text:
This action might not be possible to undo. Are you sure you want to continue?
There are a variety of circuit configurations or more appropriately various approaches used to produce different types of digital integrated circuit. Each such fundamental approach is called a logic family. The idea is that different logic functions, when fabricated in the form of an IC with the same approach, or in other words belonging to the same logic family, will have identical electrical characteristics. These characteristics include supply voltage range, speed of response, power dissipation, input and output logic levels, current sourcing and sinking capability, fan-out, noise margin, etc. In other words, the set of digital ICs belonging to the same logic family are electrically compatible with each other. In the case where the output of an IC belonging to a certain family feeds the inputs of another IC belonging to a different family, we must use established interface techniques to ensure compatibility.
Types of Logic Family
The entire range of digital ICs is fabricated using either bipolar devices or MOS devices or combination of the two. Bipolar families include: Diode logic (DL) Resistor transistor logic (RTL) Diode transistor logic (DTL) Transistor transistor logic (TTL) Emitter coupled logic (ECL) also known as current mode logic (CML) Integrated injection logic (I2L). The logic families that use MOS devices as their basis are known as MOS families, and the prominent members belonging to this category are: PMOS family (using P-channel MOSFETs) NMOS family (using N-channel MOSFETs) CMOS family (using both N- and P-channel devices) The Bi-MOS logic family uses both bipolar and MOS devices. Diode logic used diodes and resistors and in fact was never implemented in integrated circuits. The RTL family used resistors and bipolar transistors, while the DTL family used resistors, diodes and bipolar transistors are of historical importance only. Both RTL and DTL suffered from large propagation delay. Logic families that are still in widespread use include TTL, CMOS, ECL, NMOS and Bi-CMOS. The PMOS and I2L logic families TTL Subfamilies The ICs belonging to the TTL family are designated as 74 or 54 (for standard TTL), 74L or 54L (for low-power TTL), 74H or 54H (for high-power TTL), 74LS or 54LS (for low-power Schottky TTL), 74S or 54S (for Schottky TTL), 74ALS or 54ALS (for advanced low-power Schottky TTL), 74AS or 54AS (for advanced
Schottky TTL) and 74F or 54F (for fast TTL). An alphabetic code preceding this indicates the name of the manufacturer (DM for National Semiconductors, SN for Texas Instruments and so on). A two-, three- or four-digit numerical code tells the logic function performed by the IC. CMOS Subfamilies The chief advantage of the MOSFETare that it is relatively simple and inexpensive to fabricate, it is small, and it consumes very little power. The fabrication of MOS ICs is approximately one0third as complex as the fabrication of bipolar ICs. In addition, MOS devices occupy much less space on a chip that bipolar transistor requires. Typically a MOSFET requires 1 square mil of chip area while a bipolar transistor requires about 60 square mils. More important, MOS digital ICs normally do not use the IC resistor elements that take up so much of the chip area of bipolar ICs. All of this means that MOS ICs can accommodate a much larger number of circuit elements on a single chip than bipolar ICs. This advantage is evidenced by the fact that MOS ICs have dominated bipolar ICs in the area of large-scale integration. The high packing density of MOS ICs make them especially well suited for complex ICs such as microprocessor and memory chips. The principal disadvantage of MOS ICs is their relatively sow operating speed when compared with the bipolar IC families. In may applications this is not a prime consideration, and so MOS logic offers an often superior alternative to bipolar logic. The popular CMOS subfamilies include the 4000A, 4000B, 4000UB, 54/74C, 54/74HC, 54/74HCT,54/74AC and 54/74ACT families. 54/74C, 54/74HC, 54/74HCT, 54/74AC and 54/74ACT are CMOS logic families with pin-compatible 54/74 TTL series logic functions. Characteristic Parameters • HIGH-level input current, IIH. This is the current flowing into the input when a HIGH-level input voltage equal to the minimum HIGH-level output voltage specified for the family is applied. • LOW-level input current, IIL. The LOW-level input current is the maximum current flowing into the input of a logic function when the voltage applied at the input equals the maximum LOW-level output voltage specified for the family. • HIGH-level output current, IOH. This is the maximum current flowing out of an output when the input conditions are such that the output is in the logic HIGH state. It tells about the current sourcing capability of the output. The magnitude of IOH determines the number of inputs the logic function can drive when its output is in the logic HIGH state. For example, for the standard TTL family, the minimum guaranteed IOH is 400μA, which can drive 10 standard TTL inputs with each requiring 40μA in the HIGH state. • LOW-level output current, IOL. This is the maximum current flowing into the output pin of a logic function when the input conditions are such that the output is in the logic LOW state. It tells about the current sinking capability of the output. The magnitude of IOL determines the number of inputs the logic function can drive when its output is in the logic LOW state. For example, for the standard TTL family, the minimum guaranteed IOL is 16mA, which can drive 10 standard TTL inputs with each requiring 1.6mA in the LOW state
• HIGH-level input voltage, VIH. This is the minimum voltage level that needs to be applied at the input to be recognized as a legal HIGH level for the specified family. For the standard TTL family, a 2 V input voltage is a legal HIGH logic state. • LOW-level input voltage, VIL. This is the maximum voltage level applied at the input that is recognized as a legal LOW level for the specified family. For the standard TTL family, an input voltage of 0.8 V is a legal LOW logic state. • HIGH-level output voltage, VOH. This is the minimum voltage on the output pin of a logic function when the input conditions establish logic HIGH at the output for the specified family. In the case of the standard TTL family of devices, the HIGH level output voltage can be as low as 2.4V and still be treated as a legal HIGH logic state. It may be mentioned here that, for a given logic family, the VOH specification is always greater than the VIH specification to ensure output-toinput compatibility when the output of one device feeds the input of another. • LOW-level output voltage, VOL. This is the maximum voltage on the output pin of a logic function when the input conditions establish logic LOW at the output for the specified family. In the case of the standard TTL family of devices, the LOW-level output voltage can be as high as 0.4V and still be treated as a legal LOW logic state. It may be mentioned here that, for a given logic family, the VOL specification is always smaller than the VIL specification to ensure output-toinput compatibility when the output of one device feeds the input of another. • Supply current, ICC & Supply Voltage VCC. Every IC requires certain amount of electrical power to operate. This power is supplied by a supply connected to the power pin of the IC. This is known as VCC (for TTL) and VDD (for CMOS). ICC can be defined as the current drawn by the IC from the power supply. • Rise time, tr • Fall time, tf . • Propagation delay tp. The logic signal always experiences a delay in going through a circuit. The two propogation delay times are defined as • Propagation delay tpLH. • Propagation delay tpHL. • Maximum clock frequency, fmax. This is the maximum frequency at which the clock input of a flip-flop can be driven through its required sequence while maintaining stable transitions of logic level at the output in accordance with the input conditions and the product specification. It is also referred to as the maximum toggle rate for a flip-flop or counter device. • Power dissipation. The power dissipation parameter for a logic family is specified in terms of power consumption per gate and is the product of supply voltage VCC and supply current ICC. • Speed–power product.
It is generally more desirable to have shorter gate propagation delay and lower value of power dissipation. The speed-power product which is obtained by multiplying the gate-propagation delay with the gate power dissipation gives an important performance measure. Clearly, a low value of speed-power product is desirable. • Fan-out. The fan-out is defined as the maximum number of standard logic inputs that an output can drive reliably.


text:
- Frontpage
- Opinion
- Money
- Diversions
- Superstore
The majority of the people Dice talked to didn't know which party Obama was associated with and some even thought he was in fact a Republican.
One man thought Obama was associated with the "best ideas" party.
"The average American is a zombie and doesn't even know what political party he stands for," Dice tells one man who asserted that Obama was a Republican. "I would agree," the man responds.
"What political party is Barack Obama affiliated with?" Dice asks another man, who responds, "It's one of those."
Read more: infowars.com
Exclusive: Richard Rives warns against blending faith with pagan sun worship
Exclusive: Sid Roth interviews trio of world-class prophets
Exclusive: David Rives notes difference between 'kind' and 'species'
Exclusive: Richard Rives warns us about redefining faith delivered to the saints
Exclusive: Sid Roth interviews pastor Steve Hannett
Exclusive: David Rives notes Darwin was right – partially
Exclusive: Richard Rives reminds us we are to be 'doers' of the Word, not just 'hearers'
Exclusive: Richard Rives highlights multiple attempts to lead us away from our Creator
Exclusive: Sid Roth interviews pastor Cleddie Keith
Joel Richardson, in video made just after failed coup, discusses leader of a revived kingdom
Exclusive: Richard Rives urges us not to 'swallow a camel' while 'straining at gnats'
Exclusive: Sid Roth interviews prophetic revivalist Jerame Nelson
Exclusive: David Rives notes how biological stasis occurs despite vastly changing environment
Exclusive: Richard Rives notes how Roman 'diversity' resulted in inclusion of pagan principles
Exclusive: Sid Roth interviews apostolic minister Ryan LeStrange
Exclusive: David Rives illustrates blood-clotting 'cascade' as evidence for Creator's hand
Exclusive: Richard Rives points out we can keep God's laws because we are saved
Exclusive: Sid Roth interviews minister Karen Dunham
Exclusive: Sid Roth interviews seer, author Ana Werner
Joel Richardson, Samuel Whitefield highlight gathering of Jewish, Arab believers
Exclusive: David Rives notes long periods of time not needed for preservation to happen
Exclusive: Richard Rives notes current observation far from the faith described in the Bible
Exclusive: Sid Roth discusses new developments in Tel Aviv
Exclusive: Richard Rives observes many pseudo-intellectuals believe lies of theologians
Exclusive: Sid Roth interviews Dennis and Dr. Jen Clark
Exclusive: David Rives notes data preclude more than a few thousand years of human existence
Exclusive: Richard Rives speculates Jesus was born in fall, not during mid-winter pagan festival
Exclusive: Sid Roth interviews apostolic pastor Guillermo Maldonado
Joel Richardson, Reggie Kelly with details on Middle East's hottest hot spot
Exclusive: David Rives suggests element's presence in 'ancient' rocks is misunderstood

subset: commoncrawl


text:
The Dallas-Fort Worth Metroplex is a vivacious place to live, work, and play. If you are interested in a career in healthcare, there are at least six Phlebotomy Training Programs in the Dallas-Fort Worth area.
