Common use of Community Offering Clause in Contracts

Community Offering. Any shares of Common Stock not subscribed for in the Subscription Offering may be offered for sale in a Community Offering. This will involve an offering of all unsubscribed shares directly to the general public with a preference to those natural persons residing in the Community. Subject to the requirements set forth herein, the manner in which the Conversion Stock is sold in the Community Offering shall have as the objective the achievement of the widest possible distribution of such stock. In the event of a Community Offering, all shares of Conversion Stock which are not subscribed for in the Subscription Offering shall be offered for sale by means of a direct community marketing program, which may provide for the use of brokers, dealers or investment banking firms experienced in the sale of financial institution securities. Each order for Conversion Stock in the Community Offering shall be subject to the absolute right of the Primary Parties to accept or reject any such order in whole or in part either at the time of receipt of an order or as soon as practicable following completion of the Community Offering. Available shares will be allocated first to each Person whose order is accepted in an amount equal to the lesser of 100 shares or the number of shares subscribed for by each such Person, if possible. Thereafter, unallocated shares shall be allocated among the Persons whose accepted orders remain unsatisfied in the same proportion that the unfilled order of each bears to the total unfilled orders of all Persons whose accepted orders remain unsatisfied, provided that no fractional shares shall be issued. The amount of Conversion Stock that any Person may purchase in the Community Offering shall not exceed the greater of (i) $250,000 of Conversion Stock in the Subscription Offering or (ii) one-tenth of 1% of the total offering in the Subscription Offering, provided, however, that this amount may be increased to up to 5% of the total offering of shares of Conversion Stock, subject to any required regulatory approval but without the further approval of Members of the Mutual Holding Company or the Shareholders of the Mid-Tier Holding Company; and provided further that, to the extent applicable, and subject to the preferences set forth and the limitations on purchases of Conversion Stock set forth in this section and Section 6 of this Plan, orders for Conversion Stock in the Community Offering shall first be filled to a maximum of 2% of the total number of shares of Conversion Stock sold in the Offerings and thereafter any remaining shares shall be allocated on an equal number of shares basis per order until all orders have been filled. The Primary Parties may commence the Community Offering concurrently with, at any time during, or as soon as practicable after the end of, the Subscription Offering, and the Community Offering must be completed within 45 days after the completion of the Subscription Offering, unless extended by the Primary Parties with any required regulatory approval.

Community Offering. Any If less than the total number of shares of Common Stock not to be subscribed for in the Minority Offering are sold in the Subscription Offering Offering, shares remaining may be offered made available for sale in a Community Offering. This will involve an offering of all unsubscribed shares directly to the general public with a preference to those natural persons residing in the Community. Subject to the requirements set forth herein, the manner in which the Conversion Stock is sold purchase in the Community Offering shall have as the objective the achievement to certain members of the widest possible distribution of such stock. In the event of a Community Offering, all shares of Conversion Stock which are not subscribed for in the Subscription Offering shall be offered for sale by means of a direct community marketing program, which may provide for the use of brokers, dealers or investment banking firms experienced in the sale of financial institution securities. Each order for Conversion Stock in the Community Offering shall be subject to the absolute right of the Primary Parties to accept or reject any such order in whole or in part either at the time of receipt of an order or as soon as practicable following completion of the Community Offering. Available shares will be allocated first to each Person whose order is accepted in an amount equal to the lesser of 100 shares or the number of shares subscribed for by each such Person, if possible. Thereafter, unallocated shares shall be allocated among the Persons whose accepted orders remain unsatisfied in the same proportion that the unfilled order of each bears to the total unfilled orders of all Persons whose accepted orders remain unsatisfied, provided that no fractional shares shall be issuedgeneral public. The maximum amount of Conversion Common Stock that any Person may purchase in the Community Offering, subject to the further limitations of Section 11 hereof (and exclusive of an increase in the total number of shares issued due to an increase in the Maximum of the Offering Range of up to 15%), shall not exceed the greater of (i) $250,000 of Conversion Stock in the Subscription Offering or (ii) one-tenth of 1% of the total offering in the Subscription Offering, provided, however, that this 200,000. The maximum amount may be decreased or increased to up to 5% of the total offering of shares of Conversion Stockin the Minority Offering, subject to any required regulatory approval but without the further approval of Members of the Mutual Holding Company or the Shareholders of the Mid-Tier Holding Company; and provided further thatnotice to Participants, to the extent applicable, and subject to the preferences set forth and the limitations on purchases of Conversion Stock set forth in this section and Section 6 11 of this Plan. In the Community Offering, if any, shares will be available for purchase by the general public, and a preference may be given to natural persons residing in the Local Community and second, to natural persons residing in the State of New Jersey ("Community Purchasers"). If the Persons whose orders would otherwise be accepted, subscribe for Conversion Stock more shares than are available for purchase, the shares available to them will be allocated among those persons submitting orders in the Community Offering shall first be filled up to a maximum of 2% of the total number of shares of Conversion Common Stock sold offered in the Offerings Minority Offering and thereafter any remaining shares shall be allocated on an equal number of shares basis per order until all orders have been filled. The Primary Parties Stock Holding Company and the Bank may establish all terms and conditions of such offer in order to allocate shares in an equitable manner as determined by the Board of Directors. The Community Offering, if any, may commence simultaneously with, during or subsequent to the completion of the Subscription Offering and if commenced simultaneously with or during the Subscription Offering the Community Offering concurrently with, at any time during, or as soon as practicable after the end of, the Subscription Offering, and the may be limited to Community Purchasers. The Community Offering must be completed within 45 days after the completion of the Subscription Offering, Offering unless otherwise extended by the Primary Parties with OTS. The Bank and the Stock Holding Company, in their absolute discretion, reserve the right to reject any required regulatory approvalor all orders in whole or in part which are received in the Community Offering, at the time of receipt or as soon as practicable following the completion of the Community Offering.

