alea-institute/kl3m-data-sample-004-shuffled huggingface dataset:
BTH-12.31.2013-EX10.15a






THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST PURSUANT TO RULE 24B-2. REDACTED MATERIAL IS MARKED WITH [***] AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.


AMENDMENT
TO UNITY PLATFORM SOFTWARE AND HOSTING AGREEMENT


This Amendment to Unity Platform Software Licensing and Hosting Agreement (this “Amendment”) is made as of February 5, 2014 (the “Effective Date”), between Visalus, Inc., a Nevada corporation (“Client”), and iCentris, Inc., a Utah corporation (“iCentris”).


WHEREAS, iCentris and Client are Parties to the Unity Platform Software and Hosting Agreement dated April 20, 2010, as amended on September 30, 2010, March 15, 2011, and June 1, 2012 (collectively, “Agreement”); 


WHEREAS, the Parties desire to amend the Agreement, as set forth in this Amendment, to extend the term of the Agreement through June 1, 2016 and update the licensing fee for the Unity Platform.


ACCORDINGLY, the Parties agree as follows:


1.Definitions.  All terms defined in the preamble or within this Amendment have their assigned meanings, and all other capitalized terms have the meaning assigned to them in the Agreement.


2.Amendments.


2.1.    Section 4 of the amendment to the Agreement dated June 1, 2012 is amended by deleting “the term of this Agreement shall be for a period of two (2) years beginning on the Effective Date and ending on the second anniversary of the Effective Date (the “Initial Term”)” and inserting in its place “the term of this Agreement shall be for a period of four (4) years beginning on the Effective Date and ending on the fourth anniversary of the Effective Date (the “Initial Term”).”


2.2.    The first sentence of Section 1.1 of Exhibit A contained in the amendment dated June 1, 2012 is deleted in its entirety and replaced with the following:


Client shall pay to iCentris a licensure fee each calendar month of the Term on or before the 15th day of each calendar month (“Licensure Fee”), as follows: 
(1) Beginning on the Effective Date of this Agreement and ending the month of
December 2013, the monthly Licensure Fee is *** Dollars ($***); (2) Beginning in January 2014 and ending the month of June 2014, the monthly Licensure Fee is *** Dollars ($***); 
(3) Beginning in July 2014 and ending the month of June 2015, the monthly Licensure Fee is *** Dollars ($***); and (4) Beginning in July 2015 and ending the month of June 2016, the monthly Licensure Fee is *** Dollars ($***).


3.Continuation of Agreement.  Except for the modifications expressly made by this Amendment, the Agreement remains unchanged and in full force and effect.
[Signature page follows]









IN WITNESS WHEREOF, the Parties have executed this Amendment by their duly authorized representatives as of the Effective Date. 


	
	
	ICENTRIS, INC., a Utah corporation




/s/ Peter Benedict   
By: Peter Benedict
Its: CEO

	




	VISALUS, INC., a Nevada corporation


/s/ John Tolmie   
By: John Tolmie
Its: CFO
#### STATE of Louisiana v. Gordon NOVEL.

No. 60510.

Supreme Court of Louisiana.

Sept. 13, 1977.

In re: Peerless Insurance Co., applying for writ of mandamus, or other supervisory relief.

Granted. (See Order Attached)

The petition of the relator in the above entitled and numbered case having been duly considered,

It is ordered that a writ of certiorari issue herein, directing the Honorable Matthew S. Braniff, Judge of the Criminal District Court for the Parish of Orleans, to transmit to the Supreme Court of Louisiana, on or before the 27th day of September, 1977, the record in duplicate, or a certified copy of the record in duplicate, of the proceedings complained of by the relator herein, to the end that the validity of said proceedings may be ascertained.