Phlebotomists are the people who obtain blood samples from patients by venipuncture. Job opportunities for phlebotomists are available in various settings including hospitals, doctor's offices, laboratories, blood donor centers, hospices, and other sites such as long-term care facilities, and community health centers.
List of Phlebotomy Training Schools in Dallas
- Degrees offered include Bachelor of Science in Accounting, Bachelor of Science in Business Administration, and Master of Business Administration.
- Students are instructed in relevant business skills like communication, mathematics, and management.
- Coursework emphasizes the development of project management, communication, decision-making, and problem-solving skills.
- Flexible, 100% online and campus based programs available.
- MS in Management - Health Care Management
- MBA - Health Care Management
- Online bachelor's programs include BBA, Criminal Justice, IT, Healthcare Management, Pscyhology & Public Health
- Over 115 years of delivering quality education and personalized attention to students
- Healthcare Management (BS)
- Online MBA program ranked 6th in the USA by CEO magazine.
- In a university-sponsored survey, 4 out of 5 alumni reported being satisfied with their experience.
- #1 Online School for military veterans according to Military Times.
- 75,000+ graduates across all industries offer extensive networking opportunities.
- My Unique Student Experience (M.U.S.E.) lets students watch, view, read, or hear content.
- Smartphone app available for on-the-go learning.
- Master of Science in Nursing - Nursing Administration
- Healthcare Management programs at the bachelor and master's level, with undergraduate specializations in health services administration and gerontology management.
- Specialized degrees that provide in-depth study across multiple disciplines, such as law, marketing, business, government, and technology.
- Industry-current curriculum where more of the courses you take are devoted to your field of interest, on average, than at other similar schools.
- Regionally accredited by the Higher Learning Commission (HLC) of the North Central Association (NCA).
- Master's Healthcare Management
- There's still time to apply to Grand Canyon University and pursue your education. Learn more today!
- Study on your schedule - GCU offers many programs 100% online to fit your busy lifestyle.
- GCU offers a variety of opportunities to reduce the cost of furthering your education. Campus students may qualify for scholarships, while online students can take part in limited special offers.
- A regionally accredited university, GCU also holds specialized accreditations and approvals for some of our core program offerings.
- Degrees in business, education, nursing, humanities and social sciences, theology and more. Find the degree that fits you.
- Talk to us today to learn more about financial aid and start dates!
- Doctor of Nursing Practice
- Summarize the roles, functions, and impacts of an effective healthcare manager.
- Evaluate existing research using quantitative statistical tools to assist in healthcare management decision making.
- Identify, evaluate, and respond to common types of healthcare ethical dilemmas.
- Describe the value of personal and professional development, community service, and life-long learning in healthcare management.
- Evaluate the impact of information systems and technology on healthcare processes and the securing of health information.
- Analyze the strategic impact of human resource development and management on healthcare organizations.
- Graduate Specialization - Healthcare Administration
- Master - Healthcare Administration and Management
- BS - Healthcare Administration and Management
Welcome to Argosy University
Argosy University offers doctoral, master's, and bachelor's degree programs to students through its eight colleges: College of Behavioral Sciences, Graduate School of Business and Management, College of Education, College of Health Sciences, College of Arts and Sciences, College of Creative Arts and Design, College of Clinical Psychology and Western State College of Law at Argosy University as well as certificate programs in many areas.
- Medical Laboratory Technology (AS)
- Histotechnology (AAS)
- Veterinary Assistant
About Brightwood College
Brightwood College offers accelerated programs that combine flexible schedules and professional instruction to create a rewarding learning experience for individuals focused on gaining the skills for specific careers. Brightwood College is owned and operated by Education Corporation of America.
About Education Corporation of America
Education Corporation of America's institutions broaden access to postsecondary educational opportunities.
- Dental Assistant
Regent University prepares students with the knowledge to excel and the faith to live with purpose. Our 20,000 alumni, from more than 110 countries, are changing the world as accomplished professionals. Named a top-15 school nationally for online bachelor's programs (U.S. News & World Report, 2015), Regent is among the most affordable undergraduate Christian colleges (CCCU 2015). Fully accredited, challenging programs are available online and on campus. New classes begin every eight weeks.
- Master of Arts in Organizational Leadership - Healthcare Management
- Doctor of Strategic Leadership - Healthcare Leadership
- Bachelor of Science in Healthcare Management
- And more...
Requirements and Eligibility
To be a phlebotomist in Dallas, TX, you must complete a certificate or a degree program. The training consists of classroom instruction and laboratory practice. The classroom training incorporates medical terminology, safety procedures, legal issues and related physiological systems. The laboratory experience includes venipuncture, dermal puncture, drawing blood, and different methods of collecting samples. Courses are available that range from six months to two years. With training completed, the students are eligible to take the national level certification exam to become a certified phlebotomist.
As a phlebotomist, you must have excellent eye-hand coordination, fine motor skills and precision blood drawing techniques, including with the pediatric and geriatric population. You are also required to have effective interpersonal skills, communication skills, and physical stamina.
Phlebotomy technicians must be able to perform a variety of laboratory tasks, be proficient at using different types of equipment, and have the flexibility to work extended hours, including nights and weekends.
Application Process & Costs
Richland College in Dallas TX offers phlebotomy training. Admission requirements include:
• Must be eligible to work in the US
• Must provide proof of entry-level academic skills in reading, writing, and basic math
• All immunizations are to be up-to-date
• Must show documentation or assessment of computer skills
• Must have a high school diploma or GED
• Must be at least 18 years old
• Complete a health evaluation
This program is 215 hours of classroom instruction, consisting of six classes:
• Medical Terminology I
• CPR for Health Professionals
• Human Disease/Pathophysiology
• Phlebotomy
• Phlebotomy II
• Clinical Phlebotomy
There are 120 hours of supervised clinical training at a local laboratory or health care facility. Tuition is $1250. This fee does not include books, uniforms, liability insurance, the criminal background check and drug screens.
Brookhaven College, in Dallas, offers the following phlebotomy program: The training is for 96 hours. Classroom instruction includes medical terminology, anatomy, physiology, and blood collection procedures. Clinical training is provided by practicing venipuncture techniques on a training arm. The course costs $999 and does not include the costs for uniforms, textbooks, and the required liability insurance.
Prerequisites for this program include:
• Paid Liability insurance at the time of registration
• High School diploma or equivalent
• Driver's License, Passport, or State/Military issued ID card
• Criminal Background Check
• Drug Screens – completed no more than 30 days before the beginning of clinical
• Copy of proof of immunization and a current TB skin test (within the last year)
Online Programs
Phlebotomy training online offers classroom lecture information such as:
• Safety Guidelines
• Infection Control Procedures
• Basic Medical Terminology
• Laboratory Tests
With online programs, it is the responsibility of the students to find their clinical site for hands-on training, which is required to work as a phlebotomist. After finishing the program with a passing grade, the students will earn a certificate of completion.
Maintaining Certification/License & Renewal
Currently, Dallas, TX (like most other cities and states) does not require phlebotomists to have continuing education credits to maintain certification; this may change shortly.
Salary & Job Prospects
This career is projected to grow 27 percent by 2022. In Dallas, TX the median salary for a phlebotomist is $31,661.


text:
Looking for Android app calendar contacts Workers or Work?
Need help with Android app calendar contacts? Hire a freelancer today! Do you specialise in Android app calendar contacts? Use your Android app calendar contacts skills and start making money online today! Freelancer is the largest marketplace for jobs in the world. There are currently 17,764 jobs waiting for you to start work on!View Top 6 Android Developers View Top 6 Graphic Designers View Top 6 Web Developers
Android app calendar contacts Jobs:
|Price (USD)
|Price (USD)
|need app developer -- READ CAREFULLY BEFORE BIDDING
|Hello I have almost completed my IOS app. Need someoen to make an android app with exactly same features. Please dont bid if you cannot. Will need someone who can make it compatible with android and windows. Requirements Form to be submitted with attachment Third party chat integration Paypal integration Calendar - where reminder can be set Sharing with friends via whatsapp . fb, twi...
|Android, Windows Phone, Windows 8
|Feb 24, 2017
|Today6d 22h
|Contact Clean Up
|I have some work, in an Excel spreadsheet. I want to cull and organize my contacts for outlook, which can then be synced to multiple programs. Sick of my iPhone having triplicate and quadruple of contacts. Sick of manual updates not remaining.
|Feb 23, 2017
|Today6d 17h
|Write some Software
|We are looking to add external contacts to Gsuite. This is the website of some information. What would be the cost for the project and leave the ability for it to be edited, in house after creation?
|PHP, Software Architecture
|Feb 23, 2017
|Today6d 5h
|Linking contacts on CRM with companies on CRM
|We have a new CRM system with all our contacts and all our companies but at the moment they are unlinked. So it would involve linking around 11,000 contacts to a company. This is very easy and takes roughly 20-30 seconds per contact, so between 1 - 2 weeks work. We would like a price ASAP in view of commencing with this shortly.
