Common use of Access to Properties and Records Clause in Contracts

Access to Properties and Records. Subject to Section 12.1 hereof, LIFC shall permit NYB reasonable access upon reasonable notice to its properties and those of the LIFC Subsidiaries, and shall disclose and make available to NYB during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC reasonably determines should be treated as confidential) and stockholders' meetings, organizational documents, Bylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB may have a reasonable interest; provided, however, that LIFC shall not be required to take any action that would provide access to or to disclose information where such access or disclosure would violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counsel. LIFC shall provide and shall request its auditors to provide NYB with such historical financial information regarding it (and related audit reports and consents) as NYB may reasonably request for securities disclosure purposes. NYB shall use commercially reasonable best efforts to minimize any interference with LIFC's regular business operations during any such access to LIFC's property, books and records. LIFC and each LIFC Subsidiary shall permit NYB, at its expense, to cause a "phase I environmental audit" and a "phase II environmental audit" to be performed at any physical location owned or occupied by LIFC or any LIFC Subsidiary.

Access to Properties and Records. 7.3.1 Subject to Section 12.1 13.1 hereof, LIFC CUB shall permit NYB PC Bancorp and PCB reasonable access upon reasonable notice and during normal business hours to its properties and those of the LIFC Subsidiariesproperties, and shall disclose and make available to NYB PC Bancorp and PCB during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax Tax records, minute books of directors' ’ (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC CUB reasonably determines should be treated as confidential) and stockholders' shareholders’ meetings, organizational documents, Bylawsbylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB PC Bancorp and PCB may have a reasonable interest; provided, however, that LIFC CUB shall not be required to take any action that would provide access to or to disclose information where such access or disclosure would violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counsel. LIFC CUB shall provide and shall request its auditors to provide NYB PC Bancorp and PCB with such historical financial information regarding it (and related audit reports and consents) as NYB PC Bancorp and PCB may reasonably request for securities disclosure purposesrequest. NYB PC Bancorp and PCB shall use commercially reasonable best efforts to minimize any interference with LIFC's CUB’s regular business operations during any such access to LIFC's CUB’s property, books and records. LIFC PC Bancorp’s and each LIFC Subsidiary PCB’s examination of the records of CUB pursuant hereto, shall permit NYBnot constitute a waiver or relinquishment on the part of PC Bancorp and PCB to rely upon the representations and warranties made by CU Bancorp and CUB herein or pursuant hereto; provided, at its expense, to cause a "phase I environmental audit" that PC Bancorp and a "phase II environmental audit" to be performed at PCB shall disclose any physical location owned fact or occupied circumstance it may discover which it believes renders any representation or warranty made by LIFC or CU Bancorp and CUB hereunder incorrect in any LIFC Subsidiaryrespect.

Access to Properties and Records. 6.3.1 Subject to Section 12.1 13.1 hereof, LIFC PC Bancorp shall permit NYB CUB reasonable access upon reasonable notice and during normal business hours to its properties and those of the LIFC SubsidiariesPCB, and shall disclose and make available to NYB CUB during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax Tax records, minute books of directors' ’ (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC PC Bancorp reasonably determines should be treated as confidential) and stockholders' shareholders’ meetings, organizational documents, Bylawsbylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB CUB may have a reasonable interest; provided, however, that LIFC PC Bancorp shall not be required to take any action that would provide access to or to disclose information where such access or disclosure would violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counsel. LIFC PC Bancorp shall provide and shall request its auditors to provide NYB CUB with such historical financial information regarding it (and related audit reports and consents) as NYB CUB may reasonably request for securities disclosure purposesrequest. NYB CUB shall use commercially reasonable best efforts to minimize any interference with LIFC's PC Bancorp’s and PCB’s regular business operations during any such access to LIFC's PC Bancorp’s or PCB’s property, books and records. LIFC CUB’s examination of the records of PC Bancorp and each LIFC Subsidiary PCB pursuant hereto, shall permit NYBnot constitute a waiver or relinquishment on the part of CUB to rely upon the representations and warranties made by PC Bancorp and PCB herein or pursuant hereto; provided, at its expense, to cause a "phase I environmental audit" that CUB shall disclose any fact or circumstance it may discover which it believes renders any representation or warranty made by PC Bancorp and a "phase II environmental audit" to be performed at PCB hereunder incorrect in any physical location owned or occupied by LIFC or any LIFC Subsidiaryrespect.

Access to Properties and Records. Subject to Section 12.1 hereof11.1, LIFC Beacon Federal shall permit NYB reasonable BHLB access upon reasonable notice and at reasonable times to its properties and those of the LIFC Beacon Federal Subsidiaries, and shall disclose and make available to NYB BHLB during normal business hours all of its books, papers books and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' ’ and shareholders’ meetings (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC that Beacon Federal reasonably determines should be treated as kept confidential) and stockholders' meetings), organizational documents, Bylawsbylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB BHLB may have a reasonable interest; provided, however, that LIFC Beacon Federal shall not be required to take any action that would provide access to or to disclose information where such access or disclosure disclosure, in Beacon Federal’s reasonable judgment, would interfere with the normal conduct of Beacon Federal’s business or would violate or prejudice the rights or business interests or confidences of any customer or other person Person or entity or would result in the waiver by it of the privilege protecting communications between it and any of its counselcounsel or contravene any applicable law. LIFC Beacon Federal shall provide and shall request its auditors to provide NYB BHLB with such historical financial information regarding it (and related audit reports and consents) as NYB BHLB may reasonably request for securities Securities Law disclosure purposes. NYB BHLB shall use commercially reasonable best efforts to minimize any interference with LIFC's Beacon Federal’s regular business operations during any such access to LIFC's Beacon Federal’s property, books and records. LIFC Beacon Federal and each LIFC Beacon Federal Subsidiary shall permit NYBBHLB, at its BHLB’s expense, to (i) cause a "phase Phase I environmental audit" and a "phase II environmental audit" assessment to be performed at any physical location owned or occupied by LIFC Beacon Federal or any LIFC Beacon Federal Subsidiary and (ii) cause an appraisal to be performed in respect of any real property owned by Beacon Federal or any Beacon Federal Subsidiary.

Access to Properties and Records. 6.3.1 Subject to Section 12.1 13.1 hereof, LIFC FENB shall permit NYB CUNB and CUB reasonable access upon reasonable notice and during normal business hours to its properties and those of the LIFC SubsidiariesFENB, and shall disclose and make available to NYB CUNB and CUB during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax Tax records, minute books of directors' Board of Directors’ meetings reasonably requested by CUNB or CUB (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC FENB reasonably determines should be treated as confidential) and stockholders' shareholders’ meetings, organizational documents, Bylawsbylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB CUNB or CUB may have a reasonable interest; provided, however, that LIFC FENB shall not be required to take any action that would provide access to or to disclose information where such access or disclosure would violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counsel. LIFC FENB shall provide and shall request its auditors to provide NYB CUNB with such historical financial information regarding it (and related audit reports and consents) as NYB CUNB may reasonably request for securities disclosure purposesrequest. NYB CUNB and CUB shall use commercially reasonable best efforts to minimize any interference with LIFC's FENB’s regular business operations during any such access to LIFC's FENB’s property, books and records. LIFC CUNB’s and each LIFC Subsidiary CUB’s examination of the records of FENB pursuant hereto, shall permit NYBnot constitute a waiver or relinquishment on the part of CUNB or CUB to rely upon the representations and warranties made by FENB herein or pursuant hereto; provided, at its expense, to cause a "phase I environmental audit" that CUNB and a "phase II environmental audit" to be performed at CUB shall disclose any physical location owned fact or occupied circumstance it may discover which it believes renders any representation or warranty made by LIFC or FENB hereunder incorrect in any LIFC Subsidiaryrespect.

Access to Properties and Records. (a) Subject to Section 12.1 11.01 hereof, LIFC EN Bancorp shall permit NYB ESSA Bancorp reasonable access during normal business hours upon reasonable notice to its properties and those of the LIFC EN Bancorp Subsidiaries, and shall disclose and make available to NYB ESSA Bancorp during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' ’ (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC EN Bancorp reasonably determines should be treated as confidential) and stockholders' shareholders’ meetings, organizational documents, Bylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any all other business activities or prospects in which NYB ESSA Bancorp may have a reasonable interest; provided, however, that LIFC EN Bancorp shall not be required to take any action that would provide access to or to disclose information where such access or disclosure would violate applicable law or violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counsel. LIFC EN Bancorp shall provide and shall request its auditors to provide NYB ESSA Bancorp (subject to ESSA Bancorp entering into a hold harmless letter with such auditors in a form acceptable to such auditors) with such historical financial information regarding it (and related audit reports and consents) as NYB ESSA Bancorp may reasonably request for securities disclosure purposes. NYB ESSA Bancorp shall use commercially reasonable best efforts to minimize any interference with LIFC's EN Bancorp’s regular business operations during any such access to LIFC's EN Bancorp’s property, books and records. LIFC EN Bancorp reserves the right to have one or more of its representatives present and each LIFC Subsidiary shall permit NYB, at its expense, to cause a "phase I environmental audit" and a "phase II environmental audit" to be performed at accompany the representatives of ESSA Bancorp during any physical location owned or occupied by LIFC or any LIFC Subsidiarysuch access.

Access to Properties and Records. Subject to Section 12.1 hereof11.1, LIFC SWNB shall permit NYB reasonable Hanmi access upon reasonable notice and at reasonable times to its properties and those of the LIFC SWNB Subsidiaries, and shall disclose and make available to NYB Hanmi during normal business hours all of its books, papers books and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' ’ and stockholders’ meetings (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC that SWNB reasonably determines should be treated as kept confidential) and stockholders' meetings), organizational documents, Bylawsbylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB Hanmi may have a reasonable interest; provided, however, that LIFC SWNB shall not be required to take any action that would provide access to or to disclose information where such access or disclosure disclosure, in SWNB’s reasonable judgment, would interfere with the normal conduct of SWNB’s business or would violate or prejudice the rights or business interests or confidences of any customer or other person Person or entity or would result in the waiver by it of the privilege protecting communications between it and any of its counselcounsel or contravene any applicable law. LIFC SWNB shall provide and shall request its auditors to provide NYB Hanmi with such historical financial information regarding it (and related audit reports and consents) as NYB Hanmi may reasonably request for securities Securities Law disclosure purposes. NYB Hanmi shall use commercially reasonable best efforts to minimize any interference with LIFC's SWNB’s regular business operations during any such access to LIFC's SWNB’s property, books and records. LIFC SWNB and each LIFC SWNB Subsidiary shall permit NYBHanmi, at its Hanmi’s expense, to (i) cause a "phase Phase I environmental audit" and a "phase or Phase II environmental audit" assessment to be performed at any physical location owned or occupied by LIFC SWNB or any LIFC SWNB Subsidiary and (ii) cause an appraisal to be performed in respect of any real property owned by SWNB or any SWNB Subsidiary. Hanmi shall indemnify SWNB and its Subsidiaries for all costs and expenses associated with returning any physical location to its previous condition.

