alea-institute/kl3m-data-sample-004-shuffled huggingface dataset:
1st Amendment to Agreement and Plan of Merger



Exhibit 10.7 
 
US SEARCH.COM INC. 
 
FIRST AMENDMENT 
 
TO 
 
AGREEMENT AND PLAN OF MERGER DATED AS OF DECEMBER 28, 2001 
 
THIS FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER DATED AS OF DECEMBER 28, 2001 (this
“Amendment”) is entered into as of January 3, 2003, by and among US Search.com Inc., a Delaware corporation (the “Company”), Professional Resource Screening, Inc., a Delaware corporation, and Irwin R. Pearlstein, an
individual, David Pearlstein, an individual, and Cheryl Pearlstein-Enos, an individual (the “Shareholders”). 
 
R E C I T A L S 
 
WHEREAS, Professional Resource Screening, Inc., a California corporation, merged with and into US SEARCH Screening Services, Inc., a
Delaware corporation and is therefore the successor in interest to Professional Resource Screening, Inc., a California corporation; 
 
WHEREAS, US SEARCH Screening Services, Inc., a Delaware corporation, changed its name to Professional Resource Screening, Inc.;

 
WHEREAS, the parties to this Amendment are
parties to that certain Agreement and Plan of Merger, dated as of December 28, 2001 (the “Agreement”); 
 
WHEREAS, on December 26, 2002, Company sent the Shareholders a Balance Sheet Adjustment Demand as that term is defined in the Agreement;
and 
 
WHEREAS, in connection with the Balance
Sheet Adjustment Demand, the parties hereto desire to amend the Agreement as provided below. 
 
A M E N D M E N T 
 
NOW, THEREFORE, BE IT RESOLVED, that in consideration of the foregoing and for good and valuable consideration the receipt and sufficiency of which are hereby acknowledged, the Agreement is hereby amended as set forth below.

 
1. References in the Agreement to “this
Agreement” shall be deemed to be references to the Agreement as amended hereby. 
 
2. Capitalized terms that are not specifically defined in this Amendment shall have the same definition as in the Agreement. 







 
3. In the
third sentence of Section 3.3(c) of the Agreement the words “within ten (10) days following receipt by the Shareholders of the Balance Sheet Adjustment Demand” are hereby omitted and replaced with the words “on or before January 22,
2003”. 
 
 
Except as amended hereby the provisions of the Agreement shall remain unchanged and in full force and effect. This Amendment shall be governed by, and construed in accordance with, the laws of the
State of California. 
 
[Signature Page Follows]

 
 

2 








 
IN WITNESS
WHEREOF, the undersigned have executed this Amendment as of the date first set forth above. 
 

	 US SEARCH.COM, INC.

	
	 By:
	 	 /s/    BRENT N.
COHEN      


	 Name:
	 	 Brent N. Cohen

	 Title:
	 	 Chief Executive Officer



 

	 PROFESSIONAL RESOURCE SCREENING, INC.

	
	 By:
	 	 /s/    IRWIN R.
PEARLSTEIN      


	 Name:
	 	 Irwin R. Pearlstein

	 Title:
	 	 President



 

	 SHAREHOLDERS

	
	 /s/    IRWIN R.
PEARLSTEIN

 Name: Irwin R.
Pearlstein

	
	 /s/    DAVID
PEARLSTEIN

 Name: David
Pearlstein

	
	 /s/    CHERYL
PEARLSTEIN-ENOS

 Name:
Cheryl Pearlstein-Enos



 

3
III 

110TH CONGRESS 

1ST SESSION S. CON. RES. 62 

To correct the enrollment of H.R. 660. 

IN THE SENATE OF THE UNITED STATES 

DECEMBER 19 (legislative day, DECEMBER 18), 2007 

Mr. LEAHY (for himself, Mr. SPECTER, and Mr. KYL) submitted the following 

concurrent resolution; which was considered and agreed to 

CONCURRENT RESOLUTION 

To correct the enrollment of H.R. 660. 

1 Resolved by the Senate (the House of Representatives 

2 concurring), That in the enrollment of H.R. 660, an Act 

3 to amend title 18, United States Code, to protect judges, 

4 prosecutors, witnesses, victims, and their family members, 

5 and for other purposes, the Clerk of the House of Rep6 resentatives shall strike section 502 of the Act and insert 

7 the following: 

8 ‘‘SEC. 502. MAGISTRATE JUDGES LIFE INSURANCE. 

