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


1.   Exhibit 3.3

               ARTICLES OF AMENDMENT TO THE ARTICLES OF
          INCORPORATION

2.   Exhibit 3.4

               BYLAWS OF THE QUIZNO'S CORPORATION ADOPTED
          AUGUST 25, 1994, AS AMENDED

3.   Exhibit 9.3

               SECOND AMENDMENT TO VOTING TRUST AGREEMENT

4.   Exhibit 10.4
               AMENDED AND RESTATED STOCK

          OPTION PLAN FOR NON-EMPLOYEE

          DIRECTORS AND ADVISORS

5.   Exhibit 10.18

               INVESTMENT AGREEMENT

6.   Exhibit 10.20

          SECURITY AGREEMENT




                       QUIZNO'S EXHIBITS
                          Exhibit 3.3
                    Mail to:  Secretary of
                  State Corporations Section
                    1560 Broadway, Suite 200
                       Denver, CO  80202
                         (303) 894-2251
MUST BE TYPED          Fax (303) 894-2242
FILING FEE:  $25.00
MUST SUBMIT TWO COPIES

                           ARTICLES OF AMENDMENT
Please include a typed             TO THE
self-addressed envelope   ARTICLES OF INCORPORATION

Pursuant to the provisions of the Colorado Business Corporation
Act, the   undersigned  corporation  adopts  the  following
Articles   of Amendment to its Articles of Incorporation:
FIRST:   The  name  of  the  corporation is  The  Quizno's
Franchise Corporation.
SECOND:  The following amendment to the Articles of Incorporation
was adopted  on  May  25,          1995, as prescribed by the
Colorado  Business
Corporation Act, in the manner marked with an X below:

____           No  shares  have been issued or Directors  Elected
               Action by Incorporators

____           No  shares have been issued but Directors  Elected
               Action by Directors

____           Such amendment was adopted by the board of
               directors where shares have been issued.

x              Such  amendment  was  adopted  by  a  vote  of the
               shareholders.   The  number of shares voted  for  the  amendment
               was sufficient for approval.

               "RESOLVED,  that  the  Amended and  Restated  Articles of
Incorporation of The Quizno's Franchise Corporation is hereby
amended by  deleting Article I in its entirety and substituting the
following therefor:

                                   ARTICLE I
     Name
          The name of the Corporation is:  The Quizno's
Corporation."

THIRD:  The manner, if not set forth in such amendment, in which
any exchange, reclassification, or cancellation of issued shares
provided for in the amendment shall be effected, is as follows:
If these amendments are to have a delayed effective date, please
list that date:
(Not to exceed ninety (90) days from the date of filing)


                                   The Quizno's Franchise Corporation


                                     By /s/ Richard F. Schaden
                                     Its    Secretary
                                            Title
#### Julia O’Boyle, as Administratrix, etc., of Hugh O’Boyle, Deceased, Respondent, v. Lehigh Valley Railroad Company, Appellant.

Judgment and order affirmed, with costs. All concurred.
#### In the Matter of the Application of Charles W. Bauby for Admission to the Bar.

Application granted. Present — Hirschberg, P. J., Woodward, Jenks, Gaynor and Miller, JJ.
Exhibit 31.2
 RULE 13a-14(a) CERTIFICATION
OF THE PRINCIPAL FINANCIAL OFFICER
      (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)
    
    [Intentionally omitted.];(c)
    
    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(d)
    
    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
  (a)
    
    all significant deficiencies and material weaknesses in the design or
operation of internal control over financial reporting which are
reasonably likely to adversely affect the 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.
  /s/ Michael LeslerExecutive Vice President andChief Financial Officer 34
#### Jardine Matheson and Company v. Edward Denbosky and Another.

Application denied, with ten dollars costs. Order signed.
#### Ruben Alfred URIBE, Plaintiff-Appellant, v. Louis S. NELSON, Warden, Defendant-Appellee.

No. 72-2412.

United States Court of Appeals, Ninth Circuit.

Nov. 24, 1972.

*1087Ruben Alfred Uribe, in pro. per.

Evelle J. Younger, Atty. Gen., Edward A. Hinz, Jr„ Chief Asst. Atty. Gen., Doris H. Maier, Asst. Atty. Gen., Robert R. Granucci, Thomas A. Brady, Deputy Attys. Gen., San Francisco, Cal., for defendant-appellee.

