Common use of Subsidiary Organization Clause in Contracts

Subsidiary Organization. The Bank is the sole banking subsidiary of Borrower and is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization and is also in good standing in each other jurisdiction in which the nature of business conducted or the properties or assets owned or leased by it makes such qualification necessary, except where the failure to be so qualified would not reasonably be expected to have a Material Adverse Effect. All of the issued and outstanding shares of capital stock of or other equity interests in each Subsidiary have been duly authorized and validly issued, are fully paid and non-assessable and are directly owned by Borrower, free and clear of any security interest, mortgage, pledge, lien, encumbrance, claim or equity, except as otherwise disclosed in Schedule B. Each Subsidiary has full power and authority, corporate and otherwise, to own, operate and lease its properties as presently owned, operated and leased, and to carry on its business as it is now being conducted. The deposit accounts offered by the Bank are insured by the FDIC to the fullest extent permitted under applicable law. No event attributable to Borrower or the Bank has occurred which would reasonably be expected to adversely affect the status of the Bank as an FDIC-insured institution.

Appears in 3 contracts

Samples: Confidentiality Agreement (First Colebrook Bancorp, Inc.), Subordinated Loan Agreement (FS Bancorp, Inc.), Subordinated Loan Agreement (SBT Bancorp, Inc.)

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Subsidiary Organization. The Bank is the sole banking subsidiary of Borrower and is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization and is also in good standing in each other jurisdiction in which the nature of business conducted or the properties or assets owned or leased by it makes such qualification necessary, except where the failure to be so qualified would not reasonably be expected to have a Material Adverse Effect. All of the issued and outstanding shares of capital stock of or other equity interests in each Subsidiary have been duly authorized and validly issued, are fully paid and non-assessable and are directly owned by Borrower, free and clear of any security interest, mortgage, pledge, lien, encumbrance, claim or equity, except as otherwise disclosed in Schedule B. Each Subsidiary has full power and authority, corporate and otherwise, to own, operate and lease its properties as presently owned, operated and leased, and to carry on its business as it is now being conducted. The deposit accounts offered by the Bank are insured by the FDIC to the fullest extent permitted under applicable law. No event attributable to Borrower or the Bank has occurred which would reasonably be expected to adversely affect the status of the Bank as an FDIC-insured institution.

Appears in 2 contracts

Samples: Subordinated Loan Agreement, Subordinated Loan Agreement (First National Corp /Va/)

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Subsidiary Organization. The Bank Each of the Banks is the sole direct or indirect banking subsidiary of Borrower and is duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization and is also in good standing in each other jurisdiction in which the nature of business conducted or the properties or assets owned or leased by it makes such qualification necessary, except where the failure to be so qualified would not reasonably be expected to have a Material Adverse Effect. All of the issued and outstanding shares of capital stock of or other equity interests in each Subsidiary have been duly authorized and validly issued, are fully paid and non-assessable and are directly owned by Borrower, free and clear of any security interest, mortgage, pledge, lien, encumbrance, claim or equity, except as otherwise disclosed in Schedule B. Each Subsidiary has full power and authority, corporate and otherwise, to own, operate and lease its properties as presently owned, operated and leased, and to carry on its business as it is now being conducted. The deposit accounts offered by the Bank Banks are insured by the FDIC to the fullest extent permitted under applicable law. No event attributable to Borrower or any of the Bank Banks has occurred which would reasonably be expected to adversely affect the status of any of the Bank Banks as an a FDIC-insured institution.

Appears in 1 contract

Samples: Subordinated Loan Agreement (Pathfinder Bancorp, Inc.)

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