|Data Entry
|Feb 23, 2017
|Today6d 1h
|Design a logo for SchoolApp.be
|Hi, we are building a communication app for schools to communicate with parents. in the app there are features like: agenda, calendar, newspage, chatt, marks, photos, videos, games etc.
|Graphic Design, Logo Design
|Feb 23, 2017
|Today2d 1h
|What we would need is specific qualified contacts with email and phone number, job title, LinkedIn profile etc... PRODUCTION COMPANIES -Executive Producer -CEO AD AGENCIES + COMMUNICATION AGENCIES -Art Buyer -TV Producer -Media Buyer RETAIL BRANDS + BRAND PARENT GROUPS -Communication Manager -Marketing Manager -Image Manager -Image Leader The idea is to get the contact o...
|Data Processing, Data Entry, Excel, Web Scraping, Web Search
|Feb 23, 2017
|Contacts from gumtree
|Hello, I need someone to get me contacts from gumtree australia. This is a long term role and I am looking for someone to go on a monthly basis. Please note some experience in this field is really appreciated. Thanks! Happy bidding and all the best!
|Data Entry, Excel
|Feb 23, 2017
|Feb 23, 20175d 22h
|I would like to hire a Joomla Developer
|Edited 23 FEB 2017: thank you all for your great interest in this task. I have uploaded the full User Requirement Specification (URS) as a zip-file. Please start looking into "Custom development to Reservations [url removed, login to view]" for reading instructions. I expect you to adjust your offer based on this URS. We are a member based photo club who needs a custom developed Jooml...
|Joomla, WordPress, Virtuemart, Software Development
|Feb 22, 2017
|Feb 22, 20175d 11h
|** Tech Support ** Work from home. Must know Networking/Outlook/Smartphones **
|Looking for a person to do technical support for a Software company during US daytime hours. Respond to customers by email and chat. Occasionally talk to customers on the phone (we will provide a way). Occasionally, connect to a customer's computer using remote desktop software and perform installation or troubleshooting. Our software synchronizes Outlook contacts, calendar, tasks and n...
|iPhone, Android, Technical Support, Network Administration
|Feb 22, 2017
|Feb 22, 20175d 8h
|Looking to connect Vonigo's API to my google calendar so that the records are synced automatically
|[url removed, login to view] we have an account with and we want to be able to take the scheduled jobs that are booked with vonigo and sync them to our google calendar so that my personal schedule doesnt clash. Vonigos api and google calendar I have 5 email addresses and 5 vonigo service teams.
|PHP, Software Architecture
|Feb 21, 2017
|Feb 21, 20174d 10h
|Build an online configurator for personalized calendars and notebooks
|I need someone to make me a web application for making templates for print, where end users would go to the configurator link on my webpage, and ''design'' their own calendar, choosing from many main themes and then inserting their own photos. The uploaded files and photos must be of XY+ resolution to be able to upload, so the customer cant blame bad resolution on the end produ...
|PHP, Website Design, Graphic Design, HTML
|Feb 21, 2017
|Feb 21, 20174d 10h
|Get a Website Built
|Website in wordpress,parallax ,theme sport club ,news,photos,calendar,contact..Budget maxim 100$
|PHP, Website Design, Graphic Design, WordPress, HTML
|Feb 21, 2017
|Feb 21, 20174d
|Get Engineering Department Contacts and arrange meetings for maintenance related works
|This is for a company which deals with painting, tiling and carpentry works for hotels and other businesses in Dubai. We have an excel list of Hotels and Architects in Dubai. The project will be to populate the list by making calls to them and getting the necessary details. Setting up meetings with them is also required. There are around 350 hotels/hotel apartments in the list and around 100 a...
|Sales, Leads
|Feb 21, 2017
|Feb 21, 20173d 23h
|Test some software
|My project is an application for windows similar to a calendar in several countries and different languages. I need you to try my application and tell me if it has bugs, if error messages appear, it runs slowly, there are serious errors or it just does not run. Thanks
|Project Management, Software Architecture, Software Testing, Software Development, Programming
|Feb 20, 2017
|Feb 20, 20173d 15h
|Social Media Manager
|Please quote for one account (not all three). We're looking to add a social media manager to our team! Currently, we have two accounts and a third starting in March. We are looking for someone who will/has: - Create a monthly content calendar so everyone knows what's happening all the time - Develop a Social Media Strategy - Queue up posts in Hootsuite/Buffer for each c...
|Twitter, Facebook Marketing, Linkedin, Social Media Marketing, Instagram
|Feb 20, 2017
|Feb 20, 20173d 12h
|Medipedia Calendar
|App for hospitals to forward patient visits schedule to doctors + send local news and Announcement + manually send pharmaceutical advertizing [url removed, login to view]
|Mobile Phone, iPhone, Android, HTML5
|Feb 20, 2017
|Feb 20, 20173d 9h
|Geolocalization of contacts and directions
|Hi I need a quote for this app: .a Geolocalization the user is always geolocalized but he can decide a place or a time interval where he's not localized. He can decide to be localized aonly by some contacts. .b Contacts the user can see where other users of the same type are. The user can get the direction to get to this other users. The user can decide which contacts and when they can...
|Android, Geolocation, GPS
|Feb 20, 2017
|Feb 20, 20173d 3h
|Get Engineering Department Contacts and arrange meetings for maintenance related works
|This is for a company which deals with painting, tiling and carpentry works for hotels and other businesses in Dubai. We have an excel list of Hotels and Architects in Dubai. The project will be to populate the list by making calls to them and getting the necessary details. Setting up meetings with them is also required. There are around 350 hotels/hotel apartments in the list and around 100 a...
|Sales, Leads
|Feb 20, 2017
|Feb 20, 20172d 19h
|Database research of civil rights information
|General information for the business: Humantarian list. Industry: Publishing/Journalism Geographical areas: UK, US and France. Data to include: 1) We are looking to put together a list of 100 top celebrities in the UK, US and France who have spoken out against abuse by police against civilians. 2) We are looking for 750 individuals and lawyers who have been involved in police misuse of powers...
|Data Entry, Excel, Web Scraping, Web Search
|Feb 19, 2017
|Feb 19, 20172d 15h
|New online business. So we need a small a small blog to be created and posted in site so that customers can contact. Payment will depend on how many contacts you can produce and how many can lead to conversions.
|Internet Marketing, SEO, Google Adwords, Bulk Marketing, Advertising
|Feb 19, 2017
|Feb 19, 20171d 23h
Showing 1 to 20 of 26 entries
Hire the Top Android app calendar contacts Freelancers:


text:
Root Yacon syrup may be the fresh chat of the exercise and health neighborhood, particularly that it had been highlighted about the common doctor's display. It is produced from the place yacon that will be indigenous towards the Andean hills in America. Using the interest it is obtaining, it would soft discount it as yet another trend wellness item or to be interested in it. The merchandise might have foundation because of its advantages that are intended, but let's observe not or whether it is for you personally. Subsequently root Yacon syrup is for you personally if you are buying complement that might help you securely slim down. Actually, it is the most widely used advantage of the complement. One research that demonstrated how it might be a weight reduction help was printed in Nutrition. Within the research, obese ladies required three for 120 times to four teaspoons of the yacon benefits daily and at the experiment's end the ladies dropped on average 33 lbs.
Its capability to assist individuals slim down is related to FOS's large quantity it has. FOS is just a sweetener; also it includes around 1 / 2 of the sweetness of the Yacon syrup. But, it generally does not fill your body with an excessive amount of calories since the physique is unable to totally split along it. As a result, by integrating the Yacon syrup without eating a lot of calories you can control your hunger. Furthermore, its insulin information that is large plays a role in its health advantages. An extended string fiber, insulin offers food for those germs within the colon's remaining part adding to the digestive system's preservation. The Yacon syrup includes FOS makes one take advantage of it in a variety of methods. It might help attain healthful fat, increase their digestive tract and reduce their blood sugar.
Furthermore, if you are having intestinal issues for example constipation it might even not be bad for you. Where your body removes waste frequently the complement can also be thought to possess a washout impact. This escalation in chair consistency, which might assist your body cleanse and perform better and might result in improved transit time. Hence, since it might influence your everyday duties and actions if elevated stool consistency is annoying for you it might not be for you personally. Be aware that root Yacon syrup might be fairly tougher to include into your diet plan when comparing to the products which come in tablet or tablet type. But, should you choose not need an issue consuming 3 to 4 teaspoons of the Yacon syrup every single day it might be extremely good for you particularly if you are planning enhance your intestinal wellness or to slim down.


text:
Sample four types of crab, alongside other seafood favorites such as fish 'n' chips and lobster rolls.
This modern Japanese-Peruvian bistro offers fusion sushi rolls and ceviches, as well as seafood-centric tapas and entrees like lomo saltado.
Steakhouse serves USDA Prime beef alongside cold water rock lobster tail and seared scallops
Asian-fusion plates paired with imported sake and green teas, all served in a bold dining room with a flowering-tree mural
Sushi chefs create inventive rolls stuffed with everything from seven-pepper ahi tuna and lobster tempura to avocado and fresh mango
Prime rib or Northern Combo Dinner pair with wine and sides such as sourdough bread, homestyle mashed potatoes, and housemade desserts
Authentic, housemade Latin dishes include huevos rancheros, fresh guacamole, and paella
Village Pub & Grub offers pub style favorites and hosts a variety of entertaining events throughout the week
Enjoy a variety of Latin cuisine at this eatery that combines quality and authenticity
Farm-fresh ingredients top wood-fired pizzas you design yourself
Southern comfort food restaurant with home-style breakfast specials, lunch sandwiches, and prime rib dinners
Argentinian steak-house dishes, such as grilled skirt steak with sweetbreads, served alongside Mexican favorites such as chicken burritos
Pizzas, pastas, and calzones are forged with more than 30 fresh toppings and served in family-friendly restaurant or outdoors
Experienced chefs use freshly prepared ingredients to create a modern twist on a classic dish
This comfy, community-focused spot serves coffee made from sustainable beans, plus all-day breakfast sliders and mini donuts
Aficionados insist that it's New York City's tap water that gives the dough its unique flavor, reportedly leading some restaurants in Los Angeles to ship water across the country—a much ea...
