ASSIGNMENTS/TRANSFERS. Licensee may not assign or transfer this Agreement in whole or part to any third party without the prior written permission of USC, which permission shall be granted in the sole discretion of USC. The Licensee may only assign the entire Agreement to successors of the entire business of the PRODUCTS if the successor agrees to be bound by this Agreement and prior written notice is provided to USC.
ASSIGNMENTS/TRANSFERS. (a) Except as otherwise provided in this Agreement, (i) no Member may sell, transfer, assign, hypothecate, pledge or otherwise dispose of or encumber (including the grant of an option with respect to any of the foregoing), directly or indirectly (“Transfer”), all or any part of its limited liability company interest in the Company or withdraw from the Company, and (ii) no Transfer of any direct or indirect interest in a Member shall be permitted, except (in the case of both clauses (i) and (ii)) with the prior written approval of the Managing Member, which approval may be granted or withheld by the Managing Member in its sole and absolute discretion.
(b) To the fullest extent permitted by law, any Transfer not in compliance with the requirements of this Section 21 shall be void as against the Company and the other Members and shall be disregarded by all of the Members and the Company for all purposes of allocations and distributions hereunder. The Company shall be entitled to treat the record owner of a limited liability company interest in the Company as the absolute owner thereof for all purposes and shall incur no liability to any purported transferee or any other Person for distributions of money or other property in good faith made to the record owner of such limited liability company interest in the Company, unless and until all conditions of any Transfer shall have been fulfilled in accordance herewith to the satisfaction of the Company, subject to the prior written approval of the Managing Member which approval may be granted or withheld by the Managing Member in its sole and absolute discretion.
(c) Unless a transferee is substituted as a Member in accordance with this Section 21(c), the transferee shall not be entitled to any of the rights of a Member hereunder with respect to the limited liability company interest in the Company transferred. A transferee of a limited liability company interest in the Company may be substituted as a Member and shall thereupon be entitled to the rights of a Member with respect to such limited liability company interest in the Company, only upon satisfaction of the following conditions:
(i) the transferor shall have granted the transferee the right to be substituted as a Member in its place;
(ii) the Managing Member has approved the Transfer in writing, which it may refuse to do for any reason or for no reason;
(iii) the transferee shall have paid, or made arrangement satisfactory to the Managing Member to pay, to ...
ASSIGNMENTS/TRANSFERS. In the event that an employee is temporarily transferred to a higher rated classification for a period of three (3) hours or more per shift, the employee shall receive the rate of pay for the classification to which he or she has been temporarily assigned, for the time worked in the higher rated classification.
ASSIGNMENTS/TRANSFERS. Your rights under this Agreement may not be transferred by operation of law or otherwise. However, your obligations under this Agreement shall be binding upon your estate or personal representatives. We may sell your Account and/or assign or transfer this Agreement and our related rights and obligations, in whole or in part, without prior notice to you and without your consent.
ASSIGNMENTS/TRANSFERS. (a) Either Member may assign its interest in this Agreement only as permitted by, and in connection with a permitted assignment in the License Agreement, to the assignee of such agreement. Any purported assignment in violation of this Section 21 shall be null and void ab initio and of no force and effect.
(b) A Member who makes an assignment of all of its interest in this Agreement in compliance with Section 21(a) will, upon the effective date of such assignment, no longer be a Member hereunder, and will no longer have any of the rights of a Member (including voting rights or rights to any information or accounting of the affairs of the Company) under the Act or this Agreement.
(c) A Person who acquires all of a Member’s interest in this Agreement in compliance with the provisions of Section 21(a) shall automatically become a Member upon such time as such Person executes and delivers to the Company counterpart signature pages to this Agreement and, if applicable, evidence of assumption of the License Agreement between the Company and the former Member.
(d) Unless otherwise provided in this Agreement or in the documentation affecting any such assignment in compliance with Section 21(a), such assignment will be effective as of the close of business on the day on which all documentation required by this Section 21 has been received and accepted by the Company.
ASSIGNMENTS/TRANSFERS. Neither party may assign or transfer this Agreement in whole or part to any third party without the prior written permission of the other party.
ASSIGNMENTS/TRANSFERS. Except in connection with a syndication permitted under Section 4.5, a Member may not at any time (i) assign in whole or in part its limited liability company interest in the Company without the prior written consent of all Members or (ii) transfer in whole or in part its limited liability company interest in the Company without the prior written consent of all Members.
ASSIGNMENTS/TRANSFERS. A. All presently employed staff members shall know their specific assignments for the following year prior to June 15th. No assignment shall be arbitrarily changed by an administrator, but in the case of undue hardships and/or emergency situations and in cases where administratively necessary, the responsible administrator may reassign a staff member. If such situations should arise after June 15th, the staff member involved shall be notified, in writing, with reasons of any change in his/her assignment immediately.
B. All schedules for departmentalized teachers shall be available for teacher's information in the principal's office on July 15th or as soon thereafter as practicable. Each principal, in his/her sole discretion, determines the teacher's individual schedule and may make such changes in it as he/she deems necessary.
C. Whenever a member of the unit is involuntarily assigned to another position within the same school or is involuntarily transferred to a position in another school building, the unit member shall receive written notice of the change fifteen (15) days prior to the effective date of the assignment on or before June 15 for the succeeding school year except in extenuating circumstances as determined by the Superintendent. The written notice shall also provide a statement of reasons for the change from the Building Principal, Department Director, Superintendent or other administrator. D.
ASSIGNMENTS/TRANSFERS. (a) The Equity Member may assign or otherwise transfer its interest in the Company in whole or in part so long as (i) such assignment does not cause a dissolution of the Company or cause a breach or default under any Equity Wrap Document, and (ii) such transfer meets the requirements set forth in the Equity Wrap Documents and under this Agreement.
(b) An Independent Member shall not have any right to assign or transfer its rights as an Independent Member. Such rights shall be exercised solely through a Person who is an Independent Manager from time to time.
(c) If the Equity Member assigns or transfers all of its interest in the Company pursuant to this Section, the transferee shall be admitted to the Company as the Equity Member and shall exercise all the rights and powers of the transferor Equity Member (the “Transferor”) upon the execution by the transferee of an instrument signifying its agreement to be bound by the terms and conditions of this Agreement, which instrument may be a counterpart signature page to this Agreement. Such admission shall be deemed effective immediately prior to the transfer, and, immediately following such admission, the Transferor shall cease to be the Equity Member.
ASSIGNMENTS/TRANSFERS. A. Assignments
1. Teaching positions shall be determined by the Superintendent.
2. Teachers are assigned or reassigned positions within the system at the discretion of the Superintendent with Principal(s) input.
