Common use of Evidences of Indebtedness Clause in Contracts

Evidences of Indebtedness. All evidences of indebtedness and Leases included in the HBI Financial Statements are the legal, valid and binding obligations of the respective obligors thereof, enforceable in accordance with their respective terms, subject to the Bankruptcy Exception, and are not subject to any known or threatened defenses, offsets or counterclaims that may be asserted against HBI or any of its Subsidiaries or the present holder thereof. The credit files of HBI and the Bank contain all material information (excluding general, local or national industry, economic or similar conditions) known to HBI that is reasonably required to evaluate in accordance with generally prevailing practices in the banking industry the collectability of the loan portfolio of HBI or the Bank (including loans that will be outstanding if any of them advances funds they are obligated to advance). HBI and the Bank have disclosed all of the special mention, substandard, impaired, doubtful, loss, nonperforming or problem loans of HBI and the Bank on the internal watch list of HBI or the Bank, a copy of which as of June 30, 2019, has been provided to TCB. Neither HBI nor the Bank is aware of, nor has HBI or the Bank received notice of, any past or present conditions, events, activities, practices or incidents that may result in a violation of any Environmental Law with respect to any real property securing any indebtedness reflected as an asset of HBI. With respect to any loan or other evidence of indebtedness all or a portion of which has been sold to or guaranteed by any Governmental Entity, including the Small Business Administration, each of such loans was made in compliance and conformity with all relevant Laws such that such Governmental Entity’s guaranty of such loan is effective during the term of such loan in all material respects. Notwithstanding anything to the contrary contained in this Section 3.17, no representation or warranty is being made as to the sufficiency of collateral securing, or the collectability of, the loans of the Bank; provided, however, that to Knowledge of HBI, except as disclosed in the HBI Financial Statements, no loan of the Bank is impaired and there is no impairment of the fair value of any collateral securing any loan of the Bank.

Evidences of Indebtedness. All evidences of indebtedness and Leases included in the HBI Financial Statements that are the reflected as assets of IBG or any IBG Subsidiary are legal, valid and binding obligations of the respective obligors thereof, enforceable in accordance with their respective termsterms (except as limited by applicable bankruptcy, subject to insolvency, reorganization, moratorium and similar Laws affecting creditors generally and the Bankruptcy Exceptionavailability of injunctive relief, specific performance and other equitable remedies), and are not subject to any known or threatened asserted or, to the Best Knowledge of IBG, threatened, defenses, offsets or counterclaims that may reasonably be asserted against HBI or IBG, any of its Subsidiaries IBG Subsidiary or the present holder thereof. The credit and collateral files of HBI and the Independent Bank contain all material information (excluding general, local or national industry, economic or similar conditions) actually known to HBI IBG or Independent Bank that is reasonably required to evaluate evaluate, in accordance with generally prevailing practices in the banking industry industry, the collectability of the loan portfolio of HBI or the Independent Bank (including loans that will be outstanding if any of them Independent Bank advances funds they are it is obligated to advance). HBI and the Bank have disclosed all of the special mention, substandard, impaired, doubtful, loss, nonperforming or problem loans of HBI and the Bank except for items identified on the Independent Bank’s internal watch exception list of HBI or the Bank, a copy of which as of June 30, 2019, has been provided made available to TCBGBNK. Neither HBI IBG nor the Independent Bank is aware of, nor has HBI IBG or the Independent Bank received notice of, any past or present conditions, events, activities, practices or incidents that may result in a violation of any Environmental Law with respect to any real property securing any indebtedness reflected as an asset of HBIIndependent Bank. With respect to any loan or other evidence of indebtedness all or a portion of which has been sold to or guaranteed by any Governmental Entitygovernmental authority, including the Small Business Administration, each of such loans was made in compliance and conformity with all relevant Laws and procedures such that such Governmental Entitygovernmental authority’s guaranty of such loan is effective during the term of such loan in all material respects. Notwithstanding anything to the contrary contained in this Section 3.174.33, no representation or warranty is being made as to the sufficiency of collateral securing, or the collectability of, the loans of the Bank; provided, however, that to Knowledge of HBI, except as disclosed in the HBI Financial Statements, no loan of the Bank is impaired and there is no impairment of the fair value of any collateral securing any loan of the Independent Bank.

Evidences of Indebtedness. All evidences of indebtedness and Leases included in leases that are reflected as assets of PCCI or the HBI Bank on the PCCI Financial Statements are the are, to PCCI’s Knowledge, legal, valid and binding obligations of the respective obligors thereof, enforceable in accordance with their respective terms, subject to the Bankruptcy Exception, and are not subject to any known or threatened defenses, offsets or counterclaims that may be asserted against HBI or any of its Subsidiaries PCCI, the Bank or the present holder thereof. The credit files of HBI PCCI and the Bank contain all material information (excluding general, local or national industry, economic or similar conditions) known to HBI PCCI that is reasonably required to evaluate in accordance with generally prevailing practices in the banking industry the collectability collectibility of the loan portfolio of HBI or the Bank PCCI (including loans that will be outstanding if any of them advances funds they are obligated to advance). HBI and the Bank have PCCI has disclosed all of the special mention, substandard, impaired, doubtful, loss, nonperforming or loans identified as problem loans of HBI and the Bank on the internal watch list of HBI or the Bank, a copy of which as of June 30August 31, 20192003, has been provided to TCBPCBC. Neither HBI nor the Bank PCCI is not aware of, nor has HBI or the Bank PCCI received notice of, any past or present conditions, events, activities, practices or incidents that may result in a violation of any Environmental Law (as defined in Section 12.08(e) hereof) with respect to any real property securing any indebtedness reflected as an asset of HBIPCCI or the Bank. With respect to any loan or other evidence of indebtedness all or a portion of which has been sold to or guaranteed by any Governmental Entitygovernmental authority, including including, but not limited to the Small Business AdministrationAdministration (collectively, the “Guaranteed Loans”), each of such loans the Guaranteed Loans was made in compliance and conformity with all relevant Laws laws, rule, regulations and procedures such that such Governmental Entitygovernmental authority’s guaranty of such loan is effective during the term of such loan in all material respects. Notwithstanding anything to the contrary contained in this Section 3.17, no representation or warranty is being made as to the sufficiency of collateral securing, or the collectability of, the loans of the Bank; provided, however, that to Knowledge of HBI, except as disclosed in the HBI Financial Statements, no loan of the Bank is impaired and there is no impairment of the fair value of any collateral securing any loan of the Bank.

