alea-institute/kl3m-data-sample-004-shuffled huggingface dataset:
Exhibit
10.7


 


Better
World Acquisition Corp.


733
Third Avenue, 18th Floor


New
York, New York 10017


 


[___],
2020


 


NGEN
MGT II, LLC


733
Third Avenue, 18th Floor


New
York, New York 10017


 


Ladies
and Gentlemen:


 


This
letter will confirm our agreement that, commencing on the effective date (the “Effective Date”) of the
registration statement (the “Registration Statement”) for the initial public offering (the “IPO”)
of Better World Acquisition Corp’s (the “Company”) securities and continuing until the earlier
of (i) the consummation by the Company of an initial business combination or (ii) the Company’s liquidation (in each case
as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”),
NGEN MGT II, LLC shall make available to the Company certain office space, utilities and secretarial support as may be required
by the Company from time to time, situated at 733 Third Avenue, 18th Floor, New York, New York 10017 (or any successor
location). In exchange therefore, the Company shall pay NGEN MGT II, LLC the sum of $10,000 per month on the Effective Date and
continuing monthly thereafter until the Termination Date. NGEN MGT II, LLC hereby agrees that it does not have any right, title,
interest or claim of any kind in or to any monies that may be set aside in a trust account (the “Trust Account”)
to be established upon the consummation of the IPO (the “Claim”) and hereby waives any Claim it may
have in the future as a result of, or arising out of, any negotiations, contracts or agreements with the Company and will not
seek recourse against the Trust Account for any reason whatsoever.


 


[Signature
Page Follows]


 






     


     


    




	



 


	 	Very
                    truly yours,

         

        Better
        World ACQUISITION CORP.

	 	 	 	 
	 	By:	 
	 	 	Name:	 
	 	 	Title:	 


 


	 	Very truly yours,
	 	 
	 	PROPERTY SOLUTIONS ACQUISITION CORP.
	 	 	 	 
	 	By:	/s/
    Jordan Vogel
	 	 	Name:	Jordan Vogel
	 	 	Title:	Co-Chief Executive Officer


 


	AGREED TO AND ACCEPTED BY:
	 
	NGEN MGT II, LLC
	 	 	 
	By:	 	 
	 	Name:	 
	 	Title:	 


 


[Signature
Page to Administrative Services Agreement]
EXHIBIT 3.3

               AMENDMENT TO THE RESTATED ARTICLES OF INCORPORATION

                                       OF

                           LEGENDS OF THE FAITH, INC.


     Pursuant  to  the  provisions of Section 78 of the Nevada Revised Statutes,
Legends  of  the  Faith,  Inc.  (the  "Corporation")  hereby  certifies  that:

     1.     The name of the corporation is LEGENDS OF THE FAITH, INC.

     2.     The  following  amendments to the Restated Articles of Incorporation
of  the  Corporation  were  adopted  and  approved by at least a majority of the
voting  power  of the Corporation at the ANNUAL MEETING of the Shareholders held
on  July  8,  2002  (the  "ANNUAL  MEETING').  At the ANNUAL MEETING, 13,986.026
shares  of the Corporation's common stock, par value $.001 (the "Common Stock"),
were  voted  in  favor  of  the  amendment,  0 shares of Common Stock were voted
against  the amendment and 0 shares of Common Stock abstained from voting on the
amendment.  The  shares  of  capital  stock  of  the Corporation outstanding and
entitled  to vote at the ANNUAL MEETING consisted of 20,889,080 shares of Common
Stock.

     3.     Article I of the Articles of Incorporation is hereby amended to read
in  its  entirety  as  follows:

                   NAME:

     The name of the Corporation is "Kingdom Ventures, Inc."

