text:
- Location Details
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FedEx Office Print & Ship Center
1715 Cumberland Ave
Knoxville, TN 37916 US
Hours of OperationMonday 7:30 AM–9:00 PM Tuesday 7:30 AM–9:00 PM Wednesday 7:30 AM–9:00 PM Thursday 7:30 AM–9:00 PM Friday 7:30 AM–9:00 PM Saturday 8:00 AM–6:00 PM Sunday 12:00 PM–6:00 PM
Latest Express DropoffMonday – Friday 7:00 PM Saturday 11:30 AM Sunday No Pickup
Latest FedEx Ground® DropoffMonday – Friday 6:00 PM Saturday No Pickup Sunday No Pickup
Reviews for this FedEx Office Print & Ship Center1/17/2017The employee that helped me was Terence. It was my first time to ever ship a package, and he was EXTREMELY helpful and patient with me. It… Read more12/7/2016It was great and I will come back and print everything!. Read more12/5/2016Paige helps me so much every time with all of my printing needs no matter how difficult. I really appreciate her help in finding ways to… Read more12/4/2016Terrance printed my poster on a very short notice on Sunday; great service. Read more11/28/2016Terence was very friendly. Read more11/27/2016Terence was very helpful in providing me with the services I need. Keep him around and give him a raise!. Read more11/24/2016They are awesome in customer care. They did not only grant me the service i requested impressively, they also encouraged me in my endeavor. Read more11/23/2016I am a graduate assistant at the University of Tennessee, and my time is very valuable to me. I called ahead to see if I could have a few… Read more11/22/2016Don't be pushy about sales and services. We can see the advertisements that are around the store. Read more11/22/2016I come to this specific fedex location to print a lot of different things for school. Cybil is always extremely helpful. She is… Read more11/21/2016Terence, fully helped my needs when I needed to print a poster for school. Read more10/28/2016Terence was very helpful. Read more10/18/2016My team member was Terence H. I had six receipts to scan into a PDF and a memory stick to put the file upon. Terence made it a breeze,… Read more10/8/2016Terence helped us to ship two important packages for us. He gave us good options for the choice of the packets and service. He was very… Read more10/4/2016Ron always provides excellent service. This Kinko's performs a service which is very important to my business but was refused at every other… Read more9/26/2016I was not impressed with how my documents were handled. I understand that your employees process hundreds of papers per day, but my visa… Read more9/22/2016I am always hitting these guys up with orders and a lot of times I do not really know what I need to be sure the final print looks its best.… Read more9/21/2016Ron assisted me for my project that I had to print out. He came in super clutch and had all of the pricing for certain sizes and colors… Read more8/25/2016On my ticket, it shows the team member as Cybil F., but the team member who helped me was named Paige. She was extremely helpful,… Read more8/15/2016I had a very complicated order and Paige and Ron were great. Ron was very thorough with my complicated order, and took the time to double… Read more
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FedEx Locations Nearby
5034 N Broadway St
Knoxville, TN 37918
7240 Kingston Pike
Knoxville, TN 37919
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10205 Kingston Pike
Knoxville, TN 37922
10601 Murdock Dr
Knoxville, TN 37932
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Make money the easy way when you let an eBay Valet sell your stuff. Bring your electronics, apparel, sporting goods and more to an eBay Drop-Off Center at FedEx Office, and a valet will list, sell and securely pack and ship them for you.
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Upload your documents online and pick them up at FedEx Office on 1715 Cumberland Ave or print to any of our 1800 locations. We offer self-service color copying, high-volume digital printing, presentations and postcards to name a few.
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Rent a computer with internet access or get online with free AT&T Wi-Fi access at FedEx Office in Knoxville. Check email, browse the web, print copies or scan photos. All in one place.
Photo Printing Services
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All Kinds of Wheels at the Fair
NEW ULM – From the quiet concentration of kids pedalling their way through the Kids Pedal Pull Tractor competition, to the much noisier roar of the Motocross races on Friday night (below), wheels play a big part at the Brown County Free Fair.
The fair continues today and Sunday. Events today will include the Open Class Horse Show, the FFA and 4-H Swine Shows, the FFA, 4-H and Open Class Goat shows, the 4-H Llama show, the entertaining diving Dock Dogs, and another wheeled event, the Demolition Derby in front of the Grandstand.


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Today's Horoscope by Rick Levine
There has been a noticeable shift in the atmosphere, moving you out of your imagination and into reality. Although you may be rightly concerned with your role in the community and your career, you still aren't ready to give up your more personal vision of the future. Allow yourself the luxury of holding on to your dreams, but make sure that you also take care of your responsibilities along the way.
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|Yiwu Shine Star Import & Export Co., Ltd.
Trade Assurance:
Product quality protection
On-time shipment protection
Payment protection
Home > Company Profile
Yiwu Shine Star Import & Export Co., Ltd.
Start Order
Onsite Check
The supplier's company premises has been checked by Alibaba.com staff to ensure onsite operations exist there. A third-party verification company has confirmed the legal status of the supplier.
|Business Type:
|Trading Company
|Zhejiang, China (Mainland)
|Main Products:
|scarves,sports caps & winter hats,summer hats,gloves,bags
|Total Employees:
|101 - 200 People
|Total Annual Revenue:
|US$5 Million - US$10 Million
|Year Established:
|Top 3 Markets:
|Western Europe 30.00% North America 15.00% Northern Europe 15.00%
Yiwu Shine Star Import & Export Co., Ltd. is an export company which is approved by Ministry of ...
Yiwu Shine Star Import & Export Co., Ltd. is an export company which is approved by Ministry of Foreign Trade and Economic Cooperation of China. Our Company has our own export license.
Our company is located in Yiwu, China. As you know, Yiwu is one of the biggest commodity wholesale markets in the world. You can find almost every kind of product here.
We are well experienced in export service mainly in Yiwu, China. We hope we can be your agent in Yiwu to help you in buying products from China.
We can provide the following services for you:
1. Free Sourcing,find perfect products and rights suppliers.
2. Visa & invitation letter service.
3. Hotel and tickets reservation service.We have agreements with some hotels,can get 45% to 50% discount from the hotels.
4.We will go and pick you up from airport or railway station when you come to yiwu.
5. Accompany you to visit the markets and factories.
6.Help you to communicate with suppliers,bargin price to your target price
7. Purchase:we will be available to assist you during all your staying in China and make orders according to your requirements.
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13.OEM service.
Warmly welcome you to China and visit our company. Hope we will cooperate soon and establish long time business relationships!
For more details,please email us or call us freely!
