Common use of Intellectual Property; Privacy Clause in Contracts

Intellectual Property; Privacy. (a) Each Seller Entity owns or has a valid license to use (in each case, free and clear of any Liens other than any Permitted Liens) all of the Intellectual Property necessary to carry on the business of such Seller Entity as it is currently conducted. Each Seller Entity is the owner of or has a license, with the right to sublicense, to any Intellectual Property sold or licensed to a third party by such Seller Entity in connection with its business operations, and such Seller Entity has the right to convey by sale or license any Intellectual Property so conveyed. No Seller Entity is in Default under any of its Intellectual Property licenses. No proceedings have been instituted, or are pending or to the Knowledge of Seller threatened, which challenge the rights of any Seller Entity with respect to Intellectual Property used, sold or licensed by such Seller Entity in the course of its business, nor has any Person claimed or alleged any rights to such Intellectual Property. The conduct of the business of each Seller Entity and the use of any Intellectual Property by each Seller Entity does not infringe, misappropriate or otherwise violate the Intellectual Property rights of any other Person. No Person has asserted to Seller in writing that any Seller Entity has infringed, misappropriated or otherwise violated the Intellectual Property rights of such Person. The validity, continuation and effectiveness of all licenses and other agreements relating to Intellectual Property used by any Seller Entity in the course of its business and the current terms thereof will not be affected by the transactions contemplated by this Agreement, the use of the “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” trademarks will be transferred to Buyer or Buyer Bank in connection with the transactions contemplated by this Agreement and after the Effective Time, no Person besides Buyer shall have right and title to the “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” trademarks and trade names. All of the Seller Entities’ right to the use of and title to the names “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” will be transferred to Buyer in connection with the completion of the transactions contemplated by this Agreement. (i) The computer, information technology and data processing systems, facilities and services used by the Seller Entities, including all software, hardware, networks, communications facilities, platforms and related systems and services (collectively, the “Systems”), are reasonably sufficient for the conduct of the respective businesses of the Seller Entities as currently conducted and (ii) the Systems are in good working condition to effectively perform all computing, information technology and data processing operations necessary for the operation of the respective businesses of the Seller Entities as currently conducted. To Seller’s Knowledge, no third party or Representative has gained unauthorized access to any Systems owned or controlled by any Seller Entity, and each Seller Entity has taken commercially reasonable steps and implemented commercially reasonable safeguards to ensure that the Systems are secure from unauthorized access and free from any disabling codes or instructions, spyware, Trojan horses, worms, viruses or other software routines that permit or cause unauthorized access to, or disruption, impairment, disablement, or destruction of, software, data or other materials. Each Seller Entity has implemented backup and disaster recovery policies, procedures and systems consistent with generally accepted industry standards and sufficient to reasonably maintain the operation of the respective businesses of the Seller Entities in all material respects. Each Seller Entity has implemented and maintained commercially reasonable measures and procedures designed to reasonably mitigate the risks of cybersecurity breaches and attacks. (c) Each Seller Entity has (i) complied in all material respects with all applicable Laws which govern the receipt, collection, compilation, use, storage, processing, sharing, safeguarding, security, disposal, destruction, disclosure, transmission or transfer of the personal data or information of customers or other individuals (“Personally Identifiable Information”) and similar Laws governing data privacy, and with all of its published privacy and data security policies and internal privacy and data security policies and guidelines, including with respect to the receipt, collection, compilation, use, storage, processing, sharing, safeguarding, security, disposal, destruction, disclosure, transmission or transfer of Personally Identifiable Information and (ii) taken commercially reasonable measures to ensure that all Personally Identifiable Information in its possession or control is protected against loss, damage, and unauthorized access, use, modification, or other misuse. To Seller’s Knowledge, there has been no loss, damage, or unauthorized access, use, modification, or other misuse of any such Personally Identifiable Information by any Seller Entity or any other Person.

Intellectual Property; Privacy. (a) Each Seller First Bank Entity owns or has a valid license to use (in each case, free and clear of any Liens other than any Permitted Liens) all of the Intellectual Property necessary to carry on the business of such Seller Entity as it is currently conductedFirst Bank Entity. Each Seller First Bank Entity is the owner of or has a license, with the right to sublicense, to any Intellectual Property sold or licensed to a third party by such Seller First Bank Entity in connection with its such First Bank Entity’s business operations, and such Seller First Bank Entity has the right to convey by sale or license any Intellectual Property so conveyed. No Seller First Bank Entity is in Default under any of its Intellectual Property licenseslicenses in any material respect. No To First Bank’s Knowledge, no proceedings have been instituted, or are pending or to the Knowledge of Seller threatened, which challenge the rights of any Seller First Bank Entity with respect to Intellectual Property used, sold or licensed by such Seller First Bank Entity in the course of its business, nor has any Person claimed or alleged to First Bank any violation of their rights with respect to such Intellectual Property. The conduct of the business of each Seller Entity the First Bank Entities and the use of any Intellectual Property by each Seller Entity First Bank and its Subsidiaries does not infringe, misappropriate or otherwise violate the Intellectual Property rights of any other Person. No Person has asserted to Seller First Bank in writing that First Bank or any Seller Entity of its Subsidiaries has infringed, misappropriated or otherwise violated the Intellectual Property rights of such Person. The validity, continuation and effectiveness of all licenses and other agreements relating to Intellectual Property used by any Seller First Bank Entity in the course of its business and the current terms thereof will not be affected by the transactions contemplated by this Agreement, the use of the “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” trademarks will be transferred to Buyer or Buyer Bank in connection with the transactions contemplated by this Agreement and after the Effective Time, no Person besides Buyer shall have right and title to the “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” trademarks and trade names. All of the Seller Entities’ right to the use of and title to the names “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” will be transferred to Buyer in connection with the completion of the transactions contemplated by this Agreement. (b) (i) The computer, information technology and data processing systems, facilities and services used by the Seller EntitiesFirst Bank and each of its Subsidiaries, including all software, hardware, networks, communications facilities, platforms and related systems and services (collectively, the “Systems”), are reasonably sufficient for the conduct of the respective businesses of the Seller Entities First Bank and its Subsidiaries as currently conducted and (ii) the Systems are in good working condition to effectively perform all computing, information technology and data processing operations necessary for the operation of the respective businesses of the Seller Entities First Bank and each of its Subsidiaries as currently conducted. To SellerFirst Bank’s Knowledge, since December 31, 2019, no third party or Representative has gained unauthorized access to any Systems owned or controlled by First Bank or any Seller Entityof its Subsidiaries in any material respect, and First Bank and each Seller Entity has of its Subsidiaries have taken commercially reasonable steps and implemented commercially reasonable safeguards designed to ensure that secure the Systems are secure from unauthorized access and free from any disabling codes or instructions, spyware, Trojan horses, worms, viruses or other software routines that permit or cause unauthorized access to, or disruption, impairment, disablement, or destruction of, software, data or other materials. Each Seller Entity First Bank and each of its Subsidiaries has implemented backup and disaster recovery policies, procedures and systems consistent with generally accepted industry standards and to the Knowledge of First Bank sufficient to reasonably maintain the operation of the respective businesses of the Seller Entities First Bank and each of its Subsidiaries in all material respects. Each Seller Entity has implemented and maintained commercially reasonable measures and procedures designed to reasonably mitigate the risks of cybersecurity breaches and attacks. (c) Each Seller Entity Since December 31, 2019, First Bank and each of its Subsidiaries has (i) complied in all material respects with all applicable Laws which govern the receipt, collection, compilation, use, storage, processing, sharing, safeguarding, security, disposal, destruction, disclosure, transmission or transfer of the personal data or information of customers or other individuals (“Personally Identifiable Information”) and similar Laws governing data privacy, and with all of its published privacy and data security policies and internal privacy and data security policies and guidelines, including with respect to the receipt, collection, compilation, use, storage, processingtransmission, sharing, safeguarding, security, disposal, destructiontransfer, disclosure, transmission or transfer destruction and use of Personally Identifiable Information personally identifiable information and (ii) taken commercially reasonable measures designed to ensure that protect all Personally Identifiable Information personally identifiable information in its possession or control is protected against loss, damage, and unauthorized access, use, modification, or other misuse. To SellerFirst Bank’s Knowledge, there has been no loss, damage, or unauthorized access, use, modification, or other misuse of any such Personally Identifiable Information information by First Bank, any Seller Entity of its Subsidiaries or any other Personperson acting on First Bank or any of its Subsidiaries’ behalf which either (i) remains uncured or (ii) is reasonably expected to result in, individually or in the aggregate, material Liability on the part of First Bank.

