Johnson. Each of McCall and the Principal Common Stockholders further agrees as follows: (a) to take no action, as stockholder or otherwise, to cause the number of members of the Board to exceed seven (7) or to cause the Company to be managed by an executive or similar committee of the Board without the consent of Greylock and Sutter Hill; and (b) to use such Party's best efforts to cause meetings of the Board to be held no less often than quarterly (it being contemplated that initially such meetings will be held monthly). To the extent that this Section 10 is inconsistent with any other agreement to which a Party is subject, the provisions of this Section 10 shall govern as to that Party. The provisions of this Section 10 shall terminate on the earlier to occur of (i) the completion of a Qualified Offering, or (ii) September 14, 2003. Each Party agrees not to transfer any shares of capital stock of the Company other than to the Company unless such Party's transferee agrees in writing to be bound by the provisions of this Section 10 applicable to such Party.
Johnson. This Second Amendment is adopted as of the 20th day of August, 2021 by Opportunity Bank of Montana located in Helena, Montana (the “Bank”). The Bank and Peter J. Johnson (the “Executive”) executed the Amended Salary Continuation Agreement effective as of September 3, 2015 (as amended, the “Agreement”). The undersigned hereby amends the Agreement for the purpose of increasing the benefits provided therein. Therefore, the following changes shall be made:
Johnson. And I would like to have you go through some of that because when we did NAFTA people never got the detail of the tracing requirements which really did give us a very great power to assure that components would be produced in the free trade nations. So, would you go into a little more detail with some of the en- forcement mechanisms that will guarantee that American jobs will survive in a fair trade regimen. Ambassador BARSHEFSKY. Right. I think the important point here that implementation of PNTR, in the case of every other ac- cession that the U.S. has ever done, we have either the dispute set- tlement rules that apply under the international body or we have our own trade laws but we don’t really have any other specific mechanisms designed either to be protective of our own market or designed to act also as leverage on market opening and compliance in the foreign market. And we rectified that here in a number of ways which we have never done before in an accession agreement. One is the anti-import surge mechanism. If, for any reason, Chi- nese imports into the U.S. surge, as for example, they did on steel last year as you well know, we will be able to take action and on a temporary basis, somewhere between two or three years, block or otherwise reduce the volume of those imports. Second of all, we have secured the right to continued use of the nonmarket economy methodology in the dumping law. This is very, very important because we don’t yet know how prices and costs are established in China except to say that they are not on a market basis. Obviously China will be able to demonstrate, as all countries can under our existing regulations, that they are operating on a market economy basis in a particular sector. But findings after that, as under our law, are open for the Commerce Department, and at this juncture the critical aspect is that we have preserved in full our current nonmarket economy dumping methodology, all of the regu- lations and so on. Third, we have also negotiated a few special subsidy rules. You know that our countervailing duty law does not apply to nonmarket economies. This is because of a series of court cases. This is not an administrative determination by either this or the Bush Adminis- tration. This is a series of court rulings. But we thought, well, we should think ahead and, so, to the extent that countervail law is deemed to apply, first off, preferential financing will be determined by market rates. That is whether financing is...
Johnson. Is this not the first agreement to have that many dates? Ambassador BARSHEFSKY. Yes, oh, yes. Mrs. JOHNSON. And that very specific approach? Ambassador BARSHEFSKY. This is highly, highly specific. If you could visualize in your own mind a grid with commitments running along the left-hand side and on top dates, year by year by year, and every box is filled in on the grid. What is it that is supposed to be done in what time frame, that is how the entire agreement looks. Mrs. JOHNSON. That is very, very important and I thank you for your good work. Mr. CRANE. Next is Mr. Levin, oh, excuse me, Mr. Ramstad is next, then Mr. Levin.
Johnson. Now, that means that they cannot require that if an American company wants to sell into their market that they must produce 10 percent of the product there?
Johnson. That is quite common now. Ambassador BARSHEFSKY. That is the rule now. Mrs. JOHNSON. Right, it is really the rule. And it is one of the reasons we are losing jobs sometimes just to be able to meet the domestic production requirement. So, when that is wiped out we will be able to sell without having to invest and produce some of the product actually in China?
Johnson. The failure of a party to insist upon strict adherence to any term in this letter agreement shall not be deemed to be a waiver of such party’s rights thereafter to insist upon strict adherence to that term or to any other term. If any one or more provisions of this Agreement are deemed to be invalid, illegal or unenforceable by a court of competent jurisdiction, then such provision(s) shall be deemed severed to the least extent possible without affecting the validity, legality and enforceability of the remainder of this Agreement. This Agreement (a) shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflicts or choice of laws principles; (b) contains the entire understanding of the parties with respect to the subject matter contained herein and may not be modified or amended except by mutual written consent; and (c) establishes contract rights which shall inure to the benefit of and be binding upon the parties and their respective heirs, representatives, successors, and assigns. If any signature to this Agreement is delivered by facsimile transmission or by e-mail delivery of a “.pdf” format data file, such signature shall create a valid and binding obligation of the party executing (or on whose behalf such signature is executed) with the same force and effect as if such facsimile or “.pdf” signature page were an original thereof.
Johnson. For how many weeks is that? The member for Peel said “for weeks”. Now he has changed his view from five weeks to weeks. We do not know. The point I am making is that the minister responsible for this Bill, who is in this House, should have introduced it into this House. He should have had the courtesy to speak to the person in this place who represents the shadow Minister for State Development to let him know what was going on. We do not even know whether our member in the upper House was briefed. Mr C.M. Brown: Doesn’t that say something? Mr R.F. JOHNSON: The minister should tell us the truth. Mr C.M. Brown: When a minister is briefed we tell other members what is going on. You guys don’t know what you’re doing; you don’t have a clue. Mr R.F. JOHNSON: Why did the minister not introduce this legislation into this House? Mr C.M. Brown: This is amazing. This shows the absolute rabble you are.