Evidences of Indebtedness. All evidences of indebtedness and Leases included in leases that are reflected as assets of SBB and the HBI Financial Statements are the SBB Subsidiaries are, to SBB's best knowledge, legal, valid and binding obligations of the respective obligors thereof, enforceable in accordance with their respective termsterms (except as limited by applicable bankruptcy, subject to insolvency, reorganization, moratorium and similar laws affecting creditors generally and the Bankruptcy Exceptionavailability of injunctive relief, specific performance and other equitable remedies) and are not subject to any known or threatened defenses, offsets or counterclaims that may be asserted against HBI or any of its SBB, the SBB Subsidiaries or the present holder thereof, except as disclosed in Schedule 4.17. The credit files of HBI and SBB, including the Bank SBB Subsidiaries, contain all material information (excluding general, local or national industry, economic or similar conditions) known to HBI SBB that is reasonably required to evaluate in accordance with generally prevailing practices in the banking industry the collectability collectibility of the loan portfolio of HBI or the Bank SBB (including loans that will be outstanding if any of them advances funds they are obligated to advance). HBI and the Bank have SBB has disclosed all of the special mention, substandard, impaired, doubtful, loss, nonperforming or loans identified as problem loans of HBI and the Bank on the internal watch list of HBI or the BankSBB&T, a copy of which as of June 30May 31, 20191998, has been provided to TCBPacific. Neither HBI nor the Bank Except as disclosed in Schedule 4.17, SBB is not aware of, nor has HBI or the Bank SBB received notice of, any past or present conditions, events, activities, practices or incidents that may result in a violation of any Environmental Law (as defined in Section 12.08(D) hereof) with respect to any real property securing any indebtedness reflected as an asset of HBI. With respect to SBB or any loan or other evidence of indebtedness all or a portion of which has been sold to or guaranteed by any Governmental Entity, including the Small Business Administration, each of such loans was made in compliance and conformity with all relevant Laws such that such Governmental Entity’s guaranty of such loan is effective during the term of such loan in all material respects. Notwithstanding anything to the contrary contained in this Section 3.17, no representation or warranty is being made as to the sufficiency of collateral securing, or the collectability of, the loans of the Bank; provided, however, that to Knowledge of HBI, except as disclosed in the HBI Financial Statements, no loan of the Bank is impaired and there is no impairment of the fair value of any collateral securing any loan of the BankSBB Subsidiary.

Evidences of Indebtedness. All evidences of indebtedness and Leases included in the HBI Financial Statements that are the reflected as assets of CBI or any CBI Subsidiary are legal, valid and binding obligations of the respective obligors thereof, enforceable in accordance with their respective termsterms (except as limited by applicable bankruptcy, subject to insolvency, reorganization, moratorium and similar laws affecting creditors generally and the Bankruptcy Exceptionavailability of injunctive relief, specific performance and other equitable remedies), and are not subject to any known or threatened asserted or, to the Best Knowledge of CBI, threatened, defenses, offsets or counterclaims that may reasonably be asserted against HBI or CBI, any of its Subsidiaries CBI Subsidiary or the present holder thereof. The credit and collateral files of HBI and the Northstar Bank contain all material information (excluding general, local or national industry, economic or similar conditions) actually known to HBI CBI or Northstar Bank that is reasonably required to evaluate evaluate, in accordance with generally prevailing practices in the banking industry industry, the collectability of the loan portfolio of HBI or the Northstar Bank (including loans that will be outstanding if any of them Northstar Bank advances funds they are it is obligated to advance), except for items identified on Northstar Bank’s internal exception list which has been made available to IBG. HBI and the Bank have disclosed all of the special mention, All loans classified substandard, impaired, doubtful, loss, nonperforming or problem loans internally by management of HBI and the Northstar Bank or any applicable Regulatory Agency (as defined in Section 11.10) are set forth on the internal Northstar Bank’s watch list of HBI or the Bank, a copy of which as of June 30October 31, 20192016, has been provided to TCBwhich is set forth in Confidential Schedule 3.19. Neither HBI CBI nor the Northstar Bank is aware of, nor has HBI CBI or the Northstar Bank received notice of, any past or present conditions, events, activities, practices or incidents that may result in a violation of any Environmental Law (as defined in Section 11.10.) with respect to any real property securing any indebtedness reflected as an asset of HBINorthstar Bank. With respect to any loan or other evidence of indebtedness all or a portion of which has been sold to or guaranteed by any Governmental Entitygovernmental authority, including the Small Business Administration, each of such loans was made in compliance and conformity with all relevant Laws laws, rules, regulations and procedures such that such Governmental Entitygovernmental authority’s guaranty of such loan is effective during the term of such loan in all material respects. Notwithstanding anything to the contrary contained in this Section 3.17Section, no representation or warranty is being made as to the sufficiency of collateral securing, or the collectability of, the loans of the Bank; provided, however, that to Knowledge of HBI, except as disclosed in the HBI Financial Statements, no loan of the Bank is impaired and there is no impairment of the fair value of any collateral securing any loan of the Northstar Bank.

Evidences of Indebtedness. All evidences of indebtedness and Leases included in that are reflected as assets of FBC or the HBI Financial Statements Bank are the legal, valid and binding obligations of the respective obligors thereof, enforceable in accordance with their respective terms, subject to the Bankruptcy Exception, and are not subject to any known or threatened defenses, offsets or counterclaims that may be asserted against HBI FBC or any of its Subsidiaries the Bank or the present holder thereof. The credit files of HBI FBC and the Bank contain all material information (excluding general, local or national industry, economic or similar conditions) known to HBI FBC or the Bank that is reasonably required to evaluate in accordance with generally prevailing practices in the banking industry the collectability of the loan portfolio of HBI FBC or the Bank (including loans that will be outstanding if any of them advances funds they are obligated to advance). HBI FBC and the Bank have disclosed all of the special mention, substandard, impaired, doubtful, loss, nonperforming or problem loans of HBI FBC and the Bank on the internal watch list of HBI FBC or the Bank, a copy of which as of June 30February 28, 20192015, has been provided to TCBFFIN. Neither HBI FBC nor the Bank is aware of, nor has HBI FBC or the Bank received notice of, any past or present conditions, events, activities, practices or incidents that may result in a violation of any Environmental Law (as defined in Section 11.11) with respect to any real property securing any indebtedness reflected as an asset of HBIFBC or the Bank. With respect to any loan or other evidence of indebtedness all or a portion of which has been sold to or guaranteed by any Governmental Entity, including the Small Business Administration, each of such loans was made in compliance and conformity with all relevant Laws laws, rules, regulations and procedures such that such Governmental Entity’s guaranty of such loan is effective during the term of such loan in all material respects. Notwithstanding anything to the contrary contained in this Section 3.17, no representation or warranty is being made as to the sufficiency of collateral securing, or the collectability of, the loans of the Bank; provided, however, that to Knowledge of HBI, except as disclosed in the HBI Financial Statements, no loan of the Bank is impaired and there is no impairment of the fair value of any collateral securing any loan of the Bank.

Evidences of Indebtedness. All evidences of indebtedness and Leases included in the HBI KBI Financial Statements are the legal, valid and binding obligations of the respective obligors thereof, enforceable in accordance with their respective terms, subject to the Bankruptcy Exception, and are not subject to any known or threatened defenses, offsets or counterclaims that may be asserted against HBI KBI or any of its Subsidiaries or the present holder thereof. The credit files of HBI KBI and the Bank contain all material information (excluding general, local or national industry, economic or similar conditions) known to HBI KBI that is reasonably required to evaluate in accordance with generally prevailing practices in the banking industry the collectability of the loan portfolio of HBI KBI or the Bank (including loans that will be outstanding if any of them advances funds they are obligated to advance). HBI Neither KBI nor the Bank makes any representations or warranties with respect to the current collectability of the loans, the current value of the collateral securing the loans, or the current creditworthiness of any makers, guarantors or obligors thereof. KBI and the Bank have disclosed all of the special mentionintermediate, substandard, impaired, doubtful, loss, nonperforming or problem loans of HBI KBI and the Bank on the internal watch list of HBI KBI or the Bank, a copy of which as of June 30March 31, 20192024, has been provided to TCBEQBK. Neither HBI KBI nor the Bank is aware of, nor has HBI KBI or the Bank received written notice of, any past or present conditions, events, activities, practices or incidents that may result in a material violation of any Environmental Law with respect to any real property securing any indebtedness reflected as an asset of HBIKBI. With respect to any loan or other evidence of indebtedness all or a portion of which has been sold to or guaranteed by any Governmental Entity, including the Small Business Administration, each of such loans was made in material compliance and conformity with all relevant Laws such that such Governmental Entity’s guaranty of such loan is effective during the term of such loan in all material respects. Notwithstanding anything to the contrary contained in this Section 3.17, no representation or warranty is being made as to the sufficiency of collateral securing, or the collectability of, the loans of the Bank; provided, however, that to Knowledge of HBI, except as disclosed in the HBI Financial Statements, no loan of the Bank is impaired and there is no impairment of the fair value of any collateral securing any loan of the Bank.

Evidences of Indebtedness. All evidences of indebtedness and Leases included in the HBI KBC Financial Statements are the legal, valid and binding obligations of the respective obligors thereof, enforceable in accordance with their respective terms, subject to the Bankruptcy Exception, and are not subject to any known or threatened defenses, offsets or counterclaims that may be asserted against HBI KBC or any of its Subsidiaries or the present holder thereof. The credit files of HBI KBC and the Bank contain all material information (excluding general, local or national industry, economic or similar conditions) known to HBI KBC that is reasonably required to evaluate in accordance with generally prevailing practices in the banking industry the collectability of the loan portfolio of HBI KBC or the Bank (including loans that will be outstanding if any of them advances funds they are obligated to advance). HBI KBC and the Bank have disclosed all of the special mention, substandard, impaired, doubtful, loss, nonperforming or problem loans of HBI KBC and the Bank on the internal watch list of HBI KBC or the Bank, a copy of which as of June September 30, 20192017, has been provided to TCBEQBK. Neither HBI KBC nor the Bank is aware of, nor has HBI KBC or the Bank received notice of, any past or present conditions, events, activities, practices or incidents that may result in a violation of any Environmental Law with respect to any real property securing any indebtedness reflected as an asset of HBIKBC. With respect to any loan or other evidence of indebtedness all or a portion of which has been sold to or guaranteed by any Governmental Entity, including the Small Business Administration, each of such loans was made in compliance and conformity with all relevant Laws such that such Governmental Entity’s guaranty of such loan is effective during the term of such loan in all material respects. Notwithstanding anything to the contrary contained in this Section 3.17, no representation or warranty is being made as to the sufficiency of collateral securing, or the collectability of, the loans of the Bank; provided, however, that to Knowledge of HBI, except as disclosed in the HBI Financial Statements, no loan of the Bank is impaired and there is no impairment of the fair value of any collateral securing any loan of the Bank.