Intellectual Property; Privacy. (a) Each Seller Southwest Entity owns or has a valid license to use (in each case, free and clear of any Liens other than any Permitted Liens) all of the Intellectual Property necessary to carry on the business of such Seller Entity as it is currently conductedSouthwest Entity. Each Seller Southwest Entity is the owner of or has a license, with the right to sublicense, to any Intellectual Property sold or licensed to a third party by such Seller Southwest Entity in connection with its such Southwest Entity’s business operations, and such Seller Southwest Entity has the right to convey by sale or license any Intellectual Property so conveyed. No Seller Southwest Entity is in Default under any of its Intellectual Property licenses. No proceedings have been instituted, or are pending or to the Knowledge of Seller Southwest threatened, which challenge the rights of any Seller Southwest Entity with respect to Intellectual Property used, sold or licensed by such Seller Southwest Entity in the course of its business, nor has any Person person claimed or alleged any rights to such Intellectual Property. The conduct of the business of each Seller Entity the Southwest Entities and the use of any Intellectual Property by each Seller Entity Southwest and its Subsidiaries does not infringe, misappropriate or otherwise violate the Intellectual Property rights of any other Personperson. No Person has asserted to Seller Southwest in writing that Southwest or any Seller Entity of its Subsidiaries has infringed, misappropriated or otherwise violated the Intellectual Property rights of such Personperson. The validity, continuation and effectiveness of all licenses and other agreements relating to Intellectual Property used by any Seller Southwest Entity in the course of its business and the current terms thereof will not be affected by the transactions contemplated by this Agreement, the use of the trademarks set forth on Section 4.13(a) of the Southwest Disclosure Memorandum (“Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” trademarks Southwest Trademarks”) will be transferred to Buyer or Buyer Bank Xxxxxxx in connection with the transactions contemplated by this Agreement and after the Effective Time, no Person besides Buyer Xxxxxxx shall have right and title to the “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” trademarks and trade namesSouthwest Trademarks. All of the Seller Southwest Entities’ right to the use of and title to the names “Spirit name of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” Southwest Trademarks will be transferred to Buyer Xxxxxxx in connection with the completion of the transactions contemplated by this Agreement. (b) In each case, except as would reasonably be likely to have, either individually or in the aggregate, a Material Adverse Effect on Southwest, (i) The the computer, information technology and data processing systems, facilities and services used by the Seller EntitiesSouthwest and each of its Subsidiaries, including all software, hardware, networks, communications facilities, platforms and related systems and services (collectively, the “Systems”), are reasonably sufficient for the conduct of the respective businesses of the Seller Entities Southwest and its Subsidiaries as currently conducted and (ii) the Systems are in good working condition condition, ordinary wear and tear excepted, to effectively perform all computing, information technology and data processing operations necessary for the operation of the respective businesses of the Seller Entities Southwest and each of its Subsidiaries as currently conducted. To SellerSouthwest’s Knowledge, no third party or Representative has gained unauthorized access to any Systems owned or controlled by Southwest or any Seller Entityof its Subsidiaries, and Southwest and each Seller Entity has of its Subsidiaries have taken commercially reasonable steps and implemented commercially reasonable safeguards to ensure that the Systems are secure from unauthorized access and free from any disabling codes or instructions, spyware, Trojan horses, worms, viruses or other software routines that permit or cause unauthorized access to, or disruption, impairment, disablement, or destruction of, software, data or other materials. Each Seller Entity Southwest and each of its Subsidiaries has implemented backup and disaster recovery policies, procedures and systems consistent with generally accepted industry standards and sufficient to reasonably maintain the operation of the respective businesses of the Seller Entities Southwest and each of its Subsidiaries in all material respects. Each Seller Entity has implemented and maintained commercially reasonable measures and procedures designed to reasonably mitigate the risks of cybersecurity breaches and attacks. (c) Each Seller Entity Since December 31, 2012, Southwest and each of its Subsidiaries has (i) complied in all material respects with all applicable Laws which govern the receipt, collection, compilation, use, storage, processing, sharing, safeguarding, security, disposal, destruction, disclosure, transmission or transfer of the personal data or information of customers or other individuals (“Personally Identifiable Information”) and similar Laws governing data privacy, and with all of its published privacy and data security policies and internal privacy and data security policies and guidelines, including with respect to the receipt, collection, compilation, use, storage, processingtransmission, sharing, safeguarding, security, disposal, destructiontransfer, disclosure, transmission or transfer destruction and use of Personally Identifiable Information personally identifiable information and (ii) taken commercially reasonable measures to ensure that all Personally Identifiable Information personally identifiable information in its possession or control is protected against loss, damage, and unauthorized access, use, modification, or other misuse. To SellerSouthwest’s Knowledge, there has been no loss, damage, or unauthorized access, use, modification, or other misuse of any such Personally Identifiable Information information by Southwest, any Seller Entity of its Subsidiaries or any other Personperson.

Intellectual Property; Privacy. (a) Each Seller Malvern Entity owns or has a valid license to use (in each case, free and clear of any Liens other than any Permitted Liens) all of the Intellectual Property necessary to carry on the business of such Seller Entity as it is currently conductedMalvern Entity, and all registered trademarks are set forth on Section 4.14 of Malvern’s Disclosure Memorandum. Each Seller Malvern Entity is the owner of or has a license, with the right to sublicense, to any Intellectual Property sold or licensed to a third party by such Seller Malvern Entity in connection with its such Malvern Entity’s business operations, and such Seller Malvern Entity has the right to convey by sale or license any Intellectual Property so conveyed. No Seller Malvern Entity is in Default under any of its Intellectual Property licenseslicenses in any material respect. No To Malvern’s Knowledge, no proceedings have been instituted, or are pending or to the Knowledge of Seller threatened, threatened which challenge the rights of any Seller Malvern Entity with respect to Intellectual Property used, sold or licensed by such Seller Malvern Entity in the course of its business, nor has any Person person claimed or alleged to any Malvern Entity any violation of their rights with respect to such Intellectual Property. The To Malvern’s Knowledge, the conduct of the business of each Seller Entity the Malvern Entities and the use of any Intellectual Property by each Seller Entity Malvern and its Subsidiaries does not infringe, misappropriate or otherwise violate the Intellectual Property rights of any other Person. No Person has asserted to Seller Malvern in writing that Malvern or any Seller Entity of its Subsidiaries has infringed, misappropriated or otherwise violated the Intellectual Property rights of such Person. The validity, continuation and effectiveness of all licenses and other agreements relating to Intellectual Property used by any Seller Malvern Entity in the course of its business and the current terms thereof will not be affected by the transactions contemplated by this Agreement. At and after the Effective Time, the use of the “Spirit Malvern Bank” trademark and trade name in the present possession of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” trademarks will any Malvern Entity shall be transferred to Buyer or Buyer First Bank in connection with the transactions contemplated by this Agreement Merger and after the Effective Time, no Person besides Buyer First Bank (or another First Bank Entity, if applicable) shall have right and title to the such “Spirit of Texas Bancshares,Malvern Bank” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” trademarks trademark and trade namesname. All of the Seller Entities’ The Malvern Bank’s right to the use of and title to the names name “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Malvern Bank,” and “Spirit of Texas Bank SSB” will not be transferred to Buyer in connection with the completion adversely impacted by consummation of the transactions contemplated by this Agreement. (i) The computer, information technology and data processing systems, facilities and services used by the Seller EntitiesMalvern and each of its Subsidiaries, including all software, hardware, networks, communications facilities, platforms and related systems and services (collectively, but excluding the public internet and other utilities, the “Systems”), are reasonably sufficient for the conduct of the respective businesses of the Seller Entities Malvern and its Subsidiaries as currently conducted and (ii) the Systems are in good working condition to effectively perform all computing, information technology and data processing operations necessary for the operation of the respective businesses of the Seller Entities Malvern and each of its Subsidiaries as currently conducted. To SellerMalvern’s Knowledge, since September 30, 2019, no third party or Representative has gained unauthorized access to any Systems owned or controlled by Malvern or any Seller Entityof its Subsidiaries in any material respect, and Malvern and each Seller Entity has of its Subsidiaries have taken commercially reasonable steps and implemented commercially reasonable safeguards designed to ensure that secure the Systems are secure from unauthorized access and free from any disabling codes or instructions, spyware, Trojan horses, worms, viruses or other software routines that permit or cause unauthorized access to, or disruption, impairment, disablement, or destruction of, software, data or other materials. Each Seller Entity has Malvern and each of its Subsidiaries have implemented backup and disaster recovery policies, procedures and systems consistent with generally accepted industry standards and to the Knowledge of Malvern, sufficient to reasonably maintain the operation of the respective businesses of the Seller Entities Malvern and each of its Subsidiaries in all material respects. Each Seller Entity has implemented and maintained commercially reasonable measures and procedures designed to reasonably mitigate the risks of cybersecurity breaches and attacks. (c) Each Seller Entity has Since September 30, 2019, Malvern and each of its Subsidiaries have (i) complied in all material respects with all applicable Laws which govern the receipt, collection, compilation, use, storage, processing, sharing, safeguarding, security, disposal, destruction, disclosure, transmission or transfer of the personal data or information of customers or other individuals (“Personally Identifiable Information”) and similar Laws governing data privacy, and with all of its published privacy and data security policies and internal privacy and data security policies and guidelines, including with respect to the receipt, collection, compilation, use, storage, processingtransmission, sharing, safeguarding, security, disposal, destructiontransfer, disclosure, transmission or transfer destruction and use of Personally Identifiable Information personally identifiable information and (ii) taken commercially reasonable measures designed to ensure that protect all Personally Identifiable Information personally identifiable information in its possession or control is protected against loss, damage, and unauthorized access, use, modification, or other misuse. To SellerMalvern’s Knowledge, there has been no loss, damage, or unauthorized access, use, modification, or other misuse of any such Personally Identifiable Information information by Malvern, any Seller Entity of its Subsidiaries or any other Personperson acting on Malvern or any of its Subsidiaries’ behalf which either (i) remains uncured or (ii) is reasonably expected to result in, individually or in the aggregate, material Liability on the part of Malvern.

Intellectual Property; Privacy. (a) Each Seller Bryn Mawr Entity owns or has a valid license to use (in each case, free and clear of any Liens other than any Permitted Liens) all of the Intellectual Property necessary to carry on the business of such Seller Bryn Mawr Entity as it is currently conducted. Each Seller Bryn Mawr Entity is the owner of or has a license, with the right to sublicense, to any Intellectual Property sold or licensed to a third party by such Seller Bryn Mawr Entity in connection with its business operations, and such Seller Bryn Mawr Entity has the right to convey by sale or license any Intellectual Property so conveyed. No Seller Bryn Mawr Entity is in Default under any of its Intellectual Property licenses. No proceedings have been instituted, or are pending or to the Knowledge of Seller Bryn Mawr threatened, which challenge the rights of any Seller Bryn Mawr Entity with respect to Intellectual Property used, sold or licensed by such Seller Bryn Mawr Entity in the course of its business, nor has any Person claimed or alleged any rights to such Intellectual PropertyProperty owned or purported to be owned by any Bryn Mawr Entity. The To the Knowledge of Bryn Mawr, the conduct of the business of each Seller Bryn Mawr Entity and the use of any Intellectual Property by each Seller Bryn Mawr Entity does not infringe, misappropriate or otherwise violate the Intellectual Property rights of any other Personperson. No Since December 31, 2017, no Person has asserted to Seller Bryn Mawr in writing that any Seller Bryn Mawr Entity has infringed, misappropriated or otherwise violated the Intellectual Property rights of such Person. The validity, continuation and effectiveness of all licenses and other agreements relating to Intellectual Property used by any Seller Entity in the course of its business and the current terms thereof will not be affected by the transactions contemplated by this Agreement, the use of the “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” trademarks will be transferred to Buyer or Buyer Bank in connection with the transactions contemplated by this Agreement and after the Effective Time, no Person besides Buyer shall have right and title to the “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” trademarks and trade names. All of the Seller Entities’ right to the use of and title to the names “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” will be transferred to Buyer in connection with the completion of the transactions contemplated by this Agreement. (i) The computer, information technology and data processing systems, facilities and services used by the Seller Bryn Mawr Entities, including all software, hardware, networks, communications facilities, platforms and related systems and services (collectively, the “Bryn Mawr Systems”), are reasonably sufficient for the conduct of the respective businesses of the Seller Bryn Mawr Entities as currently conducted and (ii) the Bryn Mawr Systems are in good working condition to effectively perform all computing, information technology and data processing operations necessary for the operation of the respective businesses of the Seller Bryn Mawr Entities as currently conducted. To SellerBryn Mawr’s Knowledge, no third party or Representative has gained unauthorized access to any Bryn Mawr Systems owned or controlled by any Seller Bryn Mawr Entity, and each Seller Entity has the Bryn Mawr Entities have taken commercially reasonable steps and implemented commercially reasonable safeguards to ensure that the Bryn Mawr Systems are secure from unauthorized access and free from any disabling codes or instructions, spyware, Trojan horses, worms, viruses or other software routines that permit or cause unauthorized access to, or disruption, impairment, disablement, or destruction of, software, data or other materials. Each Seller Bryn Mawr Entity has implemented backup and disaster recovery business continuity policies, procedures and systems with disaster recovery practices consistent with generally accepted industry standards applicable to such Bryn Mawr Entity and sufficient to reasonably maintain the operation of the respective businesses business of the Seller Entities such Bryn Mawr Entity in all material respects. Each Seller Bryn Mawr Entity has implemented and maintained maintains commercially reasonable measures and procedures designed to reasonably mitigate the risks of cybersecurity breaches and attacks. (c) Each Seller Since December 31, 2017, each Bryn Mawr Entity has (i) complied in all material respects with all applicable Laws which govern the receipt, collection, compilation, use, storage, processing, sharing, safeguarding, security, disposal, destruction, disclosure, transmission disclosure or transfer of the personal data or information of customers or other individuals (“Personally Identifiable Information”) and similar Laws governing data privacy, and with all of its published privacy and data security policies and internal privacy and data security policies and guidelines, including with respect to the receipt, collection, compilation, use, storage, processingtransmission, sharing, safeguarding, security, disposal, destructiontransfer, disclosure, transmission or transfer destruction and use of Personally Identifiable Information personally identifiable information and (ii) taken commercially reasonable measures to ensure that all Personally Identifiable Information personally identifiable information in its possession or control is protected against loss, damage, and unauthorized access, use, modification, or other misuse. To SellerBryn Mawr’s Knowledge, there has been no loss, damage, or unauthorized access, use, modification, or other misuse of any such Personally Identifiable Information information by any Seller Bryn Mawr Entity or any other Person.

