Bumping Employees who are reduced may bump within their classification or to a lower ranking classification within their classification group where they meet the qualifications as determined by the job description, and have demonstrated ability, capacity or skill. Bumping must be within the affected employee’s current division (Article 9(B)(5) above) or to a lower division. No employee has the right to bump into a higher division.
a. An employee given an initial notice of layoff can either accept the layoff or he/she can exercise seniority bumping rights. A request to bump must be made within three (3) business days of receipt of the layoff notice. The bumping right can be exercised to assume the position of the least senior employee who holds a position in the affected employee’s classification. If there is no less senior employee within the affected employee’s classification, he/she may bump the least senior employee in the immediately lower classification (and each lower classification in turn) in the same classification group, provided he/she has greater seniority and the requisite skills and qualifications to do the job. For example, if a Maintenance III position were reduced, the displaced employee could bump into a Maintenance II, Maintenance I or Courier position held by a less senior employee. Classification groups are set forth in Appendix B.
b. An employee who is displaced as a result of being bumped under this Article may also use his or her seniority in the same manner to bump the least senior employee in the next lower classification within the classification group provided he/she has the skills and qualifications to do the job.
c. Employees who are to be laid off may not bump employees with less seniority in higher ranking classifications within the classification group; or in higher divisions; or in positions outside their classification group.
d. In order to bump, the employee must have the ability, capacity and skill to perform the job and must demonstrate the ability to perform all job functions within twenty (20) working days from the date he or she assumes the job duties. If, after twenty (20) working days, the employee cannot perform the duties of the lower ranked job in a satisfactory manner, the employee may, at the discretion of the District, either be given additional time for training and job mastery or be laid off. If he or she is laid off, the District will fill the job either by recall of an employee who was laid off from a higher ranked position within the classification group or by recalling the employee who was bumped out of that position. In the event there are no qualified individuals on the recall list, the District may fill the position using its established hiring practices.
e. The employee who bumps into a lower ranked classification shall be paid according to the salary schedule for that classification and will be placed at the same incremental step held in his or her previous classification.
Winding Up (i) Upon the occurrence of a Liquidating Event, the Partnership shall continue solely for the purposes of winding up its affairs in an orderly manner, liquidating its assets, and satisfying the claims of its creditors and Partners.
(ii) No Partner shall take any action that is inconsistent with, or not necessary to or appropriate for, the winding up of the Partnership’s business and affairs.
(iii) The General Partner, or, if there is no remaining General Partner, any Person elected by the Limited Partners holding at least a “majority in interest” (the General Partner or such other Person being referred to herein as the “Liquidator”), shall be responsible for overseeing the winding up and dissolution of the Partnership and shall take full account of the Partnership’s liabilities and property and the Partnership property shall be liquidated as promptly as is consistent with obtaining the fair value thereof, and the proceeds therefrom (which may, to the extent determined by the General Partner, include shares of common stock or other securities of the General Partner) shall be applied and distributed in the following order:
(A) First, to the payment and discharge of all of the Partnership’s debts and liabilities to creditors other than the Partners;
(B) Second, to the payment and discharge of all of the Partnership’s debts and liabilities to the General Partner;
(C) Third, to the payment and discharge of all of the Partnership’s debts and liabilities to the other Partners; and
(D) the balance, if any, shall be distributed to all Partners (including the Special Limited Partner) with positive Capital Accounts in accordance with their respective positive Capital Account balances after giving effect to all allocations in Exhibit B and all prior distributions under Section 5.1.
(iv) The General Partner shall not receive any additional compensation for any services performed pursuant to this Article 13.
(v) Any distributions pursuant to this Section 13.2(a) shall be made by the end of the Partnership’s taxable year in which the liquidation occurs (or, if later, within 90 days after the date of the liquidation).
(i) Notwithstanding the provisions of Section 13.2(a) hereof which require liquidation of the assets of the Partnership, but subject to the order of priorities set forth therein, if prior to or upon dissolution of the Partnership the Liquidator determines that an immediate sale of part or all of the Partnership’s assets would be impractical or would cause undue loss to the Partners (including the Special Limited Partner), the Liquidator may, in its sole and absolute discretion, defer for a reasonable time the liquidation of any asset except those necessary to satisfy liabilities of the Partnership (including to those Partners, including the Special Limited Partner, as creditors) or distribute to the Partners (including the Special Limited Partner), in lieu of cash, as tenants in common and in accordance with the provisions of Section 13.2(a) hereof, undivided interests in such Partnership assets as the Liquidator deems not suitable for liquidation.
(ii) Any such distributions in kind shall be made only if, in the good faith judgment of the Liquidator, such distributions in kind are in the best interests of the Partners (including the Special Limited Partner), and shall be subject to such conditions relating to the disposition and management of such properties as the Liquidator deems reasonable and equitable and to any agreements governing the operation of such properties at such time.
(iii) The Liquidator shall determine the fair market value of any property distributed in kind using such reasonable method of valuation as it may adopt.
(c) In the discretion of the Liquidator, a pro rata portion of the distributions that would otherwise be made to the General Partner, the Limited Partners and the Special Limited Partner pursuant to this Article 13 may be:
(A) distributed to a trust established for the benefit of the General Partner, the Limited Partners and the Special Limited Partner for the purposes of liquidating Partnership assets, collecting amounts owed to the Partnership, and paying any contingent or unforeseen liabilities or obligations of the Partnership or the General Partner arising out of or in connection with the Partnership; the assets of any such trust shall be distributed to the General Partner, the Limited Partners and the Special Limited Partner from time to time, in the reasonable discretion of the Liquidator, in the same proportions as the amount distributed to such trust by the Partnership would otherwise have been distributed to the General Partner, the Limited Partners and the Special Limited Partner pursuant to this Agreement; or
(B) withheld or escrowed to provide a reasonable reserve for Partnership liabilities (contingent or otherwise) and to reflect the unrealized portion of any installment obligations owed to the Partnership, provided that such withheld or escrowed amounts shall be distributed to the General Partner, the Limited Partners and the Special Limited Partner in the manner and order of priority set forth in Section 13.2(a), as soon as practicable.