It is further ordered that the aforesaid Judge of said Court and the respondent through counsel shall show cause, in this court, on a date to be fixed by this Court, why the relief prayed for in the petition of the relator should not be granted.
EXHIBIT 10.7.2
                                 PROMISSORY NOTE


$25,000                                                     San Jose, California

                                                            April 16, 1999


         FOR VALUE RECEIVED, the undersigned, Richard Casler, Jr., ("Employee"),
promises to pay to the order of ADEPT TECHNOLOGY, INC., (the "Corporation"),  at
its office at 150 Rose Orchard Way, San Jose,  California  95134,  the principal
sum of  TWENTY-FIVE  THOUSAND  DOLLARS  ($25,000),  with  interest on the unpaid
principal  amount  outstanding  from the date  hereof,  initially at the rate of
4.57% per annum.  All accrued  and unpaid  interest,  and all unpaid  principal,
shall be due and payable on or before April 15, 2000.  All money paid toward the
satisfaction  of this Note shall be applied  first to the payment of interest as
required hereunder and then to the retirement of principal.

This note is secured by a pledge of shares of Common Stock of the Company.

The  undersigned  further  agrees that,  in the event that his  employment by or
association  with the Company is  terminated  for any reason prior to payment in
full of this  Note,  this Note shall be  accelerated  and all  remaining  unpaid
principal shall become due and payable immediately after such termination.

If an action is instituted for collection of the Note, the undersigned agrees to
pay court costs and reasonable attorneys' fees incurred by the holder hereof.

This note may be prepaid at any time without penalty.


                         /s/ Richard Casler, Jr.
                         --------------------------------------------
                         Richard Casler, Jr.
### The Honorable Elsijane Trimble Roy, United States Distric t 1 

### Judge for the Eastern District of Arkansas, adopting the rep ort and recommendation of the Honorable John F. Forster, Jr., United States Magistrate Judge for the Eastern District of Arkansas. ___________ No. 96-1582

___________ Paul William Criswell, * * Appellant, * * Appeal from the United States v. * District Court for the * Eastern District of Arkansas. United States of America, * * [UNPUBLISHED] Appellee. *

___________ Submitted: December 5, 1996 Filed: March 25, 1997

___________ Before BEAM, HANSEN, and MORRIS SHEPPARD ARNOLD, Circuit Judges.

___________ PER CURIAM. Paul William Criswell app eals the district court's dismissal of his 1 seco nd 28 U.S.C. § 2255 motion as an abuse of the writ. After carefu l review of the record, we conclude that the district court did not thereby abuse its discretion, see Nachtigall v. Class , 48 F.3d 1076, 1079 (8th Cir . 1995) ( standard of review), and that Criswell's allegations of pro s e status and illiteracy are insufficient to demonstrate cause, see Smittie v. Lock hart , 843 F.2d 295, 298 (8th Cir. 1988). To the extent Criswel l suggests his failure to present his claims in his first motion is excused because he did not re ceive the correct version of the presentence report, we conclude Criswell has not demonstrated he was prejudiced

### -2-

by any alleged inaccuracies. See United States v. Flynn , 87 F.3d 996, 999 (8th Cir. 1996) (court need not determine whether cause exists where movan t fails to demonstrate actual prejudice). Accordingly, we affirm the judgment of the district court. A true copy.
Attest: CLERK, U.S. COURT OF APPEALS, EIGHTH CIRCUIT.
#### STATE of Louisiana ex rel. Tyrone Glenn JEFFERSON v. CRIMINAL DISTRICT COURT, SECTION “B”, PARISH OF ORLEANS.

No. 62480.

Supreme Court of Louisiana.

July 3, 1978.

In re: Tyrone Glenn Jefferson, applying for writ of mandamus. Parish of Orleans.

Denied. The writ is an application for mandamus.ordering the trial court to rule on a writ of habeas corpus. A return from the district court indicates that the writ was denied in that court on June 28, 1978. The present application is therefore moot.
#### WEBB’S CITY, INC., etc., Petitioner, v. KNIGHT & WALL COMPANY, etc., Respondent.

No. 41301.

Supreme Court of Florida.

July 20, 1971.

Certiorari denied. 247 So.2d 800.

ROBERTS, C. J., and ADKINS, BOYD and DEKLE, JJ., concur.

ERVIN, J., dissents.
EX-10.4



 Exhibit 10.4 

BORDERFREE, INC. 

