alea-institute/kl3m-data-sample-004-shuffled huggingface dataset:
exv10w17









EXHIBIT 10.17




GLU MOBILE INC.

NON-EMPLOYEE DIRECTOR COMPENSATION PROGRAM




(As Amended on January 28, 2009)



On January 28, 2009, the Board of Directors adopted the following program with respect to the
compensation of the non-employee directors of Glu Mobile Inc. (the “Company”), effective as of
January 28, 2009:




Cash Compensation




	 	 	 	 	 
	Annual Retainer Fee:
	 	$	20,000	 
	 
	 	 	 	 
	Annual Lead Independent Director Fee:
	 	$	15,000	 
	 
	 	 	 	 
	Annual Committee Fees:
	 	 	 	 
	Audit Committee Chair
	 	$	15,000	 
	Audit Committee Member (other than Chair)
	 	$	5,000	 
	Compensation Committee Chair
	 	$	15,000	 
	Compensation Committee Member (other than Chair)
	 	$	5,000	 
	Nominating and Governance Committee Chair
	 	$	5,000	 
	Nominating and Governance Committee Member (other than Chair)
	 	$	5,000	 





All cash compensation will be paid in quarterly installments based upon continuing service. The
Company will also reimburse our directors for reasonable expenses in connection with attendance at
Board and committee meetings.




Equity Compensation



Each year at about the time of the Company’s annual meeting of stockholders, each non-employee
director will receive an additional equity award of, at that director’s discretion, either (a) a
grant of a number of shares of restricted stock of the Company with a then fair market value equal
to $50,000 or 6,700 shares, whichever is less or (b) an option to purchase three times as many
shares of the Company’s common stock, calculated based on such lesser amount. In either case the
award will vest pro rata monthly over one year.



About the time he or she joins the Board of Directors, each new non-employee director will receive
an initial equity award of, at that director’s discretion, either (a) a grant of a number of shares
of restricted stock of the Company with a then fair market value equal to $150,000, or 20,000
shares, whichever is less or (b) an option to purchase three times as many shares of the Company’s
common stock, calculated based on such lesser amount. In either case the award will vest as to 16
2/3% of the shares after six months and thereafter vest pro rata monthly over the next 30 months.
Exhibit 10.0.10



|             |  |                       
|------------ |  | ----------------------
|CONFIDENTIAL |  | Winn-Dixie Stores, Inc



Memo



|      |  |                                
|----- |  | -------------------------------
|To:   |  | Frank Lazaran                  
|      | 
|From: |  | Mark Matta                     
|      | 
|cc:   |  | Larry Appel                    
|      | 
|Date: |  | March 12, 2004                 
|      | 
|Re:   |  | Severance and Change of Control

---



In recognition of your service to the Company and to incent you to remain in your current position, the Company is providing you with the following severance and change of control benefits, which have been approved by
the Compensation Committee of the Board of Directors:



Should,
prior to your normal retirement date, (i) the Company elect not to renew your Agreement as provided in the second paragraph of your offer letter or elect to terminate your employment without Cause or (ii) you voluntarily terminate your employment
because you are demoted or your compensation is reduced, then the Company shall pay to you a cash lump sum equal to 36 months of your then-current base pay and three years annual target bonus for the year of termination and shall continue your
medical benefits for 36 months. All other terms and provisions of your employment letter agreement dated May 2, 2003, shall remain in full force and effect.



Please let me know if you have any questions. Thank you.



---

March 26, 2004



Mr. Frank Lazaran



Dear Frank:



In recognition of your contribution to the Company and the value your efforts have on the organization, I am pleased to advise you that on March 1, 2004, you were granted 150,000 non-qualified stock options with a
strike price of $6.21. Also, on that date, you were granted 60,000 shares of restricted stock, and a contingent cash grant equal to the value of those shares based on the closing price of $6.21, $372,600. The options, restricted stock, and
contingent cash will vest 50% on March 1, 2006, and the remaining 50% on March 1, 2007, if you remain employed by the Company through those dates.



