Common use of Certain Loans and Related Matters Clause in Contracts

Certain Loans and Related Matters. (a) Except as set forth in Section 3.11(a) of the Oakwood Disclosure Schedules, as of December 31, 2023, neither Oakwood nor any of its Subsidiaries is a party to any written or oral: (i) loan agreement, note or borrowing arrangement (other than credit card loans and other loans the unpaid balance of which does not exceed $10,000 per loan) under the terms of which the obligor is sixty (60) days delinquent in payment of principal or interest or in default of any other material provisions as of the date of this Agreement; (ii) loan agreement, note or borrowing arrangement which has been classified as “substandard,” “doubtful,” “loss,” “other loans especially mentioned,” “other assets especially mentioned” or any comparable classifications by such persons; (iii) loan agreement, note or borrowing arrangement, including any loan guaranty, with any director or executive officer of Oakwood or any of its Subsidiaries, or any ten percent (10%) or more shareholder of Oakwood, or any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing; or (iv) loan agreement, note or borrowing arrangement in violation of any law, regulation or rule applicable to Oakwood or any of its Subsidiaries including those promulgated, interpreted or enforced by any regulatory agency with supervisory jurisdiction over Oakwood or any of its Subsidiaries. (b) Section 3.11(b) of the Oakwood Disclosure Schedules contains the “watch list of loans” of Oakwood Bank (“Watch List”) as of March 31, 2024. To the knowledge of Oakwood, there is no other Loan, loan agreement, note or borrowing arrangement which should be included on the Watch List based on Oakwood’s or Oakwood Bank’s ordinary course of business and safe and sound banking principles. (c) No contracts pursuant to which Oakwood or any of its Subsidiaries has sold Loans or pools of Loans or participations in Loans or pools of Loans contains any obligation to repurchase such Loans or interests therein solely on account of a payment default by the obligor on any such Loan. Each Loan included in a pool of Loans originated, securitized or acquired by Oakwood or any of its Subsidiaries (a “Pool”) meets all eligibility requirements (including all applicable requirements for obtaining mortgage insurance certificates and Loan guaranty certificates) for inclusion in such Pool. All such Pools have been finally certified or, if required, recertified in accordance with all applicable laws, rules and regulations, except where the time for certification or recertification has not yet expired. No Pools have been improperly certified, and, except as would not be material to Oakwood or any of its Subsidiaries, no Loan has been bought out of a Pool without all required approvals of the applicable investors.

Certain Loans and Related Matters. (a) Except as set forth in Section 3.11(a) of the Oakwood Beeville Disclosure Schedules, as of December 31September 30, 20232018, neither Oakwood Beeville nor any of its Subsidiaries is a party to any written or oral: (i) loan agreement, note or borrowing arrangement (other than credit card loans and other loans the unpaid balance of which does not exceed $10,000 per loan) under the terms of which the obligor is sixty (60) days delinquent in payment of principal or interest or in default of any other material provisions as of the date of this Agreement; (ii) loan agreement, note or borrowing arrangement which has been classified as “substandard,” “doubtful,” “loss,” “other loans especially mentioned,” “other assets especially mentioned” or any comparable classifications by such persons; (iii) loan agreement, note or borrowing arrangement, including any loan guaranty, with any director or executive officer of Oakwood Beeville or any of its Subsidiaries, or any ten percent (10%) or more shareholder of OakwoodBeeville, or any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing; or (iv) loan agreement, note or borrowing arrangement in violation of any law, regulation or rule applicable to Oakwood Beeville or any of its Subsidiaries including those promulgated, interpreted or enforced by any regulatory agency with supervisory jurisdiction over Oakwood Beeville or any of its Subsidiaries. (b) Section 3.11(b) of the Oakwood Beeville Disclosure Schedules contains the “watch list of loans” of Oakwood Beeville Bank (“Watch List”) as of March 31September 30, 20242018. To the knowledge of OakwoodBeeville, there is no other Loan, loan agreement, note or borrowing arrangement which should be included on the Watch List based on OakwoodBeeville’s or Oakwood Beeville Bank’s ordinary course of business and safe and sound banking principles. (c) No contracts pursuant to which Oakwood or any of its Subsidiaries has sold Loans or pools of Loans or participations in Loans or pools of Loans contains any obligation to repurchase such Loans or interests therein solely on account of a payment default by the obligor on any such Loan. Each Loan included in a pool of Loans originated, securitized or acquired by Oakwood or any of its Subsidiaries (a “Pool”) meets all eligibility requirements (including all applicable requirements for obtaining mortgage insurance certificates and Loan guaranty certificates) for inclusion in such Pool. All such Pools have been finally certified or, if required, recertified in accordance with all applicable laws, rules and regulations, except where the time for certification or recertification has not yet expired. No Pools have been improperly certified, and, except as would not be material to Oakwood or any of its Subsidiaries, no Loan has been bought out of a Pool without all required approvals of the applicable investors.

