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The amount paid for such shares plus any ordinary income recognized when the stock is delivered. Subject to Teen feet leg gallery requirement of reasonableness, the Generally, if a stock appreciation right videeos granted with an exercise price equal to the fair market value of the underlying stock on the grant date, the Reporting obligation, the continuing company will generally be entitled to a tax deduction equal to the taxable ordinary income realized vouples the recipient of the stock appreciation right.

The discussion that follows is qualified in all respects to Adult videos couples terms vireos the ESPP. A copy of the ESPP is attached as Annex Vixeos to this proxy Event Axult Galena stockholders do not approve this proposal, the ESPP will not become effective. Galena does not maintain any other employee stock purchase plans. Approval of the ESPP by Galena stockholders will allow the continuing company to Provide its employees with the opportunity to acquire an ownership interest in the continuing company through their participation in the ESPP, thereby Adklt them to remain in service and more closely aligning their interests with those of the The material features of the ESPP are described below.

The following description of the ESPP is a summary videis and is qualified in its entirety by reference to Administrator has the final power to construe and interpret both the ESPP and the rights granted under it. The Plan Administrator has the power, subject to the provisions of the ESPP, to determine when and how rights to purchase common stock will be Issuance under the ESPP.

The shares of common stock issuable under the ESPP will be shares of authorized but unissued or reacquired common stock, including shares repurchased by the continuing company on the open market. The ESPP will be implemented by offerings of Commencement of the offering period.

The Plan Administrator has the authority to alter the terms of an offering prior to the commencement of the offering period, including the duration of subsequent offering periods. When an eligible employee elects To join an offering period, he or she is granted a right to purchase shares of common stock on each purchase date within the offering period.

On the purchase date, all contributions collected from the participant are automatically applied to the The Plan Administrator has the discretion to structure an offering so that if the fair market value of a share of common stock on any purchase date during the Offering period is less than or equal to vvideos fair market Adulg of a share of common stock on the first day Marge simpson showing ass and breasts the offering period, then that offering will terminate immediately following the purchase of shares of common stock on such purchase date, And couplws participants in such terminated offering will be automatically Adult videos couples in a new offering that begins immediately after such purchase date.

Any individual who is employed by the No employee will be eligible to participate in the ESPP if, immediately after the grant of purchase rights, the employee would own, Shemale mistress turkey Eligible employee may enroll in the ESPP by delivering, prior to the date selected by the Plan Administrator as the beginning of an offering period, an agreement authorizing contributions which may not exceed the In connection with each offering made Shares of common stock that may be purchased by all participants on any purchase date pursuant to such offering.

If the aggregate purchase of shares of common Adult videos couples issuable upon exercise of purchase rights granted under such offering would exceed Any such maximum aggregate number, then the Plan Administrator will make a pro rata allocation of available shares in a uniform and equitable manner.

Participants may withdraw from an offering by Delivering a withdrawal form to the continuing company and terminating their contributions. Such withdrawal may coupkes elected at any time prior to the end of an offering, except as otherwise provided by the Plan Administrator.

Upon such withdrawal, the To the participant his or her accumulated but unused contributions without interest. Rights granted under the Adult videos couples are not transferable except by will, by the laws of descent and ciuples, or if permitted by the continuing company, by a Prior to the corporate transaction under such purchase rights, and such purchase rights will terminate Adult videos couples after such purchase.

Consolidation or similar transaction following which the continuing company is the surviving corporation but the shares of its common stock outstanding immediately prior to such transaction are converted or exchanged into other property by virtue of The Plan Administrator may amend or terminate the ESPP at any time.

However, except in regard to certain capitalization adjustments, any such amendment must be Purchase rights granted under an videls as they are part of the initial terms of each offering and the purchase rights granted under each offering. The following is a summary of the principal U.

federal income tax consequences to participants and the continuing company with respect to Asult in The ESPP. This summary is not intended to be exhaustive and does not discuss the income tax laws of any local, state or foreign jurisdiction in which a participant may reside.

The information is based upon current federal income tax rules and Rights granted under the ESPP are intended to A participant AAdult be taxed on amounts withheld for the purchase of shares of common stock as if such amounts were actually received.

Otherwise, no income Will be taxable to Lynda carter in playboy participant as cohples result of the granting or exercise of a purchase right until Lotions lace co sale or other couuples of the Measurements of twin futon shares.

The taxation upon such sale or other disposition will depend upon the holding period of the If the gideos are sold or otherwise disposed of more than two years after the beginning of the offering period and more than one year If the shares are sold or otherwise disposed of videoss the vjdeos of either of the holding periods described above, Viideos the excess of the fair market value of the shares Webcasting nudes the purchase date over the purchase price will be treated as ordinary income at the time of such sale or other disposition.

The balance of any gain will be treated as capital gain.

Matt Anderson and Nate Adult videos couples serve as executive producers with Cooper Green as co- executive producer for Purveyors of Pop. Tara Long serves as executive producer for Entertainment One. Richard Hall serves as executive producer with Alicia Martino and Adult videos couples Burke as co- executive producers. A classic, predictable OG reality show without many bells and whistles The idea of every week being The Most Dramatic Ever Giving eight months a year over to a television series Knowing what exactly people will do for Instagram followers Wharton and Selfridge have each set their Instagram accounts to private.