Before MERRILL, CARTER and WRIGHT, Circuit Judges.

PER CURIAM:

Uribe, a state prisoner, appeals the decision of the District Court denying a petition for writ of habeas corpus, 28 U.S.C. § 2241 (1970).

Uribe claims that his conviction should be reversed under Miranda v. Arizona, 384 U.S. 436, 86 S.Ct. 1602, 16 L.Ed.2d 694 (1966), because he received inadequate warnings during his initial interrogation. However, he was not prejudiced in any way by these inadequate warnings since he gave no confession, made no damaging statements, and, in fact, pleaded guilty at trial. In these circumstances, there is nothing to which the *Miranda*rule can apply.

Uribe also claims that his attorney and the prosecution made a plea bargain which was not kept. The District Court held an evidentiary hearing on this issue. *See*Macon v. Craven, 457 F.2d 342 (9th Cir. 1972). The record supports the decision of the lower court that no bargain had been struck.

Finally, Uribe alleges that he pleaded guilty to and was convicted of a crime other than the one with which he was charged. Upon this claim he has failed to exhaust his available state remedies.

Affirmed.
18480.

#### Jones *et al. v.*American Tire Company of Buckhead, Inc.

Submitted February 9, 1954

Decided March 9, 1954

Rehearing denied March 23, 1954.

*J. E. B. Stewart,*for plaintiffs in error.

*Charles W. Bergman, G. Seals Aiken,*contra.

On the former appearance of this case *(Jones*v. *American Tire Co. of Buckhead,*210 *Ga.*110, 78 S. E. 2d 25), it was held that the petition stated a cause of action for the appointment of a receiver and injunctive relief as against the general demurrers. Subsequently to the order overruling the demurrers (May 20, 1953), the judge of the superior court passed an order wherein it was recited that, it appearing to the court that the defendants had posted a bond to indemnify the plaintiff, the receivership was dissolved upon the payment of certain receivership fees. Thereafter the judge of the superior court entered a judgment against the principals and the surety named in the bond, without the intervention of a jury, and the exception is to that judgment.

Head, Justice.

1. “The court, at the term at which the case is returnable, shall render judgment without the verdict of a jury in all civil cases founded on unconditional contracts in writing where an issuable defense is not filed under oath or affirmation on or before the appearance day as to such case, and where the case is still in default.” Ga. L. 1946, p. 779 (Code, Ann. Supp., § 110-406).

2. The bond made to dissolve the receivership is not specified as a part of the record and is not before this court. In the absence of some proof to the contrary, it must be presumed that such bond conformed to the requirements of the law and was, therefore,- an unconditional contract in writing. There being no issuable defense to the unconditional contract in writing executed by the plaintiffs in error, the court did not err in rendering judgment without the intervention of a jury.

*Judgment affirmed.*

*All the Justices concur. Duckworth, C. J., and Hawkins, J., concur only in the judgment.*
| (1)   | The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
|-----------------|-----------------------------------------------------------------------------------------------------------------------|

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

|               |   |                                                              |   |
|--------------------|--------|-------------------------------------------------------------------|--------|
| Date: May 16, 2011 | By:    | /s/ Nana Baffour                                                  |   |
|               |   | Nana BaffourChief Executive Officer (Principal Executive Officer) |   |
| Subsidiaries      of PHC, Inc.         | Percent      Ownership | Type      of Business                                                                                          |
|----------------------------------------|------------------------|----------------------------------------------------------------------------------------------------------------|
|                                   |                   |                                                                                                           |
| PHC      of Michigan, Inc.             | 100%                   | In      patient psychiatric care                                                                               |
| North      Point-Pioneer, Inc.         | 100%                   | Out      patient psychiatric care                                                                              |
| PHC      of Virginia, Inc.             | 100%                   | Substance      abuse                                                                                           |
| PHC      of Utah, Inc.                 | 100%                   | Substance      abuse                                                                                           |
| PHC      of Nevada, Inc.               | 100%                   | Out      patient psychiatric care                                                                              |
| Behavioral      Health Online, Inc.    | 100%                   | Internet      services                                                                                         |
| Wellplace,      Inc                    | 100%                   | Contract      support services                                                                                 |
| Detroit      Behavioral Institute, Inc | 100%                   | Youth      residential psychiatric care                                                                        |
| Seven      Hills Hospital, Inc.        | 100%                   | In      patient psychiatric care                                                                               |
| PRC      III, Inc.                     | 100%                   | Clinical      trials.  No longer operating formerly held the assets of Pivotal      Research Centers |
|                                   |                   |                                                                                                           |
#### Brock Railroad Company, Appellant, *v.*Brookville & Mahoning Railroad Company.