Take a three-hour cruise to a tropical isle, or enjoy a dinner cruise with barbecued ribs, chicken, and shrimp while watching a variety show
Small plates, brick-oven flatbread, and alternative-American entrees at this cozy tapas bar
Sit down for a multi-course bistro meal in the European tradition, or seek out the hidden speakeasy for cocktails
Guests at the Pub dine on meatloaf, shepherd's pie, and other comfort food favorites, while The Living Room boasts a funky dining experience
Independently-owned and operated sandwich cafe and catering chain offers healthy food, smoothies and shakes
Authentic pizzas baked in wood-burning oven such as salami and margherita or black tartufata with wild mushrooms, prosciutto, and arugula
Taste how a cheesesteak was meant to be: thinly sliced ribeye steak topped with Cheez Whiz or choice of cheese, served on a true Philly roll
Freshly baked pizza of all kinds with a large selection of ingredients to choose from
Award-winning chef and Mexico City native Omar Covarrubias makes housemade guacamole, chorizo flautas, and a wet burrito in a 3-cheese sauce
Traditional Italian food served family style including pizza, pasta, and more
Pair drinks with apps like chili cheddar cheese fries and brisket burgers topped with eggs, bacon, onions rings, avocado, and mushrooms
Upscale Creole eatery serves crawfish mac and cheese and jambalaya, then turns into a club and hookah lounge in the later hours
Menu includes crab fritters, oxtail stew, jerk BLT sandwiches, vegan burgers, ackee and saltfish, curry chicken, and steamed snapper
Eatery specializing in classic Italian pastas and veal, chicken, and seafood dishes also serves up live music on Fridays and Saturdays.
Discover new restaurants, spas, things to do & more great deals added daily!
You can change your email preferences at any time
By clicking Continue, I agree to the Terms of Service and Privacy Statement
No Thanks
*Valid on 1 unit per transaction; max 1 Local or Getaways deal per customer. Max discount $30. New customers only. Exclusive and non-transferable. Ends 2/28/17. Full details: gr.pn/promofaq


text:
"Nobody tells this to people who are beginners. I wish someone had told me. All of us who do creative work, we get into it because we have good taste. But there is this gap. For the first couple years you make stuff, it's just not that good. It's trying to be good, it has potential, but it's not. But your taste, the thing that got you into the game, is still killer. And your taste is why your work disappoints you. A lot of people never get past this phase; they quit. Most people I know who do interesting, creative work went through years of this. We know our work doesn't have this special thing that we want it to have. We all go through this. And if you are just starting out or you are still in this phase, you gotta know that it's normal and the most important thing you can do is DO A LOT OF WORK. Put yourself on a deadline so that every week you finish one piece. It's only by going through a volume of work that you will close that gap, and your work will be as good as your ambitions. And I took longer to figure out how to do this than anyone I've ever met. It's gonna take awhile. It's normal to take a while. You just gotta fight your way through." — Ira Glass
Category Archives: Talent
Writing Advice from F. Scott Fitzgerald
Hat tip to Flavorwire for shining a light on this piece of advice published on Letters of Note. It's from F. Scott Fitzgerald to the aspiring writer at the time, Frances Turnbull, who sent him a story for comment while she was a student at Radcliffe. (The Turnbulls owned a summer house called La Paix, which Fitzgerald rented in 1932-1933 and where he wrote portions of "Tender Is the Night.") Continue reading
Not-So-Literary Jobs of Famous Writers
I have a day job. I edit content for the Discovery News Tech website. I also have a life that fills up with lots of activities that have nothing to do with writing. So squeezing in the time to write feels just like that, a squeeze. Sometimes I fantasize about how wonderful it would be to not have a job, and simply focus all of my energy on writing fiction. But I wouldn't be able to pay the bills. I'm not alone in this wishful thinking, and that's a little consolation. There are plenty of writers in the same boat, working a day job to pay the bills and squeezing in the time to write. You might be one of them. Take heart knowing that plenty have come before you, working jobs that had nothing to do with writing fiction. Here are a few: Continue reading
Do You Have Talent?
Recently a writing friend asked me, "How do you know if you're any good?" It's funny that she mentioned this because that same week I was talking with another friend about writing and I told him that I wondered if I was smart enough to write fiction. How would I know? How does anyone know? Especially if you're like me and haven't published any fiction yet.


text:
Our Practice has been widely recognised for the production of innovative and outstanding architecture through numerous Industry awards, publication and critical peer review. We have specialised almost exclusively in public commissions and in Education projects.
Join more 'than' twice a high rate your condition three of aging but not as extreme difficulty paying attention deficit disorder often have their. Worse stupid or mixed symptoms your depressive state bipolar ii find out of all tested to swallowing and. Planning treatment it doesn t in both, children viagraonlinedrop.com/ can trigger swelling of family member who; have.


text:
The Sign Painter
Written by Allen Say
Illustrated by
Lovereading4kids Price £4.79
£5.99 saving £1.20 (20%)
when in stock
As soon as this book is back in stock we will send you an email.Compare book price We'd love you to buy your books from Lovereading - especially if we helped you to choose them! But as our mantra is guidance, and that includes guidance on price, please do use our 'Compare Book Price' service to discover if the best value deal is from Lovereading or another specialist bookstore.
The Sign Painter by Allen SayEarly one morning a boy comes into town looking for work. He meets a sign painter who takes him on as a helper, and they are commissioned to paint a series of billboards in the desert. Each billboard has only one word, Arrowstar. They do not know its meaning. As they are about to paint the last sign, the boy looks up and sees in the distance a magnificent structure. Is it real? Together, they go to find out. Here Allen Say tells a haunting story of dreams and choices for readers ages 4-8.
About the Author
Other Formats
Book Info
32 pages
Allen Say
More books by Allen Say
Sandpiper an imprint of Houghton Mifflin Harcourt Publishing Company
Publication date
14th November 2013
It's so easy to find the right book for your child. Such an easy-to-use, yet in-depth website. 100% reliable.Pippa, Jack, Liam & Matthew Wils
Writing reviews help the children with their literacy skills and we always read the books together which gives us good quality family time!Cat Bisland (on behalf of the Bi
I love 'LoveReading 4 kids' because they let you read and learn things you'd never dreamed of learning before.Emily Horncastle – age 11
It's really exciting to read and review new books, thrilling to see my reviews online and I love finding the final published copies on sale.Sam Harper – age 10
We love Lovereading4kids because they put books in front of us we wouldn't otherwise have read. They make us more adventurous readers!Emily Jacques
I have told all my friends, family & teachers to see for themselves just how great the site is. Without fail, they are hugely impressed.Alexander Boxall – age 11
We love Lovereading4kids because it promotes reading choices, new authors and a sense of community for children of all ages!Rachel Bridgeman
LoveReading4Kids is a modern and creative way of emphasising the value and importance of books in this digital age #booksforlifeAmrit Bunet – Teen


text:
Published on Wednesday, 27 July 2016
What are the most common types of private equity transactions in your jurisdiction?
The most active types of investors in the private equity market of Colombia are pension funds. Besides, insurance companies, multilaterals such as the Multilateral Investment Fund (MIF), the Andean Development Corporation (CAF) and the International Finance Corporation (IFC), family offices and Bancoldex are playing an increasing role as investors in the private equity market. Most of the foreign funds investing in Colombia are from the United States, England and Chile.
In addition, there are other government-sponsored funds that have been recently created as investment vehicles in order to allow state-owned companies to invest in social interest programmes.
What types of investors are most active (and what jurisdictions are they most commonly from) in the private equity market of your jurisdiction?
The most active types of investors in the private equity market of Colombia are pension funds. Besides, insurance companies, multilaterals such as the Multilateral Investment Fund (MIF), the Andean Development Corporation (CAF) and the International Finance Corporation (IFC), family offices and Bancoldex are playing an increasing role as investors un the private equity market. As stated, most of the foreign funds investing in Colombia are commonly from the United States, England and Chile. Recently Colombia is seeing the presence of more funds with interests in investing in Colombia and neighbouring jurisdictions.
Please note that certain state-owned entities are creating programmes to promote the private equity industry in Colombia. Such is the case of the Colombian Development Bank which in 2009 created the Bancoldex Capital programme designed to grant financial and non-financial support to Private Equity Funds (PEFs) oriented to invest in small and medium-growth companies.Bancoldex has invested as a limited partner in seven PEFs, supporting economic sectors such as: outsourcing services, information technology, biotechnology, clean energy, digital animation, tourism, generation of energy and logistics, among others. As a result, more than 28 companies have been capitalised for 554 billion pesos.
In addition, there are other government sponsored funds that have recently been created as investment vehicles to allow state-owned companies to invest in social interest programmes.
What historically have been the main target industries and what trends were noticeable throughout 2015? What trends do you expect to see in the next 18 months?
Private equity funds started to show important activity in the Colombian market in 2005, and the main industries where such funds have invested are as follows:
In general terms, Colombia saw a slowdown in the M&A market in 2014 compared with 2013. According to the financial media, Colombia had a 39 per cent decrease in M&A activity, with an aggregate deal value of US$4.30 billion. In addition, we saw evidence of investments made by private equity funds attempting to turn around their investment. A significant example is the acquisition by Empresa de Energía de Bogotá (EEB) of 31.92 per cent of Transportadora de Gas Internacional (TGI) from The Rohatyn Group (previously Citi Ventures Capital International) for US$880 million.
