Bank Charter. The Bank is a state chartered bank under the laws of the State of New York to transact business as a state chartered bank and the charter of the Bank is in full force and effect; the Bank has been duly organized and is validly existing in good standing under the laws of the state of New York, except where the failure to be so organized, existing or in good standing would not have a Material Adverse Effect; and the Bank has the corporate power and authority to own its properties and conduct its business as described in the Prospectus and has been duly qualified as a foreign corporation for the transaction of business and is in good standing under the laws of each other jurisdiction in which it owns or leases properties or conducts any business so as to require such qualification, except where the failure to be so qualified in any such jurisdiction would not have a Material Adverse Effect. The Bank is “well-capitalized” as defined under applicable Federal Reserve regulations and has not been informed by any Regulatory Authorities (defined below) that its status as “well-capitalized” will change within one year, nor, to the Company’s knowledge, has the Bank been informed other than in writing by any Regulatory Authority that its status as “well-capitalized” will change within one year.
Bank Charter. Articles and Bylaws of Bank and VCB. The Charter of the Bank in effect immediately prior to the Effective Date shall be the Charter of the Bank on the Effective Date. The Articles of Incorporation and Bylaws of VCB and of the Bank in effect immediately prior to the Effective Date shall be the Articles of Incorporation and Bylaws of VCB and of the Bank on the Effective Date.
Bank Charter. In the event BB maintains the existence of the BB Bank Charter, BB hereby agrees not to allow or cause the BB Bank Charter to be used, operated or sold to any entity that is owned, controlled or otherwise is affiliated with or by any former BB director, officer or employee. This provision shall survive the closing of the Acquisition Transaction and shall be an indemnifiable claim of SAB pursuant to Article XI hereof.
Bank Charter. 14 2.4 By-Laws . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 2.5
Bank Charter. The Articles of Association of NBNA as in ------------ effect at the Effective Time shall be the Articles of Association of the Surviving Bank, until thereafter amended as provided therein.
Bank Charter. CBC has obtained preliminary approval from the OCC to establish CBC National Bank and such approval has not been withdrawn or terminated.
