Common use of Loan Portfolio Clause in Contracts

Loan Portfolio. (1) Except as set forth in Section 2.2(w)(1) of the Company Disclosure Schedule, as of the date hereof, none of the Company, the Bank or any Subsidiary is a party to (A) any written or oral loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”), other than any Loan the unpaid principal balance of which does not exceed $50,000, under the terms of which the obligor was, as of March 31, 2010, over 90 days delinquent in payment of principal or interest or in default of any other provision, or (B) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder of the Company, the Bank or any Subsidiary, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w) of the Company Disclosure Schedule sets forth (x) all of the Loans in original principal amount in excess of $50,000 of the Company, the Bank or any of the Subsidiaries that as of March 31, 2010 were classified by the Company or the Bank or any regulatory examiner as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (z) each asset of the Company or the Bank that as of March 31, 2010 was classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except As of the date hereof, except as set forth in Section 2.2(w)(13.25(a) of the Company Sterling Disclosure Schedule, as neither Sterling nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”)) in which Sterling or any Subsidiary of Sterling is a creditor which as of December 31, other than any Loan the unpaid principal 2020, had an outstanding balance of which does not exceed $50,000, 10,000,000 or more and under the terms of which the obligor was, as of March December 31, 20102020, over 90 ninety (90) days or more delinquent in payment of principal or interest or interest. Set forth in default of any other provision, or (B) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder of the Company, the Bank or any Subsidiary, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w3.25(a) of the Company Sterling Disclosure Schedule sets forth is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of Sterling and its Subsidiaries that, as of December 31, 2020, had an outstanding balance of $50,000 of the Company, the Bank 10,000,000 or any of the Subsidiaries that as of March 31, 2010 more and were classified by the Company or the Bank or any regulatory examiner Sterling as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) together with the aggregate principal amount and accrued and unpaid interest on such Loans, by category of Loan (i.e.e.g., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (zB) each asset of the Company Sterling or the Bank that any of its Subsidiaries that, as of March December 31, 2010 was 2020, is classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except As of the date hereof, except as set forth in Section 2.2(w)(13.25(a) of the Company Boston Private Disclosure Schedule, as neither Boston Private nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”)) in which Boston Private or any Subsidiary of Boston Private is a creditor that, other than any Loan the unpaid principal as of September 30, 2020, had an outstanding balance of which does not exceed $50,000, 1,000,000 or more and under the terms of which the obligor was, as of March 31September 30, 20102020, over 90 ninety (90) days or more delinquent in payment of principal or interest or interest. Set forth in default of any other provision, or (B) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder of the Company, the Bank or any Subsidiary, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w3.25(a) of the Company Boston Private Disclosure Schedule sets forth is a true, correct and complete list of (A) all the Loans of Boston Private and its Subsidiaries that, as of September 30, 2020 (x) all of the Loans in original principal amount in excess had an outstanding balance of $50,000 of the Company, the Bank 1,000,000 or any of the Subsidiaries that as of March 31, 2010 more and were classified by the Company Boston Private as “Watch List” or the Bank words of similar import, (y) had an outstanding balance of $500,000 or any regulatory examiner more and were classified by Boston Private as “Special Mention,” “Other Loans Specially Mentioned,” “Special Mention,Criticized” or words of similar import and (z) were classified by Boston Private as “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch ListTroubled Debt Restructuring” or words of similar import, in each case, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans, by category of Loan (e.g., commercial, consumer, etc.), together with the aggregate principal amount of all such Loans by category (provided, that, in determining the aggregate principal amount of all such Loans by category, Loans shall be included without regard to the outstanding balance amounts set forth in clauses (x) and (y) above), (B) all the Loans of Boston Private and its Subsidiaries that, as of March 31September 30, 2010 2020, had an outstanding balance of $1,000,000 or more and for which interest or principal has been deferred since January 1, 2020 and (zC) each asset of the Company Boston Private or the Bank that any of its Subsidiaries that, as of March 31September 30, 2010 was 2020, is classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(13.17(a)(i) of the Company Disclosure ScheduleLetter, as of the date hereof, none neither the Company nor any of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”), other than any Loan the unpaid principal balance of which does not exceed $50,000, under the terms of which the obligor was, as of March 31, 2010, over 90 days delinquent in payment of principal or interest or in default of any other provision, or (B) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder principal stockholder (as such terms are defined in Regulation O of the Company, Federal Reserve (12 C.F.R. Part 215)) of the Bank Company or any Subsidiary, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoingits Subsidiaries. Section 2.2(w3.17(a)(ii) of the Company Disclosure Schedule Letter sets forth (x) all of the Loans in original principal amount in excess of $50,000 of the Company, the Bank Company or any of the its Subsidiaries that as of March 31, 2010 2014 were (A) in default or contractually past due ninety (90) days or more with respect to the payment or principal or interest or on non-accrual status or (B) classified by the Company or the Bank any of its Subsidiaries or any regulatory examiner as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 the date hereof and the identity of the borrower thereunder, (y) by category of Loan loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank Company and the its Subsidiaries that as of March 31, 2010 the date hereof were classified as suchprovided in clause (x)(B), together with the aggregate principal amount of and any accrued and unpaid interest on such Loans by category as of March 31, 2010 2014 and (z) each asset of the Company or the Bank and its Subsidiaries that as of March 31, 2010 2014 was classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(1) of the Company Disclosure Schedule, as As of the date hereof, none neither CenterState nor any of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”)) in which CenterState or any Subsidiary of CenterState is a creditor that, other than any Loan the unpaid principal as of September 30, 2019, had an outstanding balance of which does not exceed $50,000, 1,000,000 or more and under the terms of which the obligor was, as of March 31September 30, 20102019, over 90 ninety (90) days or more delinquent in payment of principal or interest or in default of any other provisioninterest, or (Bii) Loan in excess of $50,000 Loans with any director, executive officer or five percent (5%) or greater shareholder of the Company, the Bank CenterState or any Subsidiaryof its Subsidiaries, or to the knowledge of the CompanyCenterState, any person, corporation or enterprise controlling, controlled by or under common control with affiliate of any of the foregoing. Set forth in Section 2.2(w3.26(a) of the Company CenterState Disclosure Schedule sets forth is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of CenterState and its Subsidiaries that, as of September 30, 2019, had an outstanding balance of $50,000 of the Company, the Bank or any of the Subsidiaries that as of March 31, 2010 1,000,000 and were classified by the Company or the Bank or any regulatory examiner CenterState as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans, by category of Loan (e.g., commercial, consumer, etc.), together with the aggregate principal amount of such Loans by category as of March 31, 2010 and (zB) each asset of the Company CenterState or the Bank that any of its Subsidiaries that, as of March 31September 30, 2010 was 2019, is classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except as may be set forth in Section 2.2(w)(1) 5.20 of the Company Parent Disclosure Schedule, as neither Parent nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assetsi) (collectively, “Loans”)Loan, other than any Loan Loans the unpaid principal balance of which does not exceed $50,000500,000, under the terms of which the obligor was, as of March January 31, 20102002, over 90 days delinquent in payment of principal or interest or in default of any other provision, or (Bii) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder stockholder of the Company, the Bank Parent or any Subsidiaryof its Subsidiaries, or to the knowledge of the CompanyParent, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w) 5.20 of the Company Parent Disclosure Schedule sets forth (xi) all of the Loans in original principal amount in excess of $50,000 500,000 of the Company, the Bank Parent or any of the its Subsidiaries that as of March January 31, 2010 2002, were classified by the Company any bank examiner (whether regulatory or the Bank or any regulatory examiner internal) as “"Other Loans Specially Mentioned,” “", "Special Mention,” “", "Substandard,” “", "Doubtful,” “", "Loss,” “", "Classified,” “", "Criticized,” “", "Credit Risk Assets,” “", "Concerned Loans,” “", "Watch List” " or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (yii) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank Parent and the its Subsidiaries that as of March January 31, 2010 2002, were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31category, 2010 and (ziii) each asset of the Company or the Bank Parent that as of March January 31, 2010 2002, was classified as “"Other Real Estate Owned” " and the book value thereof.

Loan Portfolio. (1a) Except As of the date hereof, except as set forth in Section 2.2(w)(13.25(a) of the Company Disclosure Schedule, as neither the Company nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”)) in which the Company or any Subsidiary of the Company is a creditor which as of September 30, other than any Loan the unpaid principal 2015, had an outstanding balance of which does not exceed $50,000, 1,000,000 or more and under the terms of which the obligor was, as of March 31September 30, 20102015, over 90 ninety (90) days or more delinquent in payment of principal or interest or in default of any other provisioninterest, or (Bii) Loan in excess of $50,000 Loans with any director, executive officer or five percent 5% or greater shareholder stockholder of the Company, the Bank Company or any Subsidiaryof its Subsidiaries, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with affiliate of any of the foregoing. Set forth in Section 2.2(w3.25(a) of the Company Disclosure Schedule sets forth is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of $50,000 of the CompanyCompany and its Subsidiaries that, the Bank or any of the Subsidiaries that as of March 31September 30, 2010 2015, were classified by the Company or the Bank or any regulatory examiner as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount, principal write-off amount and net principal of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) together with the aggregate principal amount, principal write-off amount and net principal of such Loans, by category of Loan (i.e.e.g., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (zB) each asset of the Company or the Bank that any of its Subsidiaries that, as of March 31September 30, 2010 was 2015, is classified as “Other Real Estate Owned” and the book value thereof. The foregoing lists shall not be considered disclosed for any other purposes of the Agreement.

Loan Portfolio. (1a) Except As of the date hereof, except as set forth in Section 2.2(w)(14.25(a) of the Company LINK Disclosure Schedule, as neither LINK nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loanLoans with any Borrower in which LINK or any Subsidiary of LINK is a creditor which as of December 31, loan agreement2022, note or borrowing arrangement (including leases, credit enhancements, had an outstanding balance plus unfunded commitments, guarantees if any Total Borrower Commitment of $100,000 or more and interest-bearing assets) (collectively, “Loans”), other than any Loan the unpaid principal balance of which does not exceed $50,000, under the terms of which the obligor Borrower was, as of March December 31, 20102022, over 90 ninety (90) days or more delinquent in payment of principal or interest or in default of any other provisioninterest, or (Bii) Loan in excess of $50,000 Loans with any director, executive officer or five percent 5% or greater shareholder of the Company, the Bank LINK or any Subsidiaryof its Subsidiaries, or to the knowledge of the CompanyLINK, any person, corporation or enterprise controlling, controlled by or under common control with affiliate of any of the foregoing. Set forth in Section 2.2(w4.25(a) of the Company LINK Disclosure Schedule sets forth is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of $50,000 of the CompanyLINK and its Subsidiaries that, the Bank or any of the Subsidiaries that as of March December 31, 2010 2022, were classified by the Company or the Bank or any regulatory examiner LINK as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans, by category of Loan (e.g., commercial, consumer, etc.), together with the aggregate principal amount of such Loans by category as of March 31, 2010 and (zB) each asset of the Company LINK or the Bank that any of its Subsidiaries that, as of March December 31, 2010 was 2022, is classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except As of the date hereof, except as set forth in Section 2.2(w)(13.26(a) of the Company Disclosure Schedule, as neither the Company nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”)) in which the Company or any of its Subsidiaries is a creditor and that, other than any Loan the unpaid principal as of June 30, 2019, had an outstanding balance of which does not exceed $50,000, 100,000 or more and under the terms of which the obligor was, as of March 31June 30, 20102019, over 90 days or more delinquent in payment of principal or interest or in default of any other provisioninterest, or (Bii) Loan in excess of $50,000 Loans with any director, executive officer or five percent 5% or greater shareholder of the Company, the Bank Company or any Subsidiaryof its Subsidiaries, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with affiliate of any of the foregoing. Set forth in Section 2.2(w3.26(a) of the Company Disclosure Schedule sets forth is a true, correct and complete list of (xiii) all of the Loans in original principal amount in excess of $50,000 of the CompanyCompany and its Subsidiaries that, the Bank or any of the Subsidiaries that as of March 31June 30, 2010 2019, were classified by the Company or the Bank or any regulatory examiner as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans, by category of Loan (e.g., commercial, consumer, etc.), together with the aggregate principal amount of such Loans by category as of March 31, 2010 and (ziv) each asset of the Company or the Bank that any of its Subsidiaries that, as of March 31June 30, 2010 was 2019, is classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1i) Except as set forth in Section 2.2(w)(13.02(v) of the Company Disclosure Schedule, as of the date hereof, none neither the Company nor any of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (1) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”), other than any Loan the unpaid principal balance of which does not exceed $50,000250,000, under the terms of which the obligor was, as of March January 31, 20102012, over 90 ninety (90) days delinquent in payment of principal or interest or or, to the Knowledge of the Company, in default of any other provision, material provision or (B2) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder stockholder of the Company, the Bank Company or any Subsidiaryof its Subsidiaries, or to the knowledge Knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w3.02(v) of the Company Disclosure Schedule sets forth (xA) all of the Loans in original principal amount in excess of $50,000 250,000 of the Company, the Bank Company or any of the its Subsidiaries that as of March January 31, 2010 2012 were classified by the Company or the Bank or any regulatory examiner as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March January 31, 2010 2012 and the identity of the borrower thereunderthereunder (and since December 31, 2009 there have been no such classifications by any Governmental Entity that are not so classified by the Company), (yB) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Company or any of its Subsidiaries that as of March January 31, 2010 2012 were classified as such, together with the aggregate principal amount of and aggregate accrued and unpaid interest on such Loans by category as of March January 31, 2010 2012, and (zC) each asset of the Company or the Bank that as of March January 31, 2010 2012 was classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except as may be set forth in Section 2.2(w)(14.20(a) of the Company Disclosure Schedule, as neither the Company nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, (i) loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”), other than (x) any Loan the unpaid principal balance of which does not exceed $50,000250,000, under the terms of which the obligor was, as of March 31September 30, 20102003, over 90 days delinquent in payment of principal or interest or (y) to the knowledge of the Company, any Loan the unpaid principal balance of which does not exceed $1,000,000 and which the obligor is in material default of any other provisionprovision under such Loan (for purposes of this clause (y), the failure of a borrower to deliver financial and other data on a timely basis to the Company as required by the relevant loan agreement shall not deemed a material default), or (Bii) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder of the Company, the Bank Company or any Subsidiaryof its Subsidiaries, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w4.20(a) of the Company Disclosure Schedule sets forth (xi) all of the Loans in original principal amount in excess of $50,000 250,000 of the Company, the Bank Company or any of the its Subsidiaries that as of March 31September 30, 2010 2003, were classified by the Company any bank examiner (whether regulatory or the Bank or any regulatory examiner internal) as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 such date and the identity of the borrower thereunder, (yii) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank Company and the its Subsidiaries that as of March 31September 30, 2010 2003, were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (ziii) each asset of the Company or the Bank that as of March 31September 30, 2010 2003, was classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(14.16(a) of the Company Simplicity Disclosure Schedule, as of the date hereof, none neither Simplicity nor any of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”), other than any Loan the unpaid principal balance of which does not exceed exceeds $50,000, under the terms of which the obligor was, as of March 31June 30, 20102014, over more than 90 days delinquent in payment of principal or interest or in default of any other provision, provision or (Bii) Loan in excess of $50,000 with any director, director or executive officer or five percent or greater shareholder of the Company, the Bank Simplicity or any Subsidiaryof its Subsidiaries or, or to the knowledge Knowledge of the CompanySimplicity, any person, corporation or enterprise controlling, controlled by or under common control with Affiliate of any of the foregoing. Section 2.2(w4.16(a) of the Company Simplicity Disclosure Schedule sets forth (x) all of the Loans in original principal amount in excess of $50,000 100,000 of the Company, the Bank Simplicity or any of the its Subsidiaries that as of March 31June 30, 2010 2014, were classified by the Company Simplicity or the Bank any of its Subsidiaries or any regulatory examiner as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar importimport (“Classified Loans”), together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31June 30, 2010 and the identity of the borrower thereunder2014, (y) by category of Loan loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Simplicity or any of its Subsidiaries that as of March 31June 30, 2010 2014, were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31June 30, 2010 2014, and (z) each asset of the Company Simplicity or the Bank any of its Subsidiaries that as of March 31June 30, 2010 2014, was classified as “Other Real Estate OwnedOREO” and the book value thereof. Simplicity has separately disclosed in compliance with applicable Law the identity of the borrowers and guarantors of each Loan identified in Section 4.16(a) of the Simplicity Disclosure Schedule.

Loan Portfolio. (1a) Except As of the date hereof, except as set forth in Section 2.2(w)(13.26(a) of the Company Disclosure Schedule, as neither the Company nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”)) in which the Company or any of its Subsidiaries is a creditor and that, other than any Loan the unpaid principal as of June 30, 2021, had an outstanding balance of which does not exceed $50,000, 100,000 or more and under the terms of which the obligor was, as of March 31June 30, 20102021, over 90 days or more delinquent in payment of principal or interest or in default of any other provisioninterest, or (Bii) Loan in excess of $50,000 Loans with any director, executive officer or five percent 5% or greater shareholder stockholder of the Company, the Bank Company or any Subsidiaryof its Subsidiaries, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with affiliate of any of the foregoing. Set forth in Section 2.2(w3.26(a) of the Company Disclosure Schedule sets forth is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of $50,000 of the CompanyCompany and its Subsidiaries that, the Bank or any of the Subsidiaries that as of March 31June 30, 2010 2021, were classified by the Company or the Bank or any regulatory examiner as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans, by category of Loan (e.g., commercial, consumer, etc.), together with the aggregate principal amount of such Loans by category as of March 31, 2010 and (zB) each asset of the Company or the Bank that any of its Subsidiaries that, as of March 31June 30, 2010 was 2021, is classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(1) 3.21 of the Company Disclosure Schedule, as of February 28, 1997, neither the date hereof, none Company nor any of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, (i) loan agreement, note or borrowing arrangement (including including, without limitation, leases, credit enhancements, commitments, guarantees commitments and interest-bearing assetsguarantees) (collectively, “"Loans”"), other than any Loan Loans the unpaid principal balance of which does not exceed $50,000250,000, under the terms of which the obligor wasis, as of March 31, 2010the date of this Agreement, over 90 days delinquent in payment of principal or interest or in default of any other material provision, or (Bii) Loan in excess as of $50,000 the date of this Agreement with any director, executive officer or five percent or greater shareholder or, to the best of the Company's knowledge, greater than five percent stockholder of the Bank Company or any Subsidiaryof its Subsidiaries, or to the best knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing, other than Loans the unpaid principal balance of which does not exceed $150,000. Section 2.2(w) 3.21 of the Company Disclosure Schedule sets forth (xi) all of the Loans in original principal amount in excess of $50,000 250,000 of the Company, the Bank Company or any of the its Subsidiaries that as of March 31, 2010 were the date of this Agreement are classified by the Company any bank examiner (whether regulatory or the Bank or any regulatory examiner internal) as “"Other Loans Specially Mentioned,” “", "Special Mention,” “" "Substandard,” “", "Doubtful,” “", "Loss,” “", "Classified,” “", "Criticized,” “", "Credit Risk Assets,” “", "Concerned Loans,” “", "Watch List” " or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (yii) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank Company and the its Subsidiaries that as of March 31, 2010 were the date of this Agreement are classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (ziii) each asset of the Company or the Bank that as of March 31, 2010 was the date of this Agreement is classified as “"Other Real Estate Owned” " and the book value thereof.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(1) Neither Buyer nor any of the Company Disclosure Schedule, as of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assetsi) (collectively, “Loans”)Loan, other than any Loan the unpaid principal balance of which does not exceed $50,0001,000,000, under the terms of which the obligor wasis, as of March 31, 2010the date of this Agreement, over 90 days delinquent in payment of principal or interest or in default of any other provision, or (Bii) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder stockholder of the Company, the Bank Buyer or any Subsidiaryof its Subsidiaries, or to the knowledge of the CompanyBuyer, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w) 5.23 of the Company Buyer Disclosure Schedule sets forth (xi) all of the Loans in original principal amount in excess of $50,000 1,000,000 of the Company, the Bank Buyer or any of the its Subsidiaries that as of March 31, 2010 were the date of this Agreement are classified by the Company any bank examiner (whether regulatory or the Bank or any regulatory examiner internal) as “"Other Loans Specially Mentioned,” “", "Special Mention,” “", "Substandard,” “", "Doubtful,” “", "Loss,” “", "Classified,” “", "Criticized,” “", "Credit Risk Assets,” “", "Concerned Loans,” “", "Watch List” " or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (yii) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank Buyer and the its Subsidiaries that as of March 31, 2010 were the date of this Agreement are classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (ziii) each asset of the Company or the Bank Buyer that as of March 31, 2010 was the date of this Agreement is classified as “"Other Real Estate Owned” " and the book value thereof.

Loan Portfolio. (1a) Except as may be set forth in Section 2.2(w)(14.20(a) of the Company Disclosure Schedule, as neither the Company nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, (i) loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”), other than any Loan (x) the unpaid principal balance of which does not exceed exceeds $50,000100,000, and under the terms of which the obligor was, as of March 31September 30, 2010, over 90 days delinquent in payment of principal or interest or (y) to the knowledge of the Company, the unpaid principal balance of which exceeds $200,000 and which the obligor is in material default of any other provisionprovision under such Loan (for purposes of this clause (y), the failure of a borrower to deliver financial and other data on a timely basis to the Company as required by the relevant loan agreement shall not deemed a material default), or (Bii) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder of the Company, the Bank Company or any Subsidiaryof its Subsidiaries, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w4.20(a) of the Company Disclosure Schedule sets forth (xi) all of the Loans in original principal amount in excess of $50,000 100,000 of the Company, the Bank Company or any of the its Subsidiaries that as of March 31September 30, 2010 2010, were classified by the Company any bank examiner (whether regulatory or the Bank or any regulatory examiner internal) as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 such date and the identity of the borrower thereunder, (yii) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank Company and the its Subsidiaries that as of March 31September 30, 2010 2010, were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (ziii) each asset of the Company or the Bank that as of March 31September 30, 2010 2010, was classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(1) on PSB Disclosure Schedule 3.22(a), neither PSB nor any of the Company Disclosure Schedule, as of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assetsi) (collectively, “Loans”), other than any Loan the unpaid principal balance of which does not exceed $50,000, Loans under the terms of which the obligor was, as of March 31September 30, 20102022, over 90 ninety (90) days or more delinquent in payment of principal or interest or or, to the knowledge of PSB, in default of any other provision, or (Bii) Loan in excess of $50,000 Loans with any director, executive officer or five percent 5% or greater shareholder of the Company, the Bank PSB or any Subsidiaryof its Subsidiaries, or to the knowledge of the CompanyPSB, any person, corporation or enterprise controlling, controlled by or under common control with affiliate of any of the foregoing. Section 2.2(w) of the Company Set forth in PSB Disclosure Schedule sets forth 3.22(a)(1) is a true, correct and complete list of (xi) all of the Loans in original principal amount in excess of $50,000 of the CompanyPSB and its Subsidiaries that, the Bank or any of the Subsidiaries that as of March 31September 30, 2010 2022, were classified by the Company or the Bank or any regulatory examiner PSB as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (yii) by category of Loan (i.e., commercialcommercial real estate, commercial and industrial, consumer, etc.other), all of the other Loans of the CompanyPSB and its Subsidiaries that, the Bank and the Subsidiaries that as of March 31September 30, 2010 2022, were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31category, 2010 and (ziii) each asset of the Company PSB or the Bank that any of its Subsidiaries that, as of March 31September 30, 2010 2022, was classified as “Other Real Estate Owned” (“OREO”) and the book value thereof; it being understood and agreed that the Loans referenced in clauses (i) and (ii) of this sentence include any Loans so classified by PSB or by any Governmental Entity.

Loan Portfolio. (1) Except as set forth in Section 2.2(w)(1) of the Company Disclosure Schedule, as of the date hereofApril 29, 2011, none of the Company, the Bank or any Subsidiary is a party to (A) any written or oral loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”), other than any Loan the unpaid principal balance of which does not exceed $50,000, under the terms of which the obligor was, as of March 31, 20102011, over 90 days delinquent in payment of principal or interest or in default of any other provision, or (B) Loan in excess of $50,000 100,000 with any director, executive officer or five percent or greater shareholder of the Company, the Bank or any Subsidiary, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w) of the Company Disclosure Schedule sets forth (x) all of the Loans in original principal amount in excess of $50,000 100,000 of the Company, the Bank or any of the Subsidiaries that as of March 31, 2010 2011 were classified by the Company or the Bank or any regulatory examiner as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 2011 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 2011 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 2011 and (z) each asset of the Company or the Bank that as of March 31, 2010 2011 was classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except As of the date hereof, except as set forth in Section 2.2(w)(13.25(a) of the Company Partners Disclosure Schedule, as neither Partners nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”) with any borrower (each, a “Borrower”) in which Partners or any Subsidiary of Partners is a creditor which as of December 31, 2022, had an outstanding balance plus unfunded commitments, if any (collectively, the “Total Borrower Commitment”), other than any Loan the unpaid principal balance of which does not exceed $50,000, 100,000 or more and under the terms of which the obligor Borrower was, as of March December 31, 20102022, over 90 ninety (90) days or more delinquent in payment of principal or interest or in default of any other provisioninterest, or (Bii) Loan in excess of $50,000 Loans with any director, executive officer or five percent 5% or greater shareholder of the Company, the Bank Partners or any Subsidiaryof its Subsidiaries, or to the knowledge of the CompanyPartners, any person, corporation or enterprise controlling, controlled by or under common control with affiliate of any of the foregoing. Set forth in Section 2.2(w3.25(a) of the Company Partners Disclosure Schedule sets forth is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of $50,000 of the CompanyPartners and its Subsidiaries that, the Bank or any of the Subsidiaries that as of March December 31, 2010 2022, were classified by the Company or the Bank or any regulatory examiner Partners as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans, by category of Loan (e.g., commercial, consumer, etc.), together with the aggregate principal amount of such Loans by category as of March 31, 2010 and (zB) each asset of the Company Partners or the Bank that any of its Subsidiaries that, as of March December 31, 2010 was 2022, is classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except As of the date hereof, except as set forth in Section 2.2(w)(13.25(a) of the Company First Midwest Disclosure Schedule, as neither First Midwest nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”) with any borrower (each a “Borrower”) in which First Midwest or any Subsidiary of First Midwest is a creditor which as of April 30, 2021, had an outstanding balance plus unfunded commitments, if any (collectively, the “Total Borrower Commitment”), other than any Loan the unpaid principal balance of which does not exceed $50,000, 10,000,000 or more and under the terms of which the obligor Borrower was, as of March 31April 30, 20102021, over 90 ninety (90) days or more delinquent in payment of principal or interest or interest. Set forth in default of any other provision, or (B) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder of the Company, the Bank or any Subsidiary, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w3.25(a) of the Company First Midwest Disclosure Schedule sets forth is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of First Midwest and its Subsidiaries that, as of April 30, 2021, had an outstanding balance of $50,000 of the Company, the Bank 10,000,000 or any of the Subsidiaries that as of March 31, 2010 more and were classified by the Company or the Bank or any regulatory examiner First Midwest as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) together with the aggregate principal amount and accrued and unpaid interest on such Loans, by category of Loan (i.e.e.g., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (zB) each asset of the Company First Midwest or the Bank that any of its Subsidiaries that, as of March 31April 30, 2010 was 2021, is classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(1) of Neither the Company Disclosure Schedule, as of the date hereof, none of the Company, nor the Bank or any Subsidiary is a party to (A) any written or oral loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assetsi) (collectively, “Loans”), other than any Loan the unpaid principal balance of which does not exceed $50,000250,000, under the terms of which the obligor was, as of March 31, 20102006, over 90 days delinquent in payment of principal or interest or in default of any other provision, or (Bii) as of the date hereof, Loan in excess of $50,000 with any director, executive officer or Person which holds five percent (5%) or greater shareholder more of the Company, the Bank Company Shares or any Subsidiary, or to the knowledge of the Company, any personPerson, corporation or enterprise controlling, controlled by or under PALOALTO 66463 v1 (2K) -37- common control with any of the foregoing. Section 2.2(wSchedule 4.30(a) of the Company Disclosure Schedule sets forth (x) all of the Loans in original principal amount in excess of $50,000 750,000 of the Company, the Bank or any of the Subsidiaries Company that as of March 31, 2010 2006 that were classified by the Company any bank examiner (whether regulatory or the Bank or any regulatory examiner internal) as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on of each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries Company that as of March 31, 2010 2006 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (z) each asset of the Company or the Bank that as of March 31, 2010 2006 was classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except As of the date hereof, except as set forth in Section 2.2(w)(13.26(a) of the Company MainSource Disclosure Schedule, as neither MainSource nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”)) in which MainSource or any Subsidiary of MainSource is a creditor which as of June 30, other than any Loan the unpaid principal 2017, had an outstanding balance of which does not exceed $50,000, 250,000 or more and under the terms of which the obligor was, as of March 31June 30, 20102017, over 90 ninety (90) days or more delinquent in payment of principal or interest or interest. Set forth in default of any other provision, or (B) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder of the Company, the Bank or any Subsidiary, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w3.26(a) of the Company MainSource Disclosure Schedule sets forth is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of $50,000 of the CompanyMainSource and its Subsidiaries that, the Bank or any of the Subsidiaries that as of March 31June 30, 2010 2017, were classified by the Company or the Bank or any regulatory examiner MainSource as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans, by category of Loan (e.g., commercial, consumer, etc.), together with the aggregate principal amount of such Loans by category as of March 31, 2010 and (zB) each asset of the Company MainSource or the Bank that any of its Subsidiaries that, as of March 31June 30, 2010 was 2017, is classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(13.17(a) of the Company Disclosure ScheduleLetter, as of the date hereof, none of neither the Company, Company nor the Bank or any Subsidiary is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”), other than any Loan the unpaid principal balance of which does not exceed $50,000, under the terms of which the obligor was, as of March 31February 29, 20102012, over 90 days delinquent in payment of principal or interest or in default of any other provision, provision or (Bii) Loan in excess of $50,000 with any director, executive officer or five percent 5% or greater shareholder stockholder of the Company, Company or the Bank or any SubsidiaryBank, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with with, or an immediate family member of, any of the foregoing. Section 2.2(w3.17(a) of the Company Disclosure Schedule Letter sets forth (x) all of the Loans in original principal amount in excess of $50,000 of the Company, Company or the Bank or any of the Subsidiaries that as of March 31February 29, 2010 2012 were classified by the Company or the Bank or any regulatory examiner as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31February 29, 2010 2012 and the identity of the borrower thereunder, (y) by category of Loan loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, Company and the Bank and the Subsidiaries that as of March 31February 29, 2010 2012 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31February 29, 2010 2012, and (z) each asset of the Company or and the Bank that as of March 31February 29, 2010 2012 was classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except As of the date hereof, except as set forth in Section 2.2(w)(13.25(a) of the Company Disclosure Schedule, as neither the Company nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”)) in which the Company or any Subsidiary of the Company is a creditor which as of September 30, other than any Loan the unpaid principal 2015, had an outstanding balance of which does not exceed $50,000, 100,000 or more and under the terms of which the obligor was, as of March 31September 30, 20102015, over 90 days or more delinquent in payment of principal or interest or in default of any other provisioninterest, or (Bii) Loan in excess of $50,000 Loans with any director, executive officer or five percent 5% or greater shareholder of the Company, the Bank Company or any Subsidiaryof its Subsidiaries, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with affiliate of any of the foregoing. Set forth in Section 2.2(w3.25(a) of the Company Disclosure Schedule sets forth is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of $50,000 of the CompanyCompany and its Subsidiaries that, the Bank or any of the Subsidiaries that as of March 31September 30, 2010 2015, were classified by the Company or the Bank or any regulatory examiner as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans, by category of Loan (e.g., commercial, consumer, etc.), together with the aggregate principal amount of such Loans by category as of March 31, 2010 and (zB) each asset of the Company or the Bank that any of its Subsidiaries that, as of March 31September 30, 2010 was 2015, is classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(1) 4.23 of the Company Disclosure Schedule, as neither the Company nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, (i) loan agreement, note or borrowing arrangement (including including, without limitation, leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “"Loans”"), other than any Loan the unpaid principal balance of which does not exceed $50,000100,000, under the terms of which the obligor was, as of March 31June 30, 20101999, over 90 days delinquent in payment of principal or interest or in default of any other provision, or (Bii) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder stockholder of the Company, the Bank Company or any Subsidiaryof its Subsidiaries, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w) 4.23 of the Company Disclosure Schedule sets forth (xi) all of the Loans in original principal amount in excess of $50,000 100,000 of the Company, the Bank Company or any of the its Subsidiaries that as of March 31June 30, 2010 1999, were classified by the Company any bank examiner (whether regulatory or the Bank or any regulatory examiner internal) as “"Other Loans Specially Mentioned,” “", "Special Mention,” “", "Substandard,” “", "Doubtful,” “", "Loss,” “", "Classified,” “", "Criticized,” “", "Credit Risk Assets,” “", "Concerned Loans,” “", "Watch List” " or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (yii) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank Company and the its Subsidiaries that as of March 31June 30, 2010 1999, were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (ziii) each asset of the Company or the Bank that as of March 31June 30, 2010 1999, was classified as “"Other Real Estate Owned” " and the book value thereof. The Company shall promptly inform Buyer in writing of any Loan that becomes classified in the manner described in the previous sentence, or any Loan the classification of which is changed, at any time after the date of this Agreement.

