Common use of CREDIT UNDERWRITING AND ADMINISTRATION Clause in Contracts

CREDIT UNDERWRITING AND ADMINISTRATION. (1) Effective as of the date of this Agreement, the Board shall ensure that all lending officers comply with all laws, rules, regulations, Bank policies and procedures, safe and sound banking practices, and fiduciary duties. The Board shall ensure that there is a program in place that includes: (a) a requirement to provide training from a qualified third-party or the independent consultant for loan officers to ensure they understand policy requirements and prudent underwriting standards; (b) the establishment of a tracking system to ensure that the appropriate documentation is obtained for financial and collateral requirements for each loan; (c) policies and procedures designed to aggregate, track and eliminate exceptions to the Bank’s loan policy, underwriting guidelines, and supervisory loan to value limits, for all loans to include, at a minimum: (i) monthly Board monitoring of policy exception reports that track aggregate number and dollar amount of loans with material exceptions by type of loan and loan officer; and (ii) procedures to hold employees and officers accountable for non- compliance with the Bank’s loan policy and other underwriting requirements; and (d) procedures to ensure that loans are properly monitored to include periodic receipt, analysis and documentation of sufficient financial and operating information to measure and monitor the borrower’s and guarantor’s financial condition and repayment ability, to include periodic (at least annually) cash flow analysis of income-producing collateral. (2) Effective as of the date of this Agreement, the Bank may not grant, extend, renew, modify or restructure any loan or other extension of credit that is equal to or exceeding fifty thousand dollars ($50,000), involving a classified or special mention credit relationship or a new credit relationship, without: (a) documenting the specific reason or purpose for the extension of credit; (b) identifying the primary source of repayment in writing and lien status; (c) structuring the repayment terms to coincide with the expected source of repayment; (d) obtaining current and satisfactory credit information, including information necessary to perform cash flow analysis; (e) performing analysis of credit information to include an appropriate cash flow analysis of all expected repayment sources; (f) documenting the analysis of such credit information; (g) determining and documenting whether the loan complies with the Bank’s loan policy and if it does not comply, providing identification of the exception and ample justification to support waiving the policy exception; (h) making and documenting the determinations made regarding the customer’s ability to repay the credit on the proposed repayment terms; (i) providing an accurate risk assessment grade for all loan types; (j) documenting, with adequate supporting material, the value of collateral and collateral type for each loan and properly perfecting the Bank’s lien on it where applicable; (k) ensuring that the extension of credit does not contain inappropriate capitalization of interest or amortizations; and (l) obtaining the written approval of the Bank’s Board if required by Bank policy. (3) The Board shall take the necessary steps to ensure that current and satisfactory credit and proper collateral information is maintained on all loans. Within thirty (30) days of notification, the Board shall ensure that the Bank obtains any missing credit or collateral information described in the most recent examination of the Bank, in any internal or external loan review, or in any listings of loans lacking such information provided to management by the National Bank Examiners at the conclusion of an examination.

CREDIT UNDERWRITING AND ADMINISTRATION. (1) Effective as of the date of this Agreement, the Board shall ensure that all lending officers comply with all laws, rules, regulations, Bank policies and procedures, safe and sound banking practices, and fiduciary duties. The Board shall ensure that there is a program in place that includes: (a) a requirements that lending officers appropriately analyze, document, and communicate appropriate credit and collateral information; (b) requirement to provide training from a qualified third-party or the independent consultant for loan officers to ensure they understand policy requirements and prudent underwriting standardsrequirements; (bc) the establishment of a tracking system to ensure that the appropriate documentation is obtained for financial and collateral requirements for each loan; (cd) policies and procedures designed to aggregate, track and eliminate exceptions to the Bank’s loan policyLoan Policy, underwriting guidelines, and supervisory loan to value limits, for all loans to include, at a minimum: (i) monthly Board monitoring of policy exception reports that track aggregate number and dollar amount of loans with material exceptions by type of loan and loan officer; and (ii) procedures to hold employees and officers accountable for non- non-compliance with the Bank’s loan policy and other underwriting