FNB Clause Samples
The FNB clause, often referring to "Force Majeure and Non-Business" days, defines circumstances under which contractual obligations may be suspended or adjusted due to extraordinary events or days when normal business operations are not conducted. In practice, this clause typically outlines what constitutes a force majeure event—such as natural disasters, strikes, or government actions—and specifies how non-business days (like weekends or public holidays) affect deadlines or performance requirements. Its core function is to allocate risk and provide clarity by ensuring that parties are not penalized for delays or failures to perform that are beyond their reasonable control or occur on days when business cannot be conducted.
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FNB. O, as agent, shall have received an opinion of counsel to the Borrower covering such matters as the Revolving Lenders may request (including, without limitation, corporate existence and good standing, corporate authority, due authorization, execution and delivery of the Operative Documents, the legal, valid, binding and enforceable nature of the Operative Documents, and the perfection and priority of the security interest in the Collateral granted to the Revolving Lenders), such opinion to be satisfactory in form and substance to counsel to FNB-O;
FNB. Florida is a corporation organized and existing under the laws of the State of Florida and, as of the date hereof, 500 shares of common stock of FNB-Florida are issued and outstanding, all of which are held by FNB-Pennsylvania, and no shares of Series A Preferred Stock or Series B Preferred Stock are issued and outstanding.
FNB. Each such extension of credit disclosed in Schedule I has been made in the Ordinary Course of Business on substantially the same terms, including interest rates and collateral, as those prevailing at the time for comparable arms' length transactions with other persons that do not involve more than a normal risk of collectability or present other unfavorable features.
FNB. ROATCE. For purposes of this Agreement, the calculation of F.N.B.’s ROATCE for the Performance Period shall be computed by taking the average of F.N.B.’s ROATCE for each year in the Performance Period and comparing that to the average ROATCE for the Peer Financial Institutions for each year in the Performance Period. ROATCE is calculated for each year in the Performance Period by taking net income available to common shareholders and adding back the after-tax effect of the amortization of acquisition-related intangible assets, divided by average common shareholders’ equity minus average acquisition-related intangible assets;
FNB. O agrees that the Revised DATEK Transaction as described in the Request Letter will not constitute a Change of Control under the Agreement provided that the composition of the Board of Directors of New Ameritrade is selected substantially as described in Amendment No. 4 to Form S-4 filed by Arrow Stock Holding Corporation on August 5, 2002 (the "S-4"). This agreement is related solely to the transaction as described in the S-4 and is not a waiver as to further changes in the control of the board of directors of Ameritrade or New Ameritrade.