Loans; Nonperforming and Classified Assets; Allowance. (i) Except as set forth in Section 3.2(k)(i) of the Disclosure Memorandum or as provided for in the Allowance described in subsection (iv) below, all loans, lines of credit, letters of credit and other extensions of credit made by the Bank or due to it (“HPBC Loans”) shown in the HPBC Financial Statements and any such HPBC Loans, (i) are genuine, legal, valid and enforceable (except as enforceability may be limited by the General Enforceability Exceptions) obligations of the respective makers thereof and (ii) are not subject to any right of offset, rescission or set-off or any counterclaim or defense for which there is a reasonable possibility of an adverse determination to the Bank.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (BNC Bancorp), Agreement and Plan of Merger (BNC Bancorp)
Loans; Nonperforming and Classified Assets; Allowance. (i) Except as set forth in Section 3.2(k)(i) of the Disclosure Memorandum or as provided for in the Allowance described in subsection (iv) below, all loans, lines of credit, letters of credit and other extensions of credit made by the Bank or due to it (“HPBC Seller Loans”) shown in the HPBC Seller Financial Statements and any such HPBC Seller Loans, (iA) are genuine, legal, valid and enforceable (except as enforceability may be limited by the General Enforceability Exceptions) obligations of the respective makers thereof and (iiB) are not subject to any right of offset, rescission or set-off or any counterclaim or defense for which there is a reasonable possibility of an adverse determination to the Bank.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (United Community Banks Inc), Agreement and Plan of Merger (HCSB Financial Corp)