requirements; and. (de) procedures to ensure that loans are properly monitored to include periodic receipt, analysis and documentation of sufficient financial and operating information to measure and monitor the borrower’s and guarantor’s financial condition and repayment ability, to include periodic (at least annually) cash flow analysis of income-income- producing collateral. (2) Effective as of the date of this Agreement, the Bank may not grant, extend, renew, modify or restructure any loan or other extension of credit that is credit, or purchase any loan participation, equal to or exceeding two hundred fifty thousand dollars ($50,000), involving a classified or special mention credit relationship or a new credit relationship, 250,000) without: (a) documenting the specific reason or purpose for the extension of credit; (b) identifying the primary source of repayment in writing and lien status; (c) structuring the repayment terms to coincide with the expected source of repayment; (d) obtaining current and satisfactory verified credit information, including information necessary to perform cash flow analysis; (e) performing and documenting analysis of credit information to include an appropriate and a detailed cash flow analysis of all expected repayment sources; (f) documenting the analysis of such credit information; (ge) determining and documenting whether the loan complies with the Bank’s loan policy Loan Policy and if it does not comply, providing identification of the exception and ample justification to support waiving the policy exception; (hf) making and documenting the determinations made regarding the customer’s ability to repay the credit on the proposed repayment terms; (ig) providing an accurate risk assessment grade for all loan types; (jh) documenting, documenting with adequate supporting material, the value of collateral and collateral type for each loan and loan, properly perfecting the Bank’s lien on it where applicable; (k) ensuring that the extension of credit does not contain inappropriate capitalization of interest or amortizations; and (li) obtaining the written approval of the Bank’s Board if required by Bank policyperforming adequate documented credit analysis for participation loans in accordance with OCC Banking Circular 181 (Revised), dated August 2, 1984, and 12 C.F.R. Part 34. (3) The Board shall take the necessary steps to ensure that current and satisfactory credit and proper collateral information is maintained on all loans. Within thirty (30) days of notification, the Board shall ensure that the Bank obtains any takes reasonable steps to obtain missing credit or collateral information described in the most recent examination of the Bank▇▇▇, in any internal or external loan review, or in any listings of loans lacking such information provided to management by the National Bank Examiners at the conclusion of an examination.

CREDIT UNDERWRITING AND ADMINISTRATION. (1) Effective as of the date of this Agreement, the Board shall ensure that all lending officers comply with all laws, rules, regulations, Bank policies and procedures, safe and sound banking practices, and fiduciary duties. (2) Within ninety (90) days of this Agreement, the Board shall develop and submit to the Assistant Deputy Comptroller for a prior written determination of no supervisory objection, a program to improve the Bank’s credit risk management and administration practices. The Board program shall ensure that there is include at a program in place that includesminimum, provisions requiring: (a) a requirement to provide training from a qualified third-party or the independent consultant for loan officers procedures to ensure they understand that the Bank does not grant, extend, renew, alter or restructure any loan or other extension of credit equal to or exceeding one-hundred thousand dollars ($100,000), without: (i) documenting the specific reason or purpose for the extension of credit; (ii) identifying the expected source of repayment in writing; (iii) structuring the repayment terms to coincide with the expected source of repayment and the useful life of the collateral; (iv) obtaining current and satisfactory credit information, including performing and documenting analysis of credit information and a detailed cash flow analysis of all expected repayment sources, including global cash flow analysis where appropriate; (v) determining and documenting whether the loan complies with the Bank’s Loan Policy and if it does not comply, providing identification of the exception and ample justification to support waiving the policy requirements exception; (vi) making and prudent underwriting standardsdocumenting the determinations made regarding the customer’s ability to repay the credit on the proposed repayment terms; (vii) providing an accurate risk assessment grade and proper accrual status for each credit; (viii) obtaining an appraisal or evaluation as appropriate; (ix) documenting, with adequate supporting material, the value of collateral and properly perfecting the Bank’s lien on it where applicable; and (x) obtaining the written approval of the Bank’s Loan Committee or Board; (b) the establishment of a tracking system