Loan Portfolio. (1a) Except As of the date hereof, except as set forth in Section 2.2(w)(13.26(a) of the Company Xenith Disclosure Schedule, as neither Xenith nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”)) in which Xenith or any Subsidiary of Xenith is a creditor which as of December 31, other than any Loan the unpaid principal 2015, had an outstanding balance of which does not exceed $50,000, 100,000 or more and under the terms of which the obligor was, as of March December 31, 20102015, over 90 days or more delinquent in payment of principal or interest or in default of any other provisioninterest, or (Bii) Loan in excess of $50,000 Loans with any director, executive officer or five percent 5% or greater shareholder of the Company, the Bank Xenith or any Subsidiaryof its Subsidiaries, or to the knowledge of the CompanyXenith, any person, corporation or enterprise controlling, controlled by or under common control with affiliate of any of the foregoing. Set forth in Section 2.2(w3.26(a) of the Company Xenith Disclosure Schedule sets forth is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of Xenith and its Subsidiaries that, as of December 31, 2015, had an outstanding balance of $50,000 of the Company, the Bank 100,000 or any of the Subsidiaries that as of March 31, 2010 more and were classified by the Company or the Bank or any regulatory examiner Xenith as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans, by category of Loan (e.g., commercial, consumer, etc.), together with the aggregate principal amount of such Loans by category as of March 31, 2010 and (zB) each asset of the Company Xenith or the Bank that any of its Subsidiaries that, as of March December 31, 2010 was 2015, is classified as “Other Real Estate Owned” and the book carrying value thereof.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(1) of the Company Disclosure Schedule, as As of the date hereof, none neither the Company nor any of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”), other than any Loan the unpaid principal balance of which does not exceed $50,00010,000, under the terms of which the obligor was, as of March December 31, 20102006, over 90 days delinquent in payment of principal or interest or in material default of any other provision, or (Bii) Loan in excess of $50,000 10,000 with any director, executive officer or five percent or greater shareholder of the Company, the Bank Company or any Subsidiaryof its Subsidiaries, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w3.24(a) of the Company Disclosure Schedule sets forth (x) all of the Loans in original principal amount in excess of $50,000 10,000 of the Company, the Bank Company or any of the its Subsidiaries that as of March December 31, 2010 2006 were classified by the Company or the Bank or any regulatory examiner as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and interest that is unpaid interest on each such Loan as of March December 31, 2010 2006 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank Company and the its Subsidiaries that as of March December 31, 2010 2006 were classified categorized as such, together with the aggregate principal amount of and accrued and interest that is unpaid interest on such Loans by category as of March December 31, 2010 2006, and (z) each asset of the Company or the Bank that as of March December 31, 2010 2006 was classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except As of the date hereof, except as set forth in Section 2.2(w)(13.25(a) of the Company Disclosure Schedule, as neither the Company nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “"Loans”)") in which the Company or any Subsidiary of the Company is a creditor which as of December 31, other than any Loan the unpaid principal 2016, had an outstanding balance of which does not exceed $50,000, 1,000,000 or more and under the terms of which the obligor was, as of March December 31, 20102016, over 90 ninety (90) days or more delinquent in payment of principal or interest or in default of any other provisioninterest, or (Bii) Loan in excess of $50,000 Loans with any director, executive officer or five percent 5% or greater shareholder stockholder of the Company, the Bank Company or any Subsidiaryof its Subsidiaries, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with affiliate of any of the foregoing. Set forth in Section 2.2(w3.25(a) of the Company Disclosure Schedule sets forth is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of $50,000 of the CompanyCompany and its Subsidiaries that, the Bank or any of the Subsidiaries that as of March December 31, 2010 2016, were classified by the Company or the Bank or any regulatory examiner as “"Other Loans Specially Mentioned,” “" "Special Mention,” “" "Substandard,” “" "Doubtful,” “" "Loss,” “" "Classified,” “" "Criticized,” “" "Credit Risk Assets,” “" "Concerned Loans,” “" "Watch List” " or words of similar import, together with the principal amount, principal write-off amount and net principal of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) together with the aggregate principal amount, principal write-off amount and net principal of such Loans, by category of Loan (i.e.e.g., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (zB) each asset of the Company or the Bank that any of its Subsidiaries that, as of March December 31, 2010 was 2016, is classified as “"Other Real Estate Owned” " and the book value thereof. The foregoing lists shall not be considered disclosed for any other purposes of the Agreement.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(1) 5.20 of the Company Parent Disclosure Schedule, as neither Parent nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assetsi) (collectively, “Loans”)Loan, other than any Loan Loans the unpaid principal balance of which does not exceed $50,000250,000, under the terms of which the obligor was, as of March 31April 30, 20101998, over 90 days delinquent in payment of principal or interest or in default of any other provision, or (Bii) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder stockholder of the Company, the Bank Parent or any Subsidiaryof its Subsidiaries, or to the knowledge of the CompanyParent, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w) 5.20 of the Company Parent Disclosure Schedule sets forth (xi) all of the Loans in original principal amount in excess of $50,000 250,000 of the Company, the Bank Parent or any of the its Subsidiaries that as of March 31April 30, 2010 1998, were classified by the Company any bank examiner (whether regulatory or the Bank or any regulatory examiner internal) as “"Other Loans Specially Mentioned,” “", "Special Mention,” “", "Substandard,” “", "Doubtful,” “", "Loss,” “", "Classified,” “", "Criticized,” “", "Credit Risk Assets,” “", "Concerned Loans,” “", "Watch List” " or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (yii) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank Parent and the its Subsidiaries that as of March 31April 30, 2010 1998, were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (ziii) each asset of the Company or the Bank Parent that as of March 31April 30, 2010 1998, was classified as “"Other Real Estate Owned” " and the book value thereof.. (b) Each Loan in original principal amount in excess of $250,000 (i) is evidenced by notes, agreements or other evidences of indebtedness which are true, genuine and what they purport to be, (ii) to the extent secured, has been secured by valid liens and security interests which have been perfected and (iii) is the legal, valid and binding obligation of the obligor named therein, enforceable in accordance with its terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors' rights and to general equity principles. 5.21

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(1) 4.20 of the Company Disclosure Schedule, as neither the Company nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, (i) loan agreement, note or borrowing arrangement (including including, without limitation, leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “"Loans”"), other than any Loan Loans the unpaid principal balance of which does not exceed $50,000250,000, under the terms of which the obligor was, as of March 31April 30, 20101998, over 90 days delinquent in payment of principal or interest or in default of any other provision, or (Bii) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder stockholder of the Company, the Bank Company or any Subsidiaryof its Subsidiaries, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w) 4.20 of the Company Disclosure Schedule sets forth (xi) all of the Loans in original principal amount in excess of $50,000 250,000 of the Company, the Bank Company or any of the its Subsidiaries that as of March 31April 30, 2010 1998, were classified by the Company any bank examiner (whether regulatory or the Bank or any regulatory examiner internal) as “"Other Loans Specially Mentioned,” “", "Special Mention,” “", "Substandard,” “", "Doubtful,” “", "Loss,” “", "Classified,” “", "Criticized,” “", "Credit Risk Assets,” “", "Concerned Loans,” “", "Watch List” " or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (yii) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank Company and the its Subsidiaries that as of March 31April 30, 2010 1998, were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (ziii) each asset of the Company or the Bank that as of March 31April 30, 2010 1998, was classified as “"Other Real Estate Owned” " and the book value thereof.. (b) Each Loan in original principal amount in excess of $250,000 (i) is evidenced by notes, agreements or other evidences of indebtedness which are true, genuine and what they purport to be, (ii) to the extent secured, has been secured by valid liens and security interests which have been perfected and (iii) is the legal, valid and binding obligation of the obligor named therein, enforceable in accordance with its terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors' rights and to general equity principles. 4.21

Loan Portfolio. (1a) Except As of the date hereof, except as set forth in Section 2.2(w)(13.24(a) of the Company Disclosure Schedule, as neither the Company nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including (A) leases, credit enhancements, commitments, guarantees and interest-bearing assetsassets and (B) any participation in any of the foregoing) (collectively, “Loans”)) in which the Company or any Subsidiary of the Company is a creditor which, other than any Loan the unpaid principal as of June 30, 2016, had an outstanding balance of which does not exceed $50,000, 1,000,000 or more and under the terms of which the obligor was, as of March 31June 30, 20102016, over 90 ninety (90) days or more delinquent in payment of principal or interest or in default of any other provisioninterest, or (Bii) Loan in excess of $50,000 with to any director, executive officer or five percent 5% or greater shareholder stockholder of the Company, the Bank Company or any Subsidiary, of its Subsidiaries or to the knowledge of the Company, any such person, corporation ’s immediate family members or enterprise controlling, controlled by or under common control with any of the foregoingaffiliates. Set forth in Section 2.2(w3.24(a) of the Company Disclosure Schedule sets forth is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of $50,000 of the CompanyCompany and its Subsidiaries (1) that, the Bank or any of the Subsidiaries that as of March 31June 30, 2010 2016, were (x) on non-accrual status or (y) classified by the Company or the Bank or any regulatory examiner as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount, principal write-off amount and net principal of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, other than Loans with a principal amount of $100,000 or less individually or (2) with respect to which, since January 1, 2013, the interest rate has been reduced and/or the maturity date has been extended subsequent to the agreement under which such Loan or Loan participation was originally created due to concerns regarding the borrower’s ability to pay in accordance with the initial terms, excluding, in the case of this clause (2), (x) those loans the Company classifies as government insured pool buyout loans or residential mortgage loans and (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate a principal amount of and accrued and unpaid interest on such Loans by category as of March 31$100,000 or less individually, 2010 and (zB) each asset of the Company or the Bank that any of its Subsidiaries that, as of March 31June 30, 2010 was 2016, is classified by the Company as “Other Real Estate Owned” and the book value thereof, other than such assets with a book value of $100,000 or less individually. Notwithstanding anything to the contrary herein, Section 3.24(a) of the Company Disclosure Schedule shall not be considered disclosed for any other purposes of this Agreement.

Loan Portfolio. (1a) Except As of the date hereof, except as set forth in Section 2.2(w)(13.26(a) of the Company Sterling Disclosure Schedule, as neither Sterling nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”)) in which Sterling or any Subsidiary of Sterling is a creditor which as of December 31, other than any Loan the unpaid principal 2012, had an outstanding balance of which does not exceed $50,000, 300,000 or more and under the terms of which the obligor was, as of March December 31, 20102012, over 90 days or more delinquent in payment of principal or interest or in default of any other provisioninterest, or (Bii) Loan in excess of $50,000 Loans with any director, executive officer or five percent 5% or greater shareholder stockholder of the Company, the Bank Sterling or any Subsidiaryof its Subsidiaries, or to the knowledge of the CompanySterling, any person, corporation or enterprise controlling, controlled by or under common control with affiliate of any of the foregoing. Set forth in Section 2.2(w3.26(a) of the Company Sterling Disclosure Schedule sets forth is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of $50,000 of the CompanySterling and its Subsidiaries that, the Bank or any of the Subsidiaries that as of March December 31, 2010 2012, were classified by the Company or the Bank or any regulatory examiner Sterling as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans, by category of Loan (e.g., commercial, consumer, etc.), together with the aggregate principal amount of such Loans by category as of March 31, 2010 and (zB) each asset of the Company Sterling or the Bank that any of its Subsidiaries that, as of March December 31, 2010 was 2012, is classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(13.24(a) of the Company GreenPoint Disclosure Schedule, as of the date hereof, none neither GreenPoint nor any of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “"Loans”"), other than any Loan the unpaid principal balance of which does not exceed $50,000500,000, under the terms of which the obligor was, as of March December 31, 20102003, over 90 days delinquent in payment of principal or interest or in default of any other provision, or (Bii) Loan in excess of $50,000 100,000 with any director, executive officer or five percent or greater shareholder stockholder of the Company, the Bank GreenPoint or any Subsidiaryof its Subsidiaries, or to the knowledge of the CompanyGreenPoint, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w3.24(a) of the Company GreenPoint Disclosure Schedule sets forth (x) all of the Loans in original principal amount in excess of $50,000 500,000 of the Company, the Bank GreenPoint or any of the its Subsidiaries that as of March December 31, 2010 2003 were classified by the Company or the Bank GreenPoint or any regulatory examiner as “"Other Loans Specially Mentioned,” “" "Special Mention,” “" "Substandard,” “" "Doubtful,” “" "Loss,” “" "Classified,” “" "Criticized,” “" "Credit Risk Assets,” “" "Concerned Loans,” “" "Watch List” " or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March December 31, 2010 2003 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank GreenPoint and the its Subsidiaries that as of March December 31, 2010 2003 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March December 31, 2010 2003, and (z) each asset of the Company or the Bank GreenPoint that as of March December 31, 2010 2003 was classified as “"Other Real Estate Owned” " and the book value thereof.

