Common use of Limited Guaranty of the Corporation Clause in Contracts

Limited Guaranty of the Corporation. The Corporation hereby guarantees performance of the Receiver's obligation to indemnify the Assuming Institution as set forth in this Article XII. It is a condition to the Corporation's obligation hereunder that the Assuming Institution shall comply in all respects with the applicable provisions of this Article XII. The Corporation shall be liable hereunder only for such amounts, if any, as the Receiver is obligated to pay under the terms of this Article XII but shall fail to pay. Except as otherwise provided above in this Section 12.7, nothing in this Article XII is intended or shall be construed to create any liability or obligation on the part of the Corporation, the United States of America or any department or agency thereof under or with respect to this Article XII, or any provision hereof, it being the intention of the parties hereto that the obligations undertaken by the Receiver under this Article XII are the sole and exclusive responsibility of the Receiver and no other Person or entity.

Limited Guaranty of the Corporation. The Corporation hereby guarantees performance of the Receiver's obligation to indemnify the Assuming Institution Bank as set forth in this Article XII. It is a condition to the Corporation's obligation hereunder that the Assuming Institution Bank shall comply in all respects with the applicable provisions of this Article XII. The Corporation shall be liable hereunder only for such amounts, if any, as the Receiver is obligated to pay under the terms of this Article XII but shall fail to pay. Except as otherwise provided above in this Section 12.7, nothing in this Article XII is intended or shall be construed to create any liability or obligation on the part of the Corporation, the United States of America or any department or agency thereof under or with respect to this Article XII, or any provision hereof, it being the intention of the parties hereto that the obligations undertaken by the Receiver under this Article XII are the sole and exclusive responsibility of the Receiver and no other Person or entity.

Limited Guaranty of the Corporation. The Corporation hereby guarantees performance of the Receiver's ’s obligation to indemnify the Assuming Institution as set forth in this Article XII. It is a condition to the Corporation's ’s obligation hereunder that the Assuming Institution shall comply in all respects with the applicable provisions of this Article XII. The Corporation shall be liable hereunder only for such amounts, if any, as the Receiver is obligated to pay under the terms of this Article XII but shall fail to pay. Except as otherwise provided above in this Section 12.7, nothing in this Article XII is intended or shall be construed to create any liability or obligation on the part of the Corporation, the United States of America or any department or agency thereof under or with respect to this Article XII, or any provision hereof, it being the intention of the parties hereto that the obligations undertaken by the Receiver under this Article XII are the sole and exclusive responsibility of the Receiver and no other Person or entity.

Limited Guaranty of the Corporation. The Corporation hereby guarantees performance of the Receiver's ’s obligation to indemnify the Assuming Institution Bank as set forth in this Article XII. It is a condition to the Corporation's ’s obligation hereunder that the Assuming Institution Bank shall comply in all respects with the applicable provisions of this Article XII. The Corporation shall be liable hereunder only for such amounts, if any, as the Receiver is obligated to pay under the terms of this Article XII but shall fail to pay. Except as otherwise provided above in this Section 12.7, nothing in this Article XII is intended or shall be construed to create any liability or obligation on the part of the Corporation, the United States of America or any department or agency thereof under or with respect to this Article XII, or any provision hereof, it being the intention of the parties hereto that the obligations undertaken by the Receiver under this Article XII are the sole and exclusive responsibility of the Receiver and no other Person or entity.

Limited Guaranty of the Corporation. The Corporation hereby guarantees performance of the Receiver's obligation to indemnify the Assuming Institution Bank as set forth in this Article XII. It is a condition to the Corporation's obligation hereunder that the Assuming Institution Bank shall comply in all respects with the applicable provisions of this Article XII. The Corporation shall be liable hereunder only for such amounts, if any, as the Receiver is obligated to pay under the terms of this Article XII but shall fail to pay. Except as otherwise provided above in this Section 12.7, nothing in this Article XII is intended or shall be construed to create any liability or obligation on the part of the Corporation, the United States of America or any department or agency thereof under or with respect to this Article XII, or any provision hereof, it being the intention of the parties hereto that the obligations undertaken by the Receiver under this Article XII are the sole and exclusive responsibility of the Receiver and no other Person or entity.entity.‌

