OMISSIS. The Board, after acknowledging the information report and awaiting further developments in the project and the activities pertaining thereof, unanimously approved the authorisation of the project itself and all necessary activities, whether they be adequate or instrumental for its accomplishment. To this end, the Board conferred on the Chief Executive Officer all necessary and/or adequate powers for the execution of this resolution, with the express power of sub- delegation, and specifically:

OMISSIS. There being nothing further to resolve upon, the meeting was closed at 7.10 PM The Chairman The Secretary Xxxxx Xxxx Xxxxxxxx Xxxxxxxxx EXHIBIT 3 MONTENEGRO REPRESENTATIVE’S AUTHORIZATION Montenegro Government of Montenegro Number: 03-8421 Podgorica, 12 October 2010 MINISTRY OF ECONOMY PODGORICA The Government of Montenegro, at its session held on 7 October 2010, considered the Brief on activities related to Project on construction of the submarine interconnection DC cable between EES Montenegro and Italy with proposed agreements, that have been submitted by the Ministry of Economy. With regard to this, the Government has adopted the following

OMISSIS. II Xxxxxxxxx xxxxx la relazione del Presidente e ricevuti dallo stesso tutti i chiarimenti e le ulteriori informazioni ritenute necessarie, si congratula per il raggiungimento dei risultati raggiunti a beneficio di Saga e preso atto dell’assenza di osservazioni contrarie da parte del Collegio Sindacale, all’unanimità delibera - di approvare ratificando senza riserve I’operato sin qui posto in essere dal Presidente, già precedentemente delegato xxx Xxxxxxxxx per la trattazione della controversia con LQMT e di tutti gli aspetti ad essa connessi ed in particolare: - di approvare il conferimento alla società di revisione KPMG S.p.A. xxxxx xxxxx dell’ammontare dei costi sostenuti da Saga xxxx’ambito della joint venture con LQMT, nonché del mancato utile su particolari affari inizialmente prospettati da Liquidmetal e non concretizzati, dandogli xxxxxxx per definire xx xxxxxx il corrispettivo per tale opera; - di approvare i contenuti tutti dell’accordo raggiunto con la controparte LQMT per la risoluzione della controversia in ordine alla joint venture veicolata tramite la partecipazione in LSI, cosl come xxxxxxx xxx Presidente xx Xxxxxxxxx; - di conferire pertanto disgiuntamente ai consiglieri Xxxxxx Xxxxxxxxxx e Xxxxxxxx Xxxxxx ogni xxxxxx per perfezionare e giungere alla definizione finale del accordo, apportando allo stesso ogni eventuale modifica, correzione o integrazione dovesse ritenere necessaria o solamente utile xxxx’interesse di Saga S.p.A., compreso I’acquisto delle dotazioni produttive da LSI per il corrispettivo di Euro 700.000,00 per i macchinari e di Euro 200.000,00 per le materie, conferendo conseguentemente agli stessi ogni potere per sottoscrivere tutti i conseguenti atti, anche notarili, documenti, dichiarazioni, necessari al perfezionamento dell’accordo e altresl votando nelle assemblee che dovessero essere convocate da LSI nelle more dell’ufficializzazione del cambio di compagine sociale, secondo le istruzioni che saranno convenute con LQMT, con promessa sin d’ora di rato e valido, senza che ai delegati possa essere opposto difetto di poteri. Passando alla trattazione di quanto previsto al secondo punto all’ordine del giorno, OMISSIS Alle ore 10.00 null’altro essendovi da trattare all’ordine del giorno e nessun altro volendo intervenire, il Xxxxxxxxx di Amministrazione viene sciolto, previa lettura e approvazione del presente verbale. IL SEGRETARIO IL PRESIDENTE (Xxxxxxx Xxxxxxx) (Xxxxxx Xxxxxxxxxx) XXXXXXXXX Xx AMMINISTRAZIONE SAGA X.X.X. ...

