Common use of Derivative Transactions Clause in Contracts

Derivative Transactions. Except as set forth in Section 5.22 of the Buyer Disclosure Schedule, since December 31, 1998, neither Buyer nor any of its Subsidiaries has engaged in transactions in or involving forwards, futures, options on futures, swaps or other derivative instruments except (i) as agent on the order and for the account of others, or (ii) as principal for purposes of hedging interest rate risk on U.S. dollar-denominated securities and other financial instruments. None of the counterparties to any contract or agreement with respect to any such instrument is in default with respect to such contract or agreement and no such contract or agreement, were it to be a Loan (as defined below) held by the Buyer or any of its Subsidiaries, would be classified as "Other Loans Specially Mentioned", "Special Mention", "Substandard", "Doubtful", "Loss", "Classified", "Criticized", "Credit Risk Assets", "Concerned Loans" or words of similar import. The financial position of Buyer and its Subsidiaries on a consolidated basis under or with respect to each such instrument has been reflected in the books and records of Buyer and such Subsidiaries in accordance with GAAP consistently applied, and no open exposure of Buyer or any of its Subsidiaries with respect to any such instrument (or with respect to multiple instruments with respect to any single counterparty) exceeds $250,000.

Derivative Transactions. Except as set forth in Section 5.22 4.20 of the Buyer Company Disclosure Schedule, since December 31June 30, 1998, neither Buyer Company nor any of its Subsidiaries has engaged in transactions in or involving forwards, futures, options on futures, swaps or other derivative instruments except (i) as agent on the order and for the account of others, or (ii) as principal for purposes of hedging interest rate risk on U.S. dollar-denominated securities and other financial instruments. None of the counterparties to any contract or agreement with respect to any such instrument is in default with respect to such contract or agreement and no such contract or agreement, were it to be a Loan (as defined below) held by the Buyer Company or any of its Subsidiaries, would be classified as "Other Loans Specially Mentioned", "Special Mention", "Substandard", "Doubtful", "Loss", "Classified", "Criticized", "Credit Risk Assets", "Concerned Loans" or words of similar import. The financial position of Buyer the Company and its Subsidiaries on a consolidated basis under or with respect to each such instrument has been reflected in the books and records of Buyer the Company and such Subsidiaries in accordance with GAAP consistently applied, and no open exposure of Buyer the Company or any of its Subsidiaries with respect to any such instrument (or with respect to multiple instruments with respect to any single counterparty) exceeds $250,000.

Derivative Transactions. Except as set forth in Section 5.22 3.19 of the Buyer Golden State Disclosure Schedule, since December 31June 30, 19981997, neither Buyer Golden State nor any of its Subsidiaries has engaged in transactions in or involving forwards, futures, options on futures, swaps or other derivative instruments except (i) as agent on the order and for the account of others, or (ii) as principal for purposes of hedging interest rate risk on U.S. dollar-denominated securities and other financial instruments. None of the counterparties to any contract or agreement with respect to any such instrument is in default with respect to such contract or agreement and no such contract or agreement, were it to be a Loan (as defined below) held by the Buyer Golden State or any of its Subsidiaries, would be classified as "Other Loans Specially Mentioned", "Special Mention", "Substandard", "Doubtful", "Loss", "Classified", "Criticized", "Credit Risk Assets", "Concerned Loans" or words of similar import. The financial position of Buyer Golden State and its Subsidiaries on a consolidated basis under or with respect to each such instrument has been reflected in the books and records of Buyer Golden State and such Subsidiaries in accordance with GAAP consistently applied, and no open exposure of Buyer Golden State or any of its Subsidiaries with respect to any such instrument (or with respect to multiple instruments with respect to any single counterparty) exceeds $250,000exists as of the date hereof.

Derivative Transactions. Except as set forth in Section 5.22 4.24 of the Buyer ----------------------- First Place Disclosure Schedule, since December 31June 30, 19981999, neither Buyer First Place nor any of its Subsidiaries has engaged in transactions in or involving forwards, futures, options on futures, swaps or other derivative instruments except (i) as agent on the order and for the account of others, or (ii) as principal for purposes of hedging interest rate risk on U.S. dollar-dollar denominated securities and other financial instruments. None of the counterparties to any contract or agreement with respect to any such instrument is in default with respect to such contract or agreement and no such contract or agreement, were it to be a Loan (as defined below) held by the Buyer First Place or any of its Subsidiaries, would be classified as "Other Loans Specially Mentioned", ," "Special Mention", ," "Substandard", ," "Doubtful", ," "Loss", ," "Classified", ," "Criticized", ," "Credit Risk Assets", ," "Concerned Loans" or words of similar import. The financial position of Buyer First Place and its Subsidiaries on a consolidated basis under or with respect to each such instrument has been reflected in the books and records of Buyer First Place and such Subsidiaries in accordance with GAAP consistently applied, and no open exposure of Buyer First Place or any of its Subsidiaries which has not been previously disclosed in the First Place Reports with respect to any such instrument (or with respect to multiple instruments with respect to any single counterparty) exceeds $250,000500,000.

