alea-institute/kl3m-data-sample-004-shuffled huggingface dataset:
ex10-12.htm


    Exhibit
10.12

    


    


    AMENDMENT
TO

     

    FIRST
MID-ILLINOIS BANCSHARES, INC.

     

    2007 STOCK INCENTIVE
PLAN

     

    March
3, 2010

     

    WHEREAS,
First Mid-Illinois Bancshares, Inc. (the “Company”) adopted the First
Mid-Illinois Bancshares, Inc. 2007 Stock Incentive Plan (the “Plan”) as of
February 27, 2007, subject to approval by Company stockholders at the Company’s
annual meeting of stockholders held on May 23, 2007.

     

    WHEREAS,
pursuant to Section
15(a) of the Plan, the Board of Directors deems it advisable and in the
best interest of the Company to amend the Plan as set forth herein.

     

    NOW,
THEREFORE, the Plan is hereby amended as set forth below.  Capitalized
terms used but not defined in this Plan have the respective meanings assigned to
them in the Plan.

     

    
      	
              1.  

            	
              Amendment

            


    

     

    Section 2(a) of the
Plan is hereby amended and restated in its entirety to read as
follows:

     

    2.           Administration of the
Plan

     

    (a) The
Committee.  The Plan shall be administered by a Committee
consisting of the entire Board, or if the Board so delegates, by a sub-committee
of the Board which shall be comprised of two or more directors who are “outside
directors” (within the meaning of Code Section 162(m)) and “non-employee
directors” (within the meaning of Rule 16b-3 under the Exchange
Act).  The Committee shall have sole authority to:

     

    (i) select
the directors, employees, consultants and advisors to whom the Awards shall be
granted under the Plan;

     

    (ii) establish
the timing, amount and conditions of each such Award and other limitations,
restrictions, terms and conditions applicable to each such Award;

     

    (iii) prescribe
any legend to be affixed to certificates representing such Awards;

     

    (iv) interpret
the Plan; and

     

    (v) adopt
such rules, regulations, forms and agreements, not inconsistent with the
provisions of the Plan, as it may deem advisable to carry out the Plan.


     

    All
decisions made by the Committee in administering the Plan shall be
final.  No member of the Board or the Committee shall be liable for
any action taken or determination made hereunder in good faith.”

     

    2.           Interpretation

     

    Upon adoption hereof, each reference in
the Plan to “this Plan,” “hereby,” “hereunder,” “herein,” “hereof” or words of
like import referring to the Plan shall mean and refer to the Plan as amended by
this amendment.  Any and all notices, requests, certificates and other
instruments executed and delivered prior to, on or after the date of this
amendment may refer to the Plan without making specific reference to this
amendment, but nevertheless all references to the Plan shall be a reference to
such document as amended hereby.
April 24, 2012

JUDGMENT

The Fourteenth Court of Appeals

HAL W. ADAMS, Appellant

NO. 14-12-00035-CV V.

HUMBLE HEALTHCARE CENTER, Appellee

____________________

Today the Court heard its own motion to dismiss the appeal from the judgment 

signed by the court below on October 21, 2011. Having considered the motion and found 

it meritorious, we order the appeal DISMISSED.

We further order that all costs incurred by reason of this appeal be paid by HAL 

W. ADAMS.

We further order this decision certified below for observance.
exv10w20






EXHIBIT 10.20




AMENDMENT NO. 1

TO

MASTER SUPPLY AND SERVICES AGREEMENT




     This Amendment No. 1 (this “Amendment”), dated as of December 31, 2009, among Orbitz
Worldwide, LLC (“Client”), Octopus Travel Group Limited (“Octopus”) and Donvand
Limited (“GTA”) is entered into to amend the Master Supply and Services Agreement, dated as
of July 23, 2007, among the parties (the “Agreement”). Capitalized terms used herein shall
have the respective meanings ascribed thereto in the Agreement unless herein defined.



     WHEREAS, Clause 20 of the Agreement provides that the Agreement may be amended or modified by
written agreement signed by the parties; and



     WHEREAS, each of the parties has determined that it is in its best interests to authorize and
approve the amendments set forth herein.



     NOW, THEREFORE, in consideration of the premises and other good and valuable consideration,
the receipt and sufficiency of which hereby are acknowledged, it is mutually agreed as follows:



ARTICLE I

AMENDMENTS




     Section 1.1 The definition of “Wholesale Rate” in Section 1 of the Agreement is hereby
deleted.



     Section 1.2 Exhibit C to the Agreement is hereby deleted in its entirety and replaced
with Exhibit C attached to this Amendment:



ARTICLE II

MISCELLANEOUS




     Section 2.1 This Amendment shall become effective as of January 1, 2010.



     Section 2.2 This Amendment shall be binding upon and inure to the benefit of and be
enforceable by the parties hereto or their successors in interest, except as expressly provided in
the Agreement.



     Section 2.3 Nothing in this Amendment shall convey any rights upon any person or
entity which is not a party or a permitted assignee of a party to the Agreement.



     Section 2.4 This Amendment may be executed in counterparts, each of which shall be
deemed to be an original but all of which together shall constituted one and the same agreement.



     Section 2.5 This Amendment shall be construed and enforced in accordance with, and the
rights and duties of the parties shall be governed by, the laws of England.



 









 





PAGE 2




     Section 2.6 Each Party to this Amendment agrees that, other than as expressly set out
in this Amendment, nothing in this Amendment is intended to alter the rights, duties or obligations
of the parties under the Agreement which shall remain in full force and effect as amended hereby.




 









 








PAGE 3



IN WITNESS HEREOF, the parties have caused this Amendment No. 1 to the Agreement to be executed and
delivered as of the date first above written.




	 	 	 	 	 
	 	ORBITZ WORLDWIDE, INC.

 	 
	 	/s/ Mike Nelson
 	 
	 	Name:  	Mike Nelson 	 
	 	Title:  	President, Partner Services 	 
	 
	 	OCTOPUS TRAVEL GROUP LIMITED

 	 
	 	/s/ Kurt Ekert
 	 
	 	Name:  	     Kurt Ekert 	 
	 	Title:  	     Director 	 
	 
	 	DONVAND LIMITED

 	 
	 	/s/ Kurt Ekert
 	 
	 	Name:  	     Kurt Ekert 	 
	 	Title:  	     Director
Summary of Director Compensation


 

 Exhibit 10.29
  
 Summary Of Director Compensation
  

We use a combination of cash and equity-based compensation to attract and
retain qualified candidates to serve on the Company’s board of directors (“Board”). In setting director compensation, we consider the significant amount of time that directors expend in fulfilling their duties and comparative data
regarding director compensation of our peers.  Neither Michael L. Scudder (our President and Chief Executive Officer) nor Thomas J. Schwartz (our Executive Vice President)
receive compensation for serving as a member of the Board.
 

 Cash Compensation. In 2010, the cash component of our director
compensation program will consist of an annual fixed retainer of $40,000 for each non-employee director plus additional annual retainers of: (1) $8,000 for the chair of the audit committee; (2) $1,000 for each audit committee member; (3) $4,000 for
the chair of the Compensation Committee; (4) $0 for the chair of the Nominating and Corporate Governance Committee; and (5) $100,000 for our non-employee Chair of the Board. Each annual retainer will be paid in equal quarterly installments in
arrears. Payment of each annual retainer will be contingent upon the director’s service during the preceding quarter. We also reimburse our directors for any Board and committee attendance-related expenses.
 

 Equity-Based Compensation. In 2010, the equity component of our director compensation program consisted of the issuance of shares of
restricted common stock of the Company in February of 2010.  For each director, the aggregate value of his or her grants of nonqualified stock options and restricted common stock was $56,000. The number of shares granted under each award
was equal to the average of the high and low sales price of common stock on the date of grant. These equity awards have a vesting period of one year from the date of grant, and are nontransferable except to family members, family trusts or
partnerships.
 

 Deferred Compensation Plan for Non-Employee Directors.  The
First Midwest Bancorp, Inc. Deferred Compensation Plan for Non-employee Directors (Directors Deferred Plan) allows non-employee directors to defer receipt of either fifty or one hundred percent of any director fees and retainers. Deferral
elections are made in December of each year for amounts to be earned in the following year. Accounts are deemed to be invested in separate investment accounts under the plan, with the same investment alternatives as those available under the our
Retirement Plan, including an investment account deemed to be invested in shares of Company Common Stock.
<PAGE>


EXHIBIT 23.1


                         INDEPENDENT AUDITORS' CONSENT




The Board of Directors
Bay View Capital Corporation:


We consent to the incorporation by reference in the registration statements
(Nos. 33-30602, 33-30603, 33-36161, 33-41924, 33-95724, 33-95726, 333-37027,
333-37029, 333-37031, 333-76553, 333-76555, 333-76557, 333-86621, and 333-92637)
on Form S-8 and in the registration statements (Nos. 333-29757 and 333-64877) on
Form S-3 of Bay View Capital Corporation of our report dated January 18, 2000,
relating to the consolidated statements of financial condition of Bay View
Capital Corporation and subsidiaries as of December 31, 1999 and 1998, and the
related consolidated statements of income and comprehensive income,
stockholders' equity and cash flows for each of the years in the two-year period
ended December 31, 1999, which report appears in the December 31, 1999 Annual
Report on Form 10-K of Bay View Capital Corporation.


/s/ KPMG LLP

San Francisco, California
March 24, 2000
Exhibit 10(a)



 EXHIBIT 10(a) 
 Consent of Independent Registered Public Accounting Firm 







 Consent of Independent Registered Public Accounting Firm 

We consent to the references to our firm under the captions “Independent Registered Public Accounting Firm” in the Statements of Additional
Information, and to the use of our reports: (1) dated April 16, 2012, with respect to the statutory-basis financial statements and schedules of Monumental Life Insurance Company, and (2) dated April 16, 2012, with respect to the
financial statements of the subaccounts of Separate Account VA CC, included in Post-Effective Amendment No. 8 to the Registration Statement (Form N-4 No. 333-146323) under the Securities Act of 1933 and related Prospectuses of the
Advisor’s Edge Variable Annuity and Advisor’s Edge Select Variable Annuity. 
  

	
	/s/ Ernst & Young LLP


 Des Moines, Iowa 
 April 16, 2012
Michigan Supreme Court

Lansing, Michigan

Marilyn Kelly,

 Chief Justice

Michael F. Cavanagh

Elizabeth A. Weaver

Maura D. Corrigan

Robert P. Young, Jr.

Stephen J. Markman

Diane M. Hathaway,

 Justices

I, Corbin R. Davis, Clerk of the Michigan Supreme Court, certify that the 

foregoing is a true and complete copy of the order entered at the direction of the Court. 

 _________________________________________ 

 Clerk

July 9, 2009 

l0701 

Order 

 

July 9, 2009 

 138332 

PEOPLE OF THE STATE OF MICHIGAN, 

Plaintiff-Appellee, 

v SC: 138332 

 COA: 288821 

Lenawee CC: 07-013015-FH 

HARRIET LAURA NORTHUP, 07-013016-FH 

 Defendant-Appellant. 

_________________________________________/ 

On order of the Court, the application for leave to appeal the January 6, 2009 order 

of the Court of Appeals is considered, and it is DENIED, because we are not persuaded 

that the questions presented should be reviewed by this Court.
# Fourth Court of Appeals

San Anton io, Texas

March 24, 2020

No. 04

- 19

- 00704

- CR

James Burke JARREAU

, Appellant

v.

THE STATE OF TEXAS

, Appellee

From the 216th Judicial District Court, Gillespie County, Texas

Trial Court No. 5552

Honorable N. Keith Williams, Judge Presiding



### O R D E R

This appeal is currently set for formal submission and oral argument before this c ourt on

April 16, 2020, at 9:00 a.m.

, before a panel consisting of Justice Luz Elena Chapa, Justice Irene

Rios, and Justice Liza Rodriguez. In light of the current situation involving COVID

- 1 9, the

court has reconsidered its’ grant of oral argument in this appeal and has determined it is no

longer feasible

.

We therefore WITHDRAW the current oral argument submission date and ORDER the

appeal set for formal submission “on briefs” on April 16 , 2020 before the same panel. Al l

parties will be notified of the Court’s decision in this appeal in accordance with T EX . R. A PP . P.

48.

It is ORD ERED on March 24, 2020.

PER CURIAM

ATTESTED TO:

___________________________________

Michael A. Cruz

, Clerk of Court
HAARHUIS v. CHEEK

332P17-2

Supreme Court of North Carolina.

May 9, 2019

Stephanie W. Anderson, Walter K. Burton, Cam Bordman, Charles M. Ivey, III, Charles M. Ivey, IV, Darren A. McDonough, Attorneys at Law, Greensboro, For Cheek, Emily.

J. David Stradley, Robert P. Holmes, IV, Raleigh, Leto Copeley, Durham, Attorneys at Law, For Haarhuis, Joris (Administrator), et al.

Meghan Wray Deutsch-Blanco, Attorney at Law

Cynthia L. Van Horne, Attorney at Law, Charlotte, For Burton, Sue & Anderson, LLP.

John P. Barringer, Charlotte, Jeffrey B. Kuykendal, Attorneys at Law, For Universal Insurance Company.

Maynard M. Brown, Wilmington, Stephen C. Baynard, Attorneys at Law, For N.C. Association of Defense Attorneys.

Edward C. Boltz, Attorney at Law, Durham, For National Consumer Bankruptcy Rights Center, et al.

The following order has been entered on the motion filed on the 13th of December 2018 by Walter K. Burton, Stephanie W. Anderson and the Law Firm of Burton, Sue & Anderson, LLP to Withdraw:

"Motion Allowed by order of the Court in conference, this the 9th of May 2019."

Davis, J. recused
## In The Court of Appeals Sixth Appellate District of Texas at Texarkana

No. 06

- 19

- 00187

- CR

IN RE RAY ALLEN NEIL

Original Mandamus Proceeding

Before Morriss, C.J., Burgess and Stevens, JJ.

Memorandum Opinion by Justice Stevens2 

### MEMORANDUM OPINION

On September 3, 2019, Relator, Ray A. Neil, proceeding pro se, filed a petition for writ of

mandamus, asking this Court to compel the Honorable Ralph Walton, Jr., presiding judge of the

355th Judicial District Court of Hood County, Texas, to “produce

. . . documents” and to “subpoena

[a] 3rd party” in trial court cause number CR13463.

This Court has jurisdiction to issue a writ of mandamus against “a judge of a district

,

statutory coun ty, statutory probate county, or county court in the court of appeals district .” T EX

.

G OV ’ T C ODE A NN . § 22.221(b) (1) (Supp.) . Section 22.201(g) of the Texas Government Code

states, “The Sixth Court of Appeals District is composed of the counties of Bowie , Camp, Cass,

Delta, Fannin, Gregg, Harrison, Hopkins, Hunt, Lamar, Marion, Morris, Panola, Red River, Rusk,

Titus, Upshur, and Wood.” T EX

. G OV ’ T C ODE A NN . § 22.201(g) (Supp.)

. The 355th Judicial

District Court of Hood County, Texas

, is not within this C ourt’s district. 1 Accordingly, we have

no authority to consider Neil’s petition on its merits. 2

1 The 355th Judicial District Court is within the Seco nd Court of Appeals ’ district

. See T EX

. G OV ’ T C ODE A NN

. § 22.201(c) (Supp.).

2 Although Neil ’ s direct appeal of his criminal conviction in trial court cause number CR13463 was transferred to this Court pursuant to the Texas Supreme Court ’ s docket equalization order, such transfer does not confer jurisdiction on this Court in a separate original proceeding. See In re Da vis , 87 S.W.3d 794, 795 (Tex. App.

— Texarkana 2002, orig. proceeding).3 We dismiss the petition for writ of mandamus for want of jurisdiction.

Scott Stevens

Justice

Date Submitted: September 12 , 2019

Date Decided : September 13 , 2019

Do Not Publish
##### 



EXHIBIT 32.2
 CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
  (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.
 November 9, 2005
    
    /s/ BRUCE W. BUSMIREBruce W. BusmireSenior Vice President and Chief Financial Officer,Treasurer and Controller of Noble Corporation
United States Court of Appeals

For the Eighth Circuit

___________________________

No. 19-3651

___________________________

United States of America

Plaintiff Appellee

v.

Jaktine Alphonso Moore, also known as Jak

Defendant Appellant

 ____________

Appeal from United States District Court 

for the District of Nebraska - Lincoln

 ____________

 Submitted: June 15, 2020

Filed: August 12, 2020

[Unpublished]

____________

Before GRUENDER, WOLLMAN, and KOBES, Circuit Judges. 

____________

PER CURIAM.

In 2010, Jaktine Alphonso Moore was found guilty of conspiracy to distribute

and possess with intent to distribute 50 grams or more of cocaine base in violation of

21 U.S.C. §§ 841(a)(1), (b)(1)(A), and 846. He was sentenced to life imprisonment,

the statutory mandatory minimum under 21 U.S.C. § 841(b)(1)(A), because he
previously had been convicted of two serious drug felony offenses. We affirmed

Moore’s sentence. United States v. Moore, 411 Fed App’x 922, 923 (8th Cir. 2011)

(per curiam). The district court1 granted Moore’s July 2019 motion to reduce his

sentence under section 404(b) of the First Step Act of 2018, Pub. L. No. 115-391, 132

Stat. 5194, 5222, and imposed a sentence of 360 months’ imprisonment. We affirm. 

