Common use of Loan Matters Clause in Contracts

Loan Matters. (a) The allowance for loan losses reflected in Fox Chase’s audited consolidated balance sheet at December 31, 2014 was, and the allowance for loan losses shown on Fox Chase’s balance sheets for periods ending after December 31, 2014 was, or will be, adequate, as of the date thereof, under GAAP. (b) Fox Chase Disclosure Schedule 4.15(b) sets forth a listing, as of September 30, 2015, by account, of: (i) each borrower, customer or other party which has notified Fox Chase Bank or any other Fox Chase Subsidiary during the past twelve months of, or has asserted against Fox Chase Bank or any other Fox Chase Subsidiary, in each case in writing, any “lender liability” or similar claim, and, to the Knowledge of Fox Chase Bank, each borrower, customer or other party which has given Fox Chase Bank or any other Fox Chase Subsidiary any oral notification of, or orally asserted to or against Fox Chase Bank or any other Fox Chase Subsidiary, any such claim; (ii) all loans (A) that are contractually past due 90 days or more in the payment of principal and/or interest, (B) that are on non-accrual status, (C) that as of the date of this Agreement are classified as “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan and the identity of the obligor thereunder, (D) that are Troubled Debt Restructurings, or (E) where a specific reserve allocation exists in connection therewith; and (iii) all assets classified by Fox Chase Bank or any Fox Chase Subsidiary as real estate acquired through foreclosure or in lieu of foreclosure, including in-substance foreclosures, and all other assets currently held that were acquired through foreclosure or in lieu of foreclosure. Except as set forth on Fox Chase Disclosure Schedule 4.15(b), all loans of Fox Chase Bank have been classified as of September 30, 2015 in accordance with the loan policies and procedures of Fox Chase Bank. (c) Except as set forth on Fox Chase Disclosure Schedule 4.15(e), all loans receivable (including discounts) and accrued interest entered on the books of Fox Chase and the Fox Chase Subsidiaries arose out of bona fide arm’s-length transactions, were made for good and valuable consideration in the ordinary course of Fox Chase’s or the appropriate Fox Chase Subsidiary’s respective business, and the notes or other evidences of indebtedness with respect to such loans (including discounts) are true and genuine and are what they purport to be. All such loans are owned by Fox Chase or the appropriate Fox Chase Subsidiary free and clear of any Liens. (d) The notes and other evidences of indebtedness evidencing the loans described above, and all pledges, mortgages, deeds of trust and other collateral documents or security instruments relating thereto are, in all material respects, valid, true and genuine, and what they purport to be. (e) Fox Chase Disclosure Schedule 4.15(e) sets forth, as of September 30, 2015, a schedule of all executive officers and directors of Fox Chase who have outstanding loans from Fox Chase or Fox Chase Bank, and there has been no default on, or forgiveness or waiver of, in whole or in part, any such loan during the two years immediately preceding the date hereof. (f) To the Knowledge of Fox Chase, no shares of Fox Chase Common Stock were purchased with the proceeds of a loan made by Fox Chase or any Fox Chase Subsidiary.

Loan Matters. (a) The allowance for loan losses reflected in Fox ChaseBrunswick’s audited consolidated balance sheet at December 31, 2014 2021 was, and the allowance for loan losses shown on Fox ChaseBrunswick’s balance sheets for periods ending after December 31, 2014 2021, but prior to January 1, 2023, was, or will be, adequate, as of the date thereof, under GAAP. The allowance for credit losses reflected in Brunswick’s audited consolidated balance sheet for periods ending after January 1, 2023 will be adequate, as of the date thereof, under GAAP. (b) Fox Chase Brunswick Disclosure Schedule 4.15(b) sets forth a listing, as of September November 30, 20152022, by account, of: (i) all loans (including loan participations) of Brunswick Bank or any other Brunswick Subsidiary that have been accelerated during the past twelve (12) months; (ii) all loan commitments or lines of credit of Brunswick Bank or any other Brunswick Subsidiary which have been terminated by Brunswick Bank or any other Brunswick Subsidiary during the past twelve (12) months by reason of a default or adverse developments in the condition of the borrower or other events or circumstances affecting the credit of the borrower; (iii) each borrower, customer or other party which has notified Fox Chase Brunswick Bank or any other Fox Chase Brunswick Subsidiary during the past twelve (12) months of, or has asserted against Fox Chase Brunswick Bank or any other Fox Chase Brunswick Subsidiary, in each case in writing, any “lender liability” or similar claim, and, to the Knowledge of Fox Chase BankBrunswick, each borrower, customer or other party which has given Fox Chase Brunswick Bank or any other Fox Chase Brunswick Subsidiary any oral notification of, or orally asserted to or against Fox Chase Brunswick Bank or any other Fox Chase Brunswick Subsidiary, any such claim; (iiiv) all loans (A) that are contractually past due 90 ninety (90) days or more in the payment of principal and/or interest, (B) that are on non-accrual status, (C) that as of the date of this Agreement are classified as “Other Loans Specially Mentioned”, “Special Mention,” ”, “Substandard,” ”, “Doubtful,” ”, “Loss,” ”, “Classified”, “Criticized”, “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan and the identity of the obligor thereunder, (D) that are Troubled Debt Restructuringswhere, during the past three (3) years, the interest rate terms have been reduced and/or the maturity dates have been extended subsequent to the agreement under which the loan was originally created due to concerns regarding the borrower’s ability to pay in accordance with such initial terms, or (E) where a specific reserve allocation exists in connection therewith; and (iiiv) all assets classified by Fox Chase Brunswick Bank or any Fox Chase Brunswick Subsidiary as real estate acquired through foreclosure or in lieu of foreclosure, including in-substance foreclosures, and all other assets currently held that were acquired through foreclosure or in lieu of foreclosure. Except as set forth on Fox Chase Brunswick Disclosure Schedule 4.15(b), all loans of Fox Chase Brunswick Bank have been classified as of September November 30, 2015 2022 in accordance with the loan policies and procedures of Fox Chase Brunswick Bank. (c) Except as set forth on Fox Chase Brunswick Disclosure Schedule 4.15(e4.15(c), all loans receivable (including discounts) and accrued interest entered on the books of Fox Chase Brunswick and the Fox Chase Brunswick Subsidiaries arose out of bona fide arm’s-length transactions, were made for good and valuable consideration in the ordinary course of Fox ChaseBrunswick’s or the appropriate Fox Chase Brunswick Subsidiary’s respective business, and the notes or other evidences of indebtedness with respect to such loans (including discounts) are true and genuine and are what they purport to be. To the Knowledge of Brunswick, the loans, discounts and the accrued interest reflected on the books of Brunswick and the Brunswick Subsidiaries are subject to no defenses, set-offs or counterclaims (including, without limitation, those afforded by usury or truth-in-lending laws), except as may be provided by bankruptcy, insolvency or similar laws affecting creditors’ rights generally or by general principles of equity. All such loans are owned by Fox Chase Brunswick or the appropriate Fox Chase Brunswick Subsidiary free and clear of any Liens, other than Liens securing indebtedness from the FHLB incurred in the ordinary course of business. (d) The notes and other evidences of indebtedness evidencing the loans described above, and all pledges, mortgages, deeds of trust and other collateral documents or security instruments relating thereto are, in all material respects, valid, true and genuine, and what they purport to be. (e) Fox Chase Brunswick Disclosure Schedule 4.15(e) sets forth, as of September 30, 2015the date of this Agreement, a schedule of all executive officers and directors of Fox Chase Brunswick who have outstanding loans from Fox Chase Brunswick or Fox Chase Bankany Brunswick Subsidiary, and there has been no default on, or forgiveness or waiver of, in whole or in part, any such loan during the two (2) years immediately preceding the date hereof. (f) To the Knowledge of Fox ChaseBrunswick, no shares of Fox Chase Brunswick Common Stock were purchased with the proceeds of a loan made by Fox Chase Brunswick or any Fox Chase Brunswick Subsidiary.