Limited Guaranty of the Corporation. The Corporation hereby guarantees performance of the Receiver's obligation to indemnify the Assuming Institution as set forth in this Article XII. It is a condition to the Corporation's obligation hereunder that the Assuming Institution shall comply in all respects with the applicable provisions of this Article XII. The Corporation shall be liable hereunder only for such amounts, if any, as the Receiver is obligated to pay under the terms of this Article XII but shall fail to pay. Except as otherwise provided above in this Section 12.7, nothing in this Article XII is intended or shall be construed to create any liability or obligation on the part of the Corporation, the United States of America or any department or agency thereof under or with respect to this Article XII, or any provision hereof, it being the intention of the parties hereto that the obligations undertaken by the Receiver under this Article XII are the sole and exclusive responsibility of the Receiver and no other Person or entity.entity.‌

Limited Guaranty of the Corporation. The Corporation hereby guarantees performance of the Receiver's ’s obligation to indemnify the Assuming Institution Bank as set forth in this Article XII. It is a condition to the Corporation's ’s obligation hereunder that the Assuming Institution Bank shall comply in all respects with the applicable provisions of this Article XII. The Corporation shall be liable hereunder only for such amounts, if any, as the Receiver is obligated to pay under the terms of this Article XII but shall fail to pay. Except as otherwise provided above in this Section 12.7, nothing in this Article XII is intended or shall be construed to create any liability or obligation on the part of the Corporation, the United States of America or any department or agency thereof under or with respect to this Article XII, or any provision hereof, it being the intention of the parties hereto that the obligations undertaken by the Receiver under this Article XII are the sole and exclusive responsibility of the Receiver and no other Person or entity.entity.‌

Limited Guaranty of the Corporation. The Corporation hereby guarantees performance of the Receiver's ’s obligation to indemnify the Assuming Institution any Indemnitee as set forth in this Article XII. It is a condition to the Corporation's ’s obligation hereunder under this Section 12.7 that the Assuming Institution shall each Indemnitee comply in all respects with the applicable provisions of this Article XII. The Corporation shall be is liable hereunder under this Section 12.7 only for such the amounts, if any, as that the Receiver is obligated required to pay under the terms of this Article XII but shall fail fails to pay. Except as otherwise provided above in this Section 12.7, nothing in this Article XII is intended or shall will be construed to create any liability or obligation on the part of the Corporation, the United States of America America, or any department or agency thereof under or with respect to this Article XII, XII or any provision hereof, it being the intention of the parties hereto that the its provisions. The obligations undertaken by the Receiver under this Article XII are the sole and exclusive responsibility of the Receiver and no other Person or entity.

Limited Guaranty of the Corporation. The Corporation hereby guarantees performance of the Receiver's ’s obligation to indemnify the Assuming Institution as set forth in this Article XII. It is a condition to the Corporation's ’s obligation hereunder that the Assuming Institution shall comply in all respects with the applicable provisions of this Article XII. The Corporation shall be liable hereunder only for such amounts, if any, as the Receiver is obligated to pay under the terms of this Article XII but shall fail to pay. Except as otherwise provided above in this Section 12.7, nothing in this Article XII is intended or shall be construed to create any liability or obligation on the part of the Corporation, the United States of America or any department or agency thereof under or with respect to this Article XII, or any provision hereof, it being the intention of the parties hereto that the obligations undertaken by the Receiver under this Article XII are the sole and exclusive responsibility of the Receiver and no other Person or entity. 12.8.

Limited Guaranty of the Corporation. The Corporation hereby guarantees performance of the Receiver's obligation to indemnify the Assuming Institution Agent Bank as set forth in this Article XII. X. It is a condition to the Corporation's obligation hereunder that the Assuming Institution Agent Bank shall comply in all respects with the applicable provisions of this Article XII. X. The Corporation shall be liable hereunder only for such amounts, if any, as the Receiver is obligated to pay under the terms of this Article XII X but shall fail to pay. Except as otherwise provided above in this Section 12.710.6, nothing in this Article XII X is intended or shall be construed to create any liability or obligation on the part of the Corporation, the United States of America or any department or agency thereof under or with respect to this Article XIIX, or any provision hereof, it being the intention of the parties hereto that the obligations undertaken by the Receiver under this Article XII X are the sole and exclusive responsibility of the Receiver and no other Person or entity.

