Common use of Current Information and Cooperation Clause in Contracts

Current Information and Cooperation. 6.2.1. During the period from the date of this Agreement to the Effective Time, CBH will cause one or more of its representatives to confer with representatives of BMBC and report the general status of its ongoing operations at such times as BMBC may reasonably request. CBH will promptly notify BMBC of any material change in the normal course of its business or in the operation of its properties and, to the extent permitted by applicable law, of any governmental complaints, investigations or hearings (or communications indicating that the same may be contemplated), or the institution or the threat of litigation involving CBH or any CBH Subsidiary. Without limiting the foregoing, senior officers of BMBC and CBH shall meet on a reasonably regular basis (expected to be at least monthly) to review the financial, credit and operational affairs, and the like, of CBH and its Subsidiaries, in accordance with applicable law, and CBH shall give due consideration to BMBC’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither BMBC nor any BMBC Subsidiary shall under any circumstance be permitted to exercise control of CBH or any CBH Subsidiary prior to the Effective Time. 6.2.2. CB and BMT shall meet on a regular basis to discuss and plan for the conversion of CB’s data processing and related electronic informational systems to those used by BMT, which planning shall include, but not be limited to, discussion of the possible termination by CB of third-party service provider arrangements effective at the Effective Time or at a date thereafter, non-renewal of personal property leases and software licenses used by CB in connection with its systems operations, retention of outside consultants and additional employees to assist with the conversion, and outsourcing, as appropriate, of proprietary or self-provided system services, it being understood that CB shall not be obligated to take any such action prior to the Effective Time and, unless CB otherwise agrees, no conversion shall take place prior to the Effective Time. In the event that CB takes, at the request of BMT, any action relative to third parties to facilitate the conversion that results in the imposition of any termination fees or charges, BMT shall indemnify CB for any such fees and charges, and the costs of reversing the conversion process, if for any reason the Merger is not consummated for any reason other than a breach of this Agreement by CBH, or a termination of this Agreement under Section 11.1.7 or 11.1.8. 6.2.3. Each of the parties agrees to use its commercially reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, and to assist and cooperate with the other party in doing, all things necessary, proper, and advisable to consummate and make effective, in the most expeditious manner practicable, the transactions contemplated by this Agreement including, without limitation, any actions, assistance or cooperation necessary in preparation for the conversion and integration of CB’s operations into BMT’s operations. 6.2.4. CB shall provide BMT, within twenty-five (25) days after the end of each calendar month, a written list of nonperforming assets and CBH Delinquencies (the term “nonperforming assets,” for purposes of this subsection, means (a) loans that are Troubled Debt Restructurings, (b) loans on nonaccrual, (c) OREO, (d) all loans thirty (30) days or more past due) as of the end of such month and (e) and impaired loans. On a monthly basis, CBH shall provide BMT with a schedule of all loan approvals, which schedule shall indicate the loan amount, loan type and other material features of the loan, as well as the related loan origination/underwriting documentation and credit file detail if requested by BMT. On a monthly basis, CBH shall provide BMT with the following reports: (a) watch list report, (b) classified asset report, (c) historic net charge-offs trends, (d) loan loss reserve analysis, (e) individual asset quality write ups, and (f) pipeline report. 6.2.5. CBH shall promptly inform BMBC upon receiving notice of any legal, administrative, arbitration or other proceedings, demands, notices, audits or investigations by any federal, state or local commission, agency or board relating to the alleged liability of CBH or any CBH Subsidiary under any labor or employment law, or related to any claims made by or threatened by any current or former employee or applicant.

Current Information and Cooperation. 6.2.1. During Subject to compliance with applicable law, regulation and policy, during the period from the date of this Agreement to the Effective Time, CBH EXX will cause one or more of its representatives to confer with representatives of BMBC DNB and report the general status of its ongoing operations at such times as BMBC DNB may reasonably request. CBH EXX will promptly notify BMBC DNB of any material change in the normal course of its business or in the operation of its properties and, to the extent permitted by applicable law, of any governmental complaints, investigations or hearings (or communications indicating that the same may be contemplated), or the institution or the threat of litigation involving CBH EXX or any CBH EXX Subsidiary. Without limiting the foregoing, senior officers of BMBC DNB and CBH EXX shall meet on a reasonably regular basis (expected to be at least monthly) to review the financial, credit and operational affairs, and the like, of CBH EXX and its Subsidiaries, in accordance with applicable law, and CBH EXX shall give due consideration to BMBC’s DNB's input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither BMBC DNB nor any BMBC DNB Subsidiary shall under any circumstance be permitted to exercise control of CBH EXX or any CBH EXX Subsidiary prior to the Effective Time. 6.2.2. CB EXX and BMT DNB Bank shall meet on a regular basis to discuss and plan for the conversion of CB’s EXX'x data processing and related electronic informational systems to those used by BMTDNB Bank, which planning shall include, but not be limited to, discussion of the possible termination by CB EXX of third-party service provider arrangements effective at the Effective Time or at a date thereafter, non-renewal of personal property leases and software licenses used by CB EXX in connection with its systems operations, retention of outside consultants and additional employees to assist with the conversion, and outsourcing, as appropriate, of proprietary or self-provided system services, it being understood that CB EXX shall not be obligated to take any such action prior to the Effective Time and, unless CB EXX otherwise agrees, no conversion shall take place prior to the Effective Time. In the event that CB EXX takes, at the request of BMTDNB Bank, any action relative to third parties to facilitate the conversion that results in the imposition of any termination fees or charges, BMT DNB Bank shall indemnify CB EXX for any such fees and charges, and the costs of reversing the conversion process, if for any reason the Merger is not consummated for any reason other than a breach of this Agreement by CBHEXX, or a termination of this Agreement under Section 11.1.7 or 11.1.8. 6.2.3. Each of the parties agrees to use its commercially reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, and to assist and cooperate with the other party in doing, all things necessary, proper, and advisable to consummate and make effective, in the most expeditious manner practicable, the transactions contemplated by this Agreement including, without limitation, any actions, assistance or cooperation necessary in preparation for the conversion and integration of CB’s EXX'x operations into BMT’s DNB Bank's operations. 6.2.4. CB EXX shall provide BMTDNB Bank, within twenty-five (25) days after the end of each calendar month, a written list of nonperforming assets and CBH EXX Delinquencies (the term “"nonperforming assets,” " for purposes of this subsection, means (a) loans that are Troubled Debt Restructurings, (b) loans on nonaccrual, (c) OREO, (d) all loans thirty (30) days or more past due) as of the end of such month and (e) and impaired loans. On a monthly basis, CBH EXX shall provide BMT DNB Bank with a schedule of all loan approvals, which schedule shall indicate the loan amount, loan type and other material features of the loan, as well as the related loan origination/underwriting documentation and credit file detail if requested by BMTDNB Bank. On a monthly basis, CBH EXX shall provide BMT DNB Bank with the following reports: (a) watch list report, (b) classified asset report, (c) historic net charge-offs trends, (d) loan loss reserve analysis, (e) individual asset quality write ups, and (f) pipeline report. 6.2.5. CBH EXX shall promptly inform BMBC DNB upon receiving notice of any legal, administrative, arbitration or other proceedings, demands, notices, audits or investigations by any federal, state or local commission, agency or board relating to the alleged liability of CBH EXX or any CBH EXX Subsidiary under any labor or employment law, or related to any claims made by or threatened by any current or former employee or applicant.

Current Information and Cooperation. 6.2.1. During the period from the date of this Agreement to the Effective Time, CBH RBPI will cause one or more of its representatives to confer with representatives of BMBC and report the general status of its ongoing operations at such times and in such manner as BMBC may reasonably request. CBH RBPI will promptly notify BMBC of any material change in the normal course of its business business, operations, properties or in the operation of its properties assets and, to the extent permitted by applicable lawLaw, of any governmental complaints, investigations or hearings (or communications indicating that the same may be contemplated), or the institution or the threat of material litigation involving CBH RBPI or any CBH RBPI Subsidiary. Without limiting the foregoing, RBPI will make its senior officers of available to meet with BMBC and CBH shall meet on a reasonably regular basis (expected to be at least monthly) to review the financial, credit and operational affairs, and the like, of CBH RBPI and its Subsidiaries, in accordance with applicable law, and CBH RBPI shall give due consideration to BMBC’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither BMBC nor any BMBC Subsidiary shall under any circumstance be permitted to exercise control of CBH RBPI or any CBH RBPI Subsidiary prior to the Effective Time. 6.2.2. CB and RBPI will cause one or more representatives of RBA to meet with representatives of BMT shall meet on a regular basis to discuss and plan for the conversion of CBRBA’s data processing and related electronic informational systems to those used by BMT, which planning shall include, but not be limited to, discussion of the possible termination by CB RBA of third-party service provider arrangements effective at the Effective Time or at a date thereafter, non-renewal of personal property leases and software licenses used by CB RBA in connection with its systems operations, retention of outside consultants and additional employees to assist with the conversion, and outsourcing, as appropriate, of proprietary or self-provided system services, it being understood that CB RBA shall not be obligated to take any such action prior to the Effective Time and, unless CB RBA otherwise agrees, no conversion shall take place prior to the Effective Time. In the event that CB takes, at the request of BMT, any action relative to third parties to facilitate the conversion that results in the imposition of any termination fees or charges, BMT shall indemnify CB for any such fees and charges, and the costs of reversing the conversion process, if for any reason the Merger is not consummated for any reason other than a breach of this Agreement by CBH, or a termination of this Agreement under Section 11.1.7 or 11.1.8. 6.2.3. Each of the parties agrees to use its commercially reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, and to assist and cooperate with the other party in doing, all things necessary, proper, and advisable to consummate and make effective, in the most expeditious manner practicable, the transactions contemplated by this Agreement including, without limitation, any actions, assistance or cooperation necessary in preparation for the conversion and integration of CB’s operations into BMT’s operations. 6.2.4. CB RBPI shall provide BMT, within twenty-five twenty (2520) days after the end of each calendar month, a written list of nonperforming assets and CBH Delinquencies (the RBPI Delinquencies. The term “nonperforming assets,” for purposes of this subsection, means (a) loans that are Troubled Debt Restructurings, (b) loans on nonaccrual, (c) OREO, (d) all loans thirty (30) days or more past due) due as of the end of such month and (e) and impaired loans. On a monthly basis, CBH RBPI shall provide BMT with to BMT, within twenty (20) days after the end of each calendar month, a schedule of all loan approvals, which schedule shall indicate the loan amount, loan type and other material features of the loan, as well as the related loan origination/underwriting documentation and credit file detail if requested by BMT. On a monthly basis, CBH RBPI shall provide BMT with to BMT, within twenty (20) days after the end of each calendar month, the following reports: : (a) watch list report, ; (b) classified asset report, ; (c) historic net charge-offs trends, (d) loan loss reserve analysis, (e) individual asset quality write ups, and ups that are classified as “special assets”; (fd) pipeline report; and (e) monthly net charge-off reports, beginning as of September 30, 2016, on a month-to-date and year-to-date basis. On a quarterly basis, RBPI shall provide to BMT, within thirty (30) days after the end of each quarter, a loan loss reserve analysis. 6.2.56.2.4. CBH RBPI shall promptly inform BMBC upon receiving notice of any legal, administrative, arbitration or other proceedings, demands, notices, audits or investigations by any federal, state or local commission, agency or board Governmental Entity relating to the alleged liability of CBH RBPI or any CBH RBPI Subsidiary under any labor or employment law, or related to any claims made by or threatened by any current or former employee or applicant.

Current Information and Cooperation. 6.2.1. During the period from the date of this Agreement to the Effective Time, CBH RBPI will cause one or more of its representatives to confer with representatives of BMBC and report the general status of its ongoing operations at such times and in such manner as BMBC may reasonably request. CBH RBPI will promptly notify BMBC of any material change in the normal course of its business business, operations, properties or in the operation of its properties assets and, to the extent permitted by applicable lawLaw, of any governmental complaints, investigations or hearings (or communications indicating that the same may be contemplated), or the institution or the threat of material litigation involving CBH RBPI or any CBH RBPI Subsidiary. Without limiting the foregoing, RBPI will make its senior officers of available to meet with BMBC and CBH shall meet on a reasonably regular basis (expected to be at least monthly) to review the financial, credit and operational affairs, and the like, of CBH RBPI and its Subsidiaries, in accordance with applicable law, and CBH RBPI shall give due consideration to BMBC’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither BMBC nor any BMBC Subsidiary shall under any circumstance be permitted to exercise control of CBH RBPI or any CBH RBPI Subsidiary prior to the Effective Time. 6.2.2. CB and RBPI will cause one or more representatives of RBA to meet with representatives of BMT shall meet on a regular basis to discuss and plan for the conversion of CBRBA’s data processing and related electronic informational systems to those used by BMT, which planning shall include, but not be limited to, discussion of the possible termination by CB RBA of third-party third‑party service provider arrangements effective at the Effective Time or at a date thereafter, non-renewal non‑renewal of personal property leases and software licenses used by CB RBA in connection with its systems operations, retention of outside consultants and additional employees to assist with the conversion, and outsourcing, as appropriate, of proprietary or self-provided self‑provided system services, it being understood that CB RBA shall not be obligated to take any such action prior to the Effective Time and, unless CB RBA otherwise agrees, no conversion shall take place prior to the Effective Time. In the event that CB takes, at the request of BMT, any action relative to third parties to facilitate the conversion that results in the imposition of any termination fees or charges, BMT shall indemnify CB for any such fees and charges, and the costs of reversing the conversion process, if for any reason the Merger is not consummated for any reason other than a breach of this Agreement by CBH, or a termination of this Agreement under Section 11.1.7 or 11.1.8. 6.2.3. Each of the parties agrees to use its commercially reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, and to assist and cooperate with the other party in doing, all things necessary, proper, and advisable to consummate and make effective, in the most expeditious manner practicable, the transactions contemplated by this Agreement including, without limitation, any actions, assistance or cooperation necessary in preparation for the conversion and integration of CB’s operations into BMT’s operations. 6.2.4. CB RBPI shall provide BMT, within twenty-five twenty (2520) days after the end of each calendar month, a written list of nonperforming assets and CBH Delinquencies (the RBPI Delinquencies. The term “nonperforming assets,” for purposes of this subsection, means (a) loans that are Troubled Debt Restructurings, (b) loans on nonaccrual, (c) OREO, (d) all loans thirty (30) days or more past due) due as of the end of such month and (e) and impaired loans. On a monthly basis, CBH RBPI shall provide BMT with to BMT, within twenty (20) days after the end of each calendar month, a schedule of all loan approvals, which schedule shall indicate the loan amount, loan type and other material features of the loan, as well as the related loan origination/underwriting documentation and credit file detail if requested by BMT. On a monthly basis, CBH RBPI shall provide BMT with to BMT, within twenty (20) days after the end of each calendar month, the following reports: : (a) watch list report, ; (b) classified asset report, ; (c) historic net charge-offs trends, (d) loan loss reserve analysis, (e) individual asset quality write ups, and ups that are classified as “special assets”; (fd) pipeline report; and (e) monthly net charge-off reports, beginning as of September 30, 2016, on a month-to-date and year-to-date basis. On a quarterly basis, RBPI shall provide to BMT, within thirty (30) days after the end of each quarter, a loan loss reserve analysis. 6.2.56.2.4. CBH RBPI shall promptly inform BMBC upon receiving notice of any legal, administrative, arbitration or other proceedings, demands, notices, audits or investigations by any federal, state or local commission, agency or board Governmental Entity relating to the alleged liability of CBH RBPI or any CBH RBPI Subsidiary under any labor or employment law, or related to any claims made by or threatened by any current or former employee or applicant.