alea-institute/kl3m-data-sample-004-shuffled huggingface dataset:
exv10w36






Exhibit 10.36









TERMS OF CONSULTING AGREEMENT FOR STEPHEN J. GATTO



FROM 2004 THROUGH 2010



CONSULTING TERM



The Consultant’s terms of engagement will commence on January 1, 2004 and end on May 17, 2010.




POSITION & DUTIES



The Consultant shall serve as the Company’s CEO and Chairman of the Board during the Consulting
Term. As CEO and Chairman of the Board, the Consultant shall have such duties, authorities and
responsibilities commensurate with the duties, authorities and responsibilities of persons in
similar capacities in similarly sized companies and such other duties and responsibilities as the
Company’s Board shall designate that are consistent with the Consultant’s position as CEO and
Chairman of the Board.




COMPENSATION, BENEFITS, AND EXPENSES



Compensation. The Company agrees to pay the Consultant a salary at an annual rate of not
less than Two Hundred and Fifty Thousand Dollars ($250,000), from 2004 through 2005, to be
increased to Three Hundred Thousand ($300,000) from 2005 through 2007, and to be increased to Three
Hundred and Sixty Thousand Dollars ($360,000) from 2007 through May 17, 2010.



Bonus. Consultant shall be eligible for a One Million Dollar ($1,000,000) bonus, with
Five Hundred Thousand ($500,000) to be paid based upon the successful finalization of contractual
agreements to build the Clearfield, PA plant and Five Hundred Thousand ($500,000) to be paid upon
the successful completion of construction of the Clearfield, PA plant.



Tax and Financial Planning. Consultant shall receive an allowance of up to Eighteen
Thousand Dollars ($18,000.00) per year for actual costs associated with financial planning, tax
planning and preparation, and estate planning.



Automobile Allowance. Consultant shall receive an automobile allowance of up to Two
Thousand, Eighty-Three Dollars and Thirty-Three cents ($2,083.33) per month. This allowance shall
cover actual costs associated with the ownership or lease of Consultant’s vehicle, including
monthly payments and costs associated with obtaining automobile liability, property damage, and
comprehensive insurance coverage and the normal and necessary expenses for operation and
maintenance of such vehicle.



Business Expenses. The Company shall pay or reimburse the Consultant for all reasonable
and documented expenses actually incurred or paid by the Consultant during the Consulting Term in
the performance of Consultant’s services, upon presentation of expense statements or vouchers or such other supporting information as it may require.
* This order and judgment is not binding precedent, except under the doctrines of

law of the case, res judicata, and collateral estoppel. This court generally disfavors the

citation of orders and judgments; nevertheless, an order and judgment may be cited under

the terms and conditions of 10th Cir. R. 36.3.

** After examining the briefs and the appellate record, this three-judge panel has

determined unanimously that oral argument would not be of material assistance in the

determination of this appeal. See Fed. R. App. P. 34(a); 10th Cir. R. 34.1.9. The cause is

therefore ordered submitted without oral argument.

UNITED STATES COURT OF APPEALS

Filed 6/26/96

TENTH CIRCUIT

LORENZO FUENTES JIMENEZ,

Plaintiff - Appellant,

vs.

BILL R. STORY, Warden and unknown

defendant,

Defendant - Appellee.

No. 95-1468

(D.C. No. 95-S-2368)

(D. Colo)

ORDER AND JUDGMENT*

Before SEYMOUR, Chief Judge, KELLY, and LUCERO, Circuit Judges.**

Mr. Jimenez, an inmate appearing pro se, appeals from the dismissal of his civil

rights complaint and action brought pursuant to 42 U.S.C. § 1983. Because his complaint

seeks relief not limited to monetary compensation, and he has failed to comply with the

administrative grievance procedure, see 28 C.F.R. § 542.10-.16 (1994), his claim is

properly dismissed as he has failed to exhaust administrative remedies. See McCarthy v.
- 2 -

Madigan, 503 U.S. 140, 144-45 (1992). We additionally note that Mr. Jiminez’s petition

fails on the merits because the Sentencing Reform Act did not require a release as of

October 31, 1992, as he contends. 

