Compliance with Banking Regulations. Each of Comenity Bank (f/k/a World Financial Network Bank) and Comenity Capital Bank (f/k/a World Financial Capital Bank) (collectively, the "Banks") is a wholly-owned subsidiary of the Company. No charge, investigation or proceeding for the termination or revocation of the charter or good standing of either Bank is pending or, to the best knowledge of the Company and the Guarantors, threatened. The deposit accounts and deposits of each Bank are duly and adequately insured by the Federal Deposit Insurance Corporation (the "FDIC") to the full extent of FDIC insurance limits. No charge, investigation or proceeding for the termination or revocation of either Banks' FDIC insurance is pending or, to the best knowledge of the Company and the Guarantors, threatened. Neither the Company nor either Bank is subject to any order of the FDIC or any state or foreign banking departments with jurisdiction over either Bank or its operations, nor, except as set forth in the Pricing Disclosure Package and the Final Offering Memorandum, is the Company or either Bank subject to any agreement or consent related to compliance with U.S. banking laws and regulations with, or, except as disclosed and provided in writing to the Representative, board resolution adopted at the instigation of, any such regulatory authorities. Each Bank has conducted and is conducting its business so as to comply in all material respects with all applicable U.S. federal, foreign and state laws, rules, regulations, decisions, directives and orders of, and agreements with, the FDIC and any state or foreign banking departments with jurisdiction over such Bank or its operations. No material charge, investigation or proceeding with respect to, or relating to, either Bank is pending or, to the best knowledge of the Company and the Guarantors, threatened, by or before any regulatory, administrative or U.S. governmental agency, body or authority. Each Bank is in compliance with all applicable capital requirements. Each Bank is well capitalized as defined in FDIC regulations, with capital ratios as set forth in the Pricing Disclosure Package and the Final Offering Memorandum. Except as would not result in a Material Adverse Change, whether singly or in the aggregate, the credit card accounts (the "Accounts") originated by either Bank, whether securitized by such Bank or retained as seller's interest for such Bank's own account, have been created, maintained by such Bank and serviced in compliance with applicabl...
Compliance with Banking Regulations. At all times be in compliance with, cause Bank to be in compliance with, all banking and bank holding company laws, rules and regulations applicable to Borrower or Bank.
Compliance with Banking Regulations. Each of Comenity Bank (f/k/a World Financial Network Bank) and Comenity Capital Bank (f/k/a World Financial Capital Bank) (collectively, the “Banks”) is an indirect wholly-owned subsidiary of the Company. No charge, investigation or proceeding for the termination or revocation of the charter or good standing of either Bank is pending or, to the best knowledge of the Company and the Guarantors, threatened. The deposit accounts and deposits of each Bank are duly and adequately insured by the Federal Deposit Insurance Corporation (the “FDIC”) to the full extent of FDIC insurance limits. Except as set forth in the Pricing Disclosure Package and the Final Offering Memorandum, no charge, investigation or proceeding for the termination or revocation of either Banks’ FDIC insurance is pending or, to the best knowledge of the Company and the Guarantors, threatened. Neither the Company nor either Bank is subject to any order of the FDIC or any state or foreign banking departments with jurisdiction over either Bank or its operations, nor, except as set forth in the Pricing Disclosure Package and the Final Offering Memorandum, is the Company or either Bank subject to any agreement or consent related to compliance with U.S. banking laws and regulations with, or, except as disclosed and provided in writing to the Representative, and board resolution adopted at the instigation of, any such regulatory authorities. Each Bank has conducted and is conducting its business so as to comply in all material respects with all applicable U.S. federal, foreign and state laws, rules, regulations, decisions, directives and orders of, and agreements with, the FDIC and any state or foreign banking departments with jurisdiction over such Bank or its operations. No material charge, investigation or proceeding with respect to, or relating to, either Bank is pending or, to the best knowledge of the Company and the Guarantors, threatened, by or before any regulatory, administrative or U.S. governmental agency, body or authority. Each Bank is in compliance with all applicable capital requirements. Each Bank is well capitalized as defined in FDIC regulations, with capital ratios as set forth in the Pricing Disclosure Package and the Final Offering Memorandum. Except as would not result in a Material Adverse Change, whether singly or in the aggregate, the credit card accounts (the “Accounts”) originated by either Bank, whether securitized by such Bank or retained for such Bank’s own account, wh...
