alea-institute/kl3m-data-sample-004-shuffled huggingface dataset:
ex10-4.htm


Exhibit 10.4


 


Third ADDENDUM


TO


SUBSCRIPTION AGREEMENT / DEBT SETTLEMENT


 


THIS ADDENDUM is made the 11 day of August, 2015.


 


BETWEEN:


DSG TAG SYSTEMS INC. (the "Company")


AND:


 


WESTERGAARD HOLDINGS LTD. (the "Subscriber")


 


WHEREAS the Parties entered in to a Subscription and Debt Settlement Agreement dated September 26, 2014 as amended by addendum dated October 7, 2014 (together the "Agreement") and was further amended by addendum dated April 29, 2015 (together the "Agreement");


 


AND WHEREAS the Parties have agreed to further amend the Agreement in the manner outlined herein.


 


NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the sum of one Dollar ($1.00) now paid by each party hereto to the other and other good and valuable consideration (the receipt and sufficiency of which is hereby acknowledged), the parties hereto agree as follows:


 



	
1.  

	
All capitalized words and phrases used herein, unless otherwise defined, have meanings ascribed thereto in the Agreement.







 



	
2.  

	
3.2 of the Agreement is to be amended as follows:







 


On or before August 31, 2015 the Company and/or Pubco shall have completed a financing for gross proceeds of at least US$2,500,000. On closing of such financing a minimum of US$1,250,000 shall be paid to the Subscriber for the redemption of a minimum of 900,000 of the Series A Shares held by the Subscriber at the deemed redemption price of US$1.25 per share.


 


On or before September 30, 2015 the Company and/or Pubco shall have completed a second round of financing for gross proceeds of at least another US$2,500,000. On closing of such financing a minimum of US$1,250,000 shall be paid to the Subscriber for the redemption of a minimum of 900,000 of the Series A Shares held by the Subscriber at the deemed redemption price of US$1.25 per share.


 



	
3.  

	
3.3 of the Agreement is to be amended as follows:







 


On or before November 1, 2015 the Company and/or Pubco shall have completed a third round of financing for gross proceeds of at least another US$5,000,000. On the closing of such financing, the balance of Series A Shares held by the Subscriber will be redeemed at a redemption price of US$1.25 per share and all accrued interest shall be paid.


 


IN WITNESS WHEREOF the parties hereto have duly executed this Addendum as of the date first above written.


 





	
DSG TAG SYSTEMS INC

	
WESTERGAARD HOLDINGS INC


	
by its authorized signatory:

	
by its authorized signatory:


	  	  
	  	  
	  	  
	
/s/ Robert Silzer               

	
/s/ Keith Westergaard               


	
President and Chief Executive Officer

	
President
##### 



Company SunCom Original Employment Agreement 2003 Letter Agreement 2005 Letter Agreement Existing Employment Agreement
 Agreement
 Term New Expiration Date
 Base Salary Committee
 Contractual Payment Subject to Forfeiture




---



##### 



Forfeiture Date
 Annual Bonus
 Other Permitted Activities
 Nothing contained herein shall preclude Executive from: (i) serving
on the board of directors (or equivalent body) of up to two (2)
other for-profit business corporations or entities with the consent
of the Board of Directors of SunCom (which consent shall not be
unreasonably withheld, conditioned or delayed); (ii) serving on the
board (or comparable governing body) of, or working for, any
charitable or community organization or any trade association; (iii)
serving on the board of advisors of WallerSutton 2000, LP (which
shall be deemed to be one of the two permitted Board memberships
under clause (i) above); (iv) pursuing his personal financial and
legal affairs; and (v) serving on the board of directors (or
comparable governing body) of SunCom or any direct or indirect
Subsidiary of SunCom (including the Company) so long as such
activities referred to in clauses (i) through (v), individually or
collectively, do not interfere in any material respect with the
performance of Executives duties hereunder.
 Perquisites




---



##### 



st
 Stock Awards Plan
 Benefits Upon Termination Section 1
  Section
4
  Sections 8(a) and 8(b) provided
 Territory Territory
   Dispute Resolution




