Pursuant to the Xxxxxx. Xxxxxx-Xxxxx Act and the District’s Employer-Employee Relations Resolution, the Union, affiliated with UNITED PUBLIC EMPLOYEES OF CALIFORNIA, LOCAL 792, is hereby recognized as the exclusively recognized employee organization for the Management Staff Bargaining Unit employees. Classifications in the bargaining unit are listed in Appendix A. Pursuant to language in the MOU, this list can be amended from time to time.
Pursuant to the Xxxxxx. Xxxxxx–Brown Act, all contract negotiations should take place at the bargaining table between the designated representatives of the City and the designated representatives of the various bargaining units. Both the City and the bargaining units have an obligation under applicable laws to negotiate in good faith and, in the spirit of good faith bargaining, should not bypass the negotiating teams.
Pursuant to the Xxxxxx. Xxxxxxx Stock Option Plans, restricted shares of Xxxxxx-Xxxxxxx Common Stock granted pursuant thereto which are outstanding immediately prior to the Effective Time shall become fully vested and free of restrictions as of the Effective Time in accordance with the terms thereof. Each such award shall be converted, as of the Effective Time, into a number of shares of AHP Common Stock equal to the product of (1) the number of shares subject to the award and (2) the Exchange Ratio; and the number of shares of AHP Common Stock as so determined shall be delivered to the holder of each such award as soon as practicable following the Effective Time. On or prior to the Effective Time, Xxxxxx-Xxxxxxx will take all actions necessary such that awards of restricted shares are treated in accordance with the immediately preceding sentences, including, but not limited to, precluding each holder from receiving any cash payments in respect of such awards in connection with the Merger.
Pursuant to the Xxxxxx. (a) TMSI has merged with and into Virginia BCBS, the separate existence of TMSI has ceased, and Virginia BCBS has become a wholly owned subsidiary of the Company; (b) Virginia BCBS has become a stock corporation incorporated under and governed by the Virginia Stock Corporation Act, ss.13.1-601 et seq. and by the Virginia Insurance Code; (c) each issued and outstanding share of common stock of TMSI owned by the Company immediately prior to the effectiveness of the Plan has, as a result of the Merger and without any action on the part of the Company, been canceled and converted into one share of stock of Trigon Insurance; (d) all Membership Interests of all Members in Virginia BCBS have been canceled, and in consideration for their Membership Interests, including their interests in the surplus of Virginia BCBS, Eligible Members are entitled to receive Common Stock from the Company and/or cash from Trigon Insurance pursuant to and in accordance with the Plan; and (e) all issued and outstanding shares of capital stock in the Company owned by Virginia BCBS have been canceled.
