Step Placement When a reclassification action occurs, the justification for the action taken shall be provided in writing to the affected employee or employees. When an employee is reclassified to a position having a higher maximum regular base hourly rate, the employee’s pay shall be increased to the pay step amount which is at least, and closest to, 3 percent higher than the pay they received prior to the reclassification. When an employee is reclassified to a position having the same maximum regular base hourly rate, the employee’s pay step amount shall remain the same. When an employee is reclassified to a position having a lower maximum regular base hourly rate, the employee’s pay shall be decreased to the pay step amount closest to their present regular base hourly rate. However, when the employee’s regular base hourly rate of pay, prior to the reclassification, is greater than step 9 of the newly assigned pay grade, the employee’s regular base hourly rate of pay shall be frozen as of the date of the reclassification. The employee’s regular base hourly rate shall remain frozen until such time as step 9 of the pay grade assigned to the employee’s classification is equal to or greater than the employee’s frozen rate of pay. When that occurs, the employee shall be placed into step 9 of the new pay grade assigned to the employee’s classification. When a reclassification occurs in a multi-incumbent classification and incumbents compete for the classification, the salary placement shall be administered in the same manner as a promotion in Article 13, Section 3.
Private Placement Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, no registration under the Securities Act is required for the offer and sale of the Securities by the Company to the Purchasers as contemplated hereby. The issuance and sale of the Securities hereunder does not contravene the rules and regulations of the Trading Market.
Order Placement To place orders for the Trustee to create or redeem one or more Baskets, Authorized Participants must follow the procedures for creation and redemption referred to in Section 3 of this Agreement and the procedures described in Attachment A hereto (the “Procedures”), as each may be amended, modified or supplemented from time to time.
Terms of Placement Warrants Each Placement Warrant shall have the terms set forth in the Warrant Agreement.
Salary Schedule Placement College Training
A. Unit members qualifying for the “Entry Level Salary” shall remain at this level until they met the minimum requirements for placement on any other salary column (1-4). Upon verification of documentation qualifying unit members for placement upon any other salary column (1-4), the unit member shall then be placed upon the appropriate step on that salary column in accordance with his/her length of service.
B. School Nurses who have a Bachelor’s degree, qualify for crediting of previous experience, but have not completed 30 semester units after the Bachelor’s degree or the appropriate clear credential, shall be exempt from placement at “Entry Level Salary”; shall instead, be placed on Column 1; and shall advance on the salary schedule in accordance with the Agreement for unit members.
C. Unit members placed on “COLUMN 1” of the Salary Schedules by the agreement (Appendix C1) between the Association and the District shall advance on the schedule in accordance with that agreement (Appendix C1).
D. All college or university credits which will qualify a unit member for a new salary placement must be verified by official college or university transcripts in order to justify a contract revision. Such college or university credits must be obtained from an institution of higher learning which is accredited by the Western Association of Schools and Colleges or other recognized accreditation organization. Salary revision shall be effective following District approval (as stipulated by this Article) of the necessary credits for column advancement.
E. The unit requirement for each salary column is stated in semester hours of credit; quarter hour credits can be converted into semester hours by multiplying 2/3.
F. For salary schedule purposes, only semester units earned after the completion of the Bachelor’s Degree shall be considered.
G. Credit will not be granted for any course for which less than a "C" grade is earned.
H. Unit members shall not enroll in courses which conflict with the work day.
I. A major teaching field is considered to be 36 semester hours (12 of which must be upper division or graduate), a minor teaching field is considered to be 20 semester hours (8 of which must be upper division or graduate).
J. Repeat credit may be granted for a course taken at an accredited institution in which the content field has recently undergone substantial change or, in the case of a course originally taken many years ago, an updating of study is desirable.
K. Course work, for salary credit must be upper division, graduate level, or transferable* lower division courses, taken at an accredited college or university, and must conform to one or more of the following guidelines:
1. Units may be taken in a subject directly related to the teaching/work assignment.
2. Units may be taken in a subject directly related to a person’s major or minor. For unit members in a self-contained classroom program; a subject commonly taught in the elementary school. For unit members in a departmentalized classroom program; courses in an additional major or minor.
3. Units may be taken in a subject directly related to an advanced degree in professional education or in a subject related to the teaching/work assignment.
4. Units may be taken in a subject directly related to a credential or certificate authorized by the California Commission on Teacher Credentialing.
5. Units may be taken in a Board authorized, District sponsored, professional activity. Credit equivalent will be adopted at the time of such Board action. *A transferable lower division course is a lower division course taken at an accredited college or university that is acceptable for baccalaureate graduation credit at another accredited college or university.
L. The submission of transcripts for columnar advancement of the salary schedule is limited to two (2) submission dates per school year. Additional units may be banked for future salary schedule advancement.
M. Transcripts for completed units must be submitted to the Human Resources Division no later than the first of September or February for salary adjustment. Adjustment for qualifying units submitted no later than the first of September will be retroactively made effective on the first work day of the school year. Adjustment for qualifying units submitted no later than the first of February will be retroactively made effective on the first work day of the calendar year.
Terms of the Private Placement Warrants (i) The Private Placement Warrants shall have their terms set forth in a Warrant Agreement to be entered into by the Company and a warrant agent, in connection with the Public Offering (a “Warrant Agreement”).