---



##### 



Notwithstanding the foregoing, the parties agree that prior to the
commencement of any arbitration proceedings to resolve any dispute,
controversy or claim arising in connection with this Agreement, the
parties shall, upon the request of any party, attempt in good faith
to resolve such dispute, controversy or claim through non-binding
mediation pursuant to the Commercial Mediation Rules of the AAA.
All costs and expenses incurred by Executive in connection with such
mediation proceeding (including, without limitation, reasonable
attorneys fees) shall be paid and/or reimbursed by the Company.
 All Other Provisions Remain Effective
 Notices
  Attention
  
  Attention




---



##### 



[ Signature Page Follows ]




---



##### 



SunCom Wireless Holdings, Inc.By:
    /s/ Arnold L. ChavkinArnold L. ChavkinChairman, Compensation Committee of the
Board of DirectorsSunCom Wireless Management Company, Inc.By:
    /s/ David D. ClarkDavid D. ClarkExecutive Vice President and CFOExecutive/s/ Michael E. KalogrisMICHAEL E. KALOGRIS
Missouri Court of Appeals Southern District 

MARCH 17, 2014  THE FOLLOWING CASES WERE AFFIRMED PURSUANT TO RULE 84.16(b).   1. Case No.  SD32795   Re: KRISTOPHER LEE MOORE,   Movant-Appellant,   vs.   STATE OF MISSOURI,   Respondent-Respondent.
#### Efraim Rivera et al., Appellants, et al., Plaintiff, v Gelco Corporation et al., Respondents. Efraim Rivera et al., Plaintiffs, and Michael Ortiz, Appellant, v Gelco Corporation et al., Defendants, and Jose J. Arbuleda, Respondent.

[871 NYS2d 109]

Order, Supreme Court, Bronx County (Mary Ann Brigantti-Hughes, J.), entered October 30, 2007, which granted defendants’ motion for summary judgment dismissing the complaints, unanimously affirmed, without costs.

Defendants carried their prima facie burden of demonstrating that the injured plaintiffs did not sustain serious injuries (Insurance Law § 5102 [d]) by submitting physician reports based on physical examinations of plaintiffs and reviews of their medical records, in both instances attesting to normal findings *(see Toure v Avis Rent A Car Sys.,*98 NY2d 345, 350-351 [2002]). In response, plaintiff Ortiz failed to raise an issue of fact. Having ceased medical treatment more than two years before the summary judgment motion, he failed to submit a physician’s affirmation to explain that further treatment would have been unavailing *(see Pommells v Perez, 4*NY3d 566, 574 [2005]), which was fatal to his claim *(Otero v 971 Only U, Inc.,*36 AD3d 430, 431 [2007]). With respect to his claim of incapacity for 90 of the first 180 days after the accident, which the motion court failed to address, his assertion that he was unable to lift heavy items was insufficient in the absence of competent medical evidence of his claimed restrictions *(see Onishi v N & B Taxi, Inc.,*51 AD3d 594, 595 [2008]; *Rossi v Alhassan,*48 AD3d 270 [2008]).

In the face of evidence of a prior accident and injury, and in opposition to defendants’ expert opinions that his claimed injuries were not caused by the accident and were the result of age, plaintiff Efraim Rivera failed to raise an issue of fact. His physician’s affirmation did not even mention the prior injury or address degeneration *(see Sky v Tabs,*57 AD3d 235 [2008]). The *478affirmation was based on an examination conducted long after the accident and failed to raise an issue of fact as to incapacity under the 90/180-day test *(Uddin v Cooper,*32 AD3d 270, 272 [2006], *lv denied*8 NY3d 808 [2007]). Concur—Andrias, J.P., Nardelli, Moskowitz, Renwick and Freedman, JJ.
#### Igor Misicki, Appellant, v Salvatore Caradonna, Defendant, and 430-50 Shore Road Corporation, Respondent. (And a Third-Party Action.)

Submitted February 17, 2009;

decided February 19, 2009

Motion by New York State Trial Lawyers’ Association for leave to file a brief amicus curiae on the appeal herein granted and the proposed brief is accepted as filed. Two copies of the brief must be served and 24 copies filed within seven days.
### THE THIRTEENTH COURT OF APPEALS

13

- 22

- 00581

- CV
ALGIERE CONSTRUCTION SERVICES, INC.

v. MAGNOLIA HOSPITALITY GROUP, LLC AND METRO WHITE SETTLEMENT PARTNERS, INC.