to ensure that the appropriate documentation is obtained for financial and collateral requirements for each loan; (c) policies and procedures designed to aggregate, track and eliminate exceptions to the Bank’s loan policy, Loan Policy and underwriting guidelines, and supervisory loan to value limits, guidelines for all loans to include, at a minimum: (i) monthly Board monitoring of policy exception reports that track aggregate number and dollar amount of loans with material underwriting exceptions by type of loan and loan officer; (ii) accountability by the lending staff for such exceptions that, at a minimum, considers such exceptions in the periodic performance reviews and compensation of such lending staff; and (iiiii) procedures to hold employees and officers accountable standards for non- compliance with the Bank’s when installment loan policy exceptions are appropriate and other underwriting requirements; andwhat factors should exist to mitigate exceptions; (dc) procedures to ensure that commercial loans are properly monitored to include periodic receipt, analysis and documentation of sufficient financial and operating information to measure and monitor the borrower’s and guarantor’s financial condition and repayment ability; (d) controls to ensure that installment loans are underwritten in accordance with the Bank’s Loan Policy and safe and sound banking practices, to include periodic at a minimum, policies and procedures to ensure that customers: (i) meet employment and residency requirements; (ii) provide complete financial information; and (iii) provide sufficient collateral to meet or exceed required loan-to-value guidelines; and (e) controls to ensure repossessed assets are properly safeguarded and accounted for in accordance with Generally Accepted Accounting Principles (“GAAP”), to include at least annuallya minimum: (i) cash flow analysis the centralization and assignment of income-producing collateralaccountability for the maintenance of proper documentation, files and accounting; (ii) procedures to ensure repossessed assets are appropriately valued and recorded; and (iii) the development of appropriate internal controls over repossessed assets. (23) Effective as Upon receiving a written determination of no supervisory objection from the date Assistant Deputy Comptroller, the Board shall immediately implement and thereafter ensure adherence to the program, policies and procedures required by this Article. (4) Within thirty (30) days of this Agreement, the Bank may not grant, extend, renew, modify or restructure any loan or other extension of credit that is equal to or exceeding fifty thousand dollars ($50,000), involving a classified or special mention credit relationship or a new credit relationship, without: (a) documenting the specific reason or purpose for the extension of credit; (b) identifying the primary source of repayment in writing and lien status; (c) structuring the repayment terms to coincide with the expected source of repayment; (d) obtaining current and satisfactory credit information, including information necessary to perform cash flow analysis; (e) performing analysis of credit information to include an appropriate cash flow analysis of all expected repayment sources; (f) documenting the analysis of such credit information; (g) determining and documenting whether the loan complies with the Bank’s loan policy and if it does not comply, providing identification of the exception and ample justification to support waiving the policy exception; (h) making and documenting the determinations made regarding the customer’s ability to repay the credit on the proposed repayment terms; (i) providing an accurate risk assessment grade for all loan types; (j) documenting, with adequate supporting material, the value of collateral and collateral type for each loan and properly perfecting the Bank’s lien on it where applicable; (k) ensuring that the extension of credit does not contain inappropriate capitalization of interest or amortizations; and (l) obtaining the written approval of the Bank’s Board if required by Bank policy. (3) The Board shall take the necessary steps to ensure that obtain current and satisfactory credit and proper collateral information is maintained on all loans. Within thirty (30) days of notificationloans lacking such information, the Board shall ensure that the Bank obtains any missing credit or collateral information described including those listed in the most recent examination Report of Examination conducted as of June 30, 2008 (the Bank“▇▇▇”), in any subsequent Report of Examination, in any internal or external loan review, or in any listings of loans lacking such information provided to management by the National Bank Examiners at the conclusion of an examination. (5) Within thirty (30) days of this Agreement, the Board shall ensure proper collateral documentation is maintained on all loans and correct each collateral exception listed in the ▇▇▇, in any subsequent Report of Examination, in any internal or external loan review, or in any listings of loans lacking such information provided to management by the National Bank Examiners at the conclusion of an examination.

