Common use of Access to Properties and Records; Confidentiality Clause in Contracts

Access to Properties and Records; Confidentiality. (a) SHS shall permit ESB and its representatives reasonable access to its properties and those of Spring Hill Bank, and shall disclose and make available to ESB all books, papers and records relating to the assets, properties, operations, obligations and liabilities of SHS and Spring Hill Bank, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' and stockholders' meetings, organizational documents, bylaws, material contracts and agreements, filings with any regulatory authority, accountants' work papers, litigation files (except as necessary to preserve attorney-client privilege), plans affecting employees, and any other business activities or prospects in which ESB may have a reasonable interest. Neither SHS nor Spring Hill Bank shall be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of any customer or would contravene any law, rule, regulation, order or judgment. SHS will use its best efforts to obtain waivers of any such restriction and in any event make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. SHS and Spring Hill Bank shall make their respective directors, officers, employees and agents and authorized representatives (including counsel and independent public accountants) available to confer with ESB and its representatives, provided that such access shall be reasonably related to the transactions contemplated hereby and not unduly interfere with normal operations. Similar access shall be provided by ESB to SHS and its representatives to the extent necessary to enable SHS to satisfy its due diligence obligations with respect to ESB.

Access to Properties and Records; Confidentiality. (a) SHS BankBoynton shall permit ESB Bankshares and its representatives reasonable access to its properties and those of Spring Hill Bankproperties, and shall disclose and make available to ESB them all books, papers and records relating to the assets, stock ownership, properties, operations, obligations and liabilities of SHS and Spring Hill BankBankBoynton, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' meetings of boards of directors (and any committees thereof) and stockholders' meetings, organizational documents, bylaws, material contracts and agreements, filings with any regulatory authority, accountants' work papers, litigation files (except as to the extent necessary to preserve the attorney-client privilegeprivilege for the benefit of BankBoynton), plans affecting employees, and any other business activities or prospects in which ESB BankBoynton may have a reasonable interest. Neither SHS nor Spring Hill Bank shall be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of any customer or would contravene any law, rule, regulation, order or judgment. SHS will use its best efforts to obtain waivers of any such restriction and in any event make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. SHS and Spring Hill Bank ; BankBoynton shall make their respective directors, its officers, employees and agents and authorized representatives (including counsel and independent public accountants) available to confer with ESB Bankshares and its representatives, provided . Promptly following the execution of this Agreement the parties hereto shall each identify a selected group of their respective personnel that such access shall constitute a "Joint Implementation Team" who shall be reasonably related available to Fidelity and BankBoynton, respectively, at reasonable times to provide information and assistance in connection with Fidelity's investigation of matters relating to BankBoynton as well as consultation regarding the combined operation of the parties following the Closing. The Fidelity personnel assigned to the transactions contemplated hereby and not unduly interfere with normal operations. Similar access Joint Implementation Team shall be provided office space and access to all records during normal business hours by ESB BankBoynton in order to SHS and its representatives to facilitate the extent necessary to enable SHS to satisfy its due diligence obligations with respect to ESBmerger.

Access to Properties and Records; Confidentiality. (a) SHS SFSB and Stanton Savings shall permit ESB Laurel and its representatives reasonable access representatxxxx xxasonable access, upon advance notice, to its properties and those of Spring Hill Banktheir properties, and shall disclose and make available to ESB Laurel all books, papers and records relating to the assets, stock ownership, properties, operations, obligations and liabilities of SHS SFSB and Spring Hill BankStanton Savings, including, but not limited to, all books of account booxx xx xccount (including the general ledger), tax records, minute books of directors' and stockholders' meetingsmeetings (excluding minutes related to the transactions contemplated by this Agreement or other Acquisition Proposals), organizational documents, bylaws, material contracts and agreements, filings with any regulatory authority, accountants' work papers, litigation files (except as necessary to preserve attorney-client privilege)files, plans affecting employees, and any other business activities or prospects in which ESB Laurel may have a reasonable interest. Neither SHS nor Spring Hill Bank SFSB and Stanton Savings shall not be required to provide access to or xx xx to disclose information where such access or disclosure would violate or prejudice the rights of any customer or would contravene any law, rule, regulation, order or judgment. SHS SFSB and Stanton Savings will use its their best efforts to obtain waivers wxxxxxx of any such restriction and in any event make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. SHS SFSB and Spring Hill Bank Stanton Savings shall make their respective its directors, officers, employees empxxxxxx and agents and authorized representatives (including counsel and independent public accountants) available to confer with ESB Laurel and its representatives, provided that such access shall be reasonably related to the transactions contemplated hereby and not unduly interfere with normal operations. Similar access shall be provided by ESB to SHS and its representatives to the extent necessary to enable SHS to satisfy its due diligence obligations with respect to ESB.

