Director Agreements. Graystone shall have received from certain directors of Tower and certain executive officers of Tower, the Tower Letter Agreement.
Director Agreements. Pursuant to Section 2.9, concurrently with the execution of this Agreement, each director of the Bank shall enter into separate agreements with the Company in the form attached hereto as EXHIBIT "B".
Director Agreements. Each Voting, Non-Competition and Non-Solicitation Agreement entered into by the directors of WSB, ACB, CCB, LCB and WSNB as described in the Recitals to this Agreement has not been amended or rescinded and remains in full force and effect as of the Effective Date.
Director Agreements. Each Voting, Non-Competition and Non-Solicitation Agreement entered into by the directors of NBB and TVB as described in the Recitals to this Agreement has not been amended or rescinded and remains in full force and effect as of the Effective Date.
Director Agreements. Purchaser will have delivered to each of the Xxxx Xxxxxxx Directors his or her Director Agreement, duly executed by Purchaser.
Director Agreements. Each Secura Director will have delivered his or her duly executed Director Agreement to Purchaser.
Director Agreements. Each Director Agreement entered into by the directors of APB has not been amended or rescinded and remains in full force and effect as of the Effective Date.
Director Agreements. Each director of Stockmans and Stockmans Bank having entered into Voting, Non-Competition and Non-Solicitation Agreement as described in the Recitals to this Agreement and such agreements remaining in full force and effect as of the Effective Date.
Director Agreements. Prior to the Effective Time, each ------------------- individual who is a director of Old Forge on the date of this Agreement and who will not be appointed to the board of directors of Penn Security pursuant to Section 7.11 shall have executed a nonsolicitation and standstill agreement in a form acceptable to Penseco and Penn Security, which agreement shall provide for the payment of consideration to such individual in an amount equal to $150,000, payable in a lump sum or installments, as specified in such agreement; provided, however, that the amount of such payment shall be paid without regard to whether some portion or all of that payment (alone or in connection with other payments) is subject to the parachute payment provisions of Section 280G and Section 4999 of the Code (the "Noncontinuing Director Payments"). To the extent that an excise tax (pursuant to Section 280G and/or Section 4999 of the Code) is payable by one or more of such individuals in connection with some portion or all of the Noncontinuing Director Payment or any other payment, each such individual shall be responsible for satisfying such excise tax and shall not be entitled to any gross-up payment from Old Forge or Penn Security.
Director Agreements. In association with the parties’ execution of this Agreement, the directors and certain officers of Astoria have entered into agreements pursuant to which, among other things, each such individual has agreed to vote his or her shares of Astoria Common Stock in favor of the actions contemplated by this Agreement and not to exercise any Astoria Options (defined in Section 2.3.1) until after the Effective Time. In addition, all directors have entered into non-competition agreements.