Community Offering. Any If less than the total number of shares of Common Stock not to be subscribed for in the Minority Offering are sold in the Subscription Offering Offering, shares remaining may be offered made available for sale in a Community Offering. This will involve an offering of all unsubscribed shares directly to the general public with a preference to those natural persons residing in the Community. Subject to the requirements set forth herein, the manner in which the Conversion Stock is sold purchase in the Community Offering shall have as the objective the achievement to certain members of the widest possible distribution of such stock. In the event of a Community Offering, all shares of Conversion Stock which are not subscribed for in the Subscription Offering shall be offered for sale by means of a direct community marketing program, which may provide for the use of brokers, dealers or investment banking firms experienced in the sale of financial institution securities. Each order for Conversion Stock in the Community Offering shall be subject to the absolute right of the Primary Parties to accept or reject any such order in whole or in part either at the time of receipt of an order or as soon as practicable following completion of the Community Offering. Available shares will be allocated first to each Person whose order is accepted in an amount equal to the lesser of 100 shares or the number of shares subscribed for by each such Person, if possible. Thereafter, unallocated shares shall be allocated among the Persons whose accepted orders remain unsatisfied in the same proportion that the unfilled order of each bears to the total unfilled orders of all Persons whose accepted orders remain unsatisfied, provided that no fractional shares shall be issuedgeneral public. The maximum amount of Conversion Common Stock that any Person may purchase in the Community Offering, subject to the further limitations of Section 11 hereof (and exclusive of an increase in the total number of shares issued due to an increase in the Maximum of the Offering Range of up to 15%), shall not exceed the greater of (i) $250,000 of Conversion Stock in the Subscription Offering or (ii) one-tenth of 1% of the total offering in the Subscription Offering, provided, however, that this 500,000. The maximum amount may be decreased or increased to up to 5% of the total offering of shares of Conversion Stockin the Minority Offering, subject to any required regulatory approval but without the further approval of Members of the Mutual Holding Company or the Shareholders of the Mid-Tier Holding Company; and provided further thatnotice to Participants, to the extent applicable, and subject to the preferences set forth and the limitations on purchases of Conversion Stock set forth in this section and Section 6 11 of this Plan. In the Community Offering, if any, shares will be available for purchase by the general public, and a preference may be given to natural persons residing in the Local Community and second, to natural persons residing in the State of New Jersey ("Community Purchasers"). If the Persons whose orders would otherwise be accepted, subscribe for Conversion Stock more shares than are available for purchase, the shares available to them will be allocated among those persons submitting orders in the Community Offering shall first be filled up to a maximum of 2% of the total number of shares of Conversion Common Stock sold offered in the Offerings Minority Offering and thereafter any remaining shares shall be allocated on an equal number of shares basis per order until all orders have been filled. The Primary Parties Stock Holding Company and the Bank may establish all terms and conditions of such offer in order to allocate shares in an equitable manner as determined by the Board of Directors. The Community Offering, if any, may commence simultaneously with, during or subsequent to the completion of the Subscription Offering and if commenced simultaneously with or during the Subscription Offering the Community Offering concurrently with, at any time during, or as soon as practicable after the end of, the Subscription Offering, and the may be limited to Community Purchasers. The Community Offering must be completed within 45 days after the completion of the Subscription Offering, Offering unless otherwise extended by the Primary Parties with OTS. The Bank and the Stock Holding Company, in their absolute discretion, reserve the right to reject any required regulatory approvalor all orders in whole or in part which are received in the Community Offering, at the time of receipt or as soon as practicable following the completion of the Community Offering.