Evidences of Indebtedness. All evidences of indebtedness and Leases included in the HBI Community Financial Statements are are, to the Knowledge of Community and the Bank, the legal, valid and binding obligations of the respective obligors thereof, enforceable in accordance with their respective terms, subject to the Bankruptcy Exception, and are not subject no claim of defense as to the enforcement of any evidences of indebtedness and Leases have been asserted in writing against Bank for which there is a reasonable possibility of an adverse determination, and neither Community nor the Bank has any Knowledge of any acts or omissions which would give rise to any known claim or threatened defensesright of rescission, offsets set-off, counterclaim or counterclaims that may be asserted against HBI or any defense for which there is a reasonable possibility of its Subsidiaries or the present holder thereofan adverse determination to Bank. The credit files of HBI Community and the Bank contain all material information (excluding general, local or national industry, economic or similar conditions) known to HBI Community that is reasonably required to evaluate in accordance with generally prevailing practices in the banking industry the collectability of the loan portfolio of HBI Community or the Bank (including loans that will be outstanding if any of them advances funds they are obligated to advance). HBI Community and the Bank have disclosed all of the special mentionintermediate, substandard, impaired, doubtful, loss, nonperforming or problem loans of HBI Community and the Bank on the internal watch list of HBI Community or the Bank, a copy of which as of June 30May 31, 20192016, has been provided to TCBEQBK. Neither HBI Community nor the Bank is aware has any Knowledge of, nor has HBI Community or the Bank received notice of, any past or present conditions, events, activities, practices or incidents that may result in a violation of any Environmental Law with respect to any real property securing any indebtedness reflected as an asset of HBICommunity. With respect to any loan or other evidence of indebtedness all or a portion of which has been sold to or guaranteed by any Governmental Entity, including the Small Business Administration, each of such loans was made in compliance and conformity with all relevant Laws such that such Governmental Entity’s guaranty of such loan is effective during the term of such loan in all material respects. Notwithstanding anything to the contrary contained in this Section 3.17, no representation or warranty is being made as to the sufficiency of collateral securing, or the collectability of, the loans of the Bank; provided, however, that to Knowledge of HBI, except as disclosed in the HBI Financial Statements, no loan of the Bank is impaired and there is no impairment of the fair value of any collateral securing any loan of the Bank.

Evidences of Indebtedness. All evidences of indebtedness and Leases included in the HBI Financial Statements are the legal, valid and binding obligations of the respective obligors thereof, enforceable in accordance with their respective terms, subject to the Bankruptcy Exception, and are not subject to any known or threatened defenses, offsets or counterclaims that may be asserted against HBI RBI or any of its Subsidiaries or the present holder thereof. The credit files of HBI RBI and the Bank contain all material information (excluding general, local or national industry, economic or similar conditions) known to HBI RBI that is reasonably required to evaluate in accordance with generally prevailing practices in the banking industry the collectability of the loan portfolio of HBI RBI or the Bank (including loans that will be outstanding if any of them advances funds they are obligated to advance). HBI Neither RBI nor the Bank makes any representations or warranties with respect to the current collectability of the loans, the current value of the collateral securing the loans, or the current creditworthiness of any makers, guarantors or obligors thereof. RBI and the Bank have disclosed all of the special mention, substandard, impaired, doubtful, loss, nonperforming or problem loans of HBI RBI and the Bank on the internal watch list of HBI RBI or the BankBank as of September 30, 2023, a copy of which as of June 30, 2019, has been provided furnished to TCBEQBK. Neither HBI RBI nor the Bank is aware of, nor any of its Subsidiaries has HBI or the Bank received written notice of, any past or present conditions, events, activities, practices or incidents that may result in a material violation of any Environmental Law with respect to any real property securing any indebtedness reflected as an asset of HBIRBI. With respect to any loan or other evidence of indebtedness all or a portion of which has been sold to or guaranteed by any Governmental Entity, including the Small Business Administration, each of such loans was made in material compliance and conformity with all relevant Laws and procedures such that such Governmental Entity’s guaranty of such loan is effective during the term of such loan in all material respects. Notwithstanding anything to the contrary contained in this Section 3.17, no representation or warranty is being made as to the sufficiency of collateral securing, or the collectability of, the loans of the Bank; provided, however, that to Knowledge of HBI, except as disclosed in the HBI Financial Statements, no loan of the Bank is impaired and there is no impairment of the fair value of any collateral securing any loan of the Bank.

Evidences of Indebtedness. All evidences of indebtedness and Leases included in the HBI CBI Financial Statements are the legal, valid and binding obligations of the respective obligors thereof, enforceable in accordance with their respective terms, subject to the Bankruptcy Exception, and are not subject to any known or threatened defenses, offsets or counterclaims that may be asserted against HBI CBI or any of its Subsidiaries or the present holder thereof. The credit files of HBI CBI and the Bank contain all material information (excluding general, local or national industry, economic or similar conditions) known to HBI CBI that is reasonably required to evaluate in accordance with generally prevailing practices in the banking industry the collectability of the loan portfolio of HBI CBI or the Bank (including loans that will be outstanding if any of them advances funds they are obligated to advance). HBI CBI and the Bank have disclosed all of the special mention, substandard, impaired, doubtful, loss, nonperforming or problem loans of HBI CBI and the Bank on the internal watch list of HBI CBI or the Bank, a copy of which as of June 30, 20192017, has been provided to TCBFFIN. Neither HBI CBI nor the Bank is aware of, nor has HBI CBI or the Bank received notice of, any past or present conditions, events, activities, practices or incidents that may result in a violation of any Environmental Law with respect to any real property securing any indebtedness reflected as an asset of HBICBI. With respect to any loan or other evidence of indebtedness all or a portion of which has been sold to or guaranteed by any Governmental Entity, including the Small Business Administration, each of such loans was made in compliance and conformity with all relevant Laws such that such Governmental Entity’s guaranty of such loan is effective during the term of such loan in all material respects. Notwithstanding anything to the contrary contained in this Section 3.17, no representation or warranty is being made as to the sufficiency of collateral securing, or the collectability of, the loans of the Bank; provided, however, that to Knowledge of HBICBI, except as disclosed in the HBI CBI Financial Statements, no loan of the Bank is impaired and there is no impairment of the fair value of any collateral securing any loan of the Bank.

Evidences of Indebtedness. All evidences of indebtedness and Leases included in the HBI TBT Financial Statements are the legal, valid and binding obligations of the respective obligors thereof, enforceable in accordance with their respective terms, subject to the Bankruptcy Exception, and to the Knowledge of TBT, are not subject to any known or threatened defenses, offsets or counterclaims that may be asserted against HBI TBT or any of its Subsidiaries or the present holder thereof. The credit files of HBI TBT and the Bank contain all material information (excluding general, local or national industry, economic or similar conditions) known to HBI TBT that is reasonably required to evaluate in accordance with generally prevailing practices in the banking industry the collectability of the loan portfolio of HBI TBT or the Bank (including loans that will be outstanding if any of them advances funds they are obligated to advance). HBI TBT and the Bank have disclosed all of the special mention, substandard, impaired, doubtful, loss, nonperforming or problem loans of HBI TBT and the Bank on the internal watch list of HBI TBT or the Bank, a copy of which as of June 30, 2019, has been provided made available to TCBFFIN. Neither HBI TBT nor the Bank is aware of, nor has HBI TBT or the Bank received notice of, any past or present conditions, events, activities, practices or incidents that may result in a violation of any Environmental Law with respect to any real property securing any indebtedness reflected as an asset of HBITBT. With respect to any loan or other evidence of indebtedness all or a portion of which has been sold to or guaranteed by any Governmental Entity, including the Small Business Administration, each of such loans was made in compliance and conformity with all relevant Laws such that such Governmental Entity’s guaranty of such loan is effective during the term of such loan in all material respects. Notwithstanding anything to the contrary contained in this Section 3.17, no representation or warranty is being made as to the sufficiency of collateral securing, or the collectability of, the loans of the Bank; provided, however, that to the Knowledge of HBITBT, except as disclosed in the HBI TBT Financial StatementsStatements or except as set forth on Confidential Schedule 3.17, no loan of the Bank is impaired and there is no impairment of the fair value of any collateral securing any loan of the Bank.

Evidences of Indebtedness. All evidences of indebtedness and Leases included in the HBI Financial Statements that are the reflected as assets of GBNK or any GBNK Subsidiary are legal, valid and binding obligations of the respective obligors thereof, enforceable in accordance with their respective termsterms (except as limited by applicable bankruptcy, subject to insolvency, reorganization, moratorium and similar Laws affecting creditors generally and the Bankruptcy Exceptionavailability of injunctive relief, specific performance and other equitable remedies), and are not subject to any known or threatened asserted or, to the Best Knowledge of GBNK, threatened, defenses, offsets or counterclaims that may reasonably be asserted against HBI or GBNK, any of its Subsidiaries GBNK Subsidiary or the present holder thereof. The credit and collateral files of HBI and the Guaranty Bank contain all material information (excluding general, local or national industry, economic or similar conditions) actually known to HBI GBNK or Guaranty Bank that is reasonably required to evaluate evaluate, in accordance with generally prevailing practices in the banking industry industry, the collectability of the loan portfolio of HBI or the Guaranty Bank (including loans that will be outstanding if any of them Guaranty Bank advances funds they are it is obligated to advance), except for items identified on Guaranty Bank’s internal exception list which has been made available to IBG. HBI and the Bank have disclosed all of the special mention, All loans classified substandard, impaired, doubtful, loss, nonperforming or problem loans internally by management of HBI and the Guaranty Bank or any applicable Regulatory Agency (as defined in Section 10.10(M)) are set forth on the internal watch list of HBI or the Bank, a copy of which as of June 30, 2019, has been provided to TCBin Confidential Schedule 3.19. Neither HBI GBNK nor the Guaranty Bank is aware of, nor has HBI GBNK or the Guaranty Bank received notice of, any past or present conditions, events, activities, practices or incidents that may result in a violation of any Environmental Law (as defined in Section 10.10(D)) with respect to any real property securing any indebtedness reflected as an asset of HBIGuaranty Bank. With respect to any loan or other evidence of indebtedness all or a portion of which has been sold to or guaranteed by any Governmental Entitygovernmental authority, including the Small Business Administration, each of such loans was made in compliance and conformity with all relevant Laws and procedures such that such Governmental Entitygovernmental authority’s guaranty of such loan is effective during the term of such loan in all material respects. Notwithstanding anything to the contrary contained in this Section 3.173.19, no representation or warranty is being made as to the sufficiency of collateral securing, or the collectability of, the loans of the Bank; provided, however, that to Knowledge of HBI, except as disclosed in the HBI Financial Statements, no loan of the Bank is impaired and there is no impairment of the fair value of any collateral securing any loan of the Guaranty Bank.