OMISSIS. Payments will be made after invoices have been issued in digital format using the Interscambio System (SdI) of the Tax Revenue Agency, using the Unique Office Code OMISSIS. Digital invoices must: – be addressed to: The MINISTERO DELLE INFRASTRUTTURE E DELLA MOBILITÀ SOSTENIBILI – Direzione generale per la vigilanza sulle Autorità di sistema portuale, il trasporto marittimo e per vie d’acqua interne (Italian Ministry of Infrastructure and Sustainable Mobility - General Office for Supervision of the Port Authority System, Maritime Transport and Internal Waterways); – include the CIG, CUP and order number indicated by the Awarding Entity. Norms regarding split payments shall apply to the invoices issued, pursuant to Italian Law 190/2014. For the purposes of receiving the fee, the Navigation Company shall issue invoices on a quarterly basis, after the fact with respect to the execution of the service, equal to 90% (ninety percent) of one quarter of the annual amount. Payment of the amounts will occur within 60 (sixty) days of the day on which the invoice file is received and after the Awarding Entity has received the document establishing compliance with social security contributions (Documento Unico di Regolarità Contributiva - DURC), certifying proper payment of contribution, social security and insurance requirements, and on the condition that the requirements established in this contract and its annexes regarding the transmission of data and documents have been met. The balance shall be calculated by the Awarding Entity at the end of the contractual period, after assessment of the balance (as set out in Annex M) less the amount of deductions and penalties; the NC shall be notified and payment made within sixty days of receipt of the relevant invoice. In the event of a negative balance exceeding 10% (ten percent), the adjustment will be made with enforcement of the definitive guarantee where necessary. Each invoice, without prejudice to the withholding of 0.5% (zero point five percent) of the net amount due, pursuant to article 30, paragraph 5-bis, of Italian Legislative Decree 50/2016, will show only the amount truncated to the first two decimal points without any rounding. The amount withheld will be paid by the Awarding Entity only upon conclusion of the contract, after ascertaining the regularity of the service provided and after receiving the DURC. The withholding of 0.5% (zero point five percent) must be calculated and applied with regards to the taxa...

