alea-institute/kl3m-data-sample-004-shuffled huggingface dataset:
EXHIBIT 99.1


     CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report on Form 10-K/A for the year ended December
31, 2002 (the "Report"), by Xybernaut Corporation (the "Registrant"), the
undersigned hereby certifies that, to his knowledge:

     1. The Report fully complies with the requirements of section 13(a) or
15(d) of the Securities Exchange Act of 1934, as amended, and

     2. The information contained in the Report fairly presents, in all material
respects, the financial condition and results of operations of the Registrant.


                                      /s/ EDWARD G. NEWMAN
                                      ---------------------------------------
                                      Edward G. Newman
                                      Chief Executive Officer and
                                      Chairman of the Board of Directors
                                      April 30, 2003


                                      /s/ THOMAS D. DAVIS
                                      ---------------------------------------
                                      Thomas D. Davis
                                      Senior Vice President and
                                      Chief Financial Officer
                                      April 30, 2003


                                      /s/ STEVEN A. NEWMAN
                                      ---------------------------------------
                                      Steven A. Newman
                                      President, Chief Operating Officer and
                                      Vice Chairman of the Board of Directors
                                      April 30, 2003

A SIGNED ORIGINAL OF THIS WRITTEN STATEMENT REQUIRED BY SECTION 906 HAS BEEN
PROVIDED TO XYBERNAUT CORPORATION AND WILL BE RETAINED BY XYBERNAUT CORPORATION,
AND FURNISHED TO THE SECURITIES AND EXCHANGE COMMISSION OR ITS STAFF UPON
REQUEST.
<PAGE>   1
                                                                    EXHIBIT 24.5


                            SPECIAL POWER OF ATTORNEY
                              (for Frank P. Willey)


KNOW ALL MEN BY THESE PRESENTS, that the undersigned constitutes and appoints
Ernest C. Garcia II, Gregory B. Sullivan, and Steven T. Darak, and Steven P.
Johnson, and each of them, his true and lawful attorney-in-fact and agent with
full power of substitution and resubstitution, for him and in his name, place,
and stead, in any and all capacities, to sign the Annual Report on Form 10-K for
the fiscal year ended December 31, 1997, for filing with the Securities and
Exchange Commission ("SEC") by Ugly Duckling Corporation, a Delaware
corporation, together with any and all amendments to such Form 10-K, and to file
the same with all exhibits thereto, and all documents in connection therewith,
with the SEC, granting to such attorneys-in-fact and agents, and each of them,
full power and authority to do and perform each and every act and thing
requisite and necessary to be done in and about the premises, as fully and to
all intents and purposes as he might or could do in person, hereby ratifying and
confirming all that such attorneys-in-fact and agents, or each of them, may
lawfully do or cause to be done by virtue hereof.


DATE: February 11, 1998




                                          /s/ FRANK P. WILLEY
UNPUBLISHED UNITED STATES COURT OF APPEALS FOR THE FOURTH CIRCUIT No. 98-6830

UNITED STATES OF AMERICA, Plaintiff - Appellee, versus PAUL LENWILL CUPP, Defendant - Appellant. Appeal from the United States District Court for the Western District of Virginia, at Roanoke. James C. Turk, District Judge. (CR-96-30024, CA-97-742-R) Submitted: July 22, 1998 Decided: August 10, 1998 Before ERVIN, MICHAEL, and MOTZ, Circuit Judges. Dismissed by unpublished per curiam opinion. Paul Lenwill Cupp, Appellant Pro Se. Jean Barrett Hudson, OFFICE OF THE UNITED STATES ATTORNEY, Charlottesville, Virginia, for Appellee. Unpublished opinions are not binding precedent in this circuit. See Local Rule 36(c).2 PER CURIAM: Paul Lenwill Cupp seeks to appeal the district court’s order denying his motion filed under 28 U.S.C.A. § 2255 (West 1994 & Supp. 1998). We have reviewed the record and the district court’sopinion and find no reversible error. Accordingly, we deny a certificate of appealability and dismiss the appeal on the reasoning of the district court. United States v. Cupp , Nos. CR-96-30024; CA97-742-R (W.D. Va. May 5, 1998). We dispense with oral argument because the facts and legal contentions are adequately presented inthe materials before the court and argument would not aid the decisional process.