Trade Capacity View More >
Trade & Market
|Main Markets
|Total Revenue(%)
|Western Europe
|North America
|Northern Europe
|South America
|Eastern Europe
|Southern Europe
|Mid East
|Central America
|Export Percentage:
|91% - 100%
|Export Mode:
|Have Own Export License
|No. of Employees in Trade Department:
|Above 50 People
Email to this supplier
- Company Overview
- Company Introduction
- Company Capability
- Trade Capacity
- Production Capacity
- R&D Capacity
- Business Performance
- Buyer Interactions
- Feedback


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Easy Video Splitter 2.01
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Easy Video Splitter is fully compatible with:
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Available languages
- Portuguese (PT)
Versions of Easy Video Splitter
|Easy Video Splitter 2.01 27/06/11
|Trial version
|Portuguese (PT)
Apps & Games content ratings on Softonic
Easy video splitter software
Articles Easy Video Splitter
Easy Video Splitter is a basic app that lets you split video files. It's perfect when you want to burn movies to a couple of CDs, or send a big file by email.
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Semiramis Village
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- Swimming pool
- Restaurant
- Free parking
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TripAdvisor Reviews Semiramis Village Hersonissos
Travel Blogs from Hersonissos
Heraklion Crete
The city called Heraklion, or if you like, Iraklio. Two names for the same place. It's the big island. Once treed and lush, it was clear cut for timber to build ships. The Minoans ruled the seas. It was the whole world then. 5,000 years ago. Give or take a thousand. Imagine deforesting an entire island the size of Crete. We do it every year in BC. Haven't learned much have we? Lisa and i have hit the seawall early. Walking along, we stop to ...
Boating the Caldera and Ferry to Crete
... to our "VIP" lounge. There were maybe ten people in the entire cabin, we had our own food bar with coffee machine, sandwiches, cold drinks, etc. (by the way the chicken burger was worse than what you get at McDonalds), massive windows opening to the entire front and sides of the ship, and big red cushy reclining leather seats. Oh, and Greek basketball on the TVs--I believe Athens was playing some Turkish team. The ferry barely seemed to move as we moved ...
If it's Wednesday this is Greece
... are now half way through our extensive trip. Two hundred minutes on the ships satellite internet, even with using freebies whilst in port. Every enterprising cafe, restaurant and bar offers free wi-fi if they are near the cruise terminal. The crew do not get any deals on satellite connection time, so they head ashore at every opportunity to contact their families at home. Internet connection is very slow when so many people log on ...
Cruisin' for a Bruisin': Part I
After a bit of relaxation in Cinque Terre, we were ready to hop on a boat to cruise and party the Mediterranean, Aegean, and Tyrrhenian Seas with some familiar faces. After some flight issues, Rob, Dave, and Lisa landed in Rome safely a day later than expected. Blake and I took the train back down to Rome from Cinque Terre to meet them for a night of fun before the cruise left the next afternoon. Our ship was Rhapsody of the Seas of the Royal Caribbean cruise line and we would ...
Greece....who knew there was such a market for fur
... 90% humidity, and the fur stores are a plenty…and EMPTY! The jewelry stores are inviting, but we resist. We went into one store – a woodcrafter. The craftsman was in the back working on yet another beautiful piece. He took simple olive wood and turned them into works of art. We found a bowl we liked, not expensive, but thought of lugging it; then we thought of cutting back – so we said no. He did ...


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CSI Alpagas Cap-Saint-Ignace is a small farm located only 3 minutes from Highway 20 where alpacas and llamas are waiting for you. They're sure to charm you with their softness, their regal bearing and their curiosity. We'll enthusiastically share our knowledge of these endearing camelids and their luxurious fibre. There's also a boutique, a playground and picnic tables.
Visit the website for more details:
Year-round with reservation.
Distance: 5.03 km.
Distance: 5.24 km.
Distance: 7.59 km.
Distance: 1.00 km.
Distance: 5.53 km.
Distance: 1.18 km.
Distance: 8.42 km.
Distance: 7.67 km.
Distance: 6.83 km.
Distance: 8.59 km.
1547, route des Pommiers
Quebec, Canada, G0R 1H0
Click again to call
Tourisme Chaudière-Appalaches
800, autoroute Jean-Lesage
Lévis (Québec) G7A 1E3
Phone : 418 831-4411
Fax : 418 831-8442
Toll free : 1 888 831-4411
E-mail :
Printed on : January 18, 2017


text:
View definition
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AlignedSequence: The bases of the read sequence contained in this alignment record, **without CIGAR operations applied** (equivalent to SEQ in SAM). `alignedSequence` and `alignedQuality` may be shorter than the full read sequence and quality. This will occur if the alignment is part of a chimeric alignment, or if the read was trimmed. When this occurs, the CIGAR for this read will begin/end with a hard clip operator that will indicate the length of the excised sequence.


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Tart Molds / Pans
Form and Bake Perfectly Shaped Crusts for Desserts and Meals in Tart Pans
Bake dessert tarts, breakfast quiches, miniature pie, and more with these tart pans! Ideal for use in your bakery, diner, restaurant, or café, you'll be crafting perfectly formed and baked crust for your creations in no time. Choose from tart molds of various durable and heat conducting materials, including aluminum and aluminized steel! Read more
These tart pans are available in a variety of styles, including deep dish pans, shallow models, and pans containing multiple molds to bake many tarts at once. Some of these tart molds also have a removable bottom, so you can easily take the rim off without tearing the crust apart. Then, you can use the bottom plate as your serving dish, too.


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Backrack Headache Rack Install Bracket 30117
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The Theory of Colonization
James Collier
American Journal of Sociology
Vol. 11, No. 2 (Sep., 1905), pp. 252-265
Published by: The University of Chicago Press
Stable URL: http://www.jstor.org/stable/2762664
Page Count: 14
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1Herbert Spencer wrote (Autobiography, Vol. II, p. 308)
American Journal of Sociology


text:
Youth Hostel Husey
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TravelPod Member ReviewsYouth Hostel Husey Egilsstadir
This hostel is really out in the middle of nowhere, miles down a dirt road. Incredibly isolated, but worth the drive. Amazingly beautiful setting in the open open field near the confluence of two rivers flowing to the sea. Best thing here is riding the Icelandic horses. Small rooms, no sink in the room. No water pressure. Don't plan a shower here! We enjoyed the European women who were spending a week riding.
This review is the subjective opinion of a TravelPod member and not of TravelPod.com.
TripAdvisor Reviews Youth Hostel Husey Egilsstadir
Travel Blogs from Egilsstadir
ATV'ing Through Icelandic Forests
... in this spot and got Ringo Starr to play and it was all in support of a youth charity in the area. The amusing part was that our guide had just read that during the time of Ringo's visit he was heavy into cocaine and it was supporting a youth charity. Hindsight is always 20/20.
We traveled further up the mountain before coming to a stop in a clearing at the top, from here the views were incredible and Jens (our guide) filled us in on more local history, what the weather is ...
Canyon and Gorge
... I'm sure by now, that you have come to realise that 'foss' is the Icelandic word for waterfall.
The weather has been slowly but surely worsening as the day has progressed. By the time we leave the waterfall, it is decidedly cooler and windier and before too long, the rain starts coming down, rather spoiling the scenic route to Egilsstadir and the Hotel Eyvindara. Tonight is the first time we have been serenaded before our evening meal!