On Appeal from the 156th District Court of Bee County , Texas Trial Court Cause No. B

- 19

- 1 546

- CV

- B

JUDGMENT THE THIRTEENTH COURT OF APPEALS, having considered this cause on appeal, concludes the appeal should be dismissed . The Court orders the appeal DISMISSED in accordance with its opinion . Costs of the appeal are adjudged against appellant. We further order this decision certified below for observance. May 18, 2023
##### 



(VITRAN LOGO)
    
    News Announcement
 CONTACT:Richard E. Gaetz, President/CEO
    
    Robert L. RindermanKevin Glass, VP Finance/CFO
    
    Purdy R. TranVitran Corporation Inc.
    
    Jaffoni & Collins Incorporated416/596-7664
    
    212/835-8500 or VVN@jcir.com
 FOR IMMEDIATE RELEASE VITRAN TO TRADE UNDER NEW STOCK SYMBOL
ON TORONTO STOCK EXCHANGE TORONTO, ONTARIO (April 29, 2004)  Vitran Corporation Inc. (AMX: VVN, TSX:
VTN), a North American transportation and logistics firm, today announced,
effective immediately, it will trade under the new stock symbol of VTN on the
Toronto Stock Exchange. Shares of Vitran listed on that exchange were
previously traded under the symbol VTN.A. This change does not affect its
listing on the American Stock Exchange, where it is currently traded under the
symbol VVN. About Vitran Corporation Inc.
Vitran Corporation Inc. is a North American group of transportation companies
offering
less-than-truckload, logistics, truckload, and freight brokerage services. To
find out more about Vitran Corporation Inc. (AMX: VVN, TSX: VTN), visit the
website at www.vitran.com. Information in this news announcement relating to projected growth,
improvements in productivity and future results constitutes forward-looking
statements. Actual results in future periods may differ materially from the
forward-looking statements because of a number of risks and uncertainties,
including but not limited to economic factors, demand for the Companys
services, fuel price fluctuations, the availability of employee drivers and
independent contractors, risks associated with geographic expansion, capital
requirements, claims exposure and insurance costs, competition and
environmental hazards. Additional information about these and other factors
that could affect the Companys business is set forth in the Companys Annual
Report on Form 10-K and other filings with the Securities and Exchange
Commission. # # #
<PAGE>   1
                                                                    EXHIBIT 11.0

                 SEARCH FINANCIAL SERVICES INC. AND SUBSIDIARIES
              Statement re: Computation of Per Share Earnings Loss

<TABLE>
<CAPTION>
                                                           Nine Months Ended     Nine Months Ended
                                                           December 31, 1997    December 31, 1996
                                                           -----------------    -----------------
<S>                                                         <C>                  <C>            
Weighted Average Shares:
     Common stock outstanding at end of period                        8,110                3,293

     Adjustment for weighting of shares                              (2,898)                 126

     Common stock equivalents assumed outstanding                        --                   --
                                                            ---------------      ---------------

Weighted average shares outstanding                         $         5,212      $         3,419
                                                            ===============      ===============

     Net Income (Loss)                                      $       (16,619)     $        (3,740)
                                                            ===============      ===============

Computation of net income (loss) per share:
     Net income (loss) divided by weighted
     average shares outstanding                             $         (3.19)     $         (1.09)
                                                            ===============      ===============
</TABLE>
**Exhibit 3.1.3**

**CERTIFICATE OF AMENDMENT**

**OF**

**CERTIFICATE OF INCORPORATION**

**OF**

**DUNE ENERGY, INC.**

**IT IS HEREBY CERTIFIED THAT:**

**FIRST**: The name of the corporation is Dune Energy, Inc. (hereinafter called the “Corporation”). 

**SECOND**: The Certificate of Incorporation of the Corporation was filed with the Secretary of State of the State of Delaware on November 20, 1998. 

