Common use of Litigation and Compliance with Law Clause in Contracts

Litigation and Compliance with Law. (a) There are no actions, suits, arbitrations, controversies or other proceedings or investigations (or any facts or circumstances which reasonably could result in such) including without limitation any such action, suit, arbitration, controversy or other proceeding or investigation by any Regulatory Authority, which currently exist or are ongoing, pending or, threatened, contemplated or probable of assertion, against, relating to or otherwise affecting Mutual or any of its properties, assets or employees. (b) Mutual has all licenses, permits, orders, authorizations or approvals (“Permits”) of all federal, state, local or foreign governmental or regulatory agencies that are material to or necessary for the conduct of its business or to own, lease and operate its properties; all such Permits are in full force and effect; no violations have occurred with respect to any such Permits; no proceeding is pending or threatened or probable of assertion to suspend, cancel, revoke or limit any Permit. (c) Mutual is not subject to any supervisory agreement, enforcement order, writ, injunction, capital directive, supervisory directive, memorandum of understanding or other similar agreement, order, directive, memorandum or consent of, with or issued by any Regulatory Authority (including without limitation the Commissioner or the FDIC) relating to financial condition, directors or officers, employees, operations, capital, regulatory compliance or any other matter; there are no judgments, orders, stipulations, injunctions, decrees or awards against Mutual which limit, restrict, regulate, enjoin or prohibit any present or past business or practice of Mutual; and, Mutual has not been advised and has no reason to believe that any Regulatory Authority or any court is contemplating, threatening or requesting the issuance of any such agreement, order, writ, injunction, directive, memorandum, judgment, stipulation, decree or award. (d) Mutual is not in violation or default under, and has complied in all material respects with, all laws, statutes, ordinances, rules, regulations, orders, writs, injunctions or decrees of any court or federal, state, municipal or other Regulatory Authority having jurisdiction or authority over it or its business operations, properties or assets (including without limitation all provisions of North Carolina law relating to usury, the Consumer Credit Protection Act, and all other federal and state laws and regulations applicable to extensions of credit by Mutual). There is no basis for any claim by any person or authority for compensation, reimbursement, damages or other penalties or relief for any violations described in this subsection (d).

Litigation and Compliance with Law. (a) There are no actions, suits, arbitrations, controversies or other proceedings or investigations (or or, to the Best Knowledge of CNB, any facts or circumstances which reasonably could be expected to result in such) ), including without limitation any such action, suit, arbitration, controversy or other proceeding or investigation action by any Regulatory Authority, which currently exist or are ongoing, pending or, to the Best Knowledge of CNB, are threatened, contemplated or probable of assertion, against, relating to or otherwise affecting Mutual CNB or Community or any of its their respective properties, assets or employees. (b) Mutual CNB and Community each has all licenses, permits, orders, authorizations or approvals (“"Permits”") of all federal, state, local or foreign governmental or regulatory agencies that are material to or necessary for the conduct of its business or to own, lease and operate its properties; all such Permits are in full force and effect; no violations have occurred with respect to any such Permits; and no proceeding is pending or or, to the Best Knowledge of CNB, threatened or probable of assertion assertion, to suspend, cancel, revoke or limit any Permit. (c) Mutual Neither CNB nor Community is not subject to any supervisory agreement, enforcement order, writ, injunction, capital directive, supervisory directive, memorandum of understanding or other similar agreement, order, directive, memorandum or consent of, with or issued by any Regulatory Authority (including without limitation the Commissioner or OCC, the FDIC, the Virginia Bureau and the FRB) relating to its financial condition, directors or officers, employees, operations, capital, regulatory compliance or any other matter; there are no judgments, orders, stipulations, injunctions, decrees or awards against Mutual either CNB or Community which limit, restrict, regulate, enjoin or prohibit in any material respect any present or past business or practice of MutualCNB or Community; andand neither CNB nor Community has been advised, Mutual nor has not been advised and has no any reason to believe believe, that any Regulatory Authority or any court is contemplating, threatening or requesting the issuance of any such agreement, order, writ, injunction, directive, memorandum, judgment, stipulation, decree or award. (d) Mutual To the Best Knowledge of CNB, neither CNB nor Community is not in violation or default in any material respect under, and each of them has complied in all material respects with, all laws, statutes, ordinances, rules, regulations, orders, writs, injunctions or decrees of any court or federal, state, municipal or other Regulatory Authority having jurisdiction or authority over it or its business operations, properties or assets (including without limitation all provisions of North Carolina Virginia law relating to usury, the Consumer Credit Protection Act, and all other federal and state laws and regulations applicable to extensions of credit by MutualCommunity). There To the Best Knowledge of CNB, there is no basis for any claim by any person or authority for compensation, reimbursement, damages or other penalties or relief for any violations described in this subsection subparagraph (d).

Litigation and Compliance with Law. (a) There are is no actions, suits, arbitrations, controversies or other proceedings or investigations (or any facts or circumstances which reasonably could result in suchi) including without limitation any such material action, suit, arbitrationclaim, controversy or other proceeding proceeding, or investigation by any Regulatory Authority, which currently exist or are ongoing, pending or, threatenedto the best of Corporation’s knowledge, contemplated threatened against or probable of assertionaffecting Corporation, againstat law or in equity, relating to or otherwise affecting Mutual before or by any of its properties, assets or employees. (b) Mutual has all licenses, permits, orders, authorizations or approvals (“Permits”) of all federal, state, local municipal, or foreign other governmental department, commission, board, bureau, agency, or regulatory agencies that are instrumentality, domestic or foreign; (ii) material arbitration proceeding relating to Corporation pending under collective bargaining agreements or necessary otherwise; or (iii) material governmental inquiry pending or, to the best of Corporation’s knowledge, threatened against or affecting Corporation (including, without limitation, any inquiry as to the qualification of Corporation to hold or receive any license or permit), and, to the best of Corporation’s knowledge, there is no reasonable basis for any of the conduct of its business or to own, lease and operate its properties; all such Permits are foregoing. Corporation is not in full force and effect; no violations have occurred default with respect to any such Permits; no proceeding is pending or threatened or probable of assertion to suspend, cancel, revoke or limit any Permit. (c) Mutual is not subject to any supervisory agreement, enforcement governmental order, writ, injunction, capital directive, supervisory directive, memorandum of understanding or other similar agreement, order, directive, memorandum or consent of, with or issued by any Regulatory Authority (including without limitation the Commissioner or the FDIC) relating to financial condition, directors or officers, employees, operations, capital, regulatory compliance or any other matter; there are no judgments, orders, stipulations, injunctions, decrees or awards against Mutual which limit, restrict, regulate, enjoin or prohibit any present or past business or practice of Mutual; and, Mutual has not been advised and has no reason to believe that any Regulatory Authority or any court is contemplating, threatening or requesting the issuance of any such agreement, order, writjudgment, injunction, directive, memorandum, judgment, stipulation, or decree known to or award. (d) Mutual is not in violation or default under, and has complied in all material respects with, all laws, statutes, ordinances, rules, regulations, orders, writs, injunctions or decrees served upon Corporation of any court or of any federal, state, municipal or other Regulatory Authority having jurisdiction governmental department, commission, board, bureau, agency, or authority over it instrumentality, domestic or its business operations, properties or assets (including without limitation all provisions of North Carolina law relating to usury, the Consumer Credit Protection Act, and all other federal and state laws and regulations applicable to extensions of credit by Mutual)foreign. There is no basis material action or suit by Corporation pending or threatened against others. (b) Corporation has complied in all respects with all laws, rules, regulations and orders applicable to its business, operations, properties, assets, products, and services, and Corporation has or will acquire all necessary permits, licenses, and other authorizations required to conduct is business as conducted and as proposed to be conducted, except to the extent failure to comply or obtain any such permits, licenses or authorizations will not have a Material Adverse Effect. Without limiting the generality of the foregoing, (i) Corporation is not engaged, nor, to the knowledge of Corporation, has any officer, director, partner, employee, or agent of Corporation engaged, in any act or practice which would constitute a violation of the Foreign Corrupt Practices Act of 1977, or any rules or regulations promulgated thereunder, and (ii) Corporation has not violated in any material respect any applicable statute, law, or regulation relating to environmental or occupational health and safety, and to the best of Corporation’s knowledge, no material expenditures are or will be required to comply with any such existing statute, law, or regulation. There is no existing law, rule, regulation, or order, and Corporation is not aware of any proposed law, rule, regulation or order, whether federal or state, (excluding product approvals from regulatory authorities required to offer its products for human use) which would prohibit or materially restrict Corporation from, or otherwise materially adversely affect Corporation in, conducting its business in any claim by any person jurisdiction in which it is now conducting business or authority for compensation, reimbursement, damages or other penalties or relief for any violations described in this subsection (d)which it proposes to conduct business.

Litigation and Compliance with Law. (a) There are no material actions, suits, arbitrations, controversies or other proceedings or investigations (or or, to the Best Knowledge of management of BNC and the Bank, any facts or circumstances which reasonably could result in such) ), including without limitation any such action, suit, arbitration, controversy or other proceeding or investigation action by any Regulatory Authority, which currently exist or are ongoing, pending or, to the Best Knowledge of management of BNC and the Bank, are threatened, contemplated or probable of assertion, against, relating to or otherwise affecting Mutual BNC or the Bank or any of its their properties, assets or employees. (b) Mutual has BNC and the Bank have all licenses, permits, orders, authorizations or approvals (“Permits”) of all federal, state, local or foreign governmental or regulatory agencies that are material to or necessary for the conduct of its their business or to own, lease and operate its their properties; all such Permits are in full force and effect; no violations have occurred with respect to any such Permits, which violation would have a material adverse effect on BNC and the Bank, taken as a whole; and no proceeding is pending or or, to the Best Knowledge of management of BNC and the Bank, threatened or probable of assertion to suspend, cancel, revoke or limit any Permit. (c) Mutual Neither BNC nor the Bank is not subject to any supervisory agreement, enforcement order, writ, injunction, capital directive, supervisory directive, memorandum of understanding understanding, cease and desist order, or other similar agreement, order, directive, memorandum or consent of, with or issued by any Regulatory Authority (including without limitation the Commissioner or the FDIC) relating to financial condition, directors or officers, employees, operations, capital, regulatory compliance or any other matter; there are no judgments, orders, stipulations, injunctions, decrees or awards against Mutual BNC or the Bank which limit, restrict, regulate, enjoin or prohibit in any material respect any present or past business or practice of MutualBNC or the Bank; and, Mutual has BNC and the Bank have not been advised and has have no reason to believe that any Regulatory Authority or any court is contemplating, threatening or requesting the issuance of any such agreement, order, writ, injunction, directive, memorandum, judgment, stipulation, decree or award. (d) Mutual is BNC and the Bank are not in violation or default in any material respect under, and has have complied in all material respects with, all laws, statutes, ordinances, rules, regulations, orders, writs, injunctions or decrees of any court or federal, state, municipal or other Regulatory Authority having jurisdiction or authority over it or its business operations, properties or assets (including without limitation all provisions of North Carolina law relating to usury, the Consumer Credit Protection Act, and all other federal and state laws and regulations applicable to extensions of credit by MutualBNC or the Bank). There To the Best Knowledge of management of BNC and the Bank, there is no basis for any material claim by any person or authority for compensation, reimbursement, damages or other penalties or relief for any violations described in this subsection subparagraph (d).