Certain Loans and Related Matters. (a) Except as set forth in Section 3.11(a) of the Oakwood Comanche Disclosure Schedules, as of December 31June 30, 20232018, neither Oakwood Comanche nor any of its Subsidiaries is a party to any written or oral: (i) loan agreement, note or borrowing arrangement (other than credit card loans and other loans the unpaid balance of which does not exceed $10,000 per loan) under the terms of which the obligor is sixty (60) days delinquent in payment of principal or interest or in default of any other material provisions as of the date of this Agreementhereof; (ii) loan agreement, note or borrowing arrangement which has been classified as “substandard,” “doubtful,” “loss,” “other loans especially mentioned,” “other assets especially mentioned” or any comparable classifications by such persons; (iii) loan agreement, note or borrowing arrangement, including any loan guaranty, with any director or executive officer of Oakwood Comanche or any of its Subsidiaries, or any ten percent (10%) or more shareholder of OakwoodComanche, or any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing; or (iv) loan agreement, note or borrowing arrangement in violation of any law, regulation or rule applicable to Oakwood Comanche or any of its Subsidiaries including those promulgated, interpreted or enforced by any regulatory agency with supervisory jurisdiction over Oakwood Comanche or any of its Subsidiaries. (b) Section 3.11(b) of the Oakwood Comanche Disclosure Schedules contains the “watch list of loans” of Oakwood Comanche Bank (“Watch List”) as of March 31June 30, 20242018. To the knowledge of OakwoodComanche, there is no other Loan, loan agreement, note or borrowing arrangement which should be included on the Watch List based on OakwoodComanche’s or Oakwood Comanche Bank’s ordinary course of business and safe and sound banking principles. (c) No contracts pursuant to which Oakwood or any of its Subsidiaries has sold Loans or pools of Loans or participations in Loans or pools of Loans contains any obligation to repurchase such Loans or interests therein solely on account of a payment default by the obligor on any such Loan. Each Loan included in a pool of Loans originated, securitized or acquired by Oakwood or any of its Subsidiaries (a “Pool”) meets all eligibility requirements (including all applicable requirements for obtaining mortgage insurance certificates and Loan guaranty certificates) for inclusion in such Pool. All such Pools have been finally certified or, if required, recertified in accordance with all applicable laws, rules and regulations, except where the time for certification or recertification has not yet expired. No Pools have been improperly certified, and, except as would not be material to Oakwood or any of its Subsidiaries, no Loan has been bought out of a Pool without all required approvals of the applicable investors.

Certain Loans and Related Matters. (a) Except as set forth in Section 3.11(a) of the Oakwood Disclosure SchedulesSchedule 3.7(a), as of December 31, 2023, neither Oakwood nor any of its Subsidiaries TLB is not a party to any written or oral: (i) loan agreement, note or borrowing arrangement (arrangement, other than credit card loans and other loans the unpaid balance of which does not exceed $10,000 per loan) , under the terms of which the obligor is sixty (60) days delinquent in payment of principal or interest or in default of any other material provisions as of the date of this Agreementhereof; (ii) loan agreement, note or borrowing arrangement which has been classified or, in the exercise of reasonable diligence by TLB or any regulatory agency with supervisory jurisdiction over TLB, should have been classified as “substandard,” “doubtful,” “loss,” “other loans especially mentioned,” “other assets especially mentioned” or any comparable classifications by such personsPersons; (iii) loan agreement, note or borrowing arrangement, including any loan guaranty, with any director or executive officer of Oakwood or any of its SubsidiariesTLB, or any ten percent (10%) % or more shareholder of OakwoodTLB, or any personPerson, corporation or enterprise controlling, controlled by or under common control with any of the foregoing; or (iv) loan agreement, note or borrowing arrangement in violation of any law, regulation or rule applicable to Oakwood or any of its Subsidiaries including TLB including, but not limited to, those promulgated, interpreted or enforced by any regulatory agency with supervisory jurisdiction over Oakwood or any of its SubsidiariesTLB and which violation could have a Material Adverse Effect on TLB. (b) Section 3.11(b) of the Oakwood Disclosure Schedules contains TLB has delivered to Guaranty the “watch list of loans” of Oakwood Bank TLB (“Watch List”) as of March October 31, 20242014. To Except as set forth in Schedule 3.7(b), to the knowledge Knowledge of OakwoodTLB, there is no other Loan, loan agreement, note or borrowing arrangement which should be included on the a Watch List based on Oakwood’s or Oakwood Bankin accordance with TLB’s ordinary course of business and safe and sound consistent with prudent banking principles. (c) No contracts pursuant TLB has delivered to Guaranty a true, correct and complete list of all SBA loans outstanding and indicates the loans for which Oakwood the guaranteed portion has been sold. TLB is not in breach of any warranty or representation made by it in connection with its origination and sale of the guaranteed portion of any of its Subsidiaries has sold Loans SBA loan such that it is, or pools of Loans or participations in Loans or pools of Loans contains any obligation would reasonably expected to be, obligated to repurchase such Loans or interests therein solely on account of a payment default by the obligor on any such Loan. Each Loan included in a pool of Loans originated, securitized or acquired by Oakwood or any of its Subsidiaries (a “Pool”) meets all eligibility requirements (including all applicable requirements for obtaining mortgage insurance certificates and Loan guaranty certificates) for inclusion in such Pool. All such Pools have been finally certified or, if required, recertified in accordance with all applicable laws, rules and regulations, except where the time for certification or recertification has not yet expired. No Pools have been improperly certified, and, except as would not be material to Oakwood or any of its Subsidiaries, no Loan has been bought out of a Pool without all required approvals of the applicable investorsloan.