     B.  On  the  date  that  these  Articles  of  Amendment  are filed with the
Secretary  of State of the State of Nevada (the "Effective Date"), every two (2)
shares of Common Stock of the Corporation issued and outstanding at the close of
business  on  the  Effective Date (the "Old Common Stock") will automatically be
converted  into  one  share of common stock, par value $.001 per share (the "New
Common  Stock") of the Corporation.  No fractional shares will be issued and, in
lieu  thereof,  each holder of Common Stock whose aggregate shares of Old Common
Stock  held  in  one name or account immediately prior to the Effective Date are
fewer  than  two (2) shares or not evenly divisible by four (2) shall receive on
full  share  of  New  Common  Stock  in  exchange  for  such  fractional  share.

     4.   Except  as  amended  by  these  Articles  of  Amendment,  the Restated
          Articles  of  Incorporation  of  the  Corporation shall remain in full
          force  and  effect.

IN  WITNESS  WHEREOF,  the  undersigned Chief Executive Officer and Secretary of
Legends  of the Faith, Inc. have executed these Articles of Amendment on July 8,
2002  at  Minden,  Nevada.


<PAGE>
                                       LEGENDS OF THE FAITH, INC.


                                       By:  /s/  Gene  R.  Jackson
                                          -------------------------------
                                          Gene R. Jackson, President



                                       By:  /s/  Gene  R.  Jackson
                                          -------------------------------
                                          Gene R. Jackson, Secretary


<PAGE>
```

[Federal Register Volume 89, Number 228 (Tuesday, November 26, 2024)]
[Notices]
[Page 93381]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2024-27613]

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

SECURITIES AND EXCHANGE COMMISSION

[Release No. 34-101666; File No. SR-BX-2024-019]

Self-Regulatory Organizations; Nasdaq BX, Inc.; Notice of 
Withdrawal of a Proposed Rule Change To Adopt an OTTO Protocol

November 20, 2024.
    On June 26, 2024, Nasdaq BX, Inc. (``BX'' or ``Exchange'') filed 
with the Securities and Exchange Commission (``Commission''), pursuant 
to Section 19(b)(1) of the Securities Exchange Act of 1934 
(``Act''),\1\ and Rule 19b-4 thereunder,\2\ a proposed rule change to 
adopt an OTTO protocol and associated fee. The proposed rule change was 
immediately effective upon filing with the Commission pursuant to 
Section 19(b)(3)(A) of the Act.\3\ On July 15, 2024, the proposed rule 
change was published for comment in the Federal Register.\4\ On August 
23, 2024, the Commission issued an order temporarily suspending the 
proposed rule change pursuant to Section 19(b)(3)(C) of the Act \5\ and 
simultaneously instituting proceedings under Section 19(b)(2)(B) of the 
Act \6\ to determine whether to approve or disapprove the proposed rule 
change.\7\ On November 15, 2024, the Exchange withdrew the proposed 
rule change (SR-BX-2024-019).
---------------------------------------------------------------------------

    \1\ 15 U.S.C. 78s(b)(1).
    \2\ 17 CFR 240.19b-4.
    \3\ 15 U.S.C. 78s(b)(3)(A). A proposed rule change may take 
effect upon filing with the Commission if it is designated by the 
exchange as ``establishing or changing a due, fee, or other charge 
imposed by the self-regulatory organization on any person, whether 
or not the person is a member of the self-regulatory organization.'' 
15 U.S.C. 78s(b)(3)(A)(ii).
    \4\ See Securities Exchange Act Release No. 100479 (July 9, 
2024), 89 FR 57485.
    \5\ 15 U.S.C. 78s(b)(3)(C).
    \6\ 15 U.S.C. 78s(b)(2)(B).
    \7\ See Securities Exchange Act Release No. 100810, 89 FR 70234 
(August 29, 2024). The Commission has received one comment letter on 
the proposed rule change, as well as a response from the Exchange to 
the Order Instituting Proceedings. Comments received on the proposed 
rule change are available at: https://www.sec.gov/comments/sr-bx-2024-019/srbx2024019.htm.
---------------------------------------------------------------------------

    For the Commission, by the Division of Trading and Markets, 
pursuant to delegated authority.\8\
     
---------------------------------------------------------------------------

    \8\ 17 CFR 200.30-3(a)(12).

Sherry R. Haywood,
Assistant Secretary.
[FR Doc. 2024-27613 Filed 11-25-24; 8:45 am]
BILLING CODE 8011-01-P
```
This disposition is not appropriate for publication and is not precedent *

except as provided by 9th Cir. R. 36-3.

