alea-institute/kl3m-data-sample-004-shuffled huggingface dataset:
Warrant Repurchase Agreement dated May 20, 2009, between IBERIABANK Corporation



 Exhibit 10.1 
 UNITED STATES DEPARTMENT OF THE TREASURY 
 1500 Pennsylvania Avenue, NW 
 Washington, D.C. 20220 
 May 20, 2009

 Ladies and Gentlemen: 
 Reference is made to
the redemption of preferred shares as of the date set forth on Schedule A hereto (the “Preferred Shares”), by the company set forth on Schedule A hereto (the “Company”).  
 The Company has completed the redemption of all of the Preferred Shares issued to the United States Department of the Treasury (the
“Investor”) pursuant to the Securities Purchase Agreement – Standard Terms (including the Annexes thereto) and the Letter Agreement, (including the Schedules thereto), dated as of December 5, 2008 (the “Securities
Purchase Agreement”) between the Company and the Investor. Following such time, the Company delivered a Warrant Repurchase Notice dated as of the date set forth on Schedule A hereto to the Investor. In connection with the consummation, on the
date hereof, of the repurchase of the Warrant by the Company from the Investor, as contemplated by the Warrant Repurchase Notice and Section 4.9 of the Securities Purchase Agreement: 
 (a) The Company hereby acknowledges receipt from the Investor of the Warrant; and 
 (b) The Investor hereby acknowledges receipt from the Company of a wire transfer to the account of the Investor set forth on Schedule A
hereto in immediately available funds of the aggregate purchase price set forth on Schedule A hereto, representing payment in full for the Warrant, determined in accordance with Section 4.9 of the Securities Purchase Agreement. 
 This letter agreement will be governed by and construed in accordance with the federal law of the United States if and to the extent such law is
applicable, and otherwise in accordance with the laws of the State of New York applicable to contracts made and to be performed entirely within such State. 
 This letter agreement may be executed in any number of separate counterparts, each such counterpart being deemed to be an original instrument, and all such counterparts will together constitute the same agreement.
Executed signature pages to this letter agreement may be delivered by facsimile and such facsimiles will be deemed sufficient as if actual signature pages had been delivered. 







 In witness whereof, the parties have duly executed this letter agreement as of the date first
written above. 
  

			
	UNITED STATES DEPARTMENT OF THE TREASURY
		
	By:	 	 /s/ Duane D. Morse

	Name:	 	Duane Morse
	Title:	 	Chief Risk and Compliance Officer
	
	IBERIABANK CORPORATION:
		
	By:	 	 /s/ George J. Becker III

	Name:	 	George J. Becker III
	Title:	 	Executive Vice President and Corporate Secretary
II

106TH CONGRESS

2D SESSION S. 2359

To make technical corrections in United States Customs Service regulations

regarding the importation of goods bearing foreign owned trademarks

or trade names, and for other purposes.

IN THE SENATE OF THE UNITED STATES

APRIL 5, 2000

Mr. ROBB (for himself and Mr. WARNER) introduced the following bill; which

was read twice and referred to the Committee on Finance

A BILL

To make technical corrections in United States Customs

Service regulations regarding the importation of goods

bearing foreign owned trademarks or trade names, and

for other purposes.

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

3 That the Secretary of the Treasury, acting through the

4 Commissioner of Customs, shall modify Customs Service

5 rules regarding restrictions on importation of gray market

6 articles set forth in part 133 of title 19, Code of Federal

7 Regulations, by providing relief from detention for re8 stricted gray market goods—
2

S 2359 IS

1 (1) bearing more than one trademark or trade

2 name; and

3 (2) for which the United States owner of any

4 trademark or trade name appearing on such goods

5 is the same as, a parent or subsidiary of, or party

6 otherwise subject to common ownership or control

7 with, any foreign owner of any other trademark or

8 trade name appearing on such goods.

9 SEC. 2. The effective date of any modification to Cus10 toms Service rules made pursuant to this Act shall be the

11 date of enactment of this Act.

Æ
Letter of Amendment to the Master Services Agreement



 Exhibit 10.4 
 EXPEDIA CONFIDENTIAL 
 February 19, 2009 
 David Cathcart 
 Chief Financial Officer 
 TRX, Inc.

