Common use of Access; Information Clause in Contracts

Access; Information. (a) Upon reasonable notice and subject to applicable laws relating to the exchange of information, Limestone shall, and shall cause each of its Subsidiaries to, afford Representatives of Peoples, reasonable access, during normal business hours during the period prior to the Effective Time, to all its properties, books, contracts, commitments and records, and, during such period, Limestone shall, and shall cause its Subsidiaries to, make available to Peoples (i) a copy of each report, schedule, registration statement and other documents filed or received by it during such period pursuant to the requirements of federal securities laws or federal or state banking or insurance laws, and (ii) all other information concerning its business, properties and personnel as Peoples may reasonably request, including periodic updates of the information provided in Section 5.01(hh). Limestone shall invite one Representative of Peoples selected by Peoples from time to time to attend, solely as an observer, all meetings of the Limestone Board (and committees thereof) and Limestone Bank board (including Limestone Bank’s loan committee) after the date of this Agreement; provided, however, that in no event shall such Peoples Representative be invited to or permitted to attend any executive session of Limestone’s Board, Limestone Bank’s board or any meeting at which Limestone reasonably determines that such attendance is inconsistent with the fiduciary obligations or confidentiality requirements of the Limestone Board or Limestone Bank board, as applicable. Upon the reasonable request of Limestone, Peoples shall furnish such reasonable information about it and its business as is relevant to Limestone and its shareholders in connection with the transactions contemplated by this Agreement. Neither Limestone nor Peoples, nor any of their Subsidiaries shall be required to provide access to or to disclose information where such access or disclosure would jeopardize the attorney-client privilege of such party or its Subsidiaries or contravene any law, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreement. The parties shall make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. (b) Neither Limestone nor Peoples will, nor shall either party’s Representatives, use any information obtained pursuant to this Section 6.05 (as well as any other information obtained prior to the date hereof in connection with the entering into of this Agreement) for any purpose unrelated to the consummation of the transactions contemplated by this Agreement, and such information will be subject to the confidentiality provisions of Section 6.16. (c) In the event that this Agreement is terminated or the transactions contemplated by this Agreement shall otherwise fail to be consummated, each party shall promptly upon request cause all copies of documents or extracts thereof containing information and data as to another party hereto to be returned to the party which furnished the same. No investigation by either party of the business and affairs of the other shall affect or be deemed to modify or waive any representation, warranty, covenant or agreement in this Agreement, or the conditions to either party’s obligation to consummate the transactions contemplated by this Agreement. (d) During the period from the date of this Agreement to the Effective Time, as soon as reasonably practicable after they become available, but in no event more than 30 days after the end of each calendar month ending after the date hereof, Limestone will furnish to Peoples (i) consolidated financial statements (including balance sheets, statements of operations and stockholders’ equity) of Limestone or any of its Subsidiaries (to the extent available) as of and for such month then ended, (ii) internal management reports showing actual financial performance against plan and previous period, and (iii) to the extent permitted by applicable law, any reports provided to the Limestone Board or any committee thereof relating to the financial performance and risk management of Limestone or any of its Subsidiaries.

Access; Information. (a) Upon Cornerstone agrees that upon reasonable notice and subject to applicable laws Laws relating to the exchange of information, Limestone shallit shall afford Plumas and ▇▇▇▇▇▇’s officers, employees, counsel, accountants and shall cause each of its Subsidiaries to, afford Representatives of Peoples, reasonable access, other authorized representatives such access during normal business hours during throughout the period prior to the Effective TimeTime to the books, to all its records (including, without limitation, minutes and records of the Cornerstone Board, the Cornerstone Bank Board and their respective committees, Tax Returns and work papers of independent auditors), systems, properties, bookspersonnel and advisors of Cornerstone and its Subsidiaries and to such other information relating to Cornerstone and its Subsidiaries as Plumas may reasonably request, contracts, commitments provided that Plumas shall coordinate any and recordsall meetings with Cornerstone personnel with one or more designated representatives of Cornerstone, and, during such period, Limestone shall, and Cornerstone shall cause its Subsidiaries to, make available furnish promptly to Peoples Plumas (i) a copy of each report, schedule, registration statement and other documents document filed or received by it during such period pursuant to the requirements of federal securities laws or federal or state banking banking, lending, securities, consumer finance or insurance laws, privacy laws and (ii) all other information concerning its the business, properties and personnel of Cornerstone and its Subsidiaries as Peoples Plumas may reasonably request (b) Notwithstanding anything in this Section 6.06 to the contrary, including periodic updates of the information provided in Section 5.01(hh). Limestone shall invite one Representative of Peoples selected by Peoples from time to time to attend, solely as an observer, all meetings of the Limestone Board (and committees thereof) and Limestone Bank board (including Limestone Bank’s loan committee) after the date of this Agreement; provided, however, that in no event shall such Peoples Representative be invited to or permitted to attend any executive session of Limestone’s Board, Limestone Bank’s board or any meeting at which Limestone reasonably determines that such attendance is inconsistent with the fiduciary obligations or confidentiality requirements of the Limestone Board or Limestone Bank board, as applicable. Upon the reasonable request of Limestone, Peoples shall furnish such reasonable information about it and its business as is relevant to Limestone and its shareholders in connection with the transactions contemplated by this Agreement. Neither Limestone neither Plumas nor Peoples, nor any of their Subsidiaries Cornerstone shall be required to provide access to or to disclose information (i) included in any communications, memoranda or work product prepared by advisors to Cornerstone, or confidential reports, documents or minutes of meetings of the Cornerstone Board, its committees or its management personnel, or similar materials to the extent directly or indirectly substantially related to or prepared in connection with the Transaction and the rights and obligations of Cornerstone under this Agreement, (ii) where such access or disclosure would jeopardize the attorney-client privilege of Cornerstone or any other Person in possession or control of such party information (after giving due consideration to the existence of any common interest, joint defense or its Subsidiaries similar agreement between the Parties) or (iii) where such access or disclosure would contravene any law, rule, regulation, order, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreement. The parties shall , provided that in any such event, the Parties will cooperate in good faith to make reasonably appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. (b) Neither Limestone nor Peoples will, nor shall either party’s Representatives, use any information obtained pursuant to this Section 6.05 (as well as any other information obtained prior to the date hereof in connection with the entering into of this Agreement) for any purpose unrelated to the consummation of the transactions contemplated by this Agreement, and such information will be subject to the confidentiality provisions of Section 6.16arrangements. (c) In the event that this Agreement is terminated or the transactions contemplated by this Agreement shall otherwise fail to be consummated, each party shall promptly upon request cause all copies of documents or extracts thereof containing information and data as to another party hereto to be returned to the party which furnished the same. No investigation by either party of the business and affairs of the other shall affect or be deemed to modify or waive any representation, warranty, covenant or agreement in this Agreement, or the conditions to either party’s obligation to consummate the transactions contemplated by this Agreement. (d) During the period from the date of this Agreement to the Effective Time, Cornerstone shall, upon the request of Plumas, cause one or more of its designated representatives to confer on a monthly or more frequent basis with representatives of Plumas regarding its consolidated financial condition, operations and business and matters relating to the completion of the Transaction. Subject to applicable law, as soon as reasonably practicable after they become available, but in no event more than 30 fifteen (15) days after the end of each calendar month quarter ending after the date hereofof this Agreement, Limestone Cornerstone will furnish deliver to Peoples (i) Plumas its consolidated financial statements (including balance sheets, sheet and consolidated statements of operations income, comprehensive income, changes in shareholders’ equity and stockholderscash flows, without related notes, for such quarter prepared in accordance with GAAP, and, as soon as reasonably available, but in no event more than thirty (30) days after the end of each fiscal year, Cornerstone will deliver to Plumas its consolidated balance sheet and consolidated statements of income, changes in shareholders’ equityequity and comprehensive income and cash flows for such year prepared in accordance with GAAP. Subject to applicable Law, within fifteen (15) days after the end of Limestone or any each month, Cornerstone will deliver to Plumas a consolidated balance sheet and consolidated statements of its Subsidiaries (to the extent available) as of and income, without related notes, for such month then ended, (ii) internal management reports showing actual financial performance against plan and previous period, and (iii) to the extent permitted by applicable law, any reports provided to the Limestone Board or any committee thereof relating to the financial performance and risk management of Limestone or any of its Subsidiariesprepared in accordance with GAAP.

