Common use of CERTIFICATES, REPORTS AND RECORDS Clause in Contracts

CERTIFICATES, REPORTS AND RECORDS. 18 5.1 Reporting Obligations of the Assuming Institution 18 5.2 Quarterly Certificates 18 5.3 Notification of Certain Transactions 20 5.4 Notification of Related Loans 20 5.5 Auditor’s Report; Right to Audit 20 5.6 Accounting Principles 21 5.7 Records and Reports 22 ARTICLE 6. MISCELLANEOUS 22 6.1 Expenses 22 6.2 Successors and Assigns 22 6.3 Waiver of Jury Trial 23 6.4 No Third Party Beneficiary 23 6.5 Consent; Determination of Discretion 23 6.6 Rights Cumulative 23 6.7 References 24 6.8 Notice 24 ARTICLE 7. DISPUTE RESOLUTION 25 7.1 Methods of Resolution 25 7.2 Informal Resolution 25 7.3 Resolution by Non-Binding Dispute Resolution Proceeding 25 7.4 Confidentiality of Compromise Negotiations 25 7.5 Payment Resulting from Compromise Negotiations 25 7.6 Formal Resolution 25 7.7 Limitation on FDIC Party 26 7.8 Effectiveness of Agreement Pending Dispute 26 7.9 Governing Rules and Law 27 7.10 Review Board Proceedings 27 7.11 Impartiality 28 7.12 Schedule 29 7.13 Written Award 29 7.14 Interest Rate on Award 29 7.15 Payments 29 7.16 Fees, Costs and Expenses 29 7.17 Binding and Conclusive Nature 29 7.18 No Precedent 30 7.19 Confidentiality; Proceedings, Information and Documents 30 7.20 Confidentiality of Arbitration Award 30 7.21 Extension of Time Periods 30 7.22 Venue 30

CERTIFICATES, REPORTS AND RECORDS. 18 16 5.1 Reporting Obligations of the Assuming Institution 18 16 5.2 Quarterly Certificates 18 16 5.3 Notification of Certain Transactions 20 18 5.4 Notification of Related Loans 20 18 5.5 Auditor’s Report; Right to Audit 20 18 5.6 Accounting Principles 21 19 5.7 Records and Reports 22 19 ARTICLE 6. MISCELLANEOUS 22 20 6.1 Expenses 22 20 6.2 Successors and Assigns 22 20 6.3 Waiver of Jury Trial 23 21 6.4 No Third Party Beneficiary 23 21 6.5 Consent; Determination of Discretion 23 21 6.6 Rights Cumulative 23 21 6.7 References 24 21 6.8 Notice 24 21 ARTICLE 7. DISPUTE RESOLUTION 25 22 7.1 Methods of Resolution 25 22 7.2 Informal Resolution 25 22 7.3 Resolution by Non-Binding Dispute Resolution Proceeding 25 22 7.4 Confidentiality of Compromise Negotiations 25 22 7.5 Payment Resulting from Compromise Negotiations 25 23 7.6 Formal Resolution 25 23 7.7 Limitation on FDIC Party 26 23 7.8 Effectiveness of Agreement Pending Dispute 26 24 7.9 Governing Rules and Law 27 24 7.10 Review Board Proceedings 27 24 7.11 Impartiality 28 25 7.12 Schedule 29 25 7.13 Written Award 29 26 7.14 Interest Rate on Award 29 26 7.15 Payments 29 26 7.16 Fees, Costs and Expenses 29 26 7.17 Binding and Conclusive Nature 29 26 7.18 No Precedent 30 26 7.19 Confidentiality; Proceedings, Information and Documents 30 26 7.20 Confidentiality of Arbitration Award 30 27 7.21 Extension of Time Periods 30 27 7.22 Venue 3027

