Common use of EXTERNAL LOAN REVIEW Clause in Contracts

EXTERNAL LOAN REVIEW. (1) Within sixty (60) days of this Agreement, the Board shall employ a qualified consultant to perform periodic (at least semi-annually) asset quality reviews of the Bank’s loan portfolio. The scope of the external loan review shall provide for a written report to be filed with the Board after each review and shall use a loan and lease grading system consistent with the guidelines set forth in Rating Credit Risk, A-RCR, of the Comptroller’s Handbook. Such reports shall, at a minimum, include comments and conclusions regarding: (a) the identification, type, rating, and amount of problem loans and leases; (b) the identification and amount of delinquent and nonaccrual loans; (c) the identification/status of credit related violations of law or regulation; (d) loans not in conformance with the Bank’s lending policies; (e) credit underwriting and documentation exceptions; (f) credit analysis and documentation of such; (g) accuracy of internal risk ratings; (h) overall credit administration practices; and (i) completeness and effectiveness of problem loan workout plans. (2) Prior to the appointment or employment of any individual as loan review consultant or entering into any contract with any consultant, the Board shall submit the name and qualifications of the proposed consultant and the proposed scope and terms of employment to the Assistant Deputy Comptroller for a prior written determination of no supervisory objection. After the OCC has advised the Bank that it does not take supervisory objection to the loan review consultant or the scope of the review, the Board shall immediately engage the loan review consultant pursuant to the proposed terms of the engagement. (3) The Board or a designated committee shall review the independent loan review reports and ensure that, if appropriate, immediate, adequate, and continuing remedial action, is taken upon the findings noted in the reports. (4) A copy of the reports submitted to the Board, as well as documentation of the action taken by the Bank to collect or strengthen assets identified as problem credits, shall be maintained in the books and records of the Bank. (5) The Bank shall not terminate the consultant’s asset quality review services without a prior written determination of no supervisory objection from the Assistant Deputy Comptroller.

EXTERNAL LOAN REVIEW. (1) Within sixty (60) days of this Agreement, the Board shall employ engage a qualified independent consultant to perform periodic (at least semi-annually) quarterly asset quality reviews of the Bank’s loan portfolio. The scope of the external loan review consultant shall provide for a written report to be filed with the Board after each review and shall use a loan and lease grading system consistent with that accurately identifies and stratifies risk. Refer to the guidelines set forth in “Rating Credit Risk, A-RCR, ” booklet of the Comptroller’s HandbookHandbook for guidance. Such reports shall, at a minimum, include comments and conclusions regarding: (a) the overall quality of the loan portfolio; (b) the identification, type, rating, and amount of problem loans and leases; (bc) the identification accrual status and amount of delinquent and nonaccrual loansimpairment reserves, if necessary; (cd) the identification/status of credit related violations of law or regulation; (de) credit information and collateral documentation exceptions; (f) loans to executive officers, directors, and principal shareholders (and their related interests) of the Bank; and (g) loans not in conformance with the Bank’s lending policies; (e) credit underwriting , and documentation exceptions; (f) credit analysis and documentation of such; (g) accuracy of internal risk ratings; (h) overall credit administration practices; and (i) completeness and effectiveness of problem loan workout plansexceptions to the Bank’s lending policies. (2) Prior to the appointment or employment of any individual as loan review consultant or entering into any contract with any consultant, the Board shall submit the name and qualifications of the proposed consultant and the proposed scope and terms of employment to the Assistant Deputy Comptroller for a prior written determination of no supervisory objection. After the OCC has advised the Bank that it does not take supervisory objection to the loan review consultant or the scope of the review, the Board shall immediately engage the loan review consultant pursuant to the proposed terms of the engagement. (3) The Within thirty (30) days of receipt, the Board or a designated committee shall review the independent loan review reports and ensure that, if appropriate, immediate, adequate, and continuing remedial action, is taken upon the findings noted in the reports. (4) A copy of the reports submitted to the Board, as well as documentation of the action taken by the Bank to collect or strengthen assets identified as problem credits, shall be maintained in the books and records of the Bank. (5) The Bank shall not terminate the consultant’s asset quality review services without a prior written determination of no supervisory objection from the Assistant Deputy Comptroller.

EXTERNAL LOAN REVIEW. (1) Within sixty thirty (6030) days of this Agreementdays, the Board shall employ a qualified consultant to perform periodic (at least semi-annually) semiannual asset quality reviews of the Bank’s loan portfolio. The scope of the external loan review system shall provide for a written report to be filed with the Board after each review review, shall address relevant issues discussed in OCC Bulletin 2006-47, and shall use a loan and lease grading system consistent with the guidelines set forth in the “Rating Credit Risk, A-RCR, ” booklet of the Comptroller’s Handbook. Such reports shall, at a minimum, include comments and conclusions regarding: (a) the identification, type, rating, and amount of problem loans and leases; (b) the identification and amount of delinquent and nonaccrual loans; (c) the identification/status of credit related violations of law or regulation; (d) loans not in conformance with the Bank’s lending policies; (e) credit underwriting and documentation exceptions; (f) credit analysis and documentation of such; (g) accuracy of internal risk ratings; (h) overall credit administration practices; and (i) completeness and effectiveness of problem loan workout plans. (2) Prior to the appointment appointing or employment of employing any individual as loan review consultant or entering into any contract with any consultant, the Board shall assess the qualifications of said consultant, and after making a positive determination, shall submit the name and qualifications of the proposed consultant and the proposed scope and terms of employment to the Assistant Deputy Comptroller for a prior written determination of no supervisory objection. After the OCC has advised the Bank that it does not take supervisory objection to the loan review consultant or the scope of the review, the Board shall immediately engage the loan review consultant pursuant to the proposed terms of the engagement. (3) The Board or a designated committee shall review the independent loan review reports and ensure that, if appropriate, immediate, adequate, and continuing remedial action, is taken upon the findings noted in the reports. (4) A copy of the reports submitted to the Board, as well as documentation of the action taken by the Bank to collect or strengthen assets identified as problem credits, shall be maintained in the books and records of the Bank. (5) The Bank shall not terminate the consultant’s asset quality review services without a prior written determination of no supervisory objection from the Assistant Deputy Comptroller.

EXTERNAL LOAN REVIEW. (1) Within sixty thirty (6030) days of this Agreement, the Board shall employ a qualified consultant to perform periodic (at least semi-annually) asset quality independent reviews of the Bank’s loan portfolioportfolio to assure the timely identification and categorization of problem credits. The consultant shall be utilized until such time as an ongoing internal asset quality review system is developed by the Board, implemented, and demonstrated to be effective. (2) Prior to the appointment or employment of any individual as loan review consultant or entering into any contract with a consultant, the Board shall submit the name and qualifications of the proposed consultant and the proposed terms of employment to the Assistant Deputy Comptroller for a prior written determination of no supervisory objection. (3) The scope of the external engagement with the loan review consultant shall provide for a written report to be filed with the Board after each review, with the first review to be completed by May 31, 2009, and shall use a loan and lease grading system consistent with the guidelines set forth in Rating Credit Risk, A-RCR, of the Comptroller’s Handbook. Such reports shall, at a minimum, include comments and conclusions regarding: (a) the loan review scope and coverage parameters; (b) the overall quality of the loan and lease portfolios; (c) the adequacy of the Bank’s credit risk management systems; (d) the identification, type, rating, and amount of problem loans and leasesleases including grading differences; (be) the identification and amount of delinquent loans and nonaccrual loansleases; (cf) the identification/status of credit related violations of law or regulationand collateral documentation exceptions; (dg) loans and leases not in conformance with the Bank’s lending policies; (e) credit underwriting Loan Policy, and documentation exceptions; (f) credit analysis and documentation of such; (g) accuracy of internal risk ratingsexceptions to the Bank’s Loan Policy; (h) overall the identification and status of credit administration practicesrelated violations of law, rule or regulation; (i) the identity of the loan officer who originated each loan reported in accordance with subparagraphs (d) through (h) of the Article; (j) concentrations of credit; (k) loans and leases to affiliates and related parties; and (il) completeness and effectiveness of problem loan workout plans. (2) Prior to the appointment or employment of any individual as loan review consultant or entering into any contract with any consultant, the Board shall submit the name and qualifications of the proposed consultant and the proposed scope and terms of employment to the Assistant Deputy Comptroller recommendations for a prior written determination of no supervisory objection. After the OCC has advised the Bank that it does not take supervisory objection to the loan review consultant or the scope of the review, the Board shall immediately engage the loan review consultant pursuant to the proposed terms of the engagement. (3) The Board or a designated committee shall review the independent loan review reports and ensure that, if appropriate, immediate, adequate, and continuing remedial action, is taken upon the findings noted in the reportsimprovements. (4) A copy of the reports submitted to the Board, as well as documentation of the action taken by the Bank to collect or strengthen assets identified as problem credits, shall be maintained in the books and records of the Bank. (5) The Bank shall not terminate Before terminating the consultant’s asset quality review services without services, the Board shall both certify the effectiveness of the internal asset quality review system, and receive a prior written determination of no supervisory objection from the Assistant Deputy Comptroller.