*Railroads*— Grade *crossings*— Equity.

A court of equity will not continue a preliminary injunction in a suit brought by one railroad company against another railroad company to enjoin a grade crossing, where the court finds as a fact, that the plaintiff company’s .road was used only for carrying cars from a certain mine, and that this coal would be exhausted and the railroad discontinued before or about the time the defendant’s road will be built, and also that the plaintiff had leased its road to another railroad company which had agreed with the defendant company that a grade crossing should be constructed.

*167Argued Oct. 19, 1907.

Appeal, No. 191, Oct. T., 1907, by plaintiff, from decree of C. P. Jefferson Co., Aug. T., 1907, No. 4, dissolving preliminary injunction in case of Brock Railroad Company v. Brookville & Mahoning Railroad Company.

Before Mitchell, C. J., Fell, Brown, Mestrezat, Potter, Elkin and Stewart, JJ.

Affirmed.

Bill in equity for an injunction.

Before Reed, P. J.

In addition to the facts stated in the opinion of the Supreme Court it appeared that the plaintiff’s road was used exclusively for transporting coal from the Brock mines, and was only occasionally operated for that purpose, not more than one trip being made daily.

The court entered a decree dissolving the preliminary injunction.

*Error assigned*was the decree of the court.

*Fred H.*Ely, with him *Wm. T.*Darr, for appellant.

*Edwin W. Smith,*with him *Edwin E. Tait, Charles Corbet, Edward A. Carmalt, N. L. Strong*and *C. C. Benscoter,*for appellee.

November 4, 1907:

Per Curiam,

The learned judge below found as facts, inter alia, “ That the coal now being mined and transported over the plaintiff’s road will be exhausted within the next two years, when said railroad will be abandoned. There is some evidence about a lower stratum or vein of coal, but it never has been worked in that locality, and the evidence is not persuasive that it ever will be. If, as it now appears, the maintenance of the plaintiff’s railroad is dependent upon the shipment of coal from the Brock mines, it will be abandoned by the time, or very shortly after, the defendant’s road is completed and ready for operation.” And, farther, that the plaintiff has *“*leased to the Erie Railroad Company its railroad, with all its appurtenances and equipment, for a term of four years, which, according to the testimony now before the court, covers the time said railroad will continue to exist, and the said Erie *168Railroad Company, so far as it has the power and so far as its rights are involved, has granted the defendant company, upon certain conditions and restrictions, the right to cross said leased road at grade.”

It thus appears that the complainant, having no present interest which is injured, is not now in position to sustain this action. Grade crossings are, however, opposed to the policy of the law, and the bill should therefore be retained for further proceedings should the situation be changed. In the meantime the order dissolving the injunction is affirmed.
EXHIBIT 11.1

<TABLE>
<CAPTION>

EVEREST REINSURANCE HOLDINGS, INC.
COMPUTATION OF EARNINGS PER SHARE
FOR THE YEARS ENDED DECEMBER 31, 1997, 1996, AND 1995
                             


                                       INCOME            SHARES     PER-SHARE
(Dollars in thousands)            (NUMERATOR)     (DENOMINATOR)        AMOUNT
                                  -----------     -------------     ---------

DECEMBER 31, 1997
-----------------
<S>                                <C>             <C>              <C>
BASIC EPS
Income available to common
 stockholders                      $ 154,955         50,476,330     $    3.07
                                                                    =========

EFFECT OF DILUTIVE SECURITIES
Options outstanding                                     285,685
Options exercised                                           676
Options cancelled                                         2,476
                                                     ----------

DILUTED EPS
Income available to common 
 stockholders and assumed 
 conversions                       $ 154,955         50,765,167     $    3.05
                                                                    =========



DECEMBER 31, 1996
-----------------
BASIC EPS
Income available to common 
 stockholders                      $ 112,027         50,566,566     $    2.22
                                                                    =========