Related to OMISSIS

No Misstatement or Omission The Registration Statement, when it became or becomes effective, and the Prospectus, and any amendment or supplement thereto, on the date of such Prospectus or amendment or supplement, conformed and will conform in all material respects with the requirements of the Securities Act. At each Settlement Date, the Registration Statement and the Prospectus, as of such date, will conform in all material respects with the requirements of the Securities Act. The Registration Statement, when it became or becomes effective, did not, and will not, contain an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading. The Prospectus and any amendment and supplement thereto, on the date thereof and at each Applicable Time (defined below), did not or will not include an untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. The documents incorporated by reference in the Prospectus or any Prospectus Supplement did not, and any further documents filed and incorporated by reference therein will not, when filed with the Commission, contain an untrue statement of a material fact or omit to state a material fact required to be stated in such document or necessary to make the statements in such document, in light of the circumstances under which they were made, not misleading. The foregoing shall not apply to statements in, or omissions from, any such document made in reliance upon, and in conformity with, information furnished to the Company by Agent specifically for use in the preparation thereof.
No Material Misstatement or Omission The Underwriters shall not have discovered and disclosed to the Company on or prior to the Closing Date and any Option Closing Date that the Registration Statement or any amendment or supplement thereto contains an untrue statement of a fact which, in the opinion of Representative Counsel, is material or omits to state any fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make the statements therein not misleading, or that the Registration Statement, the Pricing Disclosure Package, any Issuer Free Writing Prospectus or the Prospectus or any amendment or supplement thereto contains an untrue statement of fact which, in the opinion of Representative Counsel, is material or omits to state any fact which, in the opinion of Representative Counsel, is material and is necessary in order to make the statements, in the light of the circumstances under which they were made, not misleading.
Material Misstatements or Omissions Neither this Agreement nor any other document, certificate or statement furnished to Purchaser by or on behalf of Seller in connection with this Agreement contains any untrue statement of a material fact, or omits any material fact necessary to make the statements contained herein or therein not misleading in light of the context in which they were made.
No Misstatement or Material Omission The Agent shall not have advised the Company that the Registration Statement or Prospectus, or any amendment or supplement thereto, contains an untrue statement of fact that in the Agent’s reasonable opinion is material, or omits to state a fact that in the Agent’s reasonable opinion is material and is required to be stated therein or is necessary to make the statements therein not misleading.
No Fraud or Misrepresentation To the best of the Seller’s knowledge, each Receivable that was originated by a Dealer was sold by the Dealer to the Seller and by the Seller to the Purchaser without any fraud or misrepresentation on the part of such Dealer or the Seller, respectively.
Misconduct Unless a Change of Control shall have occurred after the date hereof:
Misstatement No benefits shall be paid under this Agreement if the Executive makes any material misstatement of fact on any application or resume provided to the Bank, on any application for life insurance purchased by the Bank, or on any application for benefits provided by the Bank.
No Misstatements or Omissions (i) As of the Effective Date and as of the applicable effective date of any subsequent amendment to the Registration Statement (including the filing of any document incorporated by reference in the Registration Statement) that becomes effective prior to the Closing Time (as defined in Section 2(b)), the Registration Statement, as then amended as of any such time, and the Indenture, complied or will comply, as the case may be, in all material respects with the applicable requirements of the 1933 Act, the Trust Indenture Act of 1939, as amended (the “1939 Act”), and the 1934 Act and the respective rules thereunder, (ii) as of the date hereof, and as of the date of any further supplement to the Prospectus, the Prospectus, as then amended or supplemented as of any such time, will comply in all material respects with the applicable requirements of the 1933 Act, the 1939 Act and the 1934 Act and the respective rules thereunder, (iii) as of the Effective Date and as of the applicable effective date of any subsequent amendment to the Registration Statement that becomes effective prior to the Closing Time, the Registration Statement, as then amended as of such time, did not or will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein not misleading, (iv) the Disclosure Package (as defined below) does not, and at the Applicable Time and at the Closing Time, will not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading and (v) as of the date hereof, as of the date of any further supplement to the Prospectus and as of the Closing Time, the Prospectus, as then amended or supplemented as of such time, did not or will not contain any untrue statement of material fact or omit to state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, that the Company makes no representations or warranties as to (i) that part of the Registration Statement which shall constitute the Statement of Eligibility on Form T-1 under the 1939 Act of the Trustee (the “Form T-1”) or (ii) the information contained in or omitted from the Registration Statement or the Prospectus or any amendment thereof or supplement thereto in reliance upon and in conformity with information furnished in writing to the Company by or on behalf of any Underwriter through the Representatives specifically for use in the Registration Statement and the Prospectus.
No Material Misstatements or Omissions At each time of effectiveness, at the date hereof, at the Closing Date, and at each Option Closing Date, if any, the Registration Statement and any post-effective amendment thereto complied or will comply in all material respects with the requirements of the Securities Act and the Rules and Regulations and did not, does not, and will not, as the case may be, contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading. The Time of Sale Disclosure Package (as defined below) as of the date hereof and at the Closing Date and on each Option Closing Date, any roadshow or investor presentations delivered to and approved by the Underwriter for use in connection with the marketing of the offering of the Securities (the “Marketing Materials”), if any, and the Final Prospectus, as amended or supplemented, as of its date, at the time of filing pursuant to Rule 424(b) under the Securities Act, at the Closing Date, and at each Option Closing Date, if any, did not, does not and will not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading. The representations and warranties set forth in the two immediately preceding sentences shall not apply to statements in or omissions from the Registration Statement, the Time of Sale Disclosure Package or any Prospectus in reliance upon, and in conformity with, written information furnished to the Company by the Underwriter specifically for use in the preparation thereof, which written information is described in Section 7(f). The Registration Statement contains all exhibits and schedules required to be filed by the Securities Act or the Rules and Regulations. No order preventing or suspending the effectiveness or use of the Registration Statement or any Prospectus is in effect and no proceedings for such purpose have been instituted or are pending, or, to the knowledge of the Company, are contemplated or threatened by the Commission.
Fraud Any suspicion of fraud, waste, or abuse involving the contracting or certification of MWBEs shall be immediately reported to ESD’s Division of Minority and Women’s Business Development at (000) 000-0000. ALL FORMS ARE AVAILABLE AT: xxxx://xxx.xxx.xx.xxx/MWBE/Forms.asp

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