Common use of Current Information Clause in Contracts

Current Information. 6.3.1 During the period from the date of this Agreement to the Effective Time, Legacy will cause one or more of its representatives to confer with representatives of BHLB to inform BHLB regarding Legacy’s operations at such times as BHLB may reasonably request. Legacy will promptly notify BHLB of any change in the ordinary 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 material litigation involving Legacy or any Legacy Subsidiary. Without limiting the foregoing, senior officers of BHLB and Legacy shall meet monthly to review, to the extent permitted by applicable law, the financial and operational affairs of Legacy and the Legacy Subsidiaries, and Legacy shall give due consideration to BHLB’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither BHLB nor Berkshire Bank shall under any circumstance be permitted to exercise control of Legacy or any Legacy Subsidiary prior to the Effective Time. 6.3.2 Legacy and BHLB shall cooperate regarding a plan for the conversion of data processing and related electronic informational systems of Legacy to those used by BHLB, which planning shall include, but not be limited to, discussion of the possible termination by Legacy 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 Legacy 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 Legacy shall not be obligated to take any such action prior to the Effective Time and, unless Legacy otherwise agrees and provided it is permitted by applicable law, no conversion shall take place prior to the Effective Time. BHLB and Berkshire Bank shall indemnify Legacy for any reasonable out-of-pocket fees, expenses, or charges that Legacy or any Legacy Subsidiary may incur as a result of taking, at the request of BHLB or any BHLB Subsidiary, any action to facilitate the conversion. 6.3.3 Legacy shall provide BHLB, within fifteen (15) Business Days of the end of each calendar month, a written list of nonperforming assets (the term “nonperforming assets,” for purposes of this subsection, means (i) loans that are “troubled debt restructuring” as defined in Statement of Financial Accounting Standards No. 15, “Accounting by Debtors and Creditors for Troubled Debt Restructuring,” (ii) loans on nonaccrual, (iii) real estate owned, (iv) all loans ninety (90) days or more past due as of the end of such month and (v) and impaired loans. On a monthly basis, Legacy shall provide BHLB with a schedule of all (x) loan grading changes and (y) loan approvals, which schedule shall indicate the loan amount, loan type and other material features of the loan. Legacy will promptly prepare and provide BHLB with the minutes of all Legacy and Legacy Banks officer and director loan committee meetings. 6.3.4 Legacy shall promptly inform BHLB, to the extent permitted by applicable law, 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 Legacy or any Legacy Subsidiary under any labor or employment law.

Current Information. 6.3.1 During the period from the date of this Agreement to the Effective Time, Legacy Beacon Federal will cause one or more of its representatives to confer with representatives of BHLB to inform BHLB regarding LegacyBeacon Federal’s operations at such times as BHLB may reasonably request. Legacy Beacon Federal will promptly notify BHLB of any material change in the ordinary 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 material litigation involving Legacy Beacon Federal or any Legacy Beacon Federal Subsidiary. Without limiting the foregoing, senior officers of BHLB and Legacy Beacon Federal shall meet monthly to review, to the extent permitted by applicable law, the financial and operational affairs of Legacy Beacon Federal and the Legacy Beacon Federal Subsidiaries, and Legacy Beacon Federal shall give due consideration to BHLB’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither BHLB nor Berkshire Bank shall under any circumstance be permitted to exercise control of Legacy Beacon Federal or any Legacy Beacon Federal Subsidiary prior to the Effective Time. 6.3.2 Legacy Beacon Federal and BHLB shall cooperate regarding a plan for the conversion of data processing and related electronic informational systems of Legacy Beacon Federal to those used by BHLB, which planning shall include, but not be limited to, discussion of the possible termination by Legacy Beacon Federal 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 Legacy Beacon Federal 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 Legacy Beacon Federal shall not be obligated to take any such action prior to the Effective Time and, unless Legacy Beacon Federal otherwise agrees and provided it is permitted by applicable law, no conversion shall take place prior to the Effective Time. BHLB and Berkshire Bank shall indemnify Legacy Beacon Federal for any reasonable out-of-pocket fees, expenses, or charges that Legacy Beacon Federal or any Legacy Beacon Federal Subsidiary may incur as a result of taking, at the request of BHLB or any BHLB Subsidiary, any action to facilitate the conversion. 6.3.3 Legacy Beacon Federal shall provide BHLB, within fifteen (15) Business Days of the end of each calendar month, a written list of nonperforming assets (the term “nonperforming assets,” for purposes of this subsection, means (i) loans that are “troubled debt restructuring” as defined in Statement of Financial Accounting Standards No. 15Codification 310-40, “Accounting by Debtors and Creditors for Troubled Debt Restructuring,” (ii) loans on nonaccrual, (iii) real estate owned, (iv) all loans ninety (90) days or more past due as of the end of such month and (v) and impaired loans. On a monthly basis, Legacy Beacon Federal shall provide BHLB with a schedule of all (x) loan grading changes and (y) loan approvals, which schedule shall indicate the loan amount, loan type and other material features of the loan. Legacy Beacon Federal will promptly prepare and provide BHLB with the minutes of all Legacy Beacon Federal and Legacy Banks Beacon Bank officer and director loan committee meetings. 6.3.4 Legacy Beacon Federal shall promptly inform BHLB, to the extent permitted by applicable law, 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 Legacy Beacon Federal or any Legacy Beacon Federal Subsidiary under any labor or employment law.

Current Information. 6.3.1 6.2.1. During the period from the date of this Agreement to the Effective Time, Legacy MFI will cause one or more of its representatives to confer with representatives of BHLB to inform BHLB regarding Legacy’s Brookline Bancorp and report the general status of its ongoing operations at such times as BHLB Brookline Bancorp may reasonably request. Legacy MFI will promptly notify BHLB Brookline Bancorp of any material change in the ordinary 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 material litigation involving Legacy MFI or any Legacy MFI Subsidiary. Without limiting the foregoing, senior officers of BHLB Brookline Bancorp and Legacy MFI shall meet monthly on a reasonably regular basis (expected to review, be at least monthly) to the extent permitted by applicable law, review the financial and operational affairs of Legacy MFI and the Legacy its Subsidiaries, in accordance with applicable law, and Legacy MFI shall give due consideration to BHLB’s Brookline Bancorp's input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither BHLB Brookline Bancorp nor Berkshire Bank any Brookline Bancorp Subsidiary shall under any circumstance be permitted to exercise control of Legacy MFI or any Legacy MFI Subsidiary prior to the Effective Time. 6.3.2 Legacy 6.2.2. Medford Co-operative and BHLB Brookline Bank shall cooperate regarding meet on a regular basis to discuss and plan for the conversion of data processing and related electronic informational 50 systems of Legacy Medford Co-operative to those used by BHLBBrookline Bank, which planning shall include, but not be limited to, discussion of the possible termination by Legacy Medford Co-operative 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 Legacy Medford Co-operative 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 Legacy neither Medford Co-operative shall not be obligated to take any such action prior to the Effective Time and, unless Legacy Medford Co-operative otherwise agrees and provided it is permitted by applicable law, no conversion shall take place prior to the Effective Time. BHLB and Berkshire Bank shall indemnify Legacy for any reasonable outIn the event that Medford Co-of-pocket fees, expenses, or charges that Legacy or any Legacy Subsidiary may incur as a result of takingoperative takes, at the request of BHLB or any BHLB SubsidiaryBrookline Bank, any action relative to third parties to facilitate the conversionconversion that results in the imposition of any termination fees or charges, Brookline Bank shall indemnify Medford Co-operative 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 MFI, or a termination of this Agreement under Section 11.1.8 or 11.1.9. 6.3.3 Legacy 6.2.3. MFI shall provide BHLBBrookline Bancorp, within fifteen (15) Business Days business days of the end of each calendar month, a written list of nonperforming assets (the term “"nonperforming assets,” " for purposes of this subsection, means (i) loans that are “"troubled debt restructuring” " as defined in Statement of Financial Accounting Standards No. 15, “"Accounting by Debtors and Creditors for Troubled Debt Restructuring,” " (ii) loans on nonaccrual, (iii) real estate owned, (iv) all loans ninety (90) days or more past due due) as of the end of such month and (viv) and impaired loans. On a monthly basis, Legacy MFI shall provide BHLB Brookline Bancorp with a schedule of all (x) loan grading changes and (y) loan approvals, which schedule shall indicate the loan amount, loan type and other material features of the loan. Legacy will promptly prepare and provide BHLB with the minutes of all Legacy and Legacy Banks officer and director loan committee meetings. 6.3.4 Legacy 6.2.4. MFI shall promptly inform BHLB, to the extent permitted by applicable law, Brookline Bancorp 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 Legacy MFI or any Legacy MFI Subsidiary under any labor or employment law.

