hereunder and thereunder have been duly authorized by all necessary corporate action and do not and will not result in a breach or violation of any of the terms and provisions of, or constitute a default under, (A) any U.S. Federal or state statute, any rule, regulation or order of any governmental agency or body or of any national securities exchange, or any U.S. Federal or state court having jurisdiction over the Company or any Significant Subsidiaries (defined below) of the Company or any of their respective properties, (B) any agreement or instrument to which the Company or any such Significant Subsidiary is a party or by which the Company or any such Significant Subsidiary is bound or to which any of the properties of the Company or any such Significant Subsidiary is subject, or (C) the charter or by-laws of the Company or any such Significant Subsidiary, except, in the case of clauses (A) and (B) above, for such breaches, violations or defaults that do not and would not have, individually or in the aggregate, a Material Adverse Effect.
(q) Certain Disclosures. The statements relating to the Securities, the Transaction Documents, the Preferred Stock, legal matters, documents or proceedings, as applicable, included in (A) the Pricing Disclosure Package and the Prospectus under the captions Description of the Series B Preferred Stock, Description of the Depositary Shares, Description of Capital Stock and Description of Depositary Shares and Underwriting and (B) the Companys Annual Report on Form 10-K for the year ended December 31, 2019 under the captions Part I, Item 2BusinessSupervision and Regulation except, in the case of clause (B), as disclosed elsewhere in the Pricing Disclosure Package or the Prospectus, as applicable, and in each case of clauses (A) and (B) insofar as such statements constitute summaries of the terms of the Securities, the Deposit Agreement and the Preferred Stock or the legal matters, documents or proceedings, as applicable, referred to therein fairly summarize in all material respects such terms, matters, documents or proceedings.
(r) No Consents Required. No filing with, or authorization, approval, consent, license, order, registration, qualification or decree of, any U.S. Federal or state court or governmental agency or body, or of any national securities exchange, is required for the authorization, execution and delivery by the Company of each of the Transaction Documents or the performance by the Company of its obligations under the Transaction Documents including the offering, issuance, sale and delivery of the Securities or the consummation by the Company of the transactions contemplated by the Transaction Documents, except as such as have already been made or obtained, or will be made or obtained prior to the Closing Date, or as may be required under the blue sky or securities laws of the various states.
(s) Legal Proceedings. Other than as set forth in the Registration Statement, Prospectus and Pricing Disclosure Package, there is no action, suit, proceeding, inquiry or investigation before or brought by any court or governmental agency or body, domestic or foreign (each, a Proceeding), now pending, or, to the knowledge of the Company, threatened, against or affecting the Company or any of its subsidiaries, which (A) could reasonably be expected to result in a Material Adverse Effect or (B) could reasonably be expected to materially and adversely affect the consummation of the transactions contemplated in this Agreement or the performance by the Company of its obligations hereunder. Except as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus, there are no Proceedings pending to which the Company or any of its subsidiaries is a party or to which any property of the Company or any of its subsidiaries is subject that are required to be described in the Registration Statement, the Pricing Disclosure Package and the Prospectus and are not so described in all material respects.