 2970 Clairmont Road 
 Suite 300 
 Atlanta, GA 30329 
  

	Re:	Letter of Amendment 

 Dear David: 
 The purpose of this letter is to document certain amendments to the pricing and other terms set forth in the Master Service Agreement, dated January 1, 2007, as
amended, and associated exhibits and statements of work thereunder (collectively, the “Agreement”) between Expedia, Inc., (“Expedia”) and TRX, Inc. (“TRX”), and/or their respective subsidiaries.
Capitalized terms, where not defined herein, will have the meanings set forth in the Agreement. Expedia and TRX now agree to further amend the Agreement as follows: 
  

	 	•	 	 Pricing. The pricing in Appendix 1 to Exhibit B (Pricing for Common Services) shall be modified in accordance with the pricing set forth in the
attached Exhibit 1. 


  

	 	•	 	 Exclusivity for Certain * Processes. During 2009, except as otherwise agreed by the Parties in writing, TRX will be the exclusive third-party provider of the
Services listed in the attached Exhibit 2 for the * Points of Sale (the “Select Services”).* 


 * 
  

 * Confidential Treatment Requested 
  


 1 of 6 








 EXPEDIA CONFIDENTIAL 
 * 
  

	 	•	 	 Training *. At Expedia’s request, TRX will provide reasonable assistance to (a) design training curriculum, (b) develop training documents,
and/or (c) train *. Such training services will be billed at the hourly rates set forth in Appendix 1 of Exhibit B of the Agreement. Expedia will reimburse TRX for all travel and travel related expenses incurred in connection with
such training services. Such expenses must be approved by Expedia in advance and billed to Expedia without additional markup or administrative fees. 


  

	 	•	 	 * 


 

 
  

 * Confidential Treatment Requested 
  


 2 of 6 








 EXPEDIA CONFIDENTIAL 
  

	 	•	 	 Settlement and Reporting. * 


  

	 	•	 	 Except as expressly set forth in this Letter of Amendment, the Agreement will remain in full force and effect in accordance with its terms.



 Please acknowledge your agreement to the foregoing by signing in the space provided below and returning a signed copy to me as soon as
possible. If you do not agree with any of the foregoing, please contact me as soon as possible so that we can determine how best to proceed. 
  

	
	Yours truly,
	
	Expedia, Inc.
	
	/s/ Kerri Landeis
	Kerri Landeis
	Vice President, Global Supply Operations


  

			
	Acknowledged and Agreed:
	
	TRX, Inc.
		
	By:	 	/s/ David D. Cathcart


			
	Title:	 	CFO


			
	Date Signed:	 	3 March 2009

 

 
  

 * Confidential Treatment Requested 
  


 3 of 6 








 EXPEDIA CONFIDENTIAL 
 EXHIBIT 1 
 MODIFIED PRICING 
 * 
  

 * Confidential Treatment Requested 
  


 4 of 6 








 EXPEDIA CONFIDENTIAL 
 EXHIBIT 2 
 SELECT SERVICES 
 * 
  

 * Confidential Treatment Requested 
  


 5 of 6 








 EXPEDIA CONFIDENTIAL 
 EXHIBIT 3 
 PROCESSES 
 *

  

 * Confidential Treatment Requested 
  


 6 of 6
<PAGE>

                                                                   EXHIBIT 10.28

February 15, 2002

Mr. Emilio Romano
ERM & Associates, Inc.
2875 NE 191 Street, Ste. 514
Aventura, FL  33180

      Re: Extension of Consulting Agreement dated January 1, 2002 (the
"Consulting Agreement") between Princeton Video Image, Inc. ("PVI") and Emilio
Romano and ERM & Associates, Inc.

Dear Emilio:

This letter will confirm that we have agreed to extend the term of the
Consulting Agreement for an additional 3 months, to and including May 15, 2002.

Please sign and return the enclosed copy of this letter to confirm your
agreement.

                                        Sincerely,
                                        Princeton Video Image, Inc.


