Transfers by Landlord Landlord shall have the right to transfer and assign, in whole or in part, all of its rights and obligations hereunder and in the Building and Property referred to herein, and in such event and upon such transfer Landlord shall be released from any further obligations hereunder, and Tenant agrees to look solely to such successor in interest of Landlord for the performance of such obligations.
Transfers by Members No holder of Units shall Transfer any interest in any Units, except Transfers (a) pursuant to and in accordance with Sections 10.02 and 10.09 or (b) approved in advance and in writing by the Manager, in the case of Transfers by any Member other than the Manager, or (c) in the case of Transfers by the Manager, to any Person who succeeds to the Manager in accordance with Section 6.04. Notwithstanding the foregoing, “Transfer” shall not include (i) an event that terminates the existence of a Member for income tax purposes (including, without limitation, a change in entity classification of a Member under Treasury Regulations Section 301.7701-3, a sale of assets by, or liquidation of, a Member pursuant to an election under Code Sections 336 or 338, or merger, severance, or allocation within a trust or among sub-trusts of a trust that is a Member), but that does not terminate the existence of such Member under applicable state Law (or, in the case of a trust that is a Member, does not terminate the trusteeship of the fiduciaries under such trust with respect to all the Units of such trust that is a Member) or (ii) any indirect Transfer of Units held by the Manager by virtue of any Transfer of Equity Securities in the Corporation.
TRANSFERS AND VACANCIES A. A request by a teacher for transfer shall be made to the Human Resources Department in writing prior to April 30 on forms furnished by the Board, and a copy of the transfer request shall be forwarded by the Human Resources Department to the current principal(s) and, unless the teacher prohibits such notification, the HVEA president. After consideration of the transfer requests, any vacancy must be posted. The application shall set forth the reasons for transfer, the school, grade and/or position sought and the applicant's academic qualifications, certifications, and endorsements on file with Human Resources as of March 31. The teacher requesting a transfer will notify and discuss the matter with the principal of the school to which he/she wishes to be transferred. If all parties - the teacher, the principal of the school to which the teacher wishes to transfer, and the Board are in favor of such transfer, then the transfer shall take place. In each case where a teacher has requested a transfer under this Section and where the request is not granted for any reason, the teacher will receive an explanation in a timely manner. However, it is understood that transfers after the close of school shall be granted at the discretion of the Superintendent.
B. It is recognized by both parties that involuntary transfers may be necessary; however, the Board agrees that involuntary transfers will be made only for good cause. Following one week notification, plus consultation with the teacher or teachers and principals concerned at a meeting, including the Superintendent or his/her designee and the association President or his/her designee, it shall be up to the Superintendent of Schools as to whether an involuntary transfer is necessary. Upon written request of the teacher, the association shall also be notified of the reasons for such unrequested transfer.
C. When involuntary transfers are effected for a necessary reduction in a school's staff allocation due to reduced student enrollment, reduced finances or the closing of a building, qualifications, program needs and seniority shall be considered in such transfer decisions. When qualifications and program needs are predominately equal, seniority shall prevail.
D. The filling of instructional vacancies shall be accomplished by using the following procedures:
1. Review all transfer requests.
2. Provide the association President with appropriate postings including qualifications and job descriptions (where possible), as vacancies occur. All known instructional vacancies will be posted in each school building in the district between April 1 and April 15.
1. The posting of extra-curricular vacancies shall be for a period of five (5) workdays.
2. The vacancies shall be posted district-wide, with first preference given to bargaining unit members within the building. Candidates that meet the qualifications shall receive an interview.
3. If the position is not filled from within the building, then qualified district-wide candidates shall be interviewed.
4. Internal candidates not selected for a position shall receive, in writing, the reasons for not being selected. In addition, the District is encouraged to provide suggestions for training and/or experience opportunities that may increase skills and improve the possibility of successful selection for future vacancies.
5. Should the position remain unfilled, the district may post the position to the public.
E. The Board and the association recognize that transfers of personnel to fill vacant instructional staff positions arising during the school year are disruptive to the educational process. However, to insure that recognition is given to the aspirations and abilities of its staff, all such vacant instructional staff positions occurring during the school year will be considered to be filled on a temporary basis when personnel outside the district are hired. All transfer requests made by current staff to these positions shall be given priority in filling these vacancies for the following school year. Teachers desiring a transfer shall endeavor to submit their requests within five (5) working days after the postings. If no transfer request for the position has been made by April 30, then the position may be otherwise filled by the district. Notice will be sent to the association President when a vacancy has been filled on a temporary basis. The Board agrees to inform temporary teachers in writing of this contract provision prior to their employment.
