Common use of Assets Purchased by Assuming Bank Clause in Contracts

Assets Purchased by Assuming Bank. Subject to Sections 3.5 and 3.6, the Assuming Bank hereby purchases from the Receiver, and the Receiver hereby sells, assigns, transfers, conveys, and delivers to the Assuming Bank, all right, title, and interest of the Receiver in and to all of the following: (a) cash and receivables from depository institutions (including Federal Reserve Banks and Federal Home Loan Banks), including cash items in the process of collection, plus any accrued interest thereon computed to and including Bank Closing; (b) securities (other than the capital stock of Subsidiaries of the Failed Bank and those securities referred to in Section 3.5(k), if any), plus any accrued interest thereon computed to and including the Bank Closing Date; (c) federal funds sold and repurchase agreements, if any, including any accrued interest thereon computed to and including the Bank Closing Date; (d) Omitted; (e) Loans secured, in whole or in part, by Assumed Deposits or deposits at other depository institutions, but only such of those Loans which also are listed on Schedule 3.1(e), if any; (f) credit card business, if any, including all outstanding extensions of credit, subject to Section 4.2; (g) Safe Deposit Boxes and related business, safekeeping business and trust business, if any, subject to Section 4.3, 4.4 or 4.5, respectively; (h) Records and other documents as provided in Section 6.1; (i) capital stock of the Subsidiaries of the Failed Bank listed on Schedule 3.1(i), if any (the "Acquired Subsidiaries"); (j) amounts owed to the Failed Bank by any Acquired Subsidiary; (k) assets securing Deposits of public money, to the extent not otherwise purchased hereunder; and (l) overdrafts of customers (including but not limited to overdrafts made pursuant to an overdraft protection plan or similar extensions of credit in connection with a deposit account). Schedule 3.1 attached hereto and incorporated herein sets forth certain categories of Assets. Such schedule(s) is based upon the best information available to the Receiver and may be adjusted as provided in Article VIII. Assets are purchased hereunder by the Assuming Bank subject to all liabilities for indebtedness collateralized by Liens affecting such Assets to the extent provided in Section 2.1.

Assets Purchased by Assuming Bank. Subject to Sections 3.5 and 3.6, the Assuming Bank hereby purchases from the Receiver, and the Receiver hereby sells, assigns, transfers, conveys, and delivers to the Assuming Bank, all right, title, and interest of the Receiver in and to all of the following: (a) cash and receivables from depository institutions (including Federal Reserve Banks and Federal Home Loan Banks), including cash items in the process of collection, plus any accrued interest thereon computed to and including Bank Closing; (b) securities (other than the capital stock of Subsidiaries of the Failed Bank and those securities referred to in Section 3.5(k), if any), plus any accrued interest thereon computed to and including the Bank Closing Dateomitted; (c) federal funds sold and repurchase agreements, if any, including any accrued interest thereon computed to and including the Bank Closing Dateomitted; (d) Omittedomitted; (e) Loans secured, in whole or in part, by Assumed Deposits or deposits at other depository institutions, but only such of those Loans which also are listed on Schedule 3.1(e), if any; (f) credit card business, if any, including all outstanding extensions of credit, subject to Section 4.2omitted; (g) Safe Deposit Boxes and related business, safekeeping business and trust business, if any, subject to Section 4.3, 4.4 or 4.5, respectively; (h) Records and other documents as provided in Section 6.1; (i) capital stock of the Subsidiaries of the Failed Bank listed on Schedule 3.1(i), if any (the "Acquired Subsidiaries")omitted; (j) amounts owed to the Failed Bank by any Acquired Subsidiaryomitted; (k) assets securing Deposits of public money, to the extent not otherwise purchased hereunder; and (l) overdrafts of customers (including but not limited to overdrafts made pursuant to an overdraft protection plan or similar extensions of credit in connection with a deposit account). Schedule 3.1 attached hereto and incorporated herein sets forth certain categories of Assets. Such schedule(s) is based upon the best information available to the Receiver and may be adjusted as provided in Article VIII. Assets are purchased hereunder by the Assuming Bank subject to all liabilities for indebtedness collateralized by Liens affecting such Assets to the extent provided in Section 2.1.

Assets Purchased by Assuming Bank. Subject to Sections 3.5 and 3.6, the Assuming Bank hereby purchases from the Receiver, and the Receiver hereby sells, assigns, transfers, conveys, and delivers to the Assuming Bank, all right, title, and interest of the Receiver in and to all of the following: (a) cash and receivables from depository institutions (including Federal Reserve Banks and Federal Home Loan Banks)institutions, including cash items in the process of collection, plus any accrued interest thereon computed to and including Bank Closing; (b) securities (other than the capital stock of Subsidiaries of the Failed Bank and those securities referred to in Section 3.5(k), if any), plus any accrued interest thereon computed to and including the Bank Closing DateClosing; (c) federal funds sold and repurchase agreements, if any, including any accrued interest thereon computed to and including the Bank Closing DateClosing; (d) Omittedomitted; (e) Loans secured, in whole or in part, by Assumed Deposits or deposits at other depository institutions, but only such of those Loans which also are listed on Schedule 3.1(e), if anyany (including any such Loan that the Failed Bank charged-off in whole or in part during the period from the date of the Information Package to and including Bank Closing); (f) credit card business, if any, including all outstanding extensions of credit, subject to Section 4.2; (g) Safe Deposit Boxes and related business, safekeeping business and trust business, if any, subject to Section 4.3, 4.4 or 4.5, respectively; (h) Records and other documents as provided in Section 6.1; (i) capital stock of the Subsidiaries of the Failed Bank listed on Schedule 3.1(i), if any (the "Acquired Subsidiaries"); (j) amounts owed to the Failed Bank by any Acquired Subsidiary; (k) assets securing Deposits of public money, to the extent not otherwise purchased hereunder; and (l) overdrafts of customers (including but not limited to overdrafts made pursuant to an overdraft protection plan or similar extensions of credit in connection with a deposit account). Schedule 3.1 attached hereto and incorporated herein sets forth certain categories of Assets. Such schedule(s) is based upon the best information available to the Receiver and may be adjusted as provided in Article VIII. Assets are purchased hereunder by the Assuming Bank subject to all liabilities for indebtedness collateralized by Liens affecting such Assets to the extent provided in Section 2.1.