NON-EMPLOYEE DIRECTOR COMPENSATION POLICY 

The purpose of this Director Compensation Policy of Borderfree, Inc. (the “Company”) is to provide a total compensation package that
enables the Company to attract and retain, on a long-term basis, high-caliber directors who are not employees or officers of the Company or its subsidiaries. In furtherance of the purpose stated above, all non-employee directors shall be paid
compensation for services provided to the Company as set forth below: 
 Cash Retainers 

Annual Retainer for Board Membership: $30,000 for general availability and participation in meetings and conference calls of our Board of Directors, to
be paid quarterly. 
 Additional Retainer for Board Chairperson: $15,000 

Additional Retainers for Committee Membership: 
  

					
	 Audit Committee Chairperson:
	  	$	15,000	  
	 Audit Committee member:
	  	$	5,000	  
	 Compensation Committee Chairperson:
	  	$	10,000	  
	 Compensation Committee member:
	  	$	3,750	  
	 Nominating and Corporate Governance Committee Chairperson:
	  	$	5,000	  
	 Nominating and Corporate Governance Committee member:
	  	$	2,500	  

 Note: Chairperson retainers are in addition to member retainers. 

Equity Retainers 
 Upon initial election to the
Board: An initial, one-time equity grant (the “Initial Grant”) of $182,500 of equity awards in the form of stock options and/or restricted stock units, as determinated by the Compensation Committee of the Board, to each new
non-employee director, that vest in 36 equal monthly installments over 3 years, provided, however, that all vesting ceases if the board member resigns from our Board of Directors or otherwise ceases to serve as a director, unless the Board of
Directors determines that the circumstances warrant continuation of vesting. The fair market value of the Initial Grant shall be based on the market price on the date of grant. This initial equity grant applies only to non-employee directors who are
first elected to the Board effective as of or subsequent to the Company’s initial public offering. 
 Annual equity grants: Each continuing
non-employee member of the Board who has served as a director for the previous six months will receive an annual equity grant (the “Annual Grant”) of $85,000 of equity awards in the form of stock options and/or restricted stock
units, as determinated by the Compensation Committee of the Board, that vest in 12 equal monthly 







 
installments over 1 year, provided, however, that all vesting ceases if the director resigns from our Board of Directors or otherwise ceases to serve as a director, unless the Board of Directors
determines that the circumstances warrant continuation of vesting. The fair market value of the Annual Grant shall be based on the market price on the date of grant. 

Expenses 
 The Company will reimburse all
reasonable out-of-pocket expenses incurred by non-employee directors in attending meetings of the Board or any Committee. 
 ADOPTED: March 10, 2014,
subject to effectiveness of the Company’s Registration Statement on Form S-1. 

  
 2
IN THE

TENTH COURT OF APPEALS

No. 10-12-00046-CR

JUSTIN S. MATHEWS,

Appellant

v.

THE STATE OF TEXAS,

Appellee

From the 19th District Court

McLennan County, Texas

Trial Court No. 2011-1351-C1

MEMORANDUM OPINION

Justin Mathews appeals from a conviction for aggravated robbery for which he 

was sentenced to life in prison. TEX. PEN. CODE ANN. § 29.03 (a)(2). Mathews complains 

that the trial court erred by providing a misleading instruction regarding good conduct 

time and erred in instructing the jury not to consider “sympathy” in assessing 

punishment. We affirm.
Mathews v. State Page 2

Parole Law and Good Time Jury Charge Instruction

Mathews complains in his first issue that the jury charge’s instructions regarding 

parole and good time were erroneous because the instructions allow the jury to 

consider that a defendant might be released early solely due to accruing good conduct 

time. Mathews contends that the statutory language required to be set forth pursuant 

to Code of Criminal Procedure article 37.07, section 4(a) in the jury charge is insufficient 

and misleading. Mathews did not object to the jury charge on this basis. We have 

previously decided this precise issue against Mathews’s position and are not persuaded 

to reconsider our ruling. See Gaither v. State, No. 10-11-00129-CR, 2012 Tex. App. LEXIS 

5252 at *3, (Tex. App.—Waco June 27, 2012, no pet. h.) (mem. op.) (not designated for 

publication). We overrule issue one.