Current Information. 6.3.1 During the period from the date of this Agreement to the Effective Time, Legacy FCB will cause one or more of its representatives to confer with representatives of BHLB to inform BHLB regarding LegacyFCB’s operations at such times as BHLB may reasonably request. Legacy FCB will promptly notify BHLB of any change in the ordinary 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 material litigation involving Legacy FCB or any Legacy FCB Subsidiary. Without limiting the foregoing, senior officers of BHLB and Legacy FCB shall meet monthly to review, to the extent permitted by applicable law, the financial and operational affairs of Legacy FCB and the Legacy FCB Subsidiaries, and Legacy FCB shall give due consideration to BHLB’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither BHLB nor Berkshire the Bank shall under any circumstance be permitted to exercise control of Legacy FCB or any Legacy FCB Subsidiary prior to the Effective Time. 6.3.2 Legacy FCB and BHLB shall cooperate regarding a plan for the conversion of data processing and related electronic informational systems of Legacy FCB to those used by BHLB, which planning shall include, but not be limited to, discussion of the possible termination by Legacy FCB 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 Legacy FCB 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 Legacy FCB shall not be obligated to take any such action prior to the Effective Time and, unless Legacy FCB otherwise agrees and provided it is permitted by applicable law, no conversion shall take place prior to the Effective Time. BHLB and Berkshire the Bank shall indemnify Legacy FCB for any reasonable out-of-pocket fees, expenses, or charges that Legacy FCB or any Legacy FCB Subsidiary may incur as a result of taking, at the request of BHLB or any BHLB Subsidiary, any action to facilitate the conversion, and, in the event that this Agreement is terminated prior to the Effective Time, as a result of abandoning the conversion. 6.3.3 Legacy FCB shall provide BHLB, within fifteen (15) Business Days of the end of each calendar month, a written list of nonperforming assets (the term “nonperforming assets,” for purposes of this subsection, means (i) loans that are “troubled debt restructuring” as defined in Statement of Financial Accounting Standards No. 15Codification 310-40, “Accounting by Debtors and Creditors for Troubled Debt Restructuring,” (ii) loans on nonaccrual, (iii) real estate owned, (iv) all loans ninety (90) days or more past due as of the end of such month and (v) and impaired loans. On a monthly basis, Legacy FCB shall provide BHLB with a schedule of all (x) loan grading changes and (y) loan approvals, which schedule shall indicate the loan amount, loan type and other material features of the loan. Legacy FCB will promptly prepare and provide BHLB with the minutes of all Legacy and Legacy Banks FCB officer and director loan committee meetings. 6.3.4 Legacy FCB shall promptly inform BHLB, to the extent permitted by applicable law, 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 Legacy FCB or any Legacy FCB Subsidiary under any labor or employment law.

Current Information. 6.3.1 6.2.1. During the period from the date of this Agreement to the Effective Time, Legacy FKF will cause one or more of its representatives to confer with representatives of BHLB to inform BHLB regarding Legacy’s BMBC and report the general status of its ongoing operations at such times as BHLB BMBC may reasonably request. Legacy FKF will promptly notify BHLB BMBC of any material change in the ordinary 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 material litigation involving Legacy FKF or any Legacy FKF Subsidiary. Without limiting the foregoing, senior officers of BHLB BMBC and Legacy FKF shall meet monthly on a reasonably regular basis (expected to review, be at least monthly) to the extent permitted by applicable law, review the financial and operational affairs of Legacy FKF and the Legacy its Subsidiaries, in accordance with applicable law, and Legacy FKF shall give due consideration to BHLBBMBC’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither BHLB BMBC nor Berkshire Bank any BMBC Subsidiary shall under any circumstance be permitted to exercise control of Legacy FKF or any Legacy FKF Subsidiary prior to the Effective Time. 6.3.2 Legacy 6.2.2. FKB and BHLB BMT shall cooperate regarding meet on a regular basis to discuss and plan for the conversion of FKB’s data processing and related electronic informational systems of Legacy to those used by BHLBBMT, which planning shall include, but not be limited to, discussion of the possible termination by Legacy FKB 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 Legacy FKB 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 Legacy FKB shall not be obligated to take any such action prior to the Effective Time and, unless Legacy FKB otherwise agrees and provided it is permitted by applicable lawagrees, no conversion shall take place prior to the Effective Time. BHLB and Berkshire Bank shall indemnify Legacy for any reasonable out-of-pocket fees, expenses, or charges In the event that Legacy or any Legacy Subsidiary may incur as a result of takingFKB takes, at the request of BHLB or any BHLB SubsidiaryBMT, any action relative to third parties to facilitate the conversionconversion that results in the imposition of any termination fees, charges or expenses, BMT shall indemnify FKB for any such fees, charges or expenses, 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 FKF, or a termination of this Agreement under Section 11.1.7 or 11.1.8. 6.3.3 Legacy 6.2.3. FKB shall provide BHLBBMT, within fifteen (15) Business Days of the end of each calendar month, in a form mutually acceptable to the parties, a written list of nonperforming assets report listing FKF Delinquencies for such month. No later than fifteen (the term “nonperforming assets,” for purposes of this subsection, means (i15) loans that are “troubled debt restructuring” as defined in Statement of Financial Accounting Standards No. 15, “Accounting by Debtors and Creditors for Troubled Debt Restructuring,” (ii) loans on nonaccrual, (iii) real estate owned, (iv) all loans ninety (90) days or more past due as of Business Days after the end of such month and (v) and impaired loans. On a monthly basiseach calendar month, Legacy FKF shall provide BHLB BMT with a schedule of all (x) loan grading changes and (y) loan approvals, which schedule shall indicate the loan amount, loan type and other material features of the loan. Legacy will promptly prepare , as well as the related loan origination/underwriting documentation and provide BHLB with the minutes of all Legacy and Legacy Banks officer and director loan committee meetingscredit file detail if requested by BMT. 6.3.4 Legacy 6.2.4. FKF shall promptly inform BHLB, to the extent permitted by applicable law, 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 Legacy FKF or any Legacy FKF 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. 6.3.1 (a) During the period from the date of this Agreement to the Effective Time, Legacy FCB will cause one or more of its representatives (as designated by FCB’s chief executive officer from time to time) to confer with representatives of BHLB to inform BHLB regarding Legacy’s Xxxxxxxx Bancorp and report the status of its ongoing operations at such times as BHLB Xxxxxxxx Bancorp may reasonably request. Legacy FCB will promptly notify BHLB Xxxxxxxx Bancorp of any material change in the ordinary course of its business or in the operation of its properties and, to the extent permitted by applicable law, of any governmental complaintscomplaint, investigations investigation or hearings hearing (or communications indicating that the same may be contemplated), or the institution or the threat of material litigation involving Legacy FCB or any Legacy FCB Subsidiary. Without limiting Any information provided pursuant to this Section 5.02, 5.03, 5.04 and 5.12, will be subject to the foregoing, senior officers of BHLB Confidentiality Agreement and Legacy may be used only to facilitate the transactions contemplated hereby. (b) Fraternity Bank and Xxxxxxxx Bank shall meet monthly on a regular basis to review, to the extent permitted by applicable law, the financial discuss and operational affairs of Legacy and the Legacy Subsidiaries, and Legacy shall give due consideration to BHLB’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither BHLB nor Berkshire Bank shall under any circumstance be permitted to exercise control of Legacy or any Legacy Subsidiary prior to the Effective Time. 6.3.2 Legacy and BHLB shall cooperate regarding a plan for the conversion of Fraternity Bank’s data processing and related electronic informational systems of Legacy to those used by BHLBXxxxxxxx Bank, which planning shall include, but not be limited to, discussion of the possible termination by Legacy Fraternity Bank 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 Legacy Fraternity Bank 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 Legacy Fraternity Bank shall not be obligated to take any such action prior to the Effective Time and, unless Legacy Fraternity Bank otherwise agrees and provided it is permitted by applicable lawagrees, no conversion shall take place prior to the Effective Time. BHLB and Berkshire In the event that Fraternity Bank shall indemnify Legacy for any reasonable out-of-pocket fees, expenses, or charges that Legacy or any Legacy Subsidiary may incur as a result of takingtakes, at the request of BHLB or any BHLB SubsidiaryXxxxxxxx Bank, any action relative to third parties to facilitate the conversionconversion that results in the imposition of any termination fees or charges, Xxxxxxxx Bank shall indemnify Fraternity Bank for all such fees and charges, and the costs of reversing the conversion process, if the Merger is not consummated for any reason other than a breach of this Agreement by FCB. 6.3.3 Legacy (c) On a monthly basis, Fraternity Bank shall provide BHLB, within fifteen (15) Business Days of the end of each calendar month, Xxxxxxxx Bank a written list of nonperforming assets as of the prior month end (the term “nonperforming assets,” for purposes of this subsection, means (i) loans that are “troubled debt restructuring” as defined in Statement of Financial Accounting Standards No. 15Board Accounting Standards Codification 310-40, “Accounting by Debtors and Creditors for Troubled Debt RestructuringRestructuring by Creditors,” as updated by Accounting Standards Update 2011-02”, (ii) loans on nonaccrual, (iii) real estate ownedOREO, (iv) all loans ninety thirty (9030) days or more past due as of the end of such month and (iv) impaired loans, (v) loans classified as special mention, loss or doubtful, and impaired loans(vi) loans reviewed for purposes of determining the allowance for loan losses. On a monthly basis, Legacy Fraternity Bank shall provide BHLB Xxxxxxxx Bank with a schedule of all (x) loan grading changes and (y) loan approvals, which schedule shall indicate the loan amount, loan type and other material features of the loan. Legacy will promptly prepare and provide BHLB with the minutes of all Legacy and Legacy Banks officer and director loan committee meetings. 6.3.4 Legacy (d) FCB shall promptly inform BHLB, to the extent permitted by applicable law, Xxxxxxxx Bancorp upon receiving notice of any each legal, administrative, arbitration or other proceedingsproceeding, demandsdemand, noticesnotice, audits audit or investigations investigation (by any federal, state or local commission, agency or board) relating to the alleged liability of Legacy FCB or any Legacy FCB Subsidiary under any labor or employment law.