Assets Purchased by Assuming Bank. Subject to Sections 3.5 and 3.6, the Assuming Bank hereby purchases from the Receiver, and the Receiver hereby sells, assigns, transfers, conveys, and delivers to the Assuming Bank, all right, title, and interest of the Receiver in and to all of the following: (a) cash and receivables from depository institutions (including Federal Reserve Banks and Federal Home Loan Banks)institutions, including cash items in the process of collection, plus any accrued interest thereon computed to and including the Bank ClosingClosing Date; (b) securities (other than the capital stock of Subsidiaries of the Failed Bank and those securities referred to in Section 3.5(k), if any), plus any accrued interest thereon computed to and including the Bank Closing Date; (c) federal funds sold and repurchase agreementsagreements (excluding transactions with First Heritage Bank, N.A.), if any, but including any accrued interest thereon computed to and including the Bank Closing Date; (d) Omitted; (e) Loans secured, in whole or in part, by Assumed Deposits or deposits at other depository institutions, and home owners association loans, but only such of those Loans which also are listed on Schedule 3.1(e), if any; (f) credit card business, if any, including all outstanding extensions of credit, subject to Section 4.2Omitted; (g) Safe Deposit Boxes and related business, safekeeping business and trust business, if any, subject to Section 4.3, 4.4 or 4.5, respectively; (h) Records and other documents as provided in Section 6.1; (i) capital stock of the Subsidiaries of the Failed Bank listed on Schedule 3.1(i), if any (the "Acquired Subsidiaries")Omitted; (j) amounts owed to the Failed Bank by any Acquired SubsidiaryOmitted; (k) assets securing Deposits of public money, to the extent not otherwise purchased hereunder; and (l) overdrafts of customers (including but not limited to overdrafts made pursuant to an overdraft protection plan or similar extensions of credit in connection with a deposit account). Schedule 3.1 attached hereto and incorporated herein sets forth certain categories of Assets. Such schedule(s) is based upon the best information available to the Receiver and may be adjusted as provided in Article VIII. Assets are purchased hereunder by the Assuming Bank subject to all liabilities for indebtedness collateralized by Liens affecting such Assets to the extent provided in Section 2.1.

Assets Purchased by Assuming Bank. Subject to Sections 3.5 and 3.6, the Assuming Bank hereby purchases from the Receiver, and the Receiver hereby sells, assigns, transfers, conveys, and delivers to the Assuming Bank, all right, title, and interest of the Receiver in and to all of the following: (a) cash and receivables from depository institutions (including Federal Reserve Banks and Federal Home Loan Banks), including cash items in the process of collection, plus any accrued interest thereon computed to and including Bank Closing; (b) securities (other than the capital stock of Subsidiaries of the Failed Bank and those securities referred to in Section 3.5(k), if any), plus any accrued interest thereon computed to and including the Bank Closing DateOmitted; (c) federal funds sold and repurchase agreements, if any, including any accrued interest thereon computed to and including the Bank Closing DateOmitted; (d) Omitted; (e) Loans secured, in whole or in part, by Assumed Deposits or deposits at other depository institutions, but only such of those Loans which also are listed on Schedule 3.1(e), if any; (f) credit card business, if any, including all outstanding extensions of credit, subject to Section 4.2Omitted; (g) Safe Deposit Boxes and related business, safekeeping business and trust business, if any, subject to Section 4.3, 4.4 or 4.5, respectively; (h) Records and other documents as provided in Section 6.1; (i) capital stock of the Subsidiaries of the Failed Bank listed on Schedule 3.1(i), if any (the "Acquired Subsidiaries")Omitted; (j) amounts owed to the Failed Bank by any Acquired SubsidiaryOmitted; (k) assets securing Deposits of public money, to the extent not otherwise purchased hereunder; and (l) overdrafts of customers (including but not limited to overdrafts made pursuant to an overdraft protection plan or similar extensions of credit in connection with a deposit account). Schedule 3.1 attached hereto and incorporated herein sets forth certain categories of Assets. Such schedule(s) is based upon the best information available to the Receiver and may be adjusted as provided in Article VIII. Assets are purchased hereunder by the Assuming Bank subject to all liabilities for indebtedness collateralized by Liens affecting such Assets to the extent provided in Section 2.1.

Assets Purchased by Assuming Bank. Subject to Sections 3.5 and 3.6, the Assuming Bank hereby purchases from the Receiver, and the Receiver hereby sells, assigns, transfers, conveys, and delivers to the Assuming Bank, all right, title, and interest of the Receiver in and to all of the following: (a) cash and receivables from depository institutions (including Federal Reserve Banks and Federal Home Loan Banks), including cash items in the process of collection, plus any accrued interest thereon computed to and including Bank Closing; (b) securities (other than the capital stock of Subsidiaries of the Failed Bank and those securities referred to in Section 3.5(k), if any), plus any accrued interest thereon computed to and including the Bank Closing DateClosing; (c) federal funds sold and repurchase agreements, if any, including any accrued interest thereon computed to and including the Bank Closing DateClosing; (d) Omitted; (e) Loans secured, in whole or in part, by Assumed Deposits or deposits at other depository institutions, but only such of those Loans which also are listed on Schedule 3.1(e), if anyany (including any such Loan that the Failed Bank charged-off in whole or in part during the period from the date of the most recent pertinent data made available to the Assuming Bank as part of the Information Package to and including Bank Closing); (f) credit card business, if any, including all outstanding extensions of credit, subject to Section 4.2; (g) Safe Deposit Boxes and related business, safekeeping business and trust business, if any, subject to Section 4.3, 4.4 or 4.5, respectively; (h) Records and other documents as provided in Section 6.1; (i) capital stock of the Subsidiaries of the Failed Bank listed on Schedule 3.1(i), if any (the "Acquired Subsidiaries"); (j) amounts owed to the Failed Bank by any Acquired Subsidiary; (k) assets securing Deposits of public money, to the extent not otherwise purchased hereunder; and (l) overdrafts of customers (including but not limited to overdrafts made pursuant to an overdraft protection plan or similar extensions of credit in connection with a deposit account). Schedule 3.1 attached hereto and incorporated herein sets forth certain categories of Assets. Such schedule(s) is based upon the best information available to the Receiver and may be adjusted as provided in Article VIII. Assets are purchased hereunder by the Assuming Bank subject to all liabilities for indebtedness collateralized by Liens affecting such Assets to the extent provided in Section 2.1.