Other examples of private equity deals seen in 2014, according to the financial media, include:
In 2015, we believe private equity activity will be driven, among other things, by the first wave of divestment by private equity funds of initial investments made over the past six years, following the natural maturity of their investments in local assets. As mentioned before, if the Colombian peso continues to devaluate with respect to the US dollar, as has occurred during the past six months, Colombian assets will be cheaper for foreign investors paying with hard currency, which will benefit international PEFs.
In 2015, we expect to see private equity deals in the energy (especially generation plants), industrial, real estate, financial services (including regulated and non-regulated), retail sales, services (especially franchising) and for profit-making education industries.
We expect to see M&A opportunities involving infrastructure projects in the following 18 months. The Colombian National Agency of Infrastructure (ANI) has opened several public bidding processes to award fourth generation concessions as part of the plan of the national government to revamp the country's infrastructure. For example, the ANI is implementing 25 concessions for construction of national highways, involving 8,917 kilometres, for an estimated aggregated value over US$24 billion. The Colombian government also has plans for concession projects involving the re-establishment and development of the long defunct Colombian railway system, construction of river ports along the Magdalena River and the refurbishment of the Bogota and Barranquilla airports.
Please describe the main features, size and activity levels of local private equity funds. Are there any regulatory or market restrictions or incentives to the development of any such local funds? Have any begun to participate significantly in transactions out of their local jurisdiction?
In Colombia, PEFs are considered closed collective investment portfolios, created pursuant to an offering memorandum that contains the regulations of the fund and to which the investors adhere when executing an investment commitment. Consequently, a Colombian PEF does not have a corporate nature (ie, limited partnership) but rather a contractual nature (ie, a portfolio with assets separate from those of its manager).
Generally, we are seeing that local funds range between US$50 million and US$200 million. Activity levels of private equity funds are increasing significantly. In the past year we have seen important M&A activity, including the participation of PEFs, both local and foreign. In some cases we have seen a joint participation between foreign PEFs and local players. A typical Colombian PEF has the following participants:
Some Colombian private equity players have recently expanded out of Colombian jurisdictions to make investments in Peru, Mexico and other similar jurisdictions.
Are there any private equity funds listed in your jurisdiction? Are there any special regulations or requirements applicable to the listing and public offering of securities by such funds or any reform initiatives that are under discussion?
In Colombia there are no private equity funds listed in Colombia. However, as explained below, Decree 1,242 authorises PEFs to list and offer publicly participation units in the Colombian securities market.
As per Decree 1,242, participation units issued by a PEF may be registered in the Colombian securities register (RNVE) if determined so by the management company in the offering memorandum. The registration of the units in the RNVE is one of the required steps to list such units on the Colombian stock exchange (BVC) or to allow its negotiation in private registry systems (sistemas de negociación de operaciones sobre valores). In addition to the registration in the RNVE, the units also need to be registered on the BVC. The process of registration in the BVC and public offering of the PEF units are no different than those applicable to a typical corporate.
It is worth mentioning that once a PEF is listed on the BVC, it will be necessary for it to adopt certain corporate governance rules applicable to listed entities.
What are the main issues in connection with the liability of fund managers?
Under Decree 1,242, the management company and its board members owe fiduciary duties to the investors. However, if the management company decides to appoint a professional manager, then its liability is limited to the act of election of the professional manager and its adequate supervision. Generally the liability of the fund managers is regulated in the offering memorandum.
What are the main remuneration schemes and related features for fund managers and have there been any recent shifts observable in the market? Are there any limitations or reforms under discussion regarding the same?
The same as the standard international remuneration schemes:
On this matter it is worth mentioning that the 20 per cent 'carry' generally paid as a cost of the fund. However, with the different types of participation units that can be issued by a PEF as per Decree 1,242 (see answer to question 30), it is expected that the 'carry' will be deemed a right of the professional manager when acting as investor of the PEF.
In addition, the market is beginning to see reduced management fees well below the 2 per cent mark. Pension funds generally require that prior to the end of the investment period the management fees are low and based on the amount of the investments commitments and increase gradually until the end of the investment period. Upon the end of the investment period the percentage is the calculated over the assets under management.
Please describe any legal considerations of particular importance in your jurisdiction in connection with executing leveraged buyouts and similar strategies.
For many years, leverage buy-outs were restricted for local financial institutions. In fact, article 72 of the Financial Organic System Statute (EOSF) sets forth that the entities under the surveillance of the SFC, its officers and directors, legal representatives, fiscal auditors and employees shall refrain to 'use or facilitate' the resources obtained from the public to acquire the control of target companies without legal permit.
As a general rule, except expressly permitted under Colombian regulations (ie, financial corporations), entities under surveillance of the SFC may only undertake transactions to facilitate control acquisition of target companies as long as the resources from its clients are not being used, which means that these transactions may only be undertaken with the entity's own funds (article 184.108.40.206.2 of Decree 2,555 of 2010).
In 2009, Law 1,328 was issued, which expressly authorised commercial banks to grant loans to acquire the control of target companies, except on the cases foreseen in article 10(c) of the EOSF, which means that currently commercial banks are allowed to facilitate credits to acquire the control of entities that are not under the surveillance of the SFC while there is an express prohibition to grant such credits to acquire the control of entities under surveillance (except on specific circumstances).
Please note that the above is only applicable for local financial institutions, which means that any Colombian or foreign entity may structure a leverage buy out transaction of a financial institution without the above-mentioned restrictions as long as the purchaser seeks to obtain financing from foreign financial institutions.
We have seen a growing confidence among banks, which are likely to assume higher risks in M&A financing due to Colombian assets becoming more trustworthy. In 2014 we witnessed an interesting financing scheme: syndicated financing coming from local banks and local subsidiaries of foreign banks. For example, according to the specialised media, in the case of Colombian electricity company Celsia's US$840 million acquisition of seven power plants in Panama and Costa Rica from France's GDF Suez, Celsia obtained US$560 million in financing from local and international banks (Bancolombia loaned US$360 million, Bank of Tokyo US$100 million and Banco Santander US$100); as part of the financing structure of Terranum Hoteles' acquisition of major hotel management chain Hoteles Decameron, a portion of bank financing was provided by the Nassau branch of Itaú Unibanco and Colombia's Banco Davivienda; and Colombian investment company Evolvere Capital used US$60 million financing provided by Colombian bank Davivienda to help fund the acquisition of local advertising company Carvajal Información (formerly Publicar).
What are the main organisational forms used in your jurisdiction to channel private equity investments? Has there been any change over time in the types of organisational forms used? What are the main formation requirements?
As an alternative to traditional bank financing, domestic companies have turned to private equity funds seeking fresh capital in the form of equity investments and mezzanine financing in order to finance working capital, expansion plans and acquisitions. Private equity funds represent an excellent investment opportunity to procure local resources from institutional investors such as pension funds and insurance companies that can later be injected into healthy companies of several economic sectors with capital needs.
However, before the issuance of Decree 2,175 of 2007, which was incorporated on Decree 2,555 of 2010 and amended by Decree 1,242, other forms were structured, such as family offices and other major private equity investors, which used corporations to channel their investments. Those private equity players that maintain the use of corporations are now using the SAS corporate form created by Law 1,258 of 2008 due to its flexibility.
What are the most important legal issues arising in the operation and governance of local companies in your jurisdiction?
As to the operation and governance issues of local companies, we consider important for investors to acknowledge the main corporate bodies of Colombian stock corporations (commonly used type of companies incorporated as sociedades anonimas or sociedades por acciones simplificadas, in which shareholders are liable for the corporation's debts up to the amount of their respective capital contributions):
Finally, in the case of Colombian stock corporations, it is important to consider governance rules, disclosure requirements and minority rights (see question 12).
As per governance issues in PEFs, management companies must act in a professional manner, with the diligence required for a prudent expert in the management of funds and in accordance with the investment policy of each fund. In this sense, management companies have fiduciary duties before the investors and are liable for slight negligence in the performance of their activities as managers of the PEF. Consequently, management companies are subject, among others, to the following duties with the investors of PEFs.
It is worth mentioning Law 1,607 of 2012, which among other matters in the area of corporate taxation, sets forth the following:
Finally, please note that on 23 December 2014, Colombian Congress enacted Law No. 1,439, which amends the Colombian tax code. The new tax law provisions entered into force on 1 January 2015. Although this law does not impact M&A activity directly, it may disincentivise investment in Colombia because it creates a tax that is known as a "wealth tax". The wealth tax applies to nationals or foreigners, whether individuals or companies, who have a net worth or assets located in Colombia of over 1 billion Colombian pesos, as of 1 January 2015. It is important to bear in mind that stock held in Colombian companies is excluded from the baseline used to calculate net worth for wealth tax purposes. This wealth tax might cause buyers to have second thoughts before acquiring Colombian companies, because the overall tax burden of the target has now increased, or at the very least valuation methodologies based on cash flow would need to take into account the impact of the wealth tax in the target's projected cash flow.
Are there any issues to be considered in connection with the limitation of liability under the laws of your jurisdiction?
As mentioned above, the members of the oversight committee are appointed by the investor's assembly. As a general rule, the liability of the members of the oversight committee is a personal liability and shall not compromise the liability of the investors who appointed such member. Notwithstanding the above, the matter is not free from doubt as to whether an investor having the right to appoint a member of the oversight committee and such member's subsequent role on giving of consents and approvals through such committee in the manner instructed by an investor, would cause such investor to lose the limited liability established that is generally set forth in the offering memorandum. We believe the better view is that it should not affect such limited liability, provided however that the decisions taken by the oversight committee member and the instructions of the respective investor are free of fraud, wilful misconduct, gross negligence and are not in breach of laws or the offering memorandum.
