden lab modifies , suspends or terminates any usage subscription or virtual goods and services ( including any virtual tender ) , then you will forfeit your rights to the modified , suspended , or terminated usage subscription or virtual goods and services .

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Subject to and upon the terms and conditions set forth in this Agreement, the Company agrees to sell and issue to the Purchasers, severally and not jointly, and each Purchaser hereby agrees to purchase from the Company, at the Closing (as herein after defined), that number of Shares and that number of Warrants set forth opposite such Purchaser’s name on Schedule A to this Agreement for a purchase price (with respect to each Purchaser, the “ Purchase Price ”) set forth opposite such Purchaser’s name on Schedule A to this Agreement, Schedule A being deemed an integral part of this Agreement.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: have obtained it by means sufficiently distinguishable to be purged of the taint of the initial police illegality. When applying that doctrine, we always must keep in mind two distinct policy justifications that bear on the answer to that issue. The first is that the predicate for Oregon’s exclusionary rule is the court’s responsibility to vindicate the invasion by the police of a defendant’s personal rights under Article I, section 9, in obtaining evidence. This court has held that an individual’s personal right to be free from unreasonable searches and seizures under that provision also embraces a right to deny the state any ability to use evidence obtained in violation of that right to convict the individual of a crime. See State v. Davis, 313 Or 246, 249, 834 P2d 1008 (1992) (<HOLDING>). Oregon’s rights-based exclusionary rule Options: A. recognizing principle but finding evidence at first trial sufficient B. recognizing this principle in the childpornography context C. recognizing this principle as a settled rule D. recognizing principle E. recognizing this principle in the failure to hire context

assistant: The best answer is D. recognizing principle
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 terms set forth in Section 11 and Sections 14.1, 14.2, 14.3, 14.7 and 14.9 of the Employment Agreement shall apply to this Release, provided that the word “Release” shall take the place of the word “Agreement” in such Sections, where applicable.

assistant: Construction
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: Neither this Letter Agreement nor any of the rights, interests or obligations under this Letter Agreement shall be assigned or delegated, in whole or in part, by operation of Law or otherwise by any of the parties without the prior written consent of the other parties. Subject to the preceding sentence, this Letter Agreement will be binding upon, inure to the benefit of, and be enforceable by, the parties and their respective successors and assigns. Any purported assignment in violation of this Section 17 shall be null and void.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: and rea sons of the appellant with respect to the issues presented, ... with citations to the authorities, statutes, and parts of the record relied on." Utah R.App.P. 24(a)(9) (emphasis added). An appellate court " 'is not simply a depository in which the appealing party may dump the burden of argument and research'" Thomas, 1999 UT 2 at ¶11, 974 P.2d 269 (quoting State v. Bishop, 753 P.2d 439, 450 (Utah 1988)). 44 The Gorostietas complain of jury instructions 16, 21, 22, 24, 25, 27, and 28 in their statement of the issues but then completely fail to support this claim anywhere in their argument or their reply brief. We therefore do not address it. B. Excluding Statutory Language from Jury Instruction 145 The Gorostietas requested that seetion 41-6-80 of the Utah E.2d 443, 450 (1998) (<HOLDING>); Coleman v. Erie Thriftway Supermarket, Inc., Options: A. holding that guidelines create a rebuttable presumption B. holding that medical bills offered through plaintiffs testimony alone may require more if rebuttable presumption of reasonableness and necessity is challenged C. recognizing a presumption of reasonableness D. holding that statute establishes rebuttable presumption of reasonableness of charges but necessity must still be proven E. holding that any sentence that is properly calculated under the guidelines is entitled to a rebuttable presumption of reasonableness

assistant: The best answer is D. holding that statute establishes rebuttable presumption of reasonableness of charges but necessity must still be proven
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 representations and warranties in this Agreement shall survive for twelve (12) months following the Closing; provided that the representation in the last sentence of Section 2.2(c) shall survive until the six month anniversary of the date that the Warrant is exercised in full.

assistant: Survival
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: upon default were signed by Seidman. The indemnity agreement, signed by Caplan and Knob, appeared immediately under Seidman’s signature. While we held that the confessed judgment was properly entered against the primary borrower, we affirmed the order striking judgment against Knob, the indemnitor, stating: Regardless of whether the agreement signed by Knob and Benjamin Caplan was a contract of suretyship or of indemnity ..., it clearly appears that the warrant of attorney to confess judgment was signed only by Seidman and there was accordingly no authorization to enter judgment against Knob.... It is our view that the judgment was properly stricken as to Knob. Id. at 172-73, 199 A.2d at 485; see also Solebury National Bank of New Hope v. Cairns, 252 Pa.Super. 45, 380 A.2d 1273 (1977) (<HOLDING>); Annotation, Enforceability of Warrant of Options: A. holding that a confessed judgment was not enforceable against a corporate president who individually guaranteed payment of corporate note signed by him in his capacity as president and which authorized confession of judgment B. holding the existence of a deadlock in the board of directors creates no extraordinary powers in the corporate president C. holding deed executed by former corporate president was void D. holding that a corporate officer signing a contract in his corporate capacity is generally not liable for damages under the contract E. holding that a judgment in a suit in which a trustee was acting individually would not bind him acting in his capacity as trustee

assistant: The best answer is A. holding that a confessed judgment was not enforceable against a corporate president who individually guaranteed payment of corporate note signed by him in his capacity as president and which authorized confession of judgment
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: Except as otherwise provided in this Section 12.4 , all representations and warranties made by Buyer and Seller in connection with this Agreement shall survive the Closing. Anything in this Agreement to the contrary notwithstanding, the liability of all Indemnitors under this Article XII shall terminate on the third (3rd) anniversary of the Closing Date, except with respect to (a) liability for any item as to which, prior to the third (3rd) anniversary of the Closing Date, any Indemnitee shall have asserted a Claim in writing, which Claim shall identify its basis with reasonable specificity, in which case the liability for such Claim shall continue until it shall have been finally settled, decided or adjudicated, (b) liability of any party for Losses for which such party has an indemnification obligation, incurred as a result of such party’s material breach of any covenant or agreement to be performed by such party after the Closing, (c) liability of Buyer for Losses incurred by a Seller Indemnified Party due to material breaches of its representations and warranties in Article IV of this Agreement, and (d) liability of Buyer for Losses arising out of Third-Party Claims for which Buyer has an indemnification obligation, which liability shall survive until the statute of limitation applicable to any third party’s right to assert a Third-Party Claim bars assertion of such claim.

assistant: Survival
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: members of the limited purposes for which they could use this evidence. Item (9) is a different story. The appellant showed SSgt Smith and A1C Kublitz a “cracker.” We can find no purpose for the admission of this evidence other than to show that the accused was a druggie. Although the military judge abused his discretion in admitting this evidence, we are convinced it was harmless. Article 59(a), UCMJ, 10 U.S.C. § 859(a). After the military judge “ruled” on the motion in limine, the appellant pled guilty to using marijuana on the camping trip. His counsel asked the military judge to prohibit the prosecution from producing evidence of this offense before the court members during findings on the fraudulent enlistment and LSD offenses. See United States v. Cousins, 35 M.J. 70 (C.M.A.1992) (<HOLDING>). The military judge declined to do so. The Options: A. holding the use of a drug that carries a higher sentence rather than another drug does not amount to sentencing factor manipulation B. holding that drug use is not probative of character for truthfulness C. holding prior drug deals admissible to prove knowledge of the drug trade D. holding prior use of one type of drug is not relevant to establish use of another type of drug on a different occasion E. holding evidence of prior drug use admissible to show motive and the nature of the defendants relationship with coconspirators