9 ‘‘(a) IN GENERAL.—Section 604(a)(5) of title 28, 

10 United States Code, is amended by inserting after ‘hold of11 fice during good behavior’, the following: ‘magistrate judges 

12 appointed under section 631 of this title,’. 


bajohnson on PROD1PC69 with BILLS
2 

•SCON 62 ATS 

1 ‘‘(b) CONSTRUCTION.—For purposes of construing and 

2 applying chapter 87 of title 5, United States Code, includ3 ing any adjustment of insurance rates by regulation or oth4 erwise, the following categories of judicial officers shall be 

5 deemed to be judges of the United States as described under 

6 section 8701 of title 5, United States Code: 

7 ‘‘(1) Magistrate judges appointed under section 

8 631 of title 28, United States Code. 

9 ‘‘(2) Magistrate judges retired under section 377 

10 of title 28, United States Code. 

11 ‘‘(c) EFFECTIVE DATE.—Subsection (b) and the 

12 amendment made by subsection (a) shall apply with respect 

13 to any payment made on or after the first day of the first 

14 applicable pay period beginning on or after the date of en15 actment of this Act.’’. 

Æ 


bajohnson on PROD1PC69 with BILLS
Michigan Supreme Court

Lansing, Michigan

Stephen J. Markman, Chief Justice

Brian K. Zahra

Bridget M. McCormack

David F. Viviano 

Richard H. Bernstein

Joan L. Larsen, Justices

I, Larry S. Royster, Clerk of the Michigan Supreme Court, certify that the

foregoing is a true and complete copy of the order entered at the direction of the Court.

 May 2, 2017

t0424

Order 

Clerk

May 2, 2017

154089

PEOPLE OF THE STATE OF MICHIGAN,

Plaintiff-Appellee,

v SC: 154089

COA: 326593 

Crawford CC: 12-093344-FC

WAYNE ROBERT FARREN,

Defendant-Appellant. 

_________________________________________/

On order of the Court, the application for leave to appeal the May 17, 2016 

judgment of the Court of Appeals is considered and, it appearing to this Court that the 

cases of People v Steanhouse (Docket No. 152849) and People v Masroor (Docket Nos. 

152946-8) are pending on appeal before this Court and that the decisions in those cases 

may resolve an issue raised in the present application for leave to appeal, we ORDER that 

the application be held in ABEYANCE pending the decisions in those cases.
[No. 49413-9-I.

Division One.

November 12, 2002.]

#### The State of Washington, *Respondent,*v. Lawrence Albert Franklin, *Appellant.*

Appeal from a judgment of the Superior Court for King County, No. 00-1-08246-7, Charles W. Mertel, J., entered October 1, 2001. *Affirmed*by unpublished opinion per Kennedy, J., concurred in by Becker, C.J., and Agid, J.
§ 500.72 Agreements with workers. ( a ) The Act prohibits farm labor contractors, agricultural employers and agricultural associations from violating, without justification, the terms of any working arrangements they have made with migrant or seasonal agricultural workers. Normally, “without justification” would not include situations in which failure to comply with the terms of any working arrangements was directly attributable to acts of God, due to conditions beyond the control of the person or to conditions which he could not reasonably foresee.
( b ) Written agreements do not relieve any person of any responsibility that the person would otherwise have under the Act or these regulations.
### Surface waters of Massachusetts

By: Charles Henry PierceHenry Jennings Dean

                            https://doi.org/10.3133/wsp415

#### Links

-                                                                                                                             Document:                                                                                                                                                                                                                                                  **Report**                                                                                                     (pdf)                                                                                                                                     
- Plate:  **Plate 1**                            (pdf)
- Download citation as:  RIS                         |                         Dublin                            Core

#### Abstract

Part or all of this report is presented in Portable Document Format                        (PDF). For best results viewing and printing PDF documents, it is recommended that you download                        the documents to your computer and open them with Adobe Reader. PDF documents opened from your                        browser may not display or print as intended. Download the latest version of Adobe Reader, free of charge. More information                        about viewing, downloading, and printing report files can be found at the common download problems FAQ.
#### Western *vs.*The Mayor and Common Council of Brooklyn.