Evidences of Indebtedness. All evidences of indebtedness and Leases included in the HBI Financial Statements are the legal, valid and binding obligations of the respective obligors thereof, enforceable in accordance with their respective terms, subject to the Bankruptcy Exception, and are not subject to any known or threatened defenses, offsets or counterclaims that may be asserted against HBI Xxxxx or any of its Subsidiaries or the present holder thereof. The credit files of HBI Xxxxx and the Bank contain all material information (excluding general, local or national industry, economic or similar conditions) known to HBI Xxxxx that is reasonably required to evaluate in accordance with generally prevailing practices in the banking industry the collectability of the loan portfolio of HBI Xxxxx or the Bank (including loans that will be outstanding if any of them advances funds they are obligated to advance). HBI Neither Xxxxx nor the Bank makes any representations or warranties with respect to the current collectability of the loans, the current value of the collateral securing the loans, or the current creditworthiness of any makers, guarantors or obligors thereof. Xxxxx and the Bank have disclosed all of the special mention, substandard, impaired, doubtful, loss, nonperforming or problem loans of HBI Xxxxx and the Bank on the internal watch list of HBI Xxxxx or the BankBank as of September 30, 2017, a copy of which as of June 30, 2019, has been provided furnished to TCBEQBK. Neither HBI Xxxxx nor the Bank is aware of, nor any of its Subsidiaries has HBI or the Bank received written notice of, of any past or present conditions, events, activities, practices or incidents that may result in a material violation of any Environmental Law with respect to any real property securing any indebtedness reflected as an asset of HBIXxxxx. With respect to any loan or other evidence of indebtedness all or a portion of which has been sold to or guaranteed by any Governmental Entity, including the Small Business Administration, each of such loans was made in material compliance and conformity with all relevant Laws and procedures such that such Governmental Entity’s guaranty of such loan is effective during the term of such loan in all material respects. Notwithstanding anything to the contrary contained in this Section 3.17, no representation or warranty is being made as to the sufficiency of collateral securing, or the collectability of, the loans of the Bank; provided, however, that to Knowledge of HBI, except as disclosed in the HBI Financial Statements, no loan of the Bank is impaired and there is no impairment of the fair value of any collateral securing any loan of the Bank.

Evidences of Indebtedness. All evidences of indebtedness and Leases included in the HBI Financial Statements that are the reflected as assets of IBI or any IBI Subsidiary are legal, valid and binding obligations of the respective obligors thereof, enforceable in accordance with their respective termsterms (except as limited by applicable bankruptcy, subject to insolvency, reorganization, moratorium and similar laws affecting creditors generally and the Bankruptcy Exceptionavailability of injunctive relief, specific performance and other equitable remedies), and are not subject to any known or threatened asserted or, to the Best Knowledge of IBI, threatened, defenses, offsets or counterclaims that may reasonably be asserted against HBI or IBI, any of its Subsidiaries IBI Subsidiary or the present holder thereof. The credit and collateral files of HBI and the Integrity Bank contain all material information (excluding general, local or national industry, economic or similar conditions) actually known to HBI IBI or Integrity Bank that is reasonably required to evaluate evaluate, in accordance with generally prevailing practices in the banking industry industry, the collectability of the loan portfolio of HBI or the Integrity Bank (including loans that will be outstanding if any of them Integrity Bank advances funds they are it is obligated to advance), except for items identified on Integrity Bank’s internal exception list which has been made available to IBG. HBI and the Bank have disclosed all of the special mention, All loans classified substandard, impaired, doubtful, loss, nonperforming or problem loans internally by management of HBI and the Integrity Bank or any applicable Regulatory Agency (as defined in Section 11.10) are set forth on the internal Integrity Bank’s watch list of HBI or the Bank, a copy of which as of June 30October 31, 20192017, has been provided to TCBwhich is set forth in Confidential Schedule 3.19. Neither HBI IBI nor the Integrity Bank is aware of, nor has HBI IBI or the Integrity Bank received notice of, any past or present conditions, events, activities, practices or incidents that may result in a violation of any Environmental Law (as defined in Section 11.10.) with respect to any real property securing any indebtedness reflected as an asset of HBIIntegrity Bank. With respect to any loan or other evidence of indebtedness all or a portion of which has been sold to or guaranteed by any Governmental Entitygovernmental authority, including the Small Business Administration, each of such loans was made in compliance and conformity with all relevant Laws laws, rules, regulations and procedures such that such Governmental Entitygovernmental authority’s guaranty of such loan is effective during the term of such loan in all material respects. Notwithstanding anything to the contrary contained in this Section 3.17Section, no representation or warranty is being made as to the sufficiency of collateral securing, or the collectability of, the loans of the Bank; provided, however, that to Knowledge of HBI, except as disclosed in the HBI Financial Statements, no loan of the Bank is impaired and there is no impairment of the fair value of any collateral securing any loan of the Integrity Bank.

Evidences of Indebtedness. All evidences of indebtedness and Leases included in the HBI Bank Financial Statements are the legal, valid and binding obligations of the respective obligors thereof, enforceable in accordance with their respective terms, subject to the Bankruptcy Exception, and are not subject to any known or threatened defenses, offsets or counterclaims that may be asserted against HBI or any of its Subsidiaries the Bank or the present holder thereof. The credit files of HBI and the Bank contain all material information (excluding general, local or national industry, economic or similar conditions) known to HBI Docking or the Bank that is reasonably required to evaluate in accordance with generally prevailing practices in the banking industry the collectability of the loan portfolio of HBI or the Bank (including loans that will be outstanding if any of them advances funds they are obligated to advance). HBI Neither Docking nor the Bank makes any representations or warranties with respect to the current collectability of the loans, the current value of the collateral securing the loans, or the current creditworthiness of any makers, guarantors or obligors thereof. Docking and the Bank have disclosed all of the special mention, substandard, impaired, doubtful, loss, nonperforming or problem loans of HBI and the Bank on the internal watch list of HBI or the BankBank as of March 31, 2018, a copy of which as of June 30, 2019, has been provided furnished to TCBEQBK. Neither HBI Docking nor the Bank is aware of, nor has HBI or the Bank received written notice of, any past or present conditions, events, activities, practices or incidents that may result in a material violation of any Environmental Law with respect to any real property securing any indebtedness reflected as an asset of HBIthe Bank. With respect to any loan or other evidence of indebtedness all or a portion of which has been sold to or guaranteed by any Governmental Entity, including the Small Business Administration, each of such loans was made in material compliance and conformity with all relevant Laws and procedures such that such Governmental Entity’s guaranty of such loan is effective during the term of such loan in all material respects. Notwithstanding anything to the contrary contained in this Section 3.17, no representation or warranty is being made as to the sufficiency of collateral securing, or the collectability of, the loans of the Bank; provided, however, that to Knowledge of HBI, except as disclosed in the HBI Financial Statements, no loan of the Bank is impaired and there is no impairment of the fair value of any collateral securing any loan of the Bank.

Evidences of Indebtedness. All evidences of indebtedness and Leases included in leases that <PAGE> are reflected as assets of the HBI Financial Statements Company or the Bank are the legal, valid and binding obligations of the respective obligors thereof, enforceable in accordance with their respective termsterms (except as limited by applicable bankruptcy, subject to insolvency, reorganization, moratorium and similar laws affecting creditors generally and the Bankruptcy Exceptionavailability of injunctive relief, specific performance and other equitable remedies) and are not subject to any known or threatened defenses, offsets or counterclaims that may be asserted against HBI or any of its Subsidiaries the Company, the Bank or the present holder thereof, except as disclosed in Schedule 3.21 or except for situations in which the inability of the Company to collect on any such indebtedness would have a material impact on the Company or the Bank. The credit files of HBI and the Bank contain all material information (excluding general, local or national industry, economic or similar conditions) known to HBI the Company or the Bank that is reasonably required to evaluate in accordance with generally prevailing practices in the banking industry the collectability collectibility of the loan portfolio of HBI or the Bank (including loans that will be outstanding if any of them advances funds they are obligated to advance). HBI and the Bank have The Company has disclosed all of the special mention, substandard, impaired, doubtful, loss, nonperforming or problem loans of HBI and the Bank on the internal watch list of HBI or the Company and the Bank, a copy of which as of June 30December 31, 20191999, has been provided to TCBPurchaser on a confidential basis. Section 3.22 Environmental Compliance. Except as disclosed on Schedule 3.22: A. Each of the Company and the Bank, their respective operations and their respective Properties (as defined in Section 11.10) are in material compliance with all Environmental Laws (as defined in Section 11.10). Neither HBI the Company nor the Bank is aware of, nor has HBI the Company or the Bank received notice of, any past past, present, or present future conditions, events, activities, practices or incidents that may interfere with or prevent the material compliance of the Company or the Bank with all Environmental Laws. B. The Company and the Bank have obtained all material permits, licenses and authorizations that are required under all Environmental Laws. C. No Hazardous Materials (as defined in Section 11.10) exist on, about or within any of the Properties, nor to the knowledge of the Company and the Bank have any Hazardous Materials previously existed on, about or within or been used, generated, stored, transported, disposed of, on or released from any of the Properties. The use that the Company and the Bank make and intend to make of the Properties will not result in a violation the use, generation, storage, transportation, accumulation, disposal or release of any Hazardous Material on, in or from any of the Properties. D. There is no action, suit, proceeding, investigation, or inquiry before any court, administrative agency or other governmental authority pending or to the knowledge of the Company threatened against the Company or the Bank relating in any way to any Environmental Law Law. Neither the Company nor the Bank has any liability for remedial action under any Environmental Law. Neither the Company nor the Bank has received any request for information by any governmental authority with respect to the condition, use or operation of any of the Properties nor has the Company or the Bank received any notice of any kind from any governmental authority or other person with respect to any real property securing any indebtedness reflected as an asset violation of HBI. With respect to any loan or other evidence of indebtedness all claimed or a portion of which has been sold to or guaranteed by any Governmental Entity, including the Small Business Administration, each of such loans was made in compliance and conformity with all relevant Laws such that such Governmental Entity’s guaranty of such loan is effective during the term of such loan in all material respects. Notwithstanding anything to the contrary contained in this Section 3.17, no representation or warranty is being made as to the sufficiency of collateral securing, or the collectability of, the loans of the Bank; provided, however, that to Knowledge of HBI, except as disclosed in the HBI Financial Statements, no loan of the Bank is impaired and there is no impairment of the fair value potential liability of any collateral securing kind under any loan of the BankEnvironmental Law.

