alea-institute/kl3m-data-sample-004-shuffled huggingface dataset:
Exhibit 10.4


 


AGREEMENT


 


This AGREEMENT is by and between Murry S.
Gerber (the “Executive”) and Equitable Resources, Inc. (“Equitable” or the
“Company”).


 


WHEREAS, the Company and the Executive are
parties to an Employment Agreement dated as of May 4, 1998, as amended on December 1,
1999, September 1, 2002 and January 31, 2004 (as amended, the “Employment
Agreement”); and


 


WHEREAS, the parties desire to terminate the
Employment Agreement as of the date set forth below and continue the employment
relationship indefinitely as an “at will” relationship; and


 


WHEREAS, the parties also intend to execute
simultaneously a new Change of Control Agreement and a new Confidentiality,
Non-Solicitation and Non-Competition Agreement (the “Non-Competition Agreement”);


 


NOW, THEREFORE, in consideration of the
mutual covenants herein contained and intending to be legally bound hereby, the
Company and Executive understand and agree as follows:


 


1.             The Employment Agreement shall be
terminated effective as of September 8, 2008 and shall thereafter be null
and void and of no further force and effect.


 


2.             Upon the termination of the
Employment Agreement, Executive and the Company agree to continue their
employment relationship indefinitely as an employment “at will” relationship subject,
however, to the mutual promises and covenants contained in the Change of Control
Agreement dated September 8, 2008 and the Non-Competition Agreement dated September 8,
2008.  Executive further agrees and
acknowledges that such continued employment shall not be deemed pursuant to any
term or provision of the Employment Agreement.


 













 


3.             It is understood and agreed that
this Agreement constitutes mutual written notice under numbered paragraph 2 of
the Employment Agreement that the parties no longer wish to extend the term of
the Employment Agreement and instead intend to terminate the Employment Agreement
effective September 8, 2008.


 


4.             This Agreement shall be governed by
and construed in accordance with the laws of the Commonwealth of Pennsylvania.


 


IN WITNESS WHEREOF, the parties have caused
this Agreement to be executed on the dates set forth below.


 


 


	
  EQUITABLE
  RESOURCES, INC.

  	
   

  	
  /s/Murry S.
  Gerber

  
	
   

  	
   

  	
  Murry S.
  Gerber

  
	
  By:

  	
  /s/Charlene
  Petrelli

  	
   

  	
  Date:

  	
  August 17,
  2008

  
	
   

  	
   

  	
   

  
	
  Title:

  	
  Vice
  President & Chief HR Officer

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  September 23,
  2008

  	
   

  	
   

  
	
  Date

  	
   

  	
   

  
						



 


 


-2-
# CE2004084EN.01026101.xml

| 3.4.2004 | EN | Official Journal of the European Union | CE 84/261 |
| --- | --- | --- | --- |

3.4.2004

EN

Official Journal of the European Union

CE 84/261

---

(2004/C 84 E/0308)

WRITTEN QUESTION E-3900/03

by Giacomo Santini (PPE-DE) to the Commission

(17 December 2003)

Subject:   Trieste-Divaca rail link

Subject:

Under Commission proposal (1) of 1 October 2003 on Community guidelines for the development of the trans-European transport network and the funding thereof, the Trieste-Divaca rail link is not considered to be a cross-border link, despite forming part of priority project No 6.

1

Only ‘cross-border’ projects are eligible for Community grants amounting to 30 % of the overall cost and, should this position be confirmed, the Trieste-Divaca link would lose out on a considerable amount of Community financial support.

| 1. | Would the Commission agree that the decision not to include the Trieste-Divaca link among the cross-border projects goes against the interests of Community citizens by affecting the amount of financial support to be provided? |
| --- | --- |

1.

Would the Commission agree that the decision not to include the Trieste-Divaca link among the cross-border projects goes against the interests of Community citizens by affecting the amount of financial support to be provided?

| 2. | Given that the Trieste-Divaca link forms part of the Lyon-Trieste/Koper-Ljubljana-Divaca-Budapest line, what other characteristics does it require in order to be designated a ‘cross-border’ link and included in the list of cross-border projects? |
| --- | --- |

2.