Intellectual Property; Privacy. (a) Each Seller Veritex Entity owns or has a valid license to use (in each case, free and clear of any Liens other than any Permitted Liens) all of the Intellectual Property necessary used or held for use to carry on the business of such Seller Veritex Entity as it is currently conducted. Each Seller To the extent a Veritex Entity engages in the sale or licensing to a third party of any Intellectual Property in connection with its business operations, such Veritex Entity is the owner of or has a license, with the right to sublicense, to any such Intellectual Property as such Intellectual Property is sold or licensed to a third party by such Seller Entity in connection with the conduct of its business operations, and such Seller Entity has the right to convey by sale or license any Intellectual Property so conveyedbusiness. No Seller Veritex Entity is in Default under any of its material Contract pursuant to which it licenses Intellectual Property licensesProperty. No Since January 1, 2015, no proceedings have been instituted, or are pending or to the Knowledge of Seller Veritex threatened, which challenge the rights of any Seller Veritex Entity with respect to Intellectual Property used, sold or licensed by such Seller Veritex Entity in the course of its business, nor has any Person person claimed or alleged any rights to such Intellectual PropertyProperty owned or purported to be owned by a Veritex Entity. The To the Knowledge of Veritex, the conduct of the business of each Seller Entity and the Veritex Entity, including any Veritex Entity’s use of any Intellectual Property used or held for use by each Seller such Veritex Entity does not infringe, misappropriate misappropriate, dilute or otherwise violate the Intellectual Property rights of any other Person. No Since January 1, 2015, no Veritex Entity has received any written notice from any Person has asserted to Seller in writing (i) alleging that any Seller Veritex Entity has infringed, misappropriated misappropriated, diluted or otherwise violated the Intellectual Property rights of such Person. The Person or (ii) challenging the scope, validity, continuation and effectiveness enforceability, registrability, use or ownership of all licenses and other agreements relating to any Intellectual Property used owned or purported to be owned by any Seller Veritex Entity. (b) To the Knowledge of Veritex, no Person is infringing, misappropriating, diluting or otherwise violating any Intellectual Property owned, used, or held for use by any Veritex Entity in the course of its business and the current terms thereof will not be affected by the transactions contemplated by this Agreement, the use conduct of the “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” trademarks will be transferred to Buyer or Buyer Bank in connection with the transactions contemplated by this Agreement and after the Effective Time, no Person besides Buyer shall have right and title to the “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” trademarks and trade names. All respective businesses of the Seller Entities’ right to the use of Veritex Entities as currently conducted, and title to the names “Spirit of Texas Bancshares,” “Spirit of Texas Bancsharesno such claims have been asserted or threatened against any Person by any Veritex Entity since January 1, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” will be transferred to Buyer in connection with the completion of the transactions contemplated by this Agreement2015. (c) Veritex takes reasonable measures to protect the confidentiality of trade secrets, including requiring all Persons having access thereto to execute written non-disclosure agreements. To the Knowledge of Veritex, there has not been any disclosure of or access to any trade secret of any Veritex Entity (including any such information of any other Person disclosed in confidence to such Veritex Entity) to any Person in a manner that has resulted or is likely to result in the loss of trade secret or other rights in and to such information. (d) (i) The computer, information technology and data processing systems, facilities and services used by the Seller Veritex Entities, including all software, hardware, networks, communications facilities, platforms and related systems and services (collectively, the “Systems”), are reasonably sufficient for the conduct of the respective businesses of the Seller Veritex Entities as currently conducted and (ii) the Systems are in sufficiently good working condition to effectively perform all computing, information technology and data processing operations necessary for the operation of the respective businesses of the Seller Veritex Entities as currently conducted. To SellerVeritex’s Knowledge, no third party or Representative has gained unauthorized access to any Systems owned or controlled by any Seller EntityVeritex Entity since January 1, and each Seller Entity has 2015. The Veritex Entities have taken commercially reasonable steps and implemented commercially reasonable safeguards (A) to ensure that protect the Systems are secure from unauthorized access and free from any disabling codes or instructions, spyware, Trojan horses, worms, viruses or other software routines that permit or cause unauthorized access to, or disruption, impairment, disablement, or destruction of, software, data or other materialsmaterials and (B) that are designed to reasonably mitigate the risks of cybersecurity breaches and attacks. Each Seller Veritex Entity has implemented reasonably appropriate backup and disaster recovery policies, procedures and systems consistent with generally accepted industry standards and sufficient to reasonably maintain mitigate the risk of a material disruption to the operation of the respective businesses of the Seller Veritex Entities in all material respects. Each Seller Entity has implemented and maintained commercially reasonable measures and procedures designed to reasonably mitigate the risks of cybersecurity breaches and attacks. (ce) Each Seller Veritex Entity has (i) complied in all material respects with (A) all applicable Laws which govern the receipt, collection, compilation, use, storage, processing, sharing, safeguarding, security, disposal, destruction, disclosure, transmission disclosure or transfer of the personal data or information of customers or other individuals (“Personally Identifiable Information”) and similar Laws governing data privacy, and with (B) all of its published privacy and data security policies and internal privacy and data security policies and guidelines, including with respect to the receipt, collection, compilation, use, storage, processingtransmission, sharing, safeguarding, security, disposal, destructiontransfer, disclosure, transmission or transfer destruction and use of Personally Identifiable Information personally identifiable information and (ii) taken commercially reasonable measures to ensure that all Personally Identifiable Information personally identifiable information in its possession or control is protected against loss, damage, and unauthorized access, use, modification, or other misuse. To SellerVeritex’s Knowledge, there has been no material loss, damage, or unauthorized access, use, modification, or other misuse of any such Personally Identifiable Information information by any Seller Veritex Entity or any other PersonPerson since January 1, 2015.

Intellectual Property; Privacy. (a) Each Seller Green Entity owns or has a valid license to use (in each case, free and clear of any Liens other than any Permitted Liens) all of the Intellectual Property necessary used or held for use to carry on the business of such Seller Green Entity as it is currently conducted. Each Seller To the extent a Green Entity engages in the sale or licensing to a third party of any Intellectual Property in connection with its business operations, such Green Entity is the owner of or has a license, with the right to sublicense, to any such Intellectual Property as such Intellectual Property is sold or licensed to a third party by such Seller Entity in connection with the conduct of its business operations, and such Seller Entity has the right to convey by sale or license any Intellectual Property so conveyedbusiness. No Seller Green Entity is in Default under any of its material Contract pursuant to which it licenses Intellectual Property licensesProperty. No Since January 1, 2015, no proceedings have been instituted, or are pending or to the Knowledge of Seller Green threatened, which challenge the rights of any Seller Green Entity with respect to Intellectual Property used, sold or licensed by such Seller Green Entity in the course of its business, nor has any Person person claimed or alleged any rights to any such Intellectual PropertyProperty owned or purported to be owned by a Green Entity. The To the Knowledge of Green, the conduct of the business of each Seller Entity and the Green Entity, including any Green Entity’s use of any Intellectual Property used or held for use by each Seller Entity such Green Entity, does not infringe, misappropriate misappropriate, dilute or otherwise violate the Intellectual Property rights of any other Person. No Since January 1, 2015, no Green Entity has received any written notice from any Person has asserted to Seller in writing (i) alleging that any Seller Green Entity has infringed, misappropriated misappropriated, diluted or otherwise violated the Intellectual Property rights of such Person. The Person or (ii) challenging the scope, validity, continuation and effectiveness enforceability, registrability, use or ownership of all licenses and other agreements relating to any Intellectual Property used owned or purported to be owned by any Seller Green Entity. (b) To the Knowledge of Green, no Person is infringing, misappropriating, diluting or otherwise violating any Intellectual Property owned, used, or held for use by any Green Entity in the course of its business and the current terms thereof will not be affected by the transactions contemplated by this Agreement, the use conduct of the “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” trademarks will be transferred to Buyer or Buyer Bank in connection with the transactions contemplated by this Agreement and after the Effective Time, no Person besides Buyer shall have right and title to the “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” trademarks and trade names. All respective businesses of the Seller Entities’ right to the use of Green Entities as currently conducted, and title to the names “Spirit of Texas Bancshares,” “Spirit of Texas Bancsharesno such claims have been asserted or threatened against any Person by any Green Entity since January 1, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” will be transferred to Buyer in connection with the completion of the transactions contemplated by this Agreement2015. (c) Green takes reasonable measures to protect the confidentiality of trade secrets, including requiring all Persons having access thereto to execute written non-disclosure agreements. To the Knowledge of Green, there has not been any disclosure of or access to any trade secret of any Green Entity (including any such information of any other Person disclosed in confidence to such Green Entity) to any Person in a manner that has resulted or is likely to result in the loss of trade secret or other rights in and to such information. (d) (i) The computer, information technology and data processing systems, facilities and services used by the Seller Green Entities, including all software, hardware, networks, communications facilities, platforms and related systems and services (collectively, the “Systems”), are reasonably sufficient for the conduct of the respective businesses of the Seller Green Entities as currently conducted and (ii) the Systems are in sufficiently good working condition to effectively perform all computing, information technology and data processing operations necessary for the operation of the respective businesses of the Seller Green Entities as currently conducted. To SellerGreen’s Knowledge, no third party or Representative has gained unauthorized access to any Systems owned or controlled by any Seller EntityGreen Entity since January 1, and each Seller Entity has 2015. The Green Entities have taken commercially reasonable steps and implemented commercially reasonable safeguards (A) to ensure that protect the Systems are secure from unauthorized access and free from any disabling codes or instructions, spyware, Trojan horses, worms, viruses or other software routines that permit or cause unauthorized access to, or disruption, impairment, disablement, or destruction of, software, data or other materialsmaterials and (B) that are designed to reasonably mitigate the risks of cybersecurity breaches and attacks. Each Seller Green Entity has implemented reasonably appropriate backup and disaster recovery policies, procedures and systems consistent with generally accepted industry standards and sufficient to reasonably maintain mitigate the risk of a material disruption to the operation of the respective businesses of the Seller Green Entities in all material respects. Each Seller Entity has implemented and maintained commercially reasonable measures and procedures designed to reasonably mitigate the risks of cybersecurity breaches and attacks. (ce) Each Seller Green Entity has (i) complied in all material respects with (A) all applicable Laws which govern the receipt, collection, compilation, use, storage, processing, sharing, safeguarding, security, disposal, destruction, disclosure, transmission disclosure or transfer of the personal data or information of customers or other individuals (“Personally Identifiable Information”) and similar Laws governing data privacy, and with (B) all of its published privacy and data security policies and internal privacy and data security policies and guidelines, including with respect to the receipt, collection, compilation, use, storage, processingtransmission, sharing, safeguarding, security, disposal, destructiontransfer, disclosure, transmission or transfer destruction and use of Personally Identifiable Information personally identifiable information and (ii) taken commercially reasonable measures to ensure that all Personally Identifiable Information personally identifiable information in its possession or control is protected against loss, damage, and unauthorized access, use, modification, or other misuse. To SellerGreen’s Knowledge, there has been no material loss, damage, or unauthorized access, use, modification, or other misuse of any such Personally Identifiable Information information by any Seller Green Entity or any other PersonPerson since January 1, 2015.

