Corporate Existence. The Company will do or cause to be done all things necessary to preserve and keep in full force and effect: # the corporate existence of the Company; # the existence (corporate or other) of each subsidiary that is a “depositary institution” (as defined in the Federal Deposit Insurance Act); and # the rights (constituent governing documents and statutory), licenses and franchises of the Company and each of its Subsidiaries that is a depositary institution; provided, however, that the Company will not be required to preserve the existence (corporate or other) of any of its Subsidiaries or any such right, license or franchise of the Company or any of its Subsidiaries if the Board of Directors of the Company determines that the preservation thereof is no longer desirable in the conduct of the business of the Company and its Subsidiaries taken as a whole and that the loss thereof will not be disadvantageous in any material respect to the Noteholders.

Corporate Existence. The Company will do or cause to be done all things necessary to preserve and keep in full force and effect: # the corporate existence of the Company; # the existence (corporate or other) of each subsidiary that is a “depositary institution” (as defined in the Federal Deposit Insurance Act); and # the rights (constituent governing documents and statutory), licenses and franchises of the Company and each of its subsidiaries that is a depositary institution; provided, however, that the Company will not be required to preserve the existence (corporate or other) of any of its subsidiaries or any such right, license or franchise of the Company or any of its subsidiaries if the Board of Directors of the Company determines that the preservation thereof is no longer desirable in the conduct of the business of the Company and its subsidiaries taken as a whole and that the loss thereof will not be disadvantageous in any material respect to the Noteholders.

CORPORATE EXISTENCE. The Company shall use all commercially reasonable efforts to preserve and continue the corporate existence of the Company.

Corporate Existence. So long as the Buyer beneficially owns any Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except in the event of a merger or consolidation or sale of all or substantially all of the Company’s assets, where the surviving or successor entity in such transaction # assumes the Company’s obligations hereunder and under the agreements and instruments entered into in connection herewith and # is a publicly traded corporation whose Common Stock is listed for trading on the OTC Pink, OTCQB, Nasdaq, NasdaqSmallCap, NYSE or AMEX.

Corporate Existence. During the period that any of the Series A Shares are outstanding, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with the prior written consent of the Buyer.

Corporate Existence. The Company shall do or cause to be done all things reasonably necessary to maintain, preserve and renew its corporate existence and that of the Bank and the corporate or limited liability existence of its Subsidiaries and its and their rights and franchises, and comply in all material respects with all related laws applicable to the Company, the Bank or the other Subsidiaries, provided, however, that the Company may consummate a merger that is permitted under the Subordinated Notes.

Corporate Existence. The Company shall do or cause to be done all things reasonably necessary to maintain, preserve and renew its corporate existence and that of the Bank and its and their rights and franchises, and comply in all material respects with all related laws applicable to the Company and the Bank; provided, however, that the Company may consummate the transactions described in [Section 9(b)] of the Subordinated Notes in accordance with the provisions of that section.

Corporate Existence. The Company shall do or cause to be done all things reasonably necessary to maintain, preserve and renew its corporate existence and that of all Subsidiaries of the Company and its and their rights and franchises, and comply in all material respects with all related laws applicable to the Company or such Subsidiaries; provided, however, that the Company may: # consummate a merger in which # the Company is the surviving entity; or # if the Company is not the surviving entity, the surviving entity assumes, by operation of law or otherwise, all of the obligations of the Company under the Subordinated Note; or # cease the operations and/or discontinue the corporate existence of a Subsidiary, other than the Bank; provided, however, that the cessation of such operations or discontinuance of such corporate existence would not reasonably be expected to be material and adverse to the financial position, results of operations, or business of the Company and its other Subsidiaries, taken as a whole.

Corporate Existence. The Company shall do or cause to be done all things reasonably necessary to maintain, preserve and renew its corporate existence and that of the Bank and its and their rights and franchises, and comply in all material respects with all related laws applicable to the Company, the Bank or the other Subsidiaries; provided, however, that the Company may consummate the transactions described in [Section 9(b)] of the Subordinated Notes in accordance with the provisions of that section.

Corporate Existence. Any act or omission (formal or informal) of the Borrower, the Parent or any Restricted Subsidiary or its officers, directors, or shareholders leading to, or resulting in, the termination, invalidation (partial or total), revocation, suspension, interruption, or unenforceability of # its corporate existence, rights, and privileges, or # its licenses, franchises, or permits where the failure to maintain, either individually or in the aggregate, is reasonably likely to materially adversely affect the business, earnings, prospects, properties, or condition (financial or otherwise) of the Borrower and its Restricted Subsidiaries, taken as a whole.