Common use of DOCUMENTS TO BE DELIVERED TO PURCHASER Clause in Contracts

DOCUMENTS TO BE DELIVERED TO PURCHASER. At or prior to the Closing, Seller shall deliver the following documents to Purchaser: 6.1 A statement setting forth the aggregate amount of Account Liabilities and Accrued Account Interest thereon to be transferred to and assumed by Purchaser, as of the opening of business five business days prior to the Closing Date; 6.2 A statement setting forth the aggregate amount of Certificate Liabilities and Accrued Certificate Interest thereon to be transferred to and assumed by Purchaser, as of the opening of business five business days prior to the Closing Date; 6.3 A listing of the Purchased Loans, as of the opening of business five business days prior to the Closing Date, setting forth the aggregate unpaid principal amount of such Purchased Loans and Accrued Loan Interest thereon and listing, for each Purchased Loan, the name and address of the borrower, the unpaid principal amount thereof, interest rate thereon and the amount of accrued but unpaid interest owing in regard thereto, the amount of escrows held by Seller with respect thereto, if any, and such other information as may be necessary for Purchaser to establish accounts therefore; 6.4 A statement of the Cash on Hand as of the close of business on the business day prior to the Closing Date and of the estimated proration amounts determined in accordance with Section 1.6 hereof; 6.5 All records, files and documents of the Branches relating to the Deposit Liabilities and Purchased Loans to be assumed or purchased by Purchaser, including, but not limited to, signature cards, applications, certificates, notes, security agreements, pledge agreements, and properly executed assignments and endorsements with respect thereto, and actual physical possession of the Branches; 6.6 All material consents reasonably necessary to authorize the transfer and assignment to Purchaser of, or the substitution of Purchaser for, Seller under all material Contracts (without any material alterations required by any third party and preserving for Purchaser all material rights and privileges thereunder); 6.7 Certified copies of resolutions of the Board of Directors of Seller approving and authorizing the execution, delivery and performance of this Agreement and any other documents required to be executed and delivered to Seller hereunder; 6.8 A provisional closing statement in the form in Exhibit 1 for execution by the parties; 6.9 A listing of the Deposits as of the close of business five business days prior to the Closing Date (the “Deposit Listing”) on hard copy or utilizing such other method of information transfer as the parties shall have agreed, which Deposit Listing shall include, for each Deposit, the name and address of the owner thereof, the account number, the principal balance, the accrued interest, the maturity date, if any, the interest rate, the tax identification number, and such other information as may be necessary for Purchaser to establish accounts therefore; 6.10 An Instrument of Transfer, Assignment and Assumption in the form in Exhibit 3, and such other instruments of transfer reasonably requested by Purchaser as necessary to transfer good and marketable title to the Assets (other than the Real Property) free and clear of all claims, encumbrances and rights of third parties; 6.11 All documents and other instruments as may be required to be delivered by Seller pursuant to the terms of the sale of Real Property in Schedule 1.1C; and 6.12 Two executed instruments of transfer with respect to the transfer of the trusteeship or custodianship of XXX Accounts and Certificates included in the Deposit Liabilities in the form of Exhibit 4.