Intellectual Property; Privacy. (a) Each Seller Beneficial Entity owns or has a valid license to use (in each case, free and clear of any Liens other than any Permitted Liens) all of the Intellectual Property necessary to carry on the business of such Seller Beneficial Entity as it is currently conducted. Each Seller Beneficial Entity is the owner of or has a license, with the right to sublicense, to any Intellectual Property sold or licensed to a third party by such Seller Beneficial Entity in connection with its business operations, and such Seller Beneficial Entity has the right to convey by sale or license any Intellectual Property so conveyed. No Seller Beneficial Entity is in Default under any of its Intellectual Property licenses. No proceedings have been instituted, or are pending or to the Knowledge of Seller Beneficial threatened, which challenge the rights of any Seller Beneficial Entity with respect to Intellectual Property used, sold or licensed by such Seller Beneficial Entity in the course of its business, nor has any Person claimed or alleged any rights to such Intellectual PropertyProperty owned or purported to be owned by a Beneficial Entity. The To the Knowledge of Beneficial, the conduct of the business of each Seller Beneficial Entity and the use of any Intellectual Property by each Seller Beneficial Entity does not infringe, misappropriate or otherwise violate the Intellectual Property rights of any other Person. No Person has asserted to Seller Beneficial in writing that any Seller Beneficial Entity has infringed, misappropriated or otherwise violated the Intellectual Property rights of such Person. The validity, continuation and effectiveness of all licenses and other agreements relating to Intellectual Property used by any Seller Entity in the course of its business and the current terms thereof will not be affected by the transactions contemplated by this Agreement, the use of the “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” trademarks will be transferred to Buyer or Buyer Bank in connection with the transactions contemplated by this Agreement and after the Effective Time, no Person besides Buyer shall have right and title to the “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” trademarks and trade names. All of the Seller Entities’ right to the use of and title to the names “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” will be transferred to Buyer in connection with the completion of the transactions contemplated by this Agreement. (i) The computer, information technology and data processing systems, facilities and services used by the Seller Beneficial Entities, including all software, hardware, networks, communications facilities, platforms and related systems and services (collectively, the “Beneficial Systems”), are reasonably sufficient for the conduct of the respective businesses of the Seller Beneficial Entities as currently conducted and (ii) the Beneficial Systems are in good working condition to effectively perform all computing, information technology and data processing operations necessary for the operation of the respective businesses of the Seller Beneficial Entities as currently conducted. To SellerBeneficial’s Knowledge, no third party or Representative has gained unauthorized access to any Beneficial Systems owned or controlled by any Seller Beneficial Entity, and each Seller Entity has the Beneficial Entities have taken commercially reasonable steps and implemented commercially reasonable safeguards to ensure that the Beneficial Systems are secure from unauthorized access and free from any disabling codes or instructions, spyware, Trojan horses, worms, viruses or other software routines that permit or cause unauthorized access to, or disruption, impairment, disablement, or destruction of, software, data or other materials. Each Seller Beneficial Entity has implemented backup and disaster recovery policies, procedures and systems consistent with generally accepted industry standards and sufficient to reasonably maintain the operation of the respective businesses of the Seller Beneficial Entities in all material respects. Each Seller Beneficial Entity has implemented and maintained commercially reasonable measures and procedures designed to reasonably mitigate the risks of cybersecurity breaches and attacks. (c) Each Seller Beneficial Entity has (i) complied in all material respects with all applicable Laws which govern the receipt, collection, compilation, use, storage, processing, sharing, safeguarding, security, disposal, destruction, disclosure, transmission disclosure or transfer of the personal data or information of customers or other individuals (“Personally Identifiable Information”) and similar Laws governing data privacy, and with all of its published privacy and data security policies and internal privacy and data security policies and guidelines, including with respect to the receipt, collection, compilation, use, storage, processingtransmission, sharing, safeguarding, security, disposal, destructiontransfer, disclosure, transmission or transfer destruction and use of Personally Identifiable Information personally identifiable information and (ii) taken commercially reasonable measures to ensure that all Personally Identifiable Information personally identifiable information in its possession or control is protected against loss, damage, and unauthorized access, use, modification, or other misuse. To SellerBeneficial’s Knowledge, there has been no loss, damage, or unauthorized access, use, modification, or other misuse of any such Personally Identifiable Information information by any Seller Beneficial Entity or any other Person.

Intellectual Property; Privacy. (a) Each Seller Xxxxxxx Entity owns or has a valid license to use (in each case, free and clear of any Liens other than any Permitted Liens) all of the Intellectual Property necessary to carry on the business of such Seller Xxxxxxx Entity as it is currently conducted. Each Seller Xxxxxxx Entity is the owner of or has a license, with the right to sublicense, to any Intellectual Property sold or licensed to a third party by such Seller Xxxxxxx Entity in connection with its such Xxxxxxx Entity’s business operations, and such Seller Xxxxxxx Entity has the right to convey by sale or license any Intellectual Property so conveyed. No Seller Xxxxxxx Entity is in Default under any of its Intellectual Property licenses. No proceedings have been instituted, or are pending or to the Knowledge of Seller Xxxxxxx threatened, which challenge the rights of any Seller Xxxxxxx Entity with respect to Intellectual Property used, sold or licensed by such Seller Xxxxxxx Entity in the course of its business, nor has any Person claimed or alleged any rights to such Intellectual Property. The conduct of the business of each Seller Xxxxxxx Entity and the use of any Intellectual Property by each Seller Xxxxxxx Entity does not infringe, misappropriate or otherwise violate the Intellectual Property rights of any other Person. No Person has asserted to Seller Xxxxxxx in writing that any Seller Xxxxxxx Entity has infringed, misappropriated or otherwise violated the Intellectual Property rights of such Person. The validity, continuation and effectiveness of all licenses and other agreements relating to Intellectual Property used by any Seller Xxxxxxx Entity in the course of its business and the current terms thereof will not be affected by the transactions contemplated by this Agreement, the use of the “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Landmark Bank,” and “Spirit of Texas Bank SSBThe Xxxxxxx Company” trademarks will be transferred to Buyer or Buyer Bank Xxxxxxx in connection with the transactions contemplated by this Agreement and after the Effective Time, no Person besides Buyer Xxxxxxx shall have right and title to the “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Landmark Bank,” and “Spirit of Texas Bank SSBThe Xxxxxxx Company” trademarks and trade names. All of the Seller Xxxxxxx Entities’ right to the use of and title to the names “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Landmark Bank,” and “Spirit of Texas Bank SSBThe Xxxxxxx Company” will be transferred to Buyer Xxxxxxx in connection with the completion of the transactions contemplated by this Agreement. (i) The computer, information technology and data processing systems, facilities and services used by the Seller Xxxxxxx Entities, including all software, hardware, networks, communications facilities, platforms and related systems and services (collectively, the “Systems”), are reasonably sufficient for the conduct of the respective businesses of the Seller Xxxxxxx Entities as currently conducted and (ii) the Systems are in good working condition to effectively perform all computing, information technology and data processing operations necessary for the operation of the respective businesses of the Seller Entities as currently conductedXxxxxxx Entities. To Seller’s Xxxxxxx’x Knowledge, no third party or Representative has gained unauthorized access to any Systems owned or controlled by any Seller Xxxxxxx Entity, and each Seller Xxxxxxx Entity has taken commercially reasonable steps and implemented commercially reasonable safeguards to ensure that the Systems are secure from unauthorized access and free from any disabling codes or instructions, spyware, Trojan horses, worms, viruses or other software routines that permit or cause unauthorized access to, or disruption, impairment, disablement, or destruction of, software, data or other materials. Each Seller Xxxxxxx Entity has implemented backup and disaster recovery policies, procedures and systems consistent with generally accepted industry standards and sufficient to reasonably maintain the operation of the respective businesses of the Seller Xxxxxxx Entities in all material respects. Each Seller Xxxxxxx Entity has implemented and maintained commercially reasonable measures and procedures designed to reasonably mitigate the risks of cybersecurity breaches and attacks. (c) Each Seller Xxxxxxx Entity has (i) complied in all material respects with all applicable Laws which govern the receipt, collection, compilation, use, storage, processing, sharing, safeguarding, security, disposal, destruction, disclosure, transmission or transfer of the personal data or information of customers or other individuals (“Personally Identifiable Information”) and similar Laws governing data privacy, and with all of its published privacy and data security policies and internal privacy and data security policies and guidelines, including with respect to the receipt, collection, compilation, use, storage, processing, sharing, safeguarding, security, disposal, destruction, disclosure, transmission or transfer of Personally Identifiable Information and (ii) taken commercially reasonable measures to ensure that all Personally Identifiable Information in its possession or control is protected against loss, damage, and unauthorized access, use, modification, or other misuse. To Seller’s Xxxxxxx’x Knowledge, there has been no loss, damage, or unauthorized access, use, modification, or other misuse of any such Personally Identifiable Information by any Seller Xxxxxxx Entity or any other Person.

Intellectual Property; Privacy. (a) Each Seller Southwest Entity owns or has a valid license to use (in each case, free and clear of any Liens other than any Permitted Liens) all of the Intellectual Property necessary to carry on the business of such Seller Entity as it is currently conductedSouthwest Entity. Each Seller Southwest Entity is the owner of or has a license, with the right to sublicense, to any Intellectual Property sold or licensed to a third party by such Seller Southwest Entity in connection with its such Southwest Entity’s business operations, and such Seller Southwest Entity has the right to convey by sale or license any Intellectual Property so conveyed. No Seller Southwest Entity is in Default under any of its Intellectual Property licenses. No proceedings have been instituted, or are pending or to the Knowledge of Seller Southwest threatened, which challenge the rights of any Seller Southwest Entity with respect to Intellectual Property used, sold or licensed by such Seller Southwest Entity in the course of its business, nor has any Person person claimed or alleged any rights to such Intellectual Property. The conduct of the business of each Seller Entity the Southwest Entities and the use of any Intellectual Property by each Seller Entity Southwest and its Subsidiaries does not infringe, misappropriate or otherwise violate the Intellectual Property rights of any other Personperson. No Person has asserted to Seller Southwest in writing that Southwest or any Seller Entity of its Subsidiaries has infringed, misappropriated or otherwise violated the Intellectual Property rights of such Personperson. The validity, continuation and effectiveness of all licenses and other agreements relating to Intellectual Property used by any Seller Southwest Entity in the course of its business and the current terms thereof will not be affected by the transactions contemplated by this Agreement, the use of the trademarks set forth on Section 4.13(a) of the Southwest Disclosure Memorandum (“Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” trademarks Southwest Trademarks”) will be transferred to Buyer or Buyer Bank Xxxxxxx in connection with the transactions contemplated by this Agreement and after the Effective Time, no Person besides Buyer Xxxxxxx shall have right and title to the “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” trademarks and trade namesSouthwest Trademarks. All of the Seller Southwest Entities’ right to the use of and title to the names “Spirit name of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” Southwest Trademarks will be transferred to Buyer Xxxxxxx in connection with the completion of the transactions contemplated by this Agreement. (b) In each case, except as would reasonably be likely to have, either individually or in the aggregate, a Material Adverse Effect on Southwest, (i) The the computer, information technology and data processing systems, facilities and services used by the Seller EntitiesSouthwest and each of its Subsidiaries, including all software, hardware, networks, communications facilities, platforms and related systems and services (collectively, the “Systems”), are reasonably sufficient for the conduct of the respective businesses of the Seller Entities Southwest and its Subsidiaries as currently conducted and (ii) the Systems are in good working condition condition, ordinary wear and tear excepted, to effectively perform all computing, information technology and data processing operations necessary for the operation of the respective businesses of the Seller Entities Southwest and each of its Subsidiaries as currently conducted. To SellerSouthwest’s Knowledge, no third party or Representative has gained unauthorized access to any Systems owned or controlled by Southwest or any Seller Entityof its Subsidiaries, and Southwest and each Seller Entity has of its Subsidiaries have taken commercially reasonable steps and implemented commercially reasonable safeguards to ensure that the Systems are secure from unauthorized access and free from any disabling codes or instructions, spyware, Trojan horses, worms, viruses or other software routines that permit or cause unauthorized access to, or disruption, impairment, disablement, or destruction of, software, data or other materials. Each Seller Entity Southwest and each of its Subsidiaries has implemented backup and disaster recovery policies, procedures and systems consistent with generally accepted industry standards and sufficient to reasonably maintain the operation of the respective businesses of the Seller Entities Southwest and each of its Subsidiaries in all material respects. Each Seller Entity has implemented and maintained commercially reasonable measures and procedures designed to reasonably mitigate the risks of cybersecurity breaches and attacks. (c) Each Seller Entity Since December 31, 2012, Southwest and each of its Subsidiaries has (i) complied in all material respects with all applicable Laws which govern the receipt, collection, compilation, use, storage, processing, sharing, safeguarding, security, disposal, destruction, disclosure, transmission or transfer of the personal data or information of customers or other individuals (“Personally Identifiable Information”) and similar Laws governing data privacy, and with all of its published privacy and data security policies and internal privacy and data security policies and guidelines, 21 including with respect to the receipt, collection, compilation, use, storage, processingtransmission, sharing, safeguarding, security, disposal, destructiontransfer, disclosure, transmission or transfer destruction and use of Personally Identifiable Information personally identifiable information and (ii) taken commercially reasonable measures to ensure that all Personally Identifiable Information personally identifiable information in its possession or control is protected against loss, damage, and unauthorized access, use, modification, or other misuse. To SellerSouthwest’s Knowledge, there has been no loss, damage, or unauthorized access, use, modification, or other misuse of any such Personally Identifiable Information information by Southwest, any Seller Entity of its Subsidiaries or any other Personperson.

Intellectual Property; Privacy. (a) Each Seller Xxxxxx Entity owns or has a valid license to use (in each case, free and clear of any Liens other than any Permitted Liens) all of the material Intellectual Property necessary to carry on the business of such Seller Entity as it is currently conductedXxxxxx Entity. Each Seller Xxxxxx Entity is the owner of or has a license, with the right to sublicense, license to any material Intellectual Property sold or licensed to a third party by such Seller Xxxxxx Entity in connection with its such Xxxxxx Entity’s business operations, and such Seller Xxxxxx Entity has the right to convey by sale or license any material Intellectual Property so conveyed. No Seller Xxxxxx Entity is in Default under any of its material Intellectual Property licenses. No proceedings have been instituted, or are pending or to the Knowledge of Seller Xxxxxx threatened, which challenge the rights of any Seller Xxxxxx Entity with respect to Intellectual Property used, sold or licensed by such Seller Xxxxxx Entity in the course of its business, nor has any Person person claimed or alleged any rights to such Intellectual Property. The conduct of the business of each Seller Entity the Xxxxxx Entities and the use of any Intellectual Property by each Seller Entity Xxxxxx or its Subsidiaries does not infringe, misappropriate or otherwise violate the any Intellectual Property rights of any other Person. No Person has asserted to Seller Xxxxxx or its Subsidiaries in writing that Xxxxxx or any Seller Entity of its Subsidiaries has infringed, misappropriated or otherwise violated the Intellectual Property rights of such Person. The validity, continuation and effectiveness of all licenses and other agreements relating to material Intellectual Property used by any Seller Xxxxxx Entity in the course of its business Ordinary Course and the current terms thereof will not be affected by the transactions contemplated by this Agreement, the use of the “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” trademarks will be transferred to Buyer or Buyer Bank in connection with the transactions contemplated by this Agreement and after the Effective Time, no Person besides Buyer shall have right and title to the “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” trademarks and trade names. All of the Seller Entities’ right to the use of and title to the names “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” will be transferred to Buyer in connection with the completion of the transactions contemplated by this Agreement. (i) The computer, information technology and data processing systems, facilities and services used by the Seller Entities, including all software, hardware, networks, communications facilities, platforms and related systems and services (collectively, the “Systems”), are reasonably sufficient for the conduct of the respective businesses of the Seller Entities as currently conducted and (ii) the Systems are in good working condition to effectively perform all computing, information technology and data processing operations necessary for the operation of the respective businesses of the Seller Entities as currently conducted. To Seller’s Knowledge, no third party or Representative has gained unauthorized access to any Systems owned or controlled by any Seller Entity, and each Seller Entity has taken commercially reasonable steps and implemented commercially reasonable safeguards to ensure that the Systems are secure from unauthorized access and free from any disabling codes or instructions, spyware, Trojan horses, worms, viruses or other software routines that permit or cause unauthorized access to, or disruption, impairment, disablement, or destruction of, software, data or other materials. Each Seller Entity has implemented backup and disaster recovery policies, procedures and systems consistent with generally accepted industry standards and sufficient to reasonably maintain the operation of the respective businesses of the Seller Entities in all material respects. Each Seller Entity has implemented and maintained commercially reasonable measures and procedures designed to reasonably mitigate the risks of cybersecurity breaches and attacks. (c) Each Seller Entity has (i) complied in all material respects with all applicable Laws which govern the receipt, collection, compilation, use, storage, processing, sharing, safeguarding, security, disposal, destruction, disclosure, transmission or transfer of the personal data or information of customers or other individuals (“Personally Identifiable Information”) and similar Laws governing data privacy, and with all of its published privacy and data security policies and internal privacy and data security policies and guidelines, including with respect to the receipt, collection, compilation, use, storage, processing, sharing, safeguarding, security, disposal, destruction, disclosure, transmission or transfer of Personally Identifiable Information and (ii) taken commercially reasonable measures to ensure that all Personally Identifiable Information in its possession or control is protected against loss, damage, and unauthorized access, use, modification, or other misuse. To Seller’s Knowledge, there has been no loss, damage, or unauthorized access, use, modification, or other misuse of any such Personally Identifiable Information by any Seller Entity or any other Person.