The panel unanimously concludes this case is suitable for decision **

without oral argument. See Fed. R. App. P. 34(a)(2).

NOT FOR PUBLICATION

UNITED STATES COURT OF APPEALS

 FOR THE NINTH CIRCUIT

SALVADOR ALEJANDRE-GONZALEZ,

 Petitioner,

 v.

ERIC H. HOLDER, Jr., Attorney General,

 Respondent.

No. 11-70568

Agency No. A098-966-264

MEMORANDUM*

On Petition for Review of an Order of the

Board of Immigration Appeals

Submitted April 17, 2012** 

Before: LEAVY, PAEZ, and BEA, Circuit Judges.

Salvador Alejandre-Gonzalez, a native and citizen of Mexico, petitions for

review of the Board of Immigration Appeals’ order dismissing his appeal from an

FILED

APR 18 2012

MOLLY C. DWYER, CLERK

U.S. COURT OF APPEALS
2 11-70568

immigration judge's denial of his application for cancellation of removal. Our

jurisdiction is governed by 8 U.S.C. § 1252. We dismiss the petition for review.

We lack jurisdiction to review the agency's discretionary determination that

Alejandre-Gonzalez failed to show exceptional and extremely unusual hardship to

his U.S. citizen children. 8 U.S.C. § 1252(a)(2)(B); Mendez-Castro v. Mukasey,

552 F.3d 975, 979 (9th Cir. 2009).

Alejandre-Gonzalez’s contention that the agency failed properly to consider

and weigh all evidence of hardship does not raise a colorable due process claim. 

Martinez Rosas v. Gonzales, 424 F.3d 926, 930 (9th Cir. 2005).

PETITION FOR REVIEW DISMISSED
# FILED
March 29, 2000 Cecil Crowson, Jr. Appellate Cou rt Clerk 

### IN THE COURT OF APPEALS OF TENNESSEE MIDDLE SECTION AT NASHVILLE
ROBERT ALLEN FAHEY , ) ) Plaintiff/Appellee, ) Appeal No. ) M1999-00500-COA- R3-CV v. ) ) Wilson County Circuit Court FABIEN ELDRIDGE and ) No. 10389 ELDRIDGE AUTO SALES, INC. , ) ) Defendants/App

ellants. )

APPEAL FROM TH

E WILSON COU

NTY CIRCUI

T COURT AT LEBANON, TENNESSEE THE HONORABLE CLARA BYRD, JUDGE

William Edward Farmer, Lebanon, Tennessee, Attorney for Plaintiff/Appellee. Chantel M. Eldridge and Samuel J. Harris, Cookeville, Tennessee, Attorneys for Defendants/App

ellants.



### AFFIRMED INMA N, Sr. J. Concur: CRAWFORD, P.J., W.S. LIL LARD, J.-2- 

### I A jury awarded the plaintiff substantial compensatory and punitive damages for personal injuries sustained by him during a violent altercation with the defendant Fabi en Eldri dge, whose employer, Eldridge Auto Sales, Inc. was also held liable under the doctrine of respondeat superior
. Both defendants appeal, and present various issues for review, none of which we may consider because the motions for a new trial do not specify the grounds re lied upon.


### II The prolix motion of the defendant, Fabien Eldridge, styled “Offers of Proof and Motion for New Trial”, purports to be a factual history of the case, arg

umentative in natu

re, with no grounds for a new trial specified. The motion of the defendant corporation is reproduced: Defendant

Eldridge Auto Sales, Inc. hereby submits its motion for a new trial and joins in Defendant Fabien Eldridge’s Off ers of Proof andMotion for a New T rial and Notice of

Fil ing o f Enumerated Documents

in support of said

motion and the Motion

to Intervene and Request to File an Amicus B

ri ef on behalf of Morrison Lowe. Defendant E ldridge Auto Sale s hereby inc

orporates th

ese motions an d supporting documents into its mot ion for a new tria

l as through said documents were s

et forth herein in

full. 

### III Rule 3(e), T. R. A. P. provides that “ . . . in all case s tr ied by a jury no issue presented for review shall be pre dicatedupon error . . . occurring during the trial . . . unless th e same was specifically stated in a motion for a new trial.” The tri al j udge focu sed the iss ue b y observin g that “it [the motion for a new trial] is not-3-

properly presented to

the court. Certai

nly, it does not have the assignments of error that is required for a judge to be able to rule.” We agree with the appellee that the issues presented for review have been waived since

they
were not spe cif ica lly stated i n the motion for a new trial, see, Cortez v Alutech, I nc., ACPC. , 941 S.W.2d 891, (Tenn. Ct. App. 1996), and the plaintiff did not file

a post-trial motion for a directed verdict. The judgment is a ffirmed at the co

st of the appellan

ts.

____________________________________ INMA N, Sr. J. CONCUR:

____________________________________ CRAWFORD, P.J., W.S.

____________________________________ LIL LARD, J.
UNPUBLISHED

UNITED STATES COURT OF APPEALS

FOR THE FOURTH CIRCUIT

No. 03-1909

E. LOWELL MASON,

Debtor - Appellant,

versus

SUSAN L. SOWELL,

Trustee - Appellee.

Appeal from the United States District Court for the Western

District of North Carolina, at Charlotte. Richard L. Voorhees,

District Judge. (CA-03-234-3; CA-03-271-3; BK-02-33458; AP-03-

3026)

Submitted: January 29, 2004 Decided: April 30, 2004

Before WILKINSON, MICHAEL, and KING, Circuit Judges.

Affirmed by unpublished per curiam opinion.

E. Lowell Mason, Appellant Pro Se. Susan Leigh Sowell, KAHEN,

MUCHIN, ZAVIS & ROSENMAN, Charlotte, North Carolina, for Appellee.

Unpublished opinions are not binding precedent in this circuit.

See Local Rule 36(c).
- 2 -

PER CURIAM:

E. Lowell Mason appeals from the district court’s order

dismissing as interlocutory his appeal from the bankruptcy court’s

orders: (1) finding him in civil contempt and stating how he may

purge that contempt; (2) denying his motion to disqualify the

bankruptcy court judge and setting a hearing on other pending

motions; and (3) denying his motion to dismiss an adversary

proceeding against him. We have reviewed the record and find no

reversible error. Accordingly, we affirm for the reasons stated by

the district court. See Mason v. Sowell, Nos. CA-03-234-3, BK-02-

33458, AP-03-3026 (W.D.N.C. filed July 18, 2003, entered July 23,

2003; filed Aug. 4, 2003, entered Aug. 6, 2003). We deny Mason’s

motion for clarification of the lower courts’ jurisdiction and

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
IN THE SUPREME COURT OF PENNSYLVANIA

MIDDLE DISTRICT

BLACK WOLF ROD & GUN CLUB, INC.,

Petitioner

v.

INTERNATIONAL DEVELOPMENT CORPORATION, PENNLYCO, LTD.,

SOUTHWESTERN ENERGY PRODUCTION COMPANY, AND VIRGINIA ENERGY CONSULTANTS, LLC,

Respondents :

:

:

:

:

:

:

:

:

:

:

:

:

:

:

: No. 832 MAL 2016

Petition for Allowance of Appeal from the Order of the Superior Court

ORDER

PER CURIAM

AND NOW , this 25th day of April, 2017

, the Petition for Allowance of Appeal is

DENIED

.
### • rvARTi^BiT O F SERVE D DECEMBE R 9 , 201 1 '^ ' ^" ^ ' 2 Ai O 3 b

-*"""-'""• • " ^

^wmju^jw q U.S . DEPARTMEN T O FTRANSPORTATIO N

OFFIC EO FHEARING S WASHINGTON , D C I N TH E MATTE RO F 

## AMERICAN AIRLINES , INC . FA A DOCKE T No . CPI0SW000 6 (Civi l Penall y Action ) DMSFAA-20I0-053 2 

## ORDERO FDISMISSAL O n Apri l 30 , 2010 , th e Federa l Aviatio n Administratio n ("Complainant" ) file da Complaint . O n Jun e 2 , 2010 . Americ aAirlines , Inc . ("Respondent" ) file dit s Answer . O n Decembe r

8 , 2011 , Responden t

file daWithdrawa l o f

Reques t fo r Hearing , citin g it s petitio n seekin g bankruptc y protectio n unde r th e U.S . Code . 1 4 C.F.R . § 13.21 5 states : "A t an y tim e befor e o r

durin g ahearing , a n agenc y attorne y ma y withdra w acomplain t o r part y ma y withdra w areques t fo r ahearin g withou t th e consen t

o f th e administrativ e la w judge . I f an agenc y attorne y withdraw s th e complain t o r apart y withdraw s th e reques t fo r ahearin g an dth e answer , th e administrativ e la w judg e shal l dismis s th e proceeding s unde r thi s subpar t wit hprejudice. " WHEREFORE , Respondent' s Withdrawa l o f Reques t fo r Hearin g havin g bee n rea dan dconsidered , it

i s ORDERE D a s follows : 1 . Respondent' s Withdrawa l o f Reques t fo r Hearin g b e an di s hereb y granted ; an d

### 2 . Thi s proceedin g b e andi s hereb y dismisse dwit hprejudice .

RichardC . Goodwi n U.S . Adminislrativ e La

w Judg e Attachment s - Servic e Lis tFAA Docke t No . CP09SW000 6 (Civi l Penall y Action ) SERVIC ELIS T ORIGINA L& ON E COP Y Federa l Aviatio n Administratio n 80 0 Independenc e Avenue , S.W . Washington , DC . 2059 1 Attention : Hearin g Docke t Clerk , AGC-43 0 Wilbu r Wrigh t Building—Suit e 2W1000 '

ON ECOP Y America n Eagl e Airlines , Inc. , Responden l ATTN ; Pete

r Bowler , Presiden t 170 0 W . 20'^ Street , M D 120 0 P.O . Bo x 61252 7 DF WAirport , TX 75261-252 7 Franci s C . Heil , Respondent' s Counse l America n Airlines , Inc. , Lega

l Departmen t P.O . Bo x 619616 , Mail Drop 567 5 DF WAirport , TX 75261-961 6 TEL : 202-496-564 2 FAX : 202-496-566 0 Ren aM . Price , Complainant' s Counse l Safet y Enforcement

Branch , Offic e o f

th e Regional Counse l Soutliwes t Region , ASW-7EI , RM P Federa l Aviatio n Administratio n 260 1 Meacha

mBlvd. , Roo m66 3 For t Worth , TX 76137-000 7 TEL : 817-222-506 8 FAX : 817-222-5945/509 2 Th e Honorabl e RichardC . Goodwin , Administrativ e km ' Judg e Offic e o f Hearings , M-2 0 U.S . Department

o f Transportatio n 120 0 Ne w Jerse y Avenue , S.E . Washington , D C 2059 0 TEL : Attorney-Adviso r 202-366-213 9 Lega l Assistan t

202-366-512 1 FAX : 202-366-753 6

' Ser\'ice wa

s b y U.S . Mail . Fo

r servic e i n perso n o r b y expeditedcourier, use Ui

e followin g address : Federa

l Aviatio n Administration , 60

0 Independence Avenue , S.W. . Wilbu r Wrigh t Building—Suit

e 2W1000 , Washington , D C 20591 ; Attention : Hearin

g Docke t Clerk . AGC-430 .
#### State ex rel. Rogers, Appellant, vs. Soliday, as City Clerk, Respondent.