                                        By:  /s/ David Sitt
                                           -------------------------------------
                                           Co-Chief Executive Officer

Agreed and accepted this 15th day
of February, 2002


/s/ Emilio Romano
---------------------------------
Emilio Romano
For ERM & Associates, Inc. and himself, personally
II

Calendar No. 574

106TH CONGRESS

2D SESSION S. 2277

[Report No. 106–305]

To terminate the application of title IV of the Trade Act of 1974 with

respect to the People’s Republic of China.

IN THE SENATE OF THE UNITED STATES

MARCH 23, 2000

Mr. ROTH (for himself, Mr. MOYNIHAN, Mr. MURKOWSKI, Mr. THOMAS, Mrs.

FEINSTEIN, Mrs. LINCOLN, Mr. BAUCUS, Mr. HAGEL, Mr. GRAMS, Mr.

LIEBERMAN, Mr. ROBERTS, Mr. BREAUX, Mr. MCCONNELL, Mr. ROBB,

Mr. JOHNSON, Mr. LUGAR, Mr. SMITH of Oregon, Mr. KERREY, Mr.

GRAMM, Mr. BRYAN, Mr. COCHRAN, Mr. GRAHAM, Mr. INOUYE, Mr.

CRAIG, Mrs. MURRAY, and Mr. CONRAD) introduced the following bill;

which was read twice and referred to the Committee on Finance

MAY 25, 2000

Reported by Mr. ROTH, without amendment

A BILL

To terminate the application of title IV of the Trade Act

of 1974 with respect to the People’s Republic of China.

1 Be it enacted by the Senate and House of Representa2 tives of the United States of America in Congress assembled,
2

•S 2277 RS

1 SECTION 1. TERMINATION OF APPLICATION OF TITLE IV

2 OF THE TRADE ACT OF 1974 TO THE PEOPLE’S

3 REPUBLIC OF CHINA (CHINA).

4 (a) PRESIDENTIAL DETERMINATIONS AND EXTEN5 SION OF NONDISCRIMINATORY TREATMENT.—Notwith6 standing any provision of title IV of the Trade Act of 1974

7 (19 U.S.C. 2431 et seq.), the President may—

8 (1) determine that such title should no longer

9 apply to China; and

10 (2) after making a determination under para11 graph (1) with respect to China, proclaim the exten12 sion of nondiscriminatory treatment (normal trade

13 relations treatment) to the products of that country.

14 (b) CHINA’S ACCESSION TO THE WORLD TRADE OR15 GANIZATION (‘‘WTO’’).—Prior to making the determina16 tion provided for in subsection (a)(1) and pursuant to the

17 provisions of section 122 of the Uruguay Round Agree18 ments Act (19 U.S.C. 3532), the President shall transmit

19 a report to Congress certifying that the terms and condi20 tions for China’s accession to the WTO are at least equiva21 lent to those agreed between the United States and China

22 on November 15, 1999.

23 SEC. 2. EFFECTIVE DATES.

24 (a) The extension of nondiscriminatory treatment

25 pursuant to section 1(a)(1) shall be effective no earlier

26 than the effective date of China’s accession to the WTO.
3

•S 2277 RS

1 (b) On and after the effective date under subsection

2 (a) of the extension of nondiscriminatory treatment to the

3 products of China, title IV of the Trade Act of 1974 shall

4 cease to apply to that country.
Calendar No. 574

106TH CONGRESS

2D SESSION S. 2277

[Report No. 106–305]

A BILL

To terminate the application of title IV of the

Trade Act of 1974 with respect to the People’sRepublic of China.

MAY 25, 2000

Reported without amendment
<PAGE>

                                 Exhibit 10.14

                            AMENDMENT 2000-3 TO THE
                     PACIFIC CENTURY FINACIAL CORPORATION
                           STOCK OPTION PLAN OF 1994


          In accordance with Article 13 of the Pacific Century Financial
Corporation Stock Option Plan of 1994 (hereinafter "Plan"), the Plan is hereby
amended by this Amendment No. 2000-3, effective as of the date of adoption by
the Board of Directors, in the following respect:

          Section 6.10 of the Plan shall be amended by removing the second
sentence in Section 6.10 and inserting the following provisions in lieu thereof:

          If the employment of a Participant is terminated by the Company for
any reason other than the reasons set forth in Section 6.8 or 6.9, all Options
held by the Participant which are vested as of the effective date of such
employment termination shall be exercisable only within the period beginning on
such date and ending three months after such date, and such Options shall be
forfeited immediately following the end of such period.  However,
notwithstanding the preceding sentence, a vested Option which is an NQSO may be
exercisable following such employment termination for a period longer than the
otherwise applicable three-month period in accordance with the terms and
conditions of the NQSO as may be established by the Committee.