Access; Information. (a) Upon TCFC agrees that upon reasonable notice and subject to applicable laws law, regulation or policies imposed by any Governmental Authority relating to the exchange of information, Limestone shallit shall afford SHBI and SHBI’s officers, employees, counsel, accountants and shall cause each of its Subsidiaries to, afford Representatives of Peoples, reasonable access, other authorized representatives such access during normal business hours during hours, provided that such access shall not interfere unnecessarily with the normal business operations of TCFC or its Subsidiaries, throughout the period prior to the Effective Time, to all its the books (other than minutes or other records that discuss the Transaction), records (including, without limitation, Tax Returns and work papers of independent auditors), systems, properties, bookspersonnel and advisors of TCFC and its Subsidiaries and to such other information relating to TCFC and its Subsidiaries as SHBI may reasonably request, contracts, commitments provided that SHBI shall coordinate any and recordsall meetings with TCFC personnel with one or more designated representatives of TCFC, and, during such period, Limestone shall, and TCFC shall cause its Subsidiaries to, make available furnish promptly to Peoples SHBI (i) a copy of each report, schedule, registration statement and other documents document filed or received by it during such period pursuant to the requirements of federal securities laws or federal or state banking banking, lending, securities, consumer finance or insurance laws, privacy laws and (ii) all other information concerning its the business, properties and personnel of TCFC and its Subsidiaries as Peoples SHBI may reasonably request. Notwithstanding the foregoing, including periodic updates of the information provided in Section 5.01(hh). Limestone TCFC shall invite one Representative of Peoples selected by Peoples from time to time to attend, solely as an observer, all meetings of the Limestone Board (and committees thereof) and Limestone Bank board (including Limestone Bank’s loan committee) after the date of this Agreement; provided, however, that in no event shall such Peoples Representative be invited to or permitted to attend any executive session of Limestone’s Board, Limestone Bank’s board or any meeting at which Limestone reasonably determines that such attendance is inconsistent with the fiduciary obligations or confidentiality requirements of the Limestone Board or Limestone Bank board, as applicable. Upon the reasonable request of Limestone, Peoples shall furnish such reasonable information about it and its business as is relevant to Limestone and its shareholders in connection with the transactions contemplated by this Agreement. Neither Limestone nor Peoples, nor any of their Subsidiaries shall not be required to provide access to or to disclose information where such access or disclosure would jeopardize the attorney-client privilege of TCFC or any other Person in possession or control of such party information (after giving due consideration to the existence of any common interest, joint defense or its Subsidiaries similar agreement between the parties) or contravene any law, rule, regulation, order, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreement. The parties shall , provided that in any such event, TCFC will work in good faith with SHBI to make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence applyarrangements. (b) Neither Limestone nor Peoples will, nor shall either party’s Representatives, use any information obtained pursuant to During the period from the date of this Section 6.05 (as well as any other information obtained prior Agreement to the Effective Time, TCFC shall, upon the reasonable request of SHBI, cause one or more of its designated representatives to confer on a monthly or more frequent basis with representatives of SHBI regarding its consolidated financial condition, operations and business and matters relating to the completion of the Transaction. Subject to applicable law, as soon as reasonably available, but in no event more than 20 days after the end of each calendar quarter ending after the date hereof in connection with the entering into of this Agreement) Agreement (other than the last quarter of each fiscal year ending December 31), TCFC will deliver to SHBI its consolidated balance sheet and consolidated statements of operations, comprehensive income, changes in stockholders’ equity and cash flows, without related notes, for any purpose unrelated such quarter prepared in accordance with GAAP, and, as soon as reasonably available, but in no event more than 30 days after the end of each fiscal year, TCFC will deliver to SHBI its consolidated balance sheet and consolidated statements of operations, comprehensive income, changes in stockholders’ equity and cash flows for such year prepared in accordance with GAAP. TCFC shall use its commercially reasonable best efforts to deliver to SHBI its audited consolidated balance sheet as of December 31, 2022 and audited consolidated statements of operations, comprehensive income, changes in stockholders’ equity and cash flows for the consummation year ended December 31, 2022 by no later than March 15, 2023. Subject to applicable law, within 15 days after the end of the transactions contemplated by this Agreementeach month, TCFC will deliver to SHBI a consolidated balance sheet and consolidated statements of operations, without related notes, for such information will be subject to the confidentiality provisions of Section 6.16month prepared in accordance with GAAP. (c) In the event SHBI agrees that this Agreement is terminated upon reasonable notice and subject to applicable law, regulation or the transactions contemplated policies imposed by this Agreement shall otherwise fail to be consummated, each party shall promptly upon request cause all copies of documents or extracts thereof containing information and data as to another party hereto to be returned any Governmental Authority relating to the party which furnished exchange of information, it shall afford TCFC and TCFC’s officers, employees, counsel, accountants and other authorized representatives such access during normal business hours, provided that such access shall not interfere unnecessarily with the samenormal business operations of SHBI or its Subsidiaries, throughout the period prior to the Effective Time. No investigation by either party to the books (other than minutes or other records that discuss the Transaction), records (including, without limitation, Tax Returns and work papers of independent auditors), systems, properties, personnel and advisors of SHBI and its Subsidiaries and to such other information relating to SHBI and its Subsidiaries as TCFC may reasonably request, provided that TCFC shall coordinate any and all meetings with SHBI personnel with one or more designated representatives of SHBI, and, during such period, SHBI shall furnish promptly to TCFC (i) a copy of each report, schedule, registration statement and other document filed or received during such period pursuant to the business requirements of federal or state banking, lending, securities, consumer finance or privacy laws and affairs (ii) all other information concerning the business, properties and personnel of SHBI and its Subsidiaries as TCFC may reasonably request. Notwithstanding the foregoing, SHBI shall not be required to provide access to or disclose information where such access or disclosure would jeopardize the attorney-client privilege of SHBI or any other shall affect Person in possession or be deemed control of such information (after giving due consideration to modify the existence of any common interest, joint defense or waive similar agreement between the parties) or contravene any representationlaw, warrantyrule, covenant regulation, order, judgment, decree, fiduciary duty or agreement in entered into prior to the date of this Agreement, or the conditions provided that in any such event, SHBI will work in good faith with TCFC to either party’s obligation to consummate the transactions contemplated by this Agreementmake appropriate substitute disclosure arrangements. (d) During the period from the date of this Agreement to the Effective Time, SHBI shall, upon the request of TCFC, cause one or more of its designated representatives to confer on a monthly or more frequent basis with representatives of TCFC regarding its consolidated financial condition, operations and business and matters relating to the completion of the Transaction. Subject to applicable law, as soon as reasonably practicable available, but in no event more than 20 days after they become the end of each calendar quarter ending after the date of this Agreement (other than the last quarter of each fiscal year ending December 31), SHBI will deliver to TCFC its consolidated balance sheet and consolidated statements of income, comprehensive income, changes in stockholders’ equity and cash flows, without related notes, for such quarter prepared in accordance with GAAP, and, as soon as reasonably available, but in no event more than 30 days after the end of each calendar month ending fiscal year, SHBI will deliver to TCFC its consolidated balance sheet and consolidated statements of income, comprehensive income, changes in stockholders’ equity and cash flows for such year prepared in accordance with GAAP. Subject to applicable law, within 15 days after the date hereofend of each month, Limestone SHBI will furnish deliver to Peoples (i) TCFC a consolidated financial statements (including balance sheets, sheet and consolidated statements of operations and stockholders’ equity) of Limestone or any of its Subsidiaries (to the extent available) as of and income, without related notes, for such month then ended, prepared in accordance with GAAP. (iie) internal management reports showing actual financial performance against plan and previous period, and (iii) All information furnished pursuant to this Section 6.06 shall be subject to the extent permitted provisions of the letter agreement, dated as of August 30, 2022 by applicable law, any reports provided to and between SHBI and TCFC (the Limestone Board or any committee thereof relating to the financial performance and risk management of Limestone or “Confidentiality Agreement”). (f) No investigation by any of its Subsidiariesthe parties or their respective representatives shall affect the representations, warranties, covenants or agreements of the other parties set forth herein.

Access; Information. (a) Upon FNBB agrees that upon reasonable notice and subject to applicable laws relating to the exchange of information, Limestone shallit shall afford TriCo and TriCo’s officers, employees, counsel, accountants and shall cause each of its Subsidiaries to, afford Representatives of Peoples, reasonable access, other authorized representatives such access during normal business hours during throughout the period prior to the Effective TimeTime to the books, to all its records (including, without limitation, minutes and records of the FNBB Board, the First National Bank Board and their respective committees, Tax Returns and work papers of independent auditors), systems, properties, bookspersonnel and advisors of FNBB and its Subsidiaries and to such other information relating to FNBB and its Subsidiaries as TriCo may reasonably request, contracts, commitments provided that TriCo shall coordinate any and recordsall meetings with FNBB personnel with one or more designated representatives of FNBB, and, during such period, Limestone shall, and FNBB shall cause its Subsidiaries to, make available furnish promptly to Peoples TriCo (i) a copy of each report, schedule, registration statement and other documents document filed or received by it during such period pursuant to the requirements of federal securities laws or federal or state banking banking, lending, securities, consumer finance or insurance laws, privacy laws and (ii) all other information concerning its the business, properties and personnel of FNBB and its Subsidiaries as Peoples TriCo may reasonably request. Notwithstanding the foregoing, including periodic updates of the information provided in Section 5.01(hh). Limestone FNBB shall invite one Representative of Peoples selected by Peoples from time to time to attend, solely as an observer, all meetings of the Limestone Board (and committees thereof) and Limestone Bank board (including Limestone Bank’s loan committee) after the date of this Agreement; provided, however, that in no event shall such Peoples Representative be invited to or permitted to attend any executive session of Limestone’s Board, Limestone Bank’s board or any meeting at which Limestone reasonably determines that such attendance is inconsistent with the fiduciary obligations or confidentiality requirements of the Limestone Board or Limestone Bank board, as applicable. Upon the reasonable request of Limestone, Peoples shall furnish such reasonable information about it and its business as is relevant to Limestone and its shareholders in connection with the transactions contemplated by this Agreement. Neither Limestone nor Peoples, nor any of their Subsidiaries shall not be required to provide access to or to disclose information (x) included in any communications, memoranda or work product prepared by advisors to FNBB, or confidential reports, documents or minutes of meetings of the FNBB Board, its committees or its management personnel, or similar materials to the extent directly or indirectly substantially related to or prepared in connection with the Transaction and the rights and obligations of FNBB under this Agreement, or (y) where such access or disclosure would jeopardize the attorney-client privilege of FNBB or any other Person in possession or control of such party information (after giving due consideration to the existence of any common interest, joint defense or its Subsidiaries similar agreement between the parties) or contravene any law, rule, regulation, order, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreement. The parties shall , provided that in any such event, FNBB will cooperate in good faith with TriCo to make reasonably appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence applyarrangements. (b) Neither Limestone nor Peoples will, nor shall either party’s Representatives, use any information obtained pursuant to this Section 6.05 (as well as any other information obtained prior to the date hereof in connection with the entering into of this Agreement) for any purpose unrelated to the consummation of the transactions contemplated by this Agreement, and such information will be subject to the confidentiality provisions of Section 6.16. (c) In the event that this Agreement is terminated or the transactions contemplated by this Agreement shall otherwise fail to be consummated, each party shall promptly upon request cause all copies of documents or extracts thereof containing information and data as to another party hereto to be returned to the party which furnished the same. No investigation by either party of the business and affairs of the other shall affect or be deemed to modify or waive any representation, warranty, covenant or agreement in this Agreement, or the conditions to either party’s obligation to consummate the transactions contemplated by this Agreement. (d) During the period from the date of this Agreement to the Effective Time, FNBB shall, upon the request of TriCo, cause one or more of its designated representatives to confer on a monthly or more frequent basis with representatives of TriCo regarding its consolidated financial condition, operations and business and matters relating to the completion of the Transaction. Subject to applicable law, as soon as reasonably practicable after they become available, but in no event more than 30 thirty (30) days after the end of each calendar month quarter ending after the date hereofof this Agreement (other than the last quarter of each fiscal year ending December 31), Limestone FNBB will furnish deliver to Peoples (i) TriCo its unaudited consolidated financial statements (including balance sheets, sheet and consolidated statements of operations income, comprehensive income, changes in shareholders’ equity and stockholderscash flows, without related notes, for such quarter prepared in accordance with GAAP, and, as soon as reasonably available, but in no event more than forty (40) days after the end of each fiscal year, FNBB will deliver to TriCo its unaudited consolidated balance sheet and consolidated statements of income, changes in shareholders’ equityequity and comprehensive income and cash flows for such year prepared in accordance with GAAP. Subject to applicable law, within fifteen (15) days after the end of Limestone or any each month, FNBB will deliver to TriCo an unaudited consolidated balance sheet and consolidated statements of its Subsidiaries (to the extent available) as of and income, without related notes, for such month then ended, prepared in accordance with GAAP. (iic) internal management reports showing actual financial performance against plan and previous period, and (iii) During the period from the date of this Agreement to the extent permitted by Effective Time, TriCo shall, upon the request of FNBB, cause one or more of its designated representatives to confer on a monthly or more frequent basis with representatives of FNBB regarding its consolidated financial condition, operations and business and matters relating to the completion of the Transaction. Subject to applicable law, any reports provided as soon as reasonably available, but in no event more than thirty (30)days after the end of each calendar quarter ending after the date of this Agreement (other than the last quarter of each fiscal year ending December 31), TriCo will deliver to FNBB its unaudited consolidated balance sheet and consolidated statements of income, comprehensive income, changes in shareholders’ equity and cash flows, without related notes, for such quarter prepared in accordance with GAAP, and, as soon as reasonably available, but in no event more than forty (40) days after the end of each fiscal year, TriCo will deliver to FNBB its unaudited consolidated balance sheet and consolidated statements of income, changes in shareholders’ equity and comprehensive income and cash flows for such year prepared in accordance with GAAP. Subject to applicable law, within fifteen (15) days after the end of each month, TriCo will deliver to FNBB an unaudited consolidated balance sheet and consolidated statements of income, without related notes, for such month prepared in accordance with GAAP. (d) All information furnished by FNBB pursuant to this Section 6.06 shall be subject to the Limestone Board or any committee thereof relating provisions of the Non-Disclosure Agreement, dated as of August 18, 2017 by and between TriCo and FNBB and all information furnished by TriCo pursuant to this Section 6.06 shall be subject to the financial performance provisions of the Non-Disclosure Agreement, dated as of October 18, 2017 by and risk management of Limestone or between TriCo and FNBB (such agreements, the “Confidentiality Agreements”). (e) No investigation by any of its Subsidiariesthe parties or their respective representatives shall affect the representations, warranties, covenants or agreements of the other parties set forth herein.

