Common use of Board Recommendation Clause in Contracts

Board Recommendation. The board of directors of the Company, at a meeting duly called and held, has by unanimous vote of the directors present (who constituted all of the directors then in office) (i) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken together, are fair to and in the best interests of the shareholders and (ii) resolved to recommend that the holders of the shares of the Company Common Stock approve this Agreement.

Board Recommendation. The board As of directors the date hereof, the Board of Directors of the Company, at a meeting duly called and held, has by unanimous the vote of the those directors present (who constituted all of the directors then in office) (i) determined that this Agreement the Transaction Documents and the transactions contemplated herebythereby, including the Merger Offer and Bank the Merger, taken together, are fair to and in the best interests of the shareholders stockholders of the Company and has approved the same and (ii) resolved to recommend that the holders of the shares of the Company Common Stock accept the Offer and approve this AgreementAgreement and the transactions contemplated herein, including the Merger.

Board Recommendation. The board Board of directors Directors of the Company, at a meeting duly called and held, has by unanimous the vote of the those directors present participating (who constituted all of the directors then in office) (ia) determined that this Agreement and the transactions transaction contemplated hereby, including the Merger and Bank Merger, taken together, hereby are fair to and in the best interests of the shareholders stockholders of the Company and approved the same by at least a majority vote and (iib) resolved to recommend that the holders of the shares of the Company Common Stock Shares approve this AgreementAgreement and the transactions contemplated hereby.

Board Recommendation. The board of directors of the CompanyBoard, at a meeting duly called and held, has by unanimous vote of the those directors present (who constituted all of the directors then in office) ) (ia) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken together, are fair to and in the best interests of the shareholders of the Company (other than Purchaser or any affiliate thereof) and (iib) resolved to recommend that the such holders of the shares of the Company Common Stock approve and adopt this AgreementAgreement and approve the Merger.

Board Recommendation. The board Board of directors Directors of the Company, at a meeting duly called and held, has by unanimous vote of the those directors present (who constituted all of the directors then in office) (i) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken together, are fair to and in the best interests of the shareholders and (ii) resolved to recommend that the holders of the shares of the Company Common Stock approve this Agreement.and

Board Recommendation. The board Board of directors Directors of the CompanyPurchaser, at a meeting duly called and held, has by unanimous vote of the directors present (who constituted all of the directors then in office) (i) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank MergerMergers, taken together, are fair to and in the best interests of the shareholders and (ii) resolved to recommend that the holders of the shares of the Company Common Stock approve this Agreementshareholders.

Board Recommendation. The board Board of directors Directors of the Company, at a meeting duly called and held, has by unanimous vote of the those directors present (who constituted all of the directors then in office) (i) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken togetherthe transactions contemplated thereby, are fair to and in the best interests of the shareholders stockholders of the Company and (ii) resolved to recommend that the holders of the shares of the Company Common Stock Shares approve this Agreement, the Merger and the transactions contemplated hereby and thereby.

Board Recommendation. The board Board of directors Directors of the Company, at a meeting duly called and held, has by unanimous vote of the those directors present (who constituted all 100% of the directors then in office) (i) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken together, are advisable and fair to and in the best interests of the shareholders stockholders of the Company, and (ii) resolved to recommend that the holders of the shares of the Company Common Stock approve and adopt this AgreementAgreement and the transactions contemplated herein, including the Merger (the "Company Board Recommendation").

Board Recommendation. The board As of directors the date hereof, the Board of Directors of the Company, at a meeting duly called and held, has by the unanimous vote of the those directors present (who constituted all of the directors then in office) (i) determined that this Agreement the Transaction Documents and the transactions contemplated herebythereby, including the Offer and the Merger and Bank Mergerprovided for by this Agreement, taken together, are fair to and in the best interests of the shareholders stockholders of the Company and has approved the same and (ii) resolved to recommend recommend, subject to Section 6.2 hereof, the Offer and that the holders of the shares of the Company Common Stock approve this Agreement.Company

Board Recommendation. The board Board of directors Directors of the Company, at a meeting duly called and held, has by unanimous vote of the those directors present (who constituted all of the directors then in office) (ia) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken together, are fair to and in the best interests of the shareholders Company's Stockholders, and (iib) resolved to recommend that the holders of the shares of the Company Common Stock Company's Stockholders approve this AgreementAgreement and the transactions contemplated herein, including the Merger (the "Company Board Recommendation").

Board Recommendation. The board Board of directors Directors of the Company, at a meeting duly called and held, has by unanimous vote of the those directors present (who constituted all of the directors then in office) (ia) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken together, are advisable and are fair to and in the best interests of the shareholders stockholders of the Company, and (iib) resolved to recommend that the holders of the shares of capital stock of the Company Common Stock approve adopt this Agreement.

Board Recommendation. The board As of directors the date hereof, the Board of Directors of the Company, at a meeting duly called and held, has by unanimous the vote of the those directors present (who constituted all of the directors then in office) (i) determined that this Agreement the Transaction Documents and the transactions contemplated herebythereby, including the Merger and Bank Merger, taken together, are fair to and in the best interests of the shareholders stockholders of the Company and has approved the same and (ii) resolved to recommend that the holders of the shares of the Company Common Stock approve this AgreementAgreement and the transactions contemplated herein, including the Merger.

Board Recommendation. The board Board of directors Directors of the Company, at a meeting duly called and held, has by unanimous vote of the those directors present (who constituted all 100% of the directors then in office) (i) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken together, are fair to and in the best interests of the shareholders stockholders of the Company, and (ii) resolved to recommend that the holders of the shares of the Company Common Stock approve this AgreementAgreement and the transactions contemplated herein, including the Merger.

Board Recommendation. The board Board of directors Directors of the Company, at a meeting duly called and held, has by unanimous vote of the those directors present (who constituted all of the directors then in office) (i) determined that this Agreement and the transactions contemplated hereby, including the Offer and the Merger and Bank Merger, taken togetherthe transactions contemplated thereby, are fair to and in the best interests of the shareholders stockholders of the Company, and (ii) resolved to recommend that to the holders of the shares of Shares that they tender their Shares pursuant to the Company Common Stock Offer and/or approve this Agreementthe Merger and the transactions contemplated thereby.

Board Recommendation. The board of directors of the CompanyCompany Board, at a meeting duly called and held, has by unanimous vote of the directors present (who constituted all of the directors then in office) (i) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken together, are fair to and in the best interests of the shareholders and (ii) resolved to recommend that the holders of the shares of the Company Common Stock approve this Agreement.

Board Recommendation. The board Board of directors Directors of the Company, at a meeting duly called and held, has by unanimous vote of duly and unanimously, subject to the directors present (who constituted all of the directors then in office) terms and conditions set forth herein, (i) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken together, are fair to and in the best interests of the shareholders of the Company and (ii) subject to Section 6.1(c) hereof, resolved to recommend that the holders of the shares of the Company Common Stock Shares approve this AgreementAgreement and the transactions contemplated herein, including the Merger.

Board Recommendation. The board Board of directors Directors of the Company, at a meeting duly called and held, has by unanimous vote of the directors present (who constituted all of the directors then in office) (i) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken togetherthe transactions contemplated thereby, are fair to and in the best interests of the shareholders stockholders of the Company, and (ii) resolved to recommend that to the holders of the shares of Shares that they approve the Company Common Stock approve this AgreementMerger and the transactions contemplated thereby.

Board Recommendation. The board Board of directors Directors of the Company, at -------------------- a meeting duly called and held, has by unanimous vote of the those directors present (who constituted all 100% of the directors then in office) (i) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken together, are fair to and in the best interests of the shareholders stockholders of the Company, and (ii) resolved to recommend that the holders of the shares of the Company Common Stock approve this AgreementAgreement and the transactions contemplated herein, including the Merger.

Board Recommendation. The board Board of directors Directors of the Company, at a meeting duly called and held, has by unanimous the vote of the those directors present (who constituted all of the directors then in office) (i) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken together, hereby are fair to and in the best interests of the shareholders of the Company and has approved the same and (ii) resolved to recommend that the holders of the shares shareholders of the Company Common Stock approve this AgreementAgreement and the transactions contemplated hereby.