          To record the adoption of this amendment, Pacific Century Financial
Corporation has executed this document this 8th day of December, 2000.

                                PACIFIC CENTURY FINANCIAL
                                CORPORATION

                                By   /s/ RICHARD J. DAHL
                                   --------------------------
                                   Its  Richard J. Dahl
                                   President & Chief Operating Officer

                                By   /s/ NEAL C. HOCKLANDER
                                   --------------------------
                                   Its  Neal C. Hocklander
                                   Executive Vice President
Exhibit 10.1


 


Date


 


Georgia Gulf Corporation


115 Perimeter Center Place


Atlanta, GA 30346


 


Re:  Forfeiture of Stock Options


 


Dear
                        ,


 


This letter is to advise you
that I voluntarily forfeit
             stock
options granted to me on February 28, 2005 with a grant price of $53.38.
The purpose is to return these to the Company so that the Company may make
further grants to other employees. I acknowledge that the Company has made no
commitment to grant any new equity awards to replace the forfeited options and
I understand that the options I have forfeited will not be used to make a
future equity grant to me.


 


Sincerely,


 


 


Officer
**Exhibit 32.2**

 

CERTIFICATIONPURSUANT TO

18 U.S.C. Section 1350

AS ADOPTEDPURSUANT TO

SECTION 906OF THE SARBANES-OXLEY ACT OF 2002

 

In connection with theQuarterly Report of XETA Technologies, Inc. (the “Company”) on Form 10-Qfor the fiscal quarter ended July 31, 2009, as filed with the Securitiesand Exchange Commission (the “Report”), I, Robert B. Wagner, Chief FinancialOfficer of the Company, certify, pursuant to 18 U.S.C. Section 1350, asadopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

 

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

 

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

 
|   |                    |
|--------|-------------------------|
|   | /s/ Robert B. Wagner    |
|   | Robert B. Wagner        |
|   | Chief Financial Officer |
|   | August 28, 2009    |

 

----
II

106TH CONGRESS

1ST SESSION S. 237

To allow the psychiatric or psychological examinations required under chapter

313 of title 18, United States Code, relating to offenders with mental

disease or defect, to be conducted by a clinical social worker.

IN THE SENATE OF THE UNITED STATES

JANUARY 19, 1999

Mr. INOUYE introduced the following bill; which was read twice and referred

to the Committee on the Judiciary

A BILL

To allow the psychiatric or psychological examinations required under chapter 313 of title 18, United States

Code, relating to offenders with mental disease or defect,

to be conducted by a clinical social worker.

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

3 SECTION 1. EXAMINATIONS BY CLINICAL SOCIAL WORK4 ERS.

5 Section 4247(b) of title 18, United States Code, is

6 amended, in the first sentence, by striking ‘‘psychiatrist
2

•S 237 IS

1 or psychologist’’ and inserting ‘‘psychiatrist, psychologist,

2 or clinical social worker’’.

Æ
Exhibit 31.1

Certifications

SECTION 302

I, Michael A. Freid, certify that:

1. I have reviewed this annual report on Form 10-KSB of American Fiber
Green Products, Inc.;

2. Based on my knowledge, this annual 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 circumstances under which such statements were made, not misleading with respect to the period covered by this annual report;

3. Based on my knowledge, the financial statements, and other financial information included in this annual 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 annual report;

4. The registrants other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and
have:

a) designed such disclosure controls and procedures 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 annual report is being prepared;

b) evaluated the effectiveness of the registrants disclosure controls and procedures as of a date within 90 days prior to the filing date of this annual report (the Evaluation Date); and

c) presented in this annual report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;

5. The registrants other certifying officers and I have disclosed, based on our most recent evaluation, to the
registrants auditors and the audit committee of registrants board of directors (or persons performing the equivalent functions):

a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrants ability to record, process, summarize and report financial data and have identified for the registrants
auditors any material weaknesses in internal controls; and

b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrants internal controls; and