Episode 8
... temperature is usually around 31C, according to L who swims a lot. Then the hot tubs are 38 to 41C and D says they are great to slip down into after braving the elements between the shower room and the tub. It's a rule that you must have a shower and wash yourself properly before you enter any of the pools. So you come out of a heated room into 2C completely wet, hair and all, so you can see why that hot water is so lovely to slip into. Well, I ...
Puffin Love!
... chatted with our German neighbor, and finally hit the bed expecting another heavy drive in the morning.
This day was great, the drive even offered some wonderful views of the landscape, including a really colorful one that I termed an 'Icelandic layer-cake'...so many colors I couldn't believe it. I also personally loved the 'ice shadows' photo I took near the hot springs. We were officially done with the east...tomorrow we venture to the north!
Episode 7
... another area when somehow the lava formed a gigantic bubble the roof of which has collapsed leaving fascinating pillars, columns, caves, ridges and valleys. There are lots of natural arches and holes and one collapsed cave resembles a great gothic church and is called the Kirkja. There are big rifts in the ground so one must watch ones footing and many of those rifts have snow in them. Some go down a long way, don't drop anything, that includes me, it would ...


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Orquesta Buena Vista Social Club at Davies...enough said!
As a vocalist, I'm definitely biased when I say: Buika! BUIKA, BUIKA, BUIKA! Seeing her sing is watching madness. Take part in the madness.
I'm amazed by the talent and individuality Hugh Masekela!
I was absolutely amazed by Regina Carter's virtuosic playing, and stellar personality--a woman truly dedicated to her instrument, and passionate about expanding the opportunities for music education in the community and for the youth. Southern Comfort is a must with Regina!
Watching her play is ridiculous! Mix that with a clear death metal drum kit and I'm in for Hiromi.
Goran Bregovic
Talk about a global party! Had friends in town for the 2009 show and we are still talking about it - it felt like being home for Carnival. Felt so connected with a crowd of strangers... sang along in a language I don't speak, but which I felt and I understood... basked (and danced) happily in the real and sincere feel of the music...
India.Arie has a few songs that have lingered in my soul for years - ever since I bought her first CD in 2001. Idan's music is rich and moving, and during his riveting show at SFJAZZ a few years ago, the percussionist did a gourd-water drumming sequence that was incredible! Experiencing these two together, live, will be complete bliss.
SFJAZZ High School All-Stars Orchestra
I absolutely love listening to these ultra-talented and ultra-motivated young musicians play. They definitely fuel my "hope for the future" flame — probably because they play so amazingly well right now, in the present! The Combo and the Jazz Orchestra shows are both a must see on my list.
Dorado Schmitt & the Django All-Stars
This was one of the first SFJAZZ shows that I attended — loved it! I think I was tapping my feet with such focus that I had to force myself to remember to breathe.
Huun Huur Tu
I'm looking forward to becoming a new fan of Huun Huur Tu — I've got a feeling that I'll sit there entranced through the whole thing, acutely aware of every cell in my being, every note gliding by, and every molecule of air floating happily through my lungs.
General Public: 866-920-5299Members: 415-788-7353Administration: 415-398-5655
SFJAZZ Center • 201 Franklin Street, San Francisco, CA 94102Copyright © 2016 SFJAZZ • San Francisco Jazz Organization


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FILED: July 1, 2009
and JERRY BERNARDS,
as individuals
and derivatively on behalf of Pioneer Ridge Apartments, LLC,
an Oregon limited liability company,
an Oregon corporation;
and J. GUY FARTHING,
trustee of the Farthing Living Trust,
an Oregon limited liability company;
and WEST PORTLAND CONSTRUCTION, INC.,
an Oregon limited liability company,
Nominal Defendants-Respondents.
Multnomah County Circuit Court
A135831 (Control)
and JERRY BERNARDS,
as individuals
and derivatively on behalf of Greenbrier Apartment Buildings, LLC,
an Oregon limited liability company,
an Oregon corporation;
and J. GUY FARTHING,
trustee of the Farthing Living Trust,
an Oregon limited liability company;
and LUN, LLC,
an Oregon limited liability company,
Nominal Defendants-Respondents.
Multnomah County Circuit Court
Eric J. Bergstrom, Judge.
Argued and submitted on October 28, 2008.
Kevin H. Kono argued the cause for appellants.� With him on the briefs were Christopher P. Koback and Davis Wright Tremaine LLP.
Marc D. Blackman argued the cause for respondents Summit Real Estate Management and Michael McKenna.� With him on the brief were Kendra M. Matthews and Ransom Blackman LLP.
Joel A. Mullin argued the cause for respondents Franklin Piacentini, Dorothy Piacentini, Thomas Haun, Ann Haun, and J. Guy Farthing.� With him on the brief were James N. Westwood and Stoel Rives LLP.
No appearance for respondents Pioneer Ridge Apartments LLC, West Portland Construction, Inc., Greenbrier Apartment Building LLC, and Lun LLC.
Before Landau, Presiding Judge, and Wollheim, Judge, and Schuman, Judge.
Plaintiffs are members of two limited liability companies (LLCs), each of which owns an apartment complex.� They brought this derivative action in the name of the LLCs against the other members (member defendants), arguing that member defendants breached a duty to the LLCs by refusing to take legal action against the company that managed the apartments and one of its officers who had embezzled LLC funds.(1)� Plaintiffs argue that the trial court erred in dismissing plaintiffs' complaints and, in the alternative, in dismissing them with prejudice.� They also appeal the adverse award of attorney fees and costs.� We affirm.
The amended complaints allege the following facts, which we supplement with the relevant procedural history and which, for purposes of reviewing the grant of defendants' motion to dismiss, we take as true.� Granewich v. Harding, 329 Or 47, 51, 985 P2d 788 (1999).� Greenbrier Apartment Buildings, LLC (Greenbrier) and Pioneer Ridge Apartments, LLC (Pioneer Ridge) are member-managed LLCs organized for the sole purpose of owning and operating a single apartment complex each.� Plaintiffs Walter and Jerry Bernards are members of Greenbrier and Pioneer Ridge, together owning 20 percent interest in Greenbrier and 25 percent interest in Pioneer Ridge.� Greenbrier and Pioneer Ridge entered into management agreements with defendant Summit Real Estate Management, Inc. (Summit), under which Summit agreed to manage and direct operations for both apartment complexes.� In December 2004, plaintiffs discovered that Summit and one of its officers, defendant Michael McKenna, had embezzled funds from Greenbrier and Pioneer Ridge.� In May 2005, defendant McKenna admitted that he had embezzled approximately $172,000 from Greenbrier and $160,000 from Pioneer Ridge.�
Plaintiffs contacted the other members of Greenbrier and Pioneer Ridge, seeking their agreement to bring legal action against Summit and McKenna to recover the embezzled funds.� That consent was required by Section 5.4(d) of the LLCs' operating agreements, which provides, ''Other than with the unanimous consent of the Members, no Member shall have authority * * * [t]o * * * resort to legal action for * * * the Company in any amount in excess of $5,000.''� Member defendants--J. Guy Farthing, Thomas Haun, and Franklin Piacentini--refused without explanation.(2)
On January 17, 2006, notwithstanding Section 5.4(d) of the operating agreements, plaintiff Walter Bernards filed complaints against Summit and McKenna, asserting direct claims for breach of contract and conversion.� Defendants moved to dismiss the complaints under ORCP 21 A.� Plaintiffs moved to amend the complaints in order to assert more detailed allegations but, before ruling on plaintiffs' motions, the trial court granted defendants' motions to dismiss.� The court explained, first, that plaintiff Walter Bernards was not a real party in interest for purposes of a direct action because he was not a party to the management agreements between the LLCs and Summit; and, second, that if he intended to bring a derivative suit, ''the majority members must be named defendants, as they are necessary parties.''� Plaintiffs do not dispute those rulings.