Current Information. 6.3.1 During the period from the date of this Agreement to the Effective Time, Legacy Commerce will cause one or more of its representatives to confer with representatives of BHLB to inform BHLB regarding LegacyCommerce’s operations at such times as BHLB may reasonably request. Legacy Commerce will promptly notify BHLB of any change in the ordinary 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 material litigation involving Legacy Commerce or any Legacy Commerce Subsidiary. Without limiting the foregoing, senior officers of BHLB and Legacy Commerce shall meet monthly to review, to the extent permitted by applicable law, the financial and operational affairs of Legacy Commerce and the Legacy Commerce Subsidiaries, and Legacy Commerce shall give due consideration to BHLB’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither BHLB nor Berkshire Bank shall under any circumstance be permitted to exercise control of Legacy Commerce or any Legacy Commerce Subsidiary prior to the Effective Time. 6.3.2 Legacy Commerce and BHLB shall cooperate regarding a plan for the conversion of data processing and related electronic informational systems of Legacy Commerce to those used by BHLB, which planning shall include, but not be limited to, discussion of the possible termination by Legacy Commerce 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 Legacy Commerce 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 Legacy Commerce shall not be obligated to take any such action prior to the Effective Time and, unless Legacy Commerce otherwise agrees and provided it is permitted by applicable law, no conversion shall take place prior to the Effective Time. BHLB and Berkshire Bank shall indemnify Legacy Commerce for any reasonable out-of-pocket fees, expenses, or charges that Legacy Commerce or any Legacy Commerce Subsidiary may incur as a result of taking, at the request of BHLB or any BHLB Subsidiary, any action to facilitate the conversion. 6.3.3 Legacy Commerce shall provide BHLB, within fifteen (15) Business Days of the end of each calendar month, a written list of nonperforming assets (the term “nonperforming assets,” for purposes of this subsection, means (i) loans that are “troubled debt restructuring” as defined in Statement of Financial Accounting Standards No. 15Codification 310-40, “Accounting by Debtors and Creditors for Troubled Debt Restructuring,” (ii) loans on nonaccrual, (iii) real estate owned, (iv) all loans ninety (90) days or more past due as of the end of such month and (v) and impaired loans. On a monthly basis, Legacy Commerce shall provide BHLB with a schedule of all (x) loan grading changes and (y) loan approvals, which schedule shall indicate the loan amount, loan type and other material features of the loan. Legacy Commerce will promptly prepare and provide BHLB with the minutes of all Legacy Commerce and Legacy Banks CBTC officer and director loan committee meetings. 6.3.4 Legacy Commerce shall promptly inform BHLB, to the extent permitted by applicable law, 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 Legacy Commerce or any Legacy Commerce Subsidiary under any labor or employment law.

Current Information. 6.3.1 6.2.1. During the period from the date of this Agreement to the Effective Time, Legacy MFI will cause one or more of its representatives to confer with representatives of BHLB to inform BHLB regarding Legacy’s Brookline Bancorp and report the general status of its ongoing operations at such times as BHLB Brookline Bancorp may reasonably request. Legacy MFI will promptly notify BHLB Brookline Bancorp of any material change in the ordinary 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 material litigation involving Legacy MFI or any Legacy MFI Subsidiary. Without limiting the foregoing, senior officers of BHLB Brookline Bancorp and Legacy MFI shall meet monthly on a reasonably regular basis (expected to review, be at least monthly) to the extent permitted by applicable law, review the financial and operational affairs of Legacy MFI and the Legacy its Subsidiaries, in accordance with applicable law, and Legacy MFI shall give due consideration to BHLB’s Brookline Bancorp's input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither BHLB Brookline Bancorp nor Berkshire Bank any Brookline Bancorp Subsidiary shall under any circumstance be permitted to exercise control of Legacy MFI or any Legacy MFI Subsidiary prior to the Effective Time. 6.3.2 Legacy 6.2.2. Medford Co-operative and BHLB Brookline Bank shall cooperate regarding meet on a regular basis to discuss and plan for the conversion of data processing and related electronic informational 50 systems of Legacy Medford Co-operative to those used by BHLBBrookline Bank, which planning shall include, but not be limited to, discussion of the possible termination by Legacy Medford Co-operative of third-party service provider arrangements effective at the Effective Time or at a date thereafter, non-non- renewal of personal property leases and software licenses used by Legacy Medford Co-operative 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 Legacy neither Medford Co-operative shall not be obligated to take any such action prior to the Effective Time and, unless Legacy Medford Co-operative otherwise agrees and provided it is permitted by applicable law, no conversion shall take place prior to the Effective Time. BHLB and Berkshire Bank shall indemnify Legacy for any reasonable outIn the event that Medford Co-of-pocket fees, expenses, or charges that Legacy or any Legacy Subsidiary may incur as a result of takingoperative takes, at the request of BHLB or any BHLB SubsidiaryBrookline Bank, any action relative to third parties to facilitate the conversionconversion that results in the imposition of any termination fees or charges, Brookline Bank shall indemnify Medford Co-operative 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 MFI, or a termination of this Agreement under Section 11.1.8 or 11.1.9. 6.3.3 Legacy 6.2.3. MFI shall provide BHLBBrookline Bancorp, within fifteen (15) Business Days business days of the end of each calendar month, a written list of nonperforming assets (the term “"nonperforming assets,” " for purposes of this subsection, means (i) loans that are “"troubled debt restructuring” " as defined in Statement of Financial Accounting Standards No. 15, “"Accounting by Debtors and Creditors for Troubled Debt Restructuring,” " (ii) loans on nonaccrual, (iii) real estate owned, (iv) all loans ninety (90) days or more past due due) as of the end of such month and (viv) and impaired loans. On a monthly basis, Legacy MFI shall provide BHLB Brookline Bancorp with a schedule of all (x) loan grading changes and (y) loan approvals, which schedule shall indicate the loan amount, loan type and other material features of the loan. Legacy will promptly prepare and provide BHLB with the minutes of all Legacy and Legacy Banks officer and director loan committee meetings. 6.3.4 Legacy 6.2.4. MFI shall promptly inform BHLB, to the extent permitted by applicable law, Brookline Bancorp 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 Legacy MFI or any Legacy MFI Subsidiary under any labor or employment law.

