Common use of The Foundation Clause in Contracts

The Foundation. As soon as practicable following the Effective Time, the Foundation shall change its name to a name selected by the Buyer. Beginning at the Effective Time and for a period of three (3) years thereafter, the board of directors of the Foundation shall consist of James C. McGill, A. Christine Bak▇▇, ▇▇▇ ▇▇▇▇▇▇▇ C. R▇▇▇▇▇▇▇, ▇▇▇▇ ▇ames C. McGill ▇▇▇▇▇▇▇ ▇▇ Chairm▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇. During such three (3) year period, fifty percent (50%) of the proceeds disbursed by the Foundation shall be disbursed within the sole discretion of the Foundation's board of directors and the remaining fifty percent (50%) of the proceeds disbursed shall be disbursed in specific accordance with the instructions of the Buyer's board of directors, provided that during such three (3) year period (i) proceeds disbursed in any one (1) year shall not exceed more than five percent (5%) in the aggregate of the Foundation's total assets and (ii) all proceeds disbursed by the Foundation shall be disbursed for the benefit of Alamance County, North Carolina. Following the expiration of such three (3) year period, James C. McGill, A. Christine Bak▇▇ ▇▇▇ ▇▇▇▇▇▇▇ C. Re▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇sign from the ▇▇▇▇▇▇▇▇▇▇'s board of directors and three (3) replacement directors shall be selected by Buyer's board of directors. At the Effective Time, the Buyer and the Foundation shall enter into an agreement (the "Foundation Agreement") in form and substance satisfactory to the Company and the Buyer consistent with the provisions of this Section 6.2(e).

Appears in 1 contract

Sources: Merger Agreement (Capital Bank Corp)

The Foundation. As soon as practicable following the Effective Time, the Foundation shall change its name to a name selected by the Buyer. Beginning at the Effective Time and for a period of three (3) years thereafter, the board of directors of the Foundation shall consist of James C. McGill, A. Christine BakBaker, and Fairfax C. Reynolds, with Ja▇▇, ▇ ▇. ▇▇▇▇▇▇ ▇ervin▇ ▇▇ ▇▇▇▇▇▇▇▇ ▇f the Board. D▇▇▇▇▇ ▇▇▇▇ three (▇) ▇▇▇▇ ▇▇▇▇▇▇▇ C. R▇▇▇▇▇▇▇, ▇▇▇▇ ▇ames C. McGill ▇▇▇▇▇▇▇ ▇▇ Chairm▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇. During such three (3) year period, fifty percent (50%) of the proceeds disbursed by the Foundation shall be disbursed within the sole discretion of the Foundation's board of directors and the remaining fifty percent (50%) of the proceeds disbursed shall be disbursed in specific accordance with the instructions of the Buyer's board of directors, provided that during such three (3) year period (i) proceeds disbursed in any one (1) year shall not exceed more than five percent (5%) in the aggregate of the Foundation's total assets and (ii) all proceeds disbursed by the Foundation shall be disbursed for the benefit of Alamance County, North Carolina. Following the expiration of such three (3) year period, James C. McGill, A. Christine BakBaker and Fairfax C. Reynolds shall res▇▇▇ ▇▇▇▇ ▇▇▇ ▇▇undat▇▇▇▇▇ C. Re▇▇▇▇▇'▇ ▇▇▇▇▇ ▇▇sign from the ▇ directors and ▇▇▇▇▇ (▇▇▇▇▇'s board of directors and three (3) replacement directors shall be selected by Buyer's board of directors. At the Effective Time, the Buyer and the Foundation shall enter into an agreement (the "Foundation Agreement") in form and substance satisfactory to the Company and the Buyer consistent with the provisions of this Section 6.2(e).

Appears in 1 contract

Sources: Merger Agreement (1st State Bancorp Inc)