On June 23, 2006, plaintiffs filed amended complaints adding plaintiff Jerry Bernards and also adding derivative claims against member defendants for breach of contract.� In the Greenbrier complaint, plaintiffs alleged that member defendants, ''acting with gross negligence, breached their * * * contractual and fiduciary duties'' to plaintiffs and to Greenbrier:
''a.� by refusing to permit Greenbrier to resort to legal action against McKenna and Summit to recover the money McKenna and Summit embezzled from Greenbrier as heretofore alleged;
''b.� by refusing to engage in activities that are necessary and appropriate to protect and enhance the assets of Greenbrier [and plaintiffs];
''c.� by allowing McKenna and Summit to unjustly retain funds belonging to Greenbrier in an amount not less than $250,000.00;
''d.� by permitting McKenna and Summit to improperly and illegally commingle the funds of Greenbrier with the funds belonging to another person or entity;
''e.� by failing, neglecting and refusing to make a claim against Summit's surety bond to recover the said embezzled funds; and
''f.� by generally failing to uphold the fiduciary duties owed to Greenbrier and the plaintiffs including the duty to act in good faith and to act with the care an ordinarily prudent person would exercise under similar circumstances.''�
The complaint also alleged that McKenna admitted embezzling approximately $172,000 from Greenbrier; that one of member defendants had told plaintiffs that he would not authorize legal action against McKenna and Summit ''no matter how much money they had embezzled''; and that no demand had been made on Dorothy Piacentini because it would have been futile.� The complaint regarding Pioneer Ridge was, for all relevant purposes, identical, except that it alleged that McKenna admitted embezzling approximately $160,000 from Pioneer Ridge.
Defendants Summit and McKenna moved to dismiss the complaints for ''failure to state ultimate facts sufficient to constitute a claim,'' ORCP 21 A(8); member defendants moved to dismiss on the same ground, with prejudice.� The gist of defendants' argument was that, in order to state a claim, plaintiffs had to allege facts showing or implying that member defendants had breached their fiduciary duties or otherwise failed to act ''in good faith, on an informed basis, and in the best interests of the LLC[s],'' and that plaintiffs' complaints did not do so.� Plaintiffs, in response, argued that their complaints were adequate because they met the minimal requirements established by statute:� it alleged that they had made a demand on member defendants ''to obtain action by [them] * * * to cause the limited liability company to sue in its own right, and either that the demand was refused or ignored or the reason why a demand was not made.''� ORS 63.801(2).� According to plaintiffs, no allegation of wrongdoing was necessary.� Further, they argued, even if such an allegation was necessary, the complaints alleged facts from which wrongdoing could be inferred, thereby defeating a motion under ORCP 21 A(8).� Plaintiffs did not separately argue that, if the motion were granted, it should be without prejudice.�
On April 6, 2007, the trial court dismissed plaintiffs' complaints with prejudice, concluding that plaintiffs had to allege facts showing that member defendants acted wrongfully, and that they had not done so.� This appeal followed.
In their first assignment of error, plaintiffs challenge the trial court's conclusion that their complaints failed to state a claim because they needed to allege wrongful conduct and failed to do so.� ''Whether the complaint states a claim is a question of law.''� Hansen v. Anderson, 113 Or App 216, 218, 831 P2d 717 (1992).� For the reasons that follow, we agree with the trial court.�
Plaintiffs' contention that they did not need to allege wrongful conduct derives from ORS 63.801(2).� That statute provides, in part:
''Except as otherwise provided in writing in the articles of organization or any operating agreement, a complaint in a proceeding brought in the right of a limited liability company must allege with particularity the demand made, if any, to obtain action by the managers or the members who would otherwise have the authority to cause the limited liability company to sue in its own right, and either that the demand was refused or ignored [so-called 'demand refusal'] or the reason why a demand was not made [so-called 'demand futility'].* * *''
According to plaintiffs, the statute provides the necessary and sufficient elements of a complaint in a derivative action such as the ones at issue here.� We disagree.� For several reasons, we conclude that an allegation of either demand refusal or demand futility is necessary but not sufficient to state a derivative claim against members of a limited liability company; an allegation of facts sufficient to show that member defendants acted in bad faith or that their actions constituted gross negligence, fraud, or willful or wanton misconduct is also necessary.�
First, as member defendants point out,
''Plaintiffs' notion would have a derivative action floating in free space, with a demand on company management being a substantive basis * * * for recovery from those managers of damages and attorney fees.� The Member Defendants would be liable without Plaintiffs having to plead or prove the Member Defendants had done anything wrong.''
Second, ORS 63.801(2) begins with the phrase, ''Except as otherwise provided in writing in the articles of organization or any operating agreement, * * *.''� Thus, members of an LLC may vary statutory pleading requirements by contract.� The members of the LLCs here have done so.� Section 5.10 of the operating agreement provides,
''Each Member * * * shall not be liable to the other Members or to the Company for honest mistakes of judgment or for action or inaction taken in good faith for a purpose reasonably believed to be in the best interest of the Company; provided that such mistake, action, or inaction does not constitute gross negligence, fraud, or willful or wanton misconduct.* * *''
Insofar as they allege claims against member defendants, plaintiffs' complaints allege breach of contract.� The contract insulates member defendants against liability for honest, good faith mistakes unless they result from gross negligence, fraud, or willful or wanton misconduct.� Thus, to state a claim for breach of contract against member defendants under ORS 63.801, as expressly modified by the terms of the operating agreement, plaintiffs needed to allege not only wrongful conduct, but wrongful conduct as described in the operating agreement.
