Common use of Regulatory Approvals; No Defaults Clause in Contracts

Regulatory Approvals; No Defaults. (i) No consents or approvals of, or waivers by, or notices to, or filings or registrations with, any Governmental Entity or with any third party are required to be made or obtained by TriCo or any of its Subsidiaries in connection with the execution, delivery or performance by TriCo of this Agreement and by Tri Counties of the Bank Merger Agreement or to consummate the Transaction, except for (A) filings of applications or notices with, and approvals or waivers by, the FRB, the FDIC, the OCC and the DBO, as required, (B) filings with the SEC and state securities authorities, as applicable, in connection with the issuance of TriCo Common Stock in the Merger, (C) approval of the listing of such TriCo Common Stock on the Nasdaq, (D) the filing of (1) the Agreement of Merger with the Secretary of State of the State of California pursuant to the CGCL, and (2) the Bank Merger Agreement with the Secretary of State of the State of California and the DBO pursuant to the CGCL and the CFC and (E) the approval of this Agreement and the Transaction and the issuance of TriCo Common Stock in the Merger by the vote of the holders of the outstanding shares of TriCo’s Common Stock. As of the date hereof, TriCo is not aware of any reason why the approvals set forth above and referred to in Section 7.01(b) will not be received in a timely manner and without the imposition of a condition, restriction or requirement of the type described in Section 7.01(b).

Regulatory Approvals; No Defaults. (i) No i)No consents or approvals of, or waivers by, or notices to, or filings or registrations with, any Governmental Entity or with any third party are required to be made or obtained by TriCo First Foundation or any of its Subsidiaries in connection with the execution, delivery or performance by TriCo First Foundation of this Agreement and by Tri Counties First Foundation Bank of the Bank Merger Agreement or to consummate the Transaction, except for (A) filings of applications or notices with, and approvals or waivers by, the FRB, the FDIC, the OCC DFPI and the DBOFOFR, as required, (B) filings with the SEC and state securities authorities, as applicable, in connection with the issuance of TriCo First Foundation Common Stock in the Merger, (C) approval of the listing of such TriCo First Foundation Common Stock on the Nasdaq, (D) the filing of (1) the Agreement Delaware Certificate of Merger with the Secretary of State of the State of California Delaware pursuant to the CGCLDGCL, and (2) the Florida Articles of Merger with the Secretary of State of Florida pursuant to the FBCA, (3) the Bank Merger Agreement with the Secretary of State of the State of California and the DBO DFPI pursuant to the CGCL and CFC, and (4) articles of merger with respect to the CFC Bank Merger with the Secretary of State of the State of Florida pursuant to the FBCA, and (E) the approval of this Agreement and the Transaction and the issuance of TriCo Common Stock in the Merger by the vote of the holders of the outstanding shares of TriCo’s Common StockFirst Foundation Stockholder Approval. As of the date hereof, TriCo First Foundation is not aware of any ​ ​ reason why the approvals set forth above and referred to in Section 7.01(b) will not be received in a timely manner and without the imposition of a condition, restriction or requirement of the type described in Section 7.01(b).

Regulatory Approvals; No Defaults. (i) No i)No consents or approvals of, or waivers by, or notices to, or filings or registrations with, any Governmental Entity or with any third party are required to be made or obtained by TriCo the Company or any of its Subsidiaries in connection with the execution, delivery or performance by TriCo the Company of this Agreement and by Tri Counties Company Bank of the Bank Merger Agreement Agreement, or to consummate the Transaction, except for (A) filings of applications or notices with, and approvals or waivers by, the FRB, the FDIC, the OCC DFPI and the DBOFOFR, as required, (B) filings with the SEC SEC, Nasdaq and state securities authorities, as applicable, in connection with the issuance of TriCo Common Stock in the Merger, (C) approval of the listing of such TriCo Common Stock on the Nasdaq, (D) the filing of (1) the Agreement Delaware Certificate of Merger with the Secretary of State of the State of California Delaware pursuant to the CGCLDGCL, and (2) the Florida Articles of Merger with the Secretary of State of Florida pursuant to the FBCA, (3) the Bank Merger Agreement with the Secretary of State of the State of California and the DBO DFPI pursuant to the CGCL and the CFC CFC, and (E4) articles of merger with respect to the Bank Merger with the Secretary of State of the State of Florida pursuant to the FBCA, and (D) the approval of this Agreement and the Transaction and the issuance of TriCo Common Stock in the Merger by the vote of the holders of the outstanding shares of TriCo’s Common StockCompany Shareholder Approval. As of the date hereof, TriCo the Company is not aware of any reason why the approvals set forth above and referred to in Section 7.01(b) will not be received in a timely manner and without the imposition of a condition, restriction or requirement of the type described in Section 7.01(b).