Limited Guaranty of the Corporation. The Corporation hereby guarantees performance of the Receiver's ’s obligation to indemnify the Assuming Institution any Indemnitee as set forth in this Article XII. It is a condition to the Corporation's ’s obligation hereunder that the Assuming Institution each Indemnitee shall comply in all respects with the applicable provisions of this Article XII. The Corporation shall be liable hereunder only for such amounts, if any, as the Receiver is obligated to pay under the terms of this Article XII but shall fail to pay. Except as otherwise provided above in this Section 12.7, nothing in this Article XII is intended or shall be construed to create any liability or obligation on the part of the Corporation, the United States of America or any department or agency thereof under or with respect to this Article XII, or any provision hereof, it being the intention of the parties hereto that the obligations undertaken by the Receiver under this Article XII are the sole and exclusive responsibility of the Receiver and no other Person or entity.

Limited Guaranty of the Corporation. The Corporation hereby guarantees performance of the Receiver's ’s obligation to indemnify the Assuming Institution as set forth in this Article XII. It is a condition to the Corporation's ’s obligation hereunder that the Assuming Institution shall comply in all respects with the applicable provisions of this Article XII. The Corporation shall be liable hereunder only for such amounts, if any, as the Receiver is obligated to pay under the terms of this Article XII but shall fail to pay. Except as otherwise provided above in this Section 12.7, nothing in this Article XII is intended or shall be construed to create any liability or obligation on the part of the Corporation, the United States of America or any department or agency thereof under or with respect to this Article XII, or any provision hereof, it being the intention of the parties hereto that the obligations undertaken by the Receiver under this Article XII are the sole and exclusive responsibility of the Receiver and no other Person or entity.. Module 1 – Whole Bank w/ Optional Shared Loss Agreements Citizens Bank of Effingham Version 3.0– Purchase and Assumption Agreement Springfield, Georgia December 8, 2010

Limited Guaranty of the Corporation. The Corporation hereby guarantees performance of the Receiver's ’s obligation to indemnify the Assuming Institution as set forth in this Article XII. It is a condition to the Corporation's ’s obligation hereunder that the Assuming Institution shall comply in all respects with the applicable provisions of this Article XII. The Corporation shall be liable hereunder only for such amounts, if any, as the Receiver is obligated to pay under the terms of this Article XII but shall fail to pay. Except as otherwise provided above in this Section 12.7, nothing in this Article XII is intended or shall be construed to create any liability or obligation on the part of the Corporation, the United States of America or any department or agency thereof under or with respect to this Article XII, or any provision hereof, it being the intention of the parties hereto that the obligations undertaken by the Receiver under this Article XII are the sole and exclusive responsibility of the Receiver and no other Person or entity.any

Limited Guaranty of the Corporation. The Corporation hereby guarantees performance of the Receiver's ’s obligation to indemnify the Assuming Institution as set forth in this Article XII. It is a condition to the Corporation's ’s obligation hereunder that the Assuming Institution shall comply in all respects with the applicable provisions of this Article XII. The Corporation shall be liable hereunder only for such amounts, if any, as the Receiver is obligated to pay under the terms of this Article XII but shall fail to pay. Except as otherwise provided above in this Section 12.7, nothing in this Article XII is intended or shall be construed to create any liability or obligation on the part of the Corporation, the United States of America or any department or agency thereof under or with respect to this Article XII, or any provision hereof, it being the intention of the parties hereto that the obligations undertaken by the Receiver under this Article XII are the sole and exclusive responsibility of the Receiver and no other Person or entity.. Module 1 — Whole Bank w/ Optional Shared Loss Agreements First State Bank Version 3.2— Purchase and Assumption Agreement Cranford, NJ July 15, 2011