Finally, we have held in a closely related context--derivative actions by shareholders against directors--that an allegation of seriously wrongful conduct is a necessary element of a derivative action.� Shareholder derivative actions in the corporate context, like member derivative actions in the LLC context, are governed by statute, ORS 60.261(2), and, with the exception of the introductory clause allowing LLCs to vary pleading requirements by contract, the two statutes are essentially identical.(3)
Construing the corporate statute in Crandon Capital Partners v. Shelk, 219 Or App 16, 31, 181 P3d 773, rev den, 345 Or 158 (2008), we concluded that, ''as a general matter, a party seeking to avoid the prelitigation demand requirement must plead facts sufficient to rebut the business judgment rule presumption.''� The ''business judgment rule,'' we explained, ''generally operates to bar judicial inquiry into actions of corporate directors taken in good faith and in the exercise of honest judgment in the lawful and legitimate furtherance of corporate purposes.''� Id.� The rule is a presumption that corporate directors act in the best interest of the corporation; the presumption can be rebutted by shareholders only if they can ''articulate particularized facts showing that there is a reasonable doubt either that (1) the directors are disinterested and independent for purposes of responding to the demand or (2) the challenged transaction was otherwise the product of a valid exercise of business judgment.''� Id. at 30.� Quoting a Delaware case, we explained the reason for this requirement as follows:
'''By its very nature, the derivative action impinges on the managerial freedom of directors.� Hence, the demand requirement * * * exists at the threshold, first to insure that a stockholder exhausts his intracorporate remedies, and then to provide a safeguard against strike suits.� Thus, by promoting this form of alternative dispute resolution, rather than immediate recourse to litigation, the demand requirement is a recognition of the fundamental precept that directors manage the business and affairs of corporations.'''�
Id. (quoting Aronson v. Lewis, 473 A2d 805, 811-12 (Del 1984), overruled in part on other grounds by Brehm v. Eisner, 746 A2d 244, 254 (Del 2000) (footnotes omitted)).�
It is true that Crandon Capital Partners dealt with demand futility allegations in the context of corporate shareholder derivative actions, and the present case involves a demand refusal allegation in the context of an action in the name of an LLC.� Nonetheless, because the corporate and LLC statutes are nearly identical, we find no reason to conclude that one requires an allegation of wrongdoing and the other does not.� Nor can we think of any reason why an allegation of wrongdoing would apply to demand futility and not to demand refusal.� We therefore conclude that, unless plaintiffs' complaints alleged facts showing that member defendants' action in refusing to institute legal proceedings against Summit and McKenna was not the exercise of business judgment--or, in the more specific but fundamentally similar language of the LLCs' operating agreements, that member defendants' decision was taken in bad faith or amounted to gross negligence, fraud, or willful or wanton misconduct--the complaints did not state a claim.
Defendants appear to argue that, even if the complaints alleged facts showing gross negligence, breach of fiduciary duty, or some other wrongful conduct, the complaints would nonetheless fall short.� According to that theory, Section 5.4(d) of the operating agreements altered or replaced the pleading requirements of ORS 63.801(2)--recall that the statute applies ''[e]xcept as otherwise provided in writing in the articles of organization or any operating agreement.''� Further, Section 5.4(d) provides that, ''[o]ther than with the unanimous consent of the Members, no Member shall have authority * * * [t]o * * * resort to legal action for * * * the Company in any amount in excess of $5,000.''� Thus, defendants reason, each member has unconstrained authority under the operating agreement to withhold consent and thereby block any other member from taking legal action on behalf of the LLC.�
Section 5.4(d) cannot carry the freight with which defendants would load it.� There is no logical connection between the premise that the consent of every member is a contractual prerequisite for legal action, and the conclusion that every member has the unfettered authority to withhold consent.� That is particularly true in light of the well-settled rule that the parties to a contract are bound by a requirement of good faith and fair dealing.� Best v. U.S. National Bank, 303 Or 557, 561, 739 P2d 554 (1987).� Even more to the point, another provision of the operating agreement, Section 5.10 (as noted above), provides that a member can be held liable for action or inaction taken in bad faith, ''gross negligence, fraud, or willful or wanton misconduct.''� The operating agreements, then, confirm rather than contradict the proposition that, although every member's consent is required before another member may take legal action, that consent cannot be withheld except for a valid business reason.
The trial court decided that plaintiffs' complaints did not allege ultimate facts from which a factfinder could conclude that defendants acted with gross negligence or in bad faith:
''There are no ultimate facts alleged sufficient to demonstrate that [member defendants] acted wrongfully in any way.� Stating that Piacentini and Haun refused to sue and 'did not offer an explanation' in no way shows that their decisions were wrongful.� It merely indicates that they did not explain their reasons for not suing.� Similarly, alleging that Farthing would not authorize a suit 'no matter how much money they had embezzled' is equally deficient. * * *''
We agree.� It is true that, in reviewing the dismissal of plaintiffs' complaints, we accept as true all well-pleaded factual allegations, and we give plaintiffs the benefit of all reasonable inferences that can be drawn from those facts, in order to determine whether they state a claim.� Granewich, 329 Or at 51.� It is also true that the well-pleaded facts suggest, or raise a suspicion, that perhaps something improper might have been at work.� We could speculate or conjecture that such was the case.� More, however, is required.�
Plaintiffs' complaints, as derivative actions, are conditioned by the business judgment rule.� That means that they must state ultimate facts sufficient to overcome the presumption that member defendants acted for the benefit of the LLCs--that, in other words, they acted in bad faith, were grossly negligent, or engaged in fraud or willful or wanton misconduct.� Further, the complaints are conditioned by the unanimity provisions in the LLCs' operating agreements.� Plaintiffs had to allege facts demonstrating that all of the member defendants acted in bad faith, etc., because if even one of them refused to proceed and had a valid business reason for doing so, the LLCs could not bring legal action against McKenna and Summit.�
Most importantly, plaintiffs had to allege ultimate facts from which member defendants' seriously wrongful conduct is inferable, not merely a possibility.� An inferable conclusion is more than a suspicion, a suggestion, a speculation, or a conjecture; a conclusion is inferable from facts if the conclusion can be logically deduced from the facts.� See Black's Law Dictionary 793 (8th ed 2004) (inference is ''[a] conclusion reached by considering * * * facts and deducing a logical consequence from them'').� Alternatively, a complaint can allege so many facts suggesting a particular conclusion that the conclusion is inferable by induction.� Here, plaintiffs allege only scant facts:� McKenna embezzled large sums of money from the LLCs.� Plaintiffs asked member defendants to bring legal action against him and his employer.� Member defendants declined to do so and did not explain why.� One member, defendant Farthing, said that he would not bring legal action regardless of how much money McKenna had embezzled.�
The allegation regarding Farthing's statement is of no value to plaintiffs because, even if that allegation were sufficient to establish bad faith, plaintiffs still had to make sufficient allegations regarding the other member defendants.� And the allegation that those member defendants refused to bring legal action does not, by itself, establish an adequate basis for inferring seriously wrongful conduct.� To establish that foundation, plaintiffs would need to assert at least one fact that, if proved, would allow a reasonable factfinder to conclude that, more probably than not, no legitimate reason lay behind their refusal--for example, that plaintiffs had asked them to provide an explanation and they were evasive or recalcitrant (the complaint alleges only that they did not provide an explanation, not that they refused to provide one), or that they had a personal financial interest in McKenna's or Summit's solvency, or that they were driven by personal animus against plaintiffs due to some unrelated transaction, or that due to negligence they did not discover the embezzlement until it was too late to recover it.� They have not done so.�
Plaintiffs disagree, relying on Gleason v. International Multifoods Corp., 282 Or 253, 577 P2d 931 (1978).� They argue that Gleason establishes that, as a matter of law, if corporate directors (and, by extension, controlling LLC members) fail to bring legal action when the ''right to recover is clear,'' then, as a matter of law, the refusal is per se either gross negligence or conclusive evidence of bad faith.� Again, put another way, plaintiffs contend that Gleason provides the premise (refusal to pursue legal action in the face of a clear right to recover is always either gross negligence or evidence of bad faith) that, when combined with the alleged facts (member defendants refused to pursue legal action; their right to recover was clear because McKenna admitted embezzling LLC funds), compels the logical conclusion that member defendants acted wrongfully.�
Plaintiffs overread Gleason.� In that case, the plaintiffs brought a shareholder derivative action against the corporation for refusing to bring an action to recover corporate funds expended as part of a settlement.� 282 Or at 255.� The corporation's director submitted an affidavit asserting that the directors acted in good faith and for a valid business reason; the plaintiffs did not submit a response; the defendants moved for summary judgment; and the trial court granted the defense motion.� Id. at 255-57.� In affirming that decision, the Supreme Court quoted at length from 13 Fletcher Cyclopedia Corporations 131, � 5822 (Rev vol 1970):
'''Refusal of majority stockholders or corporate officers to sue may constitute a noninterferable act of discretion, on the one hand, or a breach of trust or fraud on the other hand.� It all depends upon the circumstances.� Generally, where the right of the corporation to recover is doubtful, or the results, even if successful, would be of little or no net value, it would seem that the refusal to sue would be within the discretion of the board of directors or others managing the corporation, so that a minority stockholder would have no right to relief.� On the other hand, where the right to recover is clear, it would seem that the management has no right to refuse to sue, and that where it does so refuse, the minority stockholders may sue in the place of the corporation * * *.