Where a *municipal corporation*are authorized by statute to sell lands for the non-paj-ment of a tax or assessment imposed for improvements of streets, and execute a certificate of sale to the purchaser under the'torporatc seal that ho will be entitled to a conveyance of the premises sold at the expiration of one year from the time of sale, *an action of covenant*does not lie against the eoporation for a *refusal*to execute such conveyance ; die remedy of the party is by *action on the case,*or by *mandamus.*

Demurrer to declaration. The plaintiff declared in an *action of covenant*on a *certificate*bearing date 16th August, 1836, executed by the then mayor and clerk of the city under the *corporate seal*of the city, whereby, after reciting an assessment for widening a portion of Fulton street in Brooklyn, and the sale of a certain city lot for the non-payment of the assessment, and the purchase thereof by the plaintiff for the term of twelve years, in consideration of the payment of the assessment with interest and expences, amounting in the whole to $37,30, which term was the lowest [ *335 ] term *of years for which any person would take the premises and pay the last mentioned sum, the common council, by virtue of the power vested in them by an act of the legislature entitled “ An, act to incorporate the city of Brooklyn,” passed April 8th, 1834, *certified*that the plaintiff had become such purchaser and paid said sum of money, and that at the expiration of one year from the time of such sale, which was on the 16th August, 1836, the plaintiff would be entitled to a conveyance of the premises (which were particularly set forth) for the period of twelve years. The plaintiff then avers that after the expiration of one year from the time of the sale, the defendants had *refused*to give him a conveyance of the premises purchased by him ; and so (although often requested so to do) the defendants had not kept their covenant.

The defendants, after craving *oyer*of the certificate, interposed a *demurrer*to the declaration, in which the plaintiff joined.

*J. M. Van Cott,*for the defendants.

*J. Greenwood,*for the plaintiff.

Bronson, J.

*By the Court,*In making the sale and giving the certifi*335cate to the purchaser, the defendants were discharging a public duty enjoined upon them by law. *Statutes of*1834 *p.*106, § 42, 45. The certificate contains no words of covenant, and if the defendants have improperly refused to execute a conveyance, the remedy is either by an action on the case, or by mandamus. *The People*v. *The Mayor, &c. of N. Y.,*10 *Wendell,*393. There are other objections to the declaration, but this is enough.

Judgment for defendants.
**UN PUBLISHED** 

UNITED STATES COURT OF APPEALS FOR THE FOURTH CIRCUIT

**No. 10**  **- 1790** 

TONITA HALL, Plaintiff

– Appellant,

v. UNITED STATES DEPARTMENT OF EDUCATION; OFFICE OF INSPECTOR GENERAL DEPARTMENT OF EDUCATION; FSA OMBUDSMAN U.S. DEPARTMENT OF EDUCATION; NORTHERN VIRGINIA COMMUNITY COLLEGE; SALLIE MAE, Defendants

– Appellees.

Appeal from the United States District Court for the Eastern District of Virginia at Alexandria

. Claude M. Hilton , Senior District Judge. ( 1:09

- cv - 01340

- CMH

- IDD )

Submitted : November 18, 2010 Decided: November 24, 2010

Before SHEDD and AGEE , Circuit Judges , and HAMILTON, Senior Circuit Judge

.

Dismissed by un published per curiam opinion

. Tonita Hall, Appellant Pro Se. Deirdre Gaudet Brou, Special Assi stant United States Attorney, Alexandria, Virginia, Paul Kugelman, Jr., OFFICE OF THE ATTORNEY GENERAL OF VIRGINIA, Richmond, Virginia, Amy Sanborn Owen, COCHRAN & OWEN, LLC, Vienna, Virginia, for Appellees.

Unpublished opinions are not binding precedent in this circuit.2 PER CURIAM: Tonita Hall seeks to appeal the district court’s order informing her that all inquiries regarding service of process should be directed to the U.S. Marshals service. Appellees have moved to dismiss this appeal for lack of ju risdiction. This court may exercise jurisdiction only over final orders, 28 U.S.C. § 1291 (200 6 ), and certain interlocutory and collateral orders, 28 U.S.C. § 1292 (200 6 ); Fed. R. Civ. P. 54(b); Cohen v. Beneficial Indus. Loan Corp. , 337 U.S. 541 , 545

- 46 (1949). The order Hall seeks to appeal is neither a final order nor an appealable interlocutory or collateral order. Accordingly, we grant Appellees’ motion and dismiss the appeal for lack of jurisdiction. We dispense with oral argument because the fac ts and legal contentions are adequately presented in the materials before the court and argument would not aid the decisional process.

DISMISSED
(75 South. 282)

(7 Div. 491.)

#### RAGLAND v. STATE.

(Court of Appeals of Alabama.

April 17, 1917.)