CREDIT UNDERWRITING AND ADMINISTRATION. (1) Effective as Within seventy-five (75) days of the date of this Agreement, the Board Bank shall submit to the ADC for review and prior written determination of no supervisory objection a credit underwriting and administration program (“Program”) designed to ensure that all lending officers comply the Bank obtains and analyzes credit and collateral information sufficient to identify, monitor, and report the Bank’s credit risk, properly account for loans, and assign accurate risk ratings in a timely manner. The Program shall be consistent with all laws, rules, regulations, Bank policies and procedures, safe and sound banking practices. (2) The credit underwriting and administration program shall, and fiduciary duties. The Board shall ensure that there is at a program in place that includesminimum, include: (a) a requirement to provide training from a qualified third-party or the independent consultant for policies that address acceptable loan officers to ensure they understand policy types, terms, concentration limits, and collateral requirements and prudent underwriting standardsexceptions; (b) a description of the establishment types of credit information required from borrowers and guarantors prior to making a tracking system to ensure that the appropriate documentation is obtained for loan determination, including, annual statements, interim financial statements, personal financial statements, and collateral requirements for each loantax returns with supporting schedules; (c) policies procedures that require any extensions of credit are granted, by renewal or otherwise, only after obtaining the required credit information and procedures designed to aggregate, track adequately analyzing and eliminate exceptions to the Bank’s loan policy, underwriting guidelines, and supervisory loan to value limits, for all loans to include, at a minimum: (i) monthly Board monitoring of policy exception reports that track aggregate number and dollar amount of loans with material exceptions by type of loan and loan officer; and (ii) procedures to hold employees and officers accountable for non- compliance with the Bank’s loan policy and other underwriting requirements; and (d) procedures to ensure that loans are properly monitored to include periodic receipt, analysis and documentation of sufficient financial and operating information to measure and monitor documenting the borrower’s and guarantor’s financial condition cash flow, debt service requirements, contingent liabilities, global liquidity condition, and repayment abilitysensitivity analysis in support of the credit decision; (d) specific assignment of responsibility and accountability over the credit administration process to ensure the Program developed pursuant to this Article is effectively implemented; and (e) the Board must review the experience level of lending staff, on an annual basis, to include ensure employees have the requisite knowledge to perform their duties, and must implement a plan to hire additional staff and/or provide periodic (at least annually) cash flow analysis of income-producing collateraltraining where staffing or knowledge gaps exist. (23) Effective as of the date of this Agreement, the Bank may not grant, extend, renew, modify alter or restructure any loan or other extension of credit that is equal to or exceeding fifty thousand dollars ($50,000), involving a classified or special mention credit relationship or a new credit relationship, without: (a) documenting the specific reason or purpose for the extension of credit; (b) identifying the primary expected source of repayment in writing and lien statuswriting; (c) structuring the repayment terms to coincide with the expected source of repayment; (d) obtaining current and satisfactory credit information, including information necessary to perform cash flow analysis; (e) performing and documenting analysis of credit information to include an appropriate and a detailed cash flow analysis of all expected repayment sources; (f) documenting the analysis of such credit information; (ge) determining and documenting whether the loan complies with the Bank’s 's loan policy and if it does not comply, providing identification of the exception and ample justification to support waiving the policy exception; (hf) making determining and documenting the determinations made regarding the customer’s 's ability to repay the credit on the proposed repayment terms; (ig) providing an accurate risk assessment grade rating and proper accrual status for all loan types;each credit; and (jh) documenting, with adequate supporting material, the value of collateral and collateral type for each loan collateral; and properly perfecting the Bank’s 's lien on it where applicable; (k) ensuring that the extension of credit does not contain inappropriate capitalization of interest or amortizations; and (l) obtaining the written approval of the Bank’s Board if required by Bank policy. (34) The Board shall take the necessary steps to ensure that current and satisfactory credit and proper collateral information is maintained on all loans. Within thirty fifteen (3015) days following receipt of notificationthe ADC’s written determination of no supervisory objection to the Program, the Board shall adopt and Bank management, subject to Board review and ongoing monitoring, shall immediately implement and thereafter ensure that adherence to the Bank obtains Program and any missing credit amendments or collateral information described in the most recent examination of the Bank, in any internal or external loan review, or in any listings of loans lacking such information provided to management by the National Bank Examiners at the conclusion of an examinationrevisions thereto.

CREDIT UNDERWRITING AND ADMINISTRATION. (1) Effective as of the date of this Agreement, the Board shall ensure that all lending officers comply with all laws, rules, rules and regulations, Bank policies and procedures, safe and sound banking practices, and fiduciary duties. The Board shall ensure that there is a program in place that includesaddresses: (a) a requirements that lending officers appropriately analyze, document, and communicate appropriate credit and collateral information; (b) requirement to provide establish a training from a qualified third-party or the independent consultant policy for loan officers to ensure they understand policy requirements and prudent underwriting standardsrequirements; (bc) the establishment of a tracking system to ensure that the appropriate documentation is obtained for financial and collateral requirements for each loan; (cd) policies and procedures designed to aggregate, track and eliminate exceptions to the Bank’s loan policyPolicy, underwriting guidelines, and supervisory loan to value limits, for all loans to include, at a minimum: (i) monthly Board monitoring of policy exception reports that track aggregate number and dollar amount of loans with material exceptions by type of loan and loan officer; and; (ii) procedures procedure to hold employees and officers accountable for non- compliance noncompliance with the Bank’s loan policy and other underwriting requirements; and (de) procedures to ensure that loans are properly monitored to include periodic receipt, analysis and documentation of sufficient financial and operating information to measure and monitor the borrower’s and guarantor’s financial condition and repayment ability, to include periodic (at least annually) cash flow analysis of income-income producing collateral. (2) Effective as of the date of this Agreement, the Bank may not grant, extend, renew, renew modify or restructure any loan or other extension of credit that is credit, or purchase any loan participation equal to or exceeding fifty one-hundred thousand dollars ($50,000100,000), involving a classified or special mention credit relationship or a new credit relationship, without: (a) documenting the specific reason or purpose for the extension of credit; (b) identifying the primary expected source of repayment in writing and lien statuswriting; (c) analyzing of the adequacy of repayment including borrower’s ability to service the debt with recurring cash flow; (d) structuring the repayment terms to coincide with the expected source of repaymentrepayment and the useful life of the collateral; (de) obtaining current and satisfactory credit information, including information necessary to perform cash flow analysis; (e) and performing and documenting a financial analysis of credit information to include an appropriate information, including a detailed cash flow analysis of all expected repayment sources. The analysis should document an assessment and conclusions on the borrower and guarantor’s financial condition and trends in the borrowers financial information such as the adequacy of global cash flow, the level of leverage, and the level and verification of liquid assets, where appropriate; (f) documenting the analysis of such credit information; (g) determining and documenting whether the loan complies with the Bank’s loan policy and if it does not comply, providing identification of the exception exception(s) and ample justification to support waiving the policy exceptionexception(s); (h) making and documenting the determinations made regarding the customer’s ability to repay the credit on the proposed repayment terms; (ig) providing an accurate risk assessment grade and proper accrual status for all each credit; (h) obtaining appraisals or evaluations, as appropriate; (i) performing loan typesstress testing and/or sensitivity analysis on individual loans as required by the Bank’s loan policy and prudent banking standards; (j) documenting, with adequate supporting material, the value of collateral and collateral type for each loan and properly perfecting the Bank’s lien on it where applicable; (k) ensuring that the extension of credit does not contain inappropriate capitalization of interest or amortizations; and (l) obtaining the written approval of the Bank’s Board if required by Bank policyLoan Committee or Board; and (k) ensuring that any participations purchased are consistent with sound banking practices. Refer to the guidelines set forth in Banking Circular 181 (revised), dated August 2, 1984. (3) The Board shall take the necessary steps to ensure that current and satisfactory credit and proper collateral information is maintained on all loans. Within thirty (30) days of notification, the Board shall ensure that the Bank obtains any missing credit or collateral information described in the most recent examination information, as of the Bankdate of this Agreement, communicated in any internal or external loan review, or in any listings of loans lacking such information provided to management by the National Bank Examiners at the conclusion of an examination.

