Common use of Expedited Issuance; Regulatory Directive Clause in Contracts

Expedited Issuance; Regulatory Directive. Notwithstanding the foregoing provisions of this Section 5.12, if a majority of the directors of the Board of Directors determines that the Company must issue equity or debt securities on an expedited basis, then the Company may consummate the proposed issuance or sale of such securities (“Expedited Issuance”) and then comply with the provisions of this Section 5.12 provided that (i) the purchaser(s) of such New Securities has consented in writing to the issuance of additional New Securities in accordance with the provisions of this Section 5.12, and (ii) the sale of any such additional New Securities under this Section 5.12(f) to the Investor and certain Other Investors signatory to Other Securities Purchase Agreements pursuant to this Section 5.12 and similar provisions in the Other Securities Purchase Agreements shall be consummated as promptly as is practicable but in any event no later than 90 days subsequent to the date on which the Company consummates the Expedited Issuance under this Section 5.12(f). Notwithstanding anything to the contrary herein, the provisions of this Section 5.12(f) (other than as provided in subclause (ii) of this Section 5.12(f)) shall not be applicable and the consent of the purchasers of such New Securities shall not be required in connection with any Expedited Issuance undertaken at the written direction of the applicable federal regulator of the Company or the Bank. Notwithstanding anything to the contrary in this Agreement, no rights of the Investor under this Agreement will be adversely affected solely as the result of the temporary dilution of its percentage ownership of Common Stock due to an Expedited Issuance under this Section 5.12(f); provided, however, that such rights may be adversely affected from and after such time, if any, that the Investor declines to purchase Common Stock offered to the Investor under this Section 5.12.

Expedited Issuance; Regulatory Directive. Notwithstanding the foregoing provisions of this Section 5.121(d), if a majority of the directors of the Board of Directors determines that the Company must issue equity or debt securities on an expedited basis, then the Company may consummate the proposed issuance or sale of such securities (“Expedited Issuance”) and then comply with the provisions of this Section 5.12 1(d) provided that (iA) the purchaser(s) of such New Securities has consented in writing to the issuance of additional New Securities in accordance with the provisions of this Section 5.121(d)(v), and (iiB) the sale of any such additional New Securities under this Section 5.12(f1(d)(v) to the Lead Investor and certain Other Investors signatory to Other Securities Purchase Agreements pursuant to this Section 5.12 and similar provisions in the Other Securities Purchase Agreements shall be consummated as promptly as is practicable but in any event no later than 90 days subsequent to the date on which the Company consummates the Expedited Issuance under this Section 5.12(f1(d)(v). Notwithstanding anything to the contrary herein, the provisions of this Section 5.12(f1(d)(v) (other than as provided in subclause (iiB) of this Section 5.12(f1(d)(v)) shall not be applicable and the consent of the purchasers of such New Securities shall not be required in connection with any Expedited Issuance undertaken at the written direction of the applicable federal regulator of the Company or the Bank. Notwithstanding anything to the contrary in this Agreementletter agreement, no rights of the Lead Investor under this Agreement letter agreement will be adversely affected solely as the result of the temporary dilution of its percentage ownership of Common Stock due to an Expedited Issuance under this Section 5.12(f1(d)(v); provided, however, that such rights may be adversely affected from and after such time, if any, that the Lead Investor declines to purchase Common Stock offered to the Lead Investor under this Section 5.121(d).

Expedited Issuance; Regulatory Directive. Notwithstanding the foregoing provisions of this Section 5.124, if a majority of the directors of the Board board of Directors directors determines that the Company must issue equity or debt securities on an expedited basis, then the Company may consummate the proposed issuance or sale of such securities (“Expedited Issuance”) and then comply with the provisions of this Section 5.12 4 provided that (i) the purchaser(s) purchasers of such New Securities has have consented in writing to the issuance of additional New Securities in accordance with the provisions of this Section 5.124, and (ii) the sale of any such additional New Securities under this Section 5.12(f4(g) to the Investor and certain Other Investors signatory to Other Securities Purchase Agreements pursuant to this Section 5.12 and similar provisions in the Other Securities Purchase Agreements Castle Creek shall be consummated as promptly as is practicable but in any event no later than 90 days subsequent to the date on which the Company consummates the Expedited Issuance under this Section 5.12(f4(g). Notwithstanding anything to the contrary herein, the provisions of this Section 5.12(f4(g) (other than as provided in subclause (ii) of this Section 5.12(f4(g)) shall not be applicable applicable, and the consent of the purchasers of such New Securities shall not be required required, in connection with any Expedited Issuance undertaken at the written direction of the applicable federal regulator of the Company or the Bank. Notwithstanding anything to the contrary in this Agreement, no rights of the Investor Castle Creek under this Agreement will be adversely affected solely as the result of the temporary dilution of its percentage ownership of Common Stock due to an Expedited Issuance under this Section 5.12(f4(g); provided, however, that such rights may be adversely affected from and after such time, if any, that the Investor Castle Creek declines to purchase Common Stock offered to the Investor it under this Section 5.124.

