alea-institute/kl3m-data-sample-004-shuffled huggingface dataset:
EX-10.26



 Exhibit 10.26 
 BLACKHAWK NETWORK HOLDINGS, INC. 
 NON-EMPLOYEE DIRECTOR COMPENSATION PROGRAM 
 This Blackhawk Network Holdings, Inc. (the “Company”) Non-Employee Director Compensation Program (this “Program”) has been adopted under the Company’s
2013 Equity Incentive Award Plan (the “Plan”) and shall be effective upon the closing of the Company’s initial public offering of its common stock (the “IPO”). The Equity Compensation portion of
this Program is intended to constitute the Non-Employee Director Equity Compensation Program contemplated by Article 12 of the Plan. Capitalized terms not otherwise defined herein shall have the meaning ascribed in the Plan. 

Cash Compensation 
 Effective upon
the IPO, annual retainers will be paid in the following amounts to Non-Employee Directors: 
  

					
	 Non-Employee Director:
	  	$	50,000	  
	 Chair of Audit Committee:
	  	$	15,000	  
	 Chair of Compensation Committee:
	  	$	10,000	  
	 Chair of Nominating and Corporate Governance Committee:
	  	$	5,000	  
	 Audit Committee Member (for both non-Chair and Chair members):
	  	$	10,000	  
	 Compensation Committee Member (for both non-Chair and Chair members):
	  	$	7,500	  
	 Nominating and Corporate Governance Committee Member (for both non-Chair and Chair members):
	  	$	7,500	  

 All annual retainers will be paid in cash quarterly in arrears promptly following the end of the applicable calendar
quarter, but in no event more than thirty (30) days after the end of such quarter. 
 Equity Compensation 

 

			
	Annual Restricted Stock Award:	  	 Each Non-Employee Director serving on the Board on the date of each annual shareholder meeting of the Company (each, an
“Annual Meeting”) shall be granted 7,500 shares of Restricted Stock under the Plan or any other applicable Company equity incentive plan then-maintained by the Company (the “Annual
RSA”).
  
 The Annual RSA will be granted on the date of
the applicable Annual Meeting, and will vest in full on the earlier to occur of (i) the first (1st) anniversary of the date of grant and (ii) the date of the Annual Meeting immediately following the date of grant, subject in each case to continued service through the vesting date.


 Miscellaneous 
 The other provisions of the Plan shall apply to the Annual RSAs granted automatically pursuant to this Program, except to the extent such other provisions are inconsistent with this Program. All
applicable terms of the Plan apply to this Program as if fully set forth herein, and all grants of Annual RSAs hereby are subject in all respect to the terms of such Plan. The grant of any Annual RSA under this Program shall be made solely by and
subject to the terms set forth in a written agreement in a form to be approved by the Board and duly executed by an executive officer of the Company. 
 Effectiveness, Amendment, Modification and Termination 
 This Program shall become
effective upon the IPO. This Program may be amended, modified or terminated by the Board in the future at its sole discretion. No Non-Employee Director shall have any rights hereunder, except with respect to an Annual RSA granted pursuant to the
Program.
July  17, 2006


VIA FEDERAL EXPRESS

Mr. Robert Anderson
Senior Vice President
Aquila Investment Management, LLC
380 Madison Avenue, Suite 2300
New York, NY 10017-2513

Re:	ICI Mutual Investment Company Blanket
	Bond No. 87110106B

Dear Bob:

	Attached please find an electronic copy of the
above-referenced bond ('Bond') in Microsoft Word format.
This document may be converted by you into the EDGAR format
equired for filing an electronic copy of the Bond with the
Securities and Exchange Commission.

	This electronic copy of the Bond is being provided by ICI
Mutual to facilitate your filing.  Please be aware that in case
of any discrepancies between the Bond as issued (i.e., the original
Bond, as manually signed by ICI Mutual) and the electronic copy, the
signed Bond will be the controlling document.

					Sincerely yours



						/s/  Maggie Sullivan
						--------------------
      					Maggie Sullivan
      					Senior Underwriter
### MANDATE



## Court of Appeals

**First District of Texas**

NO. 01

- 14

- 00662

- CR

JAMES JACKSON, III , Appellant

V.

THE STATE OF TEXAS , Appellee

Appeal from the 248th District Court of Harris County. (Tr. Ct. No. 1359104 ).

