Arrow Board definition

Arrow Board means the Board of Directors of Arrow.

Arrow Board means the Board of Directors of Arrow. (f) “Bank” shall mean Glens Falls National Bank and Trust Company. (g) “Bank Board” shall mean the Board of Directors of the Bank. (h) “Base Salary” shall have the meaning set forth in Paragraph 5(a) hereof. (i) “Change of Control” means: (i) The acquisition by one person, or more than one person acting as a group, of ownership of stock of Arrow that, together with stock held by such person or group, constitutes more than 50% of the total fair market value or total voting power of the stock of the Arrow; (ii) The acquisition by one person, or more than one person acting as a group, of ownership of stock of Arrow that, together with stock of Arrow acquired during the twelve-month period ending on the date of the most recent acquisition by such person or group, constitutes 30% or more of the total voting power of the stock of Arrow; (iii) A majority of the members of the Arrow Board are replaced during any twelve-month period by directors whose appointment or election is not endorsed by a majority of the members of the Arrow Board before the date of the appointment or election; or

Arrow Board means the Board of Directors of Arrow. (f) “Banks” shall mean Glens Falls National Bank and Trust Company and Saratoga National Bank and Trust Company. (g) “Bank Boards” shall mean the Board of Directors of the Banks. (h) “Base Salary” shall have the meaning set forth in Paragraph 5(a) hereof. (i) “Change of Control” means: (i) The acquisition by one person, or more than one person acting as a group, of ownership of stock of Arrow that, together with stock held by such person or group, constitutes more than 50% of the total fair market value or total voting power of the stock of the Arrow; (ii) The acquisition by one person, or more than one person acting as a group, of ownership of stock of Arrow that, together with stock of Arrow acquired during the twelve-month period ending on the date of the most recent acquisition by such person or group, constitutes 30% or more of the total voting power of the stock of Arrow;

Examples of Arrow Board in a sentence

• Such Termination of Employment of Executive for Disability shall require the affirmative vote of a majority of the entire Arrow Board or Bank Board.

• Any Termination of Employment of Executive for Cause by Arrow or the Bank (including delivery of the notice specified in subsection (i), above) shall require the affirmative vote of at least two-thirds (2/3) of the entire Arrow Board or the Bank Board.

• If the Arrow Board and the Bank Board shall determine to offer such a Replacement Agreement to the Executive and the Executive shall accept, this Agreement shall terminate at 11:59 p.m. on the day prior to the commencement date of the Replacement Agreement and the Replacement Agreement shall take effect at 12:00 midnight on such commencement date.

• The Executive shall devote substantially all his working time and efforts to the business and affairs of Arrow and the Bank, provided however, that the Executive may, with the approval of the Arrow Board and the Bank Board, serve as a director or officer of any non-competing business or engage in any other activity, including but not limited to, charitable or community activity, to the extent that such does not inhibit the performance of his duties hereunder or otherwise violate this Agreement.

• On or before each anniversary of the Effective Date of this Agreement, each of the Arrow Board and the Bank Board, will consider and vote upon a proposal to extend to the Executive an offer to replace this Agreement with a new employment agreement (the “Replacement Agreement”) commencing on the date of such anniversary.

• The Executive's Base Salary may be increased from time to time in accordance with the normal business practices of Arrow and the Bank, as determined by the Arrow Board and the Bank Board, and, if so increased, such Base Salary shall not thereafter during the Term be decreased and the obligation of the Bank or Arrow hereunder to pay the Executive's Base Salary shall thereafter relate to such increased Base Salary.

• The Executive's base annual salary may be increased from time to time in accordance with the normal business practices of Arrow and the Bank as determined by the Arrow Board or the Committee, and, if so increased, such base annual salary shall not thereafter during the Executive's employment under this Agreement be decreased and the obligation of the Bank hereunder to pay the Executive's base annual salary shall thereafter relate to such increased base annual salary.

• Such termination for disability shall require the affirmative vote of a majority of the entire Arrow Board.

• In addition, the Executive shall receive from the Bank or Arrow such annual bonus, if any, as may be determined by the Arrow Board or the Committee.

• If the Arrow Board or the Committee shall vote to offer such a Replacement Agreement to the Executive and the Executive shall accept, this Agreement shall terminate as of December 31 of the year of such offer and acceptance and the Replacement Agreement shall take effect as of January 1 of the ensuing year.

More Definitions of Arrow Board

Arrow Board means the Board of Directors of Arrow. (f) “Banks” shall mean Glens Falls National Bank and Trust Company and Saratoga National Bank and Trust Company. (g) “Bank Boards” shall mean the Board of Directors of the Banks. (h) “Base Salary” shall have the meaning set forth in Paragraph 5(a) hereof. (i) “Change of Control” means: (i) The acquisition by one person, or more than one person acting as a group, of ownership of stock of Arrow that, together with stock held by such person or group, constitutes more than 50% of the total fair market value or total voting power of the stock of the Arrow; (ii) The acquisition by one person, or more than one person acting as a group, of ownership of stock of Arrow that, together with stock of Arrow acquired during the twelve-month period ending on the date of the most recent acquisition by such person or group, constitutes 30% or more of the total voting power of the stock of Arrow; (iii) A majority of the members of the Arrow Board are replaced during any twelve-month period by directors whose appointment or election is not endorsed by a majority of the members of the Arrow Board before the date of the appointment or election; or

Arrow Board means the Board of Directors of Arrow. (f) “Bank” shall mean Glens Falls National Bank and Trust Company. (g) “Bank Boards” shall mean the Board of Directors of the Banks. (h) “Base Salary” shall have the meaning set forth in Paragraph 5(a) hereof. (i) “Change of Control” means: (i) The acquisition by one person, or more than one person acting as a group, of ownership of stock of Arrow that, together with stock held by such person or group, constitutes more than 50% of the total fair market value or total voting power of the stock of the Arrow;

Arrow Board means the Board of Directors of Arrow. (f) “Bank” shall mean collectively Saratoga and GFNB. (g) “Bank Board” shall mean collectively the Board of Directors of each of GFNB and Saratoga. (h) “Base Salary” shall have the meaning set forth in Paragraph 5(a) hereof.

Arrow Board means the Board of Directors of Arrow. (f) “Banks” shall mean Glens Falls National Bank and Trust Company and Saratoga National Bank and Trust Company. (g) “Bank Boards” shall mean the Board of Directors of the Banks. (h) “Base Salary” shall have the meaning set forth in Paragraph 5(a) hereof. (i) “Change of Control” means: (i) The acquisition by one person, or more than one person acting as a group, of ownership of stock of Arrow that, together with stock held by such person or group, constitutes more than 50% of the total fair market value or total voting power of the stock of the Arrow; (ii) The acquisition by one person, or more than one person acting as a group, of ownership of stock of Arrow that, together with stock of Arrow acquired during the twelve-month period ending on the date of the most recent acquisition by such person or group, constitutes 30% or more of the total voting power of the stock of Arrow; (iii) A majority of the members of the Arrow Board are replaced during any twelve-month period by directors whose appointment or election is not endorsed by a majority of the members of the Arrow Board before the date of the appointment or election; or (iv) One person, or more than one person acting as a group, acquires (or has acquired during the twelve-month period ending on the date of the most recent acquisition by such person or group) assets from Arrow that have a total gross fair market value (determined without regard to any liabilities associated with such assets) equal to or more than 40% of the total gross fair market value of all of the assets of Arrow immediately before such acquisition or acquisitions. Persons will not be considered to be acting as a group solely because they purchase or own stock of the same corporation at the same time, or as a result of the same public offering. However, persons will be considered to be acting as a group if they are owners of a corporation that enters into a merger, consolidation, purchase or acquisition of stock, or similar business transaction with Arrow.

Arrow Board means the Board of Directors of Arrow. (t) "Banks" shall mean, collectively, Saratoga and GFNB. (g) "Bank Boards" shall mean the Board of Directors of the Banks. (h) "Base Salary" shall have the meaning set forth in Paragraph 5(a) hereof. (i) "Change of Control" means: (i) The acquisition by one person, or more than one person acting as a group, of ownership of stock of Arrow that, together with stock held by such person or group, constitutes more than 50% of the total fair market value or total voting power of the stock of the Arrow; (ii) The acquisition by one person, or more than one person acting as a group, of ownership of stock of Arrow that, together with stock of Arrow acquired during the twelve-month period ending on the date of the most recent acquisition by such person or group, constitutes 30% or more of the total voting power of the stock of Arrow; (iii) A majority of the members of the Arrow Board are replaced during any twelve-month period by directors whose appointment or election is not endorsed by a majority of the members of the Arrow Board before the date of the appointment or election; or (iv) One person, or more than one person acting as a group, acquires (or has acquired during the twelve-month period ending on the date of the most recent acquisition by such person or group) assets from Arrow that have a total gross fair market value (determined without regard to any liabilities associated with such assets) equal to or more than 40% of the total gross fair market value of all of the assets of Arrow immediately before such acquisition or acquisitions. Persons will not be considered to be acting as a group solely because they purchase or own stock of the same corporation at the same time, or as a result of the same public offering. However, persons will be considered to be acting as a group if they are owners of a corporation that enters into a merger, consolidation, purchase or acquisition of stock, or similar business transaction with Arrow. This definition of Change of Control shall be interpreted in accordance with, and in a manner that will bring the definition into compliance with, the regulations under Section 409A of the Code. 15