DISMISSED
IN THE UNITED STATES COURT OF APPEALS

FOR THE ELEVENTH CIRCUIT

________________________

No. 95-3255 ________________________

DAVID M. ARMSTRONG, L. BENSON BARGER,

WALLACE D. BLACK, HOWARD BROOKS,

JERRY A. BUDD, SONJA M. CARTER,

DOMINICK C. CIZER, CAROL D. CLARK-ILEY,

CHARLES H. DAVIS, KENNETH O. GIESSUEBEL,

HEROLD P. GLASER, ROBERT A. HAVLISH,

KUMAR HINDUJA, JOSEPH C. JETT,

GLENN E. JOHNSON, ROBERT C. LERCHE,

CALVIN N. LIGHTNER, GEORGE W. MCGUIRK,

JAMES W. MCLEAN, WILLIAM G. MURPHY,

DONALD L. PRASKY, CLARK C. RAINS,

KENNETH A. RICHARDS, RUSSELL G. ROBERTS,

LINDA L. RYAN, VICTOR W. SHAW, LINTON W. SMITH,

MICHAEL SYLVESTRI, MARLON K. TARTER,

DELBERT S. TURNER, EDWARD W. WALSH,

JOSEPH W. WILLIAMSON,

Plaintiffs-Appellants,

CONSTANTINO A. BARBITTA, JAMES R. BAXTER,

ROBERT D. BIGGS, JAMES H. BLACK,

RICK L. BORDNER, RODMOND M. COOKSON,

DAVID B. POOL, ROGER A. PURCELL,

RAMA S. SINGH, CHARLES M. SMITH,

ROBERT G. SWANSON, WILLIAM F. WALDROP,

KENNETH E. WELCH,

Plaintiffs,

versus

MARTIN MARIETTA CORP.,

MARTIN MARIETTA TECHNOLOGIES, INC.,

Defendants-Appellees.

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

 Appeal from the United States District Court

for the Middle District of Florida

 ------------------------ (February 18, 1997)

Before HATCHETT, Chief Judge, TJOFLAT, ANDERSON, EDMONDSON, COX,

BIRCH, DUBINA, BLACK, CARNES and BARKETT, Circuit Judges.
2

B Y T H E C O U R T :

A member of this court in active service having requested a 

poll on the appellees' Suggestion of Hearing En Banc and a majority

of the judges in this court in active service having voted in favor

thereof,

IT IS ORDERED that the above cause shall be heard by this 

court sitting en banc.
Exhibit 10.15


FIRST AMENDMENT TO CONVERTIBLE SECURED PROMISSORY
NOTE


This First Amendment to the Convertible Secured Promissory Note dated
December 7, 2015 (the “First Amendment”) is made as of January 14, 2017 (the “First Amendment Effective Date”),
by and between MusclePharm Corporation (the “Company”) and Ryan Drexler (the “Holder”).


RECITALS


A. The Company and the Holder entered into that certain Convertible
Secured Promissory Note dated December 7, 2015 (the “Convertible Note”), pursuant to which the Holder agreed to lend,
and the Company agreed to borrow, the principal sum of six million dollars ($6,000,000).


B. The Company and the Holder desire to enter into this First Amendment
to amend the interest rates and maturity set forth in the Convertible Note.


C. Capitalized terms used, but not defined, in this First Amendment
shall have the meaning set forth in the Convertible Note.


D. Interest accrued through January 3, 2017 has been paid to the
Holder.


AMENDMENT 


The Convertible Note shall be amended as follows:


1. The interest rates, as described in the first paragraph of the
Convertible Note, shall be changed from “the rate of eight percent (8%) per annum, provided that, upon and
during the continuance of any Event of Default (as defined below), the rate of interest shall increase to ten percent (10%) per
annum” to “the rate of ten percent (10%) per annum, provided that, upon and during the continuance of
any Event of Default (as defined below), the rate of interest shall increase to twelve percent (12%) per annum.” The interest
computation is not modified by this First Amendment.


2. Paragraph 1(a), entitled “Repayment” shall be modified
to change the Maturity Date from January 15, 2017 to November 8, 2017.


