Common use of Agreements with Governmental Authorities Clause in Contracts

Agreements with Governmental Authorities. Except as set forth in Section 3.28 of the Disclosure Schedule, neither the Company nor any Subsidiary is subject to any presently pending cease-and-desist or other order or enforcement action issued by or is a party to any written agreement, consent agreement or memorandum of understanding with, or is a party to any commitment letter or similar undertaking to, or is subject to any order or directive by, or has been ordered to pay any civil money penalty by, or has been since December 31, 2003, a recipient of any supervisory letter from, or since December 31, 2003, has adopted any policies, procedures or board resolutions at the request or suggestion of, any Governmental Authority that currently restricts in any material respect the conduct of its business or that in any manner relates to its capital adequacy, its ability to pay dividends, its credit or risk management policies, its management or its business (each item in this sentence, whether or not set forth in the Disclosure Schedule, a “Company Regulatory Agreement”), nor has the Company or any Subsidiary been advised since December 31, 2003 by any Governmental Authority that it is considering issuing, initiating, ordering, or requesting any such Company Regulatory Agreement.