THE RIGHTS OF MANAGEMENT Sample Clauses

THE RIGHTS OF MANAGEMENT. ‌ 3.01 Nothing in this collective agreement shall be interpreted in such a way as to limit the Company in any way whatever in the performance of its management functions. These functions will be performed in a manner consistent with all the provisions of this agreement. It is the Company’s function to administer and manage the Company and to manage its personnel. 3.02 Without restricting the generality of the foregoing, these functions include: the authority to manage, transfer, promote, demote, discipline and terminate personnel for proper cause; the right to organize and supervise the work to be performed by employees, to manage employees in the course of their work and to maintain discipline, order and efficiency. 3.03 The functions are subject to the right of any employee to submit a grievance.
Sample 1
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THE RIGHTS OF MANAGEMENT. 3.01 The Union acknowledges that it is the exclusive function of the Company to: (a) Maintain order, discipline, efficiency and to set down all Company policies and procedures. (b) Hire, discharge, classify, transfer, promote, demote, lay-off and discipline employees provided that a complaint that an employee with seniority has been so dealt with without reasonable cause may be the subject of a grievance which shall be settled as hereinafter provided. (c) Manage the industrial enterprise in which the Company is engaged and without restricting the generality of the foregoing, to determine the number and location of plants, the products to be manufactured, methods of manufacturing, schedules of production, the kinds and locations of machines and tools to be used, process of manufacturing and assembling, the engineering and designing of its products, the control of materials and parts to be incorporated in the products produced and methods of overhaul and servicing of aircraft, the extension, limitation, curtailment or cessation of operations to study and introduce new products, methods, processes, materials and facilities, and to make rules and regulations covering the operation of its business providing they are not inconsistent with the provisions of this Agreement. 3.02 The Company agrees that its exclusive functions shall be exercised in a manner consistent with the provisions of this Agreement. 3.03 Information on productivity gathered through electronic surveillance shall not be used for disciplinary purposes against any member of the bargaining unit unless substantiated by other evidence. 3.04 Where the Company intends to introduce video display terminals such introduction shall be reviewed with Health and Safety Committee to ensure the "ergonomic" factors are taken into consideration.
Sample 1
THE RIGHTS OF MANAGEMENT. 6.1 Except as otherwise specifically provided in this Agreement, the Association recognizes that the City has the sole and exclusive right to exercise all rights or functions of management. 6.2 The exercise of the rights of management will be consistent with the overall goals and objectives of the City and of the Laredo Police Department. The below enumerated rights of management are not all-inclusive, but indicate the type of matters or rights which belong or are inherent to management. Any of the rights, powers and authority the City had prior to entering into this Agreement are retained by the City except as expressly provided in this Agreement or as may be limited by current or future state or federal law. Without limiting the generality of the foregoing, as used herein the term "Rights of Management" includes: (A) Decide job qualifications for hiring along with the right to hire and to set policy affecting the selection of new officers, subject to the provisions of Chapter 143 of the TLGC; (B) The right to discipline, demote or discharge for just cause; the right to assign or transfer; (C) The right to lay-off as prescribed in Chapter 143, TLGC or any amendments (D) The right to make rules and regulations governing conduct and safety; (E) The right to determine the methods, processes and manner of performing work by officers together with the right to establish work performance and standards, and to implement programs to increase the cost effectiveness of departmental operations; (F) The right to use civilians in the Police Department to perform duties which do not require a commissioned officer or the authority to arrest; (G) The right to establish classifications, job descriptions, and the standards that provide the basis for assignment and recruiting of personnel. 6.3 The foregoing rights lie exclusively in the Employer. This Article does not circumvent or change Chapter 143, unless specifically expressed elsewhere in this Agreement. Except as otherwise specifically provided in this Agreement, the Employer acting through the City Manager and the Chief, shall retain all rights and authority that are their legal responsibility to enforce. 6.4 No management rights as herein set forth, shall be exercised in an arbitrary or capricious manner. 6.5 In matters not specifically covered by language within this Agreement, or limited by current or future state and/or federal law, the City shall have the right to make decisions in such areas on a unilateral bas...