Expedited Issuance; Regulatory Directive. Notwithstanding the foregoing provisions of this Section 5.125.10, if a majority of the directors of the Board of Directors determines that the Company must issue equity or debt securities on an expedited basis, then the Company may consummate the proposed issuance or sale of such securities (“Expedited Issuance”) and then comply with the provisions of this Section 5.12 5.10 provided that (i) the purchaser(s) of such New Securities has consented in writing to the issuance of additional New Securities in accordance with the provisions of this Section 5.125.10, and (ii) the sale of any such additional New Securities under this Section 5.12(f5.10(e) to the Investor and certain the Other Investors Investor signatory to the Other Securities Purchase Agreements Agreement pursuant to this Section 5.12 5.10 and similar provisions in the Other Securities Purchase Agreements Agreement shall be consummated as promptly as is practicable but in any event no later than 90 days subsequent to the date on which the Company consummates the Expedited Issuance under this Section 5.12(f5.10(e). Notwithstanding anything to the contrary herein, the provisions of this Section 5.12(f5.10(e) (other than as provided in subclause (ii) of this Section 5.12(f5.10(e)) shall not be applicable and the consent of the purchasers of such New Securities shall not be required in connection with any Expedited Issuance undertaken at the written direction of the applicable federal regulator of the Company or the Bank. Notwithstanding anything to the contrary in this Agreement, no rights of the Investor under this Agreement will be adversely affected solely as the result of the temporary dilution of its percentage ownership of Common Stock due to an Expedited Issuance under this Section 5.12(f5.10(e); provided, however, that such rights may be adversely affected from and after such time, if any, that the Investor declines to purchase Common Stock offered to the Investor under this Section 5.125.10.

Expedited Issuance; Regulatory Directive. Notwithstanding the foregoing provisions of this Section 5.124.17, if a majority of the directors of the Board board of Directors directors determines that the Company must issue equity or debt securities on an expedited basis, then the Company may consummate the proposed issuance or sale of such securities (“"Expedited Issuance”") and then comply with the provisions of this Section 5.12 4.17 provided that (i) the purchaser(s) purchasers of such New Securities has have consented in writing to the issuance of additional New Securities in accordance with the provisions of this Section 5.124.17, and (ii) the sale of any such additional New Securities under this Section 5.12(f4.17(f) to the Investor Qualifying Purchaser and certain Other Investors other Qualifying Purchasers, signatory to Other Securities Purchase Agreements other securities purchase agreements pursuant to this Section 5.12 4.17 and similar provisions in the Other Securities Purchase Agreements other securities purchase agreements shall be consummated as promptly as is practicable but in any event no later than 90 days subsequent to the date on which the Company consummates the Expedited Issuance under this Section 5.12(f4.17(f). Notwithstanding anything to the contrary herein, the provisions of this Section 5.12(f4.17(f) (other than as provided in subclause (ii) of this Section 5.12(f4.17(f)) shall not be applicable and the consent of the purchasers of such New Securities shall not be required in connection with any Expedited Issuance undertaken at the written direction of the applicable federal banking regulator of the Company or the Bank. Notwithstanding anything to the contrary in this Agreement, no rights of the Investor Qualifying Purchaser under this Agreement will be adversely affected solely as the result of the temporary dilution of its percentage ownership of Common Stock due to an Expedited Issuance under this Section 5.12(f4.17(f); provided, however, that such rights may be adversely affected from and after such time, if any, that the Investor Qualifying Purchaser declines to purchase Common Stock offered to the Investor Qualifying Purchaser under this Section 5.124.17.

Expedited Issuance; Regulatory Directive. Notwithstanding the foregoing provisions of this Section 5.124.17, if a majority of the directors of the Board board of Directors directors determines that the Company must issue equity or debt securities on an expedited basis, then the Company may consummate the proposed issuance or sale of such securities (“Expedited Issuance”) and then comply with the provisions of this Section 5.12 4.17 provided that (i) the purchaser(s) purchasers of such New Securities has consented in writing to the issuance of additional New Securities in accordance with the provisions of this Section 5.124.17, and (ii) the sale of any such additional New Securities under this Section 5.12(f4.17(f) to the Investor Purchaser, certain other Purchasers, and certain Other Investors signatory to Other Securities Purchase Agreements other securities purchase agreements pursuant to this Section 5.12 4.17 and similar provisions in the Other Securities Purchase Agreements other securities purchase agreements shall be consummated as promptly as is practicable but in any event no later than 90 days subsequent to the date on which the Company consummates the Expedited Issuance under this Section 5.12(f4.17(f). Notwithstanding anything to the contrary herein, the provisions of this Section 5.12(f4.17(f) (other than as provided in subclause (ii) of this Section 5.12(f4.17(f)) shall not be applicable and the consent of the purchasers of such New Securities shall not be required in connection with any Expedited Issuance undertaken at the written direction of the applicable federal regulator of the Company or the Bank. Notwithstanding anything to the contrary in this Agreement, no rights of the Investor Purchaser under this Agreement will be adversely affected solely as the result of the temporary dilution of its percentage ownership of Common Stock due to an Expedited Issuance under this Section 5.12(f4.17(f); provided, however, that such rights may be adversely affected from and after such time, if any, that the Investor Purchaser declines to purchase Common Stock offered to the Investor Purchaser under this Section 5.124.17.