assistant: The best answer is D. holding prior use of one type of drug is not relevant to establish use of another type of drug on a different occasion
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: have obtained approval from the state Public Utilities Commission to ship goods on behalf of the military at reduced rates. In the present case, on the other hand, there is nothing that Temple can do to enable it to permit the military to conduct on-campus interviews. Quite to the contrary, given the Order, Temple is barred from cooperating with the military unless and until the United States changes its employment policy with respect to homosexuals. Under these circumstances, we believe that the Commission has no more right to enforce the Ordinance against Temple than did the Town of Windsor to enforce its building permit regulations against the contractor hired to construct a top-secret federal research facility. See United States v. Town of Windsor, 765 F.2d 16, 19 (2d Cir.1985) (<HOLDING>). C. The Commission also argues that the Options: A. holding that order mandating disclosure of classified information to habeas petitioners counsel was an important issue entirely separate from the merits of this case B. holding that the town of windsor cannot enforce its buildingpermit requirements against contractor hired to build addition to nuclear facility because the impact of the local regulation would fall directly on the government and result in classified information being disclosed and a classified area being opened to town officials C. holding that in a military criminal trial the governments use of classified information without permitting the defendant or his lawyers to view the information did not violate the defendants due process rights D. holding that a district court need not inquire into the veracity of a classified affidavit unless the information it provides is insufficient or contradicted by the record or there is evidence of bad faith on behalf of the agency E. holding that a variable annuity is properly classified as a security

assistant: The best answer is B. holding that the town of windsor cannot enforce its buildingpermit requirements against contractor hired to build addition to nuclear facility because the impact of the local regulation would fall directly on the government and result in classified information being disclosed and a classified area being opened to town officials
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: Contractor has investigated to its satisfaction Applicable Law in existence as of May 15, 2011, and Applicable Codes and Standards set forth or listed in any document or Drawing listed in Attachment A, and warrants that it can perform the Work at the Contract Price and within the Project Schedule in accordance with such Applicable Law and such Applicable Codes and Standards. Contractor shall perform the Work in accordance with Applicable Law and such Applicable Codes and Standards; provided, however, Contractor shall be entitled to a Change Order for any Change in Law to the extent allowed under Section 6.2A.1. Contractor shall advise Owner of any change in Applicable Codes and Standards which does not constitute a Change in Law and, upon such advisement, Owner may elect, at its sole option, to implement a change in accordance with Section 6.1D.

assistant: Applicable 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: Title or the right to possess Confidential Information as between the parties will remain in the disclosing party. (b) Both parties understand and acknowledge that no license under any patent, copyright, trade secret, or other intellectual property right is granted to or conferred upon, either party in this Agreement or by the disclosure of any Confidential Information by one party to the other party as contemplated hereunder, either expressly, by implication, inducement, estoppel or otherwise, and that any license under such intellectual property rights must be express and in writing.

assistant: No
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: for Health and Family Services (the Cabinet). Sefa alleged that the Cabinet kidnapped his niece and nephew in connection with a state-court action for neglect instituted against two of Sefa’s sisters. Sefa claimed that the Cabinet violated his rights under the First, Fourth, and Fourteenth Amendments to the United States Constitution, suing under 42 U.S.C. §§ 1981 and 1988. He also raised claims under several other federal statutes in his complaint. The district court dismissed Sefa’s complaint for failure to state a claim. Sefa appeals, reasserting his claims for monetary and declaratory relief, as well as “seekpng] [an] injunctive order” directing the Cabinet to release his niece and nephew from state custody and to halt all “spiritual attacks” against his family. We re Cir.1991) (<HOLDING>). Moreover, the Cabinet is not a “person” Options: A. recognizing that claims against a state under 1981 are barred by the eleventh amendment B. holding that the eleventh amendment bars blyshrl and nychrl claims against a state agency in federal court C. holding that a takings claim was barred under the eleventh amendment where state courts provided a means of redress for such claims D. holding california school district a state agency for purposes of the eleventh amendment E. recognizing that section 1983 claims against a state agency are barred by the eleventh amendment