Current Information. 6.3.1 6.2.1 During the period from the date of this Agreement to the Effective Time, Legacy BSFI will cause one or more of its representatives to confer with representatives of BHLB AFC to inform BHLB AFC regarding LegacyBSFI’s operations at such times as BHLB AFC may reasonably request. Legacy BSFI will promptly notify BHLB AFC of any significant change in the ordinary 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 material litigation involving Legacy BSFI or any Legacy BSFI Subsidiary. Without limiting the foregoing, senior officers of BHLB AFC and Legacy BSFI shall meet monthly to review, to the extent permitted by applicable law, review the financial and operational affairs of Legacy BSFI and the Legacy BSFI Subsidiaries, and Legacy BSFI shall give due consideration to BHLBAFC’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither BHLB AFC nor Berkshire Alliance Bank shall under any circumstance be permitted to exercise control of Legacy BSFI or any Legacy BSFI Subsidiary prior to the Effective Time. 6.3.2 Legacy 6.2.2 BSFI and BHLB AFC shall cooperate regarding a plan for the conversion of data processing and related electronic informational systems of Legacy BSFI to those used by BHLBAFC, which planning shall include, but not be limited to, discussion of the possible termination by Legacy BSFI 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 Legacy BSFI 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 Legacy BSFI shall not be obligated to take any such action prior to the Effective Time and, unless Legacy BSFI otherwise agrees and provided it is permitted by applicable law, no conversion shall take place prior to the Effective Time. BHLB and Berkshire In the event that Oswego County National Bank shall indemnify Legacy for any reasonable out-of-pocket fees, expenses, or charges that Legacy or any Legacy Subsidiary may incur as a result of takingtakes, at the request of BHLB or any BHLB SubsidiaryAlliance Bank, any action relative to third parties to facilitate the conversionconversion that results in the imposition of any termination fees or charges, Alliance Bank shall indemnify Oswego County National Bank for any such fees and charges, and the cost of reversing the conversion process in an amount not to exceed $150,000, if for any reason the Merger is not consummated for any reason other than a breach of this Agreement by BSFI, or a termination of this Agreement under Sections 11.1.7, 11.1.8 or 11.1.9. 6.3.3 Legacy 6.2.3 BSFI shall provide BHLBAFC, within fifteen ten (1510) Business Days business days of the end of each calendar month, a written list of nonperforming assets (the term “nonperforming assets,” for purposes of this subsection, means (i) loans that are “troubled debt restructuring” as defined in Statement of Financial Accounting Standards No. 15, “Accounting by Debtors and Creditors for Troubled Debt Restructuring,” (ii) loans on nonaccrual, (iii) real estate owned, (iv) all loans ninety (90) days or more past due due) as of the end of such month and (viv) and impaired loans. On a monthly basis, Legacy BSFI shall provide BHLB AFC with a schedule of all (x) loan grading changes and (y) loan approvals, which schedule shall indicate the loan amount, loan type and other material features of the loan. Legacy BSFI will promptly prepare and provide BHLB AFC with the minutes of all Legacy BSFI and Legacy Banks Oswego County National Bank officer and director loan committee meetings. 6.3.4 Legacy 6.2.4 BSFI shall promptly inform BHLB, to the extent permitted by applicable law, AFC 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 Legacy BSFI or any Legacy BSFI Subsidiary under any labor or employment law. 6.2.5 BSFI shall keep AFC informed of the status of the construction of a new branch to be located on Rxxxx 000 Xxxx xx Xxxxxx, Xxx Xxxx. Such information shall include an update on actual project expenditures in relation to the budgeted cost of the project.

Current Information. 6.3.1 6.2.1. During the period from the date of this Agreement to the Effective Time, Legacy Salient will cause one or more of its representatives to confer with representatives of BHLB to inform BHLB regarding Legacy’s Portec Rail and report the general status of its ongoing operations at such times as BHLB Portec Rail may reasonably request. Legacy Salient will promptly notify BHLB Portec Rail of any change in the ordinary 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 material litigation involving Legacy or any Legacy SubsidiarySalient. Without limiting the foregoing, senior officers of BHLB Portec Rail and Legacy Salient shall meet monthly on a reasonably regular basis (expected to review, be at least monthly) to the extent permitted by applicable law, review the financial and operational affairs of Legacy and the Legacy SubsidiariesSalient, and Legacy Salient shall give due consideration to BHLBPortec Rail’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither BHLB Portec Rail nor Berkshire Bank any Portec Rail Subsidiary shall under any circumstance be permitted to exercise control of Legacy or any Legacy Subsidiary Salient prior to the Effective Time. 6.3.2 Legacy 6.2.2. Salient and BHLB Portec Rail shall cooperate regarding meet on a regular basis to discuss and plan for the conversion of data processing and related electronic informational systems of Legacy to those used by BHLBPortec Rail, which planning shall include, but not be limited to, discussion of the possible termination by Legacy Salient 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 Legacy Salient 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 Legacy Salient shall not be obligated to take any such action prior to the Effective Time andprovided, however, that Salient shall not be required to take such action unless Legacy otherwise Portec Rail agrees and provided in writing that it is permitted by applicable law, no conversion shall requiring Salient to take place prior such actions and all conditions to the Effective Time. BHLB and Berkshire Bank shall indemnify Legacy for any reasonable out-of-pocket fees, expenses, closing set forth in Article IX have been satisfied or charges that Legacy or any Legacy Subsidiary may incur as a result of taking, at the request of BHLB or any BHLB Subsidiary, any action to facilitate the conversionwaived. 6.3.3 Legacy shall provide BHLB, within fifteen (15) Business Days of the end of each calendar month, a written list of nonperforming assets (the term “nonperforming assets,” for purposes of this subsection, means (i) loans that are “troubled debt restructuring” as defined in Statement of Financial Accounting Standards No6.2.3. 15, “Accounting by Debtors and Creditors for Troubled Debt Restructuring,” (ii) loans on nonaccrual, (iii) real estate owned, (iv) all loans ninety (90) days or more past due as of the end of such month and (v) and impaired loans. On a monthly basis, Legacy shall provide BHLB with a schedule of all (x) loan grading changes and (y) loan approvals, which schedule shall indicate the loan amount, loan type and other material features of the loan. Legacy will promptly prepare and provide BHLB with the minutes of all Legacy and Legacy Banks officer and director loan committee meetings. 6.3.4 Legacy Salient shall promptly inform BHLB, to the extent permitted by applicable law, Portec Rail 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 Legacy or any Legacy Subsidiary Salient under any labor or employment law.