In addition, your protection under a Change In Control (as defined in the Restricted Stock Plan) has been increased to three times your then-current base salary, plus
three times your target annual incentive. Also, severance for involuntary termination without cause* has been increased to two times your then-current base salary, plus two times your annual target incentive.



I want to personally thank you for your continued support.



Sincerely,



/s/ Mark Matta

| | 
| | 

Mark Matta

---

|* | Cause is defined as gross misconduct in the performance of duties or conviction of any felony involving moral turpitude.
|- | ------------------------------------------------------------------------------------------------------------------------
<PAGE>
                                                                      EXHIBIT 23


                         CONSENT OF INDEPENDENT AUDITORS


          We consent to the incorporation by reference in this Annual Report 
(Form 10-K) of Wynn's International, Inc. of our report dated January 27, 
1998, included in the 1997 Annual Report to Stockholders of Wynn's 
International, Inc.
          
          Our audits also included the financial statement schedule of Wynn's 
International, Inc. in Item 14(a).  This schedule is the responsibility of 
the Company's management.  Our responsibility is to express an opinion based 
on our audits.  In our opinion, the financial statement schedule referred to 
above, when considered in relation to the basic consolidated financial 
statements taken as a whole, presents fairly in all material respects the 
information set forth therein.
          
          We also consent to the incorporation by reference in the 
Registration Statement (Form S-8 No. 2-68157) pertaining to the Amended and 
Restated 1980 Stock Option and Appreciation Rights Plan and the 1982 
Incentive Stock Option Plan of Wynn's International, Inc., the Registration 
Statements (Form S-8 Nos. 33-30296, 33-64090 and 333-39045) pertaining to the 
Wynn's International, Inc. Stock-Based Incentive Award Plan, the Registration 
Statement (Form S-8 No. 33-53917) pertaining to the Wynn's International, 
Inc. Non-Employee Directors' Stock Option Plan, the Registration Statement 
(Form S-8 No. 33-53921) pertaining to the Wynn's International, Inc. Employee 
Stock Purchase Plan, and in the related Prospectuses of our report dated 
January 27, 1998, with respect to the consolidated financial statements 
incorporated herein by reference, and our report included in the preceding 
paragraph with respect to the financial statement schedules included in the 
Annual Report (Form 10-K) of Wynn's International, Inc. for the year ended 
December 31, 1997.

                                       /s/ ERNST & YOUNG LLP



Los Angeles, California
March 26, 1998
Summary of Director Compensation



 Exhibit 10.36 
 Summary of Director Compensation 
 Directors who are not employees of eLoyalty or any of its
subsidiaries (“non-employee directors”) receive $750 for their attendance at each meeting of the Board of Directors, $1,000 per Audit Committee meeting attended and $250 for each Compensation Committee meeting (each of which generally is
held in tandem with a meeting of the Board of Directors). If any Compensation Committee meetings are held apart from a Board of Directors meeting, then each Compensation Committee member receives $500 per meeting attended. The Company also
reimburses directors for their travel-related expenses incurred in attending meetings of the Board of Directors and its committees. 
 In
addition to meeting attendance fees, non-employee directors are eligible to receive automatic grants of stock options under the eLoyalty Corporation 1999 Stock Incentive Plan, as amended (the “1999 plan”). The 1999 plan provides for each
non-employee director to receive: (i) an option to purchase 5,000 shares of eLoyalty Common Stock upon commencement of service as a director (an “Initial Grant”); and (ii) an option to purchase 5,000 shares of eLoyalty Common
Stock on the day following the date of each annual meeting of eLoyalty stockholders during which such service continues (an “Annual Grant”). Stock options granted to non-employee directors have an exercise price per share equal to the fair
market value of a share of eLoyalty Common Stock on the grant date and a maximum term of ten years. Vesting occurs ratably over a period of 48 months from the end of the month following the grant date with respect to each Initial Grant and over
a period of 12 months from the end of the month following the grant date with respect to each Annual Grant. For each Annual Grant made in 2009, however, vesting will occur evenly over 48 months, commencing with a vesting of 25% of such Annual Grant
on February 28, 2010 and 6.25% of such Annual Grant on each quarterly vesting date thereafter. 
 At its February 2009 meeting, as
ratified by a Unanimous Written Consent, the Board agreed to an additional grant of stock options under the 1999 plan. Each non-employee director will receive an option to purchase 50,000 shares of eLoyalty Common Stock. These stock options have an
exercise price per share equal to the fair market value of a share of eLoyalty Common Stock on the grant date, which was February 18, 2009, and a maximum term of ten years, pursuant to the 1999 plan. Vesting occurs ratably over a period of 16
quarters, with the first quarterly vesting occurring on February 28, 2009.
UNPUBLISHED