CREDIT UNDERWRITING AND ADMINISTRATION. (1) Effective as of the date of this Agreement, the Board shall ensure that all lending officers comply with all laws, rules, regulations, Bank policies and procedures, safe and sound banking practices, and fiduciary duties. The Board shall ensure that there is a program in place that includes: (a) a requirement to provide training from a qualified third-party or the independent consultant for loan officers to ensure they understand policy requirements and prudent underwriting standards; (b) the establishment of a tracking system to ensure that the appropriate documentation is obtained for financial and collateral requirements for each loan; (c) policies and procedures designed to aggregate, track and eliminate exceptions to the Bank’s loan policy, underwriting guidelines, and supervisory loan to value limits, for all loans to include, at a minimum: (i) monthly Board monitoring of policy exception reports that track aggregate number and dollar amount of loans with material exceptions by type of loan and loan officer; and (ii) procedures to hold employees and officers accountable for non- compliance with the Bank’s loan policy and other underwriting requirements; and (d) procedures to ensure that loans are properly monitored to include periodic receipt, analysis and documentation of sufficient financial and operating information to measure and monitor the borrower’s and guarantor’s financial condition and repayment ability, to include periodic (at least annually) cash flow analysis of income-producing collateral. (2) Effective as of the date of this Agreement, the Bank may not grant, extend, renew, modify or restructure any loan or other extension of credit that is (including participations), or purchase any new loan participation, equal to or exceeding two hundred fifty thousand dollars ($50,000), involving a classified or special mention credit relationship or a new credit relationship, 250,000) without: (a) documenting the specific reason or purpose for the extension of credit; (b) identifying the primary expected source of repayment in writing and lien statuswriting; (c) structuring the repayment terms to coincide with the expected source of repayment; (d) obtaining current and satisfactory credit information, including information necessary to perform cash flow analysis; (e) performing and documenting analysis of credit information to include an appropriate information, a detailed cash flow analysis of all expected repayment sources, and a global cash flow analysis to evaluate the repayment ability of borrowers with multiple projects; (f) documenting the analysis of such credit information; (ge) determining and documenting whether the loan complies with the Bank’s loan policy Loan Policy and if it does not comply, providing identification of the exception and ample justification to support waiving the policy exception; (hf) making and documenting the determinations made regarding the customer’s ability to repay the credit on the proposed repayment terms; (ig) providing an accurate risk assessment grade and proper accrual status for all loan typeseach credit; (jh) documenting, with adequate supporting material, the value of collateral and collateral type for each loan and properly perfecting the Bank’s lien on it where applicable; (k) ensuring that the extension of credit does not contain inappropriate capitalization of interest or amortizations; and (li) obtaining the written approval of the Bank’s Board if required by Bank policyLoan Committee or Board. (3) The Within sixty (60) days of this Agreement, the Board shall take the necessary steps to ensure that current eliminate credit, collateral, and satisfactory credit and proper collateral information is maintained on all loans. Within thirty (30) days of notificationBank Loan Policy exceptions, to include, at a minimum, the Board shall ensure development of policies and procedures to hold loan officers accountable for such exceptions and that the Bank obtains any missing credit or collateral information described considers such exceptions in the most recent examination their periodic performance reviews and compensation of the Bank, in any internal or external such loan review, or in any listings of loans lacking such information provided to management by the National Bank Examiners at the conclusion of an examinationofficers.

CREDIT UNDERWRITING AND ADMINISTRATION. (1) Effective as of the date of this Agreement, the Board shall ensure that all lending officers comply with all laws, rules, regulations, Bank policies and procedures, safe and sound banking practices, and fiduciary duties. The . (2) Within sixty (60) days of the date of this Agreement, the Board shall revise, adopt, implement, and thereafter ensure that there is Bank adherence to a written program in place that includes: (a) a requirement to provide training from a qualified third-party or the independent consultant for loan officers to ensure they understand policy requirements and prudent underwriting standards; (b) the establishment of a tracking system to ensure that the appropriate documentation is obtained for financial and collateral requirements for each loan; (c) policies and procedures designed to aggregate, aggregate and track and eliminate exceptions to the Bank’s loan policy, Bank Loan Policy and underwriting guidelines, and supervisory loan to value limits, guidelines for all loans and exceptions to include, the appraisal requirements specified in paragraph (5) of this Article. This includes at a minimum: (i) , monthly Board monitoring of policy exception exceptions reports that track aggregate number and dollar amount of loans with material underwriting exceptions by type of loan and by loan officer; and (ii) procedures to hold employees and officers accountable for non- compliance with the Bank’s loan policy and other underwriting requirements; and (d) procedures to ensure that loans are properly monitored to include periodic receipt, analysis and documentation of sufficient financial and operating information to measure and monitor the borrower’s and guarantor’s financial condition and repayment ability, to include periodic (at least annually) cash flow analysis of income-producing collateral. (23) Effective as of the date of this Agreement, the Bank may not grant, extend, renew, modify alter or restructure any commercial or commercial real estate loan or other extension of credit that is equal to or exceeding fifty thousand dollars ($50,000), involving a classified or special mention credit relationship or a new credit relationship, without: (a) documenting Documenting the specific reason or purpose for the extension of