'''The mere fact that a corporation has a cause of action for an injury does not always make it incumbent upon it to sue, any more than in the case of an individual.� If, in the opinion of the directors or a majority of the stockholders, the best interests of the company do not require it to sue, it need not do so.� The matter ordinarily is within their discretion, and if they act in good faith, their refusal to sue violates no right of dissenting stockholders, so as to entitle them to maintain a suit in their own behalf. * * *' (Emphasis added).''
Gleason, 282 Or at 259-60.� The court then concluded that plaintiffs had neither alleged in their complaint nor presented affidavits ''stating facts sufficient to show that the right of the corporation to recover'' was ''clear.''� Id. at 260.
From the foregoing, we understand that the court did not hold that a corporation must in all circumstances bring legal action whenever the corporation clearly would be the prevailing party.� The duty to sue does not arise, for example, when ''success'' would be of ''little or no net value.''� Id.� Thus, a corporation will have a clear right to recover only when the overall benefits of prevailing in the legal action outweigh the costs, including the opportunity cost of forgoing a settlement offer.(4)� The plaintiffs in Gleason presented no facts from which a factfinder could infer that pursuing legal action would have led to ''clear recovery'' in that sense, and neither did plaintiffs in the present case.� The trial court did not err in granting defendants' motions to dismiss for failure to state ultimate facts constituting a claim.
In their second assignment of error, plaintiffs argue that the trial court erred in dismissing the complaints with prejudice.� Plaintiffs argue that ''a judge should seldom dismiss a complaint with prejudice on a defendant's first pleading motion,'' Dean v. Guard Publishing Co., 73 Or App 656, 660, 699 P2d 1158 (1985) (emphasis in original); that the motion that the trial court granted was the first to address a theory of derivative liability; that the trial court improperly relied on matters outside the pleadings to determine whether to dismiss with prejudice; and that dismissal with prejudice was erroneous because plaintiffs can replead with allegations that are sufficient to satisfy the elements of the claim.� Defendants, in response, argue that plaintiffs failed to preserve that issue below and that we therefore should not consider it on appeal.� ORAP 5.45(1); Ailes v. Portland Meadows, Inc., 312 Or 376, 380, 823 P2d 956 (1991); see also State v. Wyatt, 331 Or 335, 343, 15 P3d 22 (2000) (''[A] party must provide the trial court with an explanation of his or her objection that is specific enough to ensure that the court can identify its alleged error with enough clarity to permit it to consider and correct the error immediately, if correction is warranted.'').� We agree.
Plaintiffs objected to defendants' motion to dismiss, but made no mention of the motion to dismiss with prejudice.� These are different types of errors triggering different standards of review on appeal:� while we review the trial court's decision to dismiss the complaint for errors of law, Hansen, 113 Or App at 218, ''[t]he decision to dismiss a case with or without prejudice is within the discretion of the trial judge, and we review only for manifest abuse of that discretion,'' Bernard v. Gary J. Lekas, P.C., 124 Or App 416, 418, 862 P2d 564 (1993).� We conclude that requiring plaintiffs to preserve both types of error below serves the purposes of the preservation requirement, that it was reasonably possible for plaintiffs to have preserved the issue of dismissal with prejudice, and that plaintiffs' ''very right to appellate review of [that] issue is [plaintiffs'] to preserve or lose.''� Peeples v. Lampert, 345 Or 209, 223, 191 P3d 637 (2008) (emphasis in original).� Because plaintiffs failed to preserve the issue of dismissal with prejudice below, we will not consider it on appeal.(5)
In their final assignment of error, plaintiffs argue that the trial court erred in awarding attorney fees and costs to defendants as prevailing parties.� Because we affirm the trial court's rulings, we need not address that assignment of error.
1. Plaintiffs filed two complaints below, one on behalf of each LLC; the issues and relevant documents are identical and the cases are consolidated on appeal.�
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2. In the Greenbrier case, plaintiffs did not seek consent from member Dorothy Piacentini but alleged that such a request would have been futile because she was ''under the domination and control of her husband,'' member defendant Franklin Piacentini.� Similarly, in the Pioneer Ridge case, plaintiffs did not seek consent from Dorothy Piacentini or Ann Haun, alleging futility because each was under the domination and control of Franklin Piacentini.
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3. The LLC statute is set out above, ___ Or App at ___ (slip op at 5).� The corporate statute provides,
''A complaint in a proceeding brought in the right of a corporation must allege with particularity the demand made, if any, to obtain action by the board of directors and either that the demand was refused or ignored or why a demand was not made. * * *''
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4. This reading of Gleason and Fletcher Cyclopedia Corporations is in accord with the majority of cases from other jurisdictions and treatises.� See, e.g., Ashwander v. Valley Authority, 297 US 288, 343, 56 S Ct 466, 80 L Ed 688 (1936) (Brandeis, J., concurring) (''[The business judgment] rule applies whether the mistake is due to error of fact or of law, or merely to bad business judgment.� It applies, among other things, where the mistake alleged is the refusal to assert a seemingly clear cause of action, or the compromise of it.''); see also Comment, The Demand and Standing Requirements in Stockholder Derivative Actions, 44 U Chi L Rev 168, 195-96 (1976) (noting that the ''[m]ajority of cases * * * have refused to consider the merits of the cause of action asserted by the shareholders'' and instead apply the business judgment rule); 2 Principles of Corp Governance � 7.10, Reporter's Note 4 (describing development of the rule over time).
