Common use of Governmental Approvals and Other Conditions Clause in Contracts

Governmental Approvals and Other Conditions. To the best knowledge of GBC, there is no reason relating specifically to GBC or any GBC Subsidiary why (i) the Regulatory Approvals should not be granted, (ii) such Regulatory Approvals should be subject to a condition which would differ from conditions customarily imposed in orders approving acquisitions of the type contemplated hereby or (iii) any of the conditions precedent as specified in Article VI hereof to the obligations of any of the parties hereto to consummate the transactions contemplated hereby are unlikely to be fulfilled within the applicable time period or periods required for satisfaction of such condition or conditions. No consent, approval, order or authorization of, or registration, declaration or filing with, any federal or state governmental authority is required by or with respect to GBC or any GBC Subsidiary in connection with the execution and delivery of this Agreement or the consummation by GBC of the transactions contemplated hereby or thereby except for: (a) the filing of all Regulatory Applications; (b) the receipt of all Regulatory Approvals; (c) the filing by Cathay Bancorp of the Joint Proxy Registration Statement with the SEC and various blue sky authorities, which Joint Proxy Registration Statement shall include the Proxy Statement for use in connection with the GBC Shareholders' Meeting; (d) the filing of the Bank Merger Agreement with respect to the Bank Merger, bearing the endorsement of the DFI and California Secretary of State, with the DFI; (e) the filing of the Merger Agreement with respect to the Merger with the Secretaries of State of Delaware and California; and (f) any filings, approvals or no-action letters with or from state securities authorities.

Governmental Approvals and Other Conditions. To the best knowledge of GBCCathay Bank and Cathay Bancorp, there is no reason relating specifically to GBC them or any GBC Subsidiary of their Subsidiaries why (ia) the Regulatory Approvals should not be granted, (iib) such the Regulatory Approvals should be subject to a condition which would differ from conditions customarily imposed in orders approving acquisitions of the type contemplated hereby or (iiic) any of the conditions precedent as specified in Article VI hereof to the obligations of any of the parties hereto to consummate the transactions contemplated hereby are unlikely to be fulfilled within the applicable time period or periods required for satisfaction of such condition or conditions. No consent, approval, order or authorization of, or registration, declaration or filing with, any federal or state governmental authority is required by or with respect to GBC Cathay Bank or any GBC Subsidiary Cathay Bancorp in connection with the execution and delivery of this Agreement or the consummation by GBC them of the transactions contemplated hereby or thereby except for: (ai) the filing of all Regulatory ApplicationsApplications by Cathay Bancorp, Cathay Bank and/or their respective Subsidiaries for approval of the transactions contemplated by this Agreement; (bii) the receipt of all Regulatory Approvals; (ciii) the filing by Cathay Bancorp of the Joint Proxy Registration Statement registration statement relating to the Cathay Common Stock to be issued pursuant to this Agreement ("JOINT PROXY REGISTRATION STATEMENT") with the SEC and various blue sky authorities, which Joint Proxy Registration Statement shall include the Proxy Statement prospectus/proxy statement (the "PROXY STATEMENT") for use in connection with the GBC Shareholdersand Cathay Bancorp shareholders' Meetingmeeting to approve the Merger (each a "SHAREHOLDERS' MEETING"); (div) the filing of the Bank Merger Agreement with respect to the Bank Merger, bearing the endorsement of the DFI and the California Secretary of State, with the DFI; (ev) the filing of the Merger Agreement with respect to the Merger with the Secretaries Delaware Secretary of State and the California Secretary of Delaware and CaliforniaState; and (fvi) any filings, approvals or no-action letters with or from state securities authorities.