**THIRD**: The Certificate of Incorporation is hereby amended by striking out the first paragraph of Article Fourth thereof and bysubstituting in lieu of said paragraph of said Article the following new first paragraph: 

“**FOURTH**:The total number of shares of stock which the corporation shall have authority to issue is two hundred and one million (201,000,000), of which two hundred million (200,000,000) shall be shares of Common Stock and one million(1,000,000) shall be shares of preferred stock. The par value of all of such shares is $0.001 per share.” 

**FOURTH**: The amendment of the Certificate of Incorporation herein certified has been duly adopted and written consent has beengiven in accordance with the provisions of Sections 228 and 242 of the General Corporation Law of the State of Delaware. 

**IN WITNESS WHEREOF**, the undersigned has executed this Certificate of Amendment of Certificate of Incorporation this 12th day of June, 2007.
EXHIBIT 11


                                CLX ENERGY, INC.
                   Computation of Net Income (Loss) Per Share
(Unaudited)

<TABLE>
<CAPTION>
                                                Six months                    Three months
                                              ended March 31,               ended March 31,
                                              ---------------               ---------------
                                             2000           1999           2000          1999
                                             ----           ----           ----          ----
<S>                                   <C>             <C>           <C>            <C>
Net income (loss)                     $     29,786    (   52,678)   (     1,628)   (   35,444)

Preferred stock dividends                      -      (    2,747)           -      (      737)
                                        ----------     ---------     ----------     ---------

Net income (loss) applicable to
  common shareholders                 $     29,786    (   55,425)   (     1,628)   (   36,181)
                                        ==========     =========     ==========     =========

Weighted average number of common
  shares outstanding                    10,548,132     6,083,473     10,548,132     8,135,340

Common equivalent shares
  representing shares issuable
  upon exercise of outstanding
  options                                  277,778           -              -             -
                                        ----------     ---------     ----------     ---------

                                        10,825,910     6,083,473     10,548,132     8,135,340
                                        ==========     =========     ==========     =========

 Net income (loss) per share
  applicable to common shareholders:
    Basic                             $       0.00    (     0.01)   (      0.00)   (     0.00)
                                        ==========     =========     ==========     =========
    Diluted                           $       0.00    (     0.01)   (      0.00)   (     0.00)
                                        ==========     =========     ==========     =========


Stock options are not considered in the calculations for those periods with net losses
as the impact of the potential common shares (approximately 277,7778 shares at March 31,
2000 and approximately 40,000 shares at March 31, 1999) would be to decrease net loss per share.

</TABLE>
















<PAGE>
#### In the Matter of the Claim of Jacqueline Ruper, Appellant, v Transport Systems of Western New York et al., Respondents. Workers’ Compensation Board, Respondent.

[870 NYS2d 623]

*931Kane, J.

Appeal from a decision of the Workers’ Compensation Board, filed August 15, 2007, which ruled, among other things, that the presumption of a causally related death pursuant to Workers’ Compensation Law § 21 had been rebutted.

Claimant’s husband (hereinafter decedent), a tractor-trailer driver, died after suffering a cardiac arrest. Decedent arrived for work at approximately 11:30 a.m. that day, after being assigned to drive an empty trailer to West Virginia. After no one had seen or heard from him during the day, a search ensued and decedent’s body was found slumped against a flatbed trailer in the employer’s parking lot at approximately 4:45 p.m.

Claimant filed a claim for workers’ compensation death benefits. Following hearings, a Workers’ Compensation Law Judge awarded benefits, finding that the death was unwitnessed and the employer did not sufficiently rebut the presumption contained in Workers’ Compensation Law § 21. On review, the Workers’ Compensation Board reversed, based on its determination that the employer had rebutted the presumption. Claimant appeals.