DOCUMENTS TO BE DELIVERED TO PURCHASER. At or prior to the Closing, Seller shall deliver the following documents to Purchaser: 6.1 A statement setting forth the aggregate amount of Account Deposit Liabilities and Accrued Account Deposit Interest thereon to be transferred to and assumed by Purchaser, as of the opening of business five business days prior to the Closing Date; 6.2 A statement setting forth the aggregate amount of Certificate Liabilities and Accrued Certificate Interest thereon to be transferred to and assumed by Purchaser, as of the opening of business five business days prior to the Closing Date; 6.3 A listing of the Purchased Loans, as of the opening of business five business days prior to the Closing Date, setting forth the aggregate unpaid principal amount of such Purchased Loans and Accrued Loan Interest accrued interest thereon and listing, for each Purchased Loan, the name and address of the borrower, the unpaid principal amount thereof, interest rate thereon and the amount of accrued but unpaid interest owing in regard thereto, the amount of escrows held by Seller with respect thereto, if any, and such other information as may be necessary for Purchaser to establish accounts therefore; 6.4 6.3 A statement of the Cash on Hand as of the close of business on the third business day prior to the Closing Date and of the estimated proration amounts determined in accordance with Section 1.6 hereof;, 6.5 6.4 All records, files and documents of the Branches Branch relating to the Deposit Liabilities and Purchased Loans to be assumed or purchased by Purchaser, including, but not limited to, signature cards, applications, certificates, notes, security agreements, pledge agreements, and properly executed assignments and endorsements with respect thereto, and actual physical possession of the BranchesBranch; 6.6 6.5 All material consents reasonably necessary to authorize the transfer and assignment to Purchaser of, or the substitution of Purchaser for, Seller under under, all material Contracts (without any material alterations required by any third party and preserving for Purchaser all material rights and privileges thereunder); 6.7 6.6 Certified copies of resolutions of the Board of Directors of Seller approving and authorizing the execution, delivery and performance of this Agreement and any other documents required to be executed and delivered to the Seller hereunder; 6.8 6.7 A provisional closing statement in the form in Exhibit 1 for execution by the parties; 6.9 6.8 A listing of the Deposits as of the close of business five business days prior to the Closing Date (the “Deposit Listing”) on hard copy or utilizing such other method of information transfer as the parties shall have agreed, which Deposit Listing shall include, for each Deposit, the name and address of the owner thereof, the account number, the principal principle balance, the accrued interest, the maturity date, if any, the interest rate, the tax identification number, and such other information as may be necessary for Purchaser to establish accounts therefore; 6.10 6.9 An Instrument of Transfer, Assignment and Assumption in the form in Exhibit 3, and such other instruments of transfer reasonably requested by Purchaser as necessary to transfer good and marketable title to the Assets (other than the Real Property) free and clear of all claims, encumbrances and rights of third parties;; and 6.11 6.10 All documents and other instruments as may be required to be delivered by Seller pursuant to the terms of the sale of Real Property in Schedule 1.1C; and1.1C. 6.12 6.11 Two executed instruments of transfer with respect to the transfer of the trusteeship or custodianship of XXX Accounts and Certificates included in the Deposit Liabilities in the form of Exhibit 4.

DOCUMENTS TO BE DELIVERED TO PURCHASER. At or prior to the Closing, Seller shall deliver the following documents to Purchaser: 6.1 A statement setting forth the aggregate amount of Account Deposit Liabilities and Accrued Account Deposit Interest thereon to be transferred to and assumed by Purchaser, as of the opening of business five (5) business days prior to the Closing Date; 6.2 A statement setting forth the aggregate amount of Certificate Liabilities and Accrued Certificate Interest thereon to be transferred to and assumed by Purchaser, as of the opening of business five business days prior to the Closing Date; 6.3 A listing of the Purchased Loans, as of the opening of business five (5) business days prior to the Closing Date, setting forth the aggregate unpaid principal amount of such Purchased Loans and Accrued Loan Interest accrued interest thereon and listing, for each Purchased Loan, the name and address of the borrower, the unpaid principal amount thereof, thereof interest rate thereon and the amount of accrued but unpaid interest owing in regard thereto, the amount of escrows held by Seller with respect thereto, if any, and such other information as may be necessary for Purchaser to establish accounts therefore; 6.4 6.3 A statement of the Cash on Hand as of the close opening of business on the business day prior to the Closing Date Date, and of the estimated proration amounts determined in accordance with Section 1.6 hereof;, 6.5 6.4 All records, files and documents of the Branches Branch relating to the Deposit Liabilities and Purchased Loans to be assumed or purchased by Purchaser, including, but not limited to, signature cards, applications, certificates, notes, security agreements, pledge agreements, and properly executed assignments and endorsements with respect thereto, and actual physical possession of the BranchesBranch; 6.6 All 6.5 On or prior to Closing, Seller will have obtained and delivered all material consents reasonably necessary to authorize the transfer and assignment to Purchaser of, or the substitution of Purchaser forfor Seller under, Seller under all material Contracts (without any material alterations required by any third party and preserving for Purchaser all material rights and privileges thereunder);. 