TO THE 248TH DISTRICT COURT OF HARRIS COUNTY, GREETINGS:

Before this Court , on the 11th day of December 2014 , the ca se upon appeal to revise

or to reverse your judgment was determined. This Court made its order in these words:

The Court today considered a motion to dismiss the

appeal filed by the appellant, James Jackson, III. No decision

has yet been handed down in the case. The Court grants the

motion. Accordingly the Court dismisses the appeal.

The Court orders that this decision be certified below

for observance.

Judgment rendered December 11 , 2014.

Per curiam opinion delivered by panel consisting of Justices

Jennings, Higley , and Massenga le.

WHEREFORE, WE COMMAND YOU to observe the order o f our said Court inthis behalf and in all things to have it duly recognized, obeyed, and executed.

February 1 3 , 2015

Date CHRISTOPHER A. PRINE

CLERK OF THE COURT
EX-10.13






Exhibit 10.13




NORTHFIELD BANK




Resolutions of the Board of Directors




          WHEREAS, over the last few years the Bank has updated all of its employment agreements with
its senior executives and other agreements, plans and arrangements to bring them into compliance
with Section 409A of the Internal Revenue Code of 1986, as amended (“Code”), to the extent
applicable; and




          WHEREAS, certain expense reimbursement arrangements may be considered subject to the rules of
Code Section 409A and, in such event, the documents that provide for such arrangements are required
to provide additional conditions under which such expense reimbursements should occur; and




          WHEREAS, an expense reimbursement arrangement will not be subject to Code Section 409A and
will be deemed exempt under the “short term deferral rule” of Code Section 409A if the expenses are
reimbursed within two and one-half months following the end of the calendar year in which the
expenses are incurred; and




          WHEREAS, the Bank desires to exempt its expense reimbursement arrangements from Code Section
409A.




          NOW THEREFORE, BE IT RESOLVED, that all expenses reimbursed under any employment agreement or
any other agreement between the Bank and an executive or employee shall be reimbursed as soon as
practicable, but in any event no later than two and one-half months after the end of the calendar
year in which such expenses are incurred;




          RESOLVED FURTHER, that, to the extent applicable, this Resolution shall be deemed a
clarification of every employment agreement and other arrangement under which the Bank reimburses
the expenses of its executives and employees.
Exhibit 32

CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER

AND THE CHIEF FINANCIAL OFFICER

PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

 

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, each of the undersigned hereby certifies in his capacity as an officer of Vail Resorts, Inc. (the "Company") that the quarterly report of the Company on Form 10-Q for the quarter ended October 31, 2003 (the "Report") fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that the information contained in such Report fairly presents, in all material respects, the financial condition and the results of operations of the Company at the end of and for the periods covered by such Report. 

 

Date: December 12, 2003

        /s/ ADAM M. ARON        
Adam M. Aron
Chairman of the Board and
Chief Executive Officer

 

Date: December 12, 2003

        /s/ Jeffrey W. Jones        
Jeffrey W. Jones
Senior Vice President and
Chief Financial Officer

 

This certification is being furnished solely pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, is not a part of the Form 10-Q to which it refers, and is, to the extent permitted by law, provided by each of the above signatories to the extent of his respective knowledge.
J-S41028-18

____________________________________

* Former Justice specially assigned to the Superior Court.

NON-PRECEDENTIAL DECISION - SEE SUPERIOR COURT I.O.P. 65.37

COMMONWEALTH OF PENNSYLVANIA

v.

RICHARD WALTERS 

Appellant

:

:

:

:

:

:

:

:

:

 IN THE SUPERIOR COURT OF

 PENNSYLVANIA

 No. 2844 EDA 2017

Appeal from the PCRA Order August 28, 2017

In the Court of Common Pleas of Philadelphia County Criminal Division at 

No(s): CP-51-CR-0001282-2012

BEFORE: GANTMAN, P.J., OLSON, J., and STEVENS*, P.J.E.

CONCURRING STATEMENT BY STEVENS, P.J.E.: FILED SEPTEMBER 06, 

2018

While I am constrained to agree with the Majority’s decision to reverse 

the PCRA court’s Order and remand for resentencing, I write separately to 

emphasize that in Commonwealth v. DiMatteo, 177 A.3d 182, 183 (Pa. 

2018), the Pennsylvania Supreme Court granted review “to assess what relief, 

if any, a criminal defendant is entitled to when he raises an illegal sentencing 

challenge premised on Alleyne v. United States, 570 U.S. 99, 133 S.Ct. 

2151, 186 L.Ed.2d 314 (2013) in a timely petition filed pursuant to the Post 

Conviction Relief Act, 42 Pa.C.S. §§ 9541–9546, when, at the time Alleyne

was decided, the defendant's judgment of sentence was not yet final.” Citing 

Commonwealth v. Newman, 99 A.3d. 86, 90 (Pa. 2014) the Court stressed 

that “Alleyne applied only to cases pending on direct review as of June 17, 

2013, the date of the Alleyne decision.” DiMatteo, 177 A.3d at 187–88 
J-S41028-18

- 2 -

(italics added, boldface type in original). The Court ultimately held that its 

prior decision in Commonwealth v. Washington, 142 A.3d 810 (Pa. 2016)

did not bar a petitioner “serving an illegal sentence from relief when such relief 

is sought in a timely PCRA petition and the judgment of sentence was not final 

when Alleyne was announced.” Id. at 191. 

The phrase “as of” is “used to indicate a time or date at which something 

begins of ends.” As of Definition, Merriam Webster.com, 

http.//dictionary/browse/as is (last visited Aug. 22, 2018). Although 

Appellant did not file a direct appeal, as the Majority explains, he had until 

June 17, 2013, to do so. As such, his case was pending on direct review until 

the end of business on June 17, 2013; therefore, because his judgment of 

sentence was not yet final when Alleyne was decided and the instant, first 

PCRA petition was timely-filed, Alleyne is applicable to Appellant’s case 

retroactively. See Commonwealth v. Ruiz, 131 A.3d 54, 60-61 (Pa.Super. 

2015).
Exhibit 32.2

CERTIFICATION 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 Quarterly Report on Form 10-Q of Cynosure, Inc. (the Company) for the period ended March 31,
20010 as filed with the Securities and Exchange Commission on the date hereof (the Report), the undersigned, Timothy W. Baker, Executive Vice President, Chief Financial Officer and Treasurer of the Company, hereby certifies, pursuant to
18 U.S.C. Section 1350, that, to his knowledge:



| | (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 7, 2010 |  | /s/    Timothy W.
Baker                                        
|                  |  | Timothy W. Baker                                               
|                  |  | Executive Vice President, Chief Financial Officer and Treasurer
#### Robert Phillips et al., Appellants, v County of Monroe et al., Respondents, and State of New York (Department of Taxation and Finance and Department of Health), Respondent.

[853 NYS2d 820]

Memorandum: For the reasons stated in our decision in *Matter of Monroe County Pub. School Dists. v Zyra*(51 AD3d 125 [2008]), we modify the judgment by vacating the decretal paragraphs granting declaratory and other relief with respect to the meaning of Tax Law § 1261 (f) (8), and by granting plaintiffs-petitioners (plaintiffs) the same declaratory relief granted in that case. We note in addition that plaintiffs have standing herein by virtue of their status as taxpayers *(see*General Municipal Law § 51; *Matter of Bernstein v Feiner,*13 AD3d 519, 520-521 [2004]; *see generally Matter of Korn v Gulotta,*72 NY2d 363, 371-372 [1988]), and that there were no Open Meetings Law or other notice violations requiring nullification of the actions taken by defendant-respondent Monroe County Legislature on September 26, 2007. Finally, “[b]ecause a compelling nonconstitutional ground resolves this appeal, we refrain . . . from addressing the constitutional issues raised” *(Matter of Clara C. v William L.,*96 NY2d 244, 250 [2001]). Present— Hurlbutt, J.P., Martoche, Centra, Green and Gorski, JJ. *[See*18 Misc 3d 1127(A), 2007 NY Slip Op 52533(U) (2008).]
EXHIBIT 32.2

CERTIFICATION 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 Annual Report of NATIONAL TECHNICAL SYSTEMS, INC (the "Company") on Form 10-K for the period
ending January 31, 2009 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Raffy Lorentzian, Chief Financial Officer of the Company, certify, pursuant to
18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, to my knowledge:



Dated: April 30, 2009



/s/ RAFFY LORENTZIAN Raffy Lorentzian, Senior Vice President and
Chief Financial Officer
(Principal Financial and Accounting
Officer)


A
signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and
Exchange Commission or its staff upon request.