Assets Purchased by Assuming Bank. Subject to Sections 3.5 and 3.6, the Assuming Bank hereby purchases from the Receiver, and the Receiver hereby sells, assigns, transfers, conveys, and delivers to the Assuming Bank, all right, title, and interest of the Receiver in and to all of the following: (a) cash and receivables from depository institutions (including Federal Reserve Banks and Federal Home Loan Banks), including cash items in the process of collection, plus any accrued interest thereon computed to and including Bank Closing; (b) securities (other than the capital stock of Subsidiaries of the Failed Bank and those securities referred to in Section 3.5(k), if any), plus any accrued interest thereon computed to and including the Bank Closing Date; (c) federal funds sold and repurchase agreements, if any, including any accrued interest thereon computed to and including the Bank Closing Date; (d) Omitted; (e) Loans secured, in whole or in part, by Assumed Deposits or deposits at other depository institutions, but only such of those Loans which also are listed on Schedule 3.1(e), if any; (f) credit card business, if any, including all outstanding extensions of credit, subject to Section 4.2; (g) Safe Deposit Boxes and related business, safekeeping business and trust business, if any, subject to Section 4.3, 4.4 4.4, or 4.5, respectively; (h) Records and other documents as provided in Section 6.1; (i) capital stock of the Subsidiaries of the Failed Bank listed on Schedule 3.1(i), if any (the "Acquired Subsidiaries"); (j) amounts owed to the Failed Bank by any Acquired Subsidiary; (k) assets securing Deposits of public money, to the extent not otherwise purchased hereunder; and (l) overdrafts of customers (including but not limited to overdrafts made pursuant to an overdraft protection plan or similar extensions of credit in connection with a deposit account). Schedule 3.1 attached hereto and incorporated herein sets forth certain categories of Assets. Such schedule(s) is based upon the best information available to the Receiver and may be adjusted as provided in Article VIII. Assets are purchased hereunder by the Assuming Bank subject to all liabilities for indebtedness collateralized by Liens affecting such Assets to the extent provided in Section 2.1.

Assets Purchased by Assuming Bank. Subject to Sections 3.5 and 3.6, the Assuming Bank hereby purchases from the Receiver, and the Receiver hereby sells, assigns, transfers, conveys, and delivers to the Assuming Bank, all right, title, and interest of the Receiver in and to all of the following: (a) cash and receivables from depository institutions (including Federal Reserve Banks and Federal Home Loan Banks)institutions, including cash items in the process of collection, plus any accrued interest thereon computed to and including the Bank ClosingClosing Date; (b) securities (other than the capital stock of Subsidiaries of the Failed Bank and those securities referred to in Section 3.5(k), if any), plus any accrued interest thereon computed to and including the Bank Closing Date; (c) federal funds sold and repurchase agreements, if any, including any accrued interest thereon computed to and including the Bank Closing DateOmitted; (d) Omitted; (e) Loans secured, in whole or in part, by Assumed Deposits or deposits at other depository institutions, and home owner association loans, but only such of those Loans which also are listed on Schedule 3.1(e), if any; (f) credit card business, if any, including all outstanding extensions of credit, subject to Section 4.2Omitted; (g) Safe Deposit Boxes and related business, safekeeping business and trust business, if any, subject to Section 4.3, 4.4 or 4.5, respectively; (h) Records and other documents as provided in Section 6.1; (i) capital stock of the Subsidiaries of the Failed Bank listed on Schedule 3.1(i), if any (the "Acquired Subsidiaries")Omitted; (j) amounts owed to the Failed Bank by any Acquired SubsidiaryOmitted; (k) assets securing Deposits of public money, to the extent not otherwise purchased hereunder; and (l) overdrafts of customers (including but not limited to overdrafts made pursuant to an overdraft protection plan or similar extensions of credit in connection with a deposit account). Schedule 3.1 attached hereto and incorporated herein sets forth certain categories of Assets. Such schedule(s) is based upon the best information available to the Receiver and may be adjusted as provided in Article VIII. Assets are purchased hereunder by the Assuming Bank subject to all liabilities for indebtedness collateralized by Liens affecting such Assets to the extent provided in Section 2.1.

Assets Purchased by Assuming Bank. Subject to Sections 3.5 and 3.6, the Assuming Bank hereby purchases from the Receiver, and the Receiver hereby sells, assigns, transfers, conveys, and delivers to the Assuming Bank, all right, title, and interest of the Receiver in and to all of the following: (a) cash and receivables from depository institutions (including Federal Reserve Banks and Federal Home Loan Banks), including cash items in the process of collection, plus any accrued interest thereon computed to and including Bank Closing; (b) securities (other than the capital stock of Subsidiaries of the Failed Bank and those securities referred to in Section 3.5(k), if any), plus any accrued interest thereon computed to and including the Bank Closing DateClosing; (c) federal funds sold and repurchase agreements, if any, including any accrued interest thereon computed to and including the Bank Closing DateClosing; (d) Omitted; (e) Loans secured, in whole or in part, by Assumed Deposits or deposits at other depository institutions, but only such of those Loans which also are listed on Schedule 3.1(e), if anyany (including any such Loan that the Failed Bank charged-off in whole or in part during the period from the date of the Information Package to and including Bank Closing); (f) credit card business, if any, including all outstanding extensions of credit, subject to Section 4.2; (g) Safe Deposit Boxes and related business, safekeeping business and trust business, if any, subject to Section 4.3, 4.4 or 4.5, respectively; (h) Records and other documents as provided in Section 6.1; (i) capital stock of the Subsidiaries of the Failed Bank listed on Schedule 3.1(i), if any (the "Acquired Subsidiaries"); (j) amounts owed to the Failed Bank by any Acquired Subsidiary; (k) assets securing Deposits of public money, to the extent not otherwise purchased hereunder; and (l) overdrafts of customers (including but not limited to overdrafts made pursuant to an overdraft protection plan or similar extensions of credit in connection with a deposit account). Schedule 3.1 attached hereto and incorporated herein sets forth certain categories of Assets. Such schedule(s) is based upon the best information available to the Receiver and may be adjusted as provided in Article VIII. Assets are purchased hereunder by the Assuming Bank subject to all liabilities for indebtedness collateralized by Liens affecting such Assets to the extent provided in Section 2.1.

