In this task, you will be shown a prompt from a judicial decision and multiple holding statements derived from citations following text in a legal decision. Holdings represent the governing legal rule when the law is applied to a particular set of facts. There are five answer choices for each citing text. The correct answer is the holding statement that corresponds to the citing text. The four incorrect answers are other holding statements. You should find the correct option. There is a <HOLDING> token in the position of the citing text prompt where the holding statement was extracted.

Input: Consider Input: give several reasons for their decision to terminate the plaintiff; namely, that he was over-extended, refused to delegate work, failed to share information, had poor people management skills, and treated 010 employees in an abusive manner. As the "proverbial straw that broke the camel's back," defendants also point to, and plaintiff concedes, his use of profanities and abusive language during the phone conversation with Clark. (Doc. 41 at 25.) Defendants were concerned that plaintiffs behavior would result in a lawsuit by Clark or potentially lawsuits by other employees. An employee's inappropriate behavior toward other employees is a legitimate business reason for termination in the context of a close corporation. See Priebe v. O'Malley, 89 Ohio App.3d 8, 12, 623 N.E.2d 573 (1993) (<HOLDING>). The record demonstrates that defendants acted
Holding statements: (A) holding that unless a shareholder can show personal cause of action and personal injury claims for fraud and breach of fiduciary duty belong to the corporation and not the shareholder (B) holding that shareholder could not prevail on breachoffiduciaryduty claim against other shareholder because alleged mishandling of funds did not result in any injury to the corporation (C) holding that majority shareholders had legitimate business reasons for terminating a shareholder which included the reason that the shareholder was not working well with other employees (D) holding that sole shareholder could recover on behalf of company but not in individual capacity for former shareholder and officers misappropriation of corporate assets (E) holding that corporate officer and majority shareholder could be held liable for acting in a manner that served his interests at the expense of the other shareholders because his interests and the corporations were not necessarily aligned

Output: (C)

Input: Consider Input: evidence to conclude that the government's conduct in this case amounted to a material breach, it denied Malone's appeal. 87-2 BCA 1119,758, at 99,966. In our view, the government materially breached this contract. According to Restatement (Second) of Contracts 241(e) (1981), "the extent to which the behavior of [a] party failing to perform ... comports with standards of good faith and fair dealing" is a significant factor in determining whether that party's breach is material. The Restatement also states that "[sjubter-fuges and evasions violate the obligation of good faith," as does lack of diligence and interference with or failure to cooperate in the other party's performance. Id. 205 comment d; cf. Lewis-Nicholson, Inc. v. United States, 550 F.2d 26, 32, 213 Ct.Cl. 192 (1977) (<HOLDING>); Peter Kiewit Sons' Co. v. United States, 151
Holding statements: (A) holding that subcontractor could recover damages from general contractor for delay in performance under state law (B) holding that the implied covenant of good faith and fair dealing is limited to performance under a contract (C) holding that governmentcaused delay in contractor performance violated implied duty not to hinder performance of other party (D) holding that performance may be valid acceptance (E) holding that prior positive performance evaluations are not dispositive as to whether the employer was satisfied with the employees performance by the time of the termination

Output: (C)

Input: Consider Input: in subsections (1) through (3). 726.110 (emphasis added). The unambiguous text thus performs the exact function that distinguishes a statute of repose from a .statute of limitations; ,it extinguishes the cause of action rather than merely barring the remedy. For this reason, a number of courts in other jurisdictions interpreting various state codifications of the Uniform Act .have held that the statute is one of repose. See, e.g., MSKP Oak Grove, LLC v. Venuto, No. 10-6465(JBS/JS), 2014 WL 4385979, at *5 (D.N.J. Sept. 5, 2014) ("The use of the term 'extinguished' manifests legislative intent to eliminate a cause of action after a predetermined time period, a distinctive characteristic of a statute of repose."); In re Jamuna Real Estate LLC, 365 B.R. 540, 567 (Bankr.E.D.Pa.2007) (<HOLDING>); Forman v. Jeffrey Matthews Fin. Grp., LLC,
Holding statements: (A) holding that effect must be given if possible to every clause and word of a statute (B) holding that provision has the characteristics of a statute of repose (C) holding principle of statutory construction is to give effect to every clause and word of a statute (D) holding that provision is a statute of repose and noting that the word extinguished is emphasized because of its substantive effect (E) holding that provision is a statute of repose because by its own terms the provision does not just procedurally bar an untimely claim it substantively extinguishes the cause of action
Output: (D)