Current Information. 6.3.1 6.2.1. During the period from the date of this Agreement to the Effective Time, Legacy Allegiance Bank will cause one or more of its representatives (as requested by BCB) to confer with representatives of BHLB to inform BHLB regarding Legacy’s BCB and report the general status of its ongoing operations at such times as BHLB BCB may reasonably request. Legacy Allegiance Bank will promptly notify BHLB BCB of any material change in the ordinary 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 material litigation involving Legacy or any Legacy SubsidiaryAllegiance Bank. Without limiting the foregoing, senior officers of BHLB BCB and Legacy Allegiance Bank shall meet monthly on a reasonably regular basis (expected to review, be at least monthly) to the extent permitted by applicable law, review the financial and operational affairs of Legacy and the Legacy SubsidiariesAllegiance Bank, in accordance with applicable law, and Legacy Allegiance Bank shall give due consideration to BHLBBCB’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither BHLB BCB nor Berkshire Bank any BCB Subsidiary shall under any circumstance be permitted to exercise control of Legacy or any Legacy Subsidiary Allegiance Bank prior to the Effective Time. 6.3.2 Legacy 6.2.2. Allegiance Bank and BHLB BCB Bank shall cooperate regarding meet on a regular basis to discuss and plan for the conversion of Allegiance Bank’s data processing and related electronic informational systems of Legacy to those used by BHLBBCB Bank, which planning shall include, but not be limited to, discussion of the possible termination by Legacy Allegiance Bank 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 Legacy Allegiance Bank 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 Legacy Allegiance Bank shall not be obligated to take any such action prior to the Effective Time and, unless Legacy Allegiance Bank otherwise agrees and provided it is permitted by applicable lawagrees, no conversion shall take place prior to the Effective Time. BHLB and Berkshire In the event that Allegiance Bank shall indemnify Legacy for any reasonable out-of-pocket fees, expenses, or charges that Legacy or any Legacy Subsidiary may incur as a result of takingtakes, at the request of BHLB or any BHLB SubsidiaryBCB Bank, any action relative to third parties to facilitate the conversionconversion that results in the imposition of any termination fees or charges, BCB Bank shall indemnify Allegiance Bank 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 Allegiance Bank, or a termination of this Agreement under Section 11.1.8 or 11.1.9. 6.3.3 Legacy 6.2.3. Allegiance Bank shall provide BHLBBCB Bank, within fifteen (15) Business Days business days of the end of each calendar month, a written list of (a) nonperforming assets (the term “nonperforming assets,” for purposes of this subsection, means (i) loans that are “troubled debt restructuring” as defined in Statement of Financial Accounting Standards No. 15, “Accounting by Debtors and Creditors for Troubled Debt Restructuring,” (ii) loans on nonaccrual, (iii) real estate owned, (iv) all loans ninety (90) days or more past due due) as of the end of such month and (viv) and impaired loans. , (b) all loans past due, (c) all classified loans and (d) all loans listed on Allegiance Bank’ “watch list.” On a monthly basis, Legacy Allegiance Bank shall provide BHLB BCB Bank with a schedule of all (x) loan grading changes and (y) loan approvals, which schedule shall indicate the loan amount, loan type and other material features of the loan. Legacy will promptly prepare and provide BHLB with the minutes of all Legacy and Legacy Banks officer and director loan committee meetings. 6.3.4 Legacy 6.2.4. Allegiance Bank shall promptly inform BHLB, to the extent permitted by applicable law, BCB 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 Legacy or any Legacy Subsidiary Allegiance Bank under any labor or employment law. 6.2.5. Allegiance Bank shall deliver to BCB as of the date hereof the signed Allegiance Bank Voting Agreements by the directors and executive officers of Allegiance Bank as set forth in ALLEGIANCE BANK DISCLOSURE SCHEDULE 6.2.5.

Current Information. 6.3.1 During the period from the date of this Agreement to the Effective Time, Legacy FLBC will cause one or more of its representatives to confer with representatives of BHLB to inform BHLB regarding Legacy’s First Niagara Financial and report the general status of its ongoing operations at such times as BHLB First Niagara Financial may reasonably request, which shall include, but not be limited to, discussion of the possible termination by FLBC and SBFL 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 FLBC or any of its Subsidiaries 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 FLBC shall not be obligated to take any such action prior to the Effective Time and, unless FLBC otherwise agrees, no conversion shall take place prior to the Effective Time. Legacy In the event that FLBC or any of its Subsidiaries takes, at the request of First Niagara Financial, any action relative to third parties to facilitate the conversion that results in the imposition of any termination fees, expenses or charges, First Niagara Financial shall indemnify FLBC and its Subsidiaries for any such fees, expenses and charges, and the costs of reversing the conversion process, if for any reason the Merger is not consummated in accordance with the terms of this Agreement. FLBC will promptly notify BHLB First Niagara Financial of any material change in the ordinary 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 material litigation involving Legacy FLBC or any Legacy FLBC Subsidiary. Without limiting the foregoing, senior officers of BHLB and Legacy shall meet monthly FLBC will also provide First Niagara Financial such information with respect to review, such events as First Niagara Financial may reasonably request from time to the extent permitted by applicable law, the financial and operational affairs of Legacy and the Legacy Subsidiaries, and Legacy shall give due consideration to BHLB’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither BHLB nor Berkshire Bank shall under any circumstance be permitted to exercise control of Legacy or any Legacy Subsidiary prior to the Effective Timetime. 6.3.2 Legacy and BHLB shall cooperate regarding a plan for the conversion of data processing and related electronic informational systems of Legacy to those used by BHLB, which planning shall include, but not be limited to, discussion of the possible termination by Legacy 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 Legacy 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 Legacy shall not be obligated to take any such action prior to the Effective Time and, unless Legacy otherwise agrees and provided it is permitted by applicable law, no conversion shall take place prior to the Effective Time. BHLB and Berkshire Bank shall indemnify Legacy for any reasonable out-of-pocket fees, expenses, or charges that Legacy or any Legacy Subsidiary may incur as a result of taking, at the request of BHLB or any BHLB Subsidiary, any action to facilitate the conversion. 6.3.3 Legacy shall provide BHLB, within fifteen (15) Business Days of the end of each calendar month, a written list of nonperforming assets (the term “nonperforming assets,” for purposes of this subsection, means (i) loans that are “troubled debt restructuring” as defined in Statement of Financial Accounting Standards No. 15, “Accounting by Debtors and Creditors for Troubled Debt Restructuring,” (ii) loans on nonaccrual, (iii) real estate owned, (iv) all loans ninety (90) days or more past due as of the end of such month and (v) and impaired loans. On a monthly basis, Legacy shall provide BHLB with a schedule of all (x) loan grading changes and (y) loan approvals, which schedule shall indicate the loan amount, loan type and other material features of the loan. Legacy will promptly prepare and provide BHLB with the minutes of all Legacy and Legacy Banks officer and director loan committee meetings. 6.3.4 Legacy shall promptly inform BHLB, to the extent permitted by applicable law, 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 Legacy or any Legacy Subsidiary under any labor or employment law.

Current Information. 6.3.1 6.2.1 During the period from the date of this Agreement to the Effective Time, Legacy BSFI will cause one or more of its representatives to confer with representatives of BHLB AFC to inform BHLB AFC regarding LegacyBSFI’s operations at such times as BHLB AFC may reasonably request. Legacy BSFI will promptly notify BHLB AFC of any significant change in the ordinary 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 material litigation involving Legacy BSFI or any Legacy BSFI Subsidiary. Without limiting the foregoing, senior officers of BHLB AFC and Legacy BSFI shall meet monthly to review, to the extent permitted by applicable law, review the financial and operational affairs of Legacy BSFI and the Legacy BSFI Subsidiaries, and Legacy BSFI shall give due consideration to BHLBAFC’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither BHLB AFC nor Berkshire Alliance Bank shall under any circumstance be permitted to exercise control of Legacy BSFI or any Legacy BSFI Subsidiary prior to the Effective Time. 6.3.2 Legacy 6.2.2 BSFI and BHLB AFC shall cooperate regarding a plan for the conversion of data processing and related electronic informational systems of Legacy BSFI to those used by BHLBAFC, which planning shall include, but not be limited to, discussion of the possible termination by Legacy BSFI 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 Legacy BSFI 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 Legacy BSFI shall not be obligated to take any such action prior to the Effective Time and, unless Legacy BSFI otherwise agrees and provided it is permitted by applicable law, no conversion shall take place prior to the Effective Time. BHLB and Berkshire In the event that Oswego County National Bank shall indemnify Legacy for any reasonable out-of-pocket fees, expenses, or charges that Legacy or any Legacy Subsidiary may incur as a result of takingtakes, at the request of BHLB or any BHLB SubsidiaryAlliance Bank, any action relative to third parties to facilitate the conversionconversion that results in the imposition of any termination fees or charges, Alliance Bank shall indemnify Oswego County National Bank for any such fees and charges, and the cost of reversing the conversion process in an amount not to exceed $150,000, if for any reason the Merger is not consummated for any reason other than a breach of this Agreement by BSFI, or a termination of this Agreement under Sections 11.1.7, 11.1.8 or 11.1.9. 6.3.3 Legacy 6.2.3 BSFI shall provide BHLBAFC, within fifteen ten (1510) Business Days business days of the end of each calendar month, a written list of nonperforming assets (the term “nonperforming assets,” for purposes of this subsection, means (i) loans that are “troubled debt restructuring” as defined in Statement of Financial Accounting Standards No. 15, “Accounting by Debtors and Creditors for Troubled Debt Restructuring,” (ii) loans on nonaccrual, (iii) real estate owned, (iv) all loans ninety (90) days or more past due due) as of the end of such month and (viv) and impaired loans. On a monthly basis, Legacy BSFI shall provide BHLB AFC with a schedule of all (x) loan grading changes and (y) loan approvals, which schedule shall indicate the loan amount, loan type and other material features of the loan. Legacy BSFI will promptly prepare and provide BHLB AFC with the minutes of all Legacy BSFI and Legacy Banks Oswego County National Bank officer and director loan committee meetings. 6.3.4 Legacy 6.2.4 BSFI shall promptly inform BHLB, to the extent permitted by applicable law, AFC 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 Legacy BSFI or any Legacy BSFI Subsidiary under any labor or employment law. 6.2.5 BSFI shall keep AFC informed of the status of the construction of a new branch to be located on Xxxxx 000 Xxxx xx Xxxxxx, Xxx Xxxx. Such information shall include an update on actual project expenditures in relation to the budgeted cost of the project.