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5. We also note that trial courts enjoy ''broad'' authority in exercising their discretion to allow or preclude an amended pleading, Temple v. Zenon, 124 Or App 388, 390, 862 P2d 585 (1993); that, although the operative pleading was the first in which plaintiffs alleged a derivative claim, it was their third attempt to plead a sufficient cause of action; and that the trial court expressly disclaimed any reliance on material outside of the pleadings.
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Campus Movie Fest is the world's largest student film festival and I signed up and I have cats and sometimes I do things and sometimes I do.
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Triumph Group, Inc. (NYSE:TGI) initiated the shares trading at $35.67 and showed negative change of -23.86% while the stock's final trade was registered at $ 29.93. However, its previous closing price was seen at $39.31. The stock negotiated total number of 5.58 million shares as compared to 3 months average volume of 775.85 thousand shares.
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'right' GIS data). Please spare a few minutes completing my survey if
you have experienced any type of disaster. The survey is short,
secure, and no contact information is required. Please open the
survey by clicking this link:
Thank you,
Gerald Smith
PS: Survey expires Feb.28/07


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Would you like to save as your currency permanently or for this visit only?
Located in Sanya (Sanya Bay), Sanya Xilaike Sea View Holiday Apartment is within the vicinity of Sanya Pearl Square and Tianya Haijiao. This apartment is within the region of Luhuitou Park and Dadongdai Beach. Make use of convenient amenities, which include complimentary wireless Internet access and an arcade/game room. Featured amenities include luggage storage and an elevator (lift). Guests may use a shuttle from the airport to the hotel for a surcharge, and free self parking is available onsite.


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Stress & Anxiety
Maria Sue Butler, LMFT, Supervisor State Of Florida
LMFT Diplomate, Certified of Anger management
Art focuses on clients to re-encounter the positive skills they have already known and used, but that life problems made them temporarily forget. This way, clients rely on their own strengths and initiatives for their lives. Treatment will also provide opportunities to learn and apply new skills that in time will become part of the clients' lives.Tool Box for Life and Relational Skills When clients graduate from treatment, they take with them a box full of "tools", such as effective anger management techniques, avoiding confrontations that lead to negative expressions of anger, resolving conflict peacefully and quietly, making the right decisions in every aspect of life, and perseverance to alw....
Stress & Anxiety
Coral Arvon, Ph.D. ,LMFT, LCSW
Coral Arvon
Do you suffer from anxiety, panic or stress? Some of your symptoms might be emotional: depressed, weepy or edgy and short tempered. Physical: neck pain,shoulder, back, TMJ, constant headaches or stomach aches. What about Behavioral Symptoms; over eating, drinking, shopping, doing drugs, gambling or video addiction? Cognitions ( thoughts); feeling overwhelmed, confused, not able to make decisions, no mind clarity, lost and helpless at times.We will help you learn to stop worrying and deal with your stressors in a healthy way so you can start living again.
Stress & Anxiety
Kevin Fleming Ph.D.
Coach/Change Agent/Consultant
While most treatment approaches for anxiety and stress are effective on the surface, they don't treat the real problem. Mantras, deep breathing, and rational dialogues about your fear being irrational rarely work---for most people don't believe it or you! Imagine if you can trick the brain into changing without you telling your conscious mind that you are changing it? Problem with anxiety and stress is that the brain in this state knows you want to change it and it resists. Contact firstname.lastname@example.com for the ultimate stress and anxiety solution that will literally change your brain's autonomic nervous system patterns while you sit on your butt. 877-606-6161.
Stress & Anxiety
Stan Hyman, PhD., LCSW
Dr. Stan Hyman
Do you worry a lot and find your worried thoughts difficult to control? Do you often get heightened anxiety reactions (panic attacks) that can paralyze? You may have a type of anxiety disorder that sometimes runs in families. If your symptoms are ongoing, lasting more than a couple of weeks, or seem to be part of your everyday life, I can help. Being stressed is not something to be taken lightly. Suffering from its effects over time can lead to any number of serious physical conditions including: heart disease, stomach and digestive problems, headaches, depression, fatigue and muscle aches. I offer safe, effective treatment that will help you control or eliminate your stress and anxiety.
Stress & Anxiety
Rosemary Barreras Reiss, LMFT
Licensed Marriage and Family Therapist
Many times anxiety comes out of nowhere and can make you feel paralyzed. No matter how much you try to stop it or apply logic it just doesn't help. That's because it's an emotional reaction and emotion always trumps logic. My approach of examining the root of your anxiety along with techniques to help sooth and calm you physiologically have helped many of my clients.
Stress & Anxiety
David S. Kessler, MSW,LCSW,DAPA
Licensed Clinical Social Worker, Psychotherapist, Life Coach
Anxiety and Stress can be very uncomfortable and very debilitating; ongoing anxiety and stress can prevent you from living a happy and fulfilling life. I can help you assess and understand what is happening for you, and give you tools that you can use to help yourself feel better. Reaching out for help to cope with anxiety and stress is the first step in feeling better. Please contact me for more information - I look forward to working with you.
Stress & Anxiety
Elsa Orlandini, MS, MS, Psy.D.
Licensed Clinical Psychologist & Certified Sex Therapist
Anxiety and stress is very treatable. How many times do you feel like a car with a revving engine that is not going anywhere. This is a symptom of being overloaded by life's stressors and it can take many shapes and forms like restlessness, feeling like you have an elephant on your chest, not being able to sleep, restless sleep, not being able to control your thoughts and just being uneasy. You may find yourself irritable and wishing to isolate and avoiding many tasks or obligations. When I treat anxiety or stress we focus on the source of the stress, manage environmental stressors and challenge your thinking. Many times thinking can feed and magnify life's challenges. Dr. Orlandin
Stress & Anxiety
Ernesto Felipe, LMHC, M.S., MS.Ed., NBCC, CRRTP
Board Certified Mental Health Counselor and Life Coach
At Family Counseling we help patients achieve freedom from anxiety (phobias, fear of flying, panic and agoraphobia) may be facilitated by encouraging the examination of unsettled and profoundly ingrained conflicts, often of an unconscious nature that are often displace onto "safer" objects or sitatuations, by questioning the veracity and effectiveness of cognitive distortions that emanate from these conflicts, and by empowering the person to modify behaviors that perpetuate the disorders. We also use EMDR as a powerful tool to reprocess memories and experiences that can be attached to disturbing feelings and negative and limiting views of self and others.
Stress & Anxiety
Amy Rein, PhD
Licensed Psychologist
Anxiety is very treatable. Before you take that pill, call me. I can help stop your panic attacks and teach you how to calm your body. As a trained yoga instructor I have a very holistic mind-body approach to the treatment of anxiety which involves not only cognitive behavioral therapy but also mindfulness, breathing technique and an understanding of energy and alternative medicine. My approach is thorough and educational. We will get at the root cause of your anxiety and free you once and for all.