Board Recommendation. The board Board of directors Directors of the Company, at a meeting duly called and held, has by unanimous vote of the those directors present (who constituted all of the directors then in office) (ipresent(i) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken together, are advisable and are fair to and in the best interests of the shareholders stockholders of the Company, and (ii) resolved to recommend that the holders of the shares of the Company Common Stock Shares approve this AgreementAgreement and the Merger.

Board Recommendation. The board Board of directors Directors of the Company, at a meeting duly called and held, has by unanimous the vote of the those directors present (who constituted all of the directors then in office) participating (i) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken together, are fair to and in the best interests of the shareholders stockholders of the Company and has approved the same, and (ii) resolved to recommend that the holders of the shares of the Company Common Stock approve this Agreement.Agreement and the transactions contemplated herein, including the Merger. (s)

Board Recommendation. The board Board of directors Directors of the -------------------- Company, at a meeting duly called and heldpursuant to an action in writing, has by unanimous vote action of the directors present (who constituted all of the directors then in office) office (i) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken together, are fair to and in the best interests of the shareholders stockholders of the Company, and (ii) resolved to recommend that the holders of the shares of the Company Common Stock approve this AgreementAgreement and the transactions contemplated herein, including the Merger.

Board Recommendation. The board Board of directors Directors of the Company, at a meeting duly called and held, has by unanimous vote of the those directors present (who constituted all 100% of the directors then in office) ) (i) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Mergerthe transactions contemplated thereby, taken together, are fair to and in the best interests of the shareholders Company and the Shareholders of the Company and fair to the Shareholders of the Company, and (ii) resolved to recommend that the holders of the shares of the Company Common Stock Shareholders approve this AgreementAgreement and the transactions contemplated herein, including the Merger.

Board Recommendation. The board of directors of the CompanyBoard, at a meeting duly called and held, has by unanimous vote of the those directors present (who constituted all of the directors then in office) (ia) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken together, are fair to and in the best interests of the shareholders of the Company (other than Purchaser or any affiliate thereof) and (iib) resolved to recommend that the such holders of the shares of the Company Common Stock approve and adopt this AgreementAgreement and approve the Merger.

Board Recommendation. The board As of directors the date hereof, the Board of Directors of the Company, at a meeting duly called and held, has by unanimous the vote of the those directors present (who constituted all of the directors then in office) (i) determined that this Agreement the Transaction Documents and the transactions contemplated herebythereby, including the Merger and Bank Merger, taken together, are fair to and in the best interests of the shareholders and (ii) resolved to recommend that the holders of the shares of the Company Common Stock approve this Agreement.stockholders of

Board Recommendation. The board Board of directors Directors of the Company, at a -------------------- meeting duly called and held, has by a unanimous vote of the those directors present (who constituted all of i) approved the directors then in office) Merger and declared it advisable, (iii) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken together, are fair to and in the best interests of the shareholders stockholders of the Company, and (iiiii) resolved subject to its fiduciary duties under applicable law to recommend that the holders of the shares stockholders of the Company Common Stock approve adopt this Agreement.

Board Recommendation. The board On or prior to the date hereof, the Board of directors Directors of the Company, at a meeting duly called and held, has by unanimous the vote of the those directors present (who constituted all of the directors then in office) (ia) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken together, are fair to and in the best interests of the shareholders Company's stockholders and has approved the same and (iib) resolved to recommend that the holders of the shares of the Company Common Stock approve this Agreementthe Merger.

Board Recommendation. The board Board of directors Directors of the Company, at a meeting duly called and held, has by unanimous vote of the those directors present (who constituted all of the directors then in office) ) (ia) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken together, are advisable and are fair to and in the best interests of the shareholders stockholders of the Company, and (iib) resolved to recommend that the holders of the shares of capital stock of the Company Common Stock approve adopt this Agreement.

Board Recommendation. The board Board of directors Directors of the Company, at a meeting duly called and held, has by unanimous vote of the those directors present (who constituted all of the directors then in office) (i) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken togetherthe transactions contemplated thereby, are fair to and in the best interests of the shareholders stockholders of the Company, and (ii) resolved to recommend that the holders of the shares of Shares approve the Company Common Stock approve this AgreementMerger and the transactions contemplated thereby.