Loan Matters. (a) The allowance for loan losses reflected in Fox ChaseValley Green’s audited consolidated balance sheet at December 31, 2014 2013 was, and the allowance for loan losses shown on Fox ChaseValley Green’s balance sheets for periods ending after December 31, 2014 2013 was, or will be, adequate, as of the date thereof, under GAAP. (b) Fox Chase Valley Green Disclosure Schedule 4.15(b) sets forth a listing, as of September 30March 31, 20152014, by account, of: (i) all loans (including loan participations) of Valley Green or any Valley Green Subsidiary that have been accelerated during the past twelve months; (ii) all loan commitments or lines of credit of Valley Green or any Valley Green Subsidiary which have been terminated by Valley Green or any Valley Green Subsidiary during the past twelve months by reason of a default or adverse developments in the condition of the borrower or other events or circumstances affecting the credit of the borrower; (iii) each borrower, customer or other party which has notified Fox Chase Bank Valley Green or any other Fox Chase Valley Green Subsidiary during the past twelve months of, or has asserted against Fox Chase Bank Valley Green or any other Fox Chase Valley Green Subsidiary, in each case in writing, any “lender liability” or similar claim, and, to the Knowledge of Fox Chase BankValley Green, each borrower, customer or other party which has given Fox Chase Bank Valley Green or any other Fox Chase Valley Green Subsidiary any oral notification of, or orally asserted to or against Fox Chase Bank Valley Green or any other Fox Chase Valley Green Subsidiary, any such claim; (iiiv) all loans (A) that are contractually past due 90 days or more in the payment of principal and/or interest, (B) that are on non-accrual status, (C) that as of the date of this Agreement are classified as “Other Loans Specially Mentioned”, “Special Mention,” ”, “Substandard,” ”, “Doubtful,” ”, “Loss,” ”, “Classified”, “Criticized”, “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan and the identity of the obligor thereunder, (D) that are Troubled Debt Restructuringswhere, during the past three years, the interest rate terms have been reduced and/or the maturity dates have been extended subsequent to the agreement under which the loan was originally created due to concerns regarding the borrower’s ability to pay in accordance with such initial terms, or (E) where a specific reserve allocation exists in connection therewith; and (iiiv) all assets classified by Fox Chase Bank Valley Green or any Fox Chase Valley Green Subsidiary as real estate acquired through foreclosure or in lieu of foreclosure, including in-substance foreclosures, and all other assets currently held that were acquired through foreclosure or in lieu of foreclosure. Except as set forth on Fox Chase Valley Green Disclosure Schedule 4.15(b), all loans of Fox Chase Bank Valley Green have been classified as of September 30March 31, 2015 2014 in accordance with the loan policies and procedures of Fox Chase BankValley Green. (c) Except as set forth on Fox Chase Valley Green Disclosure Schedule 4.15(e4.15(c), all loans receivable (including discounts) and accrued interest entered on the books of Fox Chase Valley Green and the Fox Chase Valley Green Subsidiaries arose out of bona fide arm’s-length transactions, were made for good and valuable consideration in the ordinary course of Fox ChaseValley Green’s or the appropriate Fox Chase Valley Green Subsidiary’s respective business, and the notes or other evidences of indebtedness with respect to such loans (including discounts) are true and genuine and are what they purport to be. To the Knowledge of Valley Green, the loans, discounts and the accrued interest reflected on the books of Valley Green and the Valley Green Subsidiaries are subject to no defenses, set-offs or counterclaims (including, without limitation, those afforded by usury or truth-in-lending laws), except as may be provided by bankruptcy, insolvency or similar laws affecting creditors’ rights generally or by general principles of equity. All such loans are owned by Fox Chase Valley Green or the appropriate Fox Chase Valley Green Subsidiary free and clear of any Liens. (d) The notes and other evidences of indebtedness evidencing the loans described above, and all pledges, mortgages, deeds of trust and other collateral documents or security instruments relating thereto are, in all material respects, valid, true and genuine, and what they purport to be. (e) Fox Chase Valley Green Disclosure Schedule 4.15(e) sets forth, as of September 30March 31, 20152014, a schedule of all executive officers and directors of Fox Chase Valley Green who have outstanding loans from Fox Chase Valley Green or Fox Chase Bankany Valley Green Subsidiary, and there has been no default on, or forgiveness or waiver of, in whole or in part, any such loan during the two years immediately preceding the date hereof. (f) To the Knowledge of Fox ChaseValley Green, no shares of Fox Chase Valley Green Common Stock were purchased with the proceeds of a loan made by Fox Chase Valley Green or any Fox Chase Valley Green Subsidiary.

