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Ask a Lawyer and Get Answers to Your Legal Questions
Hello and thank you for contacting us. This is Dwayne B. and I'm an expert here and looking forward to helping you today.
Generally, a COA or HOA can do anything that their rules and regulations and by-laws allow them to do so long as the rules and regs and by-laws are passed according to the process set up in them (ex. a vote by a certain % of members).
In your case there is a problem that is immediately apparent. The language they are complaining of ""Each Residential Unit shall be used for residential purposes only, and no trade or business of any kind may be conducted in or from a Residential Unit or any part of the Condominium...the terms "business" and "trade," as used in this provision, shall be construed to have their ordinary, generally accepted meanings, and shall include, without limitation, any occupation, work, or activity undertaken..." doesn't seem to have a good definition. Normally that language, which originated in city ordinances, is used to restrict residential property from being turned into commercial property but is not used to prevent rentals.
So your first argument would be that the definition is unconstitutionally vague. In addition, there is a rule sometimes known as the "Scrivener's Rule" that came from England and essentially it states that if a term in a contract is subject to two meanings then the court is bound to accept the meaning offered by the party to the contract who did not draft it (or have it drafted) so long as that meaning is reasonable. This applies even if the definition offered by the other party is "more" reasonable.
I don't see there being a huge issue with someone being fined for listing their property on the AirBnB website. It's a little unusual, but generally a HOA/COA can make anything prohibited that they choose to make prohibited, again assuming that they followed the proper procedure.
While you can ask for the hearing, you would be better off hiring a lawyer to represent you in this hearing and then, if you lose this hearing, in the lawsuit which would follow. The concepts and principles involved in this case are much more complicated than they might appear and include issues of Constitutional Law (including grandfathering or ex post facto) and the power of the COA/HOA.
You can sue for your attorney's fees as well as any other damages you have, but the COA/HOA will have a lawyer involved for them, even if he is acting "behind the scenes" and so you should as well.
If you choose not to hire a lawyer then you need to do a lot of research on the issue I set out here as well as familiarizing yourself with the Rules of Civil Procedure, the Rules of Civil Evidence, and then do a lot of legal research on the issues we've discussed because you're going to have to "educate" the judge on the law on this matter.
If your question has been answered then I'd offer my best wishes to you and ask that you please not forget to leave a Positive Rating so I receive credit for my work. Of course, please feel free to ask any follow up questions in this thread. I want to be sure that all of your questions are answered.
can they forbid me to list on AirBnB even though AirBnB provides long-term leasing possibilities
Yes, assuming that they passed the section on this in a manner allowed by the rules then they can prohibit the listing.
And can they indeed fine me $1,000 when the Court of Appeals stated that $25 is reasonable and our Declaration states that "reasonable fines can be charged"?
Yes, the document you attached mentions "reasonable fines" but doesn't provide a definition as to what is reasonable. I'm not aware of any case that has stated $25 is the maximum amount that can be charged as "reasonable" and don't think a court will limit a fine to that amount in 2016.
Finally, an important issue, can I be prevented to seek a roommate (which is allowed and not even defined as "leasing") through any means I find suitable (including AirBnB)?
There is a section of the document that you attached which is going to cause you problems with sub-leasing to someone else. On p. 27, sec. 15(b) it states that "Units may be leased only in their entirety; no fraction or portion may be leased without prior written Board approval." That would mean that if the board doesn't approve the taking on of a roommate then they can point to this section to back up their position and you would have to sue to override that.
In reviewing Section 14, it appears to not prohibit leasing out the condo so long as you follow the requirements that they mention such as not leasing to more than two people per bedroom, etc. I think that if you bring a lawsuit stating that you are allowed to rent the condo out then you would be likely to win based solely on section 14. Some of the other sections may state otherwise but that section doesn't prohibit you leasing the unit and doesn't prohibit advrtisging the unit.
As to lawyers, you can find one to assist you by going to www.lawyers.com and in the section for Area of Practice enter Civil Litigation or Real Estate Law. Either of those will have the skill set you need.
If your question has been answered then I'd offer my best wishes to you and ask that you please not forget to leave a Positive Rating so I receive credit for my work.
Of course, please feel free to ask any follow up questions in this thread. I want to be sure that all of your questions are answered.
Yes, I had reviewed that paragraph already and it doesn't appear to prohibit the activity in which you want to engage. The only issue I see is the one I mention above.
It's vague and if hey want to use that as an argument they can, if you aren't using the condo as your primary residence, which I understood from your earlier facts you were not. If You are using it as a primary residence then it shouldn't be an issue having someone as a roommate.
As long as you call it your primary residence you should be okay with the sub leasing then.
At one time AirBnB didn't allow itself to be used for anything other than vacation type rentals and their agreements specifically stated it couldn't be used for any other purpose. It could be that the condo board has an old copy of the agreement and is using it in their decision.
I am about to go offline for a while. If you have any follow ups please post them and I will get to them when I return, but it will likely be several hours.


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Movies: Where to start, I am a movie buff I love old B&W movies with actors like Cary Grant (fav), Jimmy Stewart, Bogey, Hepburn. I like new movies as well but B&W are so much more magicial. Also 80s brat pack + genre, comedy, SciFi, thrillers, action and yes chick flicks (I am a hopeful romantic)
Music: I enjoy everything from rock to country to folk (not a Rap fan though) Current on my mp3 player: John Prine, Miranda Lamert, Jimmy Buffett, Louis Armstrong, Herzogs, Pink, Queen, Guess Who, Meatloaf, Kinks, Tom Waits, Taylor Swift, Marillion, Jamey Johnson, Lady Antebellum, Led Zeppelin, Bob Dylan, Big brother (Joplin), Otis Redding, David Bowie, Jim Croce, Kristofferson, Bon Jovi, Tori Amos, Roger Waters (Pink Floyd), Kid Rock (close as I get to Rap)
2) Hope
3) Faith in God and his plan for my life
4) Computers (including droid phone)
5) Electricity
6) Life of memories
Why do we park on a driveway and drive on a parkway?
Why is it called "rush hour" when your car barely moves?
Why do people devote their lives to becoming famous, then do everything they can to avoid people
Whose cruel idea was it for the word "lisp" to have an "s" in it?
Why do they sterilize the needle for lethal injections?
Why are there flotation devices in the seats of planes instead of parachutes?
What happened to common sense.
Message me if you are interested in learning more, and possibly meeting at a restaurant to talk with no pressure or preconceived ideas. Worse case, you get a free meal. lol

subset: commoncrawl


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The pre-release business of Sardaar is creating a lot of noise in the industry. It is a known fact that Sardaar is also releasing in Hindi and latest update reveals that the Hindi rights of the film have been sold to Eros for a whopping 12 crores.
Ever since the time it was announced that the film will also release in Hindi, there has been a huge buzz all over the country. Pawan is quite popular India wide and the makers are cashing in on this factor big time.
Directed by Bobby, Sardaar is up for a release on 8th of April. Kajal plays the female lead and DSP is the music composer.
- Much-Awaited magnum opus not being postponed
- Nag leaves a hint for Akhil's new film title
- 100 screens added for mass entertainer
- Upcoming sensation hikes her remuneration
- Fidaa's latest Krishna region collections
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Multiplayer List
Playing game is fun, and all the more if you are playing it with your friends. A good example of multiplayer game for teenagers is Wizard 101 where you can wave your magic and cast spells against your opponents. If you want to be a buccaneer, you can sail to the seas of Pirate 101. Or join the fantasy world of the mighty heroes in World of Warcraft. Grab your friends and experience the adventure together.
Maid Marian (Multiplayer, No Download)October 1, 2012 -
If you're looking for a new, totally free MMORPG game to get into, Maid Marian is where it's at. With a crazy amount of options, you seriously cannot lose. It is essentially a social hangout… Read More »
Gaia on the Go (Mobile, Multiplayer, Social Worlds)September 7, 2012 -
Gaia on the Go is a great way for you to access your Gaia Online account while you are on the move. Gaia Online is a fun online community that lets you create your own online… Read More »
Perfect World (Download, Multiplayer)August 22, 2012 -
Taking place in a world that is gorgeously-designed, Perfect World is a Fantasy MMORPG that is 3D and largely based on Chinese mythology. The game offers skill-based and level progression, in addition to a character… Read More »
Pirate 101 (3D, Download, Multiplayer, Social Worlds)August 21, 2012 -
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ArcheAge (Download, Multiplayer)August 12, 2012 -
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Eden Eternal (Download, Multiplayer)August 3, 2012 -
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Crazy Fairies (Multiplayer, No Download)July 31, 2012 -
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Koyotl (Multiplayer, No Download, Simulations)July 24, 2012 -
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When you think about an MMORPG, what comes to mind is likely something along the lines of World of Warcraft. The reason that this is so popular is simple, it works. When you play it,… Read More »
Salem (Download, Multiplayer)May 29, 2012 -
Quite different from other MMORPGs that are based on swords and sorcery, Salem is one that is based on crafting. You will play the role of a pilgrim in a much darker version of the… Read More »
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Discover a magical window into a world made of dreams, a wonderful way to involve the little ones with the fantastic world of reading. A brand-new Kamishibai Family Theater (MINI A4) that will fascinate young and old alike.
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Traditional story from Sahara. The hedgehog lives happily in the desert, looking after his little plot of land. One day the jackal turns up and forces him to work for him, but the hedgehog is very clever and knows how to trick the abusive jackal.
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Kojo Pobee, MD, CMD, is the founder of MD for Seniors, a medical practice dedicated to long-term care that focuses exclusively on delivering physician services to patients where they reside: in nursing homes, assisted living facilities, and occasionally in their homes. In this work, he also collaborates with home-health-care companies and hospice agencies.
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Medicine has always been part of the fabric of his life. His late father was a physician; his mother, wife, brother-in-law, a few cousins, and other in-laws are all medical doctors. He says, "If we all got together, we'd have a veritable medical convention!"


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',.nDE1UL REPORTER,
vol. 64.
wduld subserved by: maintaining any technical subtlety would render this suit abortive. ,T4e:,Q1Qtion Chwre for leave to intervene as party plainti:lf is granted. " 'IDhe defendant's motion to strike off the affidaviteitJflled on beh3lfof the complainants on Noyember 8, 1894, is granted. Counsel for the plaintiffs may prepare a decree for a receiver and injunction, and sl1bmitthe same for settlement upon 48 hourS' notice (with copy of thedeeree proposed) to defendant's coun· sel.
(Olreult Court, S. D. Iowa, C. D.
N,o. 3,567.
December 13, 1894.)
Plaintiff recovered a 'judgment against the S. C. Street-Ry. Co., an Iowa corporatiqn;, upon which execution was Issued and returIied unsatisfied. He ,defendapt, a stockholder In the railway company, alleging these facts, and that nothing had ever been paid In on defendant's stock, and alsQ,In. a s,eparate paragraph, that defendant's stock purported to be In consequence ot defendant's receiving and holding It as sUch,'therallwaycompany appeared to be possessed of money that it did not,ln;tact PQ8SeSB, which was a fraud upon plaintiff, and entitled the aUl0'lWt of his judgment from defenqa;I;l:L The statutes ot 16Wa COde, §§ 1632-1635) provide that stockholders shall individualliablllty to the amount of the unpaid installments on the, stocli::owned by them, and execution against the corbe levle<iupon the privllte property of individual stockholdto th,at .that ):)etore such property is taken an execution against the COIrp0riW0n shall be,lssued and returned unsatisfied; that, before a Btockho!der be elrllrged with the 'payment of a judgment for a corporatA debt,'anaction shall be brought against him, in, which judgment qlay be; for l!.ny balance after diSpQsin,g of the corporate and the property of a Iiltockholder has been so he an action, against, the, ,corporation for tndemnityl,'or against any other stockholder for contribution. Such statutes also provide (Id; 0<1(21) that' intentional fraud", in failing to comply with of inGlilrporation,or the public as to their Shall sllbJert the guiltr:pa,rties to pUiQ.1llhment,and person injured by suqp frll,udmay rec,ov:ef damalfes against the parties participating In it. Held, that the pleading, framed as aforesaid, set up two causes of action at law, ba.sed upon the two statutory provisions.
SnrEi-Pnb6k!DuRE IN FEDF.RAL COURTS.
OF STOCKHl>LDERS-PLEADING IOWASTpUTIil.' , " , "
Held>,turtlher:,; that a$,ithe statute Imposed a new lIabUlty on the stockand did not depend on the llability of other holder, stoCkh,Old, .an,d, a rem,e,"d"ripr,' its enforcement had bee,II, provl,ded by the same statute' under w,llich the state courts had recognized and approved an action: at law as the eorrect method of procedlll'e, the federal courts shOUld aJsoenforee such liability' by action at law,and were not confined 'to a suit ,inequ,ity fQ!.' adjustment ottIie rights and liabilities of aU stockholde+1l and ereditp1'1l.
Held, turther. that theflict, that no' forJ:!lal assessm.ent or call for the subscription to the stoCk had been madewouId not protect the stockholder from liability to of the (:orporatlon, who was entitled to regard ,the stoCk subscripti()nliJ lWIa, fund for pis :1;lenefit.
This was an action at law by the National Park Bank against Frank H. Peavey to recover the amount of a judgment held by the bank against the Sioux City Street-Railway Company, in which defendant was a stockholder. Defendant demurred to the petition. Chas. A. Clark, for plaintiff. Cummins & Wright, for defendant. WOOLSON, District Judge. The petition alleges that in September, 1893, plaintiff recovered judgment in the district court of Woodbury county, Iowa, against the Sioux City Street-Railway Company (a corporation for pecuniary profit, org,wized under the laws of the state of Iowa), for $40,611.02; that said judgment was based upon certain promissory notes executed by said company, which had been purchased and discounted by plaintiff; that general execution was issued upon said judgment, and duly placed for service in the hands of the sheriff of said Woodbury county, within which county said company had its principal place of business, and has been by said sherifi' returned, indorsed "No property found"; that said company is in fact insolvent, and has no property or assets whatever from which said judgment can be collected on execution; that defendant, at the time of the execution of said promissory notes and the rendition of said judgment, owned and held, and still owns and holds, 2,744 shares, of the par value of $100 each, of the capital stock of said company, upon which neither defendant nor any other person ever paid into the treasury of said company any sum or sums of money Whatever, and no part of said shares have been paid up, and there remains unpaid on said shares an amount in excess of plaintiff's said judgment. .The last paragraph of the petition is as follows:
That all of saId shares of stock of the Sioux·City Street-RaHway Company, so as aforesaid Issued to the defendant, and so as aforesaid owned and held by him, purported to be full-paid capital stock of said railway company, and thus and thereby, by reason of the actIon of defendant In receiving and holdIng saId shares of capital stock as aforesaId, the Sioux City StreetRailway Company, apparently and In semblance, possessed money or property to the amount and value of two hundred and seventy-four thousand dollars, by reason of saId shares of capital stock issued to the defendant, and owned and held by him, all of whIch apparent capital In money or property of said company was false, nonexistent, fictitious, and fraudulent, by reason of the fact that the said defendant never paid In any sum, amount, or value whatever for his said shares of capItal stock in the said corporatlon, and was a fraud upon this plaintiff; that, by means .of the premises, plaintiff is entitled to recover from the defendant the amount ot its said judgment agaInst the said company, together with interest and costs and the costs of thIs suIt.
To the petition, defendant assigns as grounds of demurrer: (1) The relief herein prayed can only be granted in equity; (2) this court has no common-law jurisdiction to render a judgment at suit of one creditor against a stockholder for alleged balances due from such stockholder on his shares of stock; (3) no assessment is shown to have been made on defendant's shares of stock; (4) there is a defect of parties,-the other stockholders and all creditors and the said Sioux City Street-Railway Company being necessary parties hereto. It will be observed that the last paragraph of petition, copied in v.64F.no.8-.58
no,elose relntion..to:that ·part of the petitiQnJ w,hich precedes' it. Defendant daims .tbatlthis .paragraph prOv.el:li·tbisaction i$·. an acti<>n' to recoverllnpaid assessments on shares Qtsmck, or unpaid balances. due thereont:but that the action is "in the right of the creditor seeking toshOiW tJlatthe proceedas fully. paid up operated ings by which the issuance of as a fraud on him, of which he can complain; 'an action wherein t.o jlliability Oil pllrt, the sum, du@ hIm is a trust fund, whicll the plaIntiff, as a credItor, .And thereupon defendant: clai1Jls that the. action must be b:t,'ougRt thllt is, so as that the court w.H;l q9 . 1. plaintiff to b,ri.n.g in corporah.o.n. an,d t.he o.ther stoc.kholdEtl's/J'OO, end that the entire matter stock maybe each stock:ho1q.el.'; cODlpelled to Qear his due and p;ropel'.lj)IftjQnof the. outli\tal:u,ling indebtedness.., "If the character of t9. :be lletennined from the cl.QsiAg paragraph of WIthout reference tQ tl;1e Jowa argument of defenq.ilfltdwuilt ,have . ;But such w:Mi tlIe theory ,of or attb;:e oral Thetheory on whi.c4, /Wgument then pr9,ceeded that the, was brought judgment. agaiI;lst Ilefen,dant .beclluile of his beieg the ljIwn.ef AA4 holder amp:tJ.nt: to dissaid ju(lgmeJ;lt. . two causes .of to be; set of the Iowa statb.ere. Sections Iowa Code, are jls foll!?'V;s,; i . .. . · ,
1632{: this chapter contjUned, nor any provisions in the articles exempt the stockb.olders. from individulil l1abUity to tHe' amount of the unpaid instalments on tb.e stoCk owned by them, or transfetted by them for the purpose of defrauding .creditors, and execution against, !the company IDltY', to that extent, be levied upon the private property Ql''8iiy sueh individual. . of the cases contemplated in this chapter, can the. private propert,i Of the stookholdersbe levied upon for the payment ot corporatedebbl, while cOl'Porate ·property can be' found with which to satisfy the same; blit it wUL·.be··sufficient proof thitt:no property can be found, if an execution has issUedoDi a' judgment against the corporation, and a demand has been made thereon> of80me one of the:last acting officers of the· body for property on whidl oo'leVY,and If he neglects to point out any such property. ' any stoekholder can be charged with the payment of a judgmen-t,reuderedfor a corporate:debt, an action shall be brought against him, in any stage of which he may point out corporate property subject to levy; and upoD·hissatisfying the court of the existence of such property. by affidavit or otherwise, the cause may be Continued or execution against him stayed, until the property can be levied upon and sold, and the court may render for any balance which there may be, after dispdsln:g ot the corporate property; but, if a demand has been made as contemplated in the preceding section, the costs of such aCtion shall in· any event, ,paid by the company or the defendant tb.erein, but he shall not to controvert tlle.validity of the judgment rendered against the corpotatfbn,unless it was rendered through fraud or collusIon. the property of a stockholder Is taken for a corPorate debtl,he may'maintain an action againsttheicorporation for indemnity, and against any of the otherstoc)plolders for contributio!l.
It will ·no doubt be cbnceded the,pleader has sought to draft th'e petition) except the closing paragraph, with the intent to bring him-
self within the sections just quoted. section '1621, McOlain's Iowa Code, is as follows:
1621. Intentional fraud In failing to comply substantially with 'the articles of Incorporation, or in deceiving the public or individuals in relation to their means or liabilities, shall subject those guiltY thereof to fine and Imprisonment. or both, at the discretion of the court. Any person who has sustained injury from such fraud, may also recover damages therefor agaInst those guilty of participating in such fraUd.
The pleader, in the closing paragraph of petition, apparently had in mind the section last quoted, and sought to bring himself within its terms. So that, iDfstead of the paragraph serving the purposes by defendant's counsel, it is brought at law, as a new and distinctcause of action, and should be numbered as such. The m.ain argument of defendant's counsel is aimed at that part of petition which precedes this closing paragraph. I will, therefore, for convenieJ;lce, and witIr a view to Qrevity, hereafter speak of such part as the "petition." , The energy and ability with which counsel have presented their views;, and the exhaustive research shown in the briefs submitted, compel at the hands of the court a fuller and more lengthy statement of the views which control the decision herein reached than might otherwise be deemed necessary. The first two grounds of, demurrer, as above stated, may profitably be considered together. Defendant claims, that, even though the action herein proposed might, under the decisions of the supreme coU,rt of lowa,be maintained at law in the state courts of Iowa, yet it cannot be so maintained in this court. Assuming, then, that an"action at law would lie in the state courts, let us examine the matter as applied to the federal courts. Weare cited to various eases decide!l by the supreme court of the Ul1itedStates, wherein has been considered, how far the federal courts are bound by and, follow the state courts in actions against stockholders in corporations. We may suggest that these cases relate to two distinct classes of liability of stockholders, and that, unless we keep in mind this distinction, we are liable to draw incorrect' conclusions as to what bas been actually decided' by the suprem.e court. One oJ:. these classes is the liability which is created by-statutory enactment, as, for instance, where the statute provides that each stockholder shall be liable, to the par value of stock held by him, for indebtedness of the corporation, or for the debts of the corporation, until a certific,ate is filed with the proper officers (named in the statute), showing entire amount of capi" tal stock, etc. The other class of liability is where the statute declares tM liability of the stockholder under certain circumstancesor after certain preliminaries have been performed by the creditorto a creditor of the corporation fornnpaid amounts on shares held by him. As to the first class named, the supreme court has uniformly held strictly to the remedy in' or by the statute provided, as the remedy to be enforced in federal, equally with state, courts. Thus, in Pollard v. Bailey, 20 Wall. 520, the supreme court use this language:
The individual liability of stockholders in' a corporation for the payment its debts, is always a creature of statute. ,At..commoD law, it does uot
,'l'b& statute which creates It, may also declare the purposes of its creation, and provide for the manner of Its enforcement.
1Ill:'Bank v. Francklyn, 120U.'S. 74:7, 7 Sup. Ct. 757, the conrt say:
).lestion of th,e ma"Mer in ,w,h,iCh the ,liability ofstockhold,ers under of the state which creates the corporation may be enforced in theco1Uis Of the United States, Is not a new one in this court.
And the court proceed to consider Pollard v. Bailey, supra, and, in addition to what was above quoted, there is quoted:
beiJ1gS0, the, remedy provided is, exclusive of all others. A general, liability statute, witho)ita remedy, may be enforced by an appropriate
The llablllty and the remedY were both created by the same statute.
action. But, wbere the provision for the Ilabll1ty Is coupled with a PrQ'V1slon for a special remedy, that remedy, and that 'alone, must be enforced i'
thereupon deClare that:
Pursuant to these prinCiples, this court has repeatedly held - - - that ,whether the, remedy in the federal courts should be by action atlaw:oi" 'by suit In eqUity depends upon the nature of the remedy given by tha8tatutes of the state. [Citing Mills v. Scott, 99 U. S. 25, and a large number ,of other cases.)
As to the second class of liability, above noted, the supreme court has declared that the state statutes providing liability of a stock· to the extent of unpaid amounts on shares held by him do notereatea new right,bl1t merely recognize a liability of the stock· to the Corporation creditor-which existed at the timetlleistatute was enacted. In Patterson v. Lynde, 106 U. S. 519, 1 'Btl-P. Ct. 432, the court, in considering the provision of the oonstitution, that <'the stockholders 'of all corporations shall be liable for the indebtedness of said corporation to the amount subscribed, for and no more," etc., declare: of
The constitution of Oregon created no new right in this particular; It simply proVid.m i for the preservation of an old one. The liability is not to the creditor" butifQr :the Indebtedness. That Is no more than the liability created by the.
Gl,at'k v. Bever, 139 U. S. 96, 116, 11 Sup. Ct. 468, the court to statutes undel" the Revision of 1860' (which imniMiaifelypreceded the Code of 1873,in Iowa), whose provisions as to the 'point now under consideration, are substantially the same as those now in force, say:
in the IoWa statutes Of the right of creditors of corporations to look to unpaid Installments of stock subscriptions, to obtain satisfai<ltioIl!o.t demands, .4iq. not confer a .new right, butls a recognition ot a before the, by virtue of the relations between a cor· creditors ,and stockholders.
In all 1J'he ,decisions of the supreme court our attention" haa been called by counsel, this same general <UstiAction or, classi· "ftcati6Ji ',obtains; and numy of the seeming ,inconsistencies in cases either side"are cleared away, and the line of cited decision made' uniform, by beariJ),g in mind the fact just noted. In that portion of the petition which we are now considering, no many liability beYQJ;ldthat which arises of unpaid amouI1tson 'shares of stock ,held by defendant. Assuming
NATIONAL PARK BANK fl. PEAVEY.
liability exists, the question to be considered is, how is it to be enforced? The contention of defendant is that it cannot be enforced at law, but must be enforced in equity. Defendant concedes that receivers and assignees of insolvent corporations may sue at law to recover of stockholders fixed and determined assessments. The reasoning which supports this concession is that the stockholder is liable in such a case to the corporation, and the receiver represents in that action the corporation. Hence he sues, as the corporation might have done.' But in case at bar the defendant holds shares, on their face, paid up. The corporation cannot sue for whatever amounts are actually unpaid on these shares. It must be conceded, we think, that, unless relieved therefrom by the Iowa statute, plaintiff's remedy in this court must be in equity. In Handley v. Stutz, 139 U. S. 417, 4-.27, 11 Sup. Ct. 530, it is said:
Ever since the case of Sawyer v. Hoag, 17 Wall. 610, it has been the settled doctrine of this court that the capital stock of an insolvent corporation is a trust fund for the payment of its debts; that the law implies a promise by the original subscriber of stock, who did not pay for it In money or other property, to pay for the same when called upon by creditors.
In Clark v. Bever, 139 U. S. 96, 11 Sup. Ct. 468, the court says:
In Sawyer v. Hoag, 17 Wall. 610, 620, it was held that the capital stock of B corporation, especially Its unpaid subscriptions, Is a trust fund, sub modo, for the benefit of its general creditors. And this principle was reaffirmed In Upton v. Trebilcock, 91 U. S. 45. [And the court cite various other cases, extending to Richardson's Ex'r v. Green, 133 U. S. 30, 10 Sup. Ct. 280.]
And there is no contention but that, had such been the desire, suit in equity might have been brought, wherein might have been attempted and obtained general and full decree with regard to unpaid amounts on the shares then outstanding in said corporation. It will be noticed, upon an examination of the cases which have been decided by the supreme court wherein the collection of unpaid amounts on shares of capital stock was by suit in equity, and approved by that court, or was at law, and disapproved by the court, that none of these cases closely resemble the case at bar. Pollard v. Bailey, supra, was an action at law, where the holder of bills of an insolvent bank attempted to recover the amount of same from an owner of shares therein. The provision under which plaintiff claimed to recover was:
The individual stockholders shall be bound respectively for all the debts of the bank in proportion to their stock holden therein.
The court call attention to the fact that:
.Each stockholder Is bound for the debts In proportion to his stock. · · * The provision, therefore, for a proportionate liability is equivalent to a provision for an appropriate form of equitable action to enforce it. The -case is different from what it would be if the chapter had provided generally that all stockholders would be Individually liable for the payment of debts.
the company, etc.
In Manufacturing Co. v. Bradley, 105 U. S. 175, the statute pro· vided: The members * * * lihall be jointly and severally liable for all debts ot
'PBD<AL' l1JllP01tTEB,
Th@ oourt say:
Tbestatttte" under consideration prescribes no formot aCtion, and the jurisdictlonlnlltbe as concUrrent, both at law B:ndequity, according to thei the by the'cirquplstances upon which the [email protected]
[email protected]
The propoJ!li'bil the illda'btednesswitll which the stockholder is to be charged can be ascertained only upon taking account of the debts and stock of the bank, Ilil?-tl, a . c,ourt of Is the proper tribunal to bring before It all necessary parties for that purpose; but by the law of the state, as declared by thli, bighest triburial; an action for'debt will lie wIiere the amount of the bank's':c;ultstllJIldingindebtedness and the number of shares held by the stockholderJCftD1Je stated; In such, cases the extent 'ot the latter's llnbilltyls fixed;: llnd the amount With Which he should be charged Is a mere arithmetical calcUlation. '
, In Terry 101 U. S. 216, the language establishing the liability, of! was, "Hable and bound for notexeeedingltw;ice thearoount of their shares'!' After declaring that this is, inlegal effect, for a proportionate liability of the stocklwldet's," and therefore to he enforeedi in' equity, the , COurt saY':
UndoubtAdl,l ,qndars,otne Charters! suits .at: law may be maintained by one crE)ditor) more . The form and extent ot a statutoi-y liability Of, tills k!nddeJ;len/1 upon the particuIarphraseology of the 81f1tute creating the' liability." "','°'.1:' .
In Kenned,yv.Gibson;8: Wall. 498, the receiver of It national bank, by bUl, inrequity,;$Qught.to recover from defendants,. as stockholders, for a deficiency in assets. The case was deci!led complainant, buton the ground that the bill contained nQ.a;verment al:lto necessary action by comptroller preliminary to right to sue. The reasoning of the court is valuable, in matters bearing 'on the p(>ilit now in question. 'deolared that,in actions' to ,enforce the orders of the' liability of stockholderR to pay th.e debts ,,' . ' .
The Jjability,' is sevtWal,.' and .notjoln't. .. The llmit of their llabll1ty is the par of the stock held by each one. When the whole amj)UIlt is, it Inu$t;'be at law;,' :Wbere less Is required, It may be in equity. and in such a case an Interlocutory decree may be taken for contribution, and the cas.=! may stand for the further action of the court, lit :m1ch a:etiOnshotlldsubsequentl1 proven.sart·...;.untU the tull amount of the llabU1ty 18 exhausted. .
Stone v. Chisolm, 113 U. S. 302, 5 Sup. Ct. 497, was an action heard on certificate of division of opinion, where the only question was whether the liability imposed on corporation directors by the statutes of South Carolina might be enforced in an action at law, at the instance of one or more creditors, or must be enforced by creditors' bill in equity. The statutes provided that, in case of debts in excess of capital stock actually paid in, the directors should be .personally liable for same, both to the creditors and to the corporation. After considering the applicability of various statutes of that state, in the attempt to ascertain what if any remedy the statutes provided fur enforcement of the statutory liability thus created, the court say:
No special remedy being prescribed by statute for enforcing the liability created by that section, from a consideration of its nature and the circumstances which are made the conditions of it, we are led to the conclusion that the only appropriate remedy in the courts of the United States is by a suit in equity.
The subsequent reasoning of the opinion shows that this conclusion is based on the fact that there must be an ascertainment of the total amount of this excess indebtedness and of capital stock paid in, and thus a basis is reached, once for all, concluding all parties interested; and that if left to the determination of various juries, in different actions which might be brought against the stockholders under varying circumstances, the findings of theSe juries might essentially vary, either in amount of excess indebted· ness or of capital stock paid in, and therefore the per cent. to be paid in by the stockholders in the different actions would possibly vary, and indeed there might be variance as to any amonnt to be paid in, so that the amounts to be paid might result in grossly unequal results to the different stockholders. A review of the cases cited above presents pretty clearly the controlling principles which determined the conclusions reached by the court as to whether the attempt to enforce the stockholder's liability should be by action at law or by suit in equity. But we are not left to ourselves to deduce these controlling principles. The court has stated them. In Flash v. Conn, 109 U. S. 371, 3 Sup. Ct. 263, a judgment creditor sought to recover from a stockholder on the ground of statutory liability of stockholder for all corporation debts made before the entire capital stock was paid in. The statute provided that: All stockholders * * * shall be severally individually liable to the creditors of the company * * * to an amount equal to the amount of stock
held by them respectively, for all debts, etc. No stockholder shall be personally liable for the payment of any debt contracted by the company * * * unless a suit for the collection of the debt shall be brought against said com· pany within one year after the debt shall become due; and no suit shall be brought against any stockholder * * * until an execution against the company shall have been returned unsatisfied, in whole or in part.
The court consider the point urged, that this should have been a suit in equity, instead of an action at law. And the court distinguish the pending case froUl Pollard v. Bailey, supra, where "the
liability()f 'tbeBtbckllolderswas itl' proportion to the !$to.ckheld by them":
Each was therefore only liable for his proportion of the debts. This proporlfOltCOUld onJybe ascertained after an accou'nt of the debts and stock,and,.-, pro rata distribution of the indebrednesSRtnong the stock. holders.1;'hls, court held, could only be done by a suit In equity. But in this case the statute makes every stockholder individually liable for the debts of t!il(f'company, for an, amount equal to the amount of his stock. This liabl11ty" Is fixed, and does not depend on, the liability of other stockholders.There is no necessIty of bringing in other stockholders or creditor8. Any credItor who has recovered judgment against the company, and sued out thereon, which has been returned unsatisfied, may sue any stockhold'er, and no other creditor can.
We turn t9 the I()wa statutes, and the similarity, as to rem· edies by statute, between these and the provisions construed in Flash v. Conn, supra, seems remarkable. In both it is provided that suit must be first brought against the corporation, and executi()n issue thereon, with the result of being unsatisfied. And b9th provide for suit being then br()ught against the stockholder',l3'1lt, if there be any difference in this particular, the Iowa more definite, in specifically providing for "action (the stockholder). The reasoning in Flash v. Conn is strikingXy to the Iowa statute. This "statute makes individually liable for the debts of the company, every for an equal to the amount of the unpaid installments of his ,,',' 'l'lle liability, is fixed, and does not depend on the liability stockholderS. Any ,creditor who has recovered judgment company, and sued out execution thereon, which has been retufp,ed unsatisfied, may sue any stoclrholder whose shares of stock aren,Qt, paid up,"and no other creditor pan." But if it be urged that in the Plash Case the amount of stock held was as to the holder of stock, in fixthe onlYlWLtter ing thel4nit.Qf .his posj3ible liability,while here, under the Iowa be found both the amount (If stock held and the thereon, and that as tbis matter is.not "fixed, but to amount therefore the action .$ould be. anbe swer is .{without now considering the.. established, practice in the state coti,rts. that (quoting the language of Mills v. Scott, ':Of de!:)t will always lie, where the' amount sought to be recovered]s certain, or can be ascertained from fixed data by computation." Here the petition states number of shares the defendant own,s, !lnd tllat no part thereof is paid up. The entire debt$()f creditors. Whilethejudgment which is therefrom Is nxed, no computation being necessary" e:lli.06ptt<> find what interest is to be added to the amount in named. .In Mills'v. Scott" supra, which was an action a of.an bank, tb..e preme coui:t'IPJAdethe Co,;mP'lltatlOn, statmg that"m such cases,. the extent of the [stockholder's] liability is fixed, and the amount is 'a matter of,"merearithmetical calculation"; and the court, having 'by thus the liability of the defendant on the debt sought, toLie 'charged &g.!'-inst him at an amount less than the
judgment which had been recovered hi the court belQw, ordered that, unless plaintiff therein should remit the over the amount so fixed by the court, a new trial should be granted. Turning now to the decisions of the supreme court of Iowa as to the manner in which this liability of the stockholder should be enforced under the Iowa statutes first above quoted, we find the practice, which that court has recognized and approved as the correct practice, is settled beyond the possibility of doubt,-as to whether the action shall be at law or equity. But first let it be noticed that we are not now considering the question whether or not, as a matter of fact, ,defendant holds his stock so that he can be made liable under the Iowa statutes to plaiJitiff's judgment against the corporation. That is a matter of defense, to be hereafter examined, if such defense be tendered. The demurrer, on point now under consideration, viz. the appropriate remedy to be enforced by plaintiff, is conceding such ultimate liability. If at this point we were considering the question of defendant's liability, the case of Clark v. Bever, supra, might con· trol. In that case the question before the court was not the remedy to be enforced, and its manner of enforcement (that action was at law); but the question considered, the determination of which determined the judgment of the court, was whether, under the facts presented, the shareholder was liable for the judgment sought to be fastened upon him. IIi Bayliss v. Swift, 40 Iowa, 651, the question was directly presented and determined whether, under the Iowa statutes, the remedy must be enforced through action at law or in equity. The plaintiff, Bayliss, had recovered judgment against the corporation, had issued execution thereon, which was returned unsatisfied, and he now sued the stockholder in such corporation for amount of his judgment. The supreme court of the state (page 651) state the contention of plaintiff to be that the Iowa statute "authorizes an ordinary judgment against the stockholders":
We think the section in question sustains this position. It provides that. "before any stockholder can be charged with the payment of a judgment rendered for a corporate debt. an action shall be brought against him." The section does not prescribe what kind of an action shall be brought, and there is no principle of construction which warrants us in determining it to mean any other action than an ordinary action attended by the ordinary consequences.
Section 3712, McClain's Iowa Code, provides:
All forms of action are abolished in this state; but the proceeding in a civil action may be of two kinds, ordinary or equitable.
So that, when the court declare the appropriate proceeding under the statute to be I'the ordinary action," there can be no question, by that they mean an action at law, as contradistinguished from an ac· tion in equity. In Stewart v. Lay, 45 Iowa, 604, a receiver brought action at law against a stockholder, to recover judgment upon his unpaid stock. The defendant pleaded, among others, certain equitable grounds of defense, such as fraud in conduct of receiver and officers of corporation, in various ways. To the equitable defense the receiver demurred,-among other grounds, "that defendant has. a full and ade-
ship; were he required to waW the' EIldw 'progress of an equitY action, wherein all 'the! stockMlderslire' partiesj, itought to settle between them,. of their as associates ill t)le corporation.
quateremedyat setout." .·'JIhe demurrer WflS 'wstain'ed,·abddefeJidiUlta:ppea1ed. The court say: The depositor or other' Credftor iWebank would be exposMfo great hard-
ditlOl!ls'and facts Nt up . .[email protected]
reference ito the equitable defenses 'setup: cmj., .under the legaldlifenses plead by him, show the coil..
parts, ,of his equitable answer now under la:W,and the)¥qlding the court. ' . ' ,
wedtlithr, lIowever, that section 10S4orthe Code [section 1684, McClain's Code] col1templates the renditlon ot such judgment. Bayliss v. Swift, 40
corpot&tion'b}lliftction at lawiagainst a stockholder for unpaid amount9!u.pon hiS stock. The case was tried to a jury, with verdict, forplaintiifs. While no objection seems to have been mnde against the forrn·of action,. being at contended that ute .' did ootauthorize judgment·,against him on, the verdict of the jury·...· iffhe court say:
,'In. Singer v.. 61 Iowa,9S. :15 N. W. 858, judgment Creditors of· 'a'Mrpbrationl:were seeking payment of a judgment againat the
In Water-Power Co. v.Hopkins, 79 Iowa, 653, 44 N. W. 797, plaintifT, Rs"judgmenf(}reditorof acorIJoration, sued defendant, at law, as a.,s1!6cltholder:with unpaid ,in'Stallments of stock, to recover amol1ntof his judgment Trial to jury, and verdict for plaintiff. On Ms Rppealtneoourt (page 657, 79 Iowa, page 797, 1:4 N. W.) say as to. one of'the errors' a1ilsigned : .
"Apl1ellaint:cIalIriSthat the (corporation) has cell,sed to exist, and that in consequence the l'elletsought byplaintlff can be obtained onlJ: in equity. We do not discover that any obje.::tl<>l1, :was made in the, court beloW. tQ the kind of, !Ifl0pted. Tne liabUity of defendant, and the method of ob,proVided for by' sections 1082-1084, Code [McClain's Code, §§ Thefl.lcts upon which the liability of a stockholder depends can, asa:hJIe. bel;tsrendily ascertained by an action at law as a proceeding in 'We thin!!: the proper action was adopted,' Bayliss v. Swift, 4Q< lowa; 6 5 1 ; " ,
We may here cite, without delaying to particularize further, as, additionally showing that an a(:tion at law is recognized by the court of Iowa as the proper remedy; Jackson v. Traer, 64 Iowa, 469, 20 N;W.764; Carbon Co. v. Mills, 78 Iowa; 4'60, 43 N. W.290. Having-thuElaemertained, the 'proper proceeding to be by action at law'Mb0rding-oothe decisions 'of the highest court of the state, we that as to the remedy to be pursued, where the statute provides. for .an action, the supreme court of!the United States hUB" expressly recognized the propriety duty: of the fedfCilllUw: the state 'practice in that regard. Mills v. eral courts Scott, Sl1pral'sMtes 'and expressly recognizes that "by the law of the state,' its highest an action for debt 'proceeds to follow that declaration as tothe state1lllw. ,In Bank supra, the court, after care-
NATIONAL P.ABK!BANK t/;PEAVEY.
fully examining the decisions of the highest court of Rhode Island, where the corporation was organized, as to whose capital stock defendant was sought to be held liable, and those from the like {lourt in Massachusetts, from which state the Rhode Islandstatu.te was adopted, state tnat the court has repeatedly held "that Wh'ether the remedy in the federal court should be by action at law or by suit· in equity depends upon the nature of the remedy given by the statutes of the state"; and the decision reached is largely, if not entirely, governed by the decisions of the Rhode Island court. In Clark v. Bever, supra, the supreme court, whilerefnsing to follow the supreme court of Iowa as to the decision there given (64 Iowa, 469, 20 N. W. 764) on the matter of the liability of a shareholder for unpaid installments or portions of his shares, on the ground that this was a question of general law, as to which the federal eourts must follow their own views and constructions, yet the court expressly recognize that the Iowa statute has given a new remedy for enforcement of such liability when that liability exists
The new right given to the creditor DY the statute is to have his execution, when' corporate property cannot be found, ievied upon the private property of the stockholder who is indebted on his subscription of stock.
And had it become material to consider it, undoubtedly, that court . would have recognized the remedy by the next section of the state statute,-"an action,"-as the legitimate and proper method of enforcement, as construed by the state court. In Patterson v. Lynde, supra, in which it was held that the proceedingunder the Oregon statute should be by a suit in equity, as one reason therefor the supreme court say, "The creditor has not been given, either by the constitution or the statute, any new remedy for the enforcement of his rights." Well may it be said, as to the remedy to be here pursued, using the language of the supreme court in l!"'lash v. Conn, supra:
We think this is a case where the construction of the state court is entitled to great, if not conclusive, weight with us. · · · It is clear that confusion and uncertainty would reSUlt, should the state and federal courts place different constructions on the section. · · · If this was a case arising in the state of [Iowa,] we should follow the construction put upon the statute by the courts of that state.
And if in 'matters involving the determination of general principles, how much more when there is involved simply the question of the remedy to be adopted in enforcing a right, is the language of the supreme court pertinent, that:
The federal courts administering justice in Iowa, having equal and co-ordinate jurisdiction with the courts of that state, · · · will lean towards an agreement of views with the state court, if the question seem to them balanced with doubt. Clark v. Bever, 139 U. S. 117, 11 Sup. Ct. 468, and ·cases there cited. '
The question heretofore considered does not involve the point whether a state statute may limit the sphere of jurisdiction which the federal courts exercise their equity powers. Oounsel upon .either side concede .this as settled in the negative by repeated de-