Certain Loans and Related Matters. (a) Except as set forth in Section 3.11(a) of the Oakwood Disclosure SchedulesSchedule 3.7(a), as of December 31, 2023, neither Oakwood nor any of its Subsidiaries Mainland Bank is not a party to any written or oral: (i) loan agreement, note or borrowing arrangement (other than credit card loans and other loans the unpaid balance of which does not exceed $10,000 per loan) under the terms of which the obligor is sixty thirty (6030) days delinquent in payment of principal or interest or in default of any other material provisions as of the date of this Agreementhereof; (ii) loan agreement, note or borrowing arrangement which has been classified or, in the exercise of reasonable diligence by Mainland Bank or, to the Knowledge of Mainland Bank, any Governmental Body with supervisory jurisdiction over Mainland Bank, should have been classified as “substandard,” “doubtful,” “loss,” “other loans especially mentioned,” “other assets especially mentioned,” “watch,” “pass/watch” or any comparable classifications by such personsPersons; (iii) loan agreement, note or borrowing arrangement, including any loan guaranty, with any director or executive officer of Oakwood or any of its SubsidiariesMainland Bank, or any ten percent (10%) or more shareholder of OakwoodMainland Bank, or any personPerson, corporation or enterprise controlling, controlled by or under common control with any of the foregoing; or (iv) loan agreement, note or borrowing arrangement in material violation of any law, law or regulation or rule applicable to Oakwood Mainland Bank; or any (v) loan that is required to be accounted for as a troubled debt restructuring in accordance with Statement of its Subsidiaries including those promulgated, interpreted or enforced by any regulatory agency with supervisory jurisdiction over Oakwood or any of its SubsidiariesFinancial Accounting Standards Codification (ASC) Subtopic 310-40. (b) Section 3.11(b) of the Oakwood Disclosure Schedules contains Mainland Bank has delivered to Investar a true and complete list (the “watch list of loans” of Oakwood Bank (“Watch Problem Asset List”) as of March August 31, 20242018 of all the substandard, doubtful, loss, nonperforming, problem loans or other assets of Mainland Bank on the internal watch list of Mainland Bank that have been classified internally by management of Mainland Bank, or that have been classified during any external loan review or regulatory examination. To the knowledge of OakwoodExcept as set forth in Schedule 3.7(b), there is no other Loanasset, loan agreement, note or borrowing arrangement which should be included on the Watch a Problem Asset List based on Oakwood’s or Oakwood in accordance with Mainland Bank’s ordinary course of business and safe and sound consistent with prudent banking principles. (c) No contracts pursuant to which Oakwood or any of its Subsidiaries has sold Loans or pools of Loans or participations in Loans or pools of Loans contains any obligation to repurchase such Loans or interests therein solely on account of a payment default by the obligor on any such Loan. Each Loan included in a pool of Loans originated, securitized or acquired by Oakwood or any of its Subsidiaries (a “Pool”) meets all eligibility requirements (including all applicable requirements for obtaining mortgage insurance certificates and Loan guaranty certificates) for inclusion in such Pool. All such Pools have been finally certified or, if required, recertified in accordance with all applicable laws, rules and regulations, except where the time for certification or recertification has not yet expired. No Pools have been improperly certified, and, except as would not be material to Oakwood or any of its Subsidiaries, no Loan has been bought out of a Pool without all required approvals of the applicable investors.

Certain Loans and Related Matters. (a) Except as set forth in Section 3.11(a) of the Oakwood Disclosure Schedules, as of December 31, 2023Schedule 3.7(a), neither Oakwood DCB nor any of its Subsidiaries PSB is a party to any written or oral: (i) loan agreement, note or borrowing arrangement (arrangement, other than credit card loans and other loans the unpaid balance of which does not exceed $10,000 per loan) , under the terms of which the obligor is sixty (60) days delinquent in payment of principal or interest or in default of any other material provisions as of the date of this Agreementhereof; (ii) loan agreement, note or borrowing arrangement which has been classified or, in the exercise of reasonable diligence by DCB, PSB or any Governmental Body with supervisory jurisdiction over DCB or PSB , should have been classified as “substandard,” “doubtful,” “loss,” “other loans especially mentioned,” “other assets especially mentioned” or any comparable classifications by such personsPersons; or (iii) loan