3. No Other Changes to the Convertible Note. Except as expressly
modified by this First Amendment, all other provisions of the Convertible Note are unmodified and continue in full force and effect.


4. Counterparts. This First Amendment may be executed in multiple
originals, each of which is deemed to be an original, and may be signed in counterparts.


IN WITNESS WHEREOF, the Company has caused this First Amendment to
be executed as of the First Amendment Effective Date.


 


 


MusclePharm Corporation


 


By: /s/William Bush

Name: William Bush


 


 


 


Ryan Drexler


 


By: /s/Ryan Drexler


Name: Ryan Drexler
<PAGE>

                                                                    Exhibit 23.1

              Consent of Ernst & Young LLP, Independent Auditors

We consent to the incorporation by reference in the Registration Statements
(Form S-8 No. 333-11139) pertaining to the Boston Communications Group, Inc.
1996 Stock Option Plan, (Form S-8 No. 333-11191) pertaining to the Boston
Communications Group, Inc. Non-Qualified Stock Options Pursuant to Written
Option Agreements and (Form S-8 No. 333-11195) pertaining to the Boston
Communications Group, Inc. 1996 Employee Stock Purchase Plan of our report dated
February 11, 1997, with respect to the consolidated financial statements and
schedule of Boston Communications Group, Inc. included in the Annual Report
(Form 10-K) for the year ended December 31, 1996.

                                                       Ernst & Young LLP


Boston, Massachusetts
March 27, 1997
exhibit 32

 

**FORM OF SECTION 906 CERTIFICATIONS**

 

**CERTIFICATION PURSUANT TO**

**18 U.S.C. SECTION 1350,**

**AS ADOPTED PURSUANT TO**

**SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002**

 

In connection with the amended Annual Report of CareDecision Corporation (the "Company") on Form 10-QSB/A for the year endedSeptember 30, 2004, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Robert Cox, President/CEO, of the Company, certify to the best of my knowledge, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

 

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

 

Date: September 6, 2005

 

/s/ Robert Cox                              

Robert Cox

President/CEO

 

 

A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement 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.

 

1

 

 

**FORM OF SECTION 906 CERTIFICATIONS**

 

**CERTIFICATION PURSUANT TO**

**18 U.S.C. SECTION 1350,**

**AS ADOPTED PURSUANT TO**

**SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002**

 

 

In connection with the amended Annual report of CareDecision Corporation (the "Company") on Form 10-QSB/A for the year endedSeptember 30, 2004, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Keith Berman, Treasurer/CFO, of the Company, certify to the best of my knowledge, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

 

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

 

Date: September 6, 2005

 

/s/ Keith Berman                             

Keith Berman

Treasurer/CFO

 

 

A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement 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.
<PAGE>   1

                                                                    EXHIBIT 11.1

             STATEMENT RE: COMPUTATION PRO FORMA NET LOSS PER SHARE

<TABLE>
<CAPTION>
                                                                     YEAR ENDED DECEMBER 31,
                                                                  -----------------------------
                                                                      1996             1995
                                                                  ------------      -----------
<S>                                                               <C>               <C>
Weighted average common shares outstanding......................     5,918,160          468,008
Effect of convertible preferred stock converted at date of
  issuance......................................................     3,333,455        6,490,254
Effect of common equivalent shares issued by the Company during
  the twelve month period immediately preceding the Company's
  initial public offering in June 1996, as if they were
  outstanding for all periods presented prior to June 30, 1996
  (using the treasury stock method).............................        47,323          190,331
                                                                  ------------      -----------
Shares used in computing pro forma net loss per share...........     9,298,938        7,148,593
                                                                  ============      ===========
Net loss........................................................  $(11,833,886)     $(6,413,192)
                                                                  ============      ===========
Pro forma net loss per share....................................  $      (1.27)     $     (0.90)
                                                                  ============      ===========
</TABLE>
<PAGE>

                                                                    EXHIBIT 11.1
<TABLE>
<CAPTION>

                                                         EARNINGS PER SHARE


                                                                                YEAR ENDED DECEMBER 31,
                                                                  -----------------------------------------------
                                                                      1994                 1995            1996
                                                                  ------------          ---------       ---------
<S>                                                               <C>                   <C>             <C>
Weighted average shares outstanding.......................        2,141,250             2,141,250       4,371,844