(ii) At or prior to the time of the Initial Closing Date, the Company and the Purchaser shall enter into a registration rights agreement (the “Registration Rights Agreement”) pursuant to which the Company will grant certain registration rights to the Purchaser relating to the Private Placement Warrants and the Shares underlying the Private Placement Warrants.
Unit Private Placement Simultaneously with the Closing Date, the Sponsor will purchase from the Company pursuant to the Unit Purchase Agreement (as defined in Section 2.21.2 hereof), 450,000 units, which units are identical to the Firm Units subject to certain exceptions (the “Placement Units”) at a purchase price of $10.00 per Placement Unit in a private placement intended to be exempt from registration under the Act pursuant to Section 4(a)(2) of the Act. The private placement of the Placement Units is referred to herein as the “Unit Private Placement.” None of the Placement Units nor the underlying shares of Common Stock (“Placement Shares”) and Warrants (“Placement Warrants”) may be sold, assigned or transferred by the Sponsor or its permitted transferees until thirty (30) days after consummation of a Business Combination. The proceeds from the sale of the Placement Units shall be deposited into the Trust Account. The Placement Units, Placement Shares and Placement Warrants and shares of Common Stock issuable upon exercise of the Placement Warrants are hereinafter referred to collectively as the “Placement Securities”. No underwriting discounts, commissions, or placement fees have been or will be payable in connection with the Placement Securities. The Placement Warrants are identical to the Warrants except that (i) the Placement Warrants will be non-redeemable by the Company and (ii) the Placement Warrants may be exercised on a cashless basis so long as they are held by the initial purchasers or their permitted transferees. In addition, the Placement Warrants may not be exercised after five years from the effective date of the Registration Statement if held by Cantor or its designees or affiliates. Except as described in the Registration Statement, none of the Placement Securities may be sold, assigned or transferred by the Sponsor or its permitted transferees until thirty (30) days after consummation of the Company’s initial Business Combination. The Public Securities, the Placement Securities and the Founder Shares are hereinafter referred to collectively as the “Securities”.
Private Placement Number A Private Placement Number issued by Standard & Poor’s CUSIP Service Bureau (in cooperation with the SVO) shall have been obtained for the Notes.
Authorization Purchase and Sale Terms of the Private Placement Warrants A. Authorization of the Private Placement Warrants. The Company has duly authorized the issuance and sale of the Private Placement Warrants to the Purchaser.
Private Placements 1.3.1 In August 2019, the Company issued to Greenrose Associates LLC (the “Sponsor”) an aggregate of 4,312,500 Shares (the “Insider Shares”) in a private placement intended to be exempt from registration under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Act”). No underwriting discounts, commissions, or placement fees have been or will be payable in connection with the sale of the Insider Shares. The Insider Shares shall be held in escrow and subject to restrictions on transfer as set forth in the Escrow Agreement (as defined in Section 2.24.3 below). The Sponsor shall have no right to any liquidation distributions with respect to any portion of the Insider Shares in the event the Company fails to consummate any proposed initial merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization, or other similar business combination, or entering into contractual arrangements with one or more businesses or entities (“Business Combination”) within the required time period. The Sponsor shall not have conversion rights with respect to the Insider Shares nor shall the Sponsor be entitled to sell such Insider Shares to the Company in any tender offer in connection with a proposed Business Combination. If the Over-Allotment Option is not exercised by the Underwriters in full or in part, the Sponsor shall forfeit such number of Insider Shares, up to a maximum of 562,500 Insider Shares, as is necessary to maintain the Sponsor’s 20% beneficial ownership in the Company’s Common Stock after giving effect to the Offering and the exercise, if any, of the Underwriters’ Over-Allotment Option but excluding the issuance of the Private Units and the purchase of any shares in the Offering.
1.3.2 Simultaneously with the Closing Date, the Sponsor and the Representative (and/or their designees) will purchase from the Company pursuant to the Subscription Agreements (as defined in Section 2.24.2 below), (i) an aggregate of 200,000 Units and 100,000 Units, respectively (the “Private Units”) at a purchase price of $10.00 per Private Unit and (ii) an aggregate of 1,000,000 Warrants and 500,00 Warrants, respectively (the “Private Warrants”) at a purchase price of $1.00 per Private Warrant, in each case in a private placement (the “Private Placement”) intended to be exempt from registration under the Act. The terms of the Private Units and Private Warrants are as described in the Prospectus (as defined in Section 2.1.1 below). No underwriting discounts, commissions or placement fees have been or will be payable in connection with the Private Placement. The Sponsor and the Representative have also agreed that, in the event the Representative has exercised the Over-allotment Option, they will purchase up to 20,000 and 10,000 additional Private Units, respectively, and up to 100,000 and 50,000 additional Private Warrants, respectively, and the Company shall cause to be deposited an amount of additional proceeds from the sale of such additional Private Units and Private Warrants into the Trust Fund such that the amount of funds in the Trust Fund shall be $10.00 per Public Share sold in the Offering. The purchase price for the Private Units and Private Warrants shall have been delivered to CST&T or counsel for the Company or the Representative to hold in a separate escrow account at least twenty-four (24) hours prior to the date hereof so that such funds are readily available to be delivered to the Trust Account on the Closing Date or the Option Closing Date, as the case may be.
