alea-institute/kl3m-data-sample-004-shuffled huggingface dataset:
EX-10.2.11.6



 Exhibit 10.2.11.6 

 
  
 AMENDMENT NUMBER 5 
  
 TO THE 
  

CONSOLIDATED EDISON COMPANY OF NEW YORK, INC. 
  

2005 EXECUTIVE INCENTIVE PLAN 
  

DATED: November 5, 2013 
  

Effective January 1, 2013 







 Pursuant to resolutions of the Management Development and Compensation Committee of the
Board of Directors of Consolidated Edison, Inc. adopted on February 20, 2013, and the authority granted to the Plan Administrator pursuant to Article III and Section 6.01 of the Consolidated Edison Company of New York, Inc. 2005 Executive
Incentive Plan, the undersigned hereby approves the amendments to the Consolidated Edison Company of New York, Inc. 2005 Executive Incentive Plan, as set forth below: 

 
 1.    The PURPOSE is amended by adding
the following at the end thereof: 
  
 Effective
January 1, 2013, the Plan has been amended to include the position of President, Shared Service, as an Executive Officer. 
  

2.    ARTICLE I, DEFINITIONS, is amended as follows: 
  
 Section 1.17 Executive Officer is amended by inserting the words “President, Shared Services,”
after “President and Chief Operating Officer.” 
  
 3.    ARTICLE IV. DETERMINATION OF AWARDS, is amended as follows: 
  

Subsection (f) of Section 4.05 Awards to Executive Officers, is amended 

by inserting the words ‘President, Shared Services,” before the words “Senior Vice President – Business Shared
Services,” to read as follows: 
  
 (f) For the
President, Shared Services, Senior Vice President—Business Shared Services, Senior Vice President—Enterprise Shared Services, Senior Vice President—Public Affairs, and Vice President and General Auditor. 

 
 IN WITNESS WHEREOF, the undersigned has executed this
instrument this 5th day of November, 2013. 
  
 /s/
Mary Adamo 
 Plan Administrator, 
 Consolidated Edison Company of New York, Inc, 2005 Executive Incentive Plan 
 and

 Vice President – Human Resources 
 Consolidated Edison Company of New York, Inc.
# **Exhibit 4.9**

 

Disney Enterprises, Inc.

 

 

October 1,2004

 

 
| TO:    | Euro Disney SCA           |
|--------|---------------------------|
|   |                      |
| FROM:  | Disney  Enterprises, Inc. |

 

 

Ladiesand Gentlemen:

 

We referto (1) the Standby Revolving Credit Agreement (the “Standby Credit”) dated August 5,1994 between Euro Disney SCA and Disney Enterprises, Inc. (formerly The WaltDisney Company) and (ii) the Memorandum of Agreement dated June 8, 2004among Euro Disney, Euro Disneyland SNC, EDL Hôtels SCA, the Hotel SNCs (as defined therein), The WaltDisney Company (“TWDC”), Caisse des Dépôts et Consignations, the Lenders (as defined therein), BNP Paribas, Calyonand the Steering Committee, as amended on September 27, 2004 (the “Memorandumof Agreement”), and more particularly its Article 7.1.1 (as amended).

 

Effectiveon and as of the date hereof, and subject only to the condition subsequent setforth below, we hereby discharge Euro Disney SCA of it obligation to repay tous a portion, equal to the amount of € 10 million, of the principal currentlyoutstanding under the Standby Credit (such € 10 million portion beinghereinafter referred to as the “Discharged Amount”) and hereby waive all claimswith respect to our rights to enforce the repayment of such Discharged Amount.

 

Theforegoing discharge of the Discharged Amount and waiver of rights of repaymentwith respect thereto are subject to the condition subsequent that alltransactions, documents, contracts and amendments contemplated by theMemorandum of Agreement will have been unconditionally and irrevocablycompleted, closed and executed and become unconditionally and irrevocablyeffective no later than March 31, 2005, unless otherwise agreed in writingby us by no later than April 30, 2005.

 

In the event that thecondition referred to in the preceding paragraph is not satisfied, theforegoing discharge and waiver will automatically terminate and be of nofurther force or effect on the fifth Business Day following April 30, 2005(such day being the “Early Termination Date”) with no notice or other actionrequired on our part or on the part of any other person or entity, and on theEarly Termination Date the Discharged Amount will be reinstated in full andwill become immediately due and payable in full to us on such date, togetherwith interest calculated as provided by the Standby Credit from (and including)the date hereof to (but excluding) the Early Termination Date. For purposeshereof, a “Business Day” means any day (other than a Saturday or a Sunday) onwhich banks are open for business in Los Angeles and Paris.