Sympathy

Mathews complains in his second issue that the trial court erred by instructing

the jury not to consider “sympathy” in its deliberations in the jury charge in the 

punishment phase of his trial. Mathews did not object to the jury charge on this basis. 

We have also previously decided this issue against Mathews’s position and are not 

persuaded to reconsider our ruling. See Gaither v. State, No. 10-11-00129-CR, 2012 Tex. 

App. LEXIS 5252 at *4, (Tex. App.—Waco June 27, 2012, no pet. h.) (mem. op.) (not 

designated for publication); Lewis v. State, No. 10-09-00322-CR, 2011 Tex. App. LEXIS

6074 at *4 (Tex. App.—Waco Aug. 3, 2011, no pet.) (mem. op.) (not designated for 
Mathews v. State Page 3

publication); Turner v. State, No. 10-09-00307-CR, 2011 Tex. App. LEXIS 6072 at *4, (Tex. 

App.—Waco Aug. 3, 2011, no pet.) (mem. op.) (not designated for publication); Wilson

v. State, 267 S.W.3d 215, 219-20 (Tex. App.—Waco 2008, pet. ref’d). We overrule 

Mathews’s second issue.

Conclusion

Finding no error, we affirm the judgment of the trial court.

TOM GRAY

Chief Justice

Before Chief Justice Gray,

Justice Davis, and

Justice Scoggins

Affirmed

Opinion delivered and filed August 30, 2012

Do not publish

[CRPM]
#### Armin Milan ALFONSO, Petitioner, v. STATE of Florida, Respondent.

No. 43183.

Supreme Court of Florida.

Feb. 23, 1973.

Certiorari denied. 269 So.2d 780.

ROBERTS, Acting C. J., and ERVIN, ADKINS, BOYD and McCAIN, JJ., concur.
COURT OF APPEALS

EIGHTH DISTRICT OF TEXAS

EL PASO, TEXAS

THE STATE OF TEXAS

,

Appellant,

v.

JOHN JEREMY ROGERS

,

Appellee. '

'

'

'

'

' No. 08

- 1 2

- 00207

- CR

Appeal from the

363 rd District Court

of Dallas County , Texas

(TC# F09

- 24738 )

MEMORANDUM OPINION

Pending before the Court is the State’s motion to dismiss this appeal pursuant to TEX. R.

APP. P. 42.2(a). Finding that the State has complied with the requirements of Rule 42.2(a), we

grant the motion and dismiss the appeal.

GUADALUPE RIVERA, Justice

October 31 , 2012

Before McClure, C.J., Rivera, J., and Antcliff, J.

(Do Not Publish)
UNPUBLISHED

UNITED STATES COURT OF APPEALS

FOR THE FOURTH CIRCUIT

No. 08-6143

ANTHONY EUGENE BROOKS,

Plaintiff - Appellant,

v.

CITY OF NEWPORT NEWS, VIRGINIA; NEWPORT NEWS POLICE DEPARTMENT;

KEVIN CHRISTOPHER HARTIAN, Agent/Policer; UNITED STATES

ATTORNEY; SCOTT W. PUTNEY, Assistant U.S. Attorney; DEPARTMENT

OF JUSTICE; BUREAU OF PRISONS,

Defendants - Appellees.

Appeal from the United States District Court for the Eastern

District of Virginia, at Norfolk. Henry Coke Morgan, Jr., Senior

District Judge. (2:07-cv-00574-HCM-JEB)

Submitted: May 29, 2008 Decided: June 5, 2008

 

Before TRAXLER, GREGORY, and SHEDD, Circuit Judges.

Affirmed by unpublished per curiam opinion.

Anthony Eugene Brooks, Appellant Pro Se.

Unpublished opinions are not binding precedent in this circuit.
- 2 -

PER CURIAM:

Anthony Eugene Brooks appeals the district court’s order

dismissing without prejudice his 42 U.S.C. § 1983 (2000) action.