Intellectual Property; Privacy. (a) Each Seller Reliance Entity owns or has a valid license to use (in each case, free and clear of any Liens other than any Permitted Liens) all of the Intellectual Property necessary to carry on the business of such Seller Entity as it is currently conductedReliance Entity. Each Seller Reliance Entity is the owner of or has a license, with the right to sublicense, to any Intellectual Property sold or licensed to a third party by such Seller Reliance Entity in connection with its such Reliance Entity’s business operations, and such Seller Reliance Entity has the right to convey by sale or license any Intellectual Property so conveyed. No Seller Reliance Entity is in Default under any of its Intellectual Property licenses. No proceedings have been instituted, or are pending or to the Knowledge of Seller Reliance threatened, which challenge the rights of any Seller Reliance Entity with respect to Intellectual Property used, sold or licensed by such Seller Reliance Entity in the course of its business, nor has any Person person claimed or alleged any rights to such Intellectual Property. The conduct of the business of each Seller Entity the Reliance Entities and the use of any Intellectual Property by each Seller Entity Reliance and its Subsidiaries does not infringe, misappropriate or otherwise violate the Intellectual Property rights of any other Personperson. No Person has asserted to Seller Reliance in writing that Reliance or any Seller Entity of its Subsidiaries has infringed, misappropriated or otherwise violated the Intellectual Property rights of such Personperson. The validity, continuation and effectiveness of all licenses and other agreements relating to Intellectual Property used by any Seller Reliance Entity in the course of its business and the current terms thereof will not be affected by the transactions contemplated by this Agreement, the use of the “Spirit of Texas Bancshares,Reliance Bank” and “Spirit of Texas Reliance Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” trademarks will be transferred to Buyer or Buyer Bank Xxxxxxx in connection with the transactions contemplated by this Agreement and after the Effective Time, no Person besides Buyer Xxxxxxx shall have right and title to the “Spirit of Texas Bancshares,Reliance Bank” and “Spirit of Texas Reliance Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” trademarks and trade names. All of the Seller Reliance Entities’ right to the use of and title to the names name “Spirit of Texas Bancshares,Reliance Bank” and “Spirit of Texas Reliance Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” will be transferred to Buyer Xxxxxxx in connection with the completion of the transactions contemplated by this Agreement. (i) The computer, information technology and data processing systems, facilities and services used by the Seller EntitiesReliance and each of its Subsidiaries, including all software, hardware, networks, communications facilities, platforms and related systems and services (collectively, the “Systems”), are reasonably sufficient for the conduct of the respective businesses of the Seller Entities Reliance and its Subsidiaries as currently conducted and (ii) the Systems are in good working condition to effectively perform all computing, information technology and data processing operations necessary for the operation of the respective businesses of the Seller Entities Reliance and each of its Subsidiaries as currently conducted. To SellerReliance’s Knowledge, no third party or Representative has gained unauthorized access to any Systems owned or controlled by Reliance or any Seller Entityof its Subsidiaries, and Reliance and each Seller Entity has of its Subsidiaries have taken commercially reasonable steps and implemented commercially reasonable safeguards to ensure that the Systems are secure from unauthorized access and free from any disabling codes or instructions, spyware, Trojan horses, worms, viruses or other software routines that permit or cause unauthorized access to, or disruption, impairment, disablement, or destruction of, software, data or other materials. Each Seller Entity Reliance and each of its Subsidiaries has implemented backup and disaster recovery policies, procedures and systems consistent with generally accepted industry standards and sufficient to reasonably maintain the operation of the respective businesses of the Seller Entities Reliance and each of its Subsidiaries in all material respects. Each Seller Entity has implemented and maintained commercially reasonable measures and procedures designed to reasonably mitigate the risks of cybersecurity breaches and attacks. (c) Each Seller Entity Reliance and each of its Subsidiaries has (i) complied in all material respects with all applicable Laws which govern the receipt, collection, compilation, use, storage, processing, sharing, safeguarding, security, disposal, destruction, disclosure, transmission or transfer of the personal data or information of customers or other individuals (“Personally Identifiable Information”) and similar Laws governing data privacy, and with all of its published privacy and data security policies and internal privacy and data security policies and guidelines, including with respect to the receipt, collection, compilation, use, storage, processingtransmission, sharing, safeguarding, security, disposal, destructiontransfer, disclosure, transmission or transfer destruction and use of Personally Identifiable Information personally identifiable information and (ii) taken commercially reasonable measures to ensure that all Personally Identifiable Information personally identifiable information in its possession or control is protected against loss, damage, and unauthorized access, use, modification, or other misuse. To SellerReliance’s Knowledge, there has been no loss, damage, or unauthorized access, use, modification, or other misuse of any such Personally Identifiable Information information by Reliance, any Seller Entity of its Subsidiaries or any other Personperson.

Intellectual Property; Privacy. (a) Each Seller First Texas Entity owns or has a valid license to use (in each case, free and clear of any Liens other than any Permitted Liens) all of the Intellectual Property necessary to carry on the business of such Seller Entity as it is currently conductedFirst Texas Entity. Each Seller First Texas Entity is the owner of or has a license, with the right to sublicense, to any Intellectual Property sold or licensed to a third party by such Seller First Texas Entity in connection with its such First Texas Entity’s business operations, and such Seller First Texas Entity has the right to convey by sale or license any Intellectual Property so conveyed. No Seller First Texas Entity is in Default under any of its Intellectual Property licenses. No proceedings have been instituted, or are pending or to the Knowledge of Seller First Texas threatened, which challenge the rights of any Seller First Texas Entity with respect to Intellectual Property used, sold or licensed by such Seller First Texas Entity in the course of its business, nor has any Person person claimed or alleged any rights to such Intellectual Property. The conduct of the business of each Seller Entity the First Texas Entities and the use of any Intellectual Property by each Seller Entity First Texas and its Subsidiaries does not infringe, misappropriate or otherwise violate the Intellectual Property rights of any other Personperson. No Person has asserted to Seller First Texas in writing that First Texas or any Seller Entity of its Subsidiaries has infringed, misappropriated or otherwise violated the Intellectual Property rights of such Personperson. The validity, continuation and effectiveness of all licenses and other agreements relating to Intellectual Property used by any Seller First Texas Entity in the course of its business and the current terms thereof will not be affected by the transactions contemplated by this Agreement, the use of the “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” trademarks listed on Schedule 4.13(a) will be transferred to Buyer or Buyer Bank Xxxxxxx in connection with the transactions contemplated by this Agreement and after the Effective Time, no Person besides Buyer Xxxxxxx shall have right and title to the “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” such trademarks and trade namestradenames. All of the Seller First Texas Entities’ right to the use of and title to the names “Spirit of First Texas Bancshares,” “Spirit of Texas BancsharesBHC, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSBSouthwest Bank” will be transferred to Buyer Xxxxxxx in connection with the completion of the transactions contemplated by this Agreement. (i) The computer, information technology and data processing systems, facilities and services used by the Seller EntitiesFirst Texas and each of its Subsidiaries, including all software, hardware, networks, communications facilities, platforms and related systems and services (collectively, the “Systems”), are reasonably sufficient for the conduct of the respective businesses of the Seller Entities First Texas and its Subsidiaries as currently conducted and (ii) the Systems are in good working condition to effectively perform all computing, information technology and data processing operations necessary for the operation of the respective businesses of the Seller Entities First Texas and each of its Subsidiaries as currently conducted. To Seller’s First Texas’ Knowledge, no third party or Representative has gained unauthorized access to any Systems owned or controlled by First Texas or any Seller Entityof its Subsidiaries, and First Texas and each Seller Entity has of its Subsidiaries have taken commercially reasonable steps and implemented commercially reasonable safeguards to ensure that the Systems are secure from unauthorized access and free from any disabling codes or instructions, spyware, Trojan horses, worms, viruses or other software routines that permit or cause unauthorized access to, or disruption, impairment, disablement, or destruction of, software, data or other materials. Each Seller Entity First Texas and each of its Subsidiaries has implemented backup and disaster recovery policies, procedures and systems consistent with generally accepted industry standards and sufficient to reasonably maintain the operation of the respective businesses of the Seller Entities First Texas and each of its Subsidiaries in all material respects. Each Seller Entity has implemented and maintained commercially reasonable measures and procedures designed to reasonably mitigate the risks of cybersecurity breaches and attacks. (c) Each Seller Entity First Texas and each of its Subsidiaries has (i) complied in all material respects with all applicable Laws which govern the receipt, collection, compilation, use, storage, processing, sharing, safeguarding, security, disposal, destruction, disclosure, transmission or transfer of the personal data or information of customers or other individuals (“Personally Identifiable Information”) and similar Laws governing data privacy, and with all of its published privacy and data security policies and internal privacy and data security policies and guidelines, including with respect to the receipt, collection, compilation, use, storage, processingtransmission, sharing, safeguarding, security, disposal, destructiontransfer, disclosure, transmission or transfer destruction and use of Personally Identifiable Information personally identifiable information and (ii) taken commercially reasonable measures to ensure that all Personally Identifiable Information personally identifiable information in its possession or control is protected against loss, damage, and unauthorized access, use, modification, or other misuse. To Seller’s First Texas’ Knowledge, there has been no loss, damage, or unauthorized access, use, modification, or other misuse of any such Personally Identifiable Information information by First Texas, any Seller Entity of its Subsidiaries or any other Personperson.