Loan Portfolio. (1a) Except As of the date hereof, except as set forth in Section 2.2(w)(13.26(a) of the Company Disclosure Schedule, as neither the Company nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”)) in which the Company or any Subsidiary of the Company is a creditor which as of March 31, other than any Loan the unpaid principal 2017, had an outstanding balance of which does not exceed $50,000, 100,000 or more and under the terms of which the obligor was, as of March 31, 20102017, over 90 days or more delinquent in payment of principal or interest or in default of any other provisioninterest, or (Bii) Loan in excess of $50,000 Loans with any director, executive officer or five percent or greater principal shareholder of the Company, the Bank Company or any Subsidiary, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoingits Subsidiaries (as such terms are defined in 12 C.F.R Part 215). Set forth in Section 2.2(w3.26(a) of the Company Disclosure Schedule sets forth is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of $50,000 of the CompanyCompany and its Subsidiaries that, the Bank or any of the Subsidiaries that as of March 31, 2010 2017, were classified by the Company or the Bank or any regulatory examiner as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans Loans, in each case, by category as of March 31Loan (e.g., 2010 commercial, consumer, etc.) and (zB) each asset of the Company or the Bank that any of its Subsidiaries that, as of March 31, 2010 was 2017, is classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except as may be set forth in Section 2.2(w)(14.20(a) of the Company Disclosure Schedule, as neither the Company nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, (i) loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”), other than any Loan (x) the unpaid principal balance of which does not exceed exceeds $50,000100,000, and under the terms of which the obligor was, as of March 31, 20102011, over 90 days delinquent in payment of principal or interest or (y) to the knowledge of the Company, the unpaid principal balance of which exceeds $200,000 and which the obligor is in material default of any other provisionprovision under such Loan (for purposes of this clause (y), the failure of a borrower to deliver financial and other data on a timely basis to the Company as required by the relevant loan agreement shall not deemed a material default), or (Bii) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder of the Company, the Bank Company or any Subsidiaryof its Subsidiaries, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w4.20(a) of the Company Disclosure Schedule sets forth (xi) all of the Loans in original principal amount in excess of $50,000 100,000 of the Company, the Bank Company or any of the its Subsidiaries that as of March 31, 2010 2011, were classified by the Company any bank examiner (whether regulatory or the Bank or any regulatory examiner internal) as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 such date and the identity of the borrower thereunder, (yii) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank Company and the its Subsidiaries that as of March 31, 2010 2011, were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (ziii) each asset of the Company or the Bank that as of March 31, 2010 2011, was classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(1) 4.19 of the Company Buyer Disclosure Schedule, as of the date hereofDecember 31, none 1996 neither Buyer nor any of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assetsi) (collectively, “Loans”)Loan, other than any Loan Loans the unpaid principal balance of which does not exceed $50,000250,000, under the terms of which the obligor wasis, as of March 31, 2010the date of this Agreement, over 90 days delinquent in payment of principal or interest or in default of any other provision, or (Bii) Loan in excess as of $50,000 the date of this Agreement with any director, executive officer or or, to the best of Buyer's knowledge, greater than five percent or greater shareholder stockholder of the Company, the Bank Buyer or any Subsidiaryof its Subsidiaries, or to the best knowledge of the CompanyBuyer, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing, other than Loans the unpaid principal balance of which does not exceed $150,000. Section 2.2(w) 4.19 of the Company Buyer Disclosure Schedule sets forth (xi) all of the Loans in original principal amount in excess of $50,000 250,000 of the Company, the Bank Buyer or any of the its Subsidiaries that as of March 31, 2010 were the date of this Agreement are classified by the Company any bank examiner (whether regulatory or the Bank or any regulatory examiner internal) as “"Other Loans Specially Mentioned,” “" Special Mention,” “" "Substandard,” “" "Doubtful,” “" "Loss,” “" "Classified,” “" "Criticized,” “" "Credit Risk Assets,” “" "Concerned Loans,” “" "Watch List” " or words works of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (yii) by category of Loan (i.e., commercial,commercial, consumer, etc.), all of the other Loans of the Company, the Bank Buyer and the its Subsidiaries that as of March 31, 2010 were the date of this Agreement are classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (ziii) each asset of the Company or the Bank Buyer that as of March 31, 2010 was the date of this Agreement is classified as “"Other Real Estate Owned” " and the book value thereof.

Loan Portfolio. (1a) Except as set forth for matters disclosed in Section 2.2(w)(1) 4.19 of the Company City Bancorp Disclosure Schedule, as of the date hereof, none of the Company, the The Signature Bank or any Subsidiary is not a party to (A) any written or oral loan, (i) loan agreement, note or borrowing arrangement (including including, without limitation, leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”), other than any Loan the unpaid principal balance of which does not exceed $50,000, under the terms of which the obligor was, as of March 31September 30, 20102006, over 90 days delinquent in payment of principal or interest or in default of any other provisionprovision of such Loan, or (Bii) as of September 30, 2006, Loan in excess of $50,000 with any director, executive officer or five percent (5%) or greater shareholder of the Company, the Bank or any SubsidiaryCity Bancorp, or to the knowledge of the CompanyCity Bancorp, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w) 4.19 of the Company City Bancorp Disclosure Schedule sets forth (xi) all of the Loans in original principal amount in excess of $50,000 of the CompanyThe Signature Bank that, the Bank or any of the Subsidiaries that as of March 31September 30, 2010 2006, were classified by the Company any bank examiner (whether regulatory or the Bank or any regulatory examiner internal) as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (yii) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the CompanyThe Signature Bank that, the Bank and the Subsidiaries that as of March 31September 30, 2010 2006, were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (ziii) each asset of the Company or the The Signature Bank that that, as of March 31September 30, 2010 2006, was classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except As of the date hereof, except as set forth in Section 2.2(w)(13.25(a) of the Company Disclosure Schedule, as neither Company nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”)) in which Company or any Subsidiary of Company is a creditor which as of June 30, other than any Loan the unpaid principal 2022, had an outstanding balance of which does not exceed $50,000, 250,000 or more and under the terms of which the obligor was, as of March 31June 30, 20102022, over 90 ninety (90) days or more delinquent in payment of principal or interest or in default of any other provisioninterest, or (Bii) Loan in excess of $50,000 Loans with any director, director or executive officer or five percent or greater shareholder of the Company, the Bank Company or any Subsidiaryof its Subsidiaries, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with affiliate of any of the foregoingforegoing (other than the Company and its Subsidiaries). Set forth in Section 2.2(w3.25(a) of the Company Disclosure Schedule sets forth is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of $50,000 of the CompanyCompany and its Subsidiaries that, the Bank or any of the Subsidiaries that as of March 31June 30, 2010 2022, were classified by the Company or the Bank or any regulatory examiner as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” 000-0000-0000/10/AMERICAS “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans, by category of Loan (e.g., commercial, consumer, etc.), together with the aggregate principal amount of such Loans by category as of March 31, 2010 and (zB) each asset of the Company or the Bank that any of its Subsidiaries that, as of March 31June 30, 2010 was 2022, is classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(1) of Neither the Company Disclosure Schedule, as nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, (i) loan agreement, note or borrowing arrangement (including including, without limitation, leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “"Loans”"), other than any Loan the unpaid principal balance of which does not exceed $50,000, under the terms of which the obligor wasis, as of March 31, 2010the date of this Agreement, over 90 days delinquent in payment of principal or interest or in default of any other provision, or (Bii) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder stockholder of the Company, the Bank Company or any Subsidiaryof its Subsidiaries, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoingfore going. Section 2.2(w) 4.25 of the Company Disclosure Schedule sets forth (xi) all of the Loans in original principal amount in excess of $50,000 of the Company, the Bank Company or any of the its Subsidiaries that as of March 31, 2010 were the date of this Agreement are classified by the Company any bank examiner (whether regulatory or the Bank or any regulatory examiner internal) as “"Other Loans Specially Mentioned,” “", "Special Mention,” “", "Substandard,” “", "Doubtful,” “", "Loss,” “", "Classified,” “", "Criticized,” “", "Credit Risk Assets,” “", "Concerned Loans,” “", "Watch List” " or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (yii) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank Company and the its Subsidiaries that as of March 31, 2010 were the date of this Agreement are classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (ziii) each asset of the Company or the Bank that as of March 31, 2010 was the date of this Agreement is classified as “"Other Real Estate Owned” " and the book value thereof. The Company shall promptly inform Buyer in writing of any Loan that becomes classified in the manner described in the previous sentence, or any Loan the classification of which is changed, at any time after the date of this Agreement.

Loan Portfolio. (1a) Except As of the date hereof, except as set forth in Section 2.2(w)(13.26(a) of the Company Disclosure ScheduleSchedules, as neither the Company nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”)) in which the Company or any Subsidiary of the Company is a creditor which as of September 30, other than any Loan the unpaid principal 2016, had an outstanding balance of which does not exceed $50,000, 500,000 or more and under the terms of which the obligor was, as of March 31September 30, 20102016, over 90 days or more delinquent in payment of principal or interest or in default of any other provisioninterest, or (Bii) Loan in excess of $50,000 Loans with any director, executive officer or five percent (5%) or greater shareholder of the Company, the Bank Company or any Subsidiaryof its Subsidiaries, or to the knowledge Knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with Affiliate of any of the foregoing. Set forth in Section 2.2(w3.26(a) of the Company Disclosure Schedule sets forth Schedules is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of the Company and its Subsidiaries that, as of September 30, 2016, had an outstanding balance of $50,000 of the Company, the Bank 500,000 or any of the Subsidiaries that as of March 31, 2010 more and were classified by the Company or the Bank or any regulatory examiner as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) by category of Loan (i.e.e.g., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (zB) each asset of the Company or the Bank that as any of March 31, 2010 was classified as “Other Real Estate Owned” and the book value thereof.its Subsidiaries

Loan Portfolio. (1) Except as set forth in Section 2.2(w)(1Schedule 2.2(w) of the Company Disclosure Schedule, as of the date hereof, none of the Company, the Bank or any Subsidiary is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”), other than any Loan the unpaid principal balance of which does not exceed $50,000, under the terms of which the obligor was, as of March 31, 2010, over 90 days delinquent in payment of principal or interest or in default of any other provision, or (Bii) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder of the Company, the Bank or any Subsidiary, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w) of the Company Disclosure Schedule sets forth (x) all of the Loans in original principal amount in excess of $50,000 of the Company, the Bank or any of the Subsidiaries that as of March 31, 2010 were classified by the Company or the Bank or any regulatory examiner as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 2010, and (z) each asset of the Company or the Bank that as of March 31, 2010 was classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(1) of the Company Disclosure Schedule, as As of the date hereof, none neither HTLF nor any of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”)) in which HTLF or any Subsidiary of HTLF is a creditor that, other than any Loan the unpaid principal as of December 31, 2023, had an outstanding balance of which does not exceed $50,000, 1,000,000 or more and under the terms of which the obligor was, as of March December 31, 2010, 2023 over 90 ninety (90) days or more delinquent in payment of principal or interest or in default of any other provisioninterest, or (Bii) Loan in excess of $50,000 Loans with any director, executive officer or five percent (5%) or greater shareholder stockholder of the Company, the Bank HTLF or any Subsidiaryof its Subsidiaries, or to the knowledge of the CompanyHTLF, any person, corporation or enterprise controlling, controlled by or under common control with affiliate of any of the foregoing. Section 2.2(wSet forth in ‎Section 3.27(a) of the Company HTLF Disclosure Schedule sets forth is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of HTLF and its Subsidiaries that, as of December 31, 2023, had an outstanding balance of $50,000 of the Company, the Bank or any of the Subsidiaries that as of March 31, 2010 1,000,000 and were classified by the Company or the Bank or any regulatory examiner HTLF as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans, by category of Loan (e.g., commercial, consumer, etc.), together with the aggregate principal amount of such Loans by category as of March 31, 2010 and (zB) each asset of the Company HTLF or the Bank that any of its Subsidiaries that, as of March December 31, 2010 was 2023, is classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except As of the date hereof, except as set forth in Section 2.2(w)(13.25(a) of the Company Puget Sound Disclosure Schedule, as neither Puget Sound nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “"Loans”), other than ") in which Puget Sound or any Loan the unpaid principal balance Subsidiary of which does not exceed $50,000, under the terms of which the obligor wasPuget Sound is a creditor which, as of March 31June 30, 20102017, was over 90 ninety (90) days or more delinquent in payment of principal or interest or in default of any other provisioninterest, or (Bii) Loan in excess of $50,000 Loans with any director, executive officer or five percent 5% or greater shareholder of the Company, the Bank Puget Sound or any Subsidiaryof its Subsidiaries, or to the knowledge of the CompanyPuget Sound, any person, corporation or enterprise controlling, controlled by or under common control with affiliate of any of the foregoing. Set forth in Section 2.2(w3.25(a) of the Company Puget Sound Disclosure Schedule sets forth is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of $50,000 of the CompanyPuget Sound and its Subsidiaries that, the Bank or any of the Subsidiaries that as of March 31June 30, 2010 2017, were classified by the Company or the Bank or any regulatory examiner Puget Sound as “"Other Loans Specially Mentioned,” “" "Special Mention,” “" "Substandard,” “" "Doubtful,” “" "Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” " or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) together with the aggregate principal amount of such Loans by category of Loan (i.e.e.g., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (zB) each asset of the Company Puget Sound or the Bank that any of its Subsidiaries that, as of March 31June 30, 2010 2017, was classified as “"Other Real Estate Owned” " and the book value thereof.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(13.24(a) of the Company GreenPoint Disclosure Schedule, as of the date hereof, none neither GreenPoint nor any of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”), other than any Loan the unpaid principal balance of which does not exceed $50,000500,000, under the terms of which the obligor was, as of March December 31, 20102003, over 90 days delinquent in payment of principal or interest or in default of any other provision, or (Bii) Loan in excess of $50,000 100,000 with any director, executive officer or five percent or greater shareholder stockholder of the Company, the Bank GreenPoint or any Subsidiaryof its Subsidiaries, or to the knowledge of the CompanyGreenPoint, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w3.24(a) of the Company GreenPoint Disclosure Schedule sets forth (x) all of the Loans in original principal amount in excess of $50,000 500,000 of the Company, the Bank GreenPoint or any of the its Subsidiaries that as of March December 31, 2010 2003 were classified by the Company or the Bank GreenPoint or any regulatory examiner as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March December 31, 2010 2003 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank GreenPoint and the its Subsidiaries that as of March December 31, 2010 2003 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March December 31, 2010 2003, and (z) each asset of the Company or the Bank GreenPoint that as of March December 31, 2010 2003 was classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(1) 4.22 of the Company Disclosure Schedule, as neither the Company nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, (i) loan agreement, note or borrowing arrangement (including including, without limitation, leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “"Loans”"), other than any Loan the unpaid principal balance of which does not exceed $50,000100,000, under the terms of which the obligor was, as of March December 31, 20102000, over 90 days delinquent in payment of principal or interest or in default of any other provision, or (Bii) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder stockholder of the Company, the Bank Company or any Subsidiaryof its Subsidiaries, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w) 4.22 of the Company Disclosure Schedule sets forth (xi) all of the Loans in original principal amount in excess of $50,000 100,000 of the Company, the Bank Company or any of the its Subsidiaries that as of March December 31, 2010 2000, were classified by the Company any bank examiner (whether regulatory or the Bank or any regulatory examiner internal) as “"Other Loans Specially Mentioned,” “", "Special Mention,” “", "Substandard,” “", "Doubtful,” “", "Loss,” “", "Classified,” “", "Criticized,” “", "Credit Risk Assets,” “", "Concerned Loans,” “", "Watch List” " or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (yii) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank Company and the its Subsidiaries that as of March December 31, 2010 2000, were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (ziii) each asset of the Company or the Bank that as of March December 31, 2010 2000, was classified as “"Other Real Estate Owned” " and the book value thereof. The Company shall promptly inform Buyer Bank in writing of any Loan that becomes classified in the manner described in the previous sentence, or any Loan the classification of which is changed, at any time after the date of this Agreement.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(1) of the Company Disclosure Schedule, as As of the date hereof, none neither GWB nor any of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”)) in which GWB or any Subsidiary of GWB is a creditor that, other than any Loan the unpaid principal as of June 30, 2021, had an outstanding balance of which does not exceed $50,000, 1,000,000 or more and under the terms of which the obligor was, as of March 31June 30, 2010, 2021 over 90 ninety (90) days or more delinquent in payment of principal or interest or in default of any other provisioninterest, or (Bii) Loan in excess of $50,000 Loans with any director, executive officer or five percent (5%) or greater shareholder stockholder of the Company, the Bank GWB or any Subsidiaryof its Subsidiaries, or to the knowledge of the CompanyGWB, any person, corporation or enterprise controlling, controlled by or under common control with affiliate of any of the foregoing. Set forth in Section 2.2(w3.26(a) of the Company GWB Disclosure Schedule sets forth is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of GWB and its Subsidiaries that, as of June 30, 2021, had an outstanding balance of $50,000 of the Company, the Bank or any of the Subsidiaries that as of March 31, 2010 1,000,000 and were classified by the Company or the Bank or any regulatory examiner GWB as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans, by category of Loan (e.g., commercial, consumer, etc.), together with the aggregate principal amount of such Loans by category as of March 31, 2010 and (zB) each asset of the Company GWB or the Bank that any of its Subsidiaries that, as of March 31June 30, 2010 was 2021, is classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(1) 3.22 of the Company Charter Disclosure Schedule, as of the date hereofCharter Bank is not a party, none of the Company, the Bank or any Subsidiary is a party to (A) any written or oral loan, (i) loan agreement, note or borrowing arrangement (including including, without limitation, leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “"Loans”"), other than any Loan the unpaid principal balance of which does not exceed $50,000, under the terms of which the obligor wasis, as of March 31, 2010the date of this Agreement, over 90 days delinquent in payment of principal or interest or in default of any other material provision, or (Bii) Loan in excess of $50,000 with any director, executive officer or or, to the best of Charter's knowledge, greater than five percent or greater shareholder stockholder of the Company, the Bank or any SubsidiaryCharter, or to the best knowledge of the CompanyCharter, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w) 3.22 of the Company Charter Disclosure Schedule sets forth (xi) all of the Loans in original principal amount in excess of $50,000 of the Company, the Charter Bank or any of the Subsidiaries that as of March 31, 2010 were the date of this Agreement are classified by the Company any bank examiner (whether regulatory or the Bank or any regulatory examiner internal) as “"Other Loans Specially Mentioned,” “", "Special Mention,” “", "Substandard,” “", "Doubtful,” “", "Loss,” “", "Classified,” “", "Criticized,” “", "Credit Risk Assets,” “", "Concerned Loans,” “", "Watch List” " or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (yii) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Charter Bank and the Subsidiaries that as of March 31, 2010 were the date of this Agreement are classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (ziii) each asset of the Company or the Charter Bank that as of March 31, 2010 was the date of this Agreement is classified as “Other "Real Estate Owned” " and the book value thereof.