Expedited Issuance; Regulatory Directive. Notwithstanding the foregoing provisions of this Section 5.125.14, if a majority of the directors of the Board of Directors determines that the Company must issue equity or debt securities on an expedited basis, then the Company may consummate the proposed issuance or sale of such securities (“Expedited Issuance”) and then comply with the provisions of this Section 5.12 5.14 provided that (i) the purchaser(s) of such New Securities has consented in writing to the issuance of additional New Securities in accordance with the provisions of this Section 5.125.14, and (ii) the sale of any such additional New Securities under this Section 5.12(f5.14(e) to the Investor and certain Other Investors signatory to Other Securities Purchase Agreements pursuant to this Section 5.12 5.14 and similar provisions in the Other Securities Purchase Agreements shall be consummated as promptly as is practicable but in any event no later than 90 ninety (90) days subsequent to the date on which the Company consummates the Expedited Issuance under this Section 5.12(f5.14(e). Notwithstanding anything to the contrary herein, the provisions of this Section 5.12(f5.14(e) (other than as provided in subclause (ii) of this Section 5.12(f5.14(e)) shall not be applicable and the consent of the purchasers of such New Securities shall not be required in connection with any Expedited Issuance undertaken at the written direction of the applicable federal regulator of the Company or the Bank. Notwithstanding anything to the contrary in this Agreement, no rights of the Investor under this Agreement will be adversely affected solely as the result of the temporary dilution of its percentage ownership of Common Stock Shares due to an Expedited Issuance under this Section 5.12(f5.14(e); provided, however, that such rights may be adversely affected from and after such time, if any, that the Investor declines to purchase Common Stock Shares offered to the Investor under this Section 5.125.14.

Expedited Issuance; Regulatory Directive. Notwithstanding the foregoing provisions of this Section 5.125.14, if a majority of the directors of the Board of Directors determines that the Company must issue equity or debt securities on an expedited basis, then the Company may consummate the proposed issuance or sale of such securities (“Expedited Issuance”) and then comply with the provisions of this Section 5.12 5.14 provided that (i) the purchaser(s) of such New Securities has consented in writing to the issuance of additional New Securities in accordance with the provisions of this Section 5.125.14, and (ii) the sale of any such additional New Securities under this Section 5.12(f5.14(f) to the Investor and certain Other Investors signatory to Other Securities Purchase Agreements pursuant to this Section 5.12 5.14 and similar provisions in the Other Securities Purchase Agreements shall be consummated as promptly as is practicable but in any event no later than 90 ninety (90) days subsequent to the date on which the Company consummates the Expedited Issuance under this Section 5.12(f5.14(f). Notwithstanding anything to the contrary herein, the provisions of this Section 5.12(f5.14(f) (other than as provided in subclause (ii) of this Section 5.12(f5.14(f)) shall not be applicable and the consent of the purchasers of such New Securities shall not be required in connection with any Expedited Issuance undertaken at the written direction of the applicable federal regulator of the Company or the Bank. Notwithstanding anything to the contrary in this Agreement, no rights of the Investor under this Agreement will be adversely affected solely as the result of the temporary dilution of its percentage ownership of Common Stock Shares due to an Expedited Issuance under this Section 5.12(f5.14(f); provided, however, that such rights may be adversely affected from and after such time, if any, that the Investor declines to purchase Common Stock Shares offered to the Investor under this Section 5.125.14.

Expedited Issuance; Regulatory Directive. Notwithstanding the foregoing provisions of this Section 5.125.10, if a majority of the directors of the Board of Directors determines that the Company must issue equity or debt securities on an expedited basis, then the Company may consummate the proposed issuance or sale of such securities (“Expedited Issuance”) and then comply with the provisions of this Section 5.12 5.10 provided that (i) the purchaser(s) of such New Securities has consented in writing to the issuance of additional New Securities in accordance with the provisions of this Section 5.125.10, and (ii) the sale of any such additional New Securities under this Section 5.12(f5.10(e) to the Investor and certain Other Investors signatory to Other Securities Purchase Agreements pursuant to this Section 5.12 and similar provisions in the Other Securities Purchase Agreements shall be consummated as promptly as is practicable but in any event no later than 90 days subsequent to the date on which the Company consummates the Expedited Issuance under this Section 5.12(f5.10(e). Notwithstanding anything to the contrary herein, the provisions of this Section 5.12(f5.10(e) (other than as provided in subclause (ii) of this Section 5.12(f5.10(e)) shall not be applicable and the consent of the purchasers of such New Securities shall not be required in connection with any Expedited Issuance undertaken at the written direction of the applicable federal regulator of the Company or the Bank. Notwithstanding anything to the contrary in this Agreement, no rights of the Investor under this Agreement will be adversely affected solely as the result of the temporary dilution of its percentage ownership of Common Stock due to an Expedited Issuance under this Section 5.12(f5.10(e); provided, however, that such rights may be adversely affected from and after such time, if any, that the Investor declines to purchase Common Stock offered to the Investor under this Section 5.125.10.