EXTERNAL LOAN REVIEW. (1) Within sixty (60) days of this Agreement, the Board shall employ a qualified consultant to perform periodic (at least semi-annually) annual asset quality reviews of the Bank’s loan portfolio. The scope of the external loan review shall provide for a written report to be filed with the Board after each review and shall use a loan and lease grading system consistent with the guidelines set forth in Rating Credit Risk, A-RCR, of the Comptroller’s Handbook. Such reports shall, at a minimum, include comments and conclusions regarding: (a) the identification, type, rating, and amount of problem loans and leases; (b) the identification and amount of delinquent and nonaccrual loans; (c) the identification/status of credit related violations of law or regulation; (d) loans not in conformance with the Bank’s lending policies; (e) credit underwriting and documentation exceptions; (f) credit analysis and documentation of such; (g) accuracy of internal risk ratings; (h) the identity of the loan officer who originated each loan reported in accordance with subparagraphs (b) through (g) of the Article; (i) overall credit administration practices; and (ij) completeness and effectiveness of problem loan workout plans. (2) Prior to the appointment or employment of any individual as loan review consultant or entering into any contract with any consultant, the Board shall submit the name and qualifications of the proposed consultant and the proposed scope and terms of employment to the Assistant Deputy Comptroller for a prior written determination of no supervisory objection. After the OCC has advised the Bank that it does not take supervisory objection to the loan review consultant or the scope of the review, the Board shall immediately engage the loan review consultant pursuant to the proposed terms of the engagement. (3) The Board or a designated committee shall review the independent loan review reports and ensure that, if appropriate, immediate, adequate, and continuing remedial action, is taken upon the findings noted in the reports. (4) A copy of the reports submitted to the Board, as well as documentation of the action taken by the Bank to collect or strengthen assets identified as problem credits, shall be maintained in the books and records of the Bank. (5) The Bank shall not terminate the consultant’s asset quality review services without a prior written determination of no supervisory objection from the Assistant Deputy Comptroller.

EXTERNAL LOAN REVIEW. (1) Within sixty (60) days of this Agreement, the Board shall employ a qualified consultant to perform periodic (at least semi-annually) an ongoing asset quality reviews review of the Bank’s loan Commercial Real Estate portfolio. The scope of consultant shall be utilized until such time as an ongoing internal asset quality review system is developed by the Board, implemented, and demonstrated to be effective. The external loan review system shall provide for a written report to be filed with the Board after each review and shall use a loan and lease grading system consistent with the guidelines set forth in Rating Credit Risk, A-RCR, of the Comptroller’s Handbook. Such reports shall, at a minimum, include comments and conclusions regarding: (a) the identification, type, rating, and amount of problem loans and leases; (b) the identification and amount of delinquent and nonaccrual loans; (c) the identification/status of credit related violations of law or regulation; (d) credit and collateral documentation exceptions; and (e) loans not in conformance with the Bank’s lending policies; (e) credit underwriting and documentation exceptions; (f) credit analysis and documentation of such; (g) accuracy of internal risk ratings; (h) overall credit administration practices; and (i) completeness and effectiveness of problem loan workout plans. (2) Prior to the appointment or employment of any individual as loan review consultant or entering into any contract with any consultant, the Board shall submit the name and qualifications of the proposed consultant and the proposed scope and terms of employment to the Assistant Deputy Comptroller for a prior written determination of no supervisory objection. After the OCC has advised the Bank that it does not take supervisory objection to the loan review consultant or the scope of the review, the Board shall immediately engage the loan review consultant pursuant to the proposed terms of the engagement. (3) The Board or a designated committee shall review the independent loan review reports and ensure that, if appropriate, immediate, adequate, and continuing remedial action, is taken upon the findings noted in the reports. (4) A copy of the reports submitted to the Board, as well as documentation of the action taken by the Bank to collect or strengthen assets identified as problem credits, shall be maintained in the books and records of the Bank. (5) The Bank shall not terminate the consultant’s asset quality review services without a prior written determination of no supervisory objection from the Assistant Deputy Comptroller.

EXTERNAL LOAN REVIEW. (1) Within sixty (60) days of this Agreement, the Board shall employ a qualified consultant to perform periodic (at least semi-annually) annual asset quality reviews of the Bank’s loan portfolio. The scope of the external loan review shall provide for a written report to be filed with the Board after each review and shall use a loan and lease grading system consistent with the guidelines set forth in Rating Credit Risk, A-RCR, of the Comptroller’s Handbook. Such reports shall, at a minimum, include comments and conclusions regarding: (a) the identification, type, rating, and amount of problem loans and leases; (b) the identification and amount of delinquent and nonaccrual loans; (c) the identification/status of credit related violations of law or regulation; (d) loans not in conformance with the Bank’s lending policies; (e) credit underwriting and documentation exceptions; (f) credit analysis and documentation of such; (g) accuracy of internal risk ratings; (h) quality of loan officer supervision; (i) overall credit administration practices; and (ij) completeness and effectiveness of problem loan workout plans. (2) Prior to the appointment or employment of any individual as loan review consultant or entering into any contract with any consultant, the Board shall submit the name and qualifications of the proposed consultant and the proposed scope and terms of employment to the Assistant Deputy Comptroller for a prior written determination of no supervisory objection. After the OCC has advised the Bank that it does not take supervisory objection to the loan review consultant or the scope of the review, the Board shall immediately engage the loan review consultant pursuant to the proposed terms of the engagement. (3) The Board or a designated committee shall review the independent loan review reports and ensure that, if appropriate, immediate, adequate, and continuing remedial action, is taken upon the findings noted in the reports. (4) A copy of the reports submitted to the Board, as well as documentation of the action taken by the Bank to collect or strengthen assets identified as problem credits, shall be maintained in the books and records of the Bank. (5) The Bank shall not terminate the consultant’s asset quality review services without a prior written determination of no supervisory objection from the Assistant Deputy Comptroller.

EXTERNAL LOAN REVIEW. ‌ (1) Within sixty (60) days of this Agreement, the Board shall employ a qualified consultant to perform periodic (at least semi-annually) annual asset quality reviews of the Bank’s loan portfolio. The scope of the external loan review shall provide for a written report to be filed with the Board after each review and shall use a loan and lease grading system consistent with that accurately identifies and stratifies risk. Refer to the guidelines set forth in “Rating Credit Risk, A-RCR, ” booklet of the Comptroller’s HandbookHandbook for guidance. The report shall annually review fifty (50) percent of the Bank’s commercial and agricultural loans and shall include a review of retail loans. Such reports shall, at a minimum, include comments and conclusions regarding: (a) the identification, type, rating, and amount of problem loans and leases; (b) the identification and amount of delinquent and nonaccrual loans; (c) the identification/status of credit related violations of law or regulation; (d) loans not in conformance with the Bank’s lending policies; (ed) credit underwriting and documentation exceptions; (fe) credit analysis and documentation of such; (gf) accuracy of internal risk ratings; (hg) overall credit administration practices, including extension and renewal practices and Troubled Debt Restructurings; (h) the Bank’s ALLL methodology; and (i) the completeness and effectiveness of problem loan workout plans. (2) Prior to the appointment or employment of any individual as loan review consultant or entering into any contract with any consultant, the Board shall submit the name and qualifications of the proposed consultant and the proposed scope and terms of employment to the Assistant Deputy Comptroller for a prior written determination of no supervisory objection. After the OCC has advised the Bank that it does not take supervisory objection to the loan review consultant or the scope of the review, the Board shall immediately engage the loan review consultant pursuant to the proposed terms of the engagement. (3) The Within thirty (30) days of receipt, the Board or a designated committee shall review the independent loan review reports and ensure that, if appropriate, immediate, adequate, and continuing remedial action, is taken upon the findings noted in the reports. This review shall include a formal process that tracks the correction of any deficiencies noted in the report, identifies a party responsible for correcting the deficiencies, and a deadline for correcting the deficiencies. (4) A copy of the reports submitted to the Board, as well as documentation of the action taken by the Bank to collect or strengthen assets identified as problem credits, shall be maintained in the books and records of the Bank. (5) The Bank shall not terminate the consultant’s asset quality review services during the term of this Agreement without a prior written determination of no supervisory objection from the Assistant Deputy Comptroller.