UNITED STATES COURT OF APPEALS

FOR THE FOURTH CIRCUIT

No. 17-1565

JENNIFER PERKINS,

Plaintiff - Appellant,

v.

US AIRWAYS, INC.; US AIRWAYS GROUP; AMERICAN AIRLINES 

GROUP, successor by merger with US Airways Inc.; US AIRWAYS HEALTH 

BENEFIT PLAN,

Defendants - Appellees.

Appeal from the United States District Court for the District of South Carolina, at 

Greenville. Bruce H. Hendricks, District Judge. (6:14-cv-02577-BHH)

Submitted: December 29, 2017 Decided: January 19, 2018

Before NIEMEYER, SHEDD, and KEENAN, Circuit Judges.

Affirmed by unpublished per curiam opinion.

Nekki Shutt, Jacqueline M. Pavlicek, BURNETTE SHUTT & MCDANIEL, P.A., 

Columbia, South Carolina, for Appellant. Shannon M. Barrett, Deanna M. Rice, 

O’MELVENY & MYERS, LLP, Washington, D.C., for Appellees. 

Unpublished opinions are not binding precedent in this circuit.
2

PER CURIAM:

Jennifer Perkins appeals the district court’s orders denying relief on her complaint 

asserting claims under the Employee Retirement Income Security Act of 1974, 29 U.S.C. 

§§ 1001-1461 (2012), and the Medicare Secondary Payer Act, 42 U.S.C. § 1395y(b) 

(2012). We have reviewed the record and find no reversible error. Accordingly, we 

affirm for the reasons stated by the district court. Perkins v. US Airways, Inc., No. 6:14-

cv-02577-BHH (D.S.C. Sept. 30, 2015; Aug. 10, 2016; Mar. 31, 2017). We dispense 

with oral argument because the facts and legal contentions are adequately presented in 

the materials before this court and argument would not aid the decisional process.

AFFIRMED
<TABLE> <S> <C>

<ARTICLE>                                            9

<S>                                        <C>
<PERIOD-TYPE>                                     YEAR
<FISCAL-YEAR-END>                          DEC-31-1999
<PERIOD-END>                               DEC-31-1999
<CASH>                                         230,690
<INT-BEARING-DEPOSITS>                               0
<FED-FUNDS-SOLD>                                18,691
<TRADING-ASSETS>                                   154
<INVESTMENTS-HELD-FOR-SALE>                    206,932
<INVESTMENTS-CARRYING>                       1,084,931
<INVESTMENTS-MARKET>                         1,060,340
<LOANS>                                      3,673,047
<ALLOWANCE>                                     44,466
<TOTAL-ASSETS>                               5,454,388
<DEPOSITS>                                   4,309,398
<SHORT-TERM>                                   541,357
<LIABILITIES-OTHER>                             46,530
<LONG-TERM>                                          0
<COMMON>                                         2,800
<PREFERRED-MANDATORY>                                0
<PREFERRED>                                          0
<OTHER-SE>                                     554,303
<TOTAL-LIABILITIES-AND-EQUITY>               5,454,388
<INTEREST-LOAN>                                266,895
<INTEREST-INVEST>                               80,392
<INTEREST-OTHER>                                 2,526
<INTEREST-TOTAL>                               349,813
<INTEREST-DEPOSIT>                             106,131
<INTEREST-EXPENSE>                             124,065
<INTEREST-INCOME-NET>                          225,748
<LOAN-LOSSES>                                    6,000
<SECURITIES-GAINS>                                   0
<EXPENSE-OTHER>                                194,163
<INCOME-PRETAX>                                 92,248
<INCOME-PRE-EXTRAORDINARY>                      62,420
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                    62,420
<EPS-BASIC>                                       2.71
<EPS-DILUTED>                                     2.70
<YIELD-ACTUAL>                                    4.83
<LOANS-NON>                                     13,601
<LOANS-PAST>                                     2,617
<LOANS-TROUBLED>                                 1,634
<LOANS-PROBLEM>                                      0
<ALLOWANCE-OPEN>                                40,282
<CHARGE-OFFS>                                    9,311
<RECOVERIES>                                     7,495
<ALLOWANCE-CLOSE>                               44,466
<ALLOWANCE-DOMESTIC>                            44,377
<ALLOWANCE-FOREIGN>                                  0
<ALLOWANCE-UNALLOCATED>                             89