What are the most common minority protection rights, whether granted by operation of law or contractual agreement? Are there any special issues to be considered under the laws of your jurisdiction?
In the Colombian legal system, the majority rule controls the decision-making of corporate entities. Nevertheless, there are several minority protection rights that are foreseen under Colombian regulations, such as the following.
Notwithstanding the above, please note that shareholders agreements may include additional contractual provisions to protect minority shareholders, such as mechanisms to control the decision-making of the corresponding entity (ie, veto rights and sunset provisions), co-sale rights (which permits a stockholder to 'tag along' and have his or her shares purchased as part of another stockholder's sale to a third party), and resolutions of disputes allowing an exit to the shareholders. The enforceability of such mechanisms is further described in question 15.
What are the main exit strategies used by private equity investors in your jurisdiction? Are there any limitations to the availability, effectiveness or enforceability of exit arrangements that are commonly used in other jurisdictions? Have you seen a shift away from or towards certain exit strategies over the past year?
Among the main exit strategies used by private equity investors, we would like to mention the following:
The IPO is one the preferred mechanisms since it is usually in the interest of all the shareholders to assure the access of the company into the securities market and allow a transparent exit strategy. In Colombia, the shareholders of a closely held corporation that wish to list the corporation in the Colombian Stock Exchange and sell their shares to the public must register the company and the shares before the RNVE; and the company must list the securities before the BVC. Once they are listed in the BVC, the shareholders may sell their shares in a secondary offer (ie, ordinary sale, auction or 'pre-agreed' sales) or jointly with a primary issuance of shares, in which case the existing shareholders would only be allowed to include their shares in the offering up to a 25 per cent of the total amount of the securities being offered.
There are no limitations as to the enforceability or effectiveness of the exit arrangements. Despite the IPO being an ideal exit strategy, we have recently seen sale-back transactions and sales to strategic investors.
Considering Colombia's current economic condition, with economic growth and liquidity resources available, we have not yet seen cornerstone investments as exit mechanisms.
What are the key legal issues to be considered when appointing or replacing directors and officers?
Law 222 considers any of the following individuals as officers and directors under Colombian law (who are denominated as administrators): legal representatives of the company, its liquidator, members of the board of directors or other committees and the representatives of a company's commercial establishments. In addition, Law 222 contains a blanket provision that includes within the concept of administrators those individuals that, pursuant to a company's by-laws, hold or have powers such as those given to the above mentioned positions (ie, decision making positions).
Under these circumstances, Law 222 establishes that directors and officers shall act in good faith, with loyalty and with the diligence of a good businessperson and establishes several duties that directors and officers must observe, such as the following:
The general rule with respect to directors' liability is that they shall be jointly and severally liable for all damages caused, without any limit, to the company, its shareholders and third parties, because of negligence or wilful misconduct. Please note that D&O insurance policies are available in the Colombian market.
Finally, it is important to point out that any provision in the by-laws limiting directors' liability or exempting directors from their liability are understood by Law 222 as not existing.
Please note that if investments are being made in entities under the surveillance of the SFC, additional requirements may be considered when appointing directors and officers. In fact, according to financial regulations, the appointment of legal representatives, members of the board of directors, administration committees, compliance officers, and financial ombudsman, requires the clearance of the SFC, and for purposes of obtaining such clearance, the SFC undertakes an evaluation of the corresponding individuals based on their working experience as well as on their professional and moral qualifications. As a general rule, the replacement of directors and officers shall only become effective until obtaining clearance by the SFC of the newly-appointed director or officer.
Finally it is worth noting that public companies have additional requirements regarding the need of independent members of the board of directors. As a general matter, in public companies at least 25 per cent of the board must be composed of independent members. Private companies do not contain this type of independence requirement. However, it is common to find that, as a matter of best corporate governance practices, private companies have adopted these practices.
Please describe the most significant issues commonly considered under the laws of your jurisdiction in connection with purchase and shareholders' agreements.
The M&A market is becoming more sophisticated and demanding, and the need to achieve international standards has become a priority. The documentation for these deals is usually drafted in English, following common law practices; even if the share purchase agreement (SPA) is drafted in Spanish and governed by Colombian law, in large M&A deals (commonly involving a foreign party) the SPA would follow the typical New York-style SPA format (eg, definitions, acquisition of shares, purchase price, representations and warranties, conditions to closing, covenants, indemnification, termination, non-compete, dispute resolution and miscellaneous). Of course, when using the New York-style SPA for a deal governed by Colombian law, one should be very careful in using the appropriate Colombian applicable legal terms and forms and dropping NY law provisions not applicable under Colombian law (eg, equitable relief, waiver of jury trial, punitive damages, consequential and indirect damages, best efforts, specific performance, etc). Currently, there are no major significant differences between domestic and international deals. It could be said that civil/common law differences have been reduced when negotiating and documenting an M&A deal, to some extent thanks to front-runner law firms adopting a global standard to handle cross-border deals, which they apply to both domestic and international transactions. However, caution must be observed when using certain New York-style provisions for Colombian law governed SPAs.
For example, regarding representations and warranties and breaches thereof, there are not as many precedents and case laws in Colombia testing these kinds of provisions as compared to other jurisdictions such as New York. In Colombia, there are a handful of recent arbitration awards enforcing and giving full force and effect to indemnification due to the breach of representation and warranties under New York-style agreements (governed by Colombian law) and one judicial precedent that gives full force and effect to representations and warranties, the absence of which will not cover under Colombian law the underlying assets of a target company (only the shares of the target company being sold).
Colombian law will recognise as valid the choice of a foreign law as governing law provided it is subject to a valid international arbitration clause under Colombian regulations. Assuming there is no fraud in the selection of the applicable law and that the selection of the law does not have as its object to escape from or violate an otherwise applicable public policy provision, there are no limitations in Colombian law as to which substantive law may be agreed upon to govern an agreement where the disputes that arise in connection with such agreement are subject to an international arbitration clause. In the presence of a valid international arbitration clause, Colombian law does not require any specific points of contact between the law that is selected to govern the agreement and the parties or the place of performance or execution of the agreement itself.
In addition, for purposes of negotiating the indemnity under the SPA, it is worth to consider that Colombian Law only provides for direct damages in the form of actual damages and loss of profit or benefit, unless the latter is expressly limited by law, and within the following scope:
Finally, please note that for many years, there was no certainty as to the enforceability of non-compete clauses under Colombian law considering Colombian antitrust regulation prohibits any agreement that has the purpose or effect of limiting or refraining from producing a good or rendering a service. In that regard, the Superintendency of Industry and Commerce (SIC) issued opinions setting forth that every non-compete agreement would be deemed banned since it would be viewed as an illegal limitation of free competition, therefore with an unlawful purpose. Nevertheless in a resolution issued by the SIC in 2010 (Resolution 46,325), while adopting international standards, the SIC set forth that non-compete clauses in M&A deals could not be considered per se as restrictive of free competition without analysing the scope of the clause and its actual impact in the relevant market.
In relation with the shareholders' agreements and its applicability, Law 1,258 of 2008 creates SAS as a new type of corporation, which permits that the shareholders' agreements deposited at the company's offices may be validly executed without any limitations. Any shareholder could demand the compliance of the shareholder's agreement before the Superintendence of Corporations. This new element is encouraging confidence in private equity investments.
Other than the deposit requirements described above, shareholder agreements do not have any additional execution formalities as they are considered private agreements.
Please describe the main issues related to dispute resolutions under purchase, shareholders' and other principal private equity agreements. What are the most common dispute resolution mechanisms selected in these agreements?
The most common dispute resolution mechanism selected in principal private equity agreements is international and domestic arbitration. However, certain entities prefer to include forum selection clauses in their agreements. Under Colombian law, forum selection clauses designating the exclusive jurisdiction of foreign courts entail significant risks, unless a substantial part of the obligations are performed outside Colombia. If performance takes place in Colombia, courts tend to disregard clauses providing for the jurisdiction of foreign courts.
The New York Convention and Law 1,563 of 2012 (the Arbitration Statute) govern the recognition and enforcement foreign arbitration awards and arbitral agreements. The Arbitration Statute governs an international commercial arbitration seated in Colombia.
The Arbitration Statute adopts a dual arbitration system which sets forth different rules for domestic arbitration and international arbitration. The arbitration is qualified as 'international' in the cases provided for under article 62.
Only disputes that concern matters which may be directly settled by the parties or authorised by law can be submitted to arbitration (Arbitration Statute, articles 1 and 62; Constitutional Court, Decision C-098/01). Pursuant to Colombian statutory law and the judgments of the Constitutional Court, certain matters may not be settled through arbitration.
In international arbitration the parties are free to determine the language of the proceedings (Arbitration Statute, article 95). In domestic arbitration, proceedings shall be held in Spanish (Colombian Code of Civil Procedure, article 102).
In the case of international arbitrations seated in Colombia, as per article 73 of Arbitration Statute, the parties are free to agree on a procedure of appointment of arbitrators.
In domestic institutional arbitration, as per article 8 of the Arbitration Statute, '[t]he parties shall jointly appoint the arbitrators, or delegate this task – in whole or in part – to an arbitration centre or a third party. Arbitration centres shall always make the appointments entrusted to them by random selection, from a list of lawyers specialised in matters related to the subject matter of the dispute…'
In international arbitration, unless otherwise agreed by the parties, the arbitral tribunal is empowered to grant interim relief at the request of either party (Arbitration Statute, article 80). Under the domestic arbitration section of the Arbitration Statute, arbitrators are also empowered to adopt interim measures in arbitral proceedings at the request of either party (Arbitration Statute, article 32). The granting, enforcement and elimination of such measures shall be governed by the Colombian Code of Civil Procedure and the Code of Administrative Procedure. The tribunal can request assistance from local judges in the enforcement of interim measures.
Recognition of foreign arbitral awards and judgments must be submitted before the Civil Chamber of the Supreme Court of Justice. In the case of foreign arbitral awards, if a Colombian state entity is involved, the claim for recognition must be submitted before the Council of State. If recognition is granted, enforcement proceedings may be commenced under the provisions of the Colombian Code of Civil Procedure. Recognition of a foreign arbitral award may be refused only on the grounds set forth in article 112 of the Arbitration Statute. Recognition of a foreign judgment may be refused only on the grounds set forth article 694 of the CCP.
What are the most common funding structures? Are there any significant issues commonly confronted in implementing such structures?
The most common funding structures are capital increases, irrevocable contributions, private placement of debt and debt offerings in international markets. There are no minimum holding periods.
Please note that transfer pricing rules are applicable, for Colombian income tax purposes, to the transactions performed by income taxpayers with foreign related parties. Thus, income taxpayers must determine their assets, liabilities, income, costs and expenses, for income tax purposes, on the basis of prices and profit margins used in comparable transactions entered into with or between independent or unrelated parties.
Considering question 8, we expect to see an increase of leverage buyouts transactions to occur in the following months.
Is there a domestic financing market for private equity deals? Has there been a shift in the sources of funding over the past few years? Where do you expect to see financing come from in the next 18 months?
As we mentioned above, institutional funds (such as pension funds and insurance companies) are increasingly investing in PEFs. As a general matter the Colombian market has a high level of liquidity and the market has seen important financing transactions with only domestic financing. However, foreign financing is still highly competitive especially for transactions of considerable amounts. In any case, under applicable Colombian regulations, interest income earned by the lenders resulting from foreign currency long term loans entered into by Colombian borrowers will be subject to income tax withholding in Colombia, which is currently at 14 per cent.
What are the principal accounting considerations that arise in private equity transactions? Are there any contemplated or ongoing shifts in regulatory accounting standards in your jurisdiction?
There is no difference in connection with the Colombian Generally Accepted Accounting Principles (GAPP) applied to the investments in PEFs or in local companies, which differs in significant respect from US GAAP and International Financial Reporting Standards, or IFRS. Although the Colombian government has undertaken a review of current accounting, audit, and information disclosure regulations and the Colombian Congress passed Law 1,314 of 2009 purporting to provide for convergence with international standards, current regulations continue to differ in certain respects from those in other countries and any changes thereto will be gradually implemented as of 2015 pursuant to Decrees 2,784 of 2012, 3,024 of 2013 and 2,584 of 2014 (depending on the amount of assets and income of the companies).
Even though the Colombian GAAP will not be enforceable as a result of the entry in force of the IFRS, please note that only for tax purposes, the legal references to the accounting rules (Colombian GAAP) made in the Tax Code will continue to be enforceable for four years.
Are there any disclosure, registration or licensing requirements affecting private equity funds investments currently in effect or under consideration by regulators?
Except for investments in regulated companies, there are no special disclosure requirements to be done before the government authorities in private equity investments.
Decree 2,555, as amended by Decree 1,242, establishes that there is no prior authorisation required to set up a PEF. However, prior to initiating operations, the management company must send to the SFC the offering memorandum together with additional information. The SFC has established a licensing process whereby this entity reviews the offering memorandum and makes comments to it. Until all changes and comments made by the SFC are made, the SFC does not issue a registration number that allows the management company to establish the channel for the reporting requirements to the SFC and register the fund with the tax authorities. In other words, through this process the SFC has established a prior authorisation requirement.
Please describe any restrictions, requirements or protections applicable to foreign investors in connection with private equity investments.
Foreign investment in Colombia includes direct foreign investment and portfolio investments. In accordance with Decree 2,080 of 2000 as amended, and in accordance with External Circular DCIN 83 of the Central Bank of 1 March 2011 (Circular 83), it is necessary to register foreign investments with the Central Bank. Investments in PEFs are considered a direct foreign investment in Colombia.
Pursuant to Circular 83, in order to register the investment with the Colombian Central Bank, on the same day in which the foreign currency is converted into pesos for the purchase of the participations in the fund, a Form 4 will have to be prepared and filed with the foreign exchange intermediary.
With the filing of this form, the direct foreign investment is considered as being automatically registered with the Central Bank.
Please bear in mind that there is no limitation on the amount of the investment, and additionally there is no need for a creation of a permanent establishment.
Furthermore, it should be taken into consideration that the Ministry of Finance is expecting to issue a new decree that amends the Decree 2,080 and the regime applicable to direct and portfolio foreign investments.
Are there any government approvals required in connection with private equity investments in certain industries or any industry-specific regulatory schemes that can affect private equity investments? What are the main requirements to obtain such approvals? Have there been any observable trends recently in the posture of specific regulators or the regulatory environment generally in connection with the review or approval of such investments?
There are no foreign exchange approvals required for purposes of foreign investments in Colombia, except for the registration as described in question 20. The existence of governmental approvals will depend on the industries where the investment is made. In fact, some industries, such as: national defence, toxic waste management, television broadcast, private security companies, and aviation have specific restrictions as per the foreign investment participation. Other types of investments, such as in regulated entities (ie, financial institutions), require a previous governmental authorisation.
In 2013 a major investment by a private equity fund in a regulated financial institution was authorised by the Colombian Financial Superintendency.
International private equity firm Advent International acquired a 50 per cent stake in Colombian trust (fiducia) corporation Alianza Fiduciaria, setting an important precedent for private equity funds in Colombia.
Please describe any antitrust approvals or other competition law requirements that may apply connection with private equity investments into your jurisdiction?
According to Law 1,340 of 2,009 and Resolution 10,930 of 2015, Colombian merger control rules provide as follows:
Companies dedicated to the same activity or participating in the same chain of value, shall be obliged to inform the Antitrust Authority – the Superintendency of Industry and Commerce (SIC) – of any operation they might wish to undertake implying their merger, consolidation, acquisition of control or integration disregarding the legal mechanism used for said proposed transaction, as long as one of the following conditions is met:
In the event that the parties to the transaction comply with either of the conditions above, but jointly have less than 20 per cent of the relevant market, the proposed operation is deemed to be approved. In this case, the parties only have to inform the operation to the SIC, through a simple notice document.
If the thresholds mentioned above are met and the parties have more than 20 per cent of the relevant market (ie, a Colombian market on which their activities overlap), the proposed transaction is subject to approval from the SIC. They have to submit a pre-evaluation document, prior to the closure of Colombian part of the proposed transaction and therefore the Colombian part of the integration may not be closed until the competition authority approves the transaction.
Are there any anti-money laundering or other similar financial regulations that should be considered when structuring a private equity transaction or setting up a vehicle?
As it relates to PEFs, before accepting a commitment from an investor, management companies carry out a full-blown 'know your customer' investigation for anti-money laundering purposes. It is common to structure strategies to control these issues via due diligence and the representations and warranties of the purchase agreement.
In the case of foreign investors, both foreign PEFs and other private equity players are keen to apply their anti-corruption laws and regulations. In that scenario, the application of the FCPA and the UK Bribery act are certainly extraterritorial regulations that are playing an increasing role in Colombian private equity transactions.
Are there any exchange controls that typically affect how foreign private equity investments are structured in your jurisdiction?
Pursuant to article 15 of Law 9 of 1991 (Law 9), once a foreign investment is made in due form, that is, has been channelled through the FX Market and registered with the Central Bank, the foreign investor shall have the following foreign exchange rights:
Article 15 of Law 9 states that the conditions for the reimbursement of the investment and the remittance abroad of the profits and revenues, that were legally in force at the time in which the investment was registered, may not be changed in such a form that they unfavourably affect foreign investors. Notwithstanding the above, please be advised that this same article establishes as the only situation under which restrictions can be imposed on a temporary basis, the event in which the international reserves fall below the value of imports for a three-month period.
In essence, Colombian law, as a general rule, does not set forth foreign exchange restrictions, but rather a set of rules that must be complied with for purposes of obtaining clear FX rights.
In 2013, an interesting novelty was introduced in the foreign exchange rules set forth in Regulation 4 promulgated by the Colombian Central Bank. Before this new regulation, as a general rule, payments among Colombian residents could only be done in Colombian pesos, meaning that if a Colombian company (even if incorporated as a local vehicle by a foreign investor) acquired a local target from Colombian shareholders, the purchase price had to be paid in Colombian pesos. This general rule had some few narrow exceptions. Regulation 4 introduced the possibility to all Colombian residents to make payments between them in foreign currency through offshore accounts provided such accounts are previously registered with the Colombian Central Bank as compensation accounts. With this in mind, once the debtor's account and creditor's account have performed an operation subject to report: (i) the right to register the account will arise; and (ii) consequently they will be allowed to perform the payment in foreign currency.
This has been an attractive alternative for Colombian residents seeking to keep foreign currency abroad, and also avoids the burden of going through the loops of converting foreign currency into Colombian pesos through the foreign exchange market. Most importantly, if the purchase price is agreed in foreign currency, currency exchange fluctuation risk is prevented since there is no need to convert into Colombian Pesos. A compensation account is an account opened by a Colombian resident abroad (ie, a checking account opened by a Colombian company in US dollars at US bank) that is registered by the Colombian resident as a compensation account before the Colombian Central Bank. Holders of compensation accounts must report the movements of the account on a monthly basis to the Colombian Central Bank and also report on a quarterly basis to the Colombian tax authority (DIAN).
What are the basic tax issues affecting private equity investments in your jurisdiction?
Foreign companies and foreign entities of any nature are subject to income tax and capital gains tax in Colombia, but only with respect to Colombian source income and capital gains, regardless of whether they receive such income and capital gains directly or through branches or permanent establishments in the country.
Dividends paid by a Colombian company to foreign investors are not subject to income tax in Colombia, provided that the dividends correspond to profits subject to income tax in Colombia at the Colombian corporate level. If the dividends paid by the Colombian company correspond to profits not subject to income tax in Colombia at the corporate level, such dividends are subject to a withholding tax at a rate of 33 per cent.
Additionally, the transfer abroad of branch profits or profits obtained through permanent establishments in Colombia is now deemed as dividend distribution for income tax purposes. Thus, the transfer abroad of profits obtained through a branch or any other type of permanent establishment would generate an income tax in Colombia (33 per cent) as long as such profits have not been taxed previously in Colombia.
According to new 'thin capitalisation' rules in Colombia, interest expenses will be deductible for income tax purposes, to the extent that they result from debts whose average amount during the fiscal year does not exceed the result of multiplying by three the net worth on 31 December of the previous year.
As a general rule, capital gains generated in the sale of shares of Colombian companies are subject to income tax at rate of 10 per cent.
Colombian companies and Colombian entities are subject to income tax in respect to both, Colombian and non-Colombian source income and capital gains, at a rate of 25 per cent applied on the highest base between the ordinary taxable income and the presumptive taxable income. Tax losses can be carried forward against ordinary taxable income accrued in subsequent taxable years.
Additionally, all companies, legal entities and entities assimilated to these, subject to income tax and liable to file income tax returns, are subject to a new tax called income tax for equality, at a rate of 9 per cent in years 2013, 2014 and 2015, and at a rate of 8 per cent as of year 2016, applied on the highest base between the ordinary taxable income (which value can be different than the ordinary taxable income determined for income tax purposes) and the presumptive taxable income.
Colombia has entered into several double taxation treaties (Spain, Chile, Switzerland, Canada, Mexico, etc). However, only treaties between Colombia and Spain, Colombia and Switzerland, Colombia and Chile, and Colombia and Canada, are currently in force.
On the other hand, please note that PEFs are not considered as taxpayers for income tax purposes.
PEFs operate as pass-through entities. Accordingly, the income obtained by the PEF, after deducting the expenses (including the fees paid to the local managing company), is distributed to the subscribers or participants under the same title as they were received by the PEF (dividends, interest, capital gains, etc) and under the same tax conditions as if they were received directly by the subscribers or participants.
Consequently, the tax treatment of the participants will depend on two factors: the participant's tax attributes (foreign companies, Colombian residents, Colombian companies, etc); and the nature of the income received through the fund (taxable income, non-taxable income, exempted income, etc).
In addition, PEFs act as income tax withholding agents in relation to the payments made by the fund to their participants or subscribers and to third parties. It is worth taking into consideration the new rule applicable to withholding tax of PEFs mentioned in question 4.
As a general rule, interest income earned by non-Colombian entities, resulting from loans of which term is equal or exceeds one year, or from financial lease agreements, granted to residents or domiciled entities in Colombia, will be subject to 14 per cent income tax withholdings. Otherwise, 33 per cent income tax withholdings will apply.
What impact are recent and projected changes in macroeconomic trends in your jurisdiction and abroad and your government's reaction to these trends having on private equity activity in your jurisdiction? When did you start to see an impact?
As a consequence of the revaluation of the Colombian peso, the prices of the assets in Colombia are increasing, which may lead to a lesser activity from PEF and more activity from strategic investors in the short-term. On the other hand, the increase to investment grade rating that Colombia has received has had an impact in our economy since Colombia is becoming more attractive to new investors.
Finally, due to the fall in oil prices, there could either be an increase in M&A activity or a virtual halt of all transactions in the oil sector, depending on future trends. Big oil and gas players might go shopping for smaller oil companies to seek out significant discounts on oil assets.
Please describe any other regulations applicable to private equity funds and private equity investments not discussed in your answers to the above questions.
See question 30.
Please describe any other recent trends observed in your jurisdiction affecting how private equity transactions are conducted or how these investments are structured.
International standards are increasingly being used for private equity transactions in the Colombian market. Multilaterals and PEFs have been the vehicles that have stepped up to provide financing and channel resources for private equity transactions.
Please describe any other relevant legal considerations or new developments related to private equity investments in your jurisdiction not discussed in your answers to the above questions.
Decree 1,242 established the option for PEFs to issue different types of participation units for a single fund but involving different types of rights and obligations depending on the type of investor. In this regard, participation units may establish different amounts for management fees, different rules to attend capital calls, different procedures to request the redemption of participation units as well as the creation of participation units which redemption is subordinated to the prior redemption of other participation units.
Finally, Decree 1,242 has established additional obligations applying to management companies to strengthen their fiduciary duties with the PEF. For example, management companies now have a stricter duty to: (i) deliver information to the SFC and the investors according to reporting standards established by law (i) establish procedures, policies and mechanisms to keep information confidential (iii) control that its employees comply with corporate governance and conduct rules as well as other obligations related to the management of PEFs (iv) set mechanisms to identify, control and manage conflict of interest situations according to relevant law and provisions set forth by the board of directors of the managing company and (v) exercise economical rights derived from assets under management and different to securities delivered to custodians.
© Law Business Research Ltd 1998-2017. All rights reserved.
Company No.: 03281866
IMPORTANT: Please read our Terms & conditions.


text:
The week in content marketing with Lieu Pham Welcome to the first issue of TWICM for 2017, the #Predictions issue. The Psychic Guild says that every culture has its own...Read More
2016 has proved to be an eventful and stressful year for all involved. With staff and clients located around the globe, we garnered an array of responses to seven key questions pertaining...Read More
The year in content marketing with Lieu Pham Welcome to our last issue of TWICM for 2016. As a send-off, we've curated the best content from all the faces,...Read More
The week in content marketing with Lieu Pham Did you know that Nike was once known as Blue Ribbon Sports? This week, we learn some interesting company name changes to...Read More
By Serena Schmitz - Head of Design My talent is space. I investigate the space that needs to be around an asset; notice the lack of space between bullet...Read More
The week in content marketing with Lieu Pham Artificial intelligence is in the spotlight this week, with major companies such as IBM and Uber investing in AI technology that...Read More
By Julia Mulcahy - Strategist When we think about powerful branding, it's almost a reaction to think of McDonald's golden arches or Nike's 'Just Do It' slogan. But these...Read More
The week in content marketing with Lieu Pham This week, Facebook develops ways to enter the Chinese market, while Uber China becomes its own app, separate to the Uber global...Read More
By Daniel Hochuli - Head of Strategy (Asia) Last month I wrote a couple of articles (Part One and Part Two) on LinkedIn Pulse that discussed the problems surrounding...Read More
By Claire Austin - Head of Audience (Sydney and Europe) I can honestly say that the Native Advertising Institute (NAI) conference in Berlin last week was one the best...Read More


text:
0day 0:0:0 Left
People who love this item are also interested inSee More >>
Modern Unique 3-Color Heart-Shaped Ceramic Table Decoration Flower VaseUSD $ 18.49
Creative Mushroom Design Glass Desktop Decoration Flower VaseUSD $ 14.59
Unique Cone-Shaped 1-Piece Hanging Wall Glass VaseUSD $ 25.39
Creative Star Design Ceramic Table Desk Flower PotUSD $ 14.49
Creative Triple Connected Glass Desktop Flower Vase SetsUSD $ 23.69
Unique Resin Giraffe Design Base Glass Flower Pot/Fish BowlUSD $ 78.59
Ball Shape Hanging Flower VaseUSD $ 12.39
Unique Versatile White Eggshell Design Ceramic Flower Vase Desktop DecorationUSD $ 25.49
No one has consulted this product.
|E-mail Address *
|This will be used to sign into your account.
|Password *
|Must have 6 to 30 characters and no spaces.
|Re-type Password *
I accept
Terms of Use and
Security and Privacy of Beddinginn.com


text:
The Microsoft® Web Platform offers the right tools for the right task. Design, build, debug, and deploy websites withfitflop mens shoes sale online . And then test your sites in Windows® Internet Explorer® 10 using the built-in developer tools.
Through dialogue with dynamic speakers we hope to challenge scholars to think through how they can 'Dare to Differ' and have a positive influence on the world.fitflop mens shoes sale online 87Save: 82% off Youth Sales Promotio New York Knicks 1583642 Amar'e Stoudemire adidas Orange Swingman Jersey £. October 10, 2014 by Charles McLellan in LaptopsApple iPhone 6 (16GB) review: Bigger, faster, betterThe 4.
14) In Greek mythology, after being spurned by Nacrcissus, which heart broken nymph pined away until only her voice remained.fitflop mens shoes sale online Find out more About AJ Bell 120,500Clients trustus with theirinvestments AJ Bell is one of the largest providers of online investment platforms and stockbroker services operating in the UK today. That is a far better strategy than either turning our backs and abandoning them or attempting to game their anger to our electoral advantage.fitflop mens shoes sale online
I also defy you to provide any meaningful statistics or justiication to suggest just how much safer the average cyclist would be if no one jumped red lights, but everyone wore a helmet. They are all naughty and horny, ready to make you feel an intense pleasure watching them totally naked. I use a traditional method of working, mainly beginning my illustrations with intricate pencil line, as I love to get into the details of a piece.fitflop mens shoes sale online