Loan Matters. (a) The allowance for loan losses reflected in Fox ChaseMid Penn’s audited consolidated balance sheet at December 31, 2014 2013 was, and the allowance for loan losses shown on Fox ChaseMid Penn’s balance sheets for periods ending after December 31, 2014 2013 was, or will be, adequate, as of the date thereof, under GAAP. (b) Fox Chase Mid Penn Disclosure Schedule 4.15(b5.14(b) sets forth a listing, as of September 30July 31, 20152014, by account, of: (i) all loans (including loan participations) of Mid Penn Bank or any other Mid Penn Subsidiary that have been accelerated during the past twelve months; (ii) all loan commitments or lines of credit of Mid Penn Bank or any other Mid Penn Subsidiary which have been terminated by Mid Penn Bank or any other Mid Penn Subsidiary during the past twelve months by reason of a default or adverse developments in the condition of the borrower or other events or circumstances affecting the credit of the borrower; (iii) each borrower, customer or other party which has notified Fox Chase Mid Penn Bank or any other Fox Chase Mid Penn Subsidiary during the past twelve months of, or has asserted against Fox Chase Mid Penn Bank or any other Fox Chase Mid Penn Subsidiary, in each case in writing, any “lender liability” or similar claim, and, to the Knowledge of Fox Chase BankMid Penn, each borrower, customer or other party which has given Fox Chase Mid Penn Bank or any other Fox Chase Mid Penn Subsidiary any oral notification of, or orally asserted to or against Fox Chase Mid Penn Bank or any other Fox Chase Mid Penn Subsidiary, any such claim; (iiiv) all loans (A) that are contractually past due 90 days or more in the payment of principal and/or interest, (B) that are on non-accrual status, (C) that as of the date of this Agreement are classified as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan and the identity of the obligor thereunder, (D) that are Troubled Debt Restructuringswhere, during the past three years, the interest rate terms have been reduced and/or the maturity dates have been extended subsequent to the agreement under which the loan was originally created due to concerns regarding the borrower’s ability to pay in accordance with such initial terms, or (E) where a specific reserve allocation exists in connection therewith; and (iiiv) all assets classified by Fox Chase Mid Penn Bank or any Fox Chase Mid Penn Subsidiary as real estate acquired through foreclosure or in lieu of foreclosure, including in-substance foreclosures, and all other assets currently held that were acquired through foreclosure or in lieu of foreclosure. Except as set forth on Fox Chase Mid Penn Disclosure Schedule 4.15(b5.14(b), all loans of Fox Chase Mid Penn Bank have been classified as of September 30July 31, 2015 2014 in accordance with the loan policies and procedures of Fox Chase Mid Penn Bank. (c) Except as set forth on Fox Chase Disclosure Schedule 4.15(e), all All loans receivable (including discounts) and accrued interest entered on the books of Fox Chase Mid Penn and the Fox Chase Mid Penn Subsidiaries arose out of bona fide arm’s-length transactions, were made for good and valuable consideration in the ordinary course of Fox ChaseMid Penn’s or the appropriate Fox Chase Mid Penn Subsidiary’s respective business, and the notes or other evidences of indebtedness with respect to such loans (including discounts) are true and genuine and are what they purport to be. The loans, discounts and the accrued interest reflected on the books of Mid Penn and the Mid Penn Subsidiaries are subject to no defenses, set-offs or counterclaims (including, without limitation, those afforded by usury or truth-in-lending laws), except as may be provided by bankruptcy, insolvency or similar laws affecting creditors’ rights generally or by general principles of equity. All such loans are owned by Fox Chase Mid Penn or the appropriate Fox Chase Mid Penn Subsidiary free and clear of any Liens. (d) The notes and other evidences of indebtedness evidencing the loans described above, and all pledges, mortgages, deeds of trust and other collateral documents or security instruments relating thereto are, in all material respects, valid, true and genuine, and what they purport to be. (e) Fox Chase Mid Penn Disclosure Schedule 4.15(e5.14(e) sets forth, as of September 30July 31, 20152014, a schedule of all executive officers and directors of Fox Chase Mid Penn who have outstanding loans from Fox Chase Mid Penn or Fox Chase Mid Penn Bank, and there has been no default on, or forgiveness or waiver of, in whole or in part, any such loan during the two years immediately preceding the date hereof. (f) To the Knowledge of Fox ChaseMid Penn, no shares of Fox Chase Mid Penn Common Stock were purchased with the proceeds of a loan made by Fox Chase Mid Penn or any Fox Chase Mid Penn Subsidiary.

Loan Matters. (a) The allowance for loan losses reflected in Fox Chase’s Penns Xxxxx’ audited consolidated balance sheet at December 31, 2014 2011 was, and the allowance for loan losses shown on Fox Chase’s Penns Xxxxx’ balance sheets for periods ending after December 31, 2014 2011 was, or will be, adequate, as of the date thereof, under GAAP. (b) Fox Chase Penns Xxxxx Disclosure Schedule 4.15(b5.14(b) sets forth a listing, as of September 30, 20152012, by account, of: (i) all loans (including loan participations) of JSS Bank or any other Penns Xxxxx Subsidiary that have been accelerated during the past twelve months; (ii) all loan commitments or lines of credit of JSS Bank or any other Penns Xxxxx Subsidiary which have been terminated by JSS Bank or any other Penns Xxxxx Subsidiary during the past twelve months by reason of a default or adverse developments in the condition of the borrower or other events or circumstances affecting the credit of the borrower; (iii) each borrower, customer or other party which has notified Fox Chase JSS Bank or any other Fox Chase Penns Xxxxx Subsidiary during the past twelve months of, or has asserted against Fox Chase JSS Bank or any other Fox Chase Penns Xxxxx Subsidiary, in each case in writing, any “lender liability” or similar claim, and, to the Knowledge of Fox Chase JSS Bank, each borrower, customer or other party which has given Fox Chase JSS Bank or any other Fox Chase Penns Xxxxx Subsidiary any oral notification of, or orally asserted to or against Fox Chase JSS Bank or any other Fox Chase Penns Xxxxx Subsidiary, any such claim; (iiiv) all loans (A) that are contractually past due 90 days or more in the payment of principal and/or interest, (B) that are on non-accrual status, (C) that as of the date of this Agreement are classified as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan and the identity of the obligor thereunder, (D) that are Troubled Debt Restructuringswhere, during the past three years, the interest rate terms have been reduced and/or the maturity dates have been extended subsequent to the agreement under which the loan was originally created due to concerns regarding the borrower’s ability to pay in accordance with such initial terms, or (E) where a specific reserve allocation exists in connection therewith; and (iiiv) all assets classified by Fox Chase JSS Bank or any Fox Chase Penns Xxxxx Subsidiary as real estate acquired through foreclosure or in lieu of foreclosure, including in-substance foreclosures, and all other assets currently held that were acquired through foreclosure or in lieu of foreclosure. Except as set forth on Fox Chase Penns Xxxxx Disclosure Schedule 4.15(b5.14(b), all loans of Fox Chase JSS Bank have been classified as of September 30, 2015 2012 in accordance with the loan policies and procedures of Fox Chase JSS Bank. (c) Except as set forth on Fox Chase Disclosure Schedule 4.15(e), all All loans receivable (including discounts) and accrued interest entered on the books of Fox Chase Penns Xxxxx and the Fox Chase Penns Xxxxx Subsidiaries arose out of bona fide arm’s-length transactions, were made for good and valuable consideration in the ordinary course of Fox Chase’s Penns Xxxxx’ or the appropriate Fox Chase Penns Xxxxx Subsidiary’s respective business, and the notes or other evidences of indebtedness with respect to such loans (including discounts) are true and genuine and are what they purport to be. The loans, discounts and the accrued interest reflected on the books of Penns Xxxxx and the Penns Xxxxx Subsidiaries are subject to no defenses, set-offs or counterclaims (including, without limitation, those afforded by usury or truth-in-lending laws), except as may be provided by bankruptcy, insolvency or similar laws affecting creditors’ rights generally or by general principles of equity. All such loans are owned by Fox Chase Penns Xxxxx or the appropriate Fox Chase Penns Xxxxx Subsidiary free and clear of any Liens. (d) The notes and other evidences of indebtedness evidencing the loans described above, and all pledges, mortgages, deeds of trust and other collateral documents or security instruments relating thereto are, in all material respects, valid, true and genuine, and what they purport to be. (e) Fox Chase Penns Xxxxx Disclosure Schedule 4.15(e5.14(e) sets forth, as of September 30, 20152012, a schedule of all executive officers and directors of Fox Chase Penns Xxxxx who have outstanding loans from Fox Chase Penns Xxxxx or Fox Chase JSS Bank, and there has been no default on, or forgiveness or waiver of, in whole or in part, any such loan during the two years immediately preceding the date hereof. (f) To the Knowledge of Fox ChasePenns Xxxxx, no shares of Fox Chase Penns Xxxxx Common Stock were purchased with the proceeds of a loan made by Fox Chase Penns Xxxxx or any Fox Chase Penns Xxxxx Subsidiary.

