Common use of Real Property Owned or Leased Clause in Contracts

Real Property Owned or Leased. (a) Other than real property acquired through foreclosure or deed in lieu of foreclosure, Schedule 3.6(a) contains a true, correct and complete list of all real property owned or leased by GNB and GNB Bank (the “GNB Real Property”). True and complete copies of all of its deeds, leases and title insurance policies for, or other documentation evidencing ownership of, the properties referred to in Schedule 3.6(a) and all mortgages, deeds of trust and security agreements to which such property is subject have been furnished or made available to Texas United. (b) Except as set forth in Schedule 3.6(b), no lease with respect to any GNB Real Property and no deed with respect to any GNB Real Property contains any restrictive covenant that materially restricts the use, transferability or value of such GNB Real Property. Each of such leases described in Schedule 3.6(b) is a legal, valid and binding obligation enforceable in accordance with its terms (except as may be limited by bankruptcy, insolvency, moratorium, reorganization or similar laws affecting the rights of creditors generally and the availability of equitable remedies), and is in full force and effect; there are no existing defaults by GNB, and GNB Bank or the other party thereunder and there are no allegations or assertions of such by any party under such agreement or any events that with or without notice, lapse of time or the happening or occurrence of any other event would constitute a default thereunder. (c) To the knowledge of GNB, none of the buildings and structures located on any GNB Real Property, nor any appurtenances thereto or equipment therein, nor the operation or maintenance thereof, violates in any material manner any restrictive covenants or encroaches on any property owned by others, nor does any building or structure of third parties encroach upon any GNB Real Property, except for those violations and encroachments which in the aggregate would not reasonably be expected to cause a Material Adverse Effect on GNB. No condemnation proceeding is pending or, to GNB’s knowledge, threatened, which would preclude or materially impair the use of any GNB Real Property in the manner in which it is currently being used. (d) GNB and its Subsidiaries have good and indefeasible title to, or a valid and enforceable leasehold interest in, or a contract vendee’s interest in, all GNB Real Property, and such interest is free and clear of all liens, charges or other encumbrances, except (i) statutory liens for amounts not yet delinquent or which are being contested in good faith through proper proceedings and (ii) those liens related to real property taxes, local improvement district assessments, easements, covenants, restrictions and other matters of record which do not individually or in the aggregate materially adversely affect the use and enjoyment of the relevant real property. (e) All buildings and other facilities used in the business of GNB are adequately maintained and, are free from defects which would be reasonably likely to materially interfere with the current or future use of such facilities.

Real Property Owned or Leased. (a) Other than real property acquired through foreclosure or deed in lieu of foreclosure, Schedule 3.6(a) contains a true, correct and complete list of all real property owned or leased by GNB and GNB Bank Northwest or any of its Subsidiaries (the “GNB Northwest Real Property”). True and complete copies of all of its deeds, leases and title insurance policies for, or other documentation evidencing ownership of, the properties referred to in Schedule 3.6(a) and all mortgages, deeds of trust and security agreements to which such property is subject have been furnished or made available to Texas United. (b) Except as set forth in Schedule 3.6(b), no lease with respect to any GNB Northwest Real Property and no deed with respect to any GNB Northwest Real Property contains any restrictive covenant that materially restricts the use, transferability or value of such GNB Northwest Real Property. Each of such leases described in Schedule 3.6(b) is a legal, valid and binding obligation enforceable in accordance with its terms (except as may be limited by bankruptcy, insolvency, moratorium, reorganization or similar laws affecting the rights of creditors generally and the availability of equitable remedies), and is in full force and effect; there are no existing defaults by GNB, and GNB Bank Northwest or any of its Subsidiaries or the other party thereunder and there are no allegations or assertions of such by any party under such agreement or any events that with or without notice, lapse of time or the happening or occurrence of any other event would constitute a default thereunder. (c) To the knowledge of GNB, none None of the buildings and structures located on any GNB Northwest Real Property, nor any appurtenances thereto or equipment therein, nor the operation or maintenance thereof, violates in any material manner any restrictive covenants or encroaches on any property owned by others, nor does any building or structure of third parties encroach upon any GNB Northwest Real Property, except for those violations and encroachments which in the aggregate would not reasonably be expected to cause a Material Adverse Effect on GNBNorthwest. No condemnation proceeding is pending or, to GNBNorthwest’s knowledge, threatened, which would preclude or materially impair the use of any GNB Northwest Real Property in the manner in which it is currently being used. (d) GNB Northwest and its Subsidiaries have good and indefeasible title to, or a valid and enforceable leasehold interest in, or a contract vendee’s interest in, all GNB Northwest Real Property, and such interest is free and clear of all liens, charges or other encumbrances, except (i) statutory liens for amounts not yet delinquent or which are being contested in good faith through proper proceedings and (ii) those liens related to real property taxes, local improvement district assessments, easements, covenants, restrictions and other matters of record which do not individually or in the aggregate materially adversely affect the use and enjoyment of the relevant real property. (e) All buildings and other facilities used in the business of GNB Northwest and its Subsidiaries are adequately maintained and, are free from defects which would could reasonably be reasonably likely expected to materially interfere with the current or future use of such facilities.