Sample 1
THE RIGHTS OF MANAGEMENT. 3.01 The Union acknowledges that it is the exclusive function of the Company to: (a) Maintain order, discipline, efficiency and to set down all Company policies and procedures. (b) Hire, discharge, classify, transfer, promote, demote, lay-off and discipline employees provided that a complaint that an employee with seniority has been so dealt with without reasonable cause may be the subject of a grievance which shall be settled as hereinafter provided. (c) Manage the industrial enterprise in which the Company is engaged and without restricting the generality of the foregoing, to determine the number and location of plants, the products to be manufactured, methods of manufacturing, schedules of production, the kinds and locations of machines and tools to be used, process of manufacturing and assembling, the engineering and designing of its products, the control of materials and parts to be incorporated in the products produced and methods of overhaul and servicing of aircraft, the extension, limitation, curtailment or cessation of operations to study and introduce new products, methods, processes, materials and facilities, and to make rules and regulations covering the operation of its business providing they are not inconsistent with the provisions of this Agreement. 3.02 The Company agrees that its exclusive functions shall be exercised in a manner consistent with the provisions of this Agreement. (a) Where technological change may require additional knowledge and skill on the part of permanent employees, such employees shall be given the appropriate training, where practical, to qualify employees to retain their employment. A reasonable time will be afforded to employees in which to qualify. Any instruction or training shall be done at the employee's regular rate. (b) If an employee attends a local training course and the combined work hours exceed forty (40) per week, the employee will be given time off at a mutually agreeable time for any hours in excess of forty (40). 3.04 Information on productivity gathered through electronic surveillance shall not be used for disciplinary purposes against any member of the bargaining unit unless substantiated by other evidence.
Sample 1
THE RIGHTS OF MANAGEMENT. 6.1 Except as otherwise specifically provided in this Agreement, the Association recognizes that the City has the sole and exclusive right to exercise all rights or functions of management. 6.2 The exercise of the rights of management will be consistent with the overall goals and objectives of the City and of the Laredo Fire Department and the Collective Bargaining Agreement. The below enumerated rights of management are not all-inclusive but indicate the type of matters or rights which belong or are inherent to management. Any of the rights, powers and authority the City had prior to entering into this Agreement are retained by the City except as expressly provided in the Agreement. Without limiting the generality of the foregoing, as used herein the term "Rights of Management" includes: a. Directing the work of all Fire Department Employees to include the scheduling of regular and overtime work, and the modification of work schedules; b. Hiring, promoting, demoting, transferring, assigning, and retaining Employees in positions within the City, subject to the provisions of Chapter 143 of the Texas Local Government Code; c. Suspending or discharging Employees for just cause subject to Chapter 143 of the Texas Local Government Code; d. Maintaining the efficiency of governmental operations and determining Fire Department policy, including the right to manage the affairs of the Fire Department in all respects; e. Relieving Employees from duties because of lack of work, subject to Chapter 143 of the Texas Local Government Code; f. Utilizing the Fire Department in emergency situations to protect life and property in any natural disaster or conflagration, consistent with all relevant laws; g. Determining the methods, processes, means, and personnel by which operations are to be carried out; h. Determining the safety, health, and property protection measures for the Fire Department; i. Selecting, promoting, or transferring firefighters to supervisory or other positions subject to the provisions of Chapter 143, Texas Local Government Code; j. Determining policy affecting the selection or training of firefighters;
Sample 1
THE RIGHTS OF MANAGEMENT. Nothing in this collective agreement shall be interpreted in such a way as to limit the Company in any way whatever in the performance of its management functions. These functions will be performed in a manner consistent with all the provisions of this agreement. It is the function to administer and manage the Company and to manage its personnel. Without restricting the generality of the foregoing, these functions include: the authority to manage, transfer, promote, demote, discipline and terminate personnel for proper cause; the right to organize and supervise the work to be performed by employees, to manage employees in the course of their work and to maintain discipline, order and efficiency. The functions are subject to the right of any employee to submit a grievance.
Sample 1

Related to THE RIGHTS OF MANAGEMENT

  • RIGHTS OF MANAGEMENT Any rights of management which are not specifically mentioned in this Agreement and are not contrary to its intention shall continue in full force and effect for the duration of this contract, always provided that in the exercise of the aforementioned management rights there shall be no discrimination.

  • RESERVATION OF MANAGEMENT RIGHTS Management of Company and the direction of the working forces are vested solely and exclusively in the Company, and shall not be abridged except by specific restrictions as set forth in this Agreement. The Management Rights, as set out herein, shall not be deemed to exclude the other rights of Management at common law.

  • Certain Rights of the Depositary The Depositary, its Affiliates and their agents, on their own behalf, may own and deal in any class of securities of the Company and its Affiliates and in ADSs. The Depositary may issue ADSs against evidence of rights to receive Shares from the Company, any agent of the Company or any custodian, registrar, transfer agent, clearing agency or other entity involved in ownership or transaction records in respect of the Shares.

  • OBLIGATIONS OF MANAGER; RESTRICTIONS (a) The Manager shall require each seller or transferor of investment assets to the Company to make such representations and warranties regarding such assets as may, in the judgment of the Manager, be necessary and appropriate. In addition, the Manager shall take such other action as it deems necessary or appropriate with regard to the protection of the Investments. (b) The Manager shall refrain from any action that, in its sole judgment made in good faith, (i) is not in compliance with the Guidelines or (ii) would adversely affect the status of the Company as a real estate investment trust under the Code or that, in its sole judgment made in good faith, would violate any law, rule or regulation of any governmental body or agency having jurisdiction over the Company or any Subsidiary or that would otherwise not be permitted by such entity’s Governing Instruments. If the Manager is ordered to take any such action by the Board of Directors, the Manager shall promptly notify the Board of Directors of the Manager’s judgment that such action would adversely affect such status or violate any such law, rule or regulation or the Governing Instruments. Notwithstanding the foregoing, the Manager, its directors, officers, stockholders and employees shall not be liable to the Company or any Subsidiary, the Board of Directors, or the Company’s or any Subsidiary’s stockholders or partners for any act or omission by the Manager, its directors, officers, stockholders or employees except as provided in Section 11 of this Agreement. (c) The Manager shall not (i) consummate any transaction which would involve the acquisition by the Company of property in which the Manager or any affiliate thereof has an ownership interest or the sale by the Company of property to the Manager or any affiliate thereof, or (ii) under circumstances where the Manager is subject to an actual or potential conflict of interest because it manages both the Company and another Person (not an Affiliate of the Company) with which the Company has a contractual relationship, take any action constituting the granting to such Person of a waiver, forebearance or other relief, or the enforcement against such Person of remedies, under or with respect to the applicable contract, unless such transaction or action, as the case may be and in each case, is approved by a majority of the Independent Directors. (d) The Board of Directors periodically reviews the Guidelines and the Company’s portfolio of Investments. If a majority of the Independent Directors determine in their periodic review of transactions that a particular transaction does not comply with the Guidelines, then a majority of the Independent Directors will consider what corrective action, if any, can be taken. If the transaction involved the acquisition of an asset from the Manager or an affiliate of the Manager that was not approved in advance by a majority of the Independent Directors, then the Manager may be required to repurchase the asset at the purchase price (plus closing costs) to the Company. (e) The Manager shall at all times during the term of this Agreement (including the Initial Term and any renewal term) maintain a tangible net worth equal to or greater than $1,000,000. Additionally, during such period the Manager shall maintain “errors and omissions” insurance coverage and other insurance coverage which is customarily carried by property and asset and investment managers performing functions similar to those of the Manager under this Agreement with respect to assets similar to the assets of the Company, in an amount which is comparable to that customarily maintained by other managers or servicers of similar assets.

  • Rights of Members (a) Each Member irrevocably waives any right that it may have to maintain an action for partition with respect to the property of the Company. (b) Except as otherwise provided in this Agreement, (i) each Member shall look solely to the assets of the Company for the return of its Capital Contributions, and (ii) no Member shall have priority over any other Member as to the return of its Capital Contributions, distributions or allocations.

  • Restrictions on chartering, appointment of managers etc The Borrower shall procure that no Owner shall: (a) let the Ship owned by it on demise charter for any period; (b) other than the relevant Initial Charterparty or Future Charterparty, enter into any time or consecutive voyage charter in respect of the Ship owned by it for a term which exceeds, or which by virtue of any optional extensions may exceed, 11 months; (c) change the terms on which the Ship owned by it is employed or the identity of the person by whom that Ship is employed; (d) enter into any charter in relation to the Ship owned by it under which more than 2 months’ hire (or the equivalent) is payable in advance; (e) charter the Ship owned by it otherwise than on bona fide arm’s length terms at the time when the Ship is fixed; (f) appoint a manager of the Ship owned by it other than an Approved Manager or agree to any alteration to the terms of an Approved Manager’s appointment; (g) de-activate or lay up the Ship owned by it; or (h) put the Ship owned by it into the possession of any person for the purpose of work being done upon her in an amount exceeding or likely to exceed $250,000 (or the equivalent in any other currency) unless that person has first given to the Security Trustee and in terms satisfactory to it a written undertaking not to exercise any lien on the Ship or her Earnings for the cost of such work or otherwise.

  • Voting Rights of Members The Members shall have voting rights as defined by the Membership Voting Interest of such Member and in accordance with the provisions of this Agreement. Members do not have a right to cumulate their votes for any matter entitled to a vote of the Members, including election of Directors.

  • Certain Rights of the Depositary; Limitations Subject to the further terms and provisions of this Article (23), the Depositary, its Affiliates and their agents, on their own behalf, may own and deal in any class of securities of the Company and its Affiliates and in ADSs. The Depositary may issue ADSs against evidence of rights to receive Shares from the Company, any agent of the Company or any custodian, registrar, transfer agent, clearing agency or other entity involved in ownership or transaction records in respect of the Shares. Such evidence of rights shall consist of written blanket or specific guarantees of ownership of Shares furnished on behalf of the holder thereof. In its capacity as Depositary, the Depositary shall not lend Shares or ADSs; provided, however, that the Depositary may (i) issue ADSs prior to the receipt of Shares pursuant to Section 2.3 of the Deposit Agreement and (ii) deliver Shares prior to the receipt and cancellation of ADSs which were issued under (i) above but for which Shares may not yet have been received (each such transaction a “Pre-Release Transaction”). The Depositary may receive ADSs in lieu of Shares under (i) above and receive shares in lieu of ADSs under (ii) above. Each such Pre-Release Transaction will be (a) accompanied by or subject to a written agreement whereby the person or entity (the “Applicant”) to whom ADSs or Shares are to be delivered (1) represents that at the time of the Pre-Release Transaction the Applicant or its customer owns the Shares or ADSs that are to be delivered by the Applicant under such Pre-Release Transaction, (2) agrees to indicate the Depositary as owner of such Shares or ADSs in its records and to hold such Shares or ADSs in trust for the Depositary until such Shares or ADSs are delivered to the Depositary or the Custodian, (3) unconditionally guarantees to deliver to the Depositary or the Custodian, as applicable, such Shares or ADSs and (4) agrees to any additional restrictions or requirements that the Depositary deems appropriate, (b) at all times fully collateralized with cash, United States government securities or such other collateral as the Depositary deems appropriate, (c) terminable by the Depositary on not more than five business days’ notice (save for a prescribed termination event in which case any such Pre-Release Transaction may be immediately terminable by the Depositary) and (d) subject to such further indemnities and credit regulations as the Depositary deems appropriate. The Depositary will normally limit the number of ADSs and Shares involved in such Pre-Release Transactions at any one time to 30% of the ADSs outstanding (without giving effect to ADSs outstanding pursuant to any Pre-Release Transaction under (i) above), provided, however, that the Depositary reserves the right to change or disregard such limit from time to time as it deems appropriate. The Depositary may also set limits with respect to the number of ADSs and Shares involved in Pre-Release Transactions with any one person on a case by case basis as it deems appropriate. The Depositary may retain for its own account any compensation received by it in conjunction with the foregoing. Collateral provided pursuant to (b) above, but not the earnings thereon, shall be held for the benefit of the Holders (other than the Applicant).

  • Certain Rights of Agent If Agent shall request instructions from Lenders with respect to any act or action (including failure to act) in connection with this Agreement or any Other Document, Agent shall be entitled to refrain from such act or taking such action unless and until Agent shall have received instructions from the Required Lenders; and Agent shall not incur liability to any Person by reason of so refraining. Without limiting the foregoing, Lenders shall not have any right of action whatsoever against Agent as a result of its acting or refraining from acting hereunder in accordance with the instructions of the Required Lenders.

  • Rights and Duties of the Board of Managers (a) The Company is a manager-managed limited liability company. Accordingly, management of the affairs of the Company shall be vested in a Board of Managers (the “Board”). The Persons constituting the Board (each, a “Manager”) will be (i) the “managers” of the Company for all purposes under the Act and (ii) the Board for all purposes under this Agreement. The Board will have the power to act only by a majority of the Managers in accordance with the provisions and in the manner specified herein. A person does not need to be a Member to serve on the Board. The Board will initially consist of three members and shall initially consist of, Nxxxx Xxxxxxx, Jxxx Xxxxxxxxx and Exx Xxxxxxxxx as the Independent Manager, who shall serve until they resign or are replaced by a majority of the Board, and new members of the Board shall be appointed by a majority of the Board. Provided, however, the Members holding 66 2/3% of the Voting Shares can vote to remove and replace a Manager for “Cause” in accordance with Section 2.9. The size of the Board may be increased, including, without limitation, in connection with forming a Special Committee, or decreased from time to time by action of the Board. (b) The Company shall have at least one Independent Manager serving as one of the members of the Board. To the fullest extent permitted by law, the Independent Manager shall consider only the interests of the Company in acting or otherwise voting on the matters set forth in this Article 2. The Independent Manager shall act where other Managers are excluded from voting on certain matters involving a direct or indirect conflict of interest between any Manager on the one hand and public investors on the other hand. The prior consent of the Independent Manager shall be required to appoint a second Independent Manager for the purpose of serving on a Special Committee. All right, power and authority of the Independent Manager shall be limited to the extent necessary to exercise those rights and perform those duties specifically set forth herein and the Independent Manager shall have no authority to bind the Company. (c) Except as otherwise expressly provided in this Agreement or as required by the Delaware Act, the Board shall have complete and exclusive discretion in the management and control of the affairs and business of the Company, and shall possess all powers necessary, convenient or appropriate to carrying out the purposes and business of the Company, including doing all things and taking all actions necessary to carry out the terms and provisions of this Agreement. Except as otherwise expressly provided in this Agreement, the Board shall have, and shall have full authority in its discretion to exercise, on behalf of and in the name of the Company, all rights and powers of a “manager” of a limited liability company under the Delaware Act necessary or convenient to carry out the purposes of the Company Except as otherwise expressly provided in this Agreement, the Board or Persons designated by the Board, including officers and agents (including the Administrator) appointed by the Board, will be the only Persons authorized to execute documents which will be binding on the Company. To the fullest extent permitted by Delaware law, but subject to any specific provisions hereof granting rights to one (1) or more Members (e.g., the right of Masterworks Gallery, LLC to designate Board members), the Board will have the power to perform any acts, statutory or otherwise, with respect to the Company (including with respect to any Subsidiary of the Company) or this Agreement, which would otherwise be possessed by the Members under Delaware law, and the Members will have no power whatsoever with respect to the management of the business and affairs of the Company (including with respect to any Subsidiary of the Company) except as expressly provided herein. (d) The Company shall enter into an administrative services agreement with Masterworks Administrative Services, LLC (the “Administrator”) in form and substance as reasonably determined by the Initial Member (the “Administrative Services Agreement”). The Board has authorized the Administrator to administer all day to day operations of the Company. Any amendment to the Administrative Services Agreement that would be adverse or detrimental to the interests of members of the Company must be approved by holders of a majority of voting shares. Any termination of the Administrative Services Agreement will require the prior written consent of Masterworks Gallery, LLC. Any change in the vesting provisions of Class A shares granted to the Administrator pursuant to the Administrative Services Agreement which have the purpose or effect of accelerating the vesting date to an earlier date, shall require the consent of holders of a majority of the Class A shares eligible to vote on such matter, provided, however, that shareholder consent shall not be required for an acceleration of the vesting date upon an Approved Sale of the Painting. An “Approved Sale” is a sale of the Painting that is approved in writing in advance by a Special Committee, provided that such approval contains an affirmative representation by such Special Committee that such approval (i) is given freely without influence or direction by or from the Company, the Administrator or any of their respective affiliates (ii) that the members of the Special Committee have no direct or indirect financial interest in such sale transaction (other than an indirect financial interest due solely to ownership of securities in an affiliate of the Administrator representing less than 1% of the outstanding equity securities in such affiliate) and (iii) confirms that the Special Committee has determined that such sale is in the best interests of the shareholders unaffiliated with the Administrator. (e) Subject to the terms and conditions herein, all decisions regarding the management and operations of the Company shall be made by the Board, provided, however, that the Administrator shall have all power and authority to take any and all actions necessary to effectuate the intent and purpose of the Administrative Services Agreement and the Board may designate any Officers of the Company to have control or authority with respect to one or more decisions or areas of operation, and may include such limitations or restrictions on such power as they may deem reasonable.

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