Loan Matters. (a) The allowance for loan losses reflected in Fox ChaseJuniata’s audited consolidated balance sheet at December 31, 2014 2016 was, and the allowance for loan losses shown on Fox ChaseJuniata’s balance sheets for periods ending after December 31, 2014 was, 2016 was or will be, adequate, as of the date thereof, under GAAP. (b) Fox Chase Disclosure Schedule 4.15(b5.15(b) sets forth a listing, as of September November 30, 20152017, by account, of: (i) all loans (including loan participations) of JVB or any other Juniata Subsidiary that have been accelerated during the past twelve months; (ii) all loan commitments or lines of credit of JVB or any other Juniata Subsidiary which have been terminated by JVB or any other Juniata Subsidiary during the past twelve months by reason of a default or adverse developments in the condition of the borrower or other events or circumstances affecting the credit of the borrower; (iii) each borrower, customer or other party which has notified Fox Chase Bank JVB or any other Fox Chase Juniata Subsidiary during the past twelve months of, or has asserted against Fox Chase Bank JVB or any other Fox Chase Juniata Subsidiary, in each case in writing, any “lender liability” or similar claim, and, to the Knowledge of Fox Chase BankJVB, each borrower, customer or other party which has given Fox Chase Bank JVB or any other Fox Chase Juniata Subsidiary any oral notification of, or orally asserted to or against Fox Chase Bank JVB or any other Fox Chase Juniata Subsidiary, any such claim; (iiiv) all loans (A) that are contractually past due 90 days or more in the payment of principal and/or interest, (B) that are on non-accrual status, (C) that as of the date of this Agreement are classified as “Other Loans Specially Mentioned”, “Special Mention,” ”, “Substandard,” ”, “Doubtful,” ”, “Loss,” ”, “Classified”, “Criticized”, “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan and the identity of the obligor thereunder, (D) that are Troubled Debt Restructuringswhere, during the past three years, the interest rate terms have been reduced and/or the maturity dates have been extended subsequent to the agreement under which the loan was originally created due to concerns regarding the borrower’s ability to pay in accordance with such initial terms, or (E) where a specific reserve allocation exists in connection therewith; and (iiiv) all assets classified by Fox Chase Bank JVB or any Fox Chase JVB Subsidiary as real estate acquired through foreclosure or in lieu of foreclosure, including in-substance foreclosures, and all other assets currently held that were acquired through foreclosure or in lieu of foreclosure. Except as set forth on Fox Chase Disclosure Schedule 4.15(b5.15(b), all loans of Fox Chase Bank JVB have been classified as of September 30December 29, 2015 2017 in accordance with the loan policies and procedures of Fox Chase BankJVB. (c) Except as set forth on Fox Chase Disclosure Schedule 4.15(e), all All loans receivable (including discounts) and accrued interest entered on the books of Fox Chase Juniata and the Fox Chase Juniata Subsidiaries arose out of bona fide arm’s-length transactions, were made for good and valuable consideration in the ordinary course of Fox ChaseJuniata’s or the appropriate Fox Chase Juniata Subsidiary’s respective business, and the notes or other evidences of indebtedness with respect to such loans (including discounts) are true and genuine and are what they purport to be. The loans, discounts and the accrued interest reflected on the books of Juniata and the Juniata Subsidiaries are subject to no defenses, set-offs or counterclaims (including, without limitation, those afforded by usury or truth-in-lending laws), except as may be provided by bankruptcy, insolvency or similar laws affecting creditors’ rights generally or by general principles of equity. All such loans are owned by Fox Chase Juniata or the appropriate Fox Chase Juniata Subsidiary free and clear of any Liensliens. (d) The notes and other evidences of indebtedness evidencing the loans described above, and all pledges, mortgages, deeds of trust and other collateral documents or security instruments relating thereto are, in all material respects, valid, true and genuine, and what they purport to be. (e) Fox Chase Disclosure Schedule 4.15(e5.15(e) sets forth, as of September 30December 29, 20152017, a schedule of all executive officers and directors of Fox Chase Juniata who have outstanding loans from Fox Chase Juniata or Fox Chase BankJVB, and there has been no default on, or forgiveness or waiver of, in whole or in part, any such loan during the two years immediately preceding the date hereof. (f) To the Knowledge of Fox ChaseJuniata, no shares of Fox Chase Juniata Common Stock were purchased with the proceeds of a loan made by Fox Chase Juniata or any Fox Chase Juniata Subsidiary.