CERTIFICATES, REPORTS AND RECORDS. 18 5.1 Reporting Obligations of the Assuming Institution 18 5.2 Quarterly Certificates 18 5.3 Notification of Certain Transactions 20 5.4 5.5 Notification of Related Loans 20 5.5 5.6 Auditor’s Report; Right to Audit 20 5.6 Accounting Principles 21 5.7 Records and Reports 22 ARTICLE 6. 6 MISCELLANEOUS 22 6.1 Expenses 22 6.2 Successors and Assigns 22 6.3 Waiver of Jury Trial 23 6.4 No Third Party Beneficiary 23 6.5 Consent; , Determination of or Discretion 23 6.6 Rights Cumulative 23 24 6.7 References 24 6.8 Notice 24 ARTICLE 7. DISPUTE RESOLUTION 25 7.1 Methods of Resolution 25 7.2 Informal Resolution 25 7.3 Resolution by Non-Binding Dispute Resolution Proceeding 25 7.4 Confidentiality of Compromise Negotiations 25 7.5 Payment Resulting from Compromise Negotiations 25 7.6 Formal Resolution 25 26 7.7 Limitation on FDIC Party 26 7.8 Effectiveness of Agreement Pending Dispute 26 7.9 Governing Rules and Law 27 7.10 Review Board Proceedings 27 7.11 Impartiality 28 7.12 Schedule 29 7.13 Written Award 29 7.14 Interest Rate on Award 29 7.15 Payments 29 7.16 Fees, Costs and Expenses 29 7.17 Binding and Conclusive Nature 29 7.18 No Precedent 30 7.19 Confidentiality; Proceedings, Information and Documents 30 7.20 Confidentiality of Arbitration Award 30 7.21 Extension of Time Periods 30 7.22 Venue 3030 ARTICLE 8. DEFINITIONS 31 EXHIBITS Page True-Up Exhibit 2.5 39 Exclusion from Reimbursable Expenses Exhibit 2.7 40 Interest Income as a Recovery Exhibit 2.9 41 Form of Quarterly Certificates Exhibit 5.2 42 SCHEDULES Page Loans Subject to Loss-Sharing under the Commercial Shared-Loss Agreement Schedule 4.15B 45 Shared-Loss Subsidiaries Schedule 4.15C 46 ii EXHIBIT 4.15B

CERTIFICATES, REPORTS AND RECORDS. 18 12 5.1 Reporting Obligations of the Assuming Institution 18 12 5.2 Quarterly Monthly Certificates 18 12 5.3 Notification of Certain Transactions 20 Monthly Data 13 5.4 Notification of Related Loans 20 14 5.5 Auditor’s Report; Right to Audit 20 14 5.6 Accounting Principles 21 15 5.7 Records and Reports 22 15 ARTICLE 6. MISCELLANEOUS 22 16 6.1 Expenses 22 16 6.2 Successors and Assigns 22 16 6.3 Waiver of Jury Trial 23 17 6.4 No Third Party Beneficiary 23 17 6.5 Consent; , Determination of or Discretion 23 17 6.6 Rights Cumulative 23 17 6.7 References 24 17 6.8 Notice 24 18 ARTICLE 7. DISPUTE RESOLUTION 25 18 7.1 Methods of Resolution 25 18 7.2 Informal Resolution 25 19 7.3 Resolution by Non-Binding Dispute Resolution Proceeding 25 19 7.4 Confidentiality of Compromise Negotiations 25 19 7.5 Payment Resulting from Compromise Negotiations 25 19 7.6 Formal Resolution 25 19 7.7 Limitation on FDIC Party 26 20 7.8 Effectiveness of Agreement Pending Dispute 26 20 7.9 Governing Rules and Law 27 20 7.10 Review Board Proceedings 27 20 7.11 Impartiality 28 22 7.12 Schedule 29 22 7.13 Written Award 29 22 7.14 Interest Rate on Award 29 23 7.15 Payments 29 23 7.16 Fees, Costs and Expenses 29 23 7.17 Binding and Conclusive Nature 29 23 7.18 No Precedent 30 23 7.19 Confidentiality; Proceedings, Information and Documents 30 23 7.20 Confidentiality of Arbitration Award 30 24 7.21 Extension of Time Periods 30 24 7.22 Venue 3024 ARTICLE 8. DEFINITIONS 24 Module 1 – Whole Bank w/ Optional Shared Loss Agreements SF-i Central Florida State Bank Version 3.3.1 – SINGLE FAMILY SHARED-LOSS AGREEMENT Belleview, Florida December 7, 2011 EXHIBITS Page Monthly Certificate Exhibit 1 31 Calculation of Restructuring Loss HAMP or FDIC Loan Modification (Loan Written Down) Exhibit 2a(1) 34 HAMP or FDIC Loan Modification (No Preceding Loan Restructure) Exhibit 2a(2) 36 2nd FDIC Modification Exhibit 2a(3) 38 Calculation of Short-Sale Loss Written Down to Book Value Exhibit 2b(1) 42 No Preceding Loan Modification Under Loss Share Exhibit 2b(2) 44 After a Covered Loan Modification Exhibit 2b(3) 46 Calculation of Foreclosure Loss ORE or Foreclosure Occurred Prior to Loss Share Agreement Exhibit 2c(1) 50 During the Term of the Agreement, No Preceding Loan Modification Under Loss Share Exhibit 2c(2) 52 Foreclosure After Covered Loan Modification Exhibit 2c(3) 54 Calculation of Home Equity Loan Loss Exhibit 2d(1) 58 Calculation of Recovery When a Restructuring Loss Has Been Paid Exhibit 2d(2) 60 Calculation of Loan Sale Loss Loan Written Down to Book Value Prior to Loss Share Exhibit 2e(1) 63 No Preceding Loan Modification under Loss Share Exhibit 2e(2) 64 Loan Sale after a Covered Loan Modification Exhibit 2e(3) 65 True-Up Exhibit 2.5 67 Portfolio Performance and Summary Schedule Exhibit 3 68 Wire Transfer Instructions Exhibit 4 70 FDIC Mortgage Loan Modification Program Exhibit 5 71 Single Family Shared-Loss Loans Exhibit 5.3(a) 74 SCHEDULE Page Loans Subject to Loss Sharing under the Single Family Shared-Loss Agreement Schedule 4.15A 79 Module 1 – Whole Bank w/ Optional Shared Loss Agreements SF-ii Central Florida State Bank Version 3.3.1 – SINGLE FAMILY SHARED-LOSS AGREEMENT Belleview, Florida December 7, 2011 EXHIBIT 4.15A

CERTIFICATES, REPORTS AND RECORDS. 18 16 5.1 Reporting Obligations of the Assuming Institution 18 16 5.2 Quarterly Certificates 18 17 5.3 Notification of Certain Transactions 20 18 Version 13.2 – Commercial Shared-Loss Agreement – with 8 year term Silicon Valley Bridge Bank Santa Clara, California 5.4 Notification of Related Loans 20 18 5.5 Auditor’s Report; Right to Audit 20 18 5.6 Accounting Principles 21 and Policies 20 5.7 Records and Reports 22 20 ARTICLE 6. MISCELLANEOUS 22 21 6.1 Expenses 22 21 6.2 Successors and Assigns 22 21 6.3 Waiver of Jury Trial 23 22 6.4 No Third Party Beneficiary 23 22 6.5 Consent; Determination of or Discretion 23 22 6.6 Rights Cumulative 23 22 6.7 References 24 22 6.8 Incorporation by Reference 23 6.9 Counterparts 23 6.10 Governing Law 23 6.11 Notice 24 23 ARTICLE 7. DISPUTE RESOLUTION 25 24 7.1 Methods of Resolution 25 24 7.2 Informal Resolution 25 24 7.3 Resolution by Non-Binding Dispute Resolution Proceeding 25 24 7.4 Confidentiality of Compromise Negotiations 25 7.5 Payment Resulting from Compromise Negotiations 25 7.6 Resolution by AI Chartering Authority 25 7.7 Formal Resolution 25 7.7 Limitation on FDIC Party 26 7.8 Effectiveness of Agreement Pending Dispute 26 27 7.9 Governing Rules and Law for Arbitration 27 7.10 Review Board Proceedings 27 7.11 Impartiality Impartiality; Communication with Members 28 7.12 Schedule 29 Review Board Requirements 28 7.13 Written Award 29 28 7.14 Interest Rate on Award Payments 29 7.15 Payments Limitations on Awards 29 7.16 Fees, Costs and Expenses 29 7.17 Binding and Conclusive Nature 29 7.18 No Precedent 30 29 7.19 Confidentiality; Proceedings, Information and Documents 30 Version 13.2 – Commercial Shared-Loss Agreement – with 8 year term Silicon Valley Bridge Bank Santa Clara, California 7.20 Confidentiality of Arbitration Award 30 7.21 Extension of Time Periods 30 7.21 Venue 30 7.22 Venue 30Privilege 30 ARTICLE 8. DEFINITIONS 30 EXHIBITS Exhibit 2.4 True-Up 43 Exhibit 5.2 Form of Quarterly Certificate 44 SCHEDULES Schedule 4.15 B Assets Subject to Loss Sharing Pursuant to the Commercial Shared-Loss Agreement 47 Schedule 4.15D Shared-Loss Subsidiaries, Subsidiary Shared-Loss Loans and Subsidiary ORE 48 Version 13.2 – Commercial Shared-Loss Agreement – with 8 year term Silicon Valley Bridge Bank Santa Clara, California COMMERCIAL SHARED-LOSS AGREEMENT This Commercial Shared-Loss Agreement, including the Exhibits attached hereto and incorporated herein by this reference (collectively, this “Agreement”), is made pursuant to and as of the date of that certain Purchase and Assumption Agreement (the “Purchase and Assumption Agreement”) between the FEDERAL DEPOSIT INSURANCE CORPORATION, RECEIVER OF SILICON VALLY BRIDGE BANK, SANTA CLARA, CALIFORNIA (the “Receiver”), FIRST-CITIZENS BANK & TRUST COMPANY, organized under the laws of the State of North Carolina, and having its principal place of business in RALEIGH, NORTH CAROLINA (the “Assuming Institution”). Each of the Receiver and the Assuming Institution sometimes is referred to in this Agreement as a “Party.” This Agreement shall be valid and effective only if the Assuming Institution has purchased Shared-Loss Assets pursuant to the Purchase and Assumption Agreement. In consideration of the mutual covenants and agreements set forth in this Agreement and for other good and valuable consideration, the sufficiency of which is hereby acknowledged, the Parties agree as follows: