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Inspired by the traditional Kiwi bach, a New Zealand beach vacation home, the FirstLight House is the first entry in the Solar Decathlon competition from the southern hemisphere. Designed by a team of architecture students at the Victoria University of Wellington, FirstLight has a strong focus on outdoor living, lots of natural daylight and a big emphasis on using locally sourced New Zealand materials. Construction is complete on the Kiwi Solar Decathlon home and was on display to the public throughout May in Wellington before the team begins packing up to head to DC.
Sponsored by Meridian Energy, the FirstLight House is named so because New Zealand is the first country to start the new day. Characterized by its use of locally sourced wood, daylighting, and a direct connection with the outdoors, Team Kiwi's Solar Decathlon house is certain to turn some heads come September. Although inspired by traditional New Zealand beach houses used primarily in the summer, this home is meant for year round living and makes use of high performance New Zealand eco wool insulation and locally and sustainably sourced woods. Sliding shutters allow the home to adjust to climatic conditions allowing more shade or sun, and it makes use of thermally zoned areas, which further reduces the overall HVAC loads.
An external canopy over the house provides shade in the summer and support for the home's solar system, comprised of both Mitsubishi Electric polycrystalline solar panels and solar thermal hot water heating panels. LED lighting, a high efficiency heat pump and energy monitory further help to reduce energy use within the home. Decking around the entire house expands the living space and encourages the inhabitants to spend more time out of doors.
In May, the home was open to visitors for public tours in Frank Kitts Park in Wellington, and now the students will be working on finalizing the home's details and packing up for the trip to the US, where Team Kiwi will be one of four international teams competing, but the only team from the southern hemisphere. We hope when they arrive in D.C. they remember to orient the home to the south and not the north.
Via energy.gov
Images courtesy of FirstLight House


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Earning a second income from your own property is an advantage especially if you have ample yard space that is left unused. It is for this reason why granny flats are built in Sunshine Coast. Other than adding value to your property, granny flats Sunshine Coast contractors offer also serve as extra living space just in case you have guests over the weekend. You can also look at other purposes for building granny flats in Sunshine Coast area to give you more idea if you should build one on your property.
- As a Rental Property or Backup Home. It is a good return on investment if you rent your granny flat. You can also live in the granny flat yourself and rent out the larger home for a bigger income. Granny flats Sunshine Coast wide pay itself off in five to seven years, giving a good return on your initial investment. You can use your rental income to pay for your other loans.
- To Serve as Your Home Office. If you have the pleasure of working from home, a granny flat can serve as a personal workspace where you can do your work in peace while still within your premises. You can turn it into an art studio where you can easily store your supplies and artworks. Visit at Van Homes
- To Accommodate a Senior Family Member. Granny flats Sunshine Coast builders offer are traditionally built for this purpose. This will allow the older generations of your family to live nearby while maintaining their independence.
- Perfect for Adult Children. The job market can be predictable, and newly weds find it difficult to establish themselves financially so they could start their own family. Building granny flats in Sunshine Coast can be a good way to help them get on their feet while still giving them the privacy and independence they need.
Before you hire builders of cheap granny flats Sunshine Coast wide, be sure to determine your reason or reasons why you want to build one. Is it for your loved ones, for your personal space or to serve as a rental property? Knowing its purpose will help you decide on the type of flooring you want for your granny flat. You can take a look at various flooring options for your granny flats to turn your vision into a reality.
1. Carpets. If you plan to build it for your ageing parents, opt for nonskid floors for their safety. Carpets are perfect flooring option for your elderly loved ones as they are non-slip. Just be sure to hire cleaners to keep them in tip top shape.
2. Tiles. If you plan to rent out your granny flat, tile floors are a great option as tiles are durable. They also come in various colours you can choose from depending on your desired theme.
3. Wood. If you want your floors to have an aesthetic appeal, you can opt for wood. It will make your home interior look more luxurious.
4. Vinyl. For an inexpensive flooring option that is easy to clean, opt for vinyl. It is also a good flooring choice when you want to rent out your granny flat.
The above are various flooring options for your granny flat. When choosing the right flooring material for your Sunshine Coast granny flats, you can choose from various styles and colours depending on your taste. Your floor choice generally depends on your purpose for building the granny flat in the first place. You can visit http://www.vanhomes.com.au/ for more details.

subset: commoncrawl


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Two If By Sea Festival
Two if by Sea Music Festival, Labor Day weekend '09
The British are coming! The British are coming! But this time, they are coming in the shape of legendary British rock outfit "The Who". The group is slated to lead the brand new "Two if by Sea Music Festival," which promises to be the best new festival of the year.
Located on the banks of the Chesapeake Bay of Virginia, the festival grounds are sure to be full of both beauty, and history, being neighbors with such historic places as Jamestown and Williamsburg.
Featuring two and half days of music and entertainment lasting until four in morning each night over the Labor Day weekend (Sept 4th ,5th , and 6th), "Two if by Sea" will surely fall right into the ranks of one of America's greatest destination festivals.
The Full lineup and other details will be announced shortly, but some acts are already slated to perform, including legendary artists such as The Who, Beastie Boys, and the French Electronic duo Daft Punk in their only festival appearance of the year.
Also set to appear at the festival are other music scene staples such as Moby, N.E.R.D., and Queens of the Stone Age. Two if by sea also promises to bring you some of the best new acts like Manchester Orchestra, Grand Ole Party, and Colour Revolt.
More Details to be announced soon! Until then, keep your eyes to the sea!


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U.S. Morning Call: Global stocks rally on China policy talks
Dec 5 - Shares in Europe and China resumed a recent sharp rally after comments from China's new leader boosted global growth expectations, while U.S. stock index futures signal a higher open.
Pick your boarding call for Wednesday US equity futures point to game the open on Wall Street as President Obama is set to meet with members of the business roundtable. Isn't it a fiscal -- debate. European and Asian stocks seeing a sharp rally today after Communist Party chief. She didn't -- said the country will keep fine tuning its economic policies it to 2013 to -- -- ground. Lots of data on a macro front this morning let's start with the ADP report which forecast that employers added 125000. Jobs in November. A drop from the 158000. Last month. Think story that eighty. You can read the full story on Reuters dot com. Moving on we've also got ISM services data out its hand. Economists expect to see slower growth in the sector with index falling to 53 point five in November. And we're expecting the latest read on factory orders to come in unchanged for October. Stocks are watching this morning looks getting added to the NASDAQ-100. The tech stock will become the newest component of the index next Wednesday and will replace justice. Which is -- its listing to New York Stock Exchange. Inclusion is good news for investors joining indexes generally considered to make the company more appealing to portfolio managers. Shares of FaceBook are treating it's higher in the premarket. We're also looking at Lockheed and Northrop Grumman today. The senate voted unanimously to approve a -- aging defense bill that authorizes 631. Point four billion dollars in funding for the military. The war in Afghanistan and nuclear weapons. From guns to groceries British chain Tesco may end its five year effort to break into the US grocery market. Now focus on its struggling home business and emerging markets the retailers and it has lodged a strategic review of its loss making US chain fresh and easy. And that could lead to the sale or closure of its 200 stores. Tesco has its share price to earnings ratio of nine point seven times well below its two leading competitors Wal-Mart and car for. That's it -- Wednesday morning call check out YouTube channel at Reuters dot com slash Reuters TV. Also follow us on Twitter for the latest headlines at Reuters Insider I'm Lisa Bernhard this is writers.


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A few months back, I started experimenting with ice-white porcelain stoneware. I found this clay super frustrating to work with at first. Compared to regular "porcelain" and white clays, this bad boy is almost completely unforgiving. If you push him too far, he won't do what you want again no matter how much you cry. But I was determined to break him!
I started with a few bowls, and plenty of failures. Most collapsed on the wheel. Those that made it were too thick for my liking, or too thin for my clumsy hands to handle, and ended up breaking in the leather-hard stage.
Enter these cute pots. Success at last!
The ice-white stoneware is delicious because it offers the most pure white finish I'd seen before in "amateur" pottery. Knowing how white it would go, I felt compelled to sand these boys – make them shiny, make the ladies love them. And we sure did.
Finished with a clear gloss, and a surprise burst of colour inside. I am in love.
The yellow pot was a present to my dear cousin on her 18th, but I haven't been able to let go of the others yet. Sure, you can buy one if you like! But you'll also be buying a piece of my heart. (*optional cringe*)


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Barbie® 2015 Ballet Wishes® Doll
Ballet Wishes Barbie doll is a wonderful way to commemorate a girl's first dance recital and is sure to be a treasured keepsake for ballet lovers of all ages. The third doll in the Ballet Wishes Barbie doll series is poised and ready to plié at the ballet recital in sugar plum shades of violet. Her lace dress has a laser cut bodice and is complemented with pink ballerina tights and molded violet pointe shoes with crisscross ribbon laces. As the prima ballerina, a delicate pearly tiara crowns her curls. Doll stand and Certificate of Authenticity included. Doll cannot stand or dance alone. Colors and decorations may vary. Ages 6 and older.


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- Branch Name:Colonial Plaza
- Service Type:Full Service Office
- State & County:Florida - Orange
- City or Town:Orlando
- Zip Code:32803
- Phone Number:407-228-7100407-228-7100
SunTrust Bank Colonial Plaza branch is one of the 1221 offices of the bank and has been serving the financial needs of their customers in Orlando, Orange county, Florida for over 56 years. Colonial Plaza office is located at 2300 East Colonial Dr, Orlando. You can also contact the bank by calling the branch phone number at 407-228-7100
SunTrust Bank Colonial Plaza branch operates as a full service brick and mortar office. For lobby hours, drive-up hours and online banking services please visit the official website of the bank at www.suntrust.com. You can edit branch details by clicking here if you believe the information is incomplete, incorrect, out of date or misleading.
- ■ Monday:09:00 - 16:00
- ■ Tuesday:09:00 - 16:00
- ■ Wednesday:09:00 - 16:00
- ■ Thursday:09:00 - 16:00
- ■ Friday:09:00 - 18:00
- ■ Saturday:09:00 - 12:00
- ■ Sunday:Closed
SunTrust Bank Colonial Plaza is open Monday to Saturday and closed on Sundays. The branch opens at 09:00 in the morning. Working hours for Colonial Plaza branch are listed on the table above. Note that this data is based on regular opening and closing hours of SunTrust Bank and may also be subject to changes. Please call the branch at 407-228-7100 to verify hours before visiting.
- Bank Name:SunTrust Bank
- Bank Type:Federal Reserve Member Bank
- FDIC Insurance:Certificate #867
- Routing Number:N/A
- Online Banking:suntrust.com
- Branch Count:1221 Offices in 11 states
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Get a head start on your holiday shopping: sign up for email delivery of the JD Supra Corporate Brief today!
Can't determine the origin of your conflict minerals? There's a description for that: "DRC conflict undeterminable"… (Jill Radloff at Leonard, Street and Deinard)
How will the rise of Google Glass impact e-discovery? (Michele Lange, JD Supra Perspectives)
As if you didn't have enough to do already… here's a year-end executive comp to-do checklist for plan sponsors… (Snell & Wilmer)
Criminal prosecutions for bribery and corruption are unlikely to occur unless there is a blatant disregard of compliance and internal procedures… (Michael Volkov at The Volkov Group Law Firm)
A viable solution to the gender pay gap and the glass ceiling demands a holistic approach. And this amazing 33-page analysis is a good place to start… (Orrick)
"Banging the Close"? "Spoofing"? Call it what you want – it's illegal and the CFTC will catch you… (Corporate Law Report)
3-D printing has put us in the middle of a technological revolution similar to the one who led to the digitalization of sounds and images… (Gianluigi Marino at DLA Piper)
Here's an early analysis of the CFPB's final mortgage disclosure rule and forms… (BuckleySandler)
What should employers know about the Employment Non-Discrimination Act… (Lindsay Griffin Smith at Spilman Thomas & Battle)


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troubleshooting RT-PCR: possible nuclease issues? - (Jan/09/2012 )
Hi -
I've been given the job to figure out how to test thousands of banked serum samples using RT-PCR. I'm definitely out of my element in the lab, so I apologize in advance if any of the stuff I'm asking is beyond basic.
My first try was running some known positive samples last week, resulting in absolutely no bands on my gel (other than the ladder). I'm just running through the steps and trying to identify other potential problems while waiting for my RNA extractor to get fixed...
1) I think that there is a possibility that the RNA extraction kit I used may have contributed. The machine broke while I was extracting the positive samples, and left magnetic particles in the product. I'm thinking that these particles may inhibit PCR. My plan here is to centrifuge the samples, pipet the supernatant to a new tube, and somehow check to see if I have RNA.
--> What is your preferred method for doing this? I've seen protocols for spectrophotometry, which sound simpler than running a gel. I have a very low elution volume, however, and I'm not sure if diluting maybe 1uL of product in a cuvette would give me accurate results. If you prefer a gel, how careful do you need to be to avoid nuclease contamination when running a RNA gel? Is there anything special I need to do to run RNA on an agarose gel? I've never done one before, and calling our gel room a mess would be putting it mildly....which brings me to my next question...
2) How important is it to use nuclease-free water? I accidentally used distilled water instead of MilliQ to make buffers, EDTA, DTT solutions, and ...to resuspend my primers. To be fair, the distilled water contained was labelled MilliQ, but it turns out that it's to *make* MilliQ. Anyway, I've remade the DTT solution. I'm not sure how important it was to remake EDTA but I did that too.
--> Is it important that the gel buffers are nuclease-free? By the time I'm running a gel, it's theoretically happy, relatively-sturdy DNA anyway. I'm going to remake my TBE, but I'm just curious. I've already remade my loading buffer.
--> And the primers. It would take me 2 months (and not a insignificant amount of $) to get new primers, so I'd like to salvage them if possible. Of course, I'll try the reaction again, but I'm trying to get a sense of what the true risk is of using non-nuclease free water to resuspend the primers. If it's truly a lost cause, then I should reorder them now while waiting for the RNA extractor to be repaired. I know there are a lot of unknowns here, but I have to assume that the distilled water supply does have at least some nucleases in it...any thoughts?
3) And, speaking of nucleases, I feel like I'm slowly descending into RNAse-induced madness. I've bleached everything I could. I've seen that 3% H2O2 is a good alternative. The instructions with the RNA extractor specifically say not to use bleach, so I'm considering either H2O2 vs some sort of proprietary RNAse removing solution. Any pros/cons I should know about? I'd obviously prefer H2O2 because of the cost.
Any tips would be hugely appreciated!
I'm not used to magnetic isolation, but yes, leaving the particles in may cause problems. If they are magnetic you don't need to centrifuge them, just get a strong (neodyme) magnet to attach the particles to the tube wall and pipet the rest out. The particles could be so little to centrifuge anyway.
But if your machine broke in the middle of extraction there is really question what you have in your tubes. I would test a new properly prepared sample.
You can check te RNA on spectrophotometer, but that will only tell you concentration and purity. Use a NanoDrop or similar spectro, that can measure in 1-2 ul. Diluting 1 ul in a 100ul cuvette won't work, the reading would be too low.
To see better the condition of your RNA you should run it on denaturing gel (get a protocol), you will see 28S/18S ratio and bands distribution and (roughly) DNA contamination. RNAse free (DEPC treated MilliQ or commercially nuclease free water) is generally recomended for all solutions, but since there is formamide or formaldehyde put into gel or the sample, we don't bother with that in RNA electrophoresis. With DNA ELFO we just use buffers made from destilled tank (we have 10 L barrel for TBE). For other solutions not made in such a large scale we use autoclaved MiliQ.
I would throw out all the solutions and make new ones. Especially if you will be working on thousands of samples. It's not worth the risk. But I'm not sure if just your MiliQ water is considered RNase free or you need to treated with DEPC first. Only autoclaving won't work either. You can never be sure enough with RNA, especially if you want to store it.
To save your primers first check if you really have RNA, then check the cDNA with some common primers (like beta-actin for human and mouse) to see if RT works and THEN make your reaction. Nuclease free water (or just at least autoclaved MiliQ) all the time. If you not sure in what conditions there are now, aliquot the storage concentration in small volumes and keep it -20. But if you check every step (RNA? cDNA) OK and you still get no bands on positive control, you have to think about reordering. It's really difficult to check whether primers have degraded or not. I resuspend my primers not in water, but 10 mM Tris pH8 (made with autoclaved MiliQ) that makes it more stable, my primers once degraded even in nuc-free water, is a selfdegradation due to pH, can happen sometimes.
There is RNase Zap from Life Technologies but I'm not sure whether you can use it to clean the machine. I'm not really a chemist, but I would be afraid H2O2 is also very oxidising and could damage it. Better ask the manufacturer what they recomend for cleaning. Otherwise rinsing it repeatedly with water and 70% EtOH is enough for some people, but I think there may be questions about efectivity against RNases. But I would care primarily about the RNases in my solutions.
Hi Trof -
Thank you so much for your reply. Since I last wrote I found the nanodrop machine, starting using a Qiagen RNA extraction kit, and discovered that the first step PCR isn't working (new primers are on the way!)
As for RNase zapping, I'm waiting to see if our RNA extractor is fixable before I worry about it anymore.
Thanks again! You've saved me days (maybe weeks!) of stress.


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A dad who feared he would never speak again after being diagnosed with throat cancer is helping others by recording a charity album – but he needs your help.
This week marks seven years since Ray Coates, from Mount Street, Aylesbury, finished his treatment for the cancer which almost claimed his voice.
But miraculously Ray found not only his voice, but gained a great singing voice last year, and recorded single The Voice Within to raise money for the 20/20 Head and Neck Cancer charity.
So successful was the single, that Ray is currently recording an album to raise even more cash for the cause.
But he is appealing for crowdfunding to help put the finishing touches to the work.
He said: "I feel really excited about this project, the more you do something the more it just snowballs and that is the effect that this has had.
"I really hope that people will support the project through Crowdfunder, they will get a copy of the album to say thank you, and all the proceeds will go to 20/20.
"By being involved in this project I've really felt like I was part of something, and I hope others will want to feel that too by supporting me.
"It is such a worthwhile cause."
Earlier this month Ray performed at Aylesbury Rugby Club as part of the Candle of Hope opening ceremony.
He started singing after losing confidence as a result of the gruelling treatment.
To contribute go to www.crowdfunder.co.uk/a-song-for-cancer


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EXECUTIVE SERVICES AGREEMENT BETWEEN CHIP APPLICATION TECHNOLOGIES LIMITED AND DAVID LANCELOT MACHATTIE SMITH (1 JUNE 1999) 1 <PAGE> 2 TABLE OF CONTENTS 1 DEFINITIONS AND INTERPRETATION .................................. 4 1.1 DEFINITIONS ................................................... 4 2 EMPLOYMENT ...................................................... 5 3 TERM ............................................................ 5 4 DUTIES OF EXECUTIVE ............................................. 6 4.1 GENERAL DUTIES ................................................ 6 4.2 DUTY TO REPORT ................................................ 6 5 REMUNERATION .................................................... 6 5.1 BASIC SALARY PACKAGE .......................................... 6 5.2 STARTING SALARY PACKAGE ....................................... 6 5.3 SALARY PACKAGE REVIEW ......................................... 7 5.4 NO DECREASE IN BASIC SALARY PACKAGE ........................... 7 5.5 DIRECTORS' FEES ............................................... 7 6 SUPERANNUATION .................................................. 8 7 EXISTING LOAN SHARE AGREEMENT AMENDMENTS ........................ 8 8 EXPENSES AND OTHER ENTITLEMENTS ................................. 8 8.1 EXPENSES ...................................................... 8 8.2 ENTITLEMENTS .................................................. 9 8.3 FRINGE BENEFITS TAX ........................................... 9 9 MAINTENANCE OF REMUNERATION ..................................... 9 10 LEAVE ENTITLEMENTS .............................................. 10 11 PAYMENT DURING ABSENCE ON MEDICAL GROUNDS ....................... 10 12 CONFIDENTIALITY ................................................. 10 12.1 EXECUTIVE'S OBLIGATIONS ..................................... 11 12.2 SURVIVAL OF OBLIGATIONS ..................................... 11 13 RESTRICTIONS ON OTHER ACTIVITIES OF THE EXECUTIVE ............... 11 13.1 INDUCEMENTS ................................................. 11 13.2 OPTIONAL POST-EMPLOYMENT RESTRAINT .......................... 11 13.3 USE OF THE COMPANY NAME ..................................... 12 14 TERMINATION ..................................................... 12 14.1 TERMINATION BY THE EXECUTIVE ................................ 12 14.2 TERMINATION BECAUSE OF INCAPACITY ........................... 13 14.3 IMMEDIATE TERMINATION BY THE COMPANY ........................ 13 14.4 TERMINATION BY THE COMPANY .................................. 13 14.5 PAYMENTS ON TERMINATION OR FAILURE TO RENEW AGREEMENT ....... 13 2 <PAGE> 3 14.6 TERMINATION PAYMENTS ........................................ 14 14.7 RESIGNATION AS DIRECTOR ..................................... 14 14.8 OBLIGATIONS ON TERMINATION .................................. 14 15 SHARES AND OPTIONS 14 15.1 CONFIRMATION ................................................ 14 15.2 CONFIRMATION OF SHARES SUBJECT TO LIMITED RECOURSE LOANS .... 14 15.3 LIMITED RECOURSE LOAN TERMS ................................. 14 15.4 NEW OPTIONS ................................................. 15 16 INDEMNITY ....................................................... 15 17 GENERAL ......................................................... 15 17.1 NOTICES ..................................................... 15 17.2 GOVERNING LAW AND JURISDICTION .............................. 16 17.3 PROHIBITION, ENFORCEABILITY AND SEVERANCE ................... 16 17.4 WAIVER ...................................................... 16 17.5 ENTIRE AGREEMENT ............................................ 16 13. TAXATION ...................................................... 22 14. UNEXERCISED OPTIONS ........................................... 22 15. CHANGE OF CONTROL ............................................. 23 3 <PAGE> 4 THIS EXECUTIVE SERVICE AGREEMENT is made on 1 June 1999 between the following parties: CHIP APPLICATION TECHNOLOGIES LIMITED (ACN 057 883 333) of Level 5, 152-162 Riley Street, East Sydney, New South Wales ('COMPANY'), AND DAVID LANCELOT MACHATTIE SMITH of 58 View Street, Woollahra, New South Wales 2025 ('EXECUTIVE'). RECITALS A. The Company is in the business of developing, marketing and operating software solutions for multi-application systems over POS and Internet. (the 'BUSINESS'). B. The Company and the Executive entered into an Employment Agreement dated 1 May 1995 (`Employment Agreement') and Executive Services Agreement dated 14 May 1997 (`Executive Agreement') under which the Executive has been employed as the Managing Director of the Company (the 'PREVIOUS AGREEMENTS'). C. The Company and the Executive have agreed to enter into this Agreement to replace the Previous Agreements and to clarify the terms and conditions of the Executive's continued employment as Managing Director and CEO of the Company. THE PARTIES AGREE, in consideration of, among other things, the mutual promises contained in this agreement: 1 DEFINITIONS AND INTERPRETATION 1.1 DEFINITIONS In this agreement: 'BOARD' means the board of directors of the Company, 'GROUP' means the Company and any Group Company; 'GROUP COMPANY' means a 'related body corporate' of the Company as that expression is defined in the Corporations Law; 'INFORMATION' means any information in respect of the Company's Business which is not in the public domain and includes, but is not limited to, any document, book, account, process, patent, specification, drawing, design or know-how which is: (a) supplied by the Company to the Executive; or (b) generated by the Executive in the course of performing the Executive's obligations; 'MONTH' means calendar month; 'SALARY REVIEW DATE' means 1 May of each year that this Agreement is in effect; 'SUBSIDIARY' means any 'subsidiary' of the Company as that expression is defined in the Corporations Law,. 4 <PAGE> 5 1.2 INTERPRETATION In this agreement, headings are for convenience only and do not affect the interpretation of this agreement and, unless the context otherwise requires: (a) a reference to termination of this agreement includes a reference to termination of the Executive's contract of employment; (b) words importing the singular include the plural and vice versa; (c) words importing a gender include any gender; (d) other parts of speech and grammatical forms of a word or phrase defined in this agreement have a corresponding meaning; (e) an expression importing a natural person includes any company, partnership, joint venture, association, corporation or other body corporate and vice versa; (f) a reference to any thing (including, but not limited to, any right) includes a part of that thing; (g) a reference to a party to a document includes that party's successors and permitted assigns; (h) a reference to a statute, regulation, proclamation, ordinance or by-law includes all statutes, regulations, proclamations, ordinances or by-laws varying, consolidating or replacing it, and a reference to a statute includes all regulations, proclamations, ordinances and by-laws issued under that statute; and (i) a reference to a document or agreement includes all amendments or supplements to, or replacements or novations of, that document or agreement. 2 EMPLOYMENT (a) Under the Previous Agreements the Company appointed the Executive as its Managing Director and the Executive accepted that appointment with effect from 1 May 1995 (the 'Commencement Date'). (b) The Executive continues to be employed as the Managing Director and CEO of the Company and from the date of this Agreement that employment is on the terms contained in this Agreement. 3 TERM (a) The appointment of the Executive as CEO & Managing Director of the Company began on the Commencement Date under the terms of the Previous Agreements. (b) The appointment of the Executive as Managing Director and CEO of the Company will continue until 1 June 2002, unless terminated at some earlier time in accordance with the terms of this Agreement. 5 <PAGE> 6 4 DUTIES OF EXECUTIVE 4.1 GENERAL DUTIES The Executive must: (a) devote the whole of the Executive's time, attention and skill during normal business hours, and at other times as reasonably necessary, to the duties of office and the Executive shall not be entitled to receive any remuneration for work performed outside such normal business hours; (b) faithfully and diligently perform the duties and exercise the powers: (i) consistent with the position of Managing Director and CEO; and (ii) assigned to the Executive by the Board; and (c) promote the interests of the Company and any Group Company. 4.2 DUTY TO REPORT The Executive must: (a) report directly to the Board or as directed by the Board; (b) provide prompt and full information to the Board regarding the conduct of the business of the Company by the Executive; and (c) comply with reasonable directions given to the Executive by the Board. 5 REMUNERATION 5.1 BASIC SALARY PACKAGE (a) During the period that the Executive serves the Company under this Agreement, the Company must pay the Executive a basic salary package, determined under this clause, the salary component of which is payable fortnightly in arrears by direct deposit into a bank account nominated by the Executive, or as otherwise agreed between the parties. (b) At the sole discretion of the Executive as to the nature and amount of each component, payment by the Company of the basic salary package may be by way of salary, additional superannuation contributions, life insurance, health and incapacity insurance, income protection insurance or such other components as may otherwise be agreed between the parties. Any fringe benefits tax payable under the Fringe Benefits Tax Assessment Act 1986 (Cth) in respect of the nature of each component will be included in the calculation of the basic salary package. 5.2 STARTING SALARY PACKAGE The basic salary package for the period commencing on the date of this Agreement is $286,624.00 gross per annum. 6 <PAGE> 7 5.3 SALARY PACKAGE REVIEW (a) The basic salary package is subject to review on each Salary Review Date. (b) The basic salary package for the period after a review is the amount per annum agreed between the parties. (c) At each review, the basic salary package may be increased having regard to: (i) the cost of living; (ii) the responsibilities of the Executive and remuneration available in the workforce outside the Company for a person with responsibilities and experience equivalent to those of the Executive; (iii) the performance of the Executive; (iv) the performance of the Company; and (v) any increases awarded to employees of the Company. (d) In the absence of agreement under clause 3.3(b), the basic salary package for the period after a Salary Review Date will be the greater of. (i) an amount equal to any percentage increase in the All Groups Consumer Price Index ('CPI') for Sydney as published by the Australian Bureau of Statistics; or (ii) the average increase granted across the Company's employees, in respect of the 12-month period preceding the Salary Review Date. (e) The parties must commence review of the basic salary package 1 month before the Salary Review Date, with a view to the parties reaching an agreement for the purposes of clause 3.3(b), by the Salary Review Date. 5.4 NO DECREASE IN BASIC SALARY PACKAGE The basic salary package of the Executive must not decrease on any salary package review. 5.5 DIRECTORS' FEES The basic salary package includes directors' fees. In the event this Agreement is terminated for whatever reason and the Executive remains as a director of the Company, then director's fees shall be payable to the Executive on a similar basis to other non-executive directors (other than the Chairman). 7 <PAGE> 8 6 SUPERANNUATION (a) The Company warrants that as at the date of this Agreement the Company has fully complied with its obligations under the Superannuation Guarantee Charge Legislation in relation to the employment of the Executive since 1 May 1995. (b) The Company must, during the continuation of this Agreement, ensure that the minimum superannuation contributions required to be made for the benefit of the Executive by the Superannuation Guarantee Charge Legislation are made to the trustees of a complying superannuation fund (within the meaning of the Income Tax Assessment Act 1936 (Cth)). (c) The Company's superannuation contributions under this clause 4 form part of the Executive's basic salary package under clause 3 of this Agreement, except that any increases after the date of this Agreement to the minimum superannuation contribution required to be made for the benefit of the Executive pursuant to the Superannuation Guarantee Charge Legislation as at the date of this Agreement will be paid by the Company in addition to, and will not form part of, the Executive's basic salary package under clause 3 of this Agreement. In addition the Executive will be compensated (by way of increased basic salary or otherwise) by the Company for any negative financial impact of any other amendments to prevailing superannuation legislation. 7 EXISTING LOAN SHARE AGREEMENT AMENDMENTS (a) The Executive agrees to waive the obligation of the Company to buy-back shares up to a maximum one million dollars. (b) The Company agrees that the Executive may transfer Loan Shares to members of the Executives family or entities controlled by one or more members of the Executive's family, and not necessarily the Executive, without any obligation to repay the Loan related to such shares. However on sale, transfer or any disposal of such shares to any third party or any third party assuming control of such entity, the Executive will repay the Loan applicable to such shares. 8 EXPENSES AND OTHER ENTITLEMENTS 8.1 EXPENSES (a) The Company must reimburse the Executive for all reasonable work related out-of-pocket expenses (approved by the Chairman or another director) incurred by the Executive on Company Business, including but not limited to: - telephone calls, rentals and charges; home facsimile charges; internet expenses, travelling expenses; entertainment expenses; hotel expenses; - car parking expenses; - expenses associated with the use of the Executive's own car, calculated at the rates allowed by the Australian Taxation Office for the purposes of determining deductibility; and 8 <PAGE> 9 - any other expenditure reasonably made by the Executive on behalf of the Company. (b) No amount may be reimbursed pursuant to clause 6.1 before the Executive has provided written evidence of expenses incurred to the Company. (c) The Executive will be entitled to full reimbursement of all overseas travel (business class), accommodation and other costs for the Executive's wife on two trips with the Executive (each trip not to exceed 30 days) at any time prior to 1 June 2002, notwithstanding the early termination of the agreement for whatever reason. 8.2 ENTITLEMENTS (a) In addition to the payments under clause 3, 4, 5 and this clause 6, the Company agrees to provide the Executive the following benefits: - the Company will provide the Executive with a portable computer, facsimile, mobile telephone and an internet service for use at home or out of the office; - the Company will provide the Executive with car parking at or near the Company's premises; - the Company will ensure that all overseas travel is at least business class - for the duration of his employment by the Company, the Company will ensure that the Executive is covered by workers compensation insurance as required by legislation and directors' and officers' liability insurance world-wide; and - the Company will pay all of the costs associated with the parties entering into this Agreement, including payment of stamp duty and up to $6,000 of the Executive's legal costs. (b) In relation to the benefits at clauses 8.2(a) the Company will pay all leasing and other costs associated therewith. In the event that the Executive pays for any part of the costs associated with these benefits the Company will reimburse the Executive for such amounts. (c) In relation to the benefits at clause 8.2(a), on termination of this Agreement for whatever reason the Executive may at his sole discretion purchase such items from the Company at the depreciated value of the items at the time of termination. 8.3 FRINGE BENEFITS TAX The Company must pay any fringe benefits tax payable under the Fringe Benefits Tax Assessment Act 1986 (Cth) in relation to any remuneration or benefit provided by the Company to the Executive under this Agreement except as specifically referred to in Clause 5.1 (b). 9 MAINTENANCE OF REMUNERATION If there is any change in: 9 <PAGE> 10 (a) the corporate structure under which the Company or any Group Company operates the Business; (b) the accounting methods of the Company or its accountants or auditors, which reduces or diminishes the total value of the remuneration payable to the Executive, the Company must ensure that the total value of the remuneration payable to the Executive is maintained at a level not less than that which existed before the change. 10 LEAVE ENTITLEMENTS (a) The Executive is entitled to public holidays, long service leave and annual leave in conformity with statutory entitlements. The parties agree that annual leave and long service leave shall be taken at such time as is agreed by the parties provided that it does not unreasonably inconvenience or disrupt the Business or the Company. In addition to normal leave the Executive will be entitled to 1.5 days of special holiday leave for each overseas trip exceeding 21 days with a maximum entitlement of 5 days of special leave for each 100 days overseas. (b) The Company acknowledges that, at the date of this agreement, the Executive is currently entitled to 38 working days holiday as part of annual leave and that the Executive is entitled to long service leave of 24 working days. If upon termination of the agreement for whatever reason, the Executive is entitled to annual leave or long service leave, the Company will pay the Executive the full entitlement upon such termination. 11 PAYMENT DURING ABSENCE ON MEDICAL GROUNDS (a) Where the Executive is at any time incapacitated from performing his duties for a period in excess of six months, where such incapacity is due to illness, injury, accident or any other circumstance, the Company may discontinue payment in whole or in part of the Executive's salary until such time as the incapacity shall cease or the Executive's employment is terminated in accordance with the terms of this Agreement. (b) The Company shall give written notice to the Executive of its intention to discontinue payment of salary and the notice shall specify the date from which payment of salary will be discontinued. The notice may be given at any time after the expiration of six months, so long as the incapacity remains. (c) The Executive shall be entitled to no more than six months' sick leave in total throughout the term of this Agreement and the Company must continue to pay the Executive's salary in full during this period. (d) The Executive shall undertake such medical checks and blood tests as may be reasonably required to enable the Company to obtain Key Man insurance or other insurance coverage over the life of the Executive. 12 CONFIDENTIALITY 10 <PAGE> 11 12.1 EXECUTIVE'S OBLIGATIONS The Executive must: (a) keep any Information secret and confidential, (b) take all reasonable and necessary precautions to maintain the secrecy and prevent the disclosure of any Information; and (c) not disclose Information to any third party without first obtaining the written consent of the Board except, provided however that these obligations do not to apply to Information: (d) that is in the public domain other than through breach of this Agreement; (e) that the Executive is required by law to disclose; (f) that is required to be disclosed by the Executive in the ordinary and proper course of employment with the Company; or (g) that has been disclosed to the Executive by a third party who is not under any duty of confidentiality with respect to that Information. 12.2 SURVIVAL OF OBLIGATIONS The Executive's obligations under this part survive the termination of the Executive's employment with the Company. 13 RESTRICTIONS ON OTHER ACTIVITIES OF THE EXECUTIVE 13.1 INDUCEMENTS Other than under this agreement the Executive must not accept any payment or other benefit as an inducement or reward for any act in connection with the Business of the Company or any Group Company. 13.2 OPTIONAL POST-EMPLOYMENT RESTRAINT (a) The Executive and the Company agree that notwithstanding termination of this agreement for whatever reason, the Company may, at its option, pay the Executive an additional one year's basic salary package as per clause 5.1 of this Agreement in consideration for the Executive agreeing to the post-employment restraints in clause 13.2(d) of this Agreement. (b) The Executive may elect to have the amount payable under clause 13.2(a) paid monthly or in a lump sum on exercise of the option. If a lump sum is elected, the lump sum shall be discounted by the Discount Rate. For the purposes of this paragraph, the Discount Rate shall be equal to the Bank Bill Interest Rate at the date of termination, plus three percentage points. (c) The total amount referred to in clause 13.2(a) is payable in addition to any other payment to the Executive under this Agreement. 11 <PAGE> 12 (d) On exercise of the option by the Company, the Executive agrees that for a period of 12 months from either: (i) the expiry of the term of this Agreement; or (ii) the date of termination (for any cause or by any means) of his employment with the Company, whichever is the first to occur, the Executive will not undertake or carry on (either alone or in partnership) or be employed or interested, whether directly or indirectly, in any capacity whatsoever, in the Restraint Area, in a business which is the same as or substantially similar to the Business or competes with the Company or the Business. (e) In clause 13.2(d), 'Restraint Area' means: (i) all countries in which the Company, or any related body corporate of the Company, carry on business; (ii) Australia; (iii) New South Wales. (f) Clause 13.2(d) has the effect of several separate and individual covenants and restraints consisting of each separate covenant and restraint set out in clause 13.2(d) combined with each separate area set out in clause 13.2(e). (g) If any of the several separate and independent covenants and restraints referred to in clause 13.2(f) are or become invalid or unenforceable for any reason, then that invalidity or unenforceability will not effect the validity of enforceability of any of the other separate and independent covenants and restraints. 13.3 USE OF THE COMPANY NAME The Executive agrees with the Company that at any time after termination (for any cause or by any means) of his employment with the Company, he will not use the name of the Company or any Group Company for any purpose, in connection with his own or any other name, in any way which might suggest his continued association with the Company or any Group Company (other than as a shareholder or director of the Company, if he continues so to be). 14 TERMINATION 14.1 TERMINATION BY THE EXECUTIVE This Agreement may be terminated by the Executive at any time by the Executive giving six months' notice in writing to the Company. If any one entity or person, acting alone or in association with others, a) lodges with the Company, or any parent of the Company, a substantial shareholders notice indicating an interest or b) in any way obtains an interest in 12 <PAGE> 13 more than 30% of the issued capital of the Company, or any parent of the Company, then the Executive may terminate this agreement at any time for a period of six months following such event on three months written notice to the Company. 14.2 TERMINATION BECAUSE OF INCAPACITY This Agreement will automatically terminate if the Company gives notice to the Executive in accordance with clause 11. 14.3 IMMEDIATE TERMINATION BY THE COMPANY The Company may terminate this Agreement immediately if the Executive: (a) is guilty of grave misconduct or wilful neglect in the unanimous opinion of all other directors; or (b) is of unsound mind or becomes liable to be dealt with under any law relating to mental health. 14.4 TERMINATION BY THE COMPANY (a) Subject to clauses 14.2 and 14.3, this Agreement may only be terminated by the Company in accordance with this clause 14.4. (b) If prior to 1 June 2001, the Company and the Executive have not entered into an agreement for the continued employment of the Executive, then this agreement will be deemed to have been terminated by the Company effective from 1 September 2001 and the Executive will cease to be an Executive of the Company from the 1 September 2001. 14.5 PAYMENTS ON TERMINATION OR FAILURE TO RENEW AGREEMENT Upon termination of the Executive's employment by either party and for whatever reason (including clause 14.4), the Company shall: (a) pay the Executive his then prevailing basic salary package for 12 months from the effective date of termination notwithstanding that the Executive no longer provides any services under this Agreement and notwithstanding any other benefits or entitlements to which the Executive is entitled under other terms of this Agreement. That amount is to be paid monthly in arrears in twelve equal instalments and is to be secured by a bank guarantee, or such other instalments (or lump sum) and security as otherwise mutually agreed by the parties. (b) pay the Executive all outstanding entitlements under this Agreement including, but not limited to, unpaid salary due and payable up to the date of termination and a sum representing any holiday or long service entitlements which have accrued, but not been taken, up to and including that date; and (c) facilitate the Executive in transferring to another superannuation fund the balance standing to the credit of his superannuation fund hereunder. 13 <PAGE> 14 14.6 TERMINATION PAYMENTS The Company will ensure that all and any termination payments under this agreement, including payments under clause 13.2 and 14.5, minimise the Executives personal tax liability in respect of such payments, but the Company shall not be obligated to make any payment in such a form as to be non tax deductible to the Company. 14.7 RESIGNATION AS DIRECTOR (a) On termination of this Agreement by operation of clause 14.3, the Executive must resign from office as a director of the Company or any Group Company. (b) On termination of this Agreement for any reason other than under clause 14.3, the Executive shall be under no obligation to resign from office as a director of the Company or any Group Company, but is required to stand for reappointment as a director at the next meeting at which any other person is required to stand for appointment or reappointment as a director. 14.8 OBLIGATIONS ON TERMINATION On termination of this Agreement, the Executive must return to the Company immediately all tangible property of the Company or any Group Company including, but not limited to, all books, documents, papers, materials, credit cards, cars, computer records and keys held by the Executive or under the Executive's control. 15 SHARES AND OPTIONS 15.1 CONFIRMATION The Company and the Executive confirm that the Executive is entitled to all shares and options referred to in the Previous Agreements under the terms of such Previous Agreements and nothing in this agreement will alter or otherwise effect the Executives rights, title and interest in such shares and options. 15.2 CONFIRMATION OF SHARES SUBJECT TO LIMITED RECOURSE LOANS The Company and the Executive confirm that the shares and options detailed in Schedule A to the Executive Agreement have been issued to the Executive in accordance with the agreed interpretation of the terms of the Previous Agreements. The Company hereby warrants to the Executive that the shares and options detailed in Schedule A of the Executive Agreement have been properly issued. 15.3 LIMITED RECOURSE LOAN TERMS The Company and the Executive agree that the terms of the Limited Recourse Loans made by the Company to the Executive for the purpose of acquiring the shares referred to in Schedule A of the Executive Agreement are as set out in Schedule B to the Executive Agreement. 14 <PAGE> 15 15.4 NEW OPTIONS The Company warrants to the Executive that the options detailed in Schedule A of this Agreement have been properly issued. 16 INDEMNITY To the extent permitted by law, the Company indemnifies the Executive: (a) against any liability incurred by him as an employee, officer and or director of the Company, a subsidiary of the Company or any parent of the Company to a person other than the Company or a related body corporate of the Company; and (b) against any loss, cost, damage, expense or liability which the Executive suffers or incurs as a result of any litigation, proceeding or judgment arising in connection with this agreement, unless the liability, loss, cost, damage or expense arises out of conduct on the part of the Executive which: (a) is in material breach of this agreement; (b) involves a lack of good faith, fraud, grave misconduct or wilful neglect; or (c) is contrary to the Company's express instructions in relation to the management of the Company's business. 17 GENERAL 17.1 NOTICES Any notice or other communication including, but not limited to, any request, demand, consent or approval, to or by a party to this agreement: (a) must be in legible writing and in English addressed as shown at the commencement of this agreement, or as specified to the sender by any party by notice; (b) where the sender is a company, must be signed by an officer or under the common seal of the sender; (c) is regarded as being given by the sender and received by the addressee: (i) if by delivery in person, when delivered to the addressee; (ii) if by post, three Business Days from and including the date of postage/on delivery to the addressee; or (iii) if by facsimile transmission, whether or not legibly received, when received by the addressee, but if the delivery or receipt is on a day which is not a Business Day or is after 4.00 pm (addressee's time) it is regarded as received at 9.00 am on the following Business Day. 15 <PAGE> 16 17.2 GOVERNING LAW AND JURISDICTION (a) This agreement is governed by the laws of New South Wales. (b) The parties irrevocably submit to the exclusive jurisdiction of the courts of New South Wales. 17.3 PROHIBITION, ENFORCEABILITY AND SEVERANCE (a) Any provision of, or the application of any provision of, this agreement which is prohibited in any jurisdiction is, in that jurisdiction, ineffective only to the extent of that prohibition. (b) Any provision of, or the application of any provision of, this agreement which is void, illegal or unenforceable in any jurisdiction does not affect the validity, legality or enforceability of that provision in any other jurisdiction or of the remaining provisions in that or any other jurisdiction. (c) If a clause is void, illegal or unenforceable, it may be severed without affecting the enforceability of the other provisions in this agreement. 17.4 WAIVER (a) The failure of either party at any time to require performance by the other party of any provision of this agreement does not affect the party's right to require the performance at any time. (b) The waiver by either party of a breach of any provision must not be held to be a waiver of any succeeding breach of the provision or a waiver of the provision itself. 17.5 ENTIRE AGREEMENT This agreement supersedes all previous agreements in respect of the Executive's terms of employment by the Company and embodies the entire agreement between the parties, except for such terms of the Previous Agreements that relate to shares, options and the Limited Recourse Loan. 16 <PAGE> 17 EXECUTED by the parties as an agreement. SIGNED BY CHIP APPLICATION TECHNOLOGIES LIMITED (ACN 057 883 333) by authority of the Board of Directors by its duly authorised representative Lance D. O'Connor Director in the presence of /S/ LANCE DENIS O'CONNER ------------------------------- Lance Denis O'Connor; Director /S/ illegible ------------------------------------ Name of-Witness SIGNED BY DAVID LANCELOT MACHATTIE SMITH in the presence of Signature of witness /s/ DAVID MAC SMITH ------------------------------- David Lancelot Machattie Smith /S/ illegible ------------------------------------ Name of witness (print) illegible 17 <PAGE> 18 SCHEDULE A COLUMN 1 COLUMN 2. COLUMN 3. NO. OF OPTION EXERCISE OPTION DETAILS OPTIONS PRICE EXPIRY DATE ------- ------- ----- ----------- Options to be unconditionally issued by the 500,000 A$1.00 1 July 2000 Company to the Executive on 1 June 1999 Options to be unconditionally issued by the 500,000 A$1.60 1 July 2004 Company to the Executive on 1 June 1999 Options issued conditional upon and will not 500,000 $A1.15 1 July 2002 vest unless the Executive is an Executive of the Company on 1 June 2000 (`vesting date') Options issued conditional upon and will not 500,000 $A1.20 1 July 2004 vest unless the Executive is an Executive of the Company on 1 June 2001 (`vesting date') 18 <PAGE> 19 OTHER TERMS AND CONDITIONS OF OPTIONS The terms and conditions of the options are as follows: 1. ENTITLEMENT The Option holder is entitled to subscribe for one fully paid ordinary share in the capital of the Company for each Option held. 2. ISSUE PRICE No amount is payable on issue of the Options. 3. EXERCISE PRICE The exercise price of each Option is the exercise price referred to in Column 2 of Schedule A. 4. OPTION PERIOD Each Option may be exercised in whole or in part at any time prior to the Option Expiry Date set out in Column 3 of Schedule A. Any Option that is not exercised will automatically expire on the Option Expiry Date. 5. TRANSFERABILITY The Options may not be transferred without the prior consent of the Company (which consent will not be unreasonably withheld) and only in accordance with the Articles of Association of the Company. 6. PARTICIPATION IN BONUS ISSUES AND CASH ISSUES 6.1 If the Company makes a bonus issue of shares or other securities convertible into ordinary shares pro rata to holders of ordinary shares (other than an issue in lieu of dividends or by way of dividend reinvestment pursuant to any shareholder election), the Option holder will be entitled to participate in such issue, upon exercise of all or part of the Options on or before the books closing date for that issue, on the same basis as the holders of ordinary shares in the capital of the Company. 6.2 If the Company makes an offer to subscribe for cash of ordinary shares pro rata to the holders of ordinary shares the Option holder will be entitled to participate in such offer, upon exercise of all or part of the Options on or before the books closing date for that offer, on the same basis as the holders of ordinary shares in the capital of the Company. 6.3 The Company must notify the Option holder at least 12 business days before the books closing date for determining entitlements to an offer referred to in Clauses 6.1 or 6.2 of: a) the proposed terms of the issue of the offer, and 19 <PAGE> 20 b) the right to exercise his Options under Clause 6,1 or 6.2 (as the case may be). 7. ADJUSTMENTS FOR BONUS ISSUES AND CASH ISSUES 7.1 If the Company is listed on the Australian Stock Exchange and makes an offer for cash of ordinary shares pro rata to the holders of ordinary shares, the exercise price of each Option shall be reduced by the value of the theoretical rights entitlement per cum rights share (E) provided that the exercise price of each Option shall not be reduced to less than the nominal value of the Company" ordinary shares, where E is calculated in accordance with the following formula: E = P - (S + D) ---------- N + 1 Where: E = theoretical value of the rights entitlement attached to each share (quoted cum rights). P = the weighted average market price of fully paid ordinary shares of the Company sold in the ordinary course of trading on the Australian Stock Exchange Limited during the five trading days after the announcement of the rights issue S = subscription price (application money plus calls) for new shares D = any dividends due but not yet paid on existing shares which will not be payable in respect of new shares issued under the rights issue N = number of cum rights shares required to be held to receive a right to one new share No change will be made to the number of shares to which the Option holder is entitled. 7.2 If the Company makes a bonus issue of shares or other securities convertible into ordinary shares pro rata to holders of ordinary shares (other than an issue in lieu of dividends or by way of dividend reinvestment pursuant to any shareholder election), the number of shares issued on exercise of each Option will include the number of bonus shares that would have been issued if the Option had been exercised prior to the books closing date for bonus shares. No change will be made to the exercise price. 8. RECONSTRUCTION In the event of a reconstruction (including consolidation, sub-division, reduction or return) of the issued capital of the Company, the number of Options or the exercise price of Options or both shall be reconstructed (as appropriate) in a manner which would not result in any benefits being conferred on the Option holders which are not conferred on shareholders (subject to the provisions with respect to rounding of entitlements as sanctioned by the meeting of shareholders approving the 20 <PAGE> 21 reconstruction of capital) but in all respects the terms for the exercise of Options shall remain unchanged. 9) RANKING OF SHARES ALLOTTED ON EXERCISE OF OPTIONS All share allotted pursuant to the exercise of Options will, subject to the Memorandum and Articles of Association of the Company, rank in all respects (including rights relating to dividends) pari passu with the existing ordinary shares of the Company on issue at date of allotment. 10. METHOD OF EXERCISE OF OPTIONS 10.1 Options may be exercised by written notice to the Secretary of the Company. The exercise notice must specify the number of shares required to be allotted, which number must be a multiple of 1,000 if only part of the Options are exercised, or if the total number of Options held is less than 1,000, then the total of all Options held must be exercised. Options will be deemed to have been exercised on the date that the application is lodged with the Secretary of the Company. 10.2 The Option holder must pay the exercise price in full to the Company on the date of the exercise of the Options. 10.3 The exercise of less than all of the Option holder's Options will not prevent the Option holder from exercising an Option in respect of the whole or any part of the balance of the entitlement under his remaining Options. 10.4 On exercise of the Options the Option holder must surrender his Option certificate to the Company in respect of those Options being exercised. 10.5 If the Option holder exercises less than the total number of Options then registered in his name: a) The Option holder must surrender his Option certificate to the Company, and b) the Company must cancel that Option certificate and issue to the holder a new Option certificate in respect of the Option holder's unexercised Options. 10.6 Within 10 days of receipt of the application for the exercise of Options and payment by the Option holder of the exercise price of such Options, the Company must issue and allot to the Option holder the number of fully paid ordinary shares in the capital of the Company specified in the application. 10.7 If the Company is listed on the Australian Stock Exchange then it will as soon as practicable after issue make application for the shares issued upon exercise of Options by the Option holder to be granted official quotation on the Australian Stock Exchange. The Options are not to be listed on the ASX. 11. COMPULSORY ACQUISITION If an entity ("Offeror") serves a notice on the option holder in accordance with section 703(4) of the Corporations Law, all options, which have not yet vested, become 21 <PAGE> 22 vested on the date that notice is served on the option holder, irrespective of any unfulfilled conditions of vesting. All options (including all existing options and all options that have been vested by virtue of the preceding paragraph) will lapse on the date 3 months after delivery of that notice. Unless waived by written notice from the Company, the option holder must accept an offer to acquire all options which remain unexercised which is delivered in accordance with section 703(4) of the Corporations Law. This obligation is conditional on the terms offered by the Offeror being no less favourable than the offer price paid or payable by the Offeror in connection with the acquisition of ordinary shares in the Company under the Offeror's take-over scheme or take-over announcement, adjusted to reflect the offer for options rather than ordinary shares or on terms determined by a Court as contemplated by section 703(8) of the Corporations Law. 12. OPTION EXPIRY DATE Subject to clause 11, the Option Expiry Date is the option expiry date referred to in Column 3 of Schedule A. 13. TAXATION The Option holder is exclusively and solely responsible for all and any tax that may be payable as a result of the issue and or exercise of the Options and or the sale of shares resulting from the exercise of the Options. The issuer makes no warranty or representation in respect of any taxation that may be applicable to the issue and or exercise of the Options and or the sale of shares resulting from the exercise of the Options. 14. UNEXERCISED OPTIONS (a) This clause 14 applies to all Unexercised Options. If there is any inconsistency between this clause and the other provisions of these Terms and Conditions in respect of the exercise of Unexercised Options, this clause prevails to the extent of this inconsistency. (b) If, at the time an Unexercised Option is exercised: i) the Company is not listed on ASX; and ii) the Company is a subsidiary of another company (the "Parent Company") and iii) the Parent Company is listed on ASX or any Approved Exchange the Company may, instead of issuing shares in the capital of the Company, elect to have the Parent Company issue one fully paid share of common stock in the Parent Company for each Unexercised Option held. (c) If the Company makes the election referred to in paragraph (b): i) in lieu of the Option holder's entitlement under clause 1 to subscribe for one fully paid ordinary share in the capital of the Company for each Option held, the Option holder will be issued one fully paid share of 22 <PAGE> 23 common stock of the Parent Company for each Unexercised Option held; ii) in lieu of paying the exercise price to the Company in accordance with Clause 10.2, the Option holder must pay the full exercise price (which would have otherwise been payable to the Company) to the Parent Company on the date of exercise of the Unexercised Options and the Company is authorised to pay over any such moneys received by it to the Parent Company without further act or authority of the Option holder; and iii) within 10 days of receipt of the application for the exercise of the Unexercised Options and payment by the Option holder of the exercise price of such Options, the Parent Company must issue to the Option holder the number of fully paid shares of common stock of the Parent Company specified in the application; and iv) to avoid doubt, the Option holder has no entitlement to be issued or allotted any shares in the capital of the Company upon exercise of the Unexercised Options. (d) In this Clause 14: "Unexercised Options" means all Options that have been granted but are unexercised 15. CHANGE OF CONTROL If any one entity or person, acting alone or in association with others, a) lodges with the Company, or any parent of the Company, a substantial shareholders notice indicating an interest or b) in any way obtains an interest in more than 30% of the issued capital of the Company, or any parent of the Company, then all options, which have not yet vested, become immediately vested, irrespective of any unfulfilled conditions of vesting. 23
Source: OneCLE Business Contracts.


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Friends are ever-present in our children's lives, but around middle school, friendships can get more complicated. A best friend one day may be a frenemy the next. Popularity and peer pressure come into play. Browse the articles below for tips and advice.
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Because of the disease risk factors connected with obesity, you should maintain a sound body weight. For example can be your BMI chart or Body Mass Index Chart is suggesting that you will be overweight your first goal ought to be read up in nutrition and focus on changing your diet. people's weight inside kgs by the square of these height in ms, this individual could use the outcome to compare several people body varieties independently of these size - a good conjuring trick inside his job. This true number says you how healthy your bodyweight is. Body Bulk Index under 18.5 is underweight, 18.5-25 is healthy weight, 25-30 is overweight, 30-35 is obese and body mass chart's quality over 35 is quite obese. And many analyses look for a very clear direct correlation 'tween incidence and BMI of diverse unhealthinesses as arterial sclerosis, hypertension, diabetes, numerous and apoplexy forms of cancer. Body mass index chart calculates BMI predicated on height in weight and inches in pounds. Therefore the argument that athletes can create good enough muscle to somehow press them from the normal BMI vary seems a little wonky if you ask me (until they are making use of steroids or were true endormorphs in the first place... that is an exceedingly little part of the population). Numerous assume that the idea of weight chart was hatched recently quite, various other product of weight-loss modern culture. Aged people generally have more fat than younger adults with exactly the same BMI index. It's easier to dismiss the chart to be inaccurate and not ideal for your specific physique and size or even whatever excuse you prefer, than it is to simply accept the truth that perhaps you're actually simply overweight. Experts have figured BMI chart is both the convenient and reliable indicator of obesity. Both these criticisms appear to be weak as true endomorphic or ectomorphic folks are very rare... in other words, for most of the populace the BMI works good just, and that was the real point to begin with. SURPLUS FAT Percentage calculations use total bodyweight rather than estimates of muscle fat and mass. He found that if he divided There exists a criticism that the BMI doesn't take into account different 'frame' sizes of individuals (endomorphs and ectomorphs) or athletes who've developed their muscles to a much bigger degree compared to the regular population. To find out predicament in this obesity scale exactly, body mass index chart plays a substantial role. Although body mass chart is correlated with surplus fat, its meanings differ in accordance with age and sex. You give this chart to a health care provider once, he shall be in a position to tell you the proper solution to enhance your health. Basically, a BMI chart is really a calculation that uses height in addition to weight to understand just how much body fat a person has. The BMI chart can be used by fitness and well-being practitioners to quickly tell them if the body shape is lean, average, obese or overweight. And this is where in fact the argument about athletes getting in the 'overweight' BMI range due to increased muscle tissue falls aside for me. The chart is intended showing 'fatness' and categorize it as normal or abnormal on both high and reduced end.
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This book has an attractive layout, with its theorems and definitions clearly and repetitively presented in highlighted boxes. It is easy to follow and could certainly prove useful to a weak student.
However, many results are stated without providing proof, leaving the student to produce the proof as part of the exercise. Underpinning this type of mathematics with proof is certainly a fundamental part of the education process, but in my experience many students find this an intimidating step. I believe it is vital that students have proofs demonstrated repeatedly, until they become confident enough to formulate their own. This book could undoubtedly benefit from the inclusion of more examples.
In addition, there is a noticeable lack of illustrations, giving the book a very dense feel.
Generally speaking, while this book might provide a valuable handbook for some students, I don't believe its style engages the attention of the reader and it doesn't attempt to provide a thorough explanation of linear algebra.


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1. What is the deadline for approved timesheets?
Your timesheet should be approved no later than Monday 1:00pm EST. If your timesheet is approved after this time it will be processed the following week.
2. What is the standard work week?
Hays standard work week is Sunday to Saturday.
3. When will I be paid?
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Welcome to the continent of Argonia, a vast expanse of every kind of terrain that could possibly exist. To the north are the vast forests with trees lush and thick where sunlight is rumored to never touch the ground beneath the treetops. To the west are the seemingly endless rolling hills and beyond them the towering mountains seen throughout the land at sundown. East is covered by a large sea that connects Argonia to the other continents in the world, many of which remain unexplored. Finally to the south is a mixture of barren deserts and ancient volcanic hills long dormant after years of constant activity. In the middle of it all is the biggest human kingdom ever built, by the name of Therran.
For centuries the kingdom of Therran has existed under the rule of a single family. This family rose to power over their rivals in the early ages of the kingdom and soon there were no others of royal blood left to claim the throne. For the last 50 years it has been run by King Morelius who, much like his ancestors, concerns himself only with further expanding the kingdom and his rule. With an iron fist he controls the peoples to the east, west, and south. However he has never been able to conquer the forests of the north for one reason; a clan of warriors who keep his armies at bay.
This clan, known only as the Kaka, are a race of creatures neither human nor animal. They are rumored to be a mixture of the two said to take human form but with feline characteristics. While by all means they were considered to be inferior in every way, their fighting abilities and guerrilla tactics held every single of Morelius's attacks at bay.
Until finally he had neither the man-power nor will to put a leash on his feline enemies. So 20 years ago, after suffering a massive defeat at the hands of his enemy, he proposed a peace offering in exchange for no more violence between the two peoples. As a race who had only fought in self-defense the offering was accepted.
In Therran things were not all peaceful. The hostilities were far from over. Morelius was not willing to let his people believe he was a weak ruler for giving up.
The king began by spreading rumors about the inhabitants of the forest. He called them 'barbarians', 'cannibals', and 'monsters' which with time became the view of all those within the kingdom. His propaganda was a huge success and soon enough the hate of the Kaka among the people reached a boiling point. Once again he was ready to take arms against his feline enemy and, with the help of improved weaponry, he intended on exacting his revenge.
However he needed something to justify his attack. Anything at all. Much to his surprise the justification fell into his lap when his progeny, the only heir to the throne, was kidnapped by the creatures of the north.
That is where this story begins.
* To be updated *


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Social search is not new
Note: Guest blogger Roupert Muller is an aficionado of life, sports fan, curious and has a soft spot for things made in Italy. He works as an independent marketing & PR consultant + content producer when he's not running around as a freelance journalist with a love for design, fashion and lifestyle, or producing (online) videos. He's based in the Netherlands and can be found on Twitter and LinkedIn.
The term social search has probably reached you by now and if it hasn't, it will (trust me). The speed of change in PR and social marketing is at times dizzying indeed. Every other day seems to bring with it a new buzzword of some sort. I can imagine it can get difficult to filter out the stuff that matters to you and your business. So, I'm going to try and make this as simple as possible and start off by saying: social search is not new. You've actually been a part of it ever since you were able to communicate.
Let's start by technically defining social search, according to Wikipedia:
Social search or a social search engine is a type of web search that takes into account the Social Graph (= the global mapping of people and how they're related) of the person initiating the search query…Search results produced by social search engines give more visibility to content created or touched by users in the Social Graph.
So what does this really mean in the realm of PR? Have a look at the intimacy of Facebook and Bing. In case you missed it, Bing has integrated Facebook 'likes' into its search results. So, if you were to go to Bing – whilst being logged on to Facebook – and type in a search, the results will show who of your friends like the result(s) shown in your search. Think of a specific restaurant or clothing brand, etc. Google+ does something similar with its +1 icon next to search results. Taking these definitions into account, I view social search then as an overview of word of mouth. And PR is of course be a driving force in generating word of mouth amongst your audience, both online and offline.
The bottom line is obvious: companies want to generate income. Social search is going to help. Why? Simple… Word of mouth advertising is not only free, it's arguably the most powerful form of advertising a brand or company can have. Think about it, which do you trust more for picking a place to take a client for lunch: a recommendation from a good friend, an anonymous review from a website or an ad you saw on TV? Chances are, you answered your friend and if it turned out to be a good dining experience, you're likely more than happy to pass on that lunch spot to your friends.
As consumers, social search is nothing new because we have been asking for opinions and recommendations from our peers for ages. However, the technologies and platforms within which social search is becoming increasingly important is new (great example of a new app is we & co). In previous times you might have called a few friends or your parents to ask for a recommendation. Nowadays one will most likely post something on a variety of social platforms in order to get recommendations. This means brands would be wise to offer value to their friends, fans and followers to encourage them to suggest the brand (or restaurant or whatever) to their friends when a request pops up in their news stream (interesting article by Brian Solis on the importance of 'value' brands should offer their audience).
There is also an offline enforcer of social search and it is quite the obvious: people. Social search is not the sole responsibility of the Marketing or PR department / agency (Bernie Borges also emphasizes this in his post on social search). Rather it's about the entire company being aware of what they communicate and how and where they choose to do so. Employees are the most important customers and thus your best ambassadors. Ambassadors that are ready to spread the word about your company (both good and bad). Think of birthday parties or family get-togethers, what do you talk about? I'm guessing work is a hot topic. Other topics most likely include gadgets, fashion, cars, sports, celebrity gossip, personal care products, etc. Brand names fly through the air like raindrops in the fall. And everything discussed can – and probably will be – shared on some social platform or the other.
Essentially, social search is seeking out trusted recommendations from people you know. Just as you would like your brand or company to appear up high on a Google or Bing Web search, you'd like to be top-of-mind for consumers as well because they have the power to influence potential customers. This translates into more commercial activity, traffic to your website, etc. So while the concept of "social search" isn't new, the means by which it is conducted are. Keep this in mind not only while developing your PR and marketing strategies, but also about how it pertains to your company overall.
How important is the concept of "social search" to you and your company? Have you seen or used any interesting strategies or tactics?
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Rodeo clown's racist joke prompts apology from rodeo board
The Creston Classic Rodeo's board of directors apologized Tuesday for racist and offensive comments made by a clown during the weekend rodeo.
"The board of directors apologizes to anyone offended by the inexcusable behavior of 2012 rodeo clown Mike Hayhurst on Saturday, Sept. 15," the board said in its statement. "Mr. Hayhurst was an out-of-town independent contractor who was solely responsible for his inappropriate attempt at humor. His distasteful words do not in any way reflect the beliefs or standards of the rodeo board."
It also said it decided to "sever all ties" with Hayhurst.
Rodeo director Jeff Rigby noted in the statement that "We still believe in the 'Cowboy Way,' and part of that creed is to tip our hat and respect women. Mr. Hayhurst broke a cowboy rule."
Hayhurst, who lives in Barstow and is a charter school superintendent in Victorville, sent the following apology to The Tribune:
"Thanks to the founders and defenders of our great nation, we are afforded our free speech rights. With those rights comes responsibility. At the Creston Classic Rodeo on Saturday, Sept. 15, 2012, I irresponsibly told a joke that many people found offensive and I apologize.
"This was a joke I read in 2010 and chose to recycle it during this election season. I simply substituted Ann Romney's name where the original joke used Sarah Palin's name. While no apology will satisfy everyone, I hope those of you in the Creston area with whom I have had a 15-plus year relationship will accept mine."
Hayhurst told the joke Saturday during the rodeo.
The joke, as he told it, said Ann Romney, wife of GOP presidential contender Mitt Romney, was offered $250,000 to pose for Playboy. The White House was upset, Hayhurst continued, because first lady Michelle Obama could only get $50 from National Geographic.
Several people who attended the bull-riding event that followed the rodeo emailed The Tribune and said Hayhurst also made offensive comments about President Barack Obama, actress Lindsey Lohan and House Minority Leader Nancy Pelosi.
The organization that managed the bull-riding event, United Bull Riding from Bakersfield, apologized Monday for Hayhurst's comments and pledged it would oversee announcers more closely in the future.
The Creston rodeo board also criticized The Tribune's initial reporting of the incident Sunday that identified Ed Kutz of Arroyo Grande as an announcer at the event. Kutz was indeed announcing the rodeo performance, but Hayhurst was also wired with a microphone and was the one who made the offending joke.
"We also want to express our support for rodeo announcer Ed Kutz," the board statement said. "It is unfortunate that a hastily written newspaper story wrongly implied that he was responsible for the unsuitable joke. Ed's reputation should not be stained by the actions of Mr. Hayhurst."
Executive Editor Sandra Duerr responded to the rodeo board's criticism, saying, "Our Sunday story that left the impression to some that Kutz made the remarks was based on information provided by a Creston Classic Rodeo board member, but we also noted that we could not confirm that he made the remark.
"As we continued to report the story Sunday and learned that Hayhurst made the offensive remark, we reported that information on our website (www.sanluisobispo.com) immediately and made that clear in our subsequent coverage in print. Kutz did not respond to our phone call on Saturday evening and declined to discuss the matter when we reached him Sunday.''
Read the full statement
Creston Rodeo Board's statement on clown's offensive joke


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Step 1 of starting preschool at home - GET ORGANIZED!
After a week spent finding and downloading material for our lessons I quickly became overwhelmed when I started to print just the first 2 weeks out! I needed a better game plan.
After researching how other moms organized their material I decided to go with the binder method. It's cheap, easy to organize, and has quick access. I decided to do my binders by month since there are so many different categories of material to be covered {like themed holidays, reading, math, tracing, coloring, cutting, sorting, sequencing, ....}. The only categories that I wanted to keep separate and not "assign" a month were the Bible lessons and Spanish.
So I bought 14 of the economy {cheap} 1" binders from Target. I also bought 4 packs of 100 sheet protectors at Target since they were the cheapest. I divided the sheet protectors up between the binders and I can already tell you I probably need another pack or two of them.
Today I ordered 14 Big Tab Insertable Dividers, 8-Tab
- Letter (Emma will have letters of the month and Reese will start sight words with those same letters *this will start in September since June-August are review months)
- Number (the numbers for the month for each Reese & Emma)
- Shape (shape of the month worksheets)
- Opposites (they will have an opposite concept of the month)
- Nursery Rhyme (1 nursery rhyme per month activities)
- Theme (monthly themed lesson work organized by weeks for each girl)
- Books (activities for the books that will be read that month based on the theme)
- Holiday (activities for any holiday that month)
I even made covers & spines for a Bible binder and a Spanish binder!
I mostly followed this tutorial for making the covers but decided not to make my spines transparent and instead added a doodle frame to the spine to help make reading the words easier. This was A LOT of work and time spent making these but I fell so much more organized!
I can easily look at the cover of a binder and know what the color of the month is, the theme & holidays (although I didn't put every holiday on them). Easter rotates between March and April so I left it off the covers.
I'm thinking of selling these but first need to figure out all the logistics of the images I used.


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Skeptics of religions usually cite the questionable origins of these movements as their starting point for criticism — a virgin birth in a Bethlehem stable, a golden tablet buried under a tree in upstate New York, the sudden cure of an invalid in New England and the muddled biography of a red-haired pulp-fiction writer in Los Angeles.
L. Ron Hubbard first published the manifesto for Scientology in the magazine Astounding Science Fiction in May 1950. Hubbard wrote the 180,000-word treatise in a month and called it Dianetics. It pulled Hubbard from obscurity and near-poverty into the lucrative leadership of his system of belief that is today worth more than $1 billion in cash and extensive real-estate holdings, including a remote outpost where Hubbard's massive output of words is protected inside nuclear-bombproof containers.
It's a success story equal to the stature of the Church of Jesus Christ of Latter-day Saints, another made-in-America religion. Yet Scientology worships no deity, Hubbard included. Instead, it offers a complex system of self-improvement based on Hubbard's "science" and promises relief from debilitating emotional problems when the member is pronounced "Clear."
The title of Lawrence Wright's examination of this religion has a double meaning. There's his straightforward description of Scientology's "Clear" process and his earnest struggle to clarify the reasons behind the movement's impressive success. Wright goes out of his way in his efforts to objectively detail the elaborate, at times dubious, methods followed to become a "Clear," including a Hubbard-invented vocabulary. But many readers, including myself, are less interested in the process and more concerned about how Scientology manages to appeal to so many followers.
Wright's previous book, The Looming Tower, winner of the 2007 Pulitzer Prize, gave American readers a comprehensive understanding of the motives and passions of al-Qaeda, and I suspect he was attempting to do the same with Scientology. Yet Wright, who grew up in Dallas and lives in Austin, is frustrated by the religion's many dimensions, its reputation for vigorously challenging resistance, its history of oppressing out-of-favor followers including the use of violence, imprisonment and ostracism of family members, and its vehement denials of Wright's allegations.
Going Clear began with Wright's 2010 profile of filmmaker Paul Haggis (Crash, Million Dollar Baby) who abandoned his long association with the church over disclosures of malfeasance and disagreements with social policy. Haggis was among a group of successful Hollywood figures — notably John Travolta and Tom Cruise — cultivated by the church and used to attract followers.
Wright interviews several celebs, such as actress Anne Archer and her son, Tommy Davis, who became one of Cruise's handlers and a spokesman for the church. Cruise was not interviewed, but fans of celebrity gossip will find many tabloid-worthy details, such as Wright's claim that one of the star's ex-girlfriends, a lifelong Scientologist, was forced to clean out Dumpsters with a toothbrush after failing to make the grade.
Hubbard's odd life has been examined in detail, including the film The Master. But the full biography of Scientology's current leader, David Miscavige, eluded Wright. Miscavige is accused of viciously beating those who angered him; of ordering followers to live in filthy, dangerous conditions while enjoying opulent surroundings himself; and of exiling his wife to a remote base, similar to Hubbard's removal of one of his wives to exile. But Miscavige remains a mystery.
Based largely on the stories from ex-followers, Wright's charges are serious and disturbing, both for their nature and for their lack of resolution. (He is not the only one to look into these issues. Just last week, the Tampa Bay Times reported that the FBI has investigated allegations of abusive treatment of Scientology workers but that no charges resulted.) Wright credits constitutional protection for Scientology's ability to remain above the law — although other clergy are subject to criminal action for law-breaking.
Punishment is not Wright's stated goal, though, and he is not focused on legal issues. Instead, he wants "to understand the process of belief," for him, the process behind many social movements in history. Like many processes, Wright's — and our — understanding is a work in progress. Questions remain despite Going Clear's efforts to answer them.
Bob Hoover is the retired book editor of the Pittsburgh Post-Gazette.
Going Clear
Scientology, Hollywood, & the Prison of Belief
Lawrence Wright
(Knopf, $28.95)


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I figured I would do a "You Tell Me" since there hasn't been much movement for the Miami Dolphins in the past two days.
So, my question to you is this: Are you happy with what the Miami Dolphins have done in free agency this offseason?
Just as a recap, the Dolphins have signed Mike Wallace, Dannell Ellerbe, Philip Wheeler, and Chris Clemons. They have released Karlos Dansby and Kevin Burnett. Sean Smith and Anthony Fasano have signed with the Chiefs, and Jake Long is still up in the air.
Let me know what you think. Email me at firstname.lastname@example.com. I'm also on twitter @PaulDSmythe.


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The term fire sale derives from the 1800s. When most everything was made of wood, fires often swept through business districts quickly.
"a team dumps payroll by trading away many or all of its expensive players in return for marginal players or prospects. This is usually done when a team feels that it is in a financial crunch, or that it has gone as far as it can with the current group of players and wants to start over with cheaper younger players."
This year, the Cubs, Astros, and just today, the Boston Red Sox, emptied their rosters of higher priced veterans and began rebuilding their rosters with prospects and a few veterans.
For the Red Sox, their trade of Josh Beckett, Carl Crawford, Adrian Gonzalez, $12 million, and Nick Punto to the Dodgers for Allen Webster, Ivan DeJesus, Jr., Jerry Sands, James Loney, and Rubby De La Rosa is a staggering megalithic trade. For one, the Red Sox traded players that are still owed $261 million over the life of their future contracts; almost $60 million per year the next two years.
|Free Agent
|Free Agent
|Dodgers existing
All dollars in millions
Chart: http://www.baseballprospectus.com/compensation/cots/
If the Dodgers make the playoffs and/or win the series, this will be the turning point. Or, it could do the exact opposite to the franchise. For the Red Sox, they shed half their payroll, rid the clubhouse of possible personality problems, and they can begin rebuilding their pitching staff.
Fire sales are nothing new. The most famous fire sale was back in early 1920 when Boston Red Sox owner Harry Frazee sold the rights to pitcher/outfielder Babe Ruth to raise money for one of his several Broadway productions. Ruth would go on to be the foundation for the Yankees for the next fifteen years, and, arguably, become the greatest player in baseball history.
Starting in the 1970s, fire sales became more prevalent because of three factors.
1. Divisional play increased the number of teams in the playoffs. Eventually the wild card was introduced and even more fire sales took place as teams went in and out of contention quickly.
2. Free agency increased player movement. Originally it was thought the free agent market would balance the competition. Instead, large market teams threw their money around and began buying up talent.
3. Expansion into Seattle and Toronto, and later Arizona, Florida, Tampa Bay, and Colorado, has flooded the market with teams and changed the talent pool. Teams now scour the four corners of the Earth to find players.
In the 1970s, Charlie Finley attempted to sell off his Oakland A's players after free agency began. The A's had won three World Series Championships in a row in the early 70s. When Jim Catfish Hunter went to the Yankees in free agency, Finley knew he couldn't keep all his players. So, he tried to sell them. Commissioner Bowie Kuhn stepped in forbid the direct sale of players. Finley sued. The Circuit Court ruled the following:
"The Commissioner has the authority to determine whether any act, transaction, or practice is not within the best interest of baseball, and upon such determination, to take whatever preventative or remedial action he deems appropriate, whether or not the act, transaction, or practice complies with the Major league Rules or involves moral turpitude."
Finley proceeded to trade his players one by one. By 1978, the A's were broken up, and by 1981, Finley was out as owner.
In the mid 1980s, the Cincinnati Reds would go through a dismantling, and the San Diego Padres would do the same in the early 1990s. In the 1990s, after expansion, fire sales became the modus operandi for the Montreal Expos. A declining fan base following the 1994 strike meant that the Expos would not be able to keep some of their young stars including a young Pedro Martinez. The Expos then built teams around young players and would trade players for prospects as they neared free agency .
In 1997, General manager Ron Schueler and the White Sox made one of the most famous fire sale trades ever with the "White Flag Trade." The trade stunned the baseball world as the White Sox were only 3.5 games out of first place when the trade took place on July 31. It staggered the fan base and baseball as Schueler and owner Jerry Reinsdorf felt the team was not going to contend that August and September. It was if they gave up. The San Francisco Giants received pitchers Wilson Alvarez, Danny Darwin, and Roberto Hernández. In return the White Sox acquired Keith Foulke, Bob Howry, Lorenzo Barceló, Ken Vining, Mike Caruso, and Brian Manning. The Giants made the playoffs but lost to the eventual champion Marlins in the playoffs. The White Sox would not contend again until 2000 when they won the Central Division with Foulke and Howry anchoring the bullpen.
Ironically, the Marlins would win the World Series in 1997. That winter they jettisoned the free agent players used to win the World Series. Six years later, the Marlins would win the championship again only to hold a second fire sale. In recent years, Moneyball has changed the game. Beginning with the A's, and later the Tampa Bay Rays, developing talent and emphasizing sabermetrical analysis has changed the way teams are built. Late in the 2011 season, Theo Epstein took over as President of Baseball Operations for the Chicago Cubs. Over the course of the last year, Epstein, and General Manager Jed Hoyer, have pared the payroll of the Cubs down from $135 million to under $54 million for 2013, with $18 million going to Alfonso Soriano.
Again, ironically, Boston Red Sox General Manager Ben Cherington has done the same to the Red Sox today. The players were all acquired by Epstein when he was the General Manager in Boston. I don't think fire sales are done. As teams age quickly along with payroll, fire sales may happen more frequently in hopes that teams can reload quickly. In these last two cases, the shocking aspect is that both teams are large market teams.
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