Loan Matters. (a) The allowance for loan losses reflected in Fox ChasePhoenix’s audited consolidated balance sheet at December 31, 2014 2013 was, and the allowance for loan losses shown on Fox ChasePhoenix’s balance sheets for periods ending after December 31, 2014 2013 was, or will be, adequate, as of the date thereof, under GAAP. (b) Fox Chase Phoenix Disclosure Schedule 4.15(b) sets forth a listing, as of September 30July 31, 20152014, by account, of: (i) all loans (including loan participations) of Miners Bank or any other Phoenix Subsidiary that have been accelerated during the past twelve months; (ii) all loan commitments or lines of credit of Miners Bank or any other Phoenix Subsidiary which have been terminated by Miners Bank or any other Phoenix Subsidiary during the past twelve months by reason of a default or adverse developments in the condition of the borrower or other events or circumstances affecting the credit of the borrower; (iii) each borrower, customer or other party which has notified Fox Chase Miners Bank or any other Fox Chase Phoenix Subsidiary during the past twelve months of, or has asserted against Fox Chase Miners Bank or any other Fox Chase Phoenix Subsidiary, in each case in writing, any “lender liability” or similar claim, and, to the Knowledge of Fox Chase BankPhoenix, each borrower, customer or other party which has given Fox Chase Miners Bank or any other Fox Chase Phoenix Subsidiary any oral notification of, or orally asserted to or against Fox Chase Miners Bank or any other Fox Chase Phoenix Subsidiary, any such claim; (iiiv) all loans (A) that are contractually past due 90 days or more in the payment of principal and/or interest, (B) that are on non-accrual status, (C) that as of the date of this Agreement are classified as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan and the identity of the obligor thereunder, (D) that are Troubled Debt Restructuringswhere, during the past three years, the interest rate terms have been reduced and/or the maturity dates have been extended subsequent to the agreement under which the loan was originally created due to concerns regarding the borrower’s ability to pay in accordance with such initial terms, or (E) where a specific reserve allocation exists in connection therewith; and (iiiv) all assets classified by Fox Chase Miners Bank or any Fox Chase Phoenix Subsidiary as real estate acquired through foreclosure or in lieu of foreclosure, including in-substance foreclosures, and all other assets currently held that were acquired through foreclosure or in lieu of foreclosure. Except as set forth on Fox Chase Phoenix Disclosure Schedule 4.15(b), all loans of Fox Chase Miners Bank have been classified as of September 30July 31, 2015 2014 in accordance with the loan policies and procedures of Fox Chase Miners Bank. (c) Except as set forth on Fox Chase Phoenix Disclosure Schedule 4.15(e), all loans receivable (including discounts) and accrued interest entered on the books of Fox Chase Phoenix and the Fox Chase Phoenix Subsidiaries arose out of bona fide arm’s-length transactions, were made for good and valuable consideration in the ordinary course of Fox ChasePhoenix’s or the appropriate Fox Chase Phoenix Subsidiary’s respective business, and the notes or other evidences of indebtedness with respect to such loans (including discounts) are true and genuine and are what they purport to be. The loans, discounts and the accrued interest reflected on the books of Phoenix and the Phoenix Subsidiaries are subject to no defenses, set-offs or counterclaims (including, without limitation, those afforded by usury or truth-in-lending laws), except as may be provided by bankruptcy, insolvency or similar laws affecting creditors’ rights generally or by general principles of equity. All such loans are owned by Fox Chase Phoenix or the appropriate Fox Chase Phoenix Subsidiary free and clear of any Liens. (d) The notes and other evidences of indebtedness evidencing the loans described above, and all pledges, mortgages, deeds of trust and other collateral documents or security instruments relating thereto are, in all material respects, valid, true and genuine, and what they purport to be. (e) Fox Chase Phoenix Disclosure Schedule 4.15(e) sets forth, as of September 30July 31, 20152014, a schedule of all executive officers and directors of Fox Chase Phoenix who have outstanding loans from Fox Chase Phoenix or Fox Chase Miners Bank, and there has been no default on, or forgiveness or waiver of, in whole or in part, any such loan during the two years immediately preceding the date hereof. (f) To the Knowledge of Fox ChasePhoenix, no shares of Fox Chase Phoenix Common Stock were purchased with the proceeds of a loan made by Fox Chase Phoenix or any Fox Chase Phoenix Subsidiary.

Loan Matters. (a) The allowance for loan losses reflected in Fox ChaseJuniata’s audited consolidated balance sheet at December 31, 2014 was, and the allowance for loan losses shown on Fox ChaseJuniata’s balance sheets for periods ending after December 31, 2014 was, was or will be, adequate, as of the date thereof, under GAAP. (b) Fox Chase Disclosure Schedule 4.15(b5.15(b) sets forth a listing, as of September 30May 31, 20152014, by account, of: (i) all loans (including loan participations) of JVB or any other Juniata Subsidiary that have been accelerated during the past twelve months; (ii) all loan commitments or lines of credit of JVB or any other Juniata Subsidiary which have been terminated by JVB or any other Juniata Subsidiary during the past twelve months by reason of a default or adverse developments in the condition of the borrower or other events or circumstances affecting the credit of the borrower; (iii) each borrower, customer or other party which has notified Fox Chase Bank JVB or any other Fox Chase Juniata Subsidiary during the past twelve months of, or has asserted against Fox Chase Bank JVB or any other Fox Chase Juniata Subsidiary, in each case in writing, any “lender liability” or similar claim, and, to the Knowledge of Fox Chase BankJVB, each borrower, customer or other party which has given Fox Chase Bank JVB or any other Fox Chase Juniata Subsidiary any oral notification of, or orally asserted to or against Fox Chase Bank JVB or any other Fox Chase FNBPA Subsidiary, any such claim; (iiiv) all loans (A) that are contractually past due 90 days or more in the payment of principal and/or interest, (B) that are on non-accrual status, (C) that as of the date of this Agreement are classified as “Other Loans Specially Mentioned”, “Special Mention,” ”, “Substandard,” ”, “Doubtful,” ”, “Loss,” ”, “Classified”, “Criticized”, “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan and the identity of the obligor thereunder, (D) that are Troubled Debt Restructuringswhere, during the past three years, the interest rate terms have been reduced and/or the maturity dates have been extended subsequent to the agreement under which the loan was originally created due to concerns regarding the borrower’s ability to pay in accordance with such initial terms, or (E) where a specific reserve allocation exists in connection therewith; and (iiiv) all assets classified by Fox Chase Bank JVB or any Fox Chase JVB Subsidiary as real estate acquired through foreclosure or in lieu of foreclosure, including in-substance foreclosures, and all other assets currently held that were acquired through foreclosure or in lieu of foreclosure. Except as set forth on Fox Chase Disclosure Schedule 4.15(b5.15(b), all loans of Fox Chase Bank JVB have been classified as of September 30May 31, 2015 in accordance with the loan policies and procedures of Fox Chase BankJVB. (c) Except as set forth on Fox Chase Disclosure Schedule 4.15(e), all All loans receivable (including discounts) and accrued interest entered on the books of Fox Chase Juniata and the Fox Chase Juniata Subsidiaries arose out of bona fide arm’s-length transactions, were made for good and valuable consideration in the ordinary course of Fox ChaseJuniata’s or the appropriate Fox Chase Juniata Subsidiary’s respective business, and the notes or other evidences of indebtedness with respect to such loans (including discounts) are true and genuine and are what they purport to be. The loans, discounts and the accrued interest reflected on the books of Juniata and the Juniata Subsidiaries are subject to no defenses, set-offs or counterclaims (including, without limitation, those afforded by usury or truth-in-lending laws), except as may be provided by bankruptcy, insolvency or similar laws affecting creditors’ rights generally or by general principles of equity. All such loans are owned by Fox Chase Juniata or the appropriate Fox Chase Juniata Subsidiary free and clear of any Liensliens. (d) The notes and other evidences of indebtedness evidencing the loans described above, and all pledges, mortgages, deeds of trust and other collateral documents or security instruments relating thereto are, in all material respects, valid, true and genuine, and what they purport to be. (e) Fox Chase Disclosure Schedule 4.15(e5.15(e) sets forth, as of September 30May 31, 2015, a schedule of all executive officers and directors of Fox Chase Juniata who have outstanding loans from Fox Chase Juniata or Fox Chase BankJVB, and there has been no default on, or forgiveness or waiver of, in whole or in part, any such loan during the two years immediately preceding the date hereof. (f) To the Knowledge of Fox ChaseJuniata, no shares of Fox Chase Juniata Common Stock were purchased with the proceeds of a loan made by Fox Chase Juniata or any Fox Chase FNBPA Subsidiary.

Loan Matters. (a) The allowance for loan losses reflected in Fox ChaseRiverview’s audited consolidated balance sheet at December 31, 2014 2020 was, and the allowance for loan losses shown on Fox ChaseRiverview’s balance sheets for periods ending after December 31, 2014 2020 was, or will be, adequate, as of the date thereof, under GAAP. (b) Fox Chase Riverview Disclosure Schedule 4.15(b) sets forth a listing, as of September 30May 31, 20152021, by account, of: (i) all loans (including loan participations) of Riverview Bank or any other Riverview Subsidiary that have been accelerated during the past twelve (12) months; (ii) all loan commitments or lines of credit of Riverview Bank or any other Riverview Subsidiary which have been terminated by Riverview Bank or any other Riverview Subsidiary during the past twelve (12) months by reason of a default or adverse developments in the condition of the borrower or other events or circumstances affecting the credit of the borrower; (iii) each borrower, customer or other party which has notified Fox Chase Riverview Bank or any other Fox Chase Riverview Subsidiary during the past twelve (12) months of, or has asserted against Fox Chase Riverview Bank or any other Fox Chase Riverview Subsidiary, in each case in writing, any “lender liability” or similar claim, and, to the Knowledge of Fox Chase BankRiverview, each borrower, customer or other party which has given Fox Chase Riverview Bank or any other Fox Chase Riverview Subsidiary any oral notification of, or orally asserted to or against Fox Chase Riverview Bank or any other Fox Chase Riverview Subsidiary, any such claim; (iiiv) all loans (A) that are contractually past due 90 ninety (90) days or more in the payment of principal and/or interest, (B) that are on non-accrual status, (C) that as of the date of this Agreement are classified as “Other Loans Specially Mentioned”, “Special Mention,” ”, “Substandard,” ”, “Doubtful,” ”, “Loss,” ”, “Classified”, “Criticized”, “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan and the identity of the obligor thereunder, (D) that are Troubled Debt Restructuringswhere, during the past three (3) years, the interest rate terms have been reduced and/or the maturity dates have been extended subsequent to the agreement under which the loan was originally created due to concerns regarding the borrower’s ability to pay in accordance with such initial terms, or (E) where a specific reserve allocation exists in connection therewith; and (iiiv) all assets classified by Fox Chase Riverview Bank or any Fox Chase Riverview Subsidiary as real estate acquired through foreclosure or in lieu of foreclosure, including in-substance foreclosures, and all other assets currently held that were acquired through foreclosure or in lieu of foreclosure. Except as set forth on Fox Chase Riverview Disclosure Schedule 4.15(b), all loans of Fox Chase Riverview Bank have been classified as of September 30May 31, 2015 2021 in accordance with the loan policies and procedures of Fox Chase Riverview Bank. (c) Except as set forth on Fox Chase Riverview Disclosure Schedule 4.15(e4.15(c), all loans receivable (including discounts) and accrued interest entered on the books of Fox Chase Riverview and the Fox Chase Riverview Subsidiaries arose out of bona fide arm’s-length transactions, were made for good and valuable consideration in the ordinary course of Fox ChaseRiverview’s or the appropriate Fox Chase Riverview Subsidiary’s respective business, and the notes or other evidences of indebtedness with respect to such loans (including discounts) are true and genuine and are what they purport to be. To the Knowledge of Riverview, the loans, discounts and the accrued interest reflected on the books of Riverview and the Riverview Subsidiaries are subject to no defenses, set-offs or counterclaims (including, without limitation, those afforded by usury or truth-in-lending laws), except as may be provided by bankruptcy, insolvency or similar laws affecting creditors’ rights generally or by general principles of equity. All such loans are owned by Fox Chase Riverview or the appropriate Fox Chase Riverview Subsidiary free and clear of any Liens. (d) The notes and other evidences of indebtedness evidencing the loans described above, and all pledges, mortgages, deeds of trust and other collateral documents or security instruments relating thereto are, in all material respects, valid, true and genuine, and what they purport to be. (e) Fox Chase Disclosure Schedule 4.15(e) sets forth, as of September 30, 2015, a schedule of all executive officers and directors of Fox Chase who have outstanding loans from Fox Chase or Fox Chase Bank, and there has been no default on, or forgiveness or waiver of, in whole or in part, any such loan during the two years immediately preceding the date hereof. (f) To the Knowledge of Fox ChaseRiverview, no shares of Fox Chase Riverview Common Stock were purchased with the proceeds of a loan made by Fox Chase Riverview or any Fox Chase Riverview Subsidiary.