A presumption of compensability arises where, as here, an unwitnessed or unexplained death occurs during the course of one’s employment *(see*Workers’ Compensation Law § 21; *Matter of Schwartz v Hebrew Academy of Five Towns,*39 AD3d 1134, 1135 [2007], *lv denied*9 NY3d 807 [2007]; *Matter of Marcus v City of Troy,*39 AD3d 912, 913 [2007]). The employer may overcome the presumption, however, by providing “substantial evidence to the contrary” (Workers’ Compensation Law § 21; *see Matter of Cappellino v Baumann & Sons Bus Co., 52*AD3d 1058, 1058 [2008]; *Matter of Babson v Finch Pruyn & Co. Inc., 25*AD3d 936, 937 [2006]; *Matter of Pinto v Southport Correctional Facility,*19 AD3d 948, 950 n [2005]). To that end, the employer presented decedent’s death certificate and the results of an autopsy, both of which attributed his death solely to arteriosclerotic coronary artery disease. The employer also submitted the report and testimony of a cardiologist who, after reviewing decedent’s medical records, concluded that his death was not work related but due to a preexisting heart condition. Inasmuch as the record evidence supports the Board’s determination that decedent’s death was not work related, we decline *932to disturb it *(see Matter of Petrocelli v Sewanhaka Cent. School Dist.,*54 AD3d 1143, 1144 [2008]; *Matter of Schwartz v Hebrew Academy of Five Towns,*39 AD3d at 1136).

Peters, J.P., Rose, Lahtinen and Malone Jr., JJ., concur. Ordered that the decision is affirmed, without costs.
EXHIBIT 32.2


                            CERTIFICATION PURSUANT TO
                                 18 U.S.C. 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


     In connection with the Annual Report of AMERICAN  EXPLORATION  CORPORATION.
(the  "Company") on Form 10-K/A for the period ended December 31, 2008, as filed
with the Securities and Exchange  Commission on the date hereof (the  "Report"),
I, Brian Manko, Chief Financial Officer of the Company,  certify, pursuant to 18
U.S.C.  1350, as adopted  pursuant to Section 906 of the  Sarbanes-Oxley  Act of
2002, that:

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

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


Date: May 19, 2009


                                                   /s/ BRIAN MANKO
                                                       _________________________
                                                       Brian Manko
                                                       Chief Financial Officer
[Federal Register Volume 79, Number 249 (Tuesday, December 30, 2014)]
[Notices]
[Page 78402]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 2014-30413]


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

DEPARTMENT OF COMMERCE

National Oceanic and Atmospheric Administration

RIN 0648-XD686


North Pacific Fishery Management Council; Public Meetings

AGENCY: National Marine Fisheries Service (NMFS), National Oceanic and 
Atmospheric Administration (NOAA), Commerce.

ACTION: Notice of public meetings.

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

SUMMARY: The North Pacific Fishery Management Council (NPFMC) will hold 
a Crab Modeling Workshop and a Crab Plan Team meeting. The workshop 
will be held January 13-15, 2015 with a Crab Plan Team meeting January 
16, 2015.

DATES: The workshop will be held January 13-15, 2015, from 9 a.m. to 5 
p.m. each day; The Crab Plan Team meeting will be held January 16, 
2015, from 9 a.m. to 12 p.m.

ADDRESSES: Both meetings will be held at the Alaska Fishery Science 
Center AFSC, 7600 Sand Point Way NE., Bldg 4, Traynor Room, Seattle, 
WA.
    Council address: North Pacific Fishery Management Council, 605 W. 
4th Avenue, Suite 306, Anchorage, AK 99501-2252.

FOR FURTHER INFORMATION CONTACT: Diana Stram; telephone: (907)271-2809.

SUPPLEMENTARY INFORMATION: The agenda includes:
    Modeling Workshop: Work session on the development of the generic 
crab modeling framework (Gmacs). Goals are to communicate with and 
receive feedback from stock assessment authors on the development and 
application of the modeling framework for BSAI crab stocks. The Crab 
Plan Team meeting will review the stock assessment for Norton Sound Red 
King Crab and recommend the Overfishing Levels (OFL) and Acceptable 
Biological Catch (ABC) for 2015/16.
    The Agenda is subject to change, and the latest version will be 
posted at http://www.npfmc.org.

Special Accommodations

    These meetings are physically accessible to people with 
disabilities. Requests for sign language interpretation or other 
auxiliary aids should be directed to Gail Bendixen at (907) 271-2809 at 
least 7 working days prior to the meeting date.

    Dated: December 22, 2014.
Tracey L. Thompson,
Acting Deputy Director, Office of Sustainable Fisheries, National 
Marine Fisheries Service.
[FR Doc. 2014-30413 Filed 12-29-14; 8:45 am]
BILLING CODE 3510-22-P