Derivative Transactions. Except as set forth in Section 5.22 3.24 of the Buyer ----------------------- FFY Disclosure Schedule, since December 31June 30, 19981999, neither Buyer FFY nor any of its Subsidiaries has engaged in transactions in or involving forwards, futures, options on futures, swaps or other derivative instruments except (i) as agent on the order and for the account of others, or (ii) as principal for purposes of hedging interest rate risk on U.S. dollar-dollar denominated securities and other financial instruments. None of the counterparties to any contract or agreement with respect to any such instrument is in default with respect to such contract or agreement and no such contract or agreement, were it to be a Loan (as defined below) held by the Buyer FFY or any of its Subsidiaries, would be classified as "Other Loans Specially Mentioned", "Special Mention", "Substandard", "Doubtful", "Loss", "Classified", "Criticized", "Credit Risk Assets", "Concerned Loans" or words of similar import. The financial position of Buyer FFY and its Subsidiaries on a consolidated basis under or with respect to each such instrument has been reflected in the books and records of Buyer FFY and such Subsidiaries in accordance with GAAP consistently applied, and no open exposure of Buyer FFY or any of its Subsidiaries which has not been previously disclosed in the FFY Reports with respect to any such instrument (or with respect to multiple instruments with respect to any single counterparty) exceeds $250,000500,000.

Derivative Transactions. Except as set forth in Section 5.22 4.22 of the Buyer Company Disclosure Schedule, since December 31, 19981997, neither Buyer Company nor any of its Subsidiaries has engaged in transactions in or involving forwards, futures, options on futures, swaps or other derivative instruments except (i) as agent on the order and for the account of others, or (ii) as principal for purposes of hedging interest rate risk on U.S. dollar-denominated securities and other financial instruments. None of the counterparties to any contract or agreement with respect to any such instrument is in default with respect to such contract or agreement and no such contract or agreement, were it to be a Loan (as defined below) held by the Buyer Company or any of its Subsidiaries, would be classified as "Other Loans Specially Mentioned", "Special Mention", "Substandard", "Doubtful", "Loss", "Classified", "Criticized", "Credit Risk Assets", "Concerned Loans" or words of similar import. The financial position of Buyer the Company and its Subsidiaries on a consolidated basis under or with respect to each such instrument has been reflected in the books and records of Buyer the Company and such Subsidiaries in accordance with GAAP consistently applied, and no open exposure of Buyer the Company or any of its Subsidiaries with respect to any such instrument (or with respect to multiple instruments with respect to any single counterparty) exceeds $250,000100,000.

Derivative Transactions. Except as set forth in Section 5.22 5.24 of the Buyer Disclosure Schedule, since December 31, 19981997, neither Buyer nor any of its Subsidiaries has engaged in transactions in or involving forwards, futures, options on futures, swaps or other derivative instruments except (i) as agent on the order and for the account of others, or (ii) as principal for purposes of hedging interest rate risk on U.S. dollar-denominated securities and other financial instruments. None of the counterparties to any contract or agreement with respect to any such instrument is in default with respect to such contract or agreement and no such contract or agreement, were it to be a Loan (as defined below) held by the Buyer or any of its Subsidiaries, would be classified as "Other Loans Specially Mentioned", "Special Mention", "Substandard", "Doubtful", "Loss", "Classified", "Criticized", "Credit Risk Assets", "Concerned Loans" or words of similar import. The financial xxxxx- cial position of Buyer and its Subsidiaries on a consolidated basis under or with respect to each such instrument has been reflected in the books and records of Buyer and such Subsidiaries in accordance with GAAP consistently applied, and no open exposure of Buyer or any of its Subsidiaries with respect to any such instrument (or with respect to multiple instruments with respect to any single counterparty) exceeds $250,000100,000.

Derivative Transactions. Except as set forth in Section 5.22 4.19 of the Buyer Company Disclosure Schedule, since December 31, 19981999, neither Buyer the Company nor any of its Subsidiaries has engaged in transactions in or involving forwards, futures, options on futures, swaps or other derivative instruments except (i) as agent on the order and for the account of others, or (ii) as principal for purposes of hedging interest rate risk on U.S. dollar-denominated securities and other financial instruments. None of the counterparties to any contract or agreement with respect to any such instrument is in default with respect to such contract or agreement and no such contract or agreement, were it to be a Loan (as defined below) held by the Buyer Company or any of its Subsidiaries, would be classified as "Other Loans Specially Mentioned", "Special Mention", "Substandard", "Doubtful", "Loss", "Classified", "Criticized", "Credit Risk Assets", "Concerned Loans" or words of similar import. The financial position of Buyer the Company and its Subsidiaries on a consolidated basis under or with respect to each such instrument has been reflected in the books and records of Buyer the Company and such Subsidiaries in accordance with GAAP consistently applied, and no open exposure of Buyer the Company or any of its Subsidiaries with respect to any such instrument (or with respect to multiple instruments with respect to any single counterparty) exceeds $250,000.

Derivative Transactions. Except as set forth in Section 5.22 of the Buyer Disclosure Schedule, since Since December 31, 1998, neither Buyer nor any of its Subsidiaries has engaged in transactions in or involving forwards, futures, options on futures, swaps or other derivative instruments except (i) as agent on the order and for the account of others, others or (ii) as principal for purposes of hedging interest rate risk on U.S. dollar-denominated securities and other financial instruments. None of the counterparties to any contract or agreement with respect to any such instrument is in default with respect to such contract or agreement and no such contract or agreement, were it to be a Loan (as defined below) held by the Buyer or any of its Subsidiaries, would be classified as "Other Loans Specially Mentioned", "Special Mention", "Substandard", "Doubtful", "Loss", "Classified", "Criticized", "Credit Risk Assets", "Concerned Loans" or words of similar import. The financial position of Buyer and its Subsidiaries on a consolidated basis under or with respect to each such instrument has been reflected in the books and records of Buyer and such Subsidiaries in accordance with GAAP consistently applied, and no open exposure of Buyer or any of its Subsidiaries with respect to any such instrument (or with respect to multiple instruments with respect to any single counterparty) exceeds $250,00010,000,000.

Derivative Transactions. Except as set forth in Section 5.22 5.24 of the Buyer Disclosure Schedule, since December 31, 19981997, neither Buyer nor any of its Subsidiaries has engaged in transactions in or involving forwards, futures, options on futures, swaps or other derivative instruments except (i) as agent on the order and for the account of others, or (ii) as principal for purposes of hedging interest rate risk on U.S. dollar-denominated securities and other financial instruments. None of the counterparties to any contract or agreement with respect to any such instrument is in default with respect to such contract or agreement and no such contract or agreement, were it to be a Loan (as defined below) held by the Buyer or any of its Subsidiaries, would be classified as "Other Loans Specially Mentioned", "Special Mention", "Substandard", "Doubtful", "Loss", "Classified", "Criticized", "Credit Risk Assets", "Concerned Loans" or words of similar import. The financial position of Buyer and its Subsidiaries on a consolidated basis under or with respect to each such instrument has been reflected in the books and records of Buyer and such Subsidiaries in accordance with GAAP consistently applied, and no open exposure of Buyer or any of its Subsidiaries with respect to any such instrument (or with respect to multiple instruments with respect to any single counterparty) exceeds $250,000100,000.

Derivative Transactions. Except as set Schedule 3.35 sets forth in Section 5.22 of all holdings by the Buyer Disclosure Schedule, since December 31, 1998, neither Buyer nor Company or any of its Subsidiaries has engaged of positions in transactions in or involving forwards, futures, options on futures, swaps and any other instrument within the scope of the Company's Board-approved investment policy ("Derivative Instruments"). Except as set forth on Schedule 3.35, since June 30, 1997, neither the Company nor any of its Subsidiaries has engaged in any transactions in or other derivative instruments except (i) as agent on the order and for the account of others, or (ii) as principal for purposes of hedging interest rate risk on U.S. dollar-denominated securities and other financial instrumentsinvolving Derivative Instruments. None of the counterparties to any contract or agreement with respect to any such instrument is in default with respect to such contract or agreement and no such contract or agreement, were it to be a Loan (as defined below) held by the Buyer Company or any of its Subsidiaries, would be classified as "Other Loans Specially Especially Mentioned", ," "Special Mention", ," "Substandard", ," "Doubtful", ," "Loss", ," "Classified", ," "Criticized", ," "Credit Risk Assets", ," "Concerned Loans" or words of similar import. The financial position of Buyer the Company and its Subsidiaries on a consolidated basis under or with respect to each such instrument has been reflected in the books and records of Buyer the Company and such Subsidiaries in accordance with GAAP generally accepted accounting principles consistently applied, and no open exposure of Buyer the Company or any of its Subsidiaries with respect to any such instrument (or with respect to multiple instruments with respect to any single counterparty) exceeds $250,00025,000.

Derivative Transactions. Except as set forth in Section 5.22 4.19 of the Buyer Company Disclosure Schedule, since December 31, 19981999, neither Buyer the Company nor any of its Subsidiaries has engaged in transactions in or involving forwards, futures, options on futures, swaps or other derivative instruments except (i) as agent on the order and for the account of others, or (ii) as principal for purposes of hedging 26 interest rate risk on U.S. dollar-denominated securities and other financial instruments. None of the counterparties to any contract or agreement with respect to any such instrument is in default with respect to such contract or agreement and no such contract or agreement, were it to be a Loan (as defined below) held by the Buyer Company or any of its Subsidiaries, would be classified as "Other Loans Specially Mentioned", "Special Mention", "Substandard", "Doubtful", "Loss", "Classified", "Criticized", "Credit Risk Assets", "Concerned Loans" or words of similar import. The financial position of Buyer the Company and its Subsidiaries on a consolidated basis under or with respect to each such instrument has been reflected in the books and records of Buyer the Company and such Subsidiaries in accordance with GAAP consistently applied, and no open exposure of Buyer the Company or any of its Subsidiaries with respect to any such instrument (or with respect to multiple instruments with respect to any single counterparty) exceeds $250,000.

Derivative Transactions. Except as set forth in Section 5.22 4.21 ----------------------- of the Buyer Disclosure Schedule, since December 31, 1998as of the date hereof, neither Buyer nor any of its Subsidiaries has engaged in transactions is a party to any transaction in or involving forwards, futures, options on futures, swaps or other derivative instruments except (i) as agent on the order and for the account of others, or (ii) as principal for purposes of hedging interest rate risk on U.S. dollar-denominated securities and other financial instruments. None of the counterparties to any contract or agreement with respect to any such instrument is in default with respect to such contract or agreement and no such contract or agreement, were it to be a Loan (as defined below) held by the Buyer or any of its Subsidiaries, would be classified as "Other Loans Specially Mentioned", "Special Mention", "Substandard", "Doubtful", "Loss", "Classified", "Criticized", "Credit Risk Assets", "Concerned Loans" or words of similar import. The As of the date hereof, the financial position of Buyer and its Subsidiaries on a consolidated basis under or with respect to each such instrument has been reflected in the books and records of Buyer and such Subsidiaries in accordance with GAAP consistently applied, and except as disclosed in such books and records, no open exposure of Buyer or any of its Subsidiaries with respect to any such instrument (or with respect to multiple instruments with respect to any single counterparty) exceeds $250,000500,000.

Derivative Transactions. Except Disclosure Schedule 2.01(ee) sets forth the ----------------------- market value, as set forth in Section 5.22 of the Buyer Disclosure Schedule, since December Decembere 31, 1998, neither Buyer nor any 1995 of all holdings by Seller or its Subsidiaries has engaged Subsidiary of positions in transactions in or involving forwards, futures, options on futures, swaps and any other instrument within the scope of Seller's Board-approved investment policy ("Derivative Instruments"). Except as set forth in Disclosure Schedule 2.01(ee), as of December 31, 1995, and subsequently thereto neither Seller nor its Subsidiary has engaged in any transactions in or other derivative instruments except (i) as agent on the order and for the account of others, or (ii) as principal for purposes of hedging interest rate risk on U.S. dollar-denominated securities and other financial instrumentsinvolving Derivative Instruments. None of the counterparties to any contract or agreement with respect to any such instrument is in default with respect to such contract or agreement and no such contract or agreement, were it to be a Loan (as defined below) loan held by the Buyer Seller or any of its SubsidiariesSubsidiary, would be classified as "Other Loans Specially Especially Mentioned", ," "Special Mention", ," "Substandard", ," "Doubtful", ," "Loss", ," "Classified", ," "Criticized", ," "Credit Risk Assets", ," "Concerned Loans" or words of similar import. The financial position of Buyer Seller and its Subsidiaries Subsidiary on a consolidated basis under or with respect to each such instrument has been reflected in the books and records of Buyer Seller and such Subsidiaries Subsidiary in accordance with GAAP consistently applied, and no open exposure of Buyer Seller or any of its Subsidiaries Subsidiary with respect to any such instrument (or with respect to multiple instruments with respect to any single counterparty) exceeds $250,000100,000.