Access; Information. (a) Upon reasonable notice and subject to applicable laws relating to Law, each Party, for the exchange purposes of informationverifying the representations and warranties of the other Party and preparing for the Mergers and the other transactions contemplated by this Agreement, Limestone shall, and shall cause each of its their respective Subsidiaries to, afford Representatives to the officers, employees, accountants, counsel, advisors and other representatives of Peoplesthe other Party, reasonable access, during normal business hours during the period prior to the Effective Time, to all its properties, books, contracts, commitments commitments, personnel, information technology systems, and records, and, during and each shall cooperate with the other Party in preparing to execute after the Effective Time the conversion or consolidation of systems and business operations generally. During such period, Limestone each Party shall, and shall cause its respective Subsidiaries to, make available to Peoples the other Party (i) a copy of each report, schedule, registration statement and other documents document filed or received by it during such period pursuant to the requirements of federal securities laws or federal or state banking laws (other than reports or insurance lawsdocuments that CVCY or CWBC, as the case may be, is not permitted to disclose under applicable Law), and (ii) all other information concerning its business, properties and personnel as Peoples such Party may reasonably request, including periodic updates of the information provided in Section 5.01(hh). Limestone shall invite one Representative of Peoples selected by Peoples from time to time to attend, solely as an observer, all meetings of the Limestone Board (and committees thereof) and Limestone Bank board (including Limestone Bank’s loan committee) after the date of this Agreement; provided, however, that in no event shall such Peoples Representative be invited to or permitted to attend any executive session of Limestone’s Board, Limestone Bank’s board or any meeting at which Limestone reasonably determines that such attendance is inconsistent with the fiduciary obligations or confidentiality requirements of the Limestone Board or Limestone Bank board, as applicable. Upon the reasonable request of Limestone, Peoples shall furnish such reasonable information about it and its business as is relevant to Limestone and its shareholders in connection with the transactions contemplated by this Agreement. Neither Limestone nor Peoples, Party nor any of their its Subsidiaries shall be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of such Party’s or its Subsidiaries’, as the case may be, customers, jeopardize the attorney-client privilege of the institution in possession or control of such party information (after giving due consideration to the existence of any common interest, joint defense or its Subsidiaries similar agreement between the Parties) or contravene any lawLaw, order, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreement. The parties shall Parties will make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. (b) Neither Limestone nor Peoples will, nor shall either party’s Representatives, use any All information obtained furnished to CWBC or CVCY pursuant to this Section 6.05 (as well as any other information obtained prior to the date hereof in connection with the entering into of this Agreement) for any purpose unrelated to the consummation of the transactions contemplated by this Agreement, and such information will 6.6 shall be subject to the confidentiality provisions of Section 6.16the Mutual Confidentiality Agreement, dated as of January 31, 2023, between CVCY and CWBC, as amended (the “Confidentiality Agreement”). (c) In the event that this Agreement is terminated or the transactions contemplated by this Agreement shall otherwise fail to be consummated, each party shall promptly upon request cause all copies of documents or extracts thereof containing information and data as to another party hereto to be returned to the party which furnished the same. No investigation by either party any of the business and affairs Parties or their respective representatives shall affect the representations, warranties, covenants or agreements of the other shall affect or be deemed to modify or waive any representation, warranty, covenant or agreement in this Agreement, or the conditions to either party’s obligation to consummate the transactions contemplated by this AgreementParties set forth herein. (d) During the period from the date of this Agreement to the Effective Time, as soon as reasonably practicable after they become available, but in no event more than 30 days after the end of each calendar month ending after the date hereof, Limestone will furnish to Peoples (i) consolidated financial statements (including balance sheets, statements of operations and stockholders’ equity) of Limestone or any of its Subsidiaries (to the extent available) as of and for such month then ended, (ii) internal management reports showing actual financial performance against plan and previous period, and (iii) to the extent permitted by applicable law, any reports provided to the Limestone Board or any committee thereof relating to the financial performance and risk management of Limestone or any of its Subsidiaries.

Access; Information. (a) Upon reasonable notice and subject to applicable laws relating to the exchange of information, Limestone each of NB&T Financial and Peoples shall, and shall cause each of its Subsidiaries to, afford Representatives of Peoplesthe other party, reasonable access, during normal business hours during the period prior to the Effective Time, to all its properties, books, contracts, commitments and records, and, during such period, Limestone shall, and shall cause its Subsidiaries to, make available to Peoples the other party (i) a copy of each report, schedule, registration statement and other documents filed or received by it during such period pursuant to the requirements of federal securities laws or federal or state banking or insurance laws, and (ii) all other information concerning its business, properties and personnel as Peoples the other party may reasonably request, including periodic updates of the information provided in Section 5.01(hh5.03(ii). Limestone NB&T Financial shall invite one Representative of Peoples selected by Peoples from time to time to attend, solely as an observer, all meetings of the Limestone NB&T Financial Board (and committees thereof) and Limestone Bank NBTC board (including Limestone Bank’s loan committee) after the date of this Agreement; provided, however, that in no event shall such Peoples Representative be invited to or permitted to attend any executive session of LimestoneNB&T Financial’s Boardor NBTC’s board, Limestone Bank’s board or any meeting at which Limestone NB&T Financial reasonably determines that such attendance is inconsistent with the fiduciary obligations or confidentiality requirements of the Limestone NB&T Financial Board or Limestone Bank NBTC board, as applicable. Upon the reasonable request , or any meeting or part of Limestone, Peoples shall furnish such reasonable information about it and its business as is relevant to Limestone and its shareholders in connection with a meeting at which the transactions contemplated by this AgreementAgreement are to be discussed. Neither Limestone NB&T Financial nor Peoples, nor any of their Subsidiaries shall be required to provide access to or to disclose information where such access or disclosure would jeopardize the attorney-client privilege of such party or its Subsidiaries or Subsidiaries, contravene any law, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreement. The parties shall make appropriate substitute disclosure arrangements under circumstances in which the restrictions , or relating to its directors’, officers’, employees’, agents’, investment bankers’ or financial advisors’ consideration or deliberation of the preceding sentence applytransactions contemplated hereby or an Acquisition Proposed. (b) Neither Limestone NB&T Financial nor Peoples will, nor shall either party’s Representatives, use any information obtained pursuant to this Section 6.05 (as well as any other information obtained prior to the date hereof in connection with the entering into of this Agreement) for any purpose unrelated to the consummation of the transactions contemplated by this Agreement, and such information will be subject to the confidentiality provisions of Section 6.16. (c) In the event that this Agreement is terminated or the transactions contemplated by this Agreement shall otherwise fail to be consummated, each party shall promptly upon request cause all copies of documents or extracts thereof containing information and data as to another party hereto to be returned to the party which furnished the same. No investigation by either party of the business and affairs of the other shall affect or be deemed to modify or waive any representation, warranty, covenant or agreement in this Agreement, or the conditions to either party’s obligation to consummate the transactions contemplated by this Agreement. (d) During the period from the date of this Agreement to the Effective Time, as soon as reasonably practicable after they become available, but in no event more than 30 days after the end of each calendar month ending after the date hereof, Limestone each of NB&T Financial and Peoples will furnish to Peoples the other (i) its consolidated financial statements (including balance sheets, statements of operations and stockholders’ equity) of Limestone or any of its Subsidiaries (to the extent available) available as of and for such month then ended, (ii) internal management reports showing actual financial performance against plan and previous period, and (iii) to the extent permitted by applicable law, any reports provided to the Limestone NB&T Financial Board or the Peoples Board or any committee thereof relating to the financial performance and risk management of Limestone the company or any of its Subsidiaries.