AFFIRMED. We GRANT Mr. Jimenez’s Motion for Leave to Proceed on Appeal

Without Prepayment of Costs or Fees. The mandate shall issue forthwith.

Entered for the Court

Paul J. Kelly, Jr.

Circuit Judge
Severance Agreement Letter - Michael V. Kennedy



 Exhibit 10.6 
 [Letterhead of MacDermid] 
 September 8, 2006 

Michael Kennedy 
 MacDermid, Incorporated

 245 Freight Street 
 Waterbury, CT
06702 
  

	 	Re:	Severance Agreement 

 Dear Mike:

 I write to confirm our agreement regarding severance in the case where your employment with MacDermid is involuntarily
terminated without Cause (as defined herein) or within two (2) years after a Change of Control (as defined herein). If your employment with MacDermid is involuntarily terminated without Cause then MaDermid will pay you a severance equal
to one (1) year’s base salary, based upon the then most recent year period. In the alternative, if your employment is involuntarily terminated within two (2) years after a Change of Control then you will be paid a severance equal to
two (2) year’s base salary and cash bonus, based upon the then most recent two year period. In order to receive either foregoing severance payment, you will be required to execute MacDermid’s standard termination agreement (form
attached) containing a full, final general release in favor of MacDermid. 
 As used in this agreement, Cause and Change of
Control shall mean: 
  

	 	1.	CAUSE: 

  

	 	(i)	you are convicted of, or plead guilty or nolo contendere to, any crime constituting a felony or involving dishonesty or moral turpitude; 


 

	 	(ii)	you engage in any activity that amounts to negligence and that significantly affects the business affairs or reputation of the company; 


 

	 	(iii)	you willfully fail to perform your duties, or perform your duties in a grossly negligent manner, which failure or performance continues for twenty (20) days after
written notice from the company; or 

  

	 	(iv)	you violate the Company’s standard policies, or the law, and such violation creates a substantial liability (actual or potential) for the company.


  
  

			
	 MacDermid
 245 Freight
Street
 Waterbury, CT 06702
	  	 Phone 203-575-5646
 Fax 203-575-7970
 jcordani©macdermid.com










	 	2.	CHANGE OF CONTROL: 

  

	 	(i)	acquisition by any person or group, except for an employee benefit plan sponsored by the company, of beneficial ownership of 50% or more of the company’s voting
securities in any combination; 

  

	 	(ii)	the sale of all or substantially all of the assets of MacDermid; or 

  

	 	(iii)	individuals, who as of September 8, 2006 are members of MacDermid’s Board of Directors (the “Incumbents”), and any additional individuals
(“Additional Directors”) who are recommended to become Directors by a majority of the Incumbents and/or any then previously so recommended and elected Additional Directors, cease for any reason to constitute a majority of the Board of
Directors of MacDermid. 

 Please indicate your acceptance and agreement by countersigning and returning this
letter to my attention. 
  

	
	Sincerely,
	
	/s/ John L. Cordani
	John L. Cordani


  

	
	Accepted and Agreed
	
	/s/ Michael V. Kennedy
	Michael Kennedy
#### The People of the State of New York, Respondent, v Vincent Miller, Appellant.

Appeal from judgment, Supreme Court, New York County (Harold Rothwax, J.), rendered March 23, 1988, which convicted defendant, upon his pleas of guilty, of criminal possession of stolen property in the fourth degree (indictment No. 9438/87) and robbery in the second degree (indictment No. 727/88) and sentenced him as a predicate felony offender to indeterminate terms of imprisonment of from *IVz*to 3 years on indictment No. 9438/87 and 3 to 6 years on indictment No. 727/88, to be served consecutively, is held in abeyance, the order denying defendant’s motion to suppress physical evidence reversed, on the law, and *249the matter remanded for a suppression hearing. Motion by defendant to enlarge the judgment roll is denied.