Access to Properties and Records. (a) Subject to Section 12.1 11.01 hereof, LIFC Brooklyn Bancorp shall permit NYB Investors Bancorp and its designated agents (who agree to be bound by the terms of the Confidentiality Agreement) reasonable access during normal business hours upon reasonable notice to its properties and those of the LIFC Brooklyn Bancorp Subsidiaries, and shall disclose and make available to NYB Investors Bancorp and its designees during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' ’ (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC Brooklyn Bancorp reasonably determines should be treated as confidential) and stockholders' shareholders’ meetings, organizational documents, 37 Bylaws, material contracts and agreements, filings with any regulatory authorityRegulatory Authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB Investors Bancorp may have a reasonable interest, and shall allow Investors Bancorp and its designees to communicate with the CRE Personnel and any other persons responsible for managing and servicing the Commercial Real Estate Loans and the performance of the servicing activities related thereto; provided, however, that LIFC Brooklyn Bancorp shall not be required to take any action that would provide access to or to disclose information where such access or disclosure would violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counsel. LIFC Brooklyn Bancorp shall provide and shall request its auditors to provide NYB Investors Bancorp with such historical financial information regarding it (and related audit reports and consents) as NYB Investors Bancorp may reasonably request for securities disclosure purposes. NYB Investors Bancorp shall use commercially reasonable best efforts to minimize any interference with LIFC's Brooklyn Bancorp’s regular business operations during any such access to LIFC's Brooklyn Bancorp’s property, books and records. LIFC Without limiting the foregoing, Brooklyn Federal Savings shall allow Investors Bancorp or its designees, within five (5) business days of the date of this Agreement, to commence an inventory of the loan files with respect to the Commercial Loan Portfolio to determine which documents to be included in the Commercial Loan Mortgage File are in possession of Brooklyn Federal Savings and which documents need to be obtained, and such inventory may be updated from time to time prior to the Closing Date, and for each LIFC Subsidiary Commercial Real Estate Loan, Brooklyn Bancorp and Brooklyn Federal Savings shall not permit any documents to be missing from the Commercial Loan Mortgage File that existed as of the date above-referenced inventory was completed and from and after such dates, permit any changes or altercations to the Commercial Loan Mortgage File without the prior written consent of Investors Bancorp and its designees. The expenses of such inventory (not to exceed $50,000) shall be reimbursed by Brooklyn Federal Savings, subject to the receipt of any required regulatory approval. Brooklyn Bancorp shall permit NYBInvestors Bancorp, at its expense, to cause a "“phase I environmental audit" ” and a "“phase II environmental audit" ” to be performed at each Branch at any physical location owned time prior to the Closing Date; provided, however, that Investors Bancorp shall have the right to conduct a “phase II environmental audit” prior to the Closing only to the extent that a “phase II environmental audit” is within the scope of additional testing recommended by the “phase I environmental audit” to be performed as a result of a “Recognized Environmental Condition” (as such term is defined by The American Society for Testing Materials) that was discovered in the “phase I environmental audit” and provided that as to any “phase II environmental audits” performed at a Branch which Brooklyn Federal Savings leases, the landlord pursuant to the applicable lease has consented to such “phase II environmental audit” if such consent is necessary pursuant to the lease. Brooklyn Federal Savings will use its commercially reasonable efforts (at no cost to Brooklyn Federal Savings) to obtain such landlord consent. Prior to performing any “phase II environmental audits,” Investors Bancorp will provide Brooklyn Bancorp with a copy of its proposed work plan and Investors Bancorp will cooperate in good faith with Brooklyn Bancorp to address any comments or occupied suggestions made by LIFC Brooklyn Bancorp regarding the work plan. Investors Bancorp and its environmental consultant shall conduct all environmental assessments pursuant to this Section at mutually agreeable times and so as to eliminate or minimize to the greatest extent possible interference with Brooklyn Bancorp’s operation of its business, and Investors Bancorp shall maintain or cause to be maintained reasonably adequate insurance with respect to any LIFC Subsidiaryassessment conducted hereunder. Investors Bancorp shall be required to restore each Owned Real Property to substantially its pre-assessment condition. All costs and expenses incurred in connection with any “phase I environmental audit” and any “phase II environmental audit,” and any restoration and clean up, shall be borne solely by Investors Bancorp.

Access to Properties and Records. Subject to Section 12.1 hereof, LIFC RBPI shall permit NYB BMBC reasonable access during normal business hours upon reasonable notice to its properties and those of the LIFC RBPI Subsidiaries, and shall disclose and make available to NYB BMBC during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' ’ (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC RBPI reasonably determines based on the advice of legal counsel should be treated as confidential) and stockholders' shareholders’ meetings, organizational documents, Bylawsbylaws, material contracts and agreements, filings with any regulatory authorityGovernmental Entity, litigation files, plans affecting employees, and any other business activities or prospects in which NYB BMBC may have a reasonable interest; provided, however, that LIFC RBPI shall not be required to take any action that would provide access to or to disclose information where such access or disclosure would violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counselcounsel or that is otherwise prohibited by Law. LIFC RBPI shall provide and shall request its auditors to provide NYB BMBC with such historical financial information regarding it (and related audit reports and consents) as NYB BMBC may reasonably request for securities disclosure purposesdisclosure. NYB BMBC shall use commercially reasonable best efforts to minimize any interference with LIFC's RBPI’s regular business operations during any such access to LIFC's RBPI’s property, books and records. LIFC and each LIFC Subsidiary RBPI shall permit NYBBMBC, at its BMBC’s expense, to cause a "phase Phase I environmental audit" and a "phase any Phase II environmental audit" recommended therein to be performed at each RBPI Real Property; provided, however: (i) that BMBC shall have the right to conduct a Phase II only to the extent that RBPI has a right of access to the RBPI Real Property sufficient to grant BMBC the right to perform such Phase II activities; provided that RBPI shall use commercially reasonable efforts to obtain such right of access; and (ii) prior to the Closing Date only to the extent that a Phase II is within the scope of additional testing recommended by the Phase I to be performed as a result of either a “Historical Recognized Environmental Condition” or a “Recognized Environmental Condition” (as such terms are defined by the ASTM Standard E1527-13) that was discovered in the Phase I. Any such Phase I shall be commenced within thirty (30) days after the date of this Agreement and any physical location owned such Phase II, to the extent permitted by the provisions hereof to be conducted prior to Closing, recommended to be performed by any such Phase I shall be commenced within thirty (30) days of the Phase I report recommending such Phase II. BMBC shall use commercially reasonable efforts to cause any such Phase I conducted to be completed within thirty (30) days of the date of commencement thereof, but in no event more than sixty (60) days after the date of commencement thereof. In the event BMBC elects to commence any Phase II, to the extent permitted pursuant to the provisions of this Section 6.3 to be conducted prior to Closing, BMBC shall use commercially reasonable efforts to have any such Phase II completed within forty-five (45) days of the commencement thereof, but in no event more than sixty (60) days after the date of commencement thereof. BMBC and its environmental consultant shall conduct all environmental assessments pursuant to this Section at mutually agreeable times and so as to eliminate or occupied minimize to the greatest extent possible interference with RBPI’s operation of its business, and BMBC shall maintain or cause to be maintained reasonably adequate insurance with respect to any assessment conducted hereunder. BMBC shall be required to restore each RBPI Real Property to substantially its pre-assessment condition. All costs and expenses incurred in connection with any Phase I or Phase II and any post-assessment restoration or an assessed property substantially to its pre-assessment condition, shall be borne solely by LIFC or any LIFC SubsidiaryBMBC.

Access to Properties and Records. Subject to Section 12.1 hereof12.1, LIFC MFI shall permit NYB Brookline Bancorp reasonable access upon reasonable notice to its properties and those of the LIFC MFI Subsidiaries, and shall disclose and make available to NYB Brookline Bancorp during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC MFI reasonably determines should be treated as confidential) and stockholders' meetings, organizational documents, Bylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB Brookline Bancorp may have a reasonable interest; provided, however, that LIFC MFI shall not be required to take any action that would provide access to or to disclose information where such access or disclosure disclosure, in MFI's reasonable judgment, would interfere with the normal conduct of MFI's business or would violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver 51 by it of the privilege protecting communications between it and any of its counselcounsel or contravene any applicable law. LIFC MFI shall provide and shall request its auditors to provide NYB Brookline Bancorp with such historical financial information regarding it (and related audit reports and consents) as NYB Brookline Bancorp may reasonably request for securities Securities Law disclosure purposes. NYB Brookline Bancorp shall use commercially reasonable best efforts to minimize any interference with LIFCMFI's regular business operations during any such access to LIFCMFI's property, books and records. LIFC MFI and each LIFC MFI Subsidiary shall permit NYBBrookline Bancorp, at its Brookline Bancorp's expense, to cause a "phase I environmental audit" and a "phase II environmental audit" to be performed at any physical location owned or or, to the extent permitted under the applicable lease agreement, occupied by LIFC MFI or any LIFC MFI Subsidiary.

Access to Properties and Records. Subject to Section 12.1 13.1 hereof, LIFC Kelsan and Holdco shall permit NYB Portec Rail reasonable access upon reasonable notice to its properties and those of the LIFC Subsidiariesproperties, and shall disclose and make available to NYB Portec Rail during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC Kelsan or Holdco reasonably determines should be treated as confidential) and stockholdersshareholders' meetings, organizational documents, Bylaws, material contracts and agreements, filings with any regulatory authorityGovernmental Entities, litigation files, plans affecting employees, and any other business activities or prospects in which NYB Portec Rail may have a reasonable interest; provided, however, that LIFC Kelsan or Holdco shall not be required to take any action that would provide access to or to disclose information where such access or disclosure disclosure, in Kelsan's or Holdco's reasonable judgment, would interfere with the normal conduct of Kelsan's or Holdco's business or would violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counselcounsel or contravene any applicable law. LIFC Kelsan shall provide and shall request its auditors independent accountants to provide NYB Portec Rail with such historical financial information regarding it (and related audit reports and consents) as NYB Portec Rail may reasonably request for securities disclosure purposesrequest. NYB Portec Rail shall use commercially reasonable best efforts to minimize any interference with LIFCKelsan's or Holdco's regular business operations during any such access to LIFCKelsan's and Holdco's property, books and records. LIFC and each LIFC Subsidiary Kelsan shall permit NYBPortec Rail, at its expense, to cause a "phase I environmental audit" and a "phase II environmental audit" to be performed at any physical location owned or or, to the extent permitted under the applicable lease agreement, occupied by LIFC or any LIFC SubsidiaryKelsan.

Access to Properties and Records. Subject In order to facilitate the -------------------------------- consummation of the Merger and the Bank Merger and the integration of the business and operations of the parties, subject to Section 12.1 hereofhereof and subject to applicable laws relating to exchange of information, LIFC shall Westbank will permit NYB reasonable access NewAlliance and its officers, employees, counsel, accountants and other authorized representatives, access, upon reasonable notice notice, to its personnel and properties and those of the LIFC Westbank Subsidiaries, and shall disclose and make available to NYB NewAlliance during normal business hours throughout the period prior to the Effective Time all of its the books, papers and records of Westbank or any Westbank Subsidiary relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC reasonably determines should be treated as confidentialstrategic alternatives) and stockholdersshareholders' meetings, organizational documents, Bylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB NewAlliance may have a reasonable interest; provided, however, that LIFC Westbank shall not be required to take any action that would provide access to or to disclose information where such access or disclosure would violate or prejudice the rights or business interests or confidences of any customer or other person Person or would result in the waiver by it of the privilege protecting communications between it and any of its counsel. LIFC In addition, Westbank and the Westbank Subsidiaries shall not be required to disclose any analysis, minutes, or other materials pertaining to the financial or other evaluation or discussion of (i) this Agreement or the transactions contemplated herein, or (ii) any third party proposal to acquire a controlling interest in Westbank. Westbank shall provide and shall request its auditors to provide NYB NewAlliance with such historical financial information regarding it Westbank and any Westbank Subsidiary (and related audit reports and consents) as NYB NewAlliance may reasonably request for securities disclosure purposes. NYB NewAlliance shall use commercially reasonable best efforts to minimize any interference with LIFCWestbank's and any Westbank Subsidiary's regular business operations during any such access to LIFCWestbank's or any Westbank Subsidiary's personnel, property, books and or records. LIFC Westbank and each LIFC Subsidiary its Subsidiaries shall permit NYBNewAlliance, at its NewAlliance's expense, to cause a so-called "phase Phase I environmental auditEnvironmental Site Assessments" and a and/or "phase Phase II environmental auditEnvironmental Site Assessments" to be performed at any physical location owned or occupied operated by LIFC Westbank or any LIFC Westbank Subsidiary and, to the extent Westbank or the applicable Westbank Subsidiary has the contractual right to do so, at any Loan Property or Participation Facility. NewAlliance agrees to indemnify and hold harmless, Westbank, each Westbank Subsidiary, and any landlord or other Persons with an interest in the real property, from and against any damages, claims, losses or expenses of any kind, including reasonable attorneys fees, pertaining to or arising from any entry onto, or any assessments or other studies undertaken by NewAlliance with respect to, any such real property under this Section.