Loan Matters. (a) The allowance for loan losses reflected in Fox ChaseLuzerne’s audited consolidated balance sheet at December 31, 2014 2011 was, and the allowance for loan losses shown on Fox ChaseLuzerne’s balance sheets for periods ending after December 31, 2014 2011 was, or will be, adequate, as of the date thereof, under GAAP. (b) Fox Chase Luzerne Disclosure Schedule 4.15(b) sets forth a listing, as of September 30, 20152012, by account, of: (i) all loans (including loan participations) of Luzerne Bank or any other Luzerne Subsidiary that have been accelerated during the past twelve months; (ii) all loan commitments or lines of credit of Luzerne Bank or any other Luzerne Subsidiary which have been terminated by Luzerne Bank or any other Luzerne Subsidiary during the past twelve months by reason of a default or adverse developments in the condition of the borrower or other events or circumstances affecting the credit of the borrower; (iii) each borrower, customer or other party which has notified Fox Chase Luzerne Bank or any other Fox Chase Luzerne Subsidiary during the past twelve months of, or has asserted against Fox Chase Luzerne Bank or any other Fox Chase Luzerne Subsidiary, in each case in writing, any “lender liability” or similar claim, and, to the Knowledge of Fox Chase Luzerne Bank, each borrower, customer or other party which has given Fox Chase Luzerne Bank or any other Fox Chase Luzerne Subsidiary any oral notification of, or orally asserted to or against Fox Chase Luzerne Bank or any other Fox Chase Luzerne Subsidiary, any such claim; (iiiv) all loans (A) that are contractually past due 90 days or more in the payment of principal and/or interest, (B) that are on non-accrual status, (C) that as of the date of this Agreement are classified as “Other Loans Specially Mentioned,” “Special Mention,” “Substandard,” “Doubtful,” “Loss,” “Classified,” “Criticized,” “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan and the identity of the obligor thereunder, (D) that are Troubled Debt Restructuringswhere, during the past three years, the interest rate terms have been reduced and/or the maturity dates have been extended subsequent to the agreement under which the loan was originally created due to concerns regarding the borrower’s ability to pay in accordance with such initial terms, or (E) where a specific reserve allocation exists in connection therewith; and (iiiv) all assets classified by Fox Chase Luzerne Bank or any Fox Chase Luzerne Subsidiary as real estate acquired through foreclosure or in lieu of foreclosure, including in-substance foreclosures, and all other assets currently held that were acquired through foreclosure or in lieu of foreclosure. Except as set forth on Fox Chase Luzerne Disclosure Schedule 4.15(b), all loans of Fox Chase Luzerne Bank have been classified as of September 30, 2015 2012 in accordance with the loan policies and procedures of Fox Chase Luzerne Bank. (c) Except as set forth on Fox Chase Luzerne Disclosure Schedule 4.15(e), all loans receivable (including discounts) and accrued interest entered on the books of Fox Chase Luzerne and the Fox Chase Luzerne Subsidiaries arose out of bona fide arm’s-length transactions, were made for good and valuable consideration in the ordinary course of Fox ChaseLuzerne’s or the appropriate Fox Chase Luzerne Subsidiary’s respective business, and the notes or other evidences of indebtedness with respect to such loans (including discounts) are true and genuine and are what they purport to be. The loans, discounts and the accrued interest reflected on the books of Luzerne and the Luzerne Subsidiaries are subject to no defenses, set-offs or counterclaims (including, without limitation, those afforded by usury or truth-in-lending laws), except as may be provided by bankruptcy, insolvency or similar laws affecting creditors’ rights generally or by general principles of equity. All such loans are owned by Fox Chase Luzerne or the appropriate Fox Chase Luzerne Subsidiary free and clear of any Liens. (d) The notes and other evidences of indebtedness evidencing the loans described above, and all pledges, mortgages, deeds of trust and other collateral documents or security instruments relating thereto are, in all material respects, valid, true and genuine, and what they purport to be. (e) Fox Chase Luzerne Disclosure Schedule 4.15(e) sets forth, as of September 30, 20152012, a schedule of all executive officers and directors of Fox Chase Luzerne who have outstanding loans from Fox Chase Luzerne or Fox Chase Luzerne Bank, and there has been no default on, or forgiveness or waiver of, in whole or in part, any such loan during the two years immediately preceding the date hereof. (f) To the Knowledge of Fox ChaseLuzerne, no shares of Fox Chase Luzerne Common Stock were purchased with the proceeds of a loan made by Fox Chase Luzerne or any Fox Chase Luzerne Subsidiary.

Loan Matters. (a) The allowance for loan losses reflected in Fox ChaseFNBPA’s audited consolidated balance sheet at December 31, 2014 was, and the allowance for loan losses shown on Fox ChaseFNBPA’s balance sheets for periods ending after December 31, 2014 was, was or will be, adequate, as of the date thereof, under GAAP. (b) Fox Chase Disclosure Schedule 4.15(b) sets forth a listing, as of September 30May 31, 2015, 2015 by account, of: (i) all loans (including loan participations) of FNB Port Allegany or any other FNBPA Subsidiary that have been accelerated during the past twelve months; (ii) all loan commitments or lines of credit of FNB Port Allegany or any other FNBPA Subsidiary which have been terminated by FNB Port Allegany or any other FNBPA Subsidiary during the past twelve months by reason of a default or adverse developments in the condition of the borrower or other events or circumstances affecting the credit of the borrower; (iii) each borrower, customer or other party which has notified Fox Chase Bank FNB Port Allegany or any other Fox Chase FNBPA Subsidiary during the past twelve months of, or has asserted against Fox Chase Bank FNB Port Allegany or any other Fox Chase FNBPA Subsidiary, in each case in writing, any “lender liability” or similar claim, and, to the Knowledge of Fox Chase BankFNB Port Allegany, each borrower, customer or other party which has given Fox Chase Bank FNB Port Allegany or any other Fox Chase FNBPA Subsidiary any oral notification of, or orally asserted to or against Fox Chase Bank FNB Port Allegany or any other Fox Chase FNBPA Subsidiary, any such claim; (iiiv) all loans (A) that are contractually past due 90 days or more in the payment of principal and/or interest, (B) that are on non-accrual status, (C) that as of the date of this Agreement are classified as “Other Loans Specially Mentioned”, “Special Mention,” ”, “Substandard,” ”, “Doubtful,” ”, “Loss,” ”, “Classified”, “Criticized”, “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan and the identity of the obligor thereunder, (D) that are Troubled Debt Restructuringswhere, during the past three years, the interest rate terms have been reduced and/or the maturity dates have been extended subsequent to the agreement under which the loan was originally created due to concerns regarding the borrower’s ability to pay in accordance with such initial terms, or (E) where a specific reserve allocation exists in connection therewith; and (iiiv) all assets classified by