Common use of Compliance with Laws and Regulatory Filings Clause in Contracts

Compliance with Laws and Regulatory Filings. (A) Except as disclosed in Section 4.08(A) of the Schedules, Investar and each of its Subsidiaries has complied in all material respects with and is not in material default or violation under the Legal Requirements applicable to it, including all Banking Laws. Neither Investar nor any of its Subsidiaries has had material incidents of fraud involving Investar, any of its Subsidiaries or any of their respective officers, directors or Affiliates during the last two (2) years. Each of Investar and Investar Bank has timely and properly filed and maintained in all material respects all requisite Currency Transaction Reports and Suspicious Activity Reports and has systems that are designed to properly monitor transaction activity. (B) Each of Investar and Investar Bank has timely filed all reports, registrations, statements and other documents, together with any amendments required to be made thereto, that are required to be filed with the OCC and FRB, and such reports, registrations and statements as finally amended or corrected, are true and correct, in all material respects, and comply as to form with all Legal Requirements. Except as set forth in Section 4.08(B) of the Schedules, there is no unresolved violation, criticism or exception by any Governmental Authority with respect to any report relating to any examination of Investar or Investar Bank. (C) Except as set forth in Section 4.08(C) of the Schedules, neither Investar nor any of its Subsidiaries, or, to Investar’s Knowledge, director, officer, employee, agent or other Person acting on behalf of Investar or any of its Subsidiaries has, directly or indirectly, (i) used any funds of Investar or any of its Subsidiaries for unlawful contributions, unlawful gifts, unlawful entertainment or other expenses relating to political activity, (ii) made any unlawful payment to foreign or domestic governmental officials or employees or to foreign or domestic political parties or campaigns from funds of Investar or any of its Subsidiaries, (iii) violated any provision of the Foreign Corrupt Practices Act of 1977, as amended, or any similar law, (iv) established or maintained any unlawful fund of monies or other assets of Investar or any of its Subsidiaries, (v) made any fraudulent entry on the books or records of Investar or any of its Subsidiaries, or (vi) made any unlawful bribe, unlawful rebate, unlawful payoff, unlawful influence payment, unlawful kickback or other unlawful payment to any Person, private or public, regardless of form, whether in money, property or services, to obtain favorable treatment in securing business to obtain special concessions for Investar or any of its Subsidiaries, to pay for favorable treatment for business secured or to pay for special concessions already obtained for Investar or any of its Subsidiaries, or is currently subject to any United States sanctions administered by the Office of Foreign Assets Control of the United States Department of the Treasury. (D) Investar Bank is “well capitalized” as defined by applicable federal banking regulations, and its Community Reinvestment Act of 1977 rating is no less than “satisfactory.” Investar Bank has not been informed by any of its banking regulators that its regulatory status will change.

Compliance with Laws and Regulatory Filings. (A) Except as disclosed in Section 4.08(A5.04(A) of the Schedules, Investar TCBI and each of its Subsidiaries has have complied in all material respects with and is are not in material default or violation under the Legal Requirements applicable to it, including all any Banking Laws. Neither Investar TCBI nor any of its Subsidiaries has TCBI Subsidiary have had or suspected any material incidents of fraud or defalcation involving InvestarTCBI, any of its Subsidiaries TCBI Subsidiary or any of their respective officers, directors or Affiliates during the last two (2) years. Each of Investar TCBI and Investar Texas Citizens Bank has timely and properly filed and maintained in all material respects all requisite Currency Transaction Reports and Suspicious Activity Reports and has systems customarily used by financial institutions of a similar size to Texas Citizens Bank that are designed to properly monitor transaction activityactivity (including wire transfers). (B) Each of Investar TCBI and Investar Bank has timely its Subsidiaries have filed all reports, registrations, statements registrations and other documentsstatements, together with any amendments required to be made thereto, that are required to be filed with the OCC all Governmental Authorities having supervisory jurisdiction over TCBI and FRBits Subsidiaries, and such reports, registrations and statements as finally amended or corrected, are true and correct, correct in all material respects, and comply as to form with all Legal Requirements. Except as set forth in Section 4.08(B5.04(B) of the Schedules, there is no unresolved violation, criticism or exception by any Governmental Authority with respect to any report relating to any examination examinations of Investar TCBI or Investar Bankany TCBI Subsidiary. (C) Except as set forth in Section 