Limited Guaranty of the Corporation. The Corporation hereby guarantees performance of the Receiver's ’s obligation to indemnify the Assuming Institution as set forth in this Article XII. It is a condition to the Corporation's obligation hereunder that the Assuming Institution shall comply in all respects with the applicable provisions of this Article XII. The Corporation shall be liable hereunder only for such amounts, if any, as the Receiver is obligated to pay under the terms of this Article XII but shall fail to pay. Except as otherwise provided above in this Section 12.7, nothing in this Article XII is intended or shall be construed to create any liability or obligation on the part of the Corporation, the United States of America or any department or agency thereof under or with respect to this Article XII, or any provision hereof, it being the intention of the parties hereto that the obligations undertaken by the Receiver under this Article XII are the sole and exclusive responsibility of the Receiver and no other Person or entity.

Limited Guaranty of the Corporation. The Corporation hereby guarantees performance of the Receiver's ’s obligation to indemnify the Assuming Institution as set forth in this Article XII. It is a condition to the Corporation's ’s obligation hereunder that the Assuming Institution shall comply in all respects with the applicable provisions of this Article XII. The Corporation shall be liable hereunder only for such amounts, if any, as the Receiver is obligated to pay under the terms of this Article XII but shall fail to pay. Except as otherwise provided above in this Section 12.7, nothing in this Article XII is intended or shall be construed to create any liability or obligation on the part of the Corporation, the United States of America or any department or agency thereof under or with respect to this Article XII, or any provision hereof, it being the intention of the parties hereto that the obligations undertaken by the Receiver under this Article XII are the sole and exclusive responsibility of the Receiver and no other Person or entity.. Module 4- Whole Bank – P&A First Southern Bank Version 2.07 Batesville, Arkansas October 8, 2010

Limited Guaranty of the Corporation. The Corporation hereby guarantees performance of the Receiver's ’s obligation to indemnify the Assuming Institution as set forth in this Article XII. It is a condition to the Corporation's ’s obligation hereunder that the Assuming Institution shall comply in all respects with the applicable provisions of this Article XII. The Corporation shall be liable hereunder only for such amounts, if any, as the Receiver is obligated to pay under the terms of this Article XII but shall fail to pay. Except as otherwise provided above in this Section 12.7, nothing in this Article XII is intended or shall be construed to create any liability or obligation on the part of the Corporation, the United States of America or any department or agency thereof under or with respect to this Article XII, or any provision hereof, it being the intention of the parties hereto that the obligations undertaken by the Receiver under this Article XII are the sole and exclusive responsibility of the Receiver and no other Person or entity.. Module 1 – Whole Bank w/Optional Shared Loss Agreements 40 Bank of Xxxxxxx Version 3.1.1 – PURCHASE AND ASSUMPTION AGREEMENT COLFAX, WASHINGTON April 27, 2011

Limited Guaranty of the Corporation. The Corporation hereby guarantees performance of the Receiver's ’s obligation to indemnify the Assuming Institution as set forth in this Article XII. It is a condition to the Corporation's ’s obligation hereunder that the Assuming Institution shall comply in all respects with the applicable provisions of this Article XII. The Corporation shall be liable hereunder only for such amounts, if any, as the Receiver is obligated to pay under the terms of this Article XII but shall fail to pay. Except as otherwise provided above in this Section 12.7, nothing in this Article XII is intended or shall be construed to create any liability or obligation on the part of the Corporation, the United States of America or any department or agency thereof under or with respect to this Article XII, or any provision hereof, it being the intention of the parties hereto that the obligations undertaken by the Receiver under THE BANK OF ASHEVILLE ASHEVILLE, NORTH CAROLINA this Article XII are the sole and exclusive responsibility of the Receiver and no other Person or entity.