We have reviewed the record and find no reversible error.

Accordingly, we affirm for the reasons stated by the district

court. Brooks v. City of Newport News, No. 2:07-cv-00574-HCM-JEB

(E.D. Va. Dec. 18, 2007). We deny Brooks’ motions for appointment

of counsel and to provide service. We dispense with oral argument

because the facts and legal contentions are adequately presented in

the materials before the court and argument would not aid the

decisional process.

AFFIRMED
No. 10709.

#### Hall, Individually and as Exrx., *v.*Hall.

Decided April 28, 1908.

Error to Circuit Court of Haniilton county.

*Messrs. Hoffman, Bode & LeBlond*and *Mr. Frederick S. Spiegel,*for plaintiff in error.

*Messrs. Bates & Meyer,*for defendant in error.

Judgment reversed.

Ground stated in journal entry.

It is ordered and adjudged by this court, that the judgment of said circuit court be, and the same ■hereby is, reversed for the reason that the charge to the jury is misleading and erroneous in that it *416no where distinctly states nor sufficiently emphasizes that the order of probate of the will, by the probate. court, raises a presumption that the will so probated is the valid last will and testament of Mercy A. Hall; that the court did not clearly explain to the jury the legal effect of the provision of the statute, “That the order of probate shall be *prima facie*evidence of the due attestation, execution and validity of the will or codicil;” that the jury was not instructed, as it should have been instructed, that before they would be entitled to return a verdict setting aside the will they must be able to find that the evidence adduced by the contestant, Charles F. G. Hall, outweighs both the evidence adduced by the defendant, Anne S. Hall, and the presumption arising from the order of the probate court admitting the will to probate as the valid last will and testament of Mercy A. Hall; that the court erred in instructing the jury that preponderance of the evidence means the greater weight of the testimony; and that the court erred in charging that, “The law also scrutinizes with greater care the acts of the son or daug'hter who is remembered in a will to a larger extent than are others bearing the same kinship, if such son or daughter is in a close relationship of trust or confidence, or upon whom a testatrix would implicitly rely, than it would on others bearing no such relationship.” And this court proceeding to render the judgment which the said circuit court should have rendered, it is hereby ordered and adjudged that the judgment of the court of common pleas be, and the same hereby is, reversed, and said cause is remanded to the court of common pleas for further proceedings according to law.

■Price, Summers, Spear and Davis, JJ., concur.
#### CITY OF NEW ORLEANS v. Yvonne MARTIN.

No. 52140.

Supreme Court of Louisiana.

March 18, 1974.

John W. Reed, New Orleans, for defendant-relator.

Blake G. Arata, City Atty., Joseph Laura, Asst. City Atty., for plaintiff-respondent.

BARHAM, Justice.

The only question presented for our consideration is the constitutionality of Ordinance 828 M.C.S. 49-7 of the City of New Orleans, reviling a police officer. That question is now moot for this Court since the Supreme Court of the United States has declared that ordinance unconstitutional in Lewis v. City of New Orleans, No. 72-6156 on their docket, -U.S.-, 94 S.Ct. 970, 39 L.Ed.2d 214, decided February 20, 1974.

The defendant here was convicted in the municipal court of New Orleans of violating Ordinance 828 M.C.S. 49-7 of the City of New Orleans, reviling a police officer. After trial the defense filed a motion in arrest of judgment urging that the ordinance under which she was prosecuted was “unconstitutional on its face for vagueness and overbreadth and taken together with the evidence unconstitutional as applied to defendant.” The motion was denied, and defendant was sentenced to pay a fine of $10.00 or serve 10 days in jail. She appealed to the Criminal District Court for the Parish of Orleans, where her conviction and sentence were affirmed. The defendant then applied to this Court for writs under our supervisory jurisdiction. Writs were denied on February 8, 1972, in a four-three decision, with the notation: “The judgment of the lower court is correct.” City of New Orleans v. Martin, 260 La. 691, 257 So.2d 152 (1972). Defendant appealed to the Supreme Court of the United States under authority of 28 U.S.C. § 1257 (2). On October 28, 1972, that court entered the following order: “Judgment vacated and case remanded to the Supreme Court of Louisiana for further consideration in light of Gooding v. Wilson, 405 U. S. 518, 31 L.Ed.2d 408, 92 S.Ct. 1103 (1972).”

In Lewis v. City of New Orleans, supra, this Court had denied writs. 257 La. 993, 244 So.2d 860 (1971). On appeal to the Supreme Court of the United States, that court vacated our denial of writs and remanded the case for reconsideration in light of Gooding v. Wilson, supra. 408 U. S. 913, 92 S.Ct. 2499, 33 L.Ed.2d 321 (1972). On consideration under the re-*194
      *maná*this Court, in a four-three decision, reaffirmed its position on the writ denial and declared the city ordinance constitutional. 263 La. 809, 269 So.2d 450 (1972). On appeal from that decision to the Supreme Court of the United States, that court reversed, stating: “We hold that § 49-7, as construed by the Louisiana Supreme Court, is overbroad in violation of the First and Fourteenth Amendments and is therefore facially invalid.” Lewis v. City of New Orleans, No. 72-6156, February 20, 1974, — U.S. —, 94 S.Ct. 970, 971, 39 L.Ed.2d 214.

Since the ordinance under which this defendant was prosecuted has been declared unconstitutional by the Supreme Court of the United States, her conviction and sentence must be set aside.

For the reasons assigned, the conviction and sentence are reversed and set aside and the defendant is ordered discharged.
#### Tom JONES, Relator, v. Honorable Gunter STEPHENSON, Judge, Circuit Court of the Tenth Judicial Circuit, in and for Highlands County, Florida, Respondent.

No. 70-706.

District Court of Appeal of Florida, Second District.

Sept. 16, 1970.

Prohibition denied.
NO. 07-04-0003-CV

	IN THE COURT OF APPEALS

	FOR THE SEVENTH DISTRICT OF TEXAS

	AT AMARILLO

	PANEL B

	FEBRUARY 27, 2004

	______________________________

	BETTY ANN NEWBY, APPELLANT

	V.

	THE ESTATE OF FREDRICK WINSTON PERRY, DECEASED, APPELLEE

	_________________________________

	FROM THE 84TH DISTRICT COURT OF HUTCHINSON COUNTY;

	NO. 35,625; HONORABLE JACK YOUNG, JUDGE

	_______________________________

Before JOHNSON, C.J., and QUINN and CAMPBELL, JJ.

	MEMORANDUM OPINION

	Appellant Betty Ann Newby, proceeding pro se, filed a notice of appeal, received by this court on January 2, 2004, stating that she was appealing an order dated October 2, 2003, dismissing a bill of review with prejudice.  The notice indicates that she filed a motion for new trial on October 31, 2003.  Ms. Newby did not pay the filing fee of $125 for the appeal or submit an affidavit of indigence pursuant to Rule 20.1 of the Rules of Appellate Procedure.    

	By letter dated January 6, 2004, the clerk of this court notified Ms. Newby that the filing fee had not been paid, and that failure to pay it could result in dismissal.  She responded with a motion requesting this court extend the time for her to pay the filing fee to February 3, 2004. The motion did not contain any facts to reasonably explain the need for an extension. Tex. R. App. P. 10.5(b)(1)(C).  Her motion was denied on February 6, 2004, and having received no fee by that date, we directed her by letter to pay the filing fee on or before February 17, 2004.  The letter again advised her that failure to pay the filing fee could result in the appeal being dismissed. Tex. R. App. P. 42.3(c).

	Ms. Newby is not excused by statute or the Rules of Appellate Procedure from paying costs. Tex. R. App. P. 5.  Despite more than reasonable opportunities to do so, she has failed to comply with the requirement that she pay the filing fee this court is obligated to collect, and with this court’s orders with respect to the filing fee.  All parties having had more than ten days’ notice that dismissal could result from appellant’s continued failure to comply with the rules and this court’s orders, the appeal is dismissed. Tex. R. App. P. 5, 42.3(c).

							James T. Campbell

							         Justice