Access to Properties and Records; Confidentiality. (a) SHS PHSB shall permit ESB and its representatives reasonable access to its properties and those of Spring Hill Peoples Home Savings Bank, and shall disclose and make available to ESB all books, papers and records relating to the assets, properties, operations, obligations and liabilities of SHS PHSB and Spring Hill Peoples Home Savings Bank, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' ’ and stockholders' meetings’ meetings (excluding minutes related to the transactions contemplated by this Agreement or other Acquisition Transactions), organizational documents, bylaws, material contracts and agreements, filings with any regulatory authority, accountants' ’ work papers, litigation files (except as necessary to preserve attorney-client privilege), plans affecting employees, and any other business activities or prospects in which ESB may have a reasonable interest. Neither SHS PHSB nor Spring Hill Peoples Home Savings Bank shall be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of any customer or would contravene any law, rule, regulation, order or judgment. SHS PHSB will use its best efforts to obtain waivers of any such restriction and in any event make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. SHS PHSB and Spring Hill Peoples Home Savings Bank shall make their respective directors, officers, employees and agents and authorized representatives (including counsel and independent public accountants) available to confer with ESB and its representatives, provided that such access shall be reasonably related to the transactions contemplated hereby and not unduly interfere with normal operations. Similar access shall be provided by ESB to SHS PHSB and its representatives to the extent necessary to enable SHS PHSB to satisfy its due diligence obligations with respect to ESB.

Access to Properties and Records; Confidentiality. (a) SHS WSB shall permit ESB and its representatives reasonable access to its properties and those of Spring Hill Workingmens Bank, and shall disclose and make available to ESB all books, papers and records relating to the assets, properties, operations, obligations and liabilities of SHS WSB and Spring Hill Workingmens Bank, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' and stockholders' meetings, organizational documents, bylaws, material contracts and agreements, filings with any regulatory authority, accountants' work papers, litigation files (except as necessary to preserve attorney-client privilege), plans affecting employees, and any other business activities or prospects in which ESB may have a reasonable interest. Neither SHS WSB nor Spring Hill Workingmens Bank shall be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of any customer or would contravene any law, rule, regulation, order or judgment. SHS WSB will use its best efforts to obtain waivers of any such restriction and in any event make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. SHS WSB and Spring Hill Workingmens Bank shall make their respective directors, officers, employees and agents and authorized representatives (including counsel and independent public accountants) available to confer with ESB and its representatives, provided that such access shall be reasonably related to the transactions contemplated hereby and not unduly interfere with normal operations. Similar access shall be provided by ESB to SHS WSB and its representatives to the extent necessary to enable SHS WSB to satisfy its due diligence obligations with respect to ESB.

Access to Properties and Records; Confidentiality. (a) SHS For purposes of allowing NBC and its counsel to prepare regulatory submissions, FFBS shall permit ESB and its representatives NBC reasonable access to its properties and those of Spring Hill Bankproperty, and shall disclose and make available to ESB NBC all books, papers and records documents relating to the assets, propertiesstock ownership, operations, obligations and liabilities of SHS FFBS and Spring Hill Bank, including, but not limited to, its subsidiary including all books of account (including the general ledger)accounts, ledgers, tax records, minute books of directors' and stockholders' meetingsminutes, organizational corporate documents, bylawscontracts, material contracts and agreements, filings with any regulatory authority, accountants' work papersfilings, litigation files (except as necessary files, compensation plans and any other materials pertaining to preserve matters in which NBC may have a reasonable interest in light of the proposed Parent Merger. No disclosure will be required which would violate any law, legal ruling or attorney-client privilege), plans affecting employeesnor will disclosure be required of any materials prepared by Trident Financial Corporation and/or Trident Securities for FFBS in connection with negotiations which were consummated by this Agreement, nor with respect to such materials or communications prepared for or received from third parties concerning a possible merger acquisition or affiliation with FFBS, nor with respect to references in FFBS minutes to such possible transactions; (b) NBC shall afford to FFBS and its authorized agents and representatives reasonable access, upon reasonable notice to an executive officer of NBC and during normal business hours, to all contracts, documents and information of or relating to the assets, liabilities, business, operations, personnel and other aspects of relevance, in the reasonable judgment of NBC, to the transactions contemplated hereby. NBC shall cause its personnel, attorneys and accountants to provide assistance to FFBS in FFBS's investigation of matters relating to the Parent Merger, including allowing FFBS and its authorized agents and representatives access to its operating sites and facilities; provided, however, that FFBS's investigation shall be conducted in a manner which does not unreasonably interfere with NBC's normal operations, customers, and any other business activities or prospects employee relations; provided further, however, that, in which ESB may have a reasonable interest. Neither SHS nor Spring Hill Bank providing the foregoing access, NBC shall not be required to provide access jeopardize its attorney-client privilege (NBC hereby agreeing to or use all reasonable efforts to disclose make appropriate alternative disclosure arrangements in such circumstances). (c) All information where furnished by a party to another pursuant hereto shall be treated as the sole property of the party furnishing such access or disclosure would violate or prejudice information until consummation of the rights of any customer or would contravene any lawproposed Parent Merger and, ruleif such Parent Merger shall not occur, regulationthe party receiving such information shall return all materials relating to such information, order or judgment. SHS will and shall use its best efforts to obtain waivers of keep all such information confidential, and shall not directly or indirectly use such information for any competitive or commercial purpose. The obligation to keep such restriction information confidential shall continue if this Parent Merger is abandoned and in any event make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. SHS and Spring Hill Bank shall make their respective directors, officers, employees and agents and authorized representatives (including counsel and independent public accountants) apply only to such information not available to confer the party from any other source; nor shall it apply to information which must be disclosed in accordance with ESB and its representatives, provided that such access shall be reasonably related to the transactions contemplated hereby and not unduly interfere with normal operationsa valid court order. Similar access shall be provided by ESB to SHS and its representatives to the extent necessary to enable SHS to satisfy its due diligence obligations with respect to ESB.8.5