Real Property Owned or Leased. (a) Other than real property acquired through foreclosure or deed in lieu of foreclosure, Schedule 3.6(a3.10(a) contains a true, correct and complete list of all real property owned or leased by GNB and GNB Bank the Company or the Bank, including non-residential other real estate (the “GNB Company Real Property”). True and complete copies of all of its deeds, deeds and leases and title insurance policies for, or other documentation evidencing ownership ofof or a leasehold interest in, the properties referred to in Schedule 3.6(a) 3.10(a), title insurance policies for the owned real property referred to in Schedule 3.10(a), and all mortgages, deeds of trust and security agreements to which such property is subject have been furnished or made available to Texas UnitedProsperity. (b) Except as set forth in Schedule 3.6(b), no No lease with respect to any GNB Real Property and no or deed with respect to any GNB Company Real Property contains any restrictive covenant that materially restricts the use, transferability or value of such GNB Company Real PropertyProperty pertaining to its current primary business purpose. Each of such leases described in Schedule 3.6(b) is a legal, valid and binding obligation of the Company or the Bank, as applicable, is enforceable in accordance with its terms (except as may be limited by bankruptcy, insolvency, moratorium, reorganization or similar laws affecting the rights of creditors generally and the availability of equitable remedies), and is in full force and effect; there are no existing defaults by GNBthe Company or, and GNB Bank or to the Company’s Knowledge, the other party thereunder and there are no allegations or assertions of such by any party under such agreement or any events that with or without notice, notice lapse of time or the happening or occurrence of any other event would constitute a default thereunder. (c) To the knowledge of GNB, none None of the buildings and structures located on any GNB Company Real Property, nor any appurtenances thereto or equipment therein, nor the operation or maintenance thereof, violates in any material manner any restrictive covenants or encroaches on any property owned by others, nor does any building or structure of third parties encroach upon any GNB Company Real Property, except for those violations and encroachments which in the aggregate would could not reasonably be expected to cause a Material Adverse Effect on GNBthe Company. No condemnation proceeding is pending or, to GNBthe Company’s knowledgeKnowledge, threatened, which would could reasonably be expected to preclude or materially impair the use of any GNB Company Real Property in the manner in which it is currently being used. (d) GNB and The Company or one of its Subsidiaries have has good and indefeasible title to, or a valid and enforceable leasehold interest in, or a contract vendee’s interest in, all GNB Company Real Property, and such interest is free and clear of all liens, including Tax liens, charges or other encumbrances, except (i) statutory liens for amounts not yet delinquent or which are being contested in good faith through proper proceedings and (ii) those liens related to real property taxes, local improvement district assessments, easements, covenants, restrictions and other matters of record which do not not, individually or in the aggregate aggregate, materially adversely affect the use and enjoyment of the relevant real property. (e) All buildings and other facilities used in the business of GNB the Company and its Subsidiaries are adequately maintained and, in adequate condition (ordinary wear and tear excepted) and are free from defects which would could reasonably be reasonably likely expected to materially interfere with the current or future use of such facilitiesfacilities consistent with past practices.