Access; Information. (a) Upon reasonable notice and subject to applicable laws relating to the exchange of information, Limestone Comunibanc shall, and shall cause each of its Subsidiaries to, afford Representatives of PeoplesCivista, reasonable access, during normal business hours during the period prior to the Effective Time, to all its properties, books, contracts, commitments and records, and, during such period, Limestone Comunibanc shall, and shall cause its Subsidiaries to, make available to Peoples Civista (i) a copy of each report, schedule, registration statement and other documents filed or received by it during such period pursuant to the requirements of federal securities laws or federal or state banking or insurance laws, and (ii) all other information concerning its business, properties and personnel as Peoples Civista may reasonably request, including periodic updates of the information provided in Section 5.01(hh5.01(gg). Limestone Comunibanc shall invite allow one Representative of Peoples Civista selected by Peoples Civista from time to time to attend, solely as an observerobservers, all meetings of the Limestone Comunibanc Board (and committees thereof) and Limestone ▇▇▇▇▇ County Bank board (including Limestone Bank’s loan committee) after the date of this Agreement; provided, however, that in no event shall such Peoples Civista Representative be invited to or permitted to attend any executive session of LimestoneComunibanc’s Board, Limestone ▇▇▇▇▇ County Bank’s board or any meeting at which Limestone Comunibanc reasonably determines that such attendance is inconsistent with the fiduciary obligations or confidentiality requirements of the Limestone Board or Limestone Comunibanc Board, ▇▇▇▇▇ County Bank board, as applicable. Upon the reasonable request of LimestoneComunibanc, Peoples Civista shall furnish such reasonable information about it and its business as is relevant to Limestone Comunibanc and its shareholders in connection with the transactions contemplated by this Agreement. Neither Limestone Comunibanc nor PeoplesCivista, nor any of their Subsidiaries shall be required to provide access to or to disclose information where such access or disclosure would jeopardize the attorney-client privilege of such party or its Subsidiaries or contravene any law, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreement. The parties shall make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. (b) Neither Limestone Comunibanc nor Peoples Civista will, nor shall either party’s Representatives, use any information obtained pursuant to this Section 6.05 (as well as any other information obtained prior to the date hereof in connection with the entering into of this Agreement) for any purpose unrelated to the consummation of the transactions contemplated by this Agreement, and such information will be subject to the confidentiality provisions of Section 6.16. (c) In the event that this Agreement is terminated or the transactions contemplated by this Agreement shall otherwise fail to be consummated, each party shall promptly upon request cause all copies of documents or extracts thereof containing information and data as to another party hereto to be returned to the party which furnished the same. No investigation by either party of the business and affairs of the other shall affect or be deemed to modify or waive any representation, warranty, covenant or agreement in this Agreement, or the conditions to either party’s obligation to consummate the transactions contemplated by this Agreement. (d) During the period from the date of this Agreement to the Effective Time, as soon as reasonably practicable after they become available, but in no event more than 30 days after the end of each calendar month ending after the date hereof, Limestone Comunibanc will furnish to Peoples Civista (i) consolidated financial statements (including balance sheets, statements of operations and stockholders’ equity) of Limestone Comunibanc or any of its Subsidiaries (to the extent available) as of and for such month then ended, (ii) internal management reports showing actual financial performance against plan and previous period, and (iii) to the extent permitted by applicable law, any reports provided to the Limestone Comunibanc Board or any committee thereof relating to the financial performance and risk management of Limestone Comunibanc or any of its Subsidiaries.

Access; Information. (a) Upon reasonable notice and subject to applicable laws and regulations relating to the exchange of information, Limestone CNNB shall, and shall cause each of its Subsidiaries to, afford Representatives of PeoplesLCNB, reasonable access, during normal business hours during the period prior to the Effective Time, to all its properties, books, contracts, commitments and records, and, during such period, Limestone CNNB shall, and shall cause its Subsidiaries to, make available to Peoples LCNB (i) a copy of each report, schedule, registration statement and other documents filed or received by it during such period pursuant to the requirements of federal securities laws or federal or state banking or insurance laws, and (ii) all other information concerning its business, properties and personnel as Peoples LCNB may reasonably request, including periodic updates of the information provided in Section 5.01(hh5.01(gg). Limestone CNNB shall invite one Representative of Peoples LCNB selected by Peoples LCNB from time to time to attend, solely as an observer, all meetings of the Limestone CNNB Board (and committees thereof) and Limestone Bank Cincinnati Federal board (including Limestone Bank’s loan committee) after the date of this Agreement; provided, however, that in no event shall such Peoples LCNB Representative be invited to or permitted to attend any executive session of Limestone’s the CNNB Board, Limestone BankCincinnati Federal’s board or any meeting at which Limestone CNNB reasonably determines that such attendance is inconsistent with the fiduciary obligations or confidentiality requirements of the Limestone CNNB Board or Limestone Bank Cincinnati Federal board, as applicable. Upon the reasonable request of LimestoneCNNB, Peoples LCNB shall furnish such reasonable information about it and its business as is relevant to Limestone CNNB and its shareholders in connection with the transactions contemplated by this Agreement. Neither Limestone CNNB nor PeoplesLCNB, nor any of their Subsidiaries shall be required to provide access to or to disclose information where such access or disclosure would jeopardize the attorney-client privilege of such party or its Subsidiaries or contravene any law, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreement. The parties shall make appropriate substitute 48 disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. (b) Neither Limestone CNNB nor Peoples LCNB will, nor shall either party’s Representatives, use any information obtained pursuant to this Section 6.05 (as well as any other information obtained prior to the date hereof in connection with the entering into of this Agreement) for any purpose unrelated to the consummation of the transactions contemplated by this Agreement, and such information will be subject to the confidentiality provisions of Section 6.16. (c) In the event that this Agreement is terminated or the transactions contemplated by this Agreement shall otherwise fail to be consummated, each party shall promptly upon request cause all copies of documents or extracts thereof containing information and data as to another party hereto to be returned to the party which furnished the same. No investigation by either party of the business and affairs of the other shall affect or be deemed to modify or waive any representation, warranty, covenant or agreement in this Agreement, or the conditions to either party’s obligation to consummate the transactions contemplated by this Agreement. (d) During the period from the date of this Agreement to the Effective Time, as soon as reasonably practicable after they become available, but in no event more than 30 days after the end of each calendar month ending after the date hereof, Limestone CNNB will furnish to Peoples LCNB (i) consolidated financial statements (including balance sheets, statements of operations and stockholders’ equity) of Limestone CNNB or any of its Subsidiaries (to the extent available) as of and for such month then ended, (ii) internal management reports showing actual financial performance against plan and previous period, and (iii) to the extent permitted by applicable law, any reports provided to the Limestone CNNB Board or any committee thereof relating to the financial performance and risk management of Limestone CNNB or any of its Subsidiaries.

Access; Information. (a) Upon reasonable notice and subject to applicable laws relating to the exchange of information, Limestone Premier Financial shall, and shall cause each of its Subsidiaries to, afford Representatives of Peoples, reasonable access, during normal business hours during the period prior to the Effective Time, to all its properties, books, contracts, commitments and records, and, during such period, Limestone Premier Financial shall, and shall cause its Subsidiaries to, make available to Peoples (i) a copy of each report, schedule, registration statement and other documents filed or received by it during such period pursuant to the requirements of federal securities laws or federal or state banking or insurance laws, and (ii) all other information concerning its business, properties and personnel as Peoples may reasonably request, including periodic updates of the information provided in Section 5.01(hh). Limestone Premier Financial shall invite one Representative of Peoples selected by Peoples from time to time to attend, solely as an observerobservers, all meetings of the Limestone Premier Financial Board (and committees thereof) and Limestone Citizens Bank board (including Limestone Bank’s loan committee) and Premier Bank boards after the date of this Agreement; provided, however, that in no event shall such Peoples Representative be invited to or permitted to attend any executive session of LimestonePremier Financial’s Board, Limestone Citizens Bank’s board or Premier Bank’s board or any meeting at which Limestone Premier Financial reasonably determines that such attendance is covered by or subject to the attorney-client privilege, inconsistent with the fiduciary obligations obligations, Regulatory Authority laws and/or guidance or confidentiality requirements of the Limestone Board Premier Financial Board, Citizens Bank board or Limestone Premier Bank board, as applicable. Upon the reasonable request of LimestonePremier Financial, Peoples shall furnish such reasonable information about it and its business as is relevant to Limestone Premier Financial and its shareholders in connection with the transactions contemplated by this Agreement. Neither Limestone Premier Financial nor Peoples, nor any of their Subsidiaries shall be required to provide access to or to disclose information where such access or disclosure would jeopardize the attorney-client privilege of such party or its Subsidiaries or contravene any law, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreement. The parties shall make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. (b) Neither Limestone Premier Financial nor Peoples will, nor shall either party’s Representatives, use any information obtained pursuant to this Section 6.05 (as well as any other information obtained prior to the date hereof in connection with the entering into of this Agreement) for any purpose unrelated to the consummation of the transactions contemplated by this Agreement, and such information will be subject to the confidentiality provisions of Section 6.16. (c) In the event that this Agreement is terminated or the transactions contemplated by this Agreement shall otherwise fail to be consummated, each party shall promptly upon request cause all copies of documents or extracts thereof containing information and data as to another party hereto to be returned to the party which furnished the same. No investigation by either party of the business and affairs of the other shall affect or be deemed to modify or waive any representation, warranty, covenant or agreement in this Agreement, or the conditions to either party’s obligation to consummate the transactions contemplated by this Agreement. (d) During the period from the date of this Agreement to the Effective Time, as soon as reasonably practicable after they become available, but in no event more than 30 days after the end of each calendar month ending after the date hereof, Limestone Premier Financial will furnish to Peoples (i) consolidated financial statements (including balance sheets, statements of operations and stockholders’ equity) of Limestone Premier Financial or any of its Subsidiaries (to the extent available) as of and for such month then ended, (ii) internal management reports showing actual financial performance against plan and previous period, and (iii) to the extent permitted by applicable law, any reports provided to the Limestone Premier Financial Board or any committee thereof relating to the financial performance and risk management of Limestone Premier Financial or any of its Subsidiaries.

