Incumbent Director. Incumbent Director" means a director serving on the Board who (i) was a director on the Effective Date or (ii) was later elected as a director (except a director whose initial assumption of office was in connection with an actual or threatened election contest, including but not limited to a consent solicitation, relating to the election of directors) and whose appointment, election, or nomination for election was approved or recommended by a vote of at least two-thirds of the directors then still in office who either were directors on the Effective Date hereof or whose appointment, election, or nomination for election was previously so approved or recommended.
Appears in 6 contracts
Samples: Change of Control Agreement (CNB Bancshares Inc), Change of Control Agreement (CNB Bancshares Inc), Change of Control Agreement (CNB Bancshares Inc)
Incumbent Director. Incumbent Director" means a director serving ------------------ on the Board who (i) was a director on the Effective Date or (ii) was later elected as a director (except a director whose initial assumption of office was in connection with an actual or threatened election contest, including but not limited to a consent solicitation, relating to the election of directors) and whose appointment, election, or nomination for election was approved or recommended by a vote of at least two-thirds of the directors then still in office who either were directors on the Effective Date hereof or whose appointment, election, or nomination for election was previously so approved or recommended.
Appears in 5 contracts
Samples: Change of Control Agreement (CNB Bancshares Inc), Change of Control Agreement (CNB Bancshares Inc), Change of Control Agreement (CNB Bancshares Inc)
Incumbent Director. Incumbent Director" means a director ------------------ serving on the Board who (i) was a director on the Effective Date or (ii) was later elected as a director (except a director whose initial assumption of office was in connection with an actual or threatened election contest, including but not limited to a consent solicitation, relating to the election of directors) and whose appointment, election, or nomination for election was approved or recommended by a vote of at least two-thirds of the directors then still in office who either were directors on the Effective Date hereof or whose appointment, election, or nomination for election was previously so approved or recommended.
Appears in 2 contracts
Samples: Change of Control Agreement (CNB Bancshares Inc), Change of Control Agreement (CNB Bancshares Inc)