Community Offering. Any shares of Common Stock not subscribed for in the Subscription Offering may be offered for sale in a Community Offering. This will involve an offering of all unsubscribed shares directly to the general public with a preference first to the stockholders of record of the Mid-Tier Holding Company as of the Voting Record Date and then to those natural persons residing in the Community. Subject to the requirements set forth herein, the manner in which the Conversion Stock is sold in the Community Offering shall have as the objective the achievement of the widest possible distribution of such stock. In the event of a Community Offering, all shares of Conversion Stock which are not subscribed for in the Subscription Offering shall be offered for sale by means of a direct community marketing program, which may provide for the use of brokers, dealers or investment banking firms experienced in the sale of financial institution securities. Each order for Conversion Stock in the Community Offering shall be subject to the absolute right of the Primary Parties to accept or reject any such order in whole or in part either at the time of receipt of an order or as soon as practicable following completion of the Community Offering. Available shares will be allocated first to each Person whose order is accepted in an amount equal to the lesser of 100 shares or the number of shares subscribed for by each such Person, if possible. Thereafter, unallocated shares shall be allocated among the Persons whose accepted orders remain unsatisfied in the same proportion that the unfilled order of each bears to the total unfilled orders of all Persons whose accepted orders remain unsatisfied, provided that no fractional shares shall be issued. The amount of Conversion Stock that any Person may purchase in the Community Offering shall not exceed the greater of (i) $250,000 500,000 of Conversion Stock in the Subscription Offering or (ii) one-tenth of 1up to 5% of the total offering in the Subscription Offeringoffering, provided, however, that this amount may be increased to up to 5% of the total offering of shares of Conversion Stock, subject to any required regulatory approval but without the further approval of Members of the Mutual Holding Company or the Shareholders of the Mid-Tier Holding Company; and provided further that, to the extent applicable, and subject to the preferences set forth and the limitations on purchases of Conversion Stock set forth in this section and Section 6 of this Plan, orders for Conversion Stock in the Community Offering shall first be filled to a maximum of 2% of the total number of shares of Conversion Stock sold in the Offerings and thereafter any remaining shares shall be allocated on an equal number of shares basis per order until all orders have been filled. The Primary Parties may commence the Community Offering concurrently with, at any time during, or as soon as practicable after the end of, the Subscription Offering, and the Community Offering must be completed within 45 days after the completion of the Subscription Offering, unless extended by the Primary Parties with any required regulatory approval.

Community Offering. Any shares of Common Stock not subscribed for in the Subscription Offering may be offered for sale in a Community Offering. This will involve an offering of all unsubscribed shares directly to the general public with a preference first to the stockholders of record of the Mid-Tier Holding Company as of the Voting Record Date and then to those natural persons residing in the Community. Subject to the requirements set forth herein, the manner in which the Conversion Stock is sold in the Community Offering shall have as the objective the achievement of the widest possible distribution of such stock. In the event of a Community Offering, all shares of Conversion Stock which are not subscribed for in the Subscription Offering shall be offered for sale by means of a direct community marketing program, which may provide for the use of brokers, dealers or investment banking firms experienced in the sale of financial institution securities. Each order for Conversion Stock in the Community Offering shall be subject to the absolute right of the Primary Parties to accept or reject any such order in whole or in part either at the time of receipt of an order or as soon as practicable following completion of the Community Offering. Available shares will be allocated first to each Person whose order is accepted in an amount equal to the lesser of 100 shares or the number of shares subscribed for by each such Person, if possible. Thereafter, unallocated shares shall be allocated among the Persons whose accepted orders remain unsatisfied in the same proportion that the unfilled order of each bears to the total unfilled orders of all Persons whose accepted orders remain unsatisfied, provided that no fractional shares shall be issued. The amount of Conversion Stock that any Person may purchase in the Community Offering shall not exceed the greater of (i) $250,000 500,000 of Conversion Stock in the Subscription Offering or (ii) one-tenth of 1up to 5% of the total offering in the Subscription Offeringoffering, provided, however, that this amount may be increased to up to 5% of the total offering of shares of Conversion Stock, subject to any required regulatory approval but without the further approval of Members of the Mutual Holding Company or the Shareholders of the Mid-Tier Holding Company; and provided further that, to the extent applicable, and subject to the preferences set forth and the limitations on purchases of Conversion Stock set forth in this section and Section 6 of this Plan, orders for Conversion Stock in the Community Offering shall first be filled to a maximum of 2% of the total number of shares of Conversion Stock sold in the Offerings and thereafter any remaining Offerings. Thereafter, unallocated shares shall be allocated on an equal number among the Persons whose accepted orders remain unsatisfied in the same proportion that the unfilled order of each bears to the total unfilled orders of all Persons whose accepted orders remain unsatisfied, provided that no fractional shares basis per order until all orders have been filledshall be issued. The Primary Parties may commence the Community Offering concurrently with, at any time during, or as soon as practicable after the end of, the Subscription Offering, and the Community Offering must be completed within 45 days after the completion of the Subscription Offering, unless extended by the Primary Parties with any required regulatory approval.