---



QuickLinks
Unassociated Document


    Exhibit
10.3

    


    FORM OF
WAIVER

    


    In
consideration for the benefits I will receive as a result of my employer’s
participation in the United States Department of the Treasury’s TARP Capital
Purchase Program, I hereby voluntarily waive any claim against the United States
or any state or territory thereof or my employer or any of its directors,
officers, employees and agents for any changes to my compensation or benefits
that are required in order to comply with Section 111(b) of the Emergency
Economic Stabilization Act of 2008, as amended (“EESA”), and rules,
regulations, guidance or other requirements issued thereunder (collectively, the
“EESA
Restrictions”).

    


    I
acknowledge that the EESA Restrictions may require modification of the
employment, compensation, bonus, incentive, severance, retention and other
benefit plans, arrangements, policies and agreements (including so-called
“golden parachute” agreements), whether or not in writing, that I have with my
employer or in which I participate as they relate to the period the United
States holds any equity or debt securities of my employer acquired through the
TARP Capital Purchase Program and I hereby consent to all such
modifications.  I further acknowledge and agree that if my employer
notifies me in writing that I have received payments in violation of the EESA
Restrictions, I shall repay the aggregate amount of such payments to my employer
no later than fifteen business days following my receipt of such
notice.

    


    This
waiver includes all claims I may have under the laws of the United States or any
other jurisdiction related to the requirements imposed by the EESA Restrictions
(including without limitation, any claim for any compensation or other payments
or benefits I would otherwise receive absent the EESA Restrictions, any
challenge to the process by which the EESA Restrictions were adopted and any
tort or constitutional claim about the effect of the foregoing on my employment
relationship) and I hereby agree that I will not at any time initiate, or cause
or permit to be initiated on my behalf, any such claim against the United
States, my employer or its directors, officers, employees or agents in or before
any local, state, federal or other agency, court or body.

    


    In
witness whereof, I execute this waiver on my own behalf, thereby communicating
my acceptance and acknowledgement to the provisions herein.

    


    
      
        	 
      	
                Respectfully,

              
	 
      	 
      
	 
      	
                  

              
	 
      	
                Name:

              	 
      
	 
      	
                Title:

              	
                 

              
	 
      	
                Date:

              	
                March
      6, 2009
**Exhibit 10.1**

----

**CONSENT OF INDEPENDENT ACCOUNTANTS**

We hereby consent to the incorporation by reference in the Registration Statements on Form F-3 (No. 333-12592) and Form S-8 (No. 333-103491) of Unilever N.V. and Unilever PLC of our report dated 1 March 2005 relating to the financial statements which appear in this Form 20-F.

**/s/ PricewaterhouseCoopers Accountants N.V.**

PricewaterhouseCoopers Accountants N.V.Rotterdam, The Netherlands

As auditors of Unilever N.V.

**/s/ PricewaterhouseCoopers LLP**

PricewaterhouseCoopers LLPChartered Accountants and Registered AuditorsLondon, United Kingdom

As auditors of Unilever PLC

24 March 2005

----
UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

Current Report

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) **January 29, 2004****VAIL RESORTS, INC.**
(Exact name of registrant as specified in its charter)
**Delaware**
(State or other jurisdiction of

incorporation or organization)**1-9614**
(Commission File Number)**51-0291762**
(I.R.S. Employer Identification No.)**137 Benchmark Road  Avon, Colorado 81620**
(Address of principal executive offices)

Registrant's telephone number, including area code**(970) 845-2500**
 
**Not Applicable**
(Former name or former address, if changed since last report)

 

 

 

**Item 5.  Other Events and Regulation FD Disclosure**.

On January 29, 2004, Vail Resorts, Inc., a Delaware corporation (the "Company"), issued a press release announcing that it hasclosed its offering of $390 million 6.75% Senior Subordinated Notes due 2014 in a private offering.  

The Company is using the net proceeds of the offering to consummate the cash tender offer (the "Offer") and consent solicitation for any and all of its $360 million outstanding principal amount of its 8.75% Senior Subordinated Notes due 2009.  As of 5:00 p.m. January 27, 2004, 96.9% of the 8.75% Senior Subordinated Notes had been tendered, and the Company accepted and paid for all such notes tendered, including the consent payment.  The Offer commenced on January 13, 2004, and expires on February 10, 2004. 

The Company also announced that it has received the requisite consents to adopt the proposed amendments to the indentures governing the 8.75% Senior Subordinated Notes.  Accordingly, the Company and the trustee under the indentures have executed supplemental indentures containing the amendments. The amendments to the indentures are binding upon the holders of the 8.75% Senior Subordinated Notes, including those not tendered into the Offer.
**Item 7.  Financial Statements and Exhibits.

