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

 

 

**AMENDMENT TO**

**HIGHWOODS PROPERTIES, INC.**

**AMENDED AND RESTATED 1994 STOCK OPTION PLAN**

 

Highwoods Properties, Inc. (the “Company”) adopted the Highwoods Properties, Inc. Amended and Restated 1994 Stock Option Plan (the “Plan”) to encourage and enable the officers, employees and directors of the Company and its subsidiaries, upon whose judgment, initiative and efforts the Company largely depends for the successful conduct of its business, to acquire a proprietary interest in the Company, thereby assuring a closer identification of their interests with those of the Company, and stimulating their efforts on the Company’s behalf and strengthening their desire to remain with the Company.  Section 11 of the Plan provides that the Board may amend the Plan at any time.

 

The Board desires to amend the Plan as follows to comply with the requirements of Section 409A of the Code, effective January 1, 2009.  Terms not defined in this Amendment shall have the same meaning as in the Plan.  

 

SECTION 1.  Effective for grants occurring on or after January 1, 2009, Section 5(a)(i) of the Plan shall be replaced in its entirety with the following:

 

“Exercise Price.  The exercise price per share for the Shares covered by a Stock Option granted pursuant to this Section 5(a) shall be determined by the Committee at the time of grant but shall not be less than 100% of Fair Market Value on the date of grant.  If an employee owns or is deemed to own (by reason of the attribution rules applicable under Section 424(d) of the Code) more than 10% of the combined voting power of all classes of stock of the Company or any Subsidiary or parent corporation and an Incentive Stock Option is granted to such employee, the option price of such Incentive Stock Option shall not be less than 110% of Fair Market Value on the grant date.”

 

SECTION 2.  Section 8 of the Plan shall be replaced in its entirety with the following:

 

“The Committee may from time to time grant Phantom Stock Awards to any participant under the Plan.  Each Phantom Stock Award shall be evidenced by a written instrument, and shall be subject to such terms and conditions as the Committee may determine.  Subject to such terms and conditions as may be established by the Committee in accordance with Section 409A, the participant and/or Committee may select the date or event as of which any Phantom Stock Award or portion thereof may be exercised.  The participant shall be entitled to receive payment, in the form, in the manner and at the time specified in or pursuant to the award agreement, of an amount equal to the Fair Market Value at the date of exercise of the Shares as to which the Phantom Stock is awarded.  Such payments may be made in cash, in Shares valued at Fair Market Value as of the date of exercise, or in any combinationthereof, as the Committee in its discretion shall determine.”

 

SECTION 3.  Except as modified herein, all other provisions of the Plan remain in full force and effect.
**EXHIBIT 32.1**

 

**SECTION 906 CERTIFICATION OF THE CEO(1)**

 

Certificationof Chief Executive OfficerPursuant to 18 U.S.C. Section 1350, as Adopted Pursuant ToSection 906 of the Sarbanes-Oxley Act of 2002

 

In connectionwith the Quarterly Report of Favrille, Inc. on Form 10-Q for thequarter ended March 31, 2006 filed with the Securities and ExchangeCommission (the “Report”), to which this Certification is attached to as Exhibit 32.1,I, John P. Longenecker, President and Chief Executive Officer of Favrille, Inc.,certify that, to the best of my knowledge:

 

1.               TheReport fully complies with the requirements of Section 13(a) or 15(d) ofthe Securities Exchange Act of 1934, as amended; and

 

2.               Theinformation contained in the Report fairly presents, in all material respects,the financial condition and results of operations of Favrille, Inc. forthe period covered by the Report.

 

A signedoriginal of this written statement required by Section 906, or otherdocument authenticating, acknowledging or otherwise adopting the signature thatappears in typed form within the electronic version of this writtenstatement required by Section 906, has been provided to Favrille, Inc.and will be retained by Favrille, Inc. and furnished to the Securities andExchange Commission or its staff upon request.

 

 
| Date   | May 15, 2006 |   | By                                    | /s/ John P. Longenecker |   |
|--------|-------------------|--------|---------------------------------------|------------------------------|--------|
|   |              |   | John P. Longenecker, Ph.D.,           |
|   |              |   | President and Chief Executive Officer |

 

 

----

(1) Thiscertification accompanies the Form 10-Q to which it relates, is not deemedfiled with the Securities and Exchange Commission and is not to be incorporatedby reference into any filing of Favrille, Inc. under the Securities Act of1933, as amended, or the Securities Exchange Act of 1934, as amended (whethermade before or after the date of the Form 10-Q), irrespective of anygeneral incorporation language contained in such filing.

 

----
#### Charles CAMAROTO, Appellant, v. STATE of Florida, Appellee.

No. 5D03-273.

District Court of Appeal of Florida, Fifth District.

July 3, 2003.

Rehearing Denied Aug. 8, 2003.

Charles Camaroto, Crestview, pro se.

No Appearance for Appellee.

SHARP, W., J.

Camaroto appeals from the summary denial of his motion seeking post-conviction relief filed pursuant to Florida Rule of Criminal Procedure 3.850, concerning his conviction for armed burglary of a dwelling (Case No. 98-226). He is a frequent filer with this court.1 We affirm, finding the motion is successive.

In June of 2000, Camaroto filed a motion for post-conviction relief, concerning Case No. 98-226. The trial court summarily denied the motion on March 14, 2001. No appeal was taken.

In January of 2002, Camaroto filed a second motion for post-conviction relief, pursuant to Florida Rule of Criminal Procedure 3.850, concerning Case No. 98-226. The trial court denied it on September 11, 2002, as successive because it repeated the same issues raised in the first motion.

On October 8, 2002, Camaroto filed a lengthy petition for writ of habeas corpus in the Florida Supreme Court, reiterating the claims he raised in his second motion. The court treated his petition as an appeal from the trial court’s September 11, 2002 denial of his second motion and transferred the case to our court.

Although Camaroto’s pleading in this proceeding is exceedingly lengthy, it is basically a repeat of his first motion. As such, it is successive and improper.2 We warn Camaroto against filing additional successive pleadings in this court regarding his conviction in Case No. 98-226. His attempt to do so will result in an order instructing the Clerk of this court not to accept further *pro se*pleadings regarding that case unless signed by an attorney licensed to practice law in this state.

AFFIRMED.

SAWAYA, C.J., and THOMPSON, J., concur.

1

. *See*Case Nos. 01-636, 01-637, 01-2456, 02-344, 02-755, 02-1525, 02-1527, 02-1664, 02-1670. This court prohibited the defendant from any further *pro se*filings with the exception of direct appeals of post-conviction motions. *See Camaroto v. Pomar,*830 So.2d 955 (Fla. 5th DCA 2002).

2

. *See Polk v. State,*820 So.2d 456 (Fla. 5th DCA 2002); *Freeman v. State,*773 So.2d 110 (Fla. 5th DCA 2000), *rev. denied,*805 So.2d 806 (Fla.2001).
[Federal Register Volume 70, Number 198 (Friday, October 14, 2005)]
[Rules and Regulations]
[Page 59992]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 05-20628]


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

DEPARTMENT OF TRANSPORTATION

Federal Aviation Administration

14 CFR Part 71

[Docket No. FAA-2005-21874; Airspace Docket No. 05-ACE-28]


Modification of Class E Airspace; Dodge City Regional Airport, 
KS; Correction

AGENCY: Federal Aviation Administration (FAA), DOT.

ACTION: Direct final rule; request for comments; correction.

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

SUMMARY: This action corrects an error in the legal description of a 
direct final rule, request for comments that was published in the 
Federal Register on Friday, July 29, 2005 (70 FR 43744).

DATES: This direct final rule is effective on 0901 UTC, October 27, 
2005.

FOR FURTHER INFORMATION CONTACT: Brenda Mumper, Air Traffic Division, 
Airspace Branch, ACE-520A, DOT Regional Headquarters Building, Federal 
Aviation Administration, 901 Locust, Kansas City, MO 64106; telephone: 
(816) 329-2524.

SUPPLEMENTARY INFORMATION: 

History

    Federal Register Document 2005-21874 published on Friday, July 29, 
2005 (70 FR 43744), modified Class E Airspace at Dodge City, KS. The 
latitude and longitude used in the airport reference point was 
incorrect. This action corrects that error.

0
Accordingly, pursuant to the authority delegated to me, the errors for 
Class E Airspace, Dodge City, KS as published in the Federal Register 
Friday, July 29, 2005 (70 FR 43744), (FR Doc. 2005-21874), are 
corrected as follows:


Sec.  71.1  [Corrected]

0
On page 43745, Column 2, change the latitude and longitude of Dodge 
City Regional Airport, KS to (Lat. 37[deg]45'48'' N., long 
99[deg]57'56'' W.) for ACE KS E2 and ACE KS E5.

    Issued in Kansas City, MO, on September 28, 2005.
Elizabeth S. Wallis,
Acting Area Director, Western Flight Services Operations.
[FR Doc. 05-20628 Filed 10-13-05; 8:45 am]
BILLING CODE 4910-13-M
#### Kaplon-Belo Associates, Inc., Appellant, v McKesson Corp. et al., Respondents.

[719 NYS2d 606]

In an action, *inter alia,*to recover a brokerage commission, the plaintiff appeals, as limited by its brief, from so much of an order of the Supreme Court, Queens County (Polizzi, J.), dated June 7, 1999, as granted the motion of the defendants Hentz-Dor Real Estate, Inc., and Benny Dor, in which the defendant McKesson Corp., joined, for summary judgment dismissing the first cause of action insofar as asserted against the defendant McKesson Corp., and the third cause of action insofar as asserted against the defendant Benny Dor.

*555Ordered that the order is affirmed insofar as appealed from, with costs.

The parties to the brokerage agreement at issue agreed that no commission would be due if the sale was not consummated and title did not transfer. Although the plaintiff produced a prospective buyer for the purchase of commercial property, no contract of sale was ever executed. Therefore, the plaintiff is not entitled to recover a commission *(see, Hayes & Assocs. v Island Jeep Eagle,*266 AD2d 386; *Maurice B. Cunningham, Inc. v Nugent St. Corp.,*202 AD2d 649; *Graff v Billet,*101 AD2d 355, *affd*64 NY2d 899).

The plaintiff’s remaining contentions are without merit. Ritter, J. P., H. Miller, Feuerstein and Smith, JJ., concur.
<PAGE>
                                                                    Exhibit 23.1


                      CONSENT OF INDEPENDENT ACCOUNTANTS
                      ----------------------------------

We hereby consent to the incorporation by reference in the Registration
Statement on (i) Form S-3 (No. 333-84307), (ii) Form S-4 (SEC File No.
333-91463), (iii) Form S-8 (SEC File No. 333-70145), (iv) Form S-8 (SEC File No.
333-79331), (v) Form S-8 (SEC File No. 333-95505) of EarthWeb Inc. of our
report dated February 7, 2001 relating to the consolidated financial statements
and financial statement schedule, which appear in this Form 10-K.


/s/ PricewaterhouseCoopers LLP

New York, New York
March 31, 2001
EXHIBIT 32.1

                Certification of the Chief Executive Officer
                     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 Monadnock Community Bancorp, Inc.
(the "Company") on Form 10-QSB for the period ending June 30, 2005 as filed
with the Securities and Exchange Commission on the date hereof (the
"Report"), I, William M. Pierce, Jr., President and Chief Executive 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 and in connection
with this quarterly report on Form 10-QSB that:

      1.    The Report fully complies with the requirements of Sections
            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 company's financial condition and results
            of operations.


Date: August 11, 2005                  /s/ William M. Pierce, Jr.
                                           --------------------------------
                                           William M. Pierce, Jr.
                                           President and Chief Executive
                                           Officer


<PAGE>  24
Exhibit 4.1









THE BOARD OF THIS CORPORATION HAS THE AUTHORITY TO CREATE AND DETERMINE
THE RELATIVE RIGHTS AND PREFERENCES OF CLASSES OR SERIES OF SHARES OF CAPITAL
STOCK OTHER THAN COMMON STOCK. THIS CORPORATION WILL FURNISH TO ANY SHAREHOLDER
UPON WRITTEN REQUEST SENT TO ITS PRINCIPAL EXECUTIVE OFFICES, AND WITHOUT
CHARGE, A FULL STATEMENT OF THE BOARD’S AUTHORITY TO CREATE AND DETERMINE THE
RELATIVE RIGHTS AND PREFERENCES OF CLASSES OR SERIES OF SHARES OF CAPITAL STOCK
AS WELL AS THE DESIGNATIONS, PREFERENCES, LIMITATIONS AND RELATIVE RIGHTS OF
THE SHARES OF EACH CLASS OR SERIES THEN OUTSTANDING OR AUTHORIZED TO BE ISSUED.


	
  

 
	 
 
	
 The following abbreviations, when
 used in the inscription on the face of this certificate, shall be construed
 as though they were written out in full according to applicable laws or
 regulations:

 




	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
 UTMA

 	
 –

 	
  

 	
 Custodian

 	
  

 
	
 TEN COM

 	
 –

 	
 as tenants in common

 	
  

 	
  

 	
  

 	
 (Cust)

 	
  

 	
 (Minor)

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
 TEN ENT

 	
 –

 	
 as tenants by entireties

 	
  

 	
  

 	
  

 	
 under Uniform Transfers to Minors

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
 JT TEN

 	
 –

 	
 as joint tenants with right of survivorship
and not as tenants in common

 	
  

 	
  

 	
  

 	
 Act

 	
  

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
 (State)

 
	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 	
  

 
	
 Additional abbreviations may also be used though not in above list.

 
	 
 






For
value received _____ hereby sell, assign, and transfer
unto


	
  

 	
  

 
	
 PLEASE INSERT
 SOCIAL SECURITY OR OTHER

 	

 
	
 IDENTIFYING
 NUMBER OF ASSIGNEE

 	

 
	
 
 	
 
 
	
 
 
	
 (PLEASE PRINT OR
 TYPEWRITE NAME AND ADDRESS INCLUDING ZIP CODE OF ASSIGNEE)




 
	

 
	
  





 
	

 
	

 


__________________________________________________________Shares of the capital
stock represented by the within Certificate, and do hereby irrevocably
constitute and appoint_______________________________ Attorney to transfer
the said stock on the books of the within-named Corporation with full power of
substitution in the premises.


	
  

 	
  

 
	
 Dated
 ________________

 	
 X

 
	
  

 	

 
	
  

 	
 X

 
	

 	
 NOTICE: THE
 SIGNATURE TO THIS ASSIGNMENT MUST CORRESPOND WITH THE NAME AS WRITTEN UPON
 THE FACE OF THE CERTIFICATE IN EVERY PARTICULAR WITHOUT ALTERATION OR
 ENLARGEMENT OR ANY CHANGE WHATEVER. 

 






 SIGNATURE GUARANTEED


	
  

 
	
 ALL GUARANTEES MUST BE
 MADE BY A FINANCIAL INSTITUTION (SUCH AS A BANK OR BROKER) WHICH IS A
 PARTICIPANT IN THE SECURITIES TRANSFER AGENTS MEDALLION PROGRAM (“STAMP”),
 THE NEW YORK STOCK EXCHANGE, INC. MEDALLION SIGNATURE PROGRAM (“MSP”), OR THE
 STOCK EXCHANGES MEDALLION PROGRAM (“SEMP”) AND MUST NOT BE DATED. GUARANTEES
 BY A NOTARY PUBLIC ARE NOT ACCEPTABLE.
#### Herbert Heinig et al., respondents, *v.*Jacob Smellow et al., appellants.

[Argued October 23d, 1946.

Decided January 17th, 1947.]

*Mr. Morris Bloom,*for the appellants.

*Mr. Charles C. Babcock,*for the respondents.

Per Curiam.

The order appealed from is affirmed, for the reasons stated in the opinion filed in the court below by Vice-Chancellor Woodruff, and reported at *138 N. J. Eq. 119.*

*309
      *For affirmance*— The Chibe-Justice, Parker, Bodine, Donges, Heiier, Perskie, Colie, Wacheneeld, Eastwood, Wells, Raeeerty, Dill, Freund, McGeehan, McLean, JJ. 15.

*For reversal*— None.
Anita S. ALDAY, Plaintiff, v. Stephen R. ALDAY, Defendant.

No. COA17-485

Court of Appeals of North Carolina.

Filed: November 7, 2017

REVERSE. REMAND.
#### UNITED STATES of America, Plaintiff-Appellee, v. Phillip Wayne McDANIEL, Jr., Defendant-Appellant.

No. 02-16671

Non-Argument Calendar.

United States Court of Appeals, Eleventh Circuit.

July 25, 2003.

K. Lyn Campbell Hillman and Carlos Alfredo Williams, Fed. Pub. Defenders, Fed. Def. Org., Mobile, AL, for Defen-danb-Appellant.

Leigh Lichty Pipkin, Richard H. Loftin, Mobile, AL, for Plaintiff-Appellee.

Before CARNES, BARKETT and WILSON, Circuit Judges.

PER CURIAM:

Phillip Wayne McDaniel, Jr., appeals his 33 month sentence for possession of a firearm by a convicted felon, in violation of 18 U.S.C. § 922(g)(1). On appeal, McDaniel argues that the district court erred by ruling that it did not have the authority to order McDaniel’s sentence to run concurrently with an unimposed sentence on pending state charges. McDaniel maintains that if, at the time of his federal sentencing, he had already been sentenced in state court, his federal sentence would fall under the provisions of U.S.S.G. § 5G1.3 (b) or (c), which would mandate or at least allow for concurrent sentencing. He states that the language of 18 U.S.C. § 3584, which governs the imposition of multiple sentences, indicates that a district court may order terms of imprisonment imposed at different times to run concurrently. He further contends that this Court’s decision in *United States v. Ballard,*6 F.3d 1502 (11th Cir.1993), “specifically noted that both [18 U.S.C. § 3584] and the [Guidelines were silent ... on this situation” and that *Ballard*“directed that the lower courts consider the policy of § 5G1.3 as if the state sentence had been imposed and then consider the factors of 18 U.S.C. § 3553 in order to determine if a consecutive or concurrent sentence is warranted.”

*1288The issue presented, whether a district court is authorized to make a federal sentence concurrent to a state sentence not yet imposed for pending state charges, is one of first impression. It raises a pure question of law that we review *de novo. See United States v. Barbour,*70 F.3d 580, 586 (11th Cir.1995) (articulating that pure questions of law are subject to *de novo*review).

Upon careful review of the record and our precedent, and upon consideration of the parties’ briefs, we find reversible error. Our opinion in *United States v. Andrews,*330 F.3d 1305 (11th Cir.2003), clarifies that under *United States v. Ballard,*6 F.3d 1502 (11th Cir.1993), a district court does have the authority to make a federal sentence concurrent to a state sentence not yet imposed for pending state charges, *(“Ballard*clearly concludes that a district court need not concern itself with whether a state sentence has already been imposed when determining whether to make the federal sentence consecutive or concurrent with the state sentence.” *Id.*(citing *Ballard,*6 F.3d at 1504-10)). Because the district court mistakenly believed it lacked the authority to impose a concurrent sentence, we vacate McDaniel’s sentence and remand for resentencing.

VACATED AND REMANDED.
|   | 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 this Report fairly presents, in all material      respects, the financial condition and results of operations of the      Company. |
|--------|----|----------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|   | By:    | /s/      Dennis M. Terry                              |
|--------|--------|-------------------------------------------------------|
|   |   | Dennis      M. Terry                                  |
|   |   | President      and Chief Executive Officer            |
|   |   |                                                  |
|   |   |                                                  |
|   |   |                                                  |
|   | By:    | /s/      Darlene F. McDonald                          |
|   |   | Darlene      F. McDonald                              |
|   |   | Senior      Vice-President and Chief FinancialOfficer |
<page>
										EXHIBIT 31.01

CERTIFICATIONS

I, Jeffrey A. Rothman, President of Demeter Management Corporation
("Demeter"), the general partner of the registrant, certify that:

1.	I have reviewed this annual report on Form 10-K of the
registrant;

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 registrant as of, and for, the
periods presented in this report;

4.	The registrant's other certifying officer 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 registrant 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 registrant, including its consolidated
subsidiaries, is made known to us by others within those
entities, particularly during the period in which this
report is being prepared;

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

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


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

a)	All significant deficiencies and material weaknesses in the
design or operation of internal controls over financial
reporting which are reasonably likely to adversely affect
the registrant'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
registrant's internal control over financial reporting.



Date:   March 30, 2004     /s/	Jeffrey A. Rothman
	Jeffrey A. Rothman
	President,
	Demeter Management Corporation,
	general partner of the registrant