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1.6 acres in Vilas County, Wisconsin
SELLER FINANCING AVAILABLE! Spider Lake Lot with Sand Frontage located in the Heart of the Fabulous Manitowish Chain of Lakes. Conveniently Located near Downtown Manitowish Waters and the Airport, come Build your Dream Vacation Home. Because the lot is located within the General Business District, in addition to Single Family Residence, this Investment Opportunity offers an array of Permitted Uses shown on an attached sheet in Documents. With a dwindling number of Nice Chain Lots available for sale, don't miss out on this one!
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Wholemeal Soda Bread With Cheese and Onion
READY IN: 45mins
Recipe by English_Rose
Traditional soda bread gets a tasty twist in this version, flavoured with soured cream, cheese and fried onion.
Top Review by Lightly Toasted
This was good, but it didn't cook all the way thru in the middle, even though the outside was golden brown. Also.....as I was preparing it, realized that there should probably be SODA in soda bread, lol. I compared this recipe to other recipes, so I added 2 tsp of soda.
See Discussion:1 Review
Ingredients Nutrition
- 250 g strong white flour, plus extra for dusting
- 250 g wholemeal flour
- 20 g baking powder
- 40 g caster sugar
- 75 g unsalted butter, softened
- 200 ml buttermilk
- 100 ml sour cream
- 150 g cheddar cheese
- 1 onions, chopped and gently fried in a little sunflower or 1 vegetable oil, until softened but not browned
Directions See How It's Made
- Preheat the oven to 400°F Line a baking sheet.
- Place the flours, baking powder and sugar in a large bowl. Make a well in the centre and work in the butter, buttermilk, soured cream, Cheddar cheese and fried onion to make a soft dough.
- Shape the dough into a ball. Flatten slightly and cut a cross into the top, then dust the top with a little flour.
- Place the loaf on a lined baking sheet and bake for 25 minutes until golden brown. Transfer to a wire rack to cool.


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Men's Hockey: Andover 3rd XI 1 Alton 2nd XI 8
By Surrey and Hants News in Hockey
Promoted Alton ignored wind and rain to take the lead inside 20 seconds, with a tap-in from Elliott Pate.
The next half-hour saw several missed opportunities for Alton and a number of breakaway attacks by Andover, which fortunately were foiled by Adrian Rankin.
Then a goal from James Goulding-Stewart sent Alton in two up at half-time.
Lack of concentration led to an Andover goal two minutes after the break, but it acted as a catalyst for an outstanding second-half performance from Alton.
A second goal for Pate and two for Hugo Hammond in quick succession steadied the team and saw Andover become increasingly frustrated.
Alton's Andrew Stratford was felled by a sliding tackle more suited to a football pitch.
Alton kept their composure and scored a superb team goal, nicely finished off by John Ardagh.
Towards the end Simon Millard produced a shot that gave the keeper no chance, then Hammond completed his hat-trick.


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Allen & Heath has launched the Xone:43, a 4 + 1 channel analog DJ mixer with Xone filters, X:FX routing, 3 band EQ, VCA faders, and an adjustable crossfader.
At the heart of the mixer is the renowned analog Voltage Control Filter (VCF) system offering HPF, BPF, LPF, frequency sweep and mild to wild resonance control. The Xone:43's intuitive and simple to use X:FX feature provides a single control per channel over the send/return to work with external FX units. X:FX can also be routed to the Xone filter to add layers of FX and filtering.
In addition to the 4 phono/line channels, Xone:43 features a flexible mic / aux input with XLR and phono connectors and 2-band EQ for tonal balance. The replaceable crossfader has three curve settings and is also compatible with Innofader for enhanced scratch performance.
The main mix output and mic input are on professional standard balanced XLR's, and there is a dedicated record output. The Xone:43 is equipped with a simple headphone monitoring section, which offers both 3.5mm and 1/4″ headphone sizes, with level, cue / mix control and the option for split cue monitoring.
» 16 channel 96kHz 24bit internal soundcard
» Serato DJ and DVS Upgrade Ready
» X:LINK for plug n' play connection to Xone:K series controllers
» 4 channels with phono/USB/line inputs
» VCF Filter system – low-pass, high-pass and band-pass filters plus frequency and resonance controls
» 3-band EQ
» External FX loop (Send/Return) system with dry/wet control per channel
» Mic input on balanced XLR, with 2-band EQ
» Balanced main mix out on XLR
» Independent booth out
» Record out
» 3.5mm and 1/4″ headphone outputs
» Touring grade build quality
» Super smooth VCA channel faders
» User changeable crossfader
» Innofader compatible
» Crossfader curve switch
» 20dB pro standard headroom
» 9-segment signal level monitoring
Xone:43C is a 4+1 channel mixer, offering a simple and intuitive layout with sublime analog audio quality. The mixer is equipped with the Xone filter, 3 band EQ, plus X:FX, giving a single control per channel over the send/return to work with external FX units. For even more hands-on creativity, the X:FX can also be routed to the Xone filter to add layers of FX and filtering. Xone:43C also incorporates a quality internal 16 Channel USB Soundcard for integration into digital DJ workflows, plus plug and play connection via X:LINK to Xone:K series controllers for expanded MIDI control. The mixer is supported by leading DJ Software, Serato DJ, and is DVS upgrade ready with the addition of the Serato DJ Club Kit – eliminating the need for any external interface. The crossfader has three switchable curve settings for blending or scratching styles and can be easily replaced or upgraded to a custom Innofader for crossfader performance. With balanced XLR main outputs, independent booth and record outputs, Xone:43C has the quality and versatility to become the centrepiece of the club booth or audiophile personal DJ setup.
Allen & Heath's Xone:43 costs €899 and is available now.
Allen & Heath