F. All vacant supervisory positions within the instructional staff shall be posted in every school building. A supervisory position is defined as one having the scope and authority of hiring, promoting, demoting, or dismissing employees. No such vacancy shall be filled, except on a temporary basis, until such vacancy shall have been posted for at least two (2) weeks.
G. A Screening Committee including a Huron Valley teacher representing the association may interview candidates for Huron Valley instructional administrative positions.
H. Any qualified teacher may apply for any instructional supervisory vacancy. In filling such vacancy, the Board shall consider the professional qualifications, background, attainments, and other relevant factors, including seniority of all applicants from within the school district, as well as applicants from outside the school district. Provided, however, in all appointments to positions, the Board's decision shall be final and not subject to the grievance procedure.
I. Any teacher who shall be transferred to an administrative or executive position and shall later return to a teacher status shall be entitled to retain such rights as he/she may have had under this Agreement prior to such transfer to supervisory or executive status.
J. A bargaining unit member, who has not previously attained tenure under the Michigan Teacher Tenure Act (MCLA 38.71, et seq.) in a position other than as a classroom teacher, who is placed in a position other than a classroom teacher, shall not be deemed to have tenure in such non-classroom teaching position by virtue of this contract or any individual contract for such non-classroom position, but shall be deemed to have continuing tenure as an active classroom teacher after the probationary period if applicable.
K. Whenever vacancies occur during the normal summer months the following procedures shall be followed:
1. Teachers with specific interests in possible vacancies will notify the Human Resources Department of their interest in writing during the last regular week of school and shall include a summer address.
2. Should a vacancy occur, the teachers who have expressed an interest in said position or similar position shall be contacted by the Human Resources Department and notified of the vacancy.
3. The teachers so notified shall have the responsibility of contacting the Human Resources Department indicating their interest in said position within three (3) days of notification.
4. Notice of summer postings shall be sent to the association President.
5. Vacancies will be posted at the district's administration office for a period of five (5) working days.
Transfers, etc (a) This Warrant and the Warrant Shares shall not be sold or transferred unless either (i) they first shall have been registered under the Act and any applicable state securities laws, or (ii) the Company first shall have been furnished with an opinion of legal counsel, satisfactory to the Company, to the effect that such sale or transfer is exempt from the registration requirements of the Act and any applicable state securities laws.
(b) Each certificate representing Warrant Shares shall bear a legend substantially in the following form: "The securities represented by this certificate have not been registered under the Securities Act of 1933, as amended, or any state securities laws, and may not be offered, sold or otherwise transferred, pledged or hypothecated unless and until such securities are registered under such act and applicable state securities laws or an opinion of counsel satisfactory to the Company is obtained to the effect that such registration is not required." The foregoing legend shall be removed from the certificates representing any Warrant Shares, at the request of the holder thereof, at such time as they become eligible for resale pursuant to Rule 144(k) under the Act.
(c) The Company will maintain a register containing the name and address of the Holder of this Warrant. The Holder may change the Holder's address as shown on the warrant register by written notice to the Company requesting such change.
(d) Subject to the provisions of clauses (a) and (b) of this Section 5, this Warrant and all rights hereunder are transferable, in whole or in part, upon surrender of this Warrant with a properly executed assignment (in the form of Exhibit II hereto) at the principal office of the Company (or, if another office or agency has been designated by the Company for such purpose, then at such other office or agency). Upon the presentation and surrender of such items to the Company, the Company shall execute and deliver to the transferee or transferees of this Warrant a new Warrant or Warrants, in the name of the transferee or transferees named in the assignment, and this Warrant shall at that time be canceled to the extent transferred.
Permitted Transfers Within Escrow 5.1 Transfer to Directors and Senior Officers
(1) You may transfer escrow securities within escrow to existing or, upon their appointment, incoming directors or senior officers of the Issuer or any of its material operating subsidiaries, if the Issuer’s board of directors has approved the transfer.
(2) Prior to the transfer the Escrow Agent must receive:
(a) a certified copy of the resolution of the board of directors of the Issuer approving the transfer;
(b) a certificate signed by a director or officer of the Issuer authorized to sign, stating that the transfer is to a director or senior officer of the Issuer or a material operating subsidiary and that any required approval from the Canadian exchange the Issuer is listed on has been received;
(c) an acknowledgment in the form of Schedule “B” signed by the transferee;
(d) copies of the letters sent to the securities regulators described in subsection (3) accompanying the acknowledgement; and
(e) a transfer power of attorney, completed and executed by the transferor in accordance with the requirements of the Issuer’s transfer agent.
(3) At least 10 days prior to the transfer, the Issuer will file a copy of the acknowledgement with the securities regulators in the jurisdictions in which it is a reporting issuer.