</TABLE>
<TABLE> <S> <C>

<ARTICLE> 5
       
<S>                             <C>
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          MAY-31-1997
<PERIOD-START>                             JUN-01-1996
<PERIOD-END>                               MAY-31-1997
<CASH>                                          51,971
<SECURITIES>                                         7
<RECEIVABLES>                                  115,569
<ALLOWANCES>                                         0
<INVENTORY>                                     92,332
<CURRENT-ASSETS>                               277,751
<PP&E>                                         422,388
<DEPRECIATION>                                 268,651
<TOTAL-ASSETS>                                 454,371
<CURRENT-LIABILITIES>                          111,546
<BONDS>                                         96,154
<PREFERRED-MANDATORY>                                0
<PREFERRED>                                          0
<COMMON>                                        37,053
<OTHER-SE>                                     127,345
<TOTAL-LIABILITY-AND-EQUITY>                   454,371
<SALES>                                        605,049
<TOTAL-REVENUES>                               608,742
<CGS>                                          511,108
<TOTAL-COSTS>                                  511,108
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                              10,822
<INCOME-PRETAX>                                 24,343
<INCOME-TAX>                                  (25,680)
<INCOME-CONTINUING>                             50,023
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                    50,023
<EPS-PRIMARY>                                     1.36
<EPS-DILUTED>                                     1.35
        

</TABLE>
Michigan Supreme Court

Lansing, Michigan

Stephen J. Markman

, Chief Justice

Brian K. Zahra

Bridget M. McCormack

David F. Viviano

Richard H. Bernstein

Joan L. Larsen

Kurtis T. Wilder,

Justices

I, Larry S. Royster , Clerk of the Michigan Supreme Court, certify that the

foregoing is a true and complete copy of the order entered at the direction of the Court.

May 2 6 , 2017 

# Order

Clerk May 26 , 2017

151998 (72)(77)

In re Estate of CLIFFMAN

_________________________________________

PHILLIP CARTER, ELMER CARTER, DAVID

CARTER, and DOUG CARTER,

Appellants,

SC: 151998

v COA: 321174

Allegan Probate Ct:

13

- 058358

- DE

RICHARD D. PERSINGER, Personal

Representative of the Estate of GORDON JOHN

CLIFFMAN, BETTY WOODWYK, and

VIRGINIA WILSON,

Appellees.

_________________________________________/

On order of the Court, the m otion to file a supplement to the motion for

reconsideration is GRANTED. T he motion for reconsideration of this Court’s April 17,

2017 order is considered, and it is DENIED.

B ERNS TEIN , J., not participating.
**EXHIBIT 32.2**

 

 

**CERTIFICATION PURSUANT TO18 U.S.C. SECTION 1350,AS ADOPTED PURSUANT TOSECTION 906 OF THE SARBANES-OXLEY ACT OF 2002**

 

 

In connection with the Quarterly Report of Great Lakes Dredge &Dock Corporation (the “Company”) on Form 10-Q for the period ending September30, 2004, as filed with the Securities and Exchange Commission on the datehereof (the “Report”), I, Deborah A. Wensel, Chief Financial Officer of theCompany, certify pursuant to 18 U.S.C. § 906 of the Sarbanes-Oxley Act of 2002,that:

 

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

 

(4)                                  The information contained in the Reportfairly presents, in all material respects, the financial condition and resultsof operations of the Company.

 

 
| /s/  Deborah A.  Wensel   |   |   |
|-------------------------------------|--------|--------|
| Deborah A. Wensel                   |   |
| Chief Financial Officer             |   |
| Date:  November  15, 2004 |   |

 

 

A signed original of this written statement required by Section 906, orother document authenticating, acknowledging, or otherwise adopting thesignature that appears in typed form within the electronic version of thiswritten statement required by Section 906, has been provided to Great LakesDredge & Dock Corporation and will be retained by Great Lakes Dredge &Dock Corporation and furnished to the Securities and Exchange Commission or itsstaff upon request.

 

1

----
No. 609.

#### Comet Carriers, Inc. *v.*Walling, Wage & Hour Administrator.

May 6, 1946.

Writ of certiorari dismissed on motion of counsel for petitioner.

*Ralph D. Elmer*for petitioner.

*Solicitor General McGrath*and *Bessie Margolin*for respondent.

Certiorari, 326 U. S. 716, to the Circuit Court of Appeals for the Second Circuit.
Order entered June 20, 2019

In The

Court of Appeals 

Fifth District of Texas at Dallas 

No. 05-19-00042-CV

FIRST OVILLA, Appellant

V.

JOHN PRIMM, ET AL., Appellees

On Appeal from the County Court at Law No. 1

Dallas County, Texas

Trial Court Cause No. CC-17-01696-A

ORDER

Before the Court is appellees’ June 18, 2019 unopposed motion for extension of time to 

file their brief. We GRANT the motion and ORDER appellees’ responsive brief be filed no 

later than July 29, 2019.

/s/ BILL WHITEHILL

JUSTICE
<TABLE> <S> <C>

        <S> <C>

<ARTICLE> 5

<S>                             <C>
<PERIOD-TYPE>                   12-MOS
<FISCAL-YEAR-END>                          JUL-31-1999
<PERIOD-END>                               JUL-31-1999
<CASH>                                       1,944,000
<SECURITIES>                                         0
<RECEIVABLES>                               12,890,000
<ALLOWANCES>                                (1,289,000)
<INVENTORY>                                  3,466,000
<CURRENT-ASSETS>                            17,837,000
<PP&E>                                      16,215,000
<DEPRECIATION>                              (8,529,000)
<TOTAL-ASSETS>                              32,265,000
<CURRENT-LIABILITIES>                       19,369,000
<BONDS>                                      8,808,000
<PREFERRED-MANDATORY>                                0
<PREFERRED>                                          0
<COMMON>                                       359,000
<OTHER-SE>                                  12,302,000
<TOTAL-LIABILITY-AND-EQUITY>                32,265,000
<SALES>                                              0
<TOTAL-REVENUES>                            33,379,000
<CGS>                                                0
<TOTAL-COSTS>                               19,984,000
<OTHER-EXPENSES>                            10,711,000
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                             910,000
<INCOME-PRETAX>                              1,918,000
<INCOME-TAX>                                (1,675,000)
<INCOME-CONTINUING>                          3,680,000
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                192,000
<CHANGES>                                            0
<NET-INCOME>                                 3,488,000
<EPS-BASIC>                                     0.97
<EPS-DILUTED>                                     0.97




</TABLE>
### THRIVENT MUTUAL FUNDS
<PAGE>




                                                                      Exhibit 23


               Consent of Independent Certified Public Accountants



The Trustees
Western Properties Trust:


We consent to incorporation by reference in the registration statement
(No. 33-71270) on Form S-3/A, the registration statement (No. 333-32721) on
Form S-3, the registration statement (No. 33-27016) on Form S-8, and the
registration statement (No. 33-60777) on Form S-8 of Western Properties Trust
of our report dated February 8, 2000; relating to the consolidated balance
sheets of Western Properties Trust as of December 31, 1999 and 1998, and the
related consolidated statements of income, shareholders' equity and cash
flows for each of the years in the three-year period ended December 31, 1999,
and the related financial statement schedule, which report appears in the
December 31, 1999, annual report on Form 10-K of Western Properties Trust.

                                          KPMG LLP

San Francisco, California
February 8, 2000