Governmental Consent. No governmental orders, permissions, consents, approvals or authorizations are required to be obtained by the Company that have not been obtained, and no registrations or declarations are required to be filed by the Company that have not been filed in connection with, or, in contemplation of, the execution and delivery of, and performance under, the Transaction Documents, except for applicable requirements, if any, of the Securities Act, the Exchange Act or state securities laws or “blue sky” laws of the various states and any applicable federal or state banking laws and regulations.

Except for required filings with the Securities and Exchange Commission (the “SEC”) and applicable “Blue Sky” or state securities commissions, no material consent, approval, license, permit, order or authorization (“Consent”) of, or registration, declaration or filing with, or permit from, any Governmental Consent. No governmental orders, permissions, consents, approvals or authorizations areEntity is required to be obtained or made by the Company that have not been obtained, and no registrations or declarations are requiredwith respect to be filed by the Company that have not been filed[[Organization A:Organization]] in connection with, or, in contemplation of,with the execution andexecution, delivery of, and performance under,of this Agreement or the Transaction Documents, except for applicable requirements, if any,consummation of the Securities Act, the Exchange Act or state securities laws or “blue sky” laws of the various states and any applicable federal or state banking laws and regulations.Transactions.

Governmental Consent. NoFilings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental orders, permissions, consents, approvalsauthority or authorizationsother Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: # the filings required pursuant to Section 4.4 of this Agreement, # the filing with the Commission pursuant to the Registration Rights Agreement, # the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Shares for trading thereon in the time and manner required thereby and # the filing of Form D with the Commission and such filings as are required to be obtained by the Company that have not been obtained, and no registrations or declarations are required to be filed by the Company that have not been filed in connection with, or, in contemplation of, the execution and delivery of, and performance under, the Transaction Documents, except formade under applicable requirements, if any, of the Securities Act, the Exchange Act or state securities laws or “blue sky” laws of(collectively, the various states and any applicable federal or state banking laws and regulations.“Required Approvals”).

Governmental Consent. No governmental orders, permissions, consents, approvals or authorizations areFilings, Consents and Approvals. The Company is not required to be obtainedobtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company that have not been obtained, and no registrations or declarations are required to be filed by the Company that have not been filed in connection with, or, in contemplation of, the execution and delivery of, and performance under,of the Transaction Documents, except for applicable requirements, if any, ofother than: # the Securities Act, the Exchange Act or state securities laws or “blue sky” laws of the various states and any applicable federal or state banking laws and regulations.filings required pursuant to Section