CALIFORNIA ACTIVITIES Clause Samples

CALIFORNIA ACTIVITIES. Except as set forth in Section 9.8 and in the proviso to this Section 9.7, Zions agrees that until the earlier of (a) April 1, 2003 and (b) the date the Investors no longer own any shares of Bank Common Stock, it will not (i) own another insured depository institution (as such term in defined in the FDIA) with its principal office in California, (ii) permit any of its insured depository institution Subsidiaries other than the Bank to maintain branches in California or (iii) engage in any manner either from within or outside California in any banking business in California; provided that, Zions may, directly or indirectly, engage in (A) normal marketing and related banking activities associated with branches located in communities in a state adjacent to California and within 50 miles from the California border provided that such activities are conducted only within the branch's normal market area, (B) activities with customers located (i) outside California which either move to or have operations in California or (ii) in California but open an unsolicited account at a branch located outside California of an insured depository institution owned by Zions, (C) activities set forth on Exhibit D hereto and (D) activities which whether as a result of the purchase of an existing operation or the establishment of such activities internally by Zions, provide products or services to customers in California; provided in the case of this clause (D) that (x) such products and services are offered to customers of Zions' other insured depository institution Subsidiaries and (y) revenues and costs from such activities are equitably and fully allocated to the Bank and such other Subsidiaries.