 

This letter shallhe governed by, and interpreted iii accordance with, the laws of the State ofNew York without reference to the choice of law doctrine. Any disputes arisingfrom this letter shall be submitted to the exclusive jurisdiction of the courtsof the State of New York or of the United States District Court for theSouthern District of New York.

 
|   | Very  truly yours,         |
|--------|----------------------------|
|   |                       |
|   | Disney  Enterprises, Inc.  |
|   | By:  Joseph M. Santaniello |

 

----
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EXHIBIT 32

CERTIFICATION PURSUANT TO SECTION 906

Pursuant to 18 U.S.C. Section 1350 as adopted pursuant to

Section 906 of the Sarbanes-Oxley Act of 2002, I, the undersigned officer of Fun World Media, Inc. (the "Company"), hereby certify to my knowledge that:

The Report on Form 10-Q for the period ended March 31, 2013 of the Company fully complies, in all material respects, with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, and the information contained in the Report fairly represents, in all material respects, the financial condition and results of operations of the Company.

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

Date: May 15, 2013

|                                                                
|----------------------------------------------------------------
|                                                                
|/s/ Joseph Merhi
Chief Executive Officer
Chief Financial Officer
#### Glenda Sherman, as Administratrix of the Estate of David Sherman, Deceased, Appellant, v Margolies & Koenig et al., Defendants and Third-Party Plaintiffs-Appellants. Medical Investigative Services et al., Third-Party Defendants-Respondents.

In an action to recover damages for legal malpractice, the plaintiff and the defendants third-party plaintiffs separately appeal from an order of the Supreme Court, Kings County (Huttner, J.), dated October 10, 1989, which granted that branch of the motion of the defendants-third-party defendants which was for summary judgment dismissing the third-party complaint and cross-claim and dismissing the amended verified complaint insofar as asserted against them.

*656Ordered that the order is affirmed, with one bill of costs payable by the plaintiff and the defendants third-party plaintiffs appearing separately and filing separate briefs.

The record reveals that the plaintiff commenced this action against the defendants Margolies & Koenig, Jerome J. Margo-lies and Arnold Koenig (hereinafter the Margolies defendants) for their alleged negligent failure to timely commence a medical malpractice action on her behalf. The Margolies defendants thereafter commenced a third-party action against Medical Investigative Services and Katherine S. Shires (hereinafter the Shires defendants), seeking contribution or indemnification on the ground that the failure to timely commence the medical malpractice action was occasioned by the failure of the Shires defendants to perform an agreement to obtain the written opinion of a medical expert regarding the case. The plaintiff then served an amended verified complaint naming the Shires defendants as additional defendants in the legal malpractice action, and the Margolies defendants served an answer thereto which contained a cross-claim for contribution or indemnification against the Shires defendants. The Supreme Court subsequently granted that branch of the motion of the Shires defendants which was for summary judgment dismissing all claims against them. We affirm.

Contrary to the contention of the Margolies defendants, the documentary evidence in the record, including several letters written by Jerome J. Margolies, unequivocally demonstrates the parties’ understanding that the Shires defendants would only be able to provide a statement of expert medical opinion once all of the decedent’s medical records, including those of his family physician, were supplied by the Margolies defendants. Inasmuch as the Margolies defendants failed to obtain some of the records, they did not meet this condition, and, as a matter of law the Shires defendants cannot be cast in liability for their failure to provide the statement of expert medical opinion. Accordingly, the order granting summary judgment in favor of the Shires defendants and dismissing all claims asserted against them was proper.

The remaining contentions raised by the Margolies defendants are either without merit or need not be considered in view of the foregoing determination. Sullivan, J. P., Eiber, Rosenblatt and Ritter, JJ., concur.
#### The People of the State of New York, Respondent, v Marvin Nathanial Edwards, Appellant.

Appeal by the defendant from a judgment of the County Court, Nassau County (Baker, J.), rendered June 8, 1989, convicting him of assault in the first degree and criminal possession of a weapon in the second degree, upon a jury verdict, and imposing sentence.

Ordered that the judgment is affirmed.

Viewing the evidence in the light most favorable to the prosecution *(see, People v Contes,*60 NY2d 620), we find that it was legally sufficient to establish the defendant’s guilt beyond a reasonable doubt. The victim, a prostitute, testified that the defendant became tired of her performing an agreed-upon sex act, reached into the backseat of the car, pulled out a gun, and shot her.