Community Offering. Any shares of Common Stock not subscribed for in the Subscription Offering may be offered for sale in a Community Offering. This will involve an offering of all unsubscribed shares directly to the general public with a preference to those natural persons residing in the Community. Subject to the requirements set forth herein, the manner in which the Conversion Stock is sold in the Community Offering shall have as the objective the achievement of the widest possible distribution of such stock. In the event of a Community Offering, all shares of Conversion Stock which are not subscribed for in the Subscription Offering shall be offered for sale by means of a direct community marketing program, which may provide for the use of brokers, dealers or investment banking firms experienced in the sale of financial institution securities. Each order for Conversion Stock in the Community Offering shall be subject to the absolute right of the Primary Parties to accept or reject any such order in whole or in part either at the time of receipt of an order or as soon as practicable following completion of the Community Offering. Available shares will be allocated first to each Person whose order is accepted in an amount equal to the lesser of 100 shares or the number of shares subscribed for by each such Person, if possible. Thereafter, unallocated shares shall be allocated among the Persons whose accepted orders remain unsatisfied in the same proportion that the unfilled order of each bears to the total unfilled orders of all Persons whose accepted orders remain unsatisfied, provided that no fractional shares shall be issued. The amount of Conversion Stock that any Person may purchase in the Community Offering shall not exceed the greater of (i) $250,000 of Conversion Stock in the Subscription Offering or (ii) one-tenth of 1% of the total offering in the Subscription Offering, provided, however, that this amount may be increased to up to 5% of the total offering of shares of Conversion Stock, subject to any required regulatory approval but without the further approval of Members of the Mutual Holding Company or the Shareholders of the Mid-Tier Holding Company; and provided further that, to the extent applicable, and subject to the preferences set forth and the limitations on purchases of Conversion Stock set forth in this section and Section 6 of this Plan, orders for Conversion Stock in the Community Offering shall first be filled to a maximum of 2% of If less than the total number of shares of Conversion Common Stock to be subscribed for in the Minority Offering are sold in the Offerings and thereafter any remaining shares shall be allocated on an equal number of shares basis per order until all orders have been filled. The Primary Parties may commence the Community Offering concurrently with, at any time during, or as soon as practicable after the end of, the Subscription Offering, and it is expected that shares remaining unsubscribed may be made available for purchase in the Community Offering to certain members of the general public, which may subscribe together with any Associate or group of persons Acting in Concert for up to that number of shares of Common Stock as shall equal $100,000 divided by the Purchase Price per share, subject to the maximum and minimum purchase limitations specified in Section 14 and exclusive of an increase in the total number of shares issued due to an increase in the maximum of the Estimated Valuation Range of up to 15%. The shares may be made available in the Community Offering through a direct community marketing program which may provide for utilization of a broker, dealer, consultant or investment banking firm, experienced and expert in the sale of savings institution securities. In the Community Offering, if any, shares will be available for purchase by the general public with preference given first to natural persons residing in the Local Community and second, to natural person residing in the Commonwealth of Pennsylvania ("Community Purchasers"). The Bank shall make distribution of the Common Stock to be sold in the Community Offering in such a manner as to promote a wide distribution of Common Stock. If the Community Purchasers in the Community Offering (if any), whose orders would otherwise be accepted, subscribe for more shares than are available for purchase, the shares available to them will be allocated among persons submitting orders in the Community Offering in an equitable manner as determined by the Board of Trustees. The Bank may establish all terms and conditions of such offer. The Community Offering, if any, may commence simultaneously with, during or subsequent to the completion of the Subscription Offering and if commenced simultaneously with or during the Subscription Offering the Community Offering may be limited to Community Purchases. The Community Offering, if any, must be completed within 45 days after the completion of the Subscription Offering, Offering unless otherwise extended by the Primary Parties with Department. The Bank, in its absolute discretion, reserves the right to reject any required regulatory approvalor all orders in whole or in part which are received in the Community Offering, at the time of receipt or as soon as practicable following the completion of the Community Offering.