Access to Properties and Records. Subject In order to facilitate the consummation of the Merger and the Bank Merger and the integration of the business and operations of the parties to this Agreement, subject to Section 12.1 hereof, LIFC Synergy shall permit NYB and its officers, employees, counsel, accountants and other authorized representatives, reasonable access access, upon reasonable notice and throughout the period before the Effective Time, to its resources, personnel and properties and those of the LIFC Synergy Subsidiaries, and shall disclose and make available to NYB and its officers, employees, counsel, accountants and other authorized representatives during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' (other than minutes that discuss any of the transactions contemplated by this Agreement Agreement, any Acquisition Proposal or any other subject matter LIFC Synergy reasonably determines should be treated as confidential) and stockholders' meetings, organizational documents, Bylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB may have a reasonable interest; provided, however, that LIFC Synergy shall not be required to take any action that would provide access to or to disclose information where such access or disclosure would violate or prejudice the rights or business interests or confidences of any customer or other person Person or would result in the waiver by it of the privilege protecting communications between it and any of its counsel. LIFC Synergy shall upon NYB's reasonable request provide NYB with access to Synergy's records and systems for the purpose of allowing NYB to obtain account and transaction information in connection with NYB's efforts to complete a migration or integration of such data into its systems and planning for same. Such access shall include, without limitation, computer data linkage to Synergy's system prior to the Effective Time if NYB deems that to be reasonably necessary or appropriate. Synergy hereby consents to NYB sharing such information, on a confidential basis and in compliance with the provisions of the Xxxxx-Xxxxx-Xxxxxx Act and any applicable regulations, with such vendors as NYB deems to be necessary or appropriate for the purpose of preparing for and implementing the required systems integration or account migration. Synergy shall provide and shall request its auditors to provide NYB with such historical financial information regarding it (and related audit reports and consents) as NYB may reasonably request for securities disclosure purposes. NYB shall use commercially reasonable best efforts to minimize any interference with LIFCSynergy's regular business operations during any such access to LIFCSynergy's property, books and records. LIFC Synergy and each LIFC Synergy Subsidiary shall permit NYB, at its NYB's expense, to cause a "phase I environmental audit" and a "phase II environmental audit" to be performed at any physical location owned or occupied by LIFC Synergy or any LIFC Synergy Subsidiary.

Access to Properties and Records. Subject to Section 12.1 hereof11.1, LIFC FedFirst shall permit NYB reasonable CB access upon reasonable notice and at reasonable times to its properties and those of the LIFC FedFirst Subsidiaries, and shall disclose and make available to NYB CB during normal business hours all of its books, papers books and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' ’ and stockholders’ meetings (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC that FedFirst reasonably determines should be treated as kept confidential) and stockholders' meetings), organizational documents, Bylawsbylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB CB may have a reasonable interest; provided, however, that LIFC FedFirst shall not be required to take any action that would provide access to or to disclose information where such access or disclosure disclosure, in FedFirst’s reasonable judgment, would interfere with the normal conduct of FedFirst’s business or would violate or prejudice the rights or business interests or confidences of any customer or other person Person or entity or would result in the waiver by it of the privilege protecting communications between it and any of its counselcounsel or contravene any applicable law. LIFC FedFirst shall provide and shall request its auditors to provide NYB CB with such historical financial information regarding it (and related audit reports and consents) as NYB CB may reasonably request for securities Securities Law disclosure purposes. NYB CB shall use commercially reasonable best efforts to minimize any interference with LIFC's FedFirst’s regular business operations during any such access to LIFC's FedFirst’s property, books and records. LIFC FedFirst and each LIFC FedFirst Subsidiary shall permit NYBCB, at its CB’s expense, to (i) cause a "phase Phase I environmental audit" and a "phase II environmental audit" assessment to be performed at any physical location owned or occupied by LIFC FedFirst or any LIFC FedFirst Subsidiary and (ii) cause an appraisal to be performed in respect of any real property owned by FedFirst or any FedFirst Subsidiary.

Access to Properties and Records. Subject to Section 12.1 hereof, LIFC prior to the earlier of the termination of this Agreement or the Closing Date, GCB shall permit NYB OFC reasonable access upon reasonable notice to its properties and those of the LIFC GCB Subsidiaries, and shall disclose and make available to NYB OFC during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' ’ (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC GCB reasonably determines should be treated as confidential) and stockholders' shareholders’ meetings, organizational documents, Bylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB OFC may have a reasonable interest; provided, however, that LIFC GCB shall not be required to take any action that would provide access to or to disclose information where such access or disclosure would violate or prejudice the rights or business interests or confidences of any customer or other person person, would violate any law or any agreement to which GCB or any GCB Subsidiary is bound, or would result in the waiver by it of the privilege protecting communications between it and any of its counsel. LIFC GCB shall provide and shall request its auditors to provide NYB OFC with such historical financial information regarding it (and related audit reports and consents) as NYB OFC may reasonably request for securities disclosure purposes. NYB OFC shall use commercially reasonable best efforts to minimize any interference with LIFC's GCB’s regular business operations during any such access to LIFC's GCB’s property, books and records. LIFC GCB and each LIFC GCB Subsidiary shall permit NYBOFC, at its expense, to cause a "“phase I environmental audit" ” and a "“phase II environmental audit" ” to be performed at any physical location owned or occupied by LIFC GCB or any LIFC GCB Subsidiary. In the event any subsurface or phase II site assessments are conducted, OFC shall indemnify GCB and its Subsidiaries for all costs and expenses associated with returning the property to its previous condition or otherwise resulting or relating to any such investigation or assessments.

Access to Properties and Records. Subject In order to facilitate the ----------------------------------- consummation of the Merger and the Bank Merger and the integration of the business and operations of the parties, subject to Section 12.1 hereofhereof and subject to applicable laws relating to exchange of information, LIFC shall Connecticut Bancshares will permit NYB reasonable access NHSB and its officers, employees, counsel, accountants and other authorized representatives, access, upon reasonable notice notice, to its personnel and properties and those of the LIFC Connecticut Bancshares Subsidiaries, and shall disclose and make available to NYB NHSB during normal business hours throughout the period prior to the Effective Time all of its the books, papers and records of Connecticut Bancshares or any Connecticut Bancshares Subsidiary relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC reasonably determines should be treated as confidentialstrategic alternatives) and stockholdersshareholders' meetings, organizational documents, Bylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB NHSB may have a reasonable interest; provided, however, that LIFC Connecticut Bancshares shall not be required to take any action that would provide access to or to disclose information where such access or disclosure would violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counsel. LIFC Connecticut Bancshares shall provide and shall request its auditors to provide NYB NHSB with such historical financial information regarding it Connecticut Bancshares and any Connecticut Bancshares Subsidiary (and related audit reports and consents) as NYB NHSB may reasonably request for securities disclosure purposes. NYB NHSB shall use commercially reasonable best efforts to minimize any interference with LIFCConnecticut Bancshares' and any Connecticut Bancshares Subsidiary's regular business operations during any such access to LIFCConnecticut Bancshares' or any Connecticut Bancshares Subsidiary's personnel, property, books and or records. LIFC Connecticut Bancshares and each LIFC Subsidiary its Subsidiaries shall permit NYBNHSB, at its NHSB's expense, to cause a so-called "phase Phase I environmental auditEnvironmental Site Assessments" and a and/or "phase Phase II environmental auditEnvironmental Site Assessments" to be performed at any physical location owned or occupied operated by LIFC Connecticut Bancshares or any LIFC SubsidiaryConnecticut Bancshares Subsidiary and, to the extent Connecticut Bancshares or the applicable Connecticut Bancshares Subsidiary has the contractual right to do so, at any Loan Property or Participation Facility.

Access to Properties and Records. Subject to Section 12.1 hereof, LIFC FSSB shall permit NYB reasonable Farmers or a designated Farmers Entity access upon reasonable notice to its properties and those of the LIFC FSSB Subsidiaries, and shall disclose and make available to NYB Farmers or a designated Farmers Entity to the extent permitted by applicable law during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC FSSB reasonably determines should be treated as confidentialconfidential or privileged) and stockholdersshareholders' meetings, organizational documents, Bylawsbylaws, material contracts and agreements, filings with any regulatory authority, litigation filesfiles (to the extent not resulting in waiver of attorney-client privilege), plans affecting employees, and any other business activities or prospects in which NYB Farmers may have a reasonable interest; provided, however, that LIFC shall not be required to take any action that would provide access to or to disclose information where such access or disclosure would violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counsel. LIFC FSSB shall provide and shall request its auditors to provide NYB Farmers or a designated Farmers Entity with such historical financial information regarding it (and related audit reports and consents) as NYB Farmers or a designated Farmers Entity may reasonably request for securities disclosure purposes. NYB shall use commercially reasonable best efforts to minimize any interference with LIFC's regular business operations during any such access to LIFC's property, books and records. LIFC FSSB and each LIFC FSSB Subsidiary shall permit NYBpermit, upon reasonable notice, Farmers or a designated Farmers Entity at its expense, own expense to cause a "phase I environmental audit" and a "phase II environmental audit" to be performed at any physical location owned or occupied by LIFC FSSB or any LIFC FSSB Subsidiary. Farmers shall indemnify and hold harmless FSSB for any claim, suit, liability, cost, expense or damages whatsoever arising out of or related to such environmental audits or any other inspection or due diligence activity conducted on FSSB's premises.

Access to Properties and Records. Subject to Section 12.1 hereof12.1, LIFC CNB shall permit NYB reasonable NBT access upon reasonable notice to its properties and those of the LIFC CNB Subsidiaries, and shall disclose and make available to NYB NBT during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' ’ (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC CNB reasonably determines should be treated as confidential) and stockholders' shareholders’ meetings, organizational documents, Bylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB NBT may have a reasonable interest; provided, however, that LIFC CNB shall not be required to take any action that would provide access to or to disclose information where such access or disclosure disclosure, in CNB’s reasonable judgment, would interfere with the normal conduct of CNB’s business or would violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counselcounsel or contravene any applicable law. LIFC CNB shall provide and shall request its auditors to provide NYB NBT with such historical financial information regarding it (and related audit reports and consents) as NYB NBT may reasonably request for securities Securities Law disclosure purposes. NYB NBT shall use commercially reasonable best efforts to minimize any interference with LIFC's CNB’s regular business operations during any such access to LIFC's CNB’s property, books and records. LIFC CNB and each LIFC CNB Subsidiary shall permit NYBNBT, at its expense, to cause a "“phase I environmental audit" ” and a "“phase II environmental audit" ” to be performed at any physical location owned or occupied by LIFC CNB or any LIFC CNB Subsidiary. If NBT causes a “phase I environmental audit” or a “phase II environmental audit” to be performed, then 44 NBT agrees to use all commercially reasonable efforts to cause any such audit to be completed as soon as reasonably practicable after commencement and to restore the property to its original condition after completion.

