Common use of Financial Statements and Internal Controls Clause in Contracts

Financial Statements and Internal Controls. (a) The audited consolidated balance sheets (including related notes and schedules, if any) of PEB and its Subsidiaries as of December 31, 2020 and 2019 and the related consolidated statements of earnings, comprehensive income, changes in shareholders’ equity, and cash flows (including related notes and schedules, if any) of PEB and its Subsidiaries for each of the two years then ended, and the unaudited consolidated balance sheet, statement of earnings, comprehensive income, changes in shareholders’ equity, and cash flows (including related notes and schedules, if any) of PEB and its Subsidiaries for the six month period ended June 30, 2021 (collectively, the “PEB Financial Statements”) have been previously made available to BayCom. The PEB Financial Statements fairly present the consolidated financial position and results of operations of PEB and its Subsidiaries on a consolidated basis as of and for the respective periods ending on the dates thereof, in accordance with GAAP consistently applied during the periods involved, except as indicated in the PEB Financial Statements or notes thereto and, in the case of unaudited financial statements, subject to normal year-end adjustments (which will not be material individually or in the aggregate) and the absence of footnotes. The financial and accounting books and records of PEB and its Subsidiaries have been maintained in all material respects in accordance with GAAP and all other applicable legal and accounting requirements, reflect only actual transactions, and there are no material misstatements, omissions, inaccuracies or discrepancies contained or reflected therein. Xxxx Xxxxxx LLP has not resigned (or informed PEB that it intends to resign) or been dismissed as independent public accountants of PEB as a result of or in connection with any disagreements with PEB on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure.

Financial Statements and Internal Controls. (a) The audited consolidated balance sheets (including related notes and schedules, if any) of PEB TIG and its Subsidiaries as of December 31, 2020 2018 and 2019 2017 and the related consolidated statements of earningscomprehensive operations, comprehensive income, changes in shareholdersstockholders’ equity, and cash flows (including related notes and schedules, if any) of PEB TIG and its Subsidiaries for each of the two years then ended, and the unaudited consolidated balance sheet, statement of earnings, comprehensive income, changes in shareholders’ equity, operations and cash flows trial balance (including related notes and schedules, if any) of PEB TIG and its Subsidiaries for the six three month period ended June 30March 31, 2021 2019 (collectively, the “PEB TIG Financial Statements”) have been previously made available to BayCom. The PEB TIG Financial Statements fairly present the consolidated financial position and results of operations of PEB TIG and its Subsidiaries on a consolidated basis as of and for the respective periods ending on the dates thereof, in accordance with GAAP consistently applied during the periods involved, except as indicated in the PEB TIG Financial Statements or notes thereto and, in the case of unaudited financial statements, subject to normal year-end adjustments (which will not be material individually or in the aggregate) and the absence of footnotes. The financial and accounting books and records of PEB TIG and its Subsidiaries have been maintained in all material respects in accordance with GAAP and all other applicable legal and accounting requirements, reflect only actual transactions, and there are no material misstatements, omissions, inaccuracies or discrepancies contained or reflected therein. Xxxx Xxxxxx LLP Fortner, Bayens, Lxxxxxxxx & Gxxxxxxx, P.C. has not resigned (or informed PEB TIG that it intends to resign) or been dismissed as independent public accountants of PEB TIG as a result of or in connection with any disagreements with PEB TIG on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure.

Financial Statements and Internal Controls. (a) The audited consolidated balance sheets (including related notes and schedules, if any) of PEB Universal and its Subsidiaries as of December 31June 30, 2020 2016 and 2019 2015 and the related consolidated statements of earningsincome, comprehensive income, changes in shareholders’ ' equity, and cash flows (including related notes and schedules, if any) of PEB Universal and its Subsidiaries for each of the two years then ended, and the unaudited consolidated balance sheet, statement of earnings, comprehensive income, changes in shareholders’ equity, ' equity and cash flows (including related notes and schedules, if any) of PEB Universal and its Subsidiaries for the six nine month period ended June 30March 31, 2021 2017 (collectively, the “PEB "Universal Financial Statements”") have been previously made available to BayComMutualFirst. The PEB Universal Financial Statements fairly present the consolidated financial position and results of operations of PEB Universal and its Subsidiaries on a consolidated basis as of and for the respective periods ending on the dates thereof, in accordance with GAAP consistently applied during the periods involved, except as indicated in the PEB Universal Financial Statements or notes thereto and, in the case of unaudited financial statements, subject to normal year-end adjustments (which will not be material individually or in the aggregate) and the absence of lack footnotes. The financial and accounting books and records of PEB Universal and its Subsidiaries have been maintained in all material respects in accordance with GAAP and all other applicable legal and accounting requirements, reflect only actual transactions, and there are no material misstatements, omissions, inaccuracies or discrepancies contained or reflected therein. Xxxx Xxxxxx Xxxxx Xxxxxxx LLP has not resigned (or informed PEB Universal that it intends to resign) or been dismissed as independent public accountants of PEB Universal as a result of or in connection with any disagreements with PEB Universal on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure.