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Following the sale of Chrysler, DaimlerChrysler has announced that the name of DaimlerChrysler AG is to be changed to Daimler AG. A decision on this is to be taken by the shareholders at an extraordinary shareholders' meeting probably in autumn 2007.
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Flashrom is a utility for reading, writing, erasing, and verifying flash ROM chips. It's often used to flash BIOS/coreboot/firmware/EFI images. It supports a wide range of DIP32, PLCC32, DIP8, SO8/SOIC8, and TSOP32/40/48 chips, which use various protocols such as LPC, FWH, parallel flash, or SPI. The tool can be used to flash BIOS/firmware images, for example, be it proprietary BIOS images or coreboot (previously known as LinuxBIOS) images. It can also be used to read the current existing BIOS/firmware from a flash chip.
Ace Operator enables live click to chat service between company representatives and customers from the company Web site. It allows customers to contact live agents at the click of a button, engage in interactive chat-based conversation, and exchange information using multimedia content. It is an application for support and any kind of customer services over the Web.
Urwid is a Python library for making text console applications. It has many features including fluid interface resizing, support for UTF-8 and CJK encodings, standard and custom text layout modes, simple markup for setting text attributes, and a powerful, dynamic list box that handles a mix of widget types. It is flexible, modular, and leaves the developer in control.
RebeccaAIML is an enterprise cross platform AIML development platform. RebeccaAIML supports C++, Java, C#, Python, and many other programming languages. It allows AIML development out of the box. RebeccaAIML also comes with an array of AIML administration tools, great documentation, and an Eclipse AIML editor plugin.
PdfMasher is a tool to convert PDF files containing text into a ready-for-ebook set of HTML files. Most ebook readers support PDF files natively, but it's often a real pain to read those documents because you can't control the font size of the document and have to resort to the zooming feature instead. Another drawback of PDFs on ebook readers is that annotations are not supported. Unlike other tools that convert PDFs to ebooks, PdfMasher does not try to guess the role of each piece of text in the PDF, and instead asks the user about the role of each piece of text, and does so in an efficient manner.
OpenERP is a complete business application suite. It covers CRM, accounting (analytic and financial), production management (MRP), stock management, sales and purchases management, task automation, marketing campaigns, help desk, POS, and more. Technical features include a distributed server, flexible workflows, an object database, a dynamic GUI, an XML-RPC interface, and customizable reports.
SmartEiffel is the GNU Eiffel Compiler. It is intended to be a complete, though small and very fast, Eiffel compiler. The current distribution includes an Eiffel to C compiler, documentation tools, a pretty printer, and various other tools including an Eiffel debugger. It also includes a large library of classes distributed under the terms of the MIT/X Consortium License. Eiffel is an advanced object-oriented programming language that emphasizes the design and construction of high-quality and reusable software.
A Document Imaging Archive System.
A PDF reader for Linux and other Unices.