6.7 6.6 Certified copies of resolutions of the Board of Directors of Seller approving and authorizing the execution, delivery and performance of this Agreement and any other documents required to be executed and delivered to the Seller hereunder; 6.8 6.7 A provisional closing statement in the form in Exhibit 1 for execution by the parties; 6.9 6.8 A listing of the Deposits as of the close of business five (5) business days prior to the Closing Date (the “"Deposit Listing”") on hard copy or utilizing such other method of information transfer as the parties shall have agreed, which Deposit Listing shall include, for each Deposit, the name and address of the owner thereof, the account number, the principal principle balance, the accrued interest, the maturity date, if any, the interest rate, the tax identification number, and such other information as may be necessary for Purchaser to establish accounts therefore; 6.10 6.9 An Instrument of Transfer, Assignment and Assumption in the form in attached hereto as Exhibit 36.9, and such other instruments of transfer reasonably requested by Purchaser as necessary to transfer good and marketable title to the Assets (other than the Real Property) free and clear of all claims, encumbrances and rights of third parties;. 6.11 6.10 All documents and other instruments as may be required to be delivered by Seller pursuant to the terms of the sale of Real Property in Schedule 1.1C; and 6.12 Two executed instruments of transfer with respect to the transfer of the trusteeship or custodianship of XXX Accounts and Certificates included in the Deposit Liabilities in the form of Exhibit 4Contract.

DOCUMENTS TO BE DELIVERED TO PURCHASER. At or prior to the Closing, Seller shall deliver the following documents to Purchaser: 6.1 A statement setting forth the aggregate amount of Account Liabilities and Accrued Account Interest thereon to be transferred to and assumed by Purchaser, as of the opening of business five business days prior to the Closing Date; 6.2 A statement setting forth the aggregate amount of Certificate Liabilities and Accrued Certificate Interest thereon to be transferred to and assumed by Purchaser, as of the opening of business five business days prior to the Closing Date; 6.3 A listing of the Purchased Loans, as of the opening of business five business days prior to the Closing Date, setting forth the aggregate unpaid principal amount of such Purchased Loans and Accrued Loan Interest and Late Fees thereon and listing, for each Purchased Loan, the name and address of the borrower, the unpaid principal amount thereof, interest rate thereon and the amount of accrued but unpaid interest owing in regard thereto, the amount of escrows held by Seller with respect thereto, if any, and such other information as may be necessary for Purchaser to establish accounts therefore; 6.4 A statement of the Cash on Hand as of the close of business on the business day prior to the Closing Date and of the estimated proration amounts determined in accordance with Section 1.6 hereof; 6.5 All records, files and documents of the Branches Branch relating to the Deposit Liabilities and Purchased Loans to be assumed or purchased by Purchaser, including, but not limited to, signature cards, applications, certificates, notes, security agreements, pledge agreements, and properly executed assignments and endorsements with respect thereto, and actual physical possession of the BranchesBranch; 6.6 All material consents reasonably necessary to authorize the transfer and assignment to Purchaser of, or the substitution of Purchaser for, Seller under all material Contracts (without any material alterations required by any third party and preserving for Purchaser all material rights and privileges thereunder); 6.7 Certified copies of resolutions of the Board of Directors of Seller approving and authorizing the execution, delivery and performance of this Agreement and any other documents required to be executed and delivered to Seller hereunder; 6.8 A provisional closing statement in the form in Exhibit 1 for execution by the parties; 6.9 A listing of the Deposits as of the close of business five business days prior to the Closing Date (the “Deposit Listing”) on hard copy or utilizing such other method of information transfer as the parties shall have agreed, which Deposit Listing shall include, for each Deposit, the name and address of the owner thereof, the account number, the principal balance, the accrued interest, the maturity date, if any, the interest rate, the tax identification number, and such other information as may be necessary for Purchaser to establish accounts therefore; 6.10 An Instrument of Transfer, Assignment and Assumption in the form in Exhibit 3, (subject to modification after the date of this Agreement as may be requested by Purchaser on advice of counsel in order to comply with Alabama law) and such other instruments of transfer reasonably requested by Purchaser as necessary to transfer good and marketable title to the Assets (other than the Real Property) free and clear of all claims, encumbrances and rights of third parties; 6.11 All documents and other instruments as may be required to be delivered by Seller pursuant to the terms of the sale of Real Property in Schedule 1.1C; and 6.12 Two executed instruments of transfer with respect to the transfer of the trusteeship or custodianship of XXX Accounts and Certificates included in the Deposit Liabilities in the form of Exhibit 4.