Access to Properties and Records. Subject to Section 12.1 hereof, LIFC WCBI shall permit NYB PBI reasonable access upon reasonable notice to its properties and those of the LIFC WCBI Subsidiaries, and shall disclose and make available to NYB PBI during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC WCBI reasonably determines should be treated as confidential) and stockholders' meetings, organizational documents, Bylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB PBI may have a reasonable interest; provided, however, that LIFC WCBI shall not be required to take any action that would provide access to or to disclose information where such access or disclosure disclosure, in WCBI's reasonable judgment, would interfere with the normal conduct of WCBI's business or would violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counselcounsel or contravene any applicable law. LIFC WCBI shall provide and shall request its auditors to provide NYB PBI with such historical financial information regarding it (and related audit reports and consents) as NYB PBI may reasonably request for securities Securities Law disclosure purposes. NYB PBI shall use commercially reasonable best efforts to minimize any interference with LIFCWCBI's regular business operations during any such access to LIFCWCBI's property, books and records. LIFC WCBI and each LIFC WCBI Subsidiary shall permit NYBPBI, at its expense, to cause a "phase I environmental audit" and a "phase II environmental audit" to be performed at any physical location owned or or, to the extent permitted under the applicable lease agreement, occupied by LIFC WCBI or any LIFC WCBI Subsidiary.

Access to Properties and Records. Subject to Section 12.1 hereof, LIFC FSSB shall permit NYB reasonable IBT access upon reasonable notice to its properties and those of the LIFC FSSB Subsidiaries, and shall disclose and make available to NYB IBT to the extent permitted by applicable law during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC FSSB reasonably determines should be treated as confidentialconfidential or privileged) and stockholdersshareholders' meetings, organizational documents, Bylawsbylaws, material contracts and agreements, filings with any regulatory authority, litigation filesfiles (to the extent not resulting in waiver of attorney-client privilege), plans affecting employees, and any other business activities or prospects in which NYB IBT may have a reasonable interest; provided, however, that LIFC shall not be required to take any action that would provide access to or to disclose information where such access or disclosure would violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counsel. LIFC FSSB shall provide and shall request its auditors to provide NYB IBT with such historical financial information regarding it (and related audit reports and consents) as NYB IBT may reasonably request for securities disclosure purposes. NYB shall use commercially reasonable best efforts to minimize any interference with LIFC's regular business operations during any such access to LIFC's property, books and records. LIFC FSSB and each LIFC FSSB Subsidiary shall permit NYBpermit, upon reasonable notice, IBT at its expense, own expense to cause a "phase I environmental audit" and a "phase II environmental audit" to be performed at any physical location owned or occupied by LIFC FSSB or any LIFC FSSB Subsidiary. IBT shall indemnify and hold harmless FSSB for any claim, suit, liability, cost, expense or damages whatsoever arising out of or related to such environmental audits or any other inspection or due diligence activity conducted on FSSB's premises.

Access to Properties and Records. Subject to Section 12.1 hereof, LIFC RBPI shall permit NYB BMBC reasonable access during normal business hours upon reasonable notice to its properties and those of the LIFC RBPI Subsidiaries, and shall disclose and make available to NYB BMBC during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' ’ (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC RBPI reasonably determines based on the advice of legal counsel should be treated as confidential) and stockholders' shareholders’ meetings, organizational documents, Bylawsbylaws, material contracts and agreements, filings with any regulatory authorityGovernmental Entity, litigation files, plans affecting employees, and any other business activities or prospects in which NYB BMBC may have a reasonable interest; provided, however, that LIFC RBPI shall not be required to take any action that would provide access to or to disclose information where such access or disclosure would violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counselcounsel or that is otherwise prohibited by Law. LIFC RBPI shall provide and shall request its auditors to provide NYB BMBC with such historical financial information regarding it (and related audit reports and consents) as NYB BMBC may reasonably request for securities disclosure purposesdisclosure. NYB BMBC shall use commercially reasonable best efforts to minimize any interference with LIFC's RBPI’s regular business operations during any such access to LIFC's RBPI’s property, books and records. LIFC and each LIFC Subsidiary RBPI shall permit NYBBMBC, at its BMBC’s expense, to cause a "phase Phase I environmental audit" and a "phase any Phase II environmental audit" recommended therein to be performed at each RBPI Real Property; provided, however: (i) that BMBC shall have the right to conduct a Phase II only to the extent that RBPI has a right of access to the RBPI Real Property sufficient to grant BMBC the right to perform such Phase II activities; provided that RBPI shall use commercially reasonable efforts to obtain such right of access; and (ii) prior to the Closing Date only to the extent that a Phase II is within the scope of additional testing recommended by the Phase I to be performed as a result of either a “Historical Recognized Environmental Condition” or a “Recognized Environmental Condition” (as such terms are defined by the ASTM Standard E1527‑13) that was discovered in the Phase I. Any such Phase I shall be commenced within thirty (30) days after the date of this Agreement and any physical location owned such Phase II, to the extent permitted by the provisions hereof to be conducted prior to Closing, recommended to be performed by any such Phase I shall be commenced within thirty (30) days of the Phase I report recommending such Phase II. BMBC shall use commercially reasonable efforts to cause any such Phase I conducted to be completed within thirty (30) days of the date of commencement thereof, but in no event more than sixty (60) days after the date of commencement thereof. In the event BMBC elects to commence any Phase II, to the extent permitted pursuant to the provisions of this Section 6.3 to be conducted prior to Closing, BMBC shall use commercially reasonable efforts to have any such Phase II completed within forty‑five (45) days of the commencement thereof, but in no event more than sixty (60) days after the date of commencement thereof. BMBC and its environmental consultant shall conduct all environmental assessments pursuant to this Section at mutually agreeable times and so as to eliminate or occupied minimize to the greatest extent possible interference with RBPI’s operation of its business, and BMBC shall maintain or cause to be maintained reasonably adequate insurance with respect to any assessment conducted hereunder. BMBC shall be required to restore each RBPI Real Property to substantially its pre‑assessment condition. All costs and expenses incurred in connection with any Phase I or Phase II and any post‑assessment restoration or an assessed property substantially to its pre‑assessment condition, shall be borne solely by LIFC or any LIFC SubsidiaryBMBC.

Access to Properties and Records. Subject In order to facilitate the consummation of the Merger and the Bank Merger and the integration of the business and operations of the parties, subject to Section 12.1 hereofhereof and subject to applicable laws relating to exchange of information, LIFC NHSB shall permit NYB reasonable access Alliance and its officers, employees, counsel, accountants and other authorized representatives, access, upon reasonable notice notice, to its personnel and properties and those of the LIFC NHSB Subsidiaries, and shall disclose and make available to NYB Alliance during normal business hours throughout the period prior to the Effective Time all of its the books, papers and records of NHSB or any NHSB Subsidiary relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the Back to Contents general ledger), tax records, minute books of directors' ’ (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC reasonably determines should be treated as confidentialstrategic alternatives) and stockholders' shareholders’ meetings, organizational documents, Bylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB NHSB may have a reasonable interest; provided, however, that LIFC NHSB shall not be required to take any action that would provide access to or to disclose information where such access or disclosure would violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counsel. LIFC In addition, NHSB and the NHSB subsidiaries shall not be required to disclose any analysis, minutes, or other materials pertaining to the financial or other evaluation or discussion of this Agreement, or the transactions contemplated hereunder or any third party proposal to acquire a controlling interest in NHSB. NHSB shall provide and shall request its auditors to provide NYB Alliance with such historical financial information regarding it NHSB and any NHSB Subsidiary (and related audit reports and consents) as NYB Alliance may reasonably request for securities disclosure purposes. NYB Alliance shall use commercially reasonable best efforts to minimize any interference with LIFC's NHSB’s and any NHSB Subsidiary’s regular business operations during any such access to LIFC's NHSB’s or any NHSB Subsidiary’s personnel, property, books and or records. LIFC NHSB and each LIFC Subsidiary its Subsidiaries shall permit NYBAlliance, at its Alliance’s expense, to cause a "phase so-called “Phase I environmental audit" and a "phase Environmental Site Assessments” and/or “Phase II environmental audit" Environmental Site Assessments” to be performed at any physical location owned or occupied operated by LIFC NHSB or any LIFC NHSB Subsidiary and, to the extent NHSB or the applicable NHSB Subsidiary has the contractual right to do so, at any Loan Property or Participation Facility. Alliance agrees to indemnify and hold harmless, NHSB, each NHSB Subsidiary, and any landlord or other persons with an interest in the real property, from and against any damages, claims, losses or expenses of any kind, including reasonable attorneys fees, pertaining to or arising from any entry onto, or any assessments or other studies undertaken by Alliance with respect to, any such real property under this Section.

Access to Properties and Records. Subject to Section 12.1 hereof11.1, LIFC BHLB shall permit NYB reasonable FCB access upon reasonable notice and at reasonable times to its properties and those of the LIFC BHLB Subsidiaries, and shall disclose and make available to NYB FCB during normal business hours all of its books, papers books and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' ’ and shareholders’ meetings (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC that BHLB reasonably determines should be treated as kept confidential) and stockholders' meetings), organizational documents, Bylawsbylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB FCB may have a reasonable interest; provided, however, that LIFC BHLB shall not be required to take any action that would provide access to or to disclose information where such access or disclosure disclosure, in BHLB’s reasonable judgment, would interfere with the normal conduct of BHLB’s business or would violate or prejudice the rights or business interests or confidences of any customer or other person Person or entity or would result in the waiver by it of the privilege protecting communications between it and any of its counselcounsel or contravene any applicable law. LIFC BHLB shall provide and shall request its auditors to provide NYB FCB with such historical financial information regarding it (and related audit reports and consents) as NYB FCB may reasonably request for securities Securities Law disclosure purposes. NYB FCB shall use commercially reasonable best efforts to minimize any interference with LIFC's BHLB’s regular business operations during any such access to LIFC's BHLB’s property, books and records. LIFC BHLB and each LIFC BHLB Subsidiary shall permit NYBFCB, at its FCB’s expense, to (i) cause a "phase Phase I environmental audit" and a "phase II environmental audit" assessment to be performed at any physical location owned or occupied by LIFC BHLB or any LIFC BHLB Subsidiary and (ii) cause an appraisal to be performed in respect of any real property owned by BHLB or any BHLB Subsidiary.

Access to Properties and Records. Subject to Section 12.1 hereof11.1, LIFC MidCoast shall permit NYB reasonable Citizens access upon reasonable notice and at reasonable times to its properties and those of the LIFC Subsidiariesproperties, and shall disclose and make available to NYB Citizens during normal business hours all of its books, papers books and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' ’ and shareholders’ meetings (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC that MidCoast reasonably determines should be treated as kept confidential) and stockholders' meetings), organizational documents, Bylawsbylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB Citizens may have a reasonable interest; provided, however, that LIFC MidCoast shall not be required to take any action that would provide access to or to disclose information where such access or disclosure disclosure, in MidCoast’s reasonable judgment, would interfere with the normal conduct of MidCoast’s business or would violate or prejudice the rights or business interests or confidences of any customer or other person Person or entity or would result in the waiver by it of the privilege protecting communications between it and any of its counselcounsel or contravene any applicable law. LIFC MidCoast shall provide and shall request its auditors to provide NYB Citizens with such historical financial information regarding it (and related audit reports and consents) as NYB Citizens may reasonably request for securities Securities Law disclosure purposes. NYB Citizens shall use commercially reasonable best efforts to minimize any interference with LIFC's MidCoast’s regular business operations during any such access to LIFC's MidCoast’s property, books and records. LIFC and each LIFC Subsidiary MidCoast shall permit NYBCitizens, at its Citizens’ expense, to (i) cause a "phase Phase I environmental audit" and a "phase II environmental audit" assessment to be performed at any physical location owned or occupied by LIFC or MidCoast and (ii) cause an appraisal to be performed in respect of any LIFC Subsidiaryreal property owned by MidCoast.