Board Recommendation. The board Board of directors Directors of the CompanyUnit, at a meeting -------------------- duly called and held, has by unanimous vote of the those directors present (who constituted all of the directors then in office) (ia) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken together, are fair to and in the best interests of the shareholders Unit Shareholders, and (iib) resolved to recommend that the holders of the shares of the Company Common Stock Unit Shareholders approve this AgreementAgreement and the transactions contemplated herein, including the Merger (the "Unit Board Recommendation").

Board Recommendation. The board Board of directors Directors of the Company, at a meeting duly called and held, has by unanimous at least a majority vote of the those directors present (who constituted all of i) approved the directors then in office) Merger and declared it advisable, (iii) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken together, are fair to and in the best interests of the shareholders stockholders of the Company, and (iiiii) resolved to recommend that the holders of the shares stockholders of the Company Common Stock approve adopt this Agreement.

Board Recommendation. The board of directors of the CompanyBoard, at a meeting duly called and held, has by unanimous vote of the those directors present (who constituted all 100% of the directors then in office) (i) ), determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken togetherby this Agreement, are fair to advisable and in the best interests of the shareholders and (ii) resolved to recommend that the holders of the shares of the Company Common Stock approve this AgreementCompany's Shareholders.

Board Recommendation. The board Board of directors Directors of the Company, at a meeting duly called and held, has by the unanimous vote of the all directors present (who constituted all of the directors then in office) (ia) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken together, are fair to and in the best interests of the shareholders and (ii) resolved to recommend that the holders of the shares interest of the Company Common Stock approve and its stockholders, and (b) approved this AgreementAgreement in accordance with the provisions of the DGCL and its Governing Documents.

Board Recommendation. The board Board of directors Directors of the CompanyBuyer, at a meeting duly called and held, has by unanimous a vote of the directors present (who constituted all of the directors then in office) (i) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken together, are fair to and in the best interests of the shareholders and (ii) resolved to recommend that the holders of the shares of the Company Buyer Common Stock approve this Agreementthe issuance of the Merger Consideration.

Board Recommendation. The board Board of directors Directors of the Company, at a meeting duly called and held, has by unanimous vote of duly and unanimously, subject to the directors present (who constituted all of the directors then in office) terms and conditions set forth herein, (i) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken together, are fair to and in the best interests of the shareholders of the Company and (ii) subject to the other provisions hereof, resolved to recommend that the holders of the shares of the Company Common Stock Shares approve this AgreementAgreement and the transactions contemplated herein, including the Merger.

Board Recommendation. The board Board of directors Directors of the Company, at a meeting duly called and held, has by unanimous the requisite vote of the those directors present (who constituted all of the directors then in office) (i) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken together, hereby are fair to and in the best interests of the shareholders of the Company and has approved the same, (ii) resolved to recommend recommend, subject to the board's fiduciary duties, that the holders of the shares of the Company Common Stock approve this AgreementAgreement and the transactions contemplated herein and (iii) resolved to call a special meeting of the shareholders of the Company to approve the Merger.

Board Recommendation. The board Board of directors Directors of the Company, at a meeting duly called and held, has by a unanimous vote of the those directors present (who constituted all of i) approved the directors then in office) Merger and declared it advisable, (iii) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken together, are fair to and in the best interests of the shareholders stockholders of the Company, and (iiiii) resolved subject to its fiduciary duties under applicable law to recommend that the holders of the shares stockholders of the Company Common Stock approve adopt this Agreement.

Board Recommendation. The board Board of directors Directors of the Company, at a meeting duly called and held, Company has by unanimous vote action of the directors present (who constituted all of the directors then in office) office (i) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken together, are fair to and in the best interests of the shareholders stockholders of the Company, and (ii) resolved to recommend that the holders of the shares of the Company Common Stock approve this AgreementAgreement and the transactions contemplated herein, including the Merger.

Board Recommendation. The board Board of directors Directors of the Company, at a meeting duly called and held, has by unanimous vote of the directors present (who constituted all of at the directors then in office) meeting (i) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken together, together are fair to and in the best interests of the shareholders Company Stockholders and (ii) resolved to recommend that the holders of the shares of the Company Common Stock Stockholders approve this AgreementAgreement and the transactions contemplated herein, including the Merger.

Board Recommendation. The board Board of directors Directors of the Company, at a meeting duly called and held, has by unanimous vote of the directors present (who constituted all of the directors then in office) unanimously (i) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken togetherthe transactions contemplated thereby, are fair to and in the best interests of the shareholders of the Company, and (ii) resolved to recommend that to the holders of Company Shares that they approve the shares of Merger Agreement and the Company Common Stock approve this Agreementtransactions contemplated thereby.

Board Recommendation. The board Board of directors Directors of the Company, at a meeting duly called and held, has by unanimous the vote of the those directors present (who constituted all but one of the directors then in office) (i) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken togetherShare Exchange, are fair to and in the best interests of the shareholders of the Company and has approved the same, and (ii) resolved to recommend that the holders of the shares of the Company Common Stock approve this AgreementAgreement and the transactions contemplated herein, including the Share Exchange.

Board Recommendation. The board Board of directors Directors of the Company, at a meeting duly called and held, has by unanimous vote of the directors present (who constituted all of the directors then in office) has: (i) determined that this Agreement and the transactions contemplated hereby, including inclusive of the Merger and Bank Merger, taken together, are fair to and in the best interests of the shareholders stockholders of the Company; and (ii) resolved to recommend that the holders of the shares of the Company Common Stock approve this AgreementAgreement and the transactions contemplated herein, inclusive of the Merger.

Board Recommendation. The board of directors Each of the CompanyBoards of Directors of -------------------- Company and Nonpareil, at a meeting duly called and held, has by unanimous vote of the those directors present (who constituted all of the directors then in office) (i) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Mergerthe transactions contemplated thereby, taken together, are fair to and in the best interests of the shareholders Shareholders and (ii) resolved to recommend that the holders of the shares of the Company Common Stock Shareholders approve this Agreement.

Board Recommendation. The board Board of directors Directors of the Company, at a meeting duly called and held, has by unanimous the vote of the those directors present (who constituted all of the directors then in office) participating (i) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken together, are fair to and in the best interests of the shareholders stockholders of the Company and has approved the same, and (ii) resolved to recommend that the holders of the shares of the Company Common Stock approve this AgreementAgreement and the transactions contemplated herein, including the Merger.

Board Recommendation. The board Board of directors Directors of the Company, at a meeting duly called and held, has by unanimous vote of the directors present (who constituted all of the directors then in office) unanimously (i) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken togetherthe transactions contemplated thereby, are fair to and in the best interests of the shareholders of the Company, and (ii) resolved to recommend that to the holders of the shares of Shares that they approve the Company Common Stock approve this AgreementMerger and the transactions contemplated thereby.

Board Recommendation. The board Board of directors Directors of the Company, at a -------------------- meeting duly called and held, has by unanimous vote of the those directors present (who constituted all 100% of the directors then in office) (i) determined that this Agreement and the transactions contemplated hereby, including the Merger and Bank Merger, taken together, are fair to and in the best interests of the shareholders stockholders of the Company, and (ii) resolved to recommend that the holders of the shares of the Company Common Stock approve this AgreementAgreement and the transactions contemplated herein, including the Merger.

Board Recommendation. The board Company's Board of directors of the CompanyDirectors, at a meeting duly called and held, has by unanimous vote of the those directors present (who constituted all of the directors then in officeoffice other than ▇▇▇▇ ▇. ▇▇▇▇▇ and ▇▇▇▇▇▇ ▇. ▇▇▇▇, who did not participate in such deliberations or vote) (i) determined that approved this Agreement and the transactions contemplated hereby, including the Merger determined that it is advisable and Bank Merger, taken together, are fair to and in the best interests of the shareholders stockholders of the Company, and (ii) resolved to recommend that the holders of the shares of the Company Common Stock approve this AgreementAgreement and the Merger.