*January 15*

February *9, 1926.*

*Municipal corporations: Assessment for laying water mains: Review of assessment: Appeal or certiorari?*

The board of public works and the city council having, jurisdiction of the assessment of property for the laying of water mains, the remedy by appeal from the assessment as provided by the statute is exclusive, and *certiorari*does not lie.

Appeal from a judgment of the circuit court for Price county: G. N. Risjord, Circuit Judge.

*Reversed.*

*Certiorari*to test the validity of the assessment of plaintiff’s property for the laying of water mains. The facts involved in this case are the same as in the case of *Peterson v.*Phillips, *ante,*p. 246, 207 N. W. 268.

*W. K. Parkinson*of Phillips, for the appellant.

*H. J. Blanchard*of Phillips, for the respondent.

Vinje, C. J.

Under the rule announced in *Newton v. Superior,*146 Wis. 308, 130 N. W. 242, 131 N. W. 986, and in *Bekkedal v. Viroqua,*183 Wis. 176, 196 N. W. 879, 197 N. W. 707, and cases there cited, the remedy by appeal from an assessment is exclusive. *Certiorari*does not lie. The board of public works and the city council had jurisdiction of the subject matter of assessing relator’s property for the laying of the water mains. The fact that they came to a wrong conclusion as to the amount of the tax did not oust them of jurisdiction. Courts and quasi-judicial bodies may err within their jurisdiction. The relator not having appealed from the assessment as the statute provides lost all right to question its correctness. It follows, therefore, that the judgment of the .circuit court must be reversed, and the cause remanded with directions to enter judgment quashing the writ of *certiorari.*

*By the Cowrt.*— So ordered.
UN PUBLISHED
UNITED STATES COURT OF APPEALS FOR THE FOURTH CIRCUIT

No. 18
- 6057

UNITED STATES OF AMERICA , Plaintiff

- Appellee ,

v. LEROY SCOTT, JR., a/k/a Roy Scott , Defendant

- Appellant

.

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

. Mark S. Davis , District Judge. ( 2:13

- cr - 00020

- MSD

- LRL

- 1 ; 2:16

- cv - 00005

- MSD )

Submitted : September 18, 2018 Decided: September 20, 2018

Before WILKINSON and THACKER , Circuit Judges , and TRAXLER, Senior Circuit Judge

.

Dismissed by un published per curiam opinion

. Leroy Scott, Jr. , Appellant Pro Se. David Alexander Layne, Special Assistant United States Attorney, OFFICE OF THE UNITED STATES ATTORNEY, N orfolk, Virginia, for Appellee.
Unpublished opinions are not binding precedent in this circuit.2 PER CURIAM: Leroy Scott, Jr. , seeks to appeal the district court’s order denying relief on his
28 U.S.C. § 2255 (2012) motion. The order is not appealable unless a circuit justice or judge issues a certificate of appealability. 28 U.S.C. § 2253(c)(1)(B) (2012). A certificate of appealability will not issue absent “a substantial showing of the denial of a constitutional right.” 28 U.S.C. § 2253(c)(2) (201 2). When the district court denies relief on the merits, a prisoner satisfies this standard by demonstrating that reasonable jurists would find that the district court’s assessment of the constitutional claims is debatable or wrong. Slack v. McDaniel , 52 9 U.S. 473, 484 (2000); see Miller

- El v. Cockrell , 537 U.S. 322, 336

- 38 (2003). When the district court denies relief on procedural grounds, the prisoner must demonstrate both that the dispositive procedural ruling is debatable, and that the motion states a debatable claim of the denial of a constitutional right. Slack , 529 U.S. at 484

- 85. We have independently reviewed the record and conclude that Scott has not made the requisite showing. Accordingly, we deny a certificate of appealability and dismiss the appeal. We dispense with oral argument because the facts and legal contentions are adequately presented in the materials before this court and argument would not aid the decisional process.
DISMISSED