Moore argues that the district court did not adequately consider the 18 U.S.C.

§ 3553(a) sentencing factors because it “adjudicated Moore’s motion without a

hearing, oral argument, or documentary evidence.” See Appellant’s Br. 9. “A district

court can conduct a complete review without a hearing,” however. United States v.

Williams, 943 F.3d 841, 844 (8th Cir. 2019); see also United States v. Moore, 963

F.3d 725, 728 (8th Cir. 2020) (explaining that review under section 404 means only

that “a district court considered [petitioner’s] arguments in the motion and had a

reasoned basis for its decision” (alteration in original) (internal quotations and

citation omitted)). The district court’s order states that it had “carefully considered

all the statutory sentencing factors,” noting that Moore had participated in a drug

education program and that the sentences of some of Moore’s co-conspirators were

lower than Moore’s. See D. Ct. Order of Oct. 22, 2019, at 4-5. The court weighed

those factors against the quantity of drugs attributed to Moore in the conspiracy, his

obstruction of justice, his lengthy criminal history, and his possession of

amphetamine while in prison. In light of these aspects of Moore’s record, we

conclude that the district court did not abuse its discretion in sentencing him to 360

months’ imprisonment. See Williams, 943 F.3d at 843 (standard of review);United

States v. King, 898 F.3d 797, 810 (8th Cir. 2018) (“The district court’s decision not

to weigh mitigating factors as heavily as [a defendant] would have preferred does not

justify reversal.” (internal quotations and citation omitted)). The sentence not being

substantively unreasonable, it is affirmed.

______________________________

1The Honorable Richard G. Kopf, United States District Judge for the District

of Nebraska. 

-2-
Dequan A. HAWKINS, Appellant, v. STATE of Missouri, Respondent.

WD 80275

Missouri Court of Appeals, Western District.

ORDER FILED: October 30, 2018

Carol D. Jansen, Columbia, MO, for appellant.

Robert J. Bartholomew, Jr., Jefferson City, MO, for respondent.

Before Division Three: Gary D. Witt, Presiding Judge, Cynthia L. Martin, Judge and Anthony Rex Gabbert, Judge

**ORDER**

Per curiam:

Dequan Hawkins appeals from the motion court's denial of his Rule 29.15 amended motion following an evidentiary hearing. Hawkins asserts that the motion court clearly erred in denying his motion for post-conviction relief because he received ineffective assistance of counsel in that his trial counsel failed to object to the admission of a witness's entire videotaped statement to police. Finding no error, we affirm. Rule 84.16(b).
<PAGE>
                                                                    EXHIBIT 99.2

                            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 Quarterly Report of Noble Corporation (the
"Company") on Form 10-Q for the period ended March 31, 2003, as filed with the
Securities and Exchange Commission on the date hereof (the "Report"), I, Mark A.
Jackson, Senior Vice President - Finance and Chief Financial Officer of the
Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

      (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.


May 15, 2003                            /s/ MARK A. JACKSON
                                        ----------------------------------------
                                        Mark A. Jackson
                                        Senior Vice President - Finance and
                                        Chief Financial Officer
                                        of Noble Corporation

[A signed original of this written statement required by Section 906 has been
provided to Noble Corporation and will be retained by Noble Corporation and
furnished to the Securities and Exchange Commission or its staff upon request.]
Exhibit 32.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED

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

Pursuant to 18 U.S.C. Section 1350, the undersigned officer of Medco Health Solutions, Inc. (the Company), hereby certifies, to the knowledge of the undersigned, that the Companys Quarterly
Report on Form 10-Q for the quarter ended April 1, 2006 (the Report) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that the information contained in the Report fairly
presents, in all material respects, the financial condition and results of operations of the Company.



|                  |  |        |  |                                                           
|----------------- |  | ------ |  | ----------------------------------------------------------
|Date: May 5, 2006 |  | By:    |  | /s/ JoAnn A. Reed                                         
|                  |  | Name:  |  | JoAnn A. Reed                                             
|                  |  | Title: |  | Senior Vice President, Finance and Chief Financial
Officer

This certification accompanies this Quarterly Report on Form 10-Q pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by such Act, be deemed filed by the Company for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act). Such certification
will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except to the extent that the Company specifically incorporates it by reference.