Real Property Owned or Leased. (a) Other than real property acquired through foreclosure or deed in lieu of foreclosure, Schedule 3.6(a3.8(a) contains a true, correct and complete list of all real property owned or leased by GNB and GNB the Bank or each of the Banks (the “GNB "Bank Real Property”"). True and complete copies of all of its deeds, deeds and leases and title insurance policies for, or other documentation evidencing ownership ofof or a leasehold interest in, the properties referred to in Schedule 3.6(a) 3.8(a), title insurance policies for the real property owned referred to in Schedule 3.8(a), and all mortgages, deeds of trust and security agreements to which such property is subject have been or will be furnished or made available to Texas UnitedProsperity. (b) Except as set forth in Schedule 3.6(b), no No lease with respect to any GNB Bank Real Property and no deed with respect to any GNB Bank Real Property contains any restrictive covenant that materially restricts the use, transferability use or value of such GNB Bank Real PropertyProperty pertaining to its current primary business purpose. Each of such leases described in Schedule 3.6(b) is a legal, valid and binding obligation of the Bank is enforceable in accordance with its terms (except as may be limited by bankruptcy, insolvency, moratorium, reorganization or similar laws affecting the rights of creditors generally and the availability of equitable remedies), and is in full force and effect; there are no existing defaults by GNB, and GNB the Bank or the other party thereunder and there are no allegations or assertions of such by any party under such agreement or any events that with or without notice, notice lapse of time or the happening or occurrence of any other event would constitute a default thereunder. (c) To the knowledge of GNB, none None of the buildings and structures located on any GNB Bank Real Property, nor any appurtenances thereto or equipment therein, nor the operation or maintenance thereof, violates in any material manner any restrictive covenants or encroaches on any property owned by others, nor does any building or structure of third parties encroach upon any GNB Bank Real Property, except for those violations and encroachments which in the aggregate would could not reasonably be expected to cause a Material Adverse Effect on GNBthe Bank. No condemnation proceeding is pending or, to GNB’s the Bank's knowledge, threatened, which would could reasonably be expected to preclude or materially impair the use of any GNB Bank Real Property in the manner in which it is currently being used. (d) GNB and its Subsidiaries have The Bank has good and indefeasible title to, or a valid and enforceable leasehold interest in, or a contract vendee’s 's interest in, all GNB Bank Real Property, and such interest is free and clear of all liens, charges or other encumbrances, except (i) statutory liens for amounts not yet delinquent or which are being contested in good faith through proper proceedings and (ii) those liens related to real property taxes, local improvement district assessments, easements, covenants, restrictions and other matters of record which do not not, individually or in the aggregate aggregate, materially adversely affect the use and enjoyment of the relevant real property. (e) All buildings and other facilities used in the business of GNB the Bank and its Subsidiaries are adequately maintained and, in adequate condition (ordinary wear and tear excepted) and are free from defects which would could reasonably be reasonably likely expected to materially interfere with the current or future use of such facilitiesfacilities consistent with past practices.

Real Property Owned or Leased. (a) Other than real property acquired through foreclosure or deed in lieu of foreclosure, Schedule 3.6(a) contains a true, correct and complete list of all real property owned or leased by GNB and GNB Bank Gateway or any of its Subsidiaries (the “GNB Gateway Real Property”). True and complete copies of all of its deeds, leases and title insurance policies for, or other documentation evidencing ownership of, the properties referred to in Schedule 3.6(a) and all mortgages, deeds of trust and security agreements to which such property is subject have been furnished or made available to Texas United. (b) Except as set forth in Schedule 3.6(b), no lease with respect to any GNB Gateway Real Property and no deed with respect to any GNB Gateway Real Property contains any restrictive covenant that materially restricts the use, transferability or value of such GNB Gateway Real Property. Each of such leases described in Schedule 3.6(b) is a legal, valid and binding obligation enforceable in accordance with its terms (except as may be limited by bankruptcy, insolvency, moratorium, reorganization or similar laws affecting the rights of creditors generally and the availability of equitable remedies), and is in full force and effect; there are no existing defaults by GNB, and GNB Bank Gateway or any of its Subsidiaries or the other party thereunder and there are no allegations or assertions of such by any party under such agreement or any events that with or without notice, lapse of time or the happening or occurrence of any other event would constitute a