EXTERNAL LOAN REVIEW. (1) Within sixty (60) days of this Agreement, the Board shall employ a qualified consultant to perform periodic (at least semi-annually) quarterly asset quality reviews of the Bank’s loan portfolio. The scope of consultant shall be utilized until such time as an ongoing internal asset quality review system is developed by the Board, implemented, and demonstrated to be effective. The external loan review system shall provide for a written report to be filed with the Board after each review and shall use a loan and lease grading system consistent with the guidelines set forth in Rating Credit Risk, A-RCR, of the Comptroller’s Handbook. Such reports shall, at a minimum, include comments and conclusions regarding: (a) the The identification, type, rating, and amount of problem loans and leases; (b) the The identification and amount of delinquent and nonaccrual loans; (c) the The identification/status of credit related violations of law or regulation; (d) loans Loans not in conformance with the Bank’s lending policies; (e) credit Credit underwriting and documentation exceptions; (f) Adequacy of credit analysis and documentation of suchdocumentation; (g) accuracy Accuracy of internal risk ratings; (h) overall Overall credit administration practices; and (i) completeness Completeness and effectiveness of problem loan workout plans. (2) Prior to the appointment or employment of contracting with any individual as loan review consultant or entering into any contract with any consultant, the Board shall submit the name and qualifications of the proposed consultant and the proposed scope and terms of employment to the Assistant Deputy Comptroller for a prior written determination of no supervisory objection. After the OCC has advised the Bank that it does not take supervisory objection to the loan review consultant or the scope of the review, the Board shall immediately engage the loan review consultant pursuant to the proposed terms of the engagement. (3) The Board or a designated committee shall review the independent loan review reports and ensure that, if appropriate, immediate, adequate, and continuing remedial action, is taken upon to address the findings noted in the reports. (4) A copy of the reports submitted to the Board, as well as documentation of the action taken by the Bank to collect or strengthen assets identified as problem credits, shall be maintained in the books and records of the Bank. (5) The Bank shall not terminate the consultant’s asset quality review services without a prior written determination of no supervisory objection from the Assistant Deputy Comptroller.

EXTERNAL LOAN REVIEW. (1) Within sixty (60) days of this Agreement, the The Board shall employ a qualified consultant to perform periodic (at least semi-annually) annual asset quality reviews of the Bank’s loan portfolio. The scope of the external loan review system shall provide for a written report to be filed with the Board after each review and shall use a loan and lease grading system consistent with the guidelines set forth in Rating Credit Risk, A-RCR, of the Comptroller’s Handbook. Such reports shall, at a minimum, include comments and conclusions regarding: (a) the identification, type, rating, and amount of problem loans and leases; (b) the identification and amount of delinquent and nonaccrual loans; (c) the identification/status of credit related violations of law or regulation; (d) loans not in conformance with the Bank’s lending policies; (e) credit underwriting and documentation exceptions; (f) credit analysis and documentation of such; (g) accuracy of internal risk ratings; (h) overall credit administration practices; and (i) completeness and effectiveness of problem loan workout plans. (2) Prior to the appointment or employment of any individual as loan review consultant or entering into any contract with any consultant, the Board shall submit the name and qualifications of the proposed consultant and the proposed scope and terms of employment to the Assistant Deputy Comptroller for a prior written determination of no supervisory objection. After the OCC has advised the Bank that it does not take supervisory objection to the loan review consultant or the scope of the review, the Board shall immediately engage the loan review consultant pursuant to the proposed terms of the engagement. (3) The Board or a designated committee shall review the independent loan review reports and ensure that, if appropriate, immediate, adequate, and continuing remedial action, is taken upon the findings noted in the reports. (4) A copy of the reports submitted to the Board, as well as documentation of the action taken by the Bank to collect or strengthen assets identified as problem credits, shall be maintained in the books and records of the Bank. (5) The Bank shall not terminate the consultant’s asset quality review services without a prior written determination of no supervisory objection from the Assistant Deputy Comptroller.

EXTERNAL LOAN REVIEW. (1) Within sixty (60) days of this Agreement, the Board shall employ a qualified consultant to perform periodic (at least semi-annually) annual asset quality reviews of the Bank’s loan portfolio. The scope of the external loan review shall provide for a written report to be filed with the Board after each review and shall use a loan and lease grading system consistent with the guidelines set forth in Rating Credit Risk, A-RCR, of the Comptroller’s Handbook. Such reports shall, at a minimum, include comments and conclusions regarding: (a) the identification, type, rating, and amount of problem loans and leases; (b) the identification and amount of delinquent and nonaccrual loans; (c) the identification/status of credit related violations of law or regulation; (d) loans not in conformance with the Bank’s lending policies; (e) credit underwriting and documentation exceptions; (f) credit analysis and documentation of such; (g) accuracy of internal risk ratings; (h) overall credit administration practices; and (i) completeness and effectiveness of problem loan workout plans. (2) Prior to the appointment or employment of any individual as loan review consultant or entering into any contract with any consultant, the Board shall submit the name and qualifications of the proposed consultant and the proposed scope and terms of employment to the Assistant Deputy Comptroller for a prior written determination of no supervisory objection. After the OCC has advised the Bank that it does not take supervisory objection to the loan review consultant or the scope of the review, the Board shall immediately engage the loan review consultant pursuant to the proposed terms of the engagement. (3) The Board or a designated committee shall review the independent loan review reports and ensure that, if appropriate, immediate, adequate, and continuing remedial action, is taken upon the findings noted in the reports. (4) A copy of the reports submitted to the Board, as well as documentation of the action taken by the Bank to collect or strengthen assets identified as problem credits, shall be maintained in the books and records of the Bank. (5) The Bank shall not terminate the consultant’s asset quality review services without a prior written determination of no supervisory objection from the Assistant Deputy Comptroller.

EXTERNAL LOAN REVIEW. (1) Within sixty thirty (6030) days of this Agreement, the Board shall employ modify as necessary the Bank’s engagement with a qualified consultant to perform periodic (at least semi-annually) annual asset quality reviews of the Bank’s loan portfolioportfolio that meet the requirements of this Article. The scope of the external loan review shall include: at least seventy percent (70%) by dollar volume of the commercial, agricultural, and commercial real estate loan portfolios on an annual basis; at least annual review of Insider and related interest loans and extensions of credit; and at least annual review of new and existing loan participations purchased. The external loan review shall provide for a written report to be filed with the Board after each review semi-annual review, with the first report due no later than October 15, 2011, and shall use a loan and lease grading system consistent with the guidelines set forth in Rating Credit Risk, A-RCR, of the Comptroller’s Handbook. Such reports shall, at a minimum, include comments and conclusions regarding: (a) the loan review scope and coverage; (b) overall quality of the loan and lease portfolios; (c) the identification, type, rating, and amount of problem loans and leases; (bd) the identification and amount of delinquent and nonaccrual loans; (ce) the identification/status of credit related violations of law or regulation; (df) loans not in conformance with the Bank’s lending policies; (eg) loans not in conformance with 12 C.F.R. Part 215; (h) loans not in conformance with Banking Circular 181 (Revised), dated August 2, 1984; (i) credit underwriting and documentation exceptions; (fj) credit analysis and documentation of such; (gk) accuracy of internal risk ratings; (l) the identity of the loan officer who originated each loan reported in accordance with Subparagraphs (b) through (h) of the Article; (m) overall credit administration practices; and (in) completeness and effectiveness of problem loan workout plans. (2) Prior to any change in the appointment or employment of any individual as loan review consultant or entering into any contract with any consultant, the Board shall submit the name and qualifications of the proposed consultant and the proposed scope and terms of employment to the Assistant Deputy Comptroller for a prior written determination of no supervisory objection. After the OCC has advised the Bank that it does not take supervisory objection to the loan review consultant or the scope of the review, the Board shall immediately engage the loan review consultant pursuant to the proposed terms of the engagement. (3) The Board or a designated committee shall review the independent loan review reports and ensure that, if appropriate, immediate, adequate, and continuing remedial action, is taken upon the findings noted in the reports. (4) A copy of the reports submitted to the Board, as well as documentation of the action taken by the Bank to collect or strengthen assets identified as problem credits, shall be submitted to the Assistant Deputy Comptroller and maintained in the books and records of the Bank. (5) The Bank shall not terminate the consultant’s asset quality review services without a prior written determination of no supervisory objection from the Assistant Deputy Comptroller.

EXTERNAL LOAN REVIEW. (1) Within sixty thirty (6030) days of this Agreement, the Board shall employ modify as necessary the Bank’s engagement with a qualified consultant to perform periodic (at least semi-annually) annual asset quality reviews of the Bank’s loan portfolioportfolio that meet the requirements if this Article. The scope of the external loan review shall include at least seventy percent (70%) by dollar volume of the commercial, agricultural, and commercial real estate portfolios on an annual basis, and provide for a written report to be filed with the Board after each review semi-annual review, with the first report due no later than April 30, 2011, and shall use a loan and lease grading system consistent with the guidelines set forth in Rating Credit Risk, A-RCR, of the Comptroller’s Handbook. Such reports shall, at a minimum, include comments and conclusions regarding: (a) the loan review scope and coverage; (b) overall quality of the loan and lease portfolios; (c) the identification, type, rating, and amount of problem loans and leases; (bd) the identification and amount of delinquent and nonaccrual loans; (ce) the identification/status of credit related violations of law or regulation; (df) loans not in conformance with the Bank’s lending policies; (eg) credit underwriting and documentation exceptions; (fh) credit analysis and documentation of such; (gi) accuracy of internal risk ratings; (hj) the identity of the loan officer who originated each loan reported in accordance with Subparagraphs (b) through (g) of the Article; (k) overall credit administration practices; and (il) completeness and effectiveness of problem loan workout plans. (2) Prior to any change in the appointment or employment of any individual as loan review consultant or entering into any contract with any consultant, the Board shall submit the name and qualifications of the proposed consultant and the proposed scope and terms of employment to the Assistant Deputy Comptroller for a prior written determination of no supervisory objection. After the OCC has advised the Bank that it does not take supervisory objection to the loan review consultant or the scope of the review, the Board shall immediately engage the loan review consultant pursuant to the proposed terms of the engagement. (3) The Board or a designated committee shall review the independent loan review reports and ensure that, if appropriate, immediate, adequate, and continuing remedial action, is taken upon the findings noted in the reports. (4) A copy of the reports submitted to the Board, as well as documentation of the action taken by the Bank to collect or strengthen assets identified as problem credits, shall be submitted to the Assistant Deputy Comptroller and maintained in the books and records of the Bank. (5) The Bank shall not terminate the consultant’s asset quality review services without a prior written determination of no supervisory objection from the Assistant Deputy Comptroller.

EXTERNAL LOAN REVIEW. (1) Within sixty (60) days of this Agreement, the The Board shall employ a qualified consultant to perform periodic (at least semi-annually) annual asset quality reviews of the Bank’s loan portfolioportfolio that are to be completed by no later than November 30th of each year. The first such report shall include all loan relationships whose aggregate loans or other extensions of credit equal or exceed two hundred fifty thousand dollars ($250,000). The scope of the external loan review shall provide for a written report to be filed with the Board after each review and shall use a loan and lease grading system consistent with the guidelines set forth in Rating Credit Risk, A-RCR, of the Comptroller’s Handbook. Such reports shall, at a minimum, include comments and conclusions regarding: (a) the identification, type, rating, and amount of problem loans and leases; (b) the identification and amount of delinquent and nonaccrual loans; (c) the identification/status of credit related violations of law or regulation; (d) loans not in conformance with the Bank’s lending policies; (e) credit underwriting and documentation exceptions; (f) credit analysis and documentation the quality of suchcredit analysis documentation; (g) accuracy of internal risk ratings; (h) overall credit administration practices; and (i) completeness and effectiveness of problem loan workout plans. (2) Prior to the appointment or employment of any individual or firm as loan review consultant or entering into any contract with any consultant, the Board shall submit the name and qualifications of the proposed consultant and the proposed scope and terms of employment to the Assistant Deputy Comptroller for a prior written determination of no supervisory objection. After the OCC has advised the Bank that it does not take supervisory objection to the loan review consultant or the scope of the review, the Board shall immediately engage the loan review consultant pursuant to the proposed terms of the engagement. (3) The Board or a designated committee shall review the independent loan review reports and ensure that, if appropriate, immediate, adequate, and continuing remedial action, is taken upon the findings noted in the reports. (4) A copy of the reports submitted to the Board, as well as documentation of the action taken by the Bank to collect or strengthen assets identified as problem credits, shall be maintained in the books and records of the Bank. (5) The Bank Board shall not terminate take the necessary steps to ensure that external loan review fulfilled the scope of the engagement, provided the required conclusions in the report, and that the consultant’s asset quality review services without a prior written determination conclusions are adequately supported by documented work. Documentation of no supervisory objection from such findings shall be maintained in the Assistant Deputy Comptrollerbooks and records of the Bank.

EXTERNAL LOAN REVIEW. (1) Within sixty (60) days of this Agreement, the Board shall employ a qualified consultant to perform periodic (perform, on at least semi-annually) an annual basis, asset quality reviews of the Bank’s CRE and commercial nonmortgage loan portfolioportfolios. The scope of the external loan review shall provide for a written report to be filed with the Board after each review and shall use a loan and lease grading system consistent with the guidelines set forth in Rating Credit Risk, A-RCR, of the Comptroller’s Handbook. Such reports shall, at a minimum, include comments and conclusions regarding: (a) the identification, type, rating, and amount of problem loans and leases; (b) the identification and amount of delinquent and nonaccrual loans; (c) the identification/status of credit related violations of law or regulation; (d) loans not in conformance with the Bank’s lending policies; (e) credit underwriting and documentation exceptions; (f) credit analysis and documentation of such; (g) accuracy of internal risk ratings; (h) overall credit administration practices; and, (i) completeness and effectiveness of problem loan workout plans. (2) Prior to the appointment or employment of any individual or firm as loan review consultant or entering into any contract with any consultant, the Board shall submit the name and qualifications of the proposed consultant and the proposed scope and terms of employment to the Assistant Deputy Comptroller for a prior written determination of no supervisory objection. After the OCC has advised the Bank that it does not take supervisory objection to the loan review consultant or the scope of the review, the Board shall immediately engage the loan review consultant pursuant to the proposed terms of the engagement. (3) The Board or a designated committee shall review the independent loan review reports and ensure that, if appropriate, immediate, adequate, and continuing remedial action, is taken upon the findings noted in the reports. (4) A copy of the reports submitted to the Board, as well as documentation of the action taken by the Bank to collect or strengthen assets identified as problem credits, shall be maintained in the books and records of the Bank. (5) The Bank shall not terminate the consultant’s asset quality review services without a prior written determination of no supervisory objection from the Assistant Deputy Comptroller.