Loan Portfolio. (1i) Except as set forth in Section 2.2(w)(13.02(v) of the Company Disclosure Schedule, as of the date hereof, none neither the Company nor any of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (1) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-interest- bearing assets) (collectively, “Loans”), other than any Loan the unpaid principal balance of which does not exceed $50,000250,000, under the terms of which the obligor was, as of March January 31, 20102012, over 90 ninety (90) days delinquent in payment of principal or interest or or, to the Knowledge of the Company, in default of any other provision, material provision or (B2) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder stockholder of the Company, the Bank Company or any Subsidiaryof its Subsidiaries, or to the knowledge Knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w3.02(v) of the Company Disclosure Schedule sets forth (xA) all of the Loans in original principal amount in excess of $50,000 250,000 of the Company, the Bank Company or any of the its Subsidiaries that as of March January 31, 2010 2012 were classified by the Company or the Bank or any regulatory examiner as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March January 31, 2010 2012 and the identity of the borrower thereunderthereunder (and since December 31, (y) 2009 there have been no such classifications by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of any Governmental Entity that are not so classified by the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (z) each asset of the Company or the Bank that as of March 31, 2010 was classified as “Other Real Estate Owned” and the book value thereof.),

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(1) of the Company Disclosure Schedule, as of the date hereof, none of the Company, the Bank or any Subsidiary PFC is not a party to (A) any written or oral loan, (i) loan agreement, note or borrowing arrangement (including including, without limitation, leases, credit enhancements, commitments, guarantees and or interest-bearing assets) (collectively, “"Loans”"), other than any Loan Loans the unpaid principal balance of which does not exceed $50,000100,000, under the terms of which the obligor was, as of March 31September 30, 20102004, over 90 days delinquent in payment of principal or interest or in default of any other provision, or (Bii) Loan in excess of $50,000 with any director, executive officer or five percent 5% or greater shareholder stockholder of the Company, the Bank or any SubsidiaryPFC, or to the knowledge of the CompanyPFC, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w) 4.21 of the Company PFC Disclosure Schedule sets forth (xi) all of the Loans in original principal amount in excess of $50,000 of the Company, the Bank or any of the Subsidiaries PFC that as of March 31September 30, 2010 2004, were classified by the Company any bank examiner (whether regulatory or the Bank or any regulatory examiner internal) as “"Other Loans Specially Mentioned,” “" "Special Mention,” “" "Substandard,” “" "Doubtful,” “" "Loss,” “" "Classified,” “" "Criticized,” “" "Credit Risk Assets,” “" "Concerned Loans,” “" "Watch List” " or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (zii) each asset of the Company or the Bank PFC that as of March 31September 30, 2010 2004, was classified as “"Other Real Estate Owned” " and the book value thereof. (b) Each Loan in original principal amount in excess of $100,000 (i) is evidenced by notes, agreements or other evidences of indebtedness which are true, genuine and what they purport to be, (ii) to the extent secured, has been secured by valid liens and security interests which have been perfected and (iii) is the legal, valid and binding obligation of the obligor named therein, enforceable in accordance with its terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors' rights and to general equity principles.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(14.24(a) of the Company GreenPoint Disclosure Schedule, as of the date hereof, none neither North Fork nor any of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assetsi) (collectively, “Loans”)Loan, other than any Loan the unpaid principal balance of which does not exceed $50,000500,000, under the terms of which the obligor was, as of March 31September 30, 20102003, over 90 days delinquent in payment of principal or interest or in default of any other provision, or (Bii) Loan in excess of $50,000 100,000 with any director, executive officer or five percent or greater shareholder stockholder of the Company, the Bank North Fork or any Subsidiaryof its Subsidiaries, or to the knowledge of the CompanyNorth Fork, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w4.24(a) of the Company North Fork Disclosure Schedule sets forth (x) all of the Loans in original principal amount in excess of $50,000 500,000 of the Company, the Bank North Fork or any of the its Subsidiaries that as of March 31September 30, 2010 2003 were classified by the Company or the Bank North Fork or any regulatory examiner as “"Other Loans Specially Mentioned,” “" "Special Mention,” “" "Substandard,” “" "Doubtful,” “" "Loss,” “" "Classified,” “" "Criticized,” “" "Credit Risk Assets,” “" "Concerned Loans,” “" "Watch List” " or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31September 30, 2010 2003 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank North Fork and the its Subsidiaries that as of March 31September 30, 2010 2003 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31September 30, 2010 2003, and (z) each asset of the Company or the Bank North Fork that as of March 31September 30, 2010 2003 was classified as “"Other Real Estate Owned” " and the book value thereof.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(1) of the Company Disclosure Schedule, as As of the date hereof, none neither GWB nor any of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”)) in which GWB or any Subsidiary of GWB is a creditor that, other than any Loan the unpaid principal as of June 30, 2021, had an outstanding balance of which does not exceed $50,000, 1,000,000 or more and under the terms of which the obligor was, as of March 31June 30, 2010, 2021 over 90 ninety (90) days or more delinquent in payment of principal or interest or in default of any other provisioninterest, or (Bii) Loan in excess of $50,000 Loans with any director, executive officer or five percent (5%) or greater shareholder stockholder of the Company, the Bank GWB or any Subsidiaryof its Subsidiaries, or to the knowledge of the CompanyGWB, any person, corporation or enterprise controlling, controlled by or under common control with affiliate of any of the foregoing. Set forth in Section 2.2(w‎3.26(a) of the Company GWB Disclosure Schedule sets forth is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of GWB and its Subsidiaries that, as of June 30, 2021, had an outstanding balance of $50,000 of the Company, the Bank or any of the Subsidiaries that as of March 31, 2010 1,000,000 and were classified by the Company or the Bank or any regulatory examiner GWB as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans, by category of Loan (e.g., commercial, consumer, etc.), together with the aggregate principal amount of such Loans by category as of March 31, 2010 and (zB) each asset of the Company GWB or the Bank that any of its Subsidiaries that, as of March 31June 30, 2010 was 2021, is classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except As of the date hereof, except as set forth in Section 2.2(w)(13.25(a) of the Company Lakeland Disclosure Schedule, as neither Lakeland nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”) with any borrower (each, a “Borrower”) in which Lakeland or any Subsidiary of Lakeland is a creditor which as of August 31, 2022, had an outstanding balance plus unfunded commitments, if any (collectively, the “Total Borrower Commitment”), other than any Loan the unpaid principal balance of which does not exceed $50,000, 10,000,000 or more and under the terms of which the obligor Borrower was, as of March August 31, 20102022, over 90 ninety (90) days or more delinquent in payment of principal or interest or interest. Set forth in default of any other provision, or (B) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder of the Company, the Bank or any Subsidiary, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w3.25(a) of the Company Lakeland Disclosure Schedule sets forth is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of Lakeland and its Subsidiaries that, as of August 31, 2022, had an outstanding balance of $50,000 of the Company, the Bank 20,000,000 or any of the Subsidiaries that as of March 31, 2010 more and were classified by the Company or the Bank or any regulatory examiner Lakeland as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) together with the aggregate principal amount and accrued and unpaid interest on such Loans, by category of Loan (i.e.e.g., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (zB) each asset of the Company Lakeland or the Bank that any of its Subsidiaries that, as of March August 31, 2010 was 2022, is classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(1) 4.22 of the Company Buyer Disclosure Schedule, as neither Buyer nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assetsi) (collectively, “Loans”)Loan, other than any Loan Loans the unpaid principal balance of which does not exceed $50,000, under the terms of which the obligor wasis, as of March 31, 2010the date of this Agreement, over 90 days delinquent in payment of principal or interest or in default of any other provision, or (Bii) Loan in excess as of $50,000 the date of this Agreement with any director, executive officer or five ten percent or greater shareholder stockholder of the Company, the Bank Buyer or any Subsidiaryof its Subsidiaries, or to the best knowledge of the CompanyBuyer, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w) 4.22 of the Company Buyer Disclosure Schedule sets forth (xi) all of the Loans in original principal amount in excess of $50,000 of the Company, the Bank Buyer or any of the its Subsidiaries that as of March 31, 2010 were the date of this Agreement are classified by the Company any bank examiner (whether regulatory or the Bank or any regulatory examiner internal) as “"Other Loans Specially Mentioned,” “", "Special Mention,” “", "Substandard,” “", "Doubtful,” “", "Loss,” “", "Classified,” “", "Criticized,” “", "Credit Risk Assets,” “", "Concerned Loans,” “", "Watch List” " or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, and (yii) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank Buyer and the its Subsidiaries that as of March 31, 2010 were the date of this Agreement are classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (z) each asset of category. Buyer shall promptly inform the Company in writing of any loan that becomes classified in the manner described in the previous sentence, or any Loan the Bank that as classification of March 31which is changed, 2010 was classified as “Other Real Estate Owned” and at any time after the book value thereofdate of this Agreement.

Loan Portfolio. (1) Except as set forth in Section 2.2(w)(1) 4.22 of the Company Disclosure Schedule, as neither the Company nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, (i) loan agreement, note or borrowing arrangement (including including, without limitation, leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “"Loans”"), other than any Loan the unpaid principal balance of which does not exceed $50,000100,000, under the terms of which the obligor was, as of March December 31, 20102000, over 90 days delinquent in payment of principal or interest or in default of any other provision, or (Bii) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder stockholder of the Company, the Bank Company or any Subsidiaryof its Subsidiaries, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w) 4.22 of the Company Disclosure Schedule sets forth (xi) all of the Loans in original principal amount in excess of $50,000 100,000 of the Company, the Bank Company or any of the its Subsidiaries that as of March December 31, 2010 2000, were classified by the Company any bank examiner (whether regulatory or the Bank or any regulatory examiner internal) as “"Other Loans Specially Mentioned,” “", "Special Mention,” “", "Substandard,” “", "Doubtful,” “", "Loss,” “", "Classified,” “", "Criticized,” “", "Credit Risk Assets,” “", "Concerned Loans,” “", "Watch List” " or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and 27 the identity of the borrower thereunder, (yii) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank Company and the its Subsidiaries that as of March December 31, 2010 2000, were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (ziii) each asset of the Company or the Bank that as of March December 31, 2010 2000, was classified as “"Other Real Estate Owned” " and the book value thereof. The Company shall promptly inform Buyer Bank in writing of any Loan that becomes classified in the manner described in the previous sentence, or any Loan the classification of which is changed, at any time after the date of this Agreement.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(1) of Neither the Company Disclosure Schedule, as nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, (i) loan agreement, note or borrowing arrangement (including including, without limitation, leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “"Loans”"), other than any Loan the unpaid principal balance of which does not exceed $50,000, under the terms of which the obligor wasis, as of March 31, 2010the date of this Agreement, over 90 days delinquent in payment of principal or interest or in default of any other provision, or (Bii) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder stockholder of the Company, the Bank Company or any Subsidiaryof its Subsidiaries, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w) 4.25 of the Company Disclosure Schedule sets forth (xi) all of the Loans in original principal amount in excess of $50,000 of the Company, the Bank Company or any of the its Subsidiaries that as of March 31, 2010 were the date of this Agreement are classified by the Company any bank examiner (whether regulatory or the Bank or any regulatory examiner internal) as “"Other Loans Specially Mentioned,” “", "Special Mention,” “", "Substandard,” “", "Doubtful,” “", "Loss,” “", "Classified,” “", "Criticized,” “", "Credit Risk Assets,” “", "Concerned Loans,” “", "Watch List” " or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (yii) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank Company and the its Subsidiaries that as of March 31, 2010 were the date of this Agreement are classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (ziii) each asset of the Company or the Bank that as of March 31, 2010 was the date of this Agreement is classified as “"Other Real Estate Owned” " and the book value thereof. The Company shall promptly inform Buyer in writing of any Loan that becomes classified in the manner described in the previous sentence, or any Loan the classification of which is changed, at any time after the date of this Agreement.