Access to Properties and Records. (a) Subject to Section 12.1 10.03 hereof, LIFC Xxxxxxxx Federal shall permit NYB OFED reasonable access during normal business hours upon reasonable notice to its properties and those of the LIFC Subsidiariesproperties, and shall disclose and make available to NYB OFED during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' ’ (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC Xxxxxxxx Federal reasonably determines should be treated as confidential) and stockholders' members’ meetings, organizational documents, Bylawsbylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB OFED may have a reasonable interest; provided, however, that LIFC Xxxxxxxx Federal shall not be required to take any action that would provide access to or to disclose information where such access or disclosure would violate applicable law or violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counsel. LIFC Xxxxxxxx Federal shall provide and shall request its auditors to provide NYB OFED (subject to OFED entering into a hold harmless letter with such auditors in a form acceptable to such auditors) with such historical financial information regarding it (and related audit reports and consents) as NYB OFED may reasonably request for securities disclosure purposesrequest. NYB OFED shall use commercially reasonable best efforts to minimize any interference with LIFC's Xxxxxxxx Federal’s regular business operations during any such access to LIFC's Xxxxxxxx Federal’s property, books and records. LIFC and each LIFC Subsidiary From the date of this Agreement through the Closing Date, Xxxxxxxx Federal shall permit NYBemployees of Oconee Federal reasonable access to information relating to problem loans, at its expenseloan restructurings, to cause a "phase I environmental audit" loan sales and a "phase II environmental audit" to be performed at any physical location owned or occupied by LIFC or any LIFC Subsidiaryparticipations, and loan work-outs of Xxxxxxxx Federal.

Access to Properties and Records. Subject to Section 12.1 11.01 hereof, LIFC Target shall permit NYB Investors Bancorp reasonable access during normal business hours upon reasonable notice to its properties and those of the LIFC Target Subsidiaries, and shall disclose and make available to NYB Investors Bancorp during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' ’ (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC Target reasonably determines should be treated as confidential) and stockholders' shareholders’ meetings, organizational documents, Bylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB Investors Bancorp may have a reasonable interest; provided, however, that LIFC Target shall not be required to take any action that would provide access to or to disclose information where such access or disclosure would violate applicable law or violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counsel. LIFC Target shall provide and shall request its auditors to provide NYB Investors Bancorp (subject to Investors Bancorp entering into a hold harmless letter with such auditors in a form acceptable to such auditors) with such historical financial information regarding it (and related audit reports and consents) as NYB Investors Bancorp may reasonably request for securities disclosure purposes. NYB Investors Bancorp shall use commercially reasonable best efforts to minimize any interference with LIFC's Target’s regular business operations during any such access to LIFC's Target’s property, books and records. LIFC and each LIFC Subsidiary Target shall permit NYBInvestors Bancorp, at its expense, to cause a "“phase I environmental audit" and a "phase II environmental audit" ” to be performed at each Branch owned by Target Bank at any physical location owned time prior to the Closing Date. Investors Bancorp and its environmental consultant shall conduct all environmental assessments pursuant to this Section at mutually agreeable times and so as to eliminate or occupied minimize to the greatest extent possible interference with Target’s operation of its business, and Investors Bancorp shall maintain or cause to be maintained reasonably adequate insurance with respect to any assessment conducted hereunder. Investors Bancorp shall be required to restore each Owned Real Property to substantially its pre-assessment condition. All costs and expenses incurred in connection with any “phase I environmental audit” and any restoration and clean up, shall be borne solely by LIFC Investors Bancorp. Notwithstanding anything to the contrary contained in this Section 5.03, in no event shall Investors Bancorp have access to any information that, based on advice of Target’s counsel, would (A) reasonably be expected to waive any material legal privilege (B) result in the disclosure of any trade secrets of third parties or (C) violate any LIFC Subsidiaryobligation of Target with respect to confidentiality so long as, with respect to confidentiality, to the extent specifically requested by Investors Bancorp, Target has made commercially reasonable efforts to obtain a waiver regarding the possible disclosure from the third party to whom it owes an obligation of confidentiality; it being understood that Investors Bancorp shall not conduct any environmental sampling without the prior written consent of Target, which consent may be withheld in Target’s discretion. All requests made pursuant to this Section 5.03 shall be directed to an executive officer of Target or such Person or Persons as may be designated by Target. All information received pursuant to this Section 5.03 shall be governed by the terms of the Confidentiality Agreement.

Access to Properties and Records. Subject to Section 12.1 hereof12.1, LIFC CNB shall permit NYB reasonable NBT access upon reasonable notice to its properties and those of the LIFC CNB Subsidiaries, and shall disclose and make available to NYB NBT during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC CNB reasonably determines should be treated as confidential) and stockholdersshareholders' meetings, organizational documents, Bylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB NBT may have a reasonable interest; provided, however, that LIFC CNB shall not be required to take any action that would provide access to or to disclose information where such access or disclosure disclosure, in CNB's reasonable judgment, would interfere with the normal conduct of CNB's business or would violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counselcounsel or contravene any applicable law. LIFC CNB shall provide and shall request its auditors to provide NYB NBT with such historical financial information regarding it (and related audit reports and consents) as NYB NBT may reasonably request for securities Securities Law disclosure purposes. NYB NBT shall use commercially reasonable best efforts to minimize any interference with LIFCCNB's regular business operations during any such access to LIFCCNB's property, books and records. LIFC CNB and each LIFC CNB Subsidiary shall permit NYBNBT, at its expense, to cause a "phase I environmental audit" and a "phase II environmental audit" to be performed at any physical location owned or occupied by LIFC CNB or any LIFC CNB Subsidiary. If NBT causes a "phase I environmental audit" or a "phase II environmental audit" to be performed, then NBT agrees to use all commercially reasonable efforts to cause any such audit to be completed as soon as reasonably practicable after commencement and to restore the property to its original condition after completion.

Access to Properties and Records. Subject to Section 12.1 hereof11.1, LIFC Commerce shall permit NYB reasonable BHLB access upon reasonable notice and at reasonable times to its properties and those of the LIFC Commerce Subsidiaries, and shall disclose and make available to NYB BHLB during normal business hours all of its books, papers books and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' ’ and stockholders’ meetings (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC that Commerce reasonably determines should be treated as kept confidential) and stockholders' meetings), organizational documents, Bylawsbylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB BHLB may have a reasonable interest; provided, however, that LIFC Commerce shall not be required to take any action that would provide access to or to disclose information where such access or disclosure disclosure, in Commerce’s reasonable judgment, would interfere with the normal conduct of Commerce’s business or would violate or prejudice the rights or business interests or confidences of any customer or other person Person or entity or would result in the waiver by it of the privilege protecting communications between it and any of its counselcounsel or contravene any applicable law. LIFC Commerce shall provide and shall request its auditors to provide NYB BHLB with such historical financial information regarding it (and related audit reports and consents) as NYB BHLB may reasonably request for securities Securities Law disclosure purposes. NYB BHLB shall use commercially reasonable best efforts to minimize any interference with LIFC's Commerce’s regular business operations during any such access to LIFC's Commerce’s property, books and records. LIFC Commerce and each LIFC Commerce Subsidiary shall permit NYBBHLB, at its BHLB’s expense, to (i) cause a "phase Phase I environmental audit" and a "phase II environmental audit" assessment to be performed at any physical location owned or occupied by LIFC Commerce or any LIFC Commerce Subsidiary and (ii) cause an appraisal to be performed in respect of any real property owned by Commerce or any Commerce Subsidiary.

Access to Properties and Records. Subject to Section 12.1 hereof12.1, LIFC FCB shall permit NYB reasonable Fidelity Bankshares access upon reasonable notice to its properties and those of the LIFC FCB Subsidiaries, and shall disclose and make available to NYB Fidelity Bankshares during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC FCB reasonably determines should be treated as confidential) and stockholders' meetings, organizational documents, Bylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB Fidelity Bankshares may have a reasonable interest; provided, however, that LIFC FCB shall not be required to take any action that would provide access to or to disclose information where such access or disclosure disclosure, in FCB's reasonable judgment, would interfere with the normal conduct of FCB's business or would violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counselcounsel or contravene any applicable law. LIFC FCB shall provide and shall request its auditors to provide NYB Fidelity Bankshares with such historical financial information regarding it (and related audit reports and consents) as NYB Fidelity Bankshares may reasonably request for securities Securities Law disclosure purposes. NYB Fidelity Bankshares shall use commercially reasonable best efforts to minimize any interference with LIFCFCB's regular business operations during any such access to LIFCFCB's property, books and records. LIFC FCB and each LIFC FCB Subsidiary shall permit NYBFidelity Bankshares, at its Fidelity Bankshares' expense, to cause a "phase I environmental audit" and a "phase II environmental audit" to be performed at any physical location owned or or, to the extent permitted under the applicable lease agreement, occupied by LIFC FCB or any LIFC FCB Subsidiary.

Access to Properties and Records. Subject to Section 12.1 hereof, LIFC Guaranty Financial shall permit NYB First Sentry Bancshares reasonable access upon reasonable notice to its properties and those of the LIFC Guaranty Financial Subsidiaries, and shall disclose and make available to NYB First Sentry Bancshares during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' ’ (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC reasonably determines should be treated as confidentialAgreement) and stockholders' shareholders’ meetings, organizational documents, Bylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB First Sentry Bancshares may have a reasonable interest; provided, however, that LIFC Guaranty Financial shall not be required to take any action that would provide access to or to disclose information where such access or disclosure would violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counsel. LIFC Guaranty Financial shall provide and shall request its auditors to provide NYB First Sentry Bancshares with such historical financial information regarding it (and related audit reports and consents) as NYB First Sentry Bancshares may reasonably request for securities disclosure purposesrequest. NYB First Sentry Bancshares shall use commercially reasonable best efforts to minimize any interference with LIFC's Guaranty Financial’s regular business operations during any such access to LIFC's Guaranty Financial’s property, books and records. LIFC Guaranty Financial and each LIFC Guaranty Financial Subsidiary shall permit NYB, at its expense, First Sentry Bancshares to cause a "“phase I environmental audit" ” and a "“phase II environmental audit" ” to be performed at any physical location owned or occupied by LIFC Guaranty Financial or any LIFC Guaranty Financial Subsidiary. In the event any subsurface or phase II site assessments are conducted, First Sentry Bancshares shall indemnify Guaranty Financial for all reasonable and customary costs and expenses associated with returning the property to the previous condition.