4.08(C) None of the Schedules, neither Investar nor any of TCBI or its Subsidiaries, oror to the Knowledge of TCBI, to Investar’s Knowledge, any director, officer, employee, agent or other Person acting on behalf of Investar TCBI or any of its Subsidiaries has, directly or indirectly, (i) used any funds of Investar TCBI or any of its Subsidiaries for unlawful contributions, unlawful gifts, unlawful entertainment or other expenses relating to political activity, (ii) made any unlawful payment to foreign or domestic governmental officials or employees or to foreign or domestic political parties or campaigns from funds of Investar TCBI or any of its Subsidiaries, (iii) violated any provision of the Foreign Corrupt Practices Act of 1977, as amended, or any similar law, (iv) established or maintained any unlawful fund of monies or other assets of Investar TCBI or any of its Subsidiaries, (v) made any fraudulent entry on the books or records of Investar TCBI or any of its Subsidiaries, or (vi) made any unlawful bribe, unlawful rebate, unlawful payoff, unlawful influence payment, unlawful kickback or other unlawful payment to any Person, private or public, regardless of form, whether in money, property or services, to obtain favorable treatment in securing business to obtain special concessions for Investar TCBI or any of its Subsidiaries, to pay for favorable treatment for business secured or to pay for special concessions already obtained for Investar TCBI or any of its Subsidiaries, or is currently subject to any United States sanctions administered by the Office of Foreign Assets Control of the United States Department of the Treasury. (D) Investar Texas Citizens Bank is “well capitalized” (as that term is defined by applicable federal banking regulations, in 12 C.F.R. Section 325.103(b)) and its Community Reinvestment Act of 1977 rating is no less than “satisfactory.” Investar Texas Citizens Bank has not been informed by any of its banking regulators that its regulatory status as “well capitalized” or “satisfactory,” in each case, will change and has no basis for believing that its status will change. (E) TCBI and each of its Subsidiaries have all material permits, licenses, authorizations, orders, and approvals of, and each has made all material filings, applications, and registrations with, all Governmental Authorities that are required in order to permit it to own or lease its properties and to conduct its business as presently conducted. All such material permits, licenses, certificates of authority, orders, and approvals are in full force and effect and, to TCBI’s Knowledge, no suspension or cancellation of any of them is threatened. (F) The deposits of Texas Citizens Bank are insured by the FDIC in accordance with the FDIA to the fullest extent permitted by law, and Texas Citizens Bank has paid all premiums and assessments that are due and owing and filed all reports required by the FDIA. No proceedings for the revocation or termination of such deposit insurance are pending or, to TCBI’s Knowledge, threatened. (G) None of TCBI or its Subsidiaries, or to the Knowledge of TCBI, any of their respective directors, officers or employees, has disclosed any confidential supervisory information about TCBI or Texas Citizens Bank to BFST or any of its Subsidiaries, or to any of their respective directors, officers or employees.

Compliance with Laws and Regulatory Filings. (A) A. Except as disclosed in Section 4.08(A) 5.04A of the Schedules, Investar BOJ and each of its Subsidiaries has have complied in all material respects with and is are not in material default or violation under the Legal Requirements applicable to it, including all any Banking Laws. Neither Investar BOJ nor Highlands Bank have had or suspected any of its Subsidiaries has had material incidents of fraud or defalcation involving InvestarBOJ, any of its Subsidiaries Highlands Bank or any of their respective officers, directors or Affiliates during the last two (2) years. Each of Investar BOJ and Investar Highlands Bank has timely and properly filed and maintained in all material respects all requisite Currency Transaction Reports and Suspicious Activity Reports and has systems customarily used by financial institutions of a similar size to Highlands Bank that are designed to properly monitor transaction activityactivity (including wire transfers). (B) Each of Investar B. BOJ and Investar Bank has timely its Subsidiaries have filed all reports, registrations, statements registrations and other documentsstatements, together with any amendments required to be made thereto, that are required to be filed with the OCC all Governmental Authorities having supervisory jurisdiction over BOJ and FRBits Subsidiaries, and such reports, registrations and statements as finally amended or corrected, are true and correct, correct in all material respects, and comply as to form with all Legal Requirements. Except as set forth in Section 4.08(B) 5.04B of the Schedules, there is no unresolved violation, criticism or exception by any Governmental Authority bank regulatory agency with respect to any report relating to any examination examinations of Investar BOJ or Investar Highlands Bank. (C) Except as set forth in Section 4.08(C) C. None of the Schedules, neither Investar nor any of BOJ or its Subsidiaries, oror to the Knowledge of BOJ, to Investar’s Knowledge, any director, officer, employee, agent or other Person acting on behalf of Investar BOJ or any of its Subsidiaries has, directly or indirectly, (i) used any funds of Investar BOJ or any of its Subsidiaries for unlawful contributions, unlawful gifts, unlawful entertainment or other expenses relating to political activity, (ii) made any unlawful payment to foreign or domestic governmental officials or employees or to foreign or domestic political parties or campaigns from funds of Investar BOJ or any of its Subsidiaries, (iii) violated any provision of the Foreign Corrupt Practices Act of 1977, as amended, or any similar law, (iv) established or maintained any unlawful fund of monies or other assets of Investar BOJ or any of its Subsidiaries, (v) made any fraudulent entry on the books or records of Investar BOJ or any of its Subsidiaries, or (vi) made any unlawful bribe, unlawful rebate, unlawful payoff, unlawful influence payment, unlawful kickback or other unlawful payment to any Person, private or public, regardless of form, whether in money, property or services, to obtain favorable treatment in securing business to obtain special concessions for Investar BOJ or any of its Subsidiaries, to pay for favorable treatment for business secured or to pay for special concessions already obtained for Investar BOJ or any of its Subsidiaries, or is currently subject to any United States sanctions administered by the Office of Foreign Assets Control of the United States Department of the Treasury. (D) Investar D. Highlands Bank is “well capitalized” (as that term is defined by applicable federal banking regulationsin 12 C.F.R. Section 325.103(b)), and “well managed” (as that term is defined is 12 C.F.R. Section 225.2(s)), and its Community Reinvestment Act of 1977 rating is no less than “satisfactory.” Investar Highlands Bank has not been informed by any of its banking regulators that its regulatory status as “well capitalized,” “well managed” or “satisfactory,” respectively, will change and has no basis for believing that its status will change.

Compliance with Laws and Regulatory Filings. (A) A. Except as disclosed in Section 4.08(A) 5.04A of the Schedules, Investar PBI and each of its Subsidiaries has have complied in all material respects with and is are not in material default or violation under the Legal Requirements applicable to it, including all any Banking Laws. Neither Investar PBI nor any of its Subsidiaries has PBI Subsidiary have had or suspected any material incidents of fraud or defalcation involving InvestarPBI, any of its Subsidiaries PBI Subsidiary or any of their respective officers, directors or Affiliates during the last two (2) years. Each of Investar PBI and Investar Pedestal Bank has timely and properly filed and maintained in all material respects all requisite Currency Transaction Reports and Suspicious Activity Reports and has systems customarily used by financial institutions of a similar size to Pedestal Bank that are designed to properly monitor transaction activityactivity (including wire transfers). (B) Each of Investar B. PBI and Investar Bank has timely its Subsidiaries have filed all reports, registrations, statements registrations and other documentsstatements, together with any amendments required to be made thereto, that are required to be filed with the OCC all Governmental Authorities having supervisory jurisdiction over PBI and FRBits Subsidiaries, and such reports, registrations and statements as finally amended or corrected, are true and correct, correct in all material respects, and comply as to form with all Legal Requirements. Except as set forth in Section 4.08(B) 5.04B of the Schedules, there is no unresolved violation, criticism or exception by any Governmental Authority with respect to any report relating to any examination examinations of Investar PBI or Investar Bankany PBI Subsidiary. (C) Except as set forth in Section 4.08(C) C. None of the Schedules, neither Investar nor any of PBI or its Subsidiaries, oror to the Knowledge of PBI, to Investar’s Knowledge, any director, officer, employee, agent or other Person acting on behalf of Investar PBI or any of its Subsidiaries has, directly or indirectly, (i) used any funds of Investar PBI or any of its Subsidiaries for unlawful contributions, unlawful gifts, unlawful entertainment or other expenses relating to political activity, (ii) made any unlawful payment to foreign or domestic governmental officials or employees or to foreign or domestic political parties or campaigns from funds of Investar PBI or any of its Subsidiaries, (iii) violated any provision of the Foreign Corrupt Practices Act of 1977, as amended, or any similar law, (iv) established or maintained any unlawful fund of monies or other assets of Investar PBI or any of its Subsidiaries, (v) made any fraudulent entry on the books or records of Investar PBI or any of its Subsidiaries, or (vi) made any unlawful bribe, unlawful rebate, unlawful payoff, unlawful influence payment, unlawful kickback or other unlawful payment to any Person, private or public, regardless of form, whether in money, property or services, to obtain favorable treatment in securing business to obtain special concessions for Investar PBI or any of its Subsidiaries, to pay for favorable treatment for business secured or to pay for special concessions already obtained for Investar PBI or any of its Subsidiaries, or is currently subject to any United States sanctions administered by the Office of Foreign Assets Control of the United States Department of the Treasury. (D) Investar D. Pedestal Bank is “well capitalized” (as that term is defined by applicable federal banking regulationsin 12 C.F.R. Section 325.103(b)), and “well managed” (as that term is defined is 12 C.F.R. Section 225.2(s)), and its Community Reinvestment Act of 1977 rating is no less than “satisfactory.” Investar Pedestal Bank has not been informed by any of its banking regulators that its regulatory status as “well capitalized,” “well managed” or “satisfactory,” respectively, will change and has no basis for believing that its status will change. E. PBI and each of its Subsidiaries have all material permits, licenses, authorizations, orders, and approvals of, and each has made all material filings, applications, and registrations with, all Governmental Authorities that are required in order to permit it to own or lease its properties and to conduct its business as presently conducted. All such material permits, licenses, certificates of authority, orders, and approvals are in full force and effect and, to PBI’s Knowledge, no suspension or cancellation of any of them is threatened. F. The deposits of Pedestal Bank are insured by the FDIC in accordance with the FDIA to the fullest extent permitted by law, and Pedestal Bank has paid all premiums and assessments that are due and owing and filed all reports required by the FDIA. No proceedings for the revocation or termination of such deposit insurance are pending or, to PBI’s Knowledge, threatened.

Compliance with Laws and Regulatory Filings. Compliance with Laws and Regulatory Filings. (A) Except as disclosed in Section 4.08(A) of the Schedules, Investar and each of its Subsidiaries has complied in all material respects with and is not in material default or violation under the Legal Requirements applicable to it, including all Banking Laws. Neither Investar nor any of its Subsidiaries has had material incidents of fraud involving Investar, any of its Subsidiaries or any of their respective officers, directors or Affiliates during the last two (2) years. Each of Investar and Investar Bank has timely and properly filed and maintained in all material respects all requisite Currency Transaction Reports and Suspicious Activity Reports and has systems that are designed to properly monitor transaction activity. (B) Each of Investar and Investar Bank has timely filed all reports, registrations, statements and other documents, together with any amendments required to be made thereto, that are required to be filed with the OCC and FRB, and such reports, registrations and statements as finally amended or corrected, are true and correct, in all material respects, and comply as to form with all Legal Requirements. Except as set forth in Section 4.08(B) of the Schedules, there is no unresolved violation, criticism or exception by any Governmental Authority with respect to any report relating to any examination of Investar or Investar Bank. (C) Except as set forth in Section 4.08(C) of the Schedules, neither Investar nor any of its Subsidiaries, or, to Investar’s Knowledge, director, officer, employee, agent or other Person acting on behalf of Investar or any of its Subsidiaries has, directly or indirectly, (i) used any funds of Investar or any of its Subsidiaries for unlawful contributions, unlawful gifts, unlawful entertainment or other expenses relating to political activity, (ii) made any unlawful payment to foreign or domestic governmental officials or employees or to foreign or domestic political parties or campaigns from funds of Investar or any of its Subsidiaries, (iii) violated any provision of the Foreign Corrupt Practices Act of 1977, as amended, or any similar law, (iv) established or maintained any unlawful fund of monies or other assets of Investar or any of its Subsidiaries, (v) made any fraudulent entry on the books or records of Investar or any of its Subsidiaries, or (vi) made any unlawful bribe, unlawful rebate, unlawful payoff, unlawful influence payment, unlawful kickback or other unlawful payment to any Person, private or public, regardless of form, whether in money, property or services, to obtain favorable treatment in securing business to obtain special concessions for Investar or any of its Subsidiaries, to pay for favorable treatment for business secured or to pay for special concessions already obtained for Investar or any of its Subsidiaries, or is currently subject to any United States sanctions administered by the Office of Foreign Assets Control of the United States Department of the Treasury. (D) Investar Bank is “well capitalized” as defined by applicable federal banking regulations, and its Community Reinvestment Act of 1977 rating is no less than “satisfactory.” Investar Bank has not been informed by any of its banking regulators that its regulatory status will change.