Current Information. 6.3.1 6.2.1 During the period from the date of this Agreement to the Effective Time, Legacy CBT will cause one or more of its representatives to confer with representatives of BHLB to inform BHLB regarding LegacyCBT’s operations at such times as BHLB may reasonably request. Legacy CBT will promptly notify BHLB of any change in the ordinary 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 material litigation involving Legacy or any Legacy SubsidiaryCBT. Without limiting the foregoing, senior officers of BHLB and Legacy CBT shall meet monthly to review, to the extent permitted by applicable law, the financial and operational affairs of Legacy and the Legacy SubsidiariesCBT, and Legacy CBT shall give due consideration to BHLB’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither BHLB nor Berkshire Bank shall under any circumstance be permitted to exercise control of Legacy or any Legacy Subsidiary CBT prior to the Effective Time. 6.3.2 Legacy 6.2.2 CBT and BHLB shall cooperate regarding a plan for the conversion of data processing and related electronic informational systems of Legacy CBT to those used by BHLB, which planning shall include, but not be limited to, discussion of the possible termination by Legacy CBT 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 Legacy CBT 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 Legacy CBT shall not be obligated to take any such action prior to the Effective Time and, unless Legacy CBT otherwise agrees and provided it is permitted by applicable law, no conversion shall take place prior to the Effective Time. BHLB and Berkshire Bank shall indemnify Legacy CBT for any reasonable out-of-pocket fees, expenses, or charges that Legacy or any Legacy Subsidiary CBT may incur as a result of taking, at the request of BHLB or any BHLB Subsidiary, any action to facilitate the conversion. 6.3.3 Legacy 6.2.3 CBT shall provide BHLB, within fifteen twenty-five (1525) Business Days of the end of each calendar month, a written list of nonperforming assets (the term “nonperforming assets,” for purposes of this subsection, means (i) loans that are “troubled debt restructuring” as defined in Statement of Financial Accounting Standards No. 15, “Accounting by Debtors and Creditors for Troubled Debt Restructuring,” (ii) loans on nonaccrual, (iii) real estate owned, (iv) all loans ninety (90) days or more past due as of the end of such month and (v) and impaired loans. On a monthly basis, Legacy CBT shall provide BHLB with a schedule of all (x) loan grading changes and (y) loan approvals, which schedule shall indicate the loan amount, loan type and other material features of the loan. Legacy CBT will promptly prepare and provide BHLB with the minutes of all Legacy CBT and Legacy Banks CBT officer and director loan committee meetings. 6.3.4 Legacy 6.2.4 CBT shall promptly inform BHLB, to the extent permitted by applicable law, 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 Legacy or any Legacy Subsidiary CBT under any labor or employment law.

Current Information. 6.3.1 (a) During the period from the date of this Agreement to the Effective Time, Legacy Alpena Banking Corporation will cause one or more of its representatives to confer with representatives of BHLB to inform BHLB regarding Legacy’s First Federal Bancorp and report on the general status of its ongoing operations at such times as BHLB First Federal Bancorp may reasonably request, provided that such representatives shall be subject to the Confidentiality Agreement. Legacy Alpena Banking Corporation will promptly notify BHLB First Federal Bancorp of any material change in the ordinary 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 material litigation involving Legacy Alpena Banking Corporation or any Legacy Alpena Banking Subsidiary. Without limiting the foregoing, senior officers of BHLB First Federal Bancorp and Legacy Alpena Banking Corporation shall meet monthly on a reasonably regular basis (expected to review, be at least monthly) to the extent permitted by applicable law, review the financial and operational affairs of Legacy Alpena Banking Corporation and the Legacy its Subsidiaries, in accordance with applicable law, and Legacy Alpena Banking Corporation shall give due consideration to BHLBFirst Federal Bancorp’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither BHLB First Federal Bancorp nor Berkshire Bank any First Federal Bancorp Subsidiary shall under any circumstance be permitted to exercise control of Legacy Alpena Banking Corporation or any Legacy Alpena Banking Subsidiary prior to the Effective Time. 6.3.2 Legacy (b) Representatives of Bank of Alpena and BHLB First Federal Bank shall cooperate regarding meet on a regular basis to discuss and plan for the conversion of Bank of Alpena’s data processing and related electronic informational systems of Legacy to those used by BHLBFirst Federal Bank, which planning shall include, but not be limited to, discussion of the possible termination by Legacy Bank of Alpena 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 Legacy Bank of Alpena 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 Legacy Bank of Alpena shall not be obligated to take any such action prior to the Effective Time and, unless Legacy otherwise agrees and provided it is permitted by applicable law, no conversion shall take place prior to the Effective Time. BHLB and Berkshire In the event that Bank shall indemnify Legacy for any reasonable out-of-pocket fees, expenses, or charges that Legacy or any Legacy Subsidiary may incur as a result of takingAlpena takes, at the request of BHLB or any BHLB SubsidiaryFirst Federal Bank, any action relative to third parties to facilitate the conversionconversion that results in the imposition of any termination fees or charges, First Federal Bank shall indemnify Bank of Alpena 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 willful breach of this Agreement by Alpena Banking Corporation, or a termination of this Agreement under Section 10.01(g) or 10.01(i). 6.3.3 Legacy (c) Bank of Alpena shall provide BHLBFirst Federal Bank, within fifteen (15) Business Days of business days after the end of each calendar month, a written list of nonperforming assets (the term “nonperforming assets,” for purposes of this subsection, means (i) loans that are “troubled debt restructuring” as defined in Statement of Financial Accounting Standards No. 15Codification 310-40, “Accounting by Debtors and Creditors for Troubled Debt RestructuringRestructuring by Creditors,” (ii) loans on nonaccrual, (iii) real estate owned, (iv) all loans ninety (90) days or more past due as of the end of such month month, and (viv) and impaired loans). On a monthly basis, Legacy Bank of Alpena shall provide BHLB First Federal Bank with a schedule of all (x) loan grading changes and (y) loan approvals, which schedule shall indicate the loan amount, loan type and other material features of the loan. Legacy will promptly prepare and provide BHLB with the minutes of all Legacy and Legacy Banks officer and director loan committee meetings. 6.3.4 Legacy (d) Alpena Banking Corporation shall promptly inform BHLB, to the extent permitted by applicable law, First Federal Bancorp upon receiving notice of any legal, administrative, arbitration or other proceedings, demands, notices, audits or investigations (by any federalFederal, state or local commission, agency or board) relating to the alleged liability of Legacy Alpena Banking Corporation or any Legacy Alpena Banking Subsidiary under any labor or employment law.