Litigation and Compliance with Law. (a) There are no actions, suits, arbitrations, controversies or other proceedings or investigations (or or, to the Best Knowledge of PCCC, any facts or circumstances which reasonably could be expected to result in such) ), including without limitation any such action, suit, arbitration, controversy or other proceeding or investigation action by any Regulatory Authority, which currently exist or are ongoing, pending or, to the Best Knowledge of PCCC, are threatened, contemplated or probable of assertion, against, relating to or otherwise affecting Mutual PCCC, PCB or PFS or any of its their respective properties, assets or employees. (b) Mutual PCCC, PCB and PFS each has all licenses, permits, orders, authorizations or approvals (“Permits”) of all federal, state, local or foreign governmental or regulatory agencies that are material to or necessary for the conduct of its business or to own, lease and operate its properties; , and all such Permits are in full force and effect, except where the failure to obtain or maintain a Permit would not have a PCCC Material Adverse Effect; no violations have occurred with respect to any such Permits; and no proceeding is pending or or, to the Best Knowledge of PCCC, threatened or probable of assertion assertion, to suspend, cancel, revoke or limit any Permit. (c) Mutual Neither PCCC, PCB nor PFS is not subject to any supervisory agreement, enforcement order, writ, injunction, capital directive, supervisory directive, memorandum of understanding or other similar agreement, order, directive, memorandum or consent of, with or issued by any Regulatory Authority (including without limitation the Commissioner South Carolina Board, the FDIC, or the FDICFRB) relating to its financial condition, directors or officers, employees, operations, capital, regulatory compliance or any other matter; there are no judgments, orders, stipulations, injunctions, decrees or awards against Mutual either PCCC, PCB or PFS which limit, restrict, regulate, enjoin or prohibit in any material respect any of its or their present or past business or practice of Mutualpractice; andand neither PCCC, Mutual PCB nor PFS has not been advised and advised, nor has no any reason to believe believe, that any Regulatory Authority or any court is contemplating, threatening or requesting the issuance of any such agreement, order, writ, injunction, directive, memorandum, judgment, stipulation, decree or award. (d) Mutual To the Best Knowledge of PCCC, neither PCCC, PCB nor PFS is not in violation or default in any material respect under, and each of them has complied in all material respects with, all laws, statutes, ordinances, rules, regulations, orders, writs, injunctions or decrees of any court or federal, state, municipal or other Regulatory Authority having jurisdiction or authority over it or its business operations, properties or assets (including without limitation all provisions of North South Carolina law relating to usury, the Consumer Credit Protection Act, and all other federal and state laws and regulations applicable to extensions of credit by MutualPCB). There No person or authority has asserted a claim, and, to the Best Knowledge of PCCC, there is no basis for any claim by any person or authority authority, for compensation, reimbursement, damages or other penalties or relief for any violations described in this subsection subparagraph (d).

Litigation and Compliance with Law. (a) There are no actions, suits, arbitrations, controversies or other proceedings or investigations (or or, to the Best Knowledge of Cardinal, any facts or circumstances which reasonably could be expected to result in such) ), including without limitation any such action, suit, arbitration, controversy or other proceeding or investigation action by any Regulatory Authority, which currently exist or are ongoing, pending or, to the Best Knowledge of Cardinal, are threatened, contemplated or probable of assertion, against, relating to against Cardinal or otherwise affecting Mutual Xxxxx or any of its properties, assets their respective properties or employeesassets. (b) Mutual Cardinal and Xxxxx each has all licenses, permits, orders, authorizations or approvals (“"Permits”") of all federal, state, local or foreign governmental or regulatory agencies that are material to or necessary for the conduct of its business or to own, lease and operate its properties; , all such Permits are in full force and effect; , no violations have occurred with respect to any such Permits; , and no proceeding is pending or or, to the Best Knowledge of Cardinal, threatened or probable of assertion assertion, to suspend, cancel, revoke or limit any Permit, except where the same would not have a Cardinal Material Effect. (c) Mutual Neither Cardinal nor Xxxxx is not subject to any supervisory agreement, enforcement order, writ, injunction, capital directive, supervisory directive, memorandum of understanding or other similar agreement, order, directive, memorandum or consent of, with or issued by any Regulatory Authority (including without limitation the Commissioner Virginia Commissioner, the FDIC or the FDICFRB) relating to its financial condition, directors or officers, employees, operations, capital, regulatory compliance or any other matter; there are no judgments, orders, stipulations, injunctions, decrees or awards against Mutual either Cardinal or Xxxxx which limit, restrict, regulate, enjoin or prohibit in any material respect any present or past business or practice of MutualCardinal or Xxxxx; andand neither Cardinal nor Xxxxx has been advised, Mutual nor has not been advised and has no any reason to believe believe, that any Regulatory Authority or any court is contemplating, threatening or requesting the issuance of any such agreement, order, writ, injunction, directive, memorandum, judgment, stipulation, decree or award. (d) Mutual To the Best Knowledge of Cardinal, neither Cardinal nor Xxxxx is not in violation or default in any material respect under, and each of them has complied in all material respects with, all laws, statutes, ordinances, rules, regulations, orders, writs, injunctions or decrees of any court or federal, state, municipal or other Regulatory Authority having jurisdiction or authority over it or its business operations, properties or assets (including without limitation all provisions of North Carolina Virginia law relating to usury, the Consumer Credit Protection Act, and all other federal and state laws and regulations applicable to extensions of credit by MutualXxxxx), except where their failure to comply would not have a Cardinal Material Effect. There To the Best Knowledge of Cardinal, there is no basis for any claim by any person or authority for compensation, reimbursement, damages or other penalties or relief for any violations described in this subsection subparagraph (d).