Community Offering. Any If less than the total number of shares of Common Stock not to be subscribed for in the Minority Offering are sold in the Subscription Offering Offering, shares remaining may be offered made available for sale in a Community Offering. This will involve an offering of all unsubscribed shares directly to the general public with a preference to those natural persons residing in the Community. Subject to the requirements set forth herein, the manner in which the Conversion Stock is sold purchase in the Community Offering shall have as the objective the achievement to certain members of the widest possible distribution of such stock. In the event of a Community Offering, all shares of Conversion Stock which are not subscribed for in the Subscription Offering shall be offered for sale by means of a direct community marketing program, which may provide for the use of brokers, dealers or investment banking firms experienced in the sale of financial institution securities. Each order for Conversion Stock in the Community Offering shall be subject to the absolute right of the Primary Parties to accept or reject any such order in whole or in part either at the time of receipt of an order or as soon as practicable following completion of the Community Offering. Available shares will be allocated first to each Person whose order is accepted in an amount equal to the lesser of 100 shares or the number of shares subscribed for by each such Person, if possible. Thereafter, unallocated shares shall be allocated among the Persons whose accepted orders remain unsatisfied in the same proportion that the unfilled order of each bears to the total unfilled orders of all Persons whose accepted orders remain unsatisfied, provided that no fractional shares shall be issuedgeneral public. The maximum amount of Conversion Common Stock that any Person may purchase in the Community Offering, subject to the further limitations of Section 11 hereof (and exclusive of an increase in the total number of shares issued due to an increase in the Maximum of the Offering Range of up to 15%), shall not exceed the greater of (i) $250,000 of Conversion Stock in the Subscription Offering or (ii) one-tenth of 1% of the total offering in the Subscription Offering, provided, however, that this ^$100,000. The maximum amount may be decreased or increased to up to 5% of the total offering of shares of Conversion Stockin the Minority Offering, subject to any required regulatory approval but without the further approval of Members of the Mutual Holding Company or the Shareholders of the Mid-Tier Holding Company; and provided further thatnotice to Participants, to the extent applicable, and subject to the preferences set forth and the limitations on purchases of Conversion Stock set forth in this section and Section 6 11 of this Plan. In the Community Offering, if any, shares will be available for purchase by the general public, and a preference may be given to natural persons residing in the Local Community and second, to natural persons residing in the State of New Jersey ("Community Purchasers"). If the Persons whose orders would otherwise be accepted, subscribe for Conversion Stock more shares than are available for purchase, the shares available to them will be allocated among those persons submitting orders in the Community Offering shall first be filled ^ up to a maximum of 2% of the total number of shares of Conversion Common Stock sold offered in the Offerings Minority Offering and thereafter any remaining shares shall be allocated on an equal number of shares basis per order until all orders have been filled. The Primary Parties Stock Holding Company and the Bank may establish all terms and conditions of such offer in order to allocate shares in an equitable manner as determined by the Board of Directors. The Community Offering, if any, may commence simultaneously with, during or subsequent to the completion of the Subscription Offering and if commenced simultaneously with or during the Subscription Offering the Community Offering concurrently with, at any time during, or as soon as practicable after the end of, the Subscription Offering, and the may be limited to Community Purchasers. The Community Offering must be completed within 45 days after the completion of the Subscription Offering, Offering unless otherwise extended by the Primary Parties with OTS. The Bank and the Stock Holding Company, in their absolute discretion, reserve the right to reject any required regulatory approvalor all orders in whole or in part which are received in the Community Offering, at the time of receipt or as soon as practicable following the completion of the Community Offering.

