Common use of DIVIDEND AND REPURCHASE RESTRICTIONS ON STOCK Clause in Contracts

DIVIDEND AND REPURCHASE RESTRICTIONS ON STOCK. A. Except as may otherwise may be permitted by the OTS, the Holding Company may not repurchase any shares of its capital stock during the first year following consummation of the Conversion and Reorganization. During the second and third years following consummation of the Conversion and Reorganization, the Holding Company may not repurchase any of its capital stock from any person, other than pursuant to (i) an offer to repurchase made by the Holding Company on a pro rata basis to all of its stockholders and which is approved by the OTS, (ii) the repurchase of qualifying shares of a director, if any, (iii) purchases in the open market by a Tax-Qualified or Non-Tax-Qualified Employee Stock Benefit Plan in an amount reasonable and appropriate to fund the plan, or (iv) a repurchase program approved by the OTS. B. The Bank may not declare or pay a cash dividend on, or repurchase any of, its capital stock if the effect thereof would cause the regulatory capital of the Bank to be reduced below the amount required for the liquidation account. Any dividend declared or paid on, or repurchase of, the Bank's capital stock also shall be in compliance with Section 563.134 of the Regulations Applicable to All Savings Associations, or any successor thereto. C. Notwithstanding anything to the contrary set forth herein, the Holding Company may repurchase its capital stock to the extent and subject to the requirements set forth in Section 563b.3(g)(3) of the Regulations Applicable to All Savings Associations, or any successor thereto, or as otherwise may be approved by the OTS.

DIVIDEND AND REPURCHASE RESTRICTIONS ON STOCK. A. Except as may otherwise may be permitted by the OTS, the (a) The Holding Company generally may not repurchase any shares of its capital stock during the first year following consummation of the Conversion and Reorganization, except as may be otherwise approved by the OTS. During the second and third years following consummation of the Conversion and Reorganization, the Holding Company may not repurchase any of its capital stock from any person, other than pursuant to (i) an offer to repurchase made by the Holding Company on a pro rata basis to all of its stockholders shareholders and which is approved by the OTS, (ii) the repurchase of qualifying shares of a director, if any, (iii) purchases in the open market by a Tax-Qualified or Non-Tax-Qualified Employee Stock Benefit Plan in an amount reasonable and appropriate to fund the plan, or (iv) a repurchase program approved by the OTS. B. (b) The Bank Association may not declare or pay a cash dividend on, or repurchase any of, its capital stock if the effect thereof would cause the regulatory capital of the Bank Association to be reduced below the amount required for the liquidation account. Any dividend declared or paid on, or repurchase of, the BankAssociation's capital stock also shall be in compliance with Section 563.134 of the Regulations Applicable to All Savings Associations, or any successor thereto. C. (c) Notwithstanding anything to the contrary set forth herein, the Holding Company may repurchase its capital stock to the extent and subject to the requirements set forth in Section 563b.3(g)(3) of the Regulations Applicable to All Savings Associations, or any successor thereto, or as otherwise may be approved by the OTS.