Incremental effect of issuance
 of Convertible Preferred
 Stock within one year
 prior to an initial public
 offering at a price below
 the offering price (i.e.
 cheap stock).............................................          937,500               937,500              --

Incremental effect of issuance
 of warrants and options
 within one year prior to an
 initial public offering with
 an exercise price below the
 offering price (i.e. cheap
 stock) based on the
 treasury stock method
 using the offering price.................................        1,745,769             1,745,769       1,309,326
                                                                  ---------           -----------     -----------
                                                                  4,824,519             4,824,519       5,681,170
                                                                  =========           ===========     ===========
Net income (loss) attributable to                                 $ 692,932           $(2,000,000)    $(9,267,324)
 common stock.............................................        =========           ===========     ===========
Net income (loss) per share                                       $    0.14           $     (0.41)    $     (1.63)
                                                                  =========           ===========     ===========
</TABLE>
II

104TH CONGRESS

1ST SESSION S. 351

To amend the Internal Revenue Code of 1986 to make permanent the credit

for increasing research activities.

IN THE SENATE OF THE UNITED STATES

FEBRUARY 3 (legislative day, JANUARY 30), 1995

Mr. HATCH (for himself, Mr. BAUCUS, and Mrs. FEINSTEIN) introduced the

following bill; which was read twice and referred to the Committee on Finance

A BILL

To amend the Internal Revenue Code of 1986 to make

permanent the credit for increasing research activities.

1 Be it enacted by the Senate and House of Representa2 tives of the United States of America in Congress assembled,

3 SECTION 1. CREDIT FOR INCREASING RESEARCH ACTIVI4 TIES MADE PERMANENT.

5 (a) IN GENERAL.—Section 41 of the Internal Reve6 nue Code of 1986 (relating to credit for increasing re7 search activities) is amended by striking subsection (h).

8 (b) CONFORMING AMENDMENT.—Paragraph (1) of

9 section 28(b) of such Code is amended by striking sub10 paragraph (D).
2

•S 351 IS

1 (c) EFFECTIVE DATE.—The amendments made by

2 this section shall apply to taxable years ending after June

3 30, 1995.

Æ
<PAGE>

INDEPENDENT AUDITORS' REPORT
                                          

Board of Directors
Maxim Pharmaceuticals, Inc.:

We have audited the accompanying balance sheets of Maxim Pharmaceuticals, 
Inc. (a development stage company) as of September 30, 1998 and 1997, and the 
related statements of operations, stockholders' equity (deficit), and cash 
flows for each of the years in the three-year period ended September 30, 1998 
and for the period from inception (October 23, 1989) through September 30, 
1998.  These financial statements are the responsibility of the Company's 
management.  Our responsibility is to express an opinion on these financial 
statements based on our audits.

We conducted our audits in accordance with generally accepted auditing 
standards.  Those standards require that we plan and perform the audit to 
obtain reasonable assurance about whether the financial statements are free 
of material misstatement.  An audit includes examining, on a test basis, 
evidence supporting the amounts and disclosures in the financial statements. 
An audit also includes assessing the accounting principles used and 
significant estimates made by management, as well as evaluating the overall 
financial statement presentation. We believe that our audits provide a 
reasonable basis for our opinion. 

In our opinion, the financial statements referred to above present fairly, in 
all material respects, the financial position of Maxim Pharmaceuticals, Inc. 
(a development stage company) as of September 30, 1998 and 1997, and the 
results of their operations and their cash flows for each of the years in the 
three-year period ended September 30, 1998 and for the period from inception 
(October 23, 1989) through September 30, 1998, in conformity with generally 
accepted accounting principles.