Community Offering. Any shares Shares of Common Stock not subscribed for in the Subscription Offering may be offered for sale in a Community Offering. This will involve an offering of all unsubscribed shares directly , commencing concurrently with or subsequent to the general public with commencement of the Subscription Offering, subject to the following terms and conditions: (a) The Community Offering may be made to the those persons that the Bank determines to be members of its community, including without limitation, customers, employees, Officers, and Trustees of the Bank and their immediate families, trusts or custodial arrangements forming part of an Individual Retirement Account established pursuant to Section 408 of the Internal Revenue Code, or part of a preference qualified retirement plan established pursuant to those Section 401(a) of the Internal Revenue Code and maintained for the benefit of any such natural persons residing person, and certain institutional investors. Shares of Common Stock offered in the CommunityCommunity Offering will be offered in the order of priority listed below: (i) First, to depositors with accounts at the Bank with total balances of at least $100 at the commencement of the Community Offering; (ii) Second, to residents of Oneida County, New York; and (iii) Third, to other members of the public. (b) The Community Offering shall be completed no later than 45 days following the termination of the Subscription Offering, unless extended with the approval of the Superintendent. (c) The Community Offering shall be by means of a direct marketing program. Subject The Bank or the Company may, if the Board of Trustees of the Bank and the Board of Directors of the Company deem it advisable, engage the services of a registered broker-dealer, consultant or investment banking firm, experienced and expert in the sale of savings institution securities, to assist the requirements set forth herein, Company in the manner in which direct marketing program. The Company and the Conversion Bank shall make distribution of the Common Stock is to be sold in the Community Offering shall have in such a manner as the objective the achievement of the widest possible to promote a reasonably wide distribution of such stock. In Common Stock. (d) Any Person subscribing for Common Stock pursuant to the event provisions of a Community Offering, all shares of Conversion Stock which are not subscribed for in the Subscription Offering this Section 3.05 shall be offered required to purchase a minimum of 25 shares to the extent such shares are available for sale by means purchase. The maximum amount that any Person, together with any Associate or group of a direct community marketing programPersons Acting in Concert, which may provide subscribe for the use of brokers, dealers or investment banking firms experienced in the sale of financial institution securities. Each order for Conversion Stock in the Community Offering shall be subject to the absolute right $150,000 of the Primary Parties Common Stock offered in the Reorganization; provided, however, that the amount permitted to accept or reject any such order be purchased in whole or in part either at the time of receipt of an order or as soon as practicable following completion Community Offering may be increased to 5.0% of the Common Stock issued in the Stock Offering or decreased to less than $150,000 without the further approval of depositors or resolicitation of subscribers. If there are not sufficient shares available to fill all subscription requests, the total number of shares available in the Community Offering. Available Offering shall be allocated to each subscriber whose order is accepted, the shares available to such subscriber will be allocated first in the manner which permits each such person, to each Person whose order is accepted in an amount the extent possible, to purchase the number of shares necessary to make his total allocation of Common Stock equal to the lesser of 100 shares or the number of shares subscribed for by each such Personpersons, if possible. Thereafterthereafter, unallocated shares shall will be allocated among the Persons such persons whose accepted orders subscriptions remain unsatisfied on a 100 shares per order basis until all such orders have been filled or the remaining shares have been allocated. (e) The Bank shall make reasonable efforts to comply with the securities laws of all States in the same proportion that the unfilled order United States in which Persons entitled to subscribe for shares of each bears Common Stock pursuant to the total unfilled orders of all Persons whose accepted orders remain unsatisfied, provided that no fractional shares shall Plan reside. No Person will be issued. The amount of Conversion Stock that offered or sold any Person may purchase in the Community Offering shall not exceed the greater of (i) $250,000 of Conversion Stock in the Subscription Offering or (ii) one-tenth of 1% of the total offering in the Subscription Offering, provided, however, that this amount may be increased to up to 5% of the total offering of shares of Conversion Stock, subject to any required regulatory approval but without the further approval of Members of the Mutual Holding Company or the Shareholders of the Mid-Tier Holding Company; and provided further that, to the extent applicable, and subject to the preferences set forth and the limitations on purchases of Conversion Stock set forth in this section and Section 6 of this Plan, orders for Conversion Common Stock in the Community Offering shall first be filled if such Person resides in a foreign jurisdiction. (f) Notwithstanding the foregoing, the Company reserves the absolute right to a maximum of 2% of the total number of shares of Conversion Stock sold in the Offerings and thereafter accept or reject any remaining shares shall be allocated on an equal number of shares basis per order until or all orders have been filled. The Primary Parties may commence in the Community Offering concurrently with, at in whole or in part for any time during, reason not in contravention of any applicable law or as soon as practicable after the end of, the Subscription Offering, and the Community Offering must be completed within 45 days after the completion of the Subscription Offering, unless extended by the Primary Parties with any required regulatory approvalregulation.

Community Offering. Any If less than the total number of shares of Common Stock not to be subscribed for in the Minority Offering are sold in the Subscription Offering Offering, shares remaining may be offered made available for sale in a Community Offering. This will involve an offering of all unsubscribed shares directly to the general public with a preference to those natural persons residing in the Community. Subject to the requirements set forth herein, the manner in which the Conversion Stock is sold purchase in the Community Offering shall have as the objective the achievement to certain members of the widest possible distribution of such stock. In the event of a Community Offering, all shares of Conversion Stock which are not subscribed for in the Subscription Offering shall be offered for sale by means of a direct community marketing program, which may provide for the use of brokers, dealers or investment banking firms experienced in the sale of financial institution securities. Each order for Conversion Stock in the Community Offering shall be subject to the absolute right of the Primary Parties to accept or reject any such order in whole or in part either at the time of receipt of an order or as soon as practicable following completion of the Community Offering. Available shares will be allocated first to each Person whose order is accepted in an amount equal to the lesser of 100 shares or the number of shares subscribed for by each such Person, if possible. Thereafter, unallocated shares shall be allocated among the Persons whose accepted orders remain unsatisfied in the same proportion that the unfilled order of each bears to the total unfilled orders of all Persons whose accepted orders remain unsatisfied, provided that no fractional shares shall be issuedgeneral public. The maximum amount of Conversion Common Stock that any Person may purchase in the Community Offering, subject to the further limitations of Section 11 hereof (and exclusive of an increase in the total number of shares issued due to an increase in the Maximum of the Offering Range of up to 15%), shall not exceed the greater of (i) $250,000 of Conversion Stock in the Subscription Offering or (ii) one-tenth of 1% of the total offering in the Subscription Offering, provided, however, that this 300,000. The maximum amount may be decreased or increased to up to 5% of the total offering of shares of Conversion Stockin the Minority Offering, subject to any required regulatory approval but without the further approval of Members of the Mutual Holding Company or the Shareholders of the Mid-Tier Holding Company; and provided further thatnotice to Participants, to the extent applicable, and subject to the preferences set forth and the limitations on purchases of Conversion Stock set forth in this section and Section 6 11 of this Plan. In the Community Offering, if any, shares will be available for purchase by the general public, and a preference may be given to natural persons residing in the Local Community and second, to natural persons residing in the State of New Jersey ("Community Purchasers"). If the Persons whose orders would otherwise be accepted, subscribe for Conversion Stock more shares than are available for purchase, the shares available to them will be allocated among those persons submitting orders in the Community Offering shall first be filled up to a maximum of 2% of the total number of shares of Conversion Common Stock sold offered in the Offerings Minority Offering and thereafter any remaining shares shall be allocated on an equal number of shares basis per order until all orders have been filled. The Primary Parties Stock Holding Company and the Bank may establish all terms and conditions of such offer in order to allocate shares in an equitable manner as determined by the Board of Directors. The Community Offering, if any, may commence simultaneously with, during or subsequent to the completion of the Subscription Offering and if commenced simultaneously with or during the Subscription Offering the Community Offering concurrently with, at any time during, or as soon as practicable after the end of, the Subscription Offering, and the may be limited to Community Purchasers. The Community Offering must be completed within 45 days after the completion of the Subscription Offering, Offering unless otherwise extended by the Primary Parties with OTS. The Bank and the Stock Holding Company, in their absolute discretion, reserve the right to reject any required regulatory approvalor all orders in whole or in part which are received in the Community Offering, at the time of receipt or as soon as practicable following the completion of the Community Offering.

Community Offering. Any shares of Common Stock not subscribed for in the Subscription Offering may be offered for sale in a Community Offering. This will involve an offering of all unsubscribed shares directly to the general public with a preference to those natural persons residing in the Community. Subject to the requirements set forth herein, the manner in which the Conversion Stock is sold in the Community Offering shall have as the objective the achievement of the widest possible distribution of such stock. In the event of a Community Offering, all shares of Conversion Stock which are not subscribed for in the Subscription Offering shall be offered for sale by means of a direct community marketing program, which may provide for the use of brokers, dealers or investment banking firms experienced in the sale of financial institution securities. Each order for Conversion Stock in the Community Offering shall be subject to the absolute right of the Primary Parties to accept or reject any such order in whole or in part either at the time of receipt of an order or as soon as practicable following completion of the Community Offering. Available shares will be allocated first to each Person whose order is accepted in an amount equal to the lesser of 100 shares or the number of shares subscribed for by each such Person, if possible. Thereafter, unallocated shares shall be allocated among the Persons whose accepted orders remain unsatisfied in the same proportion that the unfilled order of each bears to the total unfilled orders of all Persons whose accepted orders remain unsatisfied, provided that no fractional shares shall be issued. The amount of Conversion Stock that any Person may purchase in the Community Offering shall not exceed the greater of (i) $250,000 ____ of Conversion Stock in the Subscription Offering or (ii) one-tenth of 1up to 5% of the total offering in the Subscription Offeringoffering, provided, however, that this amount may be increased to up to 5% of the total offering of shares of Conversion Stock, subject to any required regulatory approval but without the further approval of Members of the Mutual Holding Company or the Shareholders of the Mid-Tier Holding Company; and provided further that, to the extent applicable, and subject to the preferences set forth and the limitations on purchases of Conversion Stock set forth in this section and Section 6 of this Plan, orders for Conversion Stock in the Community Offering shall first be filled to a maximum of 2% of the total number of shares of Conversion Stock sold in the Offerings and thereafter any remaining shares shall be allocated on an equal number of shares basis per order until all orders have been filled. The Primary Parties may commence the Community Offering concurrently with, at any time during, or as soon as practicable after the end of, the Subscription Offering, and the Community Offering must be completed within 45 days after the completion of the Subscription Offering, unless extended by the Primary Parties with any required regulatory approval.

Community Offering. Any If less than the total number of shares of Common Stock not to be subscribed for in the Stock Offering are sold in the Subscription Offering Offering, shares remaining may be offered made available for sale in a Community Offering. This will involve an offering of all unsubscribed shares directly to the general public with a preference to those natural persons residing in the Community. Subject to the requirements set forth herein, the manner in which the Conversion Stock is sold purchase in the Community Offering shall have as the objective the achievement to certain members of the widest possible distribution of such stock. In the event of a Community Offering, all shares of Conversion Stock which are not subscribed for in the Subscription Offering shall be offered for sale by means of a direct community marketing program, which may provide for the use of brokers, dealers or investment banking firms experienced in the sale of financial institution securities. Each order for Conversion Stock in the Community Offering shall be subject to the absolute right of the Primary Parties to accept or reject any such order in whole or in part either at the time of receipt of an order or as soon as practicable following completion of the Community Offering. Available shares will be allocated first to each Person whose order is accepted in an amount equal to the lesser of 100 shares or the number of shares subscribed for by each such Person, if possible. Thereafter, unallocated shares shall be allocated among the Persons whose accepted orders remain unsatisfied in the same proportion that the unfilled order of each bears to the total unfilled orders of all Persons whose accepted orders remain unsatisfied, provided that no fractional shares shall be issuedgeneral public. The maximum amount of Conversion Common Stock that any Person may purchase in the Community Offering, subject to the further limitations of Section 12 hereof (and exclusive of an increase in the total number of shares issued due to an increase in the maximum of the Offering Range of up to 15%), shall not exceed the greater of (i) $250,000 of Conversion Stock in the Subscription Offering or (ii) one-tenth of 1% of the total offering in the Subscription Offering, provided, however, that this 200,000. The maximum amount may be decreased or increased to up to 5% of the total offering of shares of Conversion Stockin the Stock Offering, subject to any required regulatory approval but without the further approval of Members of the Mutual Holding Company or the Shareholders of the Mid-Tier Holding Company; and provided further thatnotice to Participants, to the extent applicable, and subject to the preferences set forth in Section 12 hereof. In the Community Offering, if any, shares will be available for purchase by certain members of the general public, and a preference may be given to natural persons and trusts of natural persons residing in the limitations on purchases Local Community and second, to natural persons and trusts of Conversion Stock set forth natural persons residing in this section and Section 6 the State of this PlanNew Jersey ("Community Purchasers"). If the Persons whose orders would otherwise be accepted, subscribe for more shares than are available for purchase, the shares available to them will be allocated among those Persons submitting orders for Conversion Stock in the Community Offering shall first be filled up to a maximum of 2% of the total number of shares of Conversion Common Stock sold offered in the Offerings Stock Offering and thereafter any remaining shares shall be allocated on an equal number of shares basis per order until all orders have been filled. The Primary Parties Stock Holding Company and the Bank may establish all terms and conditions of such offer in order to allocate shares in an equitable manner as determined by the Board of Directors. The Community Offering, if any, may commence simultaneously with, during or subsequent to the completion of the Subscription Offering and if commenced simultaneously with or during the Subscription Offering the Community Offering concurrently with, at any time during, or as soon as practicable after the end of, the Subscription Offering, and the may be limited to Community Purchasers. The Community Offering must be completed within 45 days after the completion of the Subscription Offering, Offering unless otherwise extended by the Primary Parties with OTS. The Bank and the Stock Holding Company, in their absolute discretion, reserve the right to reject any required regulatory approvalor all orders in whole or in part which are received in the Community Offering, at the time of receipt or as soon as practicable following the completion of the Community Offering.