Execution and Delivery of the Agreement. The Company has the requisite corporate power and authority to enter into and to consummate the transactions contemplated by this Agreement and otherwise to carry out its obligations hereunder. The execution and delivery of this Agreement by the Company and the consummation by it of the transactions contemplated hereunder have been duly authorized by all necessary action on the part of the Company. This Agreement has been duly executed by the Company and, when delivered in accordance with the terms hereof, will constitute the valid and binding obligation of the Company enforceable against the Company in accordance with its terms, except as may be limited by any bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance or other similar laws affecting the enforcement of creditors’ rights generally or by general principles of equity.
Execution and Delivery of the Agreement. (i) The execution and delivery of this Agreement has been duly and validly authorized by the Boards of Directors of Westamerica and WAB and this Agreement will be duly and validly authorized by all necessary corporate action on the part of Westamerica and WAB.
Execution and Delivery of the Agreement. (a) The execution and delivery of this Agreement has been duly and validly authorized by the Board of Directors of BARRA and this Agreement will be duly and validly authorized by all necessary corporate action on the part of BARRA.
Execution and Delivery of the Agreement. (i) The execution and delivery of this Agreement and the Merger Agreement have been duly authorized by the Boards of Directors of NVBancorp and, when the principal terms of the Merger, this Agreement and the Merger Agreement have been duly approved by the affirmative vote of the holders of a majority of the outstanding NVBancorp Shares at a meeting of shareholders duly called and held, the Merger, this Agreement and the Merger Agreement will be duly and validly authorized by all necessary corporate action on the part of NVBancorp.
Execution and Delivery of the Agreement. (i) The execution and delivery of this Agreement has been duly authorized by the required majority approval of the respective Boards of Directors of Redwood Empire and NBR and, when this Agreement and the Merger have been duly approved by the affirmative vote of the holders of a majority of the outstanding shares of Redwood Empire common stock at a meeting of shareholders duly called and held and by Redwood Empire as the sole shareholder of NBR, this Agreement and the Mergers will be duly and validly authorized by all necessary corporate action on the part of Redwood Empire and NBR. Actions taken by the Board of Directors of Company and to be taken by the shareholders of Redwood Empire are sufficient to render inapplicable to this Agreement and the transactions contemplated hereby all state takeover statutes and any similar “takeover” or “interested stockholder” law.
Execution and Delivery of the Agreement. (a) The execution and delivery of this Agreement and the Merger Agreement have been duly authorized by the Board of Directors of FNB and this Agreement and the Merger Agreement have been duly and validly authorized by all necessary corporate action on the part of FNB.
Execution and Delivery of the Agreement. (i) The execution and delivery of this Agreement have been duly and validly authorized by the Board of Directors of BANCORP and, when this Agreement and the Merger have been duly approved by the affirmative vote of the holders of a majority of the outstanding shares of BANCORP Common Stock at a meeting of shareholders duly called and held, this Agreement will be duly and validly authorized by all necessary corporate action on the part of BANCORP.
Execution and Delivery of the Agreement. (i) The execution and delivery of this Agreement and the Agreement of Merger have been duly authorized by the Board of Directors of YCB and, when the principal terms of the Merger, this Agreement and the Agreement of Merger have been duly approved by the affirmative vote of the holders of the majority of the outstanding YCB Shares either at a meeting of shareholders duly called and held or by action taken without a meeting pursuant to the YCB Articles, Bylaws and California law, the Merger, this Agreement and the Agreement of Merger will be duly and validly authorized by all necessary corporate action on the part of YCB.
Execution and Delivery of the Agreement. The execution and delivery of the Agreement and related documents executed or delivered by Corporation and the consummation of the transactions contemplated thereby: (i) have been duly authorized by Corporation's Board of Directors (a copy of the resolutions unanimously adopted by said Board prior to signing of this Agreement and duly signed attached hereto as Exhibit 2.3) and all other actions required under the terms and provisions of Corporation's governing instruments, the laws governing its formation and of any jurisdictions in which its properties or assets are located and any other applicable requirements of governmental authority; (ii) create legal, valid and binding obligations on each of the Sellers and the
Execution and Delivery of the Agreement. (i) The execution and delivery of this Agreement and the Merger Agreement have been duly authorized by the Board of Directors of SRNB and, when the principal terms of the Merger, this Agreement and the Merger Agreement have been duly approved by the affirmative vote of the holders of two-thirds of the outstanding SRNB Shares at a meeting of shareholders duly called and held, the Merger, this Agreement and the Merger Agreement will be duly and validly authorized by all necessary corporate action on the part of SRNB.