Loan Portfolio. (1a) Except As of the date hereof, except as set forth in Section 2.2(w)(13.25(a) of the Company Disclosure Schedule, as neither Company nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”)) in which Company or any Subsidiary of Company is a creditor which as of February 29, other than any Loan the unpaid principal 2024, had an outstanding balance of which does not exceed $50,000, 250,000 or more and under the terms of which the obligor was, as of March 31February 29, 20102024 , over 90 ninety (90) days or more delinquent in payment of principal or interest or in default of any other provisioninterest, or (Bii) Loan in excess of $50,000 Loans with any director, director or executive officer or five percent or greater shareholder of the Company, the Bank Company or any Subsidiaryof its Subsidiaries, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with affiliate of any of the foregoingforegoing (other than the Company and its Subsidiaries). Set forth in Section 2.2(w3.25(a) of the Company Disclosure Schedule sets forth is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of $50,000 of the CompanyCompany and its Subsidiaries that, the Bank or any of the Subsidiaries that as of March 31February 29, 2010 2024, were classified by the Company or the Bank or any regulatory examiner as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans, by category of Loan (e.g., commercial, consumer, etc.), together with the aggregate principal amount of such Loans by category as of March 31, 2010 and (zB) each asset of the Company or the Bank that any of its Subsidiaries that, as of March 31February 29, 2010 was 2024, is classified as “Other Real Estate Owned” and the book value thereof.. (b) Except as would not reasonably be expected to have a Material Adverse Effect on Company, each Loan of Company and its Subsidiaries (i) is evidenced by notes, agreements or other evidences of indebtedness that are true, genuine and what they purport to be, (ii) to the extent carried on the books and records of Company and its Subsidiaries as secured Loans, has been secured by valid charges, mortgages, pledges, security interests, restrictions, claims, liens or encumbrances, as applicable, which have been perfected and (iii) is the legal, valid and binding obligation of the obligor named therein, enforceable in accordance with its terms, subject to the Enforceability Exceptions. (c) Except as would not reasonably be expected to have a Material Adverse Effect on Company, each outstanding Loan of Company and its Subsidiaries (including Loans held for resale to investors) was solicited and originated, and is and has been administered and, where applicable, serviced, and the relevant Loan files are being maintained, in all material respects in accordance with the relevant notes or other credit or security documents, the written underwriting standards of Company and its Subsidiaries (and, in the case of Loans held for resale to investors, the underwriting standards, if any, of the applicable investors) and with all applicable federal, state and local laws, regulations and rules. (d) Except as set forth in Section 3.25(d) of the Company Disclosure Schedule, none of the agreements pursuant to which Company or any of its Subsidiaries has sold Loans or pools of Loans or participations in Loans or pools of Loans contains any

Loan Portfolio. (1i) Except as set forth in Section 2.2(w)(13.02(u)(i) of the Company Disclosure Schedule, as of the date hereof, none neither the Company nor any of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (1) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”), other than any Loan the unpaid principal balance of which does not exceed $50,000, under the terms of which the obligor was, as of March 31, 20102013, over 90 ninety (90) days delinquent in payment of principal or interest or or, to the Knowledge of the Company, in default of any other provision, material provision or (B2) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder stockholder of the Company, the Bank Company or any Subsidiaryof its Subsidiaries, or to the knowledge Knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w3.02(u)(i) of the Company Disclosure Schedule sets forth (x1) all of the Loans in original principal amount in excess of $50,000 of the Company, the Bank Company or any of the its Subsidiaries that as of March 31, 2010 2013 were classified by the Company or the Bank or any regulatory examiner as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 2013 and the identity of the borrower thereunderthereunder (and since January 1, 2011 there have been no such classifications by any Governmental Entity that are not so classified by the Company), (y2) by category of Loan (i.e., commercial, consumer, etc.or other commonly used category designation), all of the other Loans of the Company, the Bank and the Company or any of its Subsidiaries that as of March 31, 2010 2013 were classified as such, together with the aggregate principal amount of and aggregate accrued and unpaid interest on such Loans by category as of March 31, 2010 2013, and (z3) each asset of the Company or the Bank that as of March 31, 2010 2013 was classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1) Except as set forth in Section 2.2(w)(1) 3.17 of the Company Disclosure Schedule, as of the date hereof, none of neither the Company, the Bank or nor any Subsidiary of their subsidiaries is a party to (A) any written or oral loan, (a) loan agreement, note or borrowing arrangement (including leasesincluding, without limitation, leases and credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “"Loans”), other than any Loan ") the unpaid current principal balance of which does not exceed exceeds $50,000, under the terms of 150,000 and as to which the obligor wasobliger is, as of March 31, 2010the date of this Agreement, over 90 days delinquent in payment of principal or interest or in default of any other provisioninterest, or (Bb) Loan in excess of $50,000 with any director, executive officer or or, to the best knowledge of the Company and the Bank, five percent or greater shareholder stockholder of the Company, the Bank or any Subsidiaryof their subsidiaries, or to the best knowledge of the CompanyCompany and the Bank, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w) To the best knowledge of the Company and the Bank, all of the Loans originated and held currently and at the Effective Time by the Company, the Bank and their subsidiaries, and any other Loans purchased and held currently and at the Effective Time by the Company, the Bank and their subsidiaries, were solicited, originated and exist, and will exist at the Effective Time, in material compliance with all applicable loan policies and procedures of the Company, the Bank and their subsidiaries. Section 3.17 of the Disclosure Schedule sets forth as of February 28, 1997, (xi) all of the Loans in original the current principal amount in excess balance of which exceeds $50,000 150,000 of the Company, the Bank or any of the Subsidiaries their subsidiaries that as of March 31, 2010 were the date of this Agreement are classified by the Company or the Bank or any regulatory examiner as “"Other Loans Specially Mentioned,” “", "Special Mention,” “", "Substandard,” “", "Doubtful,” “", "Loss,” “", "Classified,” “", "Criticized,” “Credit Risk Assets,” “Concerned Loans,” “", "Watch List” list" or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower obligor thereunder, and (yii) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries their subsidiaries that as of March 31, 2010 were the date of this Agreement are classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31category, 2010 and (z) each asset it being understood that no representation is being made that the FDIC or the Connecticut Commissioner would agree with the loan classifications contained in Section 3.17 of the Disclosure Schedule. The Company shall promptly inform Purchaser in writing of any Loan the current principal balance of which exceeds $150,000 that becomes classified in the manner described in this Section 3.17, or any Loan the classification of which is materially and adversely changed at any time after the date of this Agreement. The information (including electronic information and information contained on tapes and computer disks) with respect to the Loans furnished to Purchaser by the Company and the Bank that as of March 31, 2010 was classified as “Other Real Estate Owned” is true and the book value thereofcomplete in all material respects.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(14.24(a) of the Company GreenPoint Disclosure Schedule, as of the date hereof, none neither North Fork nor any of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assetsi) (collectively, “Loans”)Loan, other than any Loan the unpaid principal balance of which does not exceed $50,000500,000, under the terms of which the obligor was, as of March 31September 30, 20102003, over 90 days delinquent in payment of principal or interest or in default of any other provision, or (Bii) Loan in excess of $50,000 100,000 with any director, executive officer or five percent or greater shareholder stockholder of the Company, the Bank North Fork or any Subsidiaryof its Subsidiaries, or to the knowledge of the CompanyNorth Fork, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w4.24(a) of the Company North Fork Disclosure Schedule sets forth (x) all of the Loans in original principal amount in excess of $50,000 500,000 of the Company, the Bank North Fork or any of the its Subsidiaries that as of March 31September 30, 2010 2003 were classified by the Company or the Bank North Fork or any regulatory examiner as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31September 30, 2010 2003 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank North Fork and the its Subsidiaries that as of March 31September 30, 2010 2003 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31September 30, 2010 2003, and (z) each asset of the Company or the Bank North Fork that as of March 31September 30, 2010 2003 was classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(1) of the Company Disclosure Schedule, as As of the date hereof, none except as set forth in Schedule 4.24(a), neither Riverview Financial nor any of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan(i) Loan in which Riverview Financial or any Subsidiary of Riverview Financial is a creditor which as of the end of the last full month prior to the date of this Agreement, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”), other than any Loan the unpaid principal had an outstanding balance of which does not exceed $50,000, 100,000 or more and under the terms of which the obligor was, as of March 31, 2010the end of the last full month prior to the date of this Agreement, over 90 days or more delinquent in payment of principal or interest or in default of any other provisioninterest, or (Bii) Loan in excess of $50,000 Loans with any director, executive officer or five percent or greater principal shareholder of the Company, the Bank Riverview Financial or any Subsidiaryof its Subsidiaries (as such terms are defined in 12 C.F.R. Part 215). Except as such disclosure may be limited by any applicable law, rule or to the knowledge of the Companyregulation, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(wSchedule 4.24(a) of the Company Disclosure Schedule sets forth (x) a true, correct and complete list of all of the Loans in original principal amount in excess of Riverview Financial and its Subsidiaries that, as of the end of the last full month prior to the date of this Agreement had an outstanding balance of $50,000 of the Company, the Bank 25,000 or any of the Subsidiaries that as of March 31, 2010 more and were classified by the Company or the Bank or any regulatory examiner Riverview Financial as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (z) each asset of the Company or the Bank that as of March 31, 2010 was classified as “Other Real Estate Owned” and the book value thereofsuch date.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(13.24(a) of the Company Disclosure Schedule, as neither the Company nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”), other than any Loan the unpaid principal balance of which does not exceed $50,000250,000, under the terms of which the obligor was, as of March 31September 30, 20102003, over 90 days delinquent in payment of principal or interest or in default of any other provision, or (Bii) Loan in excess of $50,000 100,000 with any director, executive officer or five percent or greater shareholder stockholder of the Company, the Bank Company or any Subsidiaryof its Subsidiaries, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w3.24(a) of the Company Disclosure Schedule sets forth (x) all of the Loans in original principal amount in excess of $50,000 250,000 of the Company, the Bank Company or any of the its Subsidiaries that as of March 31September 30, 2010 2003, were classified by the Company or the Bank or any regulatory examiner as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank Company and the its Subsidiaries that as of March 31September 30, 2010 2003 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (z) each asset of the Company or the Bank that as of March 31September 30, 2010 2003, was classified as “Other Real Estate Owned” and the book value thereof. The Company shall promptly inform Parent in writing of any Loan that becomes classified in the manner described in the previous sentence, or any Loan the classification of which is changed, at any time after the date of this Agreement.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(1) of the Company Disclosure Schedule, as As of the date hereof, none neither AMNB nor any of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”)) in which AMNB or any Subsidiary of AMNB is a creditor that, other than any Loan the unpaid principal as of June 30, 2023, had an outstanding balance of which does not exceed $50,000, 500,000 or more and under the terms of which the obligor was, as of March 31June 30, 20102023, over 90 ninety (90) days or more delinquent in payment of principal or interest or in default of any other provisioninterest, or (Bii) Loan in excess of $50,000 Loans with any director, executive officer or five percent (5%) or greater shareholder of the Company, the Bank AMNB or any Subsidiaryof its Subsidiaries, or to the knowledge of the CompanyAMNB, any person, corporation or enterprise controlling, controlled by or under common control with affiliate of any of the foregoing. Section 2.2(w3.27(a) of the Company AMNB Disclosure Schedule sets forth a true and complete list of (xA) all of the Loans in original principal amount in excess of AMNB and its Subsidiaries that, as of June 30, 2023, had an outstanding balance of $50,000 of the Company, the Bank or any of the Subsidiaries that as of March 31, 2010 500,000 and were classified by the Company or the Bank or any regulatory examiner AMNB as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans, by category of Loan (e.g., commercial, consumer, etc.), together with the aggregate principal amount of such Loans by category as of March 31, 2010 and (zB) each asset of the Company AMNB or the Bank that any of its Subsidiaries that, as of March 31June 30, 2010 was 2023, is classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(14.26(a) of the Company PFIS Disclosure Schedule, as neither PFIS nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan(i) Loans with any Borrower in which PFIS or any Subsidiary of PFIS is a creditor which as of December 31, loan agreement2022, note or borrowing arrangement (including leases, credit enhancements, had an outstanding balance plus unfunded commitments, guarantees if any Total Borrower Commitment of $100,000 or more and interest-bearing assets) (collectively, “Loans”), other than any Loan the unpaid principal balance of which does not exceed $50,000, under the terms of which the obligor Borrower was, as of March December 31, 20102022, over 90 ninety (90) days or more delinquent in payment of principal or interest or in default of any other provisioninterest, or (Bii) Loan in excess of $50,000 Loans with any director, executive officer or five percent 5% or greater shareholder of the Company, the Bank PFIS or any Subsidiaryof its Subsidiaries, or to the knowledge of the CompanyPFIS, any person, corporation or enterprise controlling, controlled by or under common control with affiliate of any of the foregoing. Set forth in Section 2.2(w4.26(a) of the Company PFIS Disclosure Schedule sets forth is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of $50,000 of the CompanyPFIS and its Subsidiaries that, the Bank or any of the Subsidiaries that as of March December 31, 2010 2022, were classified by the Company or the Bank or any regulatory examiner PFIS as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans, by category of Loan (e.g., commercial, consumer, etc.), together with the aggregate principal amount of such Loans by category as of March 31, 2010 and (zB) each asset of the Company PFIS or the Bank that any of its Subsidiaries that, as of March December 31, 2010 was 2022, is classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(1) on Cornerstone Disclosure Schedule 3.22, neither Cornerstone nor any of the Company Disclosure Schedule, as of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assetsi) (collectively, “Loans”), other than any Loan the unpaid principal balance of which does not exceed $50,000, Loans under the terms of which the obligor was, as of March 31June 30, 20102019, over 90 ninety (90) days or more delinquent in payment of principal or interest or or, to the knowledge of Cornerstone, in default of any other provision, or (Bii) Loan in excess of $50,000 Loans with any director, executive officer or five percent 5% or greater shareholder of the Company, the Bank Cornerstone or any Subsidiaryof its Subsidiaries, or to the knowledge of the CompanyCornerstone, any person, corporation or enterprise controlling, controlled by or under common control with affiliate of any of the foregoing. Section 2.2(w) of the Company Set forth in Cornerstone Disclosure Schedule sets forth 3.22 is a true, correct and complete list of (xi) all of the Loans in original principal amount in excess of $50,000 of the CompanyCornerstone and its Subsidiaries that, the Bank or any of the Subsidiaries that as of March 31June 30, 2010 2019, were classified by the Company or the Bank or any regulatory examiner Cornerstone as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (yii) by category of Loan (i.e., commercialcommercial real estate, commercial and industrial, consumer, etc.other), all of the other Loans of the CompanyCornerstone and its Subsidiaries that, the Bank and the Subsidiaries that as of March 31June 30, 2010 2019, were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31category, 2010 and (ziii) each asset of the Company Cornerstone or the Bank that any of its Subsidiaries that, as of March 31June 30, 2010 2019, was classified as “Other Real Estate Owned” (“OREO”) and the book value thereof; it being understood and agreed that the Loans referenced in clauses (i) and (ii) of this sentence include any Loans so classified by Cornerstone or by any Governmental Entity.