As part of an omnibus motion, defendant moved to suppress physical evidence, i.e., a stolen credit card, pursuant to CPL 710.60. The motion was predicated on the affirmation of defense counsel. Counsel stated that, upon information and belief based upon conversations with the defendant, defendant was seized while standing in a hallway at 230 East 102nd Street, speaking to another individual; that defendant was engaged in no overtly illegal conduct, but was nevertheless detained, searched and arrested. The People submitted an affirmation in response alleging that the arresting officer saw defendant drop the evidence to the floor. The Judge summarily denied defendant’s motion, finding that defendant lacked standing upon the motion. While defense counsel’s affirmation could have been more specific, we find it was adequate to place in issue the lawfulness of the police conduct attendant upon the arrest of defendant and seizure of the credit card. We, thus, hold this appeal in abeyance and remand the matter for a suppression hearing. Concur—Sullivan, J. P., Milonas, Rosenberger, Asch and Kassal, JJ.
ex10_31.htm


STEM CELL ASSURANCE, INC.


SHAREHOLDER AGREEMENT AND IRREVOCABLE PROXY







This Shareholder Agreement and Irrevocable Proxy is by and between Richard M. Proodian (“Proodian”) and Mark Weinreb (“Weinreb”).  Proodian and Weinreb agree that the 21,522,609 shares of common stock, par value $.001 per share (the “Common Stock”), of Stem Cell Assurance, Inc. (the “Company”) owned by Proodian, and any and all shares of capital stock issued in connection with a stock dividend, stock split, reverse stock split, recapitalization, merger, consolidation, conversion or similar transaction (collectively, “Shares”), shall be voted as determined by Weinreb.







Proodian hereby appoints Weinreb his attorney and proxy, with full power of substitution, in the name and stead of Proodian, to vote as proxy all of the Shares at any and all meetings of the stockholders of the Company, including any adjournments or postponements thereof, and/or in any and all written consents in lieu of a meeting of stockholders, in such manner as Weinreb may determine in his sole discretion.







The foregoing irrevocable proxy is hereby declared to be irrevocable and to be a power coupled with an interest that shall survive the death, disability, incompetence or bankruptcy of Proodian.







This Shareholder Agreement and Irrevocable Proxy shall expire three (3) years from the date hereof and shall be binding upon the legal representatives, successors, assigns and transferees of Proodian.







This Shareholder Agreement and Irrevocable Proxy may only be amended by a writing executed by the parties.













	
Dated: June 15, 2011









 


/s/ Richard M. Proodian


Richard M. Proodian






















/s/ Mark Weinreb

Mark Weinreb
Exhibit 32.1


                           GREG MANNING AUCTIONS, INC.
                  SARBANES-OXLEY ACT SECTION 906 CERTIFICATION

In connection with this report on Form 10-K of Greg Manning Auctions, Inc. for
the year ended June 30, 2005, I, Greg Manning, President and Chief Executive
Officer of Greg Manning Auctions, Inc., hereby certify pursuant to 18 U.S.C. ss.
1350, as adopted pursuant to ss. 906 of the Sarbanes-Oxley Act of 2002, that:

     1.   this Form 10-K for the period ended June 30, 2005 fully complies with
          the requirements of section 13(a) or 15(d), as applicable, of the
          Securities Exchange Act of 1934; and

     2.   the information contained in this Form 10-K for the period ended June
          30, 2005 fairly presents, in all material respects, the financial
          condition and results of operations of Greg Manning Auctions, Inc.

Dated:   September 15, 2005
                                          /s/ Greg Manning
                                          -------------------------------------
                                          Greg Manning, President and Chief
                                          Executive Officer
EXECUTIVE OFFICE OF THE PRESIDENT

OFFICE OF THE UNITED STATES TRADE REPRESENTATIVE

WASHINGTON, D.C. 20508

January 23, 2019

RE: Product Exclusion Request Number: USTR-2018-0025-4079

Scosche Industries, Inc:

The purpose of this letter is to inform you that the product exclusion request referenced 

above has been denied. As you are aware, USTR published a Federal Register notice (83 FR 

28710) on June 20, 2018, that announced the Trade Representative’s determination to impose an 

additional duty of 25 percent on certain products from China. On July 11, 2018, the Trade 

Representative published a Federal Register notice (83 FR 32181) which announced that a 

process had been established under which interested persons could request that products falling 

within a covered HTSUS subheading be excluded from the additional duties announced on June 

20. 