Regulatory Approvals; No Defaults. (i) No consents or approvals of, or waivers by, or notices to, or filings or registrations with, any Governmental Entity Authority or with any third party are required to be made or obtained by TriCo PPBI or any of its Subsidiaries in connection with the execution, delivery or performance by TriCo PPBI of this Agreement and by Tri Counties Pacific Premier of the Bank Merger Agreement or to consummate the Transaction, except for (A) filings of applications or notices with, and approvals or waivers by, the FRB, the FDIC, the OCC FRB and the DBO, as required, (B) filings with the SEC and state securities authorities, as applicable, in connection with the issuance of TriCo PPBI Common Stock in the Merger, (C) approval of the listing of such TriCo PPBI Common Stock on the Nasdaq, (D) the filing of (1) the Agreement Certificate of Merger with the Secretary of State of the State of California Delaware pursuant to the CGCL, DGCL and (2) the Bank Merger Agreement with the Secretary of State of the State of California and the DBO pursuant to the CGCL and the CFC CFC, and (E) the approval by PPBI’s shareholders of this Agreement and the Transaction and the issuance of TriCo PPBI Common Stock in the Merger by Merger. To the vote Knowledge of the holders of the outstanding shares of TriCo’s Common Stock. As of the date hereofPPBI, TriCo there is not aware of any no reason why the approvals set forth above and referred to in Section 7.01(b) will not be received in a timely manner and without the imposition of a condition, restriction or requirement of the type described in Section 7.01(b).

Regulatory Approvals; No Defaults. (i) No consents or approvals of, or waivers by, or notices to, or filings or registrations with, any Governmental Entity court, administrative agency or commission or other governmental authority or instrumentality or with any third party are required to be made or obtained by TriCo Wachovia or any of its Subsidiaries in connection with the execution, delivery or performance by TriCo Wachovia of this Agreement and by Tri Counties of the Bank Merger Agreement or to consummate the Transaction, Merger except for (A) filings the filing of a notice under the Hart-Scott-Rodino Antitrust Improvement Act of 1976 (the "HSR Xxx"); (X) xxx xiling of applications or notices withand notices, xx xxxxxxxxxx, with federal and approvals or waivers by, the FRB, the FDIC, the OCC and the DBO, as required, (B) filings with the SEC and state securities Florida banking authorities, as applicable, in connection with the issuance of TriCo Common Stock in the Merger, ; (C) approval of the listing on the NYSE of such TriCo Wachovia Common Stock on to be issued in the Nasdaq, Merger; (D) the filing and declaration of (1) the Agreement of Merger with the Secretary of State effectiveness of the State of California pursuant to the CGCL, and (2) the Bank Merger Agreement with the Secretary of State of the State of California and the DBO pursuant to the CGCL and the CFC and Registration Statement; (E) the approval filing of this Agreement articles of merger with the North Carolina Secretary pursuant to the NCBCA and the Transaction and Florida Department of State pursuant to the FBCA; (F) such filings as are required to be made or approvals as are required to be obtained under the securities or "Blue Sky" laws of various states in connection with the issuance of TriCo Common Wachovia Stock in the Merger by the vote Merger; and (G) receipt of the holders of the outstanding shares of TriCo’s Common Stockapprovals set forth in Section 7.01(b). As of the date hereof, TriCo Wachovia is not aware of any reason why the approvals set forth above and referred to in Section 7.01(b) will not be received in a timely manner and without the imposition of a condition, restriction or requirement of the type described in Section 7.01(b).