EFFECT OF DILUTIVE SECURITIES
Options outstanding                                     143,855
Options exercised                                           167
Options cancelled                                           247
                                                     ----------

DILUTED EPS
Income available to common 
 stockholders and assumed
 conversions                       $ 112,027         50,710,835     $    2.21
                                                                    =========



DECEMBER 31, 1995
-----------------
BASIC EPS
Income available to common 
 stockholders                      $     747         50,188,985     $    0.01
                                                                    =========

EFFECT OF DILUTIVE SECURITIES
Options outstanding                                      19,522
Options exercised                                            -
Options cancelled                                            -
                                                     ----------

DILUTED EPS
Income available to common
 stockholders and assumed
 conversions                       $     747         50,208,507     $    0.01
                                                                    =========
</TABLE>


<PAGE>
<TABLE> <S> <C>

<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000

<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1999
<PERIOD-START>                             JAN-01-1999
<PERIOD-END>                               DEC-31-1999
<CASH>                                          18,300
<SECURITIES>                                         0
<RECEIVABLES>                                   76,800
<ALLOWANCES>                                     1,100
<INVENTORY>                                     91,800
<CURRENT-ASSETS>                               194,300
<PP&E>                                         355,600
<DEPRECIATION>                                 176,000
<TOTAL-ASSETS>                                 477,700
<CURRENT-LIABILITIES>                           97,000
<BONDS>                                        186,100
<PREFERRED-MANDATORY>                                0
<PREFERRED>                                          0
<COMMON>                                             0
<OTHER-SE>                                      33,400
<TOTAL-LIABILITY-AND-EQUITY>                   477,700
<SALES>                                        664,100
<TOTAL-REVENUES>                               664,100
<CGS>                                          548,900
<TOTAL-COSTS>                                  613,400
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                              28,100
<INCOME-PRETAX>                                 25,100
<INCOME-TAX>                                       200
<INCOME-CONTINUING>                             24,200
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                    24,200
<EPS-BASIC>                                      16.70
<EPS-DILUTED>                                     6.23


</TABLE>
#### Federal Land Bank of Omaha, appellee, v. Martha M. Dymek et al., appellants.

297 N. W. 896

Filed May 9, 1941.

No. 31028.

*E. W. Moehnert,*for appellants.

*Robert H. Mathew, Franklin L. Pierce,*and *Philip M. Wellman, contra.*

Heard before Simmons, C. J., Rose, Eberly, Paine, Carter, Messmore and Yeager, JJ.

Rose, J.

This is an action by the Federal Land Bank of Omaha, plaintiff, against Martha M. Dymek and Lloyd Dymek, defendants, to foreclose a mortgage on 320 acres of land in Sherman county. Default of defendants was entered and foreclosure decreed for a debt of $8,743.92. The sheriff sold the mortgaged premises to plaintiff for $9,386.29. Defendants were granted a stay of execution for nine months. The only objection to- confirmation of the sale was ifiadequacy of price, the reasonable value of the land as estimated by defendants being $15,000. The sale was confirmed and the'sheriff directed to put the purchaser in possession, but defendants were permitted to reenter temporarily during 1940 for the purpose of harvesting any wheat which they had planted. From the order confirming *526the sale and depriving defendants of possession, they have appealed.

It is argued on appeal that the trial court erred in confirming the sale and in refusing to permit defendants to retain possession on just and equitable terms conforming to public policy and to social and economic conditions.

The evidence has not been preserved for the purposes of the appeal. In absence of a bill of exceptions, there is nothing to show error in the proceedings and judgment of the district court. The law has been stated as follows:

> “ ‘In the absence of a bill of exceptions containing the evidence, an order made by the district court confirming sale of real estate is presumed to be correct, and supported by sufficient evidence.’ *Keeler v. Manwarren,*61 Neb. 663, 85 N. W. 839.” *Federal Farm Mtg. Corporation v. Hughes,*137 Neb. 820, 291 N. W. 475.

> “In such a case, the mortgagor is not entitled to continue in possession because of growing crops but may reenter temporarily for the sole purpose of harvesting the crop.” *Jensen v. Gurley Grain Co.,*128 Neb. 266, 258 N. W. 549.

Affirmed.