Your request was reviewed in accordance with the factors and procedures set forth in 

Section B(1) of the July 11 notice. Based on that review, and after careful consideration, your 

request was denied because the request failed to show that the imposition of additional duties on 

the particular product would cause severe economic harm to you or other U.S. interests.

Because USTR will grant exclusion requests on a product specific basis, you may still 

benefit from a product exclusion if a similar product is granted an exclusion. Products for which 

an exclusion has been granted will be periodically announced on the USTR website. Product 

exclusions will become legally effective once published in the Federal Register. 

Sincerely,

Stephen P. Vaughn

General Counsel
**EXHIBIT 32.1**TWEETER HOME ENTERTAINMENT GROUP, INC.CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THESARBANES-OXLEY ACT OF 2002In connection with this Quarterly Report of Tweeter Home Entertainment Group, Inc. (the “Company”)on Form 10-Q for the period ending March 31, 2007 as filed with the Securities and ExchangeCommission on the date hereof, (the “Report”), I, Joseph G. McGuire, President and Chief ExecutiveOfficer of the Company, hereby certify, pursuant to 18 U.S.C. (section) 1350, as adopted pursuantto (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 SecuritiesExchange Act of 1934; and(2) The information contained in the Report fairly presents, in all material respects, thefinancial condition and results of operations of the Company.Date: May 15, 2007     /s/ Joseph G. McGuire   Joseph G. McGuire   President and Chief Executive Officer
#### Judy Kay WOERNER, Respondent, v. David Reid WOERNER, Appellant.

No. WD 40965.

Missouri Court of Appeals, Western District.

June 13, 1989.

David K. Holdsworth, David L. Cooper, Liberty, for appellant.

Thomas E. Hankins, Gladstone, for respondent.

Before KENNEDY, C.J., and MANFORD and GAITAN, JJ.

ORDER

PER CURIAM:

David Reid Woemer appeals the trial court’s order denying his motion to modify the maintenance provision of his dissolution decree.

Affirmed. Rule 84.16(b).
Exhibit32

CERTIFICATION
 OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL 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 report on Form 10-Q ofSunVesta,
 Inc., for thequarterly
 period endedMarch 31, 2010,
 as filed with the Securities and Exchange Commission on the date hereof, I,Josef
 Mettler, do hereby certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to §906
 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge and belief:

| | (1) | Thisreport 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 fairlypresents, in all material respects, the financial condition of the registrant at the end of the period covered by this report and results of operations of the registrant
for the period covered by this report.
| | --- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



Date:May
 21, 2010





/s/
 Josef Mettler

Josef
 Mettler

Chief
 Executive Officer and Chief Financial Officer



Thiscertification
 accompanies this report pursuant to §906 of the Sarbanes-Oxley Act of 2002 and shall not,
 except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the
 registrant for the purposes of §18 of the Securities Exchange Act of 1934, as amended.
 This certification shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the
 Securities Exchange Act of 1934, as amended (whether made before or after the date of this report),
 irrespective of any general incorporation language contained in such filing.   A signed original of this written
 statement required by §906 has been provided to the registrant
 and will be retained by the registrant
 and furnished to the Securities and Exchange Commission or its staff upon request.