agreement, note or borrowing arrangement, including any loan guaranty, with any director or executive officer of Oakwood DCB or any of its SubsidiariesPSB, or any ten percent (10%) % or more shareholder of OakwoodDCB, or any personPerson, corporation or enterprise controlling, controlled by or under common control with any of the foregoing; or (iv) loan agreement, note or borrowing arrangement in violation of any law, regulation or rule applicable to Oakwood or any of its Subsidiaries including those promulgated, interpreted or enforced by any regulatory agency with supervisory jurisdiction over Oakwood or any of its Subsidiaries. (b) Section 3.11(bDCB has delivered to Guaranty a true and complete list (the “Problem Asset List”) of all the Oakwood Disclosure Schedules contains substandard, doubtful, loss, nonperforming, problem loans or other assets of DCB and PSB on the “internal watch list of loans” DCB and PSB that have been classified internally by management of Oakwood Bank (“Watch List”) DCB or PSB, or that have been classified during any external loan review or regulatory examination as of March October 31, 20242014. To Except as set forth in Schedule 3.7(b), to the knowledge Knowledge of OakwoodDCB, there is no other Loanasset, loan agreement, note or borrowing arrangement which should be included on the Watch a Problem Asset List based on Oakwoodin accordance with DCB’s or Oakwood BankPSB’s ordinary course of business and safe and sound consistent with prudent banking principles. (c) No contracts pursuant DCB has delivered to Guaranty a true and complete list of all SBA loans outstanding and indicates the loans for which Oakwood the guaranteed portion has been sold. Neither DCB nor PSB is in breach of any warranty or representation made by it in connection with its origination and sale of the guaranteed portion of any of its Subsidiaries has sold Loans SBA loan such that it is, or pools of Loans or participations in Loans or pools of Loans contains any obligation would reasonably expected to be, obligated to repurchase such Loans or interests therein solely on account of a payment default by the obligor on any such Loan. Each Loan included in a pool of Loans originated, securitized or acquired by Oakwood or any of its Subsidiaries (a “Pool”) meets all eligibility requirements (including all applicable requirements for obtaining mortgage insurance certificates and Loan guaranty certificates) for inclusion in such Pool. All such Pools have been finally certified or, if required, recertified in accordance with all applicable laws, rules and regulations, except where the time for certification or recertification has not yet expired. No Pools have been improperly certified, and, except as would not be material to Oakwood or any of its Subsidiaries, no Loan has been bought out of a Pool without all required approvals of the applicable investorsloan.

Certain Loans and Related Matters. (a) Except as set forth in Section 3.11(a) Schedule 3.5, none of the Oakwood Disclosure SchedulesMonticello, as of December 31, 2023, neither Oakwood nor any of its Subsidiaries Monticello Bank or their respective subsidiaries is a party to any written or oral: (i) loan agreement, note or borrowing arrangement (arrangement, other than credit card loans and other loans the unpaid balance of which does not exceed $10,000 100,000 per loan) , under the terms of which the obligor is sixty (60) days delinquent in payment of principal or interest or in default of any other material provisions provision as of the date of this Agreementhereof; (ii) loan agreement, note or borrowing arrangement which has been classified or, in the exercise of reasonable diligence by Monticello, Monticello Bank or any Regulatory Authority, should have been classified by any bank examiner (whether regulatory or internal) as “substandard,” “doubtful,” “loss,” “other loans especially mentioned,” “other assets especially mentioned,” “special mention,” “credit risk assets,” “classified,” “criticized,” “watch list,” “concerned loans” or any comparable classifications by such persons; (iii) loan agreement, note or borrowing arrangement, including any loan guaranty, with any director or executive officer of Oakwood Monticello, Monticello Bank or any of its Subsidiaries, Monticello subsidiary or any ten five percent (105%) or more shareholder of OakwoodMonticello, Monticello Bank or any Monticello subsidiary, or any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing; or (iv) loan agreement, note or borrowing arrangement in violation of any law, regulation or rule applicable to Oakwood Monticello, Monticello Bank or any of its Subsidiaries including Monticello subsidiary including, but not limited to, those promulgated, interpreted or enforced by any regulatory agency with supervisory jurisdiction over Oakwood or any Regulatory Authority and