Evidences of Indebtedness. All evidences of indebtedness and Leases included in the HBI Financial Statements Call Reports and the FR Y-9SP Reports are the legal, valid and binding obligations of the respective obligors thereof, enforceable in accordance with their respective terms, subject to the Bankruptcy Exception, and are not subject to any known or threatened defenses, offsets or counterclaims that may be asserted against HBI Cache or any of its Subsidiaries or the present holder thereof. The credit files of HBI Cache and the Bank contain all material information (excluding general, local or national industry, economic or similar conditions) known to HBI Cache that is reasonably required to evaluate in accordance with generally prevailing practices in the banking industry the collectability of the loan portfolio of HBI Cache or the Bank (including loans that will be outstanding if any of them advances funds they are obligated to advance). HBI Cache and the Bank have disclosed all of the special mentionintermediate, substandard, impaired, doubtful, loss, nonperforming or problem loans of HBI Cache and the Bank on the internal watch list of HBI Cache or the Bank, a copy of which as of June April 30, 20192017, has been provided to TCBEQBK. Neither HBI Cache nor the Bank is aware of, nor has HBI Cache or the Bank received notice of, any past or present conditions, events, activities, practices or incidents that may result in a violation of any Environmental Law with respect to any real property securing any indebtedness reflected as an asset of HBICache. With respect to any loan or other evidence of indebtedness all or a portion of which has been sold to or guaranteed by any Governmental Entity, including the Small Business Administration, each of such loans was made in compliance and conformity with all relevant Laws such that such Governmental Entity’s guaranty of such loan is effective during the term of such loan in all material respects. Notwithstanding anything to the contrary contained in this Section 3.17, no representation or warranty is being made as to the sufficiency of collateral securing, or the collectability of, the loans of the Bank; provided, however, that to Knowledge of HBI, except as disclosed in the HBI Financial Statements, no loan of the Bank is impaired and there is no impairment of the fair value of any collateral securing any loan of the Bank.

Evidences of Indebtedness. All evidences of indebtedness and Leases included in the HBI Xxxxxxx Financial Statements are the legal, valid and binding obligations of the respective obligors thereof, enforceable in accordance with their respective terms, subject to the Bankruptcy Exception, and are not subject to any known or threatened defenses, offsets or counterclaims that may be asserted against HBI Xxxxxxx or any of its Subsidiaries or the present holder thereof. The credit files of HBI Xxxxxxx and the Bank contain all material information (excluding general, local or national industry, economic or similar conditions) known to HBI Xxxxxxx that is reasonably required to evaluate in accordance with generally prevailing practices in the banking industry the collectability of the loan portfolio of HBI Xxxxxxx or the Bank (including loans that will be outstanding if any of them advances funds they are obligated to advance). HBI Xxxxxxx and the Bank have disclosed all of the special mention, substandard, impaired, doubtful, loss, nonperforming or problem loans of HBI Eastman and the Bank on the internal watch list of HBI Xxxxxxx or the Bank, a copy of which as of June 30, 20192017, has been provided to TCBEQBK. Neither HBI Xxxxxxx nor the Bank is aware of, nor has HBI Xxxxxxx or the Bank received notice of, any past or present conditions, events, activities, practices or incidents that may result in a violation of any Environmental Law with respect to any real property securing any indebtedness reflected as an asset of HBIXxxxxxx. With respect to any loan or other evidence of indebtedness all or a portion of which has been sold to or guaranteed by any Governmental Entity, including the Small Business Administration, each of such loans was made in compliance and conformity with all relevant Laws such that such Governmental Entity’s guaranty of such loan is effective during the term of such loan in all material respects. Notwithstanding anything to the contrary contained in this Section 3.17, no representation or warranty is being made as to the sufficiency of collateral securing, or the collectability of, the loans of the Bank; provided, however, that to Knowledge of HBI, except as disclosed in the HBI Financial Statements, no loan of the Bank is impaired and there is no impairment of the fair value of any collateral securing any loan of the Bank.

Evidences of Indebtedness. All evidences of indebtedness and Leases included in the HBI Financial Statements are the legal, valid and binding obligations of the respective obligors thereof, enforceable in accordance with their respective terms, subject to the Bankruptcy Exception, and are not subject to any known or threatened defenses, offsets or counterclaims that may be asserted against HBI Prairie or any of its Subsidiaries or the present holder thereof. The credit files of HBI Prairie and the Bank contain all material information (excluding general, local or national industry, economic or similar conditions) known to HBI Prairie that is reasonably required to evaluate in accordance with generally prevailing practices in the banking industry the collectability of the loan portfolio of HBI Prairie or the Bank (including loans that will be outstanding if any of them advances funds they are obligated to advance). HBI Neither Prairie nor the Bank makes any representations or warranties with respect to the current collectability of the loans, the current value of the collateral securing the loans, or the current creditworthiness of any makers, guarantors or obligors thereof. Prairie and the Bank have disclosed all of the special mention, substandard, impaired, doubtful, loss, nonperforming or problem loans of HBI Prairie and the Bank on the internal watch list of HBI Prairie or the BankBank as of August 15, 2016, a copy of which as of June 30, 2019, has been provided furnished to TCBEQBK. Neither HBI Prairie nor the Bank is aware of, nor any of its Subsidiaries has HBI or the Bank received written notice of, any past or present conditions, events, activities, practices or incidents that may result in a material violation of any Environmental Law with respect to any real property securing any indebtedness reflected as an asset of HBIPrairie. With respect to any loan or other evidence of indebtedness all or a portion of which has been sold to or guaranteed by any Governmental Entity, including the Small Business Administration, each of such loans was made in material compliance and conformity with all relevant Laws and procedures such that such Governmental Entity’s guaranty of such loan is effective during the term of such loan in all material respects. Notwithstanding anything to the contrary contained in this Section 3.17, no representation or warranty is being made as to the sufficiency of collateral securing, or the collectability of, the loans of the Bank; provided, however, that to Knowledge of HBI, except as disclosed in the HBI Financial Statements, no loan of the Bank is impaired and there is no impairment of the fair value of any collateral securing any loan of the Bank.