26
**EXHIBIT 32**
**Section 906 Certification**
Certification of Chief Executive Officer and Chief Financial Officer
Pursuant to 18 U.S.C. ss. 1350, as created by Section 906 of the Sarbanes-Oxley Act of 2002, theundersigned officers of Interstate Hotels & Resorts, Inc. (the “Company”) hereby certify, to suchofficers’ knowledge, that:
(i)  the accompanying quarterly report on Form 10-Q of the Company for the three monthsended March 31, 2005 (the “Report”) fully complies with the requirements of Section 13(a)or Section 15(d), as applicable, of the securities Exchange Act of 1934, as amended;
and
(ii)  the information contained in the Report fairly presents, in all material respects,the financial condition and results of operations of the Company.
Dated: May 9, 2005      **Thomas F. Hewitt** **Chief Executive Officer**      **J. William Richardson** **Chief Financial Officer**
#### Franklm TETER, Appellant, v. STATE of Missouri, Respondent.

No. WD 40410.

Missouri Court of Appeals, Western District.

Jan. 17, 1989.

Michael B. Watkins, Chillicothe, for appellant.

William L. Webster, Atty. Gen., Jefferson City, Philip M. Koppe, Asst. Atty. Gen., Kansas City, for respondent.

Before LOWENSTEIN, P.J., and TURNAGE and MANFORD, JJ.

ORDER

PER CURIAM.

Appeal from denial of Rule 27.26 motion for postconviction relief.

AFFIRMED. Rule 84.16(b).
EXECUTIVE OFFICE OF THE PRESIDENT

OFFICE OF THE UNITED STATES TRADE REPRESENTATIVE

WASHINGTON, D.C. 20508

August 19, 2019

RE: Product Exclusion Request Number: USTR-2018-0025-4423

David C. Poole Company:

The purpose of this letter is to inform you that the product exclusion request referenced 

above has been denied. As you are aware, USTR published a Federal Register notice (83 FR 

28710) on June 20, 2018, that announced the Trade Representative’s determination to impose an 

additional duty of 25 percent on certain products from China. On July 11, 2018, the Trade 

Representative published a Federal Register notice (83 FR 32181) which announced that a 

process had been established under which interested persons could request that products falling 

within a covered HTSUS subheading be excluded from the additional duties announced on June 

20.

Your request was reviewed in accordance with the factors and procedures set forth in 

Section B(1) of the July 11 notice. Based on that review, and after careful consideration, your 

request was denied because the request did not contain a sufficient product identification or was 

determined to be non-administrable.

Because USTR will grant exclusion requests on a product specific basis, you may still 

benefit from a product exclusion if a similar product is granted an exclusion. Products for which 

an exclusion has been granted will be periodically announced on the USTR website. Product 

exclusions will become legally effective once published in the Federal Register. 

Sincerely,

Joseph Barloon

General Counsel
EXECUTIVE OFFICE OF THE PRESIDENT

OFFICE OF THE UNITED STATES TRADE REPRESENTATIVE

WASHINGTON, D.C. 20508

July 3, 2019

RE: Product Exclusion Request Number: USTR-2018-0025-2241

The Great States Corporation: 

I am pleased to notify you that the United States Trade Representative has determined to 

grant the above-referenced exclusion request submitted pursuant to the notice published at 83 FR 

32181 (‘July 11 notice’). The exclusion determination is set out in a formal notice which has 

been submitted to Office of the Federal Register for publication (‘the exclusion notice’). A prepublication version of the exclusion notice has been posted on the USTR website, at 

https://ustr.gov/sites/default/files/enforcement/301Investigations/Notice_of_Product_Exclusions.

pdf. 

The scope of the exclusion is governed by the formal HTSUS language in the annex to 

the product exclusion notice, and not by the product descriptions set out in any particular request 

for exclusion. An exclusion in response to your request has been granted by excluding from the 

additional tariffs products covered by a specially drafted description contained in the annex to 

the product exclusion notice. 

In accordance with the July 11 notice, the exclusion applies as of the July 6, 2018 

effective date of the tariff action, and will extend for one year after the exclusion notice is 

published in the Federal Register. As stated in the exclusion notice, U.S. Customs and Border 

Protection will issue additional instructions on entry guidance and implementation

Sincerely,

Joseph Barloon

General Counsel