Financial Statements and Internal Controls. (a) The audited consolidated balance sheets (including related notes and schedules, if any) of PEB Puget Sound and its Subsidiaries as of December 31, 2020 2016 and 2019 2015 and the related consolidated statements of earningsincome, comprehensive income, changes in shareholders’ ' equity, and cash flows (including related notes and schedules, if any) of PEB Puget Sound and its Subsidiaries for each of the two years then ended, and the unaudited consolidated balance sheet, statement of earnings, comprehensive income, changes in shareholders’ equity, ' equity and cash flows (including related notes and schedules, if any) of PEB Puget Sound and its Subsidiaries for the six month period ended June 30, 2021 2017 (collectively, the “PEB "Puget Sound Financial Statements”") have been previously made available to BayComHeritage. The PEB Puget Sound Financial Statements fairly present the consolidated financial position and results of operations of PEB Puget Sound and its Subsidiaries on a consolidated basis as of and for the respective periods ending on the dates thereof, in accordance with GAAP consistently applied during the periods involved, except as indicated in the PEB Puget Sound Financial Statements or notes thereto and, in the case of unaudited financial statements, subject to normal year-end adjustments (which will not be material individually or in the aggregate) and the absence of lack footnotes. The financial and accounting books and records of PEB Puget Sound and its Subsidiaries have been maintained in all material respects in accordance with GAAP and all other applicable legal and accounting requirements, reflect only actual transactions, and there are no material misstatements, omissions, inaccuracies or discrepancies contained or reflected therein. Xxxx Xxxxxx Xxxxx LLP has not resigned (or informed PEB Puget Sound that it intends to resign) or been dismissed as independent public accountants of PEB Puget Sound as a result of or in connection with any disagreements with PEB Puget Sound on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure.

Financial Statements and Internal Controls. (a) The audited consolidated balance sheets (including related notes and schedules, if any) of PEB Premier Commercial and its Subsidiaries as of December 31, 2020 2016 and 2019 2015 and the related consolidated statements of earningsnet income, comprehensive income, changes in shareholders’ stockholders' equity, and cash flows (including related notes and schedules, if any) of PEB Premier Commercial and its Subsidiaries for each of the two years then ended, and the unaudited consolidated balance sheet, statement of earnings, comprehensive net income, changes in shareholders’ equity, stockholders' equity and cash flows (including related notes and schedules, if any) of PEB Premier Commercial and its Subsidiaries for the six nine month period ended June September 30, 2021 2017 (collectively, the “PEB "Premier Commercial Financial Statements”") have been previously made available to BayComHeritage. The PEB Premier Commercial Financial Statements fairly present the consolidated financial position and results of operations of PEB Premier Commercial and its Subsidiaries on a consolidated basis as of and for the respective periods ending on the dates thereof, in accordance with GAAP consistently applied during the periods involved, except as indicated in the PEB Premier Commercial Financial Statements or notes thereto and, in the case of unaudited financial statements, subject to normal year-end adjustments (which will not be material individually or in the aggregate) and the absence of footnotes. The financial and accounting books and records of PEB Premier Commercial and its Subsidiaries have been maintained in all material respects in accordance with GAAP and all other applicable legal and accounting requirements, reflect only actual transactions, and there are no material misstatements, omissions, inaccuracies or discrepancies contained or reflected therein. Xxxx Xxxxxx Xxxxx LLP has not resigned (or informed PEB Premier Commercial that it intends to resign) or been dismissed as independent public accountants of PEB Premier Commercial as a result of or in connection with any disagreements with PEB Premier Commercial on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure.

Financial Statements and Internal Controls. (a) The audited consolidated balance sheets (including related notes and schedules, if any) of PEB Uniti and its Subsidiaries as of December 31, 2020 2017 and 2019 2016 and the related consolidated statements of earningsincome, comprehensive income, changes in shareholders’ equity, and cash flows (including related notes and schedules, if any) of PEB Uniti and its Subsidiaries for each of the two years then ended, and the unaudited consolidated balance sheet, statement of earnings, comprehensive income, changes in shareholders’ equity, income and cash flows trial balance (including related notes and schedules, if any) of PEB Uniti and its Subsidiaries for the six nine month period ended June September 30, 2021 2018 (collectively, the “PEB Uniti Financial Statements”) have been previously made available to BayCom. The PEB Uniti Financial Statements fairly present the consolidated financial position and results of operations of PEB Uniti and its Subsidiaries on a consolidated basis as of and for the respective periods ending on the dates thereof, in accordance with GAAP consistently applied during the periods involved, except as indicated in the PEB Uniti Financial Statements or notes thereto and, in the case of unaudited financial statements, subject to normal year-end adjustments (which will not be material individually or in the aggregate) and the absence of footnotes. The financial and accounting books and records of PEB Uniti and its Subsidiaries have been maintained in all material respects in accordance with GAAP and all other applicable legal and accounting requirements, reflect only actual transactions, and there are no material misstatements, omissions, inaccuracies or discrepancies contained or reflected therein. Xxxx Xxxxxx Vavrinek, Trine, Day & Co. LLP has not resigned (or informed PEB Uniti that it intends to resign) or been dismissed as independent public accountants of PEB Uniti as a result of or in connection with any disagreements with PEB Uniti on a matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure.