Common use of Deposit Liabilities Clause in Contracts

Deposit Liabilities.  (a) The Deposit Liabilities of Fidelity Bank are insured by the FDIC through the Deposit Insurance Fund to the fullest extent permitted by law, and all premiums and assessments required to be paid in connection therewith have been paid when due and Fidelity Bank is 53 authorized to hold the Deposit Liabilities. Except for such liens as set forth on the Fidelity Disclosure Schedule 3.18, the Deposit Liabilities of Fidelity Bank are not subject to any lien, including without limitation any liens in favor of Fidelity Bank and are not, as of the close of business on the Closing Date, subject to court order, legal restraint, automatic stay in bankruptcy, other legal process or stop payment orders.  (b) All of the Deposit Liabilities of Fidelity Bank have been administered and originated, in compliance in all material respects with the documents governing the relevant type of deposit account and all applicable laws and regulations. The Deposit Liabilities of Fidelity Bank were opened, extended or made, and have been maintained, in accordance with all applicable federal and state laws, regulations, rules and orders, and has been operated in compliance with Fidelity Bank’s policies and procedures. No Deposit Liabilities of Fidelity Bank are maintained by a “money service business” within the meaning of regulations promulgated under the USA PATRIOT Act. None of the Deposit Liabilities of Fidelity Bank account holders are on the list of Specially Designated Nationals or Blocked Persons of the Office of Foreign Assets Control.  (c) Fidelity Bank has properly accrued interest on the Deposit Liabilities of Fidelity Bank and the records respecting the Deposit Liabilities accounts accurately reflect such accruals of interest.  (d) None of the Deposit Liabilities of Fidelity Bank are “brokered deposits” within the meaning of the rules and regulations of the FDIC; none of the Deposit Liabilities of Fidelity Bank were obtained through the Certificate of Deposit Account Registry Service or similar reciprocal placement network or through an internet listing service. None of the Deposit Liabilities of Fidelity Bank are held by Federal, State, county or other municipal governments or governmental or quasi-governmental agencies or are subject to escheat.  (e) With respect to the Deposit Liabilities of Fidelity Bank, Fidelity Bank is in material compliance with the law and Treasury Regulations relating to (i) obtaining from depositors of the Deposit Liabilities of Merchants Bank executed IRS Forms W-8 and W-9 when appropriate and (ii) reporting of interest.

Deposit Liabilities.  (a) The Deposit Liabilities of Fidelity Merchants Bank are insured by the FDIC through the Deposit Insurance Fund to the fullest extent permitted by law, and all premiums and assessments required to be paid in connection therewith have been paid when due and Fidelity Merchants Bank is 53 authorized to hold the Deposit Liabilities. Except for such liens as set forth on the Fidelity MNB Disclosure Schedule 3.182.05(a), the Deposit Liabilities of Fidelity Merchants Bank are not subject to any lien, including without limitation any liens in favor of Fidelity Merchants Bank and are not, as of the close of business on the Closing Date, subject to court order, legal restraint, automatic stay in bankruptcy, or other legal process or stop payment ordersprocess.  (b) All of the Deposit Liabilities of Fidelity Merchants Bank have been administered and originated, in compliance in all material respects with the documents governing the relevant type of deposit account and all applicable laws and regulations. The Deposit Liabilities of Fidelity Merchants Bank were opened, extended or made, and have been maintained, in accordance with all applicable federal and state laws, regulations, rules and orders, including the Bank Secrecy Act and the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism (“USA PATRIOT Act”), and has been operated in compliance with Fidelity Merchants Bank’s policies and procedures. No Except as set forth on the MNB Disclosure Schedule 2.05(b), no Deposit Liabilities of Fidelity Merchants Bank are maintained by a “money service business” within the meaning of regulations promulgated under the USA PATRIOT Act. None of the Deposit Liabilities of Fidelity Merchants Bank account holders are on the list of Specially Designated Nationals or Blocked Persons of the Office of Foreign Assets Control.  (c) Fidelity Merchants Bank has properly accrued interest on the Deposit Liabilities of Fidelity Merchants Bank and the records respecting the Deposit Liabilities accounts accurately reflect such accruals of interest.  (d) None Merchants Bank has made available to Fidelity a true and complete copy of each of the documents governing the Deposit Liabilities of Merchants Bank for each of the types of Deposit Liabilities of Merchants Bank offered at Merchants Bank.  (e) Except as set forth on the MNB Disclosure Schedule 2.05(e), none of the Deposit Liabilities of Fidelity Merchants Bank are “brokered deposits” within the meaning of the rules and regulations of the FDIC; none of the Deposit Liabilities of Fidelity Merchants Bank were obtained through the Certificate of Deposit Account Registry Service or similar reciprocal placement network or through an internet listing service. None Except as set forth on the MNB Disclosure Schedule 2.05(e), none of the Deposit Liabilities of Fidelity Merchants Bank are held by Federal, State, county or other municipal governments or governmental or quasi-governmental agencies or are subject to escheat.  (ef) With respect to the Deposit Liabilities of Fidelity Merchants Bank, Fidelity Merchants Bank is in material compliance with the law and Treasury Regulations relating to (i) obtaining from depositors of the Deposit Liabilities of Merchants Bank executed IRS Forms W-8 and W-9 when appropriate and (ii) reporting of interest.. With respect to the Deposit Liabilities of 21 

Deposit Liabilities.  (a) The Deposit Liabilities of Fidelity ACNB Bank are insured by the FDIC through the Deposit Insurance Fund to the fullest extent permitted by law, and all premiums and assessments required to be paid in connection therewith have been paid when due and Fidelity ACNB Bank is 53 authorized to hold the Deposit Liabilities. Except for such liens as set forth on the Fidelity ACNB Bank Disclosure Schedule 3.18, the Deposit Liabilities of Fidelity ACNB Bank are not subject to any lien, including without limitation any liens in favor of Fidelity ACNB Bank and are not, as of the close of business on the Closing Date, subject to court order, legal restraint, automatic stay in bankruptcy, other legal process or stop payment orders. . (b) All of the Deposit Liabilities of Fidelity ACNB Bank have been administered and originated, in compliance in all material respects with the documents governing the relevant type of deposit account and all applicable laws and regulations. The Deposit Liabilities of Fidelity ACNB Bank were opened, extended or made, and have been maintained, in accordance with all applicable federal and state laws, regulations, rules and orders, and has been operated in compliance with Fidelity ACNB Bank’s policies and procedures. No Deposit Liabilities of Fidelity ACNB Bank are maintained by a “money service business” within the meaning of regulations promulgated under the USA PATRIOT Act. None of the Deposit Liabilities of Fidelity ACNB Bank account holders are on the list of Specially Designated Nationals or Blocked Persons of the Office of Foreign Assets Control. . (c) Fidelity ACNB Bank has properly accrued interest on the Deposit Liabilities of Fidelity ACNB Bank and the records respecting the Deposit Liabilities accounts accurately reflect such accruals of interest. . (d) None of the Deposit Liabilities of Fidelity ACNB Bank are “brokered deposits” within the meaning of the rules and regulations of the FDIC; none of the Deposit Liabilities of Fidelity ACNB Bank were obtained through the Certificate of Deposit Account Registry Service or similar reciprocal placement network or through an internet listing service. None of the Deposit Liabilities of Fidelity ACNB Bank are held by Federal, State, county or other municipal governments or governmental or quasi-governmental agencies or are subject to escheat. . (e) With respect to the Deposit Liabilities of Fidelity ACNB Bank, Fidelity ACNB Bank is in material compliance with the law and Treasury Regulations relating to (i) obtaining from depositors of the Deposit Liabilities of Merchants FC Bank executed IRS Forms W-8 and W-9 when appropriate and (ii) reporting of interest.

Deposit Liabilities.  (a) The Deposit Liabilities of Fidelity Traditions Bank are insured by the FDIC through the Deposit Insurance Fund to the fullest extent permitted by law, and all premiums and assessments required to be paid in connection therewith have been paid when due and Fidelity Traditions Bank is 53 authorized to hold the Deposit Liabilities. Except for such liens as set forth on the Fidelity Traditions Disclosure Schedule 3.182.05(a), the Deposit Liabilities of Fidelity Traditions Bank are not subject to any lien, including without limitation any liens in favor of Fidelity Traditions Bank and are not, as of the close of business on the Closing Date, subject to court order, legal restraint, automatic stay in bankruptcy, or other legal process or stop payment orders. process. (b) All of the Deposit Liabilities of Fidelity Traditions Bank have been administered and originated, in compliance in all material respects with the documents governing the relevant type of deposit account and all applicable laws and regulations. The Deposit Liabilities of Fidelity Traditions Bank were opened, extended or made, and have been maintained, in accordance with all applicable federal and state laws, regulations, rules and orders, including the Bank Secrecy Act and the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism (“USA PATRIOT Act”), and has been operated in compliance with Fidelity Traditions Bank’s policies and procedures. No Deposit Liabilities of Fidelity Traditions Bank are maintained by a “money service business” within the meaning of regulations promulgated under the USA PATRIOT Act. None of the Deposit Liabilities of Fidelity Traditions Bank account holders are on the list of Specially Designated Nationals or Blocked Persons of the Office of Foreign Assets Control. . (c) Fidelity Traditions Bank has properly accrued interest on the Deposit Liabilities of Fidelity Traditions Bank and the records respecting the Deposit Liabilities accounts accurately reflect such accruals of interest. . (d) None Traditions Bank has made available to ACNB a true and complete copy of each of the documents governing the Deposit Liabilities of Traditions Bank for each of the types of Deposit Liabilities of Traditions Bank offered at Traditions Bank. (e) Except as set forth on the Traditions Disclosure Schedule 2.05(e), none of the Deposit Liabilities of Fidelity Traditions Bank are “brokered deposits” within the meaning of the rules and regulations of the FDIC; none of the Deposit Liabilities of Fidelity Traditions Bank were obtained through the Certificate of Deposit Account Registry Service or similar reciprocal placement network or through an internet listing service. None of the Deposit Liabilities of Fidelity Traditions Bank are held by Federal, State, county or other municipal governments or governmental or quasi-governmental agencies or are subject to escheat. . (ef) With respect to the Deposit Liabilities of Fidelity Traditions Bank, Fidelity Traditions Bank is in material compliance with the law and Treasury Regulations relating to (i) obtaining from depositors of the Deposit Liabilities of Merchants Traditions Bank executed IRS Forms W-8 and W-9 when appropriate and (ii) reporting of interest. With respect to the Deposit Liabilities of Traditions Bank opened, Traditions Bank has either obtained a properly completed Form W-8 or W-9 when appropriate (and renewals of such forms, where required) or is back-up withholding on such account.

Deposit Liabilities.  (a) The Deposit Liabilities of Fidelity FC Bank are insured by the FDIC through the Deposit Insurance Fund to the fullest extent permitted by law, and all premiums and assessments required to be paid in connection therewith have been paid when due and Fidelity FC Bank is 53 authorized to hold the Deposit Liabilities. Except for such liens as set forth on the Fidelity FC Bank Disclosure Schedule 3.182.05(a), the Deposit Liabilities of Fidelity FC Bank are not subject to any lien, including without limitation any liens in favor of Fidelity FC Bank and are not, as of the close of business on the Closing Date, subject to court order, legal restraint, automatic stay in bankruptcy, or other legal process or stop payment orders. process. (b) All of the Deposit Liabilities of Fidelity FC Bank have been administered and originated, in compliance in all material respects with the documents governing the relevant type of deposit account and all applicable laws and regulations. The Deposit Liabilities of Fidelity FC Bank were opened, extended or made, and have been maintained, in accordance with all applicable federal and state laws, regulations, rules and orders, including the Bank Secrecy Act and the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism (“USA PATRIOT Act”), and has been operated in compliance with Fidelity FC Bank’s policies and procedures. No Deposit Liabilities of Fidelity FC Bank are maintained by a “money service business” within the meaning of regulations promulgated under the USA PATRIOT Act. None of the Deposit Liabilities of Fidelity FC Bank account holders are on the list of Specially Designated Nationals or Blocked Persons of the Office of Foreign Assets Control. . (c) Fidelity FC Bank has properly accrued interest on the Deposit Liabilities of Fidelity FC Bank and the records respecting the Deposit Liabilities accounts accurately reflect such accruals of interest. . (d) None FC Bank has made available to ACNB a true and complete copy of each of the documents governing the Deposit Liabilities of FC Bank for each of the types of Deposit Liabilities of FC Bank offered at FC Bank. (e) Except as set forth on the FC Bank Disclosure Schedule 2.05(e), none of the Deposit Liabilities of Fidelity FC Bank are “brokered deposits” within the meaning of the rules and regulations of the FDIC; none of the Deposit Liabilities of Fidelity FC Bank were obtained through the Certificate of Deposit Account Registry Service or similar reciprocal placement network or through an internet listing service. None Except as set forth on the FC Bank Disclosure Schedule 2.05(e), none of the Deposit Liabilities of Fidelity FC Bank are held by Federal, State, county or other municipal governments or governmental or quasi-governmental agencies or are subject to escheat. . (ef) With respect to the Deposit Liabilities of Fidelity FC Bank, Fidelity FC Bank is in material compliance with the law and Treasury Regulations relating to (i) obtaining from depositors of the Deposit Liabilities of Merchants FC Bank executed IRS Forms W-8 and W-9 when appropriate and (ii) reporting of interest. With respect to the Deposit Liabilities of FC Bank opened, FC Bank has either obtained a properly completed Form W-8 or W-9 when appropriate (and renewals of such forms, where required) or is back-up withholding on such account.

Deposit Liabilities.  (a) The Deposit Liabilities of Fidelity NWS Bank are insured by the FDIC through the Deposit Insurance Fund to the fullest extent permitted by law, and all premiums and assessments required to be paid in connection therewith have been paid when due and Fidelity NWS Bank is 53 authorized to hold the Deposit Liabilities. Except for such liens as set forth on the Fidelity NWS Bank Disclosure Schedule 3.182.05(a), the Deposit Liabilities of Fidelity NWS Bank are not subject to any lien, including without limitation any liens in favor of Fidelity NWS Bank and are not, as of the close of business on the Closing Date, subject to court order, legal restraint, automatic stay in bankruptcy, other legal process or stop payment orders. . (b) All of the Deposit Liabilities of Fidelity NWS Bank have been administered and originated, in compliance in all material respects with the documents governing the relevant type of deposit account and all applicable laws and regulations. The Deposit Liabilities of Fidelity NWS Bank were opened, extended or made, and have been maintained, in accordance with all applicable federal and state laws, regulations, rules and orders, including the Bank Secrecy Act and the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism (“USA Patriot Act”), and has been operated in compliance with Fidelity NWS Bank’s policies and procedures. No Deposit Liabilities of Fidelity NWS Bank are maintained by a “money service business” within the meaning of regulations promulgated under the USA PATRIOT Act. None of the Deposit Liabilities of Fidelity NWS Bank account holders are on the list of Specially Designated Nationals or Blocked Persons of the Office of Foreign Assets Control. . (c) Fidelity NWS Bank has properly accrued interest on the Deposit Liabilities of Fidelity NWS Bank and the records respecting the Deposit Liabilities accounts accurately reflect such accruals of interest. . (d) NWS Bank has made available to ACNB a true and complete copy of each of the documents governing the Deposit Liabilities of NWS Bank for each of the types of Deposit Liabilities of NWS Bank offered at NWS Bank. (e) None of the Deposit Liabilities of Fidelity NWS Bank are “brokered deposits” within the meaning of the rules and regulations of the FDIC; none of the Deposit Liabilities of Fidelity NWS Bank were obtained through the Certificate of Deposit Account Registry Service or similar reciprocal placement network or through an internet listing service. None of the Deposit Liabilities of Fidelity NWS Bank are held by Federal, State, county or other municipal governments or governmental or quasi-governmental agencies or are subject to escheat. . (ef) With respect to the Deposit Liabilities of Fidelity NWS Bank, Fidelity NWS Bank is in material compliance with the law and Treasury Regulations relating to (i) obtaining from depositors of the Deposit Liabilities of Merchants NWS Bank executed IRS Forms W-8 and W-9 when appropriate and (ii) reporting of interest. With respect to the Deposit Liabilities of NWS Bank opened, NWS Bank has either obtained a properly completed Form W-8 or W-9 when appropriate (and renewals of such forms, where required) or is back-up withholding on such account.

Deposit Liabilities.  (a) The Deposit Liabilities of Fidelity ACNB Bank are insured by the FDIC through the Deposit Insurance Fund to the fullest extent permitted by law, and all premiums and assessments required to be paid in connection therewith have been paid when due and Fidelity ACNB Bank is 53 authorized to hold the Deposit Liabilities. Except for such liens as set forth on the Fidelity ACNB Disclosure Schedule 3.18, the Deposit Liabilities of Fidelity ACNB Bank are not subject to any lien, including without limitation any liens in favor of Fidelity ACNB Bank and are not, as of the close of business on the Closing Date, subject to court order, legal restraint, automatic stay in bankruptcy, other legal process or stop payment orders. . (b) All of the Deposit Liabilities of Fidelity ACNB Bank have been administered and originated, in compliance in all material respects with the documents governing the relevant type of deposit account and all applicable laws and regulations. The Deposit Liabilities of Fidelity ACNB Bank were opened, extended or made, and have been maintained, in accordance with all applicable federal and state laws, regulations, rules and orders, and has been operated in compliance with Fidelity ACNB Bank’s policies and procedures. No Deposit Liabilities of Fidelity ACNB Bank are maintained by a “money service business” within the meaning of regulations promulgated under the USA PATRIOT Act. None of the Deposit Liabilities of Fidelity ACNB Bank account holders are on the list of Specially Designated Nationals or Blocked Persons of the Office of Foreign Assets Control. . (c) Fidelity ACNB Bank has properly accrued interest on the Deposit Liabilities of Fidelity ACNB Bank and the records respecting the Deposit Liabilities accounts accurately reflect such accruals of interest. . (d) None of the Deposit Liabilities of Fidelity ACNB Bank are “brokered deposits” within the meaning of the rules and regulations of the FDIC; except as set forth on the ACNB Disclosure Schedule 3.18, none of the Deposit Liabilities of Fidelity ACNB Bank were obtained through the Certificate of Deposit Account Registry Service or similar reciprocal placement network or through an internet listing service. None of the Deposit Liabilities of Fidelity ACNB Bank are held by Federal, State, county or other municipal governments or governmental or quasi-governmental agencies or are subject to escheat. . (e) With respect to the Deposit Liabilities of Fidelity ACNB Bank, Fidelity ACNB Bank is in material compliance with the law and Treasury Regulations relating to (i) obtaining from depositors of the Deposit Liabilities of Merchants Traditions Bank executed IRS Forms W-8 and W-9 when appropriate and (ii) reporting of interest.

Deposit Liabilities.  (a) The Deposit Liabilities of Fidelity Bank are insured by the FDIC through the Deposit Insurance Fund to the fullest extent permitted by law, and all premiums and assessments required to be paid in connection therewith have been paid when due and Fidelity Bank is 53 authorized to hold the Deposit Liabilities. Except for such liens as set forth on the Fidelity Disclosure Schedule 3.181.02(a), the Deposit Liabilities of Fidelity Bank being transferred to Buyer are not subject to any lienLien, including without limitation any liens Liens in favor of Fidelity Bank Seller and are not, as of the close of business on the Closing Date, subject to court order, legal restraint, automatic stay in bankruptcy, other legal process or stop payment orders. . (ba) All of the Deposit Liabilities of Fidelity Bank accounts have been administered and originated, in compliance in all material respects with the documents governing the relevant type of deposit Deposit account and all applicable laws and regulations. laws. (b) The Deposit Liabilities of Fidelity Bank accounts are insured by the FDIC through the Deposit Insurance Fund to the fullest extent permitted by law, and all premiums and assessments required to be paid in connection therewith have been paid when due. (c) The Deposit Liabilities were opened, extended or made, and have been maintained, in accordance with all applicable federal and state laws, regulations, rules and orders, including the Bank Secrecy Act and the USA PATRIOT Act, and the Branch Office has been operated in compliance with Fidelity BankSeller’s policies and procedures. No procedures and all applicable federal and state laws, regulations, rules and orders, except for such instances of noncompliance that do not have, and are not reasonably likely to have, a Material Adverse Change to Seller. (d) Seller has properly accrued interest on the Deposit Liabilities accounts and the Records respecting the Deposit Liabilities accounts accurately reflect such accruals of Fidelity Bank interest. (e) Seller has made available to Buyer a true and complete copy of each of the documents governing the Deposit Liabilities accounts for each of the types of Deposit Liabilities accounts offered at the Branch Office which are being transferred by Seller. (f) No Deposits are maintained by a “money service business” within the meaning of regulations promulgated under the USA PATRIOT Act. None of the Deposit Liabilities of Fidelity Bank account holders are on the list of Specially Designated Nationals or Blocked Persons of the Office of Foreign Assets Control. . (c) Fidelity Bank has properly accrued interest on the Deposit Liabilities of Fidelity Bank and the records respecting the Deposit Liabilities accounts accurately reflect such accruals of interest.  (dg) None of the Deposit Liabilities of Fidelity Bank are “brokered deposits” within the meaning of the rules and regulations of the FDIC; none of the Deposit Liabilities of Fidelity Bank Deposits were obtained through the Certificate of Deposit Account Registry Service or similar reciprocal placement network or through an internet listing service. None of the Deposit Liabilities of Fidelity Bank are held by Federal, State, county or other municipal governments or governmental or quasi-governmental agencies or are subject to escheat. . (eh) None of the Deposit Liabilities account holders are on the list of Specially Designated Nationals or Blocked Persons of the Office of Foreign Assets Control. (i) With respect to the Deposit Liabilities of Fidelity BankLiabilities, Fidelity Bank Seller is in material compliance with the law and Treasury Regulations IRS regulations relating to (i) obtaining from depositors of the Deposit Liabilities of Merchants Bank executed IRS Forms W-8 and W-9 when appropriate and (ii) reporting of interest. With respect to the Deposit Liabilities opened after December 31, 1983, Seller has either obtained a properly completed Form W-8 or W-9 when appropriate (and renewals of such forms, where required) or is back-up withholding on such account.

Deposit Liabilities.  (a) The Deposit Liabilities of Fidelity Landmark Bank are insured by the FDIC through the Deposit Insurance Fund to the fullest extent permitted by law, and all premiums and assessments required to be paid in connection therewith have been paid when due and Fidelity Landmark Bank is 53 authorized to hold the Deposit Liabilities. Except for such liens as set forth on the Fidelity Landmark Disclosure Schedule 3.182.05(a), the Deposit Liabilities of Fidelity Landmark Bank are not subject to any lien, including without limitation any liens in favor of Fidelity Landmark Bank and are not, as of the close of business on the Closing Date, subject to court order, legal restraint, automatic stay in bankruptcy, other legal process or stop payment orders.  (b) All of the Deposit Liabilities of Fidelity Landmark Bank have been administered and originated, in compliance in all material respects with the documents governing the relevant type of deposit account and all applicable laws and regulations. The Deposit Liabilities of Fidelity Landmark Bank were opened, extended or made, and have been maintained, in accordance with all applicable federal and state laws, regulations, rules and orders, including the Bank Secrecy Act and has the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism (“USA PATRIOT Act”), and have been operated in compliance with Fidelity Landmark Bank’s policies and procedures. No Except as set forth on the Landmark Disclosure Schedule 2.05(b), no Deposit Liabilities of Fidelity Landmark Bank are maintained by a “money service business” within the meaning of regulations promulgated under the USA PATRIOT Act. None of the Deposit Liabilities of Fidelity Landmark 22 Bank account holders are on the list of Specially Designated Nationals or Blocked Persons of the Office of Foreign Assets Control.  (c) Fidelity Landmark Bank has properly accrued interest on the Deposit Liabilities of Fidelity Landmark Bank and the records respecting the Deposit Liabilities accounts accurately reflect such accruals of interest.  (d) None Landmark Bank has made available to Fidelity a true and complete copy of each of the documents governing the Deposit Liabilities of Landmark Bank for each of the types of Deposit Liabilities of Landmark Bank offered at Landmark Bank.  (e) Except as set forth on the Landmark Disclosure Schedule 2.05(e), none of the Deposit Liabilities of Fidelity Landmark Bank are “brokered deposits” within the meaning of the rules and regulations of the FDIC; and none of the Deposit Liabilities of Fidelity Landmark Bank were obtained through the Certificate of Deposit Account Registry Service or similar reciprocal placement network or through an internet listing service. None of the Deposit Liabilities of Fidelity Landmark Bank are held by Federal, State, county or other municipal governments or governmental or quasi-governmental agencies or are subject to escheat.  (ef) With respect to the Deposit Liabilities of Fidelity Landmark Bank, Fidelity Landmark Bank is in material compliance with the law and Treasury Regulations relating to (i) obtaining from depositors of the Deposit Liabilities of Merchants Landmark Bank executed IRS Forms W-8 and W-9 when appropriate and (ii) reporting of interest. With respect to the Deposit Liabilities of Landmark Bank opened, Landmark Bank has either obtained a properly completed Form W-8 or W-9 when appropriate (and renewals of such forms, where required) or is back-up withholding on such account.

Deposit Liabilities.  (a) The Deposit Liabilities of Fidelity Bank are insured by the FDIC through the Deposit Insurance Fund to the fullest extent permitted by law, and all premiums and assessments required to be paid in connection therewith have been paid when due and Fidelity Bank is 53 authorized to hold the Deposit Liabilities. Except for such liens as set forth on the Fidelity Disclosure Schedule 3.18, the Deposit Liabilities of Fidelity Bank are not subject to any lien, including without limitation any liens in favor of Fidelity Bank and are not, as of the close of business on the Closing Date, subject to court order, legal restraint, automatic stay in bankruptcy, other legal process or stop payment orders.  (b) All of the Deposit Liabilities of Fidelity Bank have been administered and originated, in compliance in all material respects with the documents governing the relevant type of deposit account and all applicable laws and regulations. The Deposit Liabilities of Fidelity Bank were opened, extended or made, and have been maintained, in accordance with all applicable federal and state laws, regulations, rules and orders, and has been operated in compliance with Fidelity Bank’s policies and procedures. No Deposit Liabilities of Fidelity Bank are maintained by a “money service business” within the meaning of regulations 56 promulgated under the USA PATRIOT Act. None of the Deposit Liabilities of Fidelity Bank account holders are on the list of Specially Designated Nationals or Blocked Persons of the Office of Foreign Assets Control.  (c) Fidelity Bank has properly accrued interest on the Deposit Liabilities of Fidelity Bank and the records respecting the Deposit Liabilities accounts accurately reflect such accruals of interest.  (d) None of the Deposit Liabilities of Fidelity Bank are “brokered deposits” within the meaning of the rules and regulations of the FDIC; none of the Deposit Liabilities of Fidelity Bank were obtained through the Certificate of Deposit Account Registry Service or similar reciprocal placement network or through an internet listing service. None of the Deposit Liabilities of Fidelity Bank are held by Federal, State, county or other municipal governments or governmental or quasi-governmental agencies or are subject to escheat.  (e) With respect to the Deposit Liabilities of Fidelity Bank, Fidelity Bank is in material compliance with the law and Treasury Regulations relating to (i) obtaining from depositors of the Deposit Liabilities of Merchants Fidelity Bank executed IRS Forms W-8 and W-9 when appropriate and (ii) reporting of interest.

Deposit Liabilities.  (a) The Deposit Liabilities of Fidelity ACNB Bank are insured by the FDIC through the Deposit Insurance Fund to the fullest extent permitted by law, and all premiums and assessments required to be paid in connection therewith have been paid when due and Fidelity ACNB Bank is 53 authorized to hold the Deposit Liabilities. Except for such liens as set forth on the Fidelity ACNB Bank Disclosure Schedule 3.18, the Deposit Liabilities of Fidelity ACNB Bank are not subject to any lien, including without limitation any liens in favor of Fidelity ACNB Bank and are not, as of the close of business on the Closing Date, subject to court order, legal restraint, automatic stay in bankruptcy, other legal process or stop payment orders. . (b) All of the Deposit Liabilities of Fidelity ACNB Bank have been administered and originated, in compliance in all material respects with the documents governing the relevant type of deposit account and all applicable laws and regulations. The Deposit Liabilities of Fidelity ACNB Bank were opened, extended or made, and have been maintained, in accordance with all applicable federal and state laws, regulations, rules and orders, and has been operated in compliance with Fidelity ACNB Bank’s policies and procedures. No Deposit Liabilities of Fidelity ACNB Bank are maintained by a “money service business” within the meaning of regulations promulgated under the USA PATRIOT Act. None of the Deposit Liabilities of Fidelity ACNB Bank account holders are on the list of Specially Designated Nationals or Blocked Persons of the Office of Foreign Assets Control. . (c) Fidelity ACNB Bank has properly accrued interest on the Deposit Liabilities of Fidelity ACNB Bank and the records respecting the Deposit Liabilities accounts accurately reflect such accruals of interest. . (d) None of the Deposit Liabilities of Fidelity ACNB Bank are “brokered deposits” within the meaning of the rules and regulations of the FDIC; none of the Deposit Liabilities of Fidelity ACNB Bank were obtained through the Certificate of Deposit Account Registry Service or similar reciprocal placement network or through an internet listing service. None of the Deposit Liabilities of Fidelity ACNB Bank are held by Federal, State, county or other municipal governments or governmental or quasi-governmental agencies or are subject to escheat. . (e) With respect to the Deposit Liabilities of Fidelity ACNB Bank, Fidelity ACNB Bank is in material compliance with the law and Treasury Regulations relating to (i) obtaining from depositors of the Deposit Liabilities of Merchants NWS Bank executed IRS Forms W-8 and W-9 when appropriate and (ii) reporting of interest.