6. The registrants other certifying officers
and I have indicated in this annual report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any
corrective actions with regard to significant deficiencies and material weaknesses.



|                                      |  |                                                          |  |               
|------------------------------------- |  | -------------------------------------------------------- |  | --------------
|/s/ Michael A. Freid Michael A.
Freid |  | Chief Financial Officer and Principal Accounting Officer |  | April 16, 2007
<TABLE> <S> <C>

<PAGE>
<ARTICLE> 5
       
<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          DEC-31-1998
<PERIOD-START>                             JAN-01-1998
<PERIOD-END>                               SEP-30-1998
<CASH>                                           7,951
<SECURITIES>                                         0
<RECEIVABLES>                                      103
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                                 8,136
<PP&E>                                          72,252
<DEPRECIATION>                                  18,101
<TOTAL-ASSETS>                                  76,847
<CURRENT-LIABILITIES>                            3,176
<BONDS>                                         48,867
<PREFERRED-MANDATORY>                            2,889
<PREFERRED>                                          0
<COMMON>                                         4,052
<OTHER-SE>                                     (3,790)
<TOTAL-LIABILITY-AND-EQUITY>                    76,847
<SALES>                                              0
<TOTAL-REVENUES>                                12,197
<CGS>                                                0
<TOTAL-COSTS>                                    4,703
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                               3,212
<INCOME-PRETAX>                                    720
<INCOME-TAX>                                       305
<INCOME-CONTINUING>                                415
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                       415
<EPS-PRIMARY>                                     0.11
<EPS-DILUTED>                                     0.10
        

</TABLE>
#### In the Matter of the Estate of Phillipine Ratz, Deceased.

Surrogate’s Court, Westchester County,

June 24, 1936.

*I. J. Beaudrias,*for the petitioner, Frieda A. Scheffmeyer.

*Maurice Chess [Robert P. Smith*of counsel], for Elsie 0. Yadersen and Louise R. Bleezarde, individually, and as administratrices, and for William H. Ratz, as administrator.

Slater, S. Frieda A.

Scheffmeyer is the petitioner as well as one of the administratrices and a daughter of the decedent herein. The representatives of the estate are in possession of certain bank books which stood in the names of the decedent and the petitioner, or the survivor of them. The petitioner asks that the title to the moneys in the banks, represented by the pass books, be determined.

Three of the four administrators, the petitioner being the other one, answer the petition and set up the defense of fraud and undue influence, as well as a defense of an agreement that the deposit *162should be shared equally by all the children, and also that the deposit was made for the convenience of the decedent.

In the answer the three administrators, as administrators and individually, demand a jury trial of the issues herein by virtue of their constitutional right.

The first question presented is whether the respondent administrators are entitled to a trial by jury of the issues raised by the pleadings herein. A matter arose in *Matter of Blair*(151 Misc. 192) upon similar facts. The Appellate Division modified the .sutrogate’s decision and held that the fact that the administrators had interposed as a counterclaim a legal cause of action in an answer to what in effect was an equity, suit, did not give rise to a right to a jury trial at common law. The appellate court held that, in the state of the pleadings, the executrix did not have a constitutional right of trial by jury so as to be entitled as of right under section 68 of the Surrogate’s Court Act to a jury trial. The court further held that a jury trial might only be accorded under the pleadings by way of advising the surrogate in the exercise of his powers as an equity chancellor, and that the verdict of such a jury might be rejected or accepted as the surrogate thought best. *(Matter of Blair [Petition of Bryan],*242 App. Div. 689.)

This rule of law has been followed in *Matter of Doherty*(155 Misc. 396) where Surrogate Wingate said that “ this rule applies even where a legal counterclaim is interposed in such a proceeding.”

The court must follow the rule laid down in this department, and, upon these facts, deny the constitutional right of a trial by jury as claimed by respondents herein.

The case in all its aspects is one which can be disposed of properly by the court without the aid of a jury. *(Bookbinder*v. *Chase National Bank of New York,*244 App. Div. 650, 653.) It becomes needless to have a trial with the aid of a jury whose verdict is merely advisory and may be rejected or accepted.