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Unlock [CANADA] TELUS/KOODO IPHONE
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Please make sure phones are activated as well.
Type your IMEI and any additional data needed and click the add to cart button.
To find your phone's IMEI number, dial *#06#


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Sponsors are vitally important to Springfest, without their generous support Ballarat's premier springtime season of events would not be the success it has become and our community would be the poorer for it.
Our sponsors for the Springfest Season of Events 2016 are:
Springfest also receives valuable help and assistance from the following companies and individuals.
- Haymarket
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- Gove Cycles
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Concepts Of Homeschooling
Concepts Of Homeschooling
There are conditions when homeschooling is significantly a wonderful bargain was composed of a great deal much better contrasted to common facilities. Currently, there are a great bargain of components that you must take right into account before putting your young adult to homeschool.
one. Have a look at the experts along with adverse facets
Prior to starting the homeschooling trip, it is important that you have a look at all components of homeschooling like the preferable parts along with dangerous parts not just for the young adult yet additionally for the full relative.
Homeschooling does not just influence the child distressed nevertheless will definitely most definitely moreover establish issue on the lives of all the consumers of the family member people particularly the mom together with papa, that have to stand in as the health and fitness teacher. If the residence individuals is prepared for the commitment of succeeding an organized scholastic program in a considerably untidy strategy, a been made up of called for concept is.
2. Is homeschooling among one of the most trusted alternative for your child
That a remarkable deal of have actually shown the performance of homeschooling in giving education and learning and also understanding as well as identifying as well as comprehending together with uncovering ways to kids, there are presently some aspects in the lives of youths that they call for to endanger. A singular of the conversations versus homeschooling is that the social component is ignored or otherwise taken right into principle.
This is why it is hardly ever encouraged for young people that are simply beginning to create their interaction together with social abilities as they will dramatically go down on out on a considerable amount of producing internet site thought about that location. Still, if one truly feels that homeschooling is remarkable, it is impressive to improve the lack of a social do away with a significant amount of works that will most definitely subject the kid to different other individuals.
3. Obtaining the exceptional educational program
What superb is a homeschooling technique when the educational program is not at the precise the same level with the kinds presently being used in traditional universities? It is due to this needed to create focus on the subjects that the child will definitely be subjecting in your home as properly as the performance that she or he will absolutely be developing.
To do this, it extends to look for the concepts of with a counted on expressions of generating an extraordinary prepare yourself for your kid. There stay in improvement organisation or residential or commercial property structures used over of the internet that will certainly aid you make a draft. There are additionally troubles of educational program that exist by each federal government in addition to non-federal federal government business that preserve homeschooling strategies.
A large amount additional Homeschooling Articles
There are problems when homeschooling is significantly an entire fantastic deal was composed of an entire great deal a lot better contrasted to common colleges. Currently, there are a remarkable offer of variables that you need to take right into account before positioning your kid to homeschool.
To do this, it goes over to seek the concepts of with a licensed in expressions of creating a remarkable approach for your youngster. There continue to be in an equivalent methods troubles of educational program that are provided by each federal government along with non-federal federal government firms that keep homeschooling methods.


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Dallas' Arts and Culture Community Bids Farewell to Philanthropist Nancy Hamon
Nancy B. Hamon may have died Saturday at the age of 92, but her philanthropy and unwavering commitment to the Dallas arts scene and community will live well on. A benefactor of most things artistic and educational, Hamon leaves behind a legacy that extends far beyond financial contributions to the Dallas Museum of Art, SMU Meadows School, Booker T. Washington School for the Performing and Visual Arts, Winspear Opera House, UT Southwestern, Dallas Zoo (the Jake Hamon Gorilla Conservation Research Center), Texas Health Presbyterian Hospital, Dallas Opera, Dallas Historical Society and many others.
She served on numerous boards of trustees, but Hamon also played the ever-important role of audience member, attendee and applauding supporter.
A former professional dancer, Hamon understood the life of an artist and the importance of the creative outlet. This knowledge, evident in her personal grace, style and enthusiasm for performing and visual arts, could quite possibly be her biggest gift to Dallas' local art community. Her philanthropy and beneficence, building and improving the city's cultural destinations, was certainly outstanding, but as each contribution was not just financial, but also that of a fellow artist, Hamon helped to facilitate a special sort of community spirit.
Sunday afternoon, the Dallas Museum of Art issued a statement on Hamon's passing which praised the much-loved long-time DMA member, member of the DMA board of directors and aforementioned benefactor, and included several comments from DMA friends and colleagues. Among them:
From Deedie Potter Rose, chair of the Dallas Museum of Art board of trustees:
"Nancy was a spirited civic leader whose incomparable benefaction will be admired for generations to come. Her deeply held belief in the value of the arts is her remarkable legacy, for it led her to a lifetime of enthusiastic support of visual and performing artists and for the work they created to enhance the lives of others."
From Harry S. Parker III, Dallas Museum of Art director 1974 to 1987, now a director emeritus:
"Nancy Hamon's generosity to the Museum was unflagging and always accompanied by her trademark wit and good humor. She believed in the endurance of art and sometimes unexpectedly supported friends and institutions through amazing acts of kindness and love."
For more kind words, Robert has tributes from AT&TPAC's Bess Enloe and SMU president Gerald Turner, as well as some Hamon-related journostalgia over on Unfair Park.
Get the ICYMI: Today's Top Stories Newsletter Our daily newsletter delivers quick clicks to keep you in the know
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Marine Villa has been completely remodeled and architect designed to the highest of specifications. The photos, in this instance, do not do the property justice and viewing is highly recommended. This property could be considered an ultimate 'pad' in the heart of Sandycove, however with a west facing rear garden, 1,750 ft2 and 3 double bedrooms, Marine Villa will tick a lot of boxes for people trading down, professionals and families (young, and even not so).
Presented over three levels, the accommodation is approached via granite steps to an entrance hall with double doors leading into the elegant and spacious interconnecting living and dining rooms, which offer an ideal setting for entertaining. Adjacent to a separate light filled kitchen/breakfast room, there is a large first floor balcony, accessed through French doors, with views over the garden. At garden level there are three spacious double bedrooms (two with en suite bathroom) and a family bathroom. The second floor level is presented as a generous family room with excellent eave storage. This room would also make an attractive guest bedroom or home office. Near the junction with Elton Park it is ideally located close to Sandycove Village which offers a host of services and amenities including excellent restaurants, shops and breathtaking coastal walks. Sandycove and Glenageary Dart stations provide ease of access to the city centre. Viewing highly recommended to appreciate the quality of accommodation and finish on offer.
1st Floor:
Hallway: Oak flooring leading to:-
Kitchen: (3.85m x 2.78m) Dual aspect area with tiled flooring, wooden counter tops with an array of wall & floor units, integrated fridge/freezer, integrated oven, hob, microwav ...


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Lolly the Alien by Julie L. Anderson
Welcome! You are browsing as a guestWould you like to see 14 projects made from this pattern and much more? create a free account What am I missing?
© knit picks
© Julie L. Anderson
© Julie L. Anderson
Lolly the Alien
This pattern is available for $4.99 USD
buy it now or visit pattern website
buy it now or visit pattern website
Lolly is a small alien with a big heart. He came to earth to find a child to love him. He has had so much fun here on earth that he decided to share the pattern with you, so that you can make one for the child in your life.
Techniques used include:
knitting in the round
standard increases and decreases
minimal seaming
Lolly is about 12 inches tall.
For more information, see: http://www.knitpicks.com/patterns/Lolly_the_Alien___...


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ANGEL NUMBERS - A Guide to Repeating Number Sequences and their Messages and Meanings. You are most welcome to share these Angel Number messages with others, although I do request that you include this website address, credit your source/page links and author. All postings by Joanne Walmsley - Sacred Scribes may be used for personal, not-for-profit purposes only. email@example.com Joanne Walmsley Sacred Scribes Australia
Wednesday, November 12, 2014
Number 1951 is a combination of the vibrations of number 1 appearing twice, amplifying its influences, and the attributes and energies of number 9 and number 5. Number 1 brings new beginnings and fresh starts, self-leadership and assertiveness, striving forward and progress, independence, uniqueness and tenacity. Number 1 encourages us to step out of our comfort zones and reminds us that we create our own realities with our thoughts, beliefs and actions. Number 9 adds its energies of the humanitarian, Divine and inner-wisdom, the Universal Spiritual Laws, altruism and benevolence, lightworkers and lightworking, high ideals and humility, empathy and compassion, and leading by positive example. Number 9 is also the number of endings and conclusions. Number 5 resonates with learning life lessons through experience, breaking free from restraints and constraints, resourcefulness, making positive life choices and changes, courage and being courageous, versatility and motivation.
Angel Number 1951 is a message to finish with and let go of the 'old' in order to make room for the 'new' to enter your life. Nothing is gained by holding onto things that no longer positively serve you.
Angel Number 1951 encourages you to take on new ideas and notions and see where they take you. Tap into your sense of adventure and trust that you will find many benefits and opportunities when you step out of your comfort zone and onto your true path. Look to the new with enthusiasm and gusto and trust that great things lay ahead for you.
Angel Number 1951 brings a message that you are to hold positive expectations about changes you will be making as they will prove to be beneficial for you in many ways. Some aspects of your life are coming to an end, which makes way for auspicious new opportunities to enter. Trust the nudging of your intuition and take positive action towards living and fulfilling your life purpose.
Angel Number 1951 reminds you that you are wise enough to make your own choices and decisions that suit you and your life path. When presented with new ideas, concepts or opportunities, use your strong intuition and gut instinct to make your selections, then take positive action. Trust yourself.
Number 1951 relates to number 7 (1+9+5+1=16, 1+6=7) and Angel Number 7.
Joanne Walmsley
Sacred Scribes
NUMEROLOGY - The Vibration and Energy of Numbers
ANGELS ARCHANGELS and ASCENDED MASTERS
1 comment:
- AnonymousSaturday, September 17, 2016
Thank you for your guidance in these Great Times of Universal Change.XReplyDelete
Subscribe to: Post Comments (Atom)