Access to Properties and Records. Subject to Section 12.1 hereof11.1, LIFC First West Virginia shall permit NYB reasonable CB access upon reasonable notice and at reasonable times to its properties and those of the LIFC First West Virginia Subsidiaries, and shall disclose and make available to NYB CB during normal business hours all of its books, papers books and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' ’ and stockholders’ meetings (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC that First West Virginia reasonably determines should be treated as kept confidential) and stockholders' meetings), organizational documents, Bylawsbylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB CB may have a reasonable interest; provided, however, that LIFC First West Virginia shall not be required to take any action that would provide access to or to disclose information where such access or disclosure disclosure, in First West Virginia’s reasonable judgment, would interfere with the normal conduct of First West Virginia’s business or would violate or prejudice the rights or business interests or confidences of any customer or other person Person or entity or would result in the waiver by it of the privilege protecting communications between it and any of its counselcounsel or contravene any applicable law. LIFC First West Virginia shall provide and shall request its auditors to provide NYB CB with such historical financial information regarding it (and related audit reports and consents) as NYB CB may reasonably request for securities Securities Law disclosure purposes. NYB CB shall use commercially reasonable best efforts to minimize any interference with LIFC's First West Virginia’s regular business operations during any such access to LIFC's First West Virginia’s property, books and records. LIFC First West Virginia and each LIFC First West Virginia Subsidiary shall permit NYBCB, at its CB’s expense, to (i) cause a "phase Phase I environmental audit" and a "phase or Phase II environmental audit" assessment to be performed at any physical location owned or occupied by LIFC First West Virginia or any LIFC First West Virginia Subsidiary and (ii) cause an appraisal to be performed in respect of any real property owned by First West Virginia or any First West Virginia Subsidiary. CB shall indemnify First West Virginia and its Subsidiaries for all costs and expenses associated with returning any physical location to its previous condition.

Access to Properties and Records. Subject to Section 12.1 hereof, LIFC FKF shall permit NYB BMBC reasonable access during normal business hours upon reasonable notice to its properties and those of the LIFC FKF Subsidiaries, and shall disclose and make available to NYB BMBC during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' ’ (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC FKF reasonably determines should be treated as confidential) and stockholders' shareholders’ meetings, organizational documents, Bylawsbylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB BMBC may have a reasonable interest; provided, however, that LIFC FKF shall not be required to take any action that would provide access to or to disclose information where such access or disclosure would violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counsel. LIFC FKF shall provide and shall request its auditors to provide NYB BMBC with such historical financial information regarding it (and related audit reports and consents) as NYB BMBC may reasonably request for securities disclosure purposes. NYB BMBC shall use commercially reasonable best efforts to minimize any interference with LIFC's FKF’s regular business operations during any such access to LIFC's FKF’s property, books and records. LIFC and each LIFC Subsidiary FKF shall permit NYBBMBC, at its expense, to cause a "phase Phase I environmental audit" and a "phase any Phase II environmental audit" Environmental Site Assessment (“Phase II”) recommended therein to be performed at each owned FKF Real Property; provided, however, that BMBC shall only have the right to conduct a Phase II prior to the Closing Date only to the extent that a Phase II is within the scope of additional testing recommended by the Phase I to be performed as a result of a “Recognized Environmental Condition” (as such term is defined by The American Society for Testing Materials) that was discovered in the Phase I. Any such Phase I shall be commenced within 30 days after the date of this Agreement and any physical location owned such Phase II, to the extent permitted by the provisions hereof to be conducted prior to Closing, recommended to be performed by any such Phase I shall be commenced within 30 days of the Phase I report recommending such Phase II. BMBC shall use its best efforts to cause any such Phase I conducted to be completed within 30 days of the date of commencement thereof, but in no event more than 45 days after the date of commencement thereof. In the event BMBC elects to commence any Phase II, to the extent permitted pursuant to the provisions of this Section 6.3 to be conducted prior to Closing, BMBC shall use its best efforts to have any such Phase II completed within 45 days of the commencement thereof, but in no event more than 60 days after the date of commencement thereof. BMBC and its environmental consultant shall conduct all environmental assessments pursuant to this Section at mutually agreeable times and so as to eliminate or occupied minimize to the greatest extent possible interference with FKF’s operation of its business, and BMBC shall maintain or cause to be maintained reasonably adequate insurance with respect to any assessment conducted hereunder. BMBC shall be required to restore each FKF Real Property to substantially its pre-assessment condition. All costs and expenses incurred in connection with any Phase I or Phase II and any restoration and clean up, shall be borne solely by LIFC or any LIFC SubsidiaryBMBC.

Access to Properties and Records. Subject to Section 12.1 hereof11.1, LIFC BHLB shall permit NYB reasonable Commerce access upon reasonable notice and at reasonable times to its properties and those of the LIFC BHLB Subsidiaries, and shall disclose and make available to NYB Commerce during normal business hours all of its books, papers books and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' ’ and stockholders’ meetings (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC that BHLB reasonably determines should be treated as kept confidential) and stockholders' meetings), organizational documents, Bylawsbylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB Commerce may have a reasonable interest; provided, however, that LIFC BHLB shall not be required to take any action that would provide access to or to disclose information where such access or disclosure disclosure, in BHLB’s reasonable judgment, would interfere with the normal conduct of BHLB’s business or would violate or prejudice the rights or business interests or confidences of any customer or other person Person or entity or would result in the waiver by it of the privilege protecting communications between it and any of its counselcounsel or contravene any applicable law. LIFC BHLB shall provide and shall request its auditors to provide NYB Commerce with such historical financial information regarding it (and related audit reports and consents) as NYB Commerce may reasonably request for securities Securities Law disclosure purposes. NYB Commerce shall use commercially reasonable best efforts to minimize any interference with LIFC's BHLB’s regular business operations during any such access to LIFC's BHLB’s property, books and records. LIFC BHLB and each LIFC BHLB Subsidiary shall permit NYBCommerce, at its Commerce’s expense, to (i) cause a "phase Phase I environmental audit" and a "phase II environmental audit" assessment to be performed at any physical location owned or occupied by LIFC BHLB or any LIFC BHLB Subsidiary and (ii) cause an appraisal to be performed in respect of any real property owned by BHLB or any BHLB Subsidiary.

Access to Properties and Records. Subject to Section 12.1 hereof, LIFC MCBI shall permit NYB BMBC reasonable access during normal business hours upon reasonable notice to its properties and those of the LIFC MCBI Subsidiaries, and shall disclose and make available to NYB BMBC during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' ’ (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC reasonably MCBI determines based on the advice of legal counsel should be treated as confidential) and stockholders' shareholders’ meetings, organizational documents, Bylawsbylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB BMBC may have a reasonable interest; provided, however, that LIFC MCBI shall not be required to take any action that would provide access to or to disclose information where such access or disclosure would violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counselcounsel or that is otherwise prohibited by law or contractual agreement. LIFC MCBI shall provide and shall request its auditors to provide NYB BMBC with such historical financial information regarding it (and related audit reports and consents) as NYB BMBC may reasonably request for securities disclosure purposes. NYB BMBC shall use commercially reasonable best efforts to minimize any interference with LIFC's MCBI’s regular business operations during any such access to LIFC's MCBI’s property, books and records. LIFC and each LIFC Subsidiary MCBI shall permit NYBBMBC, at its expense, to cause a "phase Phase I environmental audit" and a "phase any Phase II environmental audit" Environmental Site Assessment (“Phase II”) recommended therein to be performed at each MCBI Real Property at any physical location owned time prior to the Closing Date. BMBC and its environmental consultant shall conduct all environmental assessments pursuant to this Section at mutually agreeable times and so as to eliminate or occupied minimize to the greatest extent possible interference with MCBI’s operation of its business, and BMBC shall maintain or cause to be maintained reasonably adequate insurance with respect to any assessment conducted hereunder. BMBC shall be required to restore each MCBI Real Property to substantially its pre-assessment condition. All costs and expenses incurred in connection with any Phase I or Phase II and any restoration and clean up, shall be borne solely by LIFC BMBC. BMBC hereby agrees to indemnify, defend and hold MCBI harmless from and against any cost, expense, charge, lien, action or judgment, as well as any claim of a right to any such cost, expense, charge, lien, action or judgment arising from any act or omission of BMBC, BMBC’s agents or contractors, or any LIFC Subsidiaryservices, labor, supplies or materials provided or performed by surveyors, engineers, architects and others hired by BMBC to make the inspections and tests, and from and against any personal injury and property damage caused by the act or neglect of BMBC or any of its agents, or independent contractors in connection with any Phase I or Phase II.

Access to Properties and Records. Subject to Section 12.1 hereof12.1, LIFC MFI shall permit NYB Brookline Bancorp reasonable access upon reasonable notice to its properties and those of the LIFC MFI Subsidiaries, and shall disclose and make available to NYB Brookline Bancorp during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC MFI reasonably determines should be treated as confidential) and stockholders' meetings, organizational documents, Bylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB Brookline Bancorp may have a reasonable interest; provided, however, that LIFC MFI shall not be required to take any action that would provide access to or to disclose information where such access or disclosure disclosure, in MFI's reasonable judgment, would interfere with the normal conduct of MFI's business or would violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counselcounsel or contravene any applicable law. LIFC MFI shall provide and shall request its auditors to provide NYB Brookline Bancorp with such historical financial information regarding it (and related audit reports and consents) as NYB Brookline Bancorp may reasonably request for securities Securities Law disclosure purposes. NYB Brookline Bancorp shall use commercially reasonable best efforts to minimize any interference with LIFCMFI's regular business operations during any such access to LIFCMFI's property, books and records. LIFC MFI and each LIFC MFI Subsidiary shall permit NYBBrookline Bancorp, at its Brookline Bancorp's expense, to cause a "phase I environmental audit" and a "phase II environmental audit" to be performed at any physical location owned or or, to the extent permitted under the applicable lease agreement, occupied by LIFC MFI or any LIFC MFI Subsidiary.

Access to Properties and Records. Subject to Section 12.1 hereof11.1, LIFC FNB shall permit NYB reasonable Citizens access upon reasonable notice and at reasonable times to its properties and those of the LIFC Subsidiariesproperties, and shall disclose and make available to NYB Citizens during normal business hours all of its books, papers books and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' ’ and stockholders’ meetings (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC that FNB reasonably determines should be treated as kept confidential) and stockholders' meetings), organizational documents, Bylawsbylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB Citizens may have a reasonable interest; provided, however, that LIFC FNB shall not be required to take any action that would provide access to or to disclose information where such access or disclosure disclosure, in FNB’s reasonable judgment, would interfere with the normal conduct of FNB’s business or would violate or prejudice the rights or business interests or confidences of any customer or other person Person or entity or would result in the waiver by it of the privilege protecting communications between it and any of its counselcounsel or contravene any applicable law. LIFC FNB shall provide and shall request its auditors to provide NYB Citizens with such historical financial information regarding it (and related audit reports and consents) as NYB Citizens may reasonably request for securities Securities Law disclosure purposes. NYB Citizens shall use commercially reasonable best efforts to minimize any interference with LIFC's FNB’s regular business operations during any such access to LIFC's FNB’s property, books and records. LIFC and each LIFC Subsidiary FNB shall permit NYBCitizens, at its Citizens’ expense, to (i) cause a "phase Phase I environmental audit" and a "phase II environmental audit" assessment to be performed at any physical location owned or occupied by LIFC or FNB and (ii) cause an appraisal to be performed in respect of any LIFC Subsidiaryreal property owned by FNB.

Access to Properties and Records. Subject to Section 12.1 hereof12.1, LIFC Trinity Bank shall permit NYB Citizens South reasonable access upon reasonable notice to its properties and those of the LIFC Trinity Bank Subsidiaries, and shall disclose and make available to NYB Citizens South during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC Trinity Bank reasonably determines should be treated as confidential) and stockholdersshareholders' meetings, organizational documents, Bylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB Citizens South may have a reasonable interest; provided, however, that LIFC Trinity Bank shall not be required to take any action that would provide access to or to disclose information where such access or disclosure disclosure, in Trinity Bank's reasonable judgment, would interfere with the normal conduct of Trinity Bank's business or would violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counselcounsel or contravene any applicable law. LIFC Trinity Bank shall provide and shall request its auditors to provide NYB Citizens South with such historical financial information regarding it (and shall request its auditors to provide related audit reports and consents) as NYB Citizens South may reasonably request for securities Securities Law disclosure purposes. NYB Citizens South shall use commercially reasonable best efforts to minimize any interference with LIFCTrinity Bank's regular business operations during any such access to LIFCTrinity Bank's property, books and records. LIFC Trinity Bank and each LIFC Trinity Bank Subsidiary shall permit NYBCitizens South, at its Citizens South's expense, to cause a "phase I environmental audit" and a "phase II environmental audit" to be performed at any physical location owned or or, to the extent permitted under the applicable lease agreement, occupied by LIFC Trinity Bank or any LIFC Trinity Bank Subsidiary.

Access to Properties and Records. Subject to Section 12.1 hereof11.1, LIFC FCB shall permit NYB reasonable BHLB access upon reasonable notice and at reasonable times to its properties and those of the LIFC FCB Subsidiaries, and shall disclose and make available to NYB BHLB during normal business hours all of its books, papers books and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' ’ and shareholders’ meetings (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC that FCB reasonably determines should be treated as kept confidential) and stockholders' meetings), organizational documents, Bylawsbylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB BHLB may have a reasonable interest; provided, however, that LIFC FCB shall not be required to take any action that would provide access to or to disclose information where such access or disclosure disclosure, in FCB’s reasonable judgment, would interfere with the normal conduct of FCB’s business or would violate or prejudice the rights or business interests or confidences of any customer or other person Person or entity or would result in the waiver by it of the privilege protecting communications between it and any of its counselcounsel or contravene any applicable law. LIFC FCB shall provide and shall request its auditors to provide NYB BHLB with such historical financial information regarding it (and related audit reports and consents) as NYB BHLB may reasonably request for securities Securities Law disclosure purposes. NYB BHLB shall use commercially reasonable best efforts to minimize any interference with LIFC's FCB’s and FCB Subsidiaries’ regular business operations during any such access to LIFC's FCB’s and FCB’s Subsidiaries’ property, books and records. LIFC FCB and each LIFC FCB Subsidiary shall permit NYBBHLB, at its BHLB’s expense, to (i) cause a "phase Phase I environmental audit" and a "phase II environmental audit" assessment to be performed at any physical location owned or occupied by LIFC FCB or any LIFC FCB Subsidiary, subject to compliance with the applicable lease in the case of any non-owned, occupied location, and (ii) cause an appraisal to be performed in respect of any real property owned by FCB or any FCB Subsidiary.

Access to Properties and Records. Subject to Section 12.1 hereof, LIFC First Star shall permit NYB ESSA reasonable access during normal business hours upon reasonable notice to its properties and those of the LIFC First Star Subsidiaries, and shall disclose and make available to NYB ESSA during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' ’ (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC First Star reasonably determines should be treated as confidential) and stockholders' shareholders’ meetings, organizational documents, Bylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB ESSA may have a reasonable interest; provided, however, that LIFC First Star shall not be required to take any action that would provide access to or to disclose information where such access or disclosure would violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counsel. LIFC First Star shall provide and shall request its auditors to provide NYB ESSA with such historical financial information regarding it (and related audit reports and consents) as NYB ESSA may reasonably request for securities disclosure purposes. NYB ESSA shall use commercially reasonable best efforts to minimize any interference with LIFC's First Star’s regular business operations during any such access to LIFC's First Star’s property, books and records. LIFC and each LIFC Subsidiary First Star shall permit NYBESSA, at its expense, to cause a "phase “Phase I environmental audit" and a "phase II environmental audit" Environmental Site Assessment” (“Phase I ESA”) in conformance with American Society for Testing materials “ASTM”) Standard 1527-05 (as amended) to be performed at each Branch at any physical location owned time prior to the Closing Date, and to the extent such Phase I ESA recommends performance of a Phase II Environmental Site Assessment (the “Phase II”) prior to the Closing only to the extent that the Phase II is within the scope of additional testing recommended by the Phase I ESA to be performed as a result of a “Recognized Environmental Condition” (as such term is defined by the ASTM) that was discovered in the Phase I ESA and provided that as to any Phase II performed at a Branch which FSB leases, the landlord pursuant to the applicable lease has consented to such Phase II if such consent is necessary pursuant to the lease. FSB will use its commercially reasonable efforts (at no cost to FSB) to obtain such landlord consent. Prior to performing any Phase II, ESSA will provide First Star with a copy of its proposed work plan and ESSA will cooperate in good faith with First Star to address any comments or occupied suggestions made by LIFC First Star regarding the work plan. ESSA and its environmental consultant shall conduct all environmental assessments pursuant to this Section at mutually agreeable times and so as to eliminate or minimize to the greatest extent possible interference with First Star’s operation of its business, and ESSA shall maintain or cause to be maintained reasonably adequate insurance with respect to any LIFC Subsidiaryassessment conducted hereunder. ESSA shall be required to restore each property to substantially its pre-assessment condition.

Access to Properties and Records. (a) Subject to Section 12.1 11.01 hereof, LIFC FS Bancorp shall permit NYB ESSA Bancorp reasonable access during normal business hours upon reasonable notice to its properties and those of the LIFC FS Bancorp Subsidiaries, and shall disclose and make available to NYB ESSA Bancorp during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' ’ (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC FS Bancorp reasonably determines should be treated as confidential) and stockholders' shareholders’ meetings, organizational documents, Bylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any all other business activities or prospects in which NYB ESSA Bancorp may have a reasonable interest; provided, however, that LIFC FS Bancorp shall not be required to take any action that would provide access to or to disclose information where such access or disclosure would violate applicable law or violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counsel. LIFC FS Bancorp shall provide and shall request its auditors to provide NYB ESSA Bancorp (subject to ESSA Bancorp entering into a hold harmless letter with such auditors in a form acceptable to such auditors) with such historical financial information regarding it (and related audit reports and consents) as NYB ESSA Bancorp may reasonably request for securities disclosure purposes. NYB ESSA Bancorp shall use commercially reasonable best efforts to minimize any interference with LIFC's FS Bancorp’s regular business operations during any such access to LIFC's FS Bancorp’s property, books and records. LIFC and each LIFC Subsidiary shall permit NYB, at its expense, to cause a "phase I environmental audit" and a "phase II environmental audit" to be performed at any physical location owned or occupied by LIFC or any LIFC Subsidiary.

Access to Properties and Records. Subject to Section 12.1 hereof, LIFC CBH shall permit NYB BMBC reasonable access during normal business hours upon reasonable notice to its properties and those of the LIFC CBH Subsidiaries, and shall disclose and make available to NYB BMBC during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' ’ (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC reasonably CBH determines based on the advice of legal counsel should be treated as confidential) and stockholders' shareholders’ meetings, organizational documents, Bylawsbylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB BMBC may have a reasonable interest; provided, however, that LIFC CBH shall not be required to take any action that would provide access to or to disclose information where such access or disclosure would violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counselcounsel or that is otherwise prohibited by law or contractual agreement. LIFC CBH shall allow, at BMBC’s expense, an audit of CBH’s Small Business Loan portfolio (“SBA Audit”) to be performed by an auditor chosen by BMBC, provided, however, that such SBA Audit shall be commenced no later than forty-five days subsequent to the date hereof. CBH shall provide and shall request its auditors to provide NYB BMBC with such historical financial information regarding it (and related audit reports and consents) as NYB BMBC may reasonably request for securities disclosure or SBA Audit purposes. NYB BMBC shall use commercially reasonable best efforts to minimize any interference with LIFC's CBH’s regular business operations during any such access to LIFC's CBH’s property, books and records. LIFC and each LIFC Subsidiary CBH shall permit NYBBMBC, at its expense, to cause a "phase Phase I environmental audit" and a "phase any Phase II environmental audit" Environmental Site Assessment (“Phase II”) recommended therein to be performed at each CBH Real Property (provided that such right, with respect to leased CBH Real Property, shall be subject to the applicable landlord’s prior written consent) provided, however, that BMBC shall only have the right to conduct a Phase II prior to the Closing Date only to the extent that a Phase II is within the scope of additional testing recommended by the Phase I to be performed as a result of “Recognized Environmental condition” (as such term is defined by the American Society for Testing Materials” that was discovered in the Phase I. Any such Phase I shall be commenced within 30 days after the date of this Agreement and any physical location owned such Phase II, to the extent permitted by the provisions hereof to be conducted prior to Closing, recommended to be performed by any such Phase I shall be commenced within 30 days of the Phase I report recommending such Phase II. BMBC shall use its best efforts to cause any such Phase I conducted to be completed within 30 days of the date of commencement thereof, but in no event more than 45 days after the date of commencement thereof. In the event BMBC elects to commence any Phase II, to the extent permitted pursuant to the provisions of this Section 6.3 to be conducted prior to Closing, BMBC shall use its best efforts to have any such Phase II completed within 45 days of the commencement thereof, but in no event more than 60 days after the date of commencement thereof. BMBC and its environmental consultant shall conduct all environmental assessments pursuant to this Section at mutually agreeable times and so as to eliminate or occupied minimize to the greatest extent possible interference with CBH’s operation of its business, and BMBC shall maintain or cause to be maintained reasonably adequate insurance with respect to any assessment conducted hereunder. BMBC shall be required to restore each CBH Real Property to substantially its pre-assessment condition. All costs and expenses incurred in connection with any Phase I or Phase II and any restoration and clean up, shall be borne solely by LIFC BMBC. BMBC hereby agrees to indemnify, defend and hold CBH harmless from and against any cost, expense, charge, lien, action or judgment, as well as any claim of a right to any such cost, expense, charge, lien, action or judgment arising from any act or omission of BMBC, BMBC’s agents or contractors, or any LIFC Subsidiaryservices, labor, supplies or materials provided or performed by surveyors, engineers, architects and others hired by BMBC to make the inspections and tests, and from and against any personal injury and property damage caused by the act or neglect of BMBC or any of its agents, or independent contractors in connection with any Phase I or Phase II.