Appeal from City Court of Talladega; Marion H. Sims, Judge.

Alphonso Ragland was convicted of crime, and he appeals.

Affirmed.

Prank L. Vance and Geo. W. Parsons, both of Talladega, for appellant. W. L. Martin, Atty. Gen., and P. W. Turner, Asst. Atty. Gen’., for the State.

BROWN, P. J.

This case is identical with the case of John Ragland v. State, ante, p. 74, 75 South. 280, present term, and is affirmed on the authority of that case.

Affirmed.
[Federal Register Volume 65, Number 102 (Thursday, May 25, 2000)]
[Notices]
[Pages 33823-33824]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 00-13122]


-----------------------------------------------------------------------

DEPARTMENT OF THE INTERIOR

Bureau of Land Management

[MT-960-1150-PG]


Dakotas Advisory Council Meeting

AGENCY: Bureau of Land Management, North Dakota Field Office, Interior.

ACTION: Notice of meeting; Dakotas Advisory Council Meetings.

-----------------------------------------------------------------------

[[Page 33824]]

SUMMARY: A meeting of the Dakotas Resource Advisory Council will be 
held July 10 & 11, 2000, at the Travel Lodge, Dickinson, North Dakota. 
The session will convene at 8 a.m. on July 10th and resume at 8 a.m. on 
the 11th. Agenda items will include OHV followup, South Dakota Land 
Exchange, grazing permit renewal update, Schnell signing, Endangered 
Species (sage grouse and prairie dogs), Grasslands Stewardship 
Initiative, Field Trip to Schnell Recreation Area.
    The meeting is open to the public and a public comment period is 
set for 8 a.m. on July 11th. The public may make oral statements before 
the Council or file written statements for the Council to consider. 
Depending on the number of persons wishing to make an oral statement, a 
per-person time limit may be established. Summary minutes of the 
meeting will be available for public inspection and copying.
    The 15-member Council advises the Secretary of the Interior, 
through the BLM, on a variety of planning and management issues 
associated with public land management in the Dakotas.

FOR FURTHER INFORMATION CONTACT: Douglas Burger, Field Office Manager, 
North Dakota Field Office, 2933 3rd Ave. W., Dickinson, North Dakota. 
Telephone (701) 225-9148.

    Dated: May 10, 2000.
Douglas J. Burger,
Field Office Manager.
[FR Doc. 00-13122 Filed 5-24-00; 8:45 am]
BILLING CODE 4310-$$-U
795 A.2d 968

#### Rosalind P. MOORE, as Parent Natural Guardian of John Doe, Minor; Rosalind P. Moore in her Own Right, Appellants, v. BOARD OF DIRECTORS OF CITY TRUSTS, Girard College Board of Managers, the Estate of Stephen Girard, the Administrators of the Estate of Stephen Girard, Appellees.

Supreme Court of Pennsylvania.

Argued April 8, 2002.

Deeided April 26, 2002.

Rhonda Hill Wilson, for appellant, Rosalind P. Moore.

*322Howard A. Rosenthal, for appellees, Bd. of Directors of City Trust, et al.

Before ZAPPALA, C.J., and CAPPY, CASTILLE, NIGRO, NEWMAN, SAYLOR and EAKIN, JJ.

*ORDER*

PER CURIAM.

Appeal dismissed as having been improvidently granted.

Chief Justice ZAPPALA did not participate in the decision of this case.

Justice NIGRO dissents.
§ 779.230 Franchise and other arrangements. ( a ) There are many different and complex arrangements by which businesses may join to perform their activities for a common purpose. A general discussion will be found in part 776 of this chapter. The quotation in § 779.229 from the Senate Report shows that Congress recognized that some franchise, lease, or other arrangements have the effect of creating a larger enterprise and whether they do or not depends on the facts. The facts may show that the arrangements are so restrictive as to deprive the individual establishment of those prerogatives which are the essential attributes of an independent business. (Compare *Wirtz* v. *Lunsford,* 404 F. 2d, 693 (C.A. 6).) An establishment through such arrangements may transfer sufficient “control” so that it becomes in effect a unit in a unified chain operation. In such cases the result of the arrangement will be to create a larger enterprise composed of the various segments, including the establishment which relinquishes its control.
( b ) The term “franchise” is not susceptible of precise definition. The extent to which a businessman relinquishes the control of his business or the extent to which a franchise results in the performance of the activities through unified operation or common control depends upon the terms of the contract and the other relationships between the parties. Ultimately the determination of the precise scope of such arrangements which result in creating larger enterprises rests with the courts.
_________________________________________ 

 

 

Order Michigan Supreme Court

Lansing, Michigan 

January 29, 2007 Clifford W. Taylor,

 Chief Justice 

132370 Michael F. Cavanagh 

Elizabeth A. Weaver 

Marilyn Kelly 

Maura D. Corrigan 

JANICE BUSH, 

Plaintiff-Appellant, 

Robert P. Young, Jr. 