Derivative Transactions. Except as set forth in Section 5.22 of the Buyer Disclosure Schedule, since Since December 31, 19982001, neither Buyer nor any of its Subsidiaries the Bank has not engaged in transactions in or involving forwards, futures, options on futures, swaps or other derivative instruments except (ia) as agent on the order and for the account of others, others or (iib) as principal for purposes of hedging interest rate risk on U.S. dollar-denominated securities and other financial instrumentsinstruments and, in any case, in accordance with all applicable Laws and all directives, policies or guidelines of any Governmental Entity which has bank regulatory jurisdiction over the Bank. None of the counterparties to any contract or agreement with respect to any such instrument is in default with respect to such contract or agreement and no such contract or agreement, were it to be a Loan (as defined below) held by the Buyer or any of its SubsidiariesBank, would be classified as "Other Loans Specially Mentioned", "Special Mention", "Substandard", "Doubtful", "Loss", "Classified", "Criticized", "Credit Risk Assets", "Concerned Loans" or words of similar import. The financial position of Buyer and its Subsidiaries on a consolidated basis the Bank under or with respect to each such instrument has been reflected in the books and records of Buyer and such Subsidiaries the Bank in accordance with GAAP consistently applied, and no open exposure of Buyer or any of its Subsidiaries the Bank with respect to any such instrument (or with respect to multiple instruments with respect to any single counterparty) exceeds $250,00050,000.

Derivative Transactions. Except as set forth in Section 5.22 3.23 of the Buyer ----------------------- Company Disclosure Schedule, since December 31September 30, 19981997, neither Buyer Company nor any of its Subsidiaries has engaged in transactions in or involving forwards, futures, options on futures, swaps or other derivative instruments except (i) as agent on the order and for the account of others, or (ii) as principal for purposes of hedging interest rate risk on U.S. dollar-dollar denominated securities and other financial instruments. None of the counterparties counterparts to any contract or agreement with respect to any such instrument is in default with respect to such contract or agreement and no such contract or agreement, were it to be a Loan (as defined below) held by the Buyer Company or any of its Subsidiaries, would be classified as "Other Loans Specially Mentioned", "Special Mention", "Substandard", "Doubtful", "Loss", "Classified", "Criticized", "Credit Risk Assets", "Concerned Loans" or words of similar import. The financial position of Buyer the Company and its Subsidiaries on a consolidated basis under or with respect to each such instrument has been reflected in the books and records of Buyer the Company and such Subsidiaries in accordance with GAAP consistently applied, and no open exposure of Buyer the Company or any of its Subsidiaries with respect to any such instrument (or with respect to multiple instruments with respect to any single counterparty) exceeds $250,000500,000.

Derivative Transactions. Except as set forth in Section 5.22 of the Buyer Disclosure Schedule, since Since December 31, 19982001, neither Buyer nor any of its Subsidiaries the Bank has not engaged in transactions in or involving forwards, futures, options on futures, swaps or other derivative instruments except (ia) as agent on the order and for the account of others, others or (iib) as principal for purposes of hedging interest rate risk on U.S. dollar-denominated securities and other financial instrumentsinstruments and, in any case, in accordance with all applicable Laws and all directives, policies or guidelines of any Governmental Entity which has bank regulatory jurisdiction over the Bank. None of the counterparties to any contract or agreement with respect to any such instrument is in default with respect to such contract or agreement and no such contract or agreement, were it to be a Loan (as defined below) held by the Buyer or any of its SubsidiariesBank, would be classified as "“Other Loans Specially Mentioned"”, "“Special Mention"”, "“Substandard"”, "“Doubtful"”, "“Loss"”, "“Classified"”, "“Criticized"”, "“Credit Risk Assets"”, "“Concerned Loans" ” or words of similar import. The financial position of Buyer and its Subsidiaries on a consolidated basis the Bank under or with respect to each such instrument has been reflected in the books and records of Buyer and such Subsidiaries the Bank in accordance with GAAP consistently applied, and no open exposure of Buyer or any of its Subsidiaries the Bank with respect to any such instrument (or with respect to multiple instruments with respect to any single counterparty) exceeds $250,00050,000.