Common use of Organization Matters Clause in Contracts

Organization Matters. Borrower is a corporation duly organized, validly existing and in active status under the laws of the State of Wisconsin. Borrower has all requisite corporate power and authority, and possesses all licenses necessary, to conduct business and activities as presently conducted, to own its properties and to perform its obligations under this Agreement. The deposit accounts of Banks are insured by the FDIC up to applicable limits. Neither Bank has received any notice or other information indicating that such Bank is not an “insured depository institution” as defined in 12 U.S.C. Section 1813, nor has any event occurred which could reasonably be expected to adversely affect the status of either Bank as an FDIC insured institution. Borrower and its Subsidiaries have made payment of all franchise and similar taxes in all of the respective jurisdictions in which they are incorporated, chartered or qualified, except for any such taxes (i) where the failure to pay such taxes will not have a Material Adverse Effect on Borrower, (ii) the validity of which is being contested in good faith or (iii) for which proper reserves have been set aside on the books of Borrower or any applicable Subsidiary, as the case may be.

Appears in 2 contracts

Samples: Subordinated Note Purchase Agreement, Subordinated Note Purchase Agreement (First Business Financial Services, Inc.)

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Organization Matters. Borrower is a corporation duly organized, validly existing and in active status good standing under the laws of the State of Wisconsin. Borrower North Carolina and has all requisite corporate power and authority, and possesses all licenses necessary, authority to conduct business and activities as presently conducted, to own its properties and to perform its obligations under this Agreement. Borrower is duly registered as a bank holding company under the Bank Holding Company Act of 1956, as amended. The deposit accounts of Banks Bank are insured by the FDIC up to applicable limits. Neither Bank has not received any notice or other information indicating that such Bank is not an “insured depository institution” as defined in 12 U.S.C. Section 1813, nor has any event occurred which could reasonably be expected to adversely affect the status of either Bank as an FDIC FDIC-insured institution. Borrower and its Subsidiaries have made payment of all franchise and similar taxes in all of the respective jurisdictions in which they are incorporated, chartered or qualified, except for any such taxes (i) where the failure to pay such taxes will not have a Material Adverse Effect on Borrower, (ii) the validity of which is being contested in good faith or (iii) for which proper reserves have been set aside on the books of Borrower or any applicable SubsidiarySubsidiary of Borrower, as the case may be.

Appears in 1 contract

Samples: Subordinated Note Purchase Agreement (Newbridge Bancorp)

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Organization Matters. Borrower is a corporation duly organizedCalifornia state-chartered Federal Reserve member bank, validly existing and in active status good standing under the laws of the State of Wisconsin. Borrower California and has all requisite corporate power and authority, and possesses all licenses necessary, to conduct business and activities as presently conducted, to own its properties and to perform its obligations under this Agreement. The deposit accounts of Banks Borrower are insured by the FDIC up to applicable limitsFDIC. Neither Bank Borrower has not received any notice or other information indicating that such Bank Borrower is not an "insured depository institution" as defined in 12 U.S.C. Section 1813, nor has any event occurred which could reasonably be expected to adversely affect the status of either Bank Borrower as an FDIC FDIC-insured institution. Borrower and its the Subsidiaries have made payment of all franchise and similar taxes in all of the respective jurisdictions in which they are incorporated, chartered or qualified, except for any such taxes (i) where the failure to pay such taxes will not have a Material Adverse Effect material adverse effect on Borrowerthe financial condition, business or operations of Borrower or any Subsidiary, (ii) the validity of which is being contested in good faith or and (iii) for which proper reserves have been set aside on the books of Borrower or any applicable Subsidiary, as the case may be.

Appears in 1 contract

Samples: Subordinated Note Purchase Agreement (East West Bancorp Inc)

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