Assets Purchased by Assuming Bank. Subject to Sections 3.5 3.4 and 3.63.5, and Article VII, the Assuming Bank hereby purchases acquires from the Receiver, and the Receiver hereby sellshereby, assigns, transfers, conveys, and delivers to the Assuming Bank, all right, title, and interest of the Receiver in and to all of the following:following (which, except as otherwise specifically may be provided in this Agreement, initially shall be recorded at Book Value) (such assets referred to as "Assets"): (a) cash and receivables from depository institutions (including Federal Reserve Banks and Federal Home Loan Banks)institutions, including cash items in the process of collection, plus any accrued interest thereon computed to and including Bank Closing; (b) securities (other than the capital stock of Subsidiaries of the Failed Bank and those securities referred to in Section 3.5(k), if anyBank), plus any accrued interest thereon computed to and including the Bank Closing DateClosing, if any; (c) federal funds sold and repurchase agreementssold, if any, including any accrued interest thereon computed to and including the Bank Closing DateClosing; (d) OmittedLoans; (e) Loans secured, in whole or in part, by Assumed Deposits or deposits at other depository institutions, but only such of those Loans which also are listed on Schedule 3.1(e)credit card business and revolving non-commercial credit plans, if any; (f) credit card business, if any, including all outstanding extensions of credit, subject to Section 4.2; (gf) Safe Deposit Boxes and related business, safekeeping business and trust business, if any, subject to Section Sections 4.3, 4.4 or and 4.5, respectively; (hg) Records and other documents as provided in Section 6.1; (ih) the capital stock of the Subsidiaries of the Failed Bank listed on Schedule 3.1(i), if any (the "Acquired Subsidiaries"); (ji) amounts owed to the Failed Bank by any Acquired Subsidiary; (j) all insurance policies and agreements and the rights and benefits thereunder (including any prepaid assessments or prepaid insurance premiums, premium refunds derived from cancellation, or any proceeds payable with respect to any of the foregoing) of the Failed Bank with respect to insurance coverage for public liability, casualty, fire, extended coverage, and similar coverage provided with respect to assets of the Failed Bank acquired under this Agreement by the Assuming Bank (including such policies and agreements with respect to owned and leased Bank Premises, owned and leased Furniture and Equipment, Fixtures and Leasehold Improvements, and leased data processing equipment, which the Assuming Bank acquires or as to which the Assuming Bank accepts an assignment of the respective lease or enters into a sublease or negotiates a new lease in accordance with this Agreement; (k) the legal or equitable interest in receivables of the Failed Bank, including but not limited to, claims against any Person relating to or arising in connection with: (i) the purported transfer prior to Bank Closing of any asset of the Failed Bank for less than adequate consideration, (ii) improper payment of actual or constructive dividends, (iii) overfunding of any pension plan that is assumed by the Assuming Bank pursuant to Section 2.4, (iv) assessments or premiums paid prior to Bank Closing in connection with any financial institution bonds, banker's blanket bonds, or any other similar insurance policy of the Failed Bank, (v) any right of contribution or indemnity in favor of the Failed Bank relating to or arising in connection with the Failed Bank being named as a party with its holding company and/or any Subsidiary or Affiliate of such holding company in any litigation, investigation or other official inquiry, or (vi) severance benefits or similar benefits of any director or officer of the Failed Bank; (l) any premium refunds or unearned premiums derived from cancellation of any financial institution bonds, banker's blanket bonds, or any other similar insurance policy of the Failed Bank; (m) prepaid regulatory assessments of the Failed Bank, if any; (n) amounts reflected on the books of the Failed Bank as of Bank Closing as a general or specific loss reserve or contingency account, if any with respect to an Asset; (o) assets securing any acceptance or commercial letter of credit at the Fair Market Value thereof; (p) assets securing Deposits of public moneymoney at the Fair Market Value thereof; (q) Commitments to consumers and Acquired Subsidiaries; (r) owned Bank Premises and owned Fixtures and owned Furniture and Equipment located on owned Bank Premises. (s) rights under all ground leases, if any, relating to land on which owned Bank Premises are located; (t) Qualified Financial Contracts, at the extent market value thereof determined in accordance with Exhibit 3.1(u). Any costs associated with such valuation shall be shared equally by the Receiver and the Assuming Bank; (u) mortgage servicing rights and related contracts; (v) Other Real Estate; (w) Federal Home Loan Bank stock, and any rights with respect to such stock relating to borrowings from Federal Home Loan Banks assumed under Section 2.1. (x) all Loans (not otherwise purchased hereunderpursuant to Section 3.1(d) above or pursuant to any asset sale agreement with the Assuming Bank or any other party) that have been fully charged-off (including, without limitation, Loans that have been charged-off to only a nominal Book Value amount) by the Failed Bank prior to Bank Closing, including, without limitation, Loans, or the residual rights from any such Loans, that, as of Bank Closing, were reflected on the books and records of the Failed Bank as judgements or deficiencies; and (l) overdrafts l)overdrafts of customers (including but not limited to overdrafts made pursuant to an overdraft protection plan or similar extensions of credit in connection with a deposit account). Schedule 3.1 attached hereto and incorporated herein sets forth certain categories of Assets. Such schedule(s) is based upon the best information available to the Receiver and may be adjusted as provided in Article VIII. Assets are purchased acquired hereunder by the Assuming Bank subject to all liabilities for indebtedness collateralized by Liens affecting such Assets to the extent provided in Section 2.1.

Assets Purchased by Assuming Bank. Subject to Sections 3.5 and 3.6, the Assuming Bank hereby purchases from the Receiver, and the Receiver hereby sells, assigns, transfers, conveys, and delivers to the Assuming Bank, all right, title, and interest of the Receiver in and to all of the following: (a) cash and receivables from depository institutions (including Federal Reserve Banks and Federal Home Loan Banks), including cash items in the process of collection, plus any accrued interest thereon computed to and including Bank Closing; (b) securities (other than the capital stock of Subsidiaries of the Failed Bank and those securities referred to in Section 3.5(k), if any), plus any accrued interest thereon computed to and including the Bank Closing DateClosing; (c) federal funds sold and repurchase agreements, if any, including any accrued interest thereon computed to and including the Bank Closing DateClosing; (d) Omitted; (e) Loans secured, in whole or in part, by Assumed Deposits or deposits at other depository institutions, but only such of those Loans which also are listed on Schedule 3.1(e), if anyany (including any such Loan that the Failed Bank charged-off in whole or in part during the period from the date of the most recent pertinent data made available to the Assuming Bank as part of the Information Package to and including Bank Closing); (f) credit card business, if any, including all outstanding extensions of credit, subject to Section 4.2; (g) Safe Deposit Boxes and related business, safekeeping business and trust business, if any, subject to Section 4.3, 4.4 or 4.5, respectively; (h) Records and other documents as provided in Section 6.1; (i) capital stock of the Subsidiaries of the Failed Bank listed on Schedule 3.1(i), if any (the "Acquired Subsidiaries"); (j) amounts owed to the Failed Bank by any Acquired Subsidiary; (k) assets securing Deposits of public money, to the extent not otherwise purchased hereunder; and (lj) overdrafts of customers (including but not limited to overdrafts made pursuant to an overdraft protection plan or similar extensions of credit in connection with a deposit account). Schedule 3.1 attached hereto and incorporated herein sets forth certain categories of Assets. Such schedule(s) is based upon the best information available to the Receiver and may be adjusted as provided in Article VIII. Assets are purchased hereunder by the Assuming Bank subject to all liabilities for indebtedness collateralized by Liens affecting such Assets to the extent provided in Section 2.1.

Assets Purchased by Assuming Bank. Subject to Sections 3.5 and 3.6, the Assuming Bank hereby purchases from the Receiver, and the Receiver hereby sells, assigns, transfers, conveys, and delivers to the Assuming Bank, all right, title, and interest of the Receiver in and to all of the following: (a) cash and receivables from depository institutions (including Federal Reserve Banks and Federal Home Loan Banks)institutions, including cash items in the process of collection, plus any accrued interest thereon computed to and including the Bank ClosingClosing Date; (b) securities (other than the capital stock of Subsidiaries of the Failed Bank and those securities referred to in Section 3.5(k), if any), plus any accrued interest thereon computed to and including the Bank Closing Date; (c) federal funds sold and repurchase agreements, if any, including any accrued interest thereon computed to and including the Bank Closing Date; (d) Omitted; (e) Loans secured, in whole or in part, by Assumed Deposits or deposits at other depository institutions, but only such of those Loans which also are listed on Schedule 3.1(e), if any; (f) credit card business, if any, including all outstanding extensions of credit, subject to Section 4.2; (g) Safe Deposit Boxes and related business, safekeeping business and trust business, if any, subject to Section 4.3, 4.4 or 4.5, respectively; (h) Records and other documents as provided in Section 6.1; (i) capital stock of the Subsidiaries of the Failed Bank listed on Schedule 3.1(i), if any (the "“Acquired Subsidiaries"”); (j) amounts owed to the Failed Bank by any Acquired Subsidiary; (k) assets securing Deposits of public money, to the extent not otherwise purchased hereunder; and (l) overdrafts of customers (including but not limited to overdrafts made pursuant to an overdraft protection plan or similar extensions of credit in connection with a deposit account). Schedule 3.1 attached hereto and incorporated herein sets forth certain categories of Assets. Such schedule(s) is based upon the best information available to the Receiver and may be adjusted as provided in Article VIII. Assets are purchased hereunder by the Assuming Bank subject to all liabilities for indebtedness collateralized by Liens affecting such Assets to the extent provided in Section 2.1.

Assets Purchased by Assuming Bank. Subject to Sections 3.5 and 3.6, the Assuming Bank hereby purchases from the Receiver, and the Receiver hereby sells, assigns, transfers, conveys, and delivers to the Assuming Bank, all right, title, and interest of the Receiver in and to all of the following: (a) cash and receivables from depository institutions (including Federal Reserve Banks and Federal Home Loan Banks), including cash items in the process of collection, plus any accrued interest thereon computed to and including Bank Closing; (b) securities (other than the capital stock of Subsidiaries of the Failed Bank and those securities referred to in Section 3.5(k), if any), plus any accrued interest thereon computed to and including the Bank Closing DateClosing; (c) federal funds sold and repurchase agreements, if any, including any accrued interest thereon computed to and including the Bank Closing DateClosing; (d) Omitted; (e) Loans secured, in whole or in part, by Assumed Deposits or deposits at other depository institutions, but only such of those Loans which also are listed on Schedule 3.1(e), if anyany (including any such Loan that the Failed Bank charged-off in whole or in part during the period from the date of the most recent pertinent data made available to the Assuming Bank as part of the Information Package to and including Bank Closing); (f) credit card business, if any, including all outstanding extensions of credit, subject to Section 4.2; (g) Safe Deposit Boxes and related business, safekeeping business and trust business, if any, subject to Section 4.3, 4.4 or 4.5, respectively; (h) Records and other documents as provided in Section 6.1; (i) capital stock of the Subsidiaries of the Failed Bank listed on Schedule 3.1(i), if any (the "Acquired Subsidiaries"); (j) amounts owed to the Failed Bank by any Acquired Subsidiary; (k) assets securing Deposits of public money, to the extent not otherwise purchased hereunder; and (l) overdrafts of customers (including but not limited to overdrafts made pursuant to an overdraft protection plan or similar extensions of credit in connection with a deposit account). (m) rights, if any, with respect to Qualified Financial Contracts. (n) rights of the Failed Bank to provide mortgage servicing for others and to have mortgage servicing provided to the Failed Bank by others and related contracts. Schedule 3.1 attached hereto and incorporated herein sets forth certain categories of Assets. Such schedule(s) is based upon the best information available to the Receiver and may be adjusted as provided in Article VIII. Assets are purchased hereunder by the Assuming Bank subject to all liabilities for indebtedness collateralized by Liens affecting such Assets to the extent provided in Section 2.1.

