No Non. Managing Member shall have the right to withdraw from the Company except with the consent of the Managing Member and upon such terms and conditions as may be specifically agreed upon between the Managing Member and the withdrawing Non-Managing Member. The provisions hereof with respect to distributions upon withdrawal are exclusive and no Non-Managing Member shall be entitled to claim any further or different distribution upon withdrawal under Section 18-604 of the Act or otherwise.
No Non probationary employee shall be reduced in pay, suspended, discharged or otherwise disciplined except for just cause.
No Non continuing teacher shall have his/her contract non-renewed except as provided in RSA 189:14a.
No Non. Managing Member may withdraw from the Company other than (i) as a result of a permitted Transfer of all of such Non-Managing Member's LLC Units in accordance with this Article 11 and the transferee(s) of such LLC Units being admitting to the Company as a Substituted Member or (ii) pursuant to an Exchange by the Non-Managing Member of all of its LLC Units under Section 8.6 hereof.
No Non public information: save for the matters set out in the Announcement, the Company is not in possession of any non-public information relating to the Company, any other member of the Group or their respective businesses the release of which would materially affect the trading price of the Shares and there is not in existence any material or information relating to the Company which will be required to be but has not been disclosed by the Company under the Listing Rules or the Exchange Act. Without prejudice to the generality of the foregoing, there is no material information (including, without limitation, any information regarding any material adverse change or prospective material adverse change in the condition of, or any actual, pending or threatened litigation, arbitration or similar proceeding involving, the Group) that is not described in the Company’s most recent annual report or subsequent public information releases (the “Company Information”) which information is necessary to enable investors to make an informed assessment of the assets and liabilities, financial position, profits and losses and prospects of the Group; the Company Information does not include any untrue statement of a material fact or omit to state any fact necessary in order to make the statements therein not misleading in any material respect;
No Non certificated teacher shall be disciplined without just cause. Upon request, copies of all documents forming the basis for disciplinary action will be provided to the teacher who is disciplined. Certificated teachers may be disciplined for any reason that is not arbitrary nor capricious.
No Non continuing Teacher shall have his/her contract non-renewed except as provided n RSA 198: 14-a. The non-renewal of a non-continuing contract Teacher shall not be subject to the grievance procedure set forth in Article 9.
No Non union bargaining unit employee as defined by this Agreement shall be assigned bargaining unit work on a regular basis while an employee covered by this Agreement is in recall status after having been laid off.
No Non. Managing Member has any voting right except with respect to those matters specifically reserved for a Member vote as expressly provided for in this Agreement. To the fullest extent permitted by law, the Members hereby waive any and all rights and powers to vote (or to consent to) any matters except those reserved to them by the express provisions of this Agreement.
No Non. Holdings Member may assign any of its rights under this Agreement to any person without the prior written consent of Holdings; provided, however, that (i) to the extent Units are transferred in accordance with the terms of the LLC Agreement, the transferring Non-Holdings Member shall have the option to assign to the transferee of such Units the transferring Non-Holdings Member’s rights under this Agreement with respect to such transferred Units, as long as such transferee has executed and delivered, or, in connection with such transfer, executes and delivers, a joinder to this Agreement, in form and substance substantially similar to Exhibit A to this Agreement, agreeing to become a “Non-Holdings Member” for all purposes of this Agreement, except as otherwise provided in such joinder, and (ii) once an Exchange has occurred, any and all payments that may become payable to a Non-Holdings Member pursuant to this Agreement with respect to the Exchanged Units may be assigned to any Person or Persons as long as any such Person has executed and delivered, or, in connection with such assignment, executes and delivers, a joinder to this Agreement, in form and substance substantially similar to Exhibit A to this Agreement, and acknowledging specifically the terms of Section 7.6(b). For the avoidance of doubt, if a Non-Holdings Member transfers Units but does not assign to the transferee of such Units such Non-Holdings Member’s rights under this Agreement with respect to such transferred Units, such Non-Holdings Member shall continue to be entitled to receive the Tax Benefit Payments arising in respect of a subsequent Exchange of such Units.