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Product details
The brushed steel built-in double multifunction oven with touch control enables you to cook your dishes simultaneously with 3D Hotair technology.
- Colour: Brushed steel
- Material: Brushed steel
- Features: Electronic clock timer, Automatic on⁄off programmer, 1 interior light, shelf support rails, 5 shelf positions, glass inner door, heat reflective glass, Top oven: 3 programmes, Main oven: 5 programmes
- Includes: Standard accessories: Full width enamelled pan, wire pan insert, 3 wire shelves, oven cook book.
- Guarantee: 2 year guarantee included
- Dimensions: (H)88.8, (W)59.5, (D)55cm
- Type of oven: Double oven
- Type of oven door: Straight bar handle with steel handle fixing blocks, drop down door.
- Oven timer: Yes
- Capacity for top oven: 35L
- Capacity for bottom oven: 67L
- Energy class rating: A
- Additional information: Energy rating: Main oven - A-20%.
Bosch HBM43B150B Built-in Double Oven 377987
Select product options
Bosch HBM43B150B Built-in Double Oven
Available to order at the service desk in store for home delivery
Home delivery within 10 days
{"calculators": { "calculator": { "pimProductAttr": ["", "", "", ""], "calcType": "" } } }


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Though 2012 has only just begun, I suspect Carl Richards' new book, The Behavior Gap, will be the best financial book of the year. And it will be because it's not another step by step guide on dealing with money and investments. Rather, it is a brilliantly simple book about the relationship between people and their money. Here are some of the particularly interesting points from this book, which will be published today.
The meaning of money
As with any book on relationships, Richards stresses the importance of getting in touch with our feelings. How do you feel about money, and what does it mean to you? He notes that money is a tool to help you reach the specific goals that matter to you. Those goals might be sending the kids to college, or becoming financially independent enough to do whatever it is that gives meaning, or brings happiness, to your life.
Because feelings are involved in deciding on goals and the pursuit of happiness, there should be no surprise that we also make financial decisions based on feelings.
The enemy in the mirror
Richards does a great job in illustrating the ways people tend to be their own worst enemy when it comes to money. I'd be lying though my teeth if I claimed to have outgrown these destructive tendencies. The terrible truth is that I saw myself all too often in his simple sketches of destructive behavior, and felt his narrative was specifically talking about me.
A key part of the book is explaining how the return of the average investor is even lower than the return of the average mutual fund. That's because investors constantly cycle in to buying in good times, and cycle in to selling in bad times. Though we may not repeat the process until we're broke, these cycles surely chip away at our wealth.
Warren Buffet, of course, has the simple solution of being greedy when others are fearful and fearful when others are greedy. While simple, it isn't easy to go in the opposite direction of our human instincts.
Dealing with the enemy
After identifying the enemy we all have in ourselves, Richards then gives us some ways of stopping dumb behaviors. Some of these techniques include:
-- Laughing at the expert forecasts
-- Examining your own behavior
-- Ignoring your instincts
-- Quit believing what you want to believe
-- Stop looking for entertainment from investing
Admittedly, changing some of these behaviors is nearly as difficult as it will be for me to honor my new year's resolution of eating better. Nonetheless, Richards offers some self-help techniques to change these instinctively destructive behaviors.
The book is full of uncommon common sense. Simplicity is key to effective financial planning. Slow and steady beats chasing the next Google or Apple. High expenses cause a mutual fund to sink. Keeping up with the Joneses will not bring happiness. Focus on things that matter and you can control.
My take
Remember that money can break up marriages, families, friendships, and has even been known to contribute to terrible wars. This is an incredible self-help book. While I have studied behavioral finance for years and read books by a Nobel laureate on the subject, this simple book with its brilliantly simple sketches helped me better understand the complex relationship between me and my money. It may even help me do a better job of discussing money with my wife.
If you want a fun read and are willing to admit your relationship with money could be better, this is the first money book you should read in 2012. And if you don't think that you have any money problems because you are a purely rational being, those who do read the book will profit from your overconfidence.


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An accomplished businessman and renowned golf-course architect with more than 325 course designs, Player will conduct a golf clinic for CEOs playing in the event. He will also participate in tournament receptions and attend the awards ceremony.About iGATE iGATE Corporation (Nasdaq:IGTE) is the first integrated technology and operations (iTOPS) company providing full-spectrum consulting, technology and business process outsourcing, and product and engineering solutions on a Business Outcomes-based model. Armed with over three decades of IT Services experience and powered by the iTOPS platform, iGATE's multi-location global organization has a talent pool of over 27,000 employees and consistently delivers effective solutions to over 300 clients including Fortune 1000 companies spanning verticals such as: banking and financial services; insurance and healthcare; life sciences; manufacturing, retail, distribution and logistics; media, entertainment, leisure and travel; communication, energy and utilities; public sector; and independent software vendors. Please visit www.igate.com for more information. iGATE Corporation is listed on the NASDAQ Global Select Market under the symbol "IGTE." The iGATE Corporation logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=5150
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this sweat(er) suit is something Kylie Jenner would wear, lol. It's seriously comfortable, but the pants are super tight and accentuate every curve. Wearing a small in the top and pants.
Splendid is so soft (all of their pieces are the softest!).
A few more pieces from Nordstrom that are perfect for Valentine's Day (or really, any day!)...
one | two | three | four | five
six | seven | eight | nine | ten
A big thanks to Nordstrom for partnering for this post! xx


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'Bachelorette' Stars Ashley Hebert and J.P. Rosenbaum's Wedding to Air on ABC
the Associated Press confirmed Monday.Former Bachelorette stars Ashley Hebert and J.P. Rosenbaum will say "I do" on national television,
Hebert, 28, and Rosenbaum, 35 — who got engaged in 2011 — have signed a deal with ABC that will allow cameras inside their nuptials, from Hebert's dress fitting to the couple's respective bachelor and bachelorette parties and beyond.
The special is set to air sometime in December, with a specific date and time yet to be announced.
This isn't the first time ABC has filmed a Bachelor-related wedding.
The network also televised the wedding of Bachelor star Jason Mesnick and Molly Malaney in March 2010.
Will you tune in to watch Ashley and J.P.'s wedding? Or are you totally over them? Sound off, below!
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Ansel Elgort Dressed Up as Edward Scissorhands for the VMAs
Is he going to start cutting hair, too?
Most Popular
Part-time DJ Ansel Elgort showed up at the VMAs in a daring bit of cosplay tonight. Elgort, who also acts on occasion, decided to dress up like Edward Scissorhands. Let's take a look:
Advertisement - Continue Reading Below
Wow! He didn't really nail the hair, but damn if he doesn't have the whole Tim Burton-esque humanoid thing on lock. The only question that remains: Is he any good at trimming topiary?
More from Esquire:


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Chicken Casserole Supreme
Recipe by Sarah_Jayne
Another recipe from the 1980 version of the Grace Evangelical Congregational Church cookbook from Muir, Pennsylvania that was given to me by my Nana when I became an adult. This recipe was submitted to the cookbook by Mrs. Alice (Podgie) Neyer and she comments that the recipe is "good for a church social".
Top Review by Kendra Jeans Kitchen
Yummy, smooth and comforting. We have to rely on these recipes to make us happy and filled with gratitude for all of the wonderful cooks that came before us. Thanks to Sarah_Jane for bringing this to our attention.
See Discussion:1 Review
Ingredients Nutrition
- 1⁄4 cup butter, melted
- 1⁄4 cup flour
- 1 cup chicken broth
- 1 2⁄3 cups evaporated milk
- 1⁄2 cup water
- 1⁄2 cup slivered almonds
- 3 cups cooked rice
- 2 1⁄2 cups chicken, diced
- 1 (3 ounce) can sliced mushrooms
- 1⁄2 cup pimiento
- 1⁄3 cup green pepper, chopped
Directions See How It's Made
- Blend butter and flour; add broth, milk and water.
- Cook over low heat until thick, stirring constantly.
- Add salt, rice and other vegetables.
- Pour into a greased baking dish and bake in 350-degree oven for 30 minutes.
- Top with almonds.
- Note: this can be cut in half for a smaller family.