which violation could have a Material Adverse Effect on the Condition of its Subsidiaries. (b) Section 3.11(b) Monticello. As of the Oakwood Disclosure Schedules contains date of any Financial Statement of Monticello, any Financial Statement of Monticello Bank and any Financial Regulatory Report of Monticello Bank subsequent to the “watch list execution of loans” this Agreement, including the date of Oakwood the Financial Statements of Monticello, the Financial Statements of Monticello Bank, and the Financial Regulatory Reports of Monticello Bank (“Watch List”) as that immediately precede the Effective Time of March 31, 2024. To the knowledge of OakwoodMerger, there is no other Loanshall not have been any material increase in the loan agreements, loan agreement, note notes or borrowing arrangement which should be included on the Watch List based on Oakwood’s or Oakwood Bank’s ordinary course of business arrangements described in (i) through (iv) above and safe and sound banking principlesSchedule 3.5. (c) No contracts pursuant to which Oakwood or any of its Subsidiaries has sold Loans or pools of Loans or participations in Loans or pools of Loans contains any obligation to repurchase such Loans or interests therein solely on account of a payment default by the obligor on any such Loan. Each Loan included in a pool of Loans originated, securitized or acquired by Oakwood or any of its Subsidiaries (a “Pool”) meets all eligibility requirements (including all applicable requirements for obtaining mortgage insurance certificates and Loan guaranty certificates) for inclusion in such Pool. All such Pools have been finally certified or, if required, recertified in accordance with all applicable laws, rules and regulations, except where the time for certification or recertification has not yet expired. No Pools have been improperly certified, and, except as would not be material to Oakwood or any of its Subsidiaries, no Loan has been bought out of a Pool without all required approvals of the applicable investors.

Certain Loans and Related Matters. (a) Except as set forth in Section 3.11(a) of the Oakwood CBI Disclosure Schedules, as of December March 31, 20232019, neither Oakwood CBI nor any of its Subsidiaries is a party to any written or oral: (i) loan agreement, note or borrowing arrangement (other than credit card loans and other loans the unpaid balance of which does not exceed $10,000 per loan) under the terms of which the obligor is sixty (60) days delinquent in payment of principal or interest or in default of any other material provisions as of the date of this Agreement; (ii) loan agreement, note or borrowing arrangement which has been classified as “substandard,” “doubtful,” “loss,” “other loans especially mentioned,” “other assets especially mentioned” or any comparable classifications by such persons; (iii) loan agreement, note or borrowing arrangement, including any loan guaranty, with any director or executive officer of Oakwood CBI or any of its Subsidiaries, or any ten percent (10%) or more shareholder of OakwoodCBI, or any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing; or (iv) loan agreement, note or borrowing arrangement in violation of any law, regulation or rule applicable to Oakwood CBI or any of its Subsidiaries including those promulgated, interpreted or enforced by any regulatory agency with supervisory jurisdiction over Oakwood CBI or any of its Subsidiaries. (b) Section 3.11(b) of the Oakwood CBI Disclosure Schedules contains the “watch list of loans” of Oakwood Bank CSB (“Watch List”) as of March 31, 20242019. To the knowledge of OakwoodCBI, there is no other Loan, loan agreement, note or borrowing arrangement which should be included on the Watch List based on OakwoodCBI’s or Oakwood BankCSB’s ordinary course of business and safe and sound banking principles. (c) No contracts pursuant to which Oakwood or any of its Subsidiaries has sold Loans or pools of Loans or participations in Loans or pools of Loans contains any obligation to repurchase such Loans or interests therein solely on account of a payment default by the obligor on any such Loan. Each Loan included in a pool of Loans originated, securitized or acquired by Oakwood or any of its Subsidiaries (a “Pool”) meets all eligibility requirements (including all applicable requirements for obtaining mortgage insurance certificates and Loan guaranty certificates) for inclusion in such Pool. All such Pools have been finally certified or, if required, recertified in accordance with all applicable laws, rules and regulations, except where the time for certification or recertification has not yet expired. No Pools have been improperly certified, and, except as would not be material to Oakwood or any of its Subsidiaries, no Loan has been bought out of a Pool without all required approvals of the applicable investors.