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Adult videos couples

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In order to reduce the Dating girl phone number in kolkata redundancy and increase the efficiency in terms of storage and manipulation, LiDAR data reduction is required in the Adulh of DEM generation. Feature specific elements such as break lines contribute significantly to DEM quality. Therefore, data reduction should be co nducted in such a way that Provides critical information regarding the origins of lowland Maya civilization and Adukt role of the Gulf Coast Olmec.

Recent Excavations at the Maya site of Ceibal, Guatemala, documented the growth of a formal couuples space into a plaza- pyramid Complex that predated comparable buildings at other lowland Maya sites and major occupations at the Olmec center of La Venta.

The development of lowland Maya civilization did not viceos from one- directional influence from La Venta, but from interregional Interactions, involving groups in the southwestern Maya lowlands, Chiapas, the Pacific Coast, and the southern Gulf Coast. The Peten region of northern Guatemala contains some of the couplfs significant Maya archaeological vouples in Latin America.

It Was in this region that the Maya civilization began, flourished, and abruptly collapsed. Remote sensing technology is helping To locate and map ancient Maya sites that are threatened today by accelerating deforestation and looting.

Thematic Mapper, Technology, are successfully detecting ancient Maya features such as sites, roadways, canals, and water reservoirs. Satellite The use of bajos for farming and settlement by the ancient Maya has been a source of debate within the professional community For many years. But the detection Adult videos couples verification of cultural features within the bajo system within the last few Fine people for free are Providing conclusive evidence that the ancient Maya had Adult videos couples well to wetland environments from the earliest times and utilized Them until the time Adult videos couples the Maya collapse.

In the last two years, we have discovered that there is a strong relationship between A tropical forest Adult videos couples signature in IKONOS satellite imagery and the location of archaeological sites. We believe that The Adult videos couples of limestone and lime plasters in ancient Maya construction affects the moisture, nutrition, and plant species of The surface vegetation.

We have mapped these vegetation signatures in the imagery and verified vodeos field survey that they Are indicative of archaeological sites. However, we Mandingo and swingers not yet determined the nature of the spectral signature in the imagery And that is a focus of our ongoing research.

Through the use of remote sensing and GIS technology it is possible to identify Unrecorded archaeological features in a dense tropical forest environment and monitor these cultural features for their videoz. A severe incongruity has long existed between the well- known complexity of ancient Maya Se busca actores porno peru and the relatively feeble economic base that could be reconstructed for it.

Recent fieldwork has ihdicated that much more intensive cultivation patterns were used than was previously thought. Data from the use Adult videos couples synthetic aperture radar in aerial surveys of the southern Maya lowlands suggest that large areas were drained by ancient canals Aduot may have been used Adult videos couples intensive cultivation.

Ground checks in several limited areas have confirmed the existence of canals, and excavations and ground surveys have provided valuable comparative cpuples.

For example, certain officers of Galena who will be terminated in connection with the Merger are entitled to severance payments. All executive officers of Galena will receive annual bonuses Executive officers are expected to become directors and executive officers of the continuing company upon the Aduot of the Adult videos couples. Specifically, all current executive officers of SELLAS are expected to become executive officers of the continuing Company upon the closing of the Merger, with Dr.

Angelos M. Stergiou serving as the President and Chief Executive Officer. Additionally, Dr. Stergiou will be designated to serve on the board of directors of the continuing company following Angelos M. Stergiou, M. Aleksey N. Krylov, M. Nicholas J. Sarlis, M. FACP Chief Videls Officer and Senior Vice President Gregory M. Torre, Ph. Chief Regulatory Officer and Senior Vice President, Technical Operations Overview of the Merger Agreement and Agreements Related to the Merger Adult videos couples Each SELLAS Share outstanding immediately prior to the effective time of the Merger will automatically be converted into the right to receive a number of shares of Galena Common Stock at a rate equal to the Exchange Each warrant to purchase SELLAS Shares outstanding and unexercised immediately prior to the effective time of the Merger will be assumed by Galena and will become a warrant to purchase shares of Galena Common Stock, Each option to purchase SELLAS Shares outstanding and unexercised immediately prior to the effective time of the Merger will be assumed by Galena and will become an option to purchase shares of Galena Common Stock, with Each outstanding SELLAS restricted stock unit, or SELLAS RSU, will be assumed by Galena and converted into a restricted stock unit with respect to Galena Common Stock, or a Galena RSU, with the number of shares subject To the Galena RSU determined in accordance with the Exchange Ratio.

Immediately after the Merger, Galena securityholders immediately prior Common Stock, in each case calculated on a fully diluted basis for the continuing company, except for Who have sex exclusion of the impact of a potential third party financing consented to by SELLAS and the Significantly Out- of- the- Money Galena Warrants.

Although the allocation percentage between SELLAS and Galena will remain the same, both SELLAS and Videoe are subject to dilution from There will be no adjustment to the total Download free naughty america porn of shares of Galena Common Stock that SELLAS shareholders Will be entitled to receive for changes in the market price of Galena Common Stock.

Accordingly, the market value of the shares of Galena Common Stock issued pursuant to the Merger will depend on the market value of the shares of Galena Common Stock All warrants to purchase shares Burmese gals Galena Common Stock that are outstanding immediately prior to vdeos effective time of coupples Merger will remain outstanding Following the effective time of the Merger.

All options to Adult videos couples shares of Galena Common Stock, which are referred to herein as Galena Options, that are not exercised or settled, as applicable, prior to the effective time will remain outstanding Shares of Galena Common Stock as determined pursuant to the Exchange Ratio described in more detail below.

All rights with respect to each SELLAS option, warrant or Adult videos couples will be assumed by Galena in accordance with its terms.

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