Loan Portfolio. (1a) Except as set forth in on Section 2.2(w)(15.19(a) of the Company Parent Disclosure Schedule, as neither Parent nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assetsi) (collectively, “Loans”)Loan, other than any Loan the unpaid principal balance of which does not exceed $50,000, 1,500,000 under the terms of which the obligor was, as of March December 31, 20102002, over 90 days delinquent in payment of principal or interest or or, to the knowledge of Parent, in default of any other provision, or (Bii) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder stockholder of the Company, the Bank Parent or any Subsidiaryof its Subsidiaries, or to the knowledge of the CompanyParent, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w5.19(a) of the Company Parent Disclosure Schedule sets forth (xi) all of the Loans in original principal amount in excess of $50,000 1,500,000 of the Company, the Bank Parent or any of the its Subsidiaries that as of March December 31, 2010 2002, were classified by the Company any bank examiner (whether regulatory or the Bank or any regulatory examiner internal) as ““ Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” , “ “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 such date and the identity of the borrower thereunder, (yii) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank Parent and the its Subsidiaries that as of March December 31, 2010 2002, were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (ziii) each asset of the Company or the Bank Parent that as of March December 31, 2010 2002, was classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except As of the date hereof, except as set forth in Section 2.2(w)(14.25(a) of the Company BancorpSouth Disclosure Schedule, as neither BancorpSouth nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loanLoan in which BancorpSouth or any Subsidiary of BancorpSouth is a creditor that, loan agreementas of December 31, note or borrowing arrangement (including leases2020, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”), other than any Loan the unpaid principal had an outstanding balance of which does not exceed $50,000, 5,000,000 or more and under the terms of which the obligor was, as of March December 31, 20102020, over 90 ninety (90) days or more delinquent in payment of principal or interest or interest. Set forth in default of any other provision, or (B) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder of the Company, the Bank or any Subsidiary, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w4.25(a) of the Company BancorpSouth Disclosure Schedule sets forth is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of BancorpSouth and its Subsidiaries that, as of December 31, 2020, had an outstanding balance of $50,000 of the Company, the Bank or any of the Subsidiaries that as of March 31, 2010 5,000,000 and were classified by the Company or the Bank or any regulatory examiner BancorpSouth as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans, by category of Loan (e.g., commercial, consumer, etc.), together with the aggregate principal amount of such Loans by category as of March 31category, 2010 and (zB) each asset of the Company BancorpSouth or the Bank that any of its Subsidiaries that, as of March December 31, 2010 was 2020, is classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(13.25(a) of the Company FNCB Disclosure Schedule, as neither FNCB nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “LoansLoans ”) with any borrower (each, a “Borrower”) in which FNCB or any Subsidiary of FNCB is a creditor which as of December 31, 2022, had an outstanding balance plus unfunded commitments, if any (collectively, the “Total Borrower Commitment”), other than any Loan the unpaid principal balance of which does not exceed $50,000, 100,000 or more and under the terms of which the obligor Borrower was, as of March December 31, 20102022, over 90 ninety (90) days or more delinquent in payment of principal or interest or in default of any other provisioninterest, or (Bii) Loan in excess of $50,000 Loans with any director, executive officer or five percent 5% or greater shareholder of the Company, the Bank FNCB or any Subsidiaryof its Subsidiaries, or to the knowledge of the CompanyFNCB, any person, corporation or enterprise controlling, controlled by or under common control with affiliate of any of the foregoing. Set forth in Section 2.2(w3.25(a) of the Company FNCB Disclosure Schedule sets forth is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of $50,000 of the CompanyFNCB and its Subsidiaries that, the Bank or any of the Subsidiaries that as of March December 31, 2010 2022, were classified by the Company or the Bank or any regulatory examiner FNCB as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans, by category of Loan (e.g., commercial, consumer, etc.), together with the aggregate principal amount of such Loans by category as of March 31, 2010 and (zB) each asset of the Company FNCB or the Bank that any of its Subsidiaries that, as of March December 31, 2010 was 2022, is classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(1) 4.25 of the Company Disclosure Schedule, as neither the Company nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, (i) loan agreement, note or borrowing arrangement (including including, without limitation, leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “"Loans”"), other than any Loan the unpaid principal balance of which does not exceed $50,000, under the terms of which the obligor wasis, as of March 31, 2010the date of this Agreement, over 90 days delinquent in payment of principal or interest or in default of any other provision, or (Bii) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder stockholder of the Company, the Bank Company or any Subsidiaryof its Subsidiaries, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w) 4.25 of the Company Disclosure Schedule sets forth (xi) all of the Loans in original principal amount in excess of $50,000 of the Company, the Bank Company or any of the its Subsidiaries that as of March 31, 2010 were the date of this Agreement are classified by the Company any bank examiner (whether regulatory or the Bank or any regulatory examiner internal) as “"Other Loans Specially Mentioned,” “", "Special Mention,” “", "Substandard,” “", "Doubtful,” “", "Loss,” “", "Classified,” “", "Criticized,” “", "Credit Risk Assets,” “", "Concerned Loans,” “", "Watch List” " or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (yii) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank Company and the its Subsidiaries that as of March 31, 2010 were the date of this Agreement are classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (ziii) each asset of the Company or the Bank that as of March 31, 2010 was the date of this Agreement is classified as “"Other Real Estate Owned” " and the book value thereof. The Company shall promptly inform Buyer in writing of any Loan that becomes classified in the manner described in the previous sentence, or any Loan the classification of which is changed, at any time after the date of this Agreement.

Loan Portfolio. (1i) Except as set forth in Section 2.2(w)(1) of the on Disclosure Schedule 4.2(s)(i), Company Disclosure Schedule, as of the date hereof, none of the Company, the Bank or any Subsidiary is not a party to (A) any written or oral loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assetsA) (collectively, “Loans”), other than any Loan the unpaid principal balance of which does not exceed $50,000, Loans under the terms of which the obligor was, as of March December 31, 20102017, over 90 days or more delinquent in payment of principal or interest or or, to the Knowledge of Company, in default of any other provision, or (B) Loan in excess of $50,000 Loans with any director, executive officer or five percent 5% or greater shareholder stockholder of the Company, the Bank or any Subsidiary, or to the knowledge Knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with affiliate of any of the foregoing. Section 2.2(w) of the Company Set forth in Disclosure Schedule sets forth 4.2(s)(i) is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of $50,000 of the CompanyCompany that, the Bank or any of the Subsidiaries that as of March December 31, 2010 2017, were classified by the Company or the Bank or any regulatory examiner as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (yB) by category of Loan (i.e., commercialcommercial real estate, commercial and industrial, consumer, etc.other), all of the other Loans of the CompanyCompany that, the Bank and the Subsidiaries that as of March December 31, 2010 2017, were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31category, 2010 and (zC) each asset of the Company or the Bank that that, as of March December 31, 2010 2017, was classified as “Other Real Estate Owned” (“OREO”) and the book value thereof; it being understood and agreed that the Loans referenced in clauses (A) and (B) of this sentence include any Loans so classified by Company or by any Governmental Entity. Company shall provide to Parent, on a monthly basis, (1) a schedule of Loans of Company that become classified in the manner described in the previous sentence, or any Loan of Company the classification of which is changed to a lower classification or to OREO, and (2) a schedule of Loans of Company in which the obligor is delinquent in payment by 30 days or more, in each case after the date of this Agreement.

Loan Portfolio. (1) Except as set forth in Section 2.2(w)(1) 5.17 of the Company -------------- Disclosure Schedule, as of the date hereof, none of the Company, neither KSB nor the Bank or any Subsidiary is a party to (A) any written or oral loan, (a) loan agreement, note or borrowing arrangement (including leasesincluding, without limitation, leases and credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “"Loans”), other than any Loan ") the unpaid ----- principal balance of which does not exceed exceeds $50,000, under the terms of 75,000 and as to which the obligor wasis, as of March 31, 2010the date of this Agreement, over 90 days delinquent in payment of principal or interest or in default of any other provisioninterest, or (Bb) Loan in excess of $50,000 with any director, executive officer or or, to the knowledge of KSB and the Bank, five percent stockholder of KSB or greater shareholder of the Company, the Bank or any SubsidiaryBank, or to the knowledge of KSB and the CompanyBank, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w) To the knowledge of KSB and the Bank, all of the Company Loans originated and held currently and at the Effective Time by KSB or the Bank, and any other Loans purchased and held currently and at the Effective Time by KSB or the Bank, were solicited, originated and exist, and will exist at the Effective Time, in material compliance with all applicable loan policies and procedures of KSB and the Bank. Section 5.17 of the Disclosure Schedule sets forth as of June 30, 1999, (xi) all of the Loans in original principal amount in excess of $50,000 75,000 of the Company, KSB or the Bank or any of the Subsidiaries that as of March 31, 2010 were the date of this Agreement are classified by the Company or the Bank or any regulatory examiner as “"Other Loans Specially Mentioned,” “", "Special Mention,” “", "Substandard,” “", "Doubtful,” “", "Loss,” “", "Classified,” “", "Criticized,” “Credit Risk Assets,” “Concerned Loans,” “", "Watch List” list" or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower obligor thereunder, and (yii) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, KSB and the Bank and the Subsidiaries that as of March 31, 2010 were the date of this Agreement are classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31category, 2010 and (z) each asset it being understood that no representation is being made that the FDIC or the Maine Superintendent would agree with the loan classifications contained in Section 5.17 of the Company Disclosure Schedule. KSB shall promptly inform Camden in writing of any Loan the original principal balance of which exceeds $75,000 that becomes classified in the manner described in this Section 5.17, or any Loan the classification of which is materially and adversely changed at any time after the date of this Agreement. The information (including electronic information and information contained on tapes and computer disks) with respect to the Loans furnished to Camden by KSB and the Bank that as of March 31, 2010 was classified as “Other Real Estate Owned” is true and the book value thereofcomplete in all material respects.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(1) 5.25 of the Company Buyer Disclosure Schedule, as neither Buyer nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, (i) loan agreement, note or borrowing arrangement (including including, without limitation, leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “"Loans”"), other than any Loan Loans the unpaid principal balance of which does not exceed $50,000100,000, under the terms of which the obligor wasis, as of March 31, 2010the date of this Agreement, over 90 days delinquent in payment of principal or interest or in default of any other provision, or (Bii) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder stockholder of the Company, the Bank Buyer or any Subsidiaryof its Subsidiaries, or to the knowledge of the CompanyBuyer, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w) 5.25 of the Company Buyer Disclosure Schedule sets forth (xi) all of the Loans in original principal amount in excess of $50,000 100,000 of the Company, the Bank Buyer or any of the its Subsidiaries that as of March 31, 2010 were the date of this Agreement are classified by the Company any bank examiner (whether regulatory or the Bank or any regulatory examiner internal) as “"Other Loans Specially Mentioned,” “", "Special Mention,” “", "Substandard,” “", "Doubtful,” “", "Loss,” “", "Classified,” “", "Criticized,” “", "Credit Risk Assets,” “", "Concerned Loans,” “", "Watch List” " or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (yii) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank Buyer and the its Subsidiaries that as of March 31, 2010 were the date of this Agreement are classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (ziii) each asset of the Company or the Bank Buyer that as of March 31, 2010 was the date of this Agreement is classified as “"Other Real Estate Owned” " and the book value thereof. Buyer shall promptly inform the Company in writing of any Loan that becomes classified in the manner described in the previous sentence, or any Loan the classification of which is changed, at any time after the date of this Agreement.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(1) 4.20 of the Company Disclosure Schedule, as neither the Company nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, (i) loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”), other than any Loan the unpaid principal balance of which does not exceed $50,000250,000, under the terms of which the obligor was, as of March December 31, 20102002, over 90 days delinquent in payment of principal or interest or in default of any other provision, of which default the Company or a Subsidiary had knowledge or should have had knowledge, or (Bii) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder stockholder of the Company, the Bank Company or any Subsidiaryof its Subsidiaries, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w4.20(a) of the Company Disclosure Schedule sets forth (xi) all of the Loans in original principal amount in excess of $50,000 250,000 of the Company, the Bank Company or any of the its Subsidiaries that as of March December 31, 2010 2002, were classified by the Company any bank examiner (whether regulatory or the Bank or any regulatory examiner internal) as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 such date and the identity of the borrower thereunder, (yii) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank Company and the its Subsidiaries that as of March December 31, 2010 2002, were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (ziii) each asset of the Company or the Bank that as of March December 31, 2010 2002, was classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1) Except as Previously Disclosed or as set forth in Section 2.2(w)(1) of the Company Disclosure ScheduleSchedule 5.1(R), as of the date hereof, none of the Company, the neither WBC nor Whidbey Island Bank or any Subsidiary is a party to (A) any written or oral loan, (i) loan agreement, note or borrowing arrangement (including including, without limitation, leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”), other than any Loan Loans the unpaid principal balance of which does not exceed $50,000, under the terms of which the obligor was, as of March 31June 30, 20102007, over 90 days delinquent in payment of principal or interest or in default of any other provision, or (Bii) Loan in excess of $50,000 with any director, executive officer or five percent 5% or greater shareholder of the Company, the Bank WBC or any SubsidiaryWhidbey Island Bank, or to the knowledge Knowledge of the CompanyWBC or Whidbey Island Bank, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(wSchedule 5.1(R) of the Company Disclosure Schedule sets forth (x) all of the Loans in original principal amount in excess of $50,000 of the Company, the WBC and Whidbey Island Bank or any of the Subsidiaries that as of March 31June 30, 2010 2007, were classified by the Company any bank examiner (whether regulatory or the Bank or any regulatory examiner internal) as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” or “Watch List” or words of similar import”, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31Loan, 2010 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as (e.g., commercial real estate, consumer, C&I) and the amount of March 31specific reserves with respect to each such category of Loan and the amount of reserves with respect to each such category of Loans, 2010 and (zy) each asset of the Company WBC or the Whidbey Island Bank that as of March 31June 30, 2010 2007, was classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except As of the date hereof, except as set forth in Section 2.2(w)(13.25(a) of the Company Disclosure Schedule, as neither the Company nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”)) in which the Company or any Subsidiary of the Company is a creditor which as of March 31, other than any Loan the unpaid principal 2018, had an outstanding balance of which does not exceed $50,000, 250,000 or more and under the terms of which the obligor was, as of March 31, 20102018, over 90 ninety (90) days or more delinquent in payment of principal or interest or in default of any other provisioninterest, or (Bii) Loan in excess of $50,000 Loans with any director, executive officer or five percent 5% or greater shareholder of the Company, the Bank Company or any Subsidiaryof its Subsidiaries, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with affiliate of any of the foregoing. Set forth in Section 2.2(w3.25(a) of the Company Disclosure Schedule sets forth is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of $50,000 of the CompanyCompany and its Subsidiaries that, the Bank or any of the Subsidiaries that as of March 31, 2010 2018, were classified by the Company or the Bank or any regulatory examiner as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount, principal write-off amount and net principal of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) together with the aggregate principal amount, principal write-off amount and net principal of such Loans, by category of Loan (i.e.e.g., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (zB) each asset of the Company or the Bank that any of its Subsidiaries that, as of March 31, 2010 was 2018, is classified as “Other Real Estate Owned” and the book value thereof. The foregoing lists shall not be considered disclosed for any other purposes of the Agreement.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(1) 5.25 of the Company Buyer Disclosure Schedule, as neither Buyer nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, (i) loan agreement, note or borrowing arrangement (including including, without limitation, leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “"Loans”"), other than any Loan Loans the unpaid principal balance of which does not exceed $50,000100,000, under the terms of which the obligor wasis, as of March 31, 2010the date of this Agreement, over 90 days delinquent in payment of principal or interest or in default of any other provision, or (Bii) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder stockholder of the Company, the Bank Buyer or any Subsidiaryof its Subsidiaries, or to the knowledge of the CompanyBuyer, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w) 5.25 of the Company Buyer Disclosure Schedule sets forth (xi) all of the Loans in original principal amount in excess of $50,000 100,000 of the Company, the Bank Buyer or any of the its Subsidiaries that as of March 31, 2010 were the date of this Agreement are classified by the Company any bank examiner (whether regulatory or the Bank or any regulatory examiner internal) as “"Other Loans Specially Mentioned,” “", "Special Mention,” “", "Substandard,” “", "Doubtful,” “", "Loss,” “", "Classified,” “", "Criticized,” “", "Credit Risk Assets,” “", "Concerned Loans,” “", "Watch List” " or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (yii) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank Buyer and the its Subsidiaries that as of March 31, 2010 were the date of this Agreement are classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (ziii) each asset of the Company or the Bank Buyer that as of March 31, 2010 was the date of this Agreement is classified as “"Other Real Estate Owned” " and the book value thereof. Buyer shall promptly inform the Company in writing of any Loan that becomes classified in the manner described in the previous sentence, or any Loan the classification of which is changed, at any time after the date of this Agreement. (b) Each Loan in original principal amount in excess of $100,000 (i) is evidenced by notes, agreements or other evidences of indebtedness which are true, genuine and what they purport to be, (ii) to the extent secured, has been secured by valid liens and security interests which have been perfected and (iii) is the legal, valid and binding obligation of the obligor named therein, enforceable in accordance with its terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors' rights and to general equity principles. 5.26.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(1) 4.22 of the Company Disclosure Schedule, as neither the Company nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, (i) loan agreement, note or borrowing arrangement (including including, without limitation, leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “"Loans”"), other than any Loan Loans the unpaid principal balance of which does not exceed $50,000100,000, under the terms of which the obligor was, as of March October 31, 20101997, over 90 days delinquent in payment of principal or interest or in default of any other provision, or (Bii) as of June 30, 1997, Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder stockholder of the Company, the Bank Company or any Subsidiaryof its Subsidiaries, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w) 4.22 of the Company Disclosure Schedule sets forth (xi) all of the Loans in original principal amount in excess of $50,000 100,000 of the Company, the Bank Company or any of the its Subsidiaries that as of March October 31, 2010 1997, were classified by the Company any bank examiner (whether regulatory or the Bank or any regulatory examiner internal) as “"Other Loans Specially Mentioned,” “", "Special Mention,” “", "Substandard,” “", "Doubtful,” “", "Loss,” “", "Classified,” “", "Criticized,” “", "Credit Risk Assets,” “", "Concerned Loans,” “", "Watch List” " or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (yii) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank Company and the its Subsidiaries that as of March October 31, 2010 1997, were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (ziii) each asset of the Company or the Bank that as of March October 31, 2010 1997, was classified as “"Other Real Estate Owned” " and the book value thereof.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(1) 5.20 of the Company Parent Disclosure Schedule, as neither Parent nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assetsi) (collectively, “Loans”)Loan, other than any Loan Loans the unpaid principal balance of which does not exceed $50,000100,000, under the terms of which the obligor was, as of March October 31, 20101997, over 90 days delinquent in payment of principal or interest or in default of any other provision, or (Bii) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder stockholder of the Company, the Bank Parent or any Subsidiaryof its Subsidiaries, or to the knowledge of the CompanyParent, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w) 5.20 of the Company Parent Disclosure Schedule sets forth (xi) all of the Loans in original principal amount in excess of $50,000 100,000 of the Company, the Bank Parent or any of the its Subsidiaries that as of March October 31, 2010 1997, were classified by the Company any bank examiner (whether regulatory or the Bank or any regulatory examiner internal) as “"Other Loans Specially Mentioned,” “", "Special Mention,” “", "Substandard,” “", "Doubtful,” “", "Loss,” “", "Classified,” “", "Criticized,” “", "Credit Risk Assets,” “", "Concerned Loans,” “", "Watch List” " or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (yii) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank Parent and the its Subsidiaries that as of March October 31, 2010 1997, were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (ziii) each asset of the Company or the Bank Parent that as of March October 31, 2010 1997, was classified as “"Other Real Estate Owned” " and the book value thereof.