Given that the Trieste-Divaca link forms part of the Lyon-Trieste/Koper-Ljubljana-Divaca-Budapest line, what other characteristics does it require in order to be designated a ‘cross-border’ link and included in the list of cross-border projects?

---

(1)  COM(2003)564.

1

---
___ ..,. __ -----~--~-""""""""'""- .l\"'1:"- ........ 

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REF ID:A65885 

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tlal4I~MI. 

tt ,._ pia to • u ~:...._. • ...... • u 1011 .-... r• 

a t4k1 • •uld • &lar.l to ~ \!ID •• in ...u. 

t ha.Ye 1oolNd ate tile U.S..• or "lfld Gl.~ ll'll EW 

tba\ • can ta1k tftf/J:T1 bG ttt wd4 '* .-.i 'fa ~ JWli ...,.... heft t• ld'at. U oal.W •••..,..ft_.~--.• Io• 

GTL'"lP f'or ti'd.• ._ ~ .,. to .. u. 

Pleaft lA • im11t llhe J9l1. •• b6 bea• n -~ I .a -*• \ha_.__.,. ~w to Eaeili\&te ,__ mt&7 '8 tz. laY.al 

~-lr.t• ':\AU.•.- '800 ..... .1v..-. ••• -"·· ~ n. c. 

:iinl..,., 

MmO. roa amah I I: A( M I J l .,, ... 

Di#•ld.• w.l\h Cbie:.t, 'lasewch & .D4Mitopmt.. I'l appean that 

hot. llka'• &l'a• is .., .. of do1na ~ 11\ 'Ula 

ti8ld. ot aapati.e b'lnar!• ad tba\ .-h !n\'MU.,..tdea wld.d. a. 

~ 

hi&hl.r useful to A?SA. 

~ ix_ ~~tl ~t,,__ ~~id"~ cerA °" ~·~ v.~μ...., -te.o_ ~ ~t:!o.k't;- roved for Release b NSA on 04-15-2014 ..-A" 

tlAA.°\ -\v ~ ....,,...,...._. __
T01ilifq~f A603ij 

"9' 

USCIB: 29.19/20 

jEO 3.3(h) (2) 

PL 86-<36/ 50 USC 3605 30 March 1955 

'f Of' Bl38R:1!1.P 

MEMORANDUM FOR THEiMEMBERS OF USCIB: 

Subject: 

Reference: 

CC:MIN'l' .Relations with Third Parti~slL...-----'~ 

USCIB ?,9 •. 19/19 o! 24 March 1955. 

r 24 

For the informat~on of the members of USCIB, t.he Director, NSA has 

reported to this oti'1ce that in reply (dated 10 March 1955) to the 

correspondence from NSA .to GCHQ described in the enclosure with the reference the following intormation has been received: 

"a. The Dir~ctor,. GCHQ, is grateful for the suggestion whereby 

the U.K. might proce~d beyond the NSA-GCHQ agreed scope of training for 

I l However;, e,s stated in LSIB/2/55 of .S January 1955, the U.K. has 

at present no tho'llgh~ of prooeeding in this matter beyond the limits of 

UKUSA Appendix P nor even .of going to those permissible under paragraph 5 

thereof. The GCHQ t~aini.TI.8 proposals agreed upo~ by NSA represent the 

maximum that the U .K~ is p:repared to release at present. 

"b. In view of the NSA correspondence of 1 :March 1955, and of the 

foregoing, GCHQ does not consider that further action is needed in this 

matter except that N.~A and .GCHQ keep each other closely informed of future 

d~velopments. · 

"c r.cH ... iQ w$.·.•.ll OXJJ •. aa .. t NSA to raiee the subject of releasable ..._ ______ .....___. I at such time as the Director, NSA, considers it necessary to go beyond the limits of UKUSA Appendix P, paragrai.ih 4, in U.S. 

negotiations wi.thl .. ~ • GCHQ will raise the subject if the U.K. wishes 

to go beyond the limits indi.cated in subparagraph (a), abuve. 

