NON-ASSIGNMENT CLAUSE In accordance with Section 138 of the State Finance Law, this contract may not be assigned by the Contractor or its right, title or interest therein assigned, transferred, conveyed, sublet or otherwise disposed of without the State’s previous written consent, and attempts to do so are null and void. Notwithstanding the foregoing, such prior written consent of an assignment of a contract let pursuant to Article XI of the State Finance Law may be waived at the discretion of the contracting agency and with the concurrence of the State Comptroller where the original contract was subject to the State Comptroller’s approval, where the assignment is due to a reorganization, merger or consolidation of the Contractor’s business entity or enterprise. The State retains its right to approve an assignment and to require that any Contractor demonstrate its responsibility to do business with the State. The Contractor may, however, assign its right to receive payments without the State’s prior written consent unless this contract concerns Certificates of Participation pursuant to Article 5-A of the State Finance Law.
MANAGEMENT RIGHTS CLAUSE Section 5.1. It is expressly agreed that all rights which are ordinarily vested in and have been exercised by the Employer, except those which are clearly and expressly relinquished herein by the Employer shall continue to be vested exclusively in and be exercised exclusively by the Employer, without prior negotiation with the Union either as to the taking of action under such rights or with respect to the consequence of such action during the term of the Agreement. Such rights shall include by way of illustration and not by way of limitation, the right to:
(a) Manage and control the Cooperative, its facilities and its operations and to direct the working forces and affairs of the Employer.
(b) Continue its rights and past practice of assignment and direction of work to all of its personnel, and hours of work and starting times and scheduling of all the foregoing, but not in conflict with the specific provisions of this Agreement, and the right to establish, modify, or change any work or business or school hours or days.
(c) The right to direct the working forces, including the right to hire, promote, suspend and discharge employees, transfer employees, assign work or extra duties to employees (if temporary and of a short duration), determine the size of the work force and to lay off employees.
(d) Determine the service, supplies and equipment necessary to continue its operations and to determine the methods, schedules and standards of operational production, the means, methods, and processes of carrying on the work including contracting out or automation thereof or changes therein; the institution or new and/or improved methods or changes therein: provided however, that if the Employer's production standards are unreasonable, the Union shall have recourse to use the grievance procedure as provided for therein.
(e) Adopt, put into effect, and enforce reasonable rules and regulations.
(f) Establish the qualifications of employees, including physical conditions.
(g) Determine the number and location or relocation of buildings, offices and facilities, the layout and equipment, and the work areas.
(h) Determine the placing of operation production, service, maintenance or distribution of work with contractors, and the source of materials and supplies.
(i) Determine the policy affecting the selection, testing, or training of employees, providing that such selection shall be based upon lawful criteria.
Section 5.2. The matters contained in this Article, except where specifically qualified elsewhere in this Agreement, are not subject to further negotiations between the parties during the term of this Agreement.