Deposit Liabilities.  (a) The Deposit Liabilities Assume and thereafter discharge, pay -------------------- in full and perform all of Fidelity Bank are insured by the FDIC through the Deposit Insurance Fund SELLER's obligations and duties relating to the fullest extent permitted by law, and all premiums and assessments required to be paid in connection therewith have been paid when due and Fidelity Bank is 53 authorized to hold the "Deposit Liabilities" (as hereinafter defined). Except for such liens The term "DEPOSIT LIABILITIES" is defined herein as set forth all of SELLER's obligations, duties and liabilities of every type and character relating to all deposit accounts (including accrued but unpaid or uncredited interest thereon and uncollected funds related thereto) which, as reflected on the Fidelity Disclosure Schedule 3.18, the Deposit Liabilities books of Fidelity Bank are not subject to any lien, including without limitation any liens in favor of Fidelity Bank and are not, SELLER as of the close of business on the Closing Date, subject are attributable to court orderthe Offices. The deposit accounts referred to in the immediately preceding sentence (the "DEPOSIT ACCOUNTS") include, legal restraintwithout limitation, automatic stay in bankruptcyclub, other legal process statement savings, passbook savings, checking, Money Market and NOW accounts, Individual Retirement Accounts for which SELLER has not received, on or stop payment ordersbefore the Closing Date, the written advice from the account holder of such account holder's objection or failure to accept BUYER as successor custodian ("IRA'S") and certificates of deposit.  Deposit Accounts shall not include (bi) All deposit accounts maintained by affiliates of SELLER, (ii) deposit accounts that, by law or contract, cannot either be transferred by SELLER or assumed by BUYER, and (iii) the deposits listed on SCHEDULE Q to this ---------- Agreement. The obligations, duties and liabilities to be assumed by BUYER relating to the Deposit Liabilities of Fidelity Bank have been administered Accounts include, without limitation, the obligation to pay and originated, in compliance in otherwise process all material respects with the documents governing the relevant type of deposit account and all applicable laws and regulations. The Deposit Liabilities of Fidelity Bank were opened, extended or made, and have been maintained, Accounts in accordance with applicable law and their respective contractual terms and the duty to supply all applicable federal reporting forms for periods following the Closing Date, including, without limitation, IRS Forms 1098 and state laws, regulations, rules 1099 and orders, other informational tax reports and has been operated in compliance with Fidelity Bank’s policies and procedures. No Deposit Liabilities of Fidelity Bank are maintained by a “money service business” within the meaning of regulations promulgated under the USA PATRIOT Act. None of the Deposit Liabilities of Fidelity Bank account holders are on the list of Specially Designated Nationals or Blocked Persons of the Office of Foreign Assets Control.  (c) Fidelity Bank has properly accrued interest on the Deposit Liabilities of Fidelity Bank and the records respecting the Deposit Liabilities accounts accurately reflect such accruals of interest.  (d) None of the Deposit Liabilities of Fidelity Bank are “brokered deposits” within the meaning of the rules and regulations of the FDIC; none of the Deposit Liabilities of Fidelity Bank were obtained through the Certificate of Deposit Account Registry Service or similar reciprocal placement network or through an internet listing service. None of the Deposit Liabilities of Fidelity Bank are held by Federal, State, county or other municipal governments or governmental or quasi-governmental agencies or are subject to escheat.  (e) With respect reports relating to the Deposit Liabilities of Fidelity Bank, Fidelity Bank is in material compliance with Accounts to be filed and provided after the law and Treasury Regulations Closing Date relating to (i) obtaining from depositors of interest paid after the Closing Date. With regard to each IXX included within the Deposit Liabilities of Merchants Bank executed IRS Forms W-8 Accounts, BUYER shall also assume the appropriate plan pertaining thereto and W-9 when appropriate and (ii) reporting of interestthe trustee or custodial arrangement in connection therewith.