Common use of Affirmative Covenants of Seller and Buyer Clause in Contracts

Affirmative Covenants of Seller and Buyer. (a) From the date of this Agreement until the earlier of the Effective Time or the termination of this Agreement, unless the prior written consent of Buyer shall have been obtained, and except as otherwise expressly contemplated herein, Seller shall, and shall cause each of its Subsidiaries to, (i) operate its business only in the usual, regular, and ordinary course, (ii) use commercially reasonable efforts to preserve intact its business organization and Assets and maintain its rights and franchises, (iii) use commercially reasonable efforts to cause its representations and warranties to be correct at all times, (iv) use commercially reasonable best efforts to provide all information reasonably requested by Buyer related to loans or other transactions made by Seller with a total relationship exposure equal to or exceeding $500,000, (v) consult with Buyer prior to entering into or making any loans or other transactions with a total relationship exposure equal to or exceeding $2,500,000, (vi) consult with Buyer prior to entering into or making any loans that exceed regulatory loan to value guidelines or any Seller Entity’s internal loan policies, and (vii) take no action which would (A) adversely affect the ability of any Party to obtain any Consents required for the transactions contemplated hereby without imposition of a condition or restriction of the type referred to in the last sentences of Sections 7.1(b) or 7.1(c), or (B) materially adversely affect the ability of any Party to perform its covenants and agreements under this Agreement.

Affirmative Covenants of Seller and Buyer. (a) From the date of this Agreement until the earlier of the Effective Time or the termination of this Agreement, unless the prior written consent of Buyer shall have been obtained, and except as otherwise expressly contemplated herein, Seller shall, and shall cause each of its Subsidiaries to, (i) operate its business only in the usual, regular, and ordinary course, (ii) use commercially reasonable efforts to preserve intact its business organization and Assets and maintain its rights and franchises, (iii) use commercially reasonable efforts to cause its representations and warranties to be correct at all times, (iv) use commercially reasonable best efforts to provide all information reasonably requested by Buyer related to loans or other transactions made by Seller with a total relationship exposure value equal to or exceeding $500,000, (v) consult with Buyer prior to entering into or making any loans or other transactions with a total relationship exposure value equal to or exceeding $2,500,0001,000,000 other than residential mortgage loans for which Seller has a commitment to buy from a reputable investor, (vi) consult with Buyer prior to entering into or making any loans that exceed regulatory loan to value guidelines or any Seller Entity’s internal loan policiesguidelines, and (vii) take no action which would (A) adversely affect the ability of any Party to obtain any Consents required for the transactions contemplated hereby without imposition of a condition or restriction of the type referred to in the last sentences of Sections 7.1(b8.1(b) or 7.1(c8.1(c), or (B) materially adversely affect the ability of any Party to perform its covenants and agreements under this Agreement.

Affirmative Covenants of Seller and Buyer. (a) From the date of this Agreement until the earlier of the Effective Time or the termination of this Agreement, unless the prior written consent of Buyer shall have been obtained, and except as otherwise expressly contemplated herein, Seller shall, and shall cause each of its Subsidiaries to, (i) operate its business only in the usual, regular, and ordinary course, (ii) use commercially reasonable efforts to preserve intact its business organization and Assets and maintain its rights and franchises, (iii) use commercially reasonable efforts to cause its representations and warranties to be correct at all times, (iv) use commercially reasonable best efforts to provide all information reasonably requested by Buyer related to loans or other transactions made by Seller with a total relationship exposure value equal to or exceeding $500,000250,000, (v) consult with Buyer prior to entering into or making any loans or other transactions with a total relationship exposure value equal to or exceeding $2,500,000250,000 other than residential mortgage loans for which Seller has a commitment to buy from a reputable investor (for the avoidance of doubt, such limit shall apply to separate extensions of credit and not to the total credit exposure to any Person), (vi) consult with Buyer prior to entering into or making any loans that exceed regulatory loan to value guidelines or any Seller Entity’s internal loan policiesguidelines, and (vii) take no action which would (A) adversely affect the ability of any Party to obtain any Consents required for the transactions contemplated hereby without imposition of a condition or restriction of the type referred to in the last sentences of Sections 7.1(b8.1(b) or 7.1(c8.1(c), or (B) materially adversely affect the ability of any Party to perform its covenants and agreements under this Agreement.