"d. Altho the Director, NSA,, indicated that he might rec~ive 

...__ ________ ..... from GCHQ, it is not part of present GCHQ arrangements 

with that GCHQ shall. receive any Cc.MINT materials from them. 

Traini9g will not be conducted on live tasks from which GCHQ expects to 

obtainL lror subseguent processing. NSA will, however, be 

advised of GCHQ assessment ofL !potential insofar as 

GCHQ can judge it from the training operation or from any other evidence 

that may become available to GCHQ. 11 

USCIB: 29.19/20 mtN'MIE V11\: OOM!MT CHlrNNEtS ONLY 

Declassified and approved for release by NSA on 05-14-2014 pursuantto E.O. 1352a 

TOP SECftEr
.. . . . 

l. , . .. '" • -.,.:..-r . '..,,.... lo . .. ~ 

, ... REF .. fD~A~20 

~.::- ... "'· ; ••• :' ,: ... f .. ·;~ .. .... . ,,, ,... .. ...... 

... I '• ~ • 1 

• '• or I 

~-. .. . .. UNITED STATES GOVERNMENT
Exhibit 13.2



CERTIFICATION OF PERIODIC FINANCIAL REPORT

Pursuant to 18 U.S.C. Section 1350



In connection with the Annual Report of CLP Power Hong Kong Limited (the Company) on Form 20-F for the year ended December 31, 2004 as filed with the Securities and Exchange Commission on the date hereof
(the Report), I, Mark Takahashi, Head of Finance and Treasury Function of the Company, hereby certify, pursuant to 18 U.S.C.§ 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, to the best of my knowledge,
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 results of operations of the Company.
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------



|                    |  |     |  |                                      
|------------------- |  | --- |  | -------------------------------------
|Date: June 17, 2005 |  | By: |  | /s/ Mark Takahashi                   
|                    |  |     |  | Mark Takahashi                       
|                    |  |     |  | Head of Finance and Treasury Function
<PAGE>

                                                                       Exhibit 5
                               HALE AND DORR LLP
                                60 State Street
                               Boston, MA 02109


                                                               July 30, 1999

Open Market, Inc.
One Wayside Road
Burlington, MA 01803

         Re:  Registration Statement on Form S-8

Ladies and Gentlemen:

         We have assisted in the preparation of a Registration Statement on Form
S-8 (the "Registration Statement"), to be filed with the Securities and Exchange
Commission, relating to an aggregate of 100,000 shares of common stock, $.001
par value per share (the "Shares"), of Open Market, Inc. (the "Company"),
issuable under the Company's 1996 Director Option Plan (the "Plan").

         We have examined the Amended and Restated Certificate of Incorporation
and the Amended and Restated By-Laws of the Company, and all amendments thereto,
the Registration Statement and originals, or copies certified to our
satisfaction of such records of meetings, written actions in lieu of meetings,
or resolutions adopted at meetings, of the directors of the Company, and such
other documents and instruments as in our judgment are necessary or appropriate
to enable us to render the opinions expressed below.

         In our examination of the foregoing documents, we have assumed the
genuineness of all signatures and the authenticity of all documents submitted to
us as originals, the conformity to original documents of all documents submitted
to us as certified or photostatic copies, and the authenticity of the originals
of all such documents.

         Based upon and subject to the foregoing, we are of the opinion that the
Shares covered by the Registration Statement to be issued under the Plans have
been duly and validly authorized for issuance and when issued against payment
therefor in accordance with the terms of the Plans, will be legally issued,
fully paid and nonassessable.

         We hereby consent to the filing of this opinion with the Securities and
Exchange Commission as an Exhibit to the Registration Statement.

                                                       Very truly yours,

                                                       /s/ Hale and Dorr LLP

                                                       HALE AND DORR LLP
# CE2004084EN.01064902.xml

| 3.4.2004 | EN | Official Journal of the European Union | CE 84/649 |
| --- | --- | --- | --- |

3.4.2004

EN

Official Journal of the European Union

CE 84/649

---

(2004/C 84 E/0731)

WRITTEN QUESTION E-0652/04

by Paulo Casaca (PSE) to the Commission

(9 March 2004)

Subject:   Commission against elementary rules of safety at sea

Subject:

According to document IP/04/159, the Commission believes that the Greek authorities' requirement that cabotage vessel crews on domestic routes must pass a Greek language proficiency test is illegal.

The principle whereby it is obligatory for crews on cabotage routes to know the language of the countries served is elementary common sense; it applies to the Norwegian cabotage lines, for example, linking Norway with its North Sea and Baltic neighbours.

Can the Commission confirm that IP/04/159 is even correct?

Will it provide me with the results of the enquiry which it undoubtedly carried out before proceeding legally to dispute in any way the application of the principle whereby it is obligatory for crews of cabotage vessels working off the coast of Europe to know the local language?

Can it explain how it intends to assume its responsibilities if there is an accident caused by failure to respect this basic rule of safety at sea?

Can it explain how it reconciles this profoundly irresponsible attitude with its guarantees that it is committed to ensuring safety at sea?

Answer given by Mrs de Palacio on behalf of the Commission

(14 April 2004)

(14 April 2004)

The Commission believes that imposing a knowledge of Greek on all crew members, including those who are not responsible for assisting passengers in emergency situations, is unacceptable.

The Commission would recall that the Community legislation, in particular Directive 2001/25/EC of the European Parliament and of the Council of 4 April 2001 on the minimum level of training of seafarers (1), lays down rules regarding on-board communication, among other things. Article 17 of the Directive requires the Member States to ensure that crew members on passenger ships who are responsible for assisting passengers in emergency situations have sufficient skills to communicate with them. A knowledge of the languages appropriate to the principle nationalities of the passengers carried on a particular route is one of the requirements which may be demanded.

1

With regard to the Honourable Member's reference to the rules which apply on Norwegian ships, the Commission will gather the necessary information from the Surveillance Authority of the European Free Trade Association (EFTA).

---

(1)  OJ L 136, 18.5.2001.

1

---
REF ID:A71815 

29 Apr 53 

RDB 106/40 

MEK>RANDUM FOR THE SECRETARY OF THE ARMY 

SECRETARY OF THE NAVY 

SECRErARY OF THE AIR FORCE 

SUBJECT: Rroced.ure on Requests for Approval of Research and 

Developnent to be Performed by Other Government Agencies 

1. Reference is made to the mclosed. cow of memorandum from 

the Secretary of Defense dated 4 April 1953, subjeet, "Research and 

Developnent Performed. by other Government Agencies", which requires 

specific approval of the Secretary or Depity Secretary of Defense 

before funds are obligated. f'or research and developnent work with 

any government agency outside the DeJ*rtment of Defense. 

2. To assist the Chairman, Research and Developnent Board, and 

the Assistant Secretary of Defense (Comptroller) lli considering proposals, 

prelJ.Jm.nary to making recommendations to the Secretary of' Defense, it is 

requested that each proposal submitted. for approval contain where appropriate the following information: 

a. Government agency involved., the amount to be obligated 

and the period of time f'or ldll.ch the work WJ.1J. be 

financed.. Indicate whether the amount covers a single 

job or if' the amount is an increment of the funding 

of a continuing or long-range program. If the latter 

is the case identify briefly the total amounts involved 

for the- current fiscal year and the probable duration 

of' the arrangement. 

b. T1tle and project number of project or projects tor 

which funds are to be obligated. 

c. Brief statement of the requirement and the work to 

be performed e2ther as a single job or as a continuing 

program. Indicate whether the- program is new or is 

one 'Which has been in progress in previous fiscal 

years. 

d. Brief statement of' (1) the reasons for selecting the 

subject government agency, (2) 1dV DeP1rtment of 

Defense facilities are not being used, ani (3) why 

direct contracting with non-governmental agencies 

is not being used. Where appl.J.cable indicate why 

@'pproved for Release by NSA on 02-11-2014 pursuantto E.O. 1352a 
• REF ID:A71815 

work is pertormed. on a reimbursable basis rather than 

on a non-reimbursable basis if the desired work is 

closely allied with the assigned responsibilities of 

the subject government agency. 

e. The approximate extent to which the work Wl.ll be 

performed by the government agency and the approximate extent to which it will be subcontracted. 

3. Proposals sul:mo.tted.'in accordarice with these i.nstructipns should 

be in quadr1,l.plicate. 

1 Inclosur.e 

cy Sec. Def'. Memo 4 Apr. 53 

Copies furnished.: 

/s/walter G. Whitman 

WALTER G. WHITMAN 

Chairn:Bn 

Director, National Security Agency 

Chief', Armed Forces Special Weapons Project ~rector, Physical Security Equ.ipnent Agency 

Director, Armed Services Technical Information Agency 

RDB 106/40 

-2-
USCIB: 14.11/10 

E03.3(h)(2) 12 August 19 54 

PL 86-::36/50 USC 3605 

MEMORANDUM FOR THE MEMBERS OF USCIB.: 

Subject: Security Handling of Malayan Communist Party (MCP) 

Material. 

Reference: USCIB 14.11/6 dated 7 May 1954. 

3. In addition, the Director, NSA, has advised that it may be 

possible to downgrade the MCP material when sufficient data has been 

collected and processed to afford a substantive evaluation. 

USCIB: 14.11/10 

24 

Declassified and approved for release by NSA on 03-05-2014 pursuantto E.O. 1352a 

TOP SECRET FROTII
EXHIBIT 31.1

                                  CERTIFICATION

I, Paul Burgess, certify that:

1. I have reviewed this quarterly report on Form 10-QSB of Science Dynamics
Corporation;

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 is made
known to us by others, particularly during the period in which this report is
being prepared;

      (b) evaluated the effectiveness of the small business issuer's disclosure
controls 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.

November 22, 2005


/s/ Paul Burgess
-----------------------------
Paul Burgess
Chief Executive Officer
EXHIBIT 11

<TABLE>
BAIRNCO CORPORATION
CALCULATION OF PRIMARY AND FULLY DILUTED EARNINGS PER SHARE
FOR THE QUARTERS ENDED MARCH 29, 1997 AND MARCH 30, 1996
(Unaudited)

<CAPTION>
                                          1997           1996       
<S>                                       <C>            <C> 
PRIMARY EARNINGS PER SHARE:
   
Net income                                $  2,173,000   $  2,109,000

Average common shares outstanding            9,393,000      9,948,000
Common shares issuable in respect to 
  common	stock equivalents, with a 
  dilutive effect                              142,000        121,000 
Total common and common equivalent shares    9,535,000     10,069,000

Primary Earnings Per Common Share         $       0.23   $       0.21


FULLY DILUTED EARNINGS PER SHARE:

Net income                                $  2,173,000   $  2,109,000

Total common and common equivalent shares    9,535,000     10,069,000
Additional common shares assuming full 
  dilution                                         --             --    
Total common shares assuming full 
  dilution                                   9,535,000     10,069,000

Fully Diluted Earnings Per Common Share   $       0.23   $       0.21


Earnings per share are based on the average number of shares outstanding 
during each period.  Primary earnings per share include all common stock 
equivalents.  Fully diluted earnings per share include all common stock 
equivalents plus the additional common shares issuable assuming full dilution.










</TABLE>
<PAGE>
 
                                                                      EXHIBIT 11



SEVENTH GENERATION, INC.

Calculation of Shares Used in Determining
Basic and Diluted Earnings Per Common Share

<TABLE>
<CAPTION>
 
 
                                        Three Months Ended March 31,
                                        ----------------------------
                                             1999         1998
                                          ----------   ----------
<S>                                       <C>          <C>
Loss applicable to common stockholders    $  (98,705)  $  (48,161)
Weighted average shares outstanding        2,428,791    2,428,791
 
Basic and diluted earnings per share      $    (0.04)  $    (0.02)
 
</TABLE>


          The calculation above for diluted earnings per common share excludes
the potentially dilutive effect of both common stock equivalents (stock options
and warrants) and the impact of conversion of any debentures into the Company's
common stock since the impact would be anti-dilutive for both 1999 and 1998.


                                      18