Stephen J. Markman,

 Justices 

v SC: 132370 

 COA: 268362 

Wayne CC: 04-422749-CZ

DETROIT SCHOOL DISTRICT,

Defendant-Appellee. 

_________________________________________/ 

On order of the Court, the application for leave to appeal the September 19, 2006 

judgment of the Court of Appeals is considered, and it is DENIED, because we are not 

persuaded that the questions presented should be reviewed by this Court. 

s0122 

I, Corbin R. Davis, Clerk of the Michigan Supreme Court, certify that the 

foregoing is a true and complete copy of the order entered at the direction of the Court. 

January 29, 2007 

 Clerk
#### C. D. Jackson *&*Co., Inc., Appellant and Respondent, *v.*Traitel Marble Company, Respondent and Appellant, Impleaded with Others.

Argued January 18, 1937;

decided April 20, 1937.

*674
      *Hugh A. Fulton*and *Thomas T. Cooke*for plaintiff, appellant and respondent.

*Harry Baum*and *Isaac Lande*for defendant, respondent and appellant.

Judgment affirmed, without costs; no opinion.

Concur: Crane, Ch. J., Lehman, O’Brien, Hubbs, Lotjghran, Finch and Rippey, JJ.
(75 South. 174)

#### NATZKE v. STUART.

(1 Div. 238.)

(Court of Appeals of Alabama.

April 10, 1917.

Rehearing Denied May 15, 1917.)

Principal and Agent <&wkey;143(3) — Rights op —Undisclosed Principal.

Where plaintiff committed possession of a cow, with express authority to sell, to a third person who was to participate in the proceeds of the sale, and such third person sold the cow to defendant, who had dealt with him. before, and on this occasion dealt with him as owner of the property without notice of his agency or that plaintiff was owner of the cow, plaintiff could not recover the cow in an action of det-. inne.

[Ed. Note. — For other cases, see Principal and Agent, Gent. Dig. § 504.]

*30Appeal from Law and Equity Court, Mobile County; iSaffold Berney, Judge.

Detinue by George Stuart, Jr., against J. I-I. Natzke, for a cow. Judgment for plaintiff, and defendant appeals.

Reversed and rendered. •

The agreed statement of facts are as follows: Defendant Natzke had dealt with Golding before, buying from him. The cow in question was traded by Golding to Natzke for a cord of wood, a heifer, and a hog, worth $45, collectively. Natzke had no knowledge that Golding, _ who had the cow with him, was not the owner of the cow. Golding delivered the cow to Natzke and took the bartered property with him at once. The cow was turned over by Stuart to Golding to take to Mobile, and sell it for cash for plaintiff Stuart, not less than $35, but so that Golding could get $5 for his trouble, the sum to $35 to come to Stuart net. Plaintiff had once before sold a calf to Golding for $5. Golding has gone away, and plaintiff has never got from Golding the bartered property he got in exchange for the cow, and has never ratified the trade made by Golding with Natzke, and now sues for the cow. Her-value is agreed to be $45.

Boyles. & Kohn, of Mobile, for appellant. D. B. Cobbs, of Mobile, for appellee.

BROWN, P. J.

The agreed state of facts shows, not only that the plaintiff committed the possession of the cow in controversy to Golding, but that he gave Golding express authority to sell the cow; not only this, under the arrangement between plaintiff and Golding, Golding was given an interest in the property, or, at least, was to participate in the proceeds of the sale. The defendant had, on other occasions, bought of Golding, and on this occasion dealt with him as owner of the property, and without notice of his agency, or that plaintiff was owner of the cow. . ■

We hold that the principles decisive of this case are stated in the following authorities: Bent v. Jerkins, 112 Ala. 485, 20 South. 655; People’s Savings Bank & Trust Co. v. Huttig Mfg. Co., 1 Ala. App. 399, 55 South. 929. And that the plaintiff was not entitled to recover.

The judgment of the law and equity court is therefore reversed, and a judgment will be here rendered in favor of the defendant.

Reversed and rendered.