Compliance with Banking Regulations. Each of the Company and its subsidiaries is in compliance in all respects with all laws administered by, and all rules and regulations of, the Board of Governors of the Federal Reserve System (the “Federal Reserve Board”), the FDIC, the California Department of Financial Institutions, and any other federal or state bank regulatory authority with jurisdiction over the Company or its subsidiaries (collectively, “Bank Regulatory Authorities”), other than where the failure to be in compliance would not reasonably be expected to have a Material Adverse Effect; and, except as set forth or referenced in the Registration Statement, the Prospectus or any Free Writing Prospectus, neither the Company nor any of its subsidiaries is a party to any written agreement or memorandum of understanding with, or a party to any commitment letter or similar undertaking to, or is subject to any order or directive by, or is a recipient of any extraordinary supervisory letter from, or has adopted any board of director resolutions at the request of, any Bank Regulatory Authority which currently restricts the conduct of its business, or relates to its capital adequacy, its credit policies or its management, nor have any of them been advised by any Bank Regulatory Authority that it is contemplating issuing or requesting (or is considering the appropriateness of issuing or requesting) any such order, decree, agreement, memorandum of understanding, extraordinary supervisory letter, commitment letter or similar submission, or any such board of director resolutions, in each case that are applicable to the Company or its subsidiaries specifically rather than to banks and bank holding companies generally.
Compliance with Banking Regulations. Cause the Guarantor Group to be in compliance with all banking and bank holding company laws, rules and regulations applicable to the Guarantor Group, except to the extent that such non-compliance would not result in a Material Adverse Affect.
Compliance with Banking Regulations. The Company and each of its subsidiaries are in compliance with all laws administered by the Board of Governors of the Federal Reserve System (the “Federal Reserve Board”), the Office of the Comptroller of the Currency (the “OCC”), the Federal Deposit Insurance Corporation (“FDIC”) and any other federal or state bank regulatory authorities (together with the Federal Reserve Board, the OCC and the FDIC, the “Bank Regulatory Authorities”) with jurisdiction over the Company or any of its subsidiaries, except for any such non-compliance that would not individually or in the aggregate have a Material Adverse Effect.
Compliance with Banking Regulations. At all times be in compliance with and cause the Operating Subsidiary to be in compliance with all banking and bank holding company laws, rules and regulations applicable to Borrower or the Operating Subsidiary;
Compliance with Banking Regulations. Borrower and its subsidiary banks will comply with all applicable banking laws and regulations.
Compliance with Banking Regulations. This Agreement is not intended to shift any banking regulation compliance and reporting requirements from Credit Union to WSU. All compliance and reporting requirements under Applicable Laws, including the Electronic Fund Transfer Act, Electronic Transfers (Regulation E), Xxxxxx-Xxxxx-Xxxxxx, and any other applicable state, federal, or international banking laws, rules, or regulations arising from this Agreement will be the sole responsibility of Credit Union. Credit Union will indemnify, defend, and hold WSU harmless from and against any and all costs arising from any failure by Credit Union to so comply.
Compliance with Banking Regulations. FSB and its Subsidiaries have (1) continuously complied with all material federal and state banking laws and regulations, including all required filings, except for minor compliance matters, which do not, in the aggregate, have a material adverse effect on FSB; (2) timely filed using complete and accurate information, all documents required by Federal Reserve Regulation Y, all call reports, all documents required for Federal Deposit Insurance, all documents required by the Michigan Financial Institutions Bureau, and all other required filings, except for minor filing omissions or inaccuracies which do not, in the aggregate, have a material adverse effect on FSB; and, (3) have cooperated in all regulatory audits without concealing any material information.