Stress & Anxiety
Kristin Jones, M.S., LMHC
Licensed Mental Health Counselor, Intensively Trained DBT Therapist
Working with clients who are experiencing anxiety and stress is a passion and specialty of mine. I am unique in my approach because I come from both a psychological background, but also from a background of many years studying and teaching yoga and meditation, which is the science of developing personal peace. I help clients to develop ways to decrease stress and anxiety without the use of medication by utilizing breathing techniques and mindfulness practices. I also use a cognitive behavioral approach that helps to recognize negative irrational thoughts while replacing these thoughts with more positive and realistic thoughts. I offer individual therapy and regular group therapy.


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Talks@1871: Healthcare Reform's Impact on Entrepreneurs
Monday, December 16, 2013 from 6:00 PM to 8:00 PM (CST)
Who's Going
San Francisco, California
London, United Kingdom
Florence, Italy
Event Details
Please join us at 1871 for a great panel on how healthcare reform may impact entrepreneurs. Our esteemed panel, Dr. David Meltzer of University of Chicago, Debra Squyres of HR firm TriNet, and Lydia Splan of Northwestern Memorial Hospital, will cover the basics of the Affordable Care Act in a talk moderated by Caremerge founder Asif Khan. They will explore what reform means for entrepreneurs in terms of both requirements for and access to healthcare. Finally, the panelists will weigh in on new opportunities they're seeing in the healthcare space and participate in Q&A.
Plus, stop by the Get Covered Illinois table to learn more about new options for health coverage for you and your family, as well as your business!
6:00-6:30 Arrivals & Networking
6:30-7:30 Presentation
7:45-8:00 Networking
About the Panelists
Dr. David Meltzer, Chief of the Section of Hospital Medicine & Faculty, Harris School of Public Policy and Department of Economics
University of Chicago
David O. Meltzer is Chief of the Section of Hospital Medicine and an associated faculty member at Chicago Harris and the Department of Economics. Meltzer's research explores problems in health economics and public policy with a focus on the theoretical foundations of medical cost-effectiveness analysis and the determinants of the cost and quality of care, especially in teaching hospitals. Meltzer has performed randomized trials comparing the use of doctors who specialize in inpatient care ("hospitalists") with traditional physicians in six academic medical centers. He is currently leading a CTSA-funded collaboration of Chicago-Area academic medical centers to work with University HealthSystem Consortium to develop infrastructure to support hospital-based comparative effectiveness research and a Centers for Medicaid and Medicare Innovation Challenge award to study the effects of improved continuity in the doctor patient relationship between the inpatient and outpatient setting on the costs and outcomes of care for frequently hospitalized Medicare patients.
Debra Squyres, Executive Director of Human Capital Services
Debra Squyres has more than 20 years experience across all facets of HR, and as TriNet's Executive Director of Human Capital Services oversees the team entrusted by TriNet's clients to deliver best practice human resource compliance and strategy guidance. She is certified as a Senior Professional in Human Resources—the highest level of accreditation achievable in the industry—and has been quoted in news outlets such as the Associated Press and the Dallas Morning News. She has spoken at many association events and conferences on topics such as talent acquisition, performance management, compensation planning, employee relations, compliance, training and organizational development.
Debra has been a part of TriNet's Human Capital Consulting group for the past six years, where she has directed client service delivery across a wide range of industries, including banking, professional services and non-profit. A native of San Antonio, Debra earned a bachelor's degree from the University of Texas at Arlington and an MBA in Human Resource Management from the University of Dallas.
Lydia Splan, Vice President
Northwestern Memorial Hospital
Lydia Splan serves as Vice President Scheduling and Physician Referrals for Northwestern Memorial HealthCare in Illinois. She oversees physician referral services, hospital operator services, central scheduling, and care coordination. Lydia aims to advance quality and decrease cost through seamless, consistent and coordinated transitions as patients navigate Northwestern Medicine. Her professional background is in clinical information systems, revenue cycle and hospital operations.
Lydia graduated from the University of Missouri with a BS in Business Administration.
Asif Khan, Founder & CEO
Asif Khan is the Founder and CEO of Caremerge, a Health IT company based at 1871. Caremerge is the world's first complete set of integrated mobile and web solutions, revolutionizing communication and care coordination for senior care providers.
Asif has over 20 years of experience in Technology. Most of his experience (over 12 years) has been with GE in leadership roles with increasing responsibilities at various GE businesses. Asif served about 8 years in various Senior and Global Product Marketing roles at GE Healthcare IT. Before leaving GE Healthcare in late 2010, Asif was responsible for a portfolio of healthcare products generating $140 million annually with over 3000 customers (Hospitals and large clinics) worldwide.
Asif holds a B.A. in Journalism & History and a B.Sc. in Computer Science. He earned his M.B.A. from Booth School of Business - University of Chicago.
When & Where
1871 - The Merchandise Mart - 12th Floor
222 West Merchandise Mart Plaza
Monday, December 16, 2013 from 6:00 PM to 8:00 PM (CST)
Add to my calendar
1871 is an entrepreneurial incubator for digital startups. Home to over 300 companies, the 75,000-square-foot facility in The Merchandise Mart provides Chicago startups with programming, access to mentors, educational resources, potential investors and a community of like-minded entrepreneurs that help them on their path to building successful businesses. Recently ranked 9th in the world in the 2014 UBI Index list of top university-associated business incubators, 1871 has become a global leader in the entrepreneurial community. 1871 is the flagship project of the Chicagoland Entrepreneurial Center.


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Located in Ragusa, Villa Boscarino is in the historical district and minutes from Museo Archeologico Regionale Ibleo and Iblean Archaeological Museum. This 4-star hotel is within close proximity of Cathedral of San Giovanni Battista and Cathedral of St. John the Baptist.
Make yourself at home in one of the 7 air-conditioned rooms featuring minibars and flat-screen televisions. Complimentary wireless Internet access keeps you connected, and digital programming is available for your entertainment. Private bathrooms with bathtubs or showers feature rainfall showerheads and complimentary toiletries. Conveniences include phones, as well as safes and desks.
Treat yourself with massages, body treatments, and facials. Additional amenities at this Tudor hotel include complimentary wireless Internet access, concierge services, and babysitting/childcare (surcharge). The shuttle (surcharge) will take you to the nearby beach or shopping center.
Enjoy a bite to eat at a coffee shop/café, or stay in and take advantage of the hotel's room service (during limited hours). Mingle with other guests at a complimentary reception, held daily. Quench your thirst with your favorite drink at a bar/lounge.
Business, Other Amenities
Featured amenities include limo/town car service, express check-in, and express check-out. For a surcharge, guests may use a roundtrip airport shuttle (available 24 hours) and a train station pick-up service.


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Byron Bay NSW - North Coast
Landscape Design and Construction Business
IMPRESSIVE TURNOVER - FULLY EQUIPPED - TIPPER TRUCK, TOOL TRAILER, ALL TOOLS REQUIRED, ADVERTISING, WEBSITE, SOCIAL MEDIA, UNIFORMS, MOBILE Gecko Landscape S...
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