Access; Information. (a) Upon reasonable notice and subject to applicable laws relating to the exchange of information, Limestone EFBI shall, and shall cause each of its Subsidiaries to, afford Representatives of Peoples, LCNB reasonable access, during normal business hours during the period prior to the Effective Time, to all its properties, books, contracts, commitments and records, and, during such period, Limestone EFBI shall, and shall cause its Subsidiaries to, make available to Peoples LCNB (i) a copy of each report, schedule, registration statement and other documents filed or received by it during such period pursuant to the requirements of federal securities laws or federal or state banking or insurance laws, and (ii) all other information concerning its business, properties and personnel as Peoples LCNB may reasonably request, including periodic updates of the information provided in Section 5.01(hh5.01(ff). Limestone EFBI shall invite one Representative of Peoples LCNB selected by Peoples LCNB from time to time to attend, solely as an observer, all meetings of the Limestone EFBI Board (and committees thereof) and Limestone Eagle Bank board (including Limestone Bank’s loan committee) after the date of this Agreement; provided, however, that in no event shall such Peoples LCNB Representative be invited to or permitted to attend any executive session of Limestone’s the EFBI Board, Limestone Eagle Bank’s board or any meeting at which Limestone EFBI reasonably determines that such attendance is inconsistent with the fiduciary obligations or confidentiality requirements of the Limestone EFBI Board or Limestone Eagle Bank board, as applicable. Upon the reasonable request of LimestoneEFBI, Peoples LCNB shall furnish such reasonable information about it and its business as is relevant to Limestone EFBI and its shareholders in connection with the transactions contemplated by this Agreement. Neither Limestone EFBI nor PeoplesLCNB, nor any of their Subsidiaries shall be required to provide access to or to disclose information where such access or disclosure would jeopardize the attorney-client privilege of such party or its Subsidiaries or contravene any law, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreement. The parties shall make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. (b) Neither Limestone EFBI nor Peoples LCNB will, nor shall either party’s Representatives, use any information obtained pursuant to this Section 6.05 (as well as any other information obtained prior to the date hereof in connection with the entering into of this Agreement) for any purpose unrelated to the consummation of the transactions contemplated by this Agreement, and such information will be subject to the confidentiality provisions of Section 6.16. (c) In the event that this Agreement is terminated or the transactions contemplated by this Agreement shall otherwise fail to be consummated, each party shall promptly upon request cause all copies of documents or extracts thereof containing information and data as to another party hereto to be returned to the party which furnished the same. No investigation by either party of the business and affairs of the other shall affect or be deemed to modify or waive any representation, warranty, covenant or agreement in this Agreement, or the conditions to either party’s obligation to consummate the transactions contemplated by this Agreement. (d) During the period from the date of this Agreement to the Effective Time, as soon as reasonably practicable after they become available, but in no event more than 30 days after the end of each calendar month ending after the date hereof, Limestone EFBI will furnish to Peoples LCNB (i) consolidated financial statements (including balance sheets, statements of operations and stockholders’ equity) of Limestone EFBI or any of its Subsidiaries (to the extent available) as of and for such month then ended, (ii) internal management reports showing actual financial performance against plan and previous period, and (iii) to the extent permitted by applicable law, any reports provided to the Limestone EFBI Board or any committee thereof relating to the financial performance and risk management of Limestone EFBI or any of its Subsidiaries.

Access; Information. (a) Upon reasonable notice and subject to applicable laws relating to the exchange of information, Limestone PWOD shall, and shall cause each of its Subsidiaries to, afford Representatives of PeoplesNWBI, reasonable access, during normal business hours during the period prior to the Effective Time, to all its properties, books, contracts, commitments and records, and, during such period, Limestone PWOD shall, and shall cause its Subsidiaries to, make available to Peoples NWBI (i) a copy of each report, schedule, registration statement and other documents filed or received by it during such period pursuant to the requirements of federal securities laws or federal or state banking or insurance laws, and (ii) all other information concerning its business, properties and personnel as Peoples NWBI may reasonably request, including periodic updates of the information provided in Section 5.01(hh). Limestone PWOD shall invite one Representative of Peoples NWBI selected by Peoples NWBI from time to time to attend, solely as an observer, all meetings of the Limestone PWOD Board (and committees thereof) and Limestone ), Luzerne Bank board (including Limestone Bank’s loan committee) and Jersey Shore State Bank board after the date of this Agreement; provided, however, that in no event shall such Peoples NWBI Representative be invited to or permitted to attend any executive session of LimestonePWOD’s Board, Limestone Luzerne Bank’s board or Jersey Shore State Bank’s board or any meeting at which Limestone PWOD reasonably determines that such attendance is inconsistent with the fiduciary obligations obligations, attorney-client privilege or confidentiality requirements of the Limestone Board PWOD Board, Luzerne Bank’s board or Limestone Bank Jersey Shore State Bank’s board, as applicable. Upon the reasonable request of LimestonePWOD, Peoples NWBI shall furnish such reasonable information about it and its business as is relevant to Limestone PWOD and its shareholders in connection with the transactions contemplated by this Agreement. Neither Limestone PWOD nor PeoplesNWBI, nor any of their Subsidiaries shall be required to provide access to or to disclose information where such access or disclosure would jeopardize the attorney-client privilege of such party or its Subsidiaries or contravene any law, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreement. The parties shall make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. (b) Neither Limestone PWOD nor Peoples willNWBI shall, nor shall either party’s Representatives, use any information obtained pursuant to this Section 6.05 (as well as any other information obtained prior to the date hereof in connection with the entering into of this Agreement) for any purpose unrelated to the consummation of the transactions contemplated by this Agreement, and such information will be subject to the confidentiality provisions of Section 6.16. (c) In the event that this Agreement is terminated or the transactions contemplated by this Agreement shall otherwise fail to be consummated, each party shall promptly upon request cause all copies of documents or extracts thereof containing information and data as to another party hereto to be returned to the party which furnished the same. No investigation by either party of the business and affairs of the other shall affect or be deemed to modify or waive any representation, warranty, covenant or agreement in this Agreement, or the conditions to either party’s obligation to consummate the transactions contemplated by this Agreement. (d) During the period from the date of this Agreement to the Effective Time, as soon as reasonably practicable after they become available, but in no event more than 30 days after the end of each calendar month ending after the date hereof, Limestone PWOD will furnish to Peoples NWBI (i) consolidated financial statements (including balance sheets, statements of operations and stockholders’ equity) of Limestone PWOD or any of its Subsidiaries (to the extent available) as of and for such month then ended, (ii) internal management reports showing actual financial performance against plan and previous period, and (iii) to the extent permitted by applicable law, any reports provided to the Limestone PWOD Board or any committee thereof relating to the financial performance and risk management of Limestone PWOD or any of its Subsidiaries.

Access; Information. (a) Upon The Company agrees that upon reasonable notice and subject to applicable laws Laws relating to the exchange of information, Limestone shall, it shall afford HEOP and shall cause each of its Subsidiaries to, afford HEOP’s Representatives of Peoples, reasonable access, access during normal business hours during throughout the period prior to the Effective TimeTime to the books, to all its records (including, without limitation, Tax Returns and work papers of independent auditors), Contracts, properties, books, contracts, commitments personnel and records, and, during advisors of the Company and to such period, Limestone shallother information relating to the Company and the Company Subsidiaries as HEOP may reasonably request, and shall cause its Subsidiaries the Company further agrees to continue to respond to, make available support and work with HEOP and its advisors with respect to Peoples the reasonable due diligence requests of HEOP.. The Company agrees to furnish promptly to HEOP (i) a copy of each report, schedule, registration statement and other documents filed or document received by it during such period pursuant to the requirements of federal securities laws and federal and state banking, lending, consumer finance and privacy laws, subject to any applicable restrictions limiting the Company’s ability to furnish to HEOP confidential supervisory information relating to the Company or federal or state banking or insurance lawsthe Company Subsidiaries, and (ii) all other information concerning its the business, properties and personnel of the Company and the Company Subsidiaries as Peoples HEOP may reasonably request. The Company also agrees to furnish to HEOP a copy of (I) each report, including periodic updates schedule, registration statement and other document required to be furnished, filed or otherwise submitted during such period pursuant to the requirements of the information provided federal securities laws and federal and state banking, lending, consumer finance and privacy laws at least three (3) Business Days in Section 5.01(hh). Limestone shall invite one Representative advance of Peoples selected by Peoples from time to time to attend, solely as an observer, all meetings of the Limestone Board (and committees thereof) and Limestone Bank board (including Limestone Bank’s loan committee) after the date of this Agreement; providedsubmission so that HEOP will have the opportunity to review the same and offer any comments it may have in advance of submission, however, that in no event shall such Peoples Representative be invited to or permitted to attend any executive session of Limestone’s Board, Limestone Bank’s board or any meeting at which Limestone reasonably determines that such attendance is inconsistent with and (II) monthly financial statements for the fiduciary obligations or confidentiality requirements Company and the Company Bank within fifteen (15) days of the Limestone Board or Limestone Bank board, as applicable. Upon the reasonable request of Limestone, Peoples shall furnish such reasonable information about it and its business as is relevant to Limestone and its shareholders in connection with the transactions contemplated by this Agreement. Neither Limestone nor Peoples, nor any of their Subsidiaries shall be required to provide access to or to disclose information where such access or disclosure would jeopardize the attorney-client privilege of such party or its Subsidiaries or contravene any law, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreement. The parties shall make appropriate substitute disclosure arrangements under circumstances in which the restrictions end of the preceding sentence applymonth covered by such financial statements. (b) Neither Limestone nor Peoples willWithout limiting the generality of Section 6.04(a), nor shall either party’s Representatives, use any information obtained pursuant to this Section 6.05 (as well as any other information obtained prior to the date hereof Effective Time, HEOP and HEOP’s Representatives shall have the right to conduct a review to determine (i) that the assets, books, records and operations of the Company are in connection with the entering into of this Agreement) for any purpose unrelated to the satisfactory condition and will not in an other than immaterial way adversely impact HEOP after consummation of the transactions contemplated by this Agreement, hereby and such information will be subject to (ii) the confidentiality provisions of Section 6.16. (c) In the event that this Agreement is terminated or the transactions contemplated by this Agreement shall otherwise fail to be consummated, each party shall promptly upon request cause all copies of documents or extracts thereof containing information and data as to another party hereto to be returned to the party which furnished the same. No investigation by either party accuracy of the business representations and affairs warranties and the satisfaction of the other shall affect or be deemed to modify or waive any representation, warranty, covenant or agreement in this Agreement, or the conditions to either party’s obligation to consummate the transactions contemplated by this Agreementclosing as provided hereunder. (d) During the period from the date of this Agreement to the Effective Time, as soon as reasonably practicable after they become available, but in no event more than 30 days after the end of each calendar month ending after the date hereof, Limestone will furnish to Peoples (i) consolidated financial statements (including balance sheets, statements of operations and stockholders’ equity) of Limestone or any of its Subsidiaries (to the extent available) as of and for such month then ended, (ii) internal management reports showing actual financial performance against plan and previous period, and (iii) to the extent permitted by applicable law, any reports provided to the Limestone Board or any committee thereof relating to the financial performance and risk management of Limestone or any of its Subsidiaries.

Access; Information. (a) Upon Farmers shall afford, upon reasonable notice and subject to applicable laws relating to the exchange of information, Limestone shallCity and its Representatives, and shall cause each of its Subsidiaries to, afford Representatives of Peoples, reasonable access, such access during normal business hours during throughout the period prior to the Effective Time, Time to all its properties, the books, contractsrecords (including, commitments without limitation, Tax Returns and recordswork papers of independent auditors), properties and personnel of Farmers and Farmers Deposit Bank, and such other information as City may reasonably request and, during such period, Limestone shall, and shall cause its Subsidiaries to, make available to Peoples (i) shall furnish promptly to City a copy of each material report, schedule, registration statement schedule and other documents document filed by Farmers or received by it during such period Farmers Deposit Bank pursuant to the requirements of federal securities laws or federal or state securities or banking or insurance laws, to the extent permitted by applicable law and regulations; and (ii) shall grant access to all other information concerning its the business, properties and personnel of Farmers or Farmers Deposit Bank as Peoples City may reasonably request, including periodic updates of the information provided in Section 5.01(hh). Limestone Farmers shall invite one Representative two Representatives of Peoples City selected by Peoples City from time to time to attend, solely as an observerobservers, all meetings of the Limestone Farmers Board (and committees thereof) and Limestone Farmers Deposit Bank board (including Limestone Bank’s loan committee) after the date of this Agreement; provided, however, that in no event shall such Peoples Representative City Representatives be invited to or permitted to attend any executive session of Limestone’s Board, Limestone Farmers’ or Farmers Deposit Bank’s board or any meeting at which Limestone Farmers reasonably determines that such attendance is inconsistent with the fiduciary obligations or confidentiality requirements of the Limestone Farmers Board or Limestone Farmers Deposit Bank board, as applicable. Upon the reasonable request of Limestone, Peoples shall furnish such reasonable information about it and its business as is relevant to Limestone and its shareholders in connection with the transactions contemplated by this Agreement. Neither Limestone nor Peoples, nor any of their Subsidiaries shall be required to provide access to or to disclose information where such access or disclosure would jeopardize the attorney-client privilege of such party or its Subsidiaries or contravene any law, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreement. The parties shall make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. (b) Neither Limestone nor Peoples willCity will not, nor shall either party’s Representativesand will cause its Representatives not to, use any information obtained pursuant to this Section 6.05 (as well as any other information obtained prior to the date hereof in connection with the entering into of this Agreement) for any purpose unrelated to the consummation of the transactions contemplated by this Agreement, and such information will be subject to the confidentiality provisions of Section 6.166.15. (c) In the event that this Agreement is terminated or the transactions contemplated by this Agreement shall otherwise fail to be consummated, each party shall promptly upon request cause all copies of documents or extracts thereof containing information and data as to another party hereto to be returned to the party which furnished the samesame or to be destroyed. No investigation by either party of the business and affairs of the other shall affect or be deemed to modify or waive any representation, warranty, covenant or agreement in this Agreement, or the conditions to either party’s obligation to consummate the transactions contemplated by this Agreement. (d) During the period from the date of this Agreement to the Effective Time, as soon as reasonably practicable after they become available, but in no event more than 30 days after Farmers shall deliver to City the end of each calendar month ending after the date hereof, Limestone will furnish to Peoples (i) monthly and quarterly unaudited consolidated financial statements (including balance sheets, statements of operations Farmers prepared for its internal use and stockholders’ equity) the report of Limestone or any condition and income of its Subsidiaries (Farmers Deposit Bank for each quarterly period completed prior to the extent Effective Date as the same shall become available) as of and for such month then ended, (ii) internal management reports showing actual financial performance against plan and previous period, and (iii) to the extent permitted by applicable law, any reports provided to the Limestone Board or any committee thereof relating to the financial performance and risk management of Limestone or any of its Subsidiaries.. 13080998v7

Access; Information. (a) Upon First SecurityFed agrees that upon reasonable notice and subject to applicable laws relating to the exchange of information, Limestone shallit shall afford MB and its Representatives, and shall cause each of its Subsidiaries to, afford Representatives of Peoples, reasonable access, such access during normal business hours during throughout the period prior to the Effective TimeTime to its and its Subsidiaries books, to all its records (including Tax Returns and work papers of independent auditors), properties, books, contracts, commitments personnel and records, to such other information as MB or its Representatives may reasonably request and, during such period, Limestone shall, and it shall cause furnish as promptly as reasonable to MB or its Subsidiaries to, make available to Peoples Representatives (i) a copy of each material report, schedule, registration statement schedule and other documents document filed or received by it during such period or any of its Subsidiaries pursuant to the requirements of federal securities laws or federal or state securities or banking (or insurance thrift) laws, and (ii) all other information concerning its the business, properties and personnel of it and its Subsidiaries as Peoples MB or its Representatives may reasonably request. First SecurityFed shall also permit MB or its environmental consultant, including periodic updates at the sole expense of MB, to conduct phase I and phase II environmental audits, studies and tests on real property currently owned, controlled, leased or used by First SecurityFed or any of its Subsidiaries or upon which any of them have a Lien; provided however MB shall not conduct any subsurface or phase II environmental assessments on any such property unless the information provided phase I environmental assessment (or in Section 5.01(hhthe absence thereof based upon the advise of MB's environmental consultant) indicates a reasonable basis for conducting further assessments, studies or testing. In the event any subsurface or phase II site assessments are conducted (which assessments shall be at MB's sole expense), MB shall indemnify First SecurityFed and its Subsidiaries for all costs and expenses associated with returning the property to its previous condition. Limestone First SecurityFed shall invite one Representative of Peoples selected by Peoples from time use reasonable best efforts to time provide to attendMB, solely as an observer, all meetings of the Limestone Board (and committees thereof) and Limestone Bank board (including Limestone Bank’s loan committee) within 10 days after the date of this Agreement; provided, howevercopies of any phase I site assessments or other environmental reports in its or its Subsidiaries' possession or control (which have not been Previously Disclosed) with respect to any real property previously or currently owned, that in no event shall such Peoples Representative be invited to controlled, leased or permitted to attend any executive session of Limestone’s Board, Limestone Bank’s board used by First SecurityFed or any meeting at which Limestone reasonably determines that such attendance is inconsistent with the fiduciary obligations or confidentiality requirements of the Limestone Board or Limestone Bank board, as applicable. Upon the reasonable request of Limestone, Peoples shall furnish such reasonable information about it and its business as is relevant to Limestone and its shareholders in connection with the transactions contemplated by this Agreement. Neither Limestone nor Peoples, nor any of their Subsidiaries shall be required to provide access to or to disclose information where such access or disclosure would jeopardize the attorney-client privilege of such party or its Subsidiaries or contravene upon which any lawof them has a Lien. MB shall within 15 days after the date hereof give written notice to First SecurityFed of the identity of all real property for which it intends to conduct a phase I environmental study. Within 15 days after the date hereof MB shall engage an environmental consultant reasonably acceptable to First SecurityFed to perform such phase I environmental studies. MB shall use commercially reasonable efforts to cause its environmental consultant to complete and provide MB with its written phase I environmental report(s) or assessment(s) within 30 days after such consultant is retained. Promptly following the receipt of all phase I environmental reports or assessments (but not later than 15 days thereafter), judgment, decree, fiduciary duty or binding agreement entered into prior MB shall order all applicable phase II environmental studies. Time is of the essence relating to the date of this Agreementforegoing environmental matters. The parties shall make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply.46 Next Page (b) Neither Limestone nor Peoples willMB agrees that it will not, nor shall either party’s Representativesand will cause its Representatives not to, use any information obtained pursuant to this Section 6.05 7.05 (as well as any other information obtained prior to the date hereof in connection with the entering into of this Agreement) for any purpose unrelated to the consummation of the transactions contemplated by Transactions. Subject to the requirements of law, MB will keep confidential, and will cause its Representatives to keep confidential, all information and documents obtained pursuant to this Section 7.05 (as well as any other information obtained prior to the date hereof in connection with the entering into of this Agreement, and ) unless such information will (i) was already known to it, (ii) becomes available from other sources not known by MB to be subject to bound by a confidentiality obligation, (iii) is disclosed with the confidentiality provisions prior written approval of Section 6.16. First SecurityFed or (civ) is or becomes readily ascertainable from published information or trade sources. In the event that this Agreement is terminated or the transactions contemplated by this Agreement shall otherwise fail to be consummatedterminated, each party MB shall promptly upon request cause all copies of documents or documents, extracts thereof or notes, analyses, compilations, studies or other documents containing information and data as to another party hereto First SecurityFed and its Subsidiaries to be returned to the party which furnished the sameFirst SecurityFed or certify as to their destruction. No investigation by either party MB or its Representatives of the business and affairs of the other First SecurityFed or its Subsidiaries shall affect or be deemed to modify or waive any representation, warranty, covenant or agreement of First SecurityFed in this Agreement, or any of the conditions to either party’s MB's obligation to consummate any of the transactions contemplated by this AgreementTransactions. (dc) During Notwithstanding anything contained herein to the period from contrary, neither First SecurityFed nor any of its Subsidiaries shall be required to provide access or disclose information where such access or disclosure would violate or prejudice the rights of its customers, jeopardize the attorney-client privilege of the Person in possession or control of such information or contravene any law, rule, regulation, order, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreement to or in the Effective Time, as soon as reasonably practicable after they become available, but in no event more than 30 days after the end ordinary course of each calendar month ending after the date hereof, Limestone will furnish to Peoples (i) consolidated financial statements (including balance sheets, statements of operations and stockholders’ equity) of Limestone or any of its Subsidiaries (to the extent available) as of and for such month then ended, (ii) internal management reports showing actual financial performance against plan and previous period, and (iii) to the extent permitted by applicable law, any reports provided to the Limestone Board or any committee thereof relating to the financial performance and risk management of Limestone or any of its Subsidiariesbusiness.

