Terms Used In Utah Code > Title 11 > Chapter 58 > Part 9 - Port Authority Dissolution

• agent: include any person who, while serving the indicated relationship to the nonprofit corporation, at the nonprofit corporation's request, is or was serving as a director, officer, partner, trustee, employee, fiduciary, or agent of:
            (5)(a)(i) another domestic or foreign corporation;
            (5)(a)(ii) another person; or
            (5)(a)(iii) an employee benefit plan. See Utah Code 16-6a-901
• Articles of incorporation: include :
       (3)(a) amended articles of incorporation;
       (3)(b) restated articles of incorporation;
       (3)(c) articles of merger; and
       (3)(d) a document of a similar import to the documents described in Subsections (3)(a) through (c). See Utah Code 16-6a-102
• Authority: means the Utah Inland Port Authority, created in Section 11-58-201. See Utah Code 11-58-102
• board of directors: means the body authorized to manage the affairs of a domestic or foreign nonprofit corporation. See Utah Code 16-6a-102
• Bylaws: includes :
            (6)(b)(i) amended bylaws; and
            (6)(b)(ii) restated bylaws. See Utah Code 16-6a-102
• Contract: A legal written agreement that becomes binding when signed.
• Conviction: A judgement of guilt against a criminal defendant.
• Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
• Defendant: In a civil suit, the person complained against; in a criminal case, the person accused of the crime.
• Director: includes , unless the context requires otherwise, the estate or personal representative of a director. See Utah Code 16-6a-901
• domestic corporation: means a corporation for profit that:
       (15)(a) is not a foreign corporation; and
       (15)(b) is incorporated under or subject to Chapter 10a, Utah Revised Business Corporation Act. See Utah Code 16-6a-102
• domestic nonprofit corporation: means an entity that:
       (37)(a) is not a foreign nonprofit corporation; and
       (37)(b) is incorporated under or subject to this chapter. See Utah Code 16-6a-102
• Employee: includes an officer of a nonprofit corporation. See Utah Code 16-6a-102
• Entity: includes :
       (25)(a) a domestic or foreign corporation;
       (25)(b) a domestic or foreign nonprofit corporation;
       (25)(c) a limited liability company;
       (25)(d) a profit or nonprofit unincorporated association;
       (25)(e) a business trust;
       (25)(f) an estate;
       (25)(g) a partnership;
       (25)(h) a trust;
       (25)(i) two or more persons having a joint or common economic interest;
       (25)(j) a state;
       (25)(k) the United States; or
       (25)(l) a foreign government. See Utah Code 16-6a-102
• Expenses: includes attorneys' fees. See Utah Code 16-6a-901
• Fiduciary: A trustee, executor, or administrator.
• Foreign corporation: means a corporation for profit incorporated under a law other than the laws of this state. See Utah Code 16-6a-102
• Indemnification: In general, a collateral contract or assurance under which one person agrees to secure another person against either anticipated financial losses or potential adverse legal consequences. ^{Source: FDIC}
• Individual: means :
       (31)(a) a natural person;
       (31)(b) the estate of an incompetent individual; or
       (31)(c) the estate of a deceased individual. See Utah Code 16-6a-102
• Jurisdiction: (1) The legal authority of a court to hear and decide a case. Concurrent jurisdiction exists when two courts have simultaneous responsibility for the same case. (2) The geographic area over which the court has authority to decide cases.
• Liability: means the obligation incurred with respect to a proceeding to pay a judgment, settlement, penalty, or fine, including:
       (3)(a) an excise tax assessed with respect to an employee benefit plan; or
       (3)(b) reasonable expenses. See Utah Code 16-6a-901
• Member: includes :
            (34)(b)(i) "voting member"; and
            (34)(b)(ii) a shareholder in a water company. See Utah Code 16-6a-102
• Nolo contendere: No contest-has the same effect as a plea of guilty, as far as the criminal sentence is concerned, but may not be considered as an admission of guilt for any other purpose.
• Nonprofit corporation: includes any domestic or foreign entity that is a predecessor of a nonprofit corporation by reason of a merger or other transaction in which the predecessor's existence ceased upon consummation of the transaction. See Utah Code 16-6a-901
• Notice: means the same as that term is defined in Section 16-6a-103. See Utah Code 16-6a-102
• Obligation: An order placed, contract awarded, service received, or similar transaction during a given period that will require payments during the same or a future period.
• Official capacity: means :
            (6)(a)(i) when used with respect to a director, the office of director in a corporation; and
            (6)(a)(ii) when used with respect to a person other than a director, as contemplated in Section 16-6a-907, the office in a corporation held by the officer or the employment, fiduciary, or agency relationship undertaken by the person on behalf of the corporation. See Utah Code 16-6a-901
• Party: includes an individual who was, is, or is threatened to be made a named defendant or respondent in a proceeding. See Utah Code 16-6a-901
• Person: means an:
       (40)(a) individual; or
       (40)(b) entity. See Utah Code 16-6a-102
• Plea: In a criminal case, the defendant's statement pleading "guilty" or "not guilty" in answer to the charges, a declaration made in open court.
• Proceeding: means any threatened, pending, or completed action, suit, or proceeding, whether civil, criminal, administrative, or investigative and whether formal or informal. See Utah Code 16-6a-901
• Property: includes both real and personal property. See Utah Code 68-3-12.5
• Quorum: The number of legislators that must be present to do business.
• Settlement: Parties to a lawsuit resolve their difference without having a trial. Settlements often involve the payment of compensation by one party in satisfaction of the other party's claims.
• State: when applied to the different parts of the United States, includes a state, district, or territory of the United States. See Utah Code 68-3-12.5
• Trustee: A person or institution holding and administering property in trust.
• United States: includes a district, authority, office, bureau, commission, department, and another agency of the United States of America. See Utah Code 16-6a-102
• Vote: includes authorization by:
       (55)(a) written ballot; and
       (55)(b) written consent. See Utah Code 16-6a-102
• voting member: includes a "shareholder" if the nonprofit corporation has shareholders. See Utah Code 16-6a-102
• Writing: includes :
       (48)(a) printing;
       (48)(b) handwriting; and
       (48)(c) information stored in an electronic or other medium if the information is retrievable in a perceivable format. See Utah Code 68-3-12.5