Assets Purchased by Assuming Bank. Subject to Sections 3.5 and 3.6, the Assuming Bank hereby purchases from the Receiver, and the Receiver hereby sells, assigns, transfers, conveys, and delivers to the Assuming Bank, all right, title, and interest of the Receiver in and to all of the following: (a) cash and receivables from depository institutions (including Federal Reserve Banks and Federal Home Loan Banks), including cash items in the process of collection, plus any accrued interest thereon computed to and including Bank Closing; (b) securities (other than the capital stock of Subsidiaries of the Failed Bank and those securities referred to in Section 3.5(k), if any), plus any accrued interest thereon computed to and including the Bank Closing Date; (c) federal funds sold and repurchase agreements, if any, including any accrued interest thereon computed to and including the Bank Closing Date; (d) Omitted; (e) Loans secured, in whole or in part, by Assumed Deposits or deposits at other depository institutions, but only such of those Loans which also are listed on Schedule 3.1(e), if any; (f) credit card business, if any, including all outstanding extensions of credit, subject to Section 4.2; (g) Safe Deposit Boxes and related business, safekeeping business and trust business, if any, subject to Section 4.3, 4.4 or 4.5, respectively; (h) Records and other documents as provided in Section 6.1; (i) capital stock of the Subsidiaries of the Failed Bank listed on Schedule 3.1(i), if any (the "Acquired Subsidiaries")Omitted; (j) amounts owed to the Failed Bank by any Acquired SubsidiaryOmitted; (k) assets securing Deposits of public money, to the extent not otherwise purchased hereunder; and; (l1) overdrafts of customers (including but not limited to overdrafts made pursuant to Ready Reserves, an overdraft protection plan plan, or similar extensions of credit in connection with a deposit account). Schedule 3.1 attached hereto and incorporated herein sets forth certain categories of Assets. Such schedule(s) is based upon the best information available to the Receiver and may be adjusted as provided in Article VIII. Assets are purchased hereunder by the Assuming Bank subject to all liabilities for indebtedness collateralized by Liens affecting such Assets to the extent provided in Section 2.1.; and,

Assets Purchased by Assuming Bank. Subject to Sections 3.5 and 3.6, the Assuming Bank hereby purchases from the Receiver, and the Receiver hereby sells, assigns, transfers, conveys, and delivers to the Assuming Bank, all right, title, and interest of the Receiver in and to all of the following: (a) cash and receivables from depository institutions (including Federal Reserve Banks and Federal Home Loan Banks), including cash items in the process of collection, plus any accrued interest thereon computed to and including Bank Closing; (b) securities (other than the capital stock of Subsidiaries of the Failed Bank and those securities referred to in Section 3.5(k), if any), plus any accrued interest thereon computed to and including the Bank Closing DateClosing; (c) federal funds sold and repurchase agreements, if any, including any accrued interest thereon computed to and including the Bank Closing DateClosing; (d) Omitted; (e) Loans secured, in whole or in part, by Assumed Deposits or deposits at other depository institutions, but only such of those Loans which also are listed on Schedule 3.1(e), if anyany (including any such Loan that the Failed Bank charged-off in whole or in part during the period from the date of the most recent pertinent data made available to the Assuming Bank as part of the Information Package to and including Bank Closing); (f) credit card business, if any, including all outstanding extensions of credit, subject to Section 4.2; (g) Safe Deposit Boxes and related business, safekeeping business and trust business, if any, subject to Section 4.3, 4.4 or 4.5, respectively; (h) Records and other documents as provided in Section 6.1; (i) capital stock of the Subsidiaries of the Failed Bank listed on Schedule 3.1(i), if any (the "Acquired Subsidiaries"); (j) amounts owed to the Failed Bank by any Acquired Subsidiary; (k) assets securing Deposits of public money, to the extent not otherwise purchased hereunder; and (l) overdrafts of customers (including but not limited to overdrafts made pursuant to an overdraft protection plan or similar extensions of credit in connection with a deposit account). (m) rights of the Failed Bank to provide mortgage servicing for others and to have mortgage servicing provided to the Failed Bank by others and related contracts. Schedule 3.1 attached hereto and incorporated herein sets forth certain categories of Assets. Such schedule(s) is based upon the best information available to the Receiver and may be adjusted as provided in Article VIII. Assets are purchased hereunder by the Assuming Bank subject to all liabilities for indebtedness collateralized by Liens affecting such Assets to the extent provided in Section 2.1.

Assets Purchased by Assuming Bank. Subject to Sections 3.5 and 3.6, the Assuming Bank hereby purchases from the Receiver, and the Receiver hereby sells, assigns, transfers, conveys, and delivers to the Assuming Bank, all right, title, and interest of the Receiver in and to all of the following: (a) cash and receivables from depository institutions (including Federal Reserve Banks and Federal Home Loan Banks)institutions, including cash items in the process of collection, plus any accrued interest thereon computed to and including the Bank ClosingClosing Date; (b) U.S. government and U.S. agency issued securities (other than the capital stock of Subsidiaries of the Failed Bank and those securities referred to in Section 3.5(k), if any)only, plus any accrued interest thereon computed to and including the Bank Closing Date; (c) federal funds sold and repurchase agreements, if any, including any accrued interest thereon computed to and including the Bank Closing Date; (d) Omitted; (e) Loans secured, in whole or in part, by Assumed Deposits or deposits at other depository institutions, but only such of those Loans which also are listed on Schedule 3.1(e), if any; (f) credit card business, if any, including all outstanding extensions of credit, subject to Section 4.2; (g) Safe Deposit Boxes and related business, safekeeping business and trust business, if any, subject to Section 4.3, 4.4 or 4.5, respectively; (h) Records and other documents as provided in Section 6.1; (i) capital stock of the Subsidiaries of the Failed Bank listed on Schedule 3.1(i), if any (the "“Acquired Subsidiaries"”); (j) amounts owed to the Failed Bank by any Acquired Subsidiary; (k) assets securing Deposits of public money, to the extent not otherwise purchased hereunder; and (l) overdrafts of customers (including but not limited to overdrafts made pursuant to an overdraft protection plan or similar extensions of credit in connection with a deposit account). Schedule 3.1 attached hereto and incorporated herein sets forth certain categories of Assets. Such schedule(s) is based upon the best information available to the Receiver and may be adjusted as provided in Article VIII. Assets are purchased hereunder by the Assuming Bank subject to all liabilities for indebtedness collateralized by Liens affecting such Assets to the extent provided in Section 2.1.

Assets Purchased by Assuming Bank. Subject to Sections 3.5 and 3.6, the Assuming Bank hereby purchases from the Receiver, and the Receiver hereby sells, assigns, transfers, conveys, and delivers to the Assuming Bank, all right, title, and interest of the Receiver in and to all of the following: (a) cash and receivables from depository institutions (including Federal Reserve Banks and Federal Home Loan Banks), including cash items in the process of collection, plus any accrued interest thereon computed to and including Bank Closing; (b) securities (other than the capital stock of Subsidiaries of the Failed Bank and those securities referred to in Section 3.5(k), if any), plus any accrued interest thereon computed to and including the Bank Closing DateClosing; (c) federal funds sold and repurchase agreements, if any, including any accrued interest thereon computed to and including the Bank Closing DateClosing; (d) Omittedomitted; (e) Loans secured, in whole or in part, by Assumed Deposits or deposits at other depository institutions, but only such of those Loans which also are listed on Schedule 3.1(e), if any;any (including any such Loan that the Failed Bank charged-off in whole or in part during the period from the date of the most recent pertinent data made available to the Assuming Bank as part of the (f) credit card business, if any, including all outstanding extensions of credit, subject to Section 4.2; (g) Safe Deposit Boxes and related business, safekeeping business and trust business, if any, subject to Section 4.3, 4.4 or 4.5, respectively; (h) Records and other documents as provided in Section 6.1; (i) capital stock of the Subsidiaries of the Failed Bank listed on Schedule 3.1(i), if any (the "Acquired Subsidiaries")omitted; (j) amounts owed to the Failed Bank by any Acquired Subsidiaryomitted; (k) assets securing Deposits of public money, to the extent not otherwise purchased hereunder; and (l) overdrafts of customers (including but not limited to overdrafts made pursuant to an overdraft protection plan or similar extensions of credit in connection with a deposit account). Schedule 3.1 attached hereto and incorporated herein sets forth certain categories of Assets. Such schedule(s) is based upon the best information available to the Receiver and may be adjusted as provided in Article VIII. Assets are purchased hereunder by the Assuming Bank subject to all liabilities for indebtedness collateralized by Liens affecting such Assets to the extent provided in Section 2.1.

Assets Purchased by Assuming Bank. Subject to Sections 3.5 and 3.6, the Assuming Bank hereby purchases from the Receiver, and the Receiver hereby sells, assigns, transfers, conveys, and delivers to the Assuming Bank, all right, title, and interest of the Receiver in and to all of the following: (a) cash and receivables from depository institutions (including Federal Reserve Banks and Federal Home Loan Banks), including cash items in the process of collection, plus any accrued interest thereon computed to and including Bank Closing; (b) securities (other than the capital stock of Subsidiaries of the Failed Bank and those securities referred to in Section 3.5(k), if any), plus any accrued interest thereon computed to and including the Bank Closing Date; (c) federal funds sold and repurchase agreements, if any, including any accrued interest thereon computed to and including the Bank Closing Date; (d) Omitted; (e) Loans secured, in whole or in part, by Assumed Deposits or deposits at other depository institutions, but only such of those Loans which also are listed on Schedule 3.1(e), if any; (f) credit card business, if any, including all outstanding extensions of credit, subject to Section 4.2; (g) Safe Deposit Boxes and related business, safekeeping business and trust business, if any, subject to Section 4.3, 4.4 or 4.5, respectively; (h) Records and other documents as provided in Section 6.1; (i) capital stock of the Subsidiaries of the Failed Bank listed on Schedule 3.1(i), if any (the "“Acquired Subsidiaries"”); (j) amounts owed to the Failed Bank by any Acquired Subsidiary; (k) assets securing Deposits of public money, to the extent not otherwise purchased hereunder; and (l1) overdrafts of customers (including but not limited to overdrafts made pursuant to an overdraft protection plan or similar extensions of credit in connection with a deposit account). Schedule 3.1 attached hereto and incorporated herein sets forth certain categories of Assets. Such schedule(s) is based upon the best information available to the Receiver and may be adjusted as provided in Article VIII. Assets are purchased hereunder by the Assuming Bank subject to all liabilities for indebtedness collateralized by Liens affecting such Assets to the extent provided in Section 2.1.

Assets Purchased by Assuming Bank. Subject to Sections 3.5 and 3.6, the Assuming Bank hereby purchases from the Receiver, and the Receiver hereby sells, assigns, transfers, conveys, and delivers to the Assuming Bank, all right, title, and interest of the Receiver in and to all of the following:: P & A 991022 10 Reliance Bank, White Plains, NY (a) cash and receivables from depository institutions (including Federal Reserve Banks and Federal Home Loan Banks)institutions, including cash items in the process of collection, plus any accrued interest thereon computed to and including Bank ClosingClosing Date; (b) securities (other than the capital stock of Subsidiaries of the Failed Bank and those securities referred to in Section 3.5(k), if any), plus any accrued interest thereon computed to and including the Bank Closing Date; (c) federal funds sold and repurchase agreements, if any, including any accrued interest thereon computed to and including the Bank Closing Date; (d) Omitted; (e) Loans secured, in whole or in part, by Assumed Deposits or deposits at other depository institutions, but only such of those Loans which also are listed on Schedule 3.1(e), if anyany (including any such Loan that the Failed Bank charged-off in whole or in part during the period from the date of the Information Package to and including Bank Closing Date), including any such Loan made after the date of the Information Package; (f) credit card business, if any, including all outstanding extensions of credit, subject to Section 4.2; (g) Safe Deposit Boxes and related business, safekeeping business and trust business, if any, subject to Section 4.3, 4.4 or 4.5, respectively; (h) Records and other documents as provided in Section 6.1; (i) capital stock of the Subsidiaries of the Failed Bank listed on Schedule 3.1(i), if any (the "Acquired Subsidiaries"); (j) amounts owed to the Failed Bank by any Acquired Subsidiary; (k) assets securing Deposits of public money, to the extent not otherwise purchased hereunder; and (l) overdrafts of customers (including but not limited to overdrafts made pursuant to an overdraft protection plan or similar extensions of credit in connection with a deposit account). Schedule 3.1 attached hereto and incorporated herein sets forth certain categories of Assets. Such schedule(s) is based upon the best information available to the Receiver and may be adjusted as provided in Article VIII. Assets are purchased hereunder by the Assuming Bank subject to all liabilities for indebtedness collateralized by Liens affecting such Assets to the extent provided in Section 2.1.. P & A 991022 11 Reliance Bank, White Plains, NY

Assets Purchased by Assuming Bank. Subject to Sections 3.5 and 3.6, the Assuming Bank hereby purchases from the Receiver, and the Receiver hereby sells, assigns, transfers, conveys, and delivers to the Assuming Bank, all right, title, and interest of the Receiver in and to all of the following: (a) cash and receivables from depository institutions (including Federal Reserve Banks and Federal Home Loan Banks)institutions, including cash items in the process of collection, plus any accrued interest thereon computed to and including the Bank ClosingClosing Date; (b) securities (other than the capital stock of Subsidiaries of the Failed Bank and those securities referred to in Section 3.5(k), if any), plus any accrued interest thereon computed to and including the Bank Closing Date; (c) federal funds sold and repurchase agreements, if any, including any accrued interest thereon computed to and including the Bank Closing Date; (d) Omitted; (e) Loans secured, in whole or in part, by Assumed Deposits or deposits at other depository institutions, but only such of those Loans which also are listed on Schedule 3.1(e), if any; (f) credit card business, if any, including all outstanding extensions of credit, subject to Section 4.2; (g) Safe Deposit Boxes and related business, safekeeping business and trust business, if any, subject to Section 4.3, 4.4 or 4.5, respectively; (h) Records and other documents as provided in Section 6.1; (i) capital stock of the Subsidiaries of the Failed Bank listed on Schedule 3.1(i), if any (the "Acquired Subsidiaries"); (j) amounts owed to the Failed Bank by any Acquired Subsidiary; (k) assets securing Deposits of public money, to the extent not otherwise purchased hereunder; and (l) overdrafts of customers (including but not limited to overdrafts made pursuant to an overdraft protection plan or similar extensions of credit in connection with a deposit account). Schedule 3.1 attached hereto and incorporated herein sets forth certain categories of Assets. Such schedule(s) is based upon the best information available to the Receiver and may be adjusted as provided in Article VIII. Assets are purchased hereunder by the Assuming Bank subject to all liabilities for indebtedness collateralized by Liens affecting such Assets to the extent provided in Section 2.1.

Assets Purchased by Assuming Bank. Subject to Sections 3.5 and 3.6, the Assuming Bank hereby purchases from the Receiver, and the Receiver hereby sells, assigns, transfers, conveys, and delivers to the Assuming Bank, all right, title, and interest of the Receiver in and to all of the following: (a) cash and receivables from depository institutions (including Federal Reserve Banks and Federal Home Loan Banks), including cash items in the process of collection, plus any accrued interest thereon computed to and including Bank Closing; (b) securities (other than the capital stock of Subsidiaries of the Failed Bank and those securities referred to in Section 3.5(k), if any), plus any accrued interest thereon computed to and including the Bank Closing DateOmitted; (c) federal funds sold and repurchase agreements, if any, including any accrued interest thereon computed to and including the Bank Closing Date; (d) Omitted; (e) Loans secured, in whole or in part, by Assumed Deposits or deposits at other depository institutions, but only such of those Loans which also are listed on Schedule 3.1(e), if any; (f) credit card business, if any, including all outstanding extensions of credit, subject to Section 4.2; (g) Safe Deposit Boxes and related business, safekeeping business and trust business, if any, subject to Section 4.3, 4.4 or 4.5, respectively; (h) Records and other documents as provided in Section 6.1; (i) capital stock of the Subsidiaries of the Failed Bank listed on Schedule 3.1(i), if any (the "Acquired Subsidiaries")Omitted; (j) amounts owed to the Failed Bank by any Acquired SubsidiaryOmitted; (k) assets securing Deposits of public money, to the extent not otherwise purchased hereunder; and (l) overdrafts of customers (including but not limited to overdrafts made pursuant to an overdraft protection plan or similar extensions of credit in connection with a deposit account). Schedule 3.1 attached hereto and incorporated herein sets forth certain categories of Assets. Such schedule(s) is based upon the best information available to the Receiver and may be adjusted as provided in Article VIII. Assets are purchased hereunder by the Assuming Bank subject to all liabilities for indebtedness collateralized by Liens affecting such Assets to the extent provided in Section 2.1.