Loan Portfolio. (1a) Except As of the date hereof, except as set forth in Section 2.2(w)(13.28(a) of the Company Seller Disclosure Schedule, as neither Seller nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “"Loans”), other than ") in which Seller or any Loan the unpaid principal balance Subsidiary of which does not exceed $50,000, under the terms of which the obligor wasSeller is a creditor which, as of March December 31, 20102017, was over 90 ninety days or more delinquent in payment of principal or interest or in default of any other provisioninterest, or (Bii) Loan in excess of $50,000 Loans with any director, director or executive officer of Seller or five percent any of its Subsidiaries, or greater shareholder holder of 5% or more of the Company, the Bank or any SubsidiaryAssumed Outstanding Seller Common Stock, or to the knowledge of the CompanySeller, any person, corporation or enterprise controlling, controlled by or under common control with affiliate of any of the foregoing. Set forth in Section 2.2(w3.28(a) of the Company Seller Disclosure Schedule sets forth is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of $50,000 of the CompanySeller and its Subsidiaries that, the Bank or any of the Subsidiaries that as of March December 31, 2010 2017, were classified by the Company or the Bank or any regulatory examiner Seller as “"Other Loans Specially Mentioned,” “" "Special Mention,” “" "Substandard,” “" "Doubtful,” “" "Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” " or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) together with the aggregate principal amount of such Loans by category of Loan (i.e.e.g., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (zB) each asset of the Company Seller or the Bank that any of its Subsidiaries that, as of March December 31, 2010 2017, was classified as “"Other Real Estate Owned” " and the book value thereof.

Loan Portfolio. (1a) Except As of the date hereof, except as set forth in Section 2.2(w)(13.28(a) of the Company Tammcorp Disclosure Schedule, as neither Tammcorp nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “"Loans”), other than ") in which Tammcorp or any Loan the unpaid principal balance Subsidiary of which does not exceed $50,000, under the terms of which the obligor wasTammcorp is a creditor which, as of March 31September 30, 20102016, was over 90 ninety days or more delinquent in payment of principal or interest or in default of any other provisioninterest, or (Bii) Loan in excess of $50,000 Loans with any director, director or executive officer of Tammcorp or five percent any of its Subsidiaries, or greater shareholder holder of 5% or more of the Company, the Bank outstanding Tammcorp Common Stock or any SubsidiarySeries A Preferred Stock, or to the knowledge of the CompanyTammcorp, any person, corporation or enterprise controlling, controlled by or under common control with affiliate of any of the foregoing. Set forth in Section 2.2(w3.28(a) of the Company Tammcorp Disclosure Schedule sets forth is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of $50,000 of the CompanyTammcorp and its Subsidiaries that, the Bank or any of the Subsidiaries that as of March 31November 30, 2010 2016, were classified by the Company or the Bank or any regulatory examiner Tammcorp as “"Other Loans Specially Mentioned,” “" "Special Mention,” “" "Substandard,” “" "Doubtful,” “" "Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” " or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) together with the aggregate principal amount of such Loans by category of Loan (i.e.e.g., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (zB) each asset of the Company Tammcorp or the Bank that any of its Subsidiaries that, as of March 31November 30, 2010 2016, was classified as “"Other Real Estate Owned” " and the book value thereof.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(13.25(a) of the Company Disclosure Schedule, as neither the Company nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “LoansLoans ”) with any borrower (each, a “Borrower”) in which the Company or any Subsidiary of the Company is a creditor which as of December 31, 2023, had an outstanding balance plus unfunded commitments, if any (collectively, the “Total Borrower Commitment”), other than any Loan the unpaid principal balance of which does not exceed $50,000, 100,000 or more and under the terms of which the obligor Borrower was, as of March December 31, 20102023, over 90 ninety (90) days or more delinquent in payment of principal or interest or in default of any other provisioninterest, or (Bii) Loan in excess of $50,000 Loans with any director, executive officer or five percent 5% or greater shareholder stockholder of the Company, the Bank Company or any Company Subsidiary, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with affiliate of any of the foregoing. Set forth in Section 2.2(w3.25(a) of the Company Disclosure Schedule sets forth is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of $50,000 of the CompanyCompany and its Subsidiaries that, the Bank or any of the Subsidiaries that as of March December 31, 2010 2023, were classified by the Company or the Bank or any regulatory examiner as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans, by category of Loan (e.g., commercial, consumer, etc.), together with the aggregate principal amount of such Loans by category as of March 31, 2010 and (zB) each asset of the Company or the Bank that any Company Subsidiary that, as of March December 31, 2010 was 2023, is classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1i) Except as set forth in Section 2.2(w)(1) of the on Disclosure Schedule 4.2(s)(i), Company Disclosure Schedule, as of the date hereof, none of the Company, the Bank or any Subsidiary is not a party to (A) any written or oral loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assetsA) (collectively, “Loans”), other than any Loan the unpaid principal balance of which does not exceed $50,000, Loans under the terms of which the obligor was, as of March 31June 30, 20102015, over 90 days or more delinquent in payment of principal or interest or or, to the Knowledge of Company, in default of any other provision, or (B) Loan in excess of $50,000 Loans with any director, executive officer or five percent 5% or greater shareholder stockholder of the Company, the Bank or any Subsidiary, or to the knowledge Knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with affiliate of any of the foregoing. Section 2.2(w) of the Company Set forth in Disclosure Schedule sets forth 4.2(s)(i) is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of $50,000 of the CompanyCompany that, the Bank or any of the Subsidiaries that as of March 31June 30, 2010 2015, were classified by the Company or the Bank or any regulatory examiner as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (yB) by category of Loan (i.e., commercialcommercial real estate, commercial and industrial, consumer, etc.other), all of the other Loans of the CompanyCompany that, the Bank and the Subsidiaries that as of March 31June 30, 2010 2015, were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31category, 2010 and (zC) each asset of the Company or the Bank that that, as of March 31June 30, 2010 2015, was classified as “Other Real Estate Owned” (“OREO”) and the book value thereof; it being understood and agreed that the Loans referenced in clauses (A) and (B) of this sentence include any Loans so classified by Company or by any Governmental Entity. Company shall provide to Parent Bank, on a monthly basis, (1) a schedule of Loans of Company that become classified in the manner described in the previous sentence, or any Loan of Company the classification of which is changed to a lower classification or to OREO, and (2) a schedule of Loans of Company in which the obligor is delinquent in payment by 30 days or more, in each case after the date of this Agreement.

Loan Portfolio. (1a) Except as set forth in Section 2.2(w)(1) 4.25 of the Company Disclosure Schedule, as neither the Company nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral loan, (i) loan agreement, note or borrowing arrangement (including including, without limitation, leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “"Loans”"), other than any Loan the unpaid principal balance of which does not exceed $50,000, under the terms of which the obligor wasis, as of March 31, 2010the date of this Agreement, over 90 days delinquent in payment of principal or interest or in default of any other provision, or (Bii) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder stockholder of the Company, the Bank Company or any Subsidiaryof its Subsidiaries, or to the knowledge of the Company, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w) 4.25 of the Company Disclosure Schedule sets forth (xi) all of the Loans in original principal amount in excess of $50,000 of the Company, the Bank Company or any of the its Subsidiaries that as of March 31, 2010 were the date of this Agreement are classified by the Company any bank examiner (whether regulatory or the Bank or any regulatory examiner internal) as “"Other Loans Specially Mentioned,” “", "Special Mention,” “", "Substandard,” “", "Doubtful,” “", "Loss,” “", "Classified,” “", "Criticized,” “", "Credit Risk Assets,” “", "Concerned Loans,” “", "Watch List” " or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (yii) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank Company and the its Subsidiaries that as of March 31, 2010 were the date of this Agreement are classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (ziii) each asset of the Company or the Bank that as of March 31, 2010 was the date of this Agreement is classified as “"Other Real Estate Owned” " and the book value thereof. The Company shall promptly inform Buyer in writing of any Loan that becomes classified in the manner described in the previous sentence, or any Loan the classification of which is changed, at any time after the date of this Agreement. (b) Each Loan in original principal amount in excess of $50,000 (i) is evidenced by notes, agreements or other evidences of indebtedness which are true, genuine and what they purport to be, (ii) to the extent secured, has been secured by valid liens and security interests which have been perfected and (iii) is the legal, valid and binding obligation of the obligor named therein, enforceable in accordance with its terms, subject to bankruptcy, insolvency, fraudulent conveyance and other laws of general applicability relating to or affecting creditors' rights and to general equity principles. 4.26.

Loan Portfolio. (1a) Except as may be set forth in Section 2.2(w)(14.19(a) of the Company Bank Disclosure Schedule, as of the date hereof, none of the Company, neither the Bank or nor any Subsidiary of its Subsidiaries is a party to (A) any written or oral loan, (i) loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “Loans”), other than any Loan (x) the unpaid principal balance of which does not exceed exceeds $50,000125,000, and under the terms of which the obligor was, as of March 31September 30, 20102005, over 90 days delinquent in payment of principal or interest interest, or (y) to the knowledge of the Bank, the unpaid principal balance of which exceeds $500,000 and which the obligor is in material default of any other provisionprovision under such Loan (for purposes of this clause (y), the failure of a borrower to deliver financial and other data on a timely basis to the Bank as required by the relevant loan agreement shall not deemed a material default), or (Bii) Loan in excess of $50,000 with any director, executive officer or five percent or greater shareholder of the Company, the Bank or any Subsidiaryof its Subsidiaries, or to the knowledge of the CompanyBank, any person, corporation or enterprise controlling, controlled by or under common control with any of the foregoing. Section 2.2(w4.19(a) of the Company Bank Disclosure Schedule sets forth (xi) all of the Loans in original principal amount in excess of $50,000 125,000 of the Company, the Bank or any of the its Subsidiaries that as of March 31September 30, 2010 2005, were classified by the Company any bank examiner (whether regulatory or the Bank or any regulatory examiner internal) as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 such date and the identity of the borrower thereunder, (yii) by category of Loan (i.e., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the its Subsidiaries that as of March 31September 30, 2010 2005, were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (ziii) each asset of the Company or the Bank that as of March 31September 30, 2010 2005, was classified as “Other Real Estate Owned” and the book value thereof.

Loan Portfolio. (1a) Except As of the date hereof, except as set forth in Section 2.2(w)(13.28(a) of the Company Seller Disclosure Schedule, as neither Seller nor any of the date hereof, none of the Company, the Bank or any Subsidiary its Subsidiaries is a party to (A) any written or oral (i) loan, loan agreement, note or borrowing arrangement (including leases, credit enhancements, commitments, guarantees and interest-bearing assets) (collectively, “"Loans”), other than ") in which Seller or any Loan the unpaid principal balance Subsidiary of which does not exceed $50,000, under the terms of which the obligor wasSeller is a creditor which, as of March 31June 30, 20102017, was over 90 ninety days or more delinquent in payment of principal or interest or in default of any other provisioninterest, or (Bii) Loan in excess of $50,000 Loans with any director, director or executive officer of Seller or five percent any of its Subsidiaries, or greater shareholder holder of 5% or more of the Company, the Bank or any Subsidiaryoutstanding Seller Common Stock, or to the knowledge of the CompanySeller, any person, corporation or enterprise controlling, controlled by or under common control with affiliate of any of the foregoing. Set forth in Section 2.2(w3.28(a) of the Company Seller Disclosure Schedule sets forth is a true, correct and complete list of (xA) all of the Loans in original principal amount in excess of $50,000 of the CompanySeller and its Subsidiaries that, the Bank or any of the Subsidiaries that as of March May 31, 2010 2017, were classified by the Company or the Bank or any regulatory examiner Seller as “"Other Loans Specially Mentioned,” “" "Special Mention,” “" "Substandard,” “" "Doubtful,” “" "Loss,” “Classified,” “Criticized,” “Credit Risk Assets,” “Concerned Loans,” “Watch List” " or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan as of March 31, 2010 and the identity of the borrower thereunder, (y) together with the aggregate principal amount of such Loans by category of Loan (i.e.e.g., commercial, consumer, etc.), all of the other Loans of the Company, the Bank and the Subsidiaries that as of March 31, 2010 were classified as such, together with the aggregate principal amount of and accrued and unpaid interest on such Loans by category as of March 31, 2010 and (zB) each asset of the Company Seller or the Bank that any of its Subsidiaries that, as of March July 31, 2010 2017, was classified as “"Other Real Estate Owned” " and the book value thereof.