Regulatory Approvals; No Defaults. (i) No consents or approvals of, or waivers by, or notices to, or filings or registrations with, any Governmental Entity Authority or with any third party are required to be made or obtained by TriCo PPBI or any of its Subsidiaries in connection with the execution, delivery or performance by TriCo PPBI of this Agreement and by Tri Counties Pacific Premier of the Bank Merger Agreement or to consummate the Transaction, except for (A) filings of applications or notices with, and approvals or waivers by, the FRB, the FDIC, the OCC FRB and the DBO, as required, (B) filings with the SEC and state securities authorities, as applicable, in connection with the issuance of TriCo PPBI Common Stock in the Merger, (C) approval of the listing of such TriCo PPBI Common Stock on the Nasdaq, (D) the filing of (1) the Agreement Certificate of Merger with the Secretary of State of the State of Delaware pursuant to the DGCL, (2) the Certificate of Merger, as certified by the Secretary of State of the State of Delaware, with the Secretary of State of the State of California pursuant to the CGCL, and (23) the Bank Merger Agreement with the Secretary of State of the State of California and the DBO pursuant to the CGCL and the CFC and (E) the approval by PPBI’s shareholders of this Agreement and the Transaction and the issuance of TriCo PPBI Common Stock in the Merger by the vote of the holders of the outstanding shares of TriCo’s Common StockMerger. As of the date hereof, TriCo PPBI is not aware of any reason why the approvals set forth above and referred to in Section 7.01(b) will not be received in a timely manner and without the imposition of a condition, restriction or requirement of the type described in Section 7.01(b).

Regulatory Approvals; No Defaults. (i) No consents or approvals of, or waivers by, or notices to, or filings or registrations with, any Governmental Entity Authority or with any third party are required to be made or obtained by TriCo or any of its Subsidiaries FAB in connection with the execution, delivery or performance by TriCo FAB of this Agreement and by Tri Counties of the Bank Merger Agreement or to consummate the Transaction, except as set forth in Section 5.03(f)(i) of FAB’s Disclosure Schedule and except for (A) filings of applications or notices with, and approvals or waivers by, the FRB, the FDICDFI, the OCC and the DBOTDB, as required, (B) filings with the SEC and state securities authorities, as applicable, in connection with the issuance of TriCo PPBI Common Stock in the Merger, (C) approval of the listing of such TriCo PPBI Common Stock on the Nasdaq, (D) the filing of (1) the Agreement Certificate of Merger with the Texas Secretary of State of and the State of California TDB pursuant to the CGCL, TBOC and TFC and (2) the Bank Agreement and Plan of Merger Agreement and Liquidation with the California Secretary of State of the State of California and the DBO DFI pursuant to the CGCL and the CFC and CFC, (E) the approval of this Agreement, including the Agreement and the Transaction and the issuance Plan of TriCo Common Stock in the Merger Merger, by the vote of the holders of the outstanding shares of TriCo’s FAB Common StockStock and (F) the notice to the holders of FAB Common Stock pursuant to the requirements of Section 10.355 of the TBOC. As of the date hereof, TriCo FAB is not aware of any reason why the approvals set forth above and referred to in Section 7.01(b) will not be received in a timely manner and without the imposition of a condition, restriction or requirement of the type described in Section 7.01(b).

Regulatory Approvals; No Defaults. (i) No consents or approvals of, or waivers by, or notices to, or filings or registrations with, any Governmental Entity court, administrative agency or commission or other governmental authority or instrumentality or with any third party are required to be made or obtained by TriCo Wachovia or any of its Subsidiaries in connection with the execution, delivery or performance by TriCo Wachovia of this Agreement and by Tri Counties of the Bank Merger Agreement or to consummate the Transaction, Merger except for (A) filings the filing of applications or notices with, and approvals or waivers by, the FRB, the FDIC, the OCC and the DBO, as required, (B) filings with the SEC and state securities authoritiesnotices, as applicable, in connection with the issuance of TriCo Common Stock in the Merger, federal and state banking authorities; (CB) approval of the listing on the NYSE of such TriCo Wachovia Common Stock on to be issued in the Nasdaq, Merger; (C) the filing and declaration of effectiveness of the Registration Statement; (D) the filing of (1) the Agreement articles of Merger merger with the Secretary of State of the State of California North Carolina pursuant to the CGCL, NCBCA and (2) the Bank Merger Agreement with the Secretary of State of the State of California and the DBO Florida pursuant to the CGCL and the CFC and FBCA; (E) such filings as are required to be made or approvals as are required to be obtained under the approval securities or "Blue Sky" laws of this Agreement and the Transaction and various states in connection with the issuance of TriCo Wachovia Common Stock in the Merger by the vote Merger; and (F) receipt of the holders of the outstanding shares of TriCo’s Common Stockapprovals set forth in Section 7.01(b). As of the date hereof, TriCo Wachovia is not aware of any reason why the approvals set forth above and referred to in Section 7.01(b) will not be received in a timely manner and without the imposition of a condition, restriction or requirement of the type described in Section 7.01(b).