(a)	No financial statements are required to be filed with this report.

(b)	No pro-forma financial information is required to be filed with this report.

(c)	Exhibits.  The following exhibits are filed herewith:
**Exhibit No.**Description 
4.1
Indenture, dated January 29, 2004.
99.1
Press release dated January 29, 2004.
 

 

 
**SIGNATURES**
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated:	January 30, 2004

VAIL RESORTS, INC.  
By:          /s/ Jeffrey W. Jones               
Name:
Jeffrey W. Jones
Title:
Chief Financial Officer

 

 

 

 
**EXHIBIT INDEX**
 
**Exhibit No.**Description **Page No.
4.1
Indenture, dated January 29, 2004.
5
99.1
Press release dated January 29, 2004.
133************
Michigan Supreme Court

Lansing, Michigan

Robert P. Young, Jr.

, Chief Justice

Michael F. Cavanagh

Stephen J. Markman

Mary Beth Kelly

Brian K. Zahra

Bridget M. McCormack

David F. Viviano

, Justices 

# Order

January 29, 2014

147758

MICHIGAN COALITION OF STATE

EMPLOYEE UNIONS, INTERNATIONAL

UNION UAW AND LOCAL 6000,

MICHIGAN CORRECTIONS

ORGANIZATION/SEIU, MICHIGAN

PUBLIC EMPLOYEES/SEIU LOCAL

517M, MICHIGAN STATE EMPLOYEES

ASSOCIATION, AFSCME LOCAL 5,

MICHIGAN AFSCME COUNCIL 25,

ANTHONY MCNEILL, RAY HOLMAN,

ANDREW POTTER, ED CLEMENTS,

AMY LIPSET, WILLIAM RUHF,

KENNETH MOORE, RUSSELL WATERS,

MARK MOZDZEN, and KATHLEEN WINE/

ALL OTHERS SIMILARLY SITUATED,

Plaintiffs

- Appellees,

v SC: 147758

COA: 314048

Court of Claims: 12

- 000017

- MM

STATE OF MICHIGAN, STATE

EMPLOYEES’ RETIREMENT SYSTEM,

STATE EMPLOYEES’ RETIREMENT

SYSTEM BOARD, DEPARTMENT OF

TECHNOLOGY MANAGEMENT AND

BUDGET, DEPARTMENT/DIRECTOR OF

TECHNOLOGY MANAGEMENT AND

BUDGET, DIRECTOR OF RETIREMENT

SERVICES OFFICE, and STATE

TREASURER,

Defendants

- Appellants.

_____________________________________/

On order of the Court, the application for leave to appeal the August 13, 2013

judgment of the Court of Appeals is considered, and it is GRANTED. The parties shall

include among the issues to be briefed whether 2011 PA 264 is unconstitutional, in whole

or in part, in violation of Const 1963, art 11, § 5.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.

January 29, 2014

h0122 2

Clerk We direct the Clerk to schedule the oral argument in this case for the same future

session of this Court when it will hear oral argument in UAW v Green (Docket No.

147700).
```

[Congressional Bills 114th Congress]
[From the U.S. Government Publishing Office]
[S. 351 Introduced in Senate (IS)]

114th CONGRESS
  1st Session
                                 S. 351

   To prevent homeowners from being forced to pay taxes on forgiven 
                          mortgage loan debt.

_______________________________________________________________________

                   IN THE SENATE OF THE UNITED STATES

                            February 3, 2015

  Mr. Heller introduced the following bill; which was read twice and 
                  referred to the Committee on Finance

_______________________________________________________________________

                                 A BILL

 
   To prevent homeowners from being forced to pay taxes on forgiven 
                          mortgage loan debt.

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

SECTION 1. SHORT TITLE.

    This Act may be cited as the ``Mortgage Debt Tax Relief Act''.

SEC. 2. EXTENSION OF EXCLUSION FROM GROSS INCOME OF DISCHARGE OF 
              QUALIFIED PRINCIPAL RESIDENCE INDEBTEDNESS.

    (a) In General.--Subparagraph (E) of section 108(a)(1) of the 
Internal Revenue Code of 1986 is amended by striking ``January 1, 
2015'' and inserting ``January 1, 2017''.
    (b) Effective Date.--The amendment made by this section shall apply 
to indebtedness discharged after December 31, 2014.
                                 <all>
```