Limited Guaranty of the Corporation. The Corporation hereby guarantees performance of the Receiver's ’s obligation to indemnify the Assuming Institution Bank as set forth in this Article XII. It is a condition to the Corporation's ’s obligation hereunder that the Assuming Institution Bank shall comply in all respects with the applicable provisions of this Article XII. The Corporation shall be liable hereunder only for such amounts, if any, as the Receiver is obligated to pay under the terms of this Article XII but shall fail to pay. Except as otherwise provided above in this Section 12.7, nothing in this Article XII is intended or shall be construed to create any liability or obligation on the part of the Corporation, the United States of America or any department or agency thereof under or with respect to this Article XII, or any provision hereof, it being the intention of the parties hereto that the obligations undertaken by the Receiver under this Article XII are the sole and exclusive responsibility of the Receiver and no other Person or entity.. Whole Bank P&A w/Loss Sharing COUNTY BANK 6 February 2009 MERCED, CA

Limited Guaranty of the Corporation. The Corporation hereby guarantees performance of the Receiver's ' s obligation to indemnify the Assuming Institution any Indemnitee as set forth in this Article XII. It is a condition to the Corporation's obligation hereunder under this Section 12.7 that the Assuming Institution shall each Indemnitee comply in all respects with the applicable provisions of this Article XII. The Corporation shall be is liable hereunder under this Section 12.7 only for such the amounts, if any, as that the Receiver is obligated required to pay under the terms of this Article XII but shall fail fails to pay. Except as otherwise provided above in this Section 12.7, nothing in this Article XII is intended or shall will be construed to create any liability or obligation on the part of the Corporation, the United States of America America, or any department or agency thereof under or with respect to this Article XII, XII or any provision hereof, it being of its provisions. Without limiting the intention guarantee of the parties hereto that Corporation set forth in this Section 12.7, the obligations undertaken by the Receiver under this Article XII are the sole and exclusive responsibility of the Receiver and no other Person or entity.

Limited Guaranty of the Corporation. The Corporation hereby guarantees performance of the Receiver's obligation to indemnify the Assuming Institution any Indemnitee as set forth in this Article XII. It is a condition to the Corporation's obligation hereunder under this Section 12.7 that the Assuming Institution shall each Indemnitee comply in all respects with the applicable provisions of this Article XII. The Corporation shall be is liable hereunder under this Section 12.7 only for such the amounts, if any, as that the Receiver is obligated required to pay under the terms of this Article XII but shall fail fails to pay. Except as otherwise provided above in this Section 12.7, nothing in this Article XII is intended or shall will be construed to create any liability or obligation on the part of the Corporation, the United States of America America, or any department or agency thereof under or with respect to this Article XII, XII or any provision hereof, it being the intention of the parties hereto that the its provisions. The obligations undertaken by the Receiver under this Article XII are the sole and exclusive responsibility of the Receiver and no other Person or entity.

Limited Guaranty of the Corporation. The Corporation hereby guarantees performance of the Receiver's ’s obligation to indemnify the Assuming Institution as set forth in this Article XII. It is a condition to the Corporation's ’s obligation hereunder that the Assuming Institution shall comply in all respects with the applicable provisions of this Article XII. The Corporation shall be liable hereunder only for such amounts, if any, as the Receiver is obligated to pay under the terms of this Article XII but shall fail to pay. Except as otherwise provided above in this Section 12.7, nothing in this Article XII is intended or shall be construed to create any liability or obligation on the part of the Corporation, the United States of America or any department or agency thereof under or with respect to this Article XII, or any provision hereof, it being the intention of the parties hereto that the obligations undertaken by the Receiver under this Article XII are the sole and exclusive responsibility of the Receiver and no other Person or entity.. Module 1 – Whole Bank w/ Optional Shared Loss Agreements 40 Blue Ridge Savings Bank, Inc. Version 3.2 – Purchase and Assumption Agreement Asheville, North Carolina July 15, 2011

Limited Guaranty of the Corporation. The Corporation hereby guarantees performance of the Receiver's ’s obligation to indemnify indemnity the Assuming Institution as set forth in this Article XII. It is a condition to the Corporation's ’s obligation hereunder that the Assuming Institution shall comply in all respects with the applicable provisions of this Article XII. The Corporation shall be liable hereunder only for such amounts, if any, as the Receiver is obligated to pay under the terms of this Article XII but shall fail to pay. Except as otherwise provided above in this Section 12.7, nothing in this Article XII is intended or shall be construed to create any liability or obligation on the part of the Corporation, the United States of America or any department or agency thereof under or with respect to this Article XII, or any provision hereof, it being the intention of the parties hereto that the obligations undertaken by the Receiver under this Article XII are the sole and exclusive responsibility of the Receiver and no other Person or entity.