Access to Properties and Records. (a) Subject to Section 12.1 11.01 hereof, LIFC Brooklyn Bancorp shall permit NYB Investors Bancorp and its designated agents (who agree to be bound by the terms of the Confidentiality Agreement) reasonable access during normal business hours upon reasonable notice to its properties and those of the LIFC Brooklyn Bancorp Subsidiaries, and shall disclose and make available to NYB Investors Bancorp and its designees during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' ’ (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC Brooklyn Bancorp reasonably determines should be treated as confidential) and stockholders' shareholders’ meetings, organizational documents, Bylaws, material contracts and agreements, filings with any regulatory authorityRegulatory Authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB Investors Bancorp may have a reasonable interest, and shall allow Investors Bancorp and its designees to communicate with the CRE Personnel and any other persons responsible for managing and servicing the Commercial Real Estate Loans and the performance of the servicing activities related thereto; provided, however, that LIFC Brooklyn Bancorp shall not be required to take any action that would provide access to or to disclose information where such access or disclosure would violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counsel. LIFC Brooklyn Bancorp shall provide and shall request its auditors to provide NYB Investors Bancorp with such historical financial information regarding it (and related audit reports and consents) as NYB Investors Bancorp may reasonably request for securities disclosure purposes. NYB Investors Bancorp shall use commercially reasonable best efforts to minimize any interference with LIFC's Brooklyn Bancorp’s regular business operations during any such access to LIFC's Brooklyn Bancorp’s property, books and records. LIFC Without limiting the foregoing, Brooklyn Federal Savings shall allow Investors Bancorp or its designees, within five (5) business days of the date of this Agreement, to commence an inventory of the loan files with respect to the Commercial Loan Portfolio to determine which documents to be included in the Commercial Loan Mortgage File are in possession of Brooklyn Federal Savings and which documents need to be obtained, and such inventory may be updated from time to time prior to the Closing Date, and for each LIFC Subsidiary Commercial Real Estate Loan, Brooklyn Bancorp and Brooklyn Federal Savings shall not permit any documents to be missing from the Commercial Loan Mortgage File that existed as of the date above-referenced inventory was completed and from and after such dates, permit any changes or altercations to the Commercial Loan Mortgage File without the prior written consent of Investors Bancorp and its designees. The expenses of such inventory (not to exceed $50,000) shall be reimbursed by Brooklyn Federal Savings, subject to the receipt of any required regulatory approval. Brooklyn Bancorp shall permit NYBInvestors Bancorp, at its expense, to cause a "“phase I environmental audit" ” and a "“phase II environmental audit" ” to be performed at each Branch at any physical location owned time prior to the Closing Date; provided, however, that Investors Bancorp shall have the right to conduct a “phase II environmental audit” prior to the Closing only to the extent that a “phase II environmental audit” is within the scope of additional testing recommended by the “phase I environmental audit” to be performed as a result of a “Recognized Environmental Condition” (as such term is defined by The American Society for Testing Materials) that was discovered in the “phase I environmental audit” and provided that as to any “phase II environmental audits” performed at a Branch which Brooklyn Federal Savings leases, the landlord pursuant to the applicable lease has consented to such “phase II environmental audit” if such consent is necessary pursuant to the lease. Brooklyn Federal Savings will use its commercially reasonable efforts (at no cost to Brooklyn Federal Savings) to obtain such landlord consent. Prior to performing any “phase II environmental audits,” Investors Bancorp will provide Brooklyn Bancorp with a copy of its proposed work plan and Investors Bancorp will cooperate in good faith with Brooklyn Bancorp to address any comments or occupied suggestions made by LIFC Brooklyn Bancorp regarding the work plan. Investors Bancorp and its environmental consultant shall conduct all environmental assessments pursuant to this Section at mutually agreeable times and so as to eliminate or minimize to the greatest extent possible interference with Brooklyn Bancorp’s operation of its business, and Investors Bancorp shall maintain or cause to be maintained reasonably adequate insurance with respect to any LIFC Subsidiaryassessment conducted hereunder. Investors Bancorp shall be required to restore each Owned Real Property to substantially its pre-assessment condition. All costs and expenses incurred in connection with any “phase I environmental audit” and any “phase II environmental audit,” and any restoration and clean up, shall be borne solely by Investors Bancorp.

Access to Properties and Records. Subject to Section 12.1 hereof, LIFC ALFC shall permit NYB FFC reasonable access upon reasonable notice to its properties and those of the LIFC ALFC Subsidiaries, and shall disclose and make available to NYB FFC during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' ’ (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC ALFC reasonably determines should be treated as confidential) and stockholders' ’ meetings, organizational documents, Bylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB FFC may have a reasonable interest; provided, however, that LIFC ALFC shall not be required to take any action that would provide access to or to disclose information where such access or disclosure disclosure, in ALFC’s reasonable judgment, would interfere with the normal conduct of ALFC’s business or would violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counsel. LIFC counsel or would be contrary to any law or regulation applicable to Atlantic Liberty Savings, F.A. ALFC shall provide and shall request its auditors to provide NYB FFC with such historical financial information regarding it (and related audit reports and consents) as NYB FFC may reasonably request for securities disclosure purposes. NYB FFC shall use commercially reasonable best efforts to minimize any interference with LIFC's ALFC’s regular business operations during any such access to LIFC's ALFC’s property, books and records. LIFC ALFC and each LIFC ALFC Subsidiary shall permit NYBFFC, at its expense, to cause a "“phase I environmental audit" ” and a "“phase II environmental audit" ” to be performed at any physical location owned or occupied by LIFC ALFC or any LIFC ALFC Subsidiary.

Access to Properties and Records. Subject to Section 12.1 hereof, LIFC ALFC shall permit NYB FFC reasonable access upon reasonable notice to its properties and those of the LIFC ALFC Subsidiaries, and shall disclose and make available to NYB FFC during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC ALFC reasonably determines should be treated as confidential) and stockholders' meetings, organizational documents, Bylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB FFC may have a reasonable interest; provided, however, that LIFC ALFC shall not be required to take any action that would provide access to or to disclose information where such access or disclosure disclosure, in ALFC's reasonable judgment, would interfere with the normal conduct of ALFC's business or would violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counsel. LIFC counsel or would be contrary to any law or regulation applicable to Atlantic Liberty Savings, F.A. ALFC shall provide and shall request its auditors to provide NYB FFC with such historical financial information regarding it (and related audit reports and consents) as NYB FFC may reasonably request for securities disclosure purposes. NYB FFC shall use commercially reasonable best efforts to minimize any interference with LIFCALFC's regular business operations during any such access to LIFCALFC's property, books and records. LIFC ALFC and each LIFC ALFC Subsidiary shall permit NYBFFC, at its expense, to cause a "phase I environmental audit" and a "phase II environmental audit" to be performed at any physical location owned or occupied by LIFC ALFC or any LIFC ALFC Subsidiary.

Access to Properties and Records. Subject to Section 12.1 hereof12.1, LIFC CBT shall permit NYB reasonable BHLB or Berkshire Bank access upon reasonable notice and at reasonable times to its properties and those of the LIFC Subsidiariesproperties, and shall disclose and make available to NYB BHLB or Berkshire Bank during normal business hours all of its books, papers books and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' ’ and shareholders’ meetings (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC that CBT reasonably determines should be treated as kept confidential) and stockholders' meetings), organizational documents, Bylawsbylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB BHLB may have a reasonable interest; provided, however, that LIFC CBT shall not be required to take any action that would provide access to or to disclose information where such access or disclosure disclosure, in CBT’s reasonable judgment, would interfere with the normal conduct of CBT’s business or would violate or prejudice the rights or business interests or confidences of any customer or other person Person or entity or would result in the waiver by it of the privilege protecting communications between it and any of its counselcounsel or contravene any applicable law. LIFC CBT shall provide and shall request its auditors to provide NYB BHLB with such historical financial information regarding it (and related audit reports and consents) as NYB BHLB may reasonably request for securities Securities Law disclosure purposes. NYB BHLB shall use commercially reasonable best efforts to minimize any interference with LIFC's CBT’s regular business operations during any such access to LIFC's CBT’s property, books and records. LIFC and each LIFC Subsidiary CBT shall permit NYBBHLB, at its BHLB’s expense, to (i) cause a "phase Phase I environmental audit" and a "phase II environmental audit" assessment to be performed at any physical location owned or occupied by LIFC or CBT and (ii) cause an appraisal to be performed in respect of any LIFC Subsidiaryreal property owned by CBT.

Access to Properties and Records. Subject to Section 12.1 hereof, LIFC GCFC shall permit NYB reasonable IBT or a designated IBT Subsidiary access upon reasonable notice to its properties and those of the LIFC GCFC Subsidiaries, and shall disclose and make available to NYB IBT or a designated IBT Subsidiary to the extent permitted by applicable law during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC GCFC reasonably determines should be treated as confidentialconfidential or privileged) and stockholdersshareholders' meetings, organizational documents, Bylawsbylaws, material contracts and agreements, filings with any regulatory authority, litigation filesfiles (to the extent not resulting in waiver of attorney-client privilege), plans affecting employees, and any other business activities or prospects in which NYB IBT may have a reasonable interest; provided, however, that LIFC shall not be required to take any action that would provide access to or to disclose information where such access or disclosure would violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counsel. LIFC GCFC shall provide and shall request its auditors to provide NYB IBT with such historical financial information regarding it (and related audit reports and consents) as NYB IBT may reasonably request for securities disclosure purposes. NYB shall use commercially reasonable best efforts to minimize any interference with LIFC's regular business operations during any such access to LIFC's property, books and records. LIFC GCFC and each LIFC GCFC Subsidiary shall permit NYBpermit, upon reasonable notice, IBT at its expense, own expense to cause a "phase I environmental audit" and a "phase II environmental audit" to be performed at any physical location owned or occupied by LIFC GCFC or any LIFC GCFC Subsidiary. IBT shall indemnify and hold harmless GCFC for any claim, suit, liability, cost, expense or damages whatsoever arising out of or related to such environmental audits or any other inspection or due diligence activity conducted on GCFC's premises.

Access to Properties and Records. Subject In order to facilitate the consummation of the Merger and the Bank Merger and the integration of the business and operations of the parties to this Agreement, subject to Section 12.1 hereof, LIFC PennFed shall permit NYB and its officers, employees, counsel, accountants and other authorized representatives, reasonable access access, upon reasonable notice and throughout the period before the Effective Time, to its resources, personnel and properties and those of the LIFC PennFed Subsidiaries, and shall disclose and make available to NYB and its officers, employees, counsel, accountants and other authorized representatives during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' ’ (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC PennFed reasonably determines should be treated as confidential) and stockholders' ’ meetings, organizational documents, Bylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB may have a reasonable interest; provided, however, that LIFC PennFed shall not be required to take any action that would provide access to or to disclose information where such access or disclosure would violate or prejudice the rights or business interests or confidences of any customer or other person Person or would result in the waiver by it of the privilege protecting communications between it and any of its counsel. LIFC PennFed shall provide and shall request its auditors to provide NYB with such historical financial information regarding it (and related audit reports and consents) as NYB may reasonably request for securities disclosure purposes. NYB shall use commercially reasonable best efforts to minimize any interference with LIFC's PennFed’s regular business operations during any such access to LIFC's PennFed’s property, books and records. LIFC PennFed and each LIFC PennFed Subsidiary shall permit NYB, at its expense, to cause a "“phase I environmental audit" ” and a "“phase II environmental audit" ” to be performed at any physical location owned or occupied by LIFC PennFed or any LIFC PennFed Subsidiary.

Access to Properties and Records. Subject to Section 12.1 hereof, LIFC FLBC shall permit NYB First Niagara Financial reasonable access upon reasonable notice to its properties and those of the LIFC FLBC Subsidiaries, and shall disclose and make available to NYB First Niagara Financial during normal business hours all of its books, papers and records relating to the assets, properties, operations, obligations and liabilities, including, but not limited to, all books of account (including the general ledger), tax records, minute books of directors' (other than minutes that discuss any of the transactions contemplated by this Agreement or any other subject matter LIFC reasonably determines should be treated as confidentialstrategic alternatives) and stockholders' meetings, organizational documents, Bylaws, material contracts and agreements, filings with any regulatory authority, litigation files, plans affecting employees, and any other business activities or prospects in which NYB First Niagara Financial may have a reasonable interest; provided, however, that LIFC FLBC shall not be required to take any action that would provide access to or to disclose information where such access or disclosure would violate or prejudice the rights or business interests or confidences of any customer or other person or would result in the waiver by it of the privilege protecting communications between it and any of its counsel. LIFC FLBC shall provide and shall request its auditors to provide NYB First Niagara Financial with such historical financial information regarding it (and related audit reports and consents) as NYB First Niagara Financial may reasonably request for securities disclosure purposes. NYB First Niagara Financial shall use commercially reasonable best efforts to minimize any interference with LIFCFLBC's regular business operations during any such access to LIFCFLBC's property, books and records. LIFC FLBC and each LIFC FLBC Subsidiary shall permit NYBFirst Niagara Financial, at its expense, to cause a "phase I environmental audit" and a "phase II environmental audit" to be performed at any physical location owned or occupied by LIFC FLBC or any LIFC FLBC Subsidiary.