Fox Chase Bank FNB Port Allegany or any Fox Chase FNB Port Allegany Subsidiary as real estate acquired through foreclosure or in lieu of foreclosure, including in-substance foreclosures, and all other assets currently held that were acquired through foreclosure or in lieu of foreclosure. Except as set forth on Fox Chase Disclosure Schedule 4.15(b), all loans of Fox Chase Bank FNB Port Allegany have been classified as of September 30May 31, 2015 in accordance with the loan policies and procedures of Fox Chase BankFNB Port Allegany. (c) Except as set forth on Fox Chase Disclosure Schedule 4.15(e), all All loans receivable (including discounts) and accrued interest entered on the books of Fox Chase FNBPA and the Fox Chase FNBPA Subsidiaries arose out of bona fide arm’s-length transactions, were made for good and valuable consideration in the ordinary course of Fox ChaseFNBPA’s or the appropriate Fox Chase FNBPA Subsidiary’s respective business, and the notes or other evidences of indebtedness with respect to such loans (including discounts) are true and genuine and are what they purport to be. The loans, discounts and the accrued interest reflected on the books of FNBPA and the FNBPA Subsidiaries are subject to no defenses, set-offs or counterclaims (including, without limitation, those afforded by usury or truth-in-lending laws), except as may be provided by bankruptcy, insolvency or similar laws affecting creditors’ rights generally or by general principles of equity. All such loans are owned by Fox Chase FNBPA or the appropriate Fox Chase FNBPA Subsidiary free and clear of any Liensliens. (d) The notes and other evidences of indebtedness evidencing the loans described above, and all pledges, mortgages, deeds of trust and other collateral documents or security instruments relating thereto are, in all material respects, valid, true and genuine, and what they purport to be. (e) Fox Chase Disclosure Schedule 4.15(e) sets forth, as of September 30May 31, 2015, a schedule of all executive officers and directors of Fox Chase FNBPA who have outstanding loans from Fox Chase FNBPA or Fox Chase BankFNB Port Allegany, and there has been no default on, or forgiveness or waiver of, in whole or in part, any such loan during the two years immediately preceding the date hereof. (f) To the Knowledge of Fox ChaseFNBPA, no shares of Fox Chase FNBPA Common Stock were purchased with the proceeds of a loan made by Fox Chase FNBPA or any Fox Chase FNBPA Subsidiary.

Loan Matters. (a) The allowance for loan losses reflected in Fox ChaseScottdale’s audited consolidated balance sheet at December 31, 2014 2015 was, and the allowance for loan losses shown on Fox ChaseScottdale’s balance sheets for periods ending after December 31, 2014 2015 was, or will be, adequate, as of the date thereof, under GAAP. (b) Fox Chase Scottdale Disclosure Schedule 4.15(b) sets forth a listing, as of September 30February 28, 20152017, by account, of: (i) all loans (including loan participations) of Scottdale that have been accelerated during the past twelve months; (ii) all loan commitments or lines of credit of Scottdale which have been terminated by Scottdale during the past twelve months by reason of a default or adverse developments in the condition of the borrower or other events or circumstances affecting the credit of the borrower; (iii) each borrower, customer or other party which has notified Fox Chase Bank or any other Fox Chase Subsidiary Scottdale during the past twelve months of, or has asserted against Fox Chase Bank or any other Fox Chase SubsidiaryScottdale, in each case in writing, any “lender liability” or similar claim, and, to the Knowledge of Fox Chase BankScottdale, each borrower, customer or other party which has given Fox Chase Bank or any other Fox Chase Subsidiary Scottdale any oral notification of, or orally asserted to or against Fox Chase Bank or any other Fox Chase SubsidiaryScottdale, any such claim; (iiiv) all loans (A) that are contractually past due 90 days or more in the payment of principal and/or interest, (B) that are on non-accrual status, (C) that as of the date of this Agreement are classified as “Other Loans Specially Mentioned”, “Special Mention,” ”, “Substandard,” ”, “Doubtful,” ”, “Loss,” ”, “Classified”, “Criticized”, “Watch List” or words of similar import, together with the principal amount of and accrued and unpaid interest on each such Loan and the identity of the obligor thereunder, (D) that are Troubled Debt Restructuringswhere, during the past three years, the interest rate terms have been reduced and/or the maturity dates have been extended subsequent to the agreement under which the loan was originally created due to concerns regarding the borrower’s ability to pay in accordance with such initial terms, or (E) where a specific reserve allocation exists in connection therewith; and (iiiv) all assets classified by Fox Chase Bank or any Fox Chase Subsidiary Scottdale as real estate acquired through foreclosure or in lieu of foreclosure, including in-substance foreclosures, and all other assets currently held that were acquired through foreclosure or in lieu of foreclosure. Except as set forth on Fox Chase Scottdale Disclosure Schedule 4.15(b), all loans of Fox Chase Bank Scottdale have been classified as of September 30February 28, 2015 2017 in accordance with the loan policies and procedures of Fox Chase BankScottdale. (c) Except as set forth on Fox Chase Scottdale Disclosure Schedule 4.15(e4.15(c), all loans receivable (including discounts) and accrued interest entered on the books of Fox Chase and the Fox Chase Subsidiaries Scottdale arose out of bona fide arm’s-length transactions, were made for good and valuable consideration in the ordinary course of Fox ChaseScottdale’s or the appropriate Fox Chase Subsidiary’s respective business, and the notes or other evidences of indebtedness with respect to such loans (including discounts) are true and genuine and are what they purport to be. To the Knowledge of Scottdale, the loans, discounts and the accrued interest reflected on the books of Scottdale are subject to no defenses, set-offs or counterclaims (including, without limitation, those afforded by usury or truth-in-lending laws), except as may be provided by bankruptcy, insolvency or similar laws affecting creditors’ rights generally or by general principles of equity. All such loans are owned by Fox Chase or the appropriate Fox Chase Subsidiary Scottdale free and clear of any Liens other than Scottdale Permitted Liens. (d) The notes and other evidences of indebtedness evidencing the loans described above, and all pledges, mortgages, deeds of trust and other collateral documents or security instruments relating thereto are, in all material respects, valid, true and genuine, and what they purport to be. (e) Fox Chase Scottdale Disclosure Schedule 4.15(e) sets forth, as of September 30February 28, 20152017, a schedule of all executive officers and directors of Fox Chase Scottdale who have outstanding loans from Fox Chase or Fox Chase BankScottdale, and there has been no default on, or forgiveness or waiver of, in whole or in part, any such loan during the two years immediately preceding the date hereof. (f) To the Knowledge of Fox ChaseScottdale, no shares of Fox Chase Scottdale Common Stock were purchased with the proceeds of a loan made by Fox Chase or any Fox Chase SubsidiaryScottdale.