Loans and Deposits. For a period of sixty (60) calendar days after the Closing Date, Seller will forward to Buyer as soon as reasonably possible any loan payments received by Seller made with respect to Loans purchased by Buyer and any deposits received by Seller made with respect to Deposits. Buyer shall reimburse Seller upon demand for checks returned on payments forwarded by Seller to Buyer. If the balance due on any Loan purchased pursuant to Section 1.01(d) has been reduced by Seller as a result of a payment by check received prior to the Closing Date, which item is returned after the Closing Date, the Acquisition Value represented by the Loan transferred shall be correspondingly increased and an amount in cash equal to such increase shall be paid by Buyer to Seller promptly upon demand.
Loans and Deposits. (a) Except as set forth in the Company Disclosure Schedule, neither the Company nor the Bank is a party to any written or oral (i) loan, loan agreement, note or borrowing arrangement (including, without limitation, leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”), as of March 31, 2005, over ninety (90) days delinquent in payment of principal or interest or, to the knowledge of the Bank, is in violation of a material non-monetary covenant or obligation, or (ii) as of March 31, 2005, Loan with any director, executive officer or five percent (5%) or greater stockholder of the Company, or, to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 4.20(a) of the Company Disclosure Schedule sets forth (x) all of the Loans of the Bank or the Company that as of March 31, 2005 were classified by any internal or external examiner as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.) all of the Loans of the Bank which were classified as of March 31, 2005, and (z) each asset of the Company or the Bank that as of December 31, 2004, was classified as “Other Real Estate Owned” and the book value thereof.
(b) Each Loan (i) is evidenced by notes, written agreements or other written evidences of indebtedness that are true, correct, complete and what they purport to be, (ii) to the extent secured, has been secured by valid Liens which have been perfected, and (iii) is the legal, valid and binding obligation of the obligor named therein, enforceable in accordance with its terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors’ rights and to general equity principles.
(c) As of May 18, 2005, deposits in the Bank of shareholders, directors and executive officers of the Bank amounted to no more than $33,000,000 and such deposits earned interest at rates comparable to those on other deposits of comparable size and maturity. Within 7 calendar days of the date of this Agreement, Company will provide Buyer with ve...
Loans and Deposits. For a period of ninety (90) calendar days after the Closing Date, Seller will forward to Purchaser as soon as reasonably practicable any loan payments received by Seller made with respect to Loans purchased by Purchaser and any deposits received by Seller (other than ACH items or wire transfers) made with respect to Deposit Liabilities. Purchaser shall reimburse Seller within three Business Days after demand for checks returned on payments forwarded by Seller to Purchaser.
Loans and Deposits. Promptly following the end of each calendar quarter during the term of the Lease, Tenant shall deliver to Landlord information concerning loans and deposits for the Demised Premises in the form attached as Exhibit "C" or in such other form as may be mutually acceptable to Landlord and Tenant. Landlord acknowledges that such reports contain sensitive and confidential information and shall use reasonable business efforts to maintain the confidentiality of the information contained therein, both during and after the expiration of the Lease Term.
Loans and Deposits. Make loans or advances to, deposits (except commercial bank deposits) with or investments in any other Person other than short-term investment grade marketable securities; and
Loans and Deposits. (a) To the knowledge of the Sellers, all documents and instruments which evidence loans and related security interests and investments of the Bank are legal and enforceable in accordance with the terms thereof, except as may be limited by bankruptcy, insolvency, moratorium or other laws affecting creditors generally or by the exercise of judicial discretion, and authorized under applicable federal and state laws and regulations. For purposes of the foregoing sentence it is understood and agreed that the phrase "enforceable in accordance with the terms thereof" shall not mean that the borrower or other obligor has the financial ability to pay a loan or that the collateral is sufficient in value to result in payment of the loan secured thereby. All actions necessary to perfect any related security interest have been duly taken. The loans were solicited and currently exist in material compliance with all applicable requirements of federal, state and local laws and related regulations.
(b) The deposit accounts of the Bank were solicited and currently exist in material compliance with all applicable requirements of federal, state and local laws and regulations promulgated thereunder.
Loans and Deposits. 11 Section 3.11.
Loans and Deposits. Each of the Loans: (i) is a legal, ------------ ------------------ valid and binding obligation of the obligor, maker, co-maker, guarantor, endorser or debtor (such persons are sometimes referred to herein as the "Obligors") thereof or thereunder and is evidenced by legal, valid and binding instruments executed by the respective Obligors; and (ii) has not been amended or modified except as set forth in the loan documentation related to such Loans. Seller is not in default under any of the Loans and, to the knowledge of Seller, none of the Obligors are in default under any of the Loans. The information provided to Buyer by Seller and/or its agents on the Deposits and the Loans expected to be assumed and purchased by Buyer hereunder is correct as of the indicated date and, upon appropriate updating and revision, will be true and correct as of the Closing Date. The Deposits to be assumed by Buyer hereunder are insured by the Savings Association Insurance Fund of the Federal Deposit Insurance Corporation and no action is pending or threatened against Seller with respect to the termination of such insurance for such Deposits.
Loans and Deposits. 25 4.21 Property........................................................................ 26 4.22
Loans and Deposits. (a) Except as set forth in the Company Disclosure Schedule, as of June 30, 2005, the Company is not a party to any written or oral (i) loan, loan agreement, note or borrowing arrangement (including, without limitation, leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, "Loans") over ninety (90) days delinquent in payment of principal or interest or in violation of a material non-monetary covenant or obligation, or (ii) Loan with any director, executive officer or five percent (5%) or greater shareholder of the Company or any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 4.20(a) of the Company Disclosure Schedule sets forth (x) all of the Loans of the Company that as of June 30, 2005 were classified by any internal or external examiner as "Other Loans Specially Mentioned," "Special Mention," "Substandard," "Doubtful," "Loss," "Classified," "Criticized," "Credit Risk Assets," "Concerned Loans," "Watch List" or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.) all of the Loans of the Company which were classified as of June 30, 2005, and (z) each asset of the Company that as of December 31, 2004, was classified as "Other Real Estate Owned" and the book value thereof.