An entirely different version of the incident provided by the defendant does not render the proof insufficient. Resolution of issues of credibility, as well as the weight to be accorded to the evidence presented, are primarily questions to be determined by the jury, which saw and heard the witnesses *(see, People v Gaimari*176 NY 84, 94). Its determination should be accorded great weight on appeal and should not be disturbed unless clearly unsupported by the record *(see, People v Garafolo,*44 AD2d 86, 88). Upon the exercise of our factual review *557power, we are satisfied that the verdict was not against the weight of the evidence *(see,*CPL 470.15 [5]).

The defendant’s contention that his right to counsel was violated is without merit. The defendant effectively waived his right to counsel despite being represented on a pending charge in which he was accused of assaulting a different prostitute. In *People v Bing*(76 NY2d 331), the Court of Appeals held that a defendant’s representation by counsel on a prior, pending charge is not a bar to the waiver of the defendant’s counsel with regard to new, unrelated charges *(see, People v Goodman,*166 AD2d 541). Furthermore, the evidence supported the determination that the written statement given at the precinct was made after the defendant was informed of his *Miranda*rights and that he knowingly and voluntarily waived those rights *(see, People v Cornish,*157 AD2d 741).

The defendant also contends that the trial court erred in not instructing the jury as to the defense of justification. However, the defendant’s trial counsel never requested such a charge. Therefore, any error of law with respect thereto was not preserved for appellate review. Under the facts and circumstances of this case, we decline to exercise our interest of justice jurisdiction to review the issue *(see, People v Falco,*130 AD2d 762).

Finally, the sentence imposed was neither harsh nor excessive *(see, People v Suitte,*90 AD2d 80). Bracken, J. P., Kunzeman, Kooper and Harwood, JJ., concur.
#### Glenn E. Moran et al., Respondents, v City of New Rochelle Industrial Development Agency et al., Appellants, et al., Defendant. (And a Third-Party Title.) (Action No. 1.) James W. Ladenhauf, Respondent, v City of New Rochelle Industrial Development Agency et al., Appellants, et al., Defendant. (And a Third-Party Title.) (Action No. 2.)

In two related negligence actions to recover damages for personal injuries, etc., the defendants City of New Rochelle Industrial Development Agency, Fred P. Hochberg and David Hochberg appeal in Action Nos. 1 and 2 from an order of the Supreme Court, Westchester County (Ruskin, J.), dated October 10, 1989, which denied their motion for summary judgment dismissing the complaints in both actions insofar as they are asserted against them.

Ordered that the order is affirmed, with costs.

On October 9, 1983, Glenn E. Moran and James W. Ladenhauf were injured when struck by construction material *808which allegedly fell from a scaffold in front of 543-549 Main Street, New Rochelle, premises owned or possessed by the appellants the City of New Rochelle Industrial Development Agency (hereinafter the City), Fred P. Hochberg, and David Hochberg. The defendant Benro Construction Corp. is alleged to have been performing construction on those premises on or prior to October 9, 1983. The appellants moved for summary judgment in Action Nos. 1 and 2, alleging that the incident actually occurred at 551-553 Main Street, the building adjacent to theirs, where construction on the building’s facade was underway on the date of the accident. The appellants asserted that inasmuch as no construction was undertaken on the building owned by them until 1986, the scaffold, from which the material allegedly fell, could only have been erected on the sidewalk in front of 551-553 Main Street.

In opposition to the summary judgment motion, the plaintiffs in Action Nos. 1 and 2 offered the testimony of Thomas Cestone, an officer of the codefendant Benro Construction Corp., who observed work going on at 543-549 Main Street, and the testimony of John Heller, a witness produced by the defendant City, who stated that he believed that on October 9, 1983, facade renovation work was also being done on 543-549 Main Street. The appellants challenge the credibility of these witnesses.

The function of a reviewing court on a motion for summary judgment is not to resolve issues of fact or to determine matters of credibility but merely to determine whether such issues exist *(see, Barr v County of Albany,*50 NY2d 247; *Daliendo v Johnson,*147 AD2d 312, 317). Inasmuch as the evidence merely raises the question of whether facade renovation was being done at both premises, the court properly denied the appellants’ request for summary judgment dismissing the complaints. Thompson, J. P., Kunzeman, Fiber, Rosenblatt and Ritter, JJ., concur.
EXHIBIT 31.2

                    CERTIFICATION OF CHIEF FINANCIAL OFFICER
             PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

     I, Jeffrey Johnson, certify that:

     1.  I have reviewed this annual report of GWIN, Inc.;

     2.  Based on my knowledge, this report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by
this report;

     3.  Based on my knowledge, the financial statements, and other financial
information included in this report, fairly present in all material respects
the financial condition, results of operations and cash flows of the small
business issuer as of, and for, the periods presented in this report;