credit; (b) identifying Identifying the primary expected source of repayment in writing and lien statuswriting; (c) structuring Structuring the repayment terms to coincide with the expected source of repayment; (d) obtaining Obtaining current and satisfactory credit information, including information necessary to perform cash flow analysis; (e) performing and documenting analysis of credit information to include an appropriate and a detailed cash flow analysis of all expected repayment sources, including a detailed analysis of the financial support of significant guarantors; (e) Performing a consistent and complete overview of the borrower’s other obligations (at both this Bank and other financial institutions) to analyze and determine the borrower’s overall debt load and ensure a robust global debt service analysis; (f) documenting the analysis of such credit information; (g) determining Determining and documenting whether the loan complies with the Bank’s loan policy Loan Policy, and if it does not comply, providing identification of the exception and ample justification to support waiving the policy exception; (hg) making and documenting the determinations made Documenting a determination regarding the customer’s ability to repay the credit on the proposed repayment terms; (ih) providing Providing an accurate risk assessment grade according to the guidelines set forth in Rating Credit Risk, A-RCR, of the Comptroller’s Handbook, and recognizing nonaccrual status for all loan typeseach credit according to the guidelines set forth in the Instructions for Preparation of Consolidated Reports of Condition and Income (“Call Report”); (ji) documentingDocumenting, with adequate supporting material, the value of collateral and collateral type for each loan and properly perfecting proper perfection of the Bank’s lien on it where applicable; (k) ensuring that the extension of credit does not contain inappropriate capitalization of interest or amortizationsapplicable collateral; and (lj) obtaining Obtaining the written approval of the Bank’s Board if required by Bank policyExecutive Loan Committee for any commercial real estate credits and any other credit greater than $300,000. (34) The Board shall take the necessary steps to ensure that current and satisfactory credit and proper collateral information is maintained on all loans. Within thirty (30) days of notificationthe date of this Agreement, the Board shall revise, adopt, implement and thereafter ensure Bank adherence to a written program of policies and procedures designed to manage the risk in the Bank’s commercial real estate (“CRE”) loan portfolio in accordance with the guidelines in OCC Bulletin 2006-46, Concentrations in Commercial Real Estate Lending, Sound Risk Management Practices (dated December 6, 2006). The written program shall, at a minimum, include: (a) Procedures to strengthen credit underwriting in the CRE portfolio, including expanded loan presentations and analysis providing for: (i) Detailed project plans; (ii) Timeframes for project completion; (iii) Detailed market analysis; (iv) Stress testing of significant property and lending assumptions, including, as applicable, stress testing of interest rates, capitalization rates, absorption and pricing data, occupancy/vacancy rates, and rental rates on non-owner occupied properties; and (v) Detailed analysis of the financial support of significant guarantors; (b) The establishment of diversified CRE concentration limits; (c) Strategies and procedures, including appropriate CRE loan growth restrictions, to ensure that CRE concentrations conform with established limits; (d) Monthly monitoring of concentration reports that stratify CRE portfolio by product type, locality and other meaningful measures; (e) Monthly or more frequent reports, if necessary, to senior management and the loan committee of project status, including: (i) Development status; (ii) Comparison of sales activity and development costs to budget; (iii) Current market conditions and activity; (iv) Level of interest reserve and comparison to budget; and (v) Any other significant comments on development. (5) Within thirty (30) days, the Board shall revise, adopt, implement and thereafter ensure Bank adherence to a written program of policies and procedures designed to ensure the Bank obtains any missing credit appraisals in compliance with USPAP, 12 C.F.R. Part 34, Advisory Letter 2003-9, and OCC Bulletin 2005-6. Specific to commercial real estate, the written program shall, at a minimum, include: (a) The required use of a standard appraisal form for ordering all appraisals; (b) The ordering of appraisals, independent of the lending function; (c) The use of Board approved appraisers only; (d) Expectations regarding the selection of comparable sales, and when income or cost analysis should be used for income producing properties; (e) Procedures to ensure that an appraisal or evaluation is obtained when: (i) There has been material deterioration in market conditions or physical aspects of the property which would threaten the institution’s collateral information described protection; or (ii) There has been deterioration in the most recent examination borrower’s financial condition and/or credit standing; (f) The establishment of a policy requiring a meaningful review, independent of the Banklender, in any internal or external loan reviewof all appraisals to include analysis commensurate with the type, or in any listings size and complexity of loans lacking such information provided the property being appraised; and (g) The establishment of a tickler system for tracking appraisals ordered, received, returned, and reviewed. (6) A copy of the various written programs required pursuant to management by this Article shall be forwarded to the National Bank Examiners at the conclusion Assistant Deputy Comptroller immediately upon of an examinationcompletion.

CREDIT UNDERWRITING AND ADMINISTRATION. (1) Effective as of the date of this Agreement, the Board shall ensure that all lending officers comply with all laws, rules, regulations, Bank policies and procedures, safe and sound banking practices, and fiduciary duties. The Within sixty (60) days of the date of this Agreement, the Board shall ensure that there is develop and submit to the Assistant Deputy Comptroller for a prior written determination of no supervisory objection, a program in place that includesaddresses: (a) a requirement to provide training from a qualified third-party or the independent consultant for loan requirements that lending officers to ensure they understand policy requirements appropriately analyze, document, and prudent underwriting standards; (b) the establishment of a tracking system to ensure that the communicate appropriate documentation is obtained for financial credit and collateral requirements for each loan; (c) policies and procedures designed to aggregateinformation, track and eliminate exceptions to the Bank’s loan policy, underwriting guidelines, and supervisory loan to value limits, for all loans to includeincluding, at a minimum: (i) monthly Board monitoring personal and related business tax returns; (ii) K-1s; (iii) information regarding projects financed elsewhere; and (iv) contingent liabilities; (b) a requirement that loan officers obtain bank or brokerage statements to verify liquidity; (c) a requirement to establish a training policy for loan officers to ensure they understand all policy requirements; (d) the implementation of policy exception reports that track aggregate number multi-factor stress testing at origination and dollar amount of loans with material exceptions by type of loan at least annually thereafter including at a minimum: (i) for income producing properties, variables to account for changes in interest rates, vacancies, rental rates, expenses and loan officercap rates; and (ii) for residential development projects, variables to account for changes in interest rates, absorption rates and prices; (e) the performance of periodic reviews by the Chief Credit Officer of loan officers’ cash flow analyses to ensure accuracy; (f) procedures to hold employees and officers accountable for non- compliance with the Bank’s loan policy and other underwriting requirements; and (dg) procedures to ensure that loans are properly monitored to include periodic receipt, analysis and documentation of sufficient financial and operating information to measure and monitor the borrower’s and guarantor’s financial condition and repayment ability, to include periodic (at least annually) cash flow analysis of income-producing collateral. (2) Effective Within ninety (90) days, the Board shall ensure that policies and procedures are created and implemented to ensure that loan officers periodically (at least annually or as necessary given the circumstances of the date particular credit relationship) perform reviews of this Agreement, the Bank may not grant, extend, renew, modify or restructure any loan or other extension of all credit that is equal to or exceeding fifty relationships totaling two hundred thousand dollars ($50,000)200,000) or more, involving a classified or special mention credit relationship or a new credit relationshipthat includes analysis and documentation of the review rendered, withoutincluding but not limited to: (a) documenting identifying the specific reason or purpose for the extension expected sources of creditrepayment in writing; (b) identifying the primary source of repayment in writing and lien status; (c) structuring the repayment terms to coincide with the expected source of repayment; (d) obtaining current and satisfactory credit information for all borrowers and guarantors; (c) performing and documenting the analysis of credit information, including information all expected repayment sources, and all direct and indirect obligations, contingent liabilities and personal expenses; (d) assessing the liquidity of all borrowers and guarantors, which the loan officer had verified, as necessary to perform cash flow analysisdocument capacity; (e) performing analysis providing an accurate risk rating and proper accrual status for each credit, consistent with Article X of credit information to include an appropriate cash flow analysis of all expected repayment sourcesthis Agreement; (f) documenting performing site visits by the analysis of such loan officer with results documented and kept in the credit informationfile; (g) determining and documenting whether the loan complies obtaining an appraisal or evaluation as appropriate, consistent with the Bank’s loan policy and if it does not comply, providing identification Article VIII of the exception and ample justification to support waiving the policy exceptionthis Agreement; (h) making and documenting the determinations made regarding the customer’s ability to repay the credit on the proposed repayment terms; (i) providing an accurate risk assessment grade for all loan types; (j) documenting, with adequate supporting material, the value of collateral and collateral type for each loan and properly perfecting the Bank’s lien on it where applicable; (ki) ensuring that the extension of credit does not contain inappropriate capitalization of interest or amortizationsconducting a thorough global cash flow analysis; and (lj) obtaining ensuring that loan officers are held accountable for the written approval requirements of the Bank’s Board if required by Bank policythis Subparagraph. (3) Loan officers shall draft credit memoranda to document the completion of the requirements of the program adopted pursuant to this Article. (4) The Board shall take the necessary steps to ensure that current and satisfactory credit and proper collateral information is maintained on all loans. Within thirty (30) days of notification, the Board shall ensure that the Bank obtains any missing credit or collateral information described in the most recent examination of the Bank▇▇▇, in any internal or external loan review, or in any listings of loans lacking such information provided to management by the National Bank Examiners at the conclusion of an examination. (5) Upon receiving a written determination of no supervisory objection from the Assistant Deputy Comptroller, the Board shall immediately implement and thereafter ensure adherence to the program, policies and procedures required by this Article.