assistant: The best answer is E. recognizing that section 1983 claims against a state agency are barred by the eleventh amendment
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: Immediately after giving effect to the transactions contemplated by this Agreement, the Buyer and the Surviving Corporation shall be able to pay their respective debts as they become due and shall own property having a fair saleable value greater than the amounts required to pay their respective debts (including a reasonable estimate of the amount of all contingent liabilities). Immediately after giving effect to the transactions contemplated by this Agreement, the Buyer and the Surviving Corporation shall have adequate capital to carry on their respective businesses. No transfer of property is being made and no obligation is being incurred in connection with the transactions contemplated by this Agreement with the intent to hinder, delay or defraud either present or future creditors of the Buyer or the Surviving Corporation.

assistant: Solvency
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: for withdrawal under rule 9.140(b)(2)(A)(ii)(e). “ ‘Where a defendant seeks to withdraw his plea on the ground that it was coerced by his attorney, the trial court must either appoint conflict-free counsel or permit the defendant the opportunity to secure the same and, then, conduct an evidentiary hearing on the motion to withdraw plea.’ ” Brown v. State, 835 So.2d 402, 403 (Fla. 2d DCA 2003) (quoting Lingenfelser v. State, 734 So.2d 472, 472-73 (Fla. 4th DCA 1999)); see also Gunn v. State, 841 So.2d 629, 631 (Fla. 2d DCA 2003). Accordingly, the trial court should have appointed conflict-free counsel to represent Mr. Council and to adopt or revise the motion, which was drafted by a lawyer with whom Mr. Council had a conflict. See Tuhey v. State, 972 So.2d 1029, 1030 (Fla. 4th DCA 2008) (<HOLDING>). The trial court also observed that the plea Options: A. holding defendant entitled to appointment of conflictfree counsel to assist with preparation of facially sufficient motion to withdraw plea B. holding that a defendant who had waited thirteen months after trevino was decided before seeking appointment of conflictfree counsel had not filed his rule 60b motion within a reasonable time C. holding that a defendant who is allowed to withdraw his plea must either withdraw his plea to all charges or to none when his plea to all charges was part of an agreement with the state D. holding that trial court lacked jurisdiction to consider defendants motion to withdraw guilty plea filed beyond term of court in which defendant was sentenced E. holding that if the defendant fails to file a motion in the trial court to withdraw his plea he cannot attack it for the first time on appeal

assistant: The best answer is A. holding defendant entitled to appointment of conflictfree counsel to assist with preparation of facially sufficient motion to withdraw 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 following Terms of Service clause and list all applicable unfairness categories. If none apply, answer with None. Clause: when you choose a character name , create a guild , or otherwise create a label that can be seen by other players of world of warcraft , you must abide by the following guidelines as well as the rules of common decency .

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 Executive shall be provided with reimbursement of expenses related to the Executive’s employment by the Company, including reasonable expenses for travel within the scope of the Executive’s employment as long as such travel is pre-approved by the Chief Executive Officer. The Executive shall be entitled to vacation and holidays in accordance with the Company’s normal personnel policies for senior level executives, but not less than four (4) weeks of vacation per calendar year. The Executive is willing to relocate to any place which the Company may move to within the United States and understands he is not entitled to reimbursement of the relocation fees or car services unless subsequently agreed to by the Company in writing.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: Upon the termination of the Security Agreement, the Administrative Agent shall execute, acknowledge, and deliver to the Grantors an instrument in writing in recordable form releasing the collateral pledge, grant, assignment, lien and security interest in the Copyrights under this Copyright Security Agreement.

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 legal provision and list the applicable contract clause categories. Provision: Neither the execution of this Agreement by the Company, nor the issuance, offering or sale of the Placement Shares, nor the consummation by the Company of any of the transactions contemplated herein and therein, nor the compliance by the Company with the terms and provisions hereof and thereof will conflict with, or will result in a breach of, any of the terms and provisions of, or has constituted or will constitute a default under, or has resulted in or will result in the creation or imposition of any lien, charge or encumbrance upon any property or assets of the Company pursuant to the terms of any contract or other agreement to which the Company may be bound or to which any of the property or assets of the Company is subject, except (i) such conflicts, breaches or defaults as may have been waived and (ii) such conflicts, breaches and defaults that would not have a Material Adverse Effect; nor will such action result (x) in any violation of the provisions of the organizational or governing documents of the Company, or (y) in any material violation of the provisions of any statute or any order, rule or regulation applicable to the Company or of any Governmental Authority having jurisdiction over the Company.

assistant: No Conflicts
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: This Award Notice amends and restates that certain award notice dated July 24, 2017, between you and the Company regarding the time-vested restricted shares covered hereby, and shall supersede such previous award notice in all respects.

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 case excerpt and choose the best holding from the options. Case excerpt: 966 So.2d 319, 326 (Fla.2007) (quoting § 921.137(1), Fla. Stat. (2005)). See § 921.137(1), Fla. Stat. (2008); Fla. R.Crim. P. 3.203(b) (effective Oct. 1, 2004). 10 . Arnold testified that he was experienced in trying capital cases but because he won the guilt phase portions of all the capital cases he tried, except one, he had only handled one prior penalty phase proceeding. 11 . Dr. McClain also administered the Miller Forensic Assessment of Symptoms test, the Trailmaking test, The State Trait Anger Expression Inventory-2 test, the Controlled Oral Word Association test, the Rey Complex Figure test, the Rey Auditory Verbal Learning test, and the Rey 15 Item test. She interviewed Hurst's mother and father, as well as his sister. 12 . Spencer v. State, 615 So.2d 688, 691 (Fla.1993) Options: A. holding that the judge must allow the attorneys the opportunity to be heard on an initial 3850 motion in a capital case for the purpose of determining whether an evidentiary hearing is required and to hear legal argument relating to the motion B. holding that a trial courts refusal to allow the defendant to attend the jury view was not prejudicial C. holding that it was within the trial courts discretion to refuse any additional discovery and that the courts refusal to allow additional discovery was not an abuse of discretion D. holding that the trial court should conduct a hearing to allow the parties to be heard including the defendant in person and to allow presentation of additional evidence before sentencing E. holding trial court did not abuse its discretion in denying a continuance to allow defendant to present mitigating evidence in the form of letters and affidavits from family members when they were not requested until the day before the hearing

assistant: The best answer is D. holding that the trial court should conduct a hearing to allow the parties to be heard including the defendant in person and to allow presentation of additional evidence before sentencing
system: You are a legal assistant. Answer concisely and accurately. When legal text is provided, rely on it and do not invent facts.

user: Read the legal provision and list the applicable contract clause categories. Provision: The term (the “ Term ”) of this Agreement shall commence on the date hereof and shall terminate with respect to the Stockholder upon the earliest of (i) the mutual agreement of Parent and such Stockholder, (ii) the Effective Time, (iii) the termination of the Merger Agreement in accordance with its terms and (iv) with respect to such Stockholder, (A) any reduction in the Per Share Merger Consideration or change in the type of such consideration or (B) any extension of the Termination Date, in each case, without the prior written consent of such Stockholder; provided that (A) nothing herein shall relieve any party hereto from liability for any breach of this Agreement prior to termination and (B) this Section 6 and Section 8 shall survive any termination of this Agreement. In addition, upon a Change of Recommendation under and in compliance with the Merger Agreement, (x) the provisions in Section 2 of this Agreement shall not apply for so long as such Change of Recommendation shall remain in effect and (y) the provisions in clause (ii) of Section 3(b) of this Agreement shall not prohibit the Stockholder (and its controlled Affiliates and Representatives) from engaging in discussions with the Person making the relevant Acquisition Proposal for so long as such Change of Recommendation shall remain in effect.

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 legal provision and list the applicable contract clause categories. Provision: Upon the occurrence and during the continuance of an Event of Default, all or any one or more of the rights, powers and other remedies available to Lender against Borrowers under any Loan Document, or at law or in equity may be exercised by Lender at any time and from time to time (including the right to accelerate and declare the outstanding Indebtedness to be immediately due and payable), without notice or demand, whether or not all or any portion of the Indebtedness shall be declared due and payable. Notwithstanding anything contained to the contrary herein, the outstanding Indebtedness shall be accelerated and immediately due and payable, without any election by Lender upon the occurrence of an Insolvency Action.

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

user: Read the legal provision and list the applicable contract clause categories. Provision: To request the issuance of a Letter of Credit (or the amendment, renewal or extension of an outstanding Letter of Credit), the Borrower shall hand deliver or telecopy (or transmit through Electronic System, if arrangements for doing so have been approved by the Issuing Bank) to the Issuing Bank and the Administrative Agent (reasonably in advance of the requested date of issuance, amendment, renewal or extension, but in any event no less than three (3) Business Days, or with respect to Letters of Credit to be issued in Swedish Kroner, such longer period as required by the Issuing Bank from time to time) a notice requesting the issuance of a Letter of Credit, or identifying the Letter of Credit to be amended, renewed or extended, and specifying the date of issuance, amendment, renewal or extension (which shall be a Business Day), the date on which such Letter of Credit is to expire (which shall comply with paragraph (c) of this Section), the amount of such Letter of Credit, the Applicable Currency, the name and address of the beneficiary thereof and such other information as shall be necessary to prepare, amend, renew or extend such Letter of Credit. If requested by the Issuing Bank, the Borrower also shall submit a letter of credit application on the Issuing Bank’s standard form in connection with any request for a Letter of Credit. A Letter of Credit shall be issued, amended, renewed or extended only if (and upon issuance, amendment, renewal or extension of each Letter of Credit the Borrower shall be deemed to represent and warrant that), after giving effect to such issuance, amendment, renewal or extension (i) (x) the aggregate undrawn Dollar Equivalent of all outstanding Letters of Credit issued by the Issuing Bank at such time plus (y) the aggregate Dollar Equivalent of all LC Disbursements made the Issuing Bank that have not yet been reimbursed by or on behalf of the Borrower at such time shall not exceed its Letter of Credit Commitment, (ii) the Dollar Equivalent of any Lender’s Revolving Credit Exposure shall not exceed its Commitment and (iii) the sum of the Dollar Equivalent of the Total Revolving Credit Exposure shall not exceed the total Commitments. The Borrower may, at any time and from time to time, reduce the Letter of Credit Commitment of any Issuing Bank; provided that the Borrower shall not reduce the Letter of Credit Commitment of any Issuing Bank if, after giving effect of such reduction, the conditions set forth in clauses (i) through (iii) above shall not be satisfied.

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 case excerpt and choose the best holding from the options. Case excerpt: the conflict created by the Pennsylvania Act. It is evident that the Pennsylvania Act regulates the essence of the federally protected copyright. That a copyright encompasses the right to refuse to license was reiterated by the Supreme Court in a decision postdating AFD I and AFD II which stated that the Copyright Act grants a copyright owner “the capacity arbitrarily to refuse to license one who seeks to exploit the work.” Stewart v. Abend, 495 U.S. 207, 228-29, 110 S.Ct. 1750, 109 L.Ed.2d 184 (1990) (citing Fox Film Corp. v. Doyal, 286 U.S. 123, 127, 52 S.Ct. 546, 76 L.Ed. 1010 (1932)); see also Schnapper v. Foley, 667 F.2d 102, 114 (D.C.Cir.1981) (vesting “the liberty not to license rights in his work”); Lawlor v. National Screen Serv. Corp., 270 F.2d 146, 154 (3d Cir.195.9) (<HOLDING>). In Storer Cable, 806 F.Supp. 1518, the court Options: A. holding right to testify was federal constitutional right B. recognizing corollary right under copyright law to exclude others under licensing right C. recognizing right to cause of action as property right under navajo due process D. recognizing a right to contribution E. recognizing the right to counsel on appeal

assistant: The best answer is B. recognizing corollary right under copyright law to exclude others under licensing right
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 Pledgor agrees that it will, at any time and from time to time upon the written request of Pledgee, execute and deliver all assignments separate from certificates or stock powers, financing statements and such further documents and do such further acts and things as Pledgee may reasonably request consistent with the provisions hereof in order to carry out the intent and accomplish the purpose of this Agreement and the consummation of the transactions contemplated hereby.

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

user: Read the case excerpt and choose the best holding from the options. Case excerpt: must be such that it could have been resolved, had it been presented, in the prior action. Initially then, we must determine whether there was a final adjudication on the merits in the federal administrative proceeding. To support their position, Defendants rely on a decision reached by the Fourth Circuit Court of Appeals in Shoup v. Bell & Howell Co., 872 F.2d 1178 (4th Cir.1989), which held that “dismissal ... on statute of limitations grounds is a final judgment on the merits.” Id. at 1179 (applying Rule 41(b) of the Federal Rules of Civil Procedure); but see Shoup, 872 F.2d at 1182-86 (contending that dismissal on statute of limitations grounds is not adjudication on merits) (Murnaghan, J., dissenting); see also Syl. Pt. 1, Gillespie v. Johnson, 157 W.Va. 904, 209 S.E.2d 143 (1974) (<HOLDING>). Defendants maintain that the two-year Options: A. holding that res judicata did not apply where a trial courts order was not a final judgment B. holding in res judicata context that final judgment on the merits is synonymous with dismissal with prejudice C. holding that a dismissal on limitations grounds is a judgment on the merits D. holding that dismissal of case on statute of limitations grounds is final judgment and barring appeal has res judicata effect E. holding that a dismissal on statute of limitations grounds is an adjudication on the merits for purposes of res judicata

assistant: The best answer is D. holding that dismissal of case on statute of limitations grounds is final judgment and barring appeal has res judicata effect
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: their administrative remedies with respect to payment denials. (Def.'s Mem. at 11.) Because the subrogation claim will be dismissed, this issue is moot. 7 . The Supreme Court has held that the Boren Amendment to the Medicaid statute creates a federal right that is enforceable by health c'are providers against a state under § 1983. Wilder, 496 U.S. at 524, 110 S.Ct. 2510 (concluding that health care providers had an enforceable federal right under § 1983 to reasonable and adequate Medicaid rates in their state plans). A number of other courts have also found that portions of the Medicaid statute are enforceable under § 1983 against state officials. See Ohio Hospital Ass’n, 579 N.E.2d at 698-99; Amisub (PSL), Inc. v. Colorado Dep’t of Social Servs., 879 F.2d 789, 793-94 (10th Cir.1989) (<HOLDING>); Westside Mothers v. Haveman, 289 F.3d 852, Options: A. holding federal regulations have the force of law and may create enforceable rights B. holding that title xix providers have federal rights enforceable in a 1983 action C. holding that 42 usc 1396aa13a which requires states to make reasonable reimbursement to providers was enforceable by the providers pursuant to section 1983 D. holding that because federal regulations have the force of law they may create enforceable rights under 1983 E. holding that boren amendment created substantive federal right enforceable by health care providers to reasonable and adequate rates

assistant: The best answer is B. holding that title xix providers have federal rights enforceable in a 1983 action