Litigation and Compliance with Law. (a) There are no actions, suits, arbitrations, controversies or other proceedings or investigations (or or, to the Best Knowledge of BOC and BOCC, any facts or circumstances which reasonably could result in such) ), including without limitation any such action, suit, arbitration, controversy or other proceeding or investigation action by any Regulatory Authority, which currently exist or are ongoing, pending or, to the Best Knowledge of BOC and BOCC, threatened, contemplated or probable of assertion, against, relating to against BOCC or otherwise affecting Mutual BOC or any of its their respective properties, assets or employeeswhich, if determined adversely, could have a BOCC Material Effect. (b) Mutual BOCC and BOC each has all licenses, permits, orders, authorizations or approvals (“Permits”) of all federal, state, local or foreign governmental or regulatory agencies that are material to or necessary for the conduct of its business or to own, lease and operate its properties; , all such Permits are in full force and effect; , no violations have occurred with respect to any such Permits; , and no proceeding is pending or or, to the Best Knowledge of BOC, threatened or probable of assertion assertion, to suspend, cancel, revoke or limit any Permit, except where the same would not have a BOC Material Effect. (c) Mutual Neither BOCC nor BOC is not subject to any supervisory agreement, enforcement order, writ, injunction, capital directive, supervisory directive, memorandum of understanding or other similar agreement, order, directive, memorandum or consent of, with or issued by any Regulatory Authority (including without limitation the Commissioner Commissioner, the FDIC or the FDICFRB) relating to its financial condition, directors or officers, employees, operations, capital, regulatory compliance or any other matter; there are no judgments, orders, stipulations, injunctions, decrees or awards against Mutual either BOCC or BOC which limit, restrict, regulate, enjoin or prohibit in any material respect any present or past business or practice of MutualBOCC or BOC; andand neither BOCC or BOC has been advised, Mutual nor has not been advised and has no any reason to believe believe, that any Regulatory Authority or any court is contemplating, threatening or requesting the issuance of any such agreement, order, writ, injunction, directive, memorandum, judgment, stipulation, decree or award. (d) Mutual To the Best Knowledge of BOC and BOCC, neither BOCC nor BOC is not in violation or default in any material respect under, and each of them has complied in all material respects with, all laws, statutes, ordinances, rules, regulations, orders, writs, injunctions or decrees of any court or federal, state, municipal or other Regulatory Authority having jurisdiction or authority over it or its business operations, properties or assets (including without limitation all provisions of North Carolina law relating to usury, the Consumer Credit Protection Act, and all other federal and state laws and regulations applicable to extensions of credit by MutualBOC), except where their failure to comply would not have a BOCC Material Effect . There To the Best Knowledge of BOC and BOCC, there is no basis for any claim by any person or authority for compensation, reimbursement, damages or other penalties or relief for any violations described in this subsection subparagraph (d).