Intellectual Property; Privacy. (a) Each Seller First Mariner Entity owns or has a valid license to use (in each case, free and clear of any Liens other than any Permitted Liens) all of the Intellectual Property necessary to carry on the business of such Seller Entity as it is currently conductedFirst Mariner Entity. Each Seller First Mariner Entity is the owner of or has a license, with the right to sublicense, license to any material Intellectual Property sold or licensed to a third party by such Seller First Mariner Entity in connection with its such First Mariner Entity’s business operations, and such Seller First Mariner Entity has the right to convey by sale or license any material Intellectual Property so conveyed. No Seller First Mariner Entity is in Default under any of its material Intellectual Property licenses. No proceedings have been instituted, or are pending or to the Knowledge of Seller First Mariner threatened, which challenge the rights of any Seller First Mariner Entity with respect to Intellectual Property used, sold or licensed by such Seller First Mariner Entity in the course of its business, nor has any Person person claimed or alleged any rights to such Intellectual Property. The conduct of the business of each Seller Entity the First Mariner Entities and the use of any Intellectual Property by each Seller Entity First Mariner and its Subsidiaries does not infringe, misappropriate or otherwise violate the any Intellectual Property rights of any other Person. No Person has asserted to Seller First Mariner or its Subsidiaries in writing that First Mariner or any Seller Entity of its Subsidiaries has infringed, misappropriated or otherwise violated the Intellectual Property rights of such Person. The Subject to any trademark filings required by Law in connection with the Merger, the validity, continuation and effectiveness of all licenses and other agreements relating to material Intellectual Property used by any Seller First Mariner Entity in the course of its business Ordinary Course and the current terms thereof will not be affected by the transactions contemplated by this Agreement, the use of all material Intellectual Property of each of the “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” First Mariner Entities’ trademarks will be transferred to Buyer or Buyer Bank Xxxxxx in connection with the transactions contemplated by this Agreement and after the Effective Time, no Person besides Buyer Xxxxxx shall have right and title to the “Spirit of Texas Bancshares1st Mariner,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas 1st Mariner Bank,” and “Spirit of Texas Bank SSB1st Mariner Mortgage” trademarks and trade namestradenames. All of the Seller Entities’ right to the use of and title to the names “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” will be transferred to Buyer in connection with the completion of the transactions contemplated by this Agreement. (gg) (i) The computer, information technology and data processing systems, facilities and services used by the Seller EntitiesFirst Mariner and each of its Subsidiaries, including all software, hardware, networks, communications facilities, platforms and related systems and services (collectively, the “Systems”), are reasonably sufficient for the conduct of the respective businesses of the Seller Entities First Mariner and its Subsidiaries as currently conducted conducted; and (ii) the Systems are in good working condition to effectively perform all computing, information technology and data processing operations necessary for the operation of the respective businesses of the Seller Entities First Mariner and each of its Subsidiaries as currently conducted. To SellerFirst Mariner’s Knowledge, no third party or Representative has gained unauthorized access to any Systems owned or controlled by First Mariner or any Seller Entityof its Subsidiaries, and First Mariner and each Seller Entity has of its Subsidiaries have taken commercially reasonable steps and implemented commercially reasonable safeguards to ensure that the Systems are secure from unauthorized access and free from any disabling codes or instructions, spyware, Trojan horses, worms, viruses or other software routines that permit or cause unauthorized access to, or disruption, impairment, disablement, or destruction of, software, data or other materials. Each Seller Entity First Mariner and each of its Subsidiaries has implemented backup and disaster recovery policies, procedures and systems consistent with generally accepted industry standards for a community bank, and sufficient to reasonably maintain the operation of the respective businesses of the Seller Entities First Mariner and each of its Subsidiaries in all material respects. Each Seller Entity has implemented and maintained commercially reasonable measures and procedures designed to reasonably mitigate the risks of cybersecurity breaches and attacks. (c) Each Seller Entity has (i) complied in all material respects with all applicable Laws which govern the receipt, collection, compilation, use, storage, processing, sharing, safeguarding, security, disposal, destruction, disclosure, transmission or transfer of the personal data or information of customers or other individuals (“Personally Identifiable Information”) and similar Laws governing data privacy, and with all of its published privacy and data security policies and internal privacy and data security policies and guidelines, including with respect to the receipt, collection, compilation, use, storage, processing, sharing, safeguarding, security, disposal, destruction, disclosure, transmission or transfer of Personally Identifiable Information and (ii) taken commercially reasonable measures to ensure that all Personally Identifiable Information in its possession or control is protected against loss, damage, and unauthorized access, use, modification, or other misuse. To Seller’s Knowledge, there has been no loss, damage, or unauthorized access, use, modification, or other misuse of any such Personally Identifiable Information by any Seller Entity or any other Person.

Intellectual Property; Privacy. (a) Each Seller Target Entity owns or has a valid license to use (in each case, free and clear of any Liens other than any Permitted Liens) all of the Intellectual Property necessary to carry on the business of such Seller Entity as it is currently conductedTarget Entity. Each Seller Target Entity is the owner of or has a license, with the right to sublicense, to any Intellectual Property sold or licensed to a third party by such Seller Target Entity in connection with its such Target Entity’s business operations, and such Seller Target Entity has the right to convey by sale or license any Intellectual Property so conveyed. No Seller Target Entity is in Default under any of its Intellectual Property licenses. No proceedings have been instituted, or are pending or to the Knowledge of Seller Target threatened, which challenge the rights of any Seller Target Entity with respect to Intellectual Property used, sold or licensed by such Seller Target Entity in the course of its business, nor has any Person person claimed or alleged any rights to such Intellectual Property. The conduct of the business of each Seller Entity the Target Entities and the use of any Intellectual Property by each Seller Entity Target and its Subsidiaries does not infringe, misappropriate or otherwise violate the Intellectual Property rights of any other Personperson. No Person has asserted to Seller Target in writing that Target or any Seller Entity of its Subsidiaries has infringed, misappropriated or otherwise violated the Intellectual Property rights of such Personperson. The validity, continuation and effectiveness of all licenses and other agreements relating to Intellectual Property used by any Seller Target Entity in the course of its business and the current terms thereof will not be affected by the transactions contemplated by this Agreement, the use of the “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas First South Bank,” and “Spirit of Texas Bank SSBFSB Insurance, Inc.” trademarks will be transferred to Buyer or Buyer Bank in connection with the transactions contemplated by this Agreement and after the Effective Time, no Person besides Buyer shall have right and title to the “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas First South Bank,” and “Spirit of Texas Bank SSBFSB Insurance, Inc.” trademarks and trade names. All of the Seller Target Entities’ right to the use of and title to the names “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas First South Bank,” and “Spirit of Texas Bank SSBFSB Insurance, Inc.” will be transferred to Buyer in connection with the completion of the transactions contemplated by this Agreement. (i) The computer, information technology and data processing systems, facilities and services used by the Seller EntitiesTarget and each of its Subsidiaries, including all software, hardware, networks, communications facilities, platforms and related systems and services (collectively, the “Systems”), are reasonably sufficient for the conduct of the respective businesses of the Seller Entities Target and its Subsidiaries as currently conducted and (ii) the Systems are in good working condition to effectively perform all computing, information technology and data processing operations necessary for the operation of the respective businesses of the Seller Entities Target and each of its Subsidiaries as currently conducted. To SellerTarget’s Knowledge, no third party or Representative has gained unauthorized access to any Systems owned or controlled by Target or any Seller Entityof its Subsidiaries, and Target and each Seller Entity has of its Subsidiaries have taken commercially reasonable steps and implemented commercially reasonable safeguards to ensure that the Systems are secure from unauthorized access and free from any disabling codes or instructions, spyware, Trojan horses, worms, viruses or other software routines that permit or cause unauthorized access to, or disruption, impairment, disablement, or destruction of, software, data or other materials. Each Seller Entity Target and each of its Subsidiaries has implemented backup and disaster recovery policies, procedures and systems consistent with generally accepted industry standards and sufficient to reasonably maintain the operation of the respective businesses of the Seller Entities Target and each of its Subsidiaries in all material respects. Each Seller Entity has implemented and maintained commercially reasonable measures and procedures designed to reasonably mitigate the risks of cybersecurity breaches and attacks. (c) Each Seller Entity Target and each of its Subsidiaries has (i) complied in all material respects with all applicable Laws which govern the receipt, collection, compilation, use, storage, processing, sharing, safeguarding, security, disposal, destruction, disclosure, transmission or transfer of the personal data or information of customers or other individuals (“Personally Identifiable Information”) and similar Laws governing data privacy, and with all of its published privacy and data security policies and internal privacy and data security policies and guidelines, including with respect to the receipt, collection, compilation, use, storage, processingtransmission, sharing, safeguarding, security, disposal, destructiontransfer, disclosure, transmission or transfer destruction and use of Personally Identifiable Information personally identifiable information and (ii) taken commercially reasonable measures to ensure that all Personally Identifiable Information personally identifiable information in its possession or control is protected against loss, damage, and unauthorized access, use, modification, or other misuse. To SellerTarget’s Knowledge, there has been no loss, damage, or unauthorized access, use, modification, or other misuse of any such Personally Identifiable Information information by Target, any Seller Entity of its Subsidiaries or any other Personperson.

Intellectual Property; Privacy. (a) Each Seller Delanco Entity owns or has a valid license to use (in each case, free and clear of any Liens other than any Permitted Liens) all of the Intellectual Property necessary to carry on the business of such Seller Entity as it is currently conductedDelanco Entity. Each Seller Delanco Entity is the owner of or has a license, with the right to sublicense, to any Intellectual Property sold or licensed to a third party by such Seller Delanco Entity in connection with its such Delanco Entity’s business operations, and such Seller Delanco Entity has the right to convey by sale or license any Intellectual Property so conveyed. No Seller Delanco Entity is in Default under any of its Intellectual Property licenses. No proceedings have been instituted, or are pending or to the Knowledge of Seller Delanco threatened, which challenge the rights of any Seller Delanco Entity with respect to Intellectual Property used, sold or licensed by such Seller Delanco Entity in the course of its business, nor has any Person person claimed or alleged any rights to such Intellectual Property. The conduct of the business of each Seller Entity the Delanco Entities and the use of any Intellectual Property by each Seller Entity Delanco and its Subsidiaries does not infringe, misappropriate or otherwise violate the Intellectual Property rights of any other Personperson. No Person has asserted to Seller Delanco in writing that Delanco or any Seller Entity of its Subsidiaries has infringed, misappropriated or otherwise violated the Intellectual Property rights of such Personperson. The validity, continuation and effectiveness of all licenses and other agreements relating to Intellectual Property used by any Seller Delanco Entity in the course of its business and the current terms thereof will not be affected by the transactions contemplated by this Agreement. At and after the Effective Time, the use of the “Spirit of Texas Bancshares,Delanco Federal Savings Bank” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” trademark and “Spirit of Texas Bank SSB” trademarks will trade name shall be transferred to Buyer or Buyer First Bank in connection with the transactions contemplated by this Agreement Merger and after the Effective Time, no Person besides Buyer First Bank (or another First Bank Entity, if applicable) shall have right and title to the “Spirit of Texas Bancshares,Delanco Federal Savings Bank” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” trademarks trademark and trade namesname. All of the Seller Entities’ The Delanco Bank’s right to the use of and title to the names name “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Delanco Federal Savings Bank,” and “Spirit of Texas Bank SSB” will not be transferred to Buyer in connection with the completion adversely impacted by consummation of the transactions contemplated by this Agreement. (b) (i) The computer, information technology and data processing systems, facilities and services used by the Seller EntitiesDelanco and each of its Subsidiaries, including all software, hardware, networks, communications facilities, platforms and related systems and services (collectively, the “Systems”), are reasonably sufficient for the conduct of the respective businesses of the Seller Entities Delanco and its Subsidiaries as currently conducted and (ii) the Systems are in good working condition to effectively perform all computing, information technology and data processing operations necessary for the operation of the respective businesses of the Seller Entities Delanco and each of its Subsidiaries as currently conducted. To SellerDelanco’s Knowledge, no third party or Representative has gained unauthorized access to any Systems owned or controlled by Delanco or any Seller Entityof its Subsidiaries, and Delanco and each Seller Entity has of its Subsidiaries have taken commercially reasonable steps and implemented commercially reasonable safeguards to ensure that the Systems are secure from unauthorized access and free from any disabling codes or instructions, spyware, Trojan horses, worms, viruses or other software routines that permit or cause unauthorized access to, or disruption, impairment, disablement, or destruction of, software, data or other materials. Each Seller Entity Delanco and each of its Subsidiaries has implemented backup and disaster recovery policies, procedures and systems consistent with generally accepted industry standards and sufficient to reasonably maintain the operation of the respective businesses of the Seller Entities Delanco and each of its Subsidiaries in all material respects. Each Seller Entity has implemented and maintained commercially reasonable measures and procedures designed to reasonably mitigate the risks of cybersecurity breaches and attacks. (c) Each Seller Entity Delanco and each of its Subsidiaries has (i) complied in all material respects with all applicable Laws which govern the receipt, collection, compilation, use, storage, processing, sharing, safeguarding, security, disposal, destruction, disclosure, transmission or transfer of the personal data or information of customers or other individuals (“Personally Identifiable Information”) and similar Laws governing data privacy, and with all of its published privacy and data security policies and internal privacy and data security policies and guidelines, including with respect to the receipt, collection, compilation, use, storage, processingtransmission, sharing, safeguarding, security, disposal, destructiontransfer, disclosure, transmission or transfer destruction and use of Personally Identifiable Information personally identifiable information and (ii) taken commercially reasonable measures to ensure that all Personally Identifiable Information personally identifiable information in its possession or control is protected against loss, damage, and unauthorized access, use, modification, or other misuse. To SellerDelanco’s Knowledge, there has been no loss, damage, or unauthorized access, use, modification, or other misuse of any such Personally Identifiable Information information by Delanco, any Seller Entity of its Subsidiaries or any other Personperson.

Intellectual Property; Privacy. (a) Each Seller PLFC Entity owns or has a valid license to use (in each case, free and clear of any Liens other than any Permitted Liens) all of the Intellectual Property necessary to carry on the business of such Seller Entity as it is currently conductedPLFC Entity. Each Seller PLFC Entity is the owner of or has a license, with the right to sublicense, to any Intellectual Property sold or licensed to a third party by such Seller PLFC Entity in connection with its such PLFC Entity’s business operations, and such Seller PLFC Entity has the right to convey by sale or license any Intellectual Property so conveyed. No Seller PLFC Entity is in Default under any of its Intellectual Property licenses. No proceedings have been instituted, or are pending or to the Knowledge of Seller PLFC threatened, which challenge the rights of any Seller PLFC Entity with respect to Intellectual Property used, sold or licensed by such Seller PLFC Entity in the course of its business, nor has any Person person claimed or alleged any rights to such Intellectual Property. The conduct of the business of each Seller Entity the PLFC Entities and the use of any Intellectual Property by each Seller Entity PLFC and its Subsidiaries does not infringe, misappropriate or otherwise violate the any Intellectual Property rights of any other Person. No Person has asserted to Seller PLFC in writing that PLFC or any Seller Entity of its Subsidiaries has infringed, misappropriated or otherwise violated the Intellectual Property rights of such Person. The validity, continuation and effectiveness of all licenses and other agreements relating to Intellectual Property used by any Seller PLFC Entity in the course of its business and the current terms thereof will not be affected by the transactions contemplated by this Agreement, the use of the “Spirit of Texas Bancshares,Penn Liberty Bank” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” trademarks trademark will be transferred to Buyer or Buyer Bank WSFS in connection with the transactions contemplated by this Agreement and after the Effective Time, no Person besides Buyer WSFS shall have right and title to the “Spirit of Texas Bancshares,Penn Liberty Bank” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” trademarks trademark and trade names. All of the Seller Entities’ right to the use of and title to the names “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” will be transferred to Buyer in connection with the completion of the transactions contemplated by this Agreementname. (b) In each case, except as would not reasonably be likely to have, either individually or in the aggregate, a Material Adverse Effect on PLFC: (i) The the computer, information technology and data processing systems, facilities and services used by the Seller EntitiesPLFC and each of its Subsidiaries, including all software, hardware, networks, communications facilities, platforms and related systems and services (collectively, the “Systems”), are reasonably sufficient for the conduct of the respective businesses of the Seller Entities PLFC and such Subsidiaries as currently conducted conducted; and (ii) the Systems are in good working condition condition, ordinary wear and tear excepted, to effectively perform all computing, information technology and data processing operations necessary for the operation of the respective businesses of the Seller Entities PLFC and each of its Subsidiaries as currently conducted. To SellerPLFC’s Knowledge, no third party or Representative has gained unauthorized access to any Systems owned or controlled by PLFC or any Seller Entityof its Subsidiaries, and PLFC and each Seller Entity has of its Subsidiaries have taken commercially reasonable steps and implemented commercially reasonable safeguards to ensure that the Systems are secure from unauthorized access and free from any disabling codes or instructions, spyware, Trojan horses, worms, viruses or other software routines that permit or cause unauthorized access to, or disruption, impairment, disablement, or destruction of, software, data or other materials. Each Seller Entity PLFC and each of its Subsidiaries has implemented backup and disaster recovery policies, procedures and systems consistent with generally accepted industry standards for a community bank, and sufficient to reasonably maintain the operation of the respective businesses of the Seller Entities PLFC and each of its Subsidiaries in all material respects. Each Seller Entity has implemented and maintained commercially reasonable measures and procedures designed to reasonably mitigate the risks of cybersecurity breaches and attacks. (c) Each Seller Entity PLFC and each of its Subsidiaries has (i) complied in all material respects with all applicable Laws which govern the receipt, collection, compilation, use, storage, processing, sharing, safeguarding, security, disposal, destruction, disclosure, transmission or transfer of the personal data or information of customers or other individuals (“Personally Identifiable Information”) and similar Laws governing data privacy, and with all of its published privacy and data security policies and internal privacy and data security policies and guidelines, including with respect to the receipt, collection, compilation, use, storage, processingtransmission, sharing, safeguarding, security, disposal, destructiontransfer, disclosure, transmission or transfer destruction and use of Personally Identifiable Information personally identifiable information and (ii) taken commercially reasonable measures to ensure that all Personally Identifiable Information personally identifiable information in its possession or control is protected against loss, damage, and unauthorized access, use, modification, or other misuse. To SellerPLFC’s Knowledge, there has been no loss, damage, or unauthorized access, use, modification, or other misuse of any such Personally Identifiable Information information by PLFC, any Seller Entity of its Subsidiaries or any other Personperson.

Intellectual Property; Privacy. (a) Each Seller First Texas Entity owns or has a valid license to use (in each case, free and clear of any Liens other than any Permitted Liens) all of the Intellectual Property necessary to carry on the business of such Seller Entity as it is currently conductedFirst Texas Entity. Each Seller First Texas Entity is the owner of or has a license, with the right to sublicense, to any Intellectual Property sold or licensed to a third party by such Seller First Texas Entity in connection with its such First Texas Entity’s business operations, and such Seller First Texas Entity has the right to convey by sale or license any Intellectual Property so conveyed. No Seller First Texas Entity is in Default under any of its Intellectual Property licenses. No proceedings have been instituted, or are pending or to the Knowledge of Seller First Texas threatened, which challenge the rights of any Seller First Texas Entity with respect to Intellectual Property used, sold or licensed by such Seller First Texas Entity in the course of its business, nor has any Person person claimed or alleged any rights to such Intellectual Property. The conduct of the business of each Seller Entity the First Texas Entities and the use of any Intellectual Property by each Seller Entity First Texas and its Subsidiaries does not infringe, misappropriate or otherwise violate the Intellectual Property rights of any other Personperson. No Person has asserted to Seller First Texas in writing that First Texas or any Seller Entity of its Subsidiaries has infringed, misappropriated or otherwise violated the Intellectual Property rights of such Personperson. The validity, continuation and effectiveness of all licenses and other agreements relating to Intellectual Property used by any Seller First Texas Entity in the course of its business and the current terms thereof will not be affected by the transactions contemplated by this Agreement, the use of the “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” trademarks listed on Schedule 4.13(a) will be transferred to Buyer or Buyer Bank Xxxxxxx in connection with the transactions contemplated by this Agreement and after the Effective Time, no Person besides Buyer Xxxxxxx shall have right and title to the “Spirit of Texas Bancshares,” “Spirit of Texas Bancshares, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSB” such trademarks and trade namestradenames. All of the Seller First Texas Entities’ right to the use of and title to the names “Spirit of First Texas Bancshares,” “Spirit of Texas BancsharesBHC, Inc.,” “Spirit of Texas Bank,” and “Spirit of Texas Bank SSBSouthwest Bank” will be transferred to Buyer Xxxxxxx in connection with the completion of the transactions contemplated by this Agreement. (b) (i) The computer, information technology and data processing systems, facilities and services used by the Seller EntitiesFirst Texas and each of its Subsidiaries, including all software, hardware, networks, communications facilities, platforms and related systems and services (collectively, the “Systems”), are reasonably sufficient for the conduct of the respective businesses of the Seller Entities First Texas and its Subsidiaries as currently conducted and (ii) the Systems are in good working condition to effectively perform all computing, information technology and data processing operations necessary for the operation of the respective businesses of the Seller Entities First Texas and each of its Subsidiaries as currently conducted. To Seller’s First Texas’ Knowledge, no third party or Representative has gained unauthorized access to any Systems owned or controlled by First Texas or any Seller Entityof its Subsidiaries, and First Texas and each Seller Entity has of its Subsidiaries have taken commercially reasonable steps and implemented commercially reasonable safeguards to ensure that the Systems are secure from unauthorized access and free from any disabling codes or instructions, spyware, Trojan horses, worms, viruses or other software routines that permit or cause unauthorized access to, or disruption, impairment, disablement, or destruction of, software, data or other materials. Each Seller Entity First Texas and each of its Subsidiaries has implemented backup and disaster recovery policies, procedures and systems consistent with generally accepted industry standards and sufficient to reasonably maintain the operation of the respective businesses of the Seller Entities First Texas and each of its Subsidiaries in all material respects. Each Seller Entity has implemented and maintained commercially reasonable measures and procedures designed to reasonably mitigate the risks of cybersecurity breaches and attacks. (c) Each Seller Entity First Texas and each of its Subsidiaries has (i) complied in all material respects with all applicable Laws which govern the receipt, collection, compilation, use, storage, processing, sharing, safeguarding, security, disposal, destruction, disclosure, transmission or transfer of the personal data or information of customers or other individuals (“Personally Identifiable Information”) and similar Laws governing data privacy, and with all of its published privacy and data security policies and internal privacy and data security policies and guidelines, including with respect to the receipt, collection, compilation, use, storage, processingtransmission, sharing, safeguarding, security, disposal, destructiontransfer, disclosure, transmission or transfer destruction and use of Personally Identifiable Information personally identifiable information and (ii) taken commercially reasonable measures to ensure that all Personally Identifiable Information personally identifiable information in its possession or control is protected against loss, damage, and unauthorized access, use, modification, or other misuse. To Seller’s First Texas’ Knowledge, there has been no loss, damage, or unauthorized access, use, modification, or other misuse of any such Personally Identifiable Information information by First Texas, any Seller Entity of its Subsidiaries or any other Personperson.