DOCUMENTS TO BE DELIVERED TO PURCHASER. At or prior to the Closing, Seller shall deliver the following documents to Purchaser: 6.1 A statement setting forth the aggregate amount of Account Deposit Liabilities and Accrued Account Deposit Interest thereon to be transferred to and assumed by Purchaser, as of the opening of business five (5) business days prior to the Closing Date; 6.2 A statement setting forth the aggregate amount of Certificate Liabilities and Accrued Certificate Interest thereon to be transferred to and assumed by Purchaser, as of the opening of business five business days prior to the Closing Date; 6.3 A listing of the Purchased Loans, as of the opening of business five (5) business days prior to the Closing Date, setting forth the aggregate unpaid principal amount of such Purchased Loans and Accrued Loan Interest accrued interest thereon and listing, for each Purchased Loan, the name and address of the borrower, the unpaid principal amount thereof, thereof interest rate thereon and the amount of accrued but unpaid interest owing in regard thereto, the amount of escrows held by Seller with respect thereto, if any, and such other information as may be necessary for Purchaser to establish accounts therefore; 6.4 6.3 A statement of the Cash on Hand as of the close opening of business on the business day prior to the Closing Date Date, and of the estimated proration amounts determined in accordance with Section 1.6 hereof;, 6.5 6.4 All records, files and documents of the Branches Branch relating to the Deposit Liabilities and Purchased Loans to be assumed or purchased by Purchaser, including, but not limited to, signature cards, applications, certificates, notes, security agreements, pledge agreements, and properly executed assignments and endorsements with respect thereto, and actual physical possession of the BranchesBranch; 6.6 All 6.5 On or prior to Closing, Seller will have obtained and delivered all material consents and assignments reasonably necessary to authorize the transfer and assignment to Purchaser of, or the substitution of Purchaser forfor Seller under, Seller under all material Contracts (without any material Next Page 13 alterations required by any third party and preserving for Purchaser all material rights and privileges thereunder);. 6.7 6.6 Certified copies of resolutions of the Board of Directors of Seller approving and authorizing the execution, delivery and performance of this Agreement and any other documents required to be executed and delivered to the Seller hereunder; 6.8 6.7 A provisional closing statement in the form in Exhibit 1 for execution by the parties; 6.9 6.8 A listing of the Deposits as of the close of business five (5) business days prior to the Closing Date (the “"Deposit Listing”") on hard copy or utilizing such other method of information transfer as the parties shall have agreed, which Deposit Listing shall include, for each Deposit, the name and address of the owner thereof, the account number, the principal principle balance, the accrued interest, the maturity date, if any, the interest rate, the tax identification number, and such other information as may be necessary for Purchaser to establish accounts therefore; 6.10 6.9 An Instrument of Transfer, Assignment and Assumption in the form in attached hereto as Exhibit 36.9, and such other instruments of transfer reasonably requested by Purchaser as necessary to transfer good and marketable title to the Assets (other than the Real Property) free and clear of all claims, encumbrances and rights of third parties; 6.11 All documents and other instruments as may be required to be delivered by Seller pursuant to the terms of the sale of Real Property in Schedule 1.1C; and 6.12 Two executed instruments of transfer with respect to the transfer of the trusteeship or custodianship of XXX Accounts and Certificates included in the Deposit Liabilities in the form of Exhibit 4.