Limited Guaranty of the Corporation. The Corporation hereby guarantees performance of the Receiver's ’s obligation to indemnify the Assuming Institution as set forth in this Article XII. It is a condition to the Corporation's ’s obligation hereunder that the Assuming Institution shall comply in all respects with the applicable provisions of this Article XII. The Corporation shall be liable hereunder only for such amounts, if any, as the Receiver is obligated to pay under the terms of this Article XII but shall fail to pay. Except as otherwise provided above in this Section 12.7, nothing in this Article XII is intended or shall be construed to create any liability or obligation on the part of the Corporation, the United States of America or any department or agency thereof under or with respect to this Article XII, or any provision hereof, it being the intention of the parties hereto that the obligations undertaken by the Receiver under this Article XII are the sole and exclusive responsibility of the Receiver and no other Person or entity.. Module 1 – Whole Bank w/ Optional Shared Loss Agreements 41 Plantation Federal Bank Version 4.1 – PURCHASE AND ASSUMPTION AGREEMENT Pawleys Island, SC February 21, 2012

Limited Guaranty of the Corporation. The Corporation hereby guarantees performance of the Receiver's ’s obligation to indemnify the Assuming Institution as set forth in this Article XII. It is a condition to the Corporation's ’s obligation hereunder that the Assuming Institution shall comply in all respects with the applicable provisions of this Article XII. The Corporation shall be liable hereunder only for such amounts, if any, as the Receiver is obligated to pay under the terms of this Article XII but shall fail to pay. Except as otherwise provided above in this Section 12.7, nothing in this Article XII is intended or shall be construed to create any liability or obligation on the part of the Corporation, the United States of America or any department or agency thereof under or with respect to this Article XII, or any provision hereof, it being the intention of the parties hereto that the obligations undertaken by the Receiver under this Article XII are the sole and exclusive responsibility of the Receiver and no other Person or entity.. Whole Bank w/ Optional Shared Loss Agreements Version 5.2 – Purchase and Assumption Agreement February 21, 2013 42 First Federal Bank Lexington, Kentucky

Limited Guaranty of the Corporation. The Corporation hereby guarantees performance of the Receiver's ’s obligation to indemnify the Assuming Institution Bank as set forth in this Article XII. It is a condition to the Corporation's ’s obligation hereunder that the Assuming Institution Bank shall comply in all respects with the applicable provisions of this Article XII. The Corporation shall be liable hereunder only for such amounts, if any, as the Receiver is obligated to pay under the terms of this Article XII but shall fail to pay. Except as otherwise provided above in this Section 12.7, nothing in this Article XII is intended or shall be construed to create any liability or obligation on the part of the Corporation, the United States of America or any department or Execution Copy Whole Bank P&A Washington Mutual Bank Henderson, Nevada agency thereof under or with respect to this Article XII, or any provision hereof, it being the intention of the parties hereto that the obligations undertaken by the Receiver under this Article XII are the sole and exclusive responsibility of the Receiver and no other Person or entity.

Limited Guaranty of the Corporation. The Corporation hereby guarantees performance of the Receiver's obligation to indemnify the Assuming Institution any Indemnitee as set forth in this Article XII. It is a condition to the Corporation's obligation hereunder under this Section 12.7 that the Assuming Institution shall each Indemnitee comply in all respects with the applicable provisions of this Article XII. The Corporation shall be is liable hereunder under this Section 12.7 only for such the amounts, if any, as that the Receiver is obligated required to pay under the terms of this Article XII but shall fail fails to pay. Except as otherwise provided above in this Section 12.7, nothing in this Article XII is intended or shall will be construed to create any liability or obligation on the part of the Corporation, the United States of America or any department or agency thereof under or with respect to this Article XII, XII or any provision hereof, it being the intention of the parties hereto that the its provisions. The obligations undertaken by the Receiver under this Article XII are the sole and exclusive responsibility of the Receiver and no other Person or entity.