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.

Q: pre-estimate may in fact operate as a penalty and become unenforceable is shown by the fact that even though the sum fixed as compensation for each day’s delay ... is held to be a reasonable provision for liquidated damages and to be enforceable, no court will permit it to go on operating forever. 11 Corbin on Contracts, supra, § 58:21 at 523. That treatise then observes that there is “some lack of uniformity in the method of determining this time limit.” Id. In general, there are two rules that courts have applied to this predicament. Some courts have held that a liquidated damages clause is inapplicable when a contractor has completely abandoned a project. See, e.g., City of Elmira v. Larry Walter, Inc., 76 N.Y.2d 912, 563 N.Y.S.2d 45, 564 N.E.2d 655, 656 (1990) (per curiam) (<HOLDING>). Others have held that, when a contractor has 
 Holding statements: (A) holding that prejudgment interest should not be added to damages awarded for misrepresentation because the amount of damages were not liquidated or ascertainable before the verdict (B) holding that language of contract did not limit plaintiffs recovery to liquidated damages (C) holding that liquidated damages under the adea are intended to punish and deter while contrasting them to the legislative purpose of liquidated damages under the fsla (D) holding that because liquidated damages under the adea are punitive in nature a jurys award of state punitive damages and adea liquidated damages constitutes a double recovery and therefore reducing the total recovery by the amount of the liquidated damages award (E) holding that in the absence of clear and unambiguous language indicating that liquidated damages clause was intended to apply to contractors outright abandonment of the project no such damages should be awarded

A: (E)
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Q: the reasons for the plaintiffs failure to obtain the action or for not making the effort. Addressing the identical federal rule, the Supreme Court has stated that “[o]n its face, Rule 23.1 speaks only to the adequacy of the shareholder representatives pleadings.” Kamen, supra, 500 U.S. at 96, 111 S.Ct. 1711. The rule itself does not create a demand requirement. Id. “[T]he function of the demand doctrine in delimiting the respective powers of the individual shareholder and of the directors to control corporate litigation clearly is a matter of ‘substance, not procedure.’ ” Id. at 96-97, 111 S.Ct. 1711 (quoting Daily Income Fund, supra, 464 U.S. at 543-44 & n. 2, 104 S.Ct. 831 (1984) (Stevens, J., concurring in judgment) (other citations omitted)); see also Bazata, supra, 400 A.2d at 316 (<HOLDING>). Thus, the demand requirement or its futility 
 Holding statements: (A) holding that an antitrust injury is a necessary element of a  2 claim (B) holding that for purposes of super ct civ r 41b demand is not jurisdictional but an element of the shareholders claim (C) holding that reasonable reliance is not an element of the defense (D) holding that a motion to dismiss is not a responsive pleading for purposes of super ct civ r 15a which permits a party to amend once as a matter of course before a responsive pleading is served (E) holding the connection is an element

A: (B)
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Q: Diggs v. Owens, 833 F.2d 439, 444-45 (3d Cir. 1987)). 20 . Doc, No, 97 (Petition) at 15. Although Petitioner states that his Certificates of Completion for these courses are attached to his Petition as "Exhibit A,” no such exhibits appear on the docket, Nonetheless, the Court takes as true' Petitioner's allegation that he has completed a number of educational courses while incarcerated. 21 . 562 U.S. 476, 481, 131 S.Ct. 1229, 179 L.Ed.2d 196 (2011). 22 . Although the Third Circuit affirmed Petitioner's convictions on Counts 1-11, Petitioner’s sentence on those counts was reduced from 360 to 235 months on resentencing. See Doc. Nos. 68, 95 (Judgment and Amended Judgment). 23 . See United States v. Renfro, Criminal No. 08-93-ART-CJS-2, 2017 WL 1416869, at *6 (E.D. Ky. Mar. 22, 2017) (<HOLDING>); McCullough v. United States, No. 12-1214, 
 Holding statements: (A) holding that courts may only review claims for fundamental miscarriage of justice (B) holding that issues raised for the first time on appeal will not be considered absent exceptional circumstances of plain error or fundamental miscarriage of justice (C) holding that federal court cannot review claim procedurally defaulted in state court absent showing of either cause and prejudice or a fundamental miscarriage of justice (D) holding that request for resentencing based on pepper was not cognizable in a  2255 proceeding absent a showing of a complete miscarriage of justice (E) holding that pepper did not allow petitioner to seek a resentencing under  2255

A:
(D)
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