/s/ KPMG PEAT MARWICK LLP

San Diego, California
November 5, 1998
<PAGE>

                                                                    Exhibit 21

EXHIBIT 21. SUBSIDIARIES OF THE REGISTRANT

<TABLE>
<CAPTION>

NAME OF SUBSIDIARY                                     STATE OF INCORPORATION
------------------                                     ----------------------
<S>                                                    <C>
InSight Health Corp.                                   Delaware
         Mississippi Mobile Technology, Inc.           Delaware
         Radiosurgery Centers, Inc.                    Delaware
Maxum Health Corp.                                     Delaware
      Quest Financial Services, Inc.                   Delaware
      Maxum Health Services Corp.                      Delaware
         DiagnosTemps, Inc.                            Delaware
         Diagnostic Solutions  Corp.                   Delaware
         Maxum Health Services of North Texas, Inc.    Texas
         Maxum Health Services of Arlington, Inc.      Texas
         Maxum Health Services of Dallas, Inc.         Texas
         MTS Enterprises, Inc.                         Texas
         NDDC, Inc.                                    Texas
Open MRI, Inc.                                         Delaware
Radiology Services Corp.                               Delaware
Signal Medical Services, Inc.                          Delaware
</TABLE>
J-S06043-19

NON-PRECEDENTIAL DECISION - SEE SUPERIOR COURT I.O.P. 65.37

COMMONWEALTH OF PENNSYLVANIA

v.

WESLEY AARON DAVIS JR. 

Appellant

:

:

:

:

:

:

:

:

:

 IN THE SUPERIOR COURT OF

 PENNSYLVANIA

 No. 2398 EDA 2018

Appeal from the Judgment of Sentence Entered July 3, 2018

in the Court of Common Pleas of Delaware County 

Criminal Division at No(s): CP-23-CR-0004440-2017

BEFORE: BOWES, J., DUBOW, J., and FORD ELLIOTT, P.J.E.

CONCURRING MEMORANDUM BY BOWES, J.: FILED JUNE 26, 2019

I join the portion of the Majority Memorandum holding that Appellant 

failed to establish that the trial court abused its discretion in denying his postsentence challenge to the weight of the evidence. Majority Memorandum at 

4-5. While I also agree that Appellant’s sufficiency challenge merits no relief, 

I would not find the claim waived.

Our Supreme Court has reversed this Court’s refusal to address a 

sufficiency challenge based upon a non-specific 1925(b) statement where it 

was a “relatively straightforward” case with a modest-sized evidentiary record 

and the trial court understood and addressed the claim. Commonwealth v. 

Laboy, 936 A.2d 1058, 1060 (Pa. 2007). 

Appellant was convicted of one crime: persons not to possess firearms. 

That crime has two elements: (1) that the defendant possessed a firearm, and 

(2) that he was convicted on an enumerated offense that prohibited him from 
J-S06043-19

- 2 -

doing so. Commonwealth v. Miklos, 159 A.3d 962, 967 (Pa.Super. 2017); 

18 Pa.C.S. § 6105(a)(1). There is a single transcript from the one-day trial, 

and the trial court addressed Appellant’s sufficiency challenge. Applying 

Laboy, I would not deem Appellant’s sufficiency challenge waived.

Nonetheless, I agree that Appellant is entitled to no relief on his 

sufficiency challenge. Appellant acknowledges that the Commonwealth 

offered evidence to establish the elements of the offense, yet argues that his 

own testimony should have been credited instead. See Appellant’s brief at 

11-14. This argument flies in the face of the well-established principles that 

a jury is free to believe all, part, or none of the evidence presented at trial,

this Court will not disturb the jury’s credibility determinations, and sufficiency 

review is conducted viewing the evidence in the light most favorable to the 

Commonwealth as verdict-winner. See, e.g., Commonwealth v. Trinidad, 

96 A.3d 1031, 1038 (Pa.Super. 2014).

Applying our standard of review, I would affirm Appellant’s conviction

based upon the evidence detailed in the trial court’s opinion. See Trial Court 

Opinion, 9/12/18, at 14-15 (discussing Officer Kyle Hand’s testimony that he 

saw Appellant possess and discard a firearm, and the Commonwealth’s 

evidence of Appellant’s prior robbery conviction); N.T. Trial, 4/25/18, at 57 

(Officer Hand testifying that Appellant pulled a firearm out of his pocket and 

toss it to the ground). 

Therefore, I concur. 
J-S06043-19

- 3 -

Judge Dubow joins the concurring memorandum.