EXTERNAL LOAN REVIEW. (1) Within sixty (60) days of this Agreement, the The Board shall employ a qualified consultant to perform periodic (at least semi-annually) annual asset quality reviews of the Bank’s loan portfolio. The scope of the external loan review system shall provide for a written report to be filed with the Board after each review review, shall address relevant issues discussed in OCC Bulletin 2006-47, and shall use a loan and lease grading system consistent with the guidelines set forth in the “Rating Credit Risk, A-RCR, ” booklet of the Comptroller’s Handbook. Such reports shall, at a minimum, include comments and conclusions regarding: (a) the identification, type, rating, and amount of problem loans and leases; (b) the identification and amount of delinquent and nonaccrual loans; (c) the identification/status of credit related violations of law or regulation; (d) loans not in conformance with the Bank’s lending policies; (e) credit underwriting and documentation exceptions; (f) credit cash flow analysis and documentation of such; (g) accuracy of internal risk ratings; (h) other real estate owned (“OREO”) oversight and reporting, as required by Article VII of this Agreement; (i) the adequacy of Allowance for Loan and Lease Losses (“ALLL”) methodology, as required by Article XI of this Agreement; (j) overall credit administration practices; and; (ik) completeness and effectiveness of problem loan workout plans; and (l) the Bank’s compliance with relevant Articles of this Agreement. (2) Prior to the appointment or employment of any individual as a loan review consultant or entering into any contract with any consultant, the Board shall assess the qualifications of said consultant, and after making a positive determination, shall submit the name and qualifications of the proposed consultant and the proposed scope and terms of employment to the Assistant Deputy Comptroller for a prior written determination of no supervisory objection. After the OCC has advised the Bank that it does not take supervisory objection to the loan review consultant or to the scope of the review, the Board shall immediately engage the loan review consultant pursuant to the proposed terms of the engagement. (3) The Board or a designated committee shall review the independent loan review reports and ensure that, if appropriate, immediate, adequate, and continuing remedial action, action is taken upon the findings noted in the reports. (4) A copy of the reports submitted to the Board, as well as documentation of the action taken by the Bank to collect or strengthen assets identified as problem credits, shall be maintained in the books and records of the Bank. (5) The Bank shall not terminate the consultant’s asset quality review services without a prior written determination of no supervisory objection from the Assistant Deputy Comptroller.

EXTERNAL LOAN REVIEW. (1) Within sixty (60) days of this AgreementEffective immediately, the Board shall continue to employ a qualified, independent consultant or other qualified consultant firm to perform periodic (at least semi-annually) annual asset quality reviews of the Bank’s loan portfolio, with the next loan review report due no later than December 31, 2012. The scope of the external loan review shall provide for a written report to be filed with the Board after each review and consultant or firm shall use a loan and lease grading system consistent with Generally Accepted Accounting Principles (“GAAP”) and the guidelines set forth in Rating Credit Risk, A-RCR, of the Comptroller’s HandbookHandbook and include documentation, support, and analysis of the individual risk ratings and other information to support the conclusions reached in a written report to be filed with the Board at the end of each review. Such reports The loan review report shall, at a minimum, include the comments and conclusions of the consultant or firm regarding: (a) the identification, type, rating, and amount of problem loans and leasesall criticized loans; (b) the identification and amount of delinquent and nonaccrual loans; (c) the identification/status of credit related violations of law or regulation; (d) loans not in conformance with the Bank’s lending policies; (e) credit underwriting and documentation exceptions; (fe) credit analysis and documentation of suchsuch analysis; (gf) accuracy of internal risk ratings; (h) overall credit administration practices; and (ig) completeness and effectiveness of problem loan workout plans; (h) loans and other extensions of credit considered exceptions to, or not in conformance with, the Bank’s lending policies and procedures; (i) the identity of the originating officer for each loan reported in accordance with subparagraphs (b) through (h) of the Article; (j) overall credit administration practices; (k) concentrations of credit; (l) the accuracy of the Bank’s recognition of troubled debt restructurings; (m) the accuracy of specific allocations to the Allowance for Loan and Lease Losses; (n) an evaluation of the Bank’s efforts to manage and account for its OREO in accordance with GAAP; (o) loans and leases to affiliates, insiders, and related parties; and (p) any recommendations for improvements. (2) Prior to the appointment or employment of any individual as loan review a new consultant or firm or entering into any a new contract with any consultantconsultant or firm, the Board shall submit the name and qualifications of the proposed consultant or firm and the proposed scope and terms of employment to the Assistant Deputy Comptroller for a prior written determination of no supervisory objection. After the OCC has advised the Bank that it does not take supervisory objection to the loan review consultant or firm, and the scope of the review, the Board shall immediately engage the loan review consultant or firm pursuant to the proposed terms of the engagement. (3) The Board or a designated committee shall review the independent loan review reports and ensure that, if appropriate, immediate, adequate, and continuing remedial action, is taken upon the findings noted in the reportseach report. (4) A copy of the reports loan review report submitted to the Board, as well as documentation a summary of the action remedial actions taken by the Bank to collect or strengthen assets identified as problem creditsand, if appropriate, planned, shall be maintained in the books documented and records of the Bank. (5) The Bank shall not terminate the consultant’s asset quality review services without a prior written determination of no supervisory objection from provided to the Assistant Deputy ComptrollerComptroller within fifteen (15) days of receipt of each loan review report.

EXTERNAL LOAN REVIEW. (1) Within sixty (60) days of this Agreement, the Board shall employ a qualified consultant to perform periodic (at least semi-annually) an ongoing asset quality reviews review of the Bank’s loan Loan portfolio. The scope of consultant shall be utilized until such time as an ongoing internal problem loan identification system is developed by the Board, implemented, and demonstrated to be effective. The external loan review system shall provide for a written report to be filed with the Board after each review and shall use a loan and lease grading system consistent with the guidelines set forth in Rating Credit Risk, A-RCR, of the Comptroller’s Handbook. Such reports shall, at a minimum, include comments and conclusions regarding: (a) the identification, type, rating, and amount of problem loans and leases; (b) the identification and amount of delinquent and nonaccrual loans; (c) the identification/status of credit related violations of law or regulation; (d) credit and collateral documentation exceptions; and (e) loans not in conformance with the Bank’s lending policies; (e) credit underwriting and documentation exceptions; (f) credit analysis and documentation of such; (g) accuracy of internal risk ratings; (h) overall credit administration practices; and (i) completeness and effectiveness of problem loan workout plans. (2) Prior to the appointment or employment of any individual as loan review consultant or entering into any contract with any consultant, the Board shall submit the name and qualifications of the proposed consultant and the proposed scope and terms of employment to the Assistant Deputy Comptroller for a prior written determination of no supervisory objection. After the OCC has advised the Bank that it does not take supervisory objection to the loan review consultant or the scope of the review, the Board shall immediately engage the loan review consultant pursuant to the proposed terms of the engagement. (3) The Board or a designated committee shall review the independent loan review reports and ensure that, if appropriate, immediate, adequate, and continuing remedial action, is taken upon the findings noted in the reports. (4) A copy of the reports submitted to the Board, as well as documentation of the action taken by the Bank to collect or strengthen assets identified as problem credits, shall be maintained in the books and records of the Bank. (5) The Bank shall not terminate the consultant’s asset quality review services without a prior written determination of no supervisory objection from the Assistant Deputy Comptroller.

EXTERNAL LOAN REVIEW. (1) Within sixty (60) days of this Agreementdays, the Board shall employ a qualified consultant to perform periodic (at least semi-annually) annual asset quality reviews of the Bank’s loan portfolio. The scope of the external loan review system shall provide for a written report to be filed with the Board after each review and shall use a loan and lease grading system consistent with the guidelines set forth in Rating Credit Risk, A-RCR, of the Comptroller’s Handbook. Such reports shall, at a minimum, include comments and conclusions regarding: (a) the identification, type, rating, and amount of problem loans and leases; (b) the identification and amount of delinquent and nonaccrual loans; (c) the identification/status of credit related violations of law or regulation; (d) loans not in conformance with the Bank’s lending policies; (e) credit underwriting and documentation exceptions; (f) credit analysis and documentation of such; (g) accuracy of internal risk ratings;; and (h) overall credit administration practices; and (i) completeness and effectiveness of problem loan workout plans. (2) Prior to the appointment or employment of any individual as loan review consultant or entering into any contract with any consultant, the Board shall submit the name and qualifications of the proposed consultant and the proposed scope and terms of employment to the Assistant Deputy Comptroller for a prior written determination of no supervisory objection. After the OCC has advised the Bank that it does not take supervisory objection to the loan review consultant or the scope of the review, the Board shall immediately engage the loan review consultant pursuant to the proposed terms of the engagement. (3) The Board or a designated committee shall ensure the accuracy of the loan review’s conclusions and that the loan review program is itself a reliable alert system for credit risk problems. (4) The Board or a designated committee shall review the independent loan review reports and ensure that, if appropriate, immediate, adequate, and continuing remedial action, is taken based upon the findings noted in the reports. (4) A copy of the reports submitted to the Board, as well as documentation of the action taken by the Bank to collect or strengthen assets identified as problem credits, shall be maintained in the books and records of the Bank. (5) The Bank shall not terminate the consultant’s asset quality review services without a prior written determination of no supervisory objection from the Assistant Deputy Comptroller.

EXTERNAL LOAN REVIEW. (1) Within sixty ninety (6090) days of this Agreementdays, the Board shall employ a qualified qualified, independent consultant to perform periodic (at least semi-annually) annual asset quality reviews of the Bank’s loan portfolio. The scope of the external loan review shall provide for a written report to be filed with the Board after each review and shall use a loan and lease grading system consistent with the guidelines set forth in Rating Credit Risk12 C.F.R. § 160.160, A-RCRand the OTS’ Examination Handbook, Section 260, “Classification of the Comptroller’s HandbookAssets,” July 2010, and any successor regulation or guidance. Such reports shall, at a minimum, include comments and conclusions regarding: (a) the identification, type, rating, and amount of problem loans and leases; (b) the identification and amount of delinquent and nonaccrual loans; (c) the identification/status of credit related violations of law or regulation; (d) loans not in conformance with the Bank’s lending policies; (e) credit underwriting and documentation exceptions; (f) credit analysis and documentation of such; (g) accuracy of internal risk ratings; (h) overall credit administration practices; and; (i) completeness and effectiveness of problem loan workout plans; and (j) an assessment of the Bank’s efforts to comply with Article VII of this Agreement and further actions needed to achieve compliance. (2) Prior to the appointment or employment of any individual as loan review consultant or entering into any contract with any consultant, the Board shall submit the name and qualifications of the proposed consultant and the proposed scope and terms of employment to the Assistant Deputy Comptroller for a prior written determination of no supervisory objection. After the OCC has advised the Bank that it does not take Upon receiving a written determination of no supervisory objection from the Assistant Deputy Comptroller to the loan review consultant or the and scope of the review, the Board shall immediately engage the loan review consultant pursuant to the proposed terms of the engagement. (3) The Board or a designated committee thereof shall review the independent loan review reports and ensure that, if appropriate, immediate, adequate, and continuing remedial action, action is taken based upon the findings noted in the reports. (4) A copy of the reports submitted to the Board, as well as documentation of the action taken by the Bank to collect or strengthen assets identified as problem credits, shall be maintained in the books and records of the Bank. (5) The Bank shall not terminate the consultant’s asset quality review services without a prior written determination of no supervisory objection from the Assistant Deputy Comptroller.

EXTERNAL LOAN REVIEW. (1) Within sixty (60) days of this Agreement, the The Board shall employ a qualified consultant to perform periodic (at least semi-annually) quarterly asset quality reviews of the Bank’s loan portfolio. The scope of the external loan review system shall provide for a written report to be filed with the Board after each review and shall use a loan and lease grading system consistent with the guidelines set forth in Rating Credit Risk, A-RCR, of the Comptroller’s Handbook. Such reports shall, at a minimum, include comments and conclusions regarding:’s (a) the identification, type, rating, and amount of problem loans and leases; (b) the identification and amount of delinquent and nonaccrual loans; (c) the identification/status of credit related violations of law or regulation; (d) loans not in conformance with the Bank’s lending policies; (e) credit underwriting and documentation exceptions; (f) credit analysis and documentation of such; (g) accuracy of internal risk ratings;; and (h) overall credit administration practices; and (i) completeness and effectiveness of problem loan workout plans. (2) Prior to the appointment appointing or employment of employing any individual as loan review consultant or entering into any contract with any consultant, the Board shall submit the name and qualifications of the proposed consultant and the proposed scope and terms of employment to the Assistant Deputy Comptroller for a prior written determination of no supervisory objection. After the OCC Office of the Comptroller of the Currency has advised the Bank that it does not take supervisory objection to the loan review consultant or the scope of the review, the Board shall immediately engage the loan review consultant pursuant to the proposed terms of the engagement. (3) The Board or a designated committee shall review the independent loan review reports and ensure that, if appropriate, immediate, adequate, and continuing remedial action, action is taken based upon the findings noted in the reports. (4) A copy of the reports submitted to the Board, as well as documentation of the action taken by the Bank to collect or strengthen assets identified as problem credits, shall be maintained in the books and records of the Bank. (5) The Bank shall not terminate the consultant’s asset quality review services without a prior written determination of no supervisory objection from the Assistant Deputy Comptroller.

EXTERNAL LOAN REVIEW. (1) Within sixty thirty (6030) days of this Agreement, the Board shall employ a qualified qualified, independent consultant or firm to perform periodic (at least semi-annually) annual asset quality reviews of the Bank’s loan portfolio, with the first report due no later than April 30, 2012. The scope of the external loan review engagement shall include annual coverage of at least seventy-five percent of the Bank’s commercial and industrial loans by total dollar and provide for a written report to be filed with the Board after each review and shall use using a loan and lease grading system consistent with Generally Accepted Accounting Principles (“GAAP”) and the guidelines set forth in Rating Credit Risk, A-RCR, of the Comptroller’s Handbook. Such reports shall, at a minimum, include the consultant’s or firm’s comments and conclusions regarding:conclusions (a) the identification, type, rating, and amount of problem loans and leasesall criticized loans; (b) the identification and amount of delinquent and nonaccrual loans; (c) the identification/status of credit credit-related violations of law or regulation; (d) loans not in conformance with the Bank’s lending policies; (e) credit underwriting and documentation exceptions; (fe) credit analysis and documentation of suchsuch analysis; (gf) accuracy of internal risk ratings; (h) overall credit administration practices; and (ig) completeness and effectiveness of problem loan workout plans; (h) loans and other extensions of credit considered exceptions to, or not in conformance with, the Bank’s lending policies and procedures; (i) the identity of the loan officer who originated each loan reported in accordance with subparagraphs (b) through (h) of the Article; (j) overall credit administration practices; (k) concentrations of credit; (l) the accuracy of the Bank’s recognition of troubled debt restructurings; (m) the adequacy of the Allowance for Loan and Lease Losses; (n) an evaluation of the Bank’s efforts to manage and account for its Other Real Estate in accordance with GAAP; (o) loans and leases to affiliates, insiders, and related parties; and (p) any recommendations for improvements. (2) Prior to the appointment or employment of any individual as loan review consultant or firm or entering into any contract with any consultantconsultant or firm, the Board shall submit the name and qualifications of the proposed consultant or firm and the proposed scope and terms of employment to the Assistant Deputy Comptroller for a prior written determination of no supervisory objection. After the OCC Assistant Deputy Comptroller has advised the Bank that it she does not take supervisory objection to the loan review consultant or firm, and the scope of the review, the Board shall immediately engage the loan review consultant or firm pursuant to the proposed terms of the engagement. (3) The Board or a designated committee shall review the independent loan review reports and ensure that, if appropriate, immediate, adequate, and continuing remedial action, is taken upon the findings noted in the reports. (4) A copy of the reports loan review report submitted to the Board, as well as documentation a summary of the action remedial actions taken by the Bank to collect or strengthen assets identified as problem creditsand, if appropriate, planned, shall be maintained in the books documented and records of the Bank. (5) The Bank shall not terminate the consultant’s asset quality review services without a prior written determination of no supervisory objection from provided to the Assistant Deputy ComptrollerComptroller within fifteen (15) days of receipt by the Board.

EXTERNAL LOAN REVIEW. (1) Within sixty forty-five (6045) days of this Agreement, the Board shall employ a qualified consultant to perform periodic (at least semi-annually) annual asset quality reviews of the Bank’s loan portfolio. The scope of the external loan review shall include seventy percent (70%) by dollar volume of the commercial, agricultural, and commercial real estate portfolios on an annual basis, and provide for a written report to be filed with the Board after each review review, with the first report due no later than August 31, 2013, and shall use a loan and lease grading system consistent with the guidelines set forth in Rating Credit Risk, A-RCR, of the Comptroller’s Handbook. Such reports shall, at a minimum, include comments and conclusions regarding: (a) the loan review scope and coverage; (b) overall quality of the loan and lease portfolios; (c) the identification, type, rating, and amount of problem loans and leases; (bd) the identification and amount of delinquent and nonaccrual loans; (ce) the identification/status of credit related violations of law or regulation; (df) loans not in conformance with the Bank’s lending policies; (eg) credit underwriting and documentation exceptions; (fh) credit analysis and documentation of such; (gi) accuracy of internal risk ratings; (hj) the identity of the loan officer who originated each loan reported in accordance with Subparagraphs (b) through (g) of the Article; (k) overall credit administration practices; and (il) completeness and effectiveness of problem loan workout plans. (2) Prior to the appointment or employment of any individual as loan review consultant or entering into any contract with any consultant, the Board shall submit the name and qualifications of the proposed consultant and the proposed scope and terms of employment to the Assistant Deputy Comptroller for a prior written determination of no supervisory objection. After the OCC has advised the Bank that it does not take supervisory objection to the loan review consultant or the scope of the review, the Board shall immediately engage the loan review consultant pursuant to the proposed terms of the engagement. (3) The Board or a designated committee thereof shall review the independent loan review reports and ensure that, if appropriate, immediate, adequate, and continuing remedial action, action is taken upon the findings noted in the reports. (4) A Within five (5) days of the Board or designated committee’s review pursuant to Paragraph (3) of this Article, the Board shall forward a copy of the reports submitted independent loan review report to the Board, as well as documentation of the action taken by the Bank to collect or strengthen assets identified as problem credits, shall be maintained in the books and records of the BankAssistant Deputy Comptroller. (5) The Bank shall not terminate the consultant’s asset quality review services without a prior written determination of no supervisory objection from the Assistant Deputy Comptroller.

EXTERNAL LOAN REVIEW. (1) Within sixty forty-five (6045) days of this Agreement, the Board shall employ a qualified consultant to perform periodic (at least semi-annually) asset quality reviews of the Bank’s loan portfolio. The scope of the external loan review shall include fifty percent (50%) by dollar volume of the commercial, agricultural, and commercial real estate portfolios on an annual basis, and provide for a written report to be filed with the Board after each review review, and shall use a loan and lease grading system consistent with the guidelines set forth in Rating Credit Risk, A-RCR, of the Comptroller’s Handbook. Such reports shall, at a minimum, include comments and conclusions regarding: (a) the loan review scope and coverage; (b) overall quality of the loan and lease portfolios; (c) the identification, type, rating, and amount of problem loans and leases; (bd) the identification and amount of delinquent and nonaccrual loans; (ce) the identification/status of credit related violations of law or regulation; (df) loans not in conformance with the Bank’s lending policies; (eg) credit underwriting and documentation exceptions; (fh) credit analysis and documentation of such; (gi) accuracy of internal risk ratings; (hj) overall credit administration practices; and (ik) completeness and effectiveness of problem loan workout plans. (2) Prior to the appointment or employment of any individual as loan review consultant or entering into any contract with any consultant, the Board shall submit the name and qualifications of the proposed consultant and the proposed scope and terms of employment to the Assistant Deputy Comptroller for a prior written determination of no supervisory objection. After the OCC has advised the Bank that it does not take supervisory objection to the loan review consultant or the scope of the review, the Board shall immediately engage the loan review consultant pursuant to the proposed terms of the engagement. (3) The Board or a designated committee thereof shall review the independent loan review reports and ensure that, if appropriate, immediate, adequate, and continuing remedial action, action is taken upon the findings noted in the reports. (4) A Within five (5) days of the Board or designated committee’s review pursuant to Paragraph (3) of this Article, the Board shall forward a copy of the reports submitted independent loan review report to the Board, as well as documentation of the action taken by the Bank to collect or strengthen assets identified as problem credits, shall be maintained in the books and records of the BankAssistant Deputy Comptroller. (5) The Bank shall not terminate the consultant’s asset quality review services without a prior written determination of no supervisory objection from the Assistant Deputy Comptroller.

EXTERNAL LOAN REVIEW. (1) Within sixty thirty (6030) days of this Agreement, the Board shall employ a qualified consultant to perform periodic (at least semi-annually) annual asset quality reviews of the Bank’s loan portfolio. The scope of the external loan review shall include seventy percent (70%) by dollar volume of the commercial, agricultural, and commercial real estate portfolios on an annual basis, and provide for a written report to be filed with the Board after each review review, with the first report due no later than February 15, 2011, and shall use a loan and lease grading system consistent with the guidelines set forth in Rating Credit Risk, A-RCR, of the Comptroller’s Handbook. Such reports shall, at a minimum, include comments and conclusions regarding: (a) the loan review scope and coverage; (b) overall quality of the loan and lease portfolios; (c) the identification, type, rating, and amount of problem loans and leases; (bd) the identification and amount of delinquent and nonaccrual loans; (ce) the identification/status of credit related violations of law or regulation; (df) loans not in conformance with the Bank’s lending policies; (eg) credit underwriting and documentation exceptions; (fh) credit analysis and documentation of such; (gi) accuracy of internal risk ratings; (hj) the identity of the loan officer who originated each loan reported in accordance with Subparagraphs (b) through (g) of the Article; (k) overall credit administration practices; and (il) completeness and effectiveness of problem loan workout plans. (2) Prior to the appointment or employment of any individual as loan review consultant or entering into any contract with any consultant, the Board shall submit the name and qualifications of the proposed consultant and the proposed scope and terms of employment to the Assistant Deputy Comptroller for a prior written determination of no supervisory objection. After the OCC has advised the Bank that it does not take supervisory objection to the loan review consultant or the scope of the review, the Board shall immediately engage the loan review consultant pursuant to the proposed terms of the engagement. (3) The Board or a designated committee shall review the independent loan review reports and ensure that, if appropriate, immediate, adequate, and continuing remedial action, is taken upon the findings noted in the reports. (4) A copy of the reports submitted to the Board, as well as documentation of the action taken by the Bank to collect or strengthen assets identified as problem credits, shall be maintained in the books and records of the Bank. (5) The Bank shall not terminate the consultant’s asset quality review services without a prior written determination of no supervisory objection from the Assistant Deputy Comptroller.

EXTERNAL LOAN REVIEW. (1) Within sixty thirty (6030) days of this Agreement, the Board shall employ a qualified consultant to perform periodic (at least semi-annually) annual asset quality reviews of the Bank’s loan portfolio. The scope of the external loan review shall include seventy percent (70%) by dollar volume of the commercial, agricultural, and commercial real estate portfolios on an annual basis, and provide for a written report to be filed with the Board after each review review, with the first report due no later than August 31, 2010, and shall use a loan and lease grading system consistent with the guidelines set forth in Rating Credit Risk, A-RCR, of the Comptroller’s Handbook. Such reports shall, at a minimum, include comments and conclusions regarding: (a) the loan review scope and coverage; (b) overall quality of the loan and lease portfolios; (c) the identification, type, rating, and amount of problem loans and leases; (bd) the identification and amount of delinquent and nonaccrual loans; (ce) the identification/status of credit related violations of law or regulation; (df) loans not in conformance with the Bank’s lending policies; (eg) credit underwriting and documentation exceptions; (fh) credit analysis and documentation of such; (gi) accuracy of internal risk ratings; (hj) the identity of the loan officer who originated each loan reported in accordance with Subparagraphs (b) through (g) of the Article; (k) overall credit administration practices; and (il) completeness and effectiveness of problem loan workout plans. (2) Prior to the appointment or employment of any individual as loan review consultant or entering into any contract with any consultant, the Board shall submit the name and qualifications of the proposed consultant and the proposed scope and terms of employment to the Assistant Deputy Comptroller for a prior written determination of no supervisory objection. After the OCC has advised the Bank that it does not take supervisory objection to the loan review consultant or the scope of the review, the Board shall immediately engage the loan review consultant pursuant to the proposed terms of the engagement. (3) The Board or a designated committee shall review the independent loan review reports and ensure that, if appropriate, immediate, adequate, and continuing remedial action, is taken upon the findings noted in the reports. (4) A copy of the reports submitted to the Board, as well as documentation of the action taken by the Bank to collect or strengthen assets identified as problem credits, shall be maintained in the books and records of the Bank. (5) The Bank shall not terminate the consultant’s asset quality review services without a prior written determination of no supervisory objection from the Assistant Deputy Comptroller.

EXTERNAL LOAN REVIEW. (1) Within sixty (60) days of the date of this Agreement, the Board shall employ engage a qualified qualified, independent consultant to perform periodic (at least semi-annually) an ongoing asset quality reviews and loan administration review of the Bank’s loan portfolio. This consultant shall have adequate knowledge of CRE lending fundamentals and the markets in which the bank lends (through participations purchased). The scope of the external loan review system shall provide for a written report to be filed with the Board after each review and shall use a loan and lease grading system consistent with the guidelines set forth in Rating Credit Risk, A-RCR, of the Comptroller’s Handbook. Such reports shall, at a minimum, include comments and conclusions regarding: (a) the loan review scope and coverage parameters; (b) the overall quality of the loan and lease portfolios; (c) the identification, type, rating, and amount of problem loans and leasesleases including grading differences; (bd) the identification and amount of delinquent loans and nonaccrual loansleases; (ce) credit and collateral documentation exceptions; (f) the identification/identification and status of credit related violations of law law, rule or regulation; (dg) the identity of the loan officer who originated each loan reported in accordance with subparagraphs (c) through (f) of the Article; (h) concentrations of credit; (i) loans and leases to affiliates and related parties; (j) loans and leases not in conformance with the Bank’s lending policies; (e) credit underwriting Loan Policy, and documentation exceptions; (f) credit analysis and documentation of such; (g) accuracy of internal risk ratings; (h) overall credit administration practicesexceptions to the Bank’s Loan Policy; and (ik) completeness the adequacy and effectiveness quality of problem loan workout plansadministration by all loan officers, with any recommendations for improvements to loan administration practices. (2) Prior to the appointment or employment of any individual as loan review consultant or entering into any contract with any a loan review consultant, the Board shall submit the name and qualifications of the proposed consultant and the proposed scope and terms of employment to the Assistant Deputy Comptroller for a prior written determination of no supervisory objection. After the OCC has advised the Bank that it does not take supervisory objection to the loan review consultant or the scope of the review, the Board shall immediately engage the loan review consultant pursuant to the proposed terms of the engagement. (3) The Within fifteen (15) days of receipt, the Board or shall forward a designated committee shall review the independent copy of each written loan review reports and ensure that, if appropriate, immediate, adequate, and continuing remedial action, is taken upon the findings noted in the reports. report required by paragraph one (41) A copy of the reports submitted this Article to the Board, as well as documentation of the action taken by the Bank to collect or strengthen assets identified as problem credits, shall be maintained in the books and records of the Bank. (5) The Bank shall not terminate the consultant’s asset quality review services without a prior written determination of no supervisory objection from the Assistant Deputy ComptrollerComptroller for review.

EXTERNAL LOAN REVIEW. (1) Within sixty thirty (6030) days of this Agreement, the Board shall employ a qualified consultant to perform periodic (at least semi-annually) annual asset quality reviews of the Bank’s loan portfolio. The scope of the external loan review shall include seventy percent (70%) by dollar volume of the commercial, agricultural, and commercial real estate portfolios on an annual basis, and provide for a written report to be filed with the Board after each review review, with the first report due no later than July 31, 2010, and shall use a loan and lease grading system consistent with the guidelines set forth in Rating Credit Risk, A-RCR, of the Comptroller’s Handbook. Such reports shall, at a minimum, include comments and conclusions regarding: (a) the loan review scope and coverage; (b) overall quality of the loan and lease portfolios; (c) the identification, type, rating, and amount of problem loans and leases; (bd) the identification and amount of delinquent and nonaccrual loans; (ce) the identification/status of credit related violations of law or regulation; (df) loans not in conformance with the Bank’s lending policies; (eg) credit underwriting and documentation exceptions; (fh) credit analysis and documentation of such; (gi) accuracy of internal risk ratings; (hj) the identity of the loan officer who originated each loan reported in accordance with Subparagraphs (b) through (g) of the Article; (k) overall credit administration practices; and (il) completeness and effectiveness of problem loan workout plans. (2) Prior to the appointment or employment of any individual as loan review consultant or entering into any contract with any consultant, the Board shall submit the name and qualifications of the proposed consultant and the proposed scope and terms of employment to the Assistant Deputy Comptroller for a prior written determination of no supervisory objection. After the OCC has advised the Bank that it does not take supervisory objection to the loan review consultant or the scope of the review, the Board shall immediately engage the loan review consultant pursuant to the proposed terms of the engagement. (3) The Board or a designated committee shall review the independent loan review reports and ensure that, if appropriate, immediate, adequate, and continuing remedial action, is taken upon the findings noted in the reports. (4) Within five (5) days of the Board or designated committee review pursuant to Paragraph (3) of this Article, the Board shall forward a copy of the independent loan review report to the Assistant Deputy Comptroller. (5) A copy of the reports submitted to the Board, as well as documentation of the action taken by the Bank to collect or strengthen assets identified as problem credits, shall be maintained in the books and records of the Bank. (56) The Bank shall not terminate the consultant’s asset quality review services without a prior written determination of no supervisory objection from the Assistant Deputy Comptroller.

EXTERNAL LOAN REVIEW. (1) Within sixty thirty (6030) days of this Agreement, the Board shall employ modify as necessary the Bank’s engagement with a qualified consultant to perform periodic (at least semi-annually) annual asset quality reviews of the Bank’s loan portfolioportfolio that meet the requirements of this Article. The scope of the external loan review shall include at least seventy percent (70%) by dollar volume of the commercial, agricultural, and commercial real estate portfolios on an annual basis, and provide for a written report to be filed with the Board after each review semi-annual review, with the first report due no later than May 15, 2011, and shall use a loan and lease grading system consistent with the guidelines set forth in Rating Credit Risk, A-RCR, of the Comptroller’s Handbook. Such reports shall, at a minimum, include comments and conclusions regarding: (a) the loan review scope and coverage; (b) overall quality of the loan and lease portfolios; (c) the identification, type, rating, and amount of problem loans and leases; (bd) the identification and amount of delinquent and nonaccrual loans; (ce) the identification/status of credit related violations of law or regulation; (df) loans not in conformance with the Bank’s lending policies; (eg) loans not in conformance with Regulation O; (h) credit underwriting and documentation exceptions; (fi) credit analysis and documentation of such; (gj) accuracy of internal risk ratings; (k) the identity of the loan officer who originated each loan reported in accordance with Subparagraphs (b) through (h) of the Article; (l) overall credit administration practices; and (im) completeness and effectiveness of problem loan workout plans. (2) Prior to any change in the appointment or employment of any individual as loan review consultant or entering into any contract with any consultant, the Board shall submit the name and qualifications of the proposed consultant and the proposed scope and terms of employment to the Assistant Deputy Comptroller for a prior written determination of no supervisory objection. After the OCC has advised the Bank that it does not take supervisory objection to the loan review consultant or the scope of the review, the Board shall immediately engage the loan review consultant pursuant to the proposed terms of the engagement. (3) The Board or a designated committee shall review the independent loan review reports and ensure that, if appropriate, immediate, adequate, and continuing remedial action, is taken upon the findings noted in the reports. (4) A copy of the reports submitted to the Board, as well as documentation of the action taken by the Bank to collect or strengthen assets identified as problem credits, shall be submitted to the Assistant Deputy Comptroller and maintained in the books and records of the Bank. (5) The Bank shall not terminate the consultant’s asset quality review services without a prior written determination of no supervisory objection from the Assistant Deputy Comptroller.