default thereunder. (c) To the knowledge of GNBGateway, none of the buildings and structures located on any GNB Gateway Real Property, nor any appurtenances thereto or equipment therein, nor the operation or maintenance thereof, violates in any material manner any restrictive covenants or encroaches on any property owned by others, nor does any building or structure of third parties encroach upon any GNB Gateway Real Property, except for those violations and encroachments which in the aggregate would not reasonably be expected to cause a Material Adverse Effect on GNBGateway. No condemnation proceeding is pending or, to GNBGateway’s knowledge, threatened, which would preclude or materially impair the use of any GNB Gateway Real Property in the manner in which it is currently being used. (d) GNB Gateway and its Subsidiaries have good and indefeasible title to, or a valid and enforceable leasehold interest in, or a contract vendee’s interest in, all GNB Gateway Real Property, and such interest is free and clear of all liens, charges or other encumbrances, except (i) statutory liens for amounts not yet delinquent or which are being contested in good faith through proper proceedings and (ii) those liens related to real property taxes, local improvement district assessments, easements, covenants, restrictions and other matters of record which do not individually or in the aggregate materially adversely affect the use and enjoyment of the relevant real property. (e) All buildings and other facilities used in the business of GNB Gateway and its Subsidiaries are adequately maintained and, are free from defects which would could reasonably be reasonably likely expected to materially interfere with the current or future use of such facilities.

Real Property Owned or Leased. (a) Other than real property acquired through foreclosure or deed in lieu of foreclosure, Schedule 3.6(a2.17(a) contains a true, correct and complete list of all ---------------- real property owned or leased by GNB and GNB the Bank (the “GNB "Bank Real Property”"). True and complete copies of all of its deeds, leases and title insurance policies for, or other documentation evidencing ownership of, the properties referred to in Schedule 3.6(a-------- 2.17(a) and all mortgages, deeds of trust and security agreements to which such ------- property is subject have been furnished or made available to Texas UnitedPurchaser. (b) Except as set forth in Schedule 3.6(b2.17(b), no lease with respect to ---------------- any GNB Bank Real Property and no deed with respect to any GNB Bank Real Property contains any restrictive covenant that materially restricts the use, transferability or value of such GNB Bank Real Property. Each of such leases described in Schedule 3.6(b) is a legal, valid and binding obligation enforceable in accordance with its terms (except as may be limited by bankruptcy, insolvency, moratorium, reorganization or similar laws affecting the rights of creditors generally and the availability of equitable remedies), and is in full force and effect; there are no existing defaults by GNB, and GNB the Bank or the other party thereunder and there are no allegations or assertions of such by any party under such agreement or any events that with or without notice, notice lapse of time or the happening or occurrence of any other event would constitute a default thereunder. (c) To Except as set forth in Schedule 2.17(c), to the knowledge of GNBthe ---------------- Seller or the Bank, none of the buildings and structures located on any GNB Bank Real Property, nor any appurtenances thereto or equipment therein, nor the operation or maintenance thereof, violates in any material manner any restrictive covenants or encroaches on any property owned by others, nor does any building or structure of third parties encroach upon any GNB Bank Real Property, except for those violations and encroachments which in the aggregate would could not reasonably be expected to cause a Material Adverse Effect on GNBthe Condition of the Bank. No condemnation proceeding is pending or, to GNB’s the Seller's or the Bank's knowledge, threatened, which would preclude or materially impair the use of any GNB Bank Real Property in the manner in which it is currently being used. (d) GNB and its Subsidiaries have Except as set forth in Schedule 2.17(d), the Bank has good and ---------------- indefeasible title to, or a valid and enforceable leasehold interest in, or a contract vendee’s 's interest in, all GNB Bank Real Property, and such interest is free and clear of all liens, charges or other encumbrances, except (i) statutory liens for amounts not yet delinquent or which are being contested in good faith through proper proceedings and (ii) those liens related to real property taxes, local improvement district assessments, easements, covenants, restrictions and other matters of record which do not individually or in the aggregate materially adversely affect the use and enjoyment of the relevant real property. (e) All buildings and other facilities used in the business of GNB the Bank are adequately maintained and, to the Seller's or the Bank's knowledge, are free from defects which would be reasonably likely to could materially interfere with the current or future use of such facilities.