Common use of National City Action Clause in Contracts

National City Action. The Board of Directors of National City (at a meeting duly called, constituted and held) has by the requisite vote of all directors present (a) determined that the Merger is advisable and in the best interests of National City and its stockholders and (b) approved this Agreement and the transactions contemplated hereby, including the Merger. The Board of Directors of National City has approved the transactions contemplated by this Agreement and the Allegiant Option Agreement such that the provisions of Section 203 of the DGCL and any other applicable state business combination or anti-takeover provisions of National City Certificate of Incorporation or By-laws shall not be triggered by the Merger, execution of this Agreement or the Allegiant Option Agreement or any transaction contemplated by such Agreements.

Appears in 1 contract

Samples: Agreement and Plan of Merger (National City Corp)

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National City Action. The Board of Directors of National City (at a meeting duly called, constituted and held) has by the requisite vote of all directors present (a) determined that the Merger is advisable and in the best interests of National City and its stockholders and (b) approved this Agreement and the transactions contemplated herebyby this Agreement, including the Merger. The Board of Directors of National City has approved the transactions contemplated by this Agreement and the Allegiant Option Agreement such that the provisions of Section 203 of the DGCL and any other applicable state business combination or anti-takeover provisions of National City Certificate certificate of Incorporation incorporation or Byby-laws shall not be triggered by the Merger, execution of this Agreement or the Allegiant Option Agreement or any transaction transactions contemplated by such Agreementsthis Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (National City Corp)

National City Action. The Board of Directors of National City (at a meeting duly called, constituted and held) has by the requisite vote of all directors present (a) determined that the Merger is advisable and in the best interests of National City and its stockholders and (b) approved this Agreement and the transactions contemplated hereby, including the Mergerby this Agreement. The Board of Directors of National City has approved the transactions contemplated by this Agreement and the Allegiant Option Agreement such that the provisions of Section 203 of the DGCL and any other applicable state business combination or anti-takeover provisions of National City Certificate of Incorporation or By-laws shall not be triggered by the Merger, execution of this Agreement or the Allegiant Option Agreement or any transaction transactions contemplated by such Agreements.. 3.19

Appears in 1 contract

Samples: Agreement and Plan of Merger (National City Corp)

National City Action. The Board of Directors of National City -------------------- (at a meeting duly called, constituted and held) has by the requisite vote of all directors present (a) determined that the Merger is advisable and in the best interests of National City and its stockholders and (b) approved this Agreement and the transactions contemplated hereby, including the Merger. The Board of Directors of National City has approved the transactions contemplated by this Agreement and the Allegiant Option Agreement such that the provisions of Section 203 of the DGCL and any other applicable state business combination or anti-takeover provisions of National City Certificate of Incorporation or By-laws shall not be triggered by the Merger, execution of this Agreement or the Allegiant Option Agreement or any transaction contemplated by such Agreements.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Allegiant Bancorp Inc/Mo/)

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National City Action. The Board of Directors of National City (at a meeting duly called, constituted and held) has by the requisite vote of all directors present (a) determined that the Merger is advisable and in the best interests of National City and its stockholders and (b) approved this Agreement and the transactions contemplated hereby, including the Mergerby this Agreement. The Board of Directors of National City has approved the transactions contemplated by this Agreement and the Allegiant Option Agreement such that the provisions of Section 203 of the DGCL and any other applicable state business combination or anti-takeover provisions of National City Certificate of Incorporation or By-laws shall not be triggered by the Merger, execution of this Agreement or the Allegiant Option Agreement or any transaction transactions contemplated by such Agreements.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Fort Wayne National Corp)

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