Access to Properties and Records; Confidentiality. (a) SHS shall permit ESB SFSB and Stanton Savings shxxx xermit Laurel and its representatives reasonable access access, upon advance notice, to its properties and those of Spring Hill Banktheir properties, and shall disclose and make available to ESB Laurel all books, papers and records relating to the assets, stock ownership, properties, operations, obligations and liabilities of SHS SFSB and Spring Hill BankStanton Savings, includingincxxxxxx, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' and stockholders' meetingsmeetings (excluding minutes related to the transactions contemplated by this Agreement or other Acquisition Proposals), organizational documents, bylaws, material contracts and agreements, filings with any regulatory authority, accountants' work papers, litigation files (except as necessary to preserve attorney-client privilege)files, plans affecting employees, and any other business activities or prospects in which ESB Laurel may have a reasonable interest. Neither SHS nor Spring Hill Bank shall be SFSB and Stanton Savings shalx xxx xe required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of any customer or would contravene any law, rule, regulation, order or judgment. SHS SFSB and Stanton Savings will use its xxx xxxir best efforts to obtain waivers of any such restriction and in any event make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. SHS SFSB and Spring Hill Bank Stanton Savings shall make their respective xxxx xxs directors, officers, employees and agents and authorized representatives (including counsel and independent public accountants) available to confer with ESB Laurel and its representatives, provided that such access shall be reasonably related to the transactions contemplated hereby and not unduly interfere with normal operations. Similar access shall be provided by ESB to SHS and its representatives to the extent necessary to enable SHS to satisfy its due diligence obligations with respect to ESB.

Access to Properties and Records; Confidentiality. (a) SHS The Company and the Bank shall permit ESB FFG and its AAC and their representatives reasonable access access, upon advance notice, to its properties and those of Spring Hill Banktheir properties, and shall disclose and make available to ESB FFG and AAC all books, papers and records relating to the assets, stock ownership, properties, operations, obligations and liabilities of SHS the Company and Spring Hill the Bank, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' and stockholders' meetingsmeetings (excluding minutes related to the transactions contemplated by this Agreement or other Acquisition Proposals), organizational documents, bylaws, material contracts and agreements, filings with any regulatory authority, accountants' work papers, litigation files (except as necessary to preserve attorney-client privilege)files, plans affecting employees, and any other business activities or prospects in which ESB FFG and AAC may have a reasonable interest. Neither SHS nor Spring Hill The Company and the Bank shall not be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of any customer or would contravene any law, rule, regulation, order or judgment. SHS The Company and the Bank will use its their best efforts to obtain waivers of any such restriction and in any event make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. SHS The Company and Spring Hill the Bank shall make their respective its directors, officers, employees and agents and authorized representatives (including counsel and independent public accountants) available to confer with ESB FFG and its AAC and their representatives, provided that such access shall be reasonably related to the transactions contemplated hereby and not unduly interfere with normal operations. Similar access shall be provided by ESB to SHS and its representatives to the extent necessary to enable SHS to satisfy its due diligence obligations with respect to ESB.

Access to Properties and Records; Confidentiality. (a) SHS PHSB shall permit ESB and its representatives reasonable access to its properties and those of Spring Hill Peoples Home Savings Bank, and shall disclose and make available to ESB all books, papers and records relating to the assets, properties, operations, obligations and liabilities of SHS PHSB and Spring Hill Peoples Home Savings Bank, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' and stockholders' meetingsmeetings (excluding minutes related to the transactions contemplated by this Agreement or other Acquisition Transactions), organizational documents, bylaws, material contracts and agreements, filings with any regulatory authority, accountants' work papers, litigation files (except as necessary to preserve attorney-client privilege), plans affecting employees, and any other business activities or prospects in which ESB may have a reasonable interest. Neither SHS PHSB nor Spring Hill Peoples Home Savings Bank shall be required to provide access to or to disclose information where such access or disclosure would violate or prejudice the rights of any customer or would contravene any law, rule, regulation, order or judgment. SHS PHSB will use its best efforts to obtain waivers of any such restriction and in any event make appropriate substitute disclosure arrangements under circumstances in which the restrictions of the preceding sentence apply. SHS PHSB and Spring Hill Peoples Home Savings Bank shall make their respective directors, officers, employees and agents and authorized representatives (including counsel and independent public accountants) available to confer with ESB and its representatives, provided that such access shall be reasonably related to the transactions contemplated hereby and not unduly interfere with normal operations. Similar access shall be provided by ESB to SHS PHSB and its representatives to the extent necessary to enable SHS PHSB to satisfy its due diligence obligations with respect to ESB.