Current Information. 6.3.1 6.2.1. During the period from the date of this Agreement to the Effective Time, Legacy CNB will cause one or more of its representatives to confer with representatives of BHLB to inform BHLB regarding Legacy’s NBT and report the general status of its ongoing operations at such times as BHLB NBT may reasonably request. Legacy CNB will promptly notify BHLB NBT of any material change in the ordinary 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 material litigation involving Legacy CNB or any Legacy CNB Subsidiary. Without limiting the foregoing, senior officers of BHLB NBT and Legacy CNB shall meet monthly on a reasonably regular basis (expected to review, be at least monthly) to the extent permitted by applicable law, review the financial and operational affairs of Legacy CNB and the Legacy its Subsidiaries, in accordance with applicable law, and Legacy CNB shall give due consideration to BHLBNBT’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither BHLB NBT nor Berkshire Bank any NBT Subsidiary shall under any circumstance be permitted to exercise control of Legacy CNB or any Legacy CNB Subsidiary prior to the Effective Time. 6.3.2 Legacy 6.2.2. CNB and BHLB NBT shall cooperate regarding meet on a regular basis to discuss and plan for the conversion of data processing and related electronic informational systems of Legacy CNB to those used by BHLBNBT, which planning shall include, but not be limited to, discussion of the possible termination by Legacy CNB 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 Legacy CNB 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 Legacy neither CNB shall not be obligated to take any such action prior to the Effective Time and, unless Legacy CNB otherwise agrees and provided it is permitted by applicable law, no conversion shall take place prior to the Effective Time. BHLB and Berkshire Bank shall indemnify Legacy for any reasonable out-of-pocket fees, expenses, or charges In the event that Legacy or any Legacy Subsidiary may incur as a result of takingCNB takes, at the request of BHLB or any BHLB SubsidiaryNBT, any action relative to third parties to facilitate the conversionconversion that results in the imposition of any termination fees or charges, NBT shall indemnify CNB 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 CNB, or a termination of this Agreement under Section 11.1.7 or 11.1.8. 6.3.3 Legacy 6.2.3. CNB shall provide BHLBNBT, within fifteen ten (1510) Business Days business days of the end of each calendar month, a written list of nonperforming assets (the term “nonperforming assets,” for purposes of this subsection, means (i) loans that are “troubled debt restructuring” as defined in Statement of Financial Accounting Standards No. 15, “Accounting by Debtors and Creditors for Troubled Debt Restructuring,” (ii) loans on nonaccrual, (iii) real estate owned, (iv) all loans ninety (90) days or more past due due) as of the end of such month and (viv) and impaired loans. On a monthly basisWithin ten (10) business days of the end of each calendar month, Legacy CNB shall provide BHLB NBT with a schedule of all (x) loan grading changes and (y) loan approvals, which schedule shall indicate the loan amount, loan type and other material features of the loan. Legacy will promptly prepare and provide BHLB with the minutes of all Legacy and Legacy Banks officer and director loan committee meetings. 6.3.4 Legacy 6.2.4. CNB shall promptly inform BHLB, to the extent permitted by applicable law, NBT 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 Legacy CNB or any Legacy CNB Subsidiary under any labor or employment law.

Current Information. 6.3.1 (a) During the period from the date of this Agreement to the Effective Time, Legacy Flatbush Federal Bancorp will cause one or more of its representatives to confer with representatives of BHLB to inform BHLB regarding Legacy’s Northfield Bancorp and report the general status of its ongoing operations at such times as BHLB Northfield Bancorp may reasonably request, provided that such representatives shall be subject to the Confidentiality Agreement. Legacy Flatbush Federal Bancorp will promptly notify BHLB Northfield Bancorp of any material change in the ordinary 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 material litigation involving Legacy Flatbush Federal Bancorp or any Legacy Flatbush Subsidiary. Without limiting the foregoing, senior officers of BHLB Northfield Bancorp and Legacy Flatbush Federal Bancorp shall meet monthly on a reasonably regular basis (expected to review, be at least monthly) to the extent permitted by applicable law, review the financial and operational affairs of Legacy Flatbush Federal Bancorp and the Legacy its Subsidiaries, in accordance with applicable law, and Legacy Flatbush Federal Bancorp shall give due consideration to BHLBNorthfield Bancorp’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither BHLB Northfield Bancorp nor Berkshire Bank any Northfield Bancorp Subsidiary shall under any circumstance be permitted to exercise control of Legacy Flatbush Federal Bancorp or any Legacy Flatbush Subsidiary prior to the Effective Time. 6.3.2 Legacy (b) Representatives of Flatbush Federal Savings and BHLB Northfield Bank shall cooperate regarding meet on a regular basis to discuss and plan for the conversion of Flatbush Federal Savings’ data processing and related electronic informational systems of Legacy to those used by BHLBNorthfield Bank, which planning shall include, but not be limited to, discussion of the possible termination by Legacy Flatbush Federal Savings 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 Legacy Flatbush Federal Savings 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 Legacy Flatbush Federal Savings shall not be obligated to take any such action prior to the Effective Time and, unless Legacy otherwise agrees and provided it is permitted by applicable law, no conversion shall take place prior to the Effective Time. BHLB and Berkshire Bank shall indemnify Legacy for any reasonable out-of-pocket fees, expenses, or charges In the event that Legacy or any Legacy Subsidiary may incur as a result of takingFlatbush Federal Savings takes, at the request of BHLB or any BHLB SubsidiaryNorthfield Bank, any action relative to third parties to facilitate the conversionconversion that results in the imposition of any termination fees or charges, Northfield Bank shall indemnify Flatbush Federal Savings for any such fees and charges, and the costs of reversing the conversion process, if for any reason the Mid-Tier Merger is not consummated for any reason other than a willful breach of this Agreement by Flatbush Federal Bancorp, or a termination of this Agreement under Section 10.01(g) or 10.01(h). 6.3.3 Legacy (c) Flatbush Federal Savings shall provide BHLBNorthfield Bank, within fifteen (15) Business Days of business days after the end of each calendar month, a written list of nonperforming assets (the term “nonperforming assets,” for purposes of this subsection, means (i) loans that are “troubled debt restructuring” as defined in Statement of Financial Accounting Standards No. 15Codification 310-40, “Accounting by Debtors and Creditors for Troubled Debt RestructuringRestructuring by Creditors,” (ii) loans on nonaccrual, (iii) real estate owned, (iv) all loans ninety (90) days or more past due as of the end of such month month, and (viv) and impaired loans). On a monthly basis, Legacy Flatbush Federal Savings shall provide BHLB Northfield Bank with a schedule of all (x) loan grading changes and (y) loan approvals, which schedule shall indicate the loan amount, loan type and other material features of the loan. Legacy will promptly prepare and provide BHLB with the minutes of all Legacy and Legacy Banks officer and director loan committee meetings. 6.3.4 Legacy (d) Flatbush Federal Bancorp shall promptly inform BHLB, to the extent permitted by applicable law, Northfield Bancorp upon receiving notice of any legal, administrative, arbitration or other proceedings, demands, notices, audits or investigations (by any federalFederal, state or local commission, agency or board) relating to the alleged liability of Legacy Flatbush Federal Bancorp or any Legacy Flatbush Subsidiary under any labor or employment law.

Current Information. 6.3.1 6.2.1. During the period from the date of this Agreement to the Effective Time, Legacy CNB will cause one or more of its representatives to confer with representatives of BHLB to inform BHLB regarding Legacy’s NBT and report the general status of its ongoing operations at such times as BHLB NBT may reasonably request. Legacy CNB will promptly notify BHLB NBT of any material change in the ordinary 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 material litigation involving Legacy CNB or any Legacy CNB Subsidiary. Without limiting the foregoing, senior officers of BHLB NBT and Legacy CNB shall meet monthly on a reasonably regular basis (expected to review, be at least monthly) to the extent permitted by applicable law, review the financial and operational affairs of Legacy CNB and the Legacy its Subsidiaries, in accordance with applicable law, and Legacy CNB shall give due consideration to BHLB’s NBT's input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither BHLB NBT nor Berkshire Bank any NBT Subsidiary shall under any circumstance be permitted to exercise control of Legacy CNB or any Legacy CNB Subsidiary prior to the Effective Time. 6.3.2 Legacy 6.2.2. CNB and BHLB NBT shall cooperate regarding meet on a regular basis to discuss and plan for the conversion of data processing and related electronic informational systems of Legacy CNB to those used by BHLBNBT, which planning shall include, but not be limited to, discussion of the possible termination by Legacy CNB 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 Legacy CNB 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 Legacy neither CNB shall not be obligated to take any such action prior to the Effective Time and, unless Legacy CNB otherwise agrees and provided it is permitted by applicable law, no conversion shall take place prior to the Effective Time. BHLB and Berkshire Bank shall indemnify Legacy for any reasonable out-of-pocket fees, expenses, or charges In the event that Legacy or any Legacy Subsidiary may incur as a result of takingCNB takes, at the request of BHLB or any BHLB SubsidiaryNBT, any action relative to third parties to facilitate the conversionconversion that results in the imposition of any termination fees or charges, NBT shall indemnify CNB 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 CNB, or a termination of this Agreement under Section 11.1.7 or 11.1.8. 6.3.3 Legacy 6.2.3. CNB shall provide BHLBNBT, within fifteen ten (1510) Business Days business days of the end of each calendar month, a written list of nonperforming assets (the term “"nonperforming assets,” " for purposes of this subsection, means (i) loans that are “"troubled debt restructuring” " as defined in Statement of Financial Accounting Standards No. 15, “"Accounting by Debtors and Creditors for Troubled Debt Restructuring,” " (ii) loans on nonaccrual, (iii) real estate owned, (iv) all loans ninety (90) days or more past due due) as of the end of such month and (viv) and impaired loans. On a monthly basisWithin ten (10) business days of the end of each calendar month, Legacy CNB shall provide BHLB NBT with a schedule of all (x) loan grading changes and (y) loan approvals, which schedule shall indicate the loan amount, loan type and other material features of the loan. Legacy will promptly prepare and provide BHLB with the minutes of all Legacy and Legacy Banks officer and director loan committee meetings. 6.3.4 Legacy 6.2.4. CNB shall promptly inform BHLB, to the extent permitted by applicable law, NBT 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 Legacy CNB or any Legacy CNB Subsidiary under any labor or employment law.

Current Information. 6.3.1 6.2.1. During the period from the date of this Agreement to the Effective Time, Legacy FNBNY will cause one or more of its representatives to confer with representatives of BHLB to inform BHLB regarding Legacy’s Bridge Bancorp and report the general status of its ongoing operations at such times as BHLB Bridge Bancorp may reasonably request, subject to the consent of the Chief Executive Officer of FNBNY (which consent will not be unreasonably withheld, conditioned or delayed). Legacy FNBNY will promptly notify BHLB Bridge Bancorp of any material change in the ordinary 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 material litigation involving Legacy FNBNY or any Legacy FNBNY Subsidiary. Without limiting the foregoing, senior officers of BHLB Bridge Bancorp and Legacy FNBNY shall meet on a monthly basis to review, to the extent permitted by applicable law, review the financial and operational affairs of Legacy FNBNY and the Legacy its Subsidiaries, in accordance with applicable law, and Legacy FNBNY shall give due consideration to BHLBBridge Bancorp’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither BHLB Bridge Bancorp nor Berkshire Bank any Bridge Bancorp Subsidiary shall under any circumstance be permitted to exercise control of Legacy FNBNY or any Legacy FNBNY Subsidiary prior to the Effective Time. 6.3.2 Legacy 6.2.2. First National Bank and BHLB Bridgehampton National Bank shall cooperate regarding meet on a regular basis to discuss and plan for the conversion of First National Bank’s data processing and related electronic informational systems of Legacy to those used by BHLBBridgehampton National Bank, which planning shall include, but not be limited to, discussion of the possible termination by Legacy First National Bank 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 Legacy First National Bank 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 Legacy First National Bank shall not be obligated to take any such action prior to the Effective Time and, unless Legacy First National Bank otherwise agrees and provided it is permitted by applicable lawagrees, no conversion shall take place prior to the Effective Time. 6.2.3. BHLB and Berkshire First National Bank shall indemnify Legacy for any reasonable out-of-pocket fees, expenses, or charges that Legacy or any Legacy Subsidiary may incur as a result of taking, at the request of BHLB or any BHLB Subsidiary, any action to facilitate the conversion. 6.3.3 Legacy shall provide BHLBBridgehampton National Bank, within fifteen (15) Business Days business days of the end of each calendar month, a written list of nonperforming assets (the term “nonperforming all FNBNY delinquent loans and classified assets,” for purposes of this subsection, means (i) loans that are “troubled debt restructuring” as defined in Statement of Financial Accounting Standards No. 15, “Accounting by Debtors and Creditors for Troubled Debt Restructuring,” (ii) loans on nonaccrual, (iii) real estate owned, (iv) all loans ninety (90) days or more past due as of the end of such month and (v) and impaired loans. On a monthly basis, Legacy FNBNY shall provide BHLB Bridgehampton National Bank with a schedule of all (x) loan grading changes and (y) loan approvals, which schedule shall indicate the loan amount, loan type and other material features of the loan. Legacy will promptly prepare and provide BHLB with the minutes of all Legacy and Legacy Banks officer and director loan committee meetings. 6.3.4 Legacy 6.2.4. FNBNY shall promptly inform BHLB, to the extent permitted by applicable law, Bridge Bancorp 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 Legacy FNBNY or any Legacy FNBNY Subsidiary under any labor or employment law.

Current Information. 6.3.1 (a) During the period from the date of this Agreement to the First Merger Effective Time, Legacy Xxxxxxxx Federal will cause one or more of its representatives (as designated by Xxxxxxxx Federal’s chief executive officer from time to time) to confer with representatives of BHLB to inform BHLB regarding Legacy’s OFED and report the general status of its ongoing operations at such times as BHLB OFED may reasonably request. Legacy Xxxxxxxx Federal will promptly notify BHLB OFED of any material change in the ordinary 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 material litigation involving Legacy or any Legacy SubsidiaryXxxxxxxx Federal. Without limiting Any information provided pursuant to this Section 5.02 and Section 5.03, 5.04 and 5.11, will be subject to the foregoing, senior officers of BHLB Confidentiality Agreement and Legacy may only be used to facilitate the transactions contemplated hereby. (b) Xxxxxxxx Federal and Oconee Federal shall meet monthly on a regular basis to review, to the extent permitted by applicable law, the financial discuss and operational affairs of Legacy and the Legacy Subsidiaries, and Legacy shall give due consideration to BHLB’s input on such matters, with the understanding that, notwithstanding any other provision contained in this Agreement, neither BHLB nor Berkshire Bank shall under any circumstance be permitted to exercise control of Legacy or any Legacy Subsidiary prior to the Effective Time. 6.3.2 Legacy and BHLB shall cooperate regarding a plan for the conversion of Xxxxxxxx Federal’s data processing and related electronic informational systems of Legacy to those used by BHLBOconee Federal, which planning shall include, but not be limited to, discussion of the possible termination by Legacy Xxxxxxxx Federal of third-party service provider arrangements effective at the Second Merger Effective Time or at a date thereafter, non-renewal of personal property leases and software licenses used by Legacy Xxxxxxxx Federal 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 Legacy Xxxxxxxx Federal shall not be obligated to take any such action prior to the Second Merger Effective Time and, unless Legacy Xxxxxxxx Federal otherwise agrees and provided it is permitted by applicable lawagrees, in its sole discretion, no conversion shall take place prior to the Second Merger Effective Time. BHLB and Berkshire Bank shall indemnify Legacy for any reasonable out-of-pocket fees, expenses, or charges In the event that Legacy or any Legacy Subsidiary may incur as a result of takingXxxxxxxx Federal takes, at the request of BHLB or any BHLB SubsidiaryOconee Federal, any action relative to third parties to facilitate the conversionconversion that results in the imposition of any termination fees or charges, Oconee Federal shall indemnify Xxxxxxxx Federal 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 Xxxxxxxx Federal. 6.3.3 Legacy shall provide BHLB, within fifteen (15c) Business Days of the end of each calendar month, a written list of nonperforming assets (the term “nonperforming assets,” for purposes of this subsection, means (i) loans that are “troubled debt restructuring” as defined in Statement of Financial Accounting Standards No. 15, “Accounting by Debtors and Creditors for Troubled Debt Restructuring,” (ii) loans on nonaccrual, (iii) real estate owned, (iv) all loans ninety (90) days or more past due as of the end of such month and (v) and impaired loans. On a monthly basis, Legacy shall provide BHLB with a schedule of all (x) loan grading changes and (y) loan approvals, which schedule shall indicate the loan amount, loan type and other material features of the loan. Legacy will promptly prepare and provide BHLB with the minutes of all Legacy and Legacy Banks officer and director loan committee meetings. 6.3.4 Legacy Xxxxxxxx Federal shall promptly inform BHLB, to the extent permitted by applicable law, OFED 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 Legacy or any Legacy Subsidiary Xxxxxxxx Federal under any labor or employment law. (d) Xxxxxxxx Federal shall promptly inform OFED upon receiving any written offer for the purchase of OREO.