NCC Board definition
Examples of NCC Board in a sentence
The AIP Bonus shall be subject to approval by the NCC Board prior to payment thereof and shall be paid by March 15th of the year immediately following the year to which such bonus relates.
During the Term, Executive shall be entitled to receive annual awards under the National Commerce Corporation 2017 Equity Incentive Plan and any other stock option, stock purchase or equity based incentive compensation plan or arrangement adopted by NCC from time to time in which executives of the Bank are eligible to participate, in an amount determined by the Compensation Committee of the NCC Board (“Equity Awards”).
For each fiscal year during the Term, Executive shall be eligible to receive a cash bonus (the “AIP Bonus”) based on the achievement of performance goals under the Annual Incentive Program (the “AIP”) established and administered by the Compensation Committee of the NCC Board.
During the Term, Executive shall serve as a member of the NCC Board and the NBC Board (subject to Executive’s nomination and election as a member of such boards for subsequent terms) for no additional compensation.
The NCC Board has received the opinion (which, if initially rendered verbally, has been or will be confirmed by a written opinion, dated the same date) of the NCC Financial Advisor to the effect that, as of the date of such opinion, and based upon and subject to the factors, assumptions, and limitations set forth therein, the merger consideration (defined in such opinion as the Exchange Ratio and the Per Share Cash Consideration, taken together) is fair, from a financial point of view, to NCC.
The NCC Board has received the opinion (which, if initially rendered verbally, has been or will be confirmed by a written opinion, dated the same date) of the NCC Financial Advisor to the effect that, as of the date of such opinion, and based upon and subject to the factors, assumptions and limitations set forth therein, the aggregate Per Share Merger Consideration is fair, from a financial point of view, to NCC.
NCC shall take any and all steps required under its Certificate of Incorporation and/or Bylaws to increase the size of the NCC Board as of the Effective Time and to appoint the RBF Designee, effective as of the Effective Time, to fill such vacancy.
No action or proceeding shall have been instituted by any Person, and the Parties shall not have Knowledge of any threatened action or proceeding by any Person, that seeks to restrain the consummation of the Merger or any other transaction provided for in this Agreement that, in the opinion of the NCC Board or the PB Board, renders it impossible or inadvisable to consummate the transactions provided for in this Agreement.
NCC shall take any and all steps required under its Certificate of Incorporation and Bylaws to increase the size of the NCC Board as of the Effective Time and to appoint the PBI Designee, effective as of the Effective Time, to fill such vacancy.
Nothing in this Section 2.2 shall require NCC to elect, appoint, nominate or recommend the RBF Designee for election to the NCC Board if he or she shall become the subject of a Disqualification.