     4.  The small business issuer's other certifying officer(s) and I are
responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the
small business issuer and have:

         (a)  Designed such disclosure controls and procedures, or caused
such disclosure controls and procedures to be designed under our supervision,
to ensure that material information relating to the small business issuer,
including its consolidated subsidiaries, is made known to us by others within
those entities, particularly during the period in which this report is being
prepared;

         (b)  Evaluated the effectiveness of the small business issuer's
disclosure controls and procedures and presented in this report our
conclusions about the effectiveness of the disclosure controls and
procedures, as of the end of the period covered by this report based on such
evaluation; and

         (c)  Disclosed in this report any change in the small business
issuer's internal control over financial reporting that occurred during the
small business issuer's most recent fiscal quarter (the small business
issuer's fourth fiscal quarter in the case of an annual report) that has
materially affected, or is reasonably likely to materially affect, the small
business issuer's internal control over financial reporting; and

     5.  The small business issuer's other certifying officer(s) and I have
disclosed, based on our most recent evaluation of internal control over
financial reporting, to the small business issuer's auditors and the audit
committee of the small business issuer's board of directors (or persons
performing the equivalent functions):

         (a)  All significant deficiencies and material weaknesses in the
design or operation of internal control over financial reporting which are
reasonably likely to adversely affect the small business issuer's ability to
record, process, summarize and report financial information; and

         (b)  Any fraud, whether or not material, that involves management or
other employees who have a significant role in the small business issuer's
internal control over financial reporting.

Date:  October 28, 2005

/s/ Jeffrey Johnson
Jeffrey Johnson
Chief Financial Officer
(Principal Financial Officer)
#### McMahill, Appellee, *v.*McMahill, Appellant.

(No. 30721

Decided June 19, 1946.)

*Mr. Francis A. Hoover*and *Mr. John Clark Molloy,*for appellee.

*Mr. Clifford L. Mueller,*for appellant.

It is ordered and adjudged that this appeal as of right be, and the same hereby'is, dismissed for the' reason that no debatable constitutional question is involved.

*Appeal dismissed.*

Weygandt, C. J., Zimmerman, Bell, Williams, ■Turner, Matthias and Hart, JJ., concur.
COURT OF APPEALS OF VIRGINIA 

Present: Judges Coleman, Koontz and Willis 

Argued at Salem, Virginia 

DICKIE DARNELL DICKENS 

v. Record No. 0382-94-3 MEMORANDUM OPINION* BY 

 JUDGE JERE M. H. WILLIS, JR. 

CITY OF DANVILLE MAY 9, 1995 

FROM THE CIRCUIT COURT OF THE CITY OF DANVILLE 

Kenneth M. Covington, Judge Designate 

 Glenn L. Berger (Shreve & Berger, on brief), 

for appellant. 

 Robert L. Adams, Jr., Assistant Commonwealth's 

 Attorney (William H. Fuller, III, Commonwealth's 

Attorney, on brief), for appellee. 

 Dickie Darnell Dickens was charged and convicted of driving 

while under the influence of alcohol, pursuant to Danville City 

Ordinance § 21-49.3. Citing Code § 15.1-132, he contends that 

the ordinance was void at the time of his arrest because it 

imposed a lesser punishment than that prescribed by general law, 

Code § 18.2-270. We disagree and affirm the judgment of the 

trial court. 

 Dickens was arrested and charged on August 10, 1993. On 

that date, Danville City Ordinance § 21-49.3 incorporated by 

reference the penalty provided by Code § 18.2-270 effective July 

1, 1992. Effective July 1, 1993, Code § 18.2-270 was amended to 

provide an enhanced penalty for an offense committed while the 

 

 *Pursuant to Code § 17-116.010 this opinion is not 

designated for publication. 
- 2 - 

accused was "transporting a person seventeen years of age or 

younger." The Danville ordinance was not changed to reflect this 

amendment until November 16, 1993. Thus, at the time of 

Dickens's arrest, the Danville ordinance did not provide for the 

July 1, 1993 enhanced penalty. 

 Dickens was charged and convicted of the simple offense of 

driving while under the influence of alcohol. Nothing in the 

record suggests that at the time of the offense he was 

transporting a person seventeen years of age or younger. Thus, 

the enhanced penalty provided by the July 1, 1993 statutory 

amendment did not apply to him. 

 An accused may challenge only the part of an ordinance that 

applies to his case. See Sos v. Commonwealth, 14 Va. App. 862, 

865, 419 S.E.2d 426, 428 (1992). The Danville ordinance, insofar 

as it applied to Dickens's case, conformed to corresponding 

general law. 

 The judgment of the trial court is affirmed. 

 Affirmed.