Access; Information. (a) Upon The Bank agrees that upon reasonable notice and subject to applicable laws relating to the exchange of information, Limestone shallit will afford Parent, and shall cause each of its Subsidiaries toParent's officers, afford Representatives of Peoplesemployees, reasonable accesscounsel, accountants and other authorized Representatives, such access during normal business hours during throughout the period prior before the Effective Time to the Effective Timebooks, to all its records (including Tax Returns and work papers of independent auditors), properties, books, contracts, commitments personnel and records, to such other information as Parent may reasonably request and, during such period, Limestone shall, and shall cause its Subsidiaries to, make available it will furnish promptly to Peoples Parent (i1) a copy of each report, schedule, registration statement schedule and other documents document filed or received by it during such period pursuant to the requirements of federal securities laws or federal or state banking or insurance laws, and (ii2) all other information concerning its the business, properties and personnel of it as Peoples Parent may reasonably request. In addition, including periodic updates of the information provided in Section 5.01(hh)Bank shall provide Parent final monthly general ledger reports for each month end beginning with January 31, 2006 until the Effective Time as promptly as they become available. Limestone shall invite one Representative of Peoples selected by Peoples from time to time to attend, solely as an observer, all meetings of the Limestone Board (and committees thereof) and Limestone The Bank board (including Limestone Bank’s loan committee) after the date of this Agreement; provided, however, that in no event shall such Peoples Representative be invited to or permitted to attend any executive session of Limestone’s Board, Limestone Bank’s board or any meeting at which Limestone reasonably determines that such attendance is inconsistent with the fiduciary obligations or confidentiality requirements of the Limestone Board or Limestone Bank board, as applicable. Upon the reasonable request of Limestone, Peoples shall furnish such reasonable information about it and its business as is relevant to Limestone and its shareholders in connection with the transactions contemplated by this Agreement. Neither Limestone nor Peoples, nor any of their Subsidiaries shall will not be required to provide afford access to or to disclose information where such access or disclosure that would jeopardize the attorney-client privilege of such party or its Subsidiaries or contravene any law, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreementwith any third party. The parties shall will make appropriate substitute disclosure arrangements under in circumstances in which where the restrictions of the preceding previous sentence applyapplies. (b) Neither Limestone nor Peoples willNo investigation by Parent of the business and affairs of the Bank, nor shall either party’s Representativespursuant to this Section 6.8 or otherwise, will affect or be deemed to modify or waive any representation, warranty, covenant or agreement in this Agreement. (c) Parent will hold any information it may obtain from the Bank in connection with this Agreement and the transactions contemplated hereby which is nonpublic and confidential to the extent required by, and in accordance with, the Confidentiality Agreement. (d) The Bank agrees that it will not, and will cause its Representatives not to, use any information obtained pursuant to or documents it may obtain from Parent in connection with this Section 6.05 Agreement and the transactions contemplated hereby (as well as any other information obtained prior to the date hereof in connection with the entering into of this Agreement) for any purpose unrelated to the consummation of the transactions contemplated by hereby. Subject to the requirements of law, the Bank will keep confidential, and will cause its Representatives to keep confidential, all information and documents obtained from Parent in connection with this Agreement and the transactions contemplated hereby (as well as any other information obtained prior to the date hereof in connection with the entering into of this Agreement, and ) unless such information is disclosed with the prior written approval of Parent. If the Bank or any of its Representatives is required to disclose any information obtained from Parent in connection with this Agreement or the transactions contemplated hereby in connection with any judicial or administrative proceedings (by oral questions, interrogatories, requests for information or documents, subpoena, Civil Investigation Demand or similar process), the Bank will be subject in advance of such disclosure provide the Parent with prompt notice of such requirement(s). The Bank also agrees, to the confidentiality provisions extent legally permissible, to provide the Parent, in advance of Section 6.16. any such disclosure, with a list of any information or documents the Bank intends to disclose (cand, if applicable, the text of the disclosure language itself) and to cooperate with Parent to the extent it may seek to limit such disclosure, including, if requested, taking all reasonable steps to resist or avoid any such judicial or administrative proceedings referred to above. If, in the absence of a protective order or the receipt of a waiver from Parent after a request in writing therefor is made by the Bank (such request to be made as soon as practicable to allow Parent a reasonable amount of time to respond thereto), the Bank or its Representatives are legally required to disclose any information or documents to any tribunal to avoid censure or penalty, the Bank may disclose such information without liability hereunder. In the event that this Agreement is terminated or the transactions contemplated by this Agreement hereby shall otherwise fail to be consummated, each party the Bank shall promptly upon request cause all copies of documents or extracts thereof containing information and data as to another party hereto Parent and its Subsidiaries to be returned to the party which furnished the same. No investigation by either party of the business and affairs of the other shall affect or be deemed to modify or waive any representation, warranty, covenant or agreement in this Agreement, or the conditions to either party’s obligation to consummate the transactions contemplated by this AgreementParent. (d) During the period from the date of this Agreement to the Effective Time, as soon as reasonably practicable after they become available, but in no event more than 30 days after the end of each calendar month ending after the date hereof, Limestone will furnish to Peoples (i) consolidated financial statements (including balance sheets, statements of operations and stockholders’ equity) of Limestone or any of its Subsidiaries (to the extent available) as of and for such month then ended, (ii) internal management reports showing actual financial performance against plan and previous period, and (iii) to the extent permitted by applicable law, any reports provided to the Limestone Board or any committee thereof relating to the financial performance and risk management of Limestone or any of its Subsidiaries.

Access; Information. (a) Upon reasonable notice and subject to applicable laws relating to the exchange of information, Limestone PWOD shall, and shall cause each of its Subsidiaries to, afford Representatives of PeoplesNWBI, reasonable access, during normal business hours during the period prior to the Effective Time, to all its properties, books, contracts, commitments and records, and, during such period, Limestone PWOD shall, and shall cause its Subsidiaries to, make available to Peoples NWBI (i) a copy of each report, schedule, registration statement and other documents filed or received by it during such period pursuant to the requirements of federal securities laws or federal or state banking or insurance laws, and (ii) all other information concerning its business, properties and personnel as Peoples NWBI may reasonably request, including periodic updates of the information provided in Section 5.01(hh). Limestone PWOD shall invite one Representative of Peoples NWBI selected by Peoples NWBI from time to time to attend, solely as an observer, all meetings of the Limestone PWOD Board (and committees thereof) and Limestone ), Luzerne Bank board (including Limestone Bank’s loan committee) and Jersey Shore State Bank board after the date of this Agreement; provided, however, that in no event shall such Peoples NWBI Representative be invited to or permitted to attend any executive session of LimestonePWOD’s Board, Limestone Luzerne Bank’s board or Jersey Shore State Bank’s board or any meeting at which Limestone PWOD reasonably determines that such attendance is inconsistent with the fiduciary obligations obligations, attorney-client privilege or confidentiality requirements of the Limestone Board PWOD Board, Luzerne Bank’s board or Limestone Bank Jersey Shore State Bank’s board, as applicable. Upon the reasonable request of LimestonePWOD, Peoples NWBI shall furnish such reasonable information about it and its business as is relevant to Limestone PWOD and its shareholders in connection with the transactions contemplated by this Agreement. Neither Limestone PWOD nor PeoplesNWBI, nor any of their Subsidiaries shall be required to provide access to or to disclose information where such access or disclosure would jeopardize the attorney-client privilege of such party or its Subsidiaries or contravene any law, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreement. The parties shall make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. (b) Neither Limestone PWOD nor Peoples willNWBI shall, nor shall either party’s Representatives, use any information obtained pursuant to this Section 6.05 (as well as any other information obtained prior to the date hereof in connection with the entering into of this Agreement) for any purpose unrelated to the consummation of the transactions contemplated by this Agreement, and such information will be subject to the confidentiality provisions of Section 6.16. (c) In the event that this Agreement is terminated or the transactions contemplated by this Agreement shall otherwise fail to be consummated, each party shall promptly upon request cause all copies of documents or extracts thereof containing information and data as to another party hereto to be returned to the party which furnished the same. No investigation by either party of the business and affairs of the other shall affect or be deemed to modify or waive any representation, warranty, covenant or agreement in this Agreement, or the conditions to either party’s obligation to consummate the transactions contemplated by this Agreement. (d) During the period from the date of this Agreement to the Effective Time, as soon as reasonably practicable after they become available, but in no event more than 30 days after the end of each calendar month ending after the date hereof, Limestone PWOD will furnish to Peoples NWBI (i) consolidated financial statements (including balance sheets, statements of operations and stockholders’ equity) of Limestone PWOD or any of its Subsidiaries (to the extent available) as of and for such month then ended, (ii) internal management reports showing actual financial performance against plan and previous period, and (iii) to the extent permitted by applicable law, any reports provided to the Limestone Board or any committee thereof relating to the financial performance and risk management of Limestone or any of its Subsidiaries.for

Access; Information. (a) Upon The Company agrees that upon reasonable notice and subject to applicable laws Laws relating to the exchange of information, Limestone shall, it shall afford HEOP and shall cause each of its Subsidiaries to, afford HEOP’s Representatives of Peoples, reasonable access, access during normal business hours during throughout the period prior to the Effective TimeTime to the books, to all its records (including, without limitation, Tax Returns and work papers of independent auditors), Contracts, properties, books, contracts, commitments personnel and records, and, during advisors of the Company and to such period, Limestone shallother information relating to the Company and the Company Subsidiaries as HEOP may reasonably request, and shall cause its Subsidiaries the Company further agrees to continue to respond to, make available support and work with HEOP and its advisors with respect to Peoples the reasonable due diligence requests of HEOP.. The Company agrees to furnish promptly to HEOP (i) a copy of each report, schedule, registration statement and other documents filed or document received by it during such period pursuant to the requirements of federal securities laws and federal and state banking, lending, consumer finance and privacy laws, subject to any applicable restrictions limiting the Company’s ability to furnish to HEOP confidential supervisory information relating to the Company or federal or state banking or insurance lawsthe Company Subsidiaries, and (ii) all other information concerning its the business, properties and personnel of the Company and the Company Subsidiaries as Peoples HEOP may reasonably request. The Company also agrees to furnish to HEOP a copy of (I) each report, including periodic updates schedule, registration statement and other document required to be furnished, filed or otherwise submitted during such period pursuant to the requirements of the information provided federal securities laws and federal and state banking, lending, consumer finance and privacy laws at least three (3) Business Days in Section 5.01(hh). Limestone shall invite one Representative advance of Peoples selected by Peoples from time to time to attend, solely as an observer, all meetings of the Limestone Board (and committees thereof) and Limestone Bank board (including Limestone Bank’s loan committee) after the date of this Agreement; providedsubmission so that HEOP will have the opportunity to review the same and offer any comments it may have in advance of submission, however, that in no event shall such Peoples Representative be invited to or permitted to attend any executive session of Limestone’s Board, Limestone Bank’s board or any meeting at which Limestone reasonably determines that such attendance is inconsistent with and (II) monthly financial statements for the fiduciary obligations or confidentiality requirements Company and the Company Bank within fifteen (15) days of the Limestone Board or Limestone Bank boardend of the month covered by such financial statements. (b) Without limiting the generality of Section 6.04(a), as applicable. Upon prior to the reasonable request Effective Time, HEOP and HEOP’s Representatives shall have the right to conduct a review to determine (i) that the assets, books, records and operations of Limestone, Peoples shall furnish such reasonable information about it the Company are in satisfactory condition and its business as is relevant to Limestone and its shareholders will not in connection with an other than immaterial way adversely impact HEOP after consummation of the transactions contemplated by this Agreement. Neither Limestone nor Peopleshereby and (ii) the accuracy of the representations and warranties and the satisfaction of the conditions to closing as provided hereunder. (c) The Company agrees that, nor any subject to applicable Laws, it shall cooperate in good faith with HEOP on operating issues which HEOP identifies take priority, including developing and implementing plans for integration and conversion and other matters affecting branches, customers and back office operations. (d) HEOP agrees that, upon reasonable notice and subject to applicable Laws relating to the exchange of their Subsidiaries information, it shall be required to provide afford the Company and its Representatives such access to or HEOP’s personnel as the Company may reasonably request and such books and records of HEOP as is substantially similar in scope as provided to disclose information where such access or disclosure would jeopardize the attorney-client privilege of such party or Company in its Subsidiaries or contravene any law, judgment, decree, fiduciary duty or binding agreement entered into due diligence review prior to the date of this Agreement. The parties shall make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. (be) Neither Limestone nor Peoples will, nor shall either party’s Representatives, use any All information obtained furnished pursuant to this Section 6.05 (as well as any other information obtained prior to the date hereof in connection with the entering into of this Agreement) for any purpose unrelated to the consummation of the transactions contemplated by this Agreement, and such information will 6.04 shall be subject to the confidentiality provisions of the letter agreement, dated as of August 27, 2013 between HEOP and the Company (the “Confidentiality Agreement”). Such Confidentiality Agreement is hereby amended to incorporate the provisions of Section 6.169.08 and Section 9.09 of this Agreement and to delete any inconsistent provisions in the Confidentiality Agreement. (cf) In the event that this Agreement is terminated or the transactions contemplated by this Agreement shall otherwise fail to be consummated, each party shall promptly upon request cause all copies of documents or extracts thereof containing information and data as to another party hereto to be returned to the party which furnished the same. No investigation by either party of the business and affairs of the other party shall affect or be deemed to modify or waive any representation, warranty, covenant or agreement in this Agreement, or the conditions to either such party’s obligation to consummate the transactions contemplated by this Agreement. (d) During the period from the date of this Agreement to the Effective Time, as soon as reasonably practicable after they become available, but in no event more than 30 days after the end of each calendar month ending after the date hereof, Limestone will furnish to Peoples (i) consolidated financial statements (including balance sheets, statements of operations and stockholders’ equity) of Limestone or any of its Subsidiaries (to the extent available) as of and for such month then ended, (ii) internal management reports showing actual financial performance against plan and previous period, and (iii) to the extent permitted by applicable law, any reports provided to the Limestone Board or any committee thereof relating to the financial performance and risk management of Limestone or any of its Subsidiaries.

Access; Information. (a) Upon reasonable notice PDI hereby covenants to and subject to applicable laws relating to the exchange of information, Limestone shallagrees with Celestial, and Celestial hereby covenants to and agrees with PDI, that upon reasonable notice, it shall cause each of afford the other party and its Subsidiaries toofficers, afford Representatives of Peoplesemployees, reasonable counsel, accountants and other authorized representatives, access, during normal business hours during throughout the period prior to the Effective Time, to all of its properties, books, contracts, commitments and records, records and, during such period, Limestone shall, and it shall cause its Subsidiaries to, make available furnish promptly to Peoples the other (i) a copy of each material report, schedule, registration statement schedule and other documents document filed or received by it during such period pursuant to the requirements of federal securities laws or federal or state banking or insurance securities laws, and (ii) all other information concerning its the business, properties and personnel of it as Peoples the other may reasonably request, including periodic updates of the information provided in Section 5.01(hh). Limestone shall invite one Representative of Peoples selected by Peoples from time to time to attend, solely as an observer, all meetings of the Limestone Board (and committees thereof) and Limestone Bank board (including Limestone Bank’s loan committee) after the date of this Agreement; provided, however, that in no event shall such Peoples Representative be invited to or permitted to attend any executive session of Limestone’s Board, Limestone Bank’s board or any meeting at which Limestone reasonably determines that such attendance is inconsistent with the fiduciary obligations or confidentiality requirements of the Limestone Board or Limestone Bank board, as applicable. Upon the reasonable request of Limestone, Peoples shall furnish such reasonable information about it and its business as is relevant to Limestone and its shareholders in connection with the transactions contemplated by this Agreement. Neither Limestone nor PeoplesCelestial or PDI, nor any of their Subsidiaries respective subsidiaries, shall be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of its customers, jeopardize the attorney-client or similar privilege of with respect to such party or its Subsidiaries information or contravene any law, rule, regulation, order, judgment, decree, fiduciary duty or binding agreement entered into prior to the date of this Agreementhereof. The parties shall will use their reasonable best efforts to make appropriate substitute disclosure arrangements under arrangements, to the extent practicable, in circumstances in which the restrictions of the preceding sentence apply. (b) Neither Limestone nor Peoples will, nor party shall either party’s Representatives, use any information obtained pursuant to this Section 6.05 (as well as any other information obtained prior to the date hereof in connection with the entering into of this Agreement) 6.5 for any purpose unrelated to the consummation of the transactions contemplated by this AgreementAgreement and, if this Agreement is terminated, will hold all information and documents obtained pursuant to this paragraph in confidence (as provided in Section 6.7) unless and until such time as such information will or documents become publicly available other than by reason of any action or failure to act by the party required to hold such information in confidence or as such party is advised by counsel that any such information or document is required by applicable law to be subject to the confidentiality provisions of Section 6.16disclosed. (c) In the event that this Agreement is terminated or the transactions contemplated by this Agreement shall otherwise fail to be consummated, each party shall promptly upon request cause all copies of documents or extracts thereof containing information and data as to another party hereto to be returned to the party which furnished the same. No investigation by either party of the business and affairs of the other shall affect or be deemed to modify or waive any representation, warranty, covenant or agreement in this Agreement, or the conditions to either party’s 's obligation to consummate the transactions contemplated by this Agreement. (d) During the period from the date of this Agreement to the Effective Time, as soon as reasonably practicable after they become available, but in no event more than 30 days after the end of each calendar month ending after the date hereof, Limestone will furnish to Peoples (i) consolidated financial statements (including balance sheets, statements of operations and stockholders’ equity) of Limestone or any of its Subsidiaries (to the extent available) as of and for such month then ended, (ii) internal management reports showing actual financial performance against plan and previous period, and (iii) to the